Announcement • Apr 22
Nocera, Inc. Receives Notice of Nasdaq Non-Compliance Due to Insufficient Stockholders' Equity On April 17, 2026, Nocera, Inc. (the Company) received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (Nasdaq) notifying the Company that, based upon the Company's stockholders' equity as reported in its Annual Report on Form 10-K for the year ended December 31, 2025 (the Form 10-K), the Company no longer meets the minimum stockholders' equity requirement of USD 2.5 million for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(1). As reported in the Form 10-K, the Company had stockholders' equity of USD (440,735) and does not currently meet the alternative continued listing standards of market value of listed securities or net income from continuing operations. Pursuant to Nasdaq Listing Rule 5810(c)(2), the Company has 45 calendar days, or until June 1, 2026, to submit a plan to regain compliance with the minimum stockholders' equity requirement. If Nasdaq accepts the Company's plan, Nasdaq may grant an extension of up to 180 calendar days from the date of the letter to evidence compliance. The Nasdaq letter has no immediate effect on the listing or trading of the Company's common stock, par value USD 0.001 per share, which will continue to trade on The Nasdaq Capital Market under the symbol NCRA. The Company intends to timely submit a plan to regain compliance. There can be no assurance that Nasdaq will accept the Company's plan or that the Company will be able to regain compliance within any extension period granted. Announcement • Mar 31
Nocera, Inc. announced delayed annual 10-K filing On 03/30/2026, Nocera, Inc. announced that they will be unable to file their next 10-K by the deadline required by the SEC. New Risk • Mar 13
New major risk - Share price stability The company's share price has been highly volatile over the past 3 months. It is more volatile than 90% of American stocks, typically moving 19% a week. This is considered a major risk. Share price volatility increases the risk of potential losses in the short-term as the stock tends to have larger drops in price more frequently than other stocks. It may also indicate the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (19% average weekly change). Market cap is less than US$10m (US$6.04m market cap). Announcement • Feb 04
Nocera, Inc. Receives Non-Compliance Letter from Nasdaq Regarding Minimum Bid Price Requirement On February 2, 2026, Nocera, Inc. (the Company") received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (Nasdaq") notifying the Company that, based upon the closing bid price of the Company's common stock for the 30 consecutive business day period from December 17, 2025 through January 30, 2026, the Company no longer meets the minimum bid price requirement of $1.00 per share for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the Bid Price Rule"). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial compliance period of 180 calendar days, or until August 3, 2026 (the Compliance Period"), to regain compliance with the Bid Price Rule. If at any time during the Compliance Period the closing bid price of the Company's common stock is at least $1.00 per share for a minimum of ten (10) consecutive business days, Nasdaq will provide written confirmation that the Company has regained compliance and the matter will be closed. If the Company does not regain compliance during the Compliance Period, the Company may be eligible for an additional 180-day compliance period, subject to meeting the other continued listing standards and providing written notice of its intent to cure the deficiency, including by effecting a reverse stock split, if necessary. The Nasdaq letter has no immediate effect on the listing or trading of the Company's common stock, which will continue to trade on The Nasdaq Capital Market under the symbol NCRA." The Company is currently evaluating its options to regain compliance. There can be no assurance that the Company will regain compliance with the Bid Price Rule. New Risk • Jan 27
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: US$9.77m This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (19% average weekly change). Market cap is less than US$10m (US$9.77m market cap). New Risk • Dec 24
New major risk - Share price stability The company's share price has been highly volatile over the past 3 months. It is more volatile than 90% of American stocks, typically moving 17% a week. This is considered a major risk. Share price volatility increases the risk of potential losses in the short-term as the stock tends to have larger drops in price more frequently than other stocks. It may also indicate the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. Currently, the following risks have been identified for the company: Major Risk Share price has been highly volatile over the past 3 months (17% average weekly change). Minor Risk Market cap is less than US$100m (US$11.8m market cap). Announcement • Dec 03
Yinuo Investment Consulting Co., Limited entered into an Equity Transfer Agreement to acquire 80% stake in Meixin Institutional Food Development Co., Ltd. from Nocera, Inc. (NasdaqCM:NCRA) for $0.42 million. Yinuo Investment Consulting Co., Limited entered into an Equity Transfer Agreement to acquire 80% stake in Meixin Institutional Food Development Co., Ltd. from Nocera, Inc. (NasdaqCM:NCRA) for $0.42 million on December 1, 2025.
The Agreement contains customary representations, warranties, and conditions to closing, which has not yet occurred and will take place on a date mutually agreed by the parties following satisfaction of the conditions set forth in the Agreement. Reported Earnings • Nov 17
Third quarter 2025 earnings released: US$0.10 loss per share (vs US$0.021 loss in 3Q 2024) Third quarter 2025 results: US$0.10 loss per share (further deteriorated from US$0.021 loss in 3Q 2024). Revenue: US$1.60m (up 18% from 3Q 2024). Net loss: US$1.50m (loss widened 426% from 3Q 2024). Over the last 3 years on average, earnings per share has increased by 55% per year but the company’s share price has fallen by 7% per year, which means it is significantly lagging earnings. Announcement • Nov 13
Nocera, Inc., Annual General Meeting, Jan 05, 2026 Nocera, Inc., Annual General Meeting, Jan 05, 2026. New Risk • Sep 29
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of American stocks, typically moving 11% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risk Earnings have declined by 1.0% per year over the past 5 years. Minor Risks Share price has been volatile over the past 3 months (11% average weekly change). Market cap is less than US$100m (US$21.0m market cap). Reported Earnings • Aug 15
Second quarter 2025 earnings released: US$0.034 loss per share (vs US$0.026 loss in 2Q 2024) Second quarter 2025 results: US$0.034 loss per share (further deteriorated from US$0.026 loss in 2Q 2024). Revenue: US$3.97m (down 41% from 2Q 2024). Net loss: US$491.7k (loss widened 39% from 2Q 2024). Over the last 3 years on average, earnings per share has increased by 77% per year but the company’s share price has fallen by 8% per year, which means it is significantly lagging earnings. Announcement • Jul 17
Nocera Regains Compliance with Nasdaq Minimum Bid Price Requirement Nocera, Inc. received a notification letter from the Listing Qualifications Department at The Nasdaq Stock Market notifying the Company that it has regained compliance with the minimum bid price requirement set under Nasdaq Listing Rule 5550(a)(2). The Notification Letter confirmed that the Company demonstrated a closing bid price at or greater than $1.00 for the last twenty consecutive business days, from June 12 through to July 11, 2025, and that the Company has regained compliance with the Minimum Bid Price Requirement. As a result, the listing matter has been closed. Announcement • Apr 01
Nocera, Inc. announced delayed annual 10-K filing On 03/31/2025, Nocera, Inc. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Announcement • Jan 22
Nocera, Inc. Receives Non-Compliance Letter from Nasdaq Regarding Bid Price Rule On January 15, 2025, Nocera, Inc. (the Company") received a letter from the Nasdaq Listing Qualifications Staff of The Nasdaq Stock Market LLC (Nasdaq") therein stating that for the 30 consecutive business day period between November 29, 2024 through January 14, 2025, the common stock of the Company had not maintained a minimum closing bid price of $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the Bid Price Rule"). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided an initial period of 180 calendar days, or until July 14, 2025 (the Compliance Period"), to regain compliance with the Bid Price Rule. If the Company does not regain compliance with the Bid Price Rule by July 14, 2025, the Company may be eligible for an additional 180-day period to regain compliance. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Bid Price Rule, and would need to provide written notice of its intention to cure the bid price deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company cannot regain compliance during the Compliance Period or any subsequently granted compliance period, the common stock of the Company will be subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq hearings panel. The notice from Nasdaq has no immediate effect on the listing of the Company's common stock and its common stock will continue to be listed on The Nasdaq Capital Market under the symbol NCRA." The Company is currently evaluating its options for regaining compliance. There can be no assurance that the Company will regain compliance with the Bid Price Rule or maintain compliance with any of the other Nasdaq continued listing requirements. New Risk • Jan 16
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 40% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$920k free cash flow). Share price has been highly volatile over the past 3 months (24% average weekly change). Earnings have declined by 24% per year over the past 5 years. Shareholders have been substantially diluted in the past year (40% increase in shares outstanding). Minor Risk Market cap is less than US$100m (US$15.1m market cap). New Risk • Dec 17
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: US$9.81m This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$920k free cash flow). Share price has been highly volatile over the past 3 months (19% average weekly change). Earnings have declined by 24% per year over the past 5 years. Market cap is less than US$10m (US$9.81m market cap). Minor Risk Shareholders have been diluted in the past year (40% increase in shares outstanding). Reported Earnings • Nov 17
Third quarter 2024 earnings released: US$0.021 loss per share (vs US$0.026 loss in 3Q 2023) Third quarter 2024 results: US$0.021 loss per share. Revenue: US$1.36m (down 81% from 3Q 2023). Net loss: US$285.4k (loss widened 8.1% from 3Q 2023). Announcement • Nov 06
Nocera, Inc., Annual General Meeting, Dec 16, 2024 Nocera, Inc., Annual General Meeting, Dec 16, 2024. Board Change • Nov 01
High number of new and inexperienced directors There are 4 new directors who have joined the board in the last 3 years. The company's board is composed of: 4 new directors. 1 experienced director. No highly experienced directors. Independent Director Hui-Ying Zhuang is the most experienced director on the board, commencing their role in 2019. The company’s lack of experienced directors is considered a risk according to the Simply Wall St Risk Model. Announcement • Oct 18
Nocera, Inc. Announces Board and Committee Changes Nocera, Inc. announced on October 16, 2024, the board appointed Sean Filson to fill a vacancy on the board. Mr. Filson will serve on the board’s audit committee and as chairman of the board’s compensation committee. The vacancy on the Board filled by Mr. Filson was created as a result of the death of Thomas Steele on October 10, 2024, a former director of the company. Mr. Steele’s leadership and service to the company were deeply appreciated, and he will be greatly missed by the Board and the company. Mr. Filson is a seasoned business development leader with expertise in market strategy, brand development, finance, and global partnerships, including fluency in Mandarin Chinese, which the Board believes will greatly benefit the company. There are no family relationships between Mr. Filson and any director or executive officer of the company, and Mr. Filson is not a party to any related-party transactions that require disclosure under Item 404(a) of Regulation S-K. There are no compensatory arrangements or employment agreements between the company and Mr. Filson at this time. Announcement • Sep 21
Nocera Receives Deficiency Letter from Nasdaq Regarding Minimum Bid Price Requirement On September 17, 2024, Nocera, Inc. received a deficiency letter from The Nasdaq Stock Market LLC notifying the Company that, for the last 30 consecutive business days, the closing bid price of the Company’s shares of common stock, $0.001 par value per share, has not been maintained at the minimum required closing bid price of at least $1.00 per share, as required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). The Nasdaq Letter does not result in the immediate delisting of the Company’s Common Stock, and the Company’s Common Stock will continue to trade uninterrupted on The Nasdaq Capital Market under the symbol “NCRA.” In accordance with the listing rules of Nasdaq, the Company has been given 180 calendar days, or until March 17, 2025 (the “Compliance Date”), to regain compliance with the Bid Price Rule. If at any time before the Compliance Date, the closing bid price of the Company’s Common Stock is at least $1.00 per share for a minimum of ten consecutive business days, Nasdaq will provide written notification to the Company that it complies with the Bid Price Rule. If the Company is unable to regain compliance before the Compliance Date, the Company may be eligible for an additional 180 calendar days to satisfy the Bid Price Rule. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market with the exception of the Bid Price Rule, and will need to provide written notice of its intention to cure the deficiency during such additional compliance period, by effecting a reverse stock split, if necessary. If it appears to Nasdaq staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible for the additional compliance period, and the Company does not regain compliance by the Compliance Date, Nasdaq will provide written notification to the Company that its Common Stock is subject to delisting. At that time, the Company may appeal the delisting determination to a hearings panel pursuant to the procedures set in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company does appeal the delisting determination by Nasdaq to the panel, such appeal would be successful. The Company intends to actively monitor the closing bid price of its Common Stock and, as appropriate, will consider available options to regain compliance with the Bid Price Rule. There can be no assurance that the Company will be able to regain compliance with the Bid Price Rule, secure an additional 180 calendar days to satisfy the Bid Price Rule or will otherwise be in compliance with other Nasdaq listing criteria and that the Company will be able to maintain its listing with Nasdaq. Reported Earnings • Aug 16
Second quarter 2024 earnings released: US$0.026 loss per share (vs US$0.032 loss in 2Q 2023) Second quarter 2024 results: US$0.026 loss per share. Revenue: US$6.75m (up 27% from 2Q 2023). Net loss: US$354.3k (loss widened 14% from 2Q 2023). Reported Earnings • May 17
First quarter 2024 earnings released: US$0.041 loss per share (vs US$0.11 loss in 1Q 2023) First quarter 2024 results: US$0.041 loss per share (improved from US$0.11 loss in 1Q 2023). Revenue: US$4.90m (up 28% from 1Q 2023). Net loss: US$486.4k (loss narrowed 51% from 1Q 2023). Over the last 3 years on average, earnings per share has increased by 15% per year but the company’s share price has fallen by 53% per year, which means it is significantly lagging earnings. Announcement • Apr 17
Nocera, Inc. (NasdaqCM:NCRA) acquired Hangzhou SY Culture Media Co. Ltd. for CNY 4.9 million. Nocera, Inc. (NasdaqCM:NCRA) acquired Hangzhou SY Culture Media Co. Ltd. for CNY 4.9 million on April 16, 2024. The purchase price of the acquisition was 600,000 shares of Nocera common stock.
Nocera, Inc. (NasdaqCM:NCRA) completed the acquisition of Hangzhou SY Culture Media Co. Ltd. on April 16, 2024. Reported Earnings • Apr 02
Full year 2023 earnings released: US$0.44 loss per share (vs US$0.27 loss in FY 2022) Full year 2023 results: US$0.44 loss per share (further deteriorated from US$0.27 loss in FY 2022). Revenue: US$23.9m (up 70% from FY 2022). Net loss: US$4.29m (loss widened 100% from FY 2022). Over the last 3 years on average, earnings per share has fallen by 5% per year but the company’s share price has fallen by 39% per year, which means it is performing significantly worse than earnings. Recent Insider Transactions Derivative • Mar 11
Chief Financial Officer notifies of intention to sell stock Shun-Chih Chuang intends to sell 100k shares in the next 90 days after lodging an Intent To Sell Form on the 8th of March. If the sale is conducted around the recent share price of US$1.32, it would amount to US$132k. Since March 2023, Shun-Chih has owned 336.67k shares directly. There has only been one transaction (US$32k purchase) from insiders over the last 12 months. New Risk • Feb 02
New major risk - Market cap size The company's market capitalization is less than US$100m. Market cap: US$9.74m This is considered a minor risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$2.2m free cash flow). Earnings have declined by 52% per year over the past 5 years. Minor Risks Shareholders have been diluted in the past year (11% increase in shares outstanding). Market cap is less than US$100m (US$9.74m market cap). New Risk • Jan 18
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of American stocks, typically moving 12% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$2.2m free cash flow). Earnings have declined by 52% per year over the past 5 years. Minor Risks Share price has been volatile over the past 3 months (12% average weekly change). Shareholders have been diluted in the past year (11% increase in shares outstanding). Market cap is less than US$100m (US$13.0m market cap). Announcement • Jan 10
Nocera, Inc. Announces Chief Operating Officer Changes Nocera, Inc. announced that the company's current Chief Operating Officer, Hong-Wen (Howard) Ruan has decided to retire effective as of January 4, 2024. Feng-Hua (Howard) Chen has been appointed as the company's new Chief Operating Officer effective immediately. Chen will manage all aspects of Nocera's operations as the company continues to execute its strategic vision of creating an environmentally friendly sustainable seafood company. Mr. Chen joins Nocera with over 30 years of executive level experience in the fields of financial services, construction, sales and business development. Announcement • Dec 24
Nocera, Inc. Announces Board Changes The Board of Directors (the “Board”) of Nocera, Inc. (the “Company”) determined that as a result of Song-Yuan Teng being more involved in the day to day operations of the Company, Mr. Teng is not an independent director under the listing standards of The Nasdaq Stock Market LLC as of December 18, 2023. On December 20, 2023, Song-Yuan Teng submitted his resignation as an independent director of the Company effective as of December 18, 2023. Mr. Teng’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s financials, operations, policies or practices. On December 20, 2023, the Board appointed Song-Yuan Teng to serve as a non-independent director on the Board effective as of December 18, 2023. Song-Yuan Teng, age 35, currently serves as Chief Executive Officer of G.MCOIN Enterprises since 2021, where he oversees the strategic planning and annual growth objectives. Prior to that role, from 2017 until 2020, Mr. Teng served as the General Manager of Mingyang Venture Capital, where he was responsible for overseeing the overall management and strategic direction of the organization while driving growth and maximizing shareholder value. Prior to that, he was a Manager at Jinrongjia Consulting from 2015 until 2017, where he worked on financial and automated trading systems while supporting sales and solution managers. Prior to that, Mr. Teng was the General Manager at CFL Venture Capital from 2012 until 2014, where he developed and executed the firm’s strategic investments. Mr. Teng is qualified to serve as a director of the Company due to his executive experience in multiple consulting and banking firms. Reported Earnings • Nov 17
Third quarter 2023 earnings released: US$0.026 loss per share (vs US$0.11 loss in 3Q 2022) Third quarter 2023 results: US$0.026 loss per share (improved from US$0.11 loss in 3Q 2022). Revenue: US$7.28m (up 430% from 3Q 2022). Net loss: US$264.1k (loss narrowed 70% from 3Q 2022). Over the last 3 years on average, earnings per share has fallen by 21% per year but the company’s share price has fallen by 34% per year, which means it is performing significantly worse than earnings. Announcement • Oct 31
Nocera, Inc., Annual General Meeting, Dec 15, 2023 Nocera, Inc., Annual General Meeting, Dec 15, 2023, at 12:00 US Eastern Standard Time. Agenda: To consider and elect five Directors; to consider the appointment of Centurion ZD CPA & Co. as the independent auditor of the Company for the fiscal year ending December 31, 2023; and to consider other business matters. Announcement • Aug 04
Nocera, Inc. Receives Non-Compliance Notice From Nasdaq On July 31, 2023, Nocera, Inc. (the “Company”) received a letter from the Nasdaq Listing Qualifications Staff (“Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) therein stating that due to the resignation of Yih-Yu (“Grace”) Lei from the Company’s Audit Committee of the Board of Directors (“Board”), the Company no longer complies with Nasdaq’s audit committee requirement as set in Listing Rule 5605. As previously reported by the Company on a Current Report on Form 8-K filed with the Securities Exchange Commission on July 28, 2023, Ms. Lei resigned as a member of the Board on July 27, 2023. Ms. Lei also served as a member of the Board’s Audit Committee and Nominating and Corporate Governance Committee. Ms. Lei’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Pursuant to Nasdaq Listing Rule 5605(c)(2)(A), a listed company must have an audit committee of at least three members, each of whom must be an Independent Director as defined under Nasdaq Listing Rule 5605(a)(2) and meet the criteria for independence set in Rule 10A-3(b)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (subject to the exemptions provided in Rule 10A-3(c) under the Exchange Act). With Ms. Lei’s resignation from the Board and committees, the Company’s Audit Committee is currently comprised of only two members, Thomas A. Steele and Hui-Ying Zhuang, each of whom meets the independent requirements set in Nasdaq Rule 5605(a)(2) and Rule 10-A3(b)(1) of the Exchange Act. To regain compliance, the Board must appoint an independent director to fill the vacancy on the Audit Committee resulting from Ms. Lei’s resignation. Per the Staff’s letter and consistent with Nasdaq Listing Rule 5605(c)(4), the Company is required to evidence its compliance with Listing Rule 5605 no later than January 23, 2024 (the “Compliance Period”). In the event the Company does not regain compliance by the Compliance Period, Nasdaq rules require the Staff to provide written notification to the Company that its securities will be delisted. At that time, the Company may appeal the delisting determination to a Nasdaq Hearings Panel. The Company is currently interviewing and evaluating candidates to serve on the Board and the Audit Committee. The notice from Nasdaq has no immediate effect on the listing of the Company’s common stock, and its common stock will continue to be listed on The Nasdaq Capital Market. Announcement • Jul 21
Nocera, Inc. Names Cheng Lu Min Huay to its Board of Directors Nocera, Inc. announced that on July 13, 2023 the Company elected Cheng Lu Min Huay to the Board of Directors. With a broad range of experience spanning multiple industries and continents, Ms. Cheng brings an unparalleled depth of knowledge in both international trading and food and beverage sectors. For well over 15 years, Ms. Cheng worked as the chairman for Dalien Corp, a Taiwan-based trading company. Dalien Corp. was primarily involved in the trading of cosmetic goods and female accessories between Taiwan and Europe. Ms. Cheng's leadership proved to be integral to the company's success during this period. New Risk • Jun 09
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 57% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-US$2.6m free cash flow). Earnings have declined by 72% per year over the past 5 years. Shareholders have been substantially diluted in the past year (57% increase in shares outstanding). Minor Risks Share price has been volatile over the past 3 months (10% average weekly change). Market cap is less than US$100m (US$17.6m market cap). Announcement • Jun 08
Nocera, Inc. (NasdaqCM:NCRA) acquired Zhe Jiang Xin Shui Hu Digital Information, Ltd. Nocera, Inc. (NasdaqCM:NCRA) acquired Zhe Jiang Xin Shui Hu Digital Information, Ltd. on June 6, 2023.Nocera, Inc. (NasdaqCM:NCRA) completed the acquisition of Zhe Jiang Xin Shui Hu Digital Information, Ltd. on June 6, 2023. Reported Earnings • May 18
First quarter 2023 earnings released: US$0.11 loss per share (vs US$0.11 loss in 1Q 2022) First quarter 2023 results: US$0.11 loss per share. Revenue: US$3.84m (up 32% from 1Q 2022). Net loss: US$987.6k (loss widened 23% from 1Q 2022). Breakeven Date Change • Feb 14
Forecast to breakeven in 2023 The analyst covering Nocera expects the company to break even for the first time. New forecast suggests the company will make a profit of US$7.30m in 2023. Average annual earnings growth of 116% is required to achieve expected profit on schedule. Announcement • Dec 15
Nocera, Inc. Provides Revenue Guidance for the Year 2023 Nocera, Inc. provided revenue guidance for the year 2023. For the year, The company expects to achieve goal of increasing total revenue in 2023 and estimate that it will achieve between $36 to $40 million in total revenue. The business-to-consumer sales will increase to 10% of total sales revenue in 2023 but carries a significant profit margin increase. Announcement • Nov 18
Nocera, Inc. Provides Revenue Guidance for the Year 2022 Nocera, Inc. provided revenue guidance for the year 2022. The company is on target to achieve its 2022 gross revenue of $14-$15 million. Announcement • Nov 15
Nocera, Inc. announced delayed 10-Q filing On 11/14/2022, Nocera, Inc. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Sep 30
Nocera, Inc. (NasdaqCM:NCRA) entered a purchase agreement to acquire a 51% controlling interest in iTake Inc. for $0.3 million. Nocera, Inc. (NasdaqCM:NCRA) entered a purchase agreement to acquire a 51% controlling interest in iTake Inc. for $0.3 million on September 26, 2022. The purchase price of iTtake's controlling interest is $0.2 million plus $0.1 million class A warrants. The transaction is anticipated to close by November 15, 2022. Announcement • Sep 09
Nocera, Inc. (NasdaqCM:NCRA) acquired 80% stake in Meixin Institutional Food Development Co., Ltd. for $4.3 million. Nocera, Inc. (NasdaqCM:NCRA) acquired 80% stake in Meixin Institutional Food Development Co., Ltd. for $4.3 million on September 8, 2022.
Nocera, Inc. (NasdaqCM:NCRA) completed the acquisition of 80% stake in Meixin Institutional Food Development Co., Ltd. on September 8, 2022. Reported Earnings • Aug 18
Second quarter 2022 earnings released: US$0.036 loss per share (vs US$0.045 loss in 2Q 2021) Second quarter 2022 results: US$0.036 loss per share. Revenue: US$2.18m (up 72% from 2Q 2021). Net loss: US$384.0k (loss widened 41% from 2Q 2021). Over the next year, revenue is forecast to grow 146%, compared to a 17% growth forecast for the Machinery industry in the US. Announcement • Aug 12
Nocera, Inc. has completed a Composite Units Offering in the amount of $6.58 million. Nocera, Inc. has completed a Composite Units Offering in the amount of $6.58 million.
Security Name: Units
Security Type: Equity/Derivative Unit
Securities Offered: 1,880,000
Price\Range: $3.5
Discount Per Security: $0.28 Board Change • Aug 11
High number of new and inexperienced directors There are 4 new directors who have joined the board in the last 3 years. The company's board is composed of: 4 new directors. 1 experienced director. No highly experienced directors. CEO, President & Chairman of the Board Jeff Cheng is the most experienced director on the board, commencing their role in 2018. The company’s lack of experienced directors is considered a risk according to the Simply Wall St Risk Model. Board Change • Jul 28
High number of new and inexperienced directors There are 4 new directors who have joined the board in the last 3 years. The company's board is composed of: 4 new directors. 1 experienced director. No highly experienced directors. CEO, President & Chairman of the Board Jeff Cheng is the most experienced director on the board, commencing their role in 2018. The company’s lack of experienced directors is considered a risk according to the Simply Wall St Risk Model. Announcement • Mar 31
Nocera, Inc. announced delayed annual 10-K filing On 03/30/2021, Nocera, Inc. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Announcement • Mar 12
Nocera, Inc. to Co-Develop 60 Hectares of Green Energy Industrial Park of Taixi Township in Support of Taiwan Government’s Green Energy Policy Nocera Inc. announced that Nocera Taiwan has signed an agreement with Linshan Trading Co. Ltd., to cooperate and develop with the Yunlin County Government and J&V Energy Technology Co. Ltd. 60 hectares of land to build a Green Energy Industrial Park in Taixi Township. The project will integrate innovative aquaculture-solutions and electricity technologies. The two companies will be cooperating to build Asia’s large indoor recirculating aquaculture industrial park. 