Thunder Power Holdings, Inc. Announces Financial Results and Strategic Developments

, /PRNewswire/ -- Thunder Power Holdings, Inc. (NASDAQ: AIEV) ("Thunder Power" or the "Company"), a technology innovator and developer of premium passenger Electric Vehicles (EVs), today announced its financial results for full fiscal year 2024 along with several key developments aimed at enhancing its market position and driving future growth. The Company also announced the transfer of listing in the United States from the Nasdaq Global Market to the Nasdaq Capital Market, effective on March 28, 2025. Pending Share Exchange Transaction with Electric Power Technology Limited On February 10, 2025, Thunder Power executed an Amendment Agreement (the "Amendment") with certain shareholders ("TW Shareholders") of Electric Power Technology Limited ("TW Company"). This Amendment amended the Share Exchange Agreement dated December 19, 2024 between the Company and TW Shareholders. The Company expect to issue approximately 37.6 million shares of the Company's common stock for approximately 31.6 million ordinary shares in TW Company. The closing of the transaction is subject to shareholder and regulatory approvals. The TW Company is currently focused on the acquisition and development of solar power generation projects and the development of energy storage businesses. On March 4, 2025, TW Company announced that it entered into equity trading agreements with shareholders of Laiyang Solar Energy Co. (Laiyang) and Jinlaiyang Solar Energy Co. (Jinlaiyang) for the purchase of 4.4 megawatts generation capacity, which are expected to provide additional solar energy exposure for both TW Company and Thunder Power. Solar generation in Taiwan represented 5% of the electricity market in 2024. The Taiwanese government has set a target for 15% of the island's electricity to come from renewable energy sources by 2025. Solar is forecasted to grow to 35% of total installed generation capacity by 2035. TW Company is listed on the Taipei Exchange under the code 4529. Taiwan represents an important market for Thunder Power, as it is designated as the launch market for its first EV. The combination of electricity generation and mobility will offer multiple commercial benefits. Christopher Nicoll, Chief Executive Officer of Thunder Power, commented, "Once the share exchange is approved, this transaction is expected to provide Thunder Power with an initial stream of revenue and further diversify AIEV as a green energy solution provider. AIEV is focused on addressing strategic gaps in the EV sector combined with a diversified approach across the clean energy value chain. Electric Power Technology is developing a growing position within the solar power industry, and we are excited to launch this partnership to deliver innovative power solutions to a variety of end markets going forward. We view this transaction as a deliberate next step to expand our capabilities and enter adjacent environmentally sustainable fields as we work to bring our EV's to market. We look forward to sharing additional exciting developments in the coming quarters." Thunder Power Announces Transfer of Listing from Nasdaq Global Market to Nasdaq Capital Market (NASDAQ-CM) On March 26, 2025, the Company received approval from the Listing Qualifications Department of the Nasdaq Stock Market ("Nasdaq") to transfer its listing from the Nasdaq Global Market to the Nasdaq Capital Market. The transfer of the Company's listing to the Capital Market is not expected to have any impact on trading in the Company's common stock, which will continue to trade under the symbol "AIEV". The Nasdaq Capital Market (NASDAQ-CM), previously known as the Nasdaq SmallCap Market, serves smaller capitalization companies with less stringent financial and liquidity listing requirements. The Nasdaq Capital Market benefits smaller companies focused on raising capital and lists a wide variety of companies, including those from technology, biotechnology, and other sectors. "We believe listing on the Nasdaq Capital Market is more reflective of AIEV at this stage in our development, allowing us to focus on generating revenue, improving our balance sheet, and giving us more financial flexibility. This listing transfer, along with our pending stake in Electric Power Technology, positions the Company favorably for future growth," concluded Nicoll. Thunder Power's securities began trading on NASDAQ-CM on March 28, 2025. Full Year 2024 Financial Highlights: Revenues were nil, consistent with the same period in 2023 Operating expenses were approximately $2.4 million, compared to $1.8 million in the prior year. The changes were primarily attributable to a $0.3 million increase in general and administrative expenses related to professional fees incurred to support the closing of the Business Combination, and a $0.7 million increase in share-based compensation expense as we issued 90,000 shares of common stock to three independent directors of FLFV at the consummation of the Business Combination, partially offset by a decrease in share-based settlement expenses of approximately $0.5 million Net loss was approximately $2.4 million, compared to a net loss $1.8 million for the same period in 2023 Commenting on the Company's financial results, Nicoll continued, "As we look ahead to 2025, AIEV intends to capitalize on a number of strategic opportunities within the green energy market. We are focused on increasing and diversifying our revenue streams to further develop and deploy our EVs, driving sustainable growth and strengthening our financial footing. Additionally, once the Electric Power Technology transaction is completed, we will continue to pursue additional strategic targets in the attractive green energy landscape throughout 2025 and beyond." About Thunder Power Holdings, Inc. Thunder Power is a technology innovator and a developer of innovative electric vehicles ("EVs"). The Company has developed several proprietary technologies, which are the building blocks of the Thunder Power family of EVs. The Company is focused on design and development of high-performance EVs, targeting markets initially in Asia & Europe. Thunder Power's acquisition strategy is focused on addressing strategic gaps in the EV sector combined with a diversified approach across the clean energy value chain. For more information, please visit: https://aiev.ai/. Contact: AIEV Investor Relations[email protected]713-529-6600 Forward-Looking Statements This press release contains certain statements that may include "forward-looking statements." All statements other than statements of historical fact included herein are "forward-looking statements." These forward-looking statements are often identified by the use of forward-looking terminologies such as "believes," "expects" or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results or outcomes could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including but not limited to, (i) operational risks, such as the Company's ability to successfully execute on its business plan, its ability to complete the acquisition of Electric Power Technology Limited; its ability to receive stockholder approval to issue its common stock in relation to the Share Exchange Agreement; its ability to successfully acquire assets on terms that are favorable to the Company; its ability to integrate acquired assets effectively; and its ability to adapt operations in response to accidents, extreme weather events, natural disasters, and related economic effects; (ii) regulatory and compliance risks, such as the impact of new or amended governmental laws and regulations, including tariffs, clean energy policies, and environmental standards; changes in tax laws or tax-related matters; its ability to receive a successful audit outcome under Generally Accepted Accounting Standards; and its ability to maintain its listing on the Nasdaq Global Market or successfully transfer its listing to the Nasdaq Capital Market; (iii) financial risks, such as the Company's liquidity position and ability to obtain additional financing, if necessary; foreign currency exchange rate fluctuations; interest rate volatility; the Company's current pre-revenue status and uncertainties surrounding its ability to generate revenue in the future, including potential delays in product development, market acceptance, or achieving profitability; (iv) market and industry risks, such as fluctuations in consumer acceptance and demand for electric vehicles; competition within the EV sector; the Company's ability to integrate solar power technology into its products as part of clean energy innovation initiatives; fluctuations in the availability and cost of raw materials critical for EV production; and advancements in battery technology or alternative energy solutions that may impact market dynamics, and (v) such known factors as are detailed in the Company's final proxy statement/prospectus pursuant to rule 424(b)(3) filed with the Securities and Exchange Commission on May 17, 2024, Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the Securities and Exchange Commission, and in other reports filed by the Company with the Securities and Exchange Commission from time to time and available on the SEC's website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors and those reported in the Company's filings with the Securities and Exchange Commission. Other than as required under the applicable securities laws, the Company does not assume a duty to update these forward-looking statements, except as required by applicable laws, regulations or rules. THUNDER POWER HOLDINGS, INC. (f/k/a Feutune Light Acquisition Corporation)CONSOLIDATED BALANCE SHEETSAs of December 31, 2024 and 2023(Expressed in U.S. dollar, except for the number of shares) December 31,2024 December 31, 2023 ASSETS Current Assets Cash $ 52,616 $ 196,907 Deferred offering costs — 429,750 Prepaid expenses for forward purchase contract 13,114,964 — Other current assets 382,865 623,221 Total Current Assets 13,550,445 1,249,878 Non-current Assets Property and equipment, net — 1,974 Right of use assets 4,614 5,740 Total Non-current Assets 4,614 7,714 Total Assets $ 13,555,059 $ 1,257,592 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Advance of subscription fees from shareholders $ — $ 590,000 Amount due to related parties 1,766,287 68,992 Other payable and accrued expenses 2,340,440 97,297 Lease liabilities 3,455 — Underwriter fee payable 2,921,250 — Total Current Liabilities 7,031,432 756,289 Total Liabilities 7,031,432 756,289 Commitments and Contingencies Shareholders' Equity Common stock ($0.0001 par value, 1,000,000,000 shares authorized; 50,724,664 and 37,488,807 shares issued and outstanding at December 31, 2024 and 2023, respectively)* 5,073 3,749 Additional paid-in capital* 43,450,667 34,927,449 Accumulated loss (36,932,246) (34,429,895) Accumulated other comprehensive income 133 — Total Shareholders' Equity 6,523,627 501,303 Total Liabilities and Shareholders' Equity $ 13,555,059 $ 1,257,592 * The share information and additional paid-in capital are presented on a retroactive basis to reflect the reverse recapitalization on June 21, 2024 THUNDER POWER HOLDINGS, INC. (f/k/a Feutune Light Acquisition Corporation)CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSSFor the Years Ended December 31, 2024 and 2023(Expressed in U.S. dollar, except for the number of shares and loss per share) For the Year EndedDecember 31, 2024 2023 Revenues $ — $ — Operating expenses General and administrative expenses (2,502,190) (1,815,071) Total operating expenses (2,502,190) (1,815,071) Other income (expenses) Interest income, net 51 — Foreign currency exchange loss (212) (573) Total other expenses, net (161) (573) Loss before income taxes (2,502,351) (1,815,644) Income tax expenses — — Net loss (2,502,351) (1,815,644) Other comprehensive income Foreign currency adjustments 133 — Comprehensive loss $ (2,502,218) $ (1,815,644) Loss per share – basic and diluted* $ (0.06) $ (0.05) Weighted average shares – basic and diluted* 44,736,947 34,870,846 * The shares and per share information are presented on a retroactive basis to reflect the reverse recapitalization on June 21, 2024 THUNDER POWER HOLDINGS, INC.(f/k/a Feutune Light Acquisition Corporation)CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICITS)For the Years Ended December 31, 2024 and 2023(Expressed in U.S. dollar, except for the number of shares) Common stock Additional Accumulated other Total shareholders' Number of stock* Amount* paid-in capital * Accumulatedloss comprehensiveincome equity(deficits) Balance as of December 31, 2022 31,754,844 $ 3,175 $ 32,091,251 $ (32,614,251) $ — $ (519,825) Capital injection from shareholders 5,583,236 559 2,762,215 — — 2,762,774 Issuance of ordinary shares to a related party tosettle liabilities due to the related party 150,727 15 73,938 — — 73,953 Share-based compensation — — 45 — — 45 Net loss (1,815,644) — (1,815,644) Balance as of December 31, 2023 37,488,807 $ 3,749 $ 34,927,449 $ (34,429,895) $ — $ 501,303 Capital injection from shareholders 2,511,193 251 946,549 — — 946,800 Reverse recapitalization 5,279,673 528 3,911,563 — — 3,912,091 Issuance of common stock to a financial advisor 1,200,000 120 (120) — — — Issuance of common stock to independent directors 90,000 9 899,991 — — 900,000 Share-based compensation — — 107,712 — — 107,712 Settlement of working capital loans 289,960 29 2,635,971 — — 2,636,000 Issuance of ordinary shares pursuant to forward purchase contracts 3,706,461 371 (371) — — — Issuance of ordinary shares pursuant to a private placement 150,000 15 (15) — — — Share-based compensation to non-employees 8,570 1 21,938 — — 21,939 Net loss — — — (2,502,351) — (2,502,351) Foreign exchange adjustments — — — — 133 133 Balance as of December 31, 2024 50,724,664 $ 5,073 $ 43,450,667 $ (36,932,246) $ 133 $ 6,523,627 * The share information and additional paid-in capital are presented on a retroactive basis to reflect the reverse recapitalization on June 21, 2024 THUNDER POWER HOLDINGS, INC.(f/k/a Feutune Light Acquisition Corporation)CONSOLIDATED STATEMENTS OF CASH FLOWSFor the Years Ended December 31, 2024 and 2023(Expressed in U.S. dollar) For the Year Ended December 31, 2024 2023 Cash flows from operating activities: Net loss $ (2,502,351) $ (1,815,644) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation expenses 1,974 4,366 Amortization of right of use assets 26,995 26,718 Share-based compensation 1,007,712 331,295 Share-based settlement expenses — 479,174 Changes in operating assets and liabilities: Other current assets (6,997) (8,221) Amount due to related parties 130,735 236,803 Other payable and accrued expenses 137,093 86,269 Lease liabilities (22,414) 511 Net cash used in operating activities (1,227,253) (658,729) Cash flows from investing activities: Cash acquired in reverse capitalization 929,302 — Net cash provided by investing activities 929,302 — Cash flows from financing activities: Subscription fees advanced from shareholders — 1,750,000 Subscription fees received from shareholders 356,800 — Payment of offering cost (999,700) (429,750) Return of subscription fees to an investor — (100,000) Borrowings from related parties 1,051,560 — Repayment of borrowings to a related party (25,000) — Payment of extension loans (380,000) (300,000) Payment of extension loans on behalf of a third party — (315,000) Proceeds of prepayment shortfall under forward purchase contract 150,000 — Net cash provided by financing activities 153,660 605,250 Net decrease in cash (144,291) (53,479) Cash at beginning of year 196,907 250,386 Cash at end of year $ 52,616 $ 196,907 Supplemental cash flow information Cash paid for interest expense $ — $ — Cash paid for income tax $ — $ — Non-cash investing and financing activities Operating lease right-of-use assets obtained in exchange for operating lease liabilities $ 25,824 $ — Transfer of advance of subscription fees from shareholders to equity $ 590,000 $ 1,460,000 Payable of expenses directly related to the business combination $ 1,353,913 — Issuance of ordinary shares to settle the liabilities due to a controlling shareholder $ — $ 609,958 Issuance of ordinary shares to settle the liabilities due to a related party $ — $ 56,346 Issuance of ordinary shares to settle working capital loans $ 2,636,000 $ — Share based compensation to a non-employee as part of offering cost $ 21,939 $ — SOURCE Thunder Power Holdings, Inc. 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Thunder Power Holdings, Inc. Announces Financial Results and Strategic Developments

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