Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 25, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Transition Report | false | ||
Entity File Number | 001-38544 | ||
Entity Registrant Name | CENNTRO INC. | ||
Entity Central Index Key | 0001707919 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 00-0000000 | ||
Entity Address, Address Line One | 501 Okerson Road | ||
Entity Address, City or Town | Freehold | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 07728 | ||
City Area Code | 732 | ||
Local Phone Number | 820-6757 | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | CENN | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 30,828,795 | ||
Entity Public Float | $ 67,270,474 | ||
Auditor Firm ID | 2729 | ||
Auditor Name | GGF CPA LTD | ||
Auditor Location | Guangzhou, People's Republic of China |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 29,375,727 | $ 153,966,777 |
Restricted cash | 196,170 | 130,024 |
Short-term investment | 4,236,588 | 0 |
Accounts receivable, net | 6,530,801 | 565,398 |
Inventories | 43,909,564 | 31,843,371 |
Prepayment and other current assets | 20,391,150 | 16,138,330 |
Amounts due from related parties - current | $ 287,439 | $ 366,936 |
Other Receivable, after Allowance for Credit Loss, Current, Related Party, Type [Extensible Enumeration] | us-gaap:RelatedPartyMember | us-gaap:RelatedPartyMember |
Total current assets | $ 104,927,439 | $ 203,010,836 |
Non-current assets: | ||
long-term investments | 4,685,984 | 5,325,741 |
Investment in equity securities | 26,158,474 | 29,759,195 |
Property, plant and equipment, net | 20,401,521 | 14,962,591 |
Goodwill | 223,494 | 0 |
Intangible assets, net | 6,873,781 | 4,563,792 |
Right-of-use assets | 20,039,625 | 8,187,149 |
Other non-current assets, net | 2,227,672 | 2,039,012 |
Total non-current assets | 80,610,551 | 64,837,480 |
Total Assets | 185,537,990 | 267,848,316 |
Current liabilities: | ||
Accounts payable | 6,797,852 | 3,383,021 |
Accrued expenses and other current liabilities | 4,263,887 | 5,048,641 |
Contractual liabilities | 3,394,044 | 2,388,480 |
Operating lease liabilities, current | 4,741,599 | 1,313,334 |
Convertible promissory notes | 9,956,000 | 57,372,827 |
contingent liabilities | 26,669 | 0 |
Deferred government grant, current | 108,717 | 26,533 |
Amounts due to related parties | $ 10,468 | $ 716,372 |
Other Liability, Current, Related and Nonrelated Party Status [Extensible Enumeration] | us-gaap:RelatedPartyMember | us-gaap:RelatedPartyMember |
Total current liabilities | $ 29,299,236 | $ 70,249,208 |
Non-current liabilities: | ||
Contingent liabilities non-current | 230,063 | 0 |
Deferred tax liabilities | 228,086 | 0 |
Deferred government grant, non-current | 1,929,733 | 497,484 |
Derivative liability - investor warrant | 12,189,508 | 14,334,104 |
Derivative liability - placement agent warrant | 3,456,578 | 3,456,404 |
Operating lease liabilities, non-current | 16,339,619 | 7,421,582 |
Total non-current liabilities | 34,373,587 | 25,709,574 |
Total Liabilities | 63,672,823 | 95,958,782 |
Commitments and contingencies | ||
EQUITY | ||
Ordinary shares (No par value; 30,828,778 and 30,084,200 shares issued and outstanding as of December 31, 2023 and 2022, respectively) | 0 | 0 |
Additional paid in capital | 402,337,393 | 397,497,817 |
Accumulated deficit | (274,023,501) | (219,824,176) |
Accumulated other comprehensive loss | (6,444,485) | (5,306,972) |
Total equity attributable to shareholders | 121,869,407 | 172,366,669 |
Non-controlling interests | (4,240) | (477,135) |
Total Equity | 121,865,167 | 171,889,534 |
Total Liabilities and Equity | $ 185,537,990 | $ 267,848,316 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
EQUITY | ||
Ordinary shares, par value (in dollars per share) | $ 0 | $ 0 |
Ordinary shares, shares issued (in shares) | 30,828,778 | 30,084,200 |
Ordinary shares, shares outstanding (in shares) | 30,828,778 | 30,084,200 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS [Abstract] | |||
Net revenues | $ 22,079,905 | $ 8,941,835 | |
Cost of goods sold | (19,821,645) | (9,455,805) | |
Gross profit (loss) | 2,258,260 | (513,970) | |
OPERATING EXPENSES: | |||
Selling and marketing expenses | (7,868,773) | (6,525,255) | |
General and administrative expenses | (35,768,786) | (32,822,709) | |
Research and development expenses | (8,469,241) | (6,362,770) | |
Provision for doubtful accounts | 0 | (5,986,308) | |
Impairment loss of right-of-use assets | 0 | (371,695) | |
Impairment loss of intangible assets | 0 | (2,995,440) | |
Reverse of deferred tax liabilities | 0 | 898,632 | |
Impairment loss of property, plant and equipment | (431,319) | (550,402) | |
Total operating expenses | (52,538,119) | (54,715,947) | |
Loss from operations | (50,279,859) | (55,229,917) | |
OTHER EXPENSE: | |||
Interest (income)/expense, net | 402,414 | (844,231) | |
Gain (Loss) on redemption of convertible promissory notes | 12,507 | (7,435) | |
(Loss) income from long-term investments | (1,377,760) | (12,651) | |
Change in fair value of convertible promissory notes and derivative liability | 75,341 | (37,774,928) | |
Change in fair value of equity securities | (2,600,721) | (240,805) | |
Convertible bond issuance cost | 0 | (5,589,336) | |
Foreign currency exchange loss, net | (848,781) | (409,207) | |
Impairment loss of goodwill | 0 | (11,111,886) | |
Loss from acquisition of Antric | (136,302) | 0 | |
Loss on exercise of warrants | (228,903) | 0 | |
Gain from cross-currency swaps | 8,664 | 0 | |
Other income/(expense), net | 621,633 | (924,867) | |
Loss before income taxes | (54,351,767) | (112,145,263) | |
Income tax expense | (8,988) | 0 | |
Net loss | (54,360,755) | (112,145,263) | |
Less: net loss attributable to non-controlling interests | (161,430) | (2,057,022) | |
Net loss attributable to the Company's shareholders | (54,199,325) | (110,088,241) | |
OTHER COMPREHENSIVE LOSS | |||
Foreign currency translation adjustment | (1,162,080) | (3,889,706) | |
Total comprehensive loss | (55,522,835) | (116,034,969) | |
Less: total comprehensive loss attributable to non-controlling interests | (185,997) | (2,032,455) | |
Total comprehensive loss to the Company's shareholders | $ (55,336,838) | $ (114,002,514) | |
Weighted average number of shares outstanding, basic (in shares) | 30,424,686 | [1] | 26,332,324 |
Weighted average number of shares outstanding, diluted (in shares) | 30,424,686 | [1] | 26,332,324 |
Loss per share, basic (in dollars per share) | $ (1.78) | $ (4.18) | |
Loss per share, diluted (in dollars per share) | $ (1.78) | $ (4.18) | |
[1]On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Parenthetical) | Dec. 08, 2023 |
Ordinary Shares [Member] | |
Reverse stock split ratio | 0.1 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) | Ordinary Shares [Member] | Additional Paid in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] | Total Shareholders' Equity [Member] | Non-controlling Interest [Member] | Total | ||
Beginning balance at Dec. 31, 2021 | $ 0 | $ 374,901,939 | $ (109,735,935) | $ (1,392,699) | $ 263,773,305 | $ 0 | $ 263,773,305 | ||
Beginning balance (in shares) at Dec. 31, 2021 | 26,125,625 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Share-based compensation | $ 0 | 4,031,629 | 0 | 0 | 4,031,629 | 0 | 4,031,629 | ||
Exercise of warrants | $ 0 | 18,549,864 | 0 | 0 | 18,549,864 | 0 | 18,549,864 | ||
Exercise of warrants (in shares) | 3,953,427 | ||||||||
Exercise of share-based award | $ 0 | 14,385 | 0 | 0 | 14,385 | 0 | 14,385 | ||
Exercise of share-based award (in shares) | 5,147 | ||||||||
Net loss | $ 0 | 0 | (110,088,241) | 0 | (110,088,241) | (2,057,022) | (112,145,263) | ||
Acquisition of CAE's equity interests | 0 | 0 | 0 | 0 | 0 | 1,555,320 | 1,555,320 | ||
Foreign currency translation adjustment | 0 | 0 | 0 | (3,914,273) | (3,914,273) | 24,567 | (3,889,706) | ||
Ending balance at Dec. 31, 2022 | $ 0 | 397,497,817 | (219,824,176) | (5,306,972) | 172,366,669 | (477,135) | $ 171,889,534 | ||
Ending balance (in shares) at Dec. 31, 2022 | 30,084,199 | 30,084,200 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Share-based compensation | $ 0 | 5,230,273 | 0 | 0 | 5,230,273 | 0 | $ 5,230,273 | ||
Exercise of warrants | $ 0 | 2,168,185 | 0 | 0 | 2,168,185 | 0 | 2,168,185 | ||
Exercise of warrants (in shares) | 360,710 | ||||||||
Net loss | $ 0 | 0 | (54,199,325) | 0 | (54,199,325) | (161,430) | (54,360,755) | ||
Acquisition of CAE's equity interests | 0 | (2,558,882) | 0 | 0 | (2,558,882) | 658,892 | (1,899,990) | ||
Fractional shares issued due to reverse stock split | $ 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
Fractional shares issued due to reverse stock split (in shares) | [1] | 383,869 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | 0 | (1,137,513) | (1,137,513) | (24,567) | (1,162,080) | ||
Ending balance at Dec. 31, 2023 | $ 0 | $ 402,337,393 | $ (274,023,501) | $ (6,444,485) | $ 121,869,407 | $ (4,240) | $ 121,865,167 | ||
Ending balance (in shares) at Dec. 31, 2023 | 30,828,778 | [1] | 30,828,778 | ||||||
[1]On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) | Dec. 31, 2023 | Dec. 31, 2022 |
Cenntro Automotive Europe GmbH [Member] | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Acquisition CAE's equity interests | 35% | 65% |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (54,360,755) | $ (112,145,263) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 1,670,980 | 953,872 |
Amortization and interest of operating lease right-of-use asset | 4,495,244 | 1,616,853 |
Impairment of property, plant and equipment | 431,319 | 550,402 |
Impairment of intangible assets | 0 | 2,995,440 |
Reversal of deferred tax liabilities | 0 | (898,632) |
Impairment of right-of-use assets | 0 | 371,695 |
Impairment of goodwill | 0 | 11,111,886 |
Written-down of inventories | 658,622 | 2,155,400 |
Provision for doubtful accounts | 0 | 5,986,308 |
Convertible promissory notes issuance costs | 0 | 5,589,336 |
Gain (Loss) on redemption of convertible promissory notes | (12,507) | 7,435 |
Loss on exercise of warrants | 228,903 | 0 |
Changes in fair value of convertible promissory notes and derivative liabilities | (75,341) | 37,774,928 |
Changes in fair value of equity securities | 2,600,721 | 240,805 |
Foreign currency exchange loss, net | 1,527,077 | 409,207 |
Share-based compensation expense | 5,230,273 | 4,031,629 |
Loss (Gain) from disposal of plant and equipment | 55,391 | (10,334) |
Loss from long-term investments | 1,377,760 | 12,651 |
Income from short-term investment | (22,918) | 0 |
Loss from acquisition of Antric | 136,302 | 0 |
Deferred income taxes | (15,930) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (5,871,181) | 233,570 |
Inventories | (12,178,463) | (20,483,127) |
Prepayment and other assets | (4,624,170) | (6,753,851) |
Amounts due from/to related parties | 11,799 | (1,190,573) |
Accounts payable | 3,100,835 | (2,144,725) |
Accrued expense and other current liabilities | (1,325,504) | 1,358,858 |
Contractual liabilities | 2,516,789 | 633,825 |
Long-term payable | 0 | (700,000) |
Operating lease assets and liabilities | (4,012,410) | (1,108,721) |
Net cash used in operating activities | (58,457,164) | (69,401,126) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of equity investment | (880,932) | (4,256,276) |
Purchase of convertible note from Acton | (600,000) | 0 |
Purchase of wealth management products purchased from banks | (4,236,740) | 0 |
Purchase of land, plant and equipment | (7,636,020) | (3,285,072) |
Purchase of land use rights and property | (1,114,943) | (16,456,355) |
Payment of expense for acquisition of CAE's equity interests | 0 | (348,987) |
Purchase of equity securities | 0 | (30,000,000) |
Proceeds from disposal of property, plant and equipment | 3,661 | 309 |
Loans provided to third parties | 0 | (1,323,671) |
Repayment of loans from related parties | 0 | 1,280,672 |
Net cash (used in) provided by investing activities | (16,388,156) | (56,883,397) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of loans to related parties | 0 | (1,726,614) |
Repayment of loans to third parties | 0 | (1,113,692) |
Repayments of bank loans | (601,476) | 0 |
Purchase of CAE's loan | 0 | (13,228,101) |
Reduction of capital | 0 | (13,930,000) |
Proceed from issuance of convertible promissory notes | 0 | 54,069,000 |
Redemption of convertible promissory notes | (47,534,119) | (3,727,500) |
Proceed from exercise of share-based awards | 0 | 14,386 |
Payment of expense for the reverse recapitalization | 0 | (904,843) |
Net cash provided by financing activities | (48,135,595) | 19,452,636 |
Effect of exchange rate changes on cash | (1,543,989) | (736,274) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (124,524,904) | (107,568,161) |
Cash, cash equivalents and restricted cash at beginning of year | 154,096,801 | 261,664,962 |
Cash, cash equivalents and restricted cash at end of year | 29,571,897 | 154,096,801 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest paid | 1,468,397 | 369,410 |
Income tax paid | 4,797 | 0 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Cashless exercise of warrants | 2,168,185 | 18,549,864 |
Non-cash capital injection to Robostreet by i-Chassis | 250,000 | 0 |
Convention from debt to equity interest of HW Electro Co., Ltd. | 1,000,000 | 0 |
Non-cash recognition of new leases | 14,947,878 | 0 |
CAE [Member] | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of CAE's equity interests | (1,924,557) | (3,612,717) |
Cash acquired from acquisition of CAE | 0 | 1,118,700 |
Acquisition of Antric Gmbh's equity interests | (1,924,557) | (3,612,717) |
Cash acquired from acquisition of Antric Gmbh | 0 | 1,118,700 |
Antric GmbH [Member] | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of CAE's equity interests | (1) | 0 |
Cash acquired from acquisition of CAE | 1,376 | 0 |
Acquisition of Antric Gmbh's equity interests | (1) | 0 |
Cash acquired from acquisition of Antric Gmbh | $ 1,376 | $ 0 |
ORGANIZATION AND PRINCIPAL ACTI
ORGANIZATION AND PRINCIPAL ACTIVITIES | 12 Months Ended |
Dec. 31, 2023 | |
ORGANIZATION AND PRINCIPAL ACTIVITIES [Abstract] | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES Historical and principal activities Cenntro Automotive Group Limited (“CAG Cayman”) was formed in the Cayman Islands on August 22, 2014. CAG Cayman was the former parent of Cenntro (as defined below), prior to the closing of the Combination (as defined below). Cenntro Automotive Corporation (“CAC”) was incorporated in the state of Delaware on March 22, 2013. CAC became CAG Cayman’s wholly owned company on May 26, 2016. Cenntro Automotive Group Limited (“CAG HK”) was established by CAG Cayman on February 15, 2016 in Hong Kong. CAG HK is a non-operating, investment holding company, which conducts business through its subsidiaries in mainland China and Hong Kong. Cenntro Electric Group, Inc. (“CEG”) was incorporated in the state of Delaware by CAG Cayman on March 9, 2020. Cenntro Electric Group Limited ACN 619 054 938, formerly known as Naked Brand Group Limited (“NBG”), was incorporated in Australia on May 11, 2017, and is the parent company of Cenntro. NBG changed its name to Cenntro Electric Group Limited (“CEGL”) on December 30, 2021, in connection with the closing of the Combination. On March 25, 2022 and January 31, 2023, CEGL entered into Share Purchase Agreements to acquire 65% and 35% of the issued and outstanding shares in Cenntro Automotive Europe GmbH (“CAE”), formerly known as Tropos Motors Europe GmbH. For information of the Share Purchase Agreements, see Note 3 of this Annual Report, “Business Combination”. CAC, CEG and CAG HK and its consolidated subsidiaries are collectively known as “Cenntro”; CEGL, Cenntro and its subsidiaries are collectively known as the “Company”. The Company designs and manufactures purpose–built, electric commercial vehicles (“ECVs”) used primarily in last mile delivery and industrial applications. Reverse recapitalization On December 30, 2021, the Company consummated a stock purchase transaction (the “Combination”) pursuant to that certain stock purchase agreement, dated as of November 5, 2021 (the “Acquisition Agreement”) by and among CEGL (at the time, NBG), CAG Cayman, CAC, CEG and CAG HK. Cenntro was deemed to be the accounting acquirer given Cenntro effectively controlled the consolidated entity after the Combination. Under U.S. generally accepted accounting principles, the Combination is accounted for as a reverse recapitalization, which is equivalent to the issuance of shares by Cenntro for the net monetary assets of CEGL, accompanied by a recapitalization. As of December 31, 2023, CEGL’s subsidiaries are as follows: Name Date of Incorporation Place of Incorporation Percentage of direct or indirect economic interest Cenntro Automotive Corporation (“CAC”) March 22, 2013 Delaware, U.S. 100% owned by CEGL Cenntro Electric Group, Inc. (“CEG”) March 9, 2020 Delaware, U.S. 100% owned by CEGL Cennatic Power, Inc. (“Cennatic Power”) June 8, 2022 Delaware, U.S. 100% owned by CEGL Teemak Power Corporation January 31, 2023 Delaware, U.S. 100% owned by CEGL Avantier Motors Corporation November 27, 2017 Delaware, U.S. 100% owned by CEGL Cenntro Electric CICS, SRL November 30, 2022 Santo Domingo, Dominican Republic 99% owned by CEGL Cennatic Energy S. de R.L. de C.V. August 24, 2022 Monterrey, Mexico 100% owned by CEGL Cenntro Automotive S.A.S. January 16, 2023 Galapa, Colombia 100% owned by CEGL Cenntro Electric Colombia S.A.S. March 29, 2023 Atlántico, Colombia 100% owned by CEGL Cenntro Automotive Group Limited (“CAG HK”) February 15, 2016 Hong Kong 100% owned by CEGL Hangzhou Ronda Tech Co., Limited (“Hangzhou Ronda”) June 5, 2017 PRC 100% owned by CEGL Hangzhou Cenntro Autotech Co., Limited (“Cenntro Hangzhou”) May 6, 2016 PRC 100% owned by CEGL Zhejiang Cenntro Machinery Co., Limited January 20, 2021 PRC 100% owned by CEGL Jiangsu Tooniu Tech Co., Limited December 19, 2018 PRC 100% owned by CEGL Hangzhou Hengzhong Tech Co., Limited December 16, 2014 PRC 100% owned by CEGL Teemak Power (Hong Kong) Limited (HK) May 17, 2023 Hong Kong 100% owned by CEGL Avantier Motors (Hong Kong) Limited March 13, 2023 Hong Kong 100% owned by CEGL Cenntro Automotive Europe GmbH (“CAE”) May 21, 2019 Herne, Germany 100% owned by CEGL Cenntro Electric B.V. December 12, 2022 Amsterdam, Netherlands 100% owned by CEGL Cenntro Elektromobilite Araçlar A.Ş February 21, 2023 Turkey 100% owned by CEGL Cenntro Elecautomotiv, S.L. July 5, 2022 Barcelona, Spain 100% owned by CEGL Cenntro Electric Group (Europe) GmbH (“CEGE”) January 13, 2022 Düsseldorf, Germany 100% owned by CEGL Simachinery Equipment Limited (“Simachinery HK”) June 2, 2011 Hong Kong 100% owned by CEGL Zhejiang Sinomachinery Co., Limited (“Sinomachinery Zhejiang”) June 16, 2011 PRC 100% owned by CEGL Shengzhou Cenntro Machinery Co., Limited (“Cenntro Machinery”) July 12, 2012 PRC 100% owned by CEGL Cenntro EV Center Italy S.R.L. May 8, 2023 Italy 100% owned by CEGL Antric Gmbh August 21, 2020 Germany 100% owned by CEGL Pikka Electric Corporation August 3, 2023 Delaware, U.S. 100% owned by CEGL Centro Technology Corporation August 24, 2023 California, U.S. 100% owned by CEGL |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As an Australian public limited company, the Company is subject to the Corporations Act 2001 (the “Corporations Act”), which requires financial statements be prepared and audited in accordance with Australian Auditing Standards (“AAS”) and International Financial Reporting Standards (“IFRS”). The consolidated financial statements are not financial statements for the purposes of the Corporations Act and are considered “non-IFRS financial information” under the Australian Securities and Investment Commission’s Regulatory guide 230: ‘Disclosing non-IFRS financial information.’ Such non-IFRS financial information may not be comparable to similarly titled information presented by other entities and should not be construed as an alternative to other financial information prepared in accordance with AAS or IFRS. All intercompany balances and transactions have been eliminated in consolidation and combination. (b) Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. The Company continually evaluates these estimates and assumptions based on the most recently available information, historical experience and various other assumptions that the Company believes to be reasonable under the circumstances. Significant accounting estimates reflected in the Company’s consolidated financial statements include, but are not limited to, estimates and judgments applied in determination of provision for doubtful accounts, lower of cost and net realizable value of inventories, impairment losses for long-lived assets and investments, goodwill, valuation allowance for deferred tax assets and fair value measurement for share-based compensation expense, convertible promissory notes and warrants. Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates. (c) Fair value measurement ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. These tiers include: Level 1—defined as observable inputs such as quoted prices in active markets; Level 2—defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3—defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions. The Company’s financial instruments not reported at fair value primarily consist of cash and cash equivalents, restricted cash, accounts receivable, prepayments and other current assets, amount due from and due to related parties, accounts payable and accrued expenses and other current liabilities. The carrying value of cash and cash equivalents, restricted cash, accounts receivable, prepayment, goodwill and other current assets, accounts payable, accrued expenses and other current liabilities and amount due from and due to related party, current were approximate fair value because of the short-term nature of these items. The estimated fair values of loan from third party, and amount due from related party, non-current were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. Available-for-sale investments and currency-cross swap were classified within Level 1 of the fair value hierarchy because they were valued using quoted prices in active markets. Our debt security investments are classified within Level 3 of the fair value hierarchy. As the Issuer is not yet listed and there are no similar companies in the market at the same stage of development for comparison, the Issuer is difficult to value, and the valuation is not considered reliable. Therefore, the Company develop own assumption by future cash flow forecast, which contains principle paid and interests accrued. The fair value option provides an election that allows a company to irrevocably elect to record certain financial assets and liabilities at fair value on an instrument-by-instrument basis at initial recognition. The Company has elected to apply the fair value option to: i) convertible promissory notes payable due to the complexity of the various conversion and settlement options available to notes holders; ii) convertible loan receivable, which was recognized as debt security in long-term investments, and iii) cross-currency swap, which was recognized as short-term investments. The convertible promissory notes payable accounted for under the fair value option election are each a debt host financial instrument containing embedded features that would otherwise be required to be bifurcated from the debt-host and recognized as separate derivative liabilities subject to initial and subsequent periodic estimated fair value measurements in accordance with GAAP. Notwithstanding, when the fair value option election is applied to financial liabilities, bifurcation of an embedded derivative is not required, and the financial liability is initially measured at its issue-date estimated fair value and then subsequently remeasured at estimated fair value on a recurring basis as of each reporting period date. The portion of the change in fair value attributed to a change in the instrument-specific credit risk is recognized as a component of other comprehensive income and the remaining amount of the fair value adjustment is recognized as changes in fair value of convertible promissory notes and derivative liabilities In connection with the issuances of convertible promissory notes, the Company issued investor warrants and placement agent warrants to purchase ordinary shares of the Company. The Company utilizes a Binomial model to estimate the fair value of the warrants and are considered a Level 3 fair value measurement. The warrants are measured at each reporting period, with changes in fair value recognized in the statement of operations. As a practical expedient, the Company uses Net Asset Value (“NAV”) or its equivalent to measure the fair value of its certain fund investment. The Company’s investments valued at NAV as a practical expedient are: i) private equity funds, which represent the investment in equity securities on the consolidated balance sheet; ii) wealth management products purchased from banks, which represents the available-for-sale investments in short-term investments on the consolidated balance sheet. (d) Business combination The Company accounts for its business combinations using the acquisition method of accounting in accordance with ASC 805 “Business Combinations.” The cost of an acquisition is measured as the aggregate of the acquisition date fair value of the assets transferred to the sellers, liabilities incurred by the Company and equity instruments issued by the Company. Transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets acquired and liabilities assumed are measured separately at their fair values as of the acquisition date, irrespective of the extent of any noncontrolling interests. The excess of (i) the total costs of acquisition, fair value of the noncontrolling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the acquisition date amounts of the identifiable net assets of the acquiree is recorded as goodwill. (e) Cash and cash equivalents and restricted cash The Company considers highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Restricted cash consists of cash restricted as to withdrawal or use. Such restricted cash relates to certain credit card and lease guarantees. (f) Accounts receivable and provision for doubtful accounts Accounts receivable are recognized and carried at net realizable value. The Company adopted ASC 326 Financial Instruments – Credit Losses using the modified retrospective approach through a cumulative-effect adjustment to accumulated deficit from January 1, 2023 and interim periods therein. Management used an expected credit loss model for the impairment of accounts receivable as of period ends. Management believes the aging of accounts receivable is a reasonable parameter to estimate expected credit loss, and determines expected credit losses for accounts receivables using an aging schedule as of period ends. The expected credit loss rates under each aging schedule were developed on basis of the average historical loss rates from previous years, and adjusted to reflect the effects of those differences in current conditions and forecasted changes. Management measured the expected credit losses of accounts receivable on a collective basis. When an accounts receivable does not share risk characteristics with other accounts receivables, management will evaluate such accounts receivable for expected credit loss on an individual basis. Doubtful accounts balances are written off and deducted from allowance, when receivables are deemed uncollectible, after all collection efforts have been exhausted and the potential for recovery is considered remote. (g) Inventories Inventories are stated at the lower of cost or net realizable value. The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor cost and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs of completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances. Write-downs are recorded in the consolidated statements of operations and comprehensive loss. (h) Available-for-sale investments and Debt Security investments The Company’s available-for-sale investment consist of wealth management products purchased from banks and convertible loans. The Company’s short-term available-for-sale investment are classified as short-term investments on the consolidated balance sheets based on the contractual maturity date which is less than one year. The wealth management products purchased from banks are stated at the net asset value The Company’s debt security investments consist of convertible loan. At any time on or after the maturity date, the convertible loan will convert into shares equal to the quotient obtained by dividing the outstanding principal balance and unpaid accrued interest of the convertible loan as of the date of such conversion by the applicable conversion price. The convertible loans are stated at fair value. The Company reviews its investments for other-than-temporary impairment (“OTTI”) based on the specific identification method. The Company considers available quantitative and qualitative evidence in evaluating potential impairment of its investments. If the cost of an investment exceeds the investment’s fair value, the Company considers, among other factors, general market conditions, expected future performance of the investees, the duration and the extent to which the fair value of the investment is less than the cost, and the Company’s intent and ability to hold the investment. OTTI is recognized as a loss in the statement of operations. There is no OTTI recognized during the years ended December 31, 2023 and 2022. (i) Cross-currency swap The Company used cross-currency swap contracts to manage its exposures to movements in foreign exchange rates primarily related to the RMB or Renminbi. The use of these cross-currency swap modifies the Company’s exposure to these risks with the goal of reducing the risk or cost to the Company. The Company does not use derivatives for trading purposes and is not a party to leveraged derivative contracts. Depending on the nature of the underlying risk being hedged, these cross-currency swap are accounted for either as cash flow, net investment or mark to market hedges against changes in the value of the hedged item. Derivatives are recorded in the Consolidated Balance Sheets at fair value. The fair value is based upon either market quotes for actively traded instruments or independent bids for nonexchange traded instruments. The accounting for changes in fair value of a derivative instrument depends on whether the instrument has been designated and qualifies as part of a hedging relationship. The Company determines whether a derivative instrument meets the criteria for cash flow or net investment hedge accounting treatment on the date the derivative is executed. Derivatives accounted for as mark to market hedges are not designated as hedges for accounting purposes. Economic Hedges A derivative instrument whose change in fair value is used to hedge against changes in the value of a hedged item, but which is not designated as a hedge under ASC815 “Derivative Instruments and Hedging Activities”, is accounted for as an economic hedge. These derivatives are recorded at fair value in the Consolidated Balance Sheets when the hedged item is recorded as an asset or liability and then are revalued each accounting period. Changes in the fair value of derivatives accounted for as economic hedges are reported in the “Gain from cross-currency swaps” lines under “Other expense” in the Consolidated Statements of Operations. Cash flows from derivatives not designated as hedges are classified as cash flows from operating activities in the Consolidated Statements of Cash Flows. For the year ended December 31, 2023, all of the cross-currency swap contracts were accounted for as economic hedges. (j) Investment in equity securities For investments in equity securities with a variable interest rate indexed to the performance of underlying assets, the Company elected the fair value method at the date of initial recognition and carried these investments subsequently at fair value. Changes in fair values are reflected in the consolidated statements of operations and comprehensive loss. The Company determines the appropriate classification of its investments in equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. The private equity funds are measured at fair value with gains and losses recognized in earnings. As a practical expedient, the Company uses Net Asset Value (“NAV”) or its equivalent to measure the fair value of the Fund. The Company evaluates whether an investment is other-than-temporarily impaired based on the specific facts and circumstances. Factors that are considered in determining whether an other-than-temporary decline in value has occurred include the market value of the security in relation to its cost basis, the financial condition of the investee, and the intent and ability to retain the investment for a sufficient period of time to allow for recovery in the market value of the investment. (k) Property, plant and equipment, net Property, plant and equipment are carried at cost less accumulated depreciation and any impairment. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows: Buildings 20 years Machinery and equipment 5-10 years Office equipment 5 years Motor vehicles 3-5 years Leasehold improvement 3-10 years Others 3 years The Company reassesses the reasonableness of the estimates of useful lives and residual values of long-lived assets when events or changes in circumstances indicate that the useful lives and residual values of a major asset or a major category of assets may not be reasonable. Factors that the Company considers in deciding when to perform an analysis of useful lives and residual values of long-lived assets include, but are not limited to, significant variance of a business or product line in relation to expectations, significant deviation from industry or economic trends, and significant changes or planned changes in the use of the assets. The analysis will be performed at the asset or asset category with the reference to the assets’ conditions, current technologies, market, and future plan of usage and the useful lives of major competitors. The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the consolidated statements of operations and comprehensive loss. The cost of maintenance and repair is charged to expenses as incurred, whereas significant renewals and betterments are capitalized. The Company constructs certain of its property including recodifications and improvement of its office buildings and plant. Depreciation is recorded at the time assets are ready for the intended use. (l) Intangible assets, net Intangible assets are carried at cost less accumulated amortization and any recorded impairment. Intangible assets are amortized using the straight-line approach over the estimated economic useful lives of the assets as follows: Category Estimated useful life Land use rights 45.75-50 years Software 3 years Technology 5 years Trademark 5 years (m) Impairment of long-lived assets The Company evaluates the recoverability of long-lived assets or asset group with determinable useful lives whenever events or changes in circumstances indicate that an asset or a group of assets’ carrying amount may not be recoverable. The Company measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows expected to result from the use of the assets or asset group and their eventual disposition. The carrying amount of the long-lived asset or asset group is not recoverable when the sum of the undiscounted expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets or asset group, when the market prices are not readily available. The adjusted carrying amount of the assets become new cost basis and are depreciated over the assets’ remaining useful lives. Long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The impairment test is performed at the asset group level. Impairment loss for long-lived assets of $431,319 and $3,917,537 were recorded in the Company’s consolidated statements of operations and comprehensive loss for the years ended December 31, 2023 and 2022, respectively. (n) Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination. Goodwill acquired in a business combination is tested for impairment at least annually or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The Company performs impairment analysis on goodwill as of December 31 every year either beginning with a qualitative assessment, or starting with the quantitative assessment instead. The quantitative goodwill impairment test compares the fair values of each reporting unit to its carrying amount, including goodwill. A reporting unit constitutes a business for which discrete profit and loss financial information is available. The fair value of each reporting unit is established using a combination of expected present value of future cash flows. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. In applying the goodwill impairment assessment, the Company may assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. Qualitative factors may include, but are not limited to, economic, market and industry conditions, cost factors and overall financial performance of the reporting unit. If after assessing these qualitative factors, the Company determines it is “more-likely-than not” that the fair value is less than the carrying value, a quantitative assessment of goodwill is required. The quantitative impairment test requires significant management judgments, including the identification of reporting units, assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value of each reporting unit. The judgment in estimating the fair value of reporting units includes estimating future cash flows, determining appropriate discount rates and making other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit. Impairment loss for goodwill of $ nil (o) Long-term investment Equity method investments Investee companies over which the Company has the ability to exercise significant influence but does not have a controlling interest through investment in common shares or in substance common shares are accounted for using the equity method. Significant influence is generally considered to exist when the Company has an ownership interest in the voting stock of the investee between 20% and 50%, and other factors, such as representation on the investee’s board of directors, voting rights and the impact of commercial arrangements, are also considered in determining whether the equity method of accounting is appropriate. Under the equity method, the Company initially records its investment at cost and subsequently recognizes the Company’s proportionate share of each equity investee’s net income or loss after the date of investment into the consolidated statements of operations and comprehensive loss and accordingly adjusts the carrying amount of the investment. When the Company’s share of losses in the equity investee equals or exceeds its interest in the equity investee, the Company does not recognize further losses, unless the Company has incurred obligations or made payments or guarantees on behalf of the equity investee. Equity investments without readily determinable fair values For investments in an investee over which the Company does not have significant influence, the Company carries the investment at cost and recognizes income as any dividends declared from distribution of investee’s earnings. The Company reviews the equity investments without readily determinable fair values for impairment whenever events or changes in circumstances indicate that the carrying value may no longer be recoverable. An impairment loss is recognized in earnings equal to the difference between the investment’s carrying amount and its fair value at the balance sheet date of the reporting period for which the assessment is made. All equity investments, except those accounted for under the equity method of accounting or those resulting in the consolidation of the investee, be accounted for at fair value with all fair value changes recognized in income. For equity investments that do not have readily determinable fair values the Company measures the equity investment at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the Company. Impairment for long-term investment The Company reviews its long-term investments for impairment whenever an event or circumstance indicates that other-than-temporary impairment has occurred. The Company considers available quantitative and qualitative evidence in evaluating potential impairment of its long-term investments. An impairment charge is recorded when the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than-temporary. The adjusted carrying amount of the assets become new cost basis. (p) Revenue recognition The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of a contract with the customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company generates revenue primarily through sales of light-duty ECVs, sales of ECV parts, and sales of off-road electric vehicles. Revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Revenue is recognized net of return allowance and any taxes collected from customers, which are subsequently remitted to governmental authorities. Significant judgement is required to estimate return allowances. The Company reasonably estimate the possibility of return based on the historical experience, changes in judgments on these assumptions and estimates could materially impact the amount of net revenues recognized. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfilment costs rather than separate performance obligations and recorded as sales and marketing expenses. The following table disaggregates the Company’s revenues by product line for the years ended December 31, 2023 and 2022: For the Years Ended December 31, 2023 2022 Vehicles sales $ 20,344,889 $ 8,235,053 Spare-parts sales 1,554,311 304,506 Other service income 180,705 402,276 Net revenues $ 22,079,905 $ 8,941,835 The Company’s revenues are primarily derived from Europe, America and Asia. The following table sets forth disaggregation of revenue by customer location. For the Years Ended December 31, 2023 2022 Primary geographical markets Europe $ 16,218,398 $ 7,052,452 Asia 4,805,312 1,191,931 America 1,056,195 697,452 Total $ 22,079,905 $ 8,941,835 Contract Balances Timing of revenue recognition was once the Company has determined that the customer has obtained control over the product. Accounts receivable represent revenue recognized for the amounts invoiced and/or prior to invoicing when the Company has satisfied its performance obligation and has an unconditional right to the payment. Contractual liabilities primarily represent the Company’s obligation to transfer additional goods or services to a customer for which the Company has received consideration. The consideration received remains a contractual liability until goods or services have been provided to the customer. For the years ended December 31, 2023 and 2022, the Company recognized $464,636 and $1,105,076 revenue that was included in contractual liabilities as of January 1, 2023 and 2022, respectively. The following table provides information about receivables and contractual liabilities from contracts with customers: December 31, 2023 December 31, 2022 Accounts receivable, net $ 6,530,801 $ 565,398 Contractual liabilities $ 3,394,044 $ 2,388,480 (q) Cost of goods sold Cost of goods sold mainly consists of production related costs including costs of raw materials, consumables, direct labor, overhead costs, depreciation of property, plant and equipment, manufacturing waste treatment processing fees and inventory write-downs. (r) Government grants (s) Income taxes The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. As part of the process of preparing financial statements, the Company is required to estimate its income taxes in each of the jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements. Net operating losses are carried forward and credited by applying enacted statutory tax rates applicable to future years when the reported amounts of the asset or liability are expected to be recovered or settled, respectively. Deferred tax assets are reduced by a valuation allowance when, based upon the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The components of the deferred tax assets and liabilities are individually classified as non-current. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. As required by applicable tax law, interest on non-payment of income taxes and penalties associated with tax positions when a tax position does not meet the minimum statutory threshold to avoid payment of penalties recognized, if any, will be classified as a component of the provisions for income taxes. The tax returns of the Company and its Germany, Hong Kong and PRC subsidiaries are subject to examination by the relevant local tax authorities. The standard period in which Australian Taxation Office can amend an assessment is four years and there is no statute of limitation in the case of fraud or evasion. The statutory limitation period in Germany for the issue or correction of assessments is four years from the end of the year in which the return was filed. In the case of fraud and willful evasion, the investigation is extended to cover ten years of assessment. 2015 through 2023 (t) Foreign currency translation and transaction The consolidated financial statements are presented in United States dollars (“USD” or “$”). The functional currency of certain of CEGL’s PRC subsidiaries is the Renminbi (“RMB”). The functional currency of CAE, CEGE and Antric Gmbh is the EUR, and CEGL and its other subsidiaries in US is the USD. The functional currency of Cenntro Electric CICS, SRL was DOP. The functional currency of Cenntro Automotive S.A.S. and Cenntro Electric Colombia S.A.S. was COP. The functional currency of Cenntro Elektromobilite Araçlar A.Ş was TRY Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period. Capital accounts of the consolidated financial statements are translated into USD from RMB, EUR, DOP, COP and TRY at their historical exchange rates when the capital transaction |
BUSINESS COMBINATION
BUSINESS COMBINATION | 12 Months Ended |
Dec. 31, 2023 | |
BUSNIESS COMBINATION [Abstract] | |
BUSNIESS COMBINATION | NOTE 3 – BUSINESS COMBINATION Acquisition of CAE’s equity interests On March 5, 2022, CEGL entered into a Share and Loan Purchase Agreement (the “Purchase Agreement I”) with Mosolf SE & Co. KG, a limited liability partnership incorporated under the laws of Germany (“Seller” or “Mosolf” and, together with CEGL and CEG, the “Parties”), pursuant to which Mosolf agreed to sell to CEGL (i) 65% of the issued and outstanding shares (the “TME Shares”) in Cenntro Automotive Europe GmbH, previously known as Tropos Motors Europe GmbH, a German limited liability company (“CAE”), and (ii) 100% of the shareholder loan (the “Shareholder Loan”) which Mosolf previously provided to CAE (the “CAE Transaction”). CAE was one of Cenntro’s private label channel partners and has been one of Cenntro’s largest customers since 2019. The CAE Transaction closed on March 25, 2022. At closing of the CAE Transaction, CEGL paid Mosolf EUR3,250,000 (or approximately USD$3.6 million) for the purchase of the TME Shares and EUR11,900,000 (or approximately USD$13.0 million) for the purchase of the Shareholder Loan, for total aggregate consideration of EUR15,150,000 (or approximately USD$16.6 million). An aggregate of EUR3,000,000 (or approximately USD$3.3 million) of the purchase price is held in escrow to satisfy amounts payable to any of the buyer indemnified parties in accordance with the terms of the Purchase Agreement I. The transaction constitutes a business combination for accounting purposes and is accounted for using the acquisition method under ASC 805. CEGL is deemed to be the accounting acquirer and the assets and liabilities of CAE are recorded at the fair value as of the date of the closing. On December 13, 2022, CEGL entered into another Share Purchase Agreement (the “Purchase Agreement II”) with Mosolf, pursuant to which Mosolf agreed to sell to CEGL its remaining 35% of the issued and outstanding shares in CAE in exchange for a purchase price of EUR1,750,000 (or approximately USD$1.86 million) (the “Transaction”). The Transaction was closed on January 31, 2023, as a result, CAE became a wholly-owned subsidiary of CEGL. This transaction was accounted for as equity transactions, no gain or loss was recognized in the consolidated statement of operations. The difference between the fair value of the consideration paid and the amount by which the noncontrolling interest was adjusted was recognized in equity attributable to the Company. Acquisition of Antric GmbH’s equity interests On December 16, 2022, the Company invested EUR2,500,000 (approximately $2,674,500) in Antric GmbH, a German company with limited liability, to acquire 25% of its equity interest, and the investment was accounted for under the equity method. The Company entered into an agreement with Moritz Heibrock and Eric Diederich (the “Founder”) to acquire the remaining 75% equity interest of Antric GmbH (“Antric Transaction”), which was closed on August 31, 2023. The payment terms consisted of (i) purchasing 75% of the equity interest on the cash consideration of one euro (EUR 1); (ii) two hundred euros (EUR 200) for every Antric Unit (as defined by the agreement) sold by the Company for a period of ten years from August 31, 2023, subject to those terms and conditions under that Deed of Sale; (iii) a cash injection of five hundred thousand euros (EUR 500,000) into Antric GmbH by the Company; and (iv) a loan issued by the Company to Antric for seven hundred thousand euros (EUR 700,000) with interest payable to the Company at a rate of 6.5% per annum for a term of sixty (60) months. After the transaction, Antric GmbH became a wholly-owned subsidiary of the Company. The transaction constitutes a business combination for accounting purposes and is accounted for using the acquisition method under ASC 805. The Company is deemed to be the accounting acquirer and the assets and liabilities of Antric GmbH are recorded at the fair value as of the date of the closing. On the acquisition date August 31, 2023, total consideration of the transaction was EUR1,278,327(approximately $1,385,578), which was consisted of: (1) 25% equity Interest of Antric previously held by the Company fair valued at EUR1,042,221 (approximately $1,129,663) (Loss associated with the "step-acquisition" was recognized in other expenses (see Note 8 (a) (1)), (2) a cash consideration amounted to EUR 1 (approximately $1), and (3) an earn-out consideration amounted to EUR 236,106 (approximately $255,319). The excess of the purchase price over the net assets acquired was recorded as goodwill, which was $223,494 as of December 31, 2023. Contingent liabilities of $256,732 for earn-out price was recognized as of December 31, 2023. Fair value of net assets acquired and liabilities assumed On the acquisition date August 31, 2023, the allocation of the consideration of the assets acquired and liabilities assumed based on their fair value was as follows (USD:EUR) exchange rate of 1.0839 as of August 31, 2023 was applied: Amount Cash and Bank Balance $ 1,376 Accounts Receivable 54,606 Inventory 663,723 Fixed Assets 124,362 Intangible Assets 1,513,124 Other assets 72,825 Goodwill 218,991 Short Term Borrowing (604,568 ) Trade and Service Liabilities (319,472 ) Deferred Tax Liabilities (239,452 ) Other Liabilities (99,937 ) Net assets $ 1,385,578 |
SHORT-TERM INVESTMENTS
SHORT-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2023 | |
SHORT-TERM INVESTMENTS [Abstract] | |
SHORT-TERM INVESTMENTS | NOTE 4 – SHORT-TERM INVESTMENTS December 31, 2023 December 31, 2022 Available-for-sale investment (1) $ 4,227,947 $ - Cross-currency swap (2) 8,641 - Total $ 4,236,588 $ - (1) A vailable-for-sale investment represented wealth management products purchased from banks, for which the contractual maturity dates are less than one year. (2) Cross-currency swap was bought by the Company to manage its exposures to movements in foreign exchange rates primarily related to the RMB |
ACCOUNTS RECEIVABLE, NET
ACCOUNTS RECEIVABLE, NET | 12 Months Ended |
Dec. 31, 2023 | |
ACCOUNTS RECEIVABLE, NET [Abstract] | |
ACCOUNTS RECEIVABLE, NET | NOTE 5 - ACCOUNTS RECEIVABLE, NET Accounts receivable, net is summarized as follows: December 31, December 31, Accounts receivable $ 8,443,069 $ 2,526,432 Less: provision for doubtful accounts (1,912,268 ) (1,961,034 ) Accounts receivable, net $ 6,530,801 $ 565,398 The changes in the provision for doubtful accounts are as follows: For the Years Ended December 31, 2023 2022 Balance at the beginning of the year $ 1,961,034 $ 1,475,983 Additions - 1,394,591 Write-off (108,288 ) (922,632 ) Foreign exchange 59,522 13,092 Balance at the end of the year $ 1,912,268 $ 1,961,034 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2023 | |
INVENTORIES [Abstract] | |
INVENTORIES | NOTE 6 - INVENTORIES Inventories are summarized as follows: December 31, December 31, Raw material $ 10,209,773 $ 9,311,419 Work-in-progress 1,494,441 290,220 Goods in transit 3,774,310 2,364,136 Finished goods 28,431,040 19,877,596 Inventories $ 43,909,564 $ 31,843,371 For the years ended December 31, 2023 and 2022, the impairment loss recognized by the Company for slow-moving inventory with cost lower than net realizable value was $658,622 and $2,155,400, respectively. |
PREPAYMENT AND OTHER CURRENT AS
PREPAYMENT AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
PREPAYMENT AND OTHER CURRENT ASSETS [Abstract] | |
PREPAYMENT AND OTHER CURRENT ASSETS | NOTE 7 – PREPAYMENT AND OTHER CURRENT ASSETS Prepayment and other current assets consisted of the following: December 31, 2023 December 31, 2022 Advance to suppliers $ 12,579,554 $ 9,877,337 Deductible input value added tax 6,238,040 4,097,162 Receivable from a third party (1) 1,000,000 - Loans to a third party (2) - 1,044,181 Receivable from third parties - 678,887 Others 573,556 440,763 Prepayment and other current assets $ 20,391,150 $ 16,138,330 (1) Receivable from a third party represented the redemption receivable of equity investment in Micro Money Fund SPC. The Company redeemed the investment of $1,000,000 in November 2023 and received the payment subsequently in January 2024. (2) Loans to a third party represented an interest-bearing loan to HW Electro Co., Ltd. with principal amount of $ 1,000,000 5.00 February 7, 2023 1,000,000 1,143,860 3.00 |
LONG-TERM INVESTMENTS
LONG-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2023 | |
LONG-TERM INVESTMENTS [Abstract] | |
LONG-TERM INVESTMENTS | NOTE 8 – LONG-TERM INVESTMENTS (a) Equity method investment, net Equity method investments consisted of the following: December 31, 2023 December 31, 2022 Antric GmbH (1) $ - $ 2,674,500 Hangzhou Entropy Yu Equity Investment Partnership (Limited Partnership) (“Entropy Yu”) (2) 2,127,062 2,189,570 Hangzhou Hezhe Energy Technology Co., Ltd. (“Hangzhou Hezhe”) (3) 407,778 367,272 Able 2rent GmbH (DEU) (4) 89,432 94,399 Total $ 2,624,272 $ 5,325,741 (1) On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 25 25 75 136,302 (2) On September 25, 2022, the Company invested RMB 15,400,000 2,169,045 to acquire 99.355 50 Entropy Yu . For the years ended December 31, 2023 and 2022, the Company recognized investment gain of $ 4 44,301 . (3) On June 23, 2021, the Company invested RMB 2,000,000 281,694 20 33 50,991 44,039 (4) On March 22, 2022, CAE invested EUR 100,000 110,620 50 For the years ended December 31, 2023 and 2022, the Company recognized investment loss of $ 7,998 12,389 (b) Equity investment without readily determinable fair values, net Equity investments without readily determinable fair values, net consisted of the following: December 31, 2023 December 31, 2022 HW Electro Co., Ltd. (1) $ 1,000,000 $ - Robostreet Inc. (2) 450,000 - Total $ 1,450,000 $ - (1) On January 31, 2023, the Company entered into a debt convention agreement with HW Electro Co., Ltd., to convert the loan principal of $1,000,000 into HW Electro Co., Ltd.’s shares. The Company is holding 1,143,860 shares of HW Electro Co., Ltd.’s for a total of 3.00% of its equity interest as of December 31, 2023. (2) On July 12, 2023, the Company entered into a share sale and purchase agreement with Robostreet Inc., to acquire 176 shares of Robostreet Inc.’s for a total of 14.97% of its equity interest with a consideration of cash of $200,000 and three models of programmable smart chassis for an aggregate value of $250,000. (c) Debt security investments On July 24, 2023 the Company purchased a $1,000,000 convertible note (the “Convertible Note”) from Acton (the “Issuer”). As of December 31, 2023, the Company has paid $600,000 to the Issuer, the balance of debt investments was $611,712. At any time on or after the maturity date, the convertible loan will convert into shares equal to the quotient obtained by dividing the outstanding principal balance and unpaid accrued interest of the convertible loan as of the date of such conversion by the applicable conversion price. |
INVESTMENT IN EQUITY SECURITIES
INVESTMENT IN EQUITY SECURITIES | 12 Months Ended |
Dec. 31, 2023 | |
INVESTMENT IN EQUITY SECURITIES [Abstract] | |
INVESTMENT IN EQUITY SECURITIES | NOTE 9 – INVESTMENT IN EQUITY SECURITIES As of December 31, 2023, the balance consisted of the following two equity investments: December 31, 2023 December 31, 2022 MineOne Fix Income Investment I L.P (1) $ 26,060,355 $ 25,019,244 Micro Money Fund SPC (2) 98,119 4,739,951 Total $ 26,158,474 $ 29,759,195 (1) On October 12, 2022, the Company entered into a subscription agreement with MineOne Partners Limited, a partnership incorporated in the British Virgin Islands, for purchase of $ 25 holds 100 5 ten 1,041,111 19,244 (2) On August 11, 2022, the Company invested $5 million in Micro Money Fund SPC, for purchase of 4,454.37 of participating, redeemable, non-voting shares attributable to Micro Money Fund SPII (“the Fund”), a segregated portfolio of Micro Money Fund SPC. The Company holds 59% of the limited partnership equity of the Fund, and The Company has neither control nor significant influence over MineOne or Micro Money Fund, the Company does not have the power to direct the activities that most significantly affect their economic performance, and there is no kick-off rights or right to dissolve the funds. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2023 | |
PROPERTY, PLANT AND EQUIPMENT, NET [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 10 – PROPERTY, PLANT AND EQUIPMENT, NET P roperty, plant and equipment December 31, December 31, At cost: Plant and building $ 11,509,679 $ 11,453,436 Land 1,063,270 - Machinery and equipment 3,406,214 2,413,087 Leasehold improvement 6,103,786 2,956,515 Office equipment 1,693,588 1,192,443 Motor vehicles 771,259 352,972 Construction in progress 531,249 - Total 25,079,045 18,368,453 Less: accumulated depreciation (4,677,524 ) (3,405,862 ) Property, plant and equipment, net $ 20,401,521 $ 14,962,591 Depreciation expenses for the years ended December 31, 2023 and 2022 were $1,456,984 and $907,739, respectively. Impairment loss for the years ended December 31, 2023 and 2022 were $431,319 and $550,402, respectively. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
INTANGIBLE ASSETS, NET [Abstract] | |
INTANGIBLE ASSETS, NET | NOTE 11 – INTANGIBLE ASSETS, NET Intangible assets, net consisted of the following: December 31, 2023 December 31, 2022 At cost: Land use right $ 5,584,050 $ 4,605,738 Trademark 809,738 - Technology 734,517 - Software 118,350 119,550 Total 7,246,655 4,725,288 Less: accumulated amortization (372,874 ) (161,496 ) Intangible assets, net $ 6,873,781 $ 4,563,792 Amortization expenses for the years ended December 31, 2023 and 2022 were $213,996 and $46,133, respectively. Impairment loss for the years ended December 31, 2023 and 2022 were $ nil |
OTHER NON-CURRENT ASSETS, NET
OTHER NON-CURRENT ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
OTHER NON-CURRENT ASSETS, NET [Abstract] | |
OTHER NON-CURRENT ASSETS, NET | NOTE 12 – OTHER NON-CURRENT ASSETS, NET December 31, December 31, Loan to the third party (1) $ - $ 4,591,717 Deferred cost (2) 203,083 - Deposit (3) 1,071,974 758,038 Long-term prepayment (4) 952,615 1,280,974 Total 2,227,672 6,630,729 Less: provision for loan to the third party and receivable from a third party - (4,591,717 ) Other non-current assets, net $ 2,227,672 $ 2,039,012 (1) The balance represents a 5-year loan in the aggregate principal amount of $4,439,400 (New Zealand Dollar 7,000,000) to the related party, bearing interest of 2.5% annually and maturing in August 2026. As for the resignation of Mr. Justin Davis-Rice in 2022, the controller of Bendon Limited and the former director of CEGL, Bendon Limited was not a related party as of December 31, 2022. Full provision was made as of December 31, 2022, and the balance was written off as of December 31, 2023. (2) Since May 2022, the Company entered a series of agreement with Jiangxi ZC Automobile Co., Ltd. (“Jiangxi ZC”) to cooperate on mold development. The agreement stipulated that the mold development fee shall be borne by the Company and Jiangxi ZC, with each bearing 50%, and that Jiangxi ZC would share the ownership of the mold assets with the Company upon completion of the payment. The Company recognized deferred cost borne by Jiangxi ZC before it met the cost reorganization criteria. (3) The balance mainly consisted of the rental deposit. (4) T he balance mainly represented a six-year |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | NOTE 13 – Accrued expenses and other current liabilities are summarized as follow: December 31, December 31, Accrued litigation compensation $ 1,773,007 $ 1,590,484 Accrued expenses 961,914 797,969 Other taxes payable 732,685 118,469 Employee payroll and welfare payables 621,605 452,904 Accrued professional fees 36,505 919,525 Payable for purchasing the factory - 588,645 Interest expense of convertible loans - 383,250 Credit card payable 106,650 22,908 Others 31,521 174,487 Total $ 4,263,887 $ 5,048,641 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | NOTE 14 - INCOME TAXES Australia CEGL is subject to a tax rate of 25%. United States U.S. subsidiaries are subject to a federal tax rate of 21% and respective state tax rate. Europe Subsidiaries in Germany, Spain, Italy, Netherlands and Turkey are subject to a tax rate of 15.8%, 25%, 24%, 19% and 25%, respectively Hong Kong In accordance with the relevant tax laws and regulations of Hong Kong, a company registered in Hong Kong is subject to income taxes within Hong Kong at the applicable tax rate on taxable income. Effective from April 1, 2018, a two-tier corporate income tax system was officially implemented in Hong Kong, which is 8.25% for the first HK$2.0 million profits, and 16.5% for the subsequent profits, it is exempted from the Hong Kong income tax on its foreign-derived income. CEG’s subsidiaries, CAG HK and Sinomachinery HK, are registered in Hong Kong as intermediate holding companies, subject to an income tax rate of for taxable income earned in Hong Kong. Payments of dividends from Hong Kong subsidiaries to CEG are not subject to any Hong Kong withholding tax. PRC Pursuant to the tax laws and regulations of the PRC, the Company’s applicable enterprise income tax (“EIT”) rate is 25%. Zhejiang Tooniu Tech Co., Ltd, Hangzhou Hengzhong Tech Co., Ltd and. Zhejiang Xbean Tech Co., Ltd qualify as Small and micro enterprises in the PRC, and are entitled to pay a reduced income tax rate of 5% in 2023. (1) Income taxes Income tax expenses for the years ended December 31, 2023 and 2022 are $8,988 and nil The components of the income tax provision are as follows: For the Years Ended December 31, 2023 2022 Current $ 24,919 $ - Deferred (15,931 ) - Total $ 8,988 $ - The components of losses before income taxes are summarized as follows: For the Years Ended December 31, 2023 2022 PRC $ (8,291,573 ) $ (7,386,251 ) US (14,349,845 ) (17,254,945 ) Europe (10,839,504 ) (20,130,854 ) Australia (19,225,749 ) (67,392,512 ) Others (1,645,096 ) 19,300 Total $ (54,351,767 ) $ (112,145,263 ) As the main business operations were concentrated in China, and other losses except for PRC losses are caused by non-operating activities, PRC statutory income tax rate was applied. The actual income tax expense reported in the consolidated statements of operations and comprehensive loss for years ended December 31, 2023 and 2022 differs from the amount computed by applying the PRC statutory income tax rate to income before income taxes due to the following: For the Years Ended December 31, 2023 2022 Loss before provision for income tax $ (54,351,767 ) $ (112,145,263 ) PRC statutory income tax rate 25 % 25 % Income tax expense at the PRC statutory rate (13,587,942 ) (28,036,316 ) Effect of preferential tax rate 1,535,761 161,592 Effect of international tax rates 123,766 (2,255,963 ) Effect of non-deductible expenses 569,327 1,069,009 Effect of research and development deduction (1,261,231 ) (568,446 ) Fair value change of warrant liability 60,799 3,912,074 Impairment loss of goodwill - 2,777,972 Effect of valuation allowance 12,584,439 22,940,078 Total income tax expense - current 24,919 - Effective income tax rate 0 % 0 % (2) Deferred taxes assets/(liabilities) The tax effects of temporary differences that give rise to the net deferred tax liabilities balances as of December 31, 2023 and 2022 are as follows: December 31, 2023 December 31, 2022 Deferred tax assets: Impairment loss $ 3,561,625 $ 3,532,162 Change in fair value of financial instrument (3,885,519 ) 912,340 Capitalization of research and experimental costs 943,938 369,687 Net operating loss carry forwards 42,229,598 28,818,841 Total deferred income tax assets 42,849,642 33,633,030 Valuation allowance (42,849,642 ) (33,633,030 ) Deferred tax assets, net $ - $ - Deferred income tax liabilities: Intangible assets arising from acquisition (228,086 ) - Total deferred tax liabilities (228,086 ) - Net deferred tax liabilities (228,086 ) - The changes related to valuation allowance are as follows: For the Years Ended December 31, 2023 2022 Balance at the beginning of the year $ 33,633,030 $ 14,659,415 Additions during the year 12,584,439 22,940,078 Expire of NOL (3,165,660 ) (1,318,979 ) Change in tax rate 96,387 (91,423 ) Exchange rate effect (298,554 ) (2,556,061 ) Balance at the end of the year $ 42,849,642 $ 33,633,030 The valuation allowances as of December 31, 2023 and 2022 were provided for the deferred income tax assets of certain subsidiaries, which were at cumulative loss positions. In assessing the realization of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible or utilizable. For entities incorporated in Hong Kong, net losses of $1,173,034 can be carried forward indefinitely. For entities incorporated in the U.S., federal net operating losses of $38,730,970 can be carried forward indefinitely subject to a limitation in utilization against 80% of annual taxable income. Federal net operating losses of $3,740,668, $1,430,246, $744,848, and $1,512,798 will expire if unused by 2035, 2036, 2037 and 2038, respectively. For entities incorporated in the PRC, net losses can be carried forward for five years. PRC net losses of $37,266,136 were available to offset future taxable income. Net losses of $5,413,592, $2,210,756, $5,989,640, $10,479,727 and $13,172,422 will expire, if unused, by 2024, 2025, 2026, 2027 and 2028 respectively. For entities incorporated in German, net losses of $26,565,271 can be carried forward indefinitely. For entities incorporated in Australia, net losses of $61,911,565 can be carried forward indefinitely. Internal Revenue Code of 1986, as amended (“IRC”), Section 382 provides that, after an ownership change, the amount of a loss corporation’s taxable income for any post-change year that may be offset by pre-change losses shall not exceed the IRC Section 382 limitation for that year. The IRC Section 382 limitation generally equals the fair market value of the old loss corporation multiplied by the long-term tax-exempt rate. A loss corporation is any corporation that has a net operating loss, a net operating loss carryforward, or a net unrealized built-in loss for the taxable year in which the ownership change occurs. An ownership change is a greater than 50-percentage point increase in ownership by five-percent shareholders. The Company has not yet performed an IRC Section 382 analysis to determine whether an ownership change has occurred and whether any tax attributes are limited. The Company has recorded a full valuation allowance against its deferred tax assets and does not expect to utilize its tax attributes. Once the Company utilizes its tax attributes, a complete IRC Section 382 analysis will be performed. Uncertain tax positions The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. CAE GmbH was not yet subject to a tax audit, but a tax audit for 2019 has been recently announced. As of December 31, 2023 and 2022, the Company did not have any significant unrecognized uncertain tax positions or any unrecognized liabilities, interest or penalties associated with unrecognized tax benefits. The Company does not believe that its uncertain tax benefits position will materially change over the next twelve months. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
LEASES [Abstract] | |
LEASES | NOTE 15 - LEASES The Company leases offices space under non-cancellable operating leases. The Company considers those renewal or termination options that are reasonably certain to be exercised in the determination of the lease term and initial measurement of right of use assets and lease liabilities. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheets. The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of a finance or operating lease. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. A summary of lease cost recognized in the Company’s consolidated statements of operations and comprehensive loss is as follows: For the Years Ended December 31, 2023 2022 Operating leases cost excluding short-term rental expense $ 4,745,560 $ 1,616,853 Short-term lease cost 809,894 238,386 Total $ 5,555,454 $ 1,855,239 A summary of supplemental information related to operating leases is as follows: December 31, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities $ 4,012,410 $ 1,108,721 Weighted average remaining lease term 6.13 years 8.36 years Weighted average discount rate 6.33 % 4.27 % The Company’s lease agreements do not have a discount rate that is readily determinable. The incremental borrowing rate is determined at lease commencement or lease modification and represents the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar term and an amount equal to the lease payments in a similar economic environment. The following table summarizes the maturity of lease liabilities under operating leases as of December 31, 2023: For the year ending December 31, Operating 2024 $ 4,908,465 2025 4,127,389 2026 4,180,335 2027 4,221,505 2028 2,176,965 2029 and thereafter 5,784,794 Total lease payments 25,399,453 Less: imputed interest 4,318,235 Total $ 21,081,218 Less: current portion 4,741,599 Non-current portion 16,339,619 |
CONVERTIBLE PROMISSORY NOTE AND
CONVERTIBLE PROMISSORY NOTE AND WARRANT | 12 Months Ended |
Dec. 31, 2023 | |
CONVERTIBLE PROMISSORY NOTE AND WARRANT [Abstract] | |
CONVERTIBLE PROMISSORY NOTE AND WARRANT | NOTE 16 - CONVERTIBLE PROMISSORY NOTE AND WARRANT Convertible Promissory Note On July 20, 2022, the Company issued to investors convertible promissory note (“Note”) in the aggregate principal amount of $61,215,000 due on July 19, 2023, unless earlier repurchased, converted or redeemed. The Note bears interest at a rate of 8% per annum, and the net proceed after deducting issuance expenses was $54,069,000. The main terms of the Note are summarized as follows: Conversion feature At any time after the issue date until the Note is no longer outstanding, this Note shall be convertible, in whole or in part, into ordinary shares at the option of the holder, at any time and from time to time. Redemption feature If the Company shall carry out one or more subsequent financings in excess of US$25,000,000 in gross proceeds, the holder shall have the right to (i) require the Company to first use up to 10% of the gross proceeds of such subsequent financing if the aggregate outstanding principal amount of the Note is in excess of US$30,000,000 and (ii) require the Company to first use up to 20% of the gross proceeds of such subsequent financing if the outstanding principal amount of the Note is US$30,000,000 or less to redeem all or a portion of this Note for an amount in cash equal to the Mandatory Redemption Amount equal to 1.08 multiplied by the sum of principal amount subject to the mandatory redemption, plus accrued but unpaid interest, plus liquidated damages, if any, and any other amounts. In addition, if the closing price of the ordinary shares on the principal trading market is below the floor price of $1.00 per share for a period of ten consecutive trading days, the holder shall have the right to require the Company to redeem the sum of principal amount plus accrued but unpaid interest under the Note. Contingent interest feature The Note is subject to certain customary events of default. If any event of default occurs, the outstanding principal amount, plus accrued but unpaid interest, liquidated damages and other amounts owing, shall become immediately due and payable, and at the holder’s election, in cash at the mandatory default amount or in ordinary shares at the mandatory default amount at a conversion price equal to 85% of the 10-day volume weighted average price. Commencing 5 days after the occurrence of any event of default, the interest shall accrue at an interest rate equal to the lesser of 10% per annum or the maximum rate permitted under applicable law. The financial liability was initially measured at its issue-date estimated fair value and subsequently remeasured at estimated fair value on a recurring basis at each reporting period date. The remaining estimated fair value adjustment is presented as other income (expense) in the consolidated statement of operations, change in fair value of convertible notes. The movement of Note during the year ended December 31, 2023 are as follows: Liability component As of December 31, 2022 $ 57,372,827 Convertible promissory notes issued during the year - Redemption of convertible promissory notes (47,546,626 ) Fair value change recognized 129,799 As of December 31, 2023 $ 9,956,000 The estimated fair value of the Note as of December 31, 2023 and 2022 was computed using a Monte Carlo Simulation Model, which incorporates significant inputs that are not observable in the market, and thus represents a Level 3 measurement. The unobservable inputs utilized for measuring the fair value of the Note reflects our assumptions about the assumptions that market participants would use in valuing the Note as of the issuance date and subsequent reporting period. We determined the fair value by using the following key inputs to the Monte Carlo Simulation Model: Fair Value Assumptions - Convertible Promissory Note December 31, 2023 December 31, 2022 Face value principal payable 9,953,381 57,488,000 Original conversion price 1.2375 1.2375 Interest Rate 8.00 % 8.00 % Expected term (years) 1.05 0.55 Volatility 53.46 % 75.13 % Market yield (range) 13.93 % 18.02 % Risk free rate 4.69 % 4.69 % Issue date July 20, 2022 July 20, 2022 Maturity date January 19, 2025 July 19, 2023 Warrant Accompany with the Note, the Company issued to the same investor warrants to purchase up to 24,733,336 ordinary shares of the Company, with an exercise price of $1.61 per share, which may be exercised by the holders on a cashless basis by using Black-Scholes model to determine the net settlement shares Additionally, after the Company completed the above Note financing, the Company issued to the placement agent warrants to purchase 2,473,334 ordinary shares of the Company at a same day, as part of the underwriter’s commission . Both warrants are exercisable from the date of issuance and have a term of five years from the date of issuance. They were presented as liabilities on the consolidated balance sheet at fair value in accordance with ASC 480 “Distinguishing Liabilities from Equity”. The liabilities then, will be remeasured every reporting period with any change to fair value recorded as other income (expense) in the consolidated statement of operations. The movement of warrants during the year ended December 31, 2023 are as follows: Investor warrants component Placement agent warrants component As of December 31, 2022 $ 14,334,104 $ 3,456,404 Warrants issued during the year - - Exercise of warrants (1,939,282 ) - Fair value change recognized (205,314 ) 174 As of December 31, 2023 $ 12,189,508 $ 3,456,578 The fair value for these two warrants were computed using the Binomial model with the following assumptions: Fair Value Assumptions – Warrants December 31, 2023 December 31, 2022 Expected term (years) 3.55 4.55 Volatility 72.11 % 77.72 % Risk free rate 3.91 % 4.13 % |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
SHARE-BASED COMPENSATION [Abstract] | |
SHARE-BASED COMPENSATION | NOTE 17 - SHARE-BASED COMPENSATION Share based compensation expenses for periods prior to the consummation of the Combination relate to the share options granted by CAG Cayman to the employees and directors of Cenntro. Share options granted by CAG Cayman to employees of the Company On February 10, 2016, CAG Cayman adopted the 2016 Share Incentive Option Plan (the “2016 Plan”), which allowed CAG Cayman to grant options to the employees and directors of Cenntro to purchase up to 14,139,360 ordinary shares of CAG Cayman subject to vesting requirements. On April 17, 2018, CAG Cayman expanded the share reserve under the 2016 Plan, increasing the number of ordinary shares available for issuance under the 2016 Plan by an additional 10,484,797 ordinary shares for a total 24,624,157 ordinary shares. the options granted under the 2016 Plan became exercisable during the term of the optionee’s service with CAG Cayman in five equal annual instalments of 20% each. The expiration dates of the options are between six the respective grant dates as stated in the option grant letters. In connection with the Combination, CAG Cayman amended and restated the 2016 Plan, adopting the Amended 2016 Plan. In connection with the closing of the Combination, each employee stock option outstanding under the Amended 2016 Plan immediately prior to the closing of the Combination was converted into an option to purchase a number of ordinary shares equal to the aggregate number of shares for which such stock option was exercisable immediately prior to the closing of the Combination multiplied by the closing of the Combination exercise price per share of such stock option immediately prior to the closing of the Combination divided by the Exchange Ratio The conversion of the incentive stock options of CAG Cayman under the Amended 2016 Plan into incentive stock options of CEGL was deemed a modification at closing of the Combination, which is the modification date. There were, no incremental fair value recorded immediately before and after the modification date. On August 21, 2023, the Company extended the term and expiration date of each 2016 Option Agreement from eight (8) years to ten (10) years from the date of grant pursuant to the terms of the 2016 Plan . Share options granted by CEGL to employees of the Company On May 3, 2022, CEGL adopted the 2022 Share Incentive Plan (the “2022 Plan”), which allowed CEGL to grant options to the employees and directors of the Company to purchase up to 25,965,234 ordinary shares of CEGL subject to vesting requirement. On May 3, 2022, CEGL granted 12,797,063 options to the directors of the Company to purchase CEGL’s ordinary shares at exercise prices ranging from $1.680 to $1.848 per share. Among them, 297,615 options have a contractual term of five years, 12,499,448 options have a contractual term of ten years. The fair value of option per share grant on May 3, 2022 varied from $1.1130 to $1.4310. The aggregate grant date fair value of the options grant was $18,217,956. For the year ended December 31, 2023 and 2022, the total share-based compensation expenses were comprised of the following: For the Years Ended December 31, 2023 2022 General and administrative expenses $ 4,630,230 $ 3,242,625 Selling and marketing expenses 193,939 504,199 Research and development expenses 406,103 284,805 Total $ 5,230,272 $ 4,031,629 A summary of share options activity for the years ended December 31, 2023 and 2022 is as follows: Number of Share Options Weighted Average Exercise Price US$ Weighted Average Remaining Contractual Years Aggregate Intrinsic Value US$ Outstanding at January 1, 2022 9,225,271 1.10 2.60 42,799,081 Granted 12,797,063 1.68 Exercised (51,468 ) 0.28 Forfeited (334,167 ) 1.68 Expired (33,333 ) 1.68 Outstanding at December 31, 2022 21,603,366 1.44 5.99 721,210 Outstanding at December 31, 2022 2,160,351 14.38 5.99 721,210 Granted - - Exercised - - Forfeited (116,125 ) 16.80 Expired (19,111 ) 13.09 Outstanding at December 31, 2023 2,025,115 14.26 4.81 - Expected to vest at December 31, 2023 591,600 17.05 8.13 - Exercisable as of December 31, 2023 1,433,515 13.10 3.44 - * On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten The Company calculated the fair value of the share options on the grant date and modification date using the Black-Scholes option-pricing valuation model. The assumptions used in the valuation model are summarized in the following table. For the Years Ended December 31, 2023 2022 Expected volatility 83.41%~86.57% 86.28%-83.96% Expected dividends yield 0% 0% Risk-free interest rate per annum 2.97%~3.01% 2.97%-3.01% The fair value of underlying ordinary shares (per share) $16.80 $1.68 The expected volatility is calculated based on the annualized standard deviation of the daily return embedded in historical share prices of the Company. The risk-free interest rate is estimated based on the yield to maturity of US treasury bonds based on the expected term of the incentive shares. As of December 31, 2023, there was approximately $8,734,833 of total unrecognized compensation cost related to unvested share options. The unrecognized compensation costs are expected to be recognized over a weighted average period of approximately 2.16 years. |
ORDINARY SHARES AND RESTRICTED
ORDINARY SHARES AND RESTRICTED NET ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
ORDINARY SHARES AND RESTRICTED NET ASSETS [Abstract] | |
ORDINARY SHARES AND RESTRICTED NET ASSETS | NOTE 18 - ORDINARY SHARES AND RESTRICTED NET ASSETS Ordinary shares Immediately prior to the consummation of the Combination, there were 8,640,271 ordinary shares of NBG issued and outstanding. In connection with the closing of the Combination, CEGL issued 17,485,355 shares to CAG Cayman as consideration for the Combination. In 2022, 5,147 ordinary shares were exercised under the 2016 Share Incentive Option Plan, and 3,953,427 ordinary shares were issued for exercise of the investor warrants. As of December 31, 2022, the issued and outstanding ordinary shares are 30,084,200. During the year ended December 31, 2023, investor warrants were exercised via cashless option by the investors for 360,710 ordinary shares of the Company. On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten 383,868 The holders of ordinary shares are entitled to participate in dividends and the proceeds on winding up of CEGL. Each holder of ordinary shares has one vote in person or by proxy, and upon a poll each share is entitled to one vote. Restricted net assets A significant portion of the Company’s operations are conducted through its PRC (excluding Hong Kong) subsidiaries. Due to restrictions on the distribution of share capital from the Company’s subsidiaries in PRC, total restrictions placed on the distribution of the Company’s PRC subsidiaries’ net assets were $ nil |
NET LOSS PER SHARE
NET LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
NET LOSS PER SHARE [Abstract] | |
NET LOSS PER SHARE | NOTE 19 - NET LOSS PER SHARE Basic and diluted net loss per share for each of the year presented were calculated as follows: For the Years Ended December 31, 2023 2022 Numerator: Net loss attributable to the Company’s shareholders (54,199,325 ) (110,088,241 ) Denominator: Weighted average ordinary shares used in computing basic and diluted loss per share * 30,424,686 26,332,324 Basic and diluted net loss per share (1.78 ) (4.18 ) * On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten The Company incurred losses for the years ended December 31, 2023 and 2022, no potential ordinary shares were anti-dilutive and excluded from the calculation of diluted net loss per share of the Company. |
CONCENTRATIONS
CONCENTRATIONS | 12 Months Ended |
Dec. 31, 2023 | |
CONCENTRATIONS [Abstract] | |
CONCENTRATIONS | NOTE 20 - CONCENTRATIONS (a) Customers The following table sets forth information as to each customer that accounted for 10% or more of net revenue for the years ended December 31, 2023 and 2022. Year ended December 31, 2023 Year ended December 31, 2022 Customer Amount % of Total Amount % of Total A 3,501,965 16 % - - B 2,473,388 11 % 36,999 * C 169,766 * 1,304,969 15 % Total $ 6,145,119 27 % $ 1,341,968 15 % * Indicates below 10%. The following table sets forth information as to each customer that accounted for 10% or more of total gross accounts receivable as of December 31, 2023 and 2022. As of December 31, 2023 As of December 31, 2022 Customer Amount % of Total Amount % of Total A $ 2,724,397 32 % $ - - D 1,237,751 15 % 1,197,023 47 % E - - 410,321 16 % F - - 395,360 16 % Total $ 3,962,148 47 % $ 2,002,704 79 % (b) Suppliers For the years ended December 31, 2023 and 2022, the Company’s material suppliers, each of whom accounted for more than 10% of the Company’s total purchases, were as follows: Year ended December 31, 2023 Year ended December 31, 2022 Supplier Amount % of Total Amount % of Total A $ 7,799,901 29 % $ 2,885,202 12 % B 3,088,580 12 % 432,475 * C 31,035 * 6,078,079 26 % Total $ 10,919,516 41 % $ 9,395,756 38 % * Indicates below 10%. The following table sets forth information as to each supplier that accounted for 10% or more of total accounts payable as of December 31, 2023 and 2022. As of December 31, 2023 As of December 31, 2022 Supplier Amount % of Total Amount % of Total D $ 567,412 * $ 577,621 17 % C 402,425 * 420,100 12 % Total $ 969,837 - $ 997,721 29 % * Indicates below 10%. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 21 - COMMITMENTS AND CONTINGENCIES Litigation The Company may be involved in various legal proceedings, claims and other disputes arising from the commercial operations, projects, employees and other matters which, in general, are subject to uncertainties and in which the outcomes are not predictable. The Company determines whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. Although the outcomes of these legal proceedings cannot be predicted, the Company does not believe these actions, in the aggregate, will have a material adverse impact on its financial position, results of operations or liquidity. Subject to retention of title and an instalment payment agreement, CAE sold 90 vehicles for a total price of EUR 2,185,721.32 to the French company B-Moville under a contract dated August 23,2021. B-MOVILLE had already settled an amount of EUR 58,787.33 by the end of 2022 and, therefore, still owed CAE an amount of EUR 2,126,933.99, of which EUR 548,244.11 was owed by the end of 2022 under the instalment agreement. B-Moville had withheld instalment payments due to alleged defects of the vehicles, without specifying the amount of the claims for reduction of the purchase price. B-Moville had handed over the cars to its parent company SWOOPIN. SWOOPIN is insolvent and has been in judicial liquidation since November 2, 2022. The vehicles held by SWOOPIN were prevented from becoming part of the insolvency estate and being realized by the insolvency administrator. Due to the retention of title clause, the 90 vehicles remain the property of CAE. In the meantime, SWOOPIN returned the vehicles to B-Moville. CAE and B-Moville are currently negotiating the amount of the mutual claims. In October 2021, Sevic Systems SE (“Sevic”), a former channel partner, commenced a lawsuit against Zhangzhou Machinery, one of Cenntro’s wholly owned subsidiaries, relating to a breach of contract for the sale of goods (the “Sevic Lawsuit”). Sevic filed its complaint with the People’s Court of Keqiao District, Shaoxing City, Light Textile City (the “People’s Court”). In the Sevic Lawsuit, Sevic alleges that the Shengzhou Machinery provided it with certain unmarketable goods and requests that the People’s Court (i) terminate two signed purchase orders signed on July 22, 2019 under its sales contract with Shengzhou Machinery signed on August 13, 2019 and (ii) award Sevic money damages for the cost of goods of $465,400, as well as interest and incidental losses, including freight and storage costs, for total damages of approximately $628,109. The parties entered into mediation and on July 27, 2023, the People’s Court issued a civil mediation letter stating that i) both Sevic and Shengzhou Machinery agreed to terminate (x) two purchase orders signed on July 22, 2019 and (y) the sales contract signed on August 13, 2019; ii) Shengzhou Machinery shall pay Sevic a sum of approximately $13,908 by August 7, 2023; iii) Sevic voluntarily waived all other claims; and iv) Sevic shall pay the case acceptance fee and the property preservation application fee totaling approximately $3,429. After the completion of the meditation, no other disputes were outstanding between the two parties. On March 25, 2022, Shengzhou Hengzhong Machinery Co., Ltd. (“Shengzhou”), an affiliate of Cenntro Automotive Corporation, filed a demand for arbitration against Tropos Technologies, Inc. with the American Arbitration Association (“AAA”), asserting claims for breach of contract and unjust enrichment. Shengzhou is seeking payment of $1,126,640 (exclusive of interest, costs, and attorneys’ fees) for outstanding invoices owed by Tropos Technologies, Inc. to Shengzhou. As of the date of, Tropos Technologies, Inc. has not yet formally responded to the demand. On February 16, 2023, AAA appointed an arbitrator and both parties are waiting for further proceedings under the arbitration process. On April 25, 2023, Tropos Technologies, Inc. filed a motion to dismiss the arbitration demand. On May 23, 2023, Shengzhou Machinery filed a response in opposition to the motion to dismiss the arbitration demand. On January 29, 2024, the arbitrator issued his opinion and order denying Tropos’ Motion to dismiss. In June 2022, Sevic Systems SE (“Sevic”) filed for injunctive relief in a corporate court in Brussels, Belgium, alleging CAE infringement of Sevic’s intellectual property (“IP”) rights. The injunctive action was also directed against LEIE Center SRL (“LEIE”) and Cedar Europe GmbH (“Cedar”), two distribution partners of CAE. There, Sevic claims it acquired all IP rights to an electric vehicle, the so-called CITELEC model (“CITELEC”), fully and exclusively from the French company SH2M Sarl (“SH2M”) under Mr. Pierre Millet. Sevic claims these rights were acquired under a 2019 IP transfer agreement. According to Sevic, the METRO model (“METRO”) produced by Cenntro Electro Group Ltd. (“Cenntro”) and distributed by CAE derives directly from the CITELEC. The distribution of the METRO, therefore, allegedly infringes on Sevic’s IP rights. In its action, Sevic relies on (Belgian) copyright law and unfair business practices. On February 2, 2023, the president of the commercial court of Brussels rendered a judgment, declaring i) the claim against Cedar was inadmissible and ii) The main claim against CAE and LEIE was founded. According to the president’s opinion the CITELEC-model can enjoy copyright protection and determined it was sufficiently proven that Sevic acquired the copyrights of the CITELEC-model. The president then concluded that the distribution of the METRO-model in Belgium constituted a violation of article XI. 165 §1 of the Belgian Code of Economic Law and thereby ordered the cessation of the distribution of the METRO-model, a penalty in the form of a fine of EUR20,000.00 per sold vehicle in Belgium and EUR5,000.00 for each other infringement in Belgium after the judgement was served with a maximum fine of EUR500,000.00 for LEIE and EUR1,000,000.00 fine for CAE. Because CAE has not sold any METRO-models in Belgium, the Company believes the judgement is incorrect but has accrued the related liability according to the judgement made. On April 17, 2023 CAE filed a writ of appeal. The introductory hearing was scheduled for May 22, 2023. The judge did not give any legal assessment at the hearing. All parties have been granted deadlines for written pleadings. The receipt of the final writ has been planned for September 2, 2024. As of now, it is not possible to determine what the outcome of these proceedings will be. In July 2022, Cenntro filed a request for the cancellation of two European Union mark (“EU mark”) which belongs to a third party with European Union Intellectual Property Office (“EUIPO”). EUIPO decided in favor of Cenntro in November 2023. The two trademarks in question were cancelled and the costs of the cancellation proceedings were borne by the other party. On July 22, 2022, Xiongjian Chen filed a complaint against Cenntro Electric Group Limited (“CENN”), Cenntro Automotive Group Limited (“CAG”), Cenntro Enterprise Limited (“CEL”) and Peter Z. Wang (“Wang,” together with CENN, CAG and CEL, the “Defendants”) in the United States District Court for the District of New Jersey. The complaint alleges eleven causes of action sounding in contract and tort against the Defendants, all pertaining to stock options issued to Mr. Chen pursuant to his employment as Chief Operating Officer of CAG. With respect to the four contract claims, Plaintiff alleges breach of contract claims pertaining to an employment agreement between Plaintiff and CAG and a purported letter agreement between Plaintiff and CEL. With respect to the seven tort claims, Plaintiff alleges claims regarding purported misrepresentations and promises made concerning the treatment of Plaintiff’s stock options upon a corporate transaction, including claims for tortious interference, fraud, promissory estoppel, negligent misrepresentation, unjust enrichment and conversion. The complaint seeks, among other things, money damages (including compensatory and consequential damages) in the amount of $19 million, plus interest, attorneys’ fees and expenses. Defendants moved to dismiss the complaint against all Defendants for failure to state a claim and for lack of personal jurisdiction over defendants CAG and CEL. On April 30, 2023, the District Court dismissed the claims against CAG and CEL for lack of personal jurisdiction. In addition, the District Court dismissed all the claims against Wang and CENN without prejudice and permitted the Plaintiff to amend his complaint within 30 days to address the deficiencies in his claims against Wang and CENN. On May 28, 2023, Plaintiff filed an amended complaint. On July 20, 2023 the Defendants filed a motion seeking the dismissal of that amended complaint. On September 22, 2023, the Plaintiff filed to oppose our Motion to Dismiss and Motion to Strike. The Defendants filed our reply briefs by the deadline on November 9, 2023. On January 25, 2024, the Magistrate Judge entered an Order granting Plaintiff’s Motion to Amend and denying our Motion to Strike as moot. As of the issuance date of this report on Form 10-K, there remains one ongoing civil litigation cases between Hangzhou Ronda Tech Co., Limited (“Ronda”), one of Cenntro’s wholly owned subsidiaries, and Fujian Newlongma Automotive Co., Ltd. (“Newlongma”), one of Ronda’s suppliers; and the other two cases have been withdrawn: On February 6, 2023, Hangzhou Ronda Tech Co., Limited (“Ronda”), one of Cenntro’s wholly owned subsidiaries, commenced a lawsuit against Fujian Newlongma Automotive Co., Ltd. (“Newlongma”), one of Ronda’s suppliers, in the Hangzhou Yuhang District People's Court, under which Ronda plead for (i) the termination of the vehicle purchase orders that Ronda placed with Newlongma on February 26, 2022; (ii) recovery of advance payments for total amount of approximately $438,702; and (iii) compensation for damages caused equal to approximately $453,290. The case mediation date was March 3, 2023 and was subsequently docketed on July 3, 2023. Since then, Newlongma filed a jurisdictional objection, and the Court dismissed that jurisdictional objection. Subsequently Newlongma filed a counterclaim and the Court hosted an exchange of evidence between the parties on 17 October 2023, and discovery was also organized on November 14, 2023 and January 16, 2024. On March 5, 2024, the first instance judgment was made, ruling: 1) Newlongma to fully return advance payments plus 100% damage totaling $869,702; 2) Ronda to pay for outstanding invoices totaling $583,813; and 3) to terminate all agreements between the parties, including the vehicle purchase orders which have not been fulfilled. Newlongma is dissatisfied with this third judgment and filed an appeal on March 21, 2024. We will prepare relevant defense materials. On December 18, 2023, Zhejiang Sinomachinery Co., Ltd. filed a lawsuit against Tonghe County Tianxin Agricultural Machinery Co., Ltd. (“Tianxin”), requesting payment for total contract price of CNY461,800 (approximately US$ 65,104) and interest under a disputed contract of sale. As of today the case is in the first instance proceedings. On January 2, 2024, MHP Americas, Inc. (“MHP”), through counsel, sent a letter to Cenntro Electric Group Limited (“Cenntro”) demanding payment allegedly owed by Cenntro to MHP in the amount of $1,767,516.91 for alleged breaches in connection with the parties’ August 8, 2022, Master Consulting Services Agreement and/or March 9, 2023, Statement of Work. On January 12, 2024, Cenntro, through counsel, responded to the letter denying any breach and disputing the amounts claimed. No lawsuit has been filed yet. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 22 - RELATED PARTY TRANSACTIONS The table below sets forth the major related parties and their relationships with the Company: Name of related parties: Relationship with the Company Mr. Peter Wang Chairman, Chief Executive Officer, and principal shareholder of the Company Mr. Yeung Heung Yeung A principal shareholder of the Company Bendon Limited Controlled by Mr. Justin Davis-Rice, a director of CEGL. As for the resignation of Mr. Justin Davis-Rice in 2022, it was not a related party as of December 31, 2022. Zhejiang Zhongchai Machinery Co., Ltd (“Zhejiang Zhongchai”) Ultimately controlled by Mr. Peter Wang Zhejiang RAP An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary Jiangsu Rongyuan An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary Hangzhou Hezhe Energy Technology Co., Ltd (“Hangzhou Hezhe”) An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary Shenzhen Yuanzheng Investment Development Co. Ltd (“Shenzhen Yuanzheng“) Controlled by Mr. Yeung Heung Yeung Shanghai Hengyu Enterprise Management Consulting Co., Ltd (“Shanghai Hengyu”) Ultimately controlled by Mr. Peter Wang Antric GmbH Invested by the Company, then it became the CEGL’s wholly-owned subsidiaries on August 31, 2023 Billy Rafael Romero Del Rosario A shareholder who owns Related party transactions During the years ended December 31, 2023 and 2022, the Company had the following material related party transactions. For the Years Ended December 31, 2023 2022 Interest income from a related party Zhejiang RAP $ 12,767 $ 13,434 Bendon Limited - 113,021 Purchase of raw materials from related parties Hangzhou Hezhe 233,536 1,413,262 Service provided by a related party Shanghai Hengyu - 5,053 Zhejiang Zhongchai - 119,963 Payment on the purchase of the raw materials Hangzhou Hezhe 54,617 1,015,036 Prepayment of operating fund to a related party Billy Rafael Romero Del Rosario 113,560 - Repayment of the advance operating fund from a related party Zhejiang Zhongchai - 276,266 Repayment of interest-bearing Loan from a related party Shenzhen Yuanzheng - 395,523 Mr. Yeung Heung Yeung - 1,331,091 Interest expense on loans provided by related parties Mr. Yeung Heung Yeung - 2,532 Others - 1,075 Amounts due from Related Parties The following table presents amounts due from related parties As of December 31, 2023 2022 Hangzhou Hezhe (1) $ 178,019 $ 366,936 Billy Rafael Romero Del Rosario (2) 109,420 - Total $ 287,439 $ 366,936 (1) The balance mainly represents the prepayment for raw material to the related party. (2) The balance mainly represents the prepayment of operating fund to the related party. Amounts due to Related Parties - current The following table presents amounts due to related parties as of December 31, 2023 and 2022. As of December 31, 2023 2022 Antric GmbH (1) $ - $ 666,396 Zhejiang RAP 10,468 23,882 Jiangsu Rongyuan (2) - 23,194 Shanghai Hengyu (2) - 2,900 Total $ 10,468 $ 716,372 (1) The balance represented the capital injection payable to this related party. On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 Antric GmbH to acquire 25 1,868,750 1,977,380 Antric GmbH. (2) The balance represented the payable of purchase of raw material to Jiangsu Rongyuan and service fee payable to Shanghai Hengyu . In July 2023 and December 2023, Shanghai Hengyu and Jiangsu Rongyuan were deregistered, respectively. Thus the balance of these related parties was written off and other income of $ 26,746 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2023 | |
SUBSEQUENT EVENT [Abstract] | |
SUBSEQUENT EVENT | NOTE 23 - SUBSEQUENT EVENT On February 16, 2024, CEGL issued a press release announcing the Supreme Court of New South Wales, Australia (the “Court”) made orders to approve CEGL’s proposed scheme of arrangement in relation to which CEGL will redomicile from Australia to the United States (the “Scheme”). Under the Scheme, CEGL will become a subsidiary of Cenntro Inc. (the “HoldCo”), a United States company incorporated in accordance with the laws of the State of Nevada for the purpose of effecting CEGL group’s redomiciliation to the United States. The Company has evaluated subsequent events through the date of issuance of the consolidated financial statements, there were no other subsequent events with material financial impact on the consolidated financial statements. |
Insider Trading
Insider Trading | 3 Months Ended |
Dec. 31, 2023 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basis of presentation | (a) Basis of presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As an Australian public limited company, the Company is subject to the Corporations Act 2001 (the “Corporations Act”), which requires financial statements be prepared and audited in accordance with Australian Auditing Standards (“AAS”) and International Financial Reporting Standards (“IFRS”). The consolidated financial statements are not financial statements for the purposes of the Corporations Act and are considered “non-IFRS financial information” under the Australian Securities and Investment Commission’s Regulatory guide 230: ‘Disclosing non-IFRS financial information.’ Such non-IFRS financial information may not be comparable to similarly titled information presented by other entities and should not be construed as an alternative to other financial information prepared in accordance with AAS or IFRS. All intercompany balances and transactions have been eliminated in consolidation and combination. |
Use of estimates | (b) Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. The Company continually evaluates these estimates and assumptions based on the most recently available information, historical experience and various other assumptions that the Company believes to be reasonable under the circumstances. Significant accounting estimates reflected in the Company’s consolidated financial statements include, but are not limited to, estimates and judgments applied in determination of provision for doubtful accounts, lower of cost and net realizable value of inventories, impairment losses for long-lived assets and investments, goodwill, valuation allowance for deferred tax assets and fair value measurement for share-based compensation expense, convertible promissory notes and warrants. Since the use of estimates is an integral component of the financial reporting process, actual results could differ from those estimates. |
Fair value measurement | (c) Fair value measurement ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. These tiers include: Level 1—defined as observable inputs such as quoted prices in active markets; Level 2—defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3—defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions. The Company’s financial instruments not reported at fair value primarily consist of cash and cash equivalents, restricted cash, accounts receivable, prepayments and other current assets, amount due from and due to related parties, accounts payable and accrued expenses and other current liabilities. The carrying value of cash and cash equivalents, restricted cash, accounts receivable, prepayment, goodwill and other current assets, accounts payable, accrued expenses and other current liabilities and amount due from and due to related party, current were approximate fair value because of the short-term nature of these items. The estimated fair values of loan from third party, and amount due from related party, non-current were not materially different from their carrying value as presented due to the brief maturities and because the interest rates on these borrowings approximate those that would have been available for loans of similar remaining maturities and risk profiles. Available-for-sale investments and currency-cross swap were classified within Level 1 of the fair value hierarchy because they were valued using quoted prices in active markets. Our debt security investments are classified within Level 3 of the fair value hierarchy. As the Issuer is not yet listed and there are no similar companies in the market at the same stage of development for comparison, the Issuer is difficult to value, and the valuation is not considered reliable. Therefore, the Company develop own assumption by future cash flow forecast, which contains principle paid and interests accrued. The fair value option provides an election that allows a company to irrevocably elect to record certain financial assets and liabilities at fair value on an instrument-by-instrument basis at initial recognition. The Company has elected to apply the fair value option to: i) convertible promissory notes payable due to the complexity of the various conversion and settlement options available to notes holders; ii) convertible loan receivable, which was recognized as debt security in long-term investments, and iii) cross-currency swap, which was recognized as short-term investments. The convertible promissory notes payable accounted for under the fair value option election are each a debt host financial instrument containing embedded features that would otherwise be required to be bifurcated from the debt-host and recognized as separate derivative liabilities subject to initial and subsequent periodic estimated fair value measurements in accordance with GAAP. Notwithstanding, when the fair value option election is applied to financial liabilities, bifurcation of an embedded derivative is not required, and the financial liability is initially measured at its issue-date estimated fair value and then subsequently remeasured at estimated fair value on a recurring basis as of each reporting period date. The portion of the change in fair value attributed to a change in the instrument-specific credit risk is recognized as a component of other comprehensive income and the remaining amount of the fair value adjustment is recognized as changes in fair value of convertible promissory notes and derivative liabilities In connection with the issuances of convertible promissory notes, the Company issued investor warrants and placement agent warrants to purchase ordinary shares of the Company. The Company utilizes a Binomial model to estimate the fair value of the warrants and are considered a Level 3 fair value measurement. The warrants are measured at each reporting period, with changes in fair value recognized in the statement of operations. As a practical expedient, the Company uses Net Asset Value (“NAV”) or its equivalent to measure the fair value of its certain fund investment. The Company’s investments valued at NAV as a practical expedient are: i) private equity funds, which represent the investment in equity securities on the consolidated balance sheet; ii) wealth management products purchased from banks, which represents the available-for-sale investments in short-term investments on the consolidated balance sheet. |
Business combination | (d) Business combination The Company accounts for its business combinations using the acquisition method of accounting in accordance with ASC 805 “Business Combinations.” The cost of an acquisition is measured as the aggregate of the acquisition date fair value of the assets transferred to the sellers, liabilities incurred by the Company and equity instruments issued by the Company. Transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets acquired and liabilities assumed are measured separately at their fair values as of the acquisition date, irrespective of the extent of any noncontrolling interests. The excess of (i) the total costs of acquisition, fair value of the noncontrolling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the acquisition date amounts of the identifiable net assets of the acquiree is recorded as goodwill. |
Cash and cash equivalents and restricted cash | (e) Cash and cash equivalents and restricted cash The Company considers highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Restricted cash consists of cash restricted as to withdrawal or use. Such restricted cash relates to certain credit card and lease guarantees. |
Accounts receivable and provision for doubtful accounts | (f) Accounts receivable and provision for doubtful accounts Accounts receivable are recognized and carried at net realizable value. The Company adopted ASC 326 Financial Instruments – Credit Losses using the modified retrospective approach through a cumulative-effect adjustment to accumulated deficit from January 1, 2023 and interim periods therein. Management used an expected credit loss model for the impairment of accounts receivable as of period ends. Management believes the aging of accounts receivable is a reasonable parameter to estimate expected credit loss, and determines expected credit losses for accounts receivables using an aging schedule as of period ends. The expected credit loss rates under each aging schedule were developed on basis of the average historical loss rates from previous years, and adjusted to reflect the effects of those differences in current conditions and forecasted changes. Management measured the expected credit losses of accounts receivable on a collective basis. When an accounts receivable does not share risk characteristics with other accounts receivables, management will evaluate such accounts receivable for expected credit loss on an individual basis. Doubtful accounts balances are written off and deducted from allowance, when receivables are deemed uncollectible, after all collection efforts have been exhausted and the potential for recovery is considered remote. |
Inventories | (g) Inventories Inventories are stated at the lower of cost or net realizable value. The cost of raw materials is determined on the basis of weighted average. The cost of finished goods is determined on the basis of weighted average and comprises direct materials, direct labor cost and an appropriate proportion of overhead. Net realizable value is based on estimated selling prices less selling expenses and any further costs of completion. Adjustments to reduce the cost of inventory to net realizable value are made, if required, for estimated excess, obsolescence, or impaired balances. Write-downs are recorded in the consolidated statements of operations and comprehensive loss. |
Available-for-sale investments and Debt security investments | (h) Available-for-sale investments and Debt Security investments The Company’s available-for-sale investment consist of wealth management products purchased from banks and convertible loans. The Company’s short-term available-for-sale investment are classified as short-term investments on the consolidated balance sheets based on the contractual maturity date which is less than one year. The wealth management products purchased from banks are stated at the net asset value The Company’s debt security investments consist of convertible loan. At any time on or after the maturity date, the convertible loan will convert into shares equal to the quotient obtained by dividing the outstanding principal balance and unpaid accrued interest of the convertible loan as of the date of such conversion by the applicable conversion price. The convertible loans are stated at fair value. The Company reviews its investments for other-than-temporary impairment (“OTTI”) based on the specific identification method. The Company considers available quantitative and qualitative evidence in evaluating potential impairment of its investments. If the cost of an investment exceeds the investment’s fair value, the Company considers, among other factors, general market conditions, expected future performance of the investees, the duration and the extent to which the fair value of the investment is less than the cost, and the Company’s intent and ability to hold the investment. OTTI is recognized as a loss in the statement of operations. There is no OTTI recognized during the years ended December 31, 2023 and 2022. |
Cross-currency swap | (i) Cross-currency swap The Company used cross-currency swap contracts to manage its exposures to movements in foreign exchange rates primarily related to the RMB or Renminbi. The use of these cross-currency swap modifies the Company’s exposure to these risks with the goal of reducing the risk or cost to the Company. The Company does not use derivatives for trading purposes and is not a party to leveraged derivative contracts. Depending on the nature of the underlying risk being hedged, these cross-currency swap are accounted for either as cash flow, net investment or mark to market hedges against changes in the value of the hedged item. Derivatives are recorded in the Consolidated Balance Sheets at fair value. The fair value is based upon either market quotes for actively traded instruments or independent bids for nonexchange traded instruments. The accounting for changes in fair value of a derivative instrument depends on whether the instrument has been designated and qualifies as part of a hedging relationship. The Company determines whether a derivative instrument meets the criteria for cash flow or net investment hedge accounting treatment on the date the derivative is executed. Derivatives accounted for as mark to market hedges are not designated as hedges for accounting purposes. Economic Hedges A derivative instrument whose change in fair value is used to hedge against changes in the value of a hedged item, but which is not designated as a hedge under ASC815 “Derivative Instruments and Hedging Activities”, is accounted for as an economic hedge. These derivatives are recorded at fair value in the Consolidated Balance Sheets when the hedged item is recorded as an asset or liability and then are revalued each accounting period. Changes in the fair value of derivatives accounted for as economic hedges are reported in the “Gain from cross-currency swaps” lines under “Other expense” in the Consolidated Statements of Operations. Cash flows from derivatives not designated as hedges are classified as cash flows from operating activities in the Consolidated Statements of Cash Flows. For the year ended December 31, 2023, all of the cross-currency swap contracts were accounted for as economic hedges. |
Investment in equity securities | (j) Investment in equity securities For investments in equity securities with a variable interest rate indexed to the performance of underlying assets, the Company elected the fair value method at the date of initial recognition and carried these investments subsequently at fair value. Changes in fair values are reflected in the consolidated statements of operations and comprehensive loss. The Company determines the appropriate classification of its investments in equity securities at the time of purchase and reevaluates such determinations at each balance sheet date. The private equity funds are measured at fair value with gains and losses recognized in earnings. As a practical expedient, the Company uses Net Asset Value (“NAV”) or its equivalent to measure the fair value of the Fund. The Company evaluates whether an investment is other-than-temporarily impaired based on the specific facts and circumstances. Factors that are considered in determining whether an other-than-temporary decline in value has occurred include the market value of the security in relation to its cost basis, the financial condition of the investee, and the intent and ability to retain the investment for a sufficient period of time to allow for recovery in the market value of the investment. |
Property, plant and equipment, net | (k) Property, plant and equipment, net Property, plant and equipment are carried at cost less accumulated depreciation and any impairment. Depreciation is calculated over the asset’s estimated useful life, using the straight-line method. Leasehold improvements are amortized over the life of the asset or the term of the lease, whichever is shorter. Estimated useful lives are as follows: Buildings 20 years Machinery and equipment 5-10 years Office equipment 5 years Motor vehicles 3-5 years Leasehold improvement 3-10 years Others 3 years The Company reassesses the reasonableness of the estimates of useful lives and residual values of long-lived assets when events or changes in circumstances indicate that the useful lives and residual values of a major asset or a major category of assets may not be reasonable. Factors that the Company considers in deciding when to perform an analysis of useful lives and residual values of long-lived assets include, but are not limited to, significant variance of a business or product line in relation to expectations, significant deviation from industry or economic trends, and significant changes or planned changes in the use of the assets. The analysis will be performed at the asset or asset category with the reference to the assets’ conditions, current technologies, market, and future plan of usage and the useful lives of major competitors. The costs and related accumulated depreciation of assets sold or otherwise retired are eliminated from the Company’s accounts and any gain or loss is included in the consolidated statements of operations and comprehensive loss. The cost of maintenance and repair is charged to expenses as incurred, whereas significant renewals and betterments are capitalized. The Company constructs certain of its property including recodifications and improvement of its office buildings and plant. Depreciation is recorded at the time assets are ready for the intended use. |
Intangible assets, net | (l) Intangible assets, net Intangible assets are carried at cost less accumulated amortization and any recorded impairment. Intangible assets are amortized using the straight-line approach over the estimated economic useful lives of the assets as follows: Category Estimated useful life Land use rights 45.75-50 years Software 3 years Technology 5 years Trademark 5 years |
Impairment of long-lived assets | (m) Impairment of long-lived assets The Company evaluates the recoverability of long-lived assets or asset group with determinable useful lives whenever events or changes in circumstances indicate that an asset or a group of assets’ carrying amount may not be recoverable. The Company measures the carrying amount of long-lived asset against the estimated undiscounted future cash flows expected to result from the use of the assets or asset group and their eventual disposition. The carrying amount of the long-lived asset or asset group is not recoverable when the sum of the undiscounted expected future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets or asset group, when the market prices are not readily available. The adjusted carrying amount of the assets become new cost basis and are depreciated over the assets’ remaining useful lives. Long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The impairment test is performed at the asset group level. Impairment loss for long-lived assets of $431,319 and $3,917,537 were recorded in the Company’s consolidated statements of operations and comprehensive loss for the years ended December 31, 2023 and 2022, respectively. |
Goodwill | (n) Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination. Goodwill acquired in a business combination is tested for impairment at least annually or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The Company performs impairment analysis on goodwill as of December 31 every year either beginning with a qualitative assessment, or starting with the quantitative assessment instead. The quantitative goodwill impairment test compares the fair values of each reporting unit to its carrying amount, including goodwill. A reporting unit constitutes a business for which discrete profit and loss financial information is available. The fair value of each reporting unit is established using a combination of expected present value of future cash flows. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. In applying the goodwill impairment assessment, the Company may assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. Qualitative factors may include, but are not limited to, economic, market and industry conditions, cost factors and overall financial performance of the reporting unit. If after assessing these qualitative factors, the Company determines it is “more-likely-than not” that the fair value is less than the carrying value, a quantitative assessment of goodwill is required. The quantitative impairment test requires significant management judgments, including the identification of reporting units, assigning assets and liabilities to reporting units, assigning goodwill to reporting units, and determining the fair value of each reporting unit. The judgment in estimating the fair value of reporting units includes estimating future cash flows, determining appropriate discount rates and making other assumptions. Changes in these estimates and assumptions could materially affect the determination of fair value for each reporting unit. Impairment loss for goodwill of $ nil |
Long-term investment | (o) Long-term investment Equity method investments Investee companies over which the Company has the ability to exercise significant influence but does not have a controlling interest through investment in common shares or in substance common shares are accounted for using the equity method. Significant influence is generally considered to exist when the Company has an ownership interest in the voting stock of the investee between 20% and 50%, and other factors, such as representation on the investee’s board of directors, voting rights and the impact of commercial arrangements, are also considered in determining whether the equity method of accounting is appropriate. Under the equity method, the Company initially records its investment at cost and subsequently recognizes the Company’s proportionate share of each equity investee’s net income or loss after the date of investment into the consolidated statements of operations and comprehensive loss and accordingly adjusts the carrying amount of the investment. When the Company’s share of losses in the equity investee equals or exceeds its interest in the equity investee, the Company does not recognize further losses, unless the Company has incurred obligations or made payments or guarantees on behalf of the equity investee. Equity investments without readily determinable fair values For investments in an investee over which the Company does not have significant influence, the Company carries the investment at cost and recognizes income as any dividends declared from distribution of investee’s earnings. The Company reviews the equity investments without readily determinable fair values for impairment whenever events or changes in circumstances indicate that the carrying value may no longer be recoverable. An impairment loss is recognized in earnings equal to the difference between the investment’s carrying amount and its fair value at the balance sheet date of the reporting period for which the assessment is made. All equity investments, except those accounted for under the equity method of accounting or those resulting in the consolidation of the investee, be accounted for at fair value with all fair value changes recognized in income. For equity investments that do not have readily determinable fair values the Company measures the equity investment at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the Company. Impairment for long-term investment The Company reviews its long-term investments for impairment whenever an event or circumstance indicates that other-than-temporary impairment has occurred. The Company considers available quantitative and qualitative evidence in evaluating potential impairment of its long-term investments. An impairment charge is recorded when the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than-temporary. The adjusted carrying amount of the assets become new cost basis. |
Revenue recognition | (p) Revenue recognition The Company recognizes revenue when goods or services are transferred to customers in an amount that reflects the consideration which it expects to receive in exchange for those goods or services. In determining when and how revenue is recognized from contracts with customers, the Company performs the following five-step analysis: (i) identification of a contract with the customer; (ii) determination of performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company generates revenue primarily through sales of light-duty ECVs, sales of ECV parts, and sales of off-road electric vehicles. Revenue is recognized at a point in time once the Company has determined that the customer has obtained control over the product. Revenue is recognized net of return allowance and any taxes collected from customers, which are subsequently remitted to governmental authorities. Significant judgement is required to estimate return allowances. The Company reasonably estimate the possibility of return based on the historical experience, changes in judgments on these assumptions and estimates could materially impact the amount of net revenues recognized. Shipping and handling costs for product shipments occur prior to the customer obtaining control of the goods are accounted for as fulfilment costs rather than separate performance obligations and recorded as sales and marketing expenses. The following table disaggregates the Company’s revenues by product line for the years ended December 31, 2023 and 2022: For the Years Ended December 31, 2023 2022 Vehicles sales $ 20,344,889 $ 8,235,053 Spare-parts sales 1,554,311 304,506 Other service income 180,705 402,276 Net revenues $ 22,079,905 $ 8,941,835 The Company’s revenues are primarily derived from Europe, America and Asia. The following table sets forth disaggregation of revenue by customer location. For the Years Ended December 31, 2023 2022 Primary geographical markets Europe $ 16,218,398 $ 7,052,452 Asia 4,805,312 1,191,931 America 1,056,195 697,452 Total $ 22,079,905 $ 8,941,835 Contract Balances Timing of revenue recognition was once the Company has determined that the customer has obtained control over the product. Accounts receivable represent revenue recognized for the amounts invoiced and/or prior to invoicing when the Company has satisfied its performance obligation and has an unconditional right to the payment. Contractual liabilities primarily represent the Company’s obligation to transfer additional goods or services to a customer for which the Company has received consideration. The consideration received remains a contractual liability until goods or services have been provided to the customer. For the years ended December 31, 2023 and 2022, the Company recognized $464,636 and $1,105,076 revenue that was included in contractual liabilities as of January 1, 2023 and 2022, respectively. The following table provides information about receivables and contractual liabilities from contracts with customers: December 31, 2023 December 31, 2022 Accounts receivable, net $ 6,530,801 $ 565,398 Contractual liabilities $ 3,394,044 $ 2,388,480 |
Cost of goods sold | (q) Cost of goods sold Cost of goods sold mainly consists of production related costs including costs of raw materials, consumables, direct labor, overhead costs, depreciation of property, plant and equipment, manufacturing waste treatment processing fees and inventory write-downs. |
Government grants | (r) Government grants |
Income taxes | (s) Income taxes The Company accounts for income tax using an asset and liability approach, which allows for the recognition of deferred tax benefits in future years. Under the asset and liability approach, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted tax rates in effect for the years in which the differences are expected to reverse. The accounting for deferred tax calculation represents management’s best estimate of the most likely future tax consequences of events that have been recognized in our financial statements or tax returns and related future anticipation. A valuation allowance is recorded to reduce the deferred tax assets to an amount that is more likely than not to be realized after considering all available evidence, both positive and negative. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities. As part of the process of preparing financial statements, the Company is required to estimate its income taxes in each of the jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements. Net operating losses are carried forward and credited by applying enacted statutory tax rates applicable to future years when the reported amounts of the asset or liability are expected to be recovered or settled, respectively. Deferred tax assets are reduced by a valuation allowance when, based upon the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The components of the deferred tax assets and liabilities are individually classified as non-current. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. As required by applicable tax law, interest on non-payment of income taxes and penalties associated with tax positions when a tax position does not meet the minimum statutory threshold to avoid payment of penalties recognized, if any, will be classified as a component of the provisions for income taxes. The tax returns of the Company and its Germany, Hong Kong and PRC subsidiaries are subject to examination by the relevant local tax authorities. The standard period in which Australian Taxation Office can amend an assessment is four years and there is no statute of limitation in the case of fraud or evasion. The statutory limitation period in Germany for the issue or correction of assessments is four years from the end of the year in which the return was filed. In the case of fraud and willful evasion, the investigation is extended to cover ten years of assessment. 2015 through 2023 |
Foreign currency translation and transaction | (t) Foreign currency translation and transaction The consolidated financial statements are presented in United States dollars (“USD” or “$”). The functional currency of certain of CEGL’s PRC subsidiaries is the Renminbi (“RMB”). The functional currency of CAE, CEGE and Antric Gmbh is the EUR, and CEGL and its other subsidiaries in US is the USD. The functional currency of Cenntro Electric CICS, SRL was DOP. The functional currency of Cenntro Automotive S.A.S. and Cenntro Electric Colombia S.A.S. was COP. The functional currency of Cenntro Elektromobilite Araçlar A.Ş was TRY Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period. Capital accounts of the consolidated financial statements are translated into USD from RMB, EUR, DOP, COP and TRY at their historical exchange rates when the capital transactions occurred. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of accumulated other comprehensive loss in the balance sheets. The rates are obtained from H.10 statistical release of the U.S. Federal Reserve Board. For the Years Ended December 31, 2023 2022 Period end USD: RMB exchange rate 7.0999 6.8972 Average USD: RMB exchange rate 7.0809 6.7290 Period end USD: EUR exchange rate 1.1062 0.9348 Average USD: EUR exchange rate 1.0817 0.9493 Foreign currency transactions denominated in currencies other than functional currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are re-measured at the applicable rates of exchange in effect at that date. Foreign exchange gains and losses resulting from the settlement of such transactions and from re-measurement at year-end are recognized in foreign currency exchange gain/loss, net on the consolidated statement of operations. |
Comprehensive loss | (u) Comprehensive loss Comprehensive loss includes all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive loss are required to be reported in a financial statement that is presented with the same prominence as other financial statements. For the years presented, comprehensive loss includes net loss and the foreign currency translation changes. |
Segments | (v) Segments In accordance with ASC 280-10, Segment Reporting, the Company’s chief operating decision maker (“CODM”), identified as the Company’s Chief Executive Officer, relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment. The Company does not distinguish between markets or segments for the purpose of internal reporting. The Company’s long-lived assets are substantially located in the PRC and United States. The following table presents long-lived assets by geographic segment as of December 31, 2023 and 2022. Long-lived assets December 31, 2023 2022 PRC $ 19,900,770 $ 18,018,954 US 19,730,650 9,125,535 Mexico 4,238,942 - Dominican 808,346 469,740 Others 2,636,219 99,303 Total $ 47,314,927 $ 27,713,532 |
Share-based compensation expenses | (w) Share-based compensation expenses The Company’s share-based compensation expenses are recorded in accordance with ASC 718 and ASC 710. Share-based awards to employees are measured based on the grant date fair value of the equity instrument issued and recognized as compensation expense net of a forfeiture rate on a straight-line basis, over the requisite service period, with a corresponding impact reflected in additional paid-in capital. The estimate of forfeiture rate will be adjusted over the requisite service period to the extent that the actual forfeiture rate differs, or is expected to differ, from such estimates. Changes in estimated forfeiture rate will be recognized through a cumulative catch-up adjustment in the period of change. |
Convertible promissory notes | (x) Convertible promissory notes The Company has elected the fair value option to account for its convertible promissory notes issued during 2022. In accordance with ASC 825, the convertible promissory notes are marked-to-market at each reporting date with changes in fair value recorded as a component of other income (expense), in the consolidated statements of operations and comprehensive loss. We disclose the nature and terms, the income statement effects, the valuation methods and assumptions of the convertible promissory notes in Note 15 to our consolidated financial statements. |
Derivative liability | (y) Derivative liability Warrants recorded as liabilities at fair value in accordance with ASC 480 “Distinguishing Liabilities from Equity”. The liability remeasured every reporting period with any change to fair value recorded in the consolidated statements of operations. |
Operating lease | (z) Operating lease The Company accounts for its lease under ASC 842 Leases, and identifies lease as a contract, or part of a contract, that conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. For all operating leases except for short-term leases, the Company recognizes operating right-of-use assets and operating lease liabilities. Leases with an initial term of 12 months or less are short-term lease and not recognized as right-of-use assets and lease liabilities on the consolidated balance sheet. The Company recognizes lease expense for short-term leases on a straight-line basis over the lease term. The operating lease liabilities are recognized based on the present value of the lease payments not yet paid, discounted using the Company’s incremental borrowing rate over a similar term of the lease payments at lease commencement. Some of the Company’s lease agreements contain renewal options; however, the Company do not recognize right-of-use assets or lease liabilities for renewal periods unless it is determined that the Company is reasonably certain of renewing the lease at inception or when a triggering event occurs. The right-of-use assets consist of the amount of the measurement of the lease liabilities and any prepaid lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. |
Non-controlling Interest | (aa) Non-controlling Interest A non-controlling interest in subsidiaries represents the portion of the equity (net assets) in the subsidiaries not directly or indirectly attributable to the Company’s shareholders. Non-controlling interests are presented as a separate component of equity on the consolidated balance sheets and consolidated statements of operations and other comprehensive loss are attributed to controlling and non-controlling interests. |
Recently issued accounting standards pronouncements | (ab) Recently issued accounting standards pronouncements In March 2022, the FASB issued ASU 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Hedging - Portfolio Layer Method”. The new accounting rules allow entities to expand the use of the portfolio layer method to all financial assets and designate multiple hedged layers within a single closed portfolio. The new accounting rules also clarify guidance related to hedge basis adjustments and the related disclosures for these adjustments. The new accounting rules were effective for the Company starting January 1, 2023. As the Company does not currently have any fair value hedging programs that leverage the portfolio layer method, the adoption of the new accounting rules did not have any impact on the Company’s financial condition, results of operations, cash flows or disclosures. |
ORGANIZATION AND PRINCIPAL AC_2
ORGANIZATION AND PRINCIPAL ACTIVITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ORGANIZATION AND PRINCIPAL ACTIVITIES [Abstract] | |
Significant Subsidiaries of Company | As of December 31, 2023, CEGL’s subsidiaries are as follows: Name Date of Incorporation Place of Incorporation Percentage of direct or indirect economic interest Cenntro Automotive Corporation (“CAC”) March 22, 2013 Delaware, U.S. 100% owned by CEGL Cenntro Electric Group, Inc. (“CEG”) March 9, 2020 Delaware, U.S. 100% owned by CEGL Cennatic Power, Inc. (“Cennatic Power”) June 8, 2022 Delaware, U.S. 100% owned by CEGL Teemak Power Corporation January 31, 2023 Delaware, U.S. 100% owned by CEGL Avantier Motors Corporation November 27, 2017 Delaware, U.S. 100% owned by CEGL Cenntro Electric CICS, SRL November 30, 2022 Santo Domingo, Dominican Republic 99% owned by CEGL Cennatic Energy S. de R.L. de C.V. August 24, 2022 Monterrey, Mexico 100% owned by CEGL Cenntro Automotive S.A.S. January 16, 2023 Galapa, Colombia 100% owned by CEGL Cenntro Electric Colombia S.A.S. March 29, 2023 Atlántico, Colombia 100% owned by CEGL Cenntro Automotive Group Limited (“CAG HK”) February 15, 2016 Hong Kong 100% owned by CEGL Hangzhou Ronda Tech Co., Limited (“Hangzhou Ronda”) June 5, 2017 PRC 100% owned by CEGL Hangzhou Cenntro Autotech Co., Limited (“Cenntro Hangzhou”) May 6, 2016 PRC 100% owned by CEGL Zhejiang Cenntro Machinery Co., Limited January 20, 2021 PRC 100% owned by CEGL Jiangsu Tooniu Tech Co., Limited December 19, 2018 PRC 100% owned by CEGL Hangzhou Hengzhong Tech Co., Limited December 16, 2014 PRC 100% owned by CEGL Teemak Power (Hong Kong) Limited (HK) May 17, 2023 Hong Kong 100% owned by CEGL Avantier Motors (Hong Kong) Limited March 13, 2023 Hong Kong 100% owned by CEGL Cenntro Automotive Europe GmbH (“CAE”) May 21, 2019 Herne, Germany 100% owned by CEGL Cenntro Electric B.V. December 12, 2022 Amsterdam, Netherlands 100% owned by CEGL Cenntro Elektromobilite Araçlar A.Ş February 21, 2023 Turkey 100% owned by CEGL Cenntro Elecautomotiv, S.L. July 5, 2022 Barcelona, Spain 100% owned by CEGL Cenntro Electric Group (Europe) GmbH (“CEGE”) January 13, 2022 Düsseldorf, Germany 100% owned by CEGL Simachinery Equipment Limited (“Simachinery HK”) June 2, 2011 Hong Kong 100% owned by CEGL Zhejiang Sinomachinery Co., Limited (“Sinomachinery Zhejiang”) June 16, 2011 PRC 100% owned by CEGL Shengzhou Cenntro Machinery Co., Limited (“Cenntro Machinery”) July 12, 2012 PRC 100% owned by CEGL Cenntro EV Center Italy S.R.L. May 8, 2023 Italy 100% owned by CEGL Antric Gmbh August 21, 2020 Germany 100% owned by CEGL Pikka Electric Corporation August 3, 2023 Delaware, U.S. 100% owned by CEGL Centro Technology Corporation August 24, 2023 California, U.S. 100% owned by CEGL |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Estimated Useful Lives | Estimated useful lives are as follows: Buildings 20 years Machinery and equipment 5-10 years Office equipment 5 years Motor vehicles 3-5 years Leasehold improvement 3-10 years Others 3 years |
Estimated Useful Lives of Intangible Assets | Intangible assets are amortized using the straight-line approach over the estimated economic useful lives of the assets as follows: Category Estimated useful life Land use rights 45.75-50 years Software 3 years Technology 5 years Trademark 5 years |
Disaggregation of Revenue | The following table disaggregates the Company’s revenues by product line for the years ended December 31, 2023 and 2022: For the Years Ended December 31, 2023 2022 Vehicles sales $ 20,344,889 $ 8,235,053 Spare-parts sales 1,554,311 304,506 Other service income 180,705 402,276 Net revenues $ 22,079,905 $ 8,941,835 The Company’s revenues are primarily derived from Europe, America and Asia. The following table sets forth disaggregation of revenue by customer location. For the Years Ended December 31, 2023 2022 Primary geographical markets Europe $ 16,218,398 $ 7,052,452 Asia 4,805,312 1,191,931 America 1,056,195 697,452 Total $ 22,079,905 $ 8,941,835 |
Receivables and Contractual Liabilities from Contracts with Customers | The following table provides information about receivables and contractual liabilities from contracts with customers: December 31, 2023 December 31, 2022 Accounts receivable, net $ 6,530,801 $ 565,398 Contractual liabilities $ 3,394,044 $ 2,388,480 |
Foreign Currency Translation Rates | Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rate of the reporting period. Capital accounts of the consolidated financial statements are translated into USD from RMB, EUR, DOP, COP and TRY at their historical exchange rates when the capital transactions occurred. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of accumulated other comprehensive loss in the balance sheets. The rates are obtained from H.10 statistical release of the U.S. Federal Reserve Board. For the Years Ended December 31, 2023 2022 Period end USD: RMB exchange rate 7.0999 6.8972 Average USD: RMB exchange rate 7.0809 6.7290 Period end USD: EUR exchange rate 1.1062 0.9348 Average USD: EUR exchange rate 1.0817 0.9493 |
Long-lived Assets by Geographic Segment | The following table presents long-lived assets by geographic segment as of December 31, 2023 and 2022. Long-lived assets December 31, 2023 2022 PRC $ 19,900,770 $ 18,018,954 US 19,730,650 9,125,535 Mexico 4,238,942 - Dominican 808,346 469,740 Others 2,636,219 99,303 Total $ 47,314,927 $ 27,713,532 |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
BUSNIESS COMBINATION [Abstract] | |
Assets Acquired and Liabilities Assumed | On the acquisition date August 31, 2023, the allocation of the consideration of the assets acquired and liabilities assumed based on their fair value was as follows (USD:EUR) exchange rate of 1.0839 as of August 31, 2023 was applied: Amount Cash and Bank Balance $ 1,376 Accounts Receivable 54,606 Inventory 663,723 Fixed Assets 124,362 Intangible Assets 1,513,124 Other assets 72,825 Goodwill 218,991 Short Term Borrowing (604,568 ) Trade and Service Liabilities (319,472 ) Deferred Tax Liabilities (239,452 ) Other Liabilities (99,937 ) Net assets $ 1,385,578 |
SHORT-TERM INVESTMENTS (Tables)
SHORT-TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SHORT-TERM INVESTMENTS [Abstract] | |
Short-term Investments | December 31, 2023 December 31, 2022 Available-for-sale investment (1) $ 4,227,947 $ - Cross-currency swap (2) 8,641 - Total $ 4,236,588 $ - |
ACCOUNTS RECEIVABLE, NET (Table
ACCOUNTS RECEIVABLE, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ACCOUNTS RECEIVABLE, NET [Abstract] | |
Accounts Receivable | Accounts receivable, net is summarized as follows: December 31, December 31, Accounts receivable $ 8,443,069 $ 2,526,432 Less: provision for doubtful accounts (1,912,268 ) (1,961,034 ) Accounts receivable, net $ 6,530,801 $ 565,398 The changes in the provision for doubtful accounts are as follows: For the Years Ended December 31, 2023 2022 Balance at the beginning of the year $ 1,961,034 $ 1,475,983 Additions - 1,394,591 Write-off (108,288 ) (922,632 ) Foreign exchange 59,522 13,092 Balance at the end of the year $ 1,912,268 $ 1,961,034 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INVENTORIES [Abstract] | |
Inventories | Inventories are summarized as follows: December 31, December 31, Raw material $ 10,209,773 $ 9,311,419 Work-in-progress 1,494,441 290,220 Goods in transit 3,774,310 2,364,136 Finished goods 28,431,040 19,877,596 Inventories $ 43,909,564 $ 31,843,371 |
PREPAYMENT AND OTHER CURRENT _2
PREPAYMENT AND OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
PREPAYMENT AND OTHER CURRENT ASSETS [Abstract] | |
Prepayment and Other Current Assets | Prepayment and other current assets consisted of the following: December 31, 2023 December 31, 2022 Advance to suppliers $ 12,579,554 $ 9,877,337 Deductible input value added tax 6,238,040 4,097,162 Receivable from a third party (1) 1,000,000 - Loans to a third party (2) - 1,044,181 Receivable from third parties - 678,887 Others 573,556 440,763 Prepayment and other current assets $ 20,391,150 $ 16,138,330 (1) Receivable from a third party represented the redemption receivable of equity investment in Micro Money Fund SPC. The Company redeemed the investment of $1,000,000 in November 2023 and received the payment subsequently in January 2024. (2) Loans to a third party represented an interest-bearing loan to HW Electro Co., Ltd. with principal amount of $ 1,000,000 5.00 February 7, 2023 1,000,000 1,143,860 3.00 |
LONG-TERM INVESTMENTS (Tables)
LONG-TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
LONG-TERM INVESTMENTS [Abstract] | |
Equity Method Investment | Equity method investments consisted of the following: December 31, 2023 December 31, 2022 Antric GmbH (1) $ - $ 2,674,500 Hangzhou Entropy Yu Equity Investment Partnership (Limited Partnership) (“Entropy Yu”) (2) 2,127,062 2,189,570 Hangzhou Hezhe Energy Technology Co., Ltd. (“Hangzhou Hezhe”) (3) 407,778 367,272 Able 2rent GmbH (DEU) (4) 89,432 94,399 Total $ 2,624,272 $ 5,325,741 (1) On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 25 25 75 136,302 (2) On September 25, 2022, the Company invested RMB 15,400,000 2,169,045 to acquire 99.355 50 Entropy Yu . For the years ended December 31, 2023 and 2022, the Company recognized investment gain of $ 4 44,301 . (3) On June 23, 2021, the Company invested RMB 2,000,000 281,694 20 33 50,991 44,039 (4) On March 22, 2022, CAE invested EUR 100,000 110,620 50 For the years ended December 31, 2023 and 2022, the Company recognized investment loss of $ 7,998 12,389 |
Equity Investment without Readily Determinable Fair Value [Table Text Block] | (b) Equity investment without readily determinable fair values, net Equity investments without readily determinable fair values, net consisted of the following: December 31, 2023 December 31, 2022 HW Electro Co., Ltd. (1) $ 1,000,000 $ - Robostreet Inc. (2) 450,000 - Total $ 1,450,000 $ - (1) On January 31, 2023, the Company entered into a debt convention agreement with HW Electro Co., Ltd., to convert the loan principal of $1,000,000 into HW Electro Co., Ltd.’s shares. The Company is holding 1,143,860 shares of HW Electro Co., Ltd.’s for a total of 3.00% of its equity interest as of December 31, 2023. (2) On July 12, 2023, the Company entered into a share sale and purchase agreement with Robostreet Inc., to acquire 176 shares of Robostreet Inc.’s for a total of 14.97% of its equity interest with a consideration of cash of $200,000 and three models of programmable smart chassis for an aggregate value of $250,000. |
INVESTMENT IN EQUITY SECURITI_2
INVESTMENT IN EQUITY SECURITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INVESTMENT IN EQUITY SECURITIES [Abstract] | |
Investments in Equity Securities | As of December 31, 2023, the balance consisted of the following two equity investments: December 31, 2023 December 31, 2022 MineOne Fix Income Investment I L.P (1) $ 26,060,355 $ 25,019,244 Micro Money Fund SPC (2) 98,119 4,739,951 Total $ 26,158,474 $ 29,759,195 (1) On October 12, 2022, the Company entered into a subscription agreement with MineOne Partners Limited, a partnership incorporated in the British Virgin Islands, for purchase of $ 25 holds 100 5 ten 1,041,111 19,244 (2) On August 11, 2022, the Company invested $5 million in Micro Money Fund SPC, for purchase of 4,454.37 of participating, redeemable, non-voting shares attributable to Micro Money Fund SPII (“the Fund”), a segregated portfolio of Micro Money Fund SPC. The Company holds 59% of the limited partnership equity of the Fund, and |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
PROPERTY, PLANT AND EQUIPMENT, NET [Abstract] | |
Property, Plant and Equipment, Net | P roperty, plant and equipment December 31, December 31, At cost: Plant and building $ 11,509,679 $ 11,453,436 Land 1,063,270 - Machinery and equipment 3,406,214 2,413,087 Leasehold improvement 6,103,786 2,956,515 Office equipment 1,693,588 1,192,443 Motor vehicles 771,259 352,972 Construction in progress 531,249 - Total 25,079,045 18,368,453 Less: accumulated depreciation (4,677,524 ) (3,405,862 ) Property, plant and equipment, net $ 20,401,521 $ 14,962,591 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INTANGIBLE ASSETS, NET [Abstract] | |
Intangible Assets, Net | Intangible assets, net consisted of the following: December 31, 2023 December 31, 2022 At cost: Land use right $ 5,584,050 $ 4,605,738 Trademark 809,738 - Technology 734,517 - Software 118,350 119,550 Total 7,246,655 4,725,288 Less: accumulated amortization (372,874 ) (161,496 ) Intangible assets, net $ 6,873,781 $ 4,563,792 |
OTHER NON-CURRENT ASSETS, NET (
OTHER NON-CURRENT ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
OTHER NON-CURRENT ASSETS, NET [Abstract] | |
Other Non-Current Assets, Net | December 31, December 31, Loan to the third party (1) $ - $ 4,591,717 Deferred cost (2) 203,083 - Deposit (3) 1,071,974 758,038 Long-term prepayment (4) 952,615 1,280,974 Total 2,227,672 6,630,729 Less: provision for loan to the third party and receivable from a third party - (4,591,717 ) Other non-current assets, net $ 2,227,672 $ 2,039,012 (1) The balance represents a 5-year loan in the aggregate principal amount of $4,439,400 (New Zealand Dollar 7,000,000) to the related party, bearing interest of 2.5% annually and maturing in August 2026. As for the resignation of Mr. Justin Davis-Rice in 2022, the controller of Bendon Limited and the former director of CEGL, Bendon Limited was not a related party as of December 31, 2022. Full provision was made as of December 31, 2022, and the balance was written off as of December 31, 2023. (2) Since May 2022, the Company entered a series of agreement with Jiangxi ZC Automobile Co., Ltd. (“Jiangxi ZC”) to cooperate on mold development. The agreement stipulated that the mold development fee shall be borne by the Company and Jiangxi ZC, with each bearing 50%, and that Jiangxi ZC would share the ownership of the mold assets with the Company upon completion of the payment. The Company recognized deferred cost borne by Jiangxi ZC before it met the cost reorganization criteria. (3) The balance mainly consisted of the rental deposit. (4) T he balance mainly represented a six-year |
ACCRUED EXPENSES AND OTHER CU_2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities are summarized as follow: December 31, December 31, Accrued litigation compensation $ 1,773,007 $ 1,590,484 Accrued expenses 961,914 797,969 Other taxes payable 732,685 118,469 Employee payroll and welfare payables 621,605 452,904 Accrued professional fees 36,505 919,525 Payable for purchasing the factory - 588,645 Interest expense of convertible loans - 383,250 Credit card payable 106,650 22,908 Others 31,521 174,487 Total $ 4,263,887 $ 5,048,641 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES [Abstract] | |
Income Tax Provision | The components of the income tax provision are as follows: For the Years Ended December 31, 2023 2022 Current $ 24,919 $ - Deferred (15,931 ) - Total $ 8,988 $ - |
Components of Losses Before Income Taxes | The components of losses before income taxes are summarized as follows: For the Years Ended December 31, 2023 2022 PRC $ (8,291,573 ) $ (7,386,251 ) US (14,349,845 ) (17,254,945 ) Europe (10,839,504 ) (20,130,854 ) Australia (19,225,749 ) (67,392,512 ) Others (1,645,096 ) 19,300 Total $ (54,351,767 ) $ (112,145,263 ) |
Income Tax Expenses | As the main business operations were concentrated in China, and other losses except for PRC losses are caused by non-operating activities, PRC statutory income tax rate was applied. The actual income tax expense reported in the consolidated statements of operations and comprehensive loss for years ended December 31, 2023 and 2022 differs from the amount computed by applying the PRC statutory income tax rate to income before income taxes due to the following: For the Years Ended December 31, 2023 2022 Loss before provision for income tax $ (54,351,767 ) $ (112,145,263 ) PRC statutory income tax rate 25 % 25 % Income tax expense at the PRC statutory rate (13,587,942 ) (28,036,316 ) Effect of preferential tax rate 1,535,761 161,592 Effect of international tax rates 123,766 (2,255,963 ) Effect of non-deductible expenses 569,327 1,069,009 Effect of research and development deduction (1,261,231 ) (568,446 ) Fair value change of warrant liability 60,799 3,912,074 Impairment loss of goodwill - 2,777,972 Effect of valuation allowance 12,584,439 22,940,078 Total income tax expense - current 24,919 - Effective income tax rate 0 % 0 % |
Net Deferred Tax Liabilities | The tax effects of temporary differences that give rise to the net deferred tax liabilities balances as of December 31, 2023 and 2022 are as follows: December 31, 2023 December 31, 2022 Deferred tax assets: Impairment loss $ 3,561,625 $ 3,532,162 Change in fair value of financial instrument (3,885,519 ) 912,340 Capitalization of research and experimental costs 943,938 369,687 Net operating loss carry forwards 42,229,598 28,818,841 Total deferred income tax assets 42,849,642 33,633,030 Valuation allowance (42,849,642 ) (33,633,030 ) Deferred tax assets, net $ - $ - Deferred income tax liabilities: Intangible assets arising from acquisition (228,086 ) - Total deferred tax liabilities (228,086 ) - Net deferred tax liabilities (228,086 ) - |
Changes Related to Valuation Allowance | The changes related to valuation allowance are as follows: For the Years Ended December 31, 2023 2022 Balance at the beginning of the year $ 33,633,030 $ 14,659,415 Additions during the year 12,584,439 22,940,078 Expire of NOL (3,165,660 ) (1,318,979 ) Change in tax rate 96,387 (91,423 ) Exchange rate effect (298,554 ) (2,556,061 ) Balance at the end of the year $ 42,849,642 $ 33,633,030 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
LEASES [Abstract] | |
Summary of Lease Cost | A summary of lease cost recognized in the Company’s consolidated statements of operations and comprehensive loss is as follows: For the Years Ended December 31, 2023 2022 Operating leases cost excluding short-term rental expense $ 4,745,560 $ 1,616,853 Short-term lease cost 809,894 238,386 Total $ 5,555,454 $ 1,855,239 |
Summary of Supplemental Information Related to Operating Leases | A summary of supplemental information related to operating leases is as follows: December 31, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities $ 4,012,410 $ 1,108,721 Weighted average remaining lease term 6.13 years 8.36 years Weighted average discount rate 6.33 % 4.27 % |
Summary of Maturity of Lease Liabilities Under Operating Leases | The following table summarizes the maturity of lease liabilities under operating leases as of December 31, 2023: For the year ending December 31, Operating 2024 $ 4,908,465 2025 4,127,389 2026 4,180,335 2027 4,221,505 2028 2,176,965 2029 and thereafter 5,784,794 Total lease payments 25,399,453 Less: imputed interest 4,318,235 Total $ 21,081,218 Less: current portion 4,741,599 Non-current portion 16,339,619 |
CONVERTIBLE PROMISSORY NOTE A_2
CONVERTIBLE PROMISSORY NOTE AND WARRANT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Short-Term Debt [Line Items] | |
Movement of Note | The movement of Note during the year ended December 31, 2023 are as follows: Liability component As of December 31, 2022 $ 57,372,827 Convertible promissory notes issued during the year - Redemption of convertible promissory notes (47,546,626 ) Fair value change recognized 129,799 As of December 31, 2023 $ 9,956,000 |
Movement of Warrants | The movement of warrants during the year ended December 31, 2023 are as follows: Investor warrants component Placement agent warrants component As of December 31, 2022 $ 14,334,104 $ 3,456,404 Warrants issued during the year - - Exercise of warrants (1,939,282 ) - Fair value change recognized (205,314 ) 174 As of December 31, 2023 $ 12,189,508 $ 3,456,578 |
Warrant [Member] | |
Short-Term Debt [Line Items] | |
Fair Value Assumptions | The fair value for these two warrants were computed using the Binomial model with the following assumptions: Fair Value Assumptions – Warrants December 31, 2023 December 31, 2022 Expected term (years) 3.55 4.55 Volatility 72.11 % 77.72 % Risk free rate 3.91 % 4.13 % |
Convertible Promissory Note [Member] | |
Short-Term Debt [Line Items] | |
Fair Value Assumptions | We determined the fair value by using the following key inputs to the Monte Carlo Simulation Model: Fair Value Assumptions - Convertible Promissory Note December 31, 2023 December 31, 2022 Face value principal payable 9,953,381 57,488,000 Original conversion price 1.2375 1.2375 Interest Rate 8.00 % 8.00 % Expected term (years) 1.05 0.55 Volatility 53.46 % 75.13 % Market yield (range) 13.93 % 18.02 % Risk free rate 4.69 % 4.69 % Issue date July 20, 2022 July 20, 2022 Maturity date January 19, 2025 July 19, 2023 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SHARE-BASED COMPENSATION [Abstract] | |
Share-based Compensation Expenses | For the year ended December 31, 2023 and 2022, the total share-based compensation expenses were comprised of the following: For the Years Ended December 31, 2023 2022 General and administrative expenses $ 4,630,230 $ 3,242,625 Selling and marketing expenses 193,939 504,199 Research and development expenses 406,103 284,805 Total $ 5,230,272 $ 4,031,629 |
Share Options Activity | A summary of share options activity for the years ended December 31, 2023 and 2022 is as follows: Number of Share Options Weighted Average Exercise Price US$ Weighted Average Remaining Contractual Years Aggregate Intrinsic Value US$ Outstanding at January 1, 2022 9,225,271 1.10 2.60 42,799,081 Granted 12,797,063 1.68 Exercised (51,468 ) 0.28 Forfeited (334,167 ) 1.68 Expired (33,333 ) 1.68 Outstanding at December 31, 2022 21,603,366 1.44 5.99 721,210 Outstanding at December 31, 2022 2,160,351 14.38 5.99 721,210 Granted - - Exercised - - Forfeited (116,125 ) 16.80 Expired (19,111 ) 13.09 Outstanding at December 31, 2023 2,025,115 14.26 4.81 - Expected to vest at December 31, 2023 591,600 17.05 8.13 - Exercisable as of December 31, 2023 1,433,515 13.10 3.44 - * On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
Fair Value Assumptions | The assumptions used in the valuation model are summarized in the following table. For the Years Ended December 31, 2023 2022 Expected volatility 83.41%~86.57% 86.28%-83.96% Expected dividends yield 0% 0% Risk-free interest rate per annum 2.97%~3.01% 2.97%-3.01% The fair value of underlying ordinary shares (per share) $16.80 $1.68 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
NET LOSS PER SHARE [Abstract] | |
Calculation of Basic and Diluted Net Loss Per Share | Basic and diluted net loss per share for each of the year presented were calculated as follows: For the Years Ended December 31, 2023 2022 Numerator: Net loss attributable to the Company’s shareholders (54,199,325 ) (110,088,241 ) Denominator: Weighted average ordinary shares used in computing basic and diluted loss per share * 30,424,686 26,332,324 Basic and diluted net loss per share (1.78 ) (4.18 ) * On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
CONCENTRATIONS (Tables)
CONCENTRATIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
CONCENTRATIONS [Abstract] | |
Customer and Purchase Concentration Risks | (a) Customers The following table sets forth information as to each customer that accounted for 10% or more of net revenue for the years ended December 31, 2023 and 2022. Year ended December 31, 2023 Year ended December 31, 2022 Customer Amount % of Total Amount % of Total A 3,501,965 16 % - - B 2,473,388 11 % 36,999 * C 169,766 * 1,304,969 15 % Total $ 6,145,119 27 % $ 1,341,968 15 % * Indicates below 10%. The following table sets forth information as to each customer that accounted for 10% or more of total gross accounts receivable as of December 31, 2023 and 2022. As of December 31, 2023 As of December 31, 2022 Customer Amount % of Total Amount % of Total A $ 2,724,397 32 % $ - - D 1,237,751 15 % 1,197,023 47 % E - - 410,321 16 % F - - 395,360 16 % Total $ 3,962,148 47 % $ 2,002,704 79 % (b) Suppliers For the years ended December 31, 2023 and 2022, the Company’s material suppliers, each of whom accounted for more than 10% of the Company’s total purchases, were as follows: Year ended December 31, 2023 Year ended December 31, 2022 Supplier Amount % of Total Amount % of Total A $ 7,799,901 29 % $ 2,885,202 12 % B 3,088,580 12 % 432,475 * C 31,035 * 6,078,079 26 % Total $ 10,919,516 41 % $ 9,395,756 38 % * Indicates below 10%. The following table sets forth information as to each supplier that accounted for 10% or more of total accounts payable as of December 31, 2023 and 2022. As of December 31, 2023 As of December 31, 2022 Supplier Amount % of Total Amount % of Total D $ 567,412 * $ 577,621 17 % C 402,425 * 420,100 12 % Total $ 969,837 - $ 997,721 29 % * Indicates below 10%. |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
Related Party Transactions and Balances | The table below sets forth the major related parties and their relationships with the Company: Name of related parties: Relationship with the Company Mr. Peter Wang Chairman, Chief Executive Officer, and principal shareholder of the Company Mr. Yeung Heung Yeung A principal shareholder of the Company Bendon Limited Controlled by Mr. Justin Davis-Rice, a director of CEGL. As for the resignation of Mr. Justin Davis-Rice in 2022, it was not a related party as of December 31, 2022. Zhejiang Zhongchai Machinery Co., Ltd (“Zhejiang Zhongchai”) Ultimately controlled by Mr. Peter Wang Zhejiang RAP An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary Jiangsu Rongyuan An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary Hangzhou Hezhe Energy Technology Co., Ltd (“Hangzhou Hezhe”) An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary Shenzhen Yuanzheng Investment Development Co. Ltd (“Shenzhen Yuanzheng“) Controlled by Mr. Yeung Heung Yeung Shanghai Hengyu Enterprise Management Consulting Co., Ltd (“Shanghai Hengyu”) Ultimately controlled by Mr. Peter Wang Antric GmbH Invested by the Company, then it became the CEGL’s wholly-owned subsidiaries on August 31, 2023 Billy Rafael Romero Del Rosario A shareholder who owns Related party transactions During the years ended December 31, 2023 and 2022, the Company had the following material related party transactions. For the Years Ended December 31, 2023 2022 Interest income from a related party Zhejiang RAP $ 12,767 $ 13,434 Bendon Limited - 113,021 Purchase of raw materials from related parties Hangzhou Hezhe 233,536 1,413,262 Service provided by a related party Shanghai Hengyu - 5,053 Zhejiang Zhongchai - 119,963 Payment on the purchase of the raw materials Hangzhou Hezhe 54,617 1,015,036 Prepayment of operating fund to a related party Billy Rafael Romero Del Rosario 113,560 - Repayment of the advance operating fund from a related party Zhejiang Zhongchai - 276,266 Repayment of interest-bearing Loan from a related party Shenzhen Yuanzheng - 395,523 Mr. Yeung Heung Yeung - 1,331,091 Interest expense on loans provided by related parties Mr. Yeung Heung Yeung - 2,532 Others - 1,075 Amounts due from Related Parties The following table presents amounts due from related parties As of December 31, 2023 2022 Hangzhou Hezhe (1) $ 178,019 $ 366,936 Billy Rafael Romero Del Rosario (2) 109,420 - Total $ 287,439 $ 366,936 (1) The balance mainly represents the prepayment for raw material to the related party. (2) The balance mainly represents the prepayment of operating fund to the related party. Amounts due to Related Parties - current The following table presents amounts due to related parties as of December 31, 2023 and 2022. As of December 31, 2023 2022 Antric GmbH (1) $ - $ 666,396 Zhejiang RAP 10,468 23,882 Jiangsu Rongyuan (2) - 23,194 Shanghai Hengyu (2) - 2,900 Total $ 10,468 $ 716,372 (1) The balance represented the capital injection payable to this related party. On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 Antric GmbH to acquire 25 1,868,750 1,977,380 Antric GmbH. (2) The balance represented the payable of purchase of raw material to Jiangsu Rongyuan and service fee payable to Shanghai Hengyu . In July 2023 and December 2023, Shanghai Hengyu and Jiangsu Rongyuan were deregistered, respectively. Thus the balance of these related parties was written off and other income of $ 26,746 |
ORGANIZATION AND PRINCIPAL AC_3
ORGANIZATION AND PRINCIPAL ACTIVITIES, Historical and Principal Activities (Details) | Jan. 31, 2023 | Mar. 25, 2022 |
Cenntro Automotive Europe GmbH (CAE) [Member] | Tropos Motors Europe GmbH [Member] | ||
Historical and Principal Activities [Abstract] | ||
Percentage of issued and outstanding shares acquired | 35% | 65% |
ORGANIZATION AND PRINCIPAL AC_4
ORGANIZATION AND PRINCIPAL ACTIVITIES, Subsidiaries Combination (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Cenntro Automotive Corporation (CAC) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Mar. 22, 2013 |
Place of Incorporation | Delaware, U.S. |
Percentage of direct or indirect economic interest | 100% |
Cenntro Electric Group, Inc. (CEG) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Mar. 09, 2020 |
Place of Incorporation | Delaware, U.S. |
Percentage of direct or indirect economic interest | 100% |
Cennatic Power, Inc. (Cennatic Power) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jun. 08, 2022 |
Place of Incorporation | Delaware, U.S. |
Percentage of direct or indirect economic interest | 100% |
Teemak Power Corporation [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jan. 31, 2023 |
Place of Incorporation | Delaware, U.S. |
Percentage of direct or indirect economic interest | 100% |
Avantier Motors Corporation [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Nov. 27, 2017 |
Place of Incorporation | Delaware, U.S. |
Percentage of direct or indirect economic interest | 100% |
Cenntro Electric CICS, SRL [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Nov. 30, 2022 |
Place of Incorporation | Santo Domingo, Dominican Republic |
Percentage of direct or indirect economic interest | 99% |
Cennatic Energy S. de R.L. de C.V. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Aug. 24, 2022 |
Place of Incorporation | Monterrey, Mexico |
Percentage of direct or indirect economic interest | 100% |
Cenntro Automotive S.A.S. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jan. 16, 2023 |
Place of Incorporation | Galapa, Colombia |
Percentage of direct or indirect economic interest | 100% |
Cenntro Electric Colombia S.A.S. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Mar. 29, 2023 |
Place of Incorporation | Atlántico, Colombia |
Percentage of direct or indirect economic interest | 100% |
Cenntro Automotive Group Limited (CAG HK) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Feb. 15, 2016 |
Place of Incorporation | Hong Kong |
Percentage of direct or indirect economic interest | 100% |
Hangzhou Ronda Tech Co., Limited (Hangzhou Ronda) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jun. 05, 2017 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Hangzhou Cenntro Autotech Co., Limited (Cenntro Hangzhou) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | May 06, 2016 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Zhejiang Cenntro Machinery Co., Limited [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jan. 20, 2021 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Jiangsu Tooniu Tech Co., Limited [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Dec. 19, 2018 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Hangzhou Hengzhong Tech Co., Limited [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Dec. 16, 2014 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Teemak Power (Hong Kong) Limited (HK) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | May 17, 2023 |
Place of Incorporation | Hong Kong |
Percentage of direct or indirect economic interest | 100% |
Avantier Motors (Hong Kong) Limited [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Mar. 13, 2023 |
Place of Incorporation | Hong Kong |
Percentage of direct or indirect economic interest | 100% |
Cenntro Automotive Europe GmbH (CAE) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | May 21, 2019 |
Place of Incorporation | Herne, Germany |
Percentage of direct or indirect economic interest | 100% |
Cenntro Electric B.V. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Dec. 12, 2022 |
Place of Incorporation | Amsterdam, Netherlands |
Percentage of direct or indirect economic interest | 100% |
Cenntro Elektromobilite Araclar A.S [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Feb. 21, 2023 |
Place of Incorporation | Turkey |
Percentage of direct or indirect economic interest | 100% |
Cenntro Elecautomotiv, S.L. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jul. 05, 2022 |
Place of Incorporation | Barcelona, Spain |
Percentage of direct or indirect economic interest | 100% |
Cenntro Electric Group (Europe) GmbH (CEGE) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jan. 13, 2022 |
Place of Incorporation | Düsseldorf, Germany |
Percentage of direct or indirect economic interest | 100% |
Simachinery Equipment Limited (Simachinery HK) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jun. 02, 2011 |
Place of Incorporation | Hong Kong |
Percentage of direct or indirect economic interest | 100% |
Zhejiang Sinomachinery Co., Limited (Sinomachinery Zhejiang) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jun. 16, 2011 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Shengzhou Cenntro Machinery Co., Limited (Cenntro Machinery) [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Jul. 12, 2012 |
Place of Incorporation | PRC |
Percentage of direct or indirect economic interest | 100% |
Cenntro EV Center Italy S.R.L. [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | May 08, 2023 |
Place of Incorporation | Italy |
Percentage of direct or indirect economic interest | 100% |
Antric GmbH [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Aug. 21, 2020 |
Place of Incorporation | Germany |
Percentage of direct or indirect economic interest | 100% |
Pikka Electric Corporation [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Aug. 03, 2023 |
Place of Incorporation | Delaware, U.S. |
Percentage of direct or indirect economic interest | 100% |
Centro Technology Corporation [Member] | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Date of Incorporation | Aug. 24, 2023 |
Place of Incorporation | California, U.S. |
Percentage of direct or indirect economic interest | 100% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Available-for-Sale Investments and Debt Security Investments (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Available-for-sale investments and Debt Security investments [Abstract] | ||
Other-than-temporary impairment loss has been recognized in statement of operations | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Property, Plant and Equipment, Net (Details) | Dec. 31, 2023 |
Building [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 20 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 5 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 10 years |
Office Equipment [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 5 years |
Motor Vehicles [Member] | Minimum [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 3 years |
Motor Vehicles [Member] | Maximum [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 5 years |
Leasehold Improvements [Member] | Minimum [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 3 years |
Leasehold Improvements [Member] | Maximum [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 10 years |
Others [Member] | |
Property and Equipment [Abstract] | |
Useful lives | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Intangible Assets, Net (Details) | Dec. 31, 2023 |
Land Use Rights [Member] | Minimum [Member] | |
Intangible Assets, Net, Useful Lives [Abstract] | |
Intangible asset, estimated useful life | 45 years 9 months |
Land Use Rights [Member] | Maximum [Member] | |
Intangible Assets, Net, Useful Lives [Abstract] | |
Intangible asset, estimated useful life | 50 years |
Software [Member] | |
Intangible Assets, Net, Useful Lives [Abstract] | |
Intangible asset, estimated useful life | 3 years |
Technology [Member] | |
Intangible Assets, Net, Useful Lives [Abstract] | |
Intangible asset, estimated useful life | 5 years |
Trademark [Member] | |
Intangible Assets, Net, Useful Lives [Abstract] | |
Intangible asset, estimated useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Impairment of Long-Lived Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Impairment of long lived assets [Abstract] | ||
Impairment loss for long-lived assets | $ 431,319 | $ 3,917,537 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Goodwill (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Abstract] | ||
Impairment loss for goodwill | $ 0 | $ 11,111,886 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Investment in Equity Investees (Details) - Investee Companies [Member] | Dec. 31, 2023 |
Minimum [Member] | |
Equity Method Investment [Abstract] | |
Ownership interest | 20% |
Maximum [Member] | |
Equity Method Investment [Abstract] | |
Ownership interest | 50% |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Revenue Recognition (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregated Revenue Information [Abstract] | ||
Revenue | $ 22,079,905 | $ 8,941,835 |
Contract with Customer, Liability, Revenue Recognized | 464,636 | 1,105,076 |
Receivables and Contractual Liabilities from Contracts with Customers [Abstract] | ||
Accounts receivable, net | 6,530,801 | 565,398 |
Contractual liabilities | 3,394,044 | 2,388,480 |
Europe [Member] | ||
Disaggregated Revenue Information [Abstract] | ||
Revenue | 16,218,398 | 7,052,452 |
Asia [Member] | ||
Disaggregated Revenue Information [Abstract] | ||
Revenue | 4,805,312 | 1,191,931 |
America [Member] | ||
Disaggregated Revenue Information [Abstract] | ||
Revenue | 1,056,195 | 697,452 |
Vehicles Sales [Member] | ||
Disaggregated Revenue Information [Abstract] | ||
Revenue | 20,344,889 | 8,235,053 |
Spare-Parts Sales [Member] | ||
Disaggregated Revenue Information [Abstract] | ||
Revenue | 1,554,311 | 304,506 |
Other Service Income [Member] | ||
Disaggregated Revenue Information [Abstract] | ||
Revenue | $ 180,705 | $ 402,276 |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Income Taxes (Details) | 12 Months Ended | ||
Dec. 31, 2023 CNY (¥) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Income Tax Expense [Abstract] | |||
Interest or penalties associated with tax position | $ 0 | $ 0 | |
Unrecognized tax positions | $ 0 | $ 0 | |
Australian Taxation Office [Member] | |||
Income Tax Expense [Abstract] | |||
Period of tax assessment years from investigation | 4 years | ||
Germany [Member] | |||
Income Tax Expense [Abstract] | |||
Period of tax assessment years for issue or correction from investigation | 4 years | ||
Hong Kong [Member] | |||
Income Tax Expense [Abstract] | |||
Period of prior tax assessment years from investigation | 6 years | ||
Extended period of prior tax assessment years from investigation | 10 years | ||
PRC [Member] | |||
Income Tax Expense [Abstract] | |||
Statute of limitations related to income tax examinations | 3 years | ||
Statute of limitations related to income tax examinations, under special circumstance | 5 years | ||
Statute of limitations related to income tax examinations, underpayment of taxes | ¥ | ¥ 100,000 | ||
Statute of limitations related to income tax examinations, transfer pricing issues | 10 years | ||
U.S. Federal [Member] | |||
Income Tax Expense [Abstract] | |||
Open tax examination years | 2015 2016 2017 2018 2019 2020 2021 2022 2023 |
SUMMARY OF SIGNIFICANT ACCOU_12
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Foreign Currency Translation and Transaction (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Aug. 31, 2023 | |
RMB [Member] | |||
Foreign Currency Translation [Abstract] | |||
Average USD: exchange rate | 7.0809 | 6.729 | |
Period end USD: exchange rate | 7.0999 | 6.8972 | |
EUR [Member] | |||
Foreign Currency Translation [Abstract] | |||
Average USD: exchange rate | 1.0817 | 0.9493 | |
Period end USD: exchange rate | 1.1062 | 0.9348 | 1.0839 |
SUMMARY OF SIGNIFICANT ACCOU_13
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Segments (Details) | 12 Months Ended | |
Dec. 31, 2023 USD ($) Segment | Dec. 31, 2022 USD ($) | |
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract] | ||
Number of reportable segments | Segment | 1 | |
Long-lived assets | $ 47,314,927 | $ 27,713,532 |
PRC [Member] | ||
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract] | ||
Long-lived assets | 19,900,770 | 18,018,954 |
US [Member] | ||
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract] | ||
Long-lived assets | 19,730,650 | 9,125,535 |
Mexico [Member] | ||
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract] | ||
Long-lived assets | 4,238,942 | 0 |
Dominican [Member] | ||
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract] | ||
Long-lived assets | 808,346 | 469,740 |
Others [Member] | ||
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract] | ||
Long-lived assets | $ 2,636,219 | $ 99,303 |
BUSINESS COMBINATION (Details)
BUSINESS COMBINATION (Details) | 12 Months Ended | |||||||||||||
Aug. 31, 2023 USD ($) | Aug. 31, 2023 EUR (€) | Dec. 13, 2022 USD ($) | Dec. 13, 2022 EUR (€) | Mar. 25, 2022 USD ($) | Mar. 25, 2022 EUR (€) | Dec. 31, 2023 USD ($) | Aug. 31, 2023 EUR (€) | Dec. 31, 2022 USD ($) | Dec. 16, 2022 USD ($) | Dec. 16, 2022 EUR (€) | Mar. 05, 2022 | |||
Acquisition [Abstract] | ||||||||||||||
Equity method investment | $ 2,624,272 | $ 5,325,741 | ||||||||||||
Assets Acquired and Liabilities Assumed [Abstract] | ||||||||||||||
Goodwill | $ 223,494 | $ 0 | ||||||||||||
EUR [Member] | ||||||||||||||
Acquisition [Abstract] | ||||||||||||||
USD:EUR exchange rate | 1.0839 | 1.1062 | 1.0839 | 0.9348 | ||||||||||
Antric GmbH [Member] | ||||||||||||||
Acquisition [Abstract] | ||||||||||||||
Purchase consideration of stock acquired | € | € 500,000 | |||||||||||||
Consideration of acquisition | € | 1 | |||||||||||||
Equity method investment | $ 0 | [1] | $ 2,674,500 | [1] | $ 2,674,500 | € 2,500,000 | ||||||||
Percentage of ownership interest, equity method investment | 75% | 75% | 25% | 25% | ||||||||||
Equity interest consideration | € | 200 | |||||||||||||
Total equity interest consideration | $ 1,385,578 | 1,278,327 | ||||||||||||
Step acquisition, fair value | 1,129,663 | 1,042,221 | ||||||||||||
Cash consideration | 1 | 1 | ||||||||||||
Earn-out consideration | $ 255,319 | € 236,106 | ||||||||||||
Period of equity interest sold | 10 years | |||||||||||||
Loans issued amount | € | € 700,000 | |||||||||||||
Interest payable rate | 6.50% | 6.50% | ||||||||||||
Debt instrument term | 60 months | |||||||||||||
Contingent liabilities | $ 256,732 | |||||||||||||
Assets Acquired and Liabilities Assumed [Abstract] | ||||||||||||||
Cash and Bank Balance | $ 1,376 | |||||||||||||
Accounts Receivable | 54,606 | |||||||||||||
Inventory | 663,723 | |||||||||||||
Fixed Assets | 124,362 | |||||||||||||
Intangible Assets | 1,513,124 | |||||||||||||
Other assets | 72,825 | |||||||||||||
Goodwill | 218,991 | |||||||||||||
Short Term Borrowing | (604,568) | |||||||||||||
Trade and Service Liabilities | (319,472) | |||||||||||||
Deferred Tax Liabilities | (239,452) | |||||||||||||
Other Liabilities | (99,937) | |||||||||||||
Net assets | $ 1,385,578 | |||||||||||||
Mosolf SE & Co [Member] | ||||||||||||||
Acquisition [Abstract] | ||||||||||||||
Purchase consideration of stock acquired | $ 1,860,000 | € 1,750,000 | ||||||||||||
Tropos Motors Europe GmbH [Member] | Mosolf SE & Co [Member] | ||||||||||||||
Acquisition [Abstract] | ||||||||||||||
Percentage of issued and outstanding shares acquired | 35% | 35% | 65% | |||||||||||
Purchase consideration of stock acquired | $ 3,600,000 | € 3,250,000 | ||||||||||||
Consideration of acquisition | 16,600,000 | 15,150,000 | ||||||||||||
Shareholder Loan [Member] | Mosolf SE & Co [Member] | ||||||||||||||
Acquisition [Abstract] | ||||||||||||||
Percentage of shareholder loan acquired | 100% | |||||||||||||
Purchase consideration of stock acquired | 13,000,000 | 11,900,000 | ||||||||||||
Purchase price is held in escrow account | $ 3,300,000 | € 3,000,000 | ||||||||||||
[1]On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 25 25 75 136,302 |
SHORT-TERM INVESTMENTS (Details
SHORT-TERM INVESTMENTS (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
SHORT-TERM INVESTMENTS [Abstract] | |||
Available-for-sale investment | [1] | $ 4,227,947 | $ 0 |
Cross-currency swap | [2] | 8,641 | 0 |
Total | $ 4,236,588 | $ 0 | |
[1]Available-for-sale investment represented wealth management products purchased from banks, for which the contractual maturity dates are less than one year.[2] Cross-currency swap was bought by the Company to manage its exposures to movements in foreign exchange rates primarily related to the RMB |
ACCOUNTS RECEIVABLE, NET (Detai
ACCOUNTS RECEIVABLE, NET (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable [Abstract] | ||
Accounts receivable | $ 8,443,069 | $ 2,526,432 |
Less: provision for doubtful accounts | (1,912,268) | (1,961,034) |
Accounts receivable, net | 6,530,801 | 565,398 |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at the beginning of the period | 1,961,034 | 1,475,983 |
Additions | 0 | 1,394,591 |
Write-off | (108,288) | (922,632) |
Foreign exchange | 59,522 | 13,092 |
Balance at the end of the period | $ 1,912,268 | $ 1,961,034 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
INVENTORIES [Abstract] | ||
Raw material | $ 10,209,773 | $ 9,311,419 |
Work-in-progress | 1,494,441 | 290,220 |
Goods in transit | 3,774,310 | 2,364,136 |
Finished goods | 28,431,040 | 19,877,596 |
Inventories | 43,909,564 | 31,843,371 |
Impairment loss | $ 658,622 | $ 2,155,400 |
PREPAYMENT AND OTHER CURRENT _3
PREPAYMENT AND OTHER CURRENT ASSETS (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Jan. 31, 2023 | Jan. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |||
PREPAYMENT AND OTHER CURRENT ASSETS [Abstract] | ||||||
Advance to suppliers | $ 12,579,554 | $ 9,877,337 | ||||
Deductible input value added tax | 6,238,040 | 4,097,162 | ||||
Receivable from a third party | 1,000,000 | [1] | 0 | |||
Loans to a third party | [2] | 0 | 1,044,181 | |||
Receivable from third parties | 0 | 678,887 | ||||
Others | 573,556 | 440,763 | ||||
Prepayment and other current assets | 20,391,150 | 16,138,330 | ||||
PREPAYMENT AND OTHER CURRENT ASSETS [Abstract] | ||||||
Loan principal converted | $ 1,000,000 | 0 | ||||
Subsequent Event [Member] | ||||||
PREPAYMENT AND OTHER CURRENT ASSETS [Abstract] | ||||||
Proceeds from third party | $ 1,000,000 | |||||
HW Electro Co., Ltd. [Member] | ||||||
PREPAYMENT AND OTHER CURRENT ASSETS [Abstract] | ||||||
Aggregate principal amount | $ 1,000,000 | |||||
Annual interest rate | 5% | |||||
Maturity period | Feb. 07, 2023 | |||||
Loan principal converted | $ 1,000,000 | |||||
Conversion shares (in shares) | 1,143,860 | 1,143,860 | ||||
Percentage of equity interest | 3% | 3% | ||||
[1] Receivable from a third party represented the redemption receivable of equity investment in Micro Money Fund SPC. The Company redeemed the investment of $1,000,000 in November 2023 and received the payment subsequently in January 2024. Loans to a third party represented an interest-bearing loan to HW Electro Co., Ltd. with principal amount of $ 1,000,000 5.00 February 7, 2023 1,000,000 1,143,860 3.00 |
LONG-TERM INVESTMENTS, Equity M
LONG-TERM INVESTMENTS, Equity Method Investments, Net (Details) | 12 Months Ended | ||||||||||||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Aug. 31, 2023 | Dec. 16, 2022 USD ($) | Dec. 16, 2022 EUR (€) | Sep. 25, 2022 USD ($) | Sep. 25, 2022 CNY (¥) | Mar. 22, 2022 USD ($) | Mar. 22, 2022 EUR (€) | Jun. 23, 2021 USD ($) | Jun. 23, 2021 CNY (¥) | |||
Equity Method Investment [Abstract] | |||||||||||||
Equity method investment | $ 2,624,272 | $ 5,325,741 | |||||||||||
Gain (loss) from equity method investments | (1,377,760) | (12,651) | |||||||||||
Antric GmbH [Member] | |||||||||||||
Equity Method Investment [Abstract] | |||||||||||||
Equity method investment | 0 | [1] | 2,674,500 | [1] | $ 2,674,500 | € 2,500,000 | |||||||
Percentage of ownership interest, equity method investment | 75% | 25% | 25% | ||||||||||
Percentage of voting interests | 25% | 25% | |||||||||||
Gain (loss) from equity method investments | (136,302) | ||||||||||||
Hangzhou Entropy Yu Equity Investment Partnership (Limited Partnership) [Member] | |||||||||||||
Equity Method Investment [Abstract] | |||||||||||||
Equity method investment | 2,127,062 | [2] | 2,189,570 | [2] | $ 2,169,045 | ¥ 15,400,000 | |||||||
Percentage of ownership interest, equity method investment | 99.355% | 99.355% | |||||||||||
Percentage of voting interests | 50% | 50% | |||||||||||
Gain (loss) from equity method investments | 4 | (44,301) | |||||||||||
Hangzhou Hezhe Energy Technology Co., Ltd ("Hangzhou Hezhe") [Member] | |||||||||||||
Equity Method Investment [Abstract] | |||||||||||||
Equity method investment | 407,778 | [3] | 367,272 | [3] | $ 281,694 | ¥ 2,000,000 | |||||||
Percentage of ownership interest, equity method investment | 20% | 20% | |||||||||||
Percentage of voting interests | 33% | 33% | |||||||||||
Gain (loss) from equity method investments | 50,991 | 44,039 | |||||||||||
Able 2rent GmbH [Member] | |||||||||||||
Equity Method Investment [Abstract] | |||||||||||||
Equity method investment | 89,432 | [4] | 94,399 | [4] | $ 110,620 | € 100,000 | |||||||
Percentage of ownership interest, equity method investment | 50% | 50% | |||||||||||
Gain (loss) from equity method investments | $ (7,998) | $ (12,389) | |||||||||||
[1]On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 25 25 75 136,302 15,400,000 2,169,045 99.355 50 4 44,301 2,000,000 281,694 20 33 50,991 44,039 100,000 110,620 50 For the years ended December 31, 2023 and 2022, the Company recognized investment loss of $ 7,998 12,389 |
LONG-TERM INVESTMENTS, Equity I
LONG-TERM INVESTMENTS, Equity Investment Without Readily Determinable Fair Value (Details) | 12 Months Ended | ||||
Jul. 12, 2023 USD ($) Model shares | Jan. 31, 2023 USD ($) shares | Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) | ||
Equity Investment without Readily Determinable Fair Value [Abstract] | |||||
Equity investment without readily determinable fair value | $ 1,450,000 | $ 0 | |||
Loan principal converted | 1,000,000 | 0 | |||
Robostreet Inc. [Member] | |||||
Equity Investment without Readily Determinable Fair Value [Abstract] | |||||
Equity investment without readily determinable fair value | 450,000 | [1] | 0 | ||
Percentage of ownership interest, equity method investment | 14.97% | ||||
Number of shares acquired (in shares) | shares | 176 | ||||
Number of programmable smart chassis models | Model | 3 | ||||
Cash consideration | $ 200,000 | ||||
Aggregate value of programmable smart chassis | $ 250,000 | ||||
HW Electro Co., Ltd. [Member] | |||||
Equity Investment without Readily Determinable Fair Value [Abstract] | |||||
Equity investment without readily determinable fair value | $ 1,000,000 | [2] | $ 0 | ||
Loan principal converted | $ 1,000,000 | ||||
Shares in debt conversion (in shares) | shares | 1,143,860 | 1,143,860 | |||
Percentage of equity interest | 3% | 3% | |||
[1]On July 12, 2023, the Company entered into a share sale and purchase agreement with Robostreet Inc., to acquire 176 shares of Robostreet Inc.’s for a total of 14.97% of its equity interest with a consideration of cash of $200,000 and three models of programmable smart chassis for an aggregate value of $250,000.[2]On January 31, 2023, the Company entered into a debt convention agreement with HW Electro Co., Ltd., to convert the loan principal of $1,000,000 into HW Electro Co., Ltd.’s shares. The Company is holding 1,143,860 shares of HW Electro Co., Ltd.’s for a total of 3.00% of its equity interest as of December 31, 2023. |
LONG-TERM INVESTMENTS, Debt Sec
LONG-TERM INVESTMENTS, Debt Security Investments (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Jul. 24, 2023 | |
Debt Security Investments [Abstract] | |||
Purchase of convertible note | $ 600,000 | $ 0 | |
Acton [Member] | |||
Debt Security Investments [Abstract] | |||
Convertible notes debt investment face amount | $ 1,000,000 | ||
Purchase of convertible note | 600,000 | ||
Convertible note debt investments | $ 611,712 |
INVESTMENT IN EQUITY SECURITI_3
INVESTMENT IN EQUITY SECURITIES (Details) | 1 Months Ended | 12 Months Ended | ||||
Oct. 12, 2022 USD ($) | Aug. 11, 2022 USD ($) shares | Nov. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) Investment | Dec. 31, 2022 USD ($) | ||
INVESTMENT IN EQUITY SECURITIES [Abstract] | ||||||
Number of equity investments | Investment | 2 | |||||
Investment Income, Net [Abstract] | ||||||
Investment in equity securities | $ 26,158,474 | $ 29,759,195 | ||||
Purchase of equity investment | 880,932 | 4,256,276 | ||||
Changes in fair value of equity investment | (2,600,721) | (240,805) | ||||
Investment on Partnership Shares [Member] | ||||||
Investment Income, Net [Abstract] | ||||||
Investment in equity securities | [1] | $ 26,060,355 | 25,019,244 | |||
Purchase of equity investment | $ 25,000,000 | |||||
Percentage of limited partnership equity | 100% | |||||
Percentage of fixed return on investment | 5% | |||||
Notice period for sale of partnership interest | 10 days | |||||
Changes in fair value of equity investment | $ 1,041,111 | 19,244 | ||||
Investment on Participating Shares [Member] | ||||||
Investment Income, Net [Abstract] | ||||||
Investment in equity securities | [2] | 98,119 | 4,739,951 | |||
Purchase of equity investment | $ 5,000,000 | |||||
Percentage of limited partnership equity | 59% | |||||
Number of participating shares purchased (in shares) | shares | 4,454.37 | |||||
Equity investment redeemed | $ 1,000,000 | |||||
Loss on equity investment redeemed | $ 1,361,713 | |||||
Changes in fair value of equity investment | $ (2,280,119) | $ (260,049) | ||||
[1]On October 12, 2022, the Company entered into a subscription agreement with MineOne Partners Limited, a partnership incorporated in the British Virgin Islands, for purchase of $ 25 holds 100 5 ten 1,041,111 19,244 On August 11, 2022, the Company invested $5 million in Micro Money Fund SPC, for purchase of 4,454.37 of participating, redeemable, non-voting shares attributable to Micro Money Fund SPII (“the Fund”), a segregated portfolio of Micro Money Fund SPC. The Company holds 59% of the limited partnership equity of the Fund, and |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
At Cost [Abstract] | ||
Property, plant and equipment, gross | $ 25,079,045 | $ 18,368,453 |
Less: accumulated depreciation | (4,677,524) | (3,405,862) |
Property, plant and equipment, net | 20,401,521 | 14,962,591 |
Depreciation expenses | 1,456,984 | 907,739 |
Impairment loss | (431,319) | (550,402) |
Plant and Building [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | 11,509,679 | 11,453,436 |
Land [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | 1,063,270 | 0 |
Machinery and Equipment [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | 3,406,214 | 2,413,087 |
Leasehold Improvement [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | 6,103,786 | 2,956,515 |
Office Equipment [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | 1,693,588 | 1,192,443 |
Motor Vehicles [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | 771,259 | 352,972 |
Construction in Progress [Member] | ||
At Cost [Abstract] | ||
Property, plant and equipment, gross | $ 531,249 | $ 0 |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Intangible Assets [Abstract] | ||
Total | $ 7,246,655 | $ 4,725,288 |
Less: accumulated amortization | (372,874) | (161,496) |
Intangible assets, net | 6,873,781 | 4,563,792 |
Amortization expenses | 213,996 | 46,133 |
Impairment loss | 0 | (2,995,440) |
Land Use Right [Member] | ||
Intangible Assets [Abstract] | ||
Total | 5,584,050 | 4,605,738 |
Trademark [Member] | ||
Intangible Assets [Abstract] | ||
Total | 809,738 | 0 |
Technology [Member] | ||
Intangible Assets [Abstract] | ||
Total | 734,517 | 0 |
Software [Member] | ||
Intangible Assets [Abstract] | ||
Total | $ 118,350 | $ 119,550 |
OTHER NON-CURRENT ASSETS, NET_2
OTHER NON-CURRENT ASSETS, NET (Details) | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 NZD ($) | Dec. 31, 2022 USD ($) | ||
Other Non-current Assets, Net [Abstract] | ||||
Loan to the third party | [1] | $ 0 | $ 4,591,717 | |
Deferred cost | [2] | 203,083 | 0 | |
Deposit | [3] | 1,071,974 | 758,038 | |
Long-term prepayment | [4] | 952,615 | 1,280,974 | |
Total | 2,227,672 | 6,630,729 | ||
Less: provision for loan to the third party and receivable from a third party | 0 | (4,591,717) | ||
Other non-current assets, net | $ 2,227,672 | $ 2,039,012 | ||
Debt Instrument [Line Items] | ||||
Percentage of mold development fee | 50% | 50% | ||
Period of liability insurance policy for existing officers and directors | 6 years | |||
Loan to Third Party [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument term | 5 years | |||
Aggregate principal amount | $ 4,439,400 | $ 7,000,000 | ||
Interest rate | 2.50% | 2.50% | ||
[1]The balance represents a 5-year loan in the aggregate principal amount of $4,439,400 (New Zealand Dollar 7,000,000) to the related party, bearing interest of 2.5% annually and maturing in August 2026. As for the resignation of Mr. Justin Davis-Rice in 2022, the controller of Bendon Limited and the former director of CEGL, Bendon Limited was not a related party as of December 31, 2022. Full provision was made as of December 31, 2022, and the balance was written off as of December 31, 2023.[2]Since May 2022, the Company entered a series of agreement with Jiangxi ZC Automobile Co., Ltd. (“Jiangxi ZC”) to cooperate on mold development. The agreement stipulated that the mold development fee shall be borne by the Company and Jiangxi ZC, with each bearing 50%, and that Jiangxi ZC would share the ownership of the mold assets with the Company upon completion of the payment. The Company recognized deferred cost borne by Jiangxi ZC before it met the cost reorganization criteria.[3]The balance mainly consisted of the rental deposit.[4]T he balance mainly represented a six-year |
ACCRUED EXPENSES AND OTHER CU_3
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accrued expenses and other current liabilities [Abstract] | ||
Accrued litigation compensation | $ 1,773,007 | $ 1,590,484 |
Accrued expenses | 961,914 | 797,969 |
Other taxes payable | 732,685 | 118,469 |
Employee payroll and welfare payables | 621,605 | 452,904 |
Accrued professional fees | 36,505 | 919,525 |
Payable for purchasing the factory | 0 | 588,645 |
Interest expense of convertible loans | 0 | 383,250 |
Credit card payable | 106,650 | 22,908 |
Others | 31,521 | 174,487 |
Total | $ 4,263,887 | $ 5,048,641 |
INCOME TAXES, Federal Tax Rate
INCOME TAXES, Federal Tax Rate (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Zhejiang Tooniu Tech Co., Limited [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 5% |
Hangzhou Hengzhong Tech Co., Limited [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 5% |
Zhejiang Xbean Tech Co., Limited [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 5% |
Australia [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 25% |
United States [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 21% |
Hong Kong [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate for below HK$2.0 million | 8.25% |
Federal tax rate for above HK$2.0 million | 16.50% |
PRC [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 25% |
Germany [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 15.80% |
Spain [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 25% |
Italy [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 24% |
Netherlands [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 19% |
Turkey [Member] | |
Federal Statutory Income Tax Rate [Abstract] | |
Federal tax rate | 25% |
INCOME TAXES, Income Tax Provis
INCOME TAXES, Income Tax Provision (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
INCOME TAXES [Abstract] | ||
Current | $ 24,919 | $ 0 |
Deferred | (15,931) | 0 |
Total income tax expense | $ 8,988 | $ 0 |
INCOME TAXES, Components of Los
INCOME TAXES, Components of Losses Before Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Components of Losses Before Income Taxes [Abstract] | ||
Losses before income taxes | $ (54,351,767) | $ (112,145,263) |
PRC [Member] | ||
Components of Losses Before Income Taxes [Abstract] | ||
Losses before income taxes | (8,291,573) | (7,386,251) |
US [Member] | ||
Components of Losses Before Income Taxes [Abstract] | ||
Losses before income taxes | (14,349,845) | (17,254,945) |
Europe [Member] | ||
Components of Losses Before Income Taxes [Abstract] | ||
Losses before income taxes | (10,839,504) | (20,130,854) |
Australia [Member] | ||
Components of Losses Before Income Taxes [Abstract] | ||
Losses before income taxes | (19,225,749) | (67,392,512) |
Others [Member] | ||
Components of Losses Before Income Taxes [Abstract] | ||
Losses before income taxes | $ (1,645,096) | $ 19,300 |
INCOME TAXES, Statutory Income
INCOME TAXES, Statutory Income Tax Rate to Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statutory Income Tax Rate to Income Before Income Taxes [Abstract] | ||
Loss before provision for income tax | $ (54,351,767) | $ (112,145,263) |
PRC statutory income tax rate | 25% | 25% |
Income tax expense at the PRC statutory rate | $ (13,587,942) | $ (28,036,316) |
Effect of preferential tax rate | 1,535,761 | 161,592 |
Effect of international tax rates | 123,766 | (2,255,963) |
Effect of non-deductible expenses | 569,327 | 1,069,009 |
Effect of research and development deduction | (1,261,231) | (568,446) |
Fair value change of warrant liability | 60,799 | 3,912,074 |
Impairment loss of goodwill | 0 | 2,777,972 |
Effect of valuation allowance | 12,584,439 | 22,940,078 |
Total income tax expense - current | $ 24,919 | $ 0 |
Effective income tax rate | 0% | 0% |
PRC [Member] | ||
Statutory Income Tax Rate to Income Before Income Taxes [Abstract] | ||
Loss before provision for income tax | $ (8,291,573) | $ (7,386,251) |
INCOME TAXES, Net Deferred Tax
INCOME TAXES, Net Deferred Tax Liabilities (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Tax Assets [Abstract] | |||
Impairment loss | $ 3,561,625 | $ 3,532,162 | |
Change in fair value of financial instrument | (3,885,519) | 912,340 | |
Capitalization of research and experimental costs | 943,938 | 369,687 | |
Net operating loss carry forwards | 42,229,598 | 28,818,841 | |
Total deferred income tax assets | 42,849,642 | 33,633,030 | |
Valuation allowance | (42,849,642) | (33,633,030) | $ (14,659,415) |
Deferred tax assets, net | 0 | 0 | |
Deferred Income Tax Liabilities [Abstract] | |||
Intangible assets arising from acquisition | (228,086) | 0 | |
Total deferred tax liabilities | (228,086) | 0 | |
Net deferred tax liabilities | $ (228,086) | $ 0 |
INCOME TAXES, Valuation Allowan
INCOME TAXES, Valuation Allowance (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Valuation Allowance [Roll Forward] | ||
Balance at the beginning of the year | $ 33,633,030 | $ 14,659,415 |
Additions during the year | 12,584,439 | 22,940,078 |
Expire of NOL | (3,165,660) | (1,318,979) |
Change in tax rate | 96,387 | (91,423) |
Exchange rate effect | (298,554) | (2,556,061) |
Balance at the end of the year | 42,849,642 | 33,633,030 |
Unrecognized uncertain tax positions | 0 | 0 |
Unrecognized liabilities, interest or penalties | 0 | $ 0 |
Hong Kong [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 1,173,034 | |
United States [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | $ 38,730,970 | |
Percentage of annual taxable income | 80% | |
United States [Member] | 2035 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | $ 3,740,668 | |
United States [Member] | 2036 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 1,430,246 | |
United States [Member] | 2037 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 744,848 | |
United States [Member] | 2038 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 1,512,798 | |
PRC [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 37,266,136 | |
PRC [Member] | 2024 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 5,413,592 | |
PRC [Member] | 2025 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 2,210,756 | |
PRC [Member] | 2026 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 5,989,640 | |
PRC [Member] | 2027 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 10,479,727 | |
PRC [Member] | 2028 [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 13,172,422 | |
Germany [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | 26,565,271 | |
Australia [Member] | ||
Valuation Allowance [Roll Forward] | ||
Operating loss carryforwards | $ 61,911,565 |
LEASES (Details)
LEASES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Lease Cost [Abstract] | ||
Operating leases cost excluding short-term rental expense | $ 4,745,560 | $ 1,616,853 |
Short-term lease cost | 809,894 | 238,386 |
Total | 5,555,454 | 1,855,239 |
Supplemental Information Related to Operating Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 4,012,410 | $ 1,108,721 |
Weighted average remaining lease term | 6 years 1 month 17 days | 8 years 4 months 9 days |
Weighted average discount rate | 6.33% | 4.27% |
Maturity of Lease Liabilities [Abstract] | ||
2024 | $ 4,908,465 | |
2025 | 4,127,389 | |
2026 | 4,180,335 | |
2027 | 4,221,505 | |
2028 | 2,176,965 | |
2029 and thereafter | 5,784,794 | |
Total lease payments | 25,399,453 | |
Less: imputed interest | 4,318,235 | |
Total | 21,081,218 | |
Less: current portion | $ 4,741,599 | $ 1,313,334 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Less: current portion | |
Non-current portion | $ 16,339,619 | $ 7,421,582 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Non-current portion |
CONVERTIBLE PROMISSORY NOTE A_3
CONVERTIBLE PROMISSORY NOTE AND WARRANT, Convertible Promissory Note (Details) | 12 Months Ended | ||
Jul. 20, 2022 USD ($) | Dec. 31, 2023 USD ($) TradingDays $ / shares | Dec. 31, 2022 USD ($) | |
Convertible Promissory Note [Abstract] | |||
Net proceeds after deducting issuance expenses | $ 0 | $ 54,069,000 | |
Movement of Note [Abstract] | |||
Convertible promissory notes, Beginning Balance | 57,372,827 | ||
Convertible promissory notes, Ending Balance | $ 9,956,000 | 57,372,827 | |
Convertible Promissory Note [Member] | |||
Convertible Promissory Note [Abstract] | |||
Net proceeds after deducting issuance expenses | $ 54,069,000 | ||
Mandatory redemption amount multiplier | 1.08 | ||
Number of consecutive trading days | TradingDays | 10 | ||
Conversion price percentage | 85% | ||
Period for volume weighted average price | 10 days | ||
Period considered after occurrence of any event of default | 5 days | ||
Movement of Note [Abstract] | |||
Convertible promissory notes, Beginning Balance | $ 57,372,827 | ||
Convertible promissory notes issued during the year | 0 | ||
Redemption of convertible promissory notes | (47,546,626) | ||
Fair value change recognized | 129,799 | ||
Convertible promissory notes, Ending Balance | 9,956,000 | 57,372,827 | |
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Face value principal payable | $ 61,215,000 | $ 9,953,381 | $ 57,488,000 |
Interest rate | 8% | 8% | 8% |
Issue date | Jul. 20, 2022 | Jul. 20, 2022 | |
Maturity date | Jan. 19, 2025 | Jul. 19, 2023 | |
Convertible Promissory Note [Member] | Minimum [Member] | |||
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Face value principal payable | $ 25,000,000 | ||
Convertible Promissory Note [Member] | Maximum [Member] | |||
Convertible Promissory Note [Abstract] | |||
Floor price (in dollars per share) | $ / shares | $ 1 | ||
Accrue interest rate | 10% | ||
Convertible Promissory Note [Member] | Original Conversion Price [Member] | |||
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Measurement input | 1.2375 | 1.2375 | |
Convertible Promissory Note [Member] | Expected Term [Member] | |||
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Measurement input | 1.05 | 0.55 | |
Convertible Promissory Note [Member] | Volatility [Member] | |||
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Measurement input | 0.5346 | 0.7513 | |
Convertible Promissory Note [Member] | Market yield [Member] | |||
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Measurement input | 0.1393 | 0.1802 | |
Convertible Promissory Note [Member] | Risk Free Rate [Member] | |||
Fair Value Assumptions - Convertible Promissory Note [Abstract] | |||
Measurement input | 0.0469 | 0.0469 | |
Convertible Promissory Note [Member] | Period One [Member] | Minimum [Member] | |||
Convertible Promissory Note [Abstract] | |||
Aggregate outstanding principal amount | $ 30,000,000 | ||
Convertible Promissory Note [Member] | Period One [Member] | Maximum [Member] | |||
Convertible Promissory Note [Abstract] | |||
Percentage of issuance cost on principal amount | 10% | ||
Convertible Promissory Note [Member] | Period Two [Member] | Maximum [Member] | |||
Convertible Promissory Note [Abstract] | |||
Percentage of issuance cost on principal amount | 20% | ||
Aggregate outstanding principal amount | $ 30,000,000 |
CONVERTIBLE PROMISSORY NOTE A_4
CONVERTIBLE PROMISSORY NOTE AND WARRANT, Warrant (Details) | 12 Months Ended | |
Dec. 31, 2023 USD ($) Warrant $ / shares shares | Dec. 31, 2022 | |
Warrant [Abstract] | ||
Issued warrants (in shares) | shares | 24,733,336 | |
Exercise price (in dollars per share) | $ / shares | $ 1.61 | |
Warrants exercisable issuance term | 5 years | |
Number of warrants | Warrant | 2 | |
Investor Warrants [Member] | ||
Movement of Warrants [Roll Forward] | ||
Beginning balance | $ 14,334,104 | |
Warrants issued during the year | 0 | |
Exercise of warrants | (1,939,282) | |
Fair value change recognized | (205,314) | |
Ending balance | $ 12,189,508 | |
Placement Agent Warrants [Member] | ||
Warrant [Abstract] | ||
Issued warrants (in shares) | shares | 2,473,334 | |
Exercise price (in dollars per share) | $ / shares | $ 1.77 | |
Movement of Warrants [Roll Forward] | ||
Beginning balance | $ 3,456,404 | |
Warrants issued during the year | 0 | |
Exercise of warrants | 0 | |
Fair value change recognized | 174 | |
Ending balance | $ 3,456,578 | |
Expected Term [Member] | Warrant [Member] | ||
Fair Value Assumptions - Warrants [Abstract] | ||
Measurement input | 3.55 | 4.55 |
Volatility [Member] | Warrant [Member] | ||
Fair Value Assumptions - Warrants [Abstract] | ||
Measurement input | 0.7211 | 0.7772 |
Risk Free Rate [Member] | Warrant [Member] | ||
Fair Value Assumptions - Warrants [Abstract] | ||
Measurement input | 0.0391 | 0.0413 |
SHARE-BASED COMPENSATION, Share
SHARE-BASED COMPENSATION, Share Options (Details) | 4 Months Ended | 8 Months Ended | 12 Months Ended | |||||
May 03, 2022 USD ($) $ / shares shares | Dec. 30, 2021 shares | Apr. 17, 2018 Installment shares | Dec. 31, 2023 | Aug. 20, 2023 | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Feb. 10, 2016 shares | |
Share-Based Compensation [Abstract] | ||||||||
Share-based compensation expenses | $ | $ 5,230,272 | $ 4,031,629 | ||||||
General and Administrative Expenses [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Share-based compensation expenses | $ | 4,630,230 | 3,242,625 | ||||||
Selling and Marketing Expenses [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Share-based compensation expenses | $ | 193,939 | 504,199 | ||||||
Research and Development Expenses [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Share-based compensation expenses | $ | $ 406,103 | $ 284,805 | ||||||
Amended 2016 Plan [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Options granted (in shares) | 12,891,130 | |||||||
Exchange ratio | 0.71563 | |||||||
Options converted (in shares) | 9,225,271 | |||||||
Employees and Directors [Member] | 2016 Plan [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Shares authorized (in shares) | 24,624,157 | |||||||
Number of additional shares available for issuance (in shares) | 10,484,797 | |||||||
Number of equal annual instalments | Installment | 5 | |||||||
Percentage of each equal annual instalments | 20% | |||||||
Options expiration period | 10 years | 8 years | ||||||
Employees and Directors [Member] | 2016 Plan [Member] | Minimum [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Options expiration period | 6 years | |||||||
Employees and Directors [Member] | 2016 Plan [Member] | Maximum [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Shares authorized (in shares) | 14,139,360 | |||||||
Options expiration period | 8 years | |||||||
Employees and Directors [Member] | 2022 Plan [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Options granted (in shares) | 12,797,063 | |||||||
Exercise price range, lower range limit (in dollars per share) | $ / shares | $ 1.68 | |||||||
Exercise price range, upper range limit (in dollars per share) | $ / shares | $ 1.848 | |||||||
Fair value of options granted | $ | $ 18,217,956 | |||||||
Employees and Directors [Member] | 2022 Plan [Member] | Contractual Term of Option One [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Options granted (in shares) | 297,615 | |||||||
Options contractual term | 5 years | |||||||
Employees and Directors [Member] | 2022 Plan [Member] | Contractual Term of Option Two [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Options granted (in shares) | 12,499,448 | |||||||
Options contractual term | 10 years | |||||||
Employees and Directors [Member] | 2022 Plan [Member] | Minimum [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Fair value of option grant (in dollars per share) | $ / shares | $ 1.113 | |||||||
Employees and Directors [Member] | 2022 Plan [Member] | Maximum [Member] | ||||||||
Share-Based Compensation [Abstract] | ||||||||
Shares authorized (in shares) | 25,965,234 | |||||||
Fair value of option grant (in dollars per share) | $ / shares | $ 1.431 |
SHARE-BASED COMPENSATION, Sha_2
SHARE-BASED COMPENSATION, Share Options Activity (Details) - Stock Options [Member] | 12 Months Ended | |||||
Dec. 08, 2023 | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | |||
Number of Share Options [Roll Forward] | ||||||
Outstanding, beginning balance (in shares) | shares | 21,603,366 | 9,225,271 | ||||
Granted (in shares) | shares | 0 | 12,797,063 | ||||
Exercised (in shares) | shares | 0 | (51,468) | ||||
Forfeited (in shares) | shares | (116,125) | (334,167) | ||||
Expired (in shares) | shares | (19,111) | (33,333) | ||||
Outstanding, ending balance (in shares) | shares | 2,025,115 | 21,603,366 | 9,225,271 | |||
Outstanding, beginning balance after share consolidation (in shares) | shares | [1] | 2,160,351 | ||||
Expected to vest, period end (in shares) | shares | 591,600 | |||||
Exercisable, period end (in shares) | shares | 1,433,515 | |||||
Weighted Average Exercise Price [Abstract] | ||||||
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 1.44 | $ 1.1 | ||||
Granted (in dollars per share) | $ / shares | 0 | 1.68 | ||||
Exercised (in dollars per share) | $ / shares | 0 | 0.28 | ||||
Forfeited (in dollars per share) | $ / shares | 16.8 | 1.68 | ||||
Expired (in dollars per share) | $ / shares | 13.09 | 1.68 | ||||
Outstanding, ending balance (in dollars per share) | $ / shares | 14.26 | $ 1.44 | $ 1.1 | |||
Outstanding, beginning balance after share consolidation (in dollars per share) | $ / shares | [1] | 14.38 | ||||
Expected to vest, period end (in dollars per share) | $ / shares | 17.05 | |||||
Exercisable, period end (in dollars per share) | $ / shares | $ 13.1 | |||||
Weighted Average Remaining Contractual Term and Aggregate Intrinsic Value [Abstract] | ||||||
Outstanding, weighted average remaining contractual term | 4 years 9 months 21 days | 5 years 11 months 26 days | [1] | 2 years 7 months 6 days | ||
Expected to vest, weighted average remaining contractual term | 8 years 1 month 17 days | |||||
Exercisable, weighted average remaining contractual term | 3 years 5 months 8 days | |||||
Outstanding, aggregate intrinsic value | $ | $ 0 | $ 721,210 | [1] | $ 42,799,081 | ||
Expected to vest, aggregate intrinsic value | $ | 0 | |||||
Exercisable, aggregate intrinsic value | $ | $ 0 | |||||
Share consolidation | 0.1 | |||||
[1]On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
SHARE-BASED COMPENSATION, Assum
SHARE-BASED COMPENSATION, Assumptions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Unrecognized Compensation Cost [Abstract] | ||
Total unrecognized compensation cost | $ 8,734,833 | |
Unrecognized compensation cost, recognition period | 2 years 1 month 28 days | |
Stock Options [Member] | ||
Assumptions Used in Valuing Stock Options [Abstract] | ||
Expected dividends yield | 0% | 0% |
The fair value of underlying ordinary shares (in dollars per share) | $ 16.8 | $ 1.68 |
Stock Options [Member] | Minimum [Member] | ||
Assumptions Used in Valuing Stock Options [Abstract] | ||
Expected volatility | 83.41% | 86.28% |
Risk-free interest rate per annum | 2.97% | 2.97% |
Stock Options [Member] | Maximum [Member] | ||
Assumptions Used in Valuing Stock Options [Abstract] | ||
Expected volatility | 86.57% | 83.96% |
Risk-free interest rate per annum | 3.01% | 3.01% |
ORDINARY SHARES AND RESTRICTE_2
ORDINARY SHARES AND RESTRICTED NET ASSETS (Details) | 12 Months Ended | |||||
Dec. 08, 2023 shares | Dec. 31, 2023 USD ($) Vote shares | Dec. 31, 2022 shares | Dec. 31, 2021 shares | Dec. 29, 2021 shares | ||
Ordinary Shares [Abstract] | ||||||
Ordinary shares issued (in shares) | 30,828,778 | 30,084,200 | ||||
Ordinary shares outstanding (in shares) | 30,828,778 | 30,084,200 | ||||
Number of votes entitled for each share of ordinary share | Vote | 1 | |||||
Restricted Net Assets [Abstract] | ||||||
Restricted net assets of PRC subsidiaries | $ | $ 0 | |||||
Ordinary Shares [Member] | ||||||
Ordinary Shares [Abstract] | ||||||
Ordinary shares outstanding (in shares) | 30,828,778 | [1] | 30,084,199 | 26,125,625 | ||
Exercised (in shares) | (5,147) | |||||
Exercise of warrants (in shares) | 360,710 | 3,953,427 | ||||
Reverse stock split ratio | 0.1 | |||||
Shares issued due to reverse stock split (in shares) | 383,868 | 383,869 | [1] | |||
2016 Plan [Member] | Ordinary Shares [Member] | ||||||
Ordinary Shares [Abstract] | ||||||
Exercised (in shares) | (5,147) | |||||
NBG [Member] | ||||||
Ordinary Shares [Abstract] | ||||||
Ordinary shares issued (in shares) | 8,640,271 | |||||
Ordinary shares outstanding (in shares) | 8,640,271 | |||||
CAG Cayman [Member] | CEGL [Member] | ||||||
Ordinary Shares [Abstract] | ||||||
Number of common stock shares issued in business consideration (in shares) | 17,485,355 | |||||
[1]On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
NET LOSS PER SHARE (Details)
NET LOSS PER SHARE (Details) | 12 Months Ended | |||
Dec. 08, 2023 | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | ||
Numerator [Abstract] | ||||
Net loss attributable to the Company's shareholders | $ | $ (54,199,325) | $ (110,088,241) | ||
Denominator [Abstract] | ||||
Weighted average ordinary shares used in computing basic loss per share (in shares) | 30,424,686 | [1] | 26,332,324 | |
Weighted average ordinary shares used in computing diluted loss per share (in shares) | 30,424,686 | [1] | 26,332,324 | |
Basic net loss per share (in dollars per share) | $ / shares | $ (1.78) | $ (4.18) | ||
Diluted net loss per share (in dollars per share) | $ / shares | $ (1.78) | $ (4.18) | ||
Ordinary shares of anti-dilutive and excluded from diluted net loss per share (in shares) | 0 | 0 | ||
Ordinary Shares [Member] | ||||
Denominator [Abstract] | ||||
Reverse stock split ratio | 0.1 | |||
[1]On September 1, 2023 the Company held its annual general meeting of shareholders where among other proposals, the shareholders of the Company did approve the consolidation of the ordinary shares of the Company on a one-for-ten one-for-ten |
CONCENTRATIONS (Details)
CONCENTRATIONS (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | |||
Concentration of Credit Risk [Abstract] | ||||
Revenue | $ 22,079,905 | $ 8,941,835 | ||
Accounts receivable | 8,443,069 | 2,526,432 | ||
Purchases | 19,821,645 | 9,455,805 | ||
Accounts payable | 6,797,852 | 3,383,021 | ||
Revenue [Member] | Customer Concentration Risk [Member] | Customer [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Revenue | $ 6,145,119 | $ 1,341,968 | ||
Concentration risk, percentage | 27% | 15% | ||
Revenue [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Revenue | $ 3,501,965 | $ 0 | ||
Concentration risk, percentage | 16% | 0% | ||
Revenue [Member] | Customer Concentration Risk [Member] | Customer B [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Revenue | $ 2,473,388 | $ 36,999 | ||
Concentration risk, percentage | 11% | [1] | ||
Revenue [Member] | Customer Concentration Risk [Member] | Customer C [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Revenue | $ 169,766 | $ 1,304,969 | ||
Concentration risk, percentage | [1] | 15% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 47% | 79% | ||
Accounts receivable | $ 3,962,148 | $ 2,002,704 | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 32% | 0% | ||
Accounts receivable | $ 2,724,397 | $ 0 | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer D [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 15% | 47% | ||
Accounts receivable | $ 1,237,751 | $ 1,197,023 | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer E [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 0% | 16% | ||
Accounts receivable | $ 0 | $ 410,321 | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer F [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 0% | 16% | ||
Accounts receivable | $ 0 | $ 395,360 | ||
Purchases [Member] | Supplier Concentration Risk [Member] | Supplier [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 41% | 38% | ||
Purchases | $ 10,919,516 | $ 9,395,756 | ||
Purchases [Member] | Supplier Concentration Risk [Member] | Supplier A [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 29% | 12% | ||
Purchases | $ 7,799,901 | $ 2,885,202 | ||
Purchases [Member] | Supplier Concentration Risk [Member] | Supplier B [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 12% | [1] | ||
Purchases | $ 3,088,580 | $ 432,475 | ||
Purchases [Member] | Supplier Concentration Risk [Member] | Supplier C [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | [1] | 26% | ||
Purchases | $ 31,035 | $ 6,078,079 | ||
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Supplier [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | 0% | 29% | ||
Accounts receivable | $ 969,837 | $ 997,721 | ||
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Supplier C [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | [1] | 12% | ||
Accounts payable | $ 402,425 | $ 420,100 | ||
Accounts Payable [Member] | Supplier Concentration Risk [Member] | Supplier D [Member] | ||||
Concentration of Credit Risk [Abstract] | ||||
Concentration risk, percentage | [1] | 17% | ||
Accounts receivable | $ 567,412 | $ 577,621 | ||
[1]Indicates below 10%. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | 1 Months Ended | 12 Months Ended | ||||||||||||||
Mar. 05, 2024 USD ($) | Jul. 27, 2023 USD ($) PurchaseOrder | Feb. 06, 2023 USD ($) | Jul. 22, 2022 USD ($) Claim Contract Complaint | Mar. 25, 2022 USD ($) | Aug. 23, 2021 EUR (€) | Oct. 31, 2021 USD ($) PurchaseOrder | Dec. 31, 2023 Vehicle Case | Dec. 31, 2022 EUR (€) | Jan. 02, 2024 USD ($) | Dec. 18, 2023 USD ($) | Dec. 18, 2023 CNY (¥) | Nov. 30, 2023 Trademark | Feb. 02, 2023 EUR (€) | Jul. 31, 2022 Trademark | Jun. 30, 2022 DistributionPartners | |
Litigation [Abstract] | ||||||||||||||||
Total damages | $ 19,000,000 | |||||||||||||||
Number of european union trademarks cancellation request filed | Trademark | 2 | |||||||||||||||
Number of european union trademarks cancelled | Trademark | 2 | |||||||||||||||
Number of complaint causes in contract and tort against defendants | Complaint | 11 | |||||||||||||||
Number of contract claims | Contract | 4 | |||||||||||||||
Number of tort claims | Claim | 7 | |||||||||||||||
Period to amend complaint by plaintiff | 30 days | |||||||||||||||
Number of civil litigation cases withdrawn | Case | 2 | |||||||||||||||
Subsequent Event [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Payment for outstanding amount | $ 1,767,516.91 | |||||||||||||||
BELGIUM | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Penalty amount | € | € 20,000 | |||||||||||||||
Other infringement fine | € | 5,000 | |||||||||||||||
Shengzhou Machinery [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Payment for outstanding invoices | $ 1,126,640 | |||||||||||||||
LEIE [Member] | BELGIUM | Maximum [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Penalty amount | € | 500,000 | |||||||||||||||
CAE [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Number of vehicles | Vehicle | 90 | |||||||||||||||
Retention of title and instalment payment agreement price | € | € 2,185,721.32 | |||||||||||||||
Contingency settlement of amount | € | € 58,787.33 | |||||||||||||||
Settlement owed amount | € | 2,126,933.99 | |||||||||||||||
Instalment agreement amount | € | € 548,244.11 | |||||||||||||||
Number of distribution partners | DistributionPartners | 2 | |||||||||||||||
CAE [Member] | BELGIUM | Maximum [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Penalty amount | € | € 1,000,000 | |||||||||||||||
Ronda [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Number of ongoing civil litigation cases | Case | 1 | |||||||||||||||
Ronda [Member] | Damages from Product Defects [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Recovery of advance payments | $ 438,702 | |||||||||||||||
Compensation for damages | $ 453,290 | |||||||||||||||
Ronda [Member] | Damages from Product Defects [Member] | Subsequent Event [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Total damages | $ 869,702 | |||||||||||||||
Payment for outstanding invoices | $ 583,813 | |||||||||||||||
Percentage of advance payments for damage | 100% | |||||||||||||||
Zhejiang Sinomachinery Co., Limited [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Claim filed for payment of contract price | $ 65,104 | ¥ 461,800 | ||||||||||||||
Sevic Lawsuit [Member] | Damages from Product Defects [Member] | ||||||||||||||||
Litigation [Abstract] | ||||||||||||||||
Number of signed purchase orders terminated | PurchaseOrder | 2 | 2 | ||||||||||||||
Money awarded for cost of goods awarded | $ 13,908 | $ 465,400 | ||||||||||||||
Total damages | $ 3,429 | $ 628,109 |
RELATED PARTY TRANSACTIONS, Rel
RELATED PARTY TRANSACTIONS, Related Parties (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Mr. Peter Wang [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | Chairman, Chief Executive Officer, and principal shareholder of the Company |
Mr. Yeung Heung Yeung [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | A principal shareholder of the Company |
Bendon Limited [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | Controlled by Mr. Justin Davis-Rice, a director of CEGL. As for the resignation of Mr. Justin Davis-Rice in 2022, it was not a related party as of December 31, 2022. |
Zhejiang Zhongchai Machinery Co., Ltd ("Zhejiang Zhongchai") [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | Ultimately controlled by Mr. Peter Wang |
Zhejiang RAP [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary |
Jiangsu Rongyuan [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary |
Hangzhou Hezhe Energy Technology Co., Ltd ("Hangzhou Hezhe") [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | An entity significantly influenced by Hangzhou Ronda, CEGL’s subsidiary |
Shenzhen Yuanzheng Investment Development Co. Ltd ("Shenzhen Yuanzheng") [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | Controlled by Mr. Yeung Heung Yeung |
Shanghai Hengyu Enterprise Management Consulting Co., Ltd ("Shanghai Hengyu") [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | Ultimately controlled by Mr. Peter Wang |
Antric GmbH [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | Invested by the Company, then it became the CEGL’s wholly-owned subsidiaries on August 31, 2023 |
Billy Rafael Romero Del Rosario [Member] | |
Related Parties [Abstract] | |
Relationship with the Company | A shareholder who owns 1% equity interest of Cenntro Electric CICS, SRL and was the CEO of Cenntro Electric CICS, SRL |
Percentage of equity interests | 1% |
RELATED PARTY TRANSACTIONS, Tra
RELATED PARTY TRANSACTIONS, Transactions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Material Related Party Transactions [Abstract] | ||
Interest Income, Operating, Related Party, Type [Extensible Enumeration] | Interest income from a related party | Interest income from a related party |
Interest expense on loans provided by related parties | $ (402,414) | $ 844,231 |
Interest Expense, Related Party, Type [Extensible Enumeration] | Interest expense on loans provided by related parties | Interest expense on loans provided by related parties |
Zhejiang RAP [Member] | ||
Material Related Party Transactions [Abstract] | ||
Interest income from a related party | $ 12,767 | $ 13,434 |
Bendon Limited [Member] | ||
Material Related Party Transactions [Abstract] | ||
Interest income from a related party | 0 | 113,021 |
Hangzhou Hezhe [Member] | ||
Material Related Party Transactions [Abstract] | ||
Purchase of raw materials from related parties | 233,536 | 1,413,262 |
Payment on the purchase of the raw materials | 54,617 | 1,015,036 |
Shanghai Hengyu [Member] | ||
Material Related Party Transactions [Abstract] | ||
Service provided by a related party | 0 | 5,053 |
Zhejiang Zhongchai [Member] | ||
Material Related Party Transactions [Abstract] | ||
Service provided by a related party | 0 | 119,963 |
Repayment of the advance operating fund from a related party | 0 | 276,266 |
Billy Rafael Romero Del Rosario [Member] | ||
Material Related Party Transactions [Abstract] | ||
Prepayment of operating fund to a related party | 113,560 | 0 |
Shenzhen Yuanzheng [Member] | ||
Material Related Party Transactions [Abstract] | ||
Repayment of interest-bearing Loan from a related party | 0 | 395,523 |
Mr. Yeung Heung Yeung [Member] | ||
Material Related Party Transactions [Abstract] | ||
Repayment of interest-bearing Loan from a related party | 0 | 1,331,091 |
Interest expense on loans provided by related parties | 0 | 2,532 |
Others [Member] | ||
Material Related Party Transactions [Abstract] | ||
Interest expense on loans provided by related parties | $ 0 | $ 1,075 |
RELATED PARTY TRANSACTIONS, Due
RELATED PARTY TRANSACTIONS, Due from Related Parties (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | |
Amount due from Related Parties [Abstract] | |||
Amounts due from related parties - current | $ 287,439 | $ 366,936 | |
Other Receivable, after Allowance for Credit Loss, Current, Related Party, Type [Extensible Enumeration] | us-gaap:RelatedPartyMember | us-gaap:RelatedPartyMember | |
Hangzhou Hezhe [Member] | |||
Amount due from Related Parties [Abstract] | |||
Amounts due from related parties - current | [1] | $ 178,019 | $ 366,936 |
Billy Rafael Romero Del Rosario [Member] | |||
Amount due from Related Parties [Abstract] | |||
Amounts due from related parties - current | [2] | $ 109,420 | $ 0 |
[1]The balance mainly represents the prepayment for raw material to the related party.[2]The balance mainly represents the prepayment of operating fund to the related party. |
RELATED PARTY TRANSACTIONS, D_2
RELATED PARTY TRANSACTIONS, Due to Related Parties (Details) | 12 Months Ended | |||||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 EUR (€) | Dec. 31, 2022 USD ($) | Dec. 16, 2022 USD ($) | Dec. 16, 2022 EUR (€) | ||
Amounts due to Related Parties [Abstract] | ||||||
Amounts due to related parties | $ 10,468 | $ 716,372 | ||||
Other income | 26,746 | |||||
Antric GmbH [Member] | ||||||
Amounts due to Related Parties [Abstract] | ||||||
Amounts due to related parties | [1] | 0 | 666,396 | |||
Equity method investments, related party | $ 2,674,500 | € 2,500,000 | ||||
Percentage of equity interest acquired, related party | 25% | 25% | ||||
Payment for capital investments | 1,977,380 | € 1,868,750 | ||||
Zhejiang RAP [Member] | ||||||
Amounts due to Related Parties [Abstract] | ||||||
Amounts due to related parties | 10,468 | 23,882 | ||||
Jiangsu Rongyuan [Member] | ||||||
Amounts due to Related Parties [Abstract] | ||||||
Amounts due to related parties | [2] | 0 | 23,194 | |||
Shanghai Hengyu [Member] | ||||||
Amounts due to Related Parties [Abstract] | ||||||
Amounts due to related parties | [2] | $ 0 | $ 2,900 | |||
[1]The balance represented the capital injection payable to this related party. On December 16, 2022, the Company invested EUR 2,500,000 2,674,500 25 1,868,750 1,977,380 26,746 |