by:CTECHi     2020-04-20
Annual Report submitted under Section 13 or 15 (d)
Securities Trading Act under Section 13 or section 15 for 1934 transition reports (d)
1934 Securities Trading Act (951)407-
9860 no☐☒☐☒☒☐☒☐☒☒☐☒ADOMANI, INC.
Unresolved business risk factors employees comment on the mine safety disclosure market of the common stock of the property legal action registrant, related shareholder matters of stock securities and the purchase of selected financial data management company Discussion and Analysis of the financial status and operational results of changes and differences in market risk financial statements and supplementary data on accounting and finance disclosure of control and procedures in cooperation with accountants other information certain relationships and related transactions in ownership matters of directors, executives and corporate governance executive compensation guarantees certain beneficial owners and management and related shareholders, schedule of financial statements and principal accounting expenses and services for independent directors 10-
Summary forward-
Our ability to create demand for our zero demand
Emission or hybrid transmission system
Power Conversion kit and zero point
Emission or mixing of commercial fleet vehicles in order to generate revenue;
We rely on external sources to fund our business;
Ability to effectively execute business plans;
Our capabilities and the capabilities of our suppliers
The process of manufacturing, assembly and conversion of emission power systems from small batch production to mass production is fast and effective;
We are able to manage our expansion, growth and operating expenses and reduce and fully control the costs and expenses associated with operating our business;
Ability to acquire, retain and develop clients;
Our ability to build, maintain and update strategic relationships on favourable terms;
Ability to achieve and maintain profitability;
Ability to assess and measure our current business and future prospects;
Our ability to compete and succeed in a highly competitive and evolving industry;
Our ability to respond to and adapt to technological changes in electric or hybrid systems;
Protect our intellectual property rights and develop, maintain and enhance the capabilities of strong brands. Part I Item 1.
China\'s new heavy-duty six-emission standard
Vehicles on duty equivalent to or in some respects even more stringent than the European VI emission standard.
Various market factors have led to increased use of alternative fuels and the growth of alternative fuel technologies, including the economy, energy independence, environmental issues, and a wide supply of alternative fuels.
As crude oil prices remain volatile and the threat of climate change and air pollution increases with public attention, we believe it becomes more important to find more cost-effective and cleaner fuels.
Electricity has become a cleaner energy source.
Fuel Solutions to these challenges.
The price of alternative fuels such as electricity is usually much lower than that of diesel or gasoline, and alternative fuels can lead to the production of greenhouse gases and other air pollutants.
In addition, several utilities in California and elsewhere have applied to their sta t Public Utilities Board (“ PUCs”)
Rate increases used to purchase or lease electric cars and infrastructure.
Utilities have made additional requirements to provide a favorable cost for the charging of electric buses.
In fact, state of t hree (
California, New York and New Jersey)
It is expected to cost $1.
3 billion to create more electric car charging.
According to the International Energy Agency (“ IEA ” )
The number of electric vehicles in the world has increased by 54% to about three.
1 million in 2017, the International Energy Agency predicted that electric vehicles would increase from 300 trillion to 0. 125 billion by 2030, with the government\'s policy being the key to the passage of electric vehicles.
In China and India, the two largest electric vehicle markets, the power cost of hybrid vehicles has gained greater traction than that of pure electric vehicles.
Both countries have some of the world\'s worst urban pollution, as well as cities where buses account for a larger proportion of public transport than rail systems.
There are many domestic hybrid and electric bus manufacturers in China and India, including Yutong, Xiamen Jinlong Automobile Group, BYD, Nanjing Jinlong bus, China Zhongtong Bus and Tata and Ashok Leland in India.
Of the 500,000 city buses operating in China in 2014, analysts estimated that 80,000 were electric (
Probably including hybrid models)
Sales increased by 27,000 in 2014 and by about 20,000 in the first half of 2015.
The five companies mentioned above account for 62.
Of the 5% buses sold in 2014, 17,011 were.
Cost reduction and availability improvement of energy storage technology, especially the cost and capacity of rechargeable lithiumion batteries;
Provide grants, loans, tax cuts and other financial support for energy storage and electric vehicle research and development;
A specific percentage of the car manufacturer is required to be electric or other Zero
Vehicles discharged;
Automotive manufacturers are required to meet fuel economy standards for certain fleets
Wide-mile benchmark per gallon, effectively requiring them to sell electric Zero
Discharge vehicles.
Authorizing government fleets to purchase a percentage of vehicles with low emissions, energy savings or other alternative fuels;
Tasks for transport agencies, ports or school districts to purchase or convert to electric or other alternative fuel vehicles;
Rebates, tax credits and other incentives for the purchase or lease of electric or other alternative fuel vehicles;
The provision of charging stations and other charging infrastructure, in turn driven by government funds, tax credits, rebates and other incentives and regulatory initiatives aimed at increasing the number of charging stations;
Electricity charge for plug-in-
In electric vehicles, affected by special rates introduced by utilities;
Preferential treatment in registration, emission testing, highway, city center and HOV lane access;
Cost of traditional oil
Fuel-based compared to the huge incremental cost of owning and operating electric vehicles.
It is difficult to comply with existing and new federal and state emiss ion restrictions and compliance requirements.
Federal regulators such as the Environmental Protection Agency and state regulators such as asCARB have developed tasks aimed at reducing emissions from mobile sources.
According to CARB, the other 12 states and the Colombian region have adopted California\'s automobile greenhouse gas emission standards.
Save costs while managing high fuel, maintenance and repair costs.
The federal Global Warming Pollution Reduction Act of 2007 set strict air quality standards for particulate matter, and the further tightening of nitrous nitrogen and greenhouse gas emissions from newly manufactured vehicles in 2010, to further reduce the emissions of particulate matter, nitrous nitrogen and greenhouse gases from newly manufactured vehicles.
Extend the service life of existing vehicles.
Due to the reduction in the capital expenditure budget and the increase in expensive and limited emission reduction equipment authorized by legislation, the extension of the life of existing vehicles is a challenge, service and maintenance, due to the increase in expensive maintenance costs.
When fuel supply is interrupted, for example during a natural disaster, it is difficult to plan the operation of their fleet.
Existing vehicles rely on fuel that must be pumped (
, When supply is interrupted during natural or human periods, this may be a challenge to the sourcemade disasters.
Emergency service organizations may use large battery packs of electric-powered, commercial fleet vehicles as a mobile source for storing electrical energy.
This electric energy can complement traditional fuels. up generators.
Difficulties in improving these heavy environments-
Commercial fleet on duty
Many studies have shown that the air quality inside and around fossil fuel-driven vehicles poses a health risk not only to the drivers of these vehicles, but also to their passengers and to those inside and around them.
Children in particular, because their lungs are sitting on old diesel buses, and their brains and other organs are not fully developed, the air quality around a typical school bus using diesel can pose a serious risk to health. By using zero-
Discharging buses, trucks and cars, we believe we are creating a healthier environment for their employees, customers and the communities they serve.
January 2017 (
Updated on June 2018)
The Environmental Health Hazard Assessment Office released version 3 on behalf of the California Environmental Protection Agency.
0 California community environmental health screening tool (
\"CalEnviroScreen \").
CalEnviroScreen identified California communities through the census area, which are under excessive burden of multiple sources of pollution and are vulnerable to multiple sources of pollution. Add Emission-
Vehicles and power systems that meet the requirements of the fleet.
Our commercial fleet vehicles and power systems are designed to reduce or eliminate the use of conventional oil.
Fuel that produces greenhouse gases and particulate matter.
Reduce total cost of ownership.
Our technology is designed to reduce fuel budgets by eliminating or reducing dependence on conventional oil.
Based on fuel, instead use a more energy-efficient, lower-priced grid-
Provide electricity.
Extend the service life of existing vehicles. Zero-
The maintenance cost of electric vehicles is generally low.
These reduced maintenance costs may take the form of brake system maintenance, elimination of changes in internal combustion engine oil and oil filters, reduction or elimination of longer service intervals between changes in transmission oil and oil filters, reduce or eliminate changes in air filters, eliminate emissions system services, eliminate the use of diesel emission liquids, and eliminate emissions testing for traditional fuel vehicles (
If the conversion is zero-
Electric Transmission system)
And cancel the certification test of high-pressure storage tanks for propane, liquefied natural gas and compressed natural gas transport vehicles (
If the conversion is zero-
Electric Transmission system).
Natural disaster plans when fuel supplies may be disrupted. Our zero-
The emissions system is designed to act as an on-on in optional cases-
Emergency support on site-
If the power supply of the power grid is temporarily interrupted during natural or man-made periods, increase the energy storagemade disasters.
Improve the environment around the vehicle.
Because of our zero
Emissions Systems, drivers, operators, customers and communities they serve can have a healthier environment inside and around these vehicles.
So far, the diversity of business development products.
We have a variety of products, including zero-
New or re-used emissions electric and hybrid systems
Power existing commercial fleet vehicles for new use-built zero-
So the scale and capability of discharging electric vehicles-up, scale-
Downgrade or refine specific product lines based on market demand and evolving local, state and federal regulatory and incentive programs.
In addition, in each product area, we have a number of suppliers of key transmission system components, which makes the replacement parts required for our end product and product life price flexibility.
This allows us to meet the expectations and budget constraints of public or private commercial fleet operators.
Familiar with regulators.
By playing an active role in many trade industry groups and related activities, we have developed and continuously worked to maintain strong relationships with key local, state and federal regulators involved in zero growth
The emissions and hybrid automotive industry.
To achieve their own positive emissions targets, these regulators encourage growth in zero emissions
Emissions of electric vehicles and hybrid systems, especially emissions of electric vehicles and hybrid systems related to heavy vehicles
Commercial fleet on duty
Relationship with buyers
To help shorten the sales cycle of our products, we have identified and established relationships with key commercial operators with purchasing authority or influence on their organizations.
We are also able to leverage past sales and marketing relationships built by our experienced management team.
Increase sales potential.
We have additional sales potential with our commercial fleet customers.
These potential additional sales may include: an automatic charging infrastructure, an intelligent fixed energy storage system that can quickly improve the level of the vehicle
Charge, emergency-
Power supply for facilities used during power outages, enabling technology access to the developing China Power Grid
Connection opportunities for the total power available to large battery groups, or support technologies that can avoid power demand charging.
Unique market knowledge.
Based on more than 30 years of experience in our management team, we have specific and customized knowledge of the sales cycle.
Our strategy is to develop sales people.
We currently employ an experienced sales person with connections to the truck fleet, county and city transport managers, as well as the school district and extensive dealer network.
In 2019, we plan to hire more sales staff to increase our existing staff.
We hope to be able to train these newly added products in terms of differences, advantages and opportunities for fleet expansion in electric vehicles to help our current and future customer base.
Network of dealers.
We intend to establish a local dealer network for sales and service for our zero customers
New use-built zero-
Emissions electric vehicles and hybrid commercial vehicles manufactured or manufactured by US, and services for all vehicles we have converted
Electric operation.
California school bus sales is a wholly owned subsidiary of ADOMANI and is a licensed car dealer in California.
Develop a third party relationship.
We plan to complete existing negotiations with our partners and make our zero-
Emissions system.
Demo provided.
We will seek and respond to local, state and federal pilot demonstration opportunities in areas of interest where we have relevant current products or in areas of interest consistent with the product (s)
This is our roadmap for product development, but it is still in the early stages of development.
We took many rides. and-
In cooperation with Bl ue Bird and its distributors, events are held in the United States and Canada.
In 2019, we intend to build on these school buses --and-
Drive activity by presenting our new product offerings including logistics vans, Tier 3, Tier 4 and Tier 5 trucks and chassis.
Get approval for the incentive plan.
We will seek approval for the use of our products for a variety of local, state and federal vehicle names and incentive programs, such as the California heavy duty voucher incentive program managed by CARB, designed to speed up the purchase of cleaner, more efficient trucks and buses in California.
The transmission system we provide for Bluebirds has been approved for voucher projects in California and New York.
Improve our manufacturing, installation and service capabilities.
Due to exceeding the facility space and technician time requirements of our partners, we intend to expand or relocate to our zero-
Emissions systems and vehicles.
Technical support.
In addition to the technical support we currently provide for the Bluebird and its dealer network, we have also helped with the revision of the operator and Service Manual
Handling of on-site training materials and service consultation
On-site maintenance technician training.
With the introduction of our new goals
We expect to add more technicians in 2019 to expand our resources to support the maintenance, warranty work or repair that any vehicle we sell or contain our transmission system may require.
Introduce new products.
With the development of the new market, we plan to expand our zero.
Emission systems in the vertical field of auxiliary products, such as charging infrastructure (
Also known as Electric Vehicle Service equipment)
Fixed energy storage, vehicles-to-
Grid hardware and functionality.
Develop our international business.
We plan to develop our business in the world.
For example, we intend to seek opportunities for the future in China, and we believe that China is an important market for us, in part because of its public announcement of emphasis on hybrid power and
Electric vehicles have a large population.
However, in order to seize these opportunities, we are still in the early stages of developing a business plan.
We continue to evaluate logistics and costs related to the production and sale of our zero
Emissions power systems and vehicles in China and the rest of the world.
Our clients are public and private K-
12 schools of business type
School buses A, C and D and special-
Student bus required
Public and private schools operating \"White Fleet\" vehicles
Facilities Services the use of student transportation such as trucks, food service delivery vans/trucks and campus safety vehicles.
Public and private transport services are provided to the prison system.
Student Transportation contractors serving public and private schools. Community-
Public/Private funded shuttle bus with special services
Community members are required
Public and private colleges and universities that operate shuttle buses, bus-style buses, facilities to serve vans and trucks on campus.
Large companies operating shuttle buses, transit buses and facilities-based vehicles for employees to and from remote parking lots, special events and various vehicles for facility maintenance, services and safety.
Transport large company employees from public transport hubs to private transport contractors on campus.
Commercial fleet operators provide vehicles with high daily mileage for routes inside and outside the airport, hotel and off-site parking facilities.
Traditional operators of ports, railways and distribution centers
Fuel loading equipment, tractors, material handling equipment, forklifts, grade 1 to 8 trucks, delivery trucks, goats in the yard, etc.
Can be replaced with zero
Emissions alternatives.
Large agricultural and food processing industries-
Key companies operating Category 1 to 8 trucks, buses and/or delivery trucks.
Mining company with ground service vehicle and underground staff transport and support vehicle fleet.
Oil and gas companies with truck fleets.
A power company with a fleet of public service trucks.
Parcel delivery company with fleet of vans, short haul trucks and delivery/sorting facility center vehicles. Military-
Based on fleet operators, No.
Combat Fleet vehicles of all sizes. Zero-
Emission electric drive system for new school buses and medium-heavy buses-
Commercial fleet duty vehicles. Zero-
Emission electric drive system used by existing fleet school buses and medium and heavy vehicles-
Commercial fleet duty vehicles. Purpose-built, zero-
Emission vehicles or chassis of various sizes manufactured by external OEM partners, but sold, maintained and served through a developing network of ADOMANI distribution and services.
Optional transmission system components that allow power-
Export of grid connections and various levels. Zero-
Electric transmission system for ship discharge
Integrate into their own private brand through external OEMs
Commercial fleet duty vehicles.
Automatic charging infrastructure for commercial fleet vehicles.
Realize \"intelligent\" stationary energy storage for fast vehicle charging.
Intelligent fixed energy storage for emergency backup-
Increase facilities and electricity when the power grid is out of power.
\"Smart\" fixed energy storage capable of accessing the developing power grid-
Connection opportunities for total power available to large battery pack groups.
\"Smart\" stati onary energy storage to avoid the cost of electricity demand for commercial customers integrated with or independent of ADOMANIsupplied, zero-
Emission fleet vehicles (s).
Energy Storage System (battery packs)
For existing electric vehicles and equipment that have exceeded OEM, alternatives with better energy density and/or expected life cycle-
Energy storage system is provided.
For example, replace the submerged lead acid (“ FLA”)
Battery pack for existing industrial forklift and underground mi ning equipment with higher energy density and longer cycle
Battery pack consisting of lithiumion cells.
Manufacturing Ebus
Raw materials and supply chain.
As of December 31, 2018, we had three US Treasury bonds. S.
Patents will expire on 2030 and 2033, and Chinese utility model patents will expire on 2026.
New inventions are also waiting for applications at home and abroad.
In addition, we have a trademark portfolio including common law trademarks and service trademarks and have registered two service trademarks in the United States.
New York truck voucher reward program (NYT-VIP)
In 2007, AB 118 created a technical plan for alternative and renewable fuels and vehicles.
The program aims to increase the use of alternative and renewable fuels and innovative technologies that will change the type of fuel and vehicles in California to help achieve the state\'s climate change policy.
AB 118 authorizes the Central Electoral Commission to provide approximately $100 million annually to public institutions, vehicle and technology consortia, enterprises and the public
Private Partnerships, labor training partnerships and collaboration for the following projects, fleet owners, consumers, recreational ship owners and academic institutionscarbon fuels;
Optimize alternative and renewable fuels for existing and developed engine technologies; improve light-, medium-, and heavy-
Vehicle technology on duty;
And transformationand heavy-duty on-road and non-
Fleet of highway v ehicle.
Other national incentives for battery safety and testing of highly simulated, including simulated air transport;
Includes thermal cycling to assess the integrity of the battery and battery seals;
Vibration, including simulating vibration during transportation;
Impact, including simulating possible impact during transportation;
External short circuit, including analog external short circuit;
And overcharging, which includes evaluating the ability of a rechargeable battery to withstand overcharging. Item 1A.
We have a history of losing money and may not be able to achieve or maintain profitability in the future.
Continue to increase investment in research and development, improve our zero
Emission products and services;
Design, develop and manufacture our drive system and its components as well as medium and heavy duty in the future-
Vehicles on duty;
Increase our sales and marketing to get new customers;
Add our general and administrative functions to support our growing business.
Even if our income increases, we may not be able to maintain this growth rate.
Revenue growth may slow or revenue may decline for many reasons, including a lack of zero demand for us.
Emissions power systems, increasing competition, extending the sales cycle, slowing growth or decline in our entire market, or we fail to take advantage of growth opportunities or launch new products.
You should consider our business and prospects based on the risks and difficulties we will encounter in continuing to develop our business model.
We may not be able to successfully cope with these risks and difficulties, which will seriously harm our business and operating results and lead to a decline in the market price of our common stock.
Due to many factors, we may experience quarterly fluctuations in operating results that make it difficult to predict our future results and may lead to lower than expected results for our operations.
Views on zero
Discharge the quality, safety design, performance and cost of electric vehicles, especially in the event of adverse events or accidents related to the quality or safety of any electric vehicle;
The perception of technical limitations has resulted in limited scope
Discharge electric vehicles can be charged through one battery (
The increase in distance requires additional batteries, which adds weight, and at some point too much weight reduces the extra distance sought before charging is needed);
Overall view on vehicle safety, especially safety issues that may arise from the use of advanced technology;
Availability of alternative fuel vehicles, including improvements in fuel economy for competitive vehicles and internal combustion engines, may result in slower speeds
Demand drop to zero-
Electric vehicles;
Availability of zero service
Electric vehicles;
Environmental awareness of diesel owners-and gasoline-
Motor buses, trucks and other fleet vehicles;
Changes in oil and gasoline costs;
Government regulations and economic incentives, including changes in the administration and legislation of the federal and state governments to improve fuel efficiency and alternative forms of energy;
Access to public and private charging stations, standardized charging systems for electric ve hicle, and views on the convenience and cost of electric vehicle charging;
The availability of taxes and other government incentives and rebates for the purchase and operation of electric vehicles, or the need to increase future regulations for zero use
Emissions or hybrid vehicles;
Views on alternative fuels and actual costs;
Macroeconomic factors.
Electric vehicles they may invest more resources in the design, development, manufacturing, distribution, promotion, sales and support of their products.
In fact, all of our competitors have a wider customer base and broader customer and industry relationships than we do.
Our competitors may be more capable of responding quickly to new technologies and able to design, develop, market and sell their products more effectively.
As a result, our competitors may be able to compete more aggressively than we do and maintain that competition for a longer period of time.
These competitors have the potential to occupy market share in our target market, which may adversely affect our position in the industry and our business and operational results.
Zero demand-
The emissions of electric vehicles and hybrid vehicles industry fluctuates greatly, which may lead to a decline in car sales, which may adversely affect our operating results.
Fluctuation of demand at zero point
The emissions electric and hybrid automotive industry can have a significant and adverse impact on our business, prospects, operational results and financial position.
The market where we are currently competing and are planning to compete in the future re has been subject to significant fluctuations in demand in recent times.
As a low-yield producer, we have less financial resources than more established suppliers, who have to withstand changes in the market and disruption in demand.
The fluctuation of demand may lead to a decline in vehicle unit sales and an increase in inventory, thus causing further downward pressure on prices and adversely affecting our business, prospects, financial status and operating results.
These impacts may have a more visible impact on our business than many existing providers, as our size and financial resources are relatively small.
Due to potential reasons for contract execution and implementation, it usually takes a lot of time and it is difficult to predict.
In some cases, our sales cycle is up to six to nine months or more.
Our sales work includes promoting the use, capabilities and advantages of our products and services to our customers.
Some of our customers have conducted an important evaluation process involving not only our products and services, but also the products of our competitors.
The process could be expensive and time-consuming.
Therefore, it is difficult to predict when we will get new customers and start to create them from these new customers.
As part of our sales cycle, before executing a final agreement with a potential customer, before we can get any revenue from that agreement, we may incur significant expenses.
The amount of time and money spent on our sales work may not generate significant income.
If there is a general negative change in conditions in the market, or a negative change in specific potential customers, the final agreement may not be executed and we will not be able to recover these fees.
If we do not succeed in the objectives, support and simplification of the sales process, our business growth capabilities and operational results and financial conditions may be adversely affected.
If our sales cycle is extended, our future revenue may be lower than expected, which will adversely affect our consolidated operating results and may lead to a drop in our share price.
For example, compressed natural gas or propane, rich and relatively cheap in North America, may become a consumer\'s preference.
If we can\'t keep up with zero
Emitting power transmission systems or hybrid vehicle technology, we may not be able to gain a competitive position in the market, or a declining competitive position.
In addition, in the future, we may need to bear a lot of marketing costs and expenses to promote our zero.
Transmitting transmission systems, including through the use of traditional media such as television, radio and printing, despite our relatively limited marketing spending to date.
If we fail to align our operating costs with the level of revenue we generate, our operating results, business and prospects will be compromised.
Many factors that affect our operating costs are beyond our control.
For example, global demand from all zero manufacturers
Emissions cars of the same resources can cause shortages and push up the cost of our raw materials and certain components, such as lithium-
Lower profits or create or increase losses at a higher level.
Indeed, if the popularity of zero
Emissions of electric vehicles and hybrid vehicles exceed current expectations, there is no significant expansion in the production capacity of battery cells and progress in battery technology, the shortage may lead to an increase in the cost of our materials, if the battery is not available at all, it may also have a negative impact on our ability to meet production requirements.
The risks we face in carrying out this expansion include: the establishment of sufficient sales, services and service facilities in a timely manner;
Forecast production and income;
Training new personnel;
Control of costs and investments in the event of anticipated expansion of operations;
Establishment or expansion of design, manufacturing, sales and service facilities;
Implementation and strengthening of administrative infrastructure, systems and processes;
Open up new markets;
Expand the business and increase the number of personnel, including manufacturing personnel, designers, engineers and service technicians.
Competition for individuals with zero experience in design, manufacturing and service
The emission of electric and hybrid vehicles is of high intensity and may not attract, absorb, train or retain more highly qualified personnel in the future, which may seriously damage our business and prospects. If our zero-
Emissions Power and hybrid transmission systems fail to operate as expected, and our ability to develop, sell and sell power transmission systems can be compromised.
If we rely on a separate supplier to make a component or system, we may have a hard time replacing another supplier with one supplier if supply breaks or industry demand increases, increase the number of support points in a timely or fundamental manner or change one component to another.
In addition, many of our current suppliers are small companies that produce a limited number of professional products.
If any of these suppliers fail, or are acquired by our competitors or any other third party who decides to terminate our supply relationship, we need to find an alternative supplier that we may not be able to do.
For example, on December 1, 2018, Cummins informed us that it intends to terminate our exclusive agreement with EDI to manufacture our zero inventory
The emission electric transmission system sold to Bluebird is installed in its C-and D-school bus product line agreement and will take effect from May 30, 2019.
If we are unable to maintain consistency, high quality and cost, we are currently discussing the agreement and our future manufacturing process with Cummins
An effective supply chain, our business, prospects, financial position and operational results can be adversely affected.
We rely more and more on information technology. any failure, interruption or violation of information technology systems can make us liable or interrupt our business, this can have a significant adverse effect on our business, financial position, cash flow and operational results.
We are currently and are seeking to establish new relationships with third parties to provide alternative parts sources such as batteries, controllers and battery management systems.
For example, we can test the products of additional battery manufacturers in order to have a return
If there is a delivery or quality problem with our existing supplier, we can choose.
However, we may not be able to identify or obtain the right business relationship opportunities in the future re, or our competitors will not take advantage of them until we do.
If properly maintained, our strategic relationship with batteries, motors and controllers will keep us competitive.
We may not be able to provide benefits for companies with whom we want to establish and maintain strategic relationships.
In addition, identifying such opportunities may require a significant amount of management time and resources, and there is a significant amount of cost and uncertainty involved in negotiating and financing relationships.
If we cannot successfully find and execute strategic relationship opportunities in the future, our overall growth may be compromised and our business, prospects and operational results may be significantly adversely affected.
We may face product liability claims, which may compromise our financial position and liquidity if we cannot successfully defend or insure these claims. .
We plan to record and adjust the warranty reserve based on changes in estimated cost and actual warranty cost.
However, because we have only recently started to deliver our first Zero
Emission power system, our operating experience in power system is very limited, so we have zero-
Emissions drive system or estimated warranty reserve.
We will monitor our warranty reserve based on our actual warranty claim experience.
We may need to add warranty reserves in the future.
As of December 31, 2018, we recorded the $99,750 warranty reserve for sales as of that date.
If we can\'t design, develop, market and sell zero
Our business, prospects and operational results will be affected by emissions power and hybrid systems and other products that address additional market opportunities.
Under these plans, purchasers of eligible vehicles and purchasers of converted existing vehicles are eligible to receive a subsidy or award of $55,000 to $220,000 from eligible vehicles purchased or converted, respectively.
Certain regulations and plans to encourage zero sales
Emissions of electric and hybrid vehicles may expire, run out, eliminate or be zero for our business-
Emissions of electric vehicles and hybrid vehicles at present or any time in the future.
Our service model may be expensive for us and may not increase the service needs of our potential customers.
We are subject to changing substantive regulation, adverse changes or our failure to comply with them can seriously harm our business and operating results.
Amendments to the regulations on lithium assembly, transport and disposalion batteries;
The revision of the US automobile transportation safety law to further improve the overall safety of the vehicle and ensure that the electric vehicle reaches a level of safety commensurate with other vehicles and trucks, buses may increase costs associated with the manufacture, assembly and conversion of components and our transmission systems;
Amendments to the consumer protection law to ensure that consumers are fully aware of the specific operational features of the vehicle, which may increase our costs associated with the dissemination of warning labels or other relevant customer information.
In this case, these laws prevent us from selling our transmission systems to customers located in a particular jurisdiction, or require us to retain a local distributor or distributor, or in the order of the sales power system in that jurisdiction, our business prospects, financial status and operating results may be adversely affected.
We intend to enter into a contract with the car dealer to sell our transmission system, but we are currently unable to guarantee that we will successfully enter into a contract with the car dealer and dealer to sell our transmission system.
The sale and shipment of our products across international borders, as well as the purchase of components and products from international sources, will make us widely welcomed by the United States, trade, import and export and customs regulations and laws of the European economic zone and other foreign governments.
Compliance with these regulations and laws will be costly and may be subject to penalties for non-compliance with these regulations and lawscompliance.
If we successfully carry out our international activities, we expect that these operations will face various risks, including: staffing and difficulties in managing foreign and geographically dispersed operations;
Various laws of the United States and international, including export control law and the United States, must be observedS.
Anti-Corruption Act of 1977 and Anti-Corruption Act
Law on money laundering;
Obtaining permission or approval for different regulatory requirements for the sale of our products;
Changes or uncertainties in foreign rules and regulations may affect our ability to sell products, provide services or return profits to the United States;
Tariff and trade barriers, export regulations and other regulatory and contractual production costs, and/or the ability to limit our ability to sell products in certain foreign markets;
Fluctuations in foreign exchange rates;
To limit or increase withholding and other taxes on remittances and other payments by foreign subsidiaries or joint ventures;
Implementation of different labor laws and standards;
Economic, political or social instability in foreign countries and regions;
Can\'t protect our intellectual property, including our patent zero
The design of the emission power system, including any impact of the mandatory licensing of government actions;
The provision of government subsidies or other incentives makes it impossible for us to benefit our competitors in the local market.
If we cannot protect our intellectual property rights, our competitors can use our intellectual property rights to promote products, services or products and services similar to ours, and our ability to compete effectively will
In addition, others may independently develop technologies that compete with us or infringe on our intellectual property rights.
Any of our intellectual property rights may be challenged by others, or prove our intellectual property rights through administrative procedures or litigation.
The enforcement of our intellectual property rights depends on whether our legal actions against these infringers are successful, but even if our rights are violated, these actions may not be successful.
In addition, we may need to spend a lot of resources to monitor and protect our intellectual property rights, and our efforts to implement intellectual property rights may encounter defense, counterclaim and counterclaim against the validity and enforceability of our intellectual property rights.
Litigation to protect and enforce our intellectual property rights can take a high amount of time.
Whether or not it is in the interest of our solution, consuming and distracting attention from management may ultimately result in partial damage or loss of our intellectual property rights.
Any patents issued in the future may not provide us with a competitive advantage or may be challenged by the success of third parties.
Stop the provision or use of technology or the production, use, development or sale of vehicles or conversions containing the intellectual property rights in question;
Payment of legal fees, settlement fees or other expenses or damages;
Obtain a license for the sale or use of the relevant technology on reasonable terms or not available at all;
Or redesign technology or vehicles that use our technology to avoid infringement.
In our many zeros
International Conference on control systems for luminous electric or hybrid drives, the battery pack we use consists of lithium
Ion batteries, without proper management and control, are rarely observed to catch fire or discharge smoke and flames.
In the event of any such incident in our commercial electric vehicles, we may be liable for damages or injuries, adverse publicity and recall of potential safety hazards.
Forecasts of market growth may prove inaccurate, and if the market in which we compete achieves the projected growth, our business may not grow at a similar rate.
While we believe that our existing cash and cash equivalents are sufficient to fund our operations, we expect that in the near future, our cash needs will not be met only through product sales, and therefore, we want to fund our operations by relying on the net proceeds of our previously issued products.
If we raise more money by further issuing stocks or convertible bonds, our existing shareholders may suffer significant dilution and any new stock securities we issue may have rights, superior to the preferences and privileges of our holders of common stock.
Any debt financing that we guarantee in the future may involve restrictive covenants relating to our fundraising activities and other financial and operational matters, which may make it more difficult for us to obtain additional capital and seek business opportunities, including potential acquisitions.
In addition, if any, we may not be able to obtain additional financing in our favor.
If we are not able to obtain sufficient financing or financing on our satisfactory terms, if we need it, we continue to support the capacity of our business to grow, and meeting the business challenges can be severely compromised.
It is not possible to integrate or benefit from the technology or services that have been acquired in a profitable manner;
Unexpected costs or liabilities related to the acquisition;
The acquisition took placerelated costs;
It is difficult to integrate the accounting system, operation and personnel of the acquisition business;
Difficulties and additional costs related to supporting legacy products and hosting infrastructure of the acquired enterprise;
It is difficult to convert customers of the acquisition business into our applications and contract terms, including differences in the revenue, licensing, support or professional service model of the acquisition company;
Shift the attention of management from other businesses;
Acquisition adversely affects our existing business relationships with business partners and customers;
Potential loss of key employees;
And use the resources needed for other parts of our business;
And use most of our existing cash to complete the acquisition.
We may not be able to take advantage of a significant portion of the net operating loss or R & D tax credit carried forward, which may adversely affect our profitability.
The overall performance of the stock market;
The development and sustainability of our common stock active trading market;
Our business performance and the performance of other similar companies;
Changes in estimates of operating results that we provide to the public, we fail to meet these projections or choose to follow the changes suggested by securities analysts of our common stock;
Press releases or other announcements issued by us or others, including the documents we submit to the SEC;
Changes in market perception-
Effectiveness of electric and hybrid products and services, especially our products and services;
We or our competitors announce technological innovation, new applications, features, or enhancements to products, services, or products and services;
We or our competitors announce acquisitions, strategic alliances, or major agreements;
Announcement of customer addition, customer cancellation or customer purchase delay;
An announcement concerning our proceedings;
Recruitment or resignation of key personnel;
Changes in our capital structure, such as bonds or stocks issued in the future;
We enter the new market;
Regulatory developments in the United States or abroad;
The whole economy, the market situation of our industry, and the industry of our customers;
Market deadlock or expiration of contract lock-up agreements;
The floating scale of our market;
And any other factors discussed in this report.
The future could be the target of additional litigation.
Any such litigation can bring us significant costs, transfer of resources and management attention to our business, and adversely affect our business, operational results and financial conditions.
Due to compliance with laws and regulations affecting listed companies, we have and will continue to increase management costs and requirements, which adversely affects our operating results.
As a result, it may be more difficult for us to attract and retain qualified individuals as our board or executive. .
If we are unable to meet these ongoing listing requirements, our common stock may be delisted.
As mentioned, on August 16, 2018, we received a letter from the staff of the NASDAQ Listing Qualification Department (“Staff”)
Inform us that the bid price for our common stock has been below the minimum of $1 for the last 30 consecutive working days.
00 per share requirements to continue listing on the NASDAQ Capital Market Under NASDAQ Listing Rule 5550 (a)(2)
This requires a minimum bid of $1 p Rice. 00 per share .
According to the NASDAQ Listing Rule 5810 (c)(3)(A)
, We automatically obtained the initial \"compliance period\" of 12,180 calendar days after the date of notification or before Februar y 2019 to restore compliance with the minimum bid price requirements.
If our common stock is delisted and we are unable to list on another national stock exchange, we expect our securities to be overquotedthe-counter market.
If this happens, our shareholders may face significant adverse consequences, including limited market offers for our common stock and reduced liquidity in our securities transactions.
In addition, our ability to issue additional securities and obtain additional financing in the future may decline.
If securities or industry analysts do not publish research or publish inaccurate or unfavorable research on our business, our share price and trading volume may decline.
Authorize the issuance of \"blank checks\" preferred shares that can be issued by our board of directors to resist acquisition attempts;
The establishment of a classified board of directors, therefore, the successor of the directors whose term expires will be elected to serve from the date of the election and qualification examination to the third annual meeting after the election;
Directors are required to leave the company only after voting by a super majority shareholder;
Provision for vacancies in the board of directors, including newly established directors, to be filled only by a majority vote of the directors in office at that time and not by the shareholders;
Prevent special meetings of shareholders;
And prohibit shareholders from taking action through written consent, requiring all actions to be taken at the shareholders\' meeting. Item 1B. Item 2. Item 3.
In August 23, 2018, a so-called class action took place in M. D.
Molick\'s caseADOMANI, Inc. et al. , Case No.
RIC 1817493, submitted to the California high court, against certain of our executive officers, as well as our two underwriters who issued co mmon shares under A regulation on June 2017.
The complaint alleges that the documents relating to our issue of common stock under Section A on June 2017 contain material false and misleading statements, and that all defendants violate Section 12 (a)(2)
We and individual defendants have violated Article 15 of the Securities Act in connection with this.
The plaintiff sought on behalf of himself and all class members :(i)
A class of certifications under the California Physical law and procedures; (ii)
Compensatory damages and interest proved at trial; (iii)
Reasonable expenses and expenses incurred in this proceeding, including attorney\'s fees and expert fees; (iv)
Termination of contract or compensation for damages; and (v)
Fair relief at the discretion of the court.
Counsel for the plaintiff then filed the first amended complaint and the second amended complaint.
We believe that the so-called class action is worthless and we intend to vigorously defend this allegation. Item 4. Part II Item 5. Item 6. Item 7.
Management Discussion and Analysis of financial position and results of operations we are competing with other companies and technologies to help fleet managers and their regions/companies improve efficiency and cost
Effectively Manage Fleet operations.
Once these fleet managers have decided to buy from us, we still face the challenge of helping them get financing options to reduce the barriers to buying costs.
We may also encounter customers with insufficient power services in their facilities, which may delay their ability to purchase from us.
We plan to continue investing in the long term-term growth.
We expect that in the foreseeable future, our operating expenses will increase as we invest in R & D to increase our zero cost
Emission system;
Design, develop and manufacture our transmission system and its components;
Increase our sales and marketing to get new customers;
Add our general and administrative functions to support our growing business.
We believe that these investments will contribute to our long-term development.
Long-term growth, although this will adversely affect our operating results in the short term.
In addition, the timing of these investments may lead to fluctuations in our annual and quarterly operating results. Zero-
Experience in discharging electric and hybrid transmission systems.
Although we do have certain agreements, our network of resellers and services has not yet been established.
One problem we may have is finding properly trained zero skilled technicians
Experience in electric and hybrid transmission systems.
Our performance will depend on a strong network of dealerships and services, which requires a properly trained technician to succeed.
Because the vehicle using our technology is based on a technical platform different from the traditional internal combustion engine, in zero-
Emissions electric vehicles and hybrid vehicles may not be available for hire, and we may need to spend a lot of time and expense training the employees we hire.
If we cannot attract, absorb, train or retain more highly qualified personnel in the future, or the cost of doing so
In fact, our performance will be significantly adversely affected.
We believe in all markets.
Electric and hybrid solutions for alternative fuel technologies, especially all-
Will continue to grow with more purchases of new zero-electric vehicles and hybrid vehicles
Emissions vehicles and more conversion of existing fleet vehicles to zero
Manufacturing emission cars.
However, unless the cost of producing such vehicles is significantly reduced, the purchase of our products will continue to depend to a large extent on the financing subsidies of government agencies.
We cannot guarantee to continue to provide this assistance to our clients or to provide substantial assistance. .
We seek to add extra zero to our products
Emission vehicles of various sizes manufactured by external OEM partners, sales, maintenance and service through our developing distribution and service network, and addition of other ancillary products discussed elsewhere in this report.
We believe that our products also have opportunities to grow in the world.
Our future performance depends to a certain extent on the growth of these additional markets.
Therefore, our ability to enter and effectively address these emerging markets in a timely manner, as well as the speed and extent of demand growth for our products in these markets, will greatly affect our business and operational results.
Other income/expenses, net increase is mainly due to the costs associated with the products and services sold to bluebirds, and the work done under the DOE grant discussed in the \"sale\" above, and $15,000 in writing.
In the three months ended March 31, 2018, the cost of carrying inventory fell.
The main reason for the decrease was the decrease of $8.
In non 6 millioncash stock-
Compensation and other general and administrative expenses were offset by an increase of $351,266 in legal and professional costs, an increase of $130,000 in bad debt costs and an increase of $119,670 in insurance costs.
Reduced inventory-
Compensation-based costs primarily relate to the reduction in costs resulting from the confiscation of options for the purchase of 3,450,000 ordinary shares previously issued to certain employees and directors on March 2017.
The main reason for the reduction was the issuance of warrants for the purchase of 350,000 ordinary shares worth $1.
2 million, and payment of $800,000, in each case, in accordance with the terms of the settlement agreement we entered into within the six months ended June 30, 2017.
The growth was mainly due to the expansion of product development in 2018.
Amortization of third-party financial expenses;
Accrual benefit conversion features applicable to debt instruments;
Accrued interest on existing debt.
Upon receipt of our subsequent proceeds, reimburse US $2,149,000 of the remaining principal and accrued and unpaid interest under our original 9% security notes issued on 2015
Available on January 2018 (
See Note 6 to the consolidated financial statements contained in this annual report)
Net cash flow loss of $11.
0 million, accounts receivable.
Other current assets have increased due to re-classification. Net cash on property and equipment used for investment activities for the year ended December 31, 2017 was $612,856, due to the issuance of $500,000 in notes to third parties, and $112,856 for the purchase of property and equipment related to the rental of our new office facilities.
About $9.
Net income after the end of our follow-up activities is 8 million-
Available on January 9, 2018, $1.
The net income received under our credit line with Morgan Stanley was $7 million, and the proceeds received when exercising stock options were $99,470, offset by $2.
1 million the principal of the bill payable and the related repayment of the outstanding interest shall be taken into account.
Debt and Credit facilitation Morgan spending in January 1, 2018, we adopted ASC theme 606, using a revised retrospective approach that applies to contracts that have not been completed as of January 1, 2018.
The results of the reporting period beginning after January 1, 2018 are listed under ASC theme 606, while the previous period amount has not been adjusted and continues to follow our historical accounting report under ASC theme 605.
As of January 1, 2018, the adoption of ASC theme 606 had no cumulative impact on us, and the application of ASC theme 606 had no impact on our annual operating statements as of December 31, 2018.
Level 1: Level 2: Level 3: unobservable input with little or no market data, which requires the reporting entity to develop its own assumptions. Item 7A.
Quantitative and Qualitative Disclosure on market risk item 8.
Consolidated Balance Sheet of independent certified public accountants financial statements and supplementary data reports as of December 31, 2018, 2017 Consolidated operating statements and 2017 Consolidated Statements of Shareholders\' equity for the year ended December 31, 2018 (Deficit)
2017 Consolidated Cash Flow Statements for the year ended December 31, 2018 and for the year ended December 31, 2018, as well as 2017 consolidated financial statements note reports from independent regist ered public accounting firm Adobe Mani, INC.
And a subsidiary of the company ADOMANI
And a subsidiary of the company ADOMANI
And a subsidiary of the company ADOMANI
Subsidiaries are also providers of new zero.
Emissions choose ric and hybrid vehicles that focus on total cost of ownership.
The company\'s drive systems and vehicles are designed to help fleet operators unlock the benefits of green technology and address local, state and federal regulatory compliance and traditional challenges
In addition to the health benefits of the technology, fuel prices are also unstable. —
Consolidated financial statements and related disclosures of the company for the period ended December 31, 2018 and 2017 were prepared using generally accepted accounting principles in the United States (“U. S. GAAP”). —
The accompanying financial statements reflect the consolidation of the company\'s personal financial statements
Adumani, California, Adomani (Nantong)
Automotive Technology Co. , Ltd. Ltd. (\"ADOMANI China \")
California school bus Sales Co. , Ltd.
And zero emission truck and bus sales from Arizona.
All important inter-company accounts and transactions were canceled. —
Preparation of financial statements in accordance with generally accepted accounting principles in the United States requires management to make estimates and assumptions affecting the amount of assets and liabilities reported and contingent asset disclosures liabilities for the date of the financial statements and income and expenses during the reporting period amount reported.
The actual results may be different from those estimates. —
Book value of corporate financial instruments, including cash, notes receivable and accounts payable, whose fair value is close due to shortages
The nature of these financial instruments.
Committee on Financial Accounting Standards (“FASB”)
Compilation of accounting standards (“ASC”)No.
820. \"fair value measurement\" defines fair value as the exchange price received by the asset or paid for the transfer of liabilities (an exit price)
The principal or most favorable market for assets or liabilities in an orderly transaction between market participants on the measurement day.
It also built a three
The first level of the fair value hierarchy, which will be used to measure the input of fair value in the following order: first level: Second level: Third level: revenue recalculation-
The company recognizes revenue from advanced zero sales
Fleet vehicles and emission electric drive systems contracted to provide related engineering services.
On May 2014, FASB released the new accounting guide ASC theme 606 \"revenue from signing contracts with customers\" to clarify the principle of revenue recognition and to develop common revenue standards for GAAP.
The amendments in this guide provide that the entity shall confirm the income to reflect the amount of consideration that the entity expects to be entitled to describe the goods or services promised for the transfer to the customer for these goods or services.
This new guidance requires enhanced disclosure to help users of financial statements better understand the nature, amount, time and uncertainty of the revenue recognized.
His company records the income of these sales in gross and not net terms, as the company is the principal obligor of Bluebird Company in terms of supply agreements and work instructions (“SOW”)
For DOE grants and undertake non-
Performance, or non
Compliance related to any work performed by subcontractors. —
The Company believes that all high-liquidity investments purchased on the original due date of three months or less or on the remaining due date are cash equivalents. —
Short-term investment-
Period, strong liquidity, marketable securities, such as the United StatesS.
Treasury NotesS.
Treasury bonds and other government bonds
Support Securities.
The company classified these securities as holdingto-
Due dates, because the purpose is not to liquidate them before the due dates specified by each. —
The Company determines the bad debt preparation by reviewing several factors such as historical collection experience, current account age status of customer accounts and customer financial status.
The company generally does not require the accounts receivable as collateral.
As at December 31, 2018, the company\'s trade receivables were $996,621 and $2017, respectively.
Since almost the entire trade accounts receivable balance is related to a customer, the company considers the customer to be a credit customer
It is worth it, therefore, the possibility of default is very small, and as of December 31, 2018, no allowances related to the balance of trade receivables were recorded.
The company also has other receivables of $143,734 and $70,000 with a December 31, 2018 cut-off rate of 2017.
As at December 31, 2018 and 70,000, the company provided allowances of $70,000 and $2017 for Other receivables, respectively. —
The company records inventory at a lower cost or market.
For any inventory determined to be carried out at a cost lower than the market, the valuation allowance is recorded.
The company had no inventory as of December 31, 2018.
The company provided a monthly allowance of $88,772, $2017, for December 31, 2018.
The company records all inventory deposits as prepaid assets.
After the production is completed and accepted by the company, the deposit is re-classified as inventory or cost of goods according to whether the product has been sold.
This the company have inventory of deposit for $882,050 and $375,030 of December 31, 2018 2017 respectively. —
The company uses the liability method, in which Deferred
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