KBSX 6-K
FST Corp. (KBSX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2026
Commission File Number: 001-42475
FST Corp.
(Registrant’s Name)
No. 3, Gongye 1st Rd., Minxiong Township
Chiayi County 621018, Taiwan
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Financial Statements
On July 28, 2026, FST Corp. (the “Company”) released its unaudited condensed consolidated financial statements as of and for the three months ended June 30, 2026. A copy of the unaudited condensed consolidated financial statements of the Company and the management’s discussion and analysis of financial condition and results of operations of the Company as of and for the three months ended June 30, 2026 is attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and is incorporated herein by reference.
On July 28, 2026, the Company issued a press release announcing the release of its unaudited condensed consolidated financial statements as of and for the three months ended June 30, 2026. A copy of the press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference.
Share Repurchase Plan
The Company’s Board of Directors (the “Board”) has authorized a stock repurchase program under which the Company may repurchase up to $3.0 million of its outstanding ordinary shares.
Shares may be repurchased from time to time through open-market transactions, privately negotiated transactions or other legally permissible means. The timing, manner, price, and actual number of shares repurchased will be determined at management’s discretion, based on various factors, including stock price, market and business conditions, the Company’s capital position and liquidity requirements, applicable legal and regulatory requirements, and other relevant considerations.
The authorization reflects the Board’s confidence in the Company’s long-term strategy and growth trajectory, and its belief that opportunistic share repurchases may represent an appropriate use of capital when balanced against the Company’s operating, liquidity and growth requirements. The Company remains committed to maintaining a disciplined capital-allocation strategy that balances investments in growth with opportunities to return capital to shareholders.
The information above with respect to the Company’s share repurchase plan is hereby incorporated by reference into the Company’s Registration Statement on Form S-8 (File No. 333-295311) and the Company’s Registration Statement on Form F-3 (File No. 333-296326).
Exhibit
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| FST Corp. | ||
|---|---|---|
| Date: July 28, 2026 | By: | /s/ David Chuang |
| Name: | David Chuang | |
| Title: | Chief Executive Officer and Chairman of the Board |
2
Exhibit 99.1
FST Corp.
CONSOLIDATED BALANCE SHEETS
(In U.S. dollars, except for share data, or otherwise noted)
| As of<br>June 30,<br>2026 | As of<br>December 31,<br>2025 | ||||
|---|---|---|---|---|---|
| (Unaudited) | |||||
| ASSETS | |||||
| Current assets | |||||
| Cash and cash equivalents | 8,221,962 | 7,179,800 | |||
| Restricted cash | 486,702 | 158,865 | |||
| Accounts and notes receivable, net | 6,301,127 | 6,979,725 | |||
| Prepaid tax | - | 93,589 | |||
| Inventories, net | 12,463,255 | 11,812,740 | |||
| Amounts due from a related party | 77,267 | 73,820 | |||
| Prepaid expenses and other current assets | 2,218,321 | 1,188,451 | |||
| Total current Assets | 29,768,634 | 27,486,990 | |||
| Non-current assets | |||||
| Property, plant and equipment, net | 18,343,684 | 19,044,954 | |||
| Intangible assets, net | 4,679,797 | 4,832,114 | |||
| Long-term investments | 737,978 | 551,628 | |||
| Right-of-use assets | 5,796,388 | 5,761,176 | |||
| Deferred tax assets, net | 1,677,753 | 1,692,802 | |||
| Prepayment and other non-current assets | 1,886,352 | 1,551,893 | |||
| Total non-current assets | 33,121,952 | 33,434,567 | |||
| Total assets | 62,890,586 | 60,921,557 | |||
| LIABILITIES | |||||
| Current liabilities | |||||
| Short-term bank borrowings | 20,867,343 | 18,199,806 | |||
| Accounts payables | 2,554,719 | 3,032,860 | |||
| Operating lease liabilities, current | 1,698,015 | 2,328,227 | |||
| Amounts due to related parties | 163,751 | 137,548 | |||
| Current tax liabilities | 696,642 | 367,902 | |||
| Accrued expenses and other current liabilities | 5,776,163 | 6,355,964 | |||
| Total current Liabilities | 31,756,633 | 30,422,307 | |||
| Non-current liabilities | |||||
| Long-term bank borrowings | 9,584,042 | 10,963,881 | |||
| Operating lease liabilities, non-current | 4,874,565 | 3,974,560 | |||
| OET derivative liability | - | 5,310 | |||
| Warrant liabilities | 725,482 | 4,311 | |||
| Total non-current liabilities | 15,184,089 | 14,948,062 | |||
| Total Liabilities | 46,940,722 | 45,370,369 | |||
| SHAREHOLDERS’ EQUITY | |||||
| Ordinary share (par value of 0.0001 per share; 500,000,000 shares authorized; 44,766,003 shares issued and outstanding) | 4,477 | 4,477 | |||
| Additional paid in capital | 15,443,336 | 15,396,434 | |||
| Retained earnings | 2,381,596 | 1,566,364 | |||
| Accumulated other comprehensive loss | (2,017,338 | ) | (1,537,922 | ) | |
| Total FST Corp. shareholder’s equity | 15,812,071 | 15,429,353 | |||
| Non-controlling interests | 137,793 | 121,835 | |||
| Total shareholder’s equity | 15,949,864 | 15,551,188 | |||
| Total liabilities and shareholders’ equity | 62,890,586 | 60,921,557 |
All values are in US Dollars.
F-1
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE LOSS
(In U.S. dollars, except for share data, or otherwise noted)
| For the three Months Ended<br>June 30 | For the six Months Ended<br>June 30 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |||||||||
| Revenue | 12,552,012 | 11,437,270 | 27,198,366 | 22,193,432 | ||||||||
| Cost of sales | 6,539,950 | 6,177,881 | 13,629,833 | 11,978,297 | ||||||||
| Gross profit | 6,012,062 | 5,259,389 | 13,568,533 | 10,215,135 | ||||||||
| COSTS AND OPERATING EXPENSES: | ||||||||||||
| Selling expenses | 3,166,484 | 3,315,626 | 6,034,397 | 6,232,888 | ||||||||
| General and administrative expenses | 2,170,587 | 2,285,558 | 4,287,571 | 4,811,121 | ||||||||
| Research and development expenses | 415,092 | 347,693 | 808,464 | 700,373 | ||||||||
| Total costs and operating expenses | 5,752,163 | 5,948,877 | 11,130,432 | 11,744,382 | ||||||||
| GAIN (LOSS) FROM OPERATIONS | 259,899 | (689,488 | ) | 2,438,101 | (1,529,247 | ) | ||||||
| OTHER (EXPENSE) INCOME | ||||||||||||
| Interest expense, net | (218,175 | ) | (208,607 | ) | (444,591 | ) | (402,491 | ) | ||||
| Foreign exchange gain(loss) | (115,615 | ) | (2,510,002 | ) | 278,457 | (2,215,654 | ) | |||||
| Other income, net | 25,951 | 250,321 | 65,051 | 282,405 | ||||||||
| Unrealized gain(loss) on change in fair value of OET derivative liability | 5,310 | - | 5,310 | (1,884,824 | ) | |||||||
| Unrealized loss on change in fair value of Warrant liability | (721,171 | ) | - | (721,171 | ) | - | ||||||
| Total other loss, net | (1,023,700 | ) | (2,468,288 | ) | (816,944 | ) | (4,220,564 | ) | ||||
| PROFIT (LOSS) BEFORE INCOME TAX EXPENSES | (763,801 | ) | (3,157,776 | ) | 1,621,157 | (5,749,811 | ) | |||||
| INCOME TAX EXPENSES | 282,578 | (128,747 | ) | 789,968 | 77,236 | |||||||
| NET INCOME (LOSS) | (1,046,379 | ) | (3,029,029 | ) | 831,189 | (5,827,047 | ) | |||||
| Less: net income(loss) attributable to non-controlling interests | 3,566 | (19,992 | ) | 15,958 | (38,459 | ) | ||||||
| Net income (loss) attributable to FST Corp.’s shareholders | (1,049,945 | ) | (3,009,037 | ) | 815,231 | (5,788,588 | ) | |||||
| OTHER COMPREHENSIVE INCOME(LOSS) | ||||||||||||
| Foreign currency translation adjustment | (408,157 | ) | 2,438,330 | (479,416 | ) | 2,434,922 | ||||||
| TOTAL COMPREHENSIVE INCOME(LOSS) | (1,454,536 | ) | (590,699 | ) | 351,773 | (3,392,125 | ) | |||||
| Less: total comprehensive income (loss) attributable to non-controlling interests | 4,036 | (3,899 | ) | 15,958 | (22,388 | ) | ||||||
| Comprehensive income (loss) attributable to FST Corp.’s shareholders | (1,458,572 | ) | (586,800 | ) | 335,815 | (3,369,737 | ) | |||||
| Weighted average number of shares outstanding, basic and diluted | 44,766,003 | 44,766,003 | 44,766,003 | 44,766,003 | ||||||||
| Earnings per share, basic and diluted | (0.02 | ) | (0.07 | ) | 0.02 | (0.13 | ) |
F-2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In U.S. dollars)
| For the Six Months Ended<br>June 30 | ||||||
|---|---|---|---|---|---|---|
| 2026 | 2025 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
| Net cash provided by operating activities | 1,148,290 | (4,315,501 | ) | |||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
| Purchase of property, plant and equipment | (831,405 | ) | (121,491 | ) | ||
| Purchase of intangible assets | (30,983 | ) | (21,996 | ) | ||
| Disposal of property and equipment | - | 6,635 | ||||
| Purchase of long-term investments | (190,700 | ) | (104,346 | ) | ||
| Disposal of short-term investments | - | - | ||||
| Net cash used in investing activities | (1,053,088 | ) | (241,198 | ) | ||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
| Proceeds from bank borrowings | 25,422,785 | 21,975,236 | ||||
| Repayments of bank borrowings | (23,682,810 | ) | (18,500,873 | ) | ||
| Buy back treasury shares | - | (38,754 | ) | |||
| Net cash provided by financing activities | 1,739,975 | 3,435,609 | ||||
| Effect of foreign exchange rate on cash, cash equivalents and restricted cash | (465,178 | ) | 2,849,580 | |||
| Net increase in cash and cash equivalents | 1,369,999 | 1,728,490 | ||||
| Cash, cash equivalents and restricted cash at the beginning of period | 7,338,665 | 5,302,199 | ||||
| Cash, cash equivalents and restricted cash at the end of period | 8,708,664 | 7,030,689 | ||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||
| Interest expenses paid | 355,506 | 303,125 | ||||
| Income taxes paid | 364,553 | 114,019 | ||||
| Right of use assets obtained in exchange for operating lease obligations | 1,696,192 | 335,513 |
F-3
Exhibit 99.2
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Overview
During the quarter ended June 30, 2026, the Company reported revenue of $12.55 Million, compared to $11.43 Million for the same period in the prior year. Second quarter results were primarily driven by an increase in After-Market business and through the continued growth of KBS Graphite.
Results of Operations
| ● | Revenue<br>– Revenue for the quarter was US$12.55 million, representing a 9.7% increase over the<br>same period in 2025. The revenue increase reflects additional sales in the After-Market business<br>in both the steel and graphite lines. |
|---|---|
| ● | Gross<br>Profit – Gross profit was US$6.01 million, or 48% of revenue, compared to US$5.26 million,<br>or 46%, in the prior-year. The increase in gross margin was due to a change in product mix. |
| --- | --- |
| ● | Operating<br>Expenses – SG&A and R&D expenses were US$5.75 million, a decrease of 3.3% from<br>the prior-year period. In the quarter, the company decreased Selling Expenses by 4.5% and<br>G&A expenses by 5% over the same period in the previous year. R&D expenses rose by<br>19% or $0.067 Million as the company focuses on developing new product lines. |
| --- | --- |
| ● | Operating<br>Income – Operating income was US$0.26 million, compared to a loss of US$0.69 million<br>in the prior-year period. This represents an improvement of US$0.95 million over the previous<br>year. |
| --- | --- |
| ● | Non-Operating<br>Income – Non-Operating Income was a loss of $1.02 Million in the quarter compared to<br>a loss of $2.47 Million in the same quarter of the previous year. Interest expense in the<br>quarter was $0.22 Million and Foreign Exchange Loss was $0.12 Million. The Q2 2026 figure<br>also included a non-cash Unrealized Loss from the change in the Fair Market Value of Warrant<br>Liabilities totaling $0.72 Million. |
| --- | --- |
| ● | Net<br>Income – The company showed a net loss for the quarter of $1.05 Million compared to<br>a net loss of $3.03 Million in Q2 2025. |
| --- | --- |
Liquidity and Capital Resources
As of June 30, 2026, the Company had cash and cash equivalents of US$8.22 million. Total current assets are US$29.77 million and total current liabilities are US$31.76 million. Management believes that its current liquidity, together with cash flows from operations and available credit facilities, will be sufficient to fund operating requirements for the next 12 months.
Outlook
Management anticipates continued revenue growth through the end of the year. The Company is focused on expanding sales in both domestic and export markets. Strategic initiatives for the remainder of 2026 include:
| ● | Launch<br>of new steel shaft product in Q3 |
|---|---|
| ● | Launch<br>of new programs at its OEM partners where KBS is the stock shaft; |
| --- | --- |
| ● | The<br>Company expects its newly established European office to contribute incremental revenue as<br>it expands regional sales coverage, develops new customer relationships and provides more<br>direct support to existing customers. Management believes the Company’s local presence<br>will strengthen its ability to capture growth opportunities across the European market; |
| --- | --- |
| ● | The<br>Company believes that hosting the second annual KBS Open in Taiwan will provide additional<br>marketing exposure and enhanced brand awareness. It will strengthen engagement with customers<br>and industry participants, and support broader awareness of the Company’s products<br>in Taiwan and other key Asian markets. Management believes the event provides a valuable<br>platform to showcase the KBS brand and deepen relationships within the golf community; |
| --- | --- |
| ● | The<br>Company intends to implement additional cost-control measures across its operations, including<br>initiatives focused on production efficiency, inventory management, logistics and discretionary<br>operating expenses |
| --- | --- |
Forward-Looking Statements
This report contains forward-looking statements within the meaning of applicable securities laws, including, without limitation, statements regarding future performance, market conditions such as the foreign exchange conditions, and strategic initiatives, and the Company’s belief with respect to its ability to capture growth opportunities and the impact of hosting the second annual KBS Open in Taiwan. These statements are based on current expectations and assumptions that are subject to risks and uncertainties, including foreign exchange fluctuations, changes in market demand, competitive pressures, and other factors listed in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2025, which are beyond the Company’s control. Actual results may differ materially from those projected.
All forward-looking statements included in this report are made only as of the date of this report, and, except as required by law, the Company assumes no obligation to revise or update any forward-looking statements made by the Company as a result of new information, future events or other factors. If one or more forward-looking statements are revised or updated, no inference should be drawn that additional revisions or updates will be made in the future.
Company Contact:
Kathleen Lin
Investor Relations:
Skyline CCG
Exhibit 99.3
FST Corp. Reports Second Quarter 2026 Financial Results
10 Percent Revenue Increase Year-over-Year;
Operating Income and Bottom-Line Improvements Year-over-Year;
Board Approves Share Repurchase Program of up to $3 million.
BOULDER, Colo., July 28, 2026 (GLOBE NEWSWIRE) -- FST Corp. (Nasdaq: KBSX) (“FST” or the “Company”), a leading manufacturer and marketer of steel and graphite golf shafts and a provider of other golf-related services, today announced its unaudited financial results for the second quarter ended June 30, 2026.
Revenue for second quarter was $12,552,012, a 9.7 percent increase from revenue of $11,437,270 for the second quarter of 2025. This increase was mainly the result of additional aftermarket sales in both the Company’s steel and graphite lines.
Net loss for the second quarter was $1,046,379, or ($0.02) per share, compared to a net loss of $3,029,029, or $(0.07) per share, in the same period of 2025. This improvement was primarily the result of a $752,673 improvement in gross profit driven by increased revenue and a change in product mix, a decline in total costs and operating expenses of $196,714, and a $2,394,387 improvement in foreign exchange loss.
These improvements were offset in part by an unrealized loss on change in fair value of warrant liability of $721,171 compared to no such charge in the second quarter of last year, an income tax expense of $282,578 compared to an income tax benefit of $128,747 in the year ago period, and by a decrease in other income of $224,370 compared to Q2 2025.
Operating income in Q2 2026 was $259,899, an improvement of $949,387 compared to an operating loss of $689,488 in the second quarter of 2025.
For the first six months of 2026, the Company was profitable, reporting net income of $831,189, or $0.02 per share, a $6,658,236 improvement from a net loss of $5,827,047, or $(0.13) per share, in the first half of 2025.
The weighted average number of shares outstanding for the second quarter of 2026 and 2025 was 44,766,003.
As of June 30, 2026, and December 31, 2025, the Company had cash and cash equivalents of $8,221,962 and $7,179,800, total assets of $62,890,586 and $60,921,557, total liabilities of $46,940,722 and $45,370,369, and total shareholders’ equity of $15,949,864 and $15,551,188, respectively.
For the first six months of 2026, net cash provided by operating activities was $1,148,290 compared with net cash used in operating activities of $4,315,501 for the first six months of 2025. For the first six months of 2026 and 2025, net cash used in investing activities was $1,053,088 and $241,198, and net cash provided by financing activities was $1,739,975 and $3,435,609, respectively.
Management believes that its current liquidity, together with cash flows from operations and available credit facilities, will be sufficient to fund operating requirements for the next 12 months.
“We’re pleased to report that our strong start to the year has continued throughout the second quarter, during which we’ve grown aftermarket revenue in both our steel and graphite lines and improved gross margins while reducing our operating expenses,” said FST Chairman and Chief Executive Officer David Chuang. “In addition, the flexibility utilized in our capital structure has enabled us to lay the foundation for providing greater long-term value for our shareholders.”
“Looking forward, we anticipate continued revenue growth through the end of the year via expanding sales in both domestic and export markets.” Mr. Chuang said these strategic initiatives include:
| ● | Launch<br>of new steel shaft product in Q3 |
|---|---|
| ● | Launch<br>of new programs at OEM partners where KBS is the stock shaft; |
| --- | --- |
| ● | Expansion<br>of regional sales coverage, development of new customer relationships and increased support provided to existing customers by the Company’s<br>European office, allowing it to contribute incremental revenue across the European market; |
| --- | --- |
| ● | Hosting<br>the second annual KBS Open in Taiwan, thereby providing additional marketing exposure, enhancing brand awareness, and strengthening engagement<br>with customers and industry participants in Taiwan and other key Asian markets. |
| --- | --- |
| ● | Implement<br>additional cost-control measures focused on production efficiency, inventory management, logistics and discretionary operating expenses. |
| --- | --- |
Share Repurchase Plan
The Company’s Board of Directors (the “Board”) has authorized a stock repurchase program under which the company may repurchase up to $3.0 million of its outstanding ordinary shares. Shares may be repurchased from time to time through open-market transactions, privately negotiated transactions or other legally permissible means. The timing, manner, price, and actual number of shares repurchased will be determined at management’s discretion, based on various factors, including stock price, market and business conditions, the Company’s capital position and liquidity requirements, applicable legal and regulatory requirements, and other relevant considerations.
This authorization reflects the Board’s confidence in the Company’s long-term strategy and growth trajectory and provides the Company the flexibility to repurchase shares when balanced against the Company’s operating, liquidity and growth requirements.
The Company remains committed to maintaining a disciplined capital-allocation strategy that balances investments in growth with opportunities to return capital to shareholders.
About FST Corp.
Founded in 1989, FST Corp. manufactures and sells golf club shafts, along with other golf-related items, to golf equipment brands, OEMs, distributors, and consumers via the company’s KBS Golf Experience retail outlets. FST’s equipment, marketed under the KBS brand, is utilized by golfers at all levels, including many professional players participating in the PGA and other major golf associations. The company’s product portfolio, retail presence, and golf-related services are part of a vertically integrated business model that has established the KBS brand on a global scale and created significant competitive advantages over peer brands. The company’s growth strategies currently position it for expansion into under-tapped golf shaft markets.
Forward-Looking Statements
This press release contains forward-looking statements regarding future expectations, plans, and prospects, and the Company’s belief with respect to its ability to capture growth opportunities and the impact of hosting the second annual KBS Open in Taiwan, as well as statements that are not historical facts. These statements are based on current expectations and assumptions that are subject to risks and uncertainties, including foreign exchange fluctuations, changes in market demand, competitive pressures, and other factors listed in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2025, which are beyond the Company’s control. Forward-looking statements can often be identified by terms such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “likely,” and similar expressions.
2
The Company assumes no obligation to update or revise these statements to reflect new events or changes in expectations, except as required by law. While these statements reflect reasonable expectations, actual results may differ materially. Investors are encouraged to review the Company’s registration statement and SEC filings for additional information on factors that may impact future results.
Company Contact:
FST Corp.
1801 13th Street, Suite 306,
Boulder, CO 80302
Office: 303-444-2226
Email: [email protected]
Investor Relations Inquiries:
Skyline Corporate Communications Group, LLC
Scott Powell, President
1177 Avenue of the Americas, 5th Floor
New York, New York 10036
Office: (646) 893-5835
Email: [email protected]
3
FST Corp.
CONSOLIDATED BALANCE SHEETS
(In U.S. dollars, except for share data, or otherwise noted)
| As of<br>June 30,<br>2026 | As of<br>December 31,<br>2025 | ||||
|---|---|---|---|---|---|
| (Unaudited) | |||||
| ASSETS | |||||
| Current assets | |||||
| Cash and cash equivalents | 8,221,962 | 7,179,800 | |||
| Restricted cash | 486,702 | 158,865 | |||
| Accounts and notes receivable, net | 6,301,127 | 6,979,725 | |||
| Prepaid tax | - | 93,589 | |||
| Inventories, net | 12,463,255 | 11,812,740 | |||
| Amounts due from a related party | 77,267 | 73,820 | |||
| Prepaid expenses and other current assets | 2,218,321 | 1,188,451 | |||
| Total current Assets | 29,768,634 | 27,486,990 | |||
| Non-current assets | |||||
| Property, plant and equipment, net | 18,343,684 | 19,044,954 | |||
| Intangible assets, net | 4,679,797 | 4,832,114 | |||
| Long-term investments | 737,978 | 551,628 | |||
| Right-of-use assets | 5,796,388 | 5,761,176 | |||
| Deferred tax assets, net | 1,677,753 | 1,692,802 | |||
| Prepayment and other non-current assets | 1,886,352 | 1,551,893 | |||
| Total non-current assets | 33,121,952 | 33,434,567 | |||
| Total assets | 62,890,586 | 60,921,557 | |||
| LIABILITIES | |||||
| Current liabilities | |||||
| Short-term bank borrowings | 20,867,343 | 18,199,806 | |||
| Accounts payables | 2,554,719 | 3,032,860 | |||
| Operating lease liabilities, current | 1,698,015 | 2,328,227 | |||
| Amounts due to related parties | 163,751 | 137,548 | |||
| Current tax liabilities | 696,642 | 367,902 | |||
| Accrued expenses and other current liabilities | 5,776,163 | 6,355,964 | |||
| Total current Liabilities | 31,756,633 | 30,422,307 | |||
| Non-current liabilities | |||||
| Long-term bank borrowings | 9,584,042 | 10,963,881 | |||
| Operating lease liabilities, non-current | 4,874,565 | 3,974,560 | |||
| OET derivative liability | - | 5,310 | |||
| Warrant liabilities | 725,482 | 4,311 | |||
| Total non-current liabilities | 15,184,089 | 14,948,062 | |||
| Total Liabilities | 46,940,722 | 45,370,369 | |||
| SHAREHOLDERS’ EQUITY | |||||
| Ordinary share (par value of 0.0001 per share; 500,000,000 shares authorized; 44,766,003 shares issued and outstanding) | 4,477 | 4,477 | |||
| Additional paid in capital | 15,443,336 | 15,396,434 | |||
| Retained earnings | 2,381,596 | 1,566,364 | |||
| Accumulated other comprehensive loss | (2,017,338 | ) | (1,537,922 | ) | |
| Total FST Corp. shareholder’s equity | 15,812,071 | 15,429,353 | |||
| Non-controlling interests | 137,793 | 121,835 | |||
| Total shareholder’s equity | 15,949,864 | 15,551,188 | |||
| Total liabilities and shareholders’ equity | 62,890,586 | 60,921,557 |
All values are in US Dollars.
4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE LOSS
(In U.S. dollars, except for share data, or otherwise noted)
| For the three Months Ended<br>June 30 | For the six Months Ended<br>June 30 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |||||||||
| Revenue | 12,552,012 | 11,437,270 | 27,198,366 | 22,193,432 | ||||||||
| Cost of sales | 6,539,950 | 6,177,881 | 13,629,833 | 11,978,297 | ||||||||
| Gross profit | 6,012,062 | 5,259,389 | 13,568,533 | 10,215,135 | ||||||||
| COSTS AND OPERATING EXPENSES: | ||||||||||||
| Selling expenses | 3,166,484 | 3,315,626 | 6,034,397 | 6,232,888 | ||||||||
| General and administrative expenses | 2,170,587 | 2,285,558 | 4,287,571 | 4,811,121 | ||||||||
| Research and development expenses | 415,092 | 347,693 | 808,464 | 700,373 | ||||||||
| Total costs and operating expenses | 5,752,163 | 5,948,877 | 11,130,432 | 11,744,382 | ||||||||
| GAIN (LOSS) FROM OPERATIONS | 259,899 | (689,488 | ) | 2,438,101 | (1,529,247 | ) | ||||||
| OTHER (EXPENSE) INCOME | ||||||||||||
| Interest expense, net | (218,175 | ) | (208,607 | ) | (444,591 | ) | (402,491 | ) | ||||
| Foreign exchange gain(loss) | (115,615 | ) | (2,510,002 | ) | 278,457 | (2,215,654 | ) | |||||
| Other income, net | 25,951 | 250,321 | 65,051 | 282,405 | ||||||||
| Unrealized gain(loss) on change in fair value of OET derivative liability | 5,310 | - | 5,310 | (1,884,824 | ) | |||||||
| Unrealized loss on change in fair value of Warrant liability | (721,171 | ) | - | (721,171 | ) | - | ||||||
| Total other loss, net | (1,023,700 | ) | (2,468,288 | ) | (816,944 | ) | (4,220,564 | ) | ||||
| PROFIT (LOSS) BEFORE INCOME TAX EXPENSES | (763,801 | ) | (3,157,776 | ) | 1,621,157 | (5,749,811 | ) | |||||
| INCOME TAX EXPENSES | 282,578 | (128,747 | ) | 789,968 | 77,236 | |||||||
| NET INCOME (LOSS) | (1,046,379 | ) | (3,029,029 | ) | 831,189 | (5,827,047 | ) | |||||
| Less: net income(loss) attributable to non-controlling interests | 3,566 | (19,992 | ) | 15,958 | (38,459 | ) | ||||||
| Net income (loss) attributable to FST Corp.’s shareholders | (1,049,945 | ) | (3,009,037 | ) | 815,231 | (5,788,588 | ) | |||||
| OTHER COMPREHENSIVE INCOME(LOSS) | ||||||||||||
| Foreign currency translation adjustment | (408,157 | ) | 2,438,330 | (479,416 | ) | 2,434,922 | ||||||
| TOTAL COMPREHENSIVE INCOME(LOSS) | (1,454,536 | ) | (590,699 | ) | 351,773 | (3,392,125 | ) | |||||
| Less: total comprehensive income (loss) attributable to non-controlling interests | 4,036 | (3,899 | ) | 15,958 | (22,388 | ) | ||||||
| Comprehensive income (loss) attributable to FST Corp.’s shareholders | (1,458,572 | ) | (586,800 | ) | 335,815 | (3,369,737 | ) | |||||
| Weighted average number of shares outstanding, basic and diluted | 44,766,003 | 44,766,003 | 44,766,003 | 44,766,003 | ||||||||
| Earnings per share, basic and diluted | (0.02 | ) | (0.07 | ) | 0.02 | (0.13 | ) |
5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In U.S. dollars)
| For the Six Months Ended<br><br>June 30 | ||||||
|---|---|---|---|---|---|---|
| 2026 | 2025 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
| Net cash provided by operating activities | 1,148,290 | (4,315,501 | ) | |||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
| Purchase of property, plant and equipment | (831,405 | ) | (121,491 | ) | ||
| Purchase of intangible assets | (30,983 | ) | (21,996 | ) | ||
| Disposal of property and equipment | - | 6,635 | ||||
| Purchase of long-term investments | (190,700 | ) | (104,346 | ) | ||
| Disposal of short-term investments | - | - | ||||
| Net cash used in investing activities | (1,053,088 | ) | (241,198 | ) | ||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
| Proceeds from bank borrowings | 25,422,785 | 21,975,236 | ||||
| Repayments of bank borrowings | (23,682,810 | ) | (18,500,873 | ) | ||
| Buy back treasury shares | - | (38,754 | ) | |||
| Net cash provided by financing activities | 1,739,975 | 3,435,609 | ||||
| Effect of foreign exchange rate on cash, cash equivalents and restricted cash | (465,178 | ) | 2,849,580 | |||
| Net increase in cash and cash equivalents | 1,369,999 | 1,728,490 | ||||
| Cash, cash equivalents and restricted cash at the beginning of period | 7,338,665 | 5,302,199 | ||||
| Cash, cash equivalents and restricted cash at the end of period | 8,708,664 | 7,030,689 | ||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||
| Interest expenses paid | 355,506 | 303,125 | ||||
| Income taxes paid | 364,553 | 114,019 | ||||
| Right of use assets obtained in exchange for operating lease obligations | 1,696,192 | 335,513 |
6