| RESTATEMENT |
NOTE
24 –RESTATEMENT
The
Company restates its previously released unaudited condensed consolidated financial statements for the three months ended March 31,
2026, and incorporate them into the 2026 Quarterly Report “10-Q Form Report” (the “Restatement”). This
restatement is due to the discovery of errors related to the reclassification of buildings without property ownership certificates
in fixed assets.
As
the Company does not have property ownership certificates, the acquisition of the 20-year usage rights for this land, buildings, and
salt pan conforms to the definition of a lease as stated in ASC 842. The Company revised the financial statements and accounted for these
usage rights as leases in accordance with the provisions of ASC 842.
The
effects of the restatement on the consolidated statement of operations income (loss) for the three months ended March 31, 2025, are summarized
in the following table:
SCHEDULE
OF STATEMENT OF OPERATIONS INCOME (LOSS)
| | |
As
Previously Reported | | |
Restatement | | |
Note | | |
As
Restated | |
| | |
March
31, 2025 | |
| | |
As
Previously Reported | | |
Restatement | | |
Note | | |
As
Restated | |
| NET
REVENUE | |
$ | 1,604,447 | | |
| — | | |
| | | |
$ | 1,604,447 | |
| | |
| | | |
| | | |
| | | |
| | |
| OPERATING
COSTS AND EXPENSE | |
| | | |
| | | |
| | | |
| | |
| Cost
of revenues | |
| (1,594,270 | ) | |
| (3,194 | ) | |
| (a) | | |
| (1,597,464 | ) |
| Sales
and marketing expenses | |
| (5,053 | ) | |
| — | | |
| | | |
| (5,053 | ) |
| Direct
labor and factory overheads incurred during plant shutdown | |
| (3,225,808 | ) | |
| — | | |
| | | |
| (3,225,808 | ) |
| General
and administrative expenses | |
| (1,389,523 | ) | |
| (37,486 | ) | |
| (a) | | |
| (1,427,009 | ) |
| TOTAL
OPERATING COSTS AND EXPENSE | |
| (6,214,654 | ) | |
| (40,680 | ) | |
| | | |
| (6,255,334 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| LOSS
FROM OPERATIONS | |
| (4,610,207 | ) | |
| (40,680 | ) | |
| | | |
| (4,650,887 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| OTHER
INCOME (EXPENSE) | |
| | | |
| | | |
| | | |
| | |
| Interest
expense | |
| (21,722 | ) | |
| — | | |
| | | |
| (21,722 | ) |
| Interest
income | |
| 2,429 | | |
| — | | |
| | | |
| 2,429 | |
| TOTAL
OTHER INCOME, NET | |
| (19,293 | ) | |
| — | | |
| | | |
| (19,293 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| INCOME
TAX EXPENSE | |
| — | | |
| — | | |
| | | |
| — | |
| NET
LOSS | |
$ | (4,629,500 | ) | |
| (40,680 | ) | |
| | | |
$ | (4,670,180 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| COMPREHENSIVE
LOSS: | |
| | | |
| | | |
| | | |
| | |
| NET
LOSS | |
$ | (4,629,500 | ) | |
| (40,680 | ) | |
| | | |
$ | (4,670,180 | ) |
| OTHER
COMPREHENSIVE (LOSS) INCOME | |
| | | |
| | | |
| | | |
| | |
| -
Foreign currency translation adjustments | |
| 222,016 | | |
| 26,905 | | |
| (b) | | |
| 248,921 | |
| TOTAL
COMPREHENSIVE LOSS | |
$ | (4,407,484 | ) | |
| (13,775 | ) | |
| | | |
$ | (4,421,259 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| BASIC
AND DILUTED LOSS PER SHARE | |
$ | (3.90 | ) | |
| (0.03 | ) | |
| | | |
$ | (3.93 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| BASIC
AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES: | |
| 1,187,413 | | |
| — | | |
| | | |
| 1,187,413 | |
The
following descriptions of the restatement adjustments to the statement of operations exclude a description of adjustments
previously identified and concluded as immaterial they were also corrected as part of the restatement.
| (a) | | The increase in
cost of revenue and general and administrative expenses were due to the reclassification of finance lease right-of-use asset. Previously,
depreciation was calculated after deducting 5% residual value from the fixed assets, but now there is no residual value for amortization
of finance lease right-of-use asset calculation. |
| (b) | | The change in the
accumulated other comprehensive loss represents the foreign currency translation differences in the financial statements. |
GULF
RESOURCES, INC.
AND
SUBSIDIARIES
NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH
31, 2026
(Expressed
in U.S. dollars)
(UNAUDITED)
NOTE
24 –RESTATEMENT – Continued
The
effects of the restatement on the consolidated statement of stockholders’ deficit for the three
months ended March 31, 2025 are summarized in the following table:
SCHEDULE
OF CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
| | |
Reference | |
issued | | |
outstanding | | |
stock | | |
Amount | | |
stock | | |
issued | | |
capital | | |
unappropriated | | |
appropriated | | |
Income(loss) | | |
Total | |
| | |
| |
Common
stock | | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| | |
| |
Number | | |
Number | | |
Number
of | | |
| | |
| | |
Share
to | | |
Additional | | |
Retained | | |
Retained | | |
Accumulated
other | | |
| |
| | |
Restatement | |
of
shares | | |
of
shares | | |
treasury | | |
| | |
Treasury | | |
be | | |
paid-in | | |
earnings | | |
earnings | | |
comprehensive | | |
| |
| | |
Reference | |
issued | | |
outstanding | | |
stock | | |
Amount | | |
stock | | |
issued | | |
capital | | |
unappropriated | | |
appropriated | | |
Income(loss) | | |
Total | |
| THREE
MONTHS ENDED MARCH 31, 2025 (As Previously Reported) | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| BALANCE
AT December 31, 2024 | |
| |
| 1,120,145 | | |
| 1,091,562 | | |
| 28,583 | | |
$ | 560 | | |
$ | (1,372,673 | ) | |
$ | 194,700 | | |
$ | 101,712,325 | | |
$ | 36,393,884 | | |
$ | 26,667,097 | | |
$ | (20,783,318 | ) | |
$ | 142,812,575 | |
| Restricted
shares to be issued for service | |
| |
| 56,000 | | |
| 56,000 | | |
| — | | |
| 28 | | |
| — | | |
| (194,700 | ) | |
| 390,772 | | |
| — | | |
| — | | |
| — | | |
| 196,100 | |
| Acquisition
of assets | |
| |
| 205,969 | | |
| 205,969 | | |
| — | | |
| 103 | | |
| — | | |
| — | | |
| 3,089,438 | | |
| — | | |
| — | | |
| — | | |
| 3,089,541 | |
| Currency
translation adjustment | |
| |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 222,016 | | |
| 222,016 | |
| Net
loss for three months ended March 31, 2025 | |
| |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| (4,629,500 | ) | |
| — | | |
| — | | |
| (4,629,500 | ) |
BALANCE
AT MARCH 31, 2025 | |
| |
| 1,382,114 | | |
| 1,353,531 | | |
| 28,583 | | |
$ | 691 | | |
$ | (1,372,673 | ) | |
$ | — | | |
$ | 105,192,535 | | |
$ | 31,764,384 | | |
$ | 26,667,097 | | |
$ | (20,561,302 | ) | |
$ | 141,690,732 | |
| THREE
MONTHS ENDED MARCH 31, 2025 (Restatement Impact) | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| BALANCE
AT December 31, 2024 | |
| |
| — | | |
| — | | |
| — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | |
| Restricted
shares to be issued for service | |
| |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Acquisition
of assets | |
| |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Currency
translation adjustment | |
(a) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 26,905 | | |
| 26,905 | |
| Net
loss for three months ended March 31, 2025 | |
(b) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| (40,680 | ) | |
| — | | |
| — | | |
| (40,680 | ) |
| BALANCE
AT MARCH 31, 2025 | |
| |
| — | | |
| — | | |
| — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | — | | |
$ | (40,680 | ) | |
$ | — | | |
$ | 26,905 | | |
$ | (13,775 | ) |
| THREE
MONTHS ENDED MARCH 31, 2025 (As Restated) | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| BALANCE
AT December 31, 2024 | |
| |
| 1,120,145 | | |
| 1,091,562 | | |
| 28,583 | | |
$ | 560 | | |
$ | (1,372,673 | ) | |
| 194,700 | | |
$ | 101,712,325 | | |
$ | 36,393,884 | | |
$ | 26,667,097 | | |
$ | (20,783,318 | ) | |
$ | 142,812,575 | |
| Restricted
shares to be issued for service | |
| |
| 56,000 | | |
| 56,000 | | |
| — | | |
| 28 | | |
| — | | |
| (194,700 | ) | |
| 390,772 | | |
| — | | |
| — | | |
| — | | |
| 196,100 | |
| Acquisition
of assets | |
| |
| 205,969 | | |
| 205,969 | | |
| — | | |
| 103 | | |
| — | | |
| — | | |
| 3,089,438 | | |
| — | | |
| — | | |
| — | | |
| 3,089,541 | |
| Currency
translation adjustment | |
| |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 248,921 | | |
| 248,921 | |
| Net
loss for three months ended March 31, 2025 | |
| |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| (4,670,180 | ) | |
| — | | |
| — | | |
| (4,670,180 | ) |
| BALANCE
AT MARCH 31, 2025 | |
| |
| 1,382,114 | | |
| 1,353,531 | | |
| 28,583 | | |
$ | 691 | | |
$ | (1,372,673 | ) | |
$ | — | | |
$ | 105,192,535 | | |
$ | 31,723,704 | | |
$ | 26,667,097 | | |
$ | (20,534,397 | ) | |
$ | 141,676,957 | |
The
following descriptions of the restatement adjustments to the consolidated statement of stockholders’ deficit excludes a description
of adjustments previously identified and concluded as immaterial the were also corrected as part of the restatement.
| (a) | | The change in the accumulated other comprehensive loss represents the foreign currency translation differences in the financial statements. |
| (b) | | Regarding the decrease
in retained earnings unappropriated, the main reason was that cost of revenue and general and administrative expenses increased. The
increase of expenses was due to the reclassification of finance lease right-of-use asset. Previously, depreciation was calculated after
deducting 5% residual value from the fixed assets, but now there is no residual value for amortization of finance lease right-of-use
asset calculation. |
GULF
RESOURCES, INC.
AND
SUBSIDIARIES
NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH
31, 2026
(Expressed
in U.S. dollars)
(UNAUDITED)
NOTE
24 –RESTATEMENT – Continued
The
effects of the restatement on the consolidated statement of cash flows for the three months ended March 31, 2025, are summarized in the
following table:
SCHEDULE
OF CONSOLIDATED STATEMENT OF CASH FLOWS
| | |
As
Previously
Reported | | |
Restatement | | |
Note | | |
As
Restated | |
| | |
March
31, 2025 | |
| | |
As
Previously
Reported | | |
Restatement | | |
Note | | |
As
Restated | |
| CASH
FLOWS FROM OPERATING ACTIVITIES | |
| | | |
| | | |
| | | |
| | |
| Net
loss | |
$ | (4,629,500 | ) | |
| (40,680 | ) | |
| (b) | | |
$ | (4,670,180 | ) |
| Adjustments
to reconcile net income to net cash provided by (used in) operating activities: | |
| | | |
| | | |
| | | |
| | |
| Amortization
on capital lease | |
| 21,722 | | |
| 39,135 | | |
| (a) | | |
| 60,857 | |
| Depreciation
and amortization | |
| 4,003,524 | | |
| (774,157 | ) | |
| (a) | | |
| 3,229,367 | |
| Stock-based
compensation expense | |
| 196,100 | | |
| — | | |
| | | |
| 196,100 | |
| Amortization
of operating lease right-of-use assets | |
| 217,801 | | |
| — | | |
| | | |
| 217,801 | |
| Amortization
of finance lease right-of-use assets | |
| — | | |
| 775,702 | | |
| (a) | | |
| 775,702 | |
| Changes
in assets and liabilities: | |
| | | |
| | | |
| | | |
| | |
| Accounts
receivable | |
| (1,549,443 | ) | |
| — | | |
| | | |
| (1,549,443 | ) |
| Inventories | |
| (139,285 | ) | |
| — | | |
| | | |
| (139,285 | ) |
| Prepayment
and deposits | |
| (7,340 | ) | |
| — | | |
| | | |
| (7,340 | ) |
| Other
receivables | |
| (31,987 | ) | |
| — | | |
| | | |
| (31,987 | ) |
| Accounts
and other payable and accrued expenses | |
| 401,190 | | |
| — | | |
| | | |
| 401,190 | |
| Taxes
payable | |
| 162,411 | | |
| — | | |
| | | |
| 162,411 | |
| Lease
liabilities | |
| (225,321 | ) | |
| — | | |
| | | |
| (225,321 | ) |
| Net
cash used in operating activities | |
| (1,580,128 | ) | |
| — | | |
| | | |
| (1,580,128 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| CASH
FLOWS FROM INVESTING ACTIVITIES | |
| | | |
| | | |
| | | |
| — | |
| Net cash used in investing activities | |
| — | | |
| — | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |
| | | |
| | | |
| | | |
| — | |
| Net cash used in financing activities | |
| — | | |
| — | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| EFFECTS
OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | |
| 28,011 | | |
| — | | |
| | | |
| 28,011 | |
| NET
DECREASE IN CASH AND CASH EQUIVALENTS | |
| (1,552,117 | ) | |
| — | | |
| | | |
| (1,552,117 | ) |
| CASH
AND CASH EQUIVALENTS - BEGINNING OF YEAR | |
| 10,075,162 | | |
| — | | |
| | | |
| 10,075,162 | |
| CASH
AND CASH EQUIVALENTS - END OF YEAR | |
$ | 8,523,045 | | |
| — | | |
| | | |
$ | 8,523,045 | |
GULF
RESOURCES, INC.
AND
SUBSIDIARIES
NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MARCH
31, 2026
(Expressed
in U.S. dollars)
(UNAUDITED)
NOTE
24 –RESTATEMENT – Continued
| | |
Reported | | |
Restatement | | |
Note | | |
As
Restated | |
| | |
March
31, 2025 | |
| | |
As
Previously | | |
| | |
| | |
| |
| | |
Reported | | |
Restatement | | |
Note | | |
As
Restated | |
| SUPPLEMENTAL
DISCLOSURE OF CASH FLOW INFORMATION | |
| | | |
| | | |
| | | |
| | |
| Cash
paid during the year for: | |
| | | |
| | | |
| | | |
| | |
| Paid
for taxes | |
$ | 77,386 | | |
| — | | |
| | | |
$ | 77,386 | |
| Interest
paid | |
$ | 21,722 | | |
| 39,135 | | |
| (a) | | |
$ | 60,857 | |
SUPPLEMENTAL
DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
The
following descriptions of the restatement adjustments to the statement of cash flows excludes a description of adjustments
previously identified and concluded as immaterial that were also corrected as part of the restatement.
| (a) | | This restatement
is due to the reclassification of buildings without property ownership certificates in fixed assets. The Company reclassified them based
on their acquisition methods. The self-built portion was reclassified as “leasehold improvements” in the property, plant
and equipment. The leased portion was reclassified as finance lease right-of-use assets. |
| (b) | | Regarding the increase
in net loss, the main reason was that cost of revenue and general and administrative expenses increased. The increase in expenses was
due to the reclassification of finance lease right-of-use asset. Previously, depreciation was calculated after deducting 5% residual
value from the fixed assets, but now there is no residual value for amortization of finance lease right-of-use asset calculation. |
|