UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10−Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to _____________

Commission File Number: 001-32898

CBAK ENERGY TECHNOLOGY, INC.

(Exact Name of Registrant as Specified in Its Charter)

Nevada |  | 88-0442833
(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)

BAK Industrial Park, Meigui Street
Huayuankou Economic Zone
Dalian City, Liaoning Province,
People’s Republic of China, 116450

(Address of principal executive offices, Zip Code)

(86)(411)-3918-5985

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class |  | Trading Symbol(s) |  | Name of each exchange on which registered
Common Stock, $0.001 par value |  | CBAT |  | Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ |  | Accelerated filer ☐
Non-accelerated filer ☒ |  | Smaller reporting company ☒
|  | Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares outstanding of each of the issuer’s classes of common stock, as of May 17, 2022 is as follows:

Class of Securities |  | Shares Outstanding
Common Stock, $0.001 par value |  | 88,974,191

CBAK ENERGY TECHNOLOGY, INC.

TABLE OF CONTENTS

PART I
| FINANCIAL INFORMATION |
Item 1. | Financial Statements. | 1
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 46
Item 3. | Quantitative and Qualitative Disclosures About Market Risk. | 56
Item 4. | Controls and Procedures. | 56
PART II
| OTHER INFORMATION |
Item 1. | Legal Proceedings. | 58
Item 1A. | Risk Factors. | 58
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. | 58
Item 3. | Defaults Upon Senior Securities. | 58
Item 4. | Mine Safety Disclosures. | 58
Item 5. | Other Information. | 58
Item 6. | Exhibits. | 58

i

PART I

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

FINANCIAL STATEMENTS

CBAK ENERGY TECHNOLOGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTNS ENDED

MARCH 31, 2021 AND 2022

CBAK ENERGY TECHNOLOGY, INC.

AND SUBSIDIARIES

TABLE OF CONTENTS

Contents |  | Page(s)
Condensed Consolidated Balance Sheets as of December 31, 2021 and March 31, 2022 (unaudited) |  | 2
Condensed Consolidated Statements of Operations and Comprehensive Income (loss) for the three months ended March 31, 2021 and 2022 (unaudited) |  | 3
Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three months ended March 31, 2021 and 2022 (unaudited) |  | 4
Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2022 (unaudited) |  | 5
Notes to the Condensed Consolidated Financial Statements (unaudited) |  | 6 - 45

1

CBAK Energy Technology, Inc. and Subsidiaries

Condensed consolidated Balance Sheets

As of December 31, 2021 and March 31, 2022

(Unaudited)

(In US$ except for number of shares)

|  | Note |  |  | December 31, 2021 |  |  | March 31, 2022 |
|  |  |  |  |  |  |  | (Unaudited) |
Assets |  |  |  |  |  |  |  |  |
Current assets |  |  |  |  |  |  |  |  |
Cash and cash equivalents |  |  |  |  |  | $ | 7,357,875 |  |  | $ | 5,608,465 |
Pledged deposits |  |  | 2 |  |  |  | 18,996,749 |  |  |  | 25,142,097 |
Trade accounts and bills receivable, net |  |  | 3 |  |  |  | 49,907,129 |  |  |  | 50,265,784 |
Inventories |  |  | 4 |  |  |  | 30,133,340 |  |  |  | 41,871,149 |
Prepayments and other receivables |  |  | 5 |  |  |  | 12,746,990 |  |  |  | 14,516,068 |
Receivables from former subsidiary |  |  | 16 |  |  |  | 2,263,955 |  |  |  | 1,134,585 |
Amount due from non-controlling interest, current |  |  | 16 |  |  |  | 125,883 |  |  |  | 126,161 |
Amount due from related party, current |  |  | 16 |  |  |  | 472,061 |  |  |  | 473,104 |
Income tax recoverable |  |  |  |  |  |  | 47,189 |  |  |  | 47,295 |
Investment in sales-type lease, net |  |  | 9 |  |  |  | 790,516 |  |  |  | 792,262 |
Total current assets |  |  |  |  |  |  | 122,841,687 |  |  |  | 139,976,970 |
Property, plant and equipment, net |  |  | 6 |  |  |  | 90,042,773 |  |  |  | 88,532,811 |
Construction in progress |  |  | 7 |  |  |  | 27,343,092 |  |  |  | 28,410,293 |
Non-marketable equity securities |  |  | 8 |  |  |  | 712,930 |  |  |  | 714,504 |
Prepaid land use rights |  |  | 9 |  |  |  | 13,797,230 |  |  |  | 13,737,871 |
Intangible assets, net |  |  | 10 |  |  |  | 1,961,739 |  |  |  | 1,834,351 |
Operating lease right-of-use assets, net |  |  |  |  |  |  | 1,968,032 |  |  |  | 1,659,214 |
Investment in sales-type lease, net |  |  | 9 |  |  |  | 838,528 |  |  |  | 714,933 |
Amount due from related party, non-current |  |  | 16 |  |  |  | 62,941 |  |  |  | 63,081 |
Deferred tax assets, net |  |  |  |  |  |  | 1,403,813 |  |  |  | 1,500,564 |
Goodwill |  |  | 12 |  |  |  | 1,645,232 |  |  |  | 1,650,629 |
Total assets |  |  |  |  |  | $ | 262,617,997 |  |  | $ | 278,795,221 |
Liabilities |  |  |  |  |  |  |  |  |  |  |  |
Current liabilities |  |  |  |  |  |  |  |  |  |  |  |
Trade accounts and bills payable |  |  | 13 |  |  | $ | 65,376,212 |  |  | $ | 79,270,001 |
Short-term bank borrowings |  |  | 14 |  |  |  | 8,811,820 |  |  |  | 14,674,721 |
Other short-term loans |  |  | 14 |  |  |  | 4,679,122 |  |  |  | 746,699 |
Accrued expenses and other payables |  |  | 15 |  |  |  | 22,963,700 |  |  |  | 24,477,309 |
Payables to former subsidiaries, net |  |  | 16 |  |  |  | 326,507 |  |  |  | 325,624 |
Deferred government grants, current |  |  | 17 |  |  |  | 3,834,481 |  |  |  | 2,270,463 |
Product warranty provisions |  |  | 18 |  |  |  | 127,837 |  |  |  | 104,122 |
Warrants liability |  |  | 25 |  |  |  | 5,846,000 |  |  |  | 4,214,000 |
Operating lease liability, current |  |  | 9 |  |  |  | 801,797 |  |  |  | 711,034 |
Total current liabilities |  |  |  |  |  |  | 112,767,476 |  |  |  | 126,793,973 |
Deferred government grants, non-current |  |  | 17 |  |  |  | 6,189,196 |  |  |  | 7,207,728 |
Product warranty provisions |  |  | 18 |  |  |  | 1,900,429 |  |  |  | 1,923,542 |
Operating lease liability, non-current |  |  | 9 |  |  |  | 876,323 |  |  |  | 837,930 |
Total liabilities |  |  |  |  |  |  | 121,733,424 |  |  |  | 136,763,173 |
Commitments and contingencies |  |  | 26 |  |  |  |  |  |  |  |  |
Shareholders’ equity |  |  |  |  |  |  |  |  |  |  |  |
Common stock $0.001 par value; 500,000,000 authorized; 88,849,222 issued and 88,705,016 outstanding as of December 31, 2021 and March 31, 2022 |  |  |  |  |  |  | 88,849 |  |  |  | 88,849 |
Donated shares |  |  |  |  |  |  | 14,101,689 |  |  |  | 14,101,689 |
Additional paid-in capital |  |  |  |  |  |  | 241,946,362 |  |  |  | 241,981,141 |
Statutory reserves |  |  |  |  |  |  | 1,230,511 |  |  |  | 1,230,511 |
Accumulated deficit |  |  |  |  |  |  | (122,498,259 | ) |  |  | (122,053,806 | )
Accumulated other comprehensive loss |  |  |  |  |  |  | 2,489,017 |  |  |  | 2,880,201 |
|  |  |  |  |  |  | 137,358,169 |  |  |  | 138,228,585 |
Less: Treasury shares |  |  |  |  |  |  | (4,066,610 | ) |  |  | (4,066,610 | )
Total shareholders’ equity |  |  |  |  |  |  | 133,291,559 |  |  |  | 134,161,975 |
Non-controlling interests |  |  |  |  |  |  | 7,593,014 |  |  |  | 7,870,073 |
Total equity |  |  |  |  |  |  | 140,884,573 |  |  |  | 142,032,048 |
Total liabilities and shareholder’s equity |  |  |  |  |  | $ | 262,617,997 |  |  | $ | 278,795,221 |

See accompanying notes to the condensed consolidated financial statements.

2

CBAK Energy Technology, Inc. and Subsidiaries

Condensed consolidated Statements of Operations and Comprehensive Income (Loss)

For the three months ended March 31, 2021 and 2022

(Unaudited)

(In US$ except for number of shares)

|  |  |  |  | Three months ended March 31, |
|  | Note |  |  | 2021 |  |  | 2022 |
Net revenues |  |  | 28 |  |  | $ | 9,416,049 |  |  | $ | 80,196,298 |
Cost of revenues |  |  |  |  |  |  | (7,576,620 | ) |  |  | (74,879,944 | )
Gross profit |  |  |  |  |  |  | 1,839,429 |  |  |  | 5,316,354 |
Operating expenses: |  |  |  |  |  |  |  |  |  |  |  |
Research and development expenses |  |  |  |  |  |  | (483,749 | ) |  |  | (3,313,124 | )
Sales and marketing expenses |  |  |  |  |  |  | (213,142 | ) |  |  | (829,674 | )
General and administrative expenses |  |  |  |  |  |  | (1,324,481 | ) |  |  | (2,237,374 | )
Recovery of (provision for) doubtful accounts |  |  | 4 |  |  |  | 154,061 |  |  |  | (271,443 | )
Total operating expenses |  |  |  |  |  |  | (1,867,311 | ) |  |  | (6,651,615 | )
Operating loss |  |  |  |  |  |  | (27,882 | ) |  |  | (1,335,261 | )
Finance (expenses) income, net |  |  |  |  |  |  | (7,598 | ) |  |  | 5,014 |
Other income, net |  |  |  |  |  |  | 1,217,648 |  |  |  | 285,204 |
Changes in fair value of warrants liability |  |  |  |  |  |  | 28,426,000 |  |  |  | 1,632,000 |
Income before income tax |  |  |  |  |  |  | 29,608,168 |  |  |  | 586,957 |
Income tax credit |  |  | 19 |  |  |  | - |  |  |  | 93,546 |
Net income |  |  |  |  |  |  | 29,608,168 |  |  |  | 680,503 |
Less: Net loss (income) attributable to non-controlling interests |  |  |  |  |  |  | 1,114 |  |  |  | (236,050 | )
Net income attributable to shareholders of CBAK Energy Technology, Inc. |  |  |  |  |  | $ | 29,609,282 |  |  | $ | 444,453 |
Net income |  |  |  |  |  |  | 29,608,168 |  |  |  | 680,503 |
Other comprehensive income |  |  |  |  |  |  |  |  |  |  |  |
– Foreign currency translation adjustment |  |  |  |  |  |  | 89,138 |  |  |  | 432,193 |
Comprehensive income |  |  |  |  |  |  | 29,697,306 |  |  |  | 1,112,696 |
Less: Comprehensive loss (income) attributable to non-controlling interests |  |  |  |  |  |  | 6,017 |  |  |  | (277,059 | )
Comprehensive income attributable to CBAK Energy Technology, Inc. |  |  |  |  |  | $ | 29,703,323 |  |  | $ | 835,637 |
Income per share |  |  | 24 |  |  |  |  |  |  |  |  |
– Basic |  |  |  |  |  | $ | 0.35 |  |  | $ | 0.01 |
– Diluted |  |  |  |  |  | $ | 0.35 |  |  | $ | 0.01 |
Weighted average number of shares of common stock: |  |  | 24 |  |  |  |  |  |  |  |  |
– Basic |  |  |  |  |  |  | 84,283,605 |  |  |  | 88,713,841 |
– Diluted |  |  |  |  |  |  | 84,933,913 |  |  |  | 88,734,957 |

See accompanying notes to the condensed consolidated financial statements.

3

CBAK Energy Technology, Inc. and Subsidiaries

Condensed consolidated Statements of Changes in Shareholders’ Equity

For the three months ended March 31, 2021 and 2022

(Unaudited)

(In US$ except for number of shares)

|  | Common stock issued |  |  |  |  |  | Additional |  |  | Statutory |  |  |  |  |  | Accumulated other |  |  | Non- |  |  | Treasury shares |  |  | Total |
|  | Number |  |  |  |  |  | Donated |  |  | paid-in |  |  | reserves |  |  | Accumulated |  |  | comprehensive |  |  | controlling |  |  | Number |  |  |  |  |  | shareholders’ |
|  | of shares |  |  | Amount |  |  | shares |  |  | capital |  |  | (Note 26) |  |  | deficit |  |  | loss |  |  | interests |  |  | of shares |  |  | Amount |  |  | equity |
Balance as of January 1, 2021 |  |  | 79,310,249 |  |  | $ | 79,310 |  |  | $ | 14,101,689 |  |  | $ | 225,278,113 |  |  | $ | 1,230,511 |  |  | $ | (183,984,311 | ) |  | $ | (239,609 | ) |  | $ | 7,735 |  |  |  | (144,206 | ) |  | $ | (4,066,610 | ) |  | $ | 52,406,828 |
Net income (loss) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 29,609,282 |  |  |  | - |  |  |  | (1,114 | ) |  |  | - |  |  |  | - |  |  |  | 29,608,168 |
Share-based compensation for employee and director stock awards |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 148,818 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 148,818 |
Issuance of common stock and warrants |  |  | 8,939,976 |  |  |  | 8,940 |  |  |  | - |  |  |  | 15,621,071 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  |  |  |  |  | - |  |  |  | - |  |  |  | 15,630,011 |
Foreign currency translation adjustment |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 94,041 |  |  |  | (4,903 | ) |  |  | - |  |  |  | - |  |  |  | 89,138 |
Balance as of March 31, 2021 |  |  | 88,250,225 |  |  | $ | 88,250 |  |  | $ | 14,101,689 |  |  | $ | 241,048,002 |  |  | $ | 1,230,511 |  |  | $ | (154,375,029 | ) |  | $ | (145,568 | ) |  | $ | 1,718 |  |  |  | (144,206 | ) |  | $ | (4,066,610 | ) |  | $ | 97,882,963 |
Balance as of January 1, 2022 |  |  | 88,849,222 |  |  | $ | 88,849 |  |  | $ | 14,101,689 |  |  | $ | 241,946,362 |  |  | $ | 1,230,511 |  |  | $ | (122,498,259 | ) |  | $ | 2,489,017 |  |  | $ | 7,593,014 |  |  |  | (144,206 | ) |  | $ | (4,066,610 | ) |  | $ | 140,884,573 |
Net income |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 444,453 |  |  |  | - |  |  |  | 236,050 |  |  |  | - |  |  |  | - |  |  |  | 680,503 |
Share-based compensation for employee and director stock awards |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 34,779 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 34,779 |
Foreign currency translation adjustment |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 391,184 |  |  |  | 41,009 |  |  |  | - |  |  |  | - |  |  |  | 432,193 |
Balance as of March 31, 2022 |  |  | 88,849,222 |  |  | $ | 88,849 |  |  | $ | 14,101,689 |  |  | $ | 241,981,141 |  |  | $ | 1,230,511 |  |  | $ | (122,053,806 | ) |  | $ | 2,880,201 |  |  | $ | 7,870,073 |  |  |  | (144,206 | ) |  | $ | (4,066,610 | ) |  | $ | 142,032,048 |

See accompanying Notes to the condensed consolidated financial statements.

4

CBAK Energy Technology, Inc. and subsidiaries

Condensed consolidated statements of cash flows

For the three months ended March 31, 2021 and 2022

(Unaudited)

(In US$)

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
Cash flows from operating activities |  |  |  |  |  |
Net income |  | $ | 29,608,168 |  |  |  | 680,503 |
Adjustments to reconcile net loss to net cash provided by operating activities: |  |  |  |  |  |  |  |
Depreciation and amortization |  |  | 704,496 |  |  |  | 1,925,584 |
(Recovery of) provision for doubtful accounts |  |  | (154,061 | ) |  |  | 271,443 |
Amortization of operating lease |  |  | 10,052 |  |  |  | 187,697 |
Write-down of inventories |  |  | 233,305 |  |  |  | 406,152 |
Share-based compensation |  |  | 148,818 |  |  |  | 34,779 |
Changes in fair value of warrants liability |  |  | (28,426,000 | ) |  |  | (1,632,000 | )
Gain on disposal of property, plant and equipment |  |  | (53,022 | ) |  |  | - |
Changes in operating assets and liabilities: |  |  |  |  |  |  |  |
Trade and bills receivable |  |  | 6,314,111 |  |  |  | (519,629 | )
Inventories |  |  | (1,512,723 | ) |  |  | (12,064,192 | )
Prepayments and other receivables |  |  | (451,150 | ) |  |  | (1,743,638 | )
Investment in sales-type lease |  |  | (1,639,959 | ) |  |  | 125,303 |
Trade and bills payable |  |  | (2,941,048 | ) |  |  | 13,733,854 |
Accrued expenses and other payables and product warranty provisions |  |  | (882,416 | ) |  |  | 2,613,310 |
Operating lease liabilities |  |  | (134,149 | ) |  |  | (7,600 | )
Trade receivable from and payables to former subsidiaries |  |  | (60,563 | ) |  |  | 1,133,083 |
Deferred tax assets |  |  | - |  |  |  | (93,546 | )
Net cash provided by operating activities |  |  | 763,859 |  |  |  | 5,051,103 |
Cash flows from investing activities |  |  |  |  |  |  |  |
Purchases of property, plant and equipment and construction in progress |  |  | (5,681,131 | ) |  |  | (2,717,822 | )
Net cash used in investing activities |  |  | (5,681,131 | ) |  |  | (2,717,822 | )
Cash flows from financing activities |  |  |  |  |  |  |  |
Borrowings from banks |  |  | - |  |  |  | 5,836,818 |
Repayment of borrowings from Mr. Ye Junnan |  |  | - |  |  |  | (3,938,062 | )
Repayment of borrowings to shareholders |  |  | (145,321 | ) |  |  | - |
Proceeds from issuance of shares |  |  | 65,495,011 |  |  |  | - |
Net cash provided by financing activities |  |  | 65,349,690 |  |  |  | 1,898,756 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash |  |  | 336,284 |  |  |  | 163,901 |
Net increase in cash and cash equivalents and restricted cash |  |  | 60,768,702 |  |  |  | 4,395,938 |
Cash and cash equivalents and restricted cash at the beginning of period |  |  | 20,671,498 |  |  |  | 26,354,624 |
Cash and cash equivalents and restricted cash at the end of period |  | $ | 81,440,200 |  |  |  | 30,750,562 |
Supplemental non-cash investing and financing activities: |  |  |  |  |  |  |  |
Transfer of construction in progress to property, plant and equipment |  | $ | 176,628 |  |  | $ | 430,973 |
Non-cash payment for purchases of property, plant and equipment and construction in progress by new vehicles |  | $ | 61,233 |  |  | $ | - |
Lease liabilities arising from obtaining right-of-use assets |  | $ | 245,716 |  |  | $ | 111,834 |
Cash paid during the year for: |  |  |  |  |  |  |  |
Income taxes |  | $ | - |  |  | $ | - |
Interest, net of amounts capitalized |  | $ | 2,314 |  |  | $ | 180,279 |

See accompanying notes to the condensed consolidated financial statements.

5

CBAK Energy Technology, Inc. and subsidiaries

Notes to the condensed consolidated financial statements

For the three months ended March 31, 2021 and 2022

(Unaudited)

(In US$ except for number of shares)

1. Principal Activities, Basis of Presentation and Organization

Principal Activities

CBAK Energy Technology, Inc. (formerly known as China BAK Battery, Inc.) (“CBAK” or the “Company”) is a corporation formed in the State of Nevada on October 4, 1999 as Medina Copy, Inc. The Company changed its name to Medina Coffee, Inc. on October 6, 1999 and subsequently changed its name to China BAK Battery, Inc. on February 14, 2005. CBAK and its subsidiaries (hereinafter, collectively referred to as the “Company”) are principally engaged in the manufacture, commercialization and distribution of a wide variety of standard and customized lithium ion (known as “Li-ion” or “Li-ion cell”) high power rechargeable batteries. Prior to the disposal of BAK International Limited (“BAK International”) and its subsidiaries (see below), the batteries produced by the Company were for use in cellular telephones, as well as various other portable electronic applications, including high-power handset telephones, laptop computers, power tools, digital cameras, video camcorders, MP3 players, electric bicycles, hybrid/electric vehicles, and general industrial applications. After the disposal of BAK International and its subsidiaries on June 30, 2014, the Company will focus on the manufacture, commercialization and distribution of high power lithium ion rechargeable batteries for use in cordless power tools, light electric vehicles, hybrid electric vehicles, electric cars, electric busses, uninterruptable power supplies and other high power applications.

The shares of the Company traded in the over-the-counter market through the Over-the-Counter Bulletin Board from 2005 until May 31, 2006, when the Company obtained approval to list its common stock on The NASDAQ Global Market, and trading commenced that same date under the symbol “CBAK”.

On January 10, 2017, the Company filed Articles of Merger with the Secretary of State of Nevada to effectuate a merger between the Company and the Company’s newly formed, wholly owned subsidiary, CBAK Merger Sub, Inc. (the “Merger Sub”). According to the Articles of Merger, effective January 16, 2017, the Merger Sub merged with and into the Company with the Company being the surviving entity (the “Merger”). As permitted by Chapter 92A.180 of Nevada Revised Statutes, the sole purpose of the Merger was to effect a change of the Company’s name.

Effective November 30, 2018, the trading symbol for common stock of the Company was changed from CBAK to CBAT. Effective at the opening of business on June 21, 2019, the Company’s common stock started trading on the Nasdaq Capital Market.

Basis of Presentation and Organization

On November 6, 2004, BAK International, a non-operating holding company that had substantially the same shareholders as Shenzhen BAK Battery Co., Ltd (“Shenzhen BAK”), entered into a share swap transaction with the shareholders of Shenzhen BAK for the purpose of the subsequent reverse acquisition of the Company. The share swap transaction between BAK International and the shareholders of Shenzhen BAK was accounted for as a reverse acquisition of Shenzhen BAK with no adjustment to the historical basis of the assets and liabilities of Shenzhen BAK.

On January 20, 2005, the Company completed a share swap transaction with the shareholders of BAK International. The share swap transaction, also referred to as the “reverse acquisition” of the Company, was consummated under Nevada law pursuant to the terms of a Securities Exchange Agreement entered by and among CBAK, BAK International and the shareholders of BAK International on January 20, 2005. The share swap transaction has been accounted for as a capital-raising transaction of the Company whereby the historical financial statements and operations of Shenzhen BAK are consolidated using historical carrying amounts.

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Also on January 20, 2005, immediately prior to consummating the share swap transaction, BAK International executed a private placement of its common stock with unrelated investors whereby it issued an aggregate of 1,720,087 shares of common stock for gross proceeds of $17,000,000. In conjunction with this financing, Mr. Xiangqian Li, the Chairman and Chief Executive Officer of the Company (“Mr. Li”), agreed to place 435,910 shares of the Company’s common stock owned by him into an escrow account pursuant to an Escrow Agreement dated January 20, 2005 (the “Escrow Agreement”). Pursuant to the Escrow Agreement, 50% of the escrowed shares were to be released to the investors in the private placement if audited net income of the Company for the fiscal year ended September 30, 2005 was not at least $12,000,000, and the remaining 50% was to be released to investors in the private placement if audited net income of the Company for the fiscal year ended September 30, 2006 was not at least $27,000,000. If the audited net income of the Company for the fiscal years ended September 30, 2005 and 2006 reached the above-mentioned targets, the 435,910 shares would be released to Mr. Li in the amount of 50% upon reaching the 2005 target and the remaining 50% upon reaching the 2006 target.

Under accounting principles generally accepted in the United States of America (“US GAAP”), escrow agreements such as the one established by Mr. Li generally constitute compensation if, following attainment of a performance threshold, shares are returned to a company officer. The Company determined that without consideration of the compensation charge, the performance thresholds for the year ended September 30, 2005 would be achieved. However, after consideration of a related compensation charge, the Company determined that such thresholds would not have been achieved. The Company also determined that, even without consideration of a compensation charge, the performance thresholds for the year ended September 30, 2006 would not be achieved.

While the 217,955 escrow shares relating to the 2005 performance threshold were previously released to Mr. Li, Mr. Li executed a further undertaking on August 21, 2006 to return those shares to the escrow agent for the distribution to the relevant investors. However, such shares were not returned to the escrow agent, but, pursuant to a Delivery of Make Good Shares, Settlement and Release Agreement between the Company, BAK International and Mr. Li entered into on October 22, 2007 (the “Li Settlement Agreement”), such shares were ultimately delivered to the Company as described below. Because the Company failed to satisfy the performance threshold for the fiscal year ended September 30, 2006, the remaining 217,955 escrow shares relating to the fiscal year 2006 performance threshold were released to the relevant investors. As Mr. Li has not retained any of the shares placed into escrow, and as the investors party to the Escrow Agreement are only shareholders of the Company and do not have and are not expected to have any other relationship to the Company, the Company has not recorded a compensation charge for the years ended September 30, 2005 and 2006.

At the time the escrow shares relating to the 2006 performance threshold were transferred to the investors in fiscal year 2007, the Company should have recognized a credit to donated shares and a debit to additional paid-in capital, both of which are elements of shareholders’ equity. This entry is not material because total ordinary shares issued and outstanding, total shareholders’ equity and total assets do not change; nor is there any impact on income or earnings per share. Therefore, previously filed consolidated financial statements for the fiscal year ended September 30, 2007 will not be restated. This share transfer has been reflected in these financial statements by reclassifying the balances of certain items as of October 1, 2007. The balances of donated shares and additional paid-in capital as of October 1, 2007 were credited and debited by $7,955,358 respectively, as set out in the consolidated statements of changes in shareholders’ equity.

In November 2007, Mr. Li delivered the 217,955 shares related to the 2005 performance threshold to BAK International pursuant to the Li Settlement Agreement; BAK International in turn delivered the shares to the Company. Such shares (other than those issued to investors pursuant to the 2008 Settlement Agreements, as described below) are now held by the Company. Upon receipt of these shares, the Company and BAK International released all claims and causes of action against Mr. Li regarding the shares, and Mr. Li released all claims and causes of action against the Company and BAK International regarding the shares. Under the terms of the Li Settlement Agreement, the Company commenced negotiations with the investors who participated in the Company’s January 2005 private placement in order to achieve a complete settlement of BAK International’s obligations (and the Company’s obligations to the extent it has any) under the applicable agreements with such investors.

Beginning on March 13, 2008, the Company entered into settlement agreements (the “2008 Settlement Agreements”) with certain investors in the January 2005 private placement. Since the other investors have never submitted any claims regarding this matter, the Company did not reach any settlement with them.

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Pursuant to the 2008 Settlement Agreements, the Company and the settling investors have agreed, without any admission of liability, to a settlement and mutual release from all claims relating to the January 2005 private placement, including all claims relating to the escrow shares related to the 2005 performance threshold that had been placed into escrow by Mr. Li, as well as all claims, including claims for liquidated damages relating to registration rights granted in connection with the January 2005 private placement. Under the 2008 Settlement Agreement, the Company has made settlement payments to each of the settling investors of the number of shares of the Company’s common stock equivalent to 50% of the number of the escrow shares related to the 2005 performance threshold these investors had claimed; aggregate settlement payments as of June 30, 2015amounted to 73,749 shares. Share payments to date have been made in reliance upon the exemptions from registration provided by Section 4(2) and/or other applicable provisions of the Securities Act of 1933, as amended. In accordance with the 2008 Settlement Agreements, the Company filed a registration statement covering the resale of such shares which was declared effective by the SEC on June 26, 2008.

Pursuant to the Li Settlement Agreement, the 2008 Settlement Agreements and upon the release of the 217,955 escrow shares relating to the fiscal year 2006 performance threshold to the relevant investors, neither Mr. Li or the Company have any obligations to the investors who participated in the Company’s January 2005 private placement relating to the escrow shares.

As of March 31, 2022, the Company had not received any claim from the other investors who have not been covered by the “2008 Settlement Agreements” in the January 2005 private placement.

As the Company has transferred the 217,955 shares related to the 2006 performance threshold to the relevant investors in fiscal year 2007 and the Company also have transferred 73,749 shares relating to the 2005 performance threshold to the investors who had entered the “2008 Settlement Agreements” with us in fiscal year 2008, pursuant to “Li Settlement Agreement” and “2008 Settlement Agreements”, neither Mr. Li nor the Company had any remaining obligations to those related investors who participated in the Company’s January 2005 private placement relating to the escrow shares.

On August 14, 2013, Dalian BAK Trading Co., Ltd was established as a wholly owned subsidiary of China BAK Asia Holding Limited (“BAK Asia”) with a registered capital of $500,000. Pursuant to CBAK Trading’s articles of association and relevant PRC regulations, BAK Asia was required to contribute the capital to CBAK Trading on or before August 14, 2015. On March 7, 2017, the name of Dalian BAK Trading Co., Ltd was changed to Dalian CBAK Trading Co., Ltd (“CBAK Trading”). On August 5, 2019, CBAK Trading’s registered capital was increased to $5,000,000. Pursuant to CBAK Trading’s amendment articles of association and relevant PRC regulations, BAK Asia was required to contribute the capital to CBAK Trading on or before August 1, 2033. Up to the date of this report, the Company has contributed $2,435,000 to CBAK Trading in cash.

On December 27, 2013, Dalian BAK Power Battery Co., Ltd was established as a wholly owned subsidiary of BAK Asia with a registered capital of $30,000,000. Pursuant to CBAK Power’s articles of association and relevant PRC regulations, BAK Asia was required to contribute the capital to CBAK Power on or before December 27, 2015. On March 7, 2017, the name of Dalian BAK Power Battery Co., Ltd was changed to Dalian CBAK Power Battery Co., Ltd (“CBAK Power”). On July 10, 2018, CBAK Power’s registered capital was increased to $50,000,000. On October 29, 2019, CBAK Power’s registered capital was further increased to $60,000,000. Pursuant to CBAK Power’s amendment articles of association and relevant PRC regulations, BAK Asia was required to contribute the capital to CBAK Power on or before December 31, 2021. The Company has paid in full to CBAK Power through injection of a series of patents and cash.

On May 4, 2018, CBAK New Energy (Suzhou) Co., Ltd (“CBAK Suzhou”) was established as a 90% owned subsidiary of CBAK Power with a registered capital of RMB10,000,000 (approximately $1.5 million). The remaining 10% equity interest was held by certain employees of CBAK Suzhou. Pursuant to CBAK Suzhou’s articles of association, each shareholder is entitled to the right of the profit distribution or responsible for the loss according to its proportion to the capital contribution. Pursuant to CBAK Suzhou’s articles of association and relevant PRC regulations, CBAK Power was required to contribute the capital to CBAK Suzhou on or before December 31, 2019. Up to the date of this report, the Company has contributed RMB9.0 million (approximately $1.3 million), and the other shareholders have contributed RMB1.0 million (approximately $0.1 million) to CBAK Suzhou through injection of a series of cash. The Company plan to dissolve CBAK Suzhou in 2022.

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On November 21, 2019, Dalian CBAK Energy Technology Co., Ltd (“CBAK Energy”) was established as a wholly owned subsidiary of BAK Asia with a registered capital of $50,000,000. Pursuant to CBAK Energy’s articles of association and relevant PRC regulations, BAK Asia was required to contribute the capital to CBAK Energy on or before November 20, 2022. Up to the date of this report, the Company has contributed $23,519,880 to CBAK Energy.

On July 14, 2020, the Company acquired BAK Asia Investments Limited (“BAK Investments”), a company incorporated under Hong Kong laws, from Mr. Xiangqian Li, the Company’s former CEO, for a cash consideration of HK$1.00. BAK Asia Investments Limited is a holding company without any other business operations.

On July 31, 2020, BAK Investments formed a wholly owned subsidiary CBAK New Energy (Nanjing) Co., Ltd. (“CBAK Nanjing”) in China with a registered capital of $100,000,000. Pursuant to CBAK Nanjing’s articles of association and relevant PRC regulations, BAK Investments was required to contribute the capital to CBAK Nanjing on or before July 29, 2040. Up to the date of this report, the Company has contributed $55,289,915 to CBAK Nanjing.

On August 6, 2020, Nanjing CBAK New Energy Technology Co., Ltd. (“Nanjing CBAK”) was established as a wholly owned subsidiary of CBAK Nanjing with a registered capital of RMB700,000,000 (approximately $110 million). Pursuant to Nanjing CBAK’s articles of association and relevant PRC regulations, CBAK Nanjing was required to contribute the capital to Nanjing CBAK on or before August 5, 2040. Up to the date of this report, the Company has contributed RMB352,538,138 (approximately $55.6 million) to Nanjing CBAK.

On November 9, 2020, Nanjing Daxin New Energy Automobile Industry Co., Ltd (“Nanjing Daxin”) was established as a wholly owned subsidiary of CBAK Nanjing with a register capital of RMB50,000,000 (approximately $7.9 million). Up to the date of this report, the Company has contributed RMB33,416,000 (approximately $5.2 million) to Nanjing Daxin.

On April 21, 2021, CBAK Power, along with Shenzhen BAK Power Battery Co., Ltd (BAK SZ), Shenzhen Asian Plastics Technology Co., Ltd (SZ Asian Plastics) and Xiaoxia Liu, entered into an investment agreement with Junxiu Li, Hunan Xintao New Energy Technology Partnership, Xingyu Zhu, and Jiangsu Saideli Pharmaceutical Machinery Manufacturing Co., Ltd for an investment in Hunan DJY Technology Co., Ltd (“DJY”). CBAK Power has paid $1.4 million (RMB9,000,000) to acquire 9.74% of the equity interests of DJY. CBAK Power has appointed one director to the Board of Directors of DJY. DJY is an unrelated third party of the Company engaging in researching and manufacturing of raw materials and equipment.

On August 4, 2021, Daxin New Energy Automobile Technology ( Jiangsu) Co., Ltd (“Jiangsu Daxin”) was established as a wholly owned subsidiary of Nanjing CBAK with a register capital of RMB 30,000,000 (approximately $4.7 million). Pursuant to Jiangsu Daxin’s articles of association and relevant PRC regulations, Nanjing Daxin was required to contribute the capital to Jiangsu Daxin on or before July 30, 2061. Up to the date of this report the Company has contributed nil to Jiangsu Daxin.

On July 20, 2021, CBAK Power entered into a framework agreement relating to CBAK Power’s investment in Zhejiang Hitrans Lithium Battery Technology Co., Ltd (“Hitrans”, formerly known as Zhejinag Meidu Hitrans Lithium Battery Technology Co., Ltd), pursuant to which CBAK Power agreed to acquire 81.56% of registered equity interests (representing 75.57% of paid-up capital)of Hitrans (the “Acquisition”). The Acquisition was completed on November 26, 2021 (Note 11). After the completion of the Acquisition, Hitrans became a wholly owned subsidiary of the Company.

On July 6, 2018, Guangdong Meidu Hitrans Resources Recycling Technology Co., Ltd. (“Guangdong Hitrans”) was established as a 80% owned subsidiary of Hitrans with a registered capital of RMB10 million (approximately $1.6million). The remaining 20% registered equity interest was held by Shenzhen Baijun Technology Co., Ltd. Pursuant to Guangdong Hitrans’s articles of association, each shareholder is entitled to the right of the profit distribution or responsible for the loss according to its proportion to the capital contribution. Pursuant to Guangdong Hitrans’s articles of association and relevant PRC regulations, Hitrans was required to contribute the capital to Guangdong Hitrans on or before December 30, 2038. Up to the date of this report, Hitrans has contributed RMB1.72 million (approximately $0.3 million), and the other shareholder has contributed RMB0.25 million (approximately $0.04 million) to Guangdong Hitrans through injection of a series of cash. Guangdong Hitrans was established under the laws of the People’s Republic of China as a limited liability company on July 6, 2018 with a registered capital RMB10 million (approximately $1.5 million). Guangdong Hitrans is based in Dongguan, Guangdong Province, and is principally engaged in the business of resource recycling, waste processing, and R&D, manufacturing and sales of battery materials. The Company plan to dissolve Guangdong Hitrans in 2022.

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On October 9, 2021, Shaoxing Haisheng International Trading Co., Ltd. (“Haisheng”) was established as a wholly owned subsidiary of Hitrans with a register capital of RMB5 million (approximately $0.8 million). Pursuant to Haisheng’s articles of association and relevant PRC regulations, Hitrans was required to contribute the capital to Haisheng on or before May 31, 2025. Up to the date of this report, Hitrans has contributed RMB3.5 million (approximately $0.5 million) to Haisheng.

The Company’s condensed consolidated financial statements have been prepared under US GAAP.

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. This basis of accounting differs in certain material respects from that used for the preparation of the books of account of the Company and its subsidiaries, which are prepared in accordance with the accounting principles and the relevant financial regulations applicable to enterprises with limited liability established in the PRC or Hong Kong. The accompanying consolidated financial statements reflect necessary adjustments not recorded in the books of account of the Company’s subsidiaries to present them in conformity with US GAAP.

After the disposal of BAK International Limited and its subsidiaries, namely Shenzhen BAK, Shenzhen BAK Power Battery Co., Ltd (formerly BAK Battery (Shenzhen) Co., Ltd.) (“BAK Shenzhen”), BAK International (Tianjin) Ltd. (“BAK Tianjin”), Tianjin Chenhao Technological Development Limited (a subsidiary of BAK Tianjin established on May 8, 2014, “Tianjin Chenhao”), BAK Battery Canada Ltd. (“BAK Canada”), BAK Europe GmbH (“BAK Europe”) and BAK Telecom India Private Limited (“BAK India”), effective on June 30, 2014, and as of December 31, 2021, the Company’s subsidiaries consisted of: i) China BAK Asia Holdings Limited (“BAK Asia”), a wholly owned limited liability company incorporated in Hong Kong on July 9, 2013; ii) Dalian CBAK Trading Co., Ltd. (“CBAK Trading”), a wholly owned limited company established on August 14, 2013 in the PRC; iii) Dalian CBAK Power Battery Co., Ltd. (“CBAK Power”), a wholly owned limited liability company established on December 27, 2013 in the PRC; iv) CBAK New Energy (Suzhou) Co., Ltd. (“CBAK Suzhou”), a 90% owned limited liability company established on May 4, 2018 in the PRC; v) Dalian CBAK Energy Technology Co., Ltd (“CBAK Energy”), a wholly owned limited liability company established on November 21, 2019 in the PRC; (vi) BAK Asia Investments Limited (“BAK Investments”), a wholly owned limited liability company incorporated in Hong Kong acquired on July 14, 2020; (vii) CBAK New Energy (Nanjing) Co., Ltd. (“CBAK Nanjing”), a wholly owned limited liability company established on July 31, 2020 in the PRC; (viii) Nanjing CBAK New Energy Technology Co., Ltd, (“Nanjing CBAK”), a wholly owned limited liability company established on August 6, 2020 in the PRC; (ix) Nanjing Daxin New Energy Automobile Industry Co., Ltd (“Nanjing Daxin”), a wholly owned limited liability company established on November 9, 2020; (x) Daxin New Energy Automobile Technology ( Jiangsu) Co., Ltd (“Jiangsu Daxin”), a wholly owned limited liability company established on August 4, 2021 in the PRC; (xi) Zhejiang Hitrans Lithium Battery Technology Co., Ltd (“Hitrans”), a 81.56% registered equity interests (representing 75.57% of paid-up capital) owned limited liability company established on December 16, 2015 in the PRC; (xii) Guangdong Meidu Hitrans Resources Recycling Technology Co., Ltd., a 65.25% owned limited liability company established on July 6, 2018 in the PRC and (xiii) Shaoxing Haisheng International Trading Co., Ltd. (“Haisheng”), a 81.56% registered equity interests (representing 75.57% of paid-up capital) owned limited liability company established on October 9, 2021 in the PRC.

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The Company continued its business and continued to generate revenues from sale of batteries via subcontracting the production to BAK Tianjin and BAK Shenzhen, former subsidiaries before the completion of construction and operation of its facility in Dalian. BAK Tianjin and BAK Shenzhen are now suppliers of the Company and the Company does not have any significant benefits or liability from the operating results of BAK Tianjin and BAK Shenzhen except the normal risk with any major supplier.

As of the date of this report, Mr. Xiangqian Li is no longer a director of BAK International and BAK Tianjin. He remained as a director of Shenzhen BAK and BAK Shenzhen.

On December 8, 2020, the Company entered into a securities purchase agreement with certain institutional investors, pursuant to which the Company issued in a registered direct offering, an aggregate of 9,489,800 shares of common stock of the Company at a per share purchase price of $5.18, and warrants to purchase an aggregate of 3,795,920 shares of common stock of the Company at an exercise price of $6.46 per share exercisable for 36 months from the date of issuance, for gross proceeds of approximately $49.16 million, before deducting fees to the placement agent and other estimated offering expenses of $3.81 million payable by the Company. In addition, the placement agent for this transaction also received warrants (“Placement Agent Warrants”) for the purchase of up to 379,592 shares of the Company’s common stock at an exercise price of $6.475 per share exercisable for 36 months after 6 months from the issuance.

On February 8, 2021, the Company entered into another securities purchase agreement with the same investors, pursuant to which the Company issued in a registered direct offering, an aggregate of 8,939,976 shares of common stock of the Company at a per share purchase price of $7.83. In addition, the Company issued to the investors (i) in a concurrent private placement, the Series A-1 warrants to purchase a total of 4,469,988 shares of common stock, at a per share exercise price of $7.67 and exercisable for 42 months from the date of issuance; (ii) in the registered direct offering, the Series B warrants to purchase a total of 4,469,988 shares of common stock, at a per share exercise price of $7.83 and exercisable for 90 days from the date of issuance; and (iii) in the registered direct offering, the Series A-2 warrants to purchase up to 2,234,992 shares of common stock, at a per share exercise price of $7.67 and exercisable for 45 months from the date of issuance. The Company received gross proceeds of approximately $70 million from the registered direct offering and the concurrent private placement, before deducting fees to the placement agent and other estimated offering expenses of $5.0 million payable by the Company. In addition, the placement agent for this transaction also received warrants (“Placement Agent Warrants”) for the purchase of up to 446,999 shares of the Company’s common stock at an exercise price of $9.204 per share exercisable for 36 months after 6 months from the issuance.

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On May 10, 2021, the Company entered into that Amendment No. 1 to the Series B Warrant (the “Series B Warrant Amendment”) with each of the holders of the Company’s outstanding Series B warrants. Pursuant to the Series B Warrant Amendment, the term of the Series B warrants was extended from May 11, 2021 to August 31, 2021.

As of August 31, 2021, the Company had not received any notices from the investors to exercise Series B warrants. As of the date of this report, Series B warrants, along with Series A-2 warrants, had both expired.

As of March 31, 2022, the Company had $14.6 million bank loans and approximately $107.9 million of other current liabilities (excluding warrants derivative liability).

The Company is currently expanding its product lines and manufacturing capacity in its Dalian plant and Nanjing plant which requires more funding to finance the expansion. The Company plans to raise additional funds through banks borrowings and equity financing in the future to meet its daily cash demands, if required.

COVID-19

The World Health Organization declared the novel coronavirus (“COVID-19”) outbreak as a pandemic in March 2020. The COVID-19 pandemic has caused disruptions to our operations in 2021. Our Dalian facility’s operations were suspended in November 2021 due to the COVID-19 containment measures adopted by the local government. Hitrans’s production facility in Shangyu, Zhejiang was also temporarily closed from December 9 to 24, 2021 to comply with the local lockdown policy in response to a surge of COVID-19 cases. Finally, the Company expects that the impact of the COVID-19 outbreak on the United States and world economies will continue to have a material adverse impact on the demand for its products. Because of the significant uncertainties surrounding the COVID-19 pandemic, the extent of the business interruption and the related financial impact cannot be reasonably estimated at this time.

Going Concern

The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has accumulated deficit from recurring net losses incurred for the prior years and significant short-term debt obligations maturing in less than one year as of March 31, 2022. These conditions raise substantial doubt about the Company ability to continue as a going concern. The Company’s plan for continuing as a going concern included improving its profitability, and obtaining additional debt financing, loans from existing directors and shareholders for additional funding to meet its operating needs. There can be no assurance that the Company will be successful in the plans described above or in attracting equity or alternative financing on acceptable terms, or if at all. These condensed consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Revenue Recognition

The Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues following the five step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation.

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Revenues from product sales are recognized when the customer obtains control of the Company’s product, which occurs at a point in time, typically upon delivery to the customer. The Company expenses incremental costs of obtaining a contract as and when incurred if the expected amortization period of the asset that it would have recognized is one year or less or the amount is immaterial.

Revenues from product sales are recorded net of reserves established for applicable discounts and allowances that are offered within contracts with the Company’s customers.

Product revenue reserves, which are classified as a reduction in product revenues, are generally characterized in the categories: discounts and returns. These reserves are based on estimates of the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable as the amount is payable to the Company’s customer.

Recently Adopted Accounting Standards

In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation — Stock Compensation (Topic 718), and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). ASU 2021-04 provides guidance as to how an issuer should account for a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option (i.e., a warrant) that remains classified after modification or exchange as an exchange of the original instrument for a new instrument. An issuer should measure the effect of a modification or exchange as the difference between the fair value of the modified or exchanged warrant and the fair value of that warrant immediately before modification or exchange and then apply a recognition model that comprises four categories of transactions and the corresponding accounting treatment for each category (equity issuance, debt origination, debt modification, and modifications unrelated to equity issuance and debt origination or modification). The Company applied the new standard beginning January 1, 2022. The adoption of ASU 2021-04 did not have any impact on the Company’s condensed consolidated financial statement presentation or disclosures.

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Recently Issued But Not Yet Adopted Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) (“ASU 2016-13”), which requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. ASU 2016-13 replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. ASU 2016-13 is to be adopted on a modified retrospective basis. As a smaller reporting company, ASU 2016-13 will be effective for the Company for interim and annual reporting periods beginning after December 15, 2022. In March 2022, the FASB issued ASU 2022-02, Topic 326. The ASU eliminates the accounting guidance for trouble debt restructurings by creditors in Subtopic 310-40, and enhances the disclosure requirements for modifications of loans to borrowers experiencing financial difficulty. Additionally, the ASU requires disclosure of gross writeoffs of receivables by year of origination for receivables within the scope of Subtopic 326-20, Financial Instruments - Credit Losses - Measured at Amortized Cost. This ASU is effective for periods beginning after December 15, 2022. The Company is currently evaluating the impact that the adoption of ASU 2016-13 and ASU 2022-02 will have on its condensed consolidated financial statement presentations and disclosures.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). ASU 2017-04 eliminates Step 2 of the two-step goodwill impairment test, under which a goodwill impairment loss was measured by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. ASU 2017-04 requires only a one-step quantitative impairment test, whereby a goodwill impairment loss is measured as the excess of a reporting unit’s carrying amount over its fair value (not to exceed the total goodwill allocated to that reporting unit). Adoption of the ASUs is on a modified retrospective basis. As a smaller reporting company, the standard will be effective for the Company for interim and annual reporting periods beginning after December 15, 2022. The Company is currently evaluating the impact that the adoption of ASU 2017-04 will have on its condensed consolidated financial statement presentation or disclosures.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires the recognition and measurement of contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, Revenue from Contracts with Customers. This creates an exception to the general recognition and measurement principles in ASC 805. As a smaller reporting company, ASU 2021-08 will be effective for the Company for interim and annual reporting periods beginning after December 15, 2023, with early adoption permitted. The amendments in this ASU should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company does not anticipate that the adoption of this guidance will have a material impact on the condensed consolidated financial statements.

In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance. This update requires certain annual disclosures about transactions with a government that are accounted for by applying a grant or contribution accounting model by analogy. This update is effective for annual periods beginning after December 15, 2021, and early application is permitted. This guidance should be applied either prospectively to all transactions that are reflected in financial statements at the date of initial application and new transactions that are entered into after the date of initial application or retrospectively to those transactions. The Company is currently gathering the information and evaluating the future impact on the Company's financial statement annual disclosures.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

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2. Pledged deposits

Pledged deposits as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, 2021 |  |  | March 31, 2022 |
Pledged deposits with banks for: |  |  |  |  |  |
Bills payable (Note 13) |  | $ | 18,996,749 |  |  | $ | 25,141,517 |
Others |  |  | - |  |  |  | 580 |
|  | $ | 18,996,749 |  |  | $ | 25,142,097 |

3. Trade and Bills Receivable, net

Trade and bills receivable as of December 31, 2021 and March 31, 2022:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Trade accounts receivable |  | $ | 48,707,457 |  |  | $ | 46,364,398 |
Less: Allowance for doubtful accounts |  |  | (4,618,269 | ) |  |  | (4,904,450 | )
|  |  | 44,089,188 |  |  |  | 41,459,948 |
Bills receivable |  |  | 5,817,941 |  |  |  | 8,805,836 |
|  | $ | 49,907,129 |  |  | $ | 50,265,784 |

Included in trade accounts and bills receivables are retention receivables of $1,944,034 and $1,947,547 as of December 31, 2021 and March 31, 2022. Retention receivables are interest-free and recoverable either at the end of the retention period of three to five years since the sales of the EV batteries or 200,000 km since the sales of the motor vehicles (whichever comes first).

An analysis of the allowance for doubtful accounts is as follows:

|  | March 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Balance at beginning of period |  | $ | 5,266,828 |  |  | $ | 4,618,269 |
Provision for the year |  |  | - |  |  |  | 322,928 |
Reversal - recoveries by cash |  |  | (154,061 | ) |  |  | (51,485 | )
Charged to consolidated statements of operations and comprehensive (loss) income |  | $ | (154,061 | ) |  | $ | 271,443 |
Foreign exchange adjustment |  |  | (17,819 | ) |  |  | 14,738 |
Balance at end of period |  | $ | 5,094,948 |  |  | $ | 4,904,450 |

15

4. Inventories

Inventories as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Raw materials |  | $ | 11,323,638 |  |  | $ | 15,484,667 |
Work in progress |  |  | 8,093,002 |  |  |  | 9,428,354 |
Finished goods |  |  | 10,716,700 |  |  |  | 16,958,128 |
|  | $ | 30,133,340 |  |  | $ | 41,871,149 |

During the three months ended March 31, 2021 and 2022, write-downs of obsolete inventories to lower of cost or net realizable value of $233,305 and $406,152, respectively, were charged to cost of revenues.

5. Prepayments and Other Receivables

Prepayments and other receivables as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Value added tax recoverable |  | $ | 7,144,712 |  |  | $ | 8,332,545 |
Prepayments to suppliers |  |  | 4,663,431 |  |  |  | 5,060,156 |
Deposits |  |  | 75,179 |  |  |  | 76,152 |
Staff advances |  |  | 122,531 |  |  |  | 187,548 |
Prepaid operating expenses |  |  | 683,648 |  |  |  | 758,411 |
Others |  |  | 64,489 |  |  |  | 108,256 |
|  |  | 12,753,990 |  |  |  | 14,523,068 |
Less: Allowance for doubtful accounts |  |  | (7,000 | ) |  |  | (7,000 | )
|  | $ | 12,746,990 |  |  | $ | 14,516,068 |

6. Property, Plant and Equipment, net

Property, plant and equipment as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, 2021 |  |  | March 31, 2022 |
Buildings |  | $ | 48,418,782 |  |  | $ | 48,566,742 |
Leasehold Improvements |  |  | 5,543,792 |  |  |  | 5,593,831 |
Machinery and equipment |  |  | 58,899,248 |  |  |  | 59,488,872 |
Office equipment |  |  | 1,200,758 |  |  |  | 1,229,557 |
Motor vehicles |  |  | 486,570 |  |  |  | 487,644 |
|  |  | 114,549,150 |  |  |  | 115,366,646 |
Impairment |  |  | (9,194,132 | ) |  |  | (9,213,494 | )
Accumulated depreciation |  |  | (15,312,245 | ) |  |  | (17,620,341 | )
Carrying amount |  | $ | 90,042,773 |  |  | $ | 88,532,811 |

During the three months ended March 31, 2021 and 2022, the Company incurred depreciation expense of $698,618 and $2,271,267, respectively.

During the course of the Company’s strategic review of its operations, the Company assessed the recoverability of the carrying value of the Company’s property, plant and equipment. The impairment charge, if any, represented the excess of carrying amounts of the Company’s property, plant and equipment over the estimated discounted cash flows expected to be generated by the Company’s production facilities. The Company believes that there was no impairment during the three months ended March 31, 2021 and 2022.

16

7. Construction in Progress

Construction in progress as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Construction in progress |  | $ | 21,619,522 |  |  | $ | 22,277,466 |
Prepayment for acquisition of property, plant and equipment |  |  | 5,723,570 |  |  |  | 6,132,827 |
Carrying amount |  | $ | 27,343,092 |  |  | $ | 28,410,293 |

Construction in progress as of December 31, 2021 and March 31, 2022 mainly comprised capital expenditures for the construction of the facilities and production lines of CBAK Power and Nanjing CBAK.

For the three months ended March 31, 2021 and 2022, the Company capitalized interest of $213,583 and nil, respectively, to the cost of construction in progress.

8. Non-marketable equity securities

|  | December 31, 2021 |  |  | March 31, 2022 |
Cost |  | $ | 1,416,185 |  |  | $ | 1,419,312 |
Impairment |  |  | (703,255 | ) |  |  | (704,808 | )
Carrying amount |  | $ | 712,930 |  |  | $ | 714,504 |

On April 21, 2021, CBAK Power, along with Shenzhen BAK Power Battery Co., Ltd (BAK Shenzhen), Shenzhen Asian Plastics Technology Co., Ltd (SZ Asian Plastics) and Xiaoxia Liu (collectively the “Investors”), entered into an investment agreement with Junxiu Li, Hunan Xintao New Energy Technology Partnership, Xingyu Zhu, and Jiangsu Saideli Pharmaceutical Machinery Manufacturing Co., Ltd for an investment in Hunan DJY Technology Co., Ltd ("DJY"), a privately held company. CBAK Power has paid $1.40 million (RMB9,000,000) to acquire 9.74% of the equity interests of DJY. CBAK Power along with other three new investors have appointed one director on behalf of the Investors to the Board of Directors of DJY. DJY is unrelated third party of the Company engaging in in research and development, production and sales of products and services to lithium battery positive cathode materials producers, including the raw materials, fine ceramics, equipment and industrial engineering.

Non-marketable equity securities are investments in privately held companies without readily determinable market value. The Company measures investments in non-marketable equity securities without a readily determinable fair value using a measurement alternative that measures these securities at the cost method minus impairment, if any, plus or minus changes resulting from observable price changes on a non-recurring basis. The fair value of non-marketable equity securities that have been remeasured due to impairment are classified within Level 3. The Company adjusts the carrying value of non-marketable equity securities which have been remeasured during the period and recognize resulting gains or losses as a component of other operating income (expense), net. The Company recognized nil impairment loss for the three months period ended March 31, 2022.

17

9. Lease

(a) | Prepaid land use rights

|  | Prepaid |
|  | land |
|  | lease payments |
Balance as of January 1, 2021 |  | $ | 7,500,780 |
Addition for the year |  |  | 6,188,764 |
Amortization charge for the year |  |  | (189,044 | )
Foreign exchange adjustment |  |  | 296,730 |
Balance as of December 31, 2021 |  |  | 13,797,230 |
Amortization charge for the period |  |  | (89,718 | )
Foreign exchange adjustment |  |  | 30,359 |
Balance as of March 31, 2022 |  | $ | 13,737,871 |

In August 2014 and November 2021, the Group acquired land use rights to build a factory of the Company in Dalian, PRC and Zhejiang, PRC.

Lump sum payments were made upfront to acquire the leased land from the owners with lease periods of 36 to 50 years, and no ongoing payments will be made under the terms of these land leases.

No impairment loss was made to the carrying amounts of the prepaid land use right for the three months ended March 31, 2021 and 2022.

(b) | Company as Lessor

The Company derives a portion of its revenue from leasing arrangements of these vehicles to end users. Such arrangements provide for monthly payments covering the vehicles sales and interest. These arrangements meet the criteria to be accounted for as sales-type leases. Accordingly, vehicle sale net of cost is recorded as other income and recognized upon delivery of the vehicle and its acceptance by the end user. Upon the recognition of such revenue, an asset is established for the investment in sales-type leases. Interests are recognized monthly over the lease term. The components of the net investment in sales-type leases as of December 31, 2021 and March 31, 2022 are as follows:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Total future minimum lease payments receivable |  | $ | 1,737,817 |  |  |  | 1,587,106 |
Less: unearned income, representing interest |  |  | (108,773 | ) |  |  | (79,911 | )
Present value of minimum lease payments receivables |  |  | 1,629,044 |  |  |  | 1,507,195 |
Less: Current portion |  |  | (790,516 | ) |  |  | (792,262 | )
Non-current portion |  | $ | 838,528 |  |  |  | 714,933 |

Loss on vehicle sale net of cost recognized in other income from vehicle leasing was $91,833 and nil for the three months ended March 31, 2021 and 2022, respectively.

Interest income from vehicle leasing was $26,637 and $29,069 for the three months ended March 31, 2021 and 2022, respectively.

The future minimum lease payments receivable for sales type leases are as follows:

Fiscal years ending |  | Total Minimum Lease Payments to be Received |  |  | Amortization of Unearned Income |  |  | Net Investment in Sales Type Leases |
Remainder of 2022 |  | $ | 710,287 |  |  | $ | 56,764 |  |  | $ | 653,523 |
2023 |  |  | 685,055 |  |  |  | 22,568 |  |  |  | 662,487 |
2024 |  |  | 191,764 |  |  |  | 579 |  |  |  | 191,185 |
2025 |  |  | - |  |  |  | - |  |  |  | - |
2026 |  |  | - |  |  |  | - |  |  |  | - |
Thereafter |  |  | - |  |  |  | - |  |  |  | - |
|  |  | 1,587,106 |  |  |  | 79,911 |  |  |  | 1,507,195 |

18

(c) | Operating lease

On April, 2018, Hitrans entered into a lease agreement for staff quarters spaces in Zhejiang with a five year term, commencing on May 1, 2018 and expiring on April 30, 2023 The monthly rental payment is approximately RMB18,000 ($2,839) per month. In 2018, lump sum payments were made to landlord for the rental of staff quarter spaces and no ongoing payments will be made under the terms of these leases.

On January 14, 2021, Nanjing Daxin entered into a lease agreement for manufacturing, warehouse and office space in Tianjing with a three year term, commencing on March 1, 2021 and expiring on February 29, 2024. The monthly rental payment is approximately RMB73,143 ($11,535) per month. On February 28, 2022, Nanjing Daxin early terminated the lease after one-year non-cancellable period.

On April 6, 2021, Nanjing CBAK entered into a lease agreement for warehouse space in Nanjing with a three year term, commencing on April 15, 2021 and expiring on April 14, 2024. The monthly rental payment is approximately RMB97,743 ($15,414) per month.

On June 1, 2021, Nanjing Daxin entered into a lease agreement for manufacturing, warehouse and office space in Wuxi with a three year term, commencing on June 1, 2021 and expiring on May 31, 2024. The monthly rental payment is approximately RMB238,095 ($37,548) per month for the first year and approximately RMB277,778 ($43,806) per month from the second year.

On June 1, 2021, Hitrans entered into a lease agreement with liquid gas supplier for a five year term for supplying liquid nitrogen and oxygen, commencing on July 1, 2021. The monthly rental payment is approximately RMB5,310 ($837) per month.

On December 9, 2021, Hitrans entered into a lease agreement for extra staff quarters spaces in Zhejiang with a three year term, commencing on December 10, 2021 and expiring on December 9, 2024. The monthly rental payment is approximately RMB9,905 ($1,562) per month for the first year, RMB10,103 ($1,593) and RMB10,305 ($1,625) per month from the second year and third year, respectively.

On March 1, 2022, Hitrans entered into a lease agreement for extra staff quarters spaces in Zhejiang with a three year term, commencing on March 1, 2022 and expiring on February 28, 2027. The monthly rental payment is approximately RMB15,840 ($2,497) per month for the first year, with 2% increase per year.

Operating lease expenses for the three months ended March 31, 2021 and 2022 for the capitation agreement was as follows:

|  | March 31, 2021 |  |  | March 31, 2022 |
Operating lease cost – straight line |  | $ | 11,321 |  |  | $ | 212,691 |
Total lease expense |  | $ | 11,321 |  |  | $ | 212,691 |

19

The following is a schedule, by years, of maturities of lease liabilities as of March 31, 2022 were as follows:-:

|  | Operating leases |
Remainder of 2022 |  | $ | 737,297 |
2023 |  |  | 770,767 |
2024 |  |  | 41,235 |
2025 |  |  | 41,859 |
2026 |  |  | 37,472 |
Thereafter |  |  | - |
Total undiscounted cash flows |  |  | 1,628,630 |
Less: imputed interest |  |  | (79,666 | )
Present value of lease liabilities |  | $ | 1,548,964 |

Lease term and discount rate:

|  | December 31, 2021 |  |  | March 31, 2022 |
Weighted-average remaining lease term |  |  |  |  |  |
Land use rights |  |  | 38.9 |  |  |  | 38.7 |
Operating leases |  |  | 2.32 |  |  |  | 2.32 |
Weighted-average discount rate |  |  |  |  |  |  |  |
Land use rights |  |  | Nil |  |  |  | Nil |
Operating leases |  |  | 5.88 | % |  |  | 5.39 | %

Supplemental cash flow information related to leases where the Company was the lessee for the three months ended March 31, 2021 and 2022 was as follows:

|  | March 31, 2021 |  |  | March 31, 2022 |
Operating cash outflows from operating assets |  | $ | 135,379 |  |  | $ | 32,451 |

20

10. Intangible Assets, net

Intangible assets as of December 31, 2021 and March 31, 2022 consisted of the followings:

|  | December 31, 2021 |  |  | March 31, 2022 |
Computer software at cost |  | $ | 108,560 |  |  | $ | 108,801 |
Sewage discharge permit* |  |  | 1,915,740 |  |  |  | 1,919,970 |
|  |  | 2,024,300 |  |  |  | 2,028,771 |
Accumulated amortization |  |  | (62,561 | ) |  |  | (194,420 | )
|  | $ | 1,961,739 |  |  | $ | 1,834,351 |

Amortization expenses were $686 and $131,571 for the three months ended March 31, 2021 and 2022, respectively.

* | The Company has not yet obtained the ownership of sewage discharge permit in its Zhejiang manufacturing facilities with a carrying amount of $1,898,675 as of December 31, 2021. The sewage discharge permit was registered under the name of New Era (note 11). The Company has obtained a five years sewage discharge permit on January 27, 2022.

Total future amortization expenses for finite-lived intangible assets as of March 31, 2022 were estimated as follows:

Remainder of 2022 |  | $ | 396,837 |
2023 |  |  | 527,641 |
2024 |  |  | 526,166 |
2025 |  |  | 351,785 |
2026 |  |  | 8,350 |
Thereafter |  |  | 23,572 |
Total |  | $ | 1,834,351 |

11. Acquisition of subsidiaries

On April 1, 2021, CBAK Power entered into a framework investment agreement with Hangzhou Juzhong Daxin Asset Management Co., Ltd. (“Juzhong Daxin”) for a potential acquisition of Hitrans. Juzhong Daxin is the trustee of 85% of registered equity interests (representing 78.95% of paid-up capital) of Hitrans and has the voting right over the 85% of registered equity interests. Subject to definitive acquisition agreements to be entered into among the parties, including shareholders owning the 85% of equity interests of Hitrans, CBAK Power intends to acquire 85% of equity interests of Hitrans in cash in 2021. CBAK Power has paid $3.10 million (RMB20,000,000) to Juzhong Daxin as a security deposit in April 2021. Hitrans is an unrelated third party of the Company engaging in researching, manufacturing and trading of raw materials and is one of the major suppliers of the Company in fiscal 2020.

On July 20, 2021, CBAK Power entered into a framework agreement relating to CBAK Power’s investment in Hitrans, pursuant to which CBAK Power will acquire 81.56% of registered equity interests (or representing 75.57% of paid-up capital) of Hitrans (the “Acquisition Agreement”). Under the Acquisition Agreement, CBAK Power will acquire 60% of registered equity interests (representing 54.39% of paid-up capital) of Hitrans from Zhejiang Meidu Graphene Technology Co., Ltd. (“Meidu Graphene”) valued at RMB118 million ($18.30 million) and 21.56% of registered equity interests (representing 21.18% of paid-up capital) of Hitrans from Hitrans’s management shareholders valued at approximately RMB40.74 million ($6.32 million). Two individuals among Hitrans management shareholders, including Hitrans’s CEO, Mr. Haijun Wu (“Mr. Wu”), will keep 2.50% registered equity interests (representing 2.46% of paid-up capital) of Hitrans and New Era Group Zhejiang New Energy Materials Co., Ltd. (“New Era”) will continue to hold 15% registered equity interests (representing 21.05% of paid-up capital) of Hitrans after the acquisition.

As of the date of the Acquisition Agreement, the 25% registered equity interests (representing 24.56% of paid-up capital) of Hitrans held by Hitrans management shareholders was frozen as a result of a litigation arising from the default by Hitrans management shareholders on debts borrowed from Zhejiang Meidu Pawn Co., Ltd. (“Pawn Co.”) whereby the 25% registered equity interests (representing 24.56% of paid-up capital) of Hitrans was pledged as collateral. Mr. Junnan Ye (“Mr. Ye”), acting as an intermediary, will first acquire 22.5% registered equity interests (representing 22.11% of paid-up capital) of Hitrans, free of any encumbrances, from Hitrans management shareholders. Pursuant to the Acquisition Agreement, within five days of CBAK Power’s obtaining 21.56% registered equity interests (representing 21.18% of paid-up capital) of Hitrans from Mr. Ye, CBAK Power will pay approximately RMB40.74 million ($6.32 million) in cash, which amount shall be used toward the repayment of debts due to Pawn Co. On July 23, 2021, CBAK Power paid RMB40.74 million (approximately $6.32 million) in cash to Mr. Ye.

21

In addition, as of the date of the Acquisition Agreement, Meidu Graphene’s 60% registered equity interests (representing 54.39% of paid-up capital) of Hitrans was frozen as a result of a litigation arising from Hitrans’s failure to make payments to New Era in connection with the purchase of land use rights, plants, equipment, pollution discharge permit and other assets (the “Assets”) under certain asset transfer agreements as well as Meidu Graphene’s guarantee for Hitrans’s payment obligations thereunder.

As a part of the transaction, CBAK Power entered into a loan agreement with Hitrans to lend Hitrans approximately RMB131 million ($20.6 million) (the “Hitrans Loan”) by remitting approximately RMB131 million ($20.6 million) into the account of Shaoxing Intermediate People’s Court (the “Court”) to remove the freeze on Meidu Graphene’s 60% registered equity interests (representing 54.39% of paid-up capital) of Hitrans. Moreover, Juzhong Daxin will return RMB10 million ($1.6 million) of the security deposit to CBAK Power before CBAK Power wires approximately RMB131 million ($20.6 million) to the Court. Juzhong Daxin retained RMB5 million ($0.78 million) as commission for facilitating the acquisition and RMB5 million ($0.78 million) recognized as compensation expense to another potential buyer. On July 27, 2021, Juzhong Daxin returned RMB7 million ($1.1 million) of the security deposit to CBAK Power. The remaining RMB3 million ($0.5 million) had not yet been repaid by Juzhong Daxin up to the date of this report (Note 16). The Company is still negotiating with Juzhong Daxin, as Juzhong Daxin believes that according to the Security Acquisition Framework Agreement entered into between CBAK Power and Juzhong Daxin, CBAK Power should pay RMB3 million ($0.5 million) as risk premium for facilitating the acquisition. CBAK Power believes it is not reasonable to pay any of the risk premium in accordance with the terms of the agreement and Juzhong Daxin should return RMB3 million ($0.5 million) to CBAK Power. CBAK Power has taken legal action for the outstanding balance.

CBAK Power shall pay all other fees due to Juzhong Daxin in accordance with the Letter of Intent. According to the Acquisition Agreement, Mr. Ye will first acquire 60% registered equity interests (representing 54.39% of paid-up capital) of Hitrans, free of any encumbrances, from Meidu Graphene. Thereafter, CBAK Power will assign RMB118 million ($18.30 million) of the Hitrans Loan to Mr. Junnan Ye as consideration for the acquisition of 60% registered equity interests (representing 54.39% of paid-up capital) of Hitrans from Mr. Ye (the “Assignment”). Hitrans shall repay RMB118 million ($18.27 million) to Mr. Ye in accordance with a separate loan repayment agreement (the “Loan Repayment Agreement”) entered into among Mr. Ye, Hitrans, CBAK Power and Mr. Wu in July 2021. Under the Loan Repayment Agreement, Hitrans shall repay Mr. Ye at least RMB70 million ($10.86 million) within two months of obtaining the title to the Assets from New Era and the remaining RMB 48 million ($7.41 million) by December 31, 2021, with a fixed interest of RMB3.5 million ($0.54 million) which can be reduced by up to RMB1 million ($0.15 million) if the loan is settled before its due date. CBAK Power provides guarantee to Mr. Ye on Hitrans’s repayment obligations under the Loan Repayment Agreement. Hitrans shall repay the remaining approximately RMB13 million ($2.02 million) of the Hitrans Loan to CBAK Power at an interest rate of 6% per annum, maturing in one year from the date of the Assignment. As of December 31, 2021, Hitrans has repaid RMB93 million ($14.6 million) and interest incurred was RMB0.9 million ($0.1 million) recorded as finance cost for the year ended December 31, 2021. As of January 29, 2022, Hitrans has repaid all the loan principals of RMB118 million ($18.3 million) and interests of RMB3.5 million ($0.54 million) to Mr. Ye (Note 14).

The transfer of 81.56% registered equity interests (representing 75.57% of paid-up capital) of Zhejiang Hitrans to CBAK Power has been registered with the local government and CBAK Power had paid approximately RMB40.74 million (approximately $6.32 million) in cash to Mr. Ye. In addition, CBAK Power had wired approximately RMB131 million (approximately $20.6 million) to the Court and Juzhong Daxin returned RMB7 million ($1.1 million) of the security deposit to CBAK Power. The Acquisition was completed on November 26, 2021.

Upon the closing of the Acquisition, CBAK Power became the largest shareholder of Hitrans holding 81.56% of the Company’s registered equity interests (representing 75.57% of paid-up capital of the Company). As required by applicable Chinese laws, CBAK Power and Management Shareholders are obliged to make capital contributions of RMB11.1 million ($1.7 million) and RMB0.4 million ($0.06 million), respectively, for the unpaid portion of Hitrans’s registered capital in accordance with the articles of association of Hitrans.

22

After the completion of the Acquisition, Hitrans became a wholly owned subsidiary of the Company.

The Company completed the valuations necessary to assess the fair values of the tangible and intangible assets acquired and liabilities assumed, resulting from which the amount of goodwill was determined and recognized as of the respective acquisition date. The following table summarizes the estimated aggregate fair values of the assets acquired and liabilities assumed as of the closing date, November 26, 2021.

Cash and bank |  | $ | 7,323,654 |
Debts product |  |  | 3,144 |
Trade and bills receivable, net |  |  | 37,759,688 |
Inventories |  |  | 13,616,922 |
Prepayments and other receivables |  |  | 1,384,029 |
Income tax recoverable |  |  | 47,138 |
Amount due from trustee |  |  | 11,788,931 |
Property, plant and equipment, net |  |  | 21,190,890 |
Construction in progress |  |  | 2,502,757 |
Intangible assets, net |  |  | 1,957,187 |
Prepaid land use rights, non- current |  |  | 6,276,898 |
Leased assets, net |  |  | 48,394 |
Deferred tax assets |  |  | 1,715,998 |
Short term bank loan |  |  | (8,802,402 | )
Other short term loans – CBAK Power |  |  | (20,597,522 | )
Trade accounts and bills payable |  |  | (38,044,776 | )
Accrued expenses and other payables |  |  | (7,439,338 | )
Deferred government grants |  |  | (290,794 | )
Land appreciation tax |  |  | (464,162 | )
Deferred tax liabilities |  |  | (333,824 | )
NAV |  |  | 29,642,812 |
Less: Waiver of dividend payable |  |  | 1,250,181 |
Total NAV acquired |  |  | 30,892,993 |
Non-controlling interest (24.43%) |  |  | (7,547,158 | )
Goodwill |  |  | 1,606,518 |
Total identifiable net assets |  | $ | 24,952,353 |

The components of the consideration transferred to effect the Acquisition are as follows:

|  | RMB |  |  | USD |
Cash consideration for 60% registered equity interest (representing 54.39% of paid-up capital) of Hitrans from Meidu Graphene |  |  | 118,000,000 |  |  |  | 18,547,918 |
Cash consideration for 21.56% registered equity interest (representing 21.18% of paid-up capital) of Hitrans from Hitrans management |  |  | 40,744,376 |  |  |  | 6,404,435 |
Total Purchase Consideration |  |  | 158,744,376 |  |  |  | 24,952,353 |

The transaction resulted in a purchase price allocation of $1,606,518 to goodwill, representing the financial, strategic and operational value of the transaction to the Company. Goodwill is attributed to the premium that the Company paid to obtain the value of the business of Hitrans and the synergies expected from the combined operations of Hitrans and the Company, the assembled workforce and their knowledge and experience in provision of raw materials used in manufacturing of lithium batteries. The total amount of the goodwill acquired is not deductible for tax purposes.

23

12. Goodwill

Balance as of January 1, 2021 |  | $ | - |
Acquisition of Hitrans |  |  | 1,606,518 |
Foreign exchange adjustment |  |  | 38,714 |
Balance as of January 1, 2022 |  |  | 1,645,232 |
Foreign exchange adjustment |  |  | 5,397 |
Balance as of March 31, 2022 |  | $ | 1,650,629 |

The Company performed Goodwill impairment test at the reporting unit level on an annual basis and between annual tests when an event occurs or circumstances change indicating the asset might be impaired. No impairment loss of Goodwill of the reporting unit of Hitrans was recognized for the three months ended March 31, 2022 and 2021.

13. Trade and Bills Payable

Trade and bills payable as of December 31, 2021 and March 31, 2022 consisted of the followings:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Trade accounts payable |  | $ | 40,352,638 |  |  | $ | 46,550,602 |
Bills payable |  |  |  |  |  |  |  |
– Bank acceptance bills |  |  | 25,023,574 |  |  |  | 32,719,399 |
|  | $ | 65,376,212 |  |  | $ | 79,270,001 |

All the bills payable are of trading nature and will mature within one year from the issue date.

The bank acceptance bills were pledged by:

| (i) | the Company’s bank deposits (Note 2);

| (ii) | $4.4 million and $5.0 million of the Company’s bills receivable as of December 31, 2021 and March 31, 2022, respectively (Note 3).

| (iii) | the Company’s prepaid land use rights (note 9)

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14. Loans

Bank loans:

Bank borrowings as of December 31, 2021 and March 31, 2022 consisted of the followings:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Short-term bank borrowings |  | $ | 8,811,820 |  |  | $ | 14,674,721 |

On June 4, 2018, the Company obtained banking facilities from China Everbright Bank Dalian Branch with a maximum amount of RMB200 million (approximately $30.63 million) with the term from June 12, 2018 to June 10, 2021, bearing interest at 130% of benchmark rate of the People’s Bank of China (“PBOC”) for three-year long-term loans, at current rate 6.175% per annum. The facilities were secured by the Company’s land use rights, buildings, machinery and equipment. According to the original repayment schedule, the loans are repayable in six installments of RMB0.8 million ($0.12 million) on December 10, 2018, RMB24.3 million ($3.72 million) on June 10, 2019, RMB0.8 million ($0.12 million) on December 10, 2019, RMB74.7 million ($11.44 million) on June 10, 2020, RMB0.8 million ($0.12 million) on December 10, 2020 and RMB66.3 million ($10.16 million) on June 10, 2021. The Company repaid the bank loan of RMB0.8 million ($0.12 million), RMB24.3 million ($3.72 million) and RMB0.8 million ($0.12 million) in December 2018, June 2019 and December 2019, respectively.

On June 28, 2020, the Company entered into a supplemental agreement with China Everbright Bank Dalian Branch to change the repayment schedule. According to the modification agreement, the remaining RMB141.8 million (approximately $21.72 million) loans are repayable in eight instalments consisting of RMB1.09 million ($0.17 million) on June 10, 2020, RMB1 million ($0.15 million) on December 10, 2020, RMB2 million ($0.31 million) on January 10, 2021, RMB2 million ($0.31 million) on February 10, 2021, RMB2 million ($0.31 million) on March 10, 2021, RMB2 million ($0.31 million) on April 10, 2021, RMB2 million ($0.31 million) on May 10, 2021, and RMB129.7 million ($19.9 million) on June 10, 2021, respectively. As of December 31, 2021, the Company repaid all the bank loan.

On November 16, 2021, the Company obtained banking facilities from Shaoxing Branch of Bank of Communications Co., Ltd with a maximum amount of RMB120.1 million (approximately $19.0 million) with the term from November 18, 2021 to November 18, 2026. The facility was secured by the Company’s land use rights and buildings. Under the facility, the Company has borrowed RMB56.0 million (approximately $8.8 million) and RMB63.1 million (approximately $9.9 million) as of December 31, 2021 and March 31, 2022, respectively, for a term until November 16, 2022 to February 28, 2023, bearing interest at 4.35% per annum.

The Company borrowed a series of acceptance bills from Shaoxing Branch of Bank of Communications Co., Ltd totaled RMB53.7 million (approximately $8.4 million) for various terms through April to August 2022, which was secured by the Company’s cash totaled RMB22.3 million (approximately $3.5 million) (Note 2) and bills receivables totaled RMB31.3 million (approximately $4.9 million) (Note 3).

The Company borrowed a series of acceptance bills from Shaoxing Branch of Bank of Communications Co., Ltd totaled RMB32.2 million (approximately $5.1 million) for various terms through May to August 2022, which was secured by the Company’s cash totaled RMB16.1 million (approximately $2.5 million) and the Company’s land use rights and buildings. (Note 9).

In October to December 2020, the Company borrowed a series of acceptance bills from China Merchants Bank totaled RMB13.5 million (approximately $2.07 million) for various terms through April to June 2021, which was secured by the Company’s cash totaled RMB13.5 million (approximately $2.07 million). The Company repaid the bills through April to June 2021.

On April 19, 2021, the Company obtained five-year acceptance bills facilities from Bank of Ningbo Co., Ltd with a maximum amount of RMB84.4 million (approximately $13.2 million). Any amount drawn under the facilities requires security in the form of cash or bank acceptance bills receivable of at least the same amount. Under the facilities, as of December 31, 2021, the Company borrowed a total of RMB10 million (approximately $1.6 million) from Bank of Ningbo Co., Ltd in the form of bills payable for a various term expiring from January to February 2022, which was secured by the Company’s cash totaled RMB10 million (approximately $1.6 million). The Company repaid the bills in January to February 2022.

25

The Company borrowed a series of acceptance bills from Agricultural Bank of China totaled RMB32.0 million (approximately $5.1 million) for various terms through April to September 2022, which was secured by the Company’s cash totaled RMB32.0 million (approximately $5.1 million) (Note 2).

The Company borrowed a series of acceptance bills from China Zheshang Bank Co. Ltd Shenyang Branch totaled RMB89.6 million (approximately $14.1 million) for various terms through April to September 2022, which was secured by the Company’s cash totaled RMB88.9 million (approximately $14.0 million) (Note 2) and the Company’s bills receivable totaled RMB0.7 million (approximately $0.1 million) (Note 3).

On January 17, 2022, the Company obtained a one-year term facility from Agricultural Bank of China with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 105% of benchmark rate of the People’s Bank of China (“PBOC”) for short-term loans, which is 3.85% per annum. The facility was guaranteed by the Company’s CEO, Mr. Yunfei Li and Mr. Yunfei Li’s wife Ms. Qinghui Yuan. The Company borrowed RMB10 million (approximately $1.6 million) up to the date of this report.

On February 9, 2022, the Company obtained a one-year term facility from Jiangsu Gaochun Rural Commercial Bank with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 124% of benchmark rate of the People’s Bank of China (“PBOC”) for short-term loans, which is 4.94% per annum. The facility was guaranteed by the Company’s CEO, Mr. Yunfei Li and Mr. Yunfei Li’s wife Ms. Qinghui Yuan. The Company borrowed RMB10 million (approximately $1.6 million) up to the date of this report.

On March 8, 2022, the Company obtained a one-year term facility from China Zheshang Bank Co., Ltd. Shangyu Branch with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 5.5% per annum. The facility was guaranteed by 100% equity in CBAK Power held by BAK Asia and the Company’s CEO, Mr. Yunfei Li. The Company borrowed RMB10 million (approximately $1.6 million) up to the date of this report.

On April 29, 2022, the Company obtained a one-year term facility from Industrial and Commercial Bank of China Nanjing Gaochun branch, with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 3.95% per annum. The facility was guaranteed by the Company’s CEO, Mr. Yunfei Li and Mr. Yunfei Li’s wife Ms. Qinghui Yuan. The Company borrowed RMB10 million (approximately $1.6 million) up to the date of this report.

The facilities were also secured by the Company’s assets with the following carrying amounts:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Pledged deposits (note 2) |  | $ | 18,996,749 |  |  | $ | 25,141,517 |
Bills receivables (note 3) |  |  | 4,446,553 |  |  |  | 5,041,978 |
Right-of-use assets (note 9) |  |  | 6,268,473 |  |  |  | 6,236,789 |
Buildings |  |  | 8,565,837 |  |  |  | 8,494,371 |
|  | $ | 38,277,612 |  |  | $ | 44,914,655 |

As of March 31, 2022, the Company had unutilized committed banking facilities totaled $6.6 million.

During the three months ended March 31, 2021 and 2022, interest of $213,583 and $122,973 were incurred on the Company’s bank borrowings, respectively.

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Other short-term loans:

Other short-term loans as of December 31, 2021 and March 31, 2022 consisted of the following:

|  |  |  | December 31, |  |  | March 31, |
|  | Note |  | 2021 |  |  | 2022 |
Advance from related parties |  |  |  |  |  |  |  |
– Mr. Xiangqian Li, the Company’s Former CEO |  | (a) |  | $ | 100,000 |  |  | $ | 100,000 |
– Mr. Yunfei Li |  | (b) |  |  | 153,300 |  |  |  | 153,639 |
– Shareholders |  | (c) |  |  | 94,971 |  |  |  | 95,180 |
– Mr. Junnan Ye (Note 11) |  |  |  |  | 3,933,848 |  |  |  | - |
|  |  |  |  | 4,282,119 |  |  |  | 348,819 |
Advances from unrelated third party |  |  |  |  |  |  |  |  |  |
– Mr. Wenwu Yu |  | (d) |  |  | 17,282 |  |  |  | 17,320 |
– Ms. Longqian Peng |  | (d) |  |  | 301,044 |  |  |  | 301,709 |
– Suzhou Zhengyuanwei Needle Ce Co., Ltd |  | (e) |  |  | 78,677 |  |  |  | 78,851 |
|  |  |  |  | 397,003 |  |  |  | 397,880 |
|  |  |  | $ | 4,679,122 |  |  | $ | 746,699 |

| (a) | Advances from Mr. Xiangqian Li, the Company’s former CEO, was unsecured, non-interest bearing and repayable on demand.

| (b) | Advances from Mr. Yunfei Li, the Company’s CEO, was unsecured, non-interest bearing and repayable on demand.

| (c) | The earnest money paid by certain shareholders in relation to share purchase were unsecured, non-interest bearing and repayable on demand.

| (d) | Advances from unrelated third parties were unsecured, non-interest bearing and repayable on demand.

| (e) | In 2019, the Company entered into a short term loan agreement with Suzhou Zhengyuanwei Needle Ce Co., Ltd, an unrelated party to loan RMB0.6 million (approximately $0.1 million), bearing annual interest rate of 12%. As of March 31, 2022, loan amount of RMB0.5 million ($0.1 million) remained outstanding.

During the three months ended March 31, 2021 and 2022, interest of $2,314 and $7,167 were incurred on the Company’s borrowings from unrelated parties, respectively.

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15. Accrued Expenses and Other Payables

Accrued expenses and other payables as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Construction costs payable |  | $ | 2,036,008 |  |  | $ | 1,529,170 |
Equipment purchase payable |  |  | 8,697,637 |  |  |  | 8,079,179 |
Liquidated damages* |  |  | 1,210,119 |  |  |  | 1,210,119 |
Accrued staff costs |  |  | 2,924,105 |  |  |  | 2,942,699 |
Customer deposits |  |  | 1,420,414 |  |  |  | 4,671,400 |
Deferred revenue |  |  | 784,000 |  |  |  | 784,000 |
Accrued expenses |  |  | 4,161,548 |  |  |  | 3,601,292 |
Dividend payable to non-controlling interest |  |  | 1,444,737 |  |  |  | 1,446,583 |
Other payables |  |  | 285,132 |  |  |  | 212,867 |
|  | $ | 22,963,700 |  |  | $ | 24,477,309 |

| * | On August 15, 2006, the SEC declared effective a post-effective amendment that the Company had filed on August 4, 2006, terminating the effectiveness of a resale registration statement on Form SB-2 that had been filed pursuant to a registration rights agreement with certain shareholders to register the resale of shares held by those shareholders. The Company subsequently filed Form S-1 for these shareholders. On December 8, 2006, the Company filed its Annual Report on Form 10-K for the year ended September 30, 2006 (the “2006 Form 10-K”). After the filing of the 2006 Form 10-K, the Company’s previously filed registration statement on Form S-1 was no longer available for resale by the selling shareholders whose shares were included in such Form S-1. Under the registration rights agreement, those selling shareholders became eligible for liquidated damages from the Company relating to the above two events totaling approximately $1,051,000. As of December 31, 2019 and 2020, no liquidated damages relating to both events have been paid.

On November 9, 2007, the Company completed a private placement for the gross proceeds to the Company of $13,650,000 by selling 3,500,000 shares of common stock at the price of $3.90 per share. Roth Capital Partners, LLC acted as the Company’s exclusive financial advisor and placement agent in connection with the private placement and received a cash fee of $819,000. The Company may have become liable for liquidated damages to certain shareholders whose shares were included in a resale registration statement on Form S-3 that the Company filed pursuant to a registration rights agreement that the Company entered into with such shareholders in November 2007. Under the registration rights agreement, among other things, if a registration statement filed pursuant thereto was not declared effective by the SEC by the 100th calendar day after the closing of the Company’s private placement on November 9, 2007, or the “Effectiveness Deadline”, then the Company would be liable to pay partial liquidated damages to each such investor of (a) 1.5% of the aggregate purchase price paid by such investor for the shares it purchased on the one month anniversary of the Effectiveness Deadline; (b) an additional 1.5% of the aggregate purchase price paid by such investor every thirtieth day thereafter (pro rated for periods totaling less than thirty days) until the earliest of the effectiveness of the registration statement, the ten-month anniversary of the Effectiveness Deadline and the time that the Company is no longer required to keep such resale registration statement effective because either such shareholders have sold all of their shares or such shareholders may sell their shares pursuant to Rule 144 without volume limitations; and (c) 0.5% of the aggregate purchase price paid by such investor for the shares it purchased in the Company’s November 2007 private placement on each of the following dates: the ten-month anniversary of the Effectiveness Deadline and every thirtieth day thereafter (prorated for periods totaling less than thirty days), until the earlier of the effectiveness of the registration statement and the time that the Company no longer is required to keep such resale registration statement effective because either such shareholders have sold all of their shares or such shareholders may sell their shares pursuant to Rule 144 without volume limitations. Such liquidated damages would bear interest at the rate of 1% per month (prorated for partial months) until paid in full.

On December 21, 2007, pursuant to the registration rights agreement, the Company filed a registration statement on Form S-3, which was declared effective by the SEC on May 7, 2008. As a result, the Company estimated liquidated damages amounting to $561,174 for the November 2007 registration rights agreement. As of December 31, 2021and March 31, 2022, the Company had settled the liquidated damages with all the investors and the remaining provision of approximately $159,000 was included in other payables and accruals.

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16. Balances and Transactions With Related Parties

The principal related parties with which the Company had transactions during the years presented are as follows:

Name of Entity or Individual |  | Relationship with the Company
New Era Group Zhejiang New Energy Materials Co., Ltd. |  | Shareholder of company’s subsidiary
Shenzhen Baijun Technology Co., Ltd |  | Shareholder of company’s subsidiary
Zhengzhou BAK Battery Co., Ltd |  | Note a
Zhengzhou BAK New Energy Technology Co., Ltd |  | Note b
Zhengzhou BAK Electronics Co., Ltd |  | Note c
Shenzhen BAK Battery Co., Ltd |  | Former subsidiary and refer to Note d
Shenzhen BAK Power Battery Co., Ltd |  | Former subsidiary and refer to Note d
Hangzhou Juzhong Daxin Asset Management Co., Ltd |  | Note e

| (a) | Mr. Xiangqian Li, the Company’s former CEO, is a director of Zhengzhou BAK Battery Co., Ltd.

| (b) | Mr. Xiangqian Li is a director of Zhengzhou BAK New Energy Vehicle Co., Ltd, which has 29% equity interests in Zhengzhou BAK New Energy Technology Co., Ltd.

| (c) | Shenzhen BAK Power Battery Co., Ltd has 95% equity interests in Zhengzhou BAK Electronics Co., Ltd.

| (d) | Mr. Xiangqian Li is a director of Shenzhen BAK Battery Co., Ltd and Shenzhen BAK Power Battery Co., Ltd

| (e) | Hangzhou Juzhong Daxin Asset Management Co., Ltd. is the trustee of 85% of registered equity interests of Hitrans (note 11)

Related party transactions:

The Company entered into the following significant related party transactions:

|  | For the three months ended March 31, |
|  | 2021 |  |  | 2022 |
Purchase of finished goods from Zhengzhou BAK Battery Co., Ltd |  | $ | 1,259,309 |  |  | $ | 5,164,433 |
Sales of finished goods and raw materials to Zhengzhou BAK Battery Co., Ltd |  |  | 108,290 |  |  |  | 25,823,532 |
Sales of finished goods and raw materials to Zhengzhou BAK Electronics Co., Ltd |  |  | 412,353 |  |  |  | - |
Sales of finished goods and raw materials to Shenzhen BAK Power Battery Co., Ltd |  |  | - |  |  |  | 112,468 |

29

Related party balances:

Apart from the above, the Company recorded the following significant related party balances as of December 31, 2021 and March 31, 2022:

Receivables from former subsidiary

|  | December 31, 2021 |  |  | March 31, 2022 |
Receivables from Shenzhen BAK Power Battery Co., Ltd |  | $ | 2,263,955 |  |  | $ | 1,134,585 |

Balance as of December 31, 2021 and March 31, 2022 consisted of receivable for sales of cathode and precursor to Shenzhen BAK Power Battery Co., Ltd. Up to the date of this report, Shenzhen BAK Power Battery Co., Ltd repaid $0.5 million to the Company.

Amount due from non-controlling interest

|  | December 31, 2021 |  |  | March 31, 2022 |
Shenzhen Baijun Technology Co., Ltd |  |  |  |  |  |
Current |  | $ | 125,883 |  |  | $ | 126,161 |
Non-current |  |  | 62,941 |  |  |  | 63,081 |
|  | $ | 188,824 |  |  | $ | 189,242 |

In August 2018, Guangdong Hitrans and Shenzhen Baijun entered into a services contract for the provision of consultancy service to assist Guangdong Hitrans to obtain the license for recycling solid wastes with a contract sum of RMB3,000,000 ($465,362). During August and September 2018, RMB1,500,000 ($232,681) was paid to Shenzhen Baijun as deposit. In 2020, Guangdong Hitrans and Shenzhen Baijun entered into supplemental agreement to cancel the services contract and Shenzhen Baijun agreed to refund the deposit paid by four installments from 2021 throughout 2023. The amount due from Shenzhen Baijun is interest fee and RMB300,000 ($45,952) repayable by December 2020, RMB400,000 ($62,048) repayable by December 30, 2021, RMB400,000 ($62,048) repayable by December 30, 2022 and RMB400,000 ($62,049) repayable by December 30, 2023.

Amount due from related parties

|  | December 31, 2021 |  |  | March 31, 2022 |
Hangzhou Juzhong Daxin Asset Management Co., Ltd (Note 11) |  | $ | 472,061 |  |  | $ | 473,104 |

The above balances are due on demand, interest-free and unsecured.

Other balances due from/ (to) related parties

|  | December 31, 2021 |  |  | March 31, 2022 |
Trade receivable, net – Zhengzhou BAK Battery Co., Ltd. (i) |  | $ | 14,583,061 |  |  | $ | 12,963,529 |
Trade receivable, net – Zhengzhou BAK New Energy Technology Co., Ltd. (ii) |  | $ | 459,714 |  |  | $ | 173,471 |
Trade payable, net – Zhengzhou BAK Battery Co., Ltd |  | $ | (572,768 | ) |  | $ | (3,057,449 | )
Dividend payable to non-controlling interest of Hitrans |  | $ | (1,444,737 | ) |  | $ | (1,446,583 | )

| (i) | Up to the date of this report, Zhengzhou BAK Battery Co., Ltd. repaid $12.5 million to the Company.

| (ii) | Up to the date of this report, Zhengzhou BAK New Energy Technology Co., Ltd repaid $173,471 to the Company.

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Payables to former subsidiaries

Payables to former subsidiaries as of December 31, 2021 and March 31, 2022 consisted of the following:

|  | December 31, 2021 |  |  | March 31, 2022 |
Payables to Shenzhen BAK Power Battery Co., Ltd |  |  | (326,507 | ) |  |  | (325,624 | )
|  | $ | (326,507 | ) |  |  | (325,624 | )

Balance as of December 31, 2021 and March 31, 2022 consisted of payables for purchase of inventories from BAK International (Tianjin) Limited and Shenzhen BAK Power Battery Co., Ltd. From time to time, to meet the needs of its customers, the Company purchased products from these former subsidiaries that it did not produce to meet the needs of its customers.

17. Deferred Government Grants

Deferred government grants as of December 31, 2021 and March 31, 2022 consist of the following:

|  | December 31, |  |  | March 31, |
|  | 2021 |  |  | 2022 |
Total government grants |  | $ | 10,023,677 |  |  | $ | 9,473,191 |
Less: Current portion |  |  | (3,834,481 | ) |  |  | (2,270,463 | )
Non-current portion |  | $ | 6,189,196 |  |  | $ | 7,202,728 |

On October 17, 2014, the Company received a subsidy of RMB46,150,000 pursuant to an agreement with the Management Committee dated July 2, 2013 for costs of land use rights and to be used to construct the new manufacturing site in Dalian. Part of the facilities had been completed and was operated in July 2015 and the Company has initiated amortization on a straight-line basis over the estimated useful lives of the depreciable facilities constructed thereon.

On June 23, 2020, BAK Asia, the Company wholly-owned Hong Kong subsidiary, entered into a framework investment agreement with Jiangsu Gaochun Economic Development Zone Development Group Company (“Gaochun EDZ”), pursuant to which the Company intended to develop certain lithium battery projects that aim to have a production capacity of 8Gwh. Gaochun EDZ agreed to provide various support to facilitate the development and operation of the projects. From 2020 to the report date, the Company received RMB10 million (approximately $1.6 million) to finance the costs incurred for moving; RMB20 million (approximately $3.2 million) to finance the costs incurred in construction works; and RMB17.1 million (approximately $2.7 million) to finance equipment purchases from Gaochun EDZ in Nanjing. The Company will recognize the government subsidies as income or offsets them against the related expenditures when there are no present or future obligations for the subsidized projects.

For the year ended December 31, 2021, the Company recognized RMB10 million ($1.6 million) as other income after moving of the Company facilities to Nanjing. Remaining subsidy of RMB37.1 million (approximately $5.9 million) was granted to facilities the construction works and equipment in Nanjing. The construction works have been completed in November 2021 and the production line was fully operated in January 2022, the Company has initiated amortization on a straight-line basis over the estimated useful lives of the depreciable facilities constructed thereon.

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The Company offset government grants of $38,133 and $566,972 for the three months ended March 31, 2021 and 2022, respectively, against depreciation expenses of the Dalian and Nanjing facilities.

18. Product Warranty Provisions

The Company maintains a policy of providing after sales support for certain of its new EV and LEV battery products introduced since October 1, 2015 by way of a warranty program. The limited cover covers a period of six to twenty four months for battery cells, a period of twelve to twenty seven months for battery modules for light electric vehicles (LEV) such as electric bicycles, and a period of three years to eight years (or 120,000 or 200,000 km if reached sooner) for battery modules for electric vehicles (EV). The Company accrues an estimate of its exposure to warranty claims based on both current and historical product sales data and warranty costs incurred. The Company assesses the adequacy of its recorded warranty liability at least annually and adjusts the amounts as necessary.

Warranty expense is recorded as a component of sales and marketing expenses. Accrued warranty activity consisted of the following:

|  | December 31, 2021 |  |  | March 31, 2022 |
Balance at beginning of year |  | $ | 1,991,605 |  |  | $ | 2,028,266 |
Warranty costs incurred |  |  | (34,439 | ) |  |  | (9,419 | )
Provision for the year |  |  | 16,995 |  |  |  | 4,344 |
Foreign exchange adjustment |  |  | 54,105 |  |  |  | 4,473 |
Balance at end of year |  |  | 2,028,266 |  |  |  | 2,027,664 |
Less: Current portion |  |  | (127,837 | ) |  |  | (104,122 | )
Non-current portion |  | $ | 1,900,429 |  |  | $ | 1,923,542 |

*

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19. Income Taxes, Deferred Tax Assets and Deferred Tax Liabilities

| (a) | Income taxes in the consolidated statements of comprehensive loss(income)

The Company’s provision for income taxes credit consisted of:

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
PRC income tax |  |  |  |  |  |
Current income tax |  | $ | - |  |  | $ | - |
Deferred income tax credit |  |  | - |  |  |  | 93,546 |
|  | $ | - |  |  | $ | 93,546 |

United States Tax

CBAK is a Nevada corporation that is subject to U.S. corporate income tax on its taxable income at a rate of up to 21% for taxable years beginning after December 31, 2017 and U.S. corporate income tax on its taxable income of up to 35% for prior tax years. The U.S. Tax Reform signed into law on December 22, 2017 significantly modified the U.S. Internal Revenue Code by, among other things, reducing the statutory U.S. federal corporate income tax rate from 35% to 21% for taxable years beginning after December 31, 2017; limiting and/or eliminating many business deductions; migrating the U.S. to a territorial tax system with a one-time transition tax on a mandatory deemed repatriation of previously deferred foreign earnings of certain foreign subsidiaries; subject to certain limitations, generally eliminating U.S. corporate income tax on dividends from foreign subsidiaries; and providing for new taxes on certain foreign earnings. Taxpayers may elect to pay the one-time transition tax over eight years, or in a single lump sum.

The U.S. Tax Reform also includes provisions for a new tax on GILTI effective for tax years of foreign corporations beginning after December 31, 2017. The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of controlled foreign corporations (“CFCs”), subject to the possible use of foreign tax credits and a deduction equal to 50 percent to offset the income tax liability, subject to some limitations.

To the extent that portions of CBAK’s U.S. taxable income, such as Subpart F income or GILTI, are determined to be from sources outside of the U.S., subject to certain limitations, the Company may be able to claim foreign tax credits to offset its U.S. income tax liabilities. If dividends that CBAK receives from its subsidiaries are determined to be from sources outside of the U.S., subject to certain limitations, CBAK will generally not be required to pay U.S. corporate income tax on those dividends. Any liabilities for U.S. corporate income tax will be accrued in the Company’s consolidated statements of comprehensive loss and estimated tax payments will be made when required by U.S. law.

No provision for income taxes in the United States has been made as CBAK had no taxable income for the three months ended March 31, 2021 and 2022.

Hong Kong Tax

BAK Asia and BAK Investment are subject to Hong Kong profits tax rate of 16.5% and did not have any assessable profits arising in or derived from Hong Kong For the three months ended March 31, 2021 and 2022 and accordingly no provision for Hong Kong profits tax was made in these periods.

PRC Tax

The CIT Law in China applies an income tax rate of 25% to all enterprises but grants preferential tax treatment to High-New Technology Enterprises. CBAK Power was regarded as a “High-new technology enterprise” pursuant to a certificate jointly issued by the relevant Dalian Government authorities. The certificate was valid for three years commencing from year 2021. Under the preferential tax treatment, CBAK Power was entitled to enjoy a tax rate of 15% for the years from 2021 to 2024 provided that the qualifying conditions as a High-new technology enterprise were met. Hitrans was regarded as a “High-new technology enterprise” pursuant to a certificate jointly issued by the relevant Zhejiang Government authorities. The certificate was valid for three years commencing from year 2021. Under the preferential tax treatment, Hitrans was entitled to enjoy a tax rate of 15% for the years from 2021 to 2024 provided that the qualifying conditions as a High-new technology enterprise were met.

33

A reconciliation of the provision for income taxes determined at the statutory income tax rate to the Company’s income taxes is as follows:

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
Income before income taxes |  | $ | 29,608,168 |  |  | $ | 586,957 |
United States federal corporate income tax rate |  |  | 21 | % |  |  | 21 | %
Income tax expenses (credit) computed at United States statutory corporate income tax rate |  |  | 6,217,715 |  |  |  | 123,261 |
Reconciling items: |  |  |  |  |  |  |  |
Rate differential for PRC earnings |  |  | 69,004 |  |  |  | (25,584 | )
Tax effect of entity at preferential tax rate |  |  | - |  |  |  | (9,972 | )
Non-taxable (income) expenses |  |  | (5,886,790 | ) |  |  | (264,922 | )
Share based payments |  |  | 31,252 |  |  |  | 7,304 |
Valuation allowance on deferred tax assets |  |  | (431,181 | ) |  |  | 76,367 |
Income tax credit |  | $ | - |  |  | $ | (93,546 | )

| (b) | Deferred tax assets and deferred tax liabilities

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and liabilities as of December 31, 2021 and March 31, 2022 are presented below:

|  | December 31, 2021 |  |  | March 31, 2022 |
Deferred tax assets |  |  |  |  |  |
Trade receivable |  | $ | 2,044,877 |  |  | $ | 2,116,363 |
Inventories |  |  | 624,372 |  |  |  | 662,511 |
Property, plant and equipment |  |  | 1,671,628 |  |  |  | 1,543,877 |
Non-marketable equity securities |  |  | 175,813 |  |  |  | 176,202 |
Intangible assets |  |  | 82,174 |  |  |  | 99,819 |
Accrued expenses, payroll and others |  |  | 286,258 |  |  |  | 154,923 |
Provision for product warranty |  |  | 507,067 |  |  |  | 506,916 |
Net operating loss carried forward |  |  | 32,624,714 |  |  |  | 33,312,212 |
Valuation allowance |  |  | (36,278,909 | ) |  |  | (36,751,234 | )
Deferred tax assets, non-current |  | $ | 1,737,994 |  |  | $ | 1,821,589 |
Deferred tax liabilities, non-current |  |  |  |  |  |  |  |
Long-lived assets arising from acquisitions |  | $ | 334,181 |  |  | $ | 321,025 |

As of December 31, 2021 and March 31, 2022, the Company’s U.S. entity had net operating loss carry forwards of $103,580,741 and $103,580,741, of which $102,293 available to reduce future taxable income which will expire in various years through 2035 and $103,478,448 available to offset capital gains recognized in the succeeding 5 tax years. As of December 31, 2021 and March 31, 2022, the Company’s PRC subsidiaries had net operating loss carry forwards of $43,929,161 and $47,668,784, respectively, which will expire in various years through 2022 to 2030. Management believes it is more likely than not that the Company will not realize these potential tax benefits as these operations will not generate any operating profits in the foreseeable future. As a result, a valuation allowance of $36,278,909 and $36,751,234 as of December 31, 2021 and March 31, 2022, respectively, were provided against subsidiaries which were not estimated to generate operating profits to utilize the potential tax benefits.

34

According to the PRC Tax Administration and Collection Law, the statute of limitations is three years if the underpayment of taxes is due to computational errors made by the taxpayer or its withholding agent. The statute of limitations extends to five years under special circumstances, which are not clearly defined. In the case of a related party transaction, the statute of limitations is ten years. There is no statute of limitations in the case of tax evasion.

The impact of an uncertain income tax positions on the income tax return must be recognized at the largest amount that is more likely than not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes.

20. Statutory reserves

As stipulated by the relevant laws and regulations in the PRC, company established in the PRC (the “PRC subsidiary”) is required to maintain a statutory reserve made out of profit for the year based on the PRC subsidiary’ statutory financial statements which are prepared in accordance with the accounting principles generally accepted in the PRC. The amount and allocation basis are decided by the director of the PRC subsidiary annually and is not to be less than 10% of the profit for the year of the PRC subsidiary. The aggregate amount allocated to the reserves will be limited to 50% of registered capital for certain subsidiaries. Statutory reserve can be used for expanding the capital base of the PRC subsidiary by means of capitalization issue.

In addition, as a result of the relevant PRC laws and regulations which impose restriction on distribution or transfer of assets out of the PRC statutory reserve, $1,230,511 representing the PRC statutory reserve of the subsidiary as of December 31, 2021 and March 31, 2022, are also considered under restriction for distribution.

21. Fair Value of Financial Instruments

ASC Topic 820, Fair Value Measurement and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This topic also establishes a fair value hierarchy, which requires classification based on observable and unobservable inputs when measuring fair value. Certain current assets and current liabilities are financial instruments. Management believes their carrying amounts are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and, if applicable, their current interest rates are equivalent to interest rates currently available. The three levels of valuation hierarchy are defined as follows:

| ● | Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
| ● | Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
| ● | Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Valuation of debt products depends upon a number of factors, including prevailing interest rates for like securities, expected volatility in future interest rates, and other relevant terms of the debt. Other factors that may be considered include the borrower’s ability to adequately service its debt, the fair market value of the borrower in relation to the face amount of its outstanding debt and the quality of collateral securing the Company’s debt investments. The fair value of these debt products classified as Level 2 is established by reference to the prices quoted by respective fund administrators.

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The fair value of warrants was determined using the Binomial Model, with level 3 inputs (Note 25).

The fair value of share options was determined using the Binomial Model, with level 3 inputs (Note 23).

The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, pledged deposits, trade accounts and bills receivable, other receivables, balances with former subsidiaries, notes payable, other short-term loans, short-term and long-term bank loans and other payables approximate their fair values because of the short maturity of these instruments or the rate of interest of these instruments approximate the market rate of interest.

22. Employee Benefit Plan

Full time employees of the Company in the PRC participate in a government mandated defined contribution plan, pursuant to which certain pension benefits, medical care, employee housing fund and other welfare benefits are provided to the employees. The Company accrues for these benefits based on certain percentages of the employees’ salaries, up to a maximum amount specified by the local government. The total employee benefits expensed as incurred were $255,989 (RMB1,659,681) and $569,536 (RMB3,615,587) for the three months ended March 31, 2021 and 2022, respectively.

23. Share-based Compensation

Restricted Shares and Restricted Share Units

Restricted shares granted on June 30, 2015

On June 12, 2015, the Board of Director approved the CBAK Energy Technology, Inc. 2015 Equity Incentive Plan (the “2015 Plan”) for Employees, Directors and Consultants of the Company and its Affiliates. The maximum aggregate number of Shares that may be issued under the Plan is ten million (10,000,000) Shares.

On June 30, 2015, pursuant to the 2015 Plan, the Compensation Committee of the Company’s Board of Directors granted an aggregate of 690,000 restricted shares of the Company’s common stock, par value $0.001, to certain employees, officers and directors of the Company with a fair value of $3.24 per share on June 30, 2015. In accordance with the vesting schedule of the grant, the restricted shares will vest in twelve equal quarterly installments on the last day of each fiscal quarter beginning on June 30, 2015 (i.e. last vesting period: quarter ended March 31, 2018). The Company recognizes the share-based compensation expenses on a graded-vesting method.

All the restricted shares granted in respect of the restricted shares granted on June 30, 2015 have been vested on March 31, 2018.

As of March 31, 2022, there was no unrecognized stock-based compensation associated with the above restricted shares and 1,667 vested shares were to be issued.

Restricted shares granted on April 19, 2016

On April 19, 2016, pursuant to the Company’s 2015 Plan, the Compensation Committee of the Board of Directors of the Company granted an aggregate of 500,000 restricted shares of the Company’s common stock, par value $0.001 , to certain employees, officers and directors of the Company, of which 220,000 restricted shares were granted to the Company’s executive officers and directors. There are three types of vesting schedules. First, if the number of restricted shares granted is below 3,000, the shares will vest annually in 2 equal installments over a two year period with the first vesting on June 30, 2017. Second, if the number of restricted shares granted is larger than or equal to 3,000 and is below 10,000, the shares will vest annually in 3 equal installments over a three year period with the first vesting on June 30, 2017. Third, if the number of restricted shares granted is above or equal to 10,000, the shares will vest semi-annually in 6 equal installments over a three year period with the first vesting on December 31, 2016. The fair value of these restricted shares was $2.68 per share on April 19, 2016. The Company recognizes the share-based compensation expenses over the vesting period (or the requisite service period) on a graded-vesting method.

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All the restricted shares granted in respect of the restricted shares granted on April 16, 2016 had been vested on June 30, 2019.

As of March 31, 2022, there was no unrecognized stock-based compensation associated with the above restricted shares and 4,167 vested shares were to be issued.

Restricted share units granted on August 23, 2019

On August 23, 2019, pursuant to the Company’s 2015 Plan, the Compensation Committee granted an aggregate of 1,887,000 restricted share units of the Company’s common stock to certain employees, officers and directors of the Company, of which 710,000 restricted share units were granted to the Company’s executive officers and directors. There are two types of vesting schedules, (i) the share units will vest semi-annually in 6 equal installments over a three year period with the first vesting on September 30, 2019; (ii) the share units will vest annual in 3 equal installments over a three year period with the first vesting on March 31, 2021. The fair value of these restricted shares was $0.9 per share on August 23, 2019. The Company recognizes the share-based compensation expenses over the vesting period (or the requisite service period) on a graded-vesting method.

The Company recorded non-cash share-based compensation expense of $93,786 for three months ended March 31, 2021, in respect of the restricted shares granted on August 23, 2019 of which $75,794, $2,982 and $15,010 were allocated to general and administrative expenses, sales and marketing expenses and research and development expenses.

The Company recorded non-cash share-based compensation expense of $23,778 for three months ended March 31, 2022, in respect of the restricted shares granted on August 23, 2019 of which $19,216, $756 and $3,806 were allocated to general and administrative expenses, sales and marketing expenses and research and development expenses.

As of March 31, 2022, non-vested restricted share units granted on August 23, 2019 are as follows:

Non-vested share units as of January 1, 2022 |  |  | 277,173 |
Vested |  |  | (269,175 | )
Forfeited |  |  | (7,998 | )
Non-vested share units as of March 31, 2022 |  |  | - |

As of March 31, 2022, there was no unrecognized stock-based compensation associated with the above restricted share units and 269,175 vested shares were to be issued.

Restricted share units granted on October 23, 2020

On October 23, 2020, pursuant to the Company’s 2015 Plan, the Compensation Committee granted an aggregate of 100,000 restricted share units to an employee of the Company. In accordance with the vesting schedule of the grant, the restricted share units will vest semi-annually in 6 equal installments over a three year period with the first vesting on October 30, 2020. The fair value of these restricted share units was $3 per share on October 23, 2020. The Company recognizes the share-based compensation expenses over the vesting period (or the requisite service period) on a graded-vesting method.

The Company recorded non-cash share-based compensation expense of $55,032 and $11,001 for the three months ended March 31, 2021 and 2022, in respect of the restricted share units granted on October 23, 2020 of which allocated to research and development expenses.

As of March 31, 2022, non-vested restricted share units granted on October 23, 2020 are as follows:

Non-vested share units as of January 1, 2022 |  |  | 49,999 |
Granted |  |  | - |
Vested |  |  | - |
Non-vested share units as of March 31, 2022 |  |  | 49,999 |

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As of March 31, 2022, there was unrecognized stock-based compensation $35,942 associated with the above restricted share units and no vested shares were to be issued.

Employees Stock Ownership Program on November 29, 2021

On November 29, 2021, pursuant to the Company’s 2015 Plan, the Compensation Committee granted options to obtain an aggregate of 2,750,002 share units of the Company’s common stock to certain employees, officers and directors of the Company, of which options to obtain 350,000 share units were given to the Company’s executive officers and directors with an option exercise price of $1.96 based on fair market value. The vesting of shares each year is subject to certain financial performance indicators. The shares will be vested semi-annually in 10 equal installments over a five year period with the first vesting on May 30, 2022. The options will expire on the 70-month anniversary of the grant date.

The fair value of the stock options granted to directors of the Company is estimated on the date of the grant using the Binomial Model. The fair value of the options was calculated using the following assumptions: estimated life of six months to five years, volatility of 106.41%, risk free interest rate of 1.26%, and dividend yield of 0%. The fair value of 350,000 stock options to directors of the Company was $479,599 at the grant date. For the three months ended March 31, 2022, the Company recorded nil as stock compensation expenses.

The fair value of the stock options granted to certain employees and officers of the Company is estimated on the date of the grant using the Binomial Model. The fair value of the options was calculated using the following assumptions: estimated life of six months to five years, volatility of 106.41%, risk-free interest rate of 1.26% and dividend yield of 0%. The fair value of 2,400,002 stock options to certain employees and officers of the Company was $2,805,624 at the grant date. During the three months ended March 31, 2022, the Company recorded nil as stock compensation expenses.

Stock option activity under the Company’s stock-based compensation plans is shown below:

|  | Number of Shares |  |  | Average Exercise Price per Share |  |  | Aggregate Intrinsic Value* |  |  | Weighted Average Remaining Contractual Term in Years |
Outstanding at January 1, 2022 |  |  | 2,750,002 |  |  | $ | 1,.96 |  |  | $ | - |  |  |  | 5.7 |
Exercisable at January 1, 2022 |  |  | - |  |  |  | - |  |  | $ | - |  |  |  | - |
Granted |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Exercised |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Forfeited |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Outstanding at March 31, 2022 |  |  | 2,750,002 |  |  | $ | 1.96 |  |  | $ | - |  |  |  | 5.45 |
Exercisable at March 31, 2022 |  |  | - |  |  | $ | - |  |  | $ | - |  |  |  | - |

| * | The intrinsic value of the stock options at March 31, 2022 is the amount by which the market value of the Company’s common stock of $1.28 as of March 31, 2022 exceeds the exercise price of the option.

As the Company itself is an investment holding company which is not expected to generate operating profits to realize the tax benefits arising from its net operating loss carried forward, no income tax benefits were recognized for such stock-based compensation cost under the stock option plan for the three months ended March 31, 2021 and 2022.

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24. Income (Loss) Per Share

The following is the calculation of income (loss) per share:

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
Net income |  | $ | 29,608,168 |  |  | $ | 680,503 |
Less: Net loss (income) attributable to non-controlling interests |  |  | 1,114 |  |  |  | (236,050 | )
Net income attributable to shareholders of CBAK Energy Technology, Inc. |  |  | 29,609,282 |  |  |  | 444,4 |
Weighted average shares outstanding – basic |  |  | 84,283,605 |  |  |  | 88,713,841 |
Dilutive unvested restricted stock |  |  | 650,308 |  |  |  | 21,116 |
Weighted average shares outstanding – diluted (note) |  |  | 84,933,913 |  |  |  | 88,734,957 |
Income per share of common stock |  |  |  |  |  |  |  |
Basic |  | $ | 0.35 |  |  | $ | 0.01 |
Diluted |  | $ | 0.35 |  |  | $ | 0.01 |

Note: | Including 288,498 and 269,175 vested restricted shares granted pursuant to the 2015 Plan that were not yet issued as of March 31, 2021 and 2022, respectively.

For the three months ended March 31, 2021, all the outstanding warrants were anti-dilutive and excluded from shares used in the diluted computation.

For the three months ended March 31, 2022, 2,750,002 unvested options and all the outstanding warrants were anti-dilutive and excluded from shares used in the diluted computation.

25. Warrants

On December 8, 2020, the Company entered in a securities purchase agreement with certain institutional investors, pursuant to which the Company issued in a registered direct offering, an aggregate of 9,489,800 shares of its common stock at a price of $5.18 per share, for aggregate gross proceeds to the Company of approximately $49 million, before deducting fees to the placement agent and other estimated offering expenses payable by the Company. As part of the transaction, the institutional investors also received warrants (“Investor Warrants”) for the purchase of up to 3,795,920 shares of the Company’s common stock at an exercise price of $6.46 per share exercisable for 36 months from the date of issuance. In addition, the placement agent for this transaction also received warrants (“Placement Agent Warrants”) for the purchase of up to 379,592 shares of the Company’s common stock at an exercise price of $6.475 per share exercisable for 36 months after 6 months from the issuance. The Company has performed a thorough reassessment of the terms of its warrants with reference to the provisions of ASC Topic 815-40-15-7I, regarding its exposure to changes in currency exchange rates. This reassessment has led to the management’s conclusion that the Company’s warrants issued to the investors should not be considered indexed to the Company’s own stock because the warrants are denominated in U.S. dollar, which is different from the Company’s functional currency, Renminbi. Warrants are remeasured at fair value with changes in fair value recorded in earnings in each reporting period.

On February 8, 2021, the Company entered into another securities purchase agreement with the same investors, pursuant to which the Company issued in a registered direct offering, an aggregate of 8,939,976 shares of common stock of the Company at a per share purchase price of $7.83. In addition, the Company issued to the investors (i) in a concurrent private placement, the Series A-1 warrants to purchase a total of 4,469,988 shares of common stock, at a per share exercise price of $7.67 and exercisable for 42 months from the date of issuance; (ii) in the registered direct offering, the Series B warrants to purchase a total of 4,469,988 shares of common stock, at a per share exercise price of $7.83 and exercisable for 90 days from the date of issuance; and (iii) in the registered direct offering, the Series A-2 warrants to purchase up to 2,234,992 shares of common stock, at a per share exercise price of $7.67 and exercisable for 45 months from the date of issuance. The Company received gross proceeds of approximately $70 million from the registered direct offering and the concurrent private placement, before deducting fees to the placement agent and other estimated offering expenses of $5.0 million payable by the Company. In addition, the placement agent for this transaction also received warrants (“Placement Agent Warrants”) for the purchase of up to 446,999 shares of the Company’s common stock at an exercise price of $9.204 per share exercisable for 36 months after 6 months from the issuance.

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On May 10, 2021, the Company entered into that Amendment No. 1 to the Series B Warrant (the “Series B Warrant Amendment”) with each of the holders of the Company’s outstanding Series B warrants. Pursuant to the Series B Warrant Amendment, the term of the Series B warrants was extended from May 11, 2021 to August 31, 2021.

As of the date of this report, Series B warrant, along with Series A-2 warrants, had both expired.

There was a total of 9,092,499 warrants issued and outstanding as of March 31, 2022.

The fair value of the outstanding warrants was calculated using Binomial Model based on backward induction with the following assumptions:

Warrants issued in the 2020 Financing

Appraisal Date |  | December 31, 2021 |  |  | December 31, 2021 |
Market price per share (USD/share) |  | $ | 1.56 |  |  | $ | 1.56 |
Exercise price (USD/price) |  |  | 6.46 |  |  |  | 6.475 |
Risk free rate |  |  | 0.7 | % |  |  | 0.8 | %
Dividend yield |  |  | 0.0 | % |  |  | 0.0 | %
Expected term/ Contractual life (years) |  |  | 1.9 years |  |  |  | 2.4 years |
Expected volatility |  |  | 140.3 | % |  |  | 132.3 | %

Appraisal Date |  | March 31, 2022 |  |  | March 31, 2022 |
Market price per share (USD/share) |  | $ | 1.28 |  |  | $ | 1.28 |
Exercise price (USD/price) |  |  | 6.46 |  |  |  | 6.475 |
Risk free rate |  |  | 2.11 | % |  |  | 2.37 | %
Dividend yield |  |  | 0.0 | % |  |  | 0.0 | %
Expected term/ Contractual life (years) |  |  | 1.69 years |  |  |  | 2.19 years |
Expected volatility |  |  | 143.68 | % |  |  | 135.19 | %

Warrants issued in the 2021 Financing

Warrants holder |  | Investor Warrants |  |  | Placement Agent Warrants |
Appraisal Date |  | Series A1 December31, 2021 |  |  | December31, 2021 |
Market price per share (USD/share) |  |  | 1.56 |  |  |  | 1.56 |
Exercise price (USD/price) |  |  | 7.67 |  |  |  | 9.204 |
Risk free rate |  |  | 0.9 | % |  |  | 0.9 | %
Dividend yield |  |  | 0.0 | % |  |  | 0.0 | %
Expected term/ Contractual life (years) |  |  | 2.6 years |  |  |  | 2.6 years |
Expected volatility |  |  | 129.2 | % |  |  | 129.2 | %

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Warrants holder |  | Investor Warrants |  |  | Placement Agent Warrants |
Appraisal Date |  | Series A1 March 31, 2022 |  |  | March 31, 2022 |
Market price per share (USD/share) |  |  | 1.28 |  |  |  | 1.28 |
Exercise price (USD/price) |  |  | 7.67 |  |  |  | 9.204 |
Risk free rate |  |  | 2.4 | % |  |  | 2.4 | %
Dividend yield |  |  | 0.0 | % |  |  | 0.0 | %
Expected term/ Contractual life (years) |  |  | 2.4 years |  |  |  | 2.36 years |
Expected volatility |  |  | 133.61 | % |  |  | 133.61 | %

The following is a reconciliation of the beginning and ending balances of warrants liability measured at fair value on a recurring basis using Level 3 inputs:

|  | December 31, 2021 |  |  | March 31, 2022 |
Balance at the beginning of the year |  | $ | 17,783,000 |  |  | $ | 5,846,000 |
Warrants issued to institution investors |  |  | 47,519,000 |  |  |  | - |
Warrants issued to placement agent |  |  | 2,346,000 |  |  |  | - |
Warrants redeemed |  |  | - |  |  |  | - |
Fair value change of the issued warrants included in earnings |  |  | (61,802,000 | ) |  |  | (1,632,000 | )
Balance at end of year |  |  | 5,846,000 |  |  |  | 4,214,000 |

The following is a summary of the warrant activity:

|  | Number of Warrants |  |  | Average Exercise Price |  |  | Weighted Average Remaining Contractual Term in Years |
Outstanding at January 1, 2022 |  |  | 9,092,499 |  |  | $ | 7.19 |  |  |  | 2.33 |
Exercisable at January 1, 2022 |  |  | 9,092,499 |  |  | $ | 7.19 |  |  |  | 2.33 |
Granted |  |  | - |  |  |  | - |  |  |  | - |
Exercised / surrendered |  |  | - |  |  |  | - |  |  |  | - |
Expired |  |  | - |  |  |  | - |  |  |  | - |
Outstanding at March 31, 2022 |  |  | 9,092,499 |  |  |  | 7.19 |  |  |  | 2.08 |
Exercisable at March 31, 2022 |  |  | 9,092,499 |  |  |  | 7.19 |  |  |  | 2.08 |

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26. Commitments and Contingencies

| (i) | Capital Commitments

As of December 31, 2021 and March 31, 2022, the Company had the following contracted capital commitments:

|  | December 31, 2021 |  |  | March 31, 2022 |
For construction of buildings |  | $ | 1,199,606 |  |  | $ | 1,582,346 |
For purchases of equipment |  |  | 12,867,786 |  |  |  | 13,093,091 |
Capital injection |  |  | 159,905,519 |  |  |  | 157,296,525 |
|  | $ | 173,972,911 |  |  | $ | 171,971,962 |

| (ii) | Litigation

During its normal course of business, the Company may become involved in various lawsuits and legal proceedings. However, litigation is subject to inherent uncertainties, and an adverse result may arise from time to time will affect its operation. Other than the legal proceedings set forth below, the Company is currently not aware of any such legal proceedings or claims that the Company believe will have an adverse effect on the Company’s operation, financial condition or operating results.

On July 7, 2016, Shenzhen Huijie Purification System Engineering Co., Ltd (“Shenzhen Huijie”), one of the Company’s contractors, filed a lawsuit against CBAK Power in the Peoples’ Court of Zhuanghe City, Dalian, (the “Court of Zhuanghe”) for failure to pay pursuant to the terms of the contract and entrusting part of the project of the contract to a third party without their prior consent. The plaintiff sought a total amount of $1,241,648 (RMB8,430,792), including construction costs of $0.9 million (RMB6.1 million, which the Company already accrued for at June 30, 2016), interest of $29,812 (RMB0.2 million) and compensation of $0.3 million (RMB1.9 million). On September 7, 2016, upon the request of Shenzhen Huijie for property preservation, the Court of Zhuanghe froze CBAK Power’s bank deposits totaling $1,210,799 (RMB8,430,792) for a period of one year. On September 1, 2017, upon the request of Shenzhen Huijie, the Court of Zhuanghe froze the bank deposits for another one year until August 31, 2018. The Court further froze the bank deposits for another one year until August 27, 2019 upon the request of Shenzhen Huijie on August 27, 2018. On August 27, 2019, the Court froze the bank deposits for another year until August 27, 2020, upon the request of Shenzhen Huijie. On June 28, 2020, the Court of Dalian entered the final judgement as described below and the frozen bank deposit was released in July 2020.

On June 30, 2017, according to the trial of first instance, the Court of Zhuanghe ruled that CBAK Power should pay the remaining contract amount of RMB6,135,860 (approximately $0.9 million) claimed by Shenzhen Huijie as well as other expenses incurred including deferred interest, discounted charge on bills payable, litigation fee and property preservation fee totaled $0.1 million. The Company has accrued for these amounts as of December 31, 2017. On July 24, 2017, CBAK Power filed an appellate petition to the Intermediate Peoples’ Court of Dalian (“Court of Dalian)” to appeal the adjudication dated on June 30, 2017. On November 17, 2017, the Court of Dalian rescinded the original judgement and remanded the case to the Court of Zhuanghe for retrial. The Court of Zhuanghe conducted a retrial and requested an appraisal to be performed by a third-party appraisal institution on the construction cost incurred and completed by Shenzhen Huijie on the subject project. On November 8, 2018, the Company received from the Court of Zhuanghe the construction-cost-appraisal report which determined that the construction cost incurred and completed by Shenzhen Huijie for the subject project to be $1,344,605 (RMB9,129,868). On May 20, 2019, the Court of Zhuanghe entered a judgment that Shenzhen Huijie should pay back to CBAK Power $261,316 (RMB1,774,337) (the amount CBAK Power paid in excess of the construction cost appraised by the appraisal institution) and the interest incurred since April 2, 2019. Shenzhen Huijie filed an appellate petition to the Court of Dalian. On June 28, 2020, the Court of Dalian entered the final judgment that Shenzhen Huijie should pay back to CBAK Power $245,530 (RMB1,667,146) (the amount CBAK Power paid in excess of the construction cost appraised by the appraisal institution) and the interest incurred since April 2, 2019, and reimburse the litigation fees totaling $30,826 (RMB209,312) that CBAK Power has paid. As of December 31, 2021, CBAK Power have not received the final judgement amount totaled $276,356 (RMB 1,876,458) from Shenzhen Huijie. Shenzhen Huijie filed an appellate petition to High Peoples’ Court of Liaoning (“Court of Liaoning”) to appeal the adjudication dated on June 28, 2020. In April 2021, the Court of Liaoning rescinded the original judgement and remanded the case to the Court of Dalian for retrial. On December 21, 2021, the Court of Dalian remanded the case to the Court of Zhuanghe for retrial. Upon receiving the notice from the Court of Liaoning, CBAK Power has accrued the construction cost of $0.9 million (RMB6,135,860) as of March 31, 2022.

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In December 2020, CBAK Power received notice from Court of Dalian Economic and Technology Development Zone that Haoneng filed another lawsuit against CBAK Power for failure to pay pursuant to the terms of the purchase contract. Haoneng sought a total amount of $1,613,984 (RMB10,257,030), including equipment cost of $1,427,515 (RMB9,072,000) and interest amount of $186,469 (RMB1,185,030). In August 2021, CBAK Power and Haoneng reached an agreement that the term of the purchase contract will be extended to December 31, 2023 under which CBAK Power and its related parties shall execute the purchase of equipment in an amount not lower than $2.4 million (RMB15,120,000) from Haoneng, or CBAK Power has to pay 15% of the amount equal to RMB15,120,000 ($2.4 million) net of the purchased amount to Haoneng. Haoneng withdrew the filed lawsuit after the agreement. As of March 31, 2022, the equipment was not received by CBAK Power, CBAK Power has included the equipment cost of $2.4 million (RMB15,120,000) under capital commitments.

27. Concentrations and Credit Risk

| (a) | Concentrations

The Company had the following customers that individually comprised 10% or more of net revenue for the three months ended March 31, 2021 and 2022 as follows:

|  | Three months ended March 31, |
Sales of finished goods and raw materials |  | 2021 |  |  | 2022 |
Customer A |  | $ | 2,903,261 |  |  |  | 30.83 | % |  | $ | * |  |  |  | * |
Customer B |  |  | 1,789,045 |  |  |  | 19.00 | % |  |  | * |  |  |  | * |
Customer C |  |  | 1,348,200 |  |  |  | 14.32 | % |  |  | * |  |  |  | * |
Customer D |  |  | * |  |  |  | * |  |  |  | 24,102,164 |  |  |  | 30.05 | %
Zhengzhou BAK Battery Co., Ltd (note 16) |  |  | * |  |  |  | * |  |  |  | 25,823,532 |  |  |  | 32.20 | %

| * | Comprised less than 10% of net revenue for the respective period.

The Company had the following customers that individually comprised 10% or more of net trade receivable (included VAT) as of December 31, 2021 and March 31, 2022 as follows:

|  | December 31, 2021 |  |  | March 31, 2022 |
Customer D |  | $ | 14,443,551 |  |  |  | 32.76 | % |  | $ | 15,641,986 |  |  |  | 37.73 | %
Zhengzhou BAK Battery Co., Ltd (note 16) |  |  | 14,583,061 |  |  |  | 33.08 | % |  |  | 12,963,529 |  |  |  | 31.27 | %

* | Comprised less than 10% of net accounts receivable for the respective period.

The Company had the following suppliers that individually comprised 10% or more of net purchase for the three months ended March 31, 2021 and 2022 as follows:

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
Supplier A |  | $ | 659,513 |  |  |  | 10.21 | % |  | $ | * |  |  |  | * |
Supplier B |  |  | * |  |  |  | * |  |  |  | 20,631,815 |  |  |  | 25.30 | %
Supplier C |  |  | * |  |  |  | * |  |  |  | 19,332,674 |  |  |  | 23.71 | %
Zhengzhou BAK Battery Co., Ltd (note 16) |  |  | 1,259,309 |  |  |  | 19.49 | % |  |  | * |  |  |  | * |

| * | Comprised less than 10% of net purchase for the respective period.

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The Company had the following suppliers that individually comprised 10% or more of trade payable as of December 31, 2021 and March 31, 2022 as follows:

|  | December 31, 2021 |  |  | March 31, 2022 |
Supplier B |  | $ | 20,592,979 |  |  |  | 51.03 | % |  | $ | 18,430,728 |  |  |  | 39.59 | %
Supplier C |  |  | 6,837,722 |  |  |  | 16.94 | % |  |  | 8,705,648 |  |  |  | 18.70 | %

| (b) | Credit Risk

Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents and pledged deposits. As of December 31, 2021 and March 31, 2022, substantially all of the Company’s cash and cash equivalents were held by major financial institutions located in the PRC, which management believes are of high credit quality.

For the credit risk related to trade accounts receivable, the Company performs ongoing credit evaluations of its customers and, if necessary, maintains reserves for potential credit losses.

28. Segment Information

The Group’s chief operating decision maker has been identified as the Chief Executive Officer (“CEO”) who reviews financial information of operating segments based on US GAAP amounts when making decisions about allocating resources and assessing performance of the Company.

As a result of the Hitrans acquisition discussed in Note 11, the Group determined that Hitrans met the criteria for separate reportable segment given its financial information is separately reviewed by the Group’s CEO. As a result, the Group determined that it operated in two operating segments namely CBAK and Hitrans upon completion of acquisition. CBAK’s segment mainly includes the manufacture, commercialization and distribution of a wide variety of standard and customized lithium ion rechargeable batteries for use in a wide array of applications. Hitrans’ segment mainly includes the development and manufacturing of NCM precursor and cathode materials.

The Company primarily operates in the PRC and substantially all of the Company’s long-lived assets are located in the PRC.

The Company’s chief operating decision maker evaluates performance based on each reporting segment’s net revenue, cost of revenues, operating expenses, operating income, finance income (expense), other income and net income. Net revenue, cost of revenues, operating expenses, operating income, finance income (expense), other income and net income by segment for the three months ended March 31, 2021 and 2022 were as follows:

For the three months ended March 31, 2021 |  | CBAT |  |  | Corporate unallocated (note) |  |  | Consolidated |
Net revenues |  | $ | 9,416,049 |  |  | $ | - |  |  | $ | 9,416,049 |
Cost of revenues |  |  | (7,576,620 | ) |  |  | - |  |  |  | (7,576,620 | )
Gross profit |  |  | 1,839,429 |  |  |  | - |  |  |  | 1,839,429 |
Total operating expenses |  |  | (1,319,248 | ) |  |  | (548,063 | ) |  |  | (1,867,311 | )
Operating income (loss) |  |  | 520,181 |  |  |  | (548,063 | ) |  |  | (27,882 | )
Finance (expenses) income, net |  |  | (13,443 | ) |  |  | 5,845 |  |  |  | (7,598 | )
Other income, net |  |  | 1,217,648 |  |  |  | 28,426,000 |  |  |  | 29,643,648 |
Income tax (expense) credit |  |  | - |  |  |  | - |  |  |  | - |
Net income |  |  | 1,724,386 |  |  |  | 27,883,782 |  |  |  | 29,608,168 |

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For the three months ended March 31, 2022 |  | CBAT |  |  | Hitrans |  |  | Corporate unallocated (note) |  |  | Consolidated |
Net revenues |  | $ | 15,020,686 |  |  | $ | 65,175,612 |  |  | $ | - |  |  | $ | 80,196,298 |
Cost of revenues |  |  | (14,037,762 | ) |  |  | (60,842,182 | ) |  |  | - |  |  |  | (74,879,944 | )
Gross profit |  |  | 982,924 |  |  |  | 4,333,430 |  |  |  | - |  |  |  | 5,316,354 |
Total operating expenses |  |  | (3,108,736 | ) |  |  | (3,137,747 | ) |  |  | (405,132 | ) |  |  | (6,651,615 | )
Operating (loss) income |  |  | (2,125,812 | ) |  |  | 1,195,683 |  |  |  | (405,132 | ) |  |  | (1,335,261 | )
Finance income (expenses), net |  |  | 107,870 |  |  |  | (102,708 | ) |  |  | (148 | ) |  |  | 5,014 |
Other income, net |  |  | 503,156 |  |  |  | (217,952 | ) |  |  | 1,632,000 |  |  |  | 1,917,204 |
Income tax credit |  |  | - |  |  |  | 93,546 |  |  |  | - |  |  |  | 93,546 |
Net income |  |  | (1,514,786 | ) |  |  | 968,569 |  |  |  | 1,226,720 |  |  |  | 680,503 |
As of March 31, 2022 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Identifiable long-lived assets |  |  | 101,091,666 |  |  |  | 31,423,660 |  |  |  | - |  |  |  | 132,515,326 |
Total assets |  |  | 178,351,609 |  |  |  | 99,826,945 |  |  |  | 616,667 |  |  |  | 278,795,221 |

Note: The Company does not allocate its assets located and expenses incurred outside China to its reportable segments because these assets and activities are managed at a corporate level.

Net revenues by product:

The Company’s products can be categorized into high power lithium batteries and materials used in manufacturing of lithium batteries.. For the product sales of high power lithium batteries, the Company manufactured five types of Li-ion rechargeable batteries: aluminum-case cell, battery pack, cylindrical cell, lithium polymer cell and high-power lithium battery cell. The Company’s battery products are sold to packing plants operated by third parties primarily for use in mobile phones and other electronic devices. For the product sales of materials used in manufacturing of lithium batteries, the Company, via its subsidiary, Hitrans, manufactured cathode materials and Precursor for use in manufacturing of cathode. Revenue from these products is as follows:

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
High power lithium batteries used in: |  |  |  |  |  |
Electric vehicles |  | $ | 100,976 |  |  | $ | 309 |
Light electric vehicles |  |  | 34,104 |  |  |  | 88,764 |
Uninterruptable supplies |  |  | 8,763,583 |  |  |  | 14,931,613 |
Trading of raw materials used in lithium batteries |  |  | 517,386 |  |  |  | - |
|  |  | 9,416,049 |  |  |  | 15,020,686 |
Materials used in manufacturing of lithium batteries |  |  |  |  |  |  |  |
Cathode |  |  | - |  |  |  | 28,362,877 |
Precursor |  |  | - |  |  |  | 36,812,735 |
|  |  | - |  |  |  | 65,175,612 |
Total consolidated revenue |  | $ | 9,416,049 |  |  | $ | 80,196,298 |

Net revenues by geographic area:

The Company’s operations are located in the PRC. The following table provides an analysis of the Company’s sales by geographical markets based on locations of customers:

|  | Three months ended March 31, |
|  | 2021 |  |  | 2022 |
Mainland China |  | $ | 7,625,793 |  |  |  | 71,996,013 |
Europe |  |  | 1,789,045 |  |  |  | 8,134,906 |
Others |  |  | 1,211 |  |  |  | 65,379 |
Total |  | $ | 9,416,049 |  |  | $ | 80,196,298 |

Substantially all of the Company’s long-lived assets are located in the PRC.

29. Subsequent events

The Company has evaluated subsequent events from March 31, 2022 to the date the financial statements were issued and has determined that there are no items to disclose.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following management’s discussion and analysis should be read in conjunction with our financial statements and the notes thereto and the other financial information appearing elsewhere in this report. Our financial statements are prepared in U.S. dollars and in accordance with U.S. GAAP.

Special Note Regarding Forward Looking Statements

Statements contained in this report include “forward-looking statements” within the meaning of such term in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We use words such as “believe,” “expect,” “anticipate,” “project,” “target,” “plan,” “optimistic,” “intend,” “aim,” “will” or similar expressions which are intended to identify forward-looking statements. Such statements include, among others, those concerning market and industry segment growth and demand and acceptance of new and existing products; any projections of sales, earnings, revenue, margins or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements regarding future economic conditions or performance; as well as all assumptions, expectations, predictions, intentions or beliefs about future events. You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, including those identified in Item 1A, “Risk Factors” described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as well as assumptions, which, if they were to ever materialize or prove incorrect, could cause the results of the Company to differ materially from those expressed or implied by such forward-looking statements.

Readers are urged to carefully review and consider the various disclosures made by us in this report and our other filings with the SEC. These reports attempt to advise interested parties of the risks and factors that may affect our business, financial condition and results of operations and prospects. The forward-looking statements made in this report speak only as of the date hereof and we disclaim any obligation, except as required by law, to provide updates, revisions or amendments to any forward-looking statements to reflect changes in our expectations or future events.

Use of Terms

Except as otherwise indicated by the context and for the purposes of this report only, references in this report to:

| ● | “Company”, “we”, “us” and “our” are to the combined business of CBAK Energy Technology, Inc., a Nevada corporation, and its consolidated subsidiaries;
| ● | “BAK Asia” are to our Hong Kong subsidiary, China BAK Asia Holdings Limited;
| ● | “CBAK Trading” are to our PRC subsidiary, Dalian CBAK Trading Co., Ltd.;
| ● | “CBAK Power” are to our PRC subsidiary, Dalian CBAK Power Battery Co., Ltd.;
| ● | “CBAK Suzhou” are to our PRC subsidiary, CBAK New Energy (Suzhou) Co., Ltd.;
| ● | “CBAK Energy” are to our PRC subsidiary, Dalian CBAK Energy Technology Co., Ltd.;
| ● | “BAK Investments” are to our Hong Kong subsidiary, BAK Asia Investments Limited;
| ● | “CBAK Nanjing” are to our PRC subsidiary, CBAK New Energy (Nanjing) Co., Ltd;
| ● | “Nanjing CBAK” are to our PRC subsidiary, Nanjing CBAK New Energy Technology Co., Ltd.;
| ● | “Nanjing Daxin” are to our PRC subsidiary, Nanjing Daxin New Energy Automobile Industry Co., Ltd.;

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| ● | “Hitrans” are to our 81.56% owned PRC subsidiary, Zhejiang Hitrans Lithium Battery Technology (we, through CBAK Power, hold 81.56% of registered equity interests of Hitrans, representing 75.57% of paid-up capital);
| ● | “Guangdong Hitrans” are to Hitrans’s 80% owned PRC subsidiary, Guangdong Meidu Hitrans Resources Recycling Technology Co., Ltd.;
| ● | “Haisheng” are to Hitrans’s wholly-owned PRC subsidiary, Shaoxing Haisheng International Trading Co., Ltd.;
| ● | “China” and “PRC” are to the People’s Republic of China;
| ● | “RMB” are to Renminbi, the legal currency of China;
| ● | “U.S. dollar”, “$” and “US$” are to the legal currency of the United States;
| ● | “SEC” are to the United States Securities and Exchange Commission;
| ● | “Securities Act” is to the Securities Act of 1933, as amended; and
| ● | “Exchange Act” are to the Securities Exchange Act of 1934, as amended.

Overview

We are a manufacturer of new energy high power lithium batteries that are mainly used in light electric vehicles, electric vehicles, electric tools, energy storage (such as uninterruptible power supply (UPS) applications) and other high-power applications. Our primary product offering consists of new energy high power lithium batteries, but we are also seeking to expand into the production and sale of light electric vehicles. After completing the acquisition of 81.56% of registered equity interests (representing 75.57% of paid-up capital) of Hitrans in November 2021, we entered into the business of developing and manufacturing NCM precursor and cathode materials. Hitrans is a leading developer and manufacturer of ternary precursor and cathode materials in China, whose products have a wide range of applications including electric vehicles, electric tools, high-end digital products and storage, among others.

We acquired most of our operating assets, including customers, employees, patents and technologies from our former subsidiary BAK International (Tianjin) Ltd. (“BAK Tianjin”). We acquired these assets in exchange for a reduction in accounts receivable from our former subsidiaries that were disposed of in June 2014.

As of March 31, 2022, we report financial and operational information in two segments: (i) production of high-power lithium battery cells and (ii) manufacture and sale of materials used in high-power lithium battery cells.

We currently conduct our business through (i) three wholly-owned operating subsidiaries in China that we own through BAK Asia, an investment holding company formed under the laws of Hong Kong on July 9, 2013; (ii) CBAK Nanjing, a wholly-owned subsidiary in China that we own through BAK Investments, an investment holding company formed under the laws of Hong Kong and acquired by us on July 14, 2020; (iii) Nanjing CBAK, a 100% owned subsidiary of CBAK Nanjing; (iv) Nanjing Daxin, a 100% owned subsidiary of CBAK Nanjing; and (v) Hitrans, a subsidiary of CBAK Power, which we own 81.56% of its registered equity interests (representing 75.57% of paid-up capital) through CBAK Power.

As disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed on April 15, 2022 and other reports filed with the SEC, we completed capital intensive construction undertakings in Nanjing to expand the Company’s manufacturing capabilities for lithium batteries in the second half of 2021. In addition, we have been expanding our business by developing new products, fostering new partnerships and strategic acquisition of companies that complement and augment our business.

Due to the growing environmental pollution problem, the Chinese government has been providing support to the development of new energy facilities and vehicles for several years. It is expected that we will be able to secure more potential orders from the new energy market. We believe that with the booming market demand in high power lithium-iron products, we can continue as a going concern and return to profitability sustainably.

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Financial Performance Highlights for the Quarter Ended March 31, 2022

The following are some financial highlights for the quarter ended March 31, 2022:

| ● | Net revenues: Net revenues increased by $70.8 million, or 752%, to $80.2 million for the three months ended March 31, 2022, from $9.4 million for the same period in 2021.
| ● | Gross profit: Gross profit was $5.3 million, representing an increase of $3.5 million, for the three months ended March 31, 2022, from gross profit of $1.8 million for the same period in 2021.
| ● | Operating loss: Operating loss was $1.3 million for the three months ended March 31, 2022, reflecting an increase of $1.3 million from an operating loss of $0.03 million for the same period in 2021.
| ● | Net income: Net income was $0.7 million for the three months ended March 31, 2022, compared to a net income of $29.6 million for the same period in 2021.
| ● | Fully diluted income per share: Fully diluted income per share was $0.01 for the three months ended March 31, 2022, as compared to fully diluted income per share of $0.35 for the same period in 2021.

Financial Statement Presentation

Net revenues. The Company recognizes revenues when its customer obtains control of promised goods or services, in an amount that reflects the consideration which it expects to receive in exchange for those goods. The Company recognizes revenues following the five-step model prescribed under ASU No. 2014-09: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation.

Revenues from product sales are recognized when the customer obtains control of our product, which occurs at a point in time, typically upon delivery to the customer. We expense incremental costs of obtaining a contract as and when incurred it the expected amortization period of the asset that it would have recognized is on year or less or the amount is immaterial.

Revenue from product sales is recorded net of reserves established for applicable discounts and allowances that are offered within contracts with our customers.

Product revenue reserves, which are classified as a reduction in product revenues, are generally characterized in the categories: discounts and returns. These reserves are based on estimates of the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable as the amount is payable to the Company’s customer.

Cost of revenues. Cost of revenues consists primarily of material costs, employee remuneration for staff engaged in production activity, share-based compensation, depreciation and related expenses that are directly attributable to the production of products. Cost of revenues also includes write-downs of inventory to lower of cost and net realizable value.

Research and development expenses. Research and development expenses primarily consist of remuneration for R&D staff, share-based compensation, depreciation and maintenance expenses relating to R&D equipment, and R&D material costs.

Sales and marketing expenses. Sales and marketing expenses consist primarily of remuneration for staff involved in selling and marketing efforts, including staff engaged in the packaging of goods for shipment, warranty expenses, advertising cost, depreciation, share-based compensation and travel and entertainment expenses. We do not pay slotting fees to retail companies for displaying our products, engage in cooperative advertising programs, participate in buy-down programs or similar arrangements.

General and administrative expenses. General and administrative expenses consist primarily of employee remuneration, share-based compensation, professional fees, insurance, benefits, general office expenses, depreciation, liquidated damage charges and bad debt expenses.

Finance costs, net. Finance costs consist primarily of interest income and interest on bank loans, net of capitalized interest.

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Income tax expenses. Our subsidiaries in PRC are subject to an income tax rate of 25%, except that Hitrans and CBAK Power were recognized as a “High and New Technology Enterprise” and enjoyed a preferential tax rate of 15% from 2021 to 2023. Our Hong Kong subsidiaries are subject to profits tax at a rate of 16.5%. However, because we did not have any assessable income derived from or arising in Hong Kong, the entities had not paid any such tax.

Results of Operations

Comparison of Three Months Ended March 31, 2021 and 2022

The following tables set forth key components of our results of operations for the periods indicated.

(All amounts, other than percentages, in thousands of U.S. dollars)

|  | Three Months Ended March 31, |  |  | Change |
|  | 2021 |  |  | 2022 |  |  | $ |  |  | % |
Net revenues |  | $ | 9,416 |  |  |  | 80,196 |  |  |  | 70,780 |  |  |  | 752 | %
Cost of revenues |  |  | (7,577 | ) |  |  | (74,880 | ) |  |  | (67,303 | ) |  |  | 888 | %
Gross profit |  |  | 1,839 |  |  |  | 5,316 |  |  |  | 3,477 |  |  |  | 189 | %
Operating expenses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Research and development expenses |  |  | (484 | ) |  |  | (3,313 | ) |  |  | (2,829 | ) |  |  | 585 | %
Sales and marketing expenses |  |  | (213 | ) |  |  | (830 | ) |  |  | (617 | ) |  |  | 290 | %
General and administrative expenses |  |  | (1,324 | ) |  |  | (2,237 | ) |  |  | (913 | ) |  |  | 69 | %
Recovery of (provision for) doubtful accounts |  |  | 154 |  |  |  | (271 | ) |  |  | (425 | ) |  |  | -276 | %
Total operating expenses |  |  | (1,867 | ) |  |  | (6,651 | ) |  |  | (4,784 | ) |  |  | 256 | %
Operating loss |  |  | (28 | ) |  |  | (1,335 | ) |  |  | (1,307 | ) |  |  | 4,668 | %
Finance (expense) income, net |  |  | (8 | ) |  |  | 5 |  |  |  | 13 |  |  |  | -163 | %
Other income, net |  |  | 1,218 |  |  |  | 285 |  |  |  | (933 | ) |  |  | -77 | %
Change in fair value of warrants liability |  |  | 28,426 |  |  |  | 1,632 |  |  |  | (26,794 | ) |  |  | -94 | %
Income before income tax |  |  | 29,608 |  |  |  | 587 |  |  |  | (29,021 | ) |  |  | -98 | %
Income tax credit |  |  | - |  |  |  | 94 |  |  |  | 94 |  |  |  | n/a |
Net income |  |  | 29,608 |  |  |  | 681 |  |  |  | (28,927 | ) |  |  | -98 | %
Less: Net loss (income) attributable to non-controlling interests |  |  | 1 |  |  |  | (236 | ) |  |  | (237 | ) |  |  | -23,700 | %
Net income attributable to shareholders of CBAK Energy Technology, Inc. |  | $ | 29,609 |  |  |  | 445 |  |  |  | (29,164 | ) |  |  | -98 | %

Net revenues. Net revenues increased by $70.8 million, or 752%, to $80.2 million for the three months ended March 31, 2022, from $9.4 million for the same period in 2021.

The following table sets forth the breakdown of our net revenues by end-product applications.

(All amounts in thousands of U.S. dollars other than percentages)

|  | Three months ended March 31, |  |  | Change |
|  | 2021 |  |  | 2022 |  |  | $ |  |  | % |
High power lithium batteries used in: |  |  |  |  |  |  |  |  |  |  |  |
Electric vehicles |  | $ | 101 |  |  |  | - |  |  |  | (101 | ) |  |  | -100 | %
Light electric vehicles |  |  | 34 |  |  |  | 89 |  |  |  | 55 |  |  |  | 162 | %
Uninterruptable supplies |  |  | 8,764 |  |  |  | 14,931 |  |  |  | 6,167 |  |  |  | 70 | %
Trading of raw materials used in lithium batteries |  |  | 517 |  |  |  | - |  |  |  | (517 | ) |  |  | -100 | %
|  |  | 9,416 |  |  |  | 15,020 |  |  |  | 5,604 |  |  |  | 60 | %
Materials used in manufacturing of lithium batteries |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cathode |  |  | - |  |  |  | 28,363 |  |  |  | 28,363 |  |  |  | - |
Precursor |  |  | - |  |  |  | 36,813 |  |  |  | 36,813 |  |  |  | - |
|  |  | - |  |  |  | 65,176 |  |  |  | 65,176 |  |  |  | - |
Total |  | $ | 9,416 |  |  | $ | 80,196 |  |  |  | 70,780 |  |  |  | 752 | %

49

Net revenues from sales of batteries for electric vehicles were $nil for the three months ended March 31, 2022 as compared to $0.1 million in the same period of 2021, representing a decrease of $0.1 million.

Net revenues from sales of batteries for light electric vehicles were $88,764 for the three months ended March 31, 2022, as compared to $34,104 in the same period of 2021, marking an increase of $54,660, or 162%. We will continue to penetrate the market for batteries used in light electric vehicles.

Net revenues from sales of batteries for uninterruptable power supplies were $14.9 million in the three months ended March 31, 2022, as compared with $8.8 million in the same period in 2021, representing an increase of $6.2 million, or 70%. As we continue to focus on this market, sale of batteries for uninterruptable power supplies have continued to increase significantly.

Net revenues from sales of raw materials used in lithium batteries were $nil in the three months ended March 31, 2022, as compared with $0.5 million in the same period in 2021, representing a decrease of $0.5 million.

Net revenues from sales of materials used in manufacturing of lithium batteries were $65.2 million for the three months ended March 31, 2022, as compared to $nil for the same period of 2021. Revenue from sales of battery raw materials was attributable to the newly acquired subsidiary, Hitrans, a leading producer of raw materials such as cathode and precursor for lithium batteries. We aim to strengthen the battery production ecosystem as we seek stable raw material supply and drive greater revenue for our business.

Cost of revenues. Cost of revenues increased to $74.9 million for the three months ended March 31, 2022, as compared to $7.6 million for the same period in 2021, an increase of $67.3 million, or 888%. The increase in cost of revenues was in line with the increase of net revenues. The cost of revenues includes write down of obsolete inventories of $0.4 million for three months ended March 31, 2022, as compared to $0.2 million for the same period in 2021. We write down the inventory value whenever there is an indication that it is impaired.

Gross profit. Gross profit for the three months ended March 31, 2022 was $5.3 million, or 6.6% of net revenues as compared to gross profit of $1.8 million, or 19.5% of net revenues, for the same period in 2021. Gross profit margin was lowered mainly due to the increase in raw material prices.

Research and development expenses. Research and development expenses increased to approximately $3.3 million for the three months ended March 31, 2022, as compared to approximately $0.5 million for the same period in 2021, an increase of $2.8 million, or 585%. The increase primarily resulted from an increase in R&D employees’ salary and benefit expenses by approximately $0.8 million. R&D employees’ salary and benefit expenses increased due to incorporating R&D personnel of Hitrans, and a growing number of employees at Nanjing CBAK and Nanjing Daxin. In addition, we incurred expenses for materials used in research and development activities of $1 million and $0.1 million for the three months ended March 31, 2022 and 2021, respectively, as the Company researches and developd upgraded battery products with lower costs and better performance. We incurred $0.5 million in testing and development cost for the manufacture and sale of materials used in high-power lithium battery cells segment during the three months ended March 31, 2022.

Sales and marketing expenses. Sales and marketing expenses increased to approximately $0.8 million for the three months ended March 31, 2022, as compared to approximately $0.2 million for the same period in 2021, an increase of approximately $0.6 million, or 290%. As a percentage of revenues, sales and marketing expenses were 1% and 2.3% for the three months ended March 31, 2022 and 2021, respectively. The increase mainly resulted from an increase in salary and benefit expenses for sales and marketing employees by approximately $0.3 million. Such increase is due to (i) incorporating sales and marketing personnel of Hitrans, (ii) a growing number of employees at Nanjing CBAK and Nanjing Daxin, and (iii) pay raises for sales and marketing employees for growth in revenue. In addition, we incurred shipping and declaration expenses of $0.3 million and $0.1 million for the three months ended March 31, 2022 and 2021, we have secured more overseas orders for the three months ended March 31, 2022 compared to 2021.

50

General and administrative expenses. General and administrative expenses increased to $2.2 million, or 2.8% of revenues, for the three months ended March 31, 2022, as compared to $1.3 million, or 14.1% of revenues, for the same period in 2021, representing an increase of $0.9 million, or 69%. The increase primarily resulted from a significant increase in administrative employees’ salary and benefit expenses by approximately $0.6 million. Administrative employees’ salary and benefit expenses increased due to incorporating general and administrative personnel of Hitrans, and a growing number of employees at Nanjing CBAK and Nanjing Daxin. In addition, our rental expenses increased by approximately $0.1 million, as a result of added leased manufacturing space, warehouse and staff dormitory compared to the three months ended March 31, 2021.

Provision for (recovery of) doubtful accounts. Provision for doubtful accounts was $0.3 million for the three months ended March 31, 2022, as compared to a recovery of $0.2 million for the same period in 2021. We determine the allowance based on historical write-off experience, customer specific facts and economic conditions.

Operating loss. As a result of the above, our operating loss totaled $1.3 million for the three months ended March 31, 2022, as compared to $0.02 million for the same period in 2021, representing an increase of $1.3 million, or 4,668%.

Finance (expenses) income, net. Finance expense, net was $5,014 for the three months ended March 31, 2022, as compared to finance income of $7,598 for the same period in 2021, representing an increase of $12,612.

Other income, net. Other income was $0.3 million for the three months ended March 31, 2022, as compared to $1.2 million for the same period in 2021. For the three months ended March 31, 2022, we received government assistances of $0.7 million offset by $0.2 million loss from electric bicycles samples sales and $0.2 million of non-operating expenses. For the three months ended March 31, 2021, we received $1.2 million in debts relief from our materials and equipment suppliers.

Changes in fair value of warrants liability. We issued warrants in the financing we consummated in December 2020 and February 2021. We determined that these warrants should be accounted for as derivative liabilities, as the warrants are dominated in a currency (U.S. dollar) other than our functional currency. The change in fair value of warrants liability is mainly due to the share price decline.

Income tax. Income tax credit was $93,546 and $nil for the three months ended March 31, 2022 and 2021, respectively.

Net income. As a result of the foregoing, we had a net income of $0.7 million for the three months ended March 31, 2022, compared to net income of $29.6 million for the same period in 2021.

Liquidity and Capital Resources

We had financed our liquidity requirements from a variety of sources, including short-term bank loans, other short-term loans and bills payable under bank credit agreements, advance from our related and unrelated parties, investors and issuance of capital stock and other equity-linked securities.

We incurred a net income of $0.7 million for the three months ended March 31, 2022. As of March 31, 2022, we had cash and cash equivalents of $30.8 million. Our total current assets were $140.0 million and our total current liabilities were $126.8 million as of March 31, 2022, resulting in a net working capital of $13.2 million.

As of March 31, 2022, we had an accumulated deficit of $122.1 million. We had an accumulated deficit from recurring net losses incurred for the prior years and significant short-term debt obligations maturing in less than one year as of March 31, 2022. These factors raise substantial doubts about our ability to continue as a going concern. The report from our independent registered public accounting firm for the year ended December 31, 2021 included an explanatory paragraph in respect of the substantial doubt of our ability to continue as a going concern.

51

These consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Lending from Financial Institutions

On June 4, 2018, we obtained banking facilities from China Everbright Bank Dalian Branch with a maximum amount of RMB200 million (approximately $30.63 million) with the term from June 12, 2018 to June 10, 2021, bearing interest at 130% of benchmark rate of the People’s Bank of China (“PBOC”) for three-year long-term loans, which is currently 6.175% per annum. Under the facilities, we borrowed RMB126.0 million ($18.1 million), RMB23.3 million ($3.3 million), RMB9.0 million ($1.3 million) and RMB9.5 million ($1.4 million) on June 12, June 20, September 20, and October 19, 2018, respectively. The loans are repayable in six installments of RMB0.8 million ($0.12 million) on December 10, 2018, RMB24.3 million ($3.50 million) on June 10, 2019, RMB0.8 million ($0.12 million) on December 10, 2019, RMB74.7 million ($10.7 million) on June 10, 2020, RMB0.8 million ($0.12 million) on December 10, 2020 and RMB66.3 million ($9.6 million) on June 10, 2021. We repaid the bank loan of RMB0.8 million ($0.12 million), RMB24.3 million ($3.72 million) and RMB0.8 million ($0.12 million) in December 2018, June 2019 and December 2019, respectively.

On June 28, 2020, the Company entered into a supplemental agreement with China Everbright Bank Dalian Branch to change the repayment schedule. According to the supplemental agreement, the remaining RMB141.8 million (approximately $21.72 million) loans are repayable in eight instalments consisting of RMB1.09 million ($0.17 million) on June 10, 2020, RMB1 million ($0.15 million) on December 10, 2020, RMB2 million ($0.31 million) on January 10, 2021, RMB2 million ($0.31 million) on February 10, 2021, RMB2 million ($0.31 million) on March 10, 2021, RMB2 million ($0.31 million) on April 10, 2021, RMB2 million ($0.31 million) on May 10, 2021, and RMB129.7 million ($19.9 million) on June 10, 2021, respectively. As of June 30, 2021, the Company repaid all the bank loan.

On October 15, 2019, the Company borrowed a total of RMB28 million (approximately $4.12 million) in the form of bills payable from China Everbright Bank Dalian Branch for a term until October 15, 2020, which was secured by the Company’s cash totaled RMB28 million (approximately $4.12 million). The Company discounted the bills payable of even date to China Everbright Bank at a rate of 3.3%. The Company repaid the bills on October 15, 2020.

In December 2019, the Company obtained banking facilities from China Everbright Bank Dalian Friendship Branch totaled RMB39.9 million (approximately $6.1 million) for a term until November 6, 2020, bearing interest at 5.655% per annum. The facility was secured by 100% equity in CBAK Power held by BAK Asia and buildings of Hubei BAK Real Estate Co., Ltd., which Mr. Yunfei Li, the Company’s CEO holding 15% equity interest. Under the facilities, the Company repaid the bank loan of RMB39.9 million (approximately $6.1 million) in December 2020.

On November 16, 2021, the Company obtained banking facilities from Shaoxing Branch of Bank of Communications Co., Ltd with a maximum amount of RMB120.1 million (approximately $19.0 million) with the term from November 18, 2021 to November 18, 2026. The facility was secured by the Company’s land use rights and buildings. Under the facility, the Company has borrowed RMB56.0 million (approximately 8.9 million) and RMB63.1 million (approximately $9.9 million) as of December 31, 2021 and March 31, 2022, respectively, for a term until November 16, 2022 to February 28, 2023, bearing interest at 4.35% per annum.

The Company borrowed a series of acceptance bills from Shaoxing Branch of Bank of Communications Co., Ltd totaled RMB53.7 million (approximately $8.4 million) for various terms through April to August 2022, which was secured by the Company’s cash totaled RMB22.3 million (approximately $3.5 million) and bills receivables totaled RMB31.3 million (approximately $4.9 million).

The Company borrowed a series of acceptance bills from Shaoxing Branch of Bank of Communications Co., Ltd totaled RMB32.2 million (approximately $5.1 million) for various terms through May to August 2022, which was secured by the Company’s cash totaled RMB16.1 million (approximately $2.5 million) and the Company’s land use rights and buildings.

52

In October to December 2020, the Company borrowed a series of acceptance bills from China Merchants Bank totaled RMB13.5 million (approximately $2.07 million) for various terms through April to June 2021, which was secured by the Company’s cash totaled RMB13.5 million (approximately $2.07 million). The Company repaid the bills through April to June 2021.

The Company borrowed a series of acceptance bills from Agricultural Bank of China totaling RMB32.0 million (approximately $5.1 million) for various terms through April to September 2022, which was secured by the Company’s cash totaling RMB32.0 million (approximately $5.1 million).

The Company borrowed a series of acceptance bills from China Zheshang Bank Co. Ltd Shenyang Branch totaled RMB89.6 million (approximately $14.1 million) for various terms through April to September 2022, which was secured by the Company’s cash totaled RMB88.9 million (approximately $14.0 million) and the Company’s bills receivable totaled RMB0.7 million (approximately $0.1 million).

On April 19, 2021, the Company obtained five-year acceptance bills facilities from Bank of Ningbo Co., Ltd with a maximum amount of RMB84.4 million (approximately $13.2 million). Any amount drawn under the facilities requires security in the form of cash or bank acceptance bills receivable of at least the same amount. Under the facilities, as of December 31, 2021, the Company borrowed a total of RMB10 million (approximately $1.6 million) from Bank of Ningbo Co., Ltd in the form of bills payable for a various term expiring from January to February 2022, which was secured by the Company’s cash totaled RMB10 million (approximately $1.6 million). We repaid the bills in January to February 2022.

On January 17, 2022, the Company obtained a one-year term facility from Agricultural Bank of China with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 105% of benchmark rate of the People’s Bank of China (“PBOC”) for short-term loans, which is 3.85% per annum. The facility was guaranteed by the Company’s CEO, Mr. Yunfei Li and Mr. Yunfei Li’s wife Ms. Qinghui Yuan. The Company borrowed RMB10 million (approximately $1.6 million).

On February 9, 2022, the Company obtained a one-year term facility from Jiangsu Gaochun Rural Commercial Bank with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 124% of benchmark rate of the People’s Bank of China (“PBOC”) for short-term loans, which is 4.94% per annum. The facility was guaranteed by the Company’s CEO, Mr. Yunfei Li and Mr. Yunfei Li’s wife Ms. Qinghui Yuan. The Company borrowed RMB10 million (approximately $1.6 million) as of May 13, 2022.

On March 8, 2022, the Company obtained a one-year term facility from China Zheshang Bank Co., Ltd. Shangyu Branch with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 5.5% per annum. The facility was guaranteed by 100% equity in CBAK Power held by BAK Asia and the Company’s CEO, Mr. Yunfei Li. The Company borrowed RMB10 million (approximately $1.6 million) as of May 13, 2022.

On April 29, 2022, the Company obtained a one-year term facility from Industrial and Commercial Bank of China Nanjing Gaochun branch, with a maximum amount of RMB10 million (approximately $1.6 million) bearing interest at 3.95% per annum. The facility was guaranteed by the Company’s CEO, Mr. Yunfei Li and Mr. Yunfei Li’s wife Ms. Qinghui Yuan. The Company borrowed RMB10 million (approximately $1.6 million) as of May 13, 2022.

As of March 31, 2022, we had unutilized committed banking facilities of $6.6 million. We plan to renew these loans upon maturity and intend to raise additional funds through bank borrowings in the future to meet our daily cash demands, if required.

53

Equity and Debt Financings from Investors

We have also obtained funds through private placements, registered direct offerings and other equity and note financings.

On December 8, 2020, we entered into a securities purchase agreement with certain institutional investors, pursuant to which we issued in a registered direct offering, an aggregate of 9,489,800 shares of common stock of the Company at a per share purchase price of $5.18, and warrants to purchase an aggregate of 3,795,920 shares of common stock of the Company at an exercise price of $6.46 per share exercisable for 36 months from the date of issuance, for gross proceeds of approximately $49.16 million, before deducting fees to the placement agent and other offering expenses payable by the Company.

On February 8, 2021, we entered into another securities purchase agreement with the same investors, pursuant to which we issued in a registered direct offering, an aggregate of 8,939,976 shares of common stock of the Company at a per share purchase price of $7.83. In addition, we issued to the investors (i) in a concurrent private placement, the Series A-1 warrants to purchase a total of 4,469,988 shares of common stock, at a per share exercise price of $7.67 and exercisable for 42 months from the date of issuance; (ii) in the registered direct offering, the Series B warrants to purchase a total of 4,469,988 shares of common stock, at a per share exercise price of $7.83 and exercisable for 90 days from the date of issuance; and (iii) in the registered direct offering, the Series A-2 warrants to purchase up to 2,234,992 shares of common stock, at a per share exercise price of $7.67 and exercisable for 45 months from the date of issuance. We received gross proceeds of approximately $70 million from the registered direct offering and the concurrent private placement, before deducting fees to the placement agent and other offering expenses payable by the Company.

On May 10, 2021, we entered into the Series B Warrant Amendment with each of the holders of the Company’s outstanding Series B warrants. Pursuant to the Series B Warrant Amendment, the term of the Series B warrants was extended from May 11, 2021 to August 31, 2021.

As of August 31, 2021, we had not received any notices from the investors to exercise Series B warrants. Series B warrants, along with Series A-2 warrants, had both expired on September 1, 2021.

We currently are expanding our product lines and manufacturing capacity in our Dalian and Nanjing plants, which requires additional funding to finance the expansion. We may also require additional cash due to changing business conditions or other future developments, including any investments or acquisitions we may decide to pursue. We plan to renew these loans upon maturity, if required, and plan to raise additional funds through bank borrowings and equity financing in the future to meet our daily cash demands, if required. However, there can be no assurance that we will be successful in obtaining this financing. If our existing cash and bank borrowing are insufficient to meet our requirements, we may seek to sell equity securities, debt securities or borrow from lending institutions. We can make no assurance that financing will be available in the amounts we need or on terms acceptable to us, if at all. The sale of equity securities, including convertible debt securities, would dilute the interests of our current shareholders. The incurrence of debt would divert cash for working capital and capital expenditures to service debt obligations and could result in operating and financial covenants that restrict our operations and our ability to pay dividends to our shareholders. If we are unable to obtain additional equity or debt financing as required, our business operations and prospects may suffer.

The accompanying condensed consolidated financial statements have been prepared assuming we will continue to operate as a going concern, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty related to our ability to continue as a going concern.

The following table sets forth a summary of our cash flows for the periods indicated:

(All amounts in thousands of U.S. dollars)

|  | Three Months Ended March 31, |
|  | 2021 |  |  | 2022 |
Net cash provided by operating activities |  | $ | 764 |  |  | $ | 5,051 |
Net cash used in investing activities |  |  | (5,681 | ) |  |  | (2,718 | )
Net cash provided by financing activities |  |  | 65,350 |  |  |  | 1,899 |
Effect of exchange rate changes on cash and cash equivalents |  |  | 336 |  |  |  | 164 |
Net increase in cash and cash equivalents and restricted cash |  |  | 60,769 |  |  |  | 4,396 |
Cash and cash equivalents and restricted cash at the beginning of period |  |  | 20,671 |  |  |  | 26,355 |
Cash and cash equivalents and restricted cash at the end of period |  | $ | 81,440 |  |  | $ | 30,751 |

54

Operating Activities

Net cash provided by operating activities was $5.1million in the three months ended March 31, 2022, as compared with $0.8 million in the same period in 2021. The net cash provided by operating activities for the three months ended March 31, 2022 was mainly attributable to our net profit (before non-cash depreciation and amortization, provision for doubtful debts, write-down of inventories, share-based compensation and changes in fair value of warrants liability) of $1.6 million, an increase of trade accounts and bills payable of $13.8 million and an increase of accrued expenses and other payables of $2.6 million offset by an increase of trade accounts and bills receivable of $0.5 million, an increase in inventories of $12.1 million, an increase of $1.7 million of prepayments and other receivables.

Net cash provided by operating activities was $0.8 million in the three months ended March 31, 2021. The net cash provided by operating activities for the three months ended March 31, 2021 was mainly attributable to our net profit (before gain on disposal of property, plant and equipment, non-cash depreciation and amortization, recovery of doubtful debts, write-down of inventories, share-based compensation and changes in fair value of warrants liability) of $2.1 million, a decrease of trade accounts and bills receivable of $6.3 million, partially offset by an increase in inventories of $1.5 million, an increase of $0.5 million of prepayments and other receivables, a decrease of trade accounts and bills payable of $2.9 million and a decrease of accrued expenses and other payables of $0.9 million.

Investing Activities

Net cash used in investing activities was $2.7 million for the three months ended March 31, 2022, as compared to $5.7 million in the same period of 2021. The net cash used in investing activities comprised the purchases of property, plant and equipment and construction in progress.

Financing Activities

Net cash provided by financing activities was $1.9 million in the three months ended March 31, 2022, as compared to net cash provided by financing activities of $65.4 million in the same period in 2021. The net cash provided by financing activities for the three months ended March 31, 2022 was mainly attributable to $5.8 million advances from bank borrowings offset by repayment of borrowings from Mr. Ye Junnan of $4.0 million.

Net cash provided by financing activities was $65.4 million in the three months ended March 31, 2021. The net cash provided by financing activities for the three months ended March 31, 2021 was mainly attributable to $65.5 million net proceeds from issuance of shares to institutional investors in February 2021.

As of March 31, 2022, the principal amounts outstanding under our credit facilities and lines of credit were as follows:

(All amounts in thousands of U.S. dollars)

|  | Maximum amount available |  |  | Amount borrowed |
Long-term credit facilities: |  |  |  |  |  |
Shaoxing Branch of Bank of Communications Co., Ltd |  | $ | 19,033 |  |  | $ | 12,480 |
Short-term credit facilities: |  |  |  |  |  |  |  |
China Zheshang Bank Co., Ltd |  |  | 1,577 |  |  |  | 1,577 |
Jiangsu Gaochun Rural Commercial Bank |  |  | 1,577 |  |  |  | 1,577 |
Agricultural Bank of China |  |  | 1,577 |  |  |  | 1,577 |
|  |  | 4,731 |  |  |  | 4,731 |
Other lines of credit: |  |  |  |  |  |  |  |
Shaoxing Branch of Bank of Communications Co., Ltd |  | $ | 10,998 |  |  | $ | 10,998 |
Agricultural Bank of China |  |  | 5,048 |  |  |  | 5,048 |
China Zheshang Bank Co., Ltd |  |  | 14,137 |  |  |  | 14,137 |
|  |  | 30,183 |  |  |  | 30,183 |
Total |  | $ | 53,947 |  |  | $ | 47,394 |

55

Capital Expenditures

We incurred capital expenditures of $3.4 million and $5.7 million in the three months ended March 31, 2022 and 2021, respectively. Our capital expenditures were used primarily to construct our Dalian facility and Nanjing facility.

We estimate that our total capital expenditures in fiscal year 2022 will reach approximately $15.0 million. Such funds will be used to renovate the current product lines and construct new plants that will be equipped with new product lines and battery module packing lines.

Critical Accounting Policies

Our condensed consolidated financial information has been prepared in accordance with U.S. GAAP, which requires us to make judgments, estimates and assumptions that affect (1) the reported amounts of our assets and liabilities, (2) the disclosure of our contingent assets and liabilities at the end of each fiscal period and (3) the reported amounts of revenues and expenses during each fiscal period. We continually evaluate these estimates based on our own historical experience, knowledge and assessment of current business and other conditions, our expectations regarding the future based on available information and reasonable assumptions, which together form our basis for making judgments about matters that are not readily apparent from other sources. Since the use of estimates is an integral component of the financial reporting process, our actual results could differ from those estimates. Some of our accounting policies require a higher degree of judgment than others in their application.

There were no material changes to the critical accounting policies previously disclosed in our audited consolidated financial statements for the year ended December 31, 2021 included in the Annual Report on Form 10-K filed on April 15, 2022.

Changes in Accounting Standards

Please refer to Note 1 to our condensed consolidated financial statements, “Principal Activities, Basis of Presentation and Organization—Recently Adopted Accounting Standards” and “—Recently Issued But Not Yet Adopted Accounting Pronouncements” for a discussion of relevant pronouncements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

As required by Rule 13a-15 under the Exchange Act, our management has carried out an evaluation, with the participation and under the supervision of our Chief Executive Officer and Interim Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2022. Disclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Interim Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating and implementing possible controls and procedures.

56

Management conducted its evaluation of disclosure controls and procedures under the supervision of our Chief Executive Officer and our Interim Chief Financial Officer. Based upon, and as of the date of this evaluation, our Chief Executive Officer and Interim Chief Financial Officer concluded that our disclosure controls and procedures were ineffective as of March 31, 2022.

As we disclosed in our Annual Report on Form 10-K filed with the SEC on April 15, 2022, during our assessment of the effectiveness of internal control over financial reporting as of December 31, 2021, management identified the following material weakness in our internal control over financial reporting:

| ● | We did not have appropriate policies and procedures in place to evaluate the proper accounting and disclosures of key documents and agreements.

| ● | We do not have sufficient and skilled accounting personnel with an appropriate level of technical accounting knowledge and experience in the application of accounting principles generally accepted in the United States commensurate with our financial reporting requirements.

In order to cure the foregoing material weakness, we have taken or are taking the following remediation measures:

| ● | We are in the process of hiring a permanent chief financial officer with significant U.S. GAAP and SEC reporting experience. Ms. Xiangyu Pei was appointed by the Board of Directors of the Company as the Interim Chief Financial Officer on August 23, 2019.

| ● | Since September 2016, we have regularly offered our financial personnel trainings on internal control and risk management. Since November 2016, we have regularly provided trainings to our financial personnel on U.S. GAAP accounting guidelines. We plan to continue to provide trainings to our financial team and our other relevant personnel on the U.S. GAAP accounting guidelines applicable to our financial reporting requirements.

We intend to complete the remediation of the material weaknesses discussed above as soon as practicable but we can give no assurance that we will be able to do so. Designing and implementing an effective disclosure controls and procedures is a continuous effort that requires us to anticipate and react to changes in our business and the economic and regulatory environments and to devote significant resources to maintain a financial reporting system that adequately satisfies our reporting obligations. The remedial measures that we have taken and intend to take may not fully address the material weakness that we have identified, and material weaknesses in our disclosure controls and procedures may be identified in the future. Should we discover such conditions, we intend to remediate them as soon as practicable. We are committed to taking appropriate steps for remediation, as needed.

Changes in Internal Control over Financial Reporting

Except for the matters described above, there were no changes in our internal controls over financial reporting during the quarter ended March 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

57

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

The information set forth in Note 26 “Commitments and Contingencies—(ii) Litigation” to our condensed consolidated financial statements in Part I, Item 1 of this Form 10-Q is incorporated by reference herein.

ITEM 1A. RISK FACTORS.

There are no material changes from the risk factors previously disclosed in Item 1A “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Other than as previously disclosed in current reports on Form 8-K, there were no unregistered sales of equity securities or repurchase of common stock during the period covered by this report.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

The following exhibits are filed as part of this report or incorporated by reference:

Exhibit No. |  | Description
31.1 |  | Certifications of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 |  | Certifications of Principal Financial Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 |  | Certifications of Principal Executive Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 |  | Certifications of Principal Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS |  | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH |  | Inline XBRL Taxonomy Extension Schema Document
101.CAL |  | Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF |  | Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB |  | Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE |  | Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 |  | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the iXBRL document).

58

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: May 20, 2022

| CBAK ENERGY TECHNOLOGY, INC.
| By: | /s/ Yunfei Li
|  | Yunfei Li
|  | Chief Executive Officer
| By: | /s/ Xiangyu Pei
|  | Xiangyu Pei
|  | Interim Chief Financial Officer

59

10-Q The Company has not yet obtained the ownership of sewage discharge permit in its Zhejiang manufacturing facilities with a carrying amount of $1,898,675 as of December 31, 2021. The sewage discharge permit was registered under the name of New Era (note 11). The Company has obtained a five years sewage discharge permit on January 27, 2022. Advances from Mr. Yunfei Li, the Company’s CEO, was unsecured, non-interest bearing and repayable on demand. The earnest money paid by certain shareholders in relation to share purchase were unsecured, non-interest bearing and repayable on demand. Advances from unrelated third parties were unsecured, non-interest bearing and repayable on demand. In 2019, the Company entered into a short term loan agreement with Suzhou Zhengyuanwei Needle Ce Co., Ltd, an unrelated party to loan RMB0.6 million (approximately $0.1 million), bearing annual interest rate of 12%. As of March 31, 2022, loan amount of RMB0.5 million ($0.1 million) remained outstanding. Advances from Mr. Xiangqian Li, the Company’s former CEO, was unsecured, non-interest bearing and repayable on demand. Hangzhou Juzhong Daxin Asset Management Co., Ltd. is the trustee of 85% of registered equity interests of Hitrans (note 11) Mr. Xiangqian Li, the Company’s former CEO, is a director of Zhengzhou BAK Battery Co., Ltd. Shenzhen BAK Power Battery Co., Ltd has 95% equity interests in Zhengzhou BAK Electronics Co., Ltd. Mr. Xiangqian Li is a director of Zhengzhou BAK New Energy Vehicle Co., Ltd, which has 29% equity interests in Zhengzhou BAK New Energy Technology Co., Ltd. Mr. Xiangqian Li is a director of Shenzhen BAK Battery Co., Ltd and Shenzhen BAK Power Battery Co., Ltd Up to the date of this report, Zhengzhou BAK New Energy Technology Co., Ltd repaid $173,471 to the Company. 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