Corporate Structure and Ownership - The company has a corporate structure that includes a VIE, Shengfeng Logistics, which is controlled through contractual arrangements[38]. - The company’s chief executive officer, Yongxu Liu, holds a significant ownership stake in Shengfeng Logistics, which is 90% owned by Fujian Yunlian Shengfeng Industry Co., Ltd.[41]. - Shengfeng Logistics is primarily controlled through VIE Agreements, with ownership distributed as follows: Fujian Yunlian Shengfeng Industry Co., Ltd. (54.58%), Yongxu Liu (30.99%), and other shareholders (14.43%)[105]. - Yongxu Liu indirectly owns 80.12% of Shengfeng Logistics, raising potential conflicts of interest that may adversely affect the company's operations and financial condition[111]. - The company may face difficulties in consolidating the financial results of Shengfeng Logistics if it no longer qualifies as a VIE or if the company is not deemed the primary beneficiary for accounting purposes[107]. Financial Performance - Total revenues for the fiscal year ended December 31, 2024, reached $504.158 million, a decrease of 1.75% compared to the previous year[89]. - Gross profit amounted to $46.284 million, reflecting a gross margin of approximately 9.17%[89]. - Net income for the year was reported at $10.827 million, a decline of 73.5% from the prior year[89]. - Current assets totaled $205.238 million, while total liabilities stood at $186.684 million, resulting in total equity of $123.446 million[89]. - The company reported net cash provided by operating activities of $15.010 million, indicating a positive cash flow from operations[89]. - Total revenues for the fiscal year ended December 31, 2023, were $404.121 million, with a gross profit of $46.506 million[90]. - Net income for the year was $10.308 million, reflecting a decrease from previous periods[90]. - The company incurred operating expenses of $31.618 million, which included technical service expenses of $10.490 million[89]. Regulatory Environment and Compliance - The company is subject to risks related to the interpretation of PRC laws and the effectiveness of VIE Agreements, which may impact operations and share value[68]. - The company has not received any inquiries or regulatory objections from PRC authorities regarding its operations or securities offerings as of the report date[76]. - The China Securities Regulatory Commission (CSRC) introduced new regulations effective March 31, 2023, requiring domestic companies to complete filings for overseas securities offerings[71]. - The revised Provisions on Confidentiality and Archives Administration came into effect on March 31, 2023, expanding requirements for indirect overseas offerings[75]. - The company is subject to uncertainties regarding compliance with PRC laws and regulations, which may impact its ability to operate and offer securities[76]. Risks and Challenges - The company faces legal and operational risks associated with its majority operations in China, which could lead to significant declines in share value[70]. - The company has faced challenges in enforcing VIE Agreements, which may affect its operational control and financial performance[51]. - The company may face scrutiny and potential sanctions from the CSRC regarding future financial activities, which could impact operations and the trading price of Class A Ordinary Shares[189]. - The company operates through a VIE structure, which poses regulatory risks that could materially affect its operations and financial results[96]. - The legal environment in the PRC presents uncertainties that could limit the company's ability to enforce its VIE agreements[99]. Market Expansion and Subsidiaries - The company has established multiple subsidiaries across various provinces in China, focusing on transportation and warehouse storage management services, with 100% ownership in most cases[43][44]. - Recent acquisitions include Anhui Shengfeng Supply Chain Management Co., Ltd. and Shenzhen Tianyu Shengfeng Supply Chain Management Co., Ltd., both with 100% ownership, enhancing the company's logistics capabilities[43][44]. - The company has plans for further market expansion, as indicated by the establishment of new subsidiaries in various regions, including Fujian and Guangdong[43][44]. Technology and Operations - The company is actively involved in technology development through its subsidiary Fujian Shengfeng Zhuoyue Shipping Engineering Technology Co., Ltd., which focuses on technical services[44]. - The company relies on its technology systems, including the Shengfeng TMS and WMS, for efficient operations and must invest in upgrades to remain competitive[208]. - Any service disruptions in regional sorting centers or Cloud OFCs could lead to operational interruptions and reputational damage[204]. Labor and Compliance Issues - The company is currently not in full compliance with PRC labor-related laws, particularly regarding social insurance and housing fund contributions, which may lead to increased operational costs[160]. - The number of dispatched workers exceeded the 10% limit set by PRC regulations in the fiscal year ended December 31, 2022, which could result in fines if not corrected[161]. - The company has taken measures to comply with labor dispatch regulations, including reducing the number of dispatched workers, which may increase operational costs[161]. Currency and Taxation Risks - The PRC government imposes controls on the conversion of RMB into foreign currencies, which may affect the ability to pay dividends[82]. - The company may incur additional compliance costs related to SAT circulars, which could materially affect its financial condition and results of operations[183]. - If classified as a PRC "resident enterprise," the company could face a 25% enterprise income tax on worldwide income, adversely affecting net income[178]. Environmental and Operational Risks - Environmental protection regulations may increase operational expenses, affecting future performance[221]. - Catastrophic events such as cyber-attacks or natural disasters could disrupt operations and harm financial results[217]. - The company faces intense competition from local, regional, and national logistics providers, which may lead to downward pricing pressure and affect market share[214].

FUZHOU, China, Dec. 18, 2024 /PRNewswire/ -- Shengfeng Development Limited ("Shengfeng" or the "Company") (NASDAQ: SFWL), a contract logistics company in China providing customers with integrated logistics solutions, announced today the completion of the Ningde Shengfeng Smart Logistics Center (the "Ningde Center"), a facility that will be primarily used to serve Contemporary Amperex Technology Co., Limited ("CATL"), a client of Shengfeng that operates in the battery manufacturing industry.The Ningde Center ...

Revenue grows from $6.7 million to $13.9 millionFUZHOU, China, Nov. 25, 2024 /PRNewswire/ -- Shengfeng Development Limited ("Shengfeng" or the "Company") (NASDAQ: SFWL), a contract logistics company in China providing customers with integrated logistics solutions, announced today a 107.8% year-over-year increase in revenue generated from China Post Group Corporation during the 2024 Double 11 Shopping Festival.The Double 11 Shopping Festival, also known as the "Singles' Day, is China's largest annual online ...

FUZHOU, China, Nov. 11, 2024 /PRNewswire/ -- Shengfeng Development Limited ("Shengfeng" or the "Company") (NASDAQ: SFWL), a contract logistics company in China providing customers with integrated logistics solutions, announced today a strategic expansion into the low-altitude economy in China. The Company believes this move will allow it to leverage its logistics expertise in an emerging field that integrates drone technology for streamlined, efficient logistics solutions across diverse sectors, particularl ...

Company Overview - Shengfeng Development Limited is a contract logistics company in China that provides integrated logistics solutions, including B2B freight transportation, cloud storage, and value-added services [2] - Established in 2001, the company has developed extensive transportation networks covering 341 cities across 31 provinces in China as of June 30, 2024 [2] Recent Developments - Mr. Yongxu Liu, the Chairman and CEO of Shengfeng, purchased 500,000 Class A ordinary shares at an average price of $1.289 per share on October 14 and 15, 2024 [1] - Mr. Liu expressed confidence in the company's prospects, particularly in the new energy sector and strategic expansions into cold chain and cross-border logistics [1]

Revenue Up 22.8% Year Over Year, Driven by Expansion of Customer RelationshipsFUZHOU, China, Sept. 4, 2024 /PRNewswire/ -- Shengfeng Development Limited ("Shengfeng" or the "Company") (NASDAQ: SFWL), a contract logistics company in China providing customers with integrated logistics solutions, today announced its unaudited financial results for the six months ended June 30, 2024.Financial Highlights for the First Half of 2024:Total Revenue: Increased by approximately 22.8% to $227.1 million, compared to $18 ...

INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS TABLE OF CONTENTS | CONTENTS | PAGE(S) | | --- | --- | | UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | | | UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2024 AND DECEMBER 31, 2023 | F-2 | | UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME FOR | | | THE SIX MONTHS ENDED JUNE 30, 2024 AND 2023 | F-3 | | UNAUDITED CONDENSED CONSOLIDAED STATEMENTS OF CHANGES IN EQUITY FOR THE SIX MONHTS | | | ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (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 December 31, 2023 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 1934 Date of ...

Exhibit 99.1 SHENGFENG DEVELOPMENT LIMITED INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS TABLE OF CONTENTS | --- | --- | |-----------------------------------------------------------------------------------------------------------------------------------------|---------| | CONTENTS | PAGE(S) | | | | | UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | | | UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2023 AND DECEMBER 31, 2022 | F-2 | | | | | UNAUDITED CONDENSED CONSOLI ...

Corporate Structure and Ownership - As of December 31, 2022, the company had a total of 41,880,000 Class B Ordinary Shares held by Shengfeng International Limited, reflecting a significant ownership concentration[20] - The company undertook a reorganization in 2020, resulting in a share capital amendment from $50,000 divided into 50,000 ordinary shares to $50,000 divided into 400,000,000 Class A Ordinary Shares and 100,000,000 Class B Ordinary Shares[14] - The company’s share capital structure includes Class A Ordinary Shares with one vote per share and Class B Ordinary Shares with ten votes per share, indicating a dual-class voting structure[20] - The ownership structure of the VIE includes Fujian Yunlian Shengfeng Industry Co., Ltd. (54.58%) and Yongxu Liu (30.99%), with Mr. Liu indirectly owning 80.12% of Shengfeng Logistics[99] Initial Public Offering - The company completed its initial public offering (IPO) on April 4, 2023, raising approximately $8.5 million from the sale of 2,400,000 Class A Ordinary Shares at a public offering price of $4.00 per share[15] Subsidiaries and Operations - The company has established a total of 30 majority-owned or wholly-owned subsidiaries under PRC laws, enhancing its operational capacity[12] - The company has a significant presence in the logistics sector, with subsidiaries providing transportation and warehouse storage management services across various provinces in China[24] - The company’s principal activities are primarily focused on transportation and warehouse storage management services, which are critical for its operational strategy[24] Variable Interest Entity (VIE) Structure - The company’s corporate structure includes a variable interest entity (VIE) arrangement with Shengfeng Logistics, allowing it to consolidate financial results under U.S. GAAP[16] - The VIE Agreements allow Shengfeng Logistics to consolidate financial results under U.S. GAAP, despite not having direct ownership[31] - The VIE Agreements have not been tested in a court of law in China as of the date of this annual report, posing risks to operational control[49] - The VIE Agreements may not provide the same level of operational control as direct ownership, leading to potential conflicts of interest and operational risks[51] - The company relies on the performance of Shengfeng Logistics and its shareholders under the VIE Agreements to maintain control over its operations[99] - If the VIE Agreements are invalidated, the company's business operations in China could be materially and adversely affected[90] Financial Performance - The company generated total revenues of $370.325 million for the fiscal year ended December 31, 2022[73] - The cost of revenues was $328.793 million, resulting in a gross profit of $41.532 million[73] - Net income for the fiscal year was reported at $7.826 million[73] - Current assets amounted to $135.697 million as of December 31, 2022[72] - Total liabilities were $150.173 million as of December 31, 2022[72] Regulatory Environment and Compliance - The company is subject to risks associated with the PRC government's regulatory actions, which could materially affect operations and the value of Class A Ordinary Shares[52] - The Chinese government has strengthened anti-monopoly supervision since 2021, but as of the report date, these actions have not impacted the company's ability to conduct business[52] - The Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies came into effect on March 31, 2023, introducing new regulatory requirements[53] - The company may face significant risks if it fails to obtain necessary permissions from Chinese authorities for issuing securities to foreign investors[53] - The company is not currently required to obtain permission from PRC authorities to operate or issue Class A Ordinary Shares to foreign investors[56] - The company may face risks related to compliance with evolving PRC laws and regulations, which could adversely affect its operations and ability to offer securities[59] Labor and Employment - The company is currently not in full compliance with PRC labor-related laws, particularly regarding social insurance and housing fund contributions[155] - Labor costs in China have been increasing, which may adversely affect the company's profitability if these costs cannot be passed on to clients[153] - The number of dispatched workers has exceeded the 10% limitation required by PRC regulations, which may subject the company to penalties[160] Taxation and Financial Regulations - Under the PRC Enterprise Income Tax Law, the company may be classified as a PRC "resident enterprise," resulting in unfavorable tax consequences[177] - Dividends payable to non-PRC investors may be subject to a withholding tax of 10% for non-PRC enterprises or 20% for non-PRC individuals, potentially reducing investment returns[179] - The PRC tax authorities may adjust preferential tax treatment if they determine that a company benefits from reduced tax rates due to tax-driven structures[192] Future Outlook and Strategic Initiatives - The company plans to expand its market presence and invest in new technologies to enhance operational efficiency[76] - Future guidance indicates a focus on increasing revenues and improving profit margins through strategic initiatives and potential acquisitions[76]