NASDAQ: LSH

Quanome Technologies, Inc.

CIK 0001996192 · SIC 4731 · Freight Transportation Arrangement

Micro Revenue $6M Assets $12M as of Oct 11, 2026

Our business currently consists of three principal areas of focus: (i) our established, revenue-generating pharmaceutical distribution operations through Hupan Pharmaceutical; (ii) our recently initiated strategic focus on quantum-related and certain other advanced technology activities, which… About this business →

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8-K Filed Oct 9, 2026 · Period ending Oct 8, 2026

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8-K Filed Oct 5, 2026 · Period ending Sep 29, 2026

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8-K Filed Oct 1, 2026 · Period ending Sep 28, 2026

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10-K Filed Sep 25, 2026 · Period ending Jun 30, 2026

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8-K Filed Sep 23, 2026 · Period ending Sep 23, 2026

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8-K Filed Sep 21, 2026 · Period ending Sep 21, 2026

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8-K Filed Sep 21, 2026 · Period ending Sep 16, 2026

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8-K Filed Aug 20, 2026 · Period ending Aug 20, 2026

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8-K Filed Aug 5, 2026 · Period ending Aug 5, 2026

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8-K Filed Aug 4, 2026 · Period ending Aug 3, 2026

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8-K Filed Jul 10, 2026 · Period ending Jul 9, 2026

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8-K Filed Jul 7, 2026 · Period ending Jul 2, 2026

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8-K Filed Jun 5, 2026 · Period ending Jun 2, 2026

Lakeside Holding transitions to single CEO as Henry Liu resigns from co-CEO role

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10-Q Filed May 19, 2026 · Period ending Mar 31, 2026 Standing risk

revenue $1.3M, net income $142,408. Lakeside exits U.S. freight business, pivots to China pharma; loan drives liquidity

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10-Q Filed Feb 19, 2026 · Period ending Dec 31, 2025

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8-K Filed Feb 18, 2026 · Period ending Feb 12, 2026

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8-K Filed Jan 9, 2026 · Period ending Jan 7, 2026

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8-K Filed Jan 5, 2026 · Period ending Dec 29, 2025

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10-K Filed Oct 14, 2025 · Period ending Jun 30, 2025

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10-Q Filed May 15, 2025 · Period ending Mar 31, 2025

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424B3 Filed Apr 22, 2025

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S-1/A Filed Apr 4, 2025

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S-1 Filed Mar 19, 2025

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10-K Filed Sep 30, 2024 · Period ending Jun 30, 2024

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424B4 Filed Jun 28, 2024

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S-1/A Filed Jun 26, 2024

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S-1/A Filed Jun 21, 2024

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S-1 Filed Apr 1, 2024

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Latest financial statements

From 10-K filed Sep 25, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

consolidated statements of operations and comprehensive loss

Description Years ended June 30, 2026 Years ended June 30, 2025
Revenue 5,850,681 2,762,465
Cost of revenue 2,535,639 1,212,318
Gross profit 3,315,042 1,550,147
Operating expenses:
Selling expenses 2,642,667 393,290
General and administrative expenses 5,689,682 2,614,499
Provision of allowance for expected credit loss on accounts receivable 58,801 32,807
Write-off of supplier advance 2,859,594
Provision of allowance for expected credit loss on loan receivable 2,256,647 -
Total operating expenses 13,507,391 3,040,596
Loss from operations (10,192,349) (1,490,449)
Other income (expense)
Other income, net 295,299 33,217
Interest expense (149,657) (229,254)
Total other income (expense) 145,642 (196,037)
Loss before income taxes (10,046,707) (1,686,486)
Income tax expense 91,711 212,296
Net loss from continuing operations (10,138,418) (1,898,782)
Income (loss) from discontinued operation, net of tax provision:
Loss from discontinued operation before the sale of ABL Chicago (1,901,927) (3,347,354)
Gain on sale of ABL Chicago 2,556,315 -
Net income (loss) from discontinued operation 654,388 (3,347,354)
Net Loss (9,484,030) (5,246,136)

Consolidated Balance Sheets

Description As of June 30, 2026 As of June 30, 2025
ASSETS
CURRENT ASSETS
Cash 670,281 4,814,872
Accounts receivable, net of credit loss allowance of $95,494 and $33,039 1,136,315 1,406,920
Note receivable - 65,152
Prepaid expense, deposit and other receivable, net 1,334,026 221,993
Inventories, net 196,638 96,534
Right of return asset 501,395 141,687
Loan receivable from third parties, net of credit loss allowance of $2,256,647 and nil 7,181,337 11,380
Current assets from discontinued operation - 3,520,388
Total current assets 11,019,992 10,278,926
NON-CURRENT ASSETS
Property and equipment at cost, net of accumulated depreciation 191,072 160,602
Intangible assets, net 279,956 365,440
Right of use operating lease assets, net 159,236 271,273
Deposit 4,311 38,934
Non-current assets from discontinued operation - 3,290,286
Total non-current assets 634,575 4,126,535
TOTAL ASSETS 11,654,567 14,405,461
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payables 650,585 1,018,228
Accrued liabilities and other payables 1,972,537 1,161,864
Current portion of obligations under operating leases 43,749 108,817
Loan payable, current 187,750 262,870
Contract liabilities 72,297 15,355
Income tax payable 404,945 233,078
Due to a related party 220,220 -
Convertible debts current 85,085 910,675
Refund liabilities 849,821 77,235
Current liabilities from discontinued operation - 5,877,931
Total current liabilities 4,486,989 9,666,053
NON-CURRENT LIABILITIES
Loan payable, non-current 46,277 -
Deferred tax liabilities - 83,100
Obligations under operating leases, non-current 115,487 150,823
Non-current liabilities from discontinued operation - 1,659,800
Total non-current liabilities 161,764 1,893,723
TOTAL LIABILITIES 4,648,753 11,559,776
Commitments and Contingencies
EQUITY
Common stocks, $0.0001 par value, 200,000,000 shares authorized, 34,427,559 and 10,500,000 issued and outstanding as of June 30, 2026 and 2025, respectively 3,443 1,050
Subscription receivable (1,427,769) -
Additional paid-in capital 22,681,315 8,084,275
Statutory reserve 63,416 63,416
Deficits (14,799,401) (5,315,371)
Accumulated other comprehensive income 484,810 12,315
Total equity 7,005,814 2,845,685
TOTAL LIABILITIES AND EQUITY 11,654,567 14,405,461

Consolidated Statements of Cash Flows

Description Years ended June 30, 2026 Years ended June 30, 2025
Cash flows from operating activities:
Net loss (9,484,030) (5,246,136)
Less: Income (Loss) from discontinued operation, net of tax provision 654,388 (3,347,354)
Net loss from continuing operations (10,138,418) (1,898,782)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation 52,012 15,809
Amortization of intangible asset 85,484 53,427
Lease expense of operating lease assets 94,413 80,419
Provision of allowance for expected credit loss on accounts receivable 58,801 32,807
Provision of allowance for expected credit loss on loan receivable 2,256,647 -
Write-off of supplier advance 2,859,594 -
Amortization of discount and bond issuance cost 109,753 138,994
Accrued interest expense of convertible debt 10,338 39,804
Deferred tax expense (82,900) (21,559)
Interest income (268,711) (28,120)
Stock-based compensation expense for consulting services 3,254,580 -
Changes in operating assets and liabilities:
Accounts receivable 279,861 (1,439,727)
Note receivables 66,732 (65,152)
Inventories (91,890) (96,534)
Right of return asset (341,296) (141,687)
Prepayment, deposit and other receivable (2,840,631) (150,919)
Accounts payables (411,766) 1,018,228
Contract liabilities 54,409 15,355
Accrued expense and other payables 772,122 1,450,463
Due to a related party 220,220 -
Refund liabilities 745,330 77,235
Income tax payable 154,119 233,078
Operating lease liabilities (82,497) (91,969)
Net cash used in operating activities from continuing operations (3,183,694) (778,830)
Cash flows from investing activities:
Purchase of furniture and equipment (2,048) (20,436)
Payment for leasehold improvement - (50,741)
Cash payment for assets acquisition - (552,721)
Cash acquired from assets acquisition - 276,365
Loan to a third party (9,150,361) -
Interest received from loan to third parties - 16,740
Net cash used in investing activities from continuing operations (9,152,409) (330,793)
Cash flows from financing activities:
Proceeds from loan borrowing - 162,942
Repayment of loans (23,946) -
Net proceeds from issuance of convertible notes - 1,170,513
Repayment of principal of convertible debt (432,948) (296,852)
Repayment of equipment and vehicle loans (11,695) -
Proceeds from initial public offering, net of share issuance costs - 5,351,581
Proceeds from a private placement 8,236,231 2,999,700
Repayment to shareholders - (805,946)
Net cash provided by financing activities from continuing operations 7,767,642 8,581,938
CASH FLOWS FROM DISCONTINUED OPERATION
Operating activities (1,383,504) (1,876,176)
Investing activities - (357,468)
Financing activities 1,409,852 (415,473)
Cash outflow in connection with sales of ABL Chicago (167,536) -
Net cash used in discontinued operation (141,188) (2,649,117)
Effect of exchange rate changes on cash 423,870 9,312
Net (decrease) increase in cash (4,285,779) 4,832,510
Cash, beginning of the year continuing operation 4,814,872 2,000
Cash, beginning of the year discontinued operation 141,188 121,550
Total cash, beginning of the year 4,956,060 123,550
Cash, end of the year 670,281 4,956,060
Less: cash and cash equivalents of discontinued operations - 141,188
Cash, end of the year for continuing operations 670,281 4,814,872
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income tax 18,009 2,415
Cash paid for interest 455,152 176,679
NON-CASH ACTIVITIES
Issuance of common shares in exchange for consulting service 4,422,700 -
Convertible notes converted to common shares 512,733 -
Addition to property and equipment included in loan payable 69,219 102,235
Property disposal through loan payable - 93,770
Right of use assets obtained in exchange for operating lease obligations - 1,451,938
Right of use assets obtained in exchange for finance lease obligation - 89,003
Additions to property and equipment through accounts payable and other payable - 20,552
Additions to leasehold improvement through accounts payable and other payable - 84,794
Due to shareholder offset against loan receivables from a third party - 243,982
Due to shareholder offset against loan receivables related parties - 311,185

Amounts as printed on the EDGAR/iXBRL face. Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

About Quanome Technologies, Inc.

Source: Item 1 (Business) from the 10-K filed September 25, 2026. Description as filed by the company with the SEC.

Item 1. Business.

Overview

Our business currently consists of three principal areas of focus: (i) our established, revenue-generating pharmaceutical distribution operations through Hupan Pharmaceutical; (ii) our recently initiated strategic focus on quantum-related and certain other advanced technology activities, which remains in the development and evaluation stage and has not generated revenue as of the date of this report; and (iii) our recently initiated efforts to provide dedicated AI compute capacity and managed inference services, which remain in the preliminary stage and have not resulted in executed customer contracts or generated revenue as of the date of this report.

Prior to February 12, 2026, in addition to engaging in the distribution of pharmaceutical products through Hupan Pharmaceutical, we also operated as a U.S.-based integrated cross-border supply chain solutions provider with a strategic focus on the Asian market. On February 12, 2026, we transferred the operations of ABL Chicago to an unrelated third party, which obtained operational control and substantially all economic interests associated with the business. Following the transfer, we ceased substantive involvement in ABL Chicago’s cross-border freight forwarding and logistics business.

Our revenue from continuing pharmaceutical operations was primarily derived from selling infusion products, foods for special medical purposes, and specialty pharmaceuticals to hospitals, pharmaceutical distributors and other healthcare providers.

Read full description ↓

The Company is evaluating opportunities to reposition its business from traditional pharmaceutical distribution services toward quantum-related technologies and applications, including those involving quantum computing, artificial intelligence, advanced simulation and intelligent systems. The Company intends to conduct these activities through its subsidiary, Quantum Nexus. As part of this strategic initiative, the Company is evaluating and developing computational capabilities through Quantum Nexus that may have applications across various industries, including therapeutic discovery, healthcare, advanced materials, energy and cybersecurity. The Company may also pursue collaborations, acquisitions or other strategic transactions involving technology providers, laboratories, research teams and other parties engaged in these or related fields. As of the date of this report, the Company has not entered into any definitive agreement with respect to any such transaction, and there can be no assurance that any transaction will be consummated or, if consummated, as to its timing or terms. As of the date of this report, the Company has not generated any revenue from these activities.

To align with this strategic direction, effective August 3, 2026, the Company changed its corporate name from Lakeside Holding Limited to Quanome Technologies, Inc. Beginning with the opening of trading on August 4, 2026, the Company’s common stock began trading on the Nasdaq Capital Market under the Company’s new corporate name and the new ticker symbol “QNME.”

In addition to our initiatives in quantum-related technologies and applications, the Company is actively exploring the deployment of dedicated AI compute and inference capabilities. Beginning in September 2026, the Company, through its indirectly wholly owned subsidiary, XDT Infrastructure I, LLC, a Delaware limited liability company (“XDT”), commenced activities relating to the provision of artificial intelligence compute capacity and managed inference services. Under this business model, the Company’s subsidiary procures, owns and operates servers and related computing infrastructure for its own account, and makes capacity on that infrastructure available to customers as a service. Capacity allocated to a customer is logically and operationally segregated from capacity allocated to other customers, with the level of segregation depending on the applicable customer arrangement. Customers may specify the artificial intelligence models to be deployed on the capacity allocated to them, subject to technical compatibility, licensing and other applicable requirements, as well as the Company’s operation of the underlying infrastructure. XDT’s role is primarily to provide and operate the underlying computing infrastructure and managed inference environment. As of the date of this report, the Company does not plan to develop or train proprietary AI models and does not use customer-provided content to train models unless separately authorized by the applicable customer.

Our Solutions and Services

Pharmaceutical Distribution

Subsequent to the disposal of ABL Chicago, substantially all of our business is operated through Hupan Pharmaceutical. Our current operations are positioned in the midstream segment of the pharmaceutical industrial ecosystem, operating between upstream pharmaceutical manufacturers and downstream medical end customers. We do not manufacture the products that we distribute. We source products from multiple manufacturers and suppliers, and distribute them primarily to hospitals, pharmaceutical distributors and other healthcare providers. Our principal product categories currently include infusion products, foods for special medical purposes, and specialty pharmaceuticals.

Our distribution activities generally involve identifying products suitable for our customer base, coordinating procurement from manufacturers and suppliers, arranging orders and facilitating delivery through logistics and warehousing service providers. Our ability to conduct these activities depends on our relationships with manufacturers, suppliers, agents, customers and other service providers involved in the distribution process.

We conduct sales primarily through agents who assist with customer development, order coordination and ongoing customer relationships. Our sales process may involve hospital procurement procedures, distributor purchase orders, government or regional bidding programs and other applicable procurement arrangements. During the fiscal year ended June 30, 2026, we recognized revenue from more than 60 customers, approximately four of whom accounted for more than 10% of our total revenue each.

1

Changes in procurement prices, bidding cycles, hospital demand, government price controls, healthcare reforms, and product availability may lead to fluctuations in our revenue and gross profit margins. In addition, market price competition and participation in government procurement programs may compress profit margins. Because profitability varies among our product categories, adjusting the revenue mix of our product offerings may partially offset such margin pressure.

Meanwhile, we expect to capture additional business growth opportunities and access new business segments in response to industry developments, such as population aging, increased sales volume of innovative and biologic drugs, rising demand for hospital supply, processing and distribution services, expansion of primary medical institutions and direct-to-patient specialty pharmacies, growing demand for professional pharmaceutical logistics services, and consolidation in the pharmaceutical distribution industry. Our ability to pursue these opportunities will depend on, among other factors, customer demand, regulatory requirements, supplier relationships, available capital and our operational capabilities.

Competition

The pharmaceutical distribution industry in China is competitive, with participants operating across the upstream, midstream and downstream segments of the pharmaceutical supply chain. We may compete with national and regional pharmaceutical distributors, wholesalers, specialized distribution and logistics service providers and other companies offering similar products or services. Competition is generally based on factors including product availability and breadth, pricing, supplier and customer relationships, access to hospitals and other healthcare institutions, geographic coverage, procurement and bidding capabilities, logistics and fulfillment capabilities, regulatory qualifications, financial resources, service quality and reputation. Certain competitors may have greater financial resources, broader distribution networks, stronger purchasing power or more established supplier and customer relationships than we do. Our ability to compete depends on, among other things, our ability to maintain relationships with suppliers and customers, secure suitable products on commercially acceptable terms, provide reliable services and respond to changes in market demand and applicable healthcare and procurement policies.

Sales and Marketing

We market and sell products primarily through our sales personnel and agents, who are responsible for customer development, order coordination and maintaining relationships with existing and prospective customers. Our sales and marketing efforts are focused on maintaining long-term relationships with existing customers, understanding their product and procurement needs, identifying potential new customers and expanding sales opportunities within our existing customer base.

Seasonality

We have not experienced material seasonality in our pharmaceutical distribution business, although our results may fluctuate from period to period due to procurement cycles, customer demand, product availability and other factors.

AI Compute Capacity and Managed Inference Services

Beginning in September 2026, the Company, through its indirectly wholly owned subsidiary, XDT Infrastructure I, LLC, a Delaware limited liability company, commenced activities relating to the provision of artificial intelligence compute capacity and managed inference services. These activities remain in an early stage and have not resulted in executed customer contracts or generated revenue as of the date of this report.

Under this business model, the Company’s subsidiary procures, owns and operates servers and related computing infrastructure for its own account, and makes capacity on that infrastructure available to customers as a service. Capacity allocated to a customer is logically and operationally segregated from capacity allocated to other customers, with the level of segregation depending on the applicable customer arrangement. Customers may specify the artificial intelligence models to be deployed on the capacity allocated to them, which may include customer-provided or appropriately licensed third-party models, subject to technical compatibility, licensing and other applicable requirements, while XDT operates the underlying computing infrastructure and managed inference environment.

The Company’s current business model is generally structured around infrastructure capacity. XDT manages the underlying servers, hardware environment and related operational infrastructure, deploys or supports deployment of customer-selected models, and makes the resulting inference capacity available to customers through a managed application programming interface, or API. Customers are generally entitled to the outputs generated by the capacity allocated to them during the applicable service period.

The Company’s principal service commitment under this model is focused on the availability and operation of the dedicated computing infrastructure rather than a guaranteed amount of token output, throughput or latency. Actual token generation and inference performance may vary depending on a number of factors, including the hardware configuration, model architecture, model size, software stack, customer workload, networking conditions and other technical factors. Accordingly, the Company does not currently intend to guarantee a specified quantity of tokens or a particular level of model performance unless otherwise expressly agreed with a customer.

The Company expects this business to generate revenue primarily through fees for compute capacity and related managed infrastructure services, which may include server operation, hosting, model deployment support, API access, monitoring and related technical services. The Company may in the future expand the scope of these services to include additional model optimization, inference management, software orchestration or other AI infrastructure services, depending on customer demand and the availability of suitable computing resources. As of the date of this report, the Company does not plan to develop or train proprietary AI models and does not use customer-provided content to train models unless separately authorized by the applicable customer.

2

Depending on the applicable customer arrangement and the infrastructure available from upstream providers, customer workloads may be deployed either on dedicated capacity with physical segregation or on shared infrastructure with logical segregation. In a dedicated configuration, the computing resources allocated to a customer may be deployed on dedicated nodes, GPUs and local storage, and may also be housed in dedicated racks or cages with separate network and storage resources and applicable physical access controls. In a shared configuration, customer workloads may operate on shared underlying hardware but are segregated through measures such as separate credentials, resource quotas, logging and defined storage scopes. The applicable segregation model is determined by the relevant customer agreement and available infrastructure arrangements. The use of dedicated or physically segregated infrastructure does not affect ownership of customer data, which remains with the applicable customer.

As of the date of this annual report, the Company has entered into an agreement to purchase 32 servers designed for high-performance artificial intelligence computing workloads. The Company has not yet generated any revenue from this business and has no executed customer contract as of the date of this annual report. The Company is evaluating customer opportunities, negotiating capacity arrangements, and expanding its technical team and infrastructure capabilities. The business remains at an early stage, and there can be no assurance that the Company will be able to scale these operations, secure sufficient computing resources, attract customers or generate meaningful revenue from this business.

Initiatives in Quantum-Related Technologies and Applications

Starting in the second half of 2026, through our wholly owned subsidiary, Quantum Nexus, we began evaluating opportunities involving the implementation of our quantum application strategy by leveraging third-party technology and development resources to evaluate and develop quantum-related and certain other advanced technology activities across various industries. These activities remain in the development and evaluation stage.

In August 2026, we announced the establishment of our Global Quantum Council and Scientific Advisory Network as part of our broader strategy to expand our access to scientific and technical expertise and identify potential opportunities involving quantum science and related advanced technologies. Through these advisory platforms, we intend to deepen our understanding of emerging technologies, support scientific evaluation and explore potential research collaborations, strategic partnerships, commercial initiatives and investment opportunities. We have begun identifying potential subject matter experts in these areas and expect to formalize certain relationships over time. The Global Quantum Council and Scientific Advisory Network are advisory initiatives and do not, by themselves, constitute separate operating businesses.

As of the date of this report, we have not generated any revenue from these activities. We will continue to assess the technologies, potential use cases, market opportunities and resources that may be required to pursue this strategy. There can be no assurance that our evaluation and development efforts will result in a commercially viable business, product or service.

Our Operations in the PRC

As of the date of this report, substantially all of our business is operated through Hupan Pharmaceutical, our operating subsidiary in the PRC, which is wholly owned by Sichuan Hupan, our intermediate holding company in the PRC. Such structure involves unique legal and operational risks to investors in our common stock. In particular, the PRC government has significant authority to exert influence on the ability of a company with substantive operations in the PRC, such as us, to conduct its business, accept foreign investments or list on a U.S. or other foreign exchanges. For example, we face risks associated with regulatory approvals of offshore offerings, anti-monopoly regulatory actions, and oversight on cybersecurity and data privacy. Such risks could result in a material change in our operations and/or the value of our common stock or could significantly limit or completely hinder our ability to offer or continue to offer our common stock to investors and cause the value of such common stock to significantly decline or become worthless.

The PRC government has significant oversight over the conduct of our PRC business, and its laws, regulations and policies may intervene or influence our operations at any time, which could result in a material change in our operations and in the value of the securities we are registering, and could cause the value of our securities to significantly decline or become worthless. The PRC government has recently published new policies that affected certain industries with respect to matters such as cybersecurity, data privacy, antitrust and competition, foreign investments, and overseas listings, and we cannot rule out the possibility that it will in the future release regulations or policies regarding our industry that could adversely affect our business, financial condition and results of operations. Furthermore, the PRC regulatory authorities have recently issued new laws and regulations to exert more oversight and control over overseas securities offerings and other capital markets activities and foreign investment in PRC-based companies. Any such action, once taken by the PRC regulatory authorities, could significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or become worthless.

3

Our ability to transfer cash within our corporate group and to distribute earnings to our shareholders is subject to applicable PRC laws and regulations governing foreign exchange and cross-border remittances. As a Nevada holding company, we may rely on dividends and other distributions from Hupan Pharmaceutical to fund our operations, satisfy our cash and financing requirements and make distributions to our shareholders. The ability of Hupan Pharmaceutical to make such distributions may also be subject to restrictions under applicable debt arrangements, if any. Accordingly, our ability to transfer funds from our PRC subsidiary to Quanome or to U.S. investors may be limited.

We are subject to a number of prohibitions, restrictions and potential delisting risks under the HFCAA. Pursuant to the HFCAA and related regulations, if we have filed an audit report issued by a registered public accounting firm that the PCAOB has determined that it is unable to inspect and investigate completely, the SEC will identify us as a “Commission-identified Issuer,” and the trading of our securities on any U.S. national securities exchange, as well as any over-the-counter trading in the United States, will be prohibited if we are identified as a Commission-identified Issuer for two consecutive years. Our independent registered public accounting firm is headquartered in Denver, Colorado, and has been inspected by the PCAOB on a regular basis. Notwithstanding the foregoing, in the future, if there is any regulatory change or step taken by PRC regulators that does not permit our auditor to provide audit documentations located in China to the PCAOB for inspection or investigation, you may be deprived of the benefits of such inspection which could result in limitation or restrictions on our access to the U.S. capital markets and trading of our securities.

Cash Transfer and Dividend Distribution

Quanome may transfer cash to its PRC and Cayman Islands subsidiaries through capital contributions, intra-group loans and other permissible arrangements. In particular, Quanome may transfer funds to Sichuan Hupan, our wholly owned intermediate holding company in the PRC, which may in turn transfer such funds to Hupan Pharmaceutical, our PRC operating subsidiary, through capital contributions, intra-group loans or other permissible arrangements to fund Hupan Pharmaceutical’s operations and working capital needs. Cash may also be transferred through our organization by way of intra-group transactions to pay for services or goods provided, subject to applicable laws and regulations. If Hupan Pharmaceutical realizes accumulated after-tax profits, it may, upon satisfaction of applicable statutory conditions and procedures, pay dividends or make other distributions to Sichuan Hupan as its shareholder. Sichuan Hupan may, in turn, subject to applicable PRC laws and foreign exchange requirements, pay dividends or make other distributions to Quanome. Similarly, our Cayman Islands subsidiaries may, subject to applicable laws and the availability of legally distributable funds, make dividends or other distributions to Quanome. With legally available funds, Quanome may pay dividends or make other distributions to its stockholders, including U.S. investors and service any debt it may have incurred.

As of the date of this report, Quanome has provided approximately US$12.7 million in aggregate funding to its PRC subsidiaries. A portion of such funding was retained by Sichuan Hupan, and a portion was transferred to Hupan Pharmaceutical, in each case to support the daily operations and working capital needs of the PRC subsidiaries. Quanome has not transferred any cash to its Cayman Islands subsidiaries. As of the date of this report, other than the cash funding described above, no assets were transferred between Quanome and any of its subsidiaries. No subsidiaries paid any dividends or made any other distributions to Quanome, and Quanome did not pay any dividends or make any other distributions to its stockholders, including U.S. investors. Quanome and its subsidiaries currently do not maintain a formal cash management policy governing transfers of funds within the organization.

Under PRC laws and regulations, we are subject to restrictions on foreign exchange and cross-border cash transfers, including to U.S. investors. Our ability to distribute earnings to Quanome and U.S. investors is also limited. Quanome is a Nevada holding company, and it may rely on dividends and other distributions on equity paid by its PRC subsidiaries for its cash and financing requirements, including the funds necessary to pay dividends and other cash distributions to its shareholders and service any debt it may incur. When the PRC subsidiaries incur debt on their own behalf, the instruments governing the debt may restrict their ability to pay dividends or make other distributions to Quanome. Under PRC laws and regulations, the PRC subsidiaries may pay dividends only out of their respective accumulated profits as determined in accordance with PRC accounting standards and regulations. In addition, a PRC company is required to set aside at least 10% of its after-tax profits each year, if any, to fund a certain statutory reserve fund, until the aggregate amount of such fund reaches 50% of its registered capital. At its discretion, a PRC company may allocate a portion of its after-tax profits based on PRC accounting standards to a staff welfare and bonus fund. These reserve fund and staff welfare and bonus fund cannot be distributed to Quanome as dividends. In addition, our PRC operating subsidiary generate its revenue primarily in Renminbi, which is not freely convertible into other currencies. As a result, any restriction on currency exchange may limit the ability of the PRC subsidiaries to pay dividends to Quanome.

Employees

Our people are key to our success. As of June 30, 2026, we had a total workforce of 27 full-time employees across various functions. On occasion, we engage independent contractors to support our efforts. None of our employees are represented by labor unions or work under any collective bargaining agreements. We have not experienced any work stoppages, and we believe that our employee relations are strong.

We work diligently to create an equitable and inclusive work environment for our diverse group of people who are young, energetic, highly educated and multi-lingual. We provide equal opportunities for growth, success, promotion, learning and development, and aim to achieve parity in the way we organize and manage operations. We are focused on building support across all functions and individuals, ensuring everyone has a voice, and treats each other with respect.

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Government Regulations

As a company with business operations in the United States and China, subsidiaries organized in other jurisdictions, including the Cayman Islands, and potential customers, suppliers, service providers and other counterparties located in various countries and regions, our operations are substantially governed by applicable U.S. federal and state laws and regulations and applicable PRC laws and regulations, and may also be subject to the laws and regulations of other jurisdictions depending on the nature and location of the relevant activities and counterparties. We are required to obtain certain licenses, permits and approvals from the relevant governmental authorities in order to operate our business, including, where applicable, licenses and approvals relating to the distribution of pharmaceutical products in China, such as the Pharmaceutical Operation License. Our developing artificial intelligence infrastructure and managed inference activities may also be subject to U.S. export control, sanctions, data protection, cybersecurity and other regulatory requirements, depending on the technologies involved, the jurisdictions and industries of our customers, suppliers and other counterparties, and the applicable end users and end uses. To the extent material to our understanding, as of the date of this report, we believe that we have obtained all licenses, permits and approvals from the relevant governmental authorities necessary for our existing business operations in the jurisdictions in which we currently conduct material operations. Given the uncertainties of interpretation and implementation of relevant laws and regulations and the enforcement practice by relevant government authorities, and the promulgation of new laws and regulations and amendment to the existing ones, we may be required to obtain additional licenses, permits, registrations, filings or approvals for our business operations in the future. We cannot assure you that we will be able to obtain, in a timely manner or at all, or maintain such licenses, permits or approvals, and we or the affiliated entities may also inadvertently conclude that such permissions or approvals are not required. Any lack of or failure to maintain requisite approvals, licenses or permits applicable to us or the affiliated entities may have a material adverse impact on our business, results of operations, financial condition and prospects and cause the value of any securities we offer to significantly decline or become worthless.

This section provides an overview of the key regulations and legal considerations that we believe are material to an understanding of our current business. To the extent material to our understanding, we do not believe any current governmental regulations impose material restraints on our business operations as of the date of this annual report. We further acknowledge that, in the course of our operations, we are committed to complying with applicable laws and regulations in the jurisdictions in which we operate, including applicable data protection laws and regulations that govern the privacy and security of the data we handle.

Permissions Required for Our PRC Operations

As of the date of this report, we believe Hupan Pharmaceutical has obtained all of the material licenses, permits, filings and qualifications required for its current business operations. Each such license, permit, filing, and qualification remains in full force and effect, and none has been denied, revoked, suspended or, to our knowledge, is subject to any pending revocation or suspension proceeding. These licenses, permits and filings include the business license (营业执照), the Drug Business License (药品经营许可证), the Medical Device Business License (医疗器械经营许可证), the Class II Medical Device Business Filing Certificate (第二类医疗器械经营备案凭证) and the Food Business License (食品经营许可证), among others. Sichuan Hupan holds a business license and, as an intermediate holding company that does not conduct operating activities, is not required to hold additional operating licenses or permits. Our subsidiaries do not develop, manufacture or hold marketing authorization for any of the products they distribute; accordingly, drug registration certificates, drug marketing authorization holder status and drug manufacturing licenses are held by, and remain the responsibility of, the manufacturers and marketing authorization holders from which they source. Given the changes and developments of interpretation and implementation of relevant laws and regulations and the enforcement practice by relevant government authorities, we or our subsidiaries may be required to obtain additional licenses, permits or approvals or complete additional filings for business operations in the future, including if we expand the range of products we distribute or the geographic scope of our operations. If any of our subsidiaries is found to be in violation of any existing or future laws or regulations, or fails to obtain or maintain any of the required permits or approvals in a timely manner, or at all, the competent regulatory authorities would have discretion to take action regarding such violations or failures.

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PRC Cybersecurity Review

On December 28, 2021, the CAC and 12 other PRC government authorities jointly published the amended Cybersecurity Review Measures, which came into effect on February 15, 2022. The final Cybersecurity Review Measures provide that a “network platform operator” that possesses personal information of more than one million users and seeks a listing in a foreign country must apply for a cybersecurity review. Further, the competent PRC governmental authorities have the authority to initiate a cybersecurity review even without a specific application against a company if they determine certain network products, services or data processing activities of such company affect or may affect national security.

As of the date of this report, neither we nor any of our PRC subsidiaries has been notified by any PRC regulatory authority that it is a “critical information infrastructure operator,” a “network platform operator” or a “data processor” subject to cybersecurity review, and neither we nor any of our PRC subsidiaries has applied for or been required to apply for a cybersecurity review. We do not believe that Hupan Pharmaceutical is required to apply for a cybersecurity review in connection with any future offering under this registration statement or supplements because it is not a network platform operator and has not processed, and does not expect in the foreseeable future to process, the personal information of more than one million users. No cybersecurity review has been applied for and denied. This conclusion is subject to uncertainty as to how the Cybersecurity Review Measures and the Regulation on Network Data Security Management (the “Network Data Regulations”) will be interpreted and enforced.

CSRC Filing Requirements

The Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies, together with five supporting guidelines, promulgated by the CSRC, became effective on March 31, 2023 (the “Trial Measures”). Under the Trial Measures, PRC domestic companies that seek to offer and list securities in overseas markets, directly or indirectly, are required to complete a filing procedure with the CSRC and report relevant information.

Under the Trial Measures, an overseas offering and listing by an issuer is deemed an indirect overseas offering and listing by a PRC domestic company where both of the following conditions are met: (i) 50% or more of any of the issuer's operating revenue, total profit, total assets or net assets, as reflected in its audited consolidated financial statements for the most recently completed fiscal year, is attributable to PRC domestic companies; and (ii) the principal parts of the issuer's business activities are conducted in mainland China, its principal place of business is located in mainland China, or the majority of the senior management personnel responsible for its business operations are PRC citizens or have their usual places of residence in mainland China. The second condition is satisfied if any one of its three limbs is met.

As of the date of this annual report, based on our current business operations, financial position and management structure, we do not believe that we are subject to the CSRC filing requirements under the Trial Measures. However, if we continue to maintain operations in mainland China, we will reassess the applicability of these requirements in connection with any future overseas securities offering. Other than the governmental permissions and licenses required for our PRC subsidiaries as described above, we do not currently believe that we are required to obtain any additional permissions or approvals from the CSRC, the CAC or any other PRC governmental authority in connection with our current operations. We have obtained all requisite permissions and approvals from, and completed all necessary filings with, the competent PRC authorities that are explicitly required under currently effective PRC laws, regulations and rules, and no such permission, approval or filing has been denied.

If we or our PRC subsidiaries (i) fail to obtain or maintain any required permission or approval, (ii) inadvertently conclude that a permission, approval or filing is not required, or (iii) become subject to additional regulatory requirements as a result of changes in our business operations, applicable laws, regulations or their interpretation, we may be unable to satisfy such requirements in a timely manner or at all, and any permission or approval previously obtained may be rescinded. In such circumstances, we and our PRC subsidiaries could be subject to fines, monetary penalties, orders to rectify, warnings, confiscation of income, suspension or revocation of licenses, restrictions or suspension of operations, and other regulatory, civil or criminal liabilities.

We could also face delays or restrictions in completing future overseas securities offerings, be required to delist our securities from a U.S. exchange, or be prohibited from offering securities to foreign investors. Any of these outcomes could materially and adversely affect our operations, financial condition and the value of our securities, significantly limit or completely hinder our ability to offer or continue to offer securities to investors, or cause the value of our securities to significantly decline or become worthless.

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Regulatory Requirements on PRC Foreign Exchange and Cross-Border Transfers

Capital contributions to PRC subsidiaries that are foreign-invested enterprises may be subject to applicable corporate registration, foreign exchange registration and other procedures with the relevant PRC authorities or qualified banks. Loans by an offshore parent to its PRC subsidiaries may constitute foreign debt under PRC law and are subject to applicable statutory limits, foreign exchange registration and other requirements. Accordingly, if our PRC subsidiaries require additional funding from us in the future, including funding derived from the proceeds of any offering under this registration statement, our ability to provide such funding may depend on our completion of applicable registrations, filings and other procedures under PRC law.

Regulations Relating to Labor and Employment

Pursuant to federal and state laws, we adhere to labor and employment laws at the federal and state levels. This includes fair employment practices, wage and hour regulations, worker safety, and anti-discrimination law. We are committed to providing a fair and inclusive workplace environment that respects the rights of our employees and fosters a culture of diversity and equality.

Regulations Relating to Data Protection and Security

Across our various business lines, including pharmaceutical distribution, healthcare, artificial intelligence infrastructure and other technology-related activities, data protection, cybersecurity and information governance have become increasingly important regulatory considerations. Our current operations are primarily conducted in mainland China, and our collection, use, storage, transfer and other processing of personal information may be subject to applicable PRC data protection, cybersecurity and data security laws and regulations. See “—PRC Cybersecurity Review.”

As our business expands into additional jurisdictions or involves customers, suppliers, service providers or other counterparties located outside China, we may also become subject to data protection and privacy requirements in those jurisdictions. Depending on the nature and geographic scope of our activities, other privacy and data protection laws may also apply. For example, the General Data Protection Regulation (the “GDPR”) may require covered businesses to provide specified notices regarding the processing of personal data, establish a lawful basis for such processing, implement appropriate data protection and security measures, and honor certain rights of individuals, including rights of access, correction and deletion. In certain circumstances, the GDPR may also impose restrictions or additional requirements on transfers of personal data outside the European Economic Area. As another example, the California Consumer Privacy Act, as amended by the California Privacy Rights Act (collectively, the “CCPA”), imposes obligations on covered businesses that collect or process personal information of California residents and provides consumers with rights relating to access, deletion, correction, use and disclosure of sensitive personal information, and the sale or sharing of personal information. The CCPA also imposes requirements relating to privacy notices, data minimization, purpose limitation and the handling of consumer requests, and certain covered businesses may be subject to additional cybersecurity audit, risk assessment and automated decisionmaking requirements under implementing regulations.

Regulations Relating to Distribution of Pharmaceutical Products in China

According to the “Regulations on the Supervision and Administration of the Quality of Pharmaceutical Operation and Use” implemented by the State Administration for Market Regulation of China in January 2024, the entity which is engaged in pharmaceutical wholesale or retail activities within the territory of the People’s Republic of China should obtain the Pharmaceutical Operation License. The local departments of the National Medical Products Administration pharmaceutical and the State Administration for Market shall supervise the daily operation of those entities through regular and casual inspections. Those inspections are aiming at the whether the purchase, storage, sales and other operating activities of the pharmaceutical selling entities are compliant with the related regulations. In August 2025, Hubei Pharmaceutical passed an on-site inspection from Hubei Administration for Market.

Regulations Relating to Quantum Computing and Artificial Intelligence

Our emerging quantum-related and certain other advanced technology activities may be conducted through Quantum Nexus, our Cayman Islands subsidiary, and our AI-related activities are conducted through our U.S. subsidiaries. These activities may be subject to various laws and regulations applicable to technology companies, depending on the nature and location of the activities conducted. These may include laws and regulations relating to data privacy and security, intellectual property, consumer protection, cybersecurity, export controls and restrictions on the transfer or use of certain technologies. The applicability of particular requirements may depend on multiple factors, including the types of technologies or applications involved, the categories of information collected or processed, the location from which such information is collected, the location of users or other data subjects, the jurisdictions in which the relevant activities are conducted, and the industries in which the technologies are deployed.

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Because our quantum-related and certain other advanced technology activities remain in the development and evaluation stage, and our AI compute capacity and managed inference services are at an early stage of development and have not yet generated customer revenue, we do not currently believe that such activities require any material governmental licenses or approvals beyond those generally applicable to our operations. However, as we further develop or commercialize technologies or applications, enter into collaborations, collect or process additional categories of information, or expand into new industries or jurisdictions, including through Quantum Nexus, we may become subject to additional U.S. federal, state, foreign or other regulatory requirements. Compliance with such requirements could increase our costs, restrict certain activities or require us to modify our technologies, data practices, business arrangements or proposed commercial activities.

We intend to evaluate applicable regulatory requirements in light of the specific jurisdictions, customer requirements and use cases involved as commercial relationships are established. In addition, as we further develop or commercialize quantum-related technologies or applications, expand our AI infrastructure and managed inference services, enter into collaborations, collect or process additional categories of information, or expand into new industries or jurisdictions, we may become subject to additional U.S. federal, state, foreign or other regulatory requirements. Compliance with such requirements could increase our costs, restrict certain activities or require us to modify our technologies, data practices, business arrangements or proposed commercial activities.

Regulations Relating to Export Controls and Trade Compliance

Our artificial intelligence infrastructure business involves the procurement, ownership and operation of high-performance computing equipment, including servers incorporating advanced graphics processing units, or GPUs. Certain of these items, as well as related software and technology, may be subject to U.S. export control laws and regulations, including the Export Administration Regulations administered by the U.S. Department of Commerce’s Bureau of Industry and Security, or BIS.

Depending on the classification of the applicable hardware, software or technology, the location, nationality or ownership of the customer or end user, the destination of the relevant equipment or services, the intended end use and other transaction-specific factors, certain exports, reexports, transfers or other transactions involving advanced computing items may require a license, license exception, authorization, certification, customer or end-user diligence, recordkeeping or other compliance measures. These requirements may also affect our ability to provide access to computing capacity to certain customers outside the United States or to customers whose ownership, ultimate parent, end users or intended uses present heightened export-control concerns.

As we develop this business, we expect to evaluate applicable export-control requirements on a transaction-by-transaction basis, including the classification of relevant equipment, customer and beneficial ownership information, end-user and end-use restrictions, geographic location and any applicable licensing or authorization requirements. We may also be required to obtain or maintain information or certifications from customers, suppliers or other parties in our supply chain in order to support such compliance.

U.S. export-control requirements applicable to advanced computing and artificial intelligence technologies continue to evolve. Changes in these requirements, or the imposition, denial or delay of any required license or authorization, could restrict the customers, jurisdictions or uses we are able to serve, delay deployment of equipment, increase compliance costs or require us to modify our commercial arrangements, customer screening procedures or operations.

Corporate Information

Quanome Technologies, Inc. (formerly Lakeside Holding Limited) was incorporated under the laws of the State of Nevada on August 28, 2023. On July 31, 2026, Quanome filed with the Secretary of State of the State of Nevada a Certificate of Amendment to change its name from “Lakeside Holding Limited” to “Quanome Technologies, Inc.” (the “Name Change Amendment”). The Name Change Amendment became effective at 5:00 p.m. Eastern Time on August 3, 2026. Beginning with the opening of trading on August 4, 2026, the Company’s common stock began trading on The Nasdaq Capital Market under the Company’s new corporate name, Quanome Technologies, Inc., and the new ticker symbol “QNME” (the “Symbol Change”). The CUSIP number for the Company’s common stock did not change in connection with the Name Change Amendment or the Symbol Change.

Hupan Pharmaceutical and Sichuan Hupan Jincheng Enterprise Management Co., Ltd (“Sichuan Hupan”) was incorporated in the People’s Republic of China on November 21, 2024 and July 10, 2024, respectively. Smart Reserve Holding LTD, Smart Reserve Inc and Quantum Nexus Technologies Ltd. were incorporated in the Cayman Islands on September 16, 2025, September 25, 2025 and May 15, 2026, respectively. XDT, Inc., XDT US HoldCo, LLC, XDT Infrastructure I, LLC, and XDT Infrastructure II, LLC were incorporated in the State of Delaware on September 10, 2026. Quanome Technologies, Inc. (formerly Lakeside Holding Limited) is a holding company, and Hupan Pharmaceutical, Smart Reserve Holding LTD, Smart Reserve Inc, Quantum Nexus Technologies Ltd., XDT Infrastructure I, LLC, and XDT Infrastructure II, LLC are our operating subsidiaries through which all of our business is conducted. Our principal executive office is located at 112W 34th St, FL 18, Room 18022, New York, NY 10120, and our telephone number is (778) 888-7232.

Available Information

Our website address is https://quanometech.com. The information on, or that can be accessed through, our websites is not part of this report and is not incorporated by reference herein. We have included our website address as inactive textual reference only.

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