What is the main business of Company?
Company. (“the Company”), an exempted company with limited liability, was incorporated in the Cayman Islands on August 9, 2021. The Company, through its wholly owned subsidiaries, consolidated variable interest entity (“VIE”) and VIE’s subsidiaries (collectively, “the Group”), is primarily engaged in the design, development, and sale of luxury battery electric lifestyle vehicles (“BEV lifestyle models”) under the “Company” brand (“Company BEV business”). The Group is also a distributor that sells luxury sports cars under the “Company” brand (“Company sports car business”) across the world. Additionally, the Group provides other sales and ancillary services to customers. On February 22, 2024 (the “Closing Date”), Company consummated its merger with Counterparty A pursuant to a merger agreement dated January 31, 2023 (as amended and restated dated as of October 11, 2023, the “Merger Agreement”) by and among Counterparty A, Company, a Cayman Islands exempted company, Subsidiary A, a Cayman Islands exempted company and wholly-owned subsidiary of Company (“Merger Sub 1”), and Subsidiary B, a Cayman Islands exempted company and wholly-owned subsidiary of Company (“Merger Sub 2”). Company is a pioneering luxury battery electric vehicle (BEV) maker that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “Company” and sells all Company-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the Company brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Counterparty A, Company is breaking new ground in electrification, digitization, and intelligence. The Company brand was founded in the U.K. in 1948 and has since established itself as a high-performance sports car brand with innovative engineering and cutting-edge technologies, renowned for its superior aerodynamics and lightweight design. The Company brand was born out of legendary success on the racetrack, including 13 FIA Formula 1 world titles and many other championship honors. In 2017, Counterparty A acquired a 51% stake in Subsidiary A and further positioned the company as a luxury lifestyle battery electric vehicle (BEV) maker. Sales of goods. Company generates revenues by providing the following products: ● Battery Electric Vehicle (BEV) lifestyle models developed by Company;  
● Company-brand sports cars developed by Subsidiary B;  
● auto parts; and  
● peripheral products. Services. Company generates revenues mainly by providing automotive design and development services to OEM customers and after-sales service. The following table sets forth a breakdown of revenues by type both in absolute amount and as a percentage of Company's revenues for the years indicated. Company has a limited operating history, and its ability to develop, manufacture, and deliver automobiles of high quality and appeal to customers, on schedule, and on a large scale is unproven and still evolving. Company's electric vehicle (EV) business was founded in 2018. The company's first vehicle model, the Eletre, was launched in 2022. There is limited historical basis for making judgments on the demand for Company's vehicles or the company's ability to develop, manufacture, and deliver vehicles, or its profitability in the future. It is difficult to predict Company's future revenues and appropriately budget for its expenses, and the company may have limited insight into trends that may emerge and affect its business. The sustainability of Company's business depends, in large part, on the company's ability to timely execute its plan to develop, manufacture, and deliver on a large scale automobiles of high quality and appeal to customers. Company has entered into an agreement with Counterparty A to manufacture its new models for the global market using the Wuhan manufacturing facility. Company has operations across the UK, the EU, and China. The company is dedicated to delivering luxury lifestyle battery electric vehicles, with a focus on world-class research and development in next-generation automobility technologies such as electrification, digitalization, and more. For more information about Company, please visit the company's website. Company (“the Company”), an exempted company with limited liability, was incorporated in the Cayman Islands on August 9, 2021. The Company, through its wholly owned subsidiaries, consolidated variable interest entity (“VIE”) and VIE’s subsidiaries (collectively, “the Group”), is primarily engaged in the design, development, and sale of luxury battery electric lifestyle vehicles (“BEV lifestyle models”) under the “Company” brand (“Company BEV business”). The Group is also a distributor that sells luxury sports cars under the “Company” brand (“Company sports car business”) across the world. Additionally, the Group provides other sales and ancillary services to customers. Company is a leading global intelligent and luxury mobility provider that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “Company” and sells all Company-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the Company brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Counterparty A, Company is breaking new ground in electrification, digitization, and intelligence. The Company brand was founded in the U.K. in 1948 and has since established itself as a high-performance sports car brand with innovative engineering and cutting-edge technologies, renowned for its superior aerodynamics and lightweight design. The Company brand was born out of legendary success on the racetrack, including 13 FIA Formula 1 world titles and many other championship honors. In 2017, Counterparty A acquired a 51% stake in Subsidiary A and further positioned the company as a luxury lifestyle battery electric vehicle (BEV) maker. Company is a leading global intelligent and luxury mobility provider that designs and develops luxury lifestyle vehicles (non-sports car vehicles for daily usage) under the iconic British brand “Company” and sells all Company-branded cars. With over seven decades of racing heritage and proven leadership in the automotive industry, the Company brand symbolizes market-leading standards in performance, design, and engineering. Fusing proprietary next-generation technology built on world-class research and development capabilities and an asset-light model empowered by Counterparty A, Company is breaking new ground in electrification, digitization, and intelligence. The Company brand was founded in the U.K. in 1948 and has since established itself as a high-performance luxury vehicle brand with innovative engineering and cutting-edge technologies, renowned for its superior aerodynamics and lightweight design. The Company brand was born out of legendary success on the racetrack, including 13 FIA Formula 1 world titles and many other championship honors. In 2017, Counterparty A acquired a 51% stake in Company and further positioned the company as a luxury lifestyle battery electric vehicle (BEV) manufacturer. Services. Company generates revenues mainly by providing automotive design and development services to OEM customers, technology-related services, and after-sales service. Company is in the process of transforming from a British sports car company to a global pioneer of high-performance lifestyle electric vehicles and has set high quality and safety standards for and makes continuous improvements on its vehicles and technologies, including sensory hardware and ADAS software. Company also plans to monetize its R&D capabilities by licensing its intellectual properties to other luxury auto brands and providing ADAS software subscriptions to its customers. Continue to launch new models and upgrade existing models. The successful launches of new models are critical for Company to continue capturing market share in the luxury BEV market and strengthening its leadership position. Company plans to launch a well-balanced portfolio of new models with exceptional performance in the coming years to broaden its customer base, in particular high net worth individuals and the tech-savvy younger generations, and expand its product breadth. Company plans to launch two additional fully-electric vehicles over the next two years, including a D-segment SUV in 2025 and a BEV lifestyle sports car in 2026. Company also intends to upgrade its models to equip its vehicles with innovative technology and design. Focus on sustainability and lead in electrification. the Joint Venture Agreement of Company between the Transferor and the Transferee “Business” The business of Company is to engage in activities within the automotive industry and related sectors that do not require public permits, as well as to provide advisory and other services, particularly in rendering research, production, and development activities. Company is also engaged in research and development of automobiles and key components, as well as automotive engineering development services. As of June 30, 2024, Company had 207 stores in its global distribution network. Major vehicle models currently in Company's global sales and distribution network include Eletre, Emeya, and future lifestyle models, as well as certain sports car models that were or will be developed and manufactured by Subsidiary B, such as Evija (BEV sports car) and Emira (ICE sports car). Key Components of Results of Operations Company generates revenues primarily through sales of goods and services. Sales of goods. Company generates revenues by providing the following products: ● Battery Electric Vehicle (BEV) lifestyle models developed by Company;  
● Company-brand sports cars developed by Subsidiary B;  
● auto parts; and  
● peripheral products.
The growth of the global luxury car segment is expected to outpace that of the overall car market, growing at a CAGR of 10% from 2021 to 2031, according to Oliver Wyman. Additionally, driven by regulatory tailwinds and increasing sustainability awareness, the total global battery electric vehicle (BEV) market is expected to grow rapidly at a CAGR of 24% from 2021 to 2031. Within the global BEV market, the luxury BEV segment is expected to outgrow the mass market BEV segment, growing at a CAGR of 35% and reaching a total market size of 1.9 million units by 2025. Company is well positioned to capitalize on the growth momentum of the global luxury BEV segment by leveraging the following strategies. Invest in brand equity and fully transform the brand. Leveraging Company's racing heritage and proven leadership, the company intends to further elevate the brand by continuing to deliver a portfolio of fully electric and high-performance vehicles that satisfy customers’ expectations and broaden the customer base, particularly high net worth individuals and tech-savvy younger generations who value the brand’s DNA. Scale up and expand geographical presence. Company intends to deepen its penetration across all regions. In 2023 and the six months ended June 30, 2024, Company delivered a total of 6,970 and 4,873 vehicles, respectively, consisting of lifestyle vehicles and Company-brand sports cars that were distributed through Subsidiary A. As of June 30, 2024, Company had 2,989 full-time employees globally, including in China and Europe, among which approximately 54.6% belong to the R&D division. The results of operations are affected by the following company-specific factors. The results of operations depend significantly on Company's ability to achieve vehicle delivery targets, which impacts vehicle sales revenue. It is critical for Company to successfully manage production ramp-up and quality control, in cooperation with Counterparty A, to deliver vehicles to customers in targeted volume and of high quality. Currently, Company works with a BEV manufacturing facility in Wuhan, China, which is owned and operated by Counterparty A. For example, Company has designed 17 kinds of welding processes to realize lightweight vehicle mass production. The lightweight design enables BEV models to have faster straight-line acceleration, increased range, and extraordinary handling. Company has a dedicated global team to support its R&D activities with a sizable scale and comprehensive functionalities, covering all major technological perspectives. The company's approach to innovation demonstrates an interconnected global collaboration among highly experienced and dedicated Company teams across Europe and China, each with different technological focuses. Company's research and development efforts are focusing on the development of key EV technologies while benefiting from the technological support from the Counterparty A Holding ecosystem. Company intends to continually develop cutting-edge technologies, including its 800-volt EPA architecture and hardware, algorithms, and software system to enhance the competitiveness of its vehicles. Company also plans to monetize its R&D capabilities by licensing its intellectual properties and software via subscriptions to other luxury auto brands. The results of operations depend significantly on Company's ability to achieve vehicle delivery targets, which impacts vehicle sales revenue. It is critical for Company to successfully manage production ramp-up and quality control, in cooperation with Counterparty A, to deliver vehicles to customers in targeted volume and of high quality. Currently, Company works with a battery electric vehicle (BEV) manufacturing facility in [location], which is owned and operated by Counterparty A. The manufacturing plant has an annual production capacity of 150,000 vehicles. Company has strategically entered into the sustainable luxury battery electric vehicle (BEV) market, and the company faces a variety of added challenges that a traditional automobile manufacturer would not encounter, including additional costs of developing and producing an electric powertrain that has comparable performance to a traditional gasoline engine in terms of range and power, inexperience with servicing electric vehicles, regulations associated with the transport of batteries, and the need to establish or provide access to sufficient charging locations and unproven high-volume customer demand for fully electric vehicles. Company expects the sustainable luxury BEV market segment to become even more competitive in the future as additional players enter this segment. The company competes with competitors all around the world. Company's vehicles also compete with internal combustion engine (ICE) vehicles as well as new energy vehicles. Tasman Car Type 32B. Although he was forced to retire (his only retirement in the series) in the first main event race of the series (the New Zealand Grand Prix) when he was rammed by Person A’s Cooper, he went on to win nine of the total of thirteen races (and five of the main eight events). Taking a second, a fifth, and an eighth place in addition, Person B had clinched the Championship (ahead of Person A and Person C) by the sixth race of the series. An extraordinarily good result for a single driver/car entry in this highly competitive series. The Type 32B is unique in Company history in that it was designed and built specifically for Person B, and only he drove it for all thirteen of its races with Team Company. And what’s more, it won nearly seventy-five percent of the races it competed in. As happened with many of the Team Company Tasman cars over the years, and ostensibly to save the cost of shipping the car back to the UK, at the end of the 1965 series, the 32B was sold off to a local racer. In the case of the 32B, this was Company has implemented cybersecurity monitoring capabilities that collect and analyze telemetries from a wide range of sources and take proactive actions to ensure the security risk visualization of its systems and products. Company's cloud security policies seek to enable secure cloud architecture deployments and extend security capabilities. Utilizing signed certificates, encryption keys, message authentication codes, and cryptographic algorithms, Company adopts authentication and encryption to secure its products, software, vehicles and their components, and OTA updates. Additionally, Company utilizes pre-condition checks, sequence and dependency execution, and failure recovery when performing updates during the OTA process. Company's vehicle development involves a significant degree of automation and technology. With that level of complexity and interconnectivity in mind, Company is building cybersecurity by the TARA process into its vehicle development process itself, with the intent of enabling the business to remain resilient to any potential attacks during vehicle development. The objective of Company's privacy policies is to facilitate beneficial uses of data to improve its products and services while preserving customers’ privacy expectations and complying with applicable law. Global privacy laws and practices will guide the operational design, controls, procedures, and policies for Company's program. Company's cloud security policies seek to enable secure cloud architecture deployments and extend security capabilities. Utilizing signed certificates, encryption keys, message authentication codes, and cryptographic algorithms, Company has deployed authentication and encryption as part of its efforts to secure its products, software, vehicles and their components, and over-the-air updates. Additionally, Company utilizes pre-condition checks, sequence and dependency execution, failure detection, and rollback and recovery when performing updates during the over-the-air process. Company faces competition from both traditional luxury automotive developers and an increasing number of newer companies focused on electric and other alternative fuel vehicles. Company believes the primary competitive factors on which Company competes with its peers include, but are not limited to: What is Company's future guidance? Company's annual delivery target is 12,000 units, with year-over-year growth exceeding 70%. Through the Win26 program, Company aims to achieve positive cash flow and profitability by 2026. Company believes it benefits from a number of competitive advantages:  
● Early mover in the luxury battery electric vehicle (BEV) market.  
● Iconic brand with a racing heritage.  
● Proprietary next-generation technology built on world-class research and development (R&D) capabilities.  
● Asset-light business model supported by the Counterparty A ecosystem.  
● Focus on sustainability targeting a fully electric product portfolio.  
● Luxury retail experience and omnichannel sales model.  
● Global, experienced, and visionary leadership. Company believes that its close relationship with Counterparty A provides the company with a unique competitive advantage in its ability to rapidly scale commercialization while maintaining an asset-light operating model with less upfront capital expenditure commitment than other original equipment manufacturers (OEMs). Company has entered into a variety of agreements, including agreements related to technology licensing, manufacturing cooperation, and supply of framework, among others, with Counterparty A. This strategic partnership with Counterparty A allows Company to effectively control supply chain-related risks and accelerate product development. Company brings customers a luxury retailing experience through a digital-first, omni-channel sales model to establish and develop direct relationships with customers, covering the entire spectrum of customer experience, both physically and virtually. Company operates premium stores in high-footfall locations, providing personalized and exclusive services to create a luxurious purchasing experience for customers. The global sales digital platform provides a full suite of luxury retailing experiences, including a virtual showroom of the Company brand and products, an inquiry, order, purchasing and customization platform, and a reservation system for test driving, product delivery, and aftersales services, among others. Customers are offered a wide range of options for customization, including exterior, interior, and other functions and features. In addition to the fully digitalized online retail model supported by the Company App, Company adopts a direct sales model and has established co-partnership programs with some of the leading automotive dealers across all regions to expand its presence rapidly in an asset-light manner. As part of the Company brand’s philosophy of “born British and raised globally,” Company has developed a global sales and distribution network. ● brand recognition, prestige, and heritage; ● design, styling, and luxury; ● technological innovation; ● driver experience; ● product quality and performance; ● product reliability and safety; ● battery range, efficiency, and charging speeds; ● customer service and customer experience, including access to charging options and availability and terms of aftersales services; ● product pricing; ● management team experience in bringing electric vehicles and other disruptive technologies to market; ● manufacturing efficiency; ● environmental impact and perception; ● the degree and sophistication of related vehicle software. Company believes that the company is favorably positioned to compete on the basis of these factors. However, many of its current and potential competitors have substantially greater financial, technical, manufacturing, marketing, and other resources than Company. These competitors may be able to deploy greater resources to the design, development, manufacturing, distribution, promotion, sales, marketing, and support of their products. Additionally, many of these competitors also have greater name recognition, longer operating histories, larger sales forces, broader customer and industry relationships, and other tangible and intangible resources that exceed those of Company. Since Company is not the owner of the trademarks in the “Company” brand, Company depends on the ability of Subsidiary C to obtain, maintain, and enforce such trademarks in the “Company” brand. While Company is able to request that Subsidiary C file additional, similar trademark applications to those that are currently licensed, Subsidiary C may determine not to pursue such applications. Furthermore, Subsidiary C may determine not to adequately protect or pursue litigation against other companies or may pursue such litigation less aggressively than Company would. Additionally, Subsidiary C may allege that Company has breached the license agreement with them and accordingly seek to terminate the license, which could adversely affect Company's competitive business position and harm its business prospects. Licensing of trademarks involves complex legal and business issues. Disputes may arise regarding trademarks subject to such licensing agreements, including (i) the scope of rights granted under such licensing agreements and other interpretation-related issues; and (ii) Company's diligence obligations under the licensing agreement and what activities satisfy those diligence obligations. Company plans to launch a well-balanced portfolio of new models with exceptional performance in the coming years to broaden its customer base, in particular high net worth individuals and the tech-savvy younger generations, and expand its product breadth. Company plans to introduce two new models in the near future. Company also intends to upgrade its models to equip its vehicles with innovative technology and design. Focus on sustainability and lead in electrification. As a leader in the electrification transformation of the luxury car segment, Company has launched its E-segment battery electric vehicle (BEV) model years ahead of its competitors and plans to continue launching its other BEV models. As part of its sustainability commitment, Company aims to achieve carbon neutrality by 2038. Company expects to continue focusing on sustainability leadership through waste reduction and the ongoing adoption of renewable energy and recyclable materials. In addition, Company launched the “Win26” plan, aiming to achieve positive EBITDA in 2026 by further optimizing its internal processes and structures, implementing overall cost measures, and recalibrating its product plans to cater to globally diversified markets. To enhance the connectivity functions within the vehicle, Company has onboarded 5G high-speed mobile networks for external downloads and gigabit ethernet for efficient internal connections among vehicle modules. The Bluetooth 5.2 and ultra-wideband digital keys serve as critical supplements to vehicle connectivity functions for high-quality data transfer. Engineering Design The lightweight vehicle design and vehicle aerodynamics are the most noteworthy engineering features of Company's BEV models. Company also provides engineering design consultancy services to external OEMs. ● Aerodynamic efficiency. Company has proprietary and patented technologies related to aerodynamics, including wedge-shaped car designs, air intakes, and airfoils, and the electric vehicle portfolio inherits the aerodynamics design heritage. For example, the unique porosity design can reduce the low drag coefficient of the Eletre to 0.26, making it easier to pass through the surrounding air. In addition, the active rear spoiler and active air intake grille designs enable the Eletre to achieve considerable vehicle downforce for optimal stability at high speeds. ● Lightweight vehicle design. The “lightweight” design philosophy is key to Company's heritage, and the company continues to innovate in the use of materials and in designing new processes to reduce the vehicle's weight. British Formula 1 constructors were caught out by the decision of the sport’s governing body to limit engine size to just 1.5 litres for the 1961 season. None could quite believe that it would actually go ahead with a limit which equated to what had been Formula 2 specification the previous year. The main British engine supplier to Formula 1, Coventry Climax, was unprepared for the move, and so the major teams (Company, Cooper, and even BRM) were forced to rely on the outdated four-cylinder FPF engine. Ferrari, by contrast, had been working on a new and far superior V6 power unit for some time.

Coventry Climax hastily decided to develop a new V8 engine and issued installation drawings to the main teams. The eventual FWMV engine was in fact deeper and longer than planned, forcing chassis redesigns for those teams which had intentions to use the unit. For 1961, this particular problem did not affect Company. Person A’s personal relationship with Coventry Climax’s Person B was at an all-time low following rows over the quality of the FWE engines being supplied for the Elite road car. Although he designed the Type 21 to use the projected new V8 engine, Person A The board of directors will determine whether, to what extent, at what times and places, and under what conditions or regulations the accounts and books of Company will be open to inspection by shareholders. No shareholder will otherwise have any right to inspect any account, book, or document of Company except as required by law or authorized by the board of directors or the shareholders by special resolution. Company may from time to time by ordinary resolution: ● increase the share capital by such sum, to be divided into shares of such classes and amount, as the resolution will prescribe; ● consolidate and divide all or any share capital into shares of a larger amount than existing shares; ● sub-divide the existing shares or any of them into shares of a smaller amount; provided that in the subdivision the proportion between the amount paid and the amount, if any, unpaid on each reduced share will be the same as it was in the case of the share from which the reduced share is derived; Company intends to continuously develop and enhance proprietary cutting-edge technologies, including its 800-volt EPA architecture and hardware, algorithm, and software systems to enhance the competitiveness of its vehicles, supported by continuous R&D investment. All of Company's proprietary technologies are built with the principle of “For the Drivers,” while inheriting its unique design language and philosophy. Company is in the process of transforming from a British sports car company to a global pioneer of high-performance lifestyle electric vehicles and has set high quality and safety standards for and makes continuous improvements on its vehicles and technologies, including its sensory hardware and ADAS software. Company also plans to monetize its R&D capabilities by licensing its intellectual properties to other luxury auto brands and providing ADAS software subscriptions to its customers. Continue to launch new models and upgrade existing models. The successful launches of new models are critical for Company to continue capturing market share in the luxury battery electric vehicle (BEV) market and strengthening its leadership position. Company believes that its close relationship with Counterparty A provides the company with a unique competitive advantage in its ability to rapidly scale commercialization while maintaining an asset-light operating model with less upfront capital expenditure commitment than other original equipment manufacturers (OEMs). Company has entered into a variety of agreements, including agreements related to technology licensing, manufacturing cooperation, and supply of framework, among others, with Counterparty A. The strategic partnership with Counterparty A allows Company to effectively control supply chain-related risks and accelerate product development. Company's ability to successfully operate its Global Commercial Platform will affect its ability to increase revenues. Company has taken steps to diversify its revenue sources, for example, by entering into the Distribution Agreement with Subsidiary A, pursuant to which Company is the exclusive global distributor (excluding the U.S., where Company International Limited will act as the head distributor with the existing regional distributor continuing its functions) for Subsidiary A to distribute Subsidiary A vehicles, parts, and certain tools, and to provide aftersales services, branding, marketing, and public relations for such vehicles, parts, and tools distributed by Company. Company's research and development efforts are focusing on the development of key electric vehicle technologies while benefiting from the technological support from the Counterparty A Holding ecosystem. Company intends to continually develop cutting-edge technologies, including the 800-volt EPA architecture and hardware, algorithms, and software systems to enhance the competitiveness of its vehicles. Company also plans to monetize its R&D capabilities by licensing its intellectual properties and software via subscriptions to other luxury automotive brands. Guided by Company's R&D leaders, the global research and development team has extensive experience in the automotive and technology industries. As of December 31, 2023, Company's R&D team consisted of 1,802 professionals with extensive knowledge in automotive engineering, software, and artificial intelligence, as well as diversified working experiences from leading vehicle manufacturers globally. Such composition ensures solid technology development capabilities, especially in intelligence and digitalization. The diversified cultural and professional background promotes the exchange of ideas from different perspectives and ensures the generation of innovations. These competitors also compete with Company in recruiting and retaining qualified research and development, sales, marketing, and management personnel, as well as in acquiring technologies complementary to, or necessary for, its products. Additional mergers and acquisitions in the electric vehicle and luxury automotive markets may result in even more resources being concentrated in these competitors. Company believes that its brand and history, its focus on design and experience, its advanced technologies, its relationship with Counterparty A and therefore the benefits it can obtain during the vehicle development phase, and its future-proof approach give it a competitive edge and allow it to formulate a highly differentiated go-to-market strategy. Company also has a scalable asset-light business model that it believes generates significant competitive advantages, allowing it to incur less upfront capital expenditure and focus on research and development and technologies. Company has a dedicated global team to support its R&D activities with a sizable scale and comprehensive functionalities, covering all major technological perspectives. Company's approach to innovation demonstrates an interconnected global collaboration among highly experienced and dedicated teams in the U.K., Germany, and China, each with different technological focuses. Centered around Company's global headquarters in Wuhan, China, which focuses on cloud computing and online data processing, the company operates a software center in Shanghai focusing on global system integration and network security, and a research institute in Ningbo focusing on electric architecture, charging and power systems, and intelligent driving. Company has established two R&D centers on engineering and product design, including the Company Creative Centre (Subsidiary A) located in the heart of the British car industry in Coventry, U.K., with a focus on automotive design and design strategy, product and brand communication, and sustainable material science, and the Company Innovative Centre (Subsidiary B) located in Frankfurt, Germany, with a focus on behavioral science, innovative vehicle technologies, dynamic attribute development, user interface, and regional tuning and application. Company aims to deliver high-quality products and services to its customers in line with its core values and commitments. Company believes that quality assurance is key to ensuring the delivery of high-quality products and services, minimizing waste, and maximizing efficiency. Quality management has been strongly emphasized across all business functions, including product development, manufacturing, supplier quality management, procurement, charging solutions, customer experience, servicing, and logistics. Company's quality management groups are responsible for the overall quality strategy, quality systems and processes, quality culture, and general quality management implementation. During product development, several phases of testing have been implemented to verify design and production quality. Company's quality standards are guided by industry standards, including ISO9001, R155 CSMS, R156 SUMS, Aspice L2, ISO26262, and ISO/SAE 21434. Company's first volume-manufactured vehicle, the Eletre, is produced at a new plant operated by Counterparty A in accordance with quality standards. All production lines, including stamping, welding, painting, and general assembly, are developed in compliance with industry standards and feature a higher degree of automation. Company applies more than 4,000 standards across all phases of product development and supplier quality management. If Company is unable to maintain collaboration with Counterparty A, its financial performance would be directly and adversely affected. There can be no assurance that in such an event Company would be able to partner with other third parties to meet its needs on acceptable terms or at all. The expense and time required to complete any transition, and to ensure that vehicles manufactured at facilities of new third-party partners comply with Company's quality standards and regulatory requirements, may be greater than anticipated. Any of the foregoing could adversely affect Company's business, results of operations, financial condition, and prospects. Furthermore, Company's supply chain efficiency also relies heavily on Counterparty A, largely attributable to Counterparty A's bargaining power derived from its volume and reputation. Failure to maintain agreements or partnerships with Counterparty A could adversely affect Company's relationships with suppliers, and there is no assurance that in such an event Company would be able to maintain relationships with current suppliers or secure new suppliers to meet its needs on comparable and acceptable terms. Company seeks to partner with reputable suppliers. Company leverages the Counterparty A ecosystem for the order of basic auto parts. Company intends to use most of the same core suppliers for its vehicles. Company has developed close relationships with key suppliers. These include Counterparty B, a global leader in AI computing, which provides its chips for the advanced driver-assistance systems (ADAS) used in Company's vehicles; Counterparty C, a leading developer of semiconductor technologies, which provides 8155 smart cockpit chips; and Counterparty D, a leading manufacturer of lithium-ion batteries, which supplies batteries for Company's battery electric vehicles (BEVs). Most of these suppliers are key partners in the Counterparty A ecosystem and have years of strong partnership with Counterparty A. Company follows its internal process to select suppliers, taking into account quality, cost, and timing. Company has a part quality management team responsible for managing and ensuring that suppliers meet quality standards. The method for selecting suppliers depends on the nature of the supplies needed. For general parts that are widely available, Company examines proposals from multiple suppliers and chooses based on quality and price competitiveness, among other factors. Company collaborates with a battery electric vehicle (BEV) manufacturing facility in Wuhan, China, which is owned and operated by Counterparty A. This manufacturing plant is purpose-built for electric vehicles and incorporates advanced manufacturing technologies. Covering an area of over one million square meters, the plant has the capacity to produce up to 150,000 vehicles per year. The facility has been constructed as a brand-new, world-class plant for the production of electric vehicles. The plant is equipped to conduct stamping, welding, painting, and assembly, and features testing tracks, a quality inspection center, and a utility power and sewage treatment center. It includes an advanced system that allows vehicles to be transported into workshops using intelligent driving technology without any human intervention. The facility is also equipped with an approximately three-kilometer-long track for quality inspection. Customers can experience various driving activities such as racing, drifting, and off-roading on the track. The track includes nine left turns and seven right turns and can accommodate vehicles driving at speeds of up to 230 kilometers per hour in a straight line. For parts requiring special designs, Company reviews design proposals and chooses largely based on design-related factors. However, in certain cases, Company has limited choices given its scale, such as battery cell packages, so in such circumstances, Company typically partners with suppliers that it believes to be well-positioned to meet its needs. In addition, when part suppliers are selected, Company has established certain environmental guidelines in accordance with its ESG strategies and goals. With the production of the Elite delayed, the Seven took on an unexpected mantle as Company' main road car effort, and about 60 cars were built during 1958. The increasing workload of the Company empire at this time led the company to move from its original base to a much larger factory not far away. Another thing to be said of the Seven was that it brought in the funds that Company needed to get the Elite into proper production. The Seven itself was also a costly car to make, taking many man-hours to put together what was essentially just a few pieces of metal. The chassis, in particular, sub-contracted to Counterparty A, was a somewhat expensive item. 

1957 Series 1 Seven Milestone Car:

- Initial Acceleration: Exceptional  
- Running Economy: Efficient  
- Handling: Superior  
- Dry Weather Grip: Excellent  
- Motoring Fun: Sheer  

"What other machine can offer such initial acceleration, running economy, handling, dry weather grip, and sheer motoring fun?" - Person A Company believes that continued investments in technologies are critical to establishing market share, attracting new customers, and becoming a profitable global BEV developer. Company's future profitability depends on the company's ability to develop its vehicles in a cost-effective manner. As part of the development process, Company's vehicles use a wide variety of components, raw materials, and other supplies. Company expects that the cost of sales will be affected primarily by production volume. The cost of sales will also be influenced by fluctuations in certain raw material prices, although Company typically seeks to manage these costs and minimize their volatility through a supply of framework agreements with suppliers. In addition, the results of operations are further affected by the company's ability to maintain and improve operating efficiency, as measured by total operating expenses as a percentage of revenues. This is important to the success of the business and the prospect of gradually achieving profitability. As the business grows, Company expects to improve operating efficiency and achieve economies of scale. As of June 30, 2024, Company had 207 stores in its global distribution network, and it plans to continue expanding its retail network. In 2023 and the six months ended June 30, 2024, Company delivered a total of 6,970 and 4,873 vehicles, respectively, consisting of lifestyle vehicles and Company-brand sports cars that were distributed through Subsidiary A. The growth of the global luxury car segment is expected to outpace that of the overall car market. Within the global battery electric vehicle (BEV) market, the luxury BEV segment is expected to outgrow the mass market BEV segment. Company is well positioned to capitalize on the growth momentum of the global luxury BEV segment by leveraging the following strategies. Company's Creative Center is a world-class automotive design facility mainly responsible for the design of Company's performance lifestyle vehicles and future vehicle design strategy. The center delivers a complete range of creative disciplines that go beyond traditional automotive styling. The studio has dedicated teams working in design strategy, exterior and interior design, user and customer experience, studio engineering, color, materials, and finish. The studio takes a brand-first approach to ensure these disciplines are brought together cohesively. Company regards its patents, trademarks, copyrights, domain names, know-how, proprietary technologies, and similar intellectual property as critical to its success. Company's intellectual property portfolio consists of rights in, among others, vehicle architecture, intelligent cabin technology, intelligent driving systems, and fast charging solutions. As of June 30, 2024, Company had 422 registered patents and 926 pending patent applications in various jurisdictions such as mainland China, the U.S., Japan, and the U.K., including patents for its vehicle architecture, intelligent cabin technology, intelligent driving systems, and fast charging solutions. Company also had 362 registered trademarks, including “ELETRE” and “EMEYA,” registered copyrights for 47 software programs developed by the company relating to various aspects of its operations, as well as 113 registered domain names as of June 30, 2024. Subsidiary C is a world-class engineering facility in electric mobility. As a part of Company's international research and development network, Subsidiary C develops new products and solutions for a new era of premium performance driving and participates in the development of Company's high-end technology, such as regional development for advanced driver-assistance systems (ADAS), electric powertrain architecture, digital vehicle dynamics, vehicle hardware, and intelligent cabin systems. Subsidiary C adopts an agile organizational structure where its members can work in different teams based on the focuses of various phases of the project. Subsidiary C operates in three main areas: ● The global development team oversees global products, including, among others, digital chassis and digital vehicle dynamics. This team has assisted with component integration, durability testing, certification and homologation, as well as electric vehicle management systems. ● The regional development and delivery team collaborates with the U.K. and China teams and is responsible for global research and development platform deployment and specification development, catering to regional customer needs. This team is also responsible for ensuring compliance of the company's products with legal and regulatory requirements, including, among others, analyzing local legislation, managing data centers, and addressing cybersecurity matters. [Table Level]  
- Table Title: Employee Allocation by Function  
- Table Summary: The table shows the distribution of employees across different functions within Company as of June 30, 2024. It provides the number of employees and their corresponding percentage share for each function, including research and development, marketing and sales, supply chain, and functional support, alongside the total count.  
- Context: The surrounding text emphasizes competitive dynamics in the market and Company’s competitive edge, mentioning the importance of attracting and retaining qualified personnel to support its business strategy and development.  
- Special Notes: Percentages are expressed to one decimal place.  

[Row Level]  
Row 1: "For Research and Development, there are 1,631 employees, which account for 54.6% of the total workforce as of June 30, 2024."  
Row 2: "Marketing and Sales employs 755 individuals, representing 25.3% of Company's staff."  
Row 3: "The Supply Chain function consists of 204 employees, making up 6.8% of the total."  
Row 4: "Functional Support comprises 399 employees, equating to 13.3% of the workforce."  
Row 5: "Overall, Company's total employee count is 2,989, which is 100.0% of the workforce as of June 30, 2024." Customers can experience driving activities such as racing, drifting, and off-roading on the track, which has nine left turns and seven right turns and can accommodate vehicles driving at speeds of up to 230 kilometers per hour in a straight line. Company seeks to partner with reputable suppliers. Company leverages the Counterparty A Holding ecosystem for the order of basic auto parts. Company intends to use most of the same core suppliers for its vehicles. Company has developed close relationships with key suppliers. These include NVIDIA, a global leader in AI computing, which provides its chips for the advanced driver-assistance systems (ADAS) used in Company's vehicles; Qualcomm, a leading developer of semiconductor technologies, which provides 8155 smart cockpit chips; and CATL, a leading manufacturer of lithium-ion batteries, which supplies batteries for Company's battery electric vehicles (BEVs). Most of these suppliers are key partners in the Counterparty A Holding ecosystem and have years of strong partnership with Counterparty A Holding. Additionally, many of these competitors also have greater name recognition, longer operating histories, larger sales forces, broader customer and industry relationships, and other tangible and intangible resources that exceed those of Company. These competitors also compete with Company in recruiting and retaining qualified research and development, sales, marketing, and management personnel, as well as in acquiring technologies complementary to, or necessary for, the company's products. Additional mergers and acquisitions in the electric vehicle and luxury automotive markets may result in even more resources being concentrated in Company's competitors. Company believes that its brand and history, focus on design and experience, advanced technologies, relationship with Counterparty A, and the benefits obtained during the vehicle development phase, along with its future-proof approach, provide a competitive edge and enable the formulation of a highly differentiated go-to-market strategy. Company also has a scalable asset-light business model that is believed to generate significant competitive advantages, allowing the company to incur less upfront capital expenditure and focus on research and development and technologies. Company views the manufacturers and suppliers it collaborates with as key partners throughout the vehicle development process. Company aims to leverage its partners’ industry expertise to ensure that each vehicle produced meets the company's strict quality standards. Company's collaboration with Counterparty A has established a strategic collaborative relationship with its major shareholder, Counterparty A, and its asset-light business model is supported by the Counterparty A ecosystem partners. Company expects its relationship with Counterparty A to allow the company to bring its vehicles to the market at an accelerated pace by leveraging Counterparty A’s manufacturing capacity, bargaining power in procurement and supply chain, capital investment, and operational support. Company entered into a manufacturing arrangement with Counterparty A for the manufacture of its vehicles for 10 years starting from 2022. Pursuant to the manufacturing agreement, Company commissioned Counterparty A for vehicle production and authorized Counterparty A to access its technologies for the production of such models. Company is mainly responsible for the design and development of the models, designation of suppliers, product announcement, and ensuring consistency with global standards of the Company brand. Company is well positioned to capitalize on the growth momentum of the global luxury battery electric vehicle (BEV) segment by leveraging the following strategies: ● Invest in brand equity and fully transform Company's brand. ● Scale up and expand Company's geographical presence. ● Develop next-generation electric vehicle technologies while monetizing Company's R&D prowess. ● Continue to launch new vehicle models and upgrade existing models. ● Company will focus on sustainability and lead in electrification. Company brings customers a luxury retailing experience through a digital-first, omni-channel sales model to establish and develop direct relationships with customers, covering the entire spectrum of customer experience, both physically and virtually. Company operates premium stores in high-footfall locations, providing personalized and exclusive services to create a luxurious purchasing experience for customers. The global sales digital platform provides a full suite of luxury retailing experiences, including a virtual showroom of the Company brand and products, an inquiry, order, purchasing, and customization platform, and a reservation system for test driving, product delivery, aftersales services, among others. Customers are offered a wide range of options for customization, including exterior, interior, and other functions and features. In addition to the fully digitalized online retail model supported by the Company App, Company adopts a direct sales model and has established co-partnership programs with some of the leading automotive dealers across all regions to expand its presence rapidly in an asset-light manner. As part of the Company brand’s philosophy of “born British and raised globally,” Company has developed a global sales and distribution network. Many of Company's current and potential competitors, particularly international competitors, have significantly greater financial, technical, manufacturing, marketing, and other resources than Company does and may be able to devote greater resources to the design, development, manufacturing, distribution, promotion, sale, and support of their products. Company expects competition in the automotive industry to intensify in the future in light of increased demand and regulatory push for alternative fuel vehicles, continuing globalization, and consolidation in the worldwide automotive industry. Factors affecting competition include, among others, local protectionism, brand recognition, product quality and performance, technological innovation, product design and styling, pricing, safety, and customer service. Increased competition may lead to lower vehicle unit sales and increased inventory, which may adversely affect Company's business, financial condition, operating results, and prospects. The company's ability to successfully overcome the industry barriers and compete in its market will be fundamental to its future success in existing and new markets and its market share. There can be no assurance that Company will be able to successfully overcome the industry barriers and compete in its markets. The Company brand is closely associated with “customer engagement” and “community building,” and in order to provide customers with a luxurious experience, Company has adopted a direct-to-consumer global sales and distribution strategy that focuses on establishing and developing direct relationships with customers, especially in selected regions including China, Europe, and the U.S., which represent some of the key areas driving fast growth in the global battery electric vehicle markets. By offering a luxurious purchasing experience and superior customer service, Company expects to further deepen its penetration in the global market and aims to establish a total of over 300 stores globally by 2025. Develop next-generation electric vehicle technologies while monetizing Company’s R&D prowess. Company intends to continuously develop and enhance proprietary cutting-edge technologies, including the 800-volt EPA architecture and hardware, algorithm, and software systems to enhance the competitiveness of its vehicles, supported by continuous R&D investment. All of Company's proprietary technologies are built with the principle of “For the Drivers,” while inheriting its unique design language and philosophy. Company's strategy accounts for increased risk as the business scales by addressing appropriate security and access controls for customer and employee information. A core tenet of Company's privacy measures is to implement privacy-by-design principles in both software and hardware development throughout the organization. Company's privacy measures will continue to evolve and adapt, utilizing best practices and tailored risk management frameworks, to allow for close collaboration across the organization, particularly between the information technology and legal functions, which is critical for effective privacy measures. Company also works to increase cybersecurity and privacy awareness throughout the organization through education and training. Company's cloud security policies seek to enable secure cloud architecture deployments and extend security capabilities. Utilizing signed certificates, encryption keys, message authentication codes, and cryptographic algorithms, Company has deployed authentication and encryption as part of its efforts to secure its products, software, vehicles and their components, and OTA updates. Additionally, Company utilizes pre-condition checks, sequence and dependency execution, failure detection, and rollback and recovery when performing updates during the OTA process. Company and Subsidiary B have entered into a Distribution Agreement pursuant to which a subsidiary of Company is appointed as the global distributor for Subsidiary B. As such, Company has established a Global Commercial Platform to distribute Company branded vehicle models, including Eletre, Emeya, and future lifestyle models, as well as certain sports car models that were or will be developed and manufactured by Subsidiary B, such as Evija (BEV sports car) and Emira (ICE sports car). Company believes this is the most efficient approach to market Company cars and promote the Company brand globally. As of June 30, 2024, Company had 207 stores in its global distribution network, and plans to continue expanding its retail network. In 2023 and the six months ended June 30, 2024, Company delivered a total of 6,970 and 4,873 vehicles, respectively, consisting of lifestyle vehicles and Company-brand sports cars that were distributed through Subsidiary A. ● implementing and enhancing administrative infrastructure, systems, and processes; and  
● addressing new markets and potentially unforeseen challenges as they arise. Any failure to manage Company's growth effectively could materially and adversely affect the company's business, financial condition, results of operations, and prospects. Company's business plans require a significant amount of capital. In addition, Company's future capital needs may require the company to obtain additional equity or debt financing that may dilute shareholders or introduce covenants that may restrict operations or the ability to pay dividends. Company will need significant capital to, among other things, conduct research and development, expand production capacity, and roll out the sales network, as well as delivery and servicing centers. As Company ramps up production capacity and operations, the company may also require significant capital to maintain its property, plant, and equipment, and such costs may be greater than what is currently anticipated. Company expects that the level of capital expenditures will be significantly affected by consumer demand for its products and services. The fact that the company has a limited operating history means it has limited historical data on the demand for its products and services. These related party agreements include the Technology License Agreement, the Manufacture Cooperation Agreement, and the Supply of Framework Agreement, among other areas. These agreements are described in more detail in this prospectus under “Certain Relationships and Related Person Transactions   —   Related Party Transactions.” These partnerships permit Company to benefit from Counterparty A’s decades of experience investing in established automakers while focusing its efforts on core areas of differentiation, such as design, research and development, performance, and rapid adoption of the latest technologies and sustainability solutions. Company intends to continue to rely on its partnership with Counterparty A as part of its strategy. Collaboration with Counterparty A for research and development, procurement, manufacturing, and engineering is subject to risks with respect to operations that are outside of Company's control. Company currently relies on and expects to continue to rely on its strategic partner, Counterparty A, in terms of research and development, procurement, manufacturing, and engineering with regard to its vehicles. Company believes it benefits from a number of competitive advantages:  
● Early mover in the luxury battery electric vehicle (BEV) market.  
● Iconic brand with a racing heritage.  
● Proprietary next-generation technology built on world-class research and development (R&D) capabilities.  
● Asset-light business model supported by the Counterparty A ecosystem.  
● Focus on sustainability targeting an intelligent and high-performance product portfolio.  
● Luxury retail experience and an omni-channel sales model.  
● Global, experienced, and visionary leadership. Company is well positioned to capitalize on the growth momentum of the global luxury battery electric vehicle (BEV) segment by leveraging the following strategies: Company's ability to execute effective marketing and attract orders Company's results of operations depend significantly on the company's ability to execute effective marketing and attract orders from customers. Demand for Company's vehicles directly affects sales volume, which in turn contributes to revenue growth and the ability to achieve and maintain profitability. Vehicle orders may depend, in part, on whether prospective customers find it compelling to purchase Company's vehicles among competing vehicle models as their first, second, or replacement cars, which in turn depends on, among other factors, prospective customers’ perception of the Company brand. Company develops battery electric vehicles (BEVs) and technologies through cutting-edge design, research and development, and sustainable choices. Company has a dedicated global team across Europe and China to conduct its research and development activities, such as developing electric powertrain architecture (EPA), intelligent driving systems, aerodynamics, and cloud services, among others, supported by a strong portfolio of intellectual properties. As of June 30, 2024, Company had 1,631 research and development employees, which accounted for 54.6% of its total number of employees. Since Company is not the owner of the trademarks in the “Company” brand, Company depends on the ability of Subsidiary C to obtain, maintain, and enforce such trademarks in the “Company” brand. While Company is able to request that Subsidiary C file additional, similar trademark applications to those that are currently licensed, Subsidiary C may determine not to pursue such applications. Furthermore, Subsidiary C may determine not to adequately protect or pursue litigation against other companies or may pursue such litigation less aggressively than Company would. Additionally, Subsidiary C may allege that Company has breached the license agreement with them and accordingly seek to terminate the license, which could adversely affect Company's competitive business position and harm its business prospects. Licensing of trademarks involves complex legal and business issues. Disputes may arise regarding trademarks subject to such licensing agreements, including (i) the scope of rights granted under such licensing agreements and other interpretation-related issues; and (ii) Company's diligence obligations under the licensing agreements and what activities satisfy those diligence obligations. Company develops battery electric vehicles (BEVs) and technologies through cutting-edge design, research and development, and sustainable choices. Company has a dedicated global team in the U.K., Germany, and China to conduct its research and development activities, such as developing electric powertrain architecture (EPA), intelligent driving systems, aerodynamics, and cloud services, among others, supported by a strong portfolio of intellectual properties. The company's major research and development efforts are centered on architecture and chassis platforms, intelligent driving, e-mobility platforms, cabin and connectivity, and engineering design. As of December 31, 2023, Company had 1,802 research and development employees, which accounted for 56.7% of its total number of employees. Company believes that continued investments in technologies are critical to establishing market share, attracting new customers, and becoming a profitable global BEV developer. As a result, future capital requirements may be uncertain, and actual capital requirements may be significantly different from what is currently anticipated. Company may need to seek equity or debt financing to finance a portion of its capital expenditures. Such financing might not be available in a timely manner or on acceptable terms, or at all. If Company cannot obtain sufficient capital on acceptable terms, its business, financial condition, and prospects may be materially and adversely affected. Company's ability to obtain the necessary financing to carry out its business plan is subject to a number of factors, including general market conditions and investor acceptance of its business plan. These factors may make the timing, amount, terms, and conditions of such financing unattractive or unavailable to Company. If Company is unable to raise sufficient funds, it may need to significantly reduce its spending, delay or cancel its planned investment or expansion activities, or substantially change its corporate structure. Company also provides Counterparty A with the intellectual properties necessary for vehicle production. Counterparty A is mainly responsible for the ordering and inspection of raw materials, production planning, production quality control, logistics and transportation of manufactured vehicles, and construction and operation of the manufacturing plant. Particularly, quality control is carried out in accordance with Company's quality assurance framework and approved by Counterparty A. In addition, Counterparty A is responsible for obtaining certificates for the manufactured vehicles. Manufacturing Facility Company collaborates with a battery electric vehicle (BEV) manufacturing facility in Wuhan, China, which is owned and operated by Counterparty A. This manufacturing plant is purpose-built for electric vehicles, featuring advanced manufacturing technologies and covering an area of over one million square meters. The facility has been constructed as a brand-new, world-class plant to produce electric vehicles. It has the capability of conducting stamping, welding, painting, and assembly, and is equipped with testing tracks, a quality inspection center, and a utility power and sewage treatment center. The plant features an advanced system whereby vehicles can be transported into workshops using intelligent driving technology without any human intervention. Additionally, the facility includes an approximately three-kilometer-long track for quality inspection. Company's results of operations depend significantly on the company's ability to execute effective marketing and attract orders from customers. Demand for Company's vehicles directly affects sales volume, which in turn contributes to revenue growth and the ability to achieve and maintain profitability. Vehicle orders may depend, in part, on whether prospective customers find it compelling to purchase Company's vehicles among competing vehicle models as their first, second, or replacement cars, which in turn depends on, among other factors, prospective customers’ perception of the Company brand. Pursuant to the Merger Agreement, (i) Merger Sub 1 was merged with and into Subsidiary A (the “First Merger”), with Subsidiary A surviving the First Merger as a wholly-owned subsidiary of Company (such company, as the surviving entity of the First Merger, “Surviving Entity 1”) and the shareholders of Subsidiary A becoming shareholders of Company, and (ii) immediately following the First Merger and as part of the same overall transaction as the First Merger, Surviving Entity 1 was merged with and into Merger Sub 2 (the “Second Merger,” and together with the First Merger, the “Mergers”), with Merger Sub 2 surviving the Second Merger as a wholly-owned subsidiary of Company (such company, as the surviving entity of the Second Merger, “Surviving Entity 2”) (collectively, the “Merger Transaction” or “Business Combination”). Guided by Company's R&D leaders, the global research and development team has extensive experience in the automotive and technology industries. As of June 30, 2024, Company's R&D team consisted of 1,631 professionals with extensive knowledge in automotive engineering, software, and artificial intelligence, as well as diversified working experiences from leading vehicle manufacturers globally. Such composition ensures solid technology development capabilities, especially in intelligence and digitalization. The diversified cultural and professional background promotes the exchange of ideas from different perspectives and ensures the generation of innovations. Company established Subsidiary A in China, the arm of its in-house intelligent driving competence. Subsidiary A is committed to developing advanced intelligent driving technologies to foster global industry growth. Subsidiary A has established itself as a global premier provider of comprehensive intelligent driving solutions, including advanced intelligent driving platform software, cloud toolchains, integrated hardware and software development, and intelligent driving operation solutions. Starting from 2024, Subsidiary A has been providing end-to-end intelligent driving solutions to several leading automakers, including Counterparty A and Counterparty B. Company also provides Counterparty A with the intellectual properties necessary for vehicle production. Counterparty A is mainly responsible for the ordering and inspection of raw materials, production planning, production quality control, logistics and transportation of manufactured vehicles, and construction and operation of the manufacturing plant. Particularly, quality control is carried out in accordance with Company's quality assurance framework and approved by Counterparty A. In addition, Counterparty A is responsible for obtaining certificates for the manufactured vehicles. Failure to comply with these consumer protection laws could subject Company to administrative sanctions, such as the issuance of a warning, confiscation of illegal income, imposition of fines, an order to cease business operations, or revocation of business licenses, as well as potential civil or criminal liabilities. The Interim Measures for the Administration of Recycling Traction Batteries of New Energy Vehicles, which were promulgated by the Ministry of Industry and Information Technology in conjunction with the Ministry of Science and Technology, the Ministry of Ecology and Environment, the Ministry of Transport, the Ministry of Commerce, the General Administration of Quality Supervision, Inspection and Quarantine, and the PRC National Energy Administration on January 26, 2018, and became effective on August 1, 2018, implement the system of extended responsibility of producers, according to which the main responsibility for traction battery recycling is borne by automobile manufacturers. Enterprises shall fulfill their corresponding responsibilities in all aspects of traction battery recycling and utilization to ensure the effective use and environmentally friendly disposal of traction batteries. ● Invest in brand equity and fully transform the Company brand.  
● Scale up and expand Company's geographical presence.  
● Develop next-generation electric vehicle technologies while monetizing Company's R&D prowess.  
● Continue to launch new models and upgrade existing models. The Company BEV business, founded in 2018, was carried out by Subsidiary A and the Company BEV business unit of Counterparty A Automobile Research & Development Co., Ltd., or Counterparty A R&D, incorporated in the People’s Republic of China, Subsidiary B incorporated in the U.K., and Subsidiary C, incorporated in Germany. For the periods ended prior to the Restructuring, the Company BEV business was also carried out through the former Variable Interest Entity (VIE) and its subsidiaries based in mainland China. However, the company restructured beginning in 2023 such that it no longer has any VIE structure. Company and Subsidiary B have entered into the Distribution Agreement pursuant to which a subsidiary of Company will be appointed as the global distributor for Subsidiary B. As such, Company has established a Global Commercial Platform to distribute Company branded vehicle models, including Eletre, Emeya, and future BEV models, as well as certain sports car models that were or will be developed and manufactured by Subsidiary B, such as Evija (BEV sports car) and Emira (ICE sports car). Company believes this is the most efficient approach to market Company cars and promote the Company brand globally. As of December 31, 2023, Company had 215 stores in its global distribution network, and plans to expand its retail network to over 300 stores by 2025. For example, the unique porosity design can reduce the low drag coefficient of the Eletre to 0.26, making it easier to pass through the surrounding air. In addition, the active rear spoiler and active air intake grille designs enable the Eletre to achieve considerable vehicle downforce for optimal stability at high speeds. ● Lightweight vehicle design. The “lightweight” design philosophy is key to Company's heritage, and the company continues to innovate in the use of materials and in designing new processes to reduce vehicle weight. For example, Company has designed 17 kinds of welding processes to realize lightweight vehicle mass production. The lightweight design enables BEV models to have faster straight-line acceleration, increased range, and extraordinary handling. There is a risk of potential disputes with Counterparty A, and Company could be affected by adverse publicity related to Counterparty A whether or not such publicity is related to their collaboration. Company's ability to successfully build a luxury lifestyle vehicle brand could also be adversely affected by perceptions about the quality of Counterparty A’s vehicles. In addition, although Company is involved in each step of the supply chain and manufacturing process, given that Company also relies on Counterparty A to meet its quality standards, there can be no assurance that Company will successfully maintain quality standards. If Company is unable to maintain collaboration and partnership with Counterparty A, Company may be unable to enter into new agreements with third-party manufacturing partners on terms and conditions acceptable to Company or at all. Company's ability to operate as a standalone business, produce vehicles, reach development and production targets, or focus efforts on core areas of differentiation could be materially and adversely affected. Additionally, Company generated a portion of revenue from automotive design and development services provided to Counterparty A. Invest in brand equity and fully transform the brand. Leveraging Company's brand racing heritage and proven leadership, Company intends to further elevate the brand by continuing to deliver a portfolio of intelligent and high-performance vehicles that satisfy customers’ expectations and broaden the customer base, in particular high net worth individuals and tech-savvy younger generations who value the brand’s DNA. Scale up and expand geographical presence. Company intends to deepen its penetration across all regions. The Company brand is closely associated with “customer engagement” and “community building,” and in order to provide customers with a luxurious experience, Company has adopted a direct-to-consumer sales and distribution strategy that focuses on establishing and developing direct relationships with customers, especially in selected regions including China, Europe, and the U.S., which represent some of the key areas driving fast growth in the global BEV markets. By offering a luxurious purchasing experience and superior customer service, Company expects to further deepen its penetration in the global market. Develop next-generation electric vehicle technologies while monetizing Company's R&D prowess. Company's future profitability depends on its ability to develop its vehicles in a cost-effective manner. As part of the development process, Company's vehicles use a wide variety of components, raw materials, and other supplies. Company expects that its cost of sales will be affected primarily by its production volume. The cost of sales will also be affected by fluctuations in certain raw material prices, although Company typically seeks to manage these costs and minimize their volatility through its supply of framework agreements with its suppliers. In addition, Company's results of operations are further affected by its ability to maintain and improve its operating efficiency, as measured by total operating expenses as a percentage of revenues. This is important to the success of the business and the prospect of gradually achieving profitability. As the business grows, Company expects to improve its operating efficiency and achieve economies of scale. Competition Company faces competition from both traditional luxury automotive developers and an increasing number of newer companies focused on electric and other alternative fuel vehicles. Company believes the primary competitive factors on which Company competes with its peers include, but are not limited to: ● brand recognition, prestige, and heritage; ● design, styling, and luxury; ● technological innovation; ● driver experience; ● product quality and performance; ● product reliability and safety; ● battery range, efficiency, and charging speeds; ● customer service and customer experience, including access to charging options and availability and terms of aftersales services; ● product pricing; ● management team experience in bringing electric vehicles and other disruptive technologies to market; ● manufacturing efficiency; ● environmental impact and perception; ● the degree and sophistication of related vehicle software. Company believes that the company is favorably positioned to compete on the basis of these factors. However, many of Company's current and potential competitors have substantially greater financial, technical, manufacturing, marketing, and other resources than the company. These competitors may be able to deploy greater resources to the design, development, manufacturing, distribution, promotion, sales, marketing, and support of their products. How was Company's performance in the first half of the year? Total revenue for the first half of 2024 was $398 million, representing a year-on-year increase of 206%. Company's Average Selling Price (ASP) remained above $100,000, achieving growth far exceeding the industry and luxury car segment. Company's gross margin for the first half of this year was 13%, compared to 5% in the same period of 2023.

In the first half of 2024, Company achieved total product deliveries of 4,873 units, a 239% year-on-year increase, making it the fastest-growing brand among traditional luxury car brands. Global deliveries were balanced, with the four major markets (Europe, China, North America, and Rest of World) each contributing 20-30% of deliveries.

In the first half of 2024, as Company began collaborating with several leading automotive brands by providing intelligent driving solutions and technology development services, technology-related revenue started to expand. With the continued increase in cumulative deliveries of lifestyle vehicles equipped with advanced hardware, the potential for generating paid software subscription revenue continues to grow.

Company launched the Person A Bespoke Service, offering personalized options, designer customization, limited editions, and exclusive customization to meet the growing demands of its customers. The delivery of customized models is expected to further enhance the brand's luxury positioning and benefit Company's long-term profit margins. Company believes it benefits from a number of competitive advantages: Early mover in the luxury BEV market. Company is well positioned to capitalize on the rapid growth of the global luxury BEV market and address unmet demand by offering a portfolio of BEV models. Company operates at the “sweet-spot” within the luxury BEV segment by providing vehicles with a target price range between US$80,000 to US$149,000, which represents the largest volume contributor to the luxury BEV segment. Additionally, the global luxury BEV market is underserved due to limited availability of models. As an early mover in the luxury BEV market, Company has launched its E-segment BEV model years ahead of competitors and expects to continue launching its BEV models, anticipating significant early mover advantages in terms of electrification progress compared to other brands. Iconic brand with racing heritage. The core principles and Company's DNA at the heart of the company come from more than 70 years of sports car design and engineering. The concepts of aerodynamics and lightweight sports car design are highly distinguished and have been an essential part of the Company brand’s ethos.