6-K - WIMI - Equibles

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 September 2025

Commission File Number: 001-39257

WiMi Hologram Cloud Inc.

(Registrant’s Name)

Room#1508, 4th Building, Zhubang 2000 BusinessCenter, No. 97, Balizhuang Xili,

Chaoyang District, Beijing

The People’s Republic of China, 100020

(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 ☐

EXPLANATORY NOTE

The Report on Form 6-K is our Unaudited Interim Financial Report for the six months ended June 30, 2025.

EXHIBIT INDEX

Exhibit No.	Description
99.1	Unaudited Interim Condensed Consolidated Financial Statements as of June 30, 2025 and December 31, 2024 and for the Six Months Ended June 30, 2025 and 2024
99.2	Management’s Discussion and Analysis of Financial Condition and Results of Operation for The First Half Year of 2025
101.INS	Inline XBRL Instance Document
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

WiMi Hologram Cloud Inc.
By:	/s/<br>Shuo Shi
Name:	Shuo Shi
Title:	Chief Executive and Operations Officer

Date: September 26, 2025

Exhibit 99.1

WIMI HOLOGRAM CLOUD INC. AND SUBSIDIARIES

UNAUDTED INTERIM CONDENSED CONSOLIDATED BALANCESHEETS

			June 30,			June 30,
			2025			2025
			RMB
ASSETS
CURRENT ASSETS
Cash and cash equivalents	1,070,513,011			1,959,991,776
Short-term investments	847,927,125			1,229,636,750
Accounts receivable, net	23,714,517			23,518,435
Prepaid services fees	53,331,115			54,221,100
Other receivables and prepaid expenses, net	17,819,085			59,996,545
Total current assets	2,013,304,853			3,327,364,606
NON-CURRENT ASSETS
Property and equipment, net	125,811,741			58,339,212
Long-term investments	11,205,874			11,201,824
Prepaid expenses and deposits	16,536			16,536
Deferred tax assets	440,346			440,346
Operating lease right-of-use assets	1,580,414			1,249,038
Total non-current assets	139,054,911			71,246,956
TOTAL ASSETS	2,152,359,764			3,398,611,562
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable	27,847,447			24,087,916
Deferred revenues	3,614,212			2,570,770
Other payables and accrued liabilities	572,874,009			639,008,410
Bank loans	15,000,000			30,000,000
Operating lease liabilities - current	803,622			796,939
Convertible notes payable	109,119,912			238,739,310
Taxes payable	14,862,809			14,667,648
Total current liabilities	744,122,011			949,870,993
OTHER LIABILITIES
Amount due to related party – noncurrent	22,604,882			22,604,882
Operating lease liabilities - noncurrent	696,549			386,193
Total other liabilities	23,301,431			22,991,075
Total liabilities	767,423,442			972,862,068
COMMITMENTS AND CONTINGENCIES (Note 16)
SHAREHOLDERS’ EQUITY
Class A ordinary shares1, 0.002 par value, 1,250,000 shares authorized, 1,005,778 shares issued and outstanding as of December 31, 2024 and June 30, 2025	13,095			13,095
Class B ordinary shares1, 0.002 par value, 13,750,000 shares authorized, 8,815,026 shares and 11,854,583 shares issued and outstanding as of December 31, 2024 and June 30, 2025	117,681			161,370
Additional paid-in capital	1,836,463,319			2,226,171,080
Accumulative deficit	(863,708,298	)		(757,410,512	)		)
Statutory reserves	20,666,568			20,666,568
Accumulated other comprehensive income (loss)	5,631,753			(7,589,694	)		)
Total shareholders’ equity	999,184,118			1,482,011,907
NONCONTROLLING INTERESTS	385,752,204			943,737,587
Total equity	1,384,936,322			2,425,749,494
Total liabilities and shareholders’ equity	2,152,359,764			3,398,611,562

All values are in US Dollars.

^1^	The<br>shares amounts are presented on a retroactive basis to reflect the 20-to-1 ordinary share consolidation effected on April 14, 2025.

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

F-1

WIMI HOLOGRAM CLOUD INC. AND SUBSIDIARIES

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTSOF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME

	For<br> the Six Months Ended June 30,
	2024			2025			2025
	RMB			RMB
OPERATING REVENUES
Services		290,815,771			188,240,855
Total<br> operating revenues		290,815,771			188,240,855
COST<br> OF REVENUES		(203,244,381	)		(136,145,659	)		)
GROSS<br> PROFIT		87,571,390			52,095,196
OPERATING<br> EXPENSES
Selling expenses		(1,214,817	)		(1,134,623	)		)
General and administrative<br> expenses		(17,664,460	)		(36,236,191	)		)
Research and development<br> expenses		(75,820,156	)		(33,470,081	)		)
Reversal<br> of credit losses		3,799,355			258,607
Total<br> operating expenses		(90,900,078	)		(70,582,288	)		)
LOSS<br> FROM OPERATIONS		(3,328,688	)		(18,487,092	)		)
OTHER<br> INCOME (EXPENSE)
Investment (loss)<br> income		(43,127,252	)		138,587,488
Interest income		51,500,085			884,969
Finance expenses,<br> net		(522,778	)		(1,064,385	)		)
Other income (loss),<br> net		7,741,097			(3,654,606	)		)
Gain from<br> disposal of subsidiary		1,416,187			12,296,928
Total<br> other income, net		17,007,339			147,050,394
INCOME<br> BEFORE INCOME TAXES		13,678,651			128,563,302
PROVISION FOR INCOME TAXES
Current		(457,941	)		(2,290,252	)		)
Deferred		(932,125	)		-
Income<br> tax expense		(1,390,066	)		(2,290,252	)		)
NET<br> INCOME		12,288,585			126,273,050
Less:<br> Net income attributable to non-controlling interests		4,624,667			19,975,264
NET<br> INCOME ATTRIBUTABLE TO WIMI HOLOGRAM CLOUD, INC.		7,663,918			106,297,786
NET<br> INCOME		12,288,585			126,273,050
OTHER COMPREHENSIVE<br> LOSS
Foreign<br> currency translation adjustment		(54,717,929	)		(17,125,311	)		)
COMPREHENSIVE<br> (LOSS) INCOME		(42,429,344	)		109,147,739
Less:<br> Comprehensive income attributable to non-controlling interests		5,623,675			16,071,400
COMPREHENSIVE<br> (LOSS) INCOME ATTRIBUTABLE TO WIMI HOLOGRAM CLOUD, INC.		(48,053,019	)		93,076,339
WEIGHTED AVERAGE NUMBER OF ORDINARY<br> SHARES
Basic		9,820,804			10,304,705
Diluted		9,820,804			23,391,347
EARNINGS PER SHARE
Basic		0.78			10.32
Diluted		0.78			4.54

All values are in US Dollars.

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

F-2

WIMI HOLOGRAM CLOUD INC. AND SUBSIDIARIES

UNAUDITED INTERIM CONDENSED CONSOLIDATEDSTATEMENTS OF SHAREHOLDERS’ EQUITY

	Ordinary shares								Additional		Accumulative deficit					Accumulated other
	Class A Shares		Par Value		Class B Shares		Par Value		paid-in<br> capital		Statutory reserves		Unrestricted			comprehensive income			Noncontrolling<br> interests		Total
			RMB				RMB		RMB		RMB		RMB			RMB			RMB		RMB
BALANCE, December 31, 2023		1,005,778		13,095		8,815,026		117,681		1,608,052,978		25,647,972		(940,331,198	)		59,475,542			8,568,730		761,544,800
Capital contribution from noncontrolling interests		-		-		-		-		43,884,077		-		-			-			108,471,088		152,355,165
Net income		-		-		-		-		-		-		7,663,918			-			4,624,667		12,288,585
Foreign currency translation		-		-		-		-		-		-		-			(54,717,929	)		999,008		(53,718,921	)
BALANCE, June 30, 2024		1,005,778		13,095		8,815,026		117,681		1,651,937,055		25,647,972		(932,667,280	)		4,757,613			122,663,493		872,469,629
	Ordinary shares										Accumulated other
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
	Class A Shares		Par Value			Par Value					comprehensive income (loss)		Noncontrolling<br> interests		Total
			RMB			RMB					RMB		RMB		RMB
BALANCE, December 31, 2024		1,005,778		13,095	8,815,026		117,681	1,836,463,319	20,666,568	(863,708,298		5,631,753		385,752,204		1,384,936,322
Capital contribution from noncontrolling interests		-		-	-		-	-	-	-		-		541,913,983		541,913,983
Subsidiary share issuance		-		-	-		-	342,763,942	-	-		-		-		342,763,942
Net income		-		-	-		-	-	-	106,297,786		-		19,975,264		126,273,050
Employee equity incentive		-		-	1,320,000		18,966	22,170,973	-	-		-		-		22,189,939
Conversion of convertible bonds into shares		-		-	1,719,557		24,723	24,772,846	-	-		-		-		24,797,569
Foreign currency translation		-		-	-		-	-	-	-		(13,221,447		(3,903,864		(17,125,311
BALANCE, June 30, 2025		1,005,778		13,095	11,854,583		161,370	2,226,171,080	20,666,568	(757,410,512		(7,589,694		943,737,587		2,425,749,494

BALANCE, June 30, 2025		1,005,778		1,829	11,854,583		22,542	310,978,554	2,886,957	(105,804,279		(1,060,220		131,832,703		338,858,086

All values are in US Dollars.

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

F-3

WIMI HOLOGRAM CLOUD INC. AND SUBSIDIARIES

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTSOF CASH FLOWS

	For the Six Months Ended June 30,
	2024			2025			2025
	RMB			RMB
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		12,288,585			126,273,050
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization		2,413,427			3,863,369
Reversal of credit losses		(3,799,355	)		(258,607	)		)
Stock compensation expenses		-			22,189,939
Deferred income tax		932,125			-
Loss (gain) from short-term investments-unrealized		39,716,654			(17,572,860	)		)
Loss from disposal of property and equipment		1,876			-
Gain from deconsolidation of subsidiaries		(1,416,187	)		(12,296,928	)		)
Amortization of operating lease right-of-use assets		552,744			544,125
Change in operating assets and liabilities:
Accounts receivables		2,895,826			454,689
Prepaid services fees		(7,561,344	)		(889,985	)		)
Other receivables and prepaid expenses		(738,080	)		(23,379,909	)		)
Prepaid expense and other assets		16,064			-
Accounts payable		(6,761,582	)		(2,530,033	)		)
Other payables and accrued liabilities		108,701,238			116,532,295
Advance from customers		3,404,887			(974,415	)		)
Operating lease liabilities		(531,983	)		(529,788	)		)
Taxes payable		115,435			2,244,422
Net cash provided by operating activities		150,230,330			213,669,364
CASH FLOWS FROM INVESTING ACTIVITIES:
Sale of short-term investments		294,549,955			134,741,741
Purchases of property and equipment		(3,294	)		(4,956	)		)
Purchases of short-term investments		(513,094,694	)		(528,662,610	)		)
Gain from short-term investment-realized		-			29,784,104
Cash received from disposal of subsidiary		-			2,977,491
Net cash used in investing activities		(218,548,033	)		(361,164,230	)		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from short-term loan – banking facility		13,140,000			25,000,000
Payments to banking facility		(8,785,714	)		(10,000,000	)		)
Proceeds from related party loans		1,823,537			-
Repayments to related party loans		(17,710,000	)		-
Cash received from issuance of shares to noncontrolling interests		152,355,165			775,558,013
Issuance of convertible notes		145,743,060			263,436,480
Net cash provided by financing activities		286,566,048			1,053,994,493
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS		(53,718,921	)		(17,020,862	)		)
CHANGE IN CASH AND CASH EQUIVALENTS		164,529,424			889,478,765
CASH AND CASH EQUIVALENTS, beginning of period		338,175,706			1,070,513,011
CASH AND CASH EQUIVALENTS, end of period		502,705,130			1,959,991,776
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income taxes		457,941			11,613
Cash paid for interest		386,850			759,480
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Operating lease right-of-use assets obtained in exchange for Operating lease liabilities - current		707,265			-
Shares converted from convertible notes payable		-			(897,330,510	)		)

All values are in US Dollars.

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

F-4

WIMI HOLOGRAM CLOUD INC. AND SUBSIDIARIES

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS

Note 1 — Nature of business and organization

WiMi Hologram Cloud Inc. (“WiMi Cayman” or the “Company”) is a holding company incorporated on August 16, 2018, under the laws of the Cayman Islands. The Company’s headquarter is located in the city of Beijing, China. The Company operates through its subsidiaries, WiMi Hologram Cloud Limited (“WiMi HK”), MicroAlgo Inc. (“MicroAlgo”), Tianjin Zhongzhengdaohe Investment Co., Ltd. (“TJ Zhongzheng”), and Lixin Technology Co., Ltd. (“Lixin Technology”). On April 28, 2022, the Company also established Weeto Investment Pte. Ltd. in Singapore.

(a) WiMi HK and subsidiaries

WiMi HK holds all of the outstanding equity of Beijing Hologram WiMi Cloud Network Technology Co., Ltd. (“WiMi WFOE”) which was established on September 20, 2018 under the law of the People’s Republic of China (“PRC” or “China”). WiMi WFOE, through its variable interest entity (“VIE”), Beijing WiMi Cloud Software Co., Ltd. (“Beijing WiMi”) and its subsidiaries, engages in providing augmented reality related products and services.

On December 18, 2020, with consent of WiMi WFOE and approval of board, the original shareholders of Beijing WiMi terminated the original VIE agreements that were entered into on November 6, 2018. The original shareholders who collectively owned 17.9% of Beijing WiMi transferred their 17.9% equity interests of Beijing WiMi to Ms. Yao Zhaohua and Ms. Sun Yadong pursuant to share transfer agreements. As a result, Ms. Yao Zhaohua and Ms. Sun Yadong owned 99.90% and 0.1% of Beijing WiMi, respectively. Ms. Yao Zhaohua and Ms. Sun Yadong entered into contractual agreements (see contractual agreements below) with WiMi WFOE on December 18, 2020. As such, WiMi WFOE maintained effective control of Beijing WiMi.

On June 1, 2020, Wimi HK established ICinit Limited (“ICinit”) in Hong Kong, and Wimi HK has a 51% equity interest in ICinit, which primarily engages in sales computer chip and intelligent chip products.

On October 1, 2021, the Company’s board approved the equity transfer agreement between WiMi HK and Lucky Monkey Holding Limited, pursuant to which WiMi HK transferred 2% of the issued share capital of ICinit for a consideration of HKD 50,000 (approximately RMB 60,321 or USD 6,400). The Company concluded that it had lost controlling financial interest in ICinit on October 1, 2021 and deconsolidated ICinit on October 1, 2021 and recorded the fair value of its investment as equity investment. As the deconsolidation did not present a strategic change on the Company’s operation, the deconsolidation was not presented as discontinued operations.

On May 25, 2022, the Company entered into an equity transfer agreement between WiMi HK and Lucky Monkey Holding Limited, pursuant to which WiMi HK transferred 30% of the issued share capital of ICinit for a consideration of HKD 3,050,000 (approximately RMB 3,594,155 or USD 391,186). As a result of the transfer, the Company now owns 19% equity interest of ICinit and concluded the Company no longer has significant influence over ICinit and investment in ICinit from RMB 1,460,484 (USD 209,701) is accounted for as an equity method investment.

On August 21, 2020, Wimi HK set up a joint venture company, VIDA Semicon Co., Limited (“VIDA”) in Hong Kong, and Wimi HK has a 53% equity interest in VIDA. VIDA was set up to develop application of holographic AR technologies in the semiconductor industry.

On April 15, 2021, Wimi HK set up a joint venture company, Viru Technology Limited (“Viru”) in Hong Kong and Wimi HK has a 55% equity interest in Viru. Viru was set up to develop application of AR services.

On August 26, 2022, Viru established a fully owned subsidiary, Shenzhen Weiruntong Technology Co., Ltd. (“Shenzhen Weiruntong”) in PRC. Shenzhen Weiruntong was set up to develop application of ARservices and it had no material operation as of December 31, 2022.

On November 1, 2022, the Company’s board approved the equity transfer agreement between Beijing WiMi and Cui, Yang and Shenzhen Zhangshangkuyu Technology Ltd. to transfer 100% equity interest of Shenzhen Kuxuanyou Technology Co., Ltd. (“Shenzhen Kuxuanyou”) and its subsidiaries with consideration of RMB 1 (USD 0.1) and RMB 1 (USD 0.1), respectively. The transfer was effective on November 10, 2022.

F-5

Note 1 — Nature of business and organization (cont.)

(b) MicroAlgo and subsidiaries

On September 24, 2020, WiMi Cayman set up a wholly owned subsidiary, VIYI Technology Inc., which was renamed to VIYI Algorithm Inc. (“VIYI”), under the laws of the Cayman Islands. VIYI was set up to accelerate the development of AI algorithm and cloud computing services.

On September 27, 2020, VIYI entered into Acquisition Framework Agreement which was amended and supplemented on September 28, 2020 to acquire 100% equity interests of Fe-da Electronics Company Private Limited. (“Fe-da Electronics”), a provider of Internet of Things solutions based in Singapore, to accelerate the development of the Company’s computer chip and intelligent chip business. The transaction was consummated on September 28, 2020.

On October 9, 2020, VIYI set up a wholly owned holding company in HK, VIYI Technology Ltd. (“VIYI Ltd”), which holds all of the outstanding equity of Shenzhen Weiyixin Technology Co., Ltd. (“Shenzhen Weiyixin”) established on November 18, 2020 under the laws of the PRC. On November 30, 2020, Shenzhen Weiyixin established Shanghai Weimu Technology Co., Ltd., (“Shanghai Weimu”) in the PRC for software support services, and Shenzhen Weiyixin holds 58% outstanding equity of Shanghai Weimu.

On December 24, 2020, with consent of WiMi WFOE, Beijing WiMi transferred 99.0% and 1.0% equity interests in Shenzhen Yitian Internet Technology Co., Ltd. (“Shenzhen Yitian”) to Ms. Yao Zhaohua and Ms. Sun Yadong for consideration of RMB 1 (USD 0.2) and RMB 1(USD 0.2), respectively, pursuant to share transfer agreements. Ms. Yao Zhaohua and Ms. Sun Yadong entered into contractual agreements (see contractual agreements below) with Shenzhen Weiyixin on December 24, 2020, which granted Shenzhen Weiyixin effective control of Shenzhen Yitian from December 24, 2020 and enable Shenzhen Weiyixin to receive all the expected residual returns of Shenzhen Yitian and its subsidiaries.

The reorganization was completed on December 24, 2020. WiMi WFOE is the primary beneficiary of Beijing WiMi and its subsidiaries, and Shenzhen Weiyixin is the primary beneficiary of Shenzhen Yitian and its subsidiaries. All of these entities are under common control of WiMi Cayman, which results in the consolidation of Beijing WiMi, Shenzhen Yitian and their subsidiaries which have been accounted for as a reorganization of entities under common control at carrying value without change of reporting entities.

Due to the business strategy adjustment, Shenzhen Yitian and its subsidiaries no longer operate the business involving foreign investment restrictions since March 1, 2022, therefore VIYI is able to have direct equity interest in Shenzhen Yitian and its subsidiaries. On April 1, 2022, VIYI terminated the agreements under the VIE structure with Shenzhen Yitian. Shenzhen Yitian’s original shareholders transferred their respective ownership to VIYI WFOE and VIYI WFOE obtained 100% equity control of Shenzhen Yitian and its subsidiaries on April 1, 2022. The reorganization has no effect on the consolidated financial statements as Shenzhen Yitian has been under common control of VIYI that there is no change of reporting entities.

On July 1, 2021, VIYI acquired 100% interest of Shanghai Guoyu Information Technologies Co., Ltd (“Shanghai Guoyu”). The aggregate purchase price is $3.0 million (RMB 20,000,000). On July 19, 2021 Shanghai Guoyu established 100% owned subsidiary Kashi Guoyu Information Technologies Co., Ltd (“Kashi Guoyu”).

On July 19, 2021, Viwo Technology established a fully owned subsidiary Shenzhen Viwotong Technology Co., Ltd. (“Viwotong Tech”) in Shenzhen to support its operations. On November 19, 2021 Viwotong Tech acquired 100% equity interests of Guangzhou Tapuyu Internet Technology Co., Ltd. (“Tapuyu”), a provider of advertising services, for RMB 2 (approximately USD 0.3). On December 7, 2021, Viwotong Tech purchased Pengcheng Keyi (Xi’an) Intelligence Technology Co., Ltd. (“Pengcheng Keyi”), a provider of testing equipment development and sales, for RMB 2 (approximately USD 0.3). On July 1, 2022, Viwo Technology Inc. entered into an equity transfer agreement to transfer 99.0% and 1.0% of the issued share capital of Pengcheng Keyi to two unrelated individuals at RMB 1.0 and RMB 0.1(USD$ 0.01), respectively.

On September 23, 2022, Viwotong Tech entered into Acquisition Framework Agreement to acquire 100% equity interests of Guangzhou Bimai Network Technology Co., Ltd. (“Bimai”), a provider of advertising services. The aggregate purchase price is RMB 2 (USD 0.3) and the transaction consummated on September 23, 2022. On January 1, 2023, Viwotong Tech entered into an equity transfer agreement to transfer 100% of the issued share capital of Bimai to one unrelated individual at RMB 0. The disposal resulted in a loss from disposal of approximately RMB 1.1 million (USD 0.2 million).

VIYI entered into the Business Combination and Merger Agreement dated June 10, 2021 (as amended on January 24, 2022, August 2, 2022, August 3, 2022 and August 10, 2022, the “Merger Agreement”), by and among WiMi, Venus Acquisition Corporation (“Venus”)), Venus Merger Sub Corporation (“Venus Merger Sub”), a Cayman Islands exempted company incorporated for the purpose of effectuating the Business Combination. On December 9, 2022, in accordance with the Merger Agreement, the closing of the business combination (the “Closing”) occurred, pursuant to which Venus issued 39,603,961 ordinary shares to VIYI shareholders. As a result of the consummation of the business combination, VIYI is now a wholly-owned subsidiary of the Venus, which has changed its name to MicroAlgo Inc.

F-6

Note 1 — Nature of business and organization (cont.)

In December 2022, Viwotong Tech acquired 100% equity of Beijing Younike Information Technology Co., Ltd. (“Younike”).

On April 6, 2023, the Company’s board approved the equity transfer agreement between VIYI and LIM TZEA, to transfer 100% equity interest of Fe-da Electronics Co., Ltd and its subsidiaries Wisdom Lab Inc., EXCEL Technology Co., Ltd. and recognized RMB 17,801,786 (USD 2,526,259) of loss from the transfer, FE-DA and its subsidiaries were Disposed in April 2023.

On March 27, 2023, Weidong established a fully owned subsidiary Shenzhen Weidong Technology Co., Ltd. (“SZ Weidong”) in Shenzhen. On May 17, 2023, YY Online transferred 1% equity of Shanghai Guoyu to SZ Weidong.

On June 5, 2023 VIYI Technology Ltd established a fully owned subsidiary CDDI Capital Ltd (“CDDI”) in British Virgin Islands. On June 27, 2023, CDDI formed a 55% owned subsidiary VIWO Technology Inc.(“VIWO Cayman”) in Cayman. On July 31, 2023, VIYI Technology Ltd transferred its equity of Viwo Technology to VIWO Cayman. On December 20, 2023, VIWO Cayman established a fully owned subsidiary VIWO Technology (HK) Limited (“VIWO HK”) in Hong Kong. On January 23, 2024, VIWO Technology (HK) Limited established a wholly-owned subsidiary, Beijing Viwotong Technology Co., Ltd.(“Beijing Viwotong”). In February 2024, Shenzhen Viwotong transferred 100% equity of Tapuyu and Younike to Beijing Viwotong.

On March 7, 2024, Beijing Viwotong established a wholly-owned subsidiary, Beijing Weiyun Spacetime Technology Co., Ltd (“BJ Weiyun”). In November, 2024, Beijing Viwotong transferred 100% equity of Tapuyu and Younike to BJ Weiyun for the purpose of easy for group management.

On May 20, 2024, the Company’s board of directors approved the equity transfer agreement between Hainan Weidong Technology Co., Ltd. (“Hainan Weidong”) and a related individual to transfer 100% equity interest of Shenzhen Yiyou Online Technology Co., Ltd. (“YY Online”) to the related individual with RMB 10 (USD 1.4), YY Online were Disposed in May 2024.

On October 21, 2024, the Company’s board of directors approved the disposal of Khorgas Weidong Technology Co., Ltd. (“Khorgas Weidong”).

On March 4, 2021, WiMi Cayman established a wholly owned entity of TJ Zhongzheng which is deemed as a wholly foreign owned enterprise, with a register capital of USD 30 million (approximately RMB 195.7 million). On May 21, 2021, TJ Zhongzhen established Shenzhen Hedaozhongshu Technology Co., Ltd. (“Shenzhen Hedao’). On May 26, 2021, Shenzhen Hedao established Kashi Daohezhongzheng Internet Technology Co., Ltd. (“Kashi Daohe”). Shenzhen Hedao and Kashi were set up to engage AR services.

On August 4, 2020, WiMi Cayman established a wholly-owned subsidiary, Lixin Technology in the PRC to accelerate development of its holographic vision intelligent robots and fabless semiconductor businesses. Lixin Technology focuses on a new upstream business in the domestic smart product market, and research, development and sales of computer chip and intelligent chip products to further enhance the Company’s competitiveness. Lixin Technology established a wholly-owned subsidiary, Hainan Lixin Technology Co., Ltd. in October 2020.

On June 20, 2024, Shenzhen Weiyixin Technology Co., Ltd. and Beijing Hologram WiMi Cloud Network Technology Co., Ltd jointly funded the establishment of Weiyiyuliang (Beijing) Science Technology Center (Limited Partnership) (“Weiyiyuliang”)

On November 7, 2024, Kashi Duodian established a wholly-owned subsidiary, Beijing Yujie Scholarship Education Consulting Co., Ltd. (Beijing Yujie).

On May 19, 2025, Kashi Duodian Network Technology Co., Ltd. and its wholly-owned subsidiary Beijing Yujie Scholarship Education Consulting Co., Ltd. were disposed by the company.

F-7

Note 1 — Nature of business and organization (cont.)

The accompanying consolidated financial statements reflect the activities of WiMi Cayman and each of the following entities as of June 30, 2025:

Name	Background	Ownership

| WiMi Hologram Cloud Limited(“WiMi HK”) | ● A Hong Kong company ● Incorporated on September 4, 2018 ● Primarily engages in the sales of semiconductor products and related accessories | 100% owned by WiMi Cayman | | Beijing Hologram WiMi Cloud Network Technology Co., Ltd.(“WiMi WFOE”) | ● A PRC limited liability company and deemed a wholly foreign owned enterprise (“WFOE”) ● Incorporated on September 20, 2018 ● A holding company | 100% owned by WiMi HK | | Beijing WiMi Cloud Software Co., Ltd.(“Beijing WiMi”) | ● A PRC limited liability company ● Incorporated on May 27, 2015 ● Primarily engages in Hologram advertising services | VIE of WiMi WFOE | | Shenzhen Yidian Network Technology Co., Ltd. (“Shenzhen Yidian”) | ● A PRC limited liability company ● Incorporated on May 20, 2014 ● Primarily engages in ARservices | 100% owned by Beijing WiMi | | Shenzhen Duodian Cloud Technology Co., Ltd. (“Shenzhen Duodian”) | ● A PRC limited liability company ● Incorporated on August 24, 2017 ● Primarily engages in AR services | 100% owned by Shenzhen Yidian | | Korgas Duodian Network Technology Co., Ltd. (“Korgas Duodian”) | ● A PRC limited liability company ● Incorporated on November 25, 2016 ● Primarily engages in AR services | 100% owned by Shenzhen Yidian | | Kashi Duodian Network Technology Co., Ltd. (“Kashi Duodian”) | ● A PRC limited liability company ● Incorporated on January 31, 2019 ● Primarily engages in AR services | Disposed in May 2025 |

F-8

Note 1 — Nature of business and organization(cont.)

Name	Background	Ownership

| Shenzhen Zhiyun Image Technology Co., Ltd. (“Shenzhen Zhiyun”) | ● A PRC limited liability company ● Incorporated on December 3, 2019 ● Primarily engages in AR services | 100% owned by Shenzhen Yidian | | Shenzhen Shiyunyanxi Technology Co., Ltd. (“Shenzhen Shiyun”) | ● A PRC limited liability company ● Incorporated on June 9, 2021 ● Primarily engages in AR services | 100% owned by Shenzhen Yidian | | Shenzhen Yunzhan Image Technology Co., Ltd. (“Shenzhen Yunzhan”) | ● A PRC limited liability company ● Incorporated on September 24, 2020 ● Primarily engages in AR services | 100% owned by Shenzhen Yidian | | Micro Beauty Lightspeed Investment Management HK Limited (“Micro Beauty”) | ● A Hong Kong company ● Incorporated on February 22, 2016 ● Primarily engages in MR software development and licensing | 100% owned by Beijing WiMi | | Skystar Development Co., Ltd (“Skystar”) | ● A Republic of Seychelles Company ● Incorporated on March 30, 2016 ● Primarily engages in MR software development and licensing | 100% owned by Micro Beauty | | Viru Technology Limited (“Viru”) | ● A Hong Kong company ● Incorporated on April 15, 2021 ● Primarily engages in AR services | 55% owned by Wimi HK | | Shenzhen Weiruntong Technology Co., Ltd. (“Shenzhen Weiruntong”) | ● A PRC limited liability company ● Incorporated on August 26, 2022 ● Primarily engages in AR services and no material operation as of December 31, 2023 | 100% owned by Viru |

F-9

Note 1 — Nature of business and organization (cont.)

Name	Background	Ownership

| VIDA Semicon Co., Limited (“VIDA”) | ● A Hong Kong company ● Incorporated on August 21, 2020 ● Primarily engages in the sales of semiconductor products and related accessories | 53% owned by WiMi HK | | Weeto Investment PTE. Ltd (“Weeto”) | ● A Singapore limited liability company ● Incorporated on April 28, 2022 ● Primarily engages in AR services. No material operations as of December 31, 2023 | 100% owned by Wimi Cayman | | Lixin Technology Co., Ltd. (“Lixin Technology”) | ● A PRC limited liability company and deemed a wholly foreign owned enterprise (“WFOE”) ● Incorporated on August 4, 2020 ● Primarily engages in research, development and sale of computer chip and intelligent chip products | 100% owned by WiMi Cayman | | Hainan Lixin Technology Co., Ltd. (“Hainan Lixin”) | ● A PRC limited liability company ● Incorporated on October 10, 2020 ● Plan to support the daily operations of Lixin Technology | 100% owned by Lixin Technology | | Tianjin Zhongzhengdaohe Investment Co., Ltd. (“TJ Zhongzheng”) | ● A PRC limited liability company and deemed a wholly foreign owned enterprise (“WFOE”) ● Incorporated on March 4, 2021 ● A holding company | 100% owned by WiMi Cayman | | Shenzhen Hedaozhongshu Technology Co., Ltd. (“Shenzhen Hedao”) | ● A PRC limited liability company ● Incorporated on May 21, 2021 ● Plan to engage AR services | 100% owned by TJ Zhongzheng |

F-10

Note 1 — Nature of business and organization (cont.)

Name	Background	Ownership

| MicroAlgo Inc. (“MicroAlgo”) | ● A Cayman company ● Incorporated on May 14, 2018 ● A holding company | 53.3% owned by Wimi Cayman | | VIYI Algorithm Inc. (“VIYI”), previously known as VIYI Technology Inc. | ● A Cayman company ● Incorporated on September 24, 2020 ● Primarily engages in the development of central processing algorithm and cloud computing services | 86.5% owned by WiMi Cayman before March 26, 2021; 73% owned by WiMi Cayman after March 26, 2021; 100% owned by MicroAlgo after December 9, 2022 | | VIYI Technology Ltd. (“VIYI Ltd”) | ● A Hong Kong company ● Incorporated on October 9, 2020 ● A holding company | 100% owned by VIYI | | Shenzhen Weiyixin Technology Co., Ltd. (“Shenzhen Weiyixin”) | ● A PRC limited liability company and deemed a wholly foreign owned enterprise (“WFOE”) ● Incorporated on November 18, 2020 ● A holding company | 100% owned by VIYI Ltd |

F-11

Note 1 — Nature of business and organization (cont.)

Name	Background	Ownership

| Shanghai Weimu Technology Co., Ltd. (“Shanghai Weimu”) | ● A PRC limited liability company ● Incorporated on November 30, 2020 ● Engages in providing software support services | 58% owned by Shenzhen Weiyixin | | Hainan Weidong Technology Co., Ltd. (“Weidong”) | ● A PRC limited liability company ● Incorporated on October 28, 2020 ● Primarily engages in AR services | 100% owned by Shenzhen Yitian before January 11, 2021; 100% owned by Shenzhen Weiyixin after January 11, 2021 | | Shanghai Guoyu Information Technology Co., Ltd. (“Shanghai Guoyu”) | ● A PRC limited liability company ● Incorporated on March 18, 2019 ● Engages in R&D and application of intelligent visual algorithm technology | 99% owned by Weidong, 1% owned by SZ Weidong | | Korgas Weidong Technology Co., Ltd. (“Korgas Weidong”) | ● A PRC limited liability company ● Incorporated on October 30, 2020 ● Primarily engages in AR services | 100% owned by Weidong before July 14, 2021; 100% owned by Shanghai Guoyu after July 14, 2021 Dissolved on December 30,2024; | | Shenzhen Yiyou Online Technology Co., Ltd. (“YY Online”) | ● A PRC limited liability company ● Incorporated on January 14, 2019 ● Primarily engages in AR services | Disposed in May 2024 |

F-12

Note 1 — Nature of business and organization (cont.)

Name	Background	Ownership

| Shenzhen Yitian Internet Technology Co., Ltd. (“Shenzhen Yitian”) | ● A PRC limited liability company ● Incorporated on March 08, 2011 ● Primarily engages in mobile games development | 100% owned by Beijing WiMi before December 24, 2020; VIE of Shenzhen Weiyixin starting on December 24, 2020; 100% owned by Shenzhen Weiyixin starting April 1, 2022 | | Shenzhen Qianhai Wangxin Technology Co., Ltd. (“Shenzhen Qianhai”) | ● A PRC limited liability company ● Incorporated on October 16, 2015 ● Primarily engages in AR services | 100% owned by Shenzhen Yitian | | CDDI Capital Ltd (“CDDI”) | ● A British Virgin Islands Company ● Incorporated on June 5, 2023 | 100% owned by VIYI Technology Limited | | VIWO Technology Inc. (“VIWO Cayman”) | ● Incorporated on June 5, 2023, under the laws of the Cayman Islands ● A holding company | 55% owned by CDDI Capital Ltd | | Viwo Technology Limited. (“Viwo Tech”) | ● A Hong Kong company ● Incorporated on April 15, 2021 ● Engages in intelligent chips design | 100% owned by VIWO Cayman | | Shenzhen Viwotong Technology Co., Ltd. (“Viwotong Tech”) | ● A PRC limited liability company ● Incorporated on July 19, 2021 ● No operations as of December 31, 2022 | 100% owned by Viwo Tech | | Guangzhou Tapuyu Internet Technology Co., Ltd. (“Tapuyu”) | ● A PRC limited liability company ● Incorporated on June 22, 2021 ● Engages in E-commerce services and application of intelligent visual algorithm technology | 100% owned by Viwotong Tech from December 1, 2021 to February 6, 2024; 100% owned by Beijing Viwotong from February 6, 2024 to November 21, 2024; 100% owned by BJ Weiyun after November 21, 2024 |

F-13

Note 1 — Nature of business and organization (cont.)

Name	Background	Ownership

| Beijing Younike Information Technology Co., Ltd. (“Younike”) | ● A PRC limited liability company ● Incorporated on July 22, 2022 ● Engages in central processing algorithm in advertising industry | 100% owned by Viwotong Tech from January 1, 2023 to February 28, 2024; 100% owned by Beijing Viwotong from February 28, 2024 to November 11, 2024; 100% owned by BJ Weiyun after November 11, 2024 | | Shenzhen Weidong Technology Co., Ltd. (“SZ Weidong”) | ● A PRC limited liability company ● Incorporated on March 27, 2023 ● Primarily engages in central processing algorithm in advertising industry | 100% owned by Weidong | | VIWO Technology (HK) Limited (VIWO HK) | ● A Hong Kong company ● Incorporated on December 20,2023 ● A holding company | 100% owned by VIWO Cayman | | Beijing Viwotong Technology Co., Ltd. (“Beijing Viwotong”) | ● A PRC limited liability company ● Incorporated on January 24, 2024 ● Primarily engages in central processing algorithm in advertising industry | 100% owned by VIWO HK | | Beijing Weiyunshikong Technology Co., Ltd. (“BJ Weiyun”) | ● A PRC limited liability company ● Incorporated on March 7, 2024 ● Primarily engages in central processing algorithm in advertising industry | 100% owned by Beijing Viwotong | | Weiyiyuliang (Beijing) Science Technology Center (Limited Partnership) (“Weiyiyuliang”) | ● A Limited Partnership ● Incorporated on June 20, 2024 ● No operations as of June 30, 2025 | 50% owned by Shenzhen Weiyixin; 50% owned by WiMi WFOE |

F-14

Note 1 — Nature of business and organization (cont.)

Contractual Arrangements

Due to legal restrictions on foreign ownership and investment in, among other areas, value-added telecommunications services, which include the operations of internet content providers, the Company operates its internet and other businesses in which foreign investment is restricted or prohibited in the PRC through certain PRC domestic companies. As such, Beijing WiMi is controlled through contractual arrangements in lieu of direct equity ownership by the Company or any of its subsidiaries.

Beijing WiMi contractual arrangements signed on November 6,2018 and December 18, 2020

The contractual arrangements consist of a series of four agreements, shareholders power of attorney and irrevocable commitment letters, which were initially signed on November 6, 2018. Pursuant to reorganization on December 18, 2020, the previous agreements were terminated and Beijing WiMi and WiMi WFOE entered into identical agreements on December 18, 2020. WiMi WFOE maintained effective control of Beijing WiMi. The significant terms of agreements are as follows:

Exclusive Business Cooperation Agreement

Under the exclusive business cooperation agreement between WiMi WFOE and Beijing WiMi, WiMi WFOE has the exclusive right to provide to Beijing WiMi consulting and services related to, among other things, use of software, operation maintenance, product development, and management and marketing consulting. WiMi WFOE has the exclusive ownership of intellectual property rights created as a result of the performance of this agreement. Beijing WiMi agrees to pay WiMi WFOE service fee at an amount equal to the consolidated net income after offsetting previous year’s loss (if any). This agreement will remain effective until the date when it is terminated by WiMi WFOE.

Exclusive Share Purchase Option Agreement

Pursuant to the exclusive share purchase option agreement, by and among WiMi WFOE, Beijing WiMi and each of the shareholders of Beijing WiMi, each of the shareholders of Beijing WiMi irrevocably granted WiMi WFOE an exclusive call option to purchase, or have its designated person(s) to purchase, at its discretion, all or part of their equity interests in Beijing WiMi, and the purchase price shall be the lowest price permitted by applicable PRC law. Each of the shareholders of Beijing WiMi undertakes that, without the prior written consent of WiMi WFOE or us, they may not increase or decrease the registered capital, amend its articles of association or change registered capital structure. This agreement will remain effective for ten years and can be renewed at WiMi WFOE’s sole discretion. Any transfer of shares pursuant to this agreement would be subject to PRC regulations and to any changes required thereunder.

F-15

Note 1 — Nature of business and organization (cont.)

Exclusive Assets Purchase Agreement

Pursuant to the exclusive asset purchase agreement by WiMi WFOE and Beijing WiMi, Beijing WiMi irrevocably granted WiMi WFOE an exclusive call option to purchase, or have its designated person(s) to purchase, at its discretion, all or part of Beijing WiMi’s current or future assets (including intellectual property rights), and the purchase price shall be the lowest price permitted by applicable PRC law. Beijing WiMi undertakes that, without the prior written consent of WiMi WFOE, it may not sell, transfer, pledge, dispose of its assets, incur any debts or guarantee liabilities. It will notify WiMi WFOE any potential litigation, arbitration or administrative procedures regarding the assets, and defend the assets if necessary. This agreement will remain effective for ten years and can be renewed at WiMi WFOE’s sole discretion. Any transfer of assets pursuant to this agreement would be subject to PRC regulations and to any changes required thereunder.

Equity Interest Pledge Agreement

Pursuant to the equity interest pledge agreement, by and among WiMi WFOE, Beijing WiMi and the shareholders of Beijing WiMi, the shareholders of Beijing WiMi pledged all of their equity interests in Beijing WiMi to WiMi WFOE to guarantee their and Beijing WiMi’s obligations under the contractual arrangements including the exclusive consulting and services agreement, the exclusive option agreement, the exclusive asset purchase agreement and the power of attorney and this equity interest pledge agreement, as well as any loss incurred due to events of default defined therein and all expenses incurred by WiMi WFOE in enforcing such obligations of Beijing WiMi or its shareholders. The shareholders of Beijing WiMi agree that, without WiMi WFOE’s prior written approval, during the term of the equity interest pledge agreement, they will not dispose of the pledged equity interests or create or allow any other encumbrance on the pledged equity interests. The Company has completed the registration of the equity pledges with the relevant administration for industry and commerce in accordance with the PRC Property Rights Law.

Power of Attorney

Pursuant to the power of attorney, by WiMi WFOE and each shareholder of Beijing WiMi, respectively, each shareholder of Beijing WiMi irrevocably authorized WiMi WFOE or any person(s) designated by WiMi WFOE to exercise such shareholder’s voting rights in Beijing WiMi, including, without limitation, the power to participate in and vote at shareholder’s meetings, the power to nominate directors and appoint senior management, the power to sell or transfer such shareholder’s equity interest in Beijing WiMi, and other shareholders’ voting rights permitted by PRC law and the Articles of Association of Beijing WiMi. The power of attorney remains irrevocable and continuously valid from the date of execution so long as each shareholder remains as a shareholder of Beijing WiMi.

Spousal Consent Letters

Pursuant to these letters, the spouses of the applicable shareholders of Beijing WiMi unconditionally and irrevocably agreed that the equity interest in Beijing WiMi held by them and registered in their names will be disposed of pursuant to the equity interest pledge agreement, the exclusive option agreement, the exclusive asset purchase agreement and the power of attorney. Each of their spouses agreed not to assert any rights over the equity interest in Beijing WiMi held by their respective spouses. In addition, in the event that any spouse obtains any equity interest in Beijing WiMi held by his or her spouse for any reason, he or she agreed to be bound by the contractual arrangements.

Based on the foregoing agreements signed on November 6, 2018 and December 18, 2020, which grant WiMi WFOE effective control of Beijing WiMi and enable WiMi WFOE to receive all of their expected residual returns, the Company accounts for Beijing WiMi as a VIE. Accordingly, the Company consolidates the accounts of Beijing WiMi for the periods presented herein, in accordance with Regulation S-X-3A-02 promulgated by the U.S. Securities and Exchange Commission (“SEC”), and Accounting Standards Codification (“ASC”) 810-10, Consolidation.

F-16

Note 2 — Summary of significant accounting policies

Basis of presentation

The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”), regarding financial reporting, and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operation results. The results of operations for the six months ended June 30, 2025 are not necessarily indicative of results to be expected for any other interim period or for the full year of 2025. Accordingly, these unaudited interim condensed financial statements should be read in conjunction with the Company’s audited financial statements and note thereto as of and for the years ended December 31, 2024.

Principles of consolidation

The unaudited interim condensed consolidated financial statements include the financial statements of the Company and its subsidiaries, which include the wholly-foreign owned enterprise (“WFOE”) and variable interest entity (“VIE”) and VIE’s subsidiaries over which the Company exercises control and, when applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All transactions and balances among the Company and its subsidiaries have been eliminated upon consolidation.

Use of estimates and assumptions

The preparation of unaudited interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the unaudited interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the periods presented. Significant accounting estimates reflected in the Company’s unaudited interim condensed consolidated financial statements include the useful lives of property, plant and equipment, impairment of long-lived assets, allowance for credit losses, provision for contingent liabilities, revenue recognition, deferred taxes and uncertain tax position, the fair value of contingent consideration related to business acquisitions. Actual results could differ from these estimates.

Foreign currency translation and other comprehensive income (loss)

The Company uses Renminbi (“RMB”) as its reporting currency. The functional currency of the Company, its subsidiaries in Seychelles and Singapore is U.S. dollar, and its other subsidiaries which are incorporated in Hong Kong and PRC are Hong Kong Dollar and RMB, respectively, which are their respective local currencies based on the criteria of ASC 830, “Foreign Currency Matters”.

In the unaudited interim condensed consolidated financial statements, the financial information of the Company and other entities located outside of the PRC has been translated into RMB. Assets and liabilities are translated at the exchange rates on the balance sheet date, equity amounts are translated at historical exchange rates, and revenues, expenses, gains and losses are translated using the average rate for the period.

Translation adjustments included in accumulated other comprehensive income amounted to RMB 5,631,753 as of December 31, 2024 and accumulated other comprehensive loss amounted to RMB 7,589,694 (USD 1,060,220) as of June 30, 2025. The balance sheet amounts, with the exception of shareholders’ equity, on December 31, 2024 and June 30, 2025 were translated at RMB 1.00 to HKD 1.0799 and to HKD 1.0966, respectively. The average translation rates applied to statement of income accounts for the six months ended June 30, 2024 and 2025 were RMB 1.00 to HKD 1.1004 and to HKD 1.0847, respectively. The balance sheet amounts, with the exception of shareholders’ equity on December 31, 2024 and June 30, 2025 were translated at RMB 1.00 to USD 0.1391 and to USD 0.1397, respectively. The average translation rates applied to statement of income accounts for the six months ended June 30, 2024 and 2025 were RMB 1.00 to USD 0.1407 and to USD 0.1392, respectively. The shareholders’ equity accounts were stated at their historical rate. Cash flows are also translated at average translation rates for the periods, therefore, amounts reported on the statement of cash flows will not necessarily agree with changes in the corresponding balances on the unaudited interim condensed consolidated balance sheets.

F-17

Note 2 — Summary of significant accounting policies (cont.)

Convenience translation

Translations of balances in the unaudited interim condensed consolidated balance sheets, unaudited interim condensed consolidated statements of income and unaudited interim condensed consolidated statements of cash flows from RMB into USD as of and for the six months ended June 30, 2025 are solely for the convenience of the reader and were calculated at the rate of RMB 1.00 to USD 0.1397, representing the mid-point reference rate set by People’s Bank of China on June 30, 2025. No representation is made that the RMB amounts represent or could have been, or could be, converted, realized or settled into USD at that rate, or at any other rate.

Cash and cash equivalents

Cash and cash equivalents primarily consist of bank deposits with original maturities of three months or less, which are unrestricted as to withdrawal and use. Cash and cash equivalents also consist of funds earned from the Company’s operating revenues which were held at third party platform fund accounts which are unrestricted as to immediate use or withdraw. The Company maintains most of its bank accounts in the PRC, HK, Singapore and US.

Accounts receivable, net

Accounts receivable includes trade accounts due from customers. Accounts are considered overdue after 90 days. Management reviews its receivables on a regular basis to determine if the credit losses are adequate and provide credit losses when necessary. The credit loss is based on management’s best estimates of specific losses on individual customer exposures, as well as the historical trends of collections. Account balances are charged off against the credit losses after all means of collection have been exhausted and the likelihood of collection is not probable.

Short-term investments

Short-term investments are investment in marketable equity securities that are measured and recorded at fair value based on quoted prices in active markets on reporting dates with changes in fair value, whether realized or unrealized, recorded through the income statement.

Prepaid services fees

Prepaid services fees are mainly payments made to vendors or services providers for future services. These amounts are refundable and bear no interest. Prepaid services fees also include money deposited with certain channel providers to ensure the contents of the advertisement do not violate the terms of the channel providers. The deposits usually have one year term and are refundable upon contract termination.

F-18

Note 2 — Summary of significant accounting policies (cont.)

Other receivables and prepaid expenses

Other receivables that are short-term in nature include employee advances to pay certain of the Company’s expenses in the normal course of business and certain short-term deposits. Prepaid expenses included utilities or system services and prepaid VAT. Delinquent account balances are written-off against the allowance for credit losses after management has determined that the likelihood of collection is not probable.

Credit losses

The Company follows Accounting Standards Update No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The Company’s allowance for credit losses as of December 31, 2024 and June 30, 2025 reflects the best estimation of the expected future losses for its financial instruments measured at amortized cost, based on the current economic conditions; however, as a result of the uncertainty caused by other factors, these estimates may change and future actual losses may differ from the estimates. The Company will continue to monitor economic conditions and will revise the estimates of the expected future losses for financial instruments measured at amortized cost as necessary.

Property and equipment, net

Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Depreciation is computed using the straight-line method over the estimated useful lives of the assets with 5% residual value. The estimated useful lives are as follows:

	Useful Life

| Office equipments | 3 years |

| Office furniture and fixtures | 3 – 5 years |

| Vehicles | 3 – 5 years |

| Building | 20 years |

| Leasehold improvements | lesser of lease term or expected useful life |

The cost and related accumulated depreciation of assets sold or otherwise retired are eliminated from the accounts and any gain or loss is included in the unaudited interim consolidated statements of income and comprehensive income. Expenditures for maintenance and repairs are charged to earnings as incurred, while additions, renewals and betterments, which are expected to extend the useful life of assets, are capitalized. The Company also re-evaluates the periods of depreciation to determine whether subsequent events and circumstances warrant revised estimates of useful lives.

Deconsolidation

Upon the loss of control, the Company derecognizes the assets and liabilities of the subsidiary, any non-controlling interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is recognized in profit or loss. If the Company retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as an equity-accounted investee or as cost method investment depending on the level of influence retained.

Convertible notes payable

Convertible notes are debt or equity instruments that either require or permit the investor to convert the instrument into equity securities of the issuer. The Company accounts for its convertible notes in accordance with ASC 470-20 Debt with Conversion and Other Options, whereby the convertible instrument is initially accounted for as a single unit of account, unless it contains a derivative that must be bifurcated from the host contract in accordance with ASC 815-15 Derivatives and hedging – Embedded Derivatives or the substantial premium model in ASC 470-20 Debt – Debt with Conversion and Other Options applies. For the six months ended June 30, 2025, the convertible notes payable amounted to RMB 238,739,310 (USD 33,350,000).

F-19

Note 2 — Summary of significant accounting policies (cont.)

Fair value measurement

The accounting standard regarding fair value of financial instruments and related fair value measurements defines financial instruments and requires disclosure of the fair value of financial instruments held by the Company.

The accounting standards define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement and enhance disclosure requirements for fair value measures. The three levels are defined as follow:

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

Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.

Revenue recognition

The Company adopted Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (ASC Topic 606). The ASU requires the use of a new five-step model to recognize revenue from customer contracts. The five-step model requires that the Company (i) identifies the contract with the customer, (ii) identifies the performance obligations in the contract, (iii) determines the transaction price, including variable consideration to the extent that it is probable that a significant future reversal will not occur, (iv) allocates the transaction price to the respective performance obligations in the contract, and (v) recognizes revenue when (or as) the Company satisfies the performance obligation.

The application of the five-step model to the revenue streams compared to the prior guidance did not result in significant changes in the way the Company records its revenue. Upon adoption, the Company evaluated its revenue recognition policy for all revenue streams within the scope of the ASU under previous standards and using the five-step model under the new guidance and confirmed that there were no differences in the pattern of revenue recognition.

AR Services

— AR advertising display services

AR advertisements are the use holographic materials integrated into advertisement on the online media platforms or offline display. The Company’s performance obligation is to identify advertising spaces, embed holographic AR images or videos into films, shows and short form videos that are hosted by leading online streaming platforms in China. Revenue is recognized at a point in time when the related services have been delivered based on the specific terms of the contract, which are commonly based on specific action (i.e., cost per impression (“CPM”) or cost per action (“CPA”) for online display and service period for offline display contracts.

The Company enters into advertising contracts with advertisers where the amounts charged per specific action are fixed and determinable, the specific terms of the contracts were agreed on by the Company, the advertisers and channel providers, and collectability is probable. Revenue is recognized on a CPM basis as impressions or clicks are delivered while revenue on a CPA basis is recognized once agreed actions are performed or service period is completed.

The Company considers itself as provider of the services as it has control of the specified services and products at any time before it is transferred to the customers which is evidenced by (1) the Company is primarily responsible to its customers for products and services offered where the products were designed in house and the Company has customer services team to directly service the customers; and (2) having latitude in establish pricing. Therefore, the Company acts as the principal of these arrangements and reports revenue earned and costs incurred related to these transactions on a gross basis.

F-20

Note 2 — Summary of significant accounting policies (cont.)

— Performance-based advertising service

The Company provides central processing algorithm performance-based advertising services for its customers, which enable the customers to get the optimal business opportunities.

The Company’s performance obligation is to help customers to accurately match consumers and traffic users, and thereby increasing the conversion rate of product sale using its proprietary data optimization algorithms. The Company’s revenue is recognized at a point when an end user completes a transaction at a rate specified in contract. Related service fees are generally billed monthly, based on a per transaction basis.

The Company considers itself as provider of the services as it has control of the specified services and products at any time before it is transferred to the customers which is evidenced by (1) it is primarily responsible to its customers for the services offered where the algorithms and data optimization were designed and performed in house and it has customer services team to directly serve the customers; and (2) having latitude in establish pricing. Therefore, VIYI acts as the principal of these arrangements and reports revenue earned and costs incurred related to these transactions on a gross basis.

In addition, through the Company’s data algorithm optimization, it is able to identify certain end user needs and it facilitates certain value added services to the end users. The Company engages third party services provider to perform the services. The Company concludes that it does not control the services as the third party service provider is responsible for providing the service and its responsibility is merely to facilitate the provision of these value added service to the end users and charges a fee. As such the Company recorded revenue from the value added services on a net basis when the services is provided by third party service provider.

— Software development service

The Company also designs software for central processing units based on customers’ specific needs. The contract is typically fixed priced and does not provide any post contract customer support or upgrades. The Company’s performance obligation is to design, develop, test and install the related software for customers, all of which are considered one performance obligation as the customers do not obtain benefit for each separate service. The duration of the development period is short, usually less than one year.

The Company acts as a principal rather than an agent in these software development contracts. As the principal, the Company directly fulfills the performance obligation by designing, developing, testing, and installing the customized software, maintaining control over the service delivery process and assuming the primary responsibility for satisfying the contract requirements. The Company’s revenue from software development contracts is generally recognized over time during the development period the Company has no alternative use of the customized software and application without incurring significant additional costs. Revenue is recognized based on the Company’s measurement of progress towards completion based on output methods when the Company could appropriately measure the customization progress towards completion by reaching certain milestones specified in contracts. Assumptions, risks and uncertainties inherent in the estimates used to measure progress could affect the amount of revenues, receivables and deferred revenues at each reporting period.

F-21

Note 2 — Summary of significantaccounting policies (cont.)

Contract balances:

The Company records receivable related to revenue when it has an unconditional right to invoice and receive payment.

Payments received from customers before all of the relevant criteria for revenue recognition met are recorded as deferred revenue.

Contract costs:

Contract costs represent costs incurred in advance of revenue recognition arising from direct costs in respect of the revenue contracts according to the customer’s requirements prior to the delivery of services, and such deferred costs will be recognized upon the recognition of the related revenue. Estimated contract costs are based on the budgeted service hours, which are updated based on the progress toward completion on a monthly basis. Pursuant to the contract terms, the Company has enforceable right on payments for the work performed. Provisions for estimated losses, if any, on uncompleted contracts are recorded in the period in which such losses become probable based on the current contract estimates.

Cost of revenues

For AR services, the cost of revenue comprised of costs paid to channel distributors based on the sales agreements.

F-22

Note 2 — Summary of significantaccounting policies (cont.)

Advertising costs

Advertising costs are expensed as incurred and included in selling expenses.

Research and development expenses

Research and development expenses include salaries and other compensation-related expenses to the Company’s research and product development personnel, outsourced subcontractors, as well as office rental, depreciation and related expenses for the Company’s research and product development team.

Value added taxes (“VAT”) and goods and services taxes (“GST”)

Revenue represents the invoiced value of service, net of VAT or GST. The VAT and GST are based on gross sales price. VAT rate is 6% on services and 13% on goods in China, and GST rate is generally 7% in Singapore. Entities that are VAT/GST general taxpayers are allowed to offset qualified input VAT/GST paid to suppliers against their output VAT/GST liabilities. Net VAT/GST balance between input VAT/GST and output VAT/GST is recorded in tax payable.All of the VAT/GST returns filed by the Company’s subsidiaries in China and Singapore, have been and remain subject to examination by the tax authorities for five years from the date of filing.

Income taxes

The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. The charge for taxation is based on the results for the fiscal year as adjusted for items, which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

Deferred taxes are accounted for using the asset and liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the consolidated financial statements and the corresponding tax basis used in the computation of assessable tax profit. In principle, deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized. Deferred tax is calculated using tax rates that are expected to apply to the period when the asset is realized, or the liability is settled. Deferred tax is charged or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Current income taxes are provided for in accordance with the laws of the relevant taxing authorities.

An uncertain tax position is recognized as a benefit only if it is “more likely than not” that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than 50% likely of being realized on examination. For tax positions not meeting the “more likely than not” test, no tax benefit is recorded. No penalties and interest incurred related to underpayment of income tax are classified as income tax expense in the period incurred.

Leases

The Company adopted FASB ASU 2016-02, “Leases” (Topic 842) for the year ended December 31, 2020, and elected the practical expedients that does not require us to reassess: (1) whether any expired or existing contracts are, or contain, leases, (2) lease classification for any expired or existing leases and (3) initial direct costs for any expired or existing leases. For lease terms of twelve months or fewer, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. The Company also adopted the practical expedient that allows lessees to treat the lease and non-lease components of a lease as a single lease component.

Operating lease ROU assets and lease liabilities are recognized at the adoption date or the commencement date, whichever is earlier, based on the present value of lease payments over the lease term. Since the implicit rate for the Company’s leases is not readily determinable, the Company use its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments, in a similar economic environment and over a similar term.

F-23

Note 2 — Summary of significant accounting policies (cont.)

Lease terms used to calculate the present value of lease payments generally do not include any options to extend, renew, or terminate the lease, as the Company does not have reasonable certainty at lease inception that these options will be exercised. The Company generally considers the economic life of its operating lease ROU assets to be comparable to the useful life of similar owned assets. The Company has elected the short-term lease exception, therefore operating lease ROU assets and liabilities do not include leases with a lease term of twelve months or less. Its leases generally do not provide a residual guarantee. The operating lease ROU asset also excludes lease incentives. Lease expense is recognized on a straight-line basis over the lease term.

The Company reviews the impairment of its ROU assets consistent with the approach applied for its other long-lived assets. The Company reviews the recoverability of its long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on its ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company has elected to include the carrying amount of operating lease liabilities in any tested asset group and include the associated operating lease payments in the undiscounted future pre-tax cash flows.

Stock-based compensation

The Company records stock-based compensation expense for employees and non-employees at fair value on the grant date. Share-based compensation is recognized net of forfeitures, as amortized expense on a straight-line basis over the requisite service period, which is the vesting period.

The Company accounts for share-based compensation expenses using an estimated forfeiture rate at the time of grant and revising, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. Share-based compensation expenses are recorded net of estimated forfeitures such that expenses are recorded only for those share-based awards that are expected to vest.

Warrants

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The Company evaluated its warrants and determined the warrants are indexed to the Company’s own stock as the warrants do not contain any exercise contingencies, the warrants’ settlement amount equals the difference between the fair value of the Company’s common stock price and the warrant contract strike price and the only variables which could affect the settlement amount would be inputs to the fair value for a fixed-for-fixed option on equity shares. The Company also analyzed ASC 815-40-25 to determine whether the warrant contracts should be classified in stockholders’ equity in the Company’s statements of financial condition and concluded that the warrant contracts meet all of the criteria for classification as equity as the Company is not required to net settle. Based on this analysis, the Company determined the warrant contracts should be classified as equity.

Employee benefit

The full-time employees of the Company are entitled to staff welfare benefits including medical care, housing fund, pension benefits, unemployment insurance and other welfare, which are government mandated defined contribution plans. The Company is required to accrue for these benefits based on certain percentages of the employees’ respective salaries, subject to certain ceilings, in accordance with the relevant PRC regulations, and make cash contributions to the state-sponsored plans out of the amounts accrued.

F-24

Note 2 — Summary of significant accounting policies (cont.)

Noncontrolling interests

Noncontrolling interests consists of an aggregate of 47.0% of the equity interest of VIDA, 48.8% of the equity interest of MicroAlgo and 45.0% of the equity interest of Viru as of December 31, 2024.

Noncontrolling interests consists of an aggregate of 47% of the equity interest of VIDA, 46.7% of the equity interest of MicroAlgo and 45% of the equity interest of Viru as of June 30, 2025.

Noncontrolling interests consist of the following:

	December 31,			June 30,			June 30,
	2024			2025			2025
	RMB			RMB
VIDA		(39,556,588	)		(43,638,871	)		)
Viru		(10,518,406	)		(10,683,880	)		)
MicroAlgo		435,827,198			998,060,338
Total noncontrolling interests		385,752,204			943,737,587

All values are in US Dollars.

Earnings per share

The Company computes earnings per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Basic EPS is measured as net income/loss divided by the weighted average ordinary share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential ordinary shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential ordinary shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. During the six months ended June 30, 2024 and 2025, the weight average dilutive shares were 9,820,804 and 23,391,347, respectively.

Segment reporting

ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in financial statements for detailing the Company’s business segments. The Company’s chief operating decision maker is the Chief Executive Officer, who reviews the financial information of the separate operating segments when making decisions about allocating resources and assessing the performance of the group. The Company has determined that it has one operating segment: AR services.

Recently issued accounting pronouncements

On November 27, 2023, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income (Subtopic 220-40): Disaggregation of Income Statement Expenses.” This pronouncement introduces new disclosure requirements aimed at enhancing transparency in financial reporting by requiring disaggregation of specific income statement expense captions. Under the new guidance, entities are required to disclose a breakdown of certain expense categories, such as: employee compensation; depreciation; amortization, and other material components. The disaggregated information can be presented either on the face of the income statement or in the notes to the financial statements, often using a tabular format. The amendments will be effective for fiscal years beginning after December 15, 2025, and interim periods within those fiscal years. Early adoption is permitted. In January 2025, the FASB issued ASU 2025-01, which revises the effective date of ASU 2024-03 (on disclosures about disaggregation of income statement expenses) “to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027”. Entities within the ASU’s scope are permitted to early adopt the ASU. The Company does not plan to early adopt ASU 2024-03 and is evaluating the impact of adoption of ASU 2024-03 on the consolidated financial statements.

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which expands annual and interim disclosure requirements for reportable segments. On adoption, the disclosure improvements will be applied retrospectively to prior periods presented. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company disclosures in respect of this ASU are included in Note 17 - Segments.

F-25

Note 2 — Summary of significant accounting policies (cont.)

In December 2023, the FASB issued ASU 2023-09, which is an update to Topic 740, Income Taxes. The amendments in this update related to the rate reconciliation and income taxes paid disclosures improve the transparency of income tax disclosures by requiring (1) adding disclosures of pretax income (or loss) and income tax expense (or benefit) to be consistent with U.S. Securities and Exchange Commission (the “SEC”) Regulation S-X 210.4-08(h), Rules of General Application — General Notes to Financial Statements: Income Tax Expense, and (2) removing disclosures that no longer are considered cost beneficial or relevant. For public business entities, the amendments in this Update are effective for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this update should be applied on a prospective basis. Retrospective application is permitted. The Company does not plan to early adopt ASU 2023-09 and is evaluating the impact of adoption of ASU 2023-09 on the consolidated financial statements.

In June 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2025-05- Financial Instruments—Credit Losses (Topic 326). The current credit loss guidance in Topic 326 requires that an entity consider available information that is relevant to assessing the collectibility of cash flows when developing an estimate of expected credit losses. The historical credit loss experience of financial assets with similar risk characteristics generally provides a basis for an entity’s assessment of expected credit losses. However, an entity is required to consider adjustments to that information to reflect the extent to which management expects current conditions and reasonable and supportable forecasts to differ from the conditions that existed for the period over which historical information was evaluated. Those adjustments may be qualitative in nature and should reflect current conditions and forecasted changes related to relevant data (such as changes in unemployment rates, property values, commodity values, delinquency, or other factors that are associated with credit losses on the financial asset or in the group of financial assets). In addition, under current guidance, an entity would not consider collection activity after the balance sheet date when developing its estimate of expected credit losses. The amendments will be effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted in both interim and annual reporting periods in which financial statements have not yet been issued or made available for issuance.

Except as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s unaudited consolidated balance sheets, statements of income and comprehensive income and statements of cash flows.

Note 3 — Variable interest entity (“VIE”)

WiMi WFOE entered into contractual arrangements with Beijing WiMi on November 6, 2018. The agreements were terminated on December 18, 2020, and WiMi WFOE entered into another contractual arrangements with Beijing WiMi on the same day, under which WiMi WFOE maintains effective control of Beijing WiMi. The significant terms of these contractual arrangements are summarized in “Note 1 Nature of business and organization” above. As a result, the Company classifies Beijing WiMi as VIE which should be consolidated based on the structure as described in Note 1.

A VIE is an entity that has either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest, such as through voting rights, right to receive the expected residual returns of the entity or obligation to absorb the expected losses of the entity. The variable interest holder, if any, that has a controlling financial interest in a VIE is deemed to be the primary beneficiary and must consolidate the VIE.

i) Beijing WiMi

WiMi WFOE is deemed to have a controlling financial interest and be the primary beneficiary of Beijing WiMi because it has both of the following characteristics:

(1) The power to direct activities at Beijing WiMi that most significantly impact such entity’s economic performance, and

(2) The right to receive benefits from Beijing WiMi that could potentially be significant to such entity.

Pursuant to the contractual arrangements, Beijing WiMi pays service fees equal to all of its net income to WiMi WFOE. The contractual arrangements are designed so that Beijing WiMi operate for the benefit of WiMi WFOE and ultimately, the Company.

Accordingly, the accounts of Beijing WiMi are consolidated in the accompanying financial statements. In addition, its financial positions and results of operations are included in the Company’s financial statements. Under the VIE Arrangements, the Company has the power to direct activities of Beijing WiMi and can have assets transferred out of Beijing WiMi. Therefore, the Company considers that there is no asset in Beijing WiMi that can be used only to settle obligations of Beijing WiMi, except for registered capital and PRC statutory reserves, if any. As Beijing WiMi is incorporated as limited liability company under the Company Law of the PRC, creditors of the Beijing WiMi do not have recourse to the general credit of the Company for any of the liabilities of Beijing WiMi.

F-26

Note 3 — Variable interest entity(“VIE”) (cont.)

The carrying amount of the VIEs’ consolidated assets and liabilities are as follows:

	December 31,			June 30,			June 30,
	2024			2025			2025
	RMB			RMB
Current assets		44,242,131			115,997,202
Property and equipment, net		125,356,649			58,051,212
Other noncurrent assets		10,132,185			10,132,185
Total assets		179,730,965			184,180,599
Total liabilities		(616,896,870	)		(614,001,296	)		)
Net assets		(437,165,905	)		(429,820,697	)		)

All values are in US Dollars.

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Current liabilities:
Accounts payable		9,252,203		7,905,586
Deferred revenues		204,494		135,467
Other payables and accrued liabilities		18,773,301		18,007,280
Taxes payable		8,970,615		6,510,891
Third-party loan		186,932,179		186,932,179
Intercompany payable*		370,159,196		371,905,011
Total current liabilities		594,291,988		591,396,414
Non-current shareholder loan		22,604,882		22,604,882
Total liabilities		616,896,870		614,001,296

All values are in US Dollars.

*	Intercompany<br>balances will be eliminated upon consolidation.

F-27

Note 3 — Variable interest entity (“VIE”) (cont.)

The summarized operating results of the VIE’s are as follows:

	For the			For the			For the
	six months ended			six months ended			six months ended
	June 30,			June 30,			June 30,
	2024			2025			2025
	RMB			RMB
Operating revenues		2,779,482			128,728
Gross profit		(210,922	)		128,728
Loss from operations		(285,922,484	)		(1,439,606	)		)
Net (loss) income		(286,436,377	)		7,141,269

All values are in US Dollars.

The following table provides a reconciliation of cash and cash equivalents reported within the parent company balance sheets that sum to the total of the same amounts shown in the parent company statements of cash flows:

	For the		For the		For the
	six months ended		six months ended		six months ended
	June 30,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Cash and cash equivalents		6,162,765		32,811,927
Total cash and cash equivalents		6,162,765		32,811,927

All values are in US Dollars.

F-28

Note 4 — Deconsolidation

Disposal of Shenzhen Yiyou Online Technology Co., Ltd. (“YY Online”)

On May 20, 2024, the Company’s board of directors approved the equity transfer agreement between Hainan Weidong Technology Co., Ltd. (“Hainan Weidong”) and a related individual to transfer 100% equity interest of YY Online to the related individual with RMB 10 (USD 1.4). The disposal resulted in a gain from disposal of approximately RMB 1,416,187 (USD 197,010). Since the disposal did not represent any strategic change of the Company’s operation, the disposal was not presented as discontinued operations.

Net assets of the entities disposed and loss on disposal was as follows as of the year end December 31, 2024:


Total current assets	216,613
Total non-current assets	400,000
Total assets	616,613
Total liabilities	1,632,790
Total net assets	(1,016,177	)	)
Total consideration	10
Total loss on disposal	1,416,187

All values are in US Dollars.

Disposal of Khorgas Weidong Technology Co., Ltd. (“Khorgas Weidong”)

On October 21, 2024, the Company’s board of directors approved the disposal of Khorgas Weidong. The disposal resulted in a loss from disposal of approximately RMB 56,134,710 (USD 7,809,069). Since the disposal did not represent any strategic change of the Company’s operation, the disposal was not presented as discontinued operations.

Disposal of Kashi Duodian Network Technology Co., Ltd. (“Kashi Duodian”) and its subsidiary Beijing Yujie Scholarship Education Consulting Co., Ltd. (Beijing Yujie)

On May 19, 2025, the Company’s board of directors approved the equity transfer agreement between Shenzhen Yidian Network Technology Co., Ltd. (“Shenzhen Yidian”) and an independent third party to transfer 100% equity interest of Kashi Duodian and Beijing Yujie to an independent third party with RMB 2,977,491. A pre-disposal dividend of RMB 30,375,793 was received, eliminated against investment income, resulting in a gain on disposal of RMB 12,296,928 recognized in the consolidated statement of operations. Since the disposal did not represent any strategic change of the Company’s operation, the disposal was not presented as discontinued operations.

Net assets of the entities disposed and loss on disposal was as follows as of the six months end June 30, 2025:

	RMB
Total current assets		9,898,358
Total non-current assets		65,294,000
Total assets		75,192,358
Total liabilities		54,136,002
Total net assets		21,056,356
Total dividends paid to holding		30,375,793
Total consideration		2,977,491
Total gain on disposal		12,296,928

All values are in US Dollars.

F-29

Note 5 — Short-term investments

Short-term investments consist of the following:

	December 31, <br><br>2024		June 30, <br><br>2025		June 30, <br>2025
	RMB		RMB
Marketable securities		847,927,125		1,229,636,750

All values are in US Dollars.

Fair value disclosure:

			December 31, 2024
	December 31,		Fair Value
	2024		Level 1		Level 2		Level 3
	RMB		RMB		RMB		RMB
Marketable securities		847,927,125		847,927,125		-		-
			June 30, 2025
---	---	---	---	---	---	---	---	---
	June 30,		Fair Value
	2025		Level 1		Level 2		Level 3
	RMB		RMB		RMB		RMB
Marketable securities		1,229,636,750		1,229,636,750		-		-

There is no transfer between the levels for the periods presented.

Gain from sales of investments amounted to approximately RMB 34,269,668 and RMB 29,784,104 (USD 4,160,605) for the year ended December 31, 2024 and for the six months ended June 30, 2025, respectively.

Note 6 — Accounts receivable, net

Accounts receivable, net consisted of the following:

	December 31,			June 30,			June 30,
	2024			2025			2025
	RMB			RMB
Accounts receivable		47,819,952			45,738,868
Less: allowance of expected credit losses		(24,105,435	)		(22,220,433	)		)
Accounts receivable, net		23,714,517			23,518,435

All values are in US Dollars.

The following table summarizes the changes in allowance for credit losses:

	December 31, <br> 2024			June 30, <br> 2025
	RMB			RMB
Beginning balance		27,735,262			24,105,435
Provision for expected credit losses, net of recovery		(3,951,391	)		(258,607	)	)
Deconsolidation of subsidiaries		-			(1,536,649	)	)
Exchange rate difference		321,564			(89,746	)
Ending balance		24,105,435			22,220,433

All values are in US Dollars.

F-30

Note 7 — Property, plant and equipment, net

Property, plant and equipment, net consists of the following:

	December 31, <br><br>2024			June 30, <br><br>2025
	RMB			RMB
Office electronic equipment		1,121,533			1,126,486
Office fixtures and furniture		182,845			182,845
Vehicles		1,201,452			1,201,452
Building		169,766,599			84,888,288
Subtotal		172,272,429			87,399,071
Less: accumulated depreciation		(10,621,001	)		(9,261,836	)	)
impairment		(35,839,687	)		(19,798,023	)	)
Total		125,811,741			58,339,212

All values are in US Dollars.

Depreciation expenses for the six months ended June 30, 2024 and 2025 amounted to RMB 2,413,427 and RMB 3,863,369 (USD 539,682), respectively.

Note 8 — Other payables and accrued liabilities

Other payables and accrued liabilities consist of the following:

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Salary payables		989,520		991,441
Other payables and accrued expenses		562,145,062		628,277,542
Accrued interest payable		9,739,427		9,739,427
Total other payables and accrued liabilities		572,874,009		639,008,410

All values are in US Dollars.

Other payables and accrued expenses mainly reflect fund transactions between enterprises.

Note 9 — Convertible notes payable

Convertible notes payable includes the followings:

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Investors		109,119,912		238,739,310
Total		109,119,912		238,739,310

All values are in US Dollars.

During the six months ended June 30, 2025, the Company entered into convertible note purchase agreements with investors, pursuant to which the Company will issue to each investor an unsecured convertible promissory note. Each note has a term of 360 days and bears an interest at 0% per annum. If an event of default on the note occurs, interest shall accrue on the outstanding balance at the rate equal to the lesser of 10% per annum or the maximum rate permitted under applicable law until paid. Each Investors has the right at any time after the purchase amount has been paid in full, at its election, to convert all or a portion of the outstanding balance under each of the note into ordinary shares. As of December 31, 2024 and June 30,2025, there were RMB 109,119,912 and RMB 238,739,310 (USD 33,350,000) convertible notes payable outstanding, respectively.

F-31

Note 10 — Related party balances and transactions

Loans — related party

Loan from related parties are as follows:

			December 31,		June 30,		June 30,

| Name of Related Parties | Relationship | Nature | 2024 | | 2025 | | 2025 |

| | | | RMB | | RMB | | |

| Total: | | | | 22,604,882 | | 22,604,882 | |

| Related party loan – current | | | | - | | - | |

| Related party loan – non-current | | | | 22,604,882 | | 22,604,882 | |

All values are in US Dollars.

The maturity date of this related party loan is October 31, 2026, with an amount of RMB 22,604,882 (USD 3,157,724).

Note 11 — Taxes

Income tax

Cayman Islands

Under the current laws of the Cayman Islands, WiMi Cayman, MicroAlgo, VIYI and VIWO are not subject to tax on income or capital gain. Additionally, upon payments of dividends to the shareholders, no Cayman Islands withholding tax will be imposed.

Hong Kong

WiMi HK, Micro Beauty, VIDA, ICinit, VIYI Ltd, Viwo Tech and Viwo HK are incorporated in Hong Kong and are subject to Hong Kong Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Hong Kong tax laws. Under the two-tiered profits tax rates regime, the first 2 million Hong Kong Dollar (“HKD”) of profits of the qualifying group entity will be taxed at 8.25%, and profits above HKD 2 million will be taxed at 16.5%. The Company did not make any provisions for Hong Kong profit tax as there were no assessable profits derived from or earned in Hong Kong since inception. Under Hong Kong tax law, WiMi HK is exempted from income tax on its foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends.

Seychelles

Skystar is incorporated in Seychelles and is not subject to tax on income generated outside of Seychelles under the current law. In addition, upon payments of dividends by these entities to their shareholders, no withholding tax will be imposed.

Singapore

Weeto is incorporated in Singapore and is subject to Singapore Profits Tax on the taxable income as reported in its statutory financial statements adjusted in accordance with relevant Singapore tax laws. The applicable tax rate is 17% in Singapore, with 75% of the first SGD 10,000 (approximately RMB 49,000) taxable income and 50% of the next SGD 190,000 (approximately RMB 937,000) taxable income are exempted from income tax.

F-32

Note 11 — Taxes (cont.)

PRC

The subsidiaries and VIE incorporated in the PRC are governed by the income tax laws of the PRC and the income tax provision in respect to operations in the PRC is calculated at the applicable tax rates on the taxable income for the periods based on existing legislation, interpretations and practices in respect thereof. Under the Enterprise Income Tax Laws of the PRC (the “EIT Laws”), domestic enterprises and Foreign Investment Enterprises (the “FIE”) are usually subject to a unified 25% enterprise income tax rate while preferential tax rates, tax holidays and even tax exemption may be granted on case-by-case basis. EIT grants preferential tax treatment to certain High and New Technology Enterprises (“HNTEs”). Under this preferential tax treatment, HNTEs are entitled to an income tax rate of 15%, subject to a requirement that they re-apply for HNTE status every three years.

Korgas Duodian, and Korgas Weidong were formed and registered in Korgas in Xinjiang, China from 2016 to 2020, and Kashi Duodian was formed and registered in Kashi in Xinjiang, China in 2019. These companies are not subject to income tax for 5 years and can obtain another two years of tax-exempt status and three years at reduced income tax rate of 12.5% after the 5 years due to the local tax policies to attract companies in various industries.

Shenzhen Qianhai was formed and registered in Qianhai District in Guangdong Provence, China in 2015. It is subject to income tax at a reduced rate of 15% due to the local tax policies to attract companies in various industries.

Lixin Technology and Weidong were formed and registered in the free tax zone in Hainan Provence, China in 2020. These companies are subject to income tax at a reduced rate of 15% due to the local tax policies to attract companies in various industries.

Significant components of the provision for income taxes are as follows:

	For the			For the			For the
	six months ended			six months ended			six months ended
	June 30,			June 30,			June 30,
	2024			2025			2025
	RMB			RMB
Current		(457,941	)		(2,290,252	)		)
Deferred		(932,125	)		-
Income tax credit		(1,390,066	)		(2,290,252	)		)

All values are in US Dollars.

Deferred tax assets and liabilities

Significant components of deferred tax assets and liabilities were as follows:

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Deferred tax assets:
Allowance for expected credit loss		440,346		440,346
Deferred tax assets, net		440,346		440,346

All values are in US Dollars.

F-33

Note 11 — Taxes (cont.)

The Company evaluated the recoverable amounts of deferred tax assets and provided a valuation allowance to the extent that future taxable profits will be available against which the net operating loss and temporary difference can be utilized. The Company considers both positive and negative factors when assessing the future realization of the deferred tax assets and applied weight to the relative impact of the evidence to the extent it could be objectively verified.

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. As of December 31, 2024 and June 30,2025, the Company did not have any significant unrecognized uncertain tax positions. The Company did not incur any interest and penalties related to potential underpaid income tax expenses for the year ended December 31,2024 and for the six months ended June 30, 2025.

Value added taxes (“VAT”) and goods and services taxes (“GST”)

Taxes payable consisted of the following:

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
VAT taxes payable		514,344		534,425
Income taxes payable		10,133,811		12,377,453
Other taxes payable		4,214,654		1,755,770
Total		14,862,809		14,667,648

All values are in US Dollars.

Note 12 — Concentration of risk

Credit risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and short-term investments. In China, the insurance coverage for cash deposits of each bank is RMB 500,000. As of June 30, 2025, cash balance of RMB 401,755,470 (USD 56,122,073) was deposited with financial institutions located in China, of which RMB 384,602,681 (USD 53,725,963) was subject to credit risk. The Hong Kong Deposit Protection Board pays compensation up to a limit of HKD 800,000 if the bank with which an individual/a company hold its eligible deposit fails. As of June 30, 2025, cash balance of HKD 828,651,933 approximately RMB 755,689,130 (USD 105,563,816) was maintained at financial institutions in Hong Kong, of which HKD 819,039,277 approximately RMB 746,922,869 (USD 104,339,238) was subject to credit risk. The Singapore Deposit Insurance Corporation Limited (SDIC) insures deposits in a Deposit Insurance (DI) Scheme member bank or finance company up to SGD 100,000 per account. As of June 30, 2025, cash balance of SGD 133,395,218 approximately RMB 749,400,995 (USD 104,685,413) was maintained at DI Scheme banks in Singapore, of which SGD 132,895,218 approximately RMB 746,592,043 (USD 104,293,024) was subject to credit risk. In the US, the insurance coverage of each bank is USD 250,000. As of June 30, 2025, cash balance of USD 7,424,103 (RMB53,146,181) was deposited with a financial institution located in US, of which USD 6,656,593 (RMB 47,651,887) was subject to credit risk. The Company’s short-term investments are mainly securities traded in Singapore markets held in a brokerage account in Singapore. The Singapore securities are protected by Investor Compensation Fund regulated by Securities and Futures Commission for up to SGD 100,000 per account. As of June 30, 2025, a total of RMB 51,109,558 (USD 7,139,602) short-term investments deposited with a securities company located in Hong Kong was subject to credit risk. While management believes that these financial institutions are of high credit quality, it also continually monitors their credit worthiness.

F-34

Note 12 — Concentration of risk (cont.)

A majority of the Company’s expense transactions are denominated in RMB and a significant portion of the Company and its subsidiaries’ assets and liabilities are denominated in RMB. RMB is not freely convertible into foreign currencies. In the PRC, certain foreign exchange transactions are required by law to be transacted only by authorized financial institutions at exchange rates set by the PBOC. Remittances in currencies other than RMB by the Company in China must be processed through the PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to affect the remittance.

To the extent that the Company needs to convert U.S. dollars into RMB for capital expenditures and working capital and other business purposes, appreciation of RMB against U.S. dollar would have an adverse effect on the RMB amount the Company would receive from the conversion. Conversely, if the Company decides to convert RMB into U.S. dollar for the purpose of making payments for dividends, strategic acquisition or investments or other business purposes, appreciation of U.S. dollar against RMB would have a negative effect on the U.S. dollar amount available to the Company.

Customer concentration risk

For the six months ended June 30, 2024, one customer accounted for 11.5% of the Company’s total revenues. For the six months ended June 30, 2025, two customers accounted for 13.50% and 11.23% of the Company’s total revenues.

As of December 31, 2024, one customer accounted for 10.7% of the Company’s accounts receivable. As of June 30, 2025, one customer accounted for 15.89% of the Company’s accounts receivable.

Vendor concentration risk

For the six months ended June 30, 2024, three vendors accounted for 14.4%, 10.9% and 10.2% of the Company’s total purchases, respectively. For the six months ended June 30, 2025, three vendors accounted for 16.62%, 12.67% and 11.45% of the Company’s total purchases.

As of December 31, 2024, four vendors accounted for 27.7%, 20.7%, 14.4% and 12.7% of the Company’s accounts payable, respectively. As of June 30, 2025, four vendors accounted for 30.63%, 17.44%, 16.11% and 14.19% of the Company’s accounts payable.

Note 13 — Leases

Lease commitments

The Company determines if a contract contains a lease at inception. US GAAP requires that the Company’s leases be evaluated and classified as operating or finance leases for financial reporting purposes. The classification evaluation begins at the commencement date and the lease term used in the evaluation includes the non-cancellable period for which the Company has the right to use the underlying asset, together with renewal option periods when the exercise of the renewal option is reasonably certain and failure to exercise such option which result in an economic penalty. All of the Company’s real estate leases are classified as operating leases.

The Company has entered into eight non-cancellable operating lease agreements with term more than one year for office spaces expiring through July 2026. As of June 30, 2025, upon adoption of FASB ASU 2016-02, the Company recognized approximately RMB 1,249,038 (USD 174,481) of right of use (“ROU”) assets and RMB 1,183,132 (USD 165,274) of lease liabilities based on the present value of the future minimum rental payments of leases, using a weighted average discount rate of 7% based on duration of lease terms. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The leases generally do not contain options to extend at the time of expiration and the weighted average remaining lease terms are 1 year.

Operating lease expenses are allocated between the cost of revenue and selling, general, and administrative expenses. Rent expenses for the six months ended June 30, 2024 and 2025 were RMB 707,265 and RMB 573,522 (USD 80,117), respectively.

The maturity of the Company’s operating lease obligations is presented below:

	Operating		Operating
	Lease		Lease
Twelve Months Ending December 31,	Amount		Amount
	RMB
2025 (remaining six months)		431,928
2026		543,288
2027		243,281
2028		-
2029		-
Total lease payments		1,218,497
Less: Interest		35,365
Present value of lease liabilities		1,183,132

All values are in US Dollars.

F-35

Note 14 — Shareholders’ equity

Ordinary shares

WiMi Cayman was established under the laws of Cayman Islands on August 16, 2018. The authorized share capital of the Company is US$50,000 divided into 25,000,000 shares comprising (i) 1,250,000 Class A ordinary shares of a par value of US$0.002 each; (ii) 13,750,000 Class B ordinary shares of a par value of US$0.002 each; and (iii) 10,000,000 shares of a par value of US$0.002 each of such class or classes (however designated) as the board of directors may determine after the:20-to-1 ordinary·share consolidation effected on April 14,2025.

On March 25, 2025, the shareholders of the

Company approved the Company’s share capital increase after the Share Consolidation, the authorized share capital of the Company was increased to US1,500,000 divided into 750,000,000 shares comprising (i) 37,500,000 Class A ordinary shares of a par value of US$0.002 each; (ii) 412,500,000 Class B ordinary shares of a par value of US$0.002 each; and (iii) 300,000,000 shares with a par value of US$0.002 each of such class or classes (however designated) as the board of directors may determine.

Each Class A Ordinary Share shall be entitled to ten (10) votes on all matters subject to vote at general meetings of the Company, and each Class B Ordinary Share shall be entitled to one (1) vote on all matters subject to vote at general meetings of the Company. Each Class A Ordinary Share is convertible into one (1) Class B Ordinary Share at any time by the holder. Except for the voting right and conversion right, the Class A ordinary shares and Class B ordinary shares shall carry equal rights and rank pari passu with one another, including but not limited to the rights to dividends and other capital distributions.

The following information is retrospectively adjusted for the share consolidation effected on April 14, 2025.

During the fourth quarter of 2018, WiMi Cayman issued 1,005,779 of Class A Ordinary Shares and 3,994,222 shares of Class B Ordinary shares, and the shares were accounted as if they were issued and outstanding at the beginning of the period presented pursuant to the reorganization as stated in Note 1 - Nature of business and organization.

On March 31, 2020, the Company completed its IPO of 4,750,000 American Depository Shares (“ADS”) and the exercise of over-allotment option 169,140 ADSs at a public offering price of USD 5.50 per ADS, each ADS represents two of the Company’s Class B ordinary shares, par value USD 0.002 per share, resulting in net proceeds to the Company of USD 24,201,881 (RMB 171,472,748) after deducting underwriting commission and other expenses of USD 2,853,389 (RMB 18,618,078).

On July 27, 2020, the Company completed its second public offering of 7,560,000 American Depository Shares (“ADS”) at a public offering price of USD 8.18 per ADS, each ADS represents two of the Company’s Class B ordinary shares, par value USD 0.002 per share, resulting in net proceeds to the Company of USD 57,310,503 (RMB 401,339,721) after deducting underwriting commission and other expenses of USD 4,530,297 (RMB 29,559,735).

On March 24, 2021, the Company completed its third public offering of 11,173,335 units at the public offering price of USD 7.50 per unit, with each unit consisting of one ADS and four-tenths of a warrant to purchase one ADS at an exercise price of USD 8.60 per ADS and exercisable at any time after the date of issuance and expire on the second anniversary of the date of issuance. Each ADS represents two of the Company’s Class B ordinary shares, par value USD 0.002 per share. The offering resulted in net proceeds to the Company of approximately USD 77.8 million (RMB 507.9 million) after deducting underwriting commission and other expenses of approximately USD 6.0 million (RMB 38.9 million).

In the first half of 2025, the Company issued 1,719,870 Class B ordinary shares pursuant to the Convertible Note Purchase Agreements signed with certain investor.

As of June 30, 2025, the Company had 1,005,778 Class A Ordinary shares and 11,854,583 Class B Ordinary shares issued and outstanding with a par value of USD 0.002 each.

Stock based compensation

On June 6, 2020, the Company’s shareholders approved the Company’s 2020 Equity Incentive Plan (the “2020 Plan”) to be administered by the Company’s board. The maximum aggregate number of Class B ordinary shares that may be issued under the 2020 Equity Incentive Plan is 875,000. The awards could be granted in the form of share options, restricted shares, restricted share units and other local awards.

On June 6, 2020, the board of directors approved and granted 794,500 Class B ordinary shares valued at USD 1.73 per share on the grant date with an aggregated fair value of USD 27,489,700 under the 2020 Plan to employees, vested on October 1, 2020.

On September 12, 2020, the board of directors approved and granted 7,412 Class B ordinary shares valued at USD 3.31 per share on the grant date with an aggregated fair value of USD 490,674 under the 2020 Plan to employees and consultants, of which 5162 shares vested on October 15, 2020. The remaining 2,250 shares granted to consultants are vesting in three equal annual installments, with the first instalment vesting on October 15, 2021, the second vesting on October 15, 2022 and the third vesting on October 15, 2023.

On January 26, 2021, the board of directors approved the grant of 36,000 Class B ordinary shares to management and employees. The shares were valued at USD 5.05 per share with grant date fair value of approximately RMB 25.1 million (approximately USD 3.6 million). 9,000 shares are to be vested on March 31, 2021 and remaining shares to be vested over a three-year period from March 31, 2021.

F-36

Note 14— Shareholders’ equity (cont.)

As of December 31, 2022, total of 7,665,026 Class B ordinary shares were granted and issued under the 2020 Plan. For the years ended December 31, 2020, 2021 and 2022, the Company recorded RMB 191,418,458, RMB 10,582,557 and RMB 6,447,471 compensation expense related to the stock grants, respectively. As of December 31, 2022, total of 11,813 Class B ordinary shares under the 2020 and 2021 Plan with grant date fair value of approximately RMB 6.7 million were to be amortized through March 31, 2024.

On January 26, 2023, the Company’s Board approved the Company’s 2023 Equity Incentive Plan (the “2023 Plan”). The maximum aggregate number of Class B ordinary shares that may be issued under the 2023 Equity Incentive Plan is 1,150,000. The awards could be granted in the form of share options, restricted shares, restricted share units and other local awards.

On January 8, 2025, the Company filed the Registration Statement for the purpose of registering an additional 1,320,000 shares of Class B ordinary share of WiMi Hologram Cloud Inc. (the “Registrant”) issuable under the 2023 Equity Incentive Plan.

Restricted assets

The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiary. Relevant PRC statutory laws and regulations permit payments of dividends by WiMi’s PRC entities only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. The results of operations reflected in the accompanying consolidated financial statements prepared in accordance with U.S. GAAP differ from those reflected in the statutory financial statements of WiMi PRC entities.

WiMi PRC entities are required to set aside at least 10% of their after-tax profits each year, if any, to fund certain statutory reserve funds until such reserve funds reach 50% of its registered capital. In addition, WiMi PRC entities may allocate a portion of its after-tax profits based on PRC accounting standards to enterprise expansion fund and staff bonus and welfare fund at its discretion. WIMI PRC entities may allocate a portion of its after-tax profits based on PRC accounting standards to a discretionary surplus fund at its discretion. The statutory reserve funds and the discretionary funds are not distributable as cash dividends. Remittance of dividends by a wholly foreign-owned company out of China is subject to examination by the banks designated by State Administration of Foreign Exchange.

As a result of the foregoing restrictions, WiMi PRC entities are restricted in their ability to transfer their assets to the Company. Foreign exchange and other regulation in the PRC may further restrict WiMi PRC entities from transferring funds to the Company in the form of dividends, loans and advances. As of June 30, 2025, amounts restricted are the paid-in-capital and statutory reserve of WIMI PRC entities, which amounted to RMB 242,464,718 (USD 33,870,410).

Statutory reserve

As of December 31, 2024 and June 30, 2025, WIMI PRC entities collectively attributed RMB 20,666,568 and RMB 20,666,568 (USD 2,886,957), of retained earnings for their statutory reserves, respectively.

F-37

Note 15 — Warrant liability

The Company’s subsidiary, MicroAlgo Inc. (“MicroAlgo”), consummated a private placement of 225,000 Private Units at USD 10.0 per unit simultaneously with the closing of its initial public offering in 2021 (See Note 1 - Nature of business and organization). Each Unit consists of one ordinary share of MicroAlgo Inc, par value $0.001 per share, one warrant (“Private Warrant”) entitling its holder to purchase one-half of one share at a price of $11.50 per share, and one right to receive one-tenth (1/10) of one share upon the consummation of the Company’s initial business combination.

The Private Warrants will be exercisable on a cashless basis and will be non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by MicroAlgo and exercisable by such holders on the same basis as the Public Warrants.

The private warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on the balance sheets. The warrants were classified as Level 3 at the initial measurement date due to the use of unobservable inputs. MicroAlgo established the initial fair value for the private warrants at USD 380,000 on February 11, 2021, the date of the Company’s Initial Public Offering, using a Black-Scholes model.

The key inputs into the Black-Scholes model were as follows at their following measurement dates:

		December 31,<br> 2024				June 30,<br> 2025
		RMB				RMB
Input
Share price			27.03				109.31
Risk-free interest rate	%		4.26	%	%		3.96	%
Volatility	%		59.50	%	%		58.70	%
Exercise price			16,533.32				495,999.60
Warrant life (yr)			2.92				2.42

All values are in US Dollars.

As of December 9, 2022, the aggregate value of the private warrants was $123,750. The change in fair value from January 1, 2022 to December 9, 2022 was approximately $300,000 was included in the historical retained earnings (accumulated deficits) of Venus. The fair value of the warrants on December 31, 2024 and June 30, 2025 were nil, mainly due to the high exercise price comparing to actual share price.

Note 16 — Commitments and contingencies

Contingencies

From time to time, the Company is party to certain legal proceedings, as well as certain asserted and un-asserted claims. Amounts accrued, as well as the total amount of reasonably possible losses with respect to such matters, individually and in the aggregate, are not deemed to be material to the consolidated financial statements.

Variable interest entity structure

In the opinion of management, (i) the corporate structure of the Company is in compliance with existing PRC laws and regulations; (ii) the contractual arrangements are valid and binding, and do not result in any violation of PRC laws or regulations currently in effect; and (iii) the business operations of WiMi WFOE and the VIE are in compliance with existing PRC laws and regulations in all material respects.

However, there are substantial uncertainties regarding the interpretation and application of current and future PRC laws and regulations. Accordingly, the Company cannot be assured that PRC regulatory authorities will not ultimately take a contrary view to the foregoing opinion of its management. If the current corporate structure of the Company or the contractual arrangements is found to be in violation of any existing or future PRC laws and regulations, the Company may be required to restructure its corporate structure and operations in the PRC to comply with changing and new PRC laws and regulations. In the opinion of management, the likelihood of loss in respect of the Company’s current corporate structure or the contractual arrangements is remote based on current facts and circumstances.

Note 17 — Segments

The Company’s chief operating decision maker is the Chief Executive Officer, who reviews the financial information of the separate operating segments when making decisions about allocating resources and assessing the performance of the group. The Company has determined that it has one operating segment: AR services

F-38

Note 17 — Segments (cont.)

The following tables present summary information by segment for the six months ended June 30, 2024 and 2025:

			Total
	AR		June 30,
	services		2024
	RMB		RMB
Revenues		290,815,771		290,815,771
Cost of revenues		203,244,381		203,244,381
Gross profit		87,571,390		87,571,390
Depreciation and amortization		2,413,427		2,413,427
Total capital expenditures		3,294		3,294
			Total		Total
---	---	---	---	---	---
	AR		June 30,		June 30,
	services		2025		2025
	RMB		RMB
Revenues		188,240,855		188,240,855
Cost of revenues		136,145,659		136,145,659
Gross profit		52,095,196		52,095,196
Depreciation and amortization		3,863,369		3,863,369
Total capital expenditures		528,662,610		528,662,610

All values are in US Dollars.

Total assets as of:

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
AR services		2,152,359,764		3,398,611,562
Total assets		2,152,359,764		3,398,611,562

All values are in US Dollars.

The Company’s operations are primarily based in the PRC, where the Company derives a substantial portion of their revenues. Management also reviewed consolidated financial results by business locations. Disaggregated information of revenues by geographic locations are as follows:

	For the		For the		For the
	six months ended		six months ended		six months ended
	June 30,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Mainland PRC revenues		239,886,094		142,929,032
Hong Kong revenues		31,038,985		45,311,823
International revenues		19,890,692		-
Total revenues		290,815,771		188,240,855

All values are in US Dollars.

Note 18 — Subsequent events

The Company evaluated all events and transactions that occurred after June 30, 2025 up through the date the Company issued these unaudited interim condensed consolidated financial statements, and determined that it does not have any additional material subsequent events to disclose in these financial statements.

F-39

Exhibit 99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATION

First Half Year of 2025 Financial Highlights

●	Totalrevenues were approximately RMB 188.2 million (USD 26.3 million) for the six months ended June 30, 2025, compared with the total<br>revenues of approximately RMB 290.8 million for the six months ended June 30, 2024.
●	Grossprofit was approximately RMB 52.1 million (USD 7.3 million) for the six months ended June 30, 2025, compared with approximately gross<br>profit of RMB 87.6 million for the six months ended June 30, 2024.
---	---
●	Netincome was approximately RMB 126.3 million (USD 17.6 million) for the six months ended June 30, 2025, compared with net income of<br>approximately RMB 12.3 million for the six months ended June 30, 2024.
---	---

Results of Operations - Six months ended June 30, 2025 Comparedto Six months ended June 30, 2024

Revenues

Our breakdown of revenues by business segment for the six months ended June 30, 2024 and 2025, respectively, is summarized below:

	For the Six Months Ended June 30,
	2024		2025		2025	Variance
	RMB		RMB			%
AR services		290,815,771		188,240,855			(35.3	)
Total revenue		290,815,771		188,240,855			(35.3	)

All values are in US Dollars.

Our total revenues decreased by approximately RMB 102.6 million, or 35.3%, from approximately RMB 290.8 million for the six months ended June 30, 2024 to approximately RMB 188.2 million (USD 26.3 million) for the six months ended June 30, 2025, mainly due to our clients’ declining demand for internet AR advertising.

Cost of Revenues

Our breakdown of cost of revenues by business segment for the six months ended June 30, 2024 and 2025, respectively, is summarized below:

	For the Six Months Ended June 30,
	2024		2025		2025	Variance
	RMB		RMB			%
AR services		203,244,381		136,145,659			(33.0	)
Total cost of revenues		203,244,381		136,145,659			(33.0	)

All values are in US Dollars.

Our total cost of revenues decreased by approximately RMB 67.1 million, or 33%, from approximately RMB 203.2 million for the six months ended June 30, 2024 to approximately RMB 136.1 million (USD 19.0 million) for the six months ended June 30, 2025. This decrease was in line with the decrease in revenue.

Gross Profit

	For the Six Months Ended June 30,					Variance
	2024		2025		2025	Amount
	RMB		RMB			RMB
AR services
Gross profit		87,571,390		52,095,196			(35,476,194	)
Total
Gross profit		87,571,390		52,095,196			(35,476,194	)

All values are in US Dollars.

Our gross profit decreased by approximately RMB 35.5 million, from approximately RMB 87.6 million for the six months ended June 30, 2024 to approximately RMB 52.1 million (USD 7.3 million) during the six months ended June 30, 2025. The decrease was due to economic uncertainties and tightened client budgets, reduced advertiser demand, which has led to decreased business for advertise integrators, resulting in lower usage of our advertising services.

Operating Expenses

For the six months ended June 30, 2025, we incurred approximately RMB 70.6 million (USD 9.9 million) in operating expenses, representing a decrease of approximately RMB 20.3 million, or 22.4%, from approximately RMB 90.9 million for the six months ended June 30, 2024, the decrease was mainly due to the decrease on research and development expenses.

Selling expenses decreased by approximately RMB 80,194, or 6.6%, from approximately RMB 1.2 million for the six months ended June 30, 2024 to approximately RMB 1.1 million (USD 0.2 million) for the six months ended June 30, 2025. The slight drop was due to the normal fluctuation of rental expenses, payroll expenses and social insurance expenses during the six months ended June 30, 2025.

General and administrative expenses increased by approximately RMB 18.6 million, or 105.1%, from RMB17.7 million for the six months ended June 30, 2024 to approximately RMB 36.2 million (USD 5.1 million) for the six months ended June 30, 2025. The increase was mainly due to the rise in stock compensation expenses recorded in this period.

Research and development expenses decreased by approximately RMB 42.4 million, or 55.9%, from approximately RMB 75.8 million for the six months ended June 30, 2024 to approximately RMB 33.5 million (USD 4.7 million) for the six months ended June 30, 2025. The decrease was attributable to the gradual maturity of our R&D technology, the gradual completion and conclusion of R&D projects, and the reduction in the number of R&D projects initiated during the six months ended June 30, 2025.

Other income, net

Total other income, net increased by approximately RMB 130.0 million, or 764.6%, from approximately RMB 17.0 million for the six months ended June 30, 2024 to approximately RMB 147.1 million (USD 20.5 million) for the six months ended June 30, 2025. The increase was mainly due to the short-term investment income.

Provision for income taxes

Provision for income taxes were RMB 1.4 million and RMB 2.3 million (USD 0.3 million) for the six months ended June 30, 2024 and 2025, respectively. The increase in provision for income taxes of approximately RMB 0.9 million, or 64.8% was due to the increase of net income.

Net income

As a result of the combination of factors discussed above, our net income increased from approximately RMB 12.3 million of net income for the six months ended June 30, 2024 to approximately RMB 126.3 million (USD 17.6 million) of net income for the six months ended June 30, 2025.

Net income attributable to Wimi Hologram Cloud, Inc.

After excluding non-controlling interest of approximately RMB 20.0 million (USD 2.8 million), net income attributable to holding company increased from approximately RMB 7.7 million for the six months of net income ended June 30, 2024 to net income of approximately RMB 106.3 million (USD 14.8 million) for the six months ended June 30, 2025.

Basic and diluted earnings per share

Basic and diluted earnings per share was RMB 10.32 (USD 1.44) and RMB 4.54 (USD 0.63) for the six months ended June 30, 2025, respectively, compared to basic and diluted earnings per share of RMB 0.78 in the same period of 2024.

Liquidity and Capital Resources

As of June 30, 2025, we had cash, cash equivalents and short-term investment of approximately RMB 3,189.6 million (USD 445.6 million). Our working capital was approximately RMB 2,377.5 million (USD 332.1 million) as of June 30, 2025. In assessing our liquidity, we monitor and analyze our cash on-hand and our operating and capital expenditure commitments. To date, we have financed our working capital requirements through cash flow generated from operations, debt and equity financing.

The following table provides summary information about our cash, cash equivalents and short-term investments:

	December 31,		June 30,		June 30,
	2024		2025		2025
	RMB		RMB
Cash and cash equivalents		1,070,513,011		1,959,991,776
Short-term investments		847,927,125		1,229,636,750
Cash, cash equivalents and short-term investments		1,918,440,136		3,189,628,526

All values are in US Dollars.

The following table provides summary information about our net cash flow for financial statement periods presented in this report:

	For the Six Months Ended June 30,
	2024			2025			2025
	RMB			RMB
Net cash provided by operating activities		150,230,330			213,669,364
Net cash used in investing activities		(218,548,033	)		(361,164,230	)		)
Net cash provided by financing activities		286,566,048			1,053,994,493
Effect of exchange rate change on cash, cash equivalents and restricted cash		(53,718,921	)		(17,020,862	)		)
Net change in cash, cash equivalents		164,529,424			889,478,765
Cash, cash equivalents, beginning of year		338,175,706			1,070,513,011
Cash, cash equivalent, end of year		502,705,130			1,959,991,776

All values are in US Dollars.

Operating Activities

Net cash provided by operating activities was approximately RMB 150.2 million for the six months ended June 30, 2024, which was primarily attributable to the increase on other payables and accrued liabilities of approximately RMB 108.7 million and increase on gain from short-term investments of RMB 39.7 million. The cash flow was also offset by the decrease in prepaid services fees of RMB 7.6 million and the decrease on accounts payable of RMB 6.8 million.

Net cash provided by operating activities was approximately RMB 213.7 million (USD 29.8 million) for the six months ended June 30, 2025, which was primarily attributable to the increase on other receivables and prepaid expenses of approximately RMB 23.4 million, increase on other payables and accrual liabilities of approximately RMB 116.5 million and increase on stock compensation expenses of approximately RMB 22.2 million. The cash flow was also offset by the decrease on accounts payable of RMB 2.5 million.

Investing Activities

Net cash used in investing activities was approximately RMB 218.5 million for the six months ended June 30, 2024, which was primarily attributed to the increase in sales of short-term investments of approximately RMB 249.8 million. Cash inflow was also offset by the purchases of short-term investments of RMB 513.1 million.

Net cash used in investing activities was approximately RMB 361.2 million (USD 50.5 million) for the six months ended June 30, 2025, which was primarily attributed to the increase in sales of short-term investments of approximately RMB 164.5 million and cash received from disposal of subsidiary of approximately RMB 3.0 million. Cash inflow was also offset by the purchases of short-term investments of RMB 528.7 million.

Risks Related to Certain Investments and Transactions

Our short-term investments include holdings in structured financial products related to speculative and highly volatile digital assets, including Bitcoin-related securities derivatives. The value of these underlying assets is subject to extreme price fluctuations and regulatory uncertainty. An adverse movement in the price of these underlying assets could result in a significant or total loss of the capital invested in these products, which could materially impact our financial condition and results of operation.

Our capital management strategy is to maintain a substantial cash reserve to ensure operational and R&D viability, particularly in the event of market uncertainties or downturns, rather than for the primary purpose of seeking investment returns. However, the current deployment of a portion of these reserves into short-term investments has created risks in addition to market risks. Our substantial position in assets which may be deemed "investment securities" could cause the Company to be deemed an “investment company” under the U.S. Investment Company Act of 1940, which would subject us to burdensome and restrictive regulations. To mitigate this risk, on June 30, 2025, our Board of Directors adopted a resolution declaring our intent to rely on the temporary safe harbor provided by Rule 3a-2 under the Act. This rule provides a one-year period for the Company to take measures to ensure it is not deemed an investment company. However, there is no guarantee that we will be able to bring the composition of our assets into compliance within this one-year timeframe. Failure to do so could have a material adverse effect on our business, as we could be forced to register as an investment company or face other significant regulatory penalties.

Financing Activities

For the six months ended June 30, 2024, cash provided by financing activities was approximately RMB 286.6 million, which was primarily due to the increase on cash received from issuance of shares to noncontrolling interests with the amount of approximately RMB 152.4 million and the increase on issuance of convertible notes of approximately RMB 145.7 million. Cash inflow was also offset by payments to Parent company of RMB 17.7 million.

For the six months ended June 30, 2025, cash provided by financing activities was approximately RMB 1,054.0 million (USD 147.2 million), which was primarily due to the increase on cash received from issuance of shares to noncontrolling interests with the amount of approximately RMB 775.6 million, the increase on issuance of convertible notes of approximately RMB 263.4 million and the increase on proceeds from short-term loan – banking facility of approximately RMB 25.0 million. Cash inflow was also offset by payments to bank facility of RMB 10.0 million.