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 December 31, 2024

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

For the transition period from to .

Commission File No. 001-42140

Lakeside Holding Limited

(Exact name of registrant as specified in its charter)

Nevada		82-1978491
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1475 Thorndale Avenue, Suite A

Itasca, Illinois 60143

(Address of principal executive offices) (Zip Code)

(224) 446-9048

(Registrant’s telephone number, including area code)

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, par value US$0.0001 per share		LSH		The Nasdaq Stock Market LLC

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 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

As of the date of this report, the Registrant had 7,500,000 shares of common stock outstanding.

Lakeside Holding Limited

FORM 10-Q

For the Quarterly Period Ended December 31, 2024

INDEX

		Page
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	1
	Unaudited Condensed Consolidated Balance Sheets	1
	Unaudited Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)	2
	Unaudited Condensed Consolidated Statements of Changes in Shareholders’ Equity	3
	Unaudited Condensed Consolidated Statements of Cash Flows	4
	Notes to Unaudited Condensed Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	37
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	52
Item 4.	Controls and Procedures	53

	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	54
Item 1A.	Risk Factors	54
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	54
Item 3.	Defaults Upon Senior Securities	54
Item 4.	Mine Safety Disclosures	54
Item 5.	Other Information	54
Item 6.	Exhibits	55
	Signatures	56

EXPLANATORY NOTE

As used in this Quarterly Report on Form 10-Q, unless otherwise indicated or the context otherwise requires, references to “Lakeside,” “the Company,” “we,” “us,” and “our” refer to Lakeside Holding Limited together with its consolidated subsidiaries.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains certain statements related to future results, or states our intentions, beliefs, and expectations or predictions for the future, all of which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent management’s expectations or forecasts of future events. Forward-looking statements are typically identified by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “project,” “intend,” “plan,” “probably,” “potential,” “looking forward,” “continue,” and other similar terms, and future or conditional tense verbs like “could,” “may,” “might,” “should,” “will,” and “would.” You can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from either historical or anticipated results depending on a variety of factors. Forward-looking statements in this Form 10-Q may include, for example, statements concerning:

●

our future operating and financial performance, ability to generate positive cash flow and ability to achieve and sustain profitability;

●

our competitive position;

●

the sufficiency of our existing capital resources to fund our future operating expenses;

●

the timing of the introduction of new solutions and services;

●

the likelihood of success in and impact of litigation;

●

our protection or enforcement of our intellectual property rights;

●

our expectation with respect to securities, options and future markets and general economic conditions;

●

our ability to keep up with rapid technological change;

●

the impact of future legislation and regulatory changes on our business; and

●

our anticipated use of proceeds from our initial public offering.

Any or all of our forward-looking statements may turn out to be inaccurate, and there are no guarantees about our performance. The factors identified above are not exhaustive. We operate in a dynamic business environment in which new risks may emerge frequently. Accordingly, readers should not place undue reliance on forward-looking statements, which speak only as of the dates on which they are made. We are under no (and expressly disclaim any) obligation to update or alter any forward-looking statement that we may make from time to time, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities laws.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

LAKESIDE HOLDING LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	As of December 31, 2024 (unaudited)			As of June 30, 2024 (audited)
ASSETS
CURRENT ASSETS
Cash	$	1,123,414		$	123,550
Accounts receivable – third parties, net		1,645,774			2,082,152
Accounts receivable – related party, net		207,293			763,285
Prepayment and other receivable		49,476			-
Contract assets		31,388			129,506
Inventory, net		10,328			-
Due from related parties		682,980			441,279
Loan to a third party		686,697			-
Total current assets		4,437,350			3,539,772

NON-CURRENT ASSETS
Investment in other entity		15,741			15,741
Property and equipment at cost, net of accumulated depreciation		514,073			344,883
Intangible asset, net		418,867			-
Right of use operating lease assets		4,074,617			3,471,172
Right of use financing lease assets		110,998			37,476
Deferred tax asset		-			89,581
Deferred offering costs		-			1,492,798
Deposit and prepayment		265,480			202,336
Total non-current assets		5,399,776			5,653,987
TOTAL ASSETS	$	9,837,126		$	9,193,759

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payables – third parties	$	1,233,142		$	1,161,858
Accounts payables – related parties		71,557			227,722
Accrued liabilities and other payables		1,244,501			1,335,804
Current portion of obligations under operating leases		2,203,766			1,186,809
Current portion of obligations under financing leases		48,865			37,619
Loans payable, current		609,935			746,962
Dividend payable		-			98,850
Tax payable		79,825			79,825
Due to shareholders		-			1,018,281
Total current liabilities		5,491,591			5,893,730

NON-CURRENT LIABILITIES
Loans payable, non-current		174,846			136,375
Deferred tax liabilities		104,717			-
Obligations under operating leases, non-current		2,339,439			2,506,402
Obligations under financing leases, non-current		80,252			17,460
Total non-current liabilities		2,699,254			2,660,237
TOTAL LIABILITIES	$	8,190,845		$	8,553,967

Commitments and Contingencies

EQUITY
Common stocks, $0.0001 par value, 200,000,000 shares authorized, 7,500,000 and 6,000,000 issued and outstanding as of December 31, 2024 and June 30, 2024, respectively		750			600
Subscription receivable		-			(600	)
Additional paid-in capital		4,942,791			642,639
Accumulated other comprehensive income		(9,214	)		2,972
Deficits		(3,288,046	)		(5,819	)
Total equity		1,646,281			639,792

TOTAL LIABILITIES AND EQUITY	$	9,837,126		$	9,193,759

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

LAKESIDE HOLDING LIMITED
CONDENSED CONSOLIDATED STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

	Six Months Ended December 31,						Three Months Ended December 31,
	2024			2023			2024			2023
Revenue from cross-border freight solutions – third party	$	6,702,063		$	8,639,983		$	3,102,276		$	4,585,696
Revenue from cross-border freight solutions – related parties		756,994			424,596			275,227			330,407
Revenue from distribution of pharmaceutical products – third parties		218,086			-			218,086			-
Total revenue		7,677,143			9,064,579			3,595,589			4,916,103

Cost of revenue from cross-border freight solutions – third party		6,153,994			6,329,650			3,159,709			3,424,053
Cost of revenue from cross-border freight solutions – related party		921,050			1,022,877			356,320			427,541
Cost of revenue from pharmaceutical products – related parties		121,791			-			121,791			-
Total cost of revenue		7,196,835			7,352,527			3,637,820			3,851,594
Gross profit (loss)		480,308			1,712,052			(42,231	)		1,064,509

Operating expenses:
Selling expenses		54,488			—			54,488			—
General and administrative expenses		3,749,059			1,840,831			1,911,853			985,053
Loss from deconsolidation of a subsidiary		—			73,151			—			—
Provision (reversal) of allowance for expected credit loss		1,956			49,591			(10,881	)		(2,531	)
Total operating expenses		3,805,503			1,963,573			1,955,460			982,522

Income (loss) from operations		(3,325,195	)		(251,521	)		(1,997,691	)		81,987

Other income
Other income, net		201,541			88,449			91,753			41,500
Interest expense		(68,992	)		(53,864	)		(40,882	)		(31,079	)
Total other income		132,549			34,585			50,871			10,421

(Loss) income before income taxes		(3,192,646	)		(216,936	)		(1,946,820	)		92,408
Income tax expense (credit)		89,581			26,125			—			28,184
Net (loss) income		(3,282,227	)		(243,061	)		(1,946,820	)		64,224
Less: net loss attributable to non-controlling interest		—			(3,025	)		—	<

SEC Form 10-Q filed by Lakeside Holding Limited