Company Overview - Farmmi Inc is an agricultural products supplier, processor, and retailer established in 1998, specializing in edible mushrooms like Shiitake and Mu Er, as well as other agricultural products [3] - The company operates both online and offline sales channels [3] Recent Achievement - Farmmi's subsidiary, Zhejiang Farmmi Food Co Ltd, received the "An Agricultural Products Sales King" certificate from the Lishui municipal authority [1] - The award was granted after a rigorous selection process involving onsite visits, verification, and evaluation of relevant indicators [2] Business Strategy - The company is focused on accelerating sales growth by leveraging long-term customer engagements to develop new customers in target geographic markets worldwide [2] - Farmmi differentiates itself through investments in infrastructure, supply chain partnerships, and warehousing systems [2] - The company is increasing marketing efforts to aggressively target new quality customers [2] Growth Prospects - Farmmi has emerged stronger after overcoming challenges from COVID-19 and supply chain issues, with improved financial position and greater capacity for long-term growth [2] - The company plans to expand its core agricultural business and diversify into new growth vectors [2] - Farmmi aims to play a leading role in Lishui's agriculture product market by providing market-oriented professional services and promoting green development of rural industries [2]

Company Compliance Status - Farmmi Inc received a notification from Nasdaq on April 22, 2024, stating that the company is not in compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) due to its ordinary shares closing below $1 00 per share for 32 consecutive business days [1] - The company has a 180-day compliance period until October 21, 2024, to regain compliance If the closing bid price reaches at least $1 00 per share for 10 consecutive business days during this period, Nasdaq will confirm compliance [2] - If compliance is not achieved by October 21, 2024, the company may be eligible for an additional 180-day grace period [2] Company Overview - Farmmi Inc, established in 1998, is a supplier, processor, and retailer of agricultural products, specializing in edible mushrooms such as Shiitake and Mu Er, as well as other agricultural products [3] - The company operates both online and offline sales channels [3]

Regulatory and Compliance Risks in China - Significant legal and operational risks associated with conducting operations in mainland China, including potential adverse effects from changes in PRC government regulations and US-China relations[7] - PRC government's substantial influence over business operations in China, requiring permissions and approvals for operations, data transfer, and securities issuance[8] - No current requirement for permissions from the China Securities Regulatory Commission (CSRC) or cybersecurity review by the Cyberspace Administration of China (CAC) for previous securities issuance to foreign investors[9] - Potential future changes in PRC regulations could require additional licenses, permits, or approvals, impacting the company's ability to operate or list securities[8] - PRC entities have obtained necessary business licenses and permits, but future regulatory changes could necessitate additional compliance efforts[8] - Recent PRC government actions, including the Cybersecurity Review Measures and Overseas Listing Rules, may impose significant compliance costs and affect the company's ability to accept foreign investments[7] - Uncertainty regarding the interpretation and implementation of PRC laws and regulations, which could lead to investigations, fines, or operational suspensions[8] - PRC government's intent to increase control over overseas securities offerings and foreign investments in China-based issuers[9] - Potential for PRC regulations to limit or hinder the company's ability to offer securities to investors, possibly rendering such securities worthless[7] - Compliance with PRC Food Safety Law and telecommunications regulations required for certain subsidiaries, with all necessary permissions currently in place[8] - The company may face fines between RMB 1,000,000 and RMB 10,000,000 if it fails to comply with the Trial Measures for Overseas Listing[10] - The company's PRC subsidiaries are required to set aside a portion of net income for a statutory surplus reserve until it reaches 50% of registered capital, limiting dividend distributions[10] - The company's dividends to overseas shareholders may be subject to a 10% PRC withholding tax, potentially reduced to 5% under the Double Tax Avoidance Arrangement[11] - The company's PRC subsidiaries can only use loans for purposes set forth in PRC laws and regulations, requiring SAFE filings for foreign currency loans[11] - The company has not applied for a tax resident certificate from the Hong Kong tax authority as of the report date, which is necessary to claim the 5% withholding tax rate[11] - The company faces risks related to the VIE structure, including potential regulatory changes and restrictions on dividend payments from PRC subsidiaries[22] - The company may be subject to increased regulatory oversight and intervention by the Chinese government, which could impact operations and share value[51] - The company is required to file with the CSRC for future equity securities offerings, and uncertainties in Chinese regulations could delay or hinder these processes[51] - The company's Chinese subsidiaries must obtain and maintain business licenses from local counterparts of the SAMR to operate in mainland China[52] - The company faces potential risks if its corporate structure is deemed non-compliant with Chinese regulations, which could lead to a decline in share value[52] - The company consolidates VIEs' operating results in its financial statements under U.S. GAAP, but uncertainties exist regarding PRC laws and regulations[53] - The Final Foreign Investment Law, effective January 1, 2020, does not explicitly address variable interest entities (VIEs), leaving regulatory risks unresolved[54] - Potential violations of PRC laws or regulations could lead to fines, confiscation of income, or revocation of business licenses, severely impacting operations[54] - The PRC legal system's evolving nature creates uncertainties in interpreting and enforcing laws, affecting the company's legal protections[55] - The Holding Foreign Companies Accountable Act (HFCAA) could prohibit trading of the company's securities on U.S. exchanges if its auditor is not subject to PCAOB inspections for two consecutive years[56] - The PCAOB signed a Statement of Protocol (SOP) with PRC authorities in August 2022, allowing inspections of audit firms in mainland China and Hong Kong[56] - The company's auditor, YCM CPA Inc., is headquartered in the U.S. and subject to PCAOB inspections, reducing immediate HFCAA risks[56] - PRC labor laws, including the Labor Contract Law and Social Insurance Law, may increase labor costs and compliance risks[58] - Non-compliance with PRC labor regulations could result in penalties or liabilities, adversely affecting the company's operations[58] - The company is implementing an anticorruption program to comply with the U.S. Foreign Corrupt Practices Act (FCPA) and Chinese anti-corruption laws, including clauses in contracts with foreign sales agents and distributors[59] - The PRC government has legalized the VIE structure, but uncertainties remain, including stricter national security and data security requirements for overseas listings[62] - The company's contractual arrangements with its VIE may be subject to scrutiny by PRC tax authorities, potentially leading to increased tax liabilities or penalties[64] - Conflicts of interest may arise between the company and the VIE's shareholder, who is affiliated with the company's CEO and director[65] - The company's ability to enforce contractual arrangements with its VIE is subject to uncertainties in the PRC legal system, which could limit control over its e-commerce websites[64] - The company's e-commerce business may be significantly disrupted due to restrictions on foreign investment in value-added telecommunication services in China, potentially leading to sanctions or unenforceable contractual arrangements[66] - The company must obtain and maintain various licenses and permits to operate its e-commerce websites, with non-compliance potentially resulting in penalties[67] - The implementation of the Cross-Border Electronic Commerce Code and the Electronic Commerce Law of the PRC imposes stricter legal constraints on the company's e-commerce activities, increasing potential legal risks[68] - The company's PRC subsidiary, Nongyuan Network, holds an ICP license and operates websites, but uncertainties in PRC regulations may affect the legality of foreign investments in its e-commerce business[69] - If any of the company's PRC subsidiaries undergo liquidation, third-party creditors may claim assets, adversely affecting business operations[69] - The company may face unfavorable tax consequences if classified as a PRC "resident enterprise," subject to a 25% enterprise income tax on worldwide income[70] - Dividends and gains from share sales may be subject to PRC withholding tax at rates of 10% for non-PRC enterprises or 20% for non-PRC individuals if deemed from PRC sources[71] - Enhanced scrutiny by PRC tax authorities over acquisition transactions may negatively impact the company's future acquisition strategies[72] - The company's PRC subsidiaries face restrictions on paying dividends or making other payments, potentially limiting liquidity[73] - PRC subsidiaries are required to set aside at least 10% of their accumulated profits annually until the total reaches 50% of their registered capital[74] - Dividends payable by Chinese companies to non-PRC-resident enterprises are subject to a withholding tax rate of up to 10% unless exempted or reduced by treaties[74] - Foreign investors face a daily remittance limit of $50,000 and a per-transaction limit of $10,000 when transferring funds out of China[74] - PRC subsidiaries can pay dividends in foreign currencies without prior SAFE approval, subject to compliance with procedural requirements[74] - The M&A Rules require prior notification to the Ministry of Commerce for certain acquisitions involving national economic security or famous trademarks[75] - Mergers and acquisitions by foreign investors raising national security concerns are subject to strict review by the Ministry of Commerce[75] - Future acquisitions in the PRC may be delayed or prohibited if deemed to raise national security concerns[75] - Compliance with PRC regulations on mergers and acquisitions could be time-consuming and complex[75] - The PRC government may restrict access to foreign currencies for current account transactions in the future[74] - PRC subsidiaries' ability to pay dividends may be limited by debt instruments or adjustments to taxable income by PRC tax authorities[74] - The company faces additional regulatory compliance costs and uncertainties due to recent regulatory developments, including the Holding Foreign Companies Accountable Act, which could impact future capital raising activities and share price[77] - The company is subject to the Holding Foreign Companies Accountable Act, which could prohibit trading of its securities on U.S. exchanges if its auditor is not subject to PCAOB inspections for two consecutive years[77] - The company is permitted to rely on exemptions from certain Nasdaq corporate governance standards, such as not requiring a majority of independent directors, which may reduce shareholder protection[77] - The PCAOB has determined it can inspect and investigate registered public accounting firms in mainland China and Hong Kong, but future obstruction by PRC authorities could lead to new determinations[77] - The company may face increased competition due to public disclosure requirements, as competitors gain access to otherwise confidential information[82] - The company could face investigations by regulatory authorities if it fails to comply with internal control requirements, potentially leading to a loss of investor confidence and a decline in share price[79] - The company may experience higher costs for director and officer liability insurance and face challenges in attracting qualified board members and executives due to public company requirements[81] - The company received a Nasdaq notification on October 12, 2022, for non-compliance with the $1.00 minimum bid price requirement, with an initial 180-day compliance period extended to October 9, 2023[84] - The company regained Nasdaq compliance by effecting a one-for-eight share consolidation in September 2023[85] - The company is a Cayman Islands exempted company, which may make it difficult for shareholders to protect their interests compared to U.S.-incorporated companies[86] - Shareholders of Cayman Islands exempted companies have no general rights to inspect corporate records or obtain shareholder lists[87] - The company's Board of Directors may decline to register transfers of ordinary shares under certain conditions, including unpaid shares or liens[88] - The company was incorporated in the Cayman Islands on July 28, 2015, and conducts operations in China through PRC subsidiaries[89] - The company completed its initial public offering and began trading on Nasdaq under the symbol "FAMI" in February 2018[90] - Company raised approximately $6 million in net proceeds from its initial public offering in February 2018[91] - Company completed a $7.5 million private placement in November 2018, issuing senior convertible notes and warrants[91] - Company received approximately $6.6 million in net proceeds from a public offering in March 2021, with an additional $1.0 million from over-allotment[92] - Company raised approximately $43.9 million in net proceeds from a public offering in April 2021, including over-allotment[92] - Company received approximately $74.2 million in net proceeds from a public offering in September 2021, issuing ordinary shares and pre-funded warrants[94] - Company acquired Jiangxi Xiangbo Agriculture and Forestry Development Co. Ltd. for RMB70 million (approximately $10.9 million) in September 2021[94] - Company signed an Equity Transfer Framework Agreement to purchase 124,590,064 shares of Shanghai Jiaoda Onlly Co., Ltd. for approximately RMB509 million (approximately $71.6 million) in November 2021[94] - Company issued 10,000,000 shares under the 2021 Share Incentive Plan to certain employees in February 2022[96] - Company completed a private placement in February 2022, selling 30,000,000 ordinary shares for $6,000,000[96] - Company divested FLS Mushroom for RMB24.1 million in September 2022[99] - Established a new subsidiary, Ningbo Farmmi Baitong Trading Co., Ltd., in November 2022, focusing on agricultural product production and trade[100] - Increased authorized share capital from $600,000 to $2,500,000 in March 2023, creating 76,000,000 additional ordinary shares[100] - Formed Farmmi USA INC. in April 2023 to expand sales of high-quality agricultural products in North America and Asia[100] - Issued 21,052,632 ordinary shares at $0.38 per share, raising $8,000,000 in July 2023[101] - Consolidated shares at a 1-for-8 ratio in September 2023, reducing authorized shares from 100,000,000 to 12,500,000[101] - Increased authorized share capital to $100,000,000 post-consolidation, creating 487,500,000 additional shares[101] - Sold 99.4% of products domestically in China and 0.6% internationally for the year ended September 30, 2023[103] - Closed all online platforms by January 15, 2023, due to operational costs and COVID-19 impacts[103] - Global mushroom market reached $62.99 billion in 2023, projected to grow at an 8% CAGR to $100.31 billion by 2032[107] - China's edible fungi consumption grew from 14.14 million metric tons in 2006 to 40.61 million metric tons in 2020[107] - The company processes and packages all dried edible fungi in-house, while other agricultural products are purchased and sold from external manufacturers or companies[119] - JLT and QNMI contributed 13.5% and 7.9%, 20.9% and 9.3%, and 29.7% and 14.7% of the company's edible fungi raw material supplies for the years ended September 30, 2023, 2022, and 2021, respectively[124] - The company signed a framework agreement with Ningbo Caixiang Trading Co., Ltd. in May 2021, requiring the supply of agricultural products worth no less than RMB200 million (approximately $31.2 million)[130] - The company renewed a 3-year agricultural product supply agreement with Ningbo Caixiang Trading Co., Ltd. in May 2022, with a validity of 3 years[130] - The company signed a 4-year framework cooperation agreement with Lishui Zhelin Trade Co., Ltd. on April 1, 2020[130] - The company signed a cooperation agreement with Suizhou Huayu Ecological Agriculture Co., Ltd. on August 1, 2022, to ensure timely and stable supply of goods[130] - The company made allowance for doubtful accounts of $3,176 and $3,258 for certain advances to suppliers as of September 30, 2023, and 2022, respectively[130] - The company's sales peak from December to January due to increased spending on food, including edible fungi, for New Year holidays[134] - The company applies national standards (GH/T 1013-2015) to its Shiitake products, issued by the All-China Federation of Supply and Marketing Cooperatives on March 27, 2015[135] - Domestic market accounted for 99.4% of total revenues in 2023, while international markets contributed only 0.6%[142] - Export revenues in 2023 were primarily from Japan (28.8%), Middle East (30.2%), and Canada (27.4%)[142] - Online sales accounted for 0.4% of total sales in 2023, down from 4.6% in 2022 and 13.5% in 2021[148] - Major domestic clients Yunmihui and Hongren International contributed 40.5% and 11.7% of total sales in 2023, respectively[144] - The company has established a traceability system since 2006 for its edible fungi products[139] - Quality control measures include HACCP plan, food safety manual, SSOP, GMP, and food defense plan[136] - The company holds BRC and HCCP certifications for food safety standards, valid until 2024[138] - Distribution channels primarily rely on domestic distributors, with products sold both in China and internationally[140] - The company plans to increase export sales and develop more overseas customers through export fairs and cross-border e-commerce[143] - A new e-commerce platform, Farmmi Enterprise, has been approved for agricultural product sales[146] - Farmmi Liangpin Market was closed on December 31, 2020, after being transferred to a mobile application and mini program on WeChat[149] - The company spent a total of RMB 86,955 on intellectual property and RMB 3,516,698 on software and website development, technical service, and product design over the past three fiscal years[153] - Capital expenditures for equipment renovation and development were approximately $314, $2,946, and $4,686 for the years ended September 30, 2023, 2022, and 2021, respectively[156] - The company received an export subsidy of RMB 1,000,000 in 2022[157] - Farmmi holds over 100 registered trademarks related to "Farmmi", "Farmmi Liangpin", "Forasen", and "Puyangtang" in China[154] - The company's major business development projects include internet technology development, internet product development, and processing technology and product development of edible fungi[153] - Farmmi's competitive advantages include a sophisticated quality control system, established supplier relationships, stable and experienced factory employees, and a favorable location in Lishui, China[150] - The company's competitive disadvantages include a low barrier to entry in the industry and a lack of experience in e-commerce[150] - Farmmi's key competitors in the Lishui area include Zhejiang Jingning Nature Food Co. Ltd. and Zhejiang Tianhe Food Co., Ltd.[151] - The company has been awarded various recognitions, including the "Famous Brand Products in Zhejiang" and "Healthy Products with Premium Quality in China's Longevity Village"[151] - Foreign investments in key sectors such as agriculture, energy, manufacturing, infrastructure, and technology require security review and approval before implementation[162] - Overseas listings by China-based companies must be filed with the CSRC within three business days after initial applications or offerings, with fines up to RMB 10 million for non-compliance[163] - Internet platform operators are prohibited from using data or algorithms to hijack traffic, influence user choices, or engage in unfair competition practices[164] - Fines for illegal business concentration under the amended Anti-Monopoly Law can reach up to 10% of the previous year's sales revenue[165] - Internet content service operators must obtain user consent before collecting or sharing personal information and are required to implement security measures to protect user data[166] - The Personal Information Protection Law mandates that sensitive personal information, such as biometric data, requires explicit user consent and notification of its necessity[166] - Data processors handling important data or planning overseas listings must complete annual data security assessments and file reports with regulators[166] - The Anti-Monopoly Guidelines for the Internet Platform Economy Sector specify filing procedures and penalties for monopolistic acts, including fines up to RMB 500,000[165] - The Civil Code of the PRC protects personal information and prohibits illegal collection, use, or sale of such data without consent[166] - The Measures for Information Reporting on Foreign Investment require foreign investors to submit investment details to the competent commerce department[162] - The company holds an ICP license valid until August 14, 2021, and it

Financial Performance - Total revenues for the six months ended March 31, 2023, were $60.55 million, a 43.6% increase compared to $42.14 million in the same period in 2022[8] - Net income for the six months ended March 31, 2023, was $1.58 million, compared to a net loss of $586,938 in the same period in 2022[8] - Gross profit for the six months ended March 31, 2023, was $2.17 million, a 27.4% decrease compared to $2.99 million in the same period in 2022[8] - Comprehensive income attributable to Farmmi, Inc. for the six months ended March 31, 2023, was $7.27 million, compared to $1.84 million in the same period in 2022[8] - Basic earnings per ordinary share for the six months ended March 31, 2023, was $0.07, compared to a loss of $0.03 in the same period in 2022[9] - Net income for the six months ended March 31, 2023, was $1,579,859, compared to a net loss of $(586,938) for the same period in 2022[12] - Total revenues for the six months ended March 31, 2023, were $60,547,274, with a gross profit of $2,169,452[37] - Net income for the six months ended March 31, 2023, was $1,579,859, compared to a net loss of $586,939 for the same period in 2022[37] - Net income for the six months ended March 31, 2023 was $1,579,859, compared to a net loss of $586,939 for the same period in 2022[69] - Basic earnings per share for the six months ended March 31, 2023 was $0.07, compared to a loss of $0.03 for the same period in 2022[70] - Diluted earnings per share for the six months ended March 31, 2023 was $0.04, compared to a loss of $0.03 for the same period in 2022[70] - Total revenue for the six months ended March 31, 2023 was $60,547,274, compared to $42,135,715 for the same period in 2022, representing a 43.7% increase[130] Cash Flow and Liquidity - Cash and cash equivalents increased to $69.36 million as of March 31, 2023, up from $41.17 million as of September 30, 2022[4] - Cash flows from operating activities for the six months ended March 31, 2023, were $(11,304,117), compared to $6,374,344 for the same period in 2022[12] - Cash flows from investing activities for the six months ended March 31, 2023, were $36,326,277, compared to $(52,924,075) for the same period in 2022[12] - Cash flows from financing activities for the six months ended March 31, 2023, were $1,331,253, compared to $5,895,519 for the same period in 2022[12] - Cash and cash equivalents at the end of March 31, 2023, were $69,356,991, compared to $15,272,941 at the end of March 31, 2022[12] - Net cash provided by operating activities for the six months ended March 31, 2023, was $11,304,117, with a significant cash inflow from investing activities of $36,326,277[39] - Net cash provided by financing activities for the six months ended March 31, 2023, was $1,331,253, indicating positive cash flow from financing[39] - Cash and restricted cash at the end of the period on March 31, 2023, were $69,356,991, up from $41,166,331 at the beginning of the period[39] - Net decrease in cash and restricted cash from continuing operations was $55,664,069 at the end of the year[40] - Cash maintained in banks within the People's Republic of China as of March 31, 2023 and September 30, 2022 was $69,332,191 and $76,308,051, respectively[77] Assets and Liabilities - Total assets increased to $174.55 million as of March 31, 2023, up from $163.78 million as of September 30, 2022[4] - Accounts receivable, net, increased to $27.34 million as of March 31, 2023, up from $16.35 million as of September 30, 2022[4] - Total current liabilities increased to $11.86 million as of March 31, 2023, up from $8.29 million as of September 30, 2022[5] - Consolidated total assets as of March 31, 2023, were $174,550,455, with current assets contributing $156,563,547 and non-current assets $17,986,908[33] - Total liabilities as of March 31, 2023, were $12,559,145, with current liabilities accounting for $11,858,360[33] - Intercompany receivables as of March 31, 2023, were $143,744,535, showing a slight increase from $140,445,311 in the previous period[33][34] - Current liabilities excluding intercompany payables as of March 31, 2023, were $11,858,360, compared to $8,289,321 in the previous period[33][34] - Total shareholders' equity (net assets) as of March 31, 2023, was $161,991,310, reflecting an increase from $154,684,091 in the previous period[33][34] - The Company's accounts receivable increased from $16,358,493 as of September 30, 2022 to $27,477,450 as of March 31, 2023, with an allowance for doubtful accounts of $135,537 and $7,249 respectively[92] - Advances to suppliers increased from $48,636,862 as of September 30, 2022 to $58,979,620 as of March 31, 2023, with an allowance for doubtful accounts of $3,375 and $3,258 respectively[96] - Inventory decreased from $765,930 as of September 30, 2022 to $562,459 as of March 31, 2023, with an allowance for inventory reserve of $120,275 and $49,652 respectively[105] - Property, plant and equipment decreased from $44,868 as of September 30, 2022 to $33,558 as of March 31, 2023, with accumulated depreciation of $105,182 and $89,076 respectively[107] Subsidiaries and Acquisitions - The company acquired Jiangxi Xiangbo Agriculture and Forestry Development Co. Ltd for RMB70 million ($11 million) on September 27, 2021[18] - The company acquired Guoning Zhonghao (Ningbo) Trading Co., Ltd. for RMB5,000 ($788) on September 27, 2021[19] - Farmmi Holdings owns 100% interest in Farmmi Agricultural after a reorganization on December 30, 2021[17] - Farmmi Agricultural owns 100% equity interest in Farmmi Supply Chain, established on February 10, 2022[17] - The company's subsidiaries include Farmmi International, Farmmi Enterprise, Farmmi Technology, Farmmi Ecology, and Farmmi Health Development[15] - Farmmi Agricultural owns 100% equity in FLS Mushroom, Farmmi Biotech, and Farmmi Food, and 77.2% equity in Farmmi E-Commerce[20] - Farmmi Agricultural has effective control over Nongyuan Network through VIE agreements, consolidating its accounts[23] - Yitang Mediservice, established in September 2021, is 95% owned by Nongyuan Network and 5% by Farmmi Ecology[23] - Yiting Meditech, established in September 2021, is 100% owned by Yitang Mediservice[23] - Farmmi Canada was established in July 2022, with Farmmi Inc. owning 100% equity[26] - Farmmi USA was established in April 2023, with Farmmi Inc. owning 100% equity[27] Revenue Breakdown - Shiitake Mushroom revenue decreased by 11.7% to $8,841,248 in 2023 from $10,009,944 in 2022[130] - Mu Er Mushroom revenue decreased by 30.5% to $7,540,236 in 2023 from $10,854,307 in 2022[130] - Tapioca revenue was $31,472,734 in 2023, a new product category not present in 2022[130] - Corn revenue decreased by 8.6% to $9,334,913 in 2023 from $10,209,876 in 2022[130] Loans and Financing - The Company has secured short-term loans totaling $1,019,279 as of March 31, 2023, with effective annual interest rates ranging from 3.95% to 5.13%[110] - Total short-term loans amounted to $1,456,113, with unsecured short-term loans at $436,834, representing 4.65% of the total[111] - Secured long-term loans include a $1,164,890 loan from Bank of Beijing with a 4.8% interest rate, maturing in 2026[111] - Interest expenses for the six months ended March 31, 2023, were $76,799, down from $85,125 in the same period in 2022[113] - The company issued a $6.42 million convertible promissory note on September 26, 2022, with a $0.42 million discount and a derivative liability of $3.87 million[114] - As of March 31, 2023, the balance of the convertible promissory note, net of amortization, was $6.2 million[115] - Subsequent to March 31, 2023, the company obtained $1.5 million in short-term loans and $0.7 million in long-term loans from financial institutions[142] Leases and Contracts - The company's operating lease liabilities totaled $594,609 as of March 31, 2023, with a weighted average discount rate of 10.1% per annum[122][125] - The company's right-of-use assets under operating leases were $579,901 as of March 31, 2023, up from $534,351 as of September 30, 2022[125] - The company recorded lease expense of $43,910 for the six months ended March 31, 2023, compared to $13,278 for the same period in 2022[139] - Total lease area with related parties is 3,573 square meters, with annual rent of $103,578[139] - The Company signed a framework agreement with Ningbo Caixiang Trading Co., Ltd. in May 2022, requiring the supply of agricultural products worth no less than RMB200 million yuan[97] - The Company renewed framework supply agreements with Jingning Liannong Trading Co., Ltd. and Qingyuan Nongbang Mushroom Industry Co., Ltd. in June 2021 for another three years[96] - The Company signed a cooperation agreement with Suizhou Huayu Ecological Agriculture Co., Ltd. on August 1, 2022 to ensure timely and stable supply of edible fungi[99] Other Financial Metrics - The Company had short-term deposits of $35,144,444 earning interest at 2.05% per annum as of September 30, 2022[46] - Biological assets consist of 82 forest right certificates covering 9.6 km², with amortization expenses of $109,570 for the six months ended March 31, 2023[59] - Amortization expenses for intangible assets were $6,885 for the six months ended March 31, 2023[63] - No impairment of long-lived assets was recognized for the six months ended March 31, 2023 and 2022[64] - Contract liabilities as of March 31, 2023 and September 30, 2022 were $479,490 and $637,165, respectively, included in other current liabilities[66] - The company's statutory reserve balance was $0.6 million as of March 31, 2023, down from $1.2 million as of September 30, 2022[119] - Shipping and handling expenses for the six months ended March 31, 2023 and 2022 were $37,053 and $105,918, respectively[82] - The exchange rate as of March 31, 2023 was RMB1 for $0.1456, compared to $0.1406 as of September 30, 2022[81] - The average exchange rate for the six months ended March 31, 2023 was RMB1 for $0.1434, compared to $0.1573 for the same period in 2022[81] - The company is subject to VAT rates ranging from 9% to 13% after April 1, 2019, with certain agricultural products exempt from VAT[84] - The company's operations are located in PRC, and its business may be influenced by political, economic, and legal environments in China[87] - The Company evaluates advances to suppliers for recoverability by monitoring suppliers' ability to deliver and current crop and market conditions[102] - The Company does not carry business interruption insurance or product liability insurance, increasing the risk of uninsured losses[89] - Two major customers accounted for 27.7% and 21.7% of total sales for the six months ended March 31, 2023[120] - Four major suppliers accounted for 16.7%, 15.7%, 12.8%, and 12.2% of total purchases for the six months ended March 31, 2023[121] - Due from related parties decreased to $20,920 as of March 31, 2023 from $59,983 as of September 30, 2022[134] - The Company intends to distribute 95% of VIE's earnings after eliminating accumulated losses and making statutory surplus reserve appropriations[41] - Transfers between FAMI, its subsidiaries, VIE, and WFOE amounted to $5,782,726 from the Holding Company to WFOE and $7,578,036 to other subsidiaries[42] - The company entered into a securities purchase agreement on July 12, 2023 to issue 21,052,632 ordinary shares at $0.38 per share, raising $8 million[141]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ¨ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF ...