One and one Green Technologies. Inc

What they do

The company operates through VIEs in the Philippines, DL Metal Corporation (incorporated March 3, 2022) and Yoda Metal, which are consolidated via contractual arrangements held by One and one International HK Limited. The filing describes an SEC-registered business in wholesale-misc durable goods, with the Cayman parent incorporated April 17, 2024. Its principal executive offices are in San Rafael Bulacan, Philippines.

Revenue drivers

• Philippine operating entities (DL Metal and Yoda Metal) — Revenue is generated by the consolidated VIEs, the operating entities through which the company conducts its durable goods business; the filing does not break out product-level revenue.
• Wholesale-misc durable goods — The company operates in the wholesale-misc durable goods industry, consistent with its reported SIC classification; no specific product lines, customers or segment revenue figures are disclosed in the excerpts.

Recent performance

Revenue rose from $41.3 million in 2023 to $53.5 million in 2024 and $65.8 million in 2025. Net income increased from $5.6 million in 2023 to $6.5 million in 2024 and $11.8 million in 2025. Diluted EPS rose from $0.1071 in 2023 to $0.1246 in 2024 and $0.2254 in 2025. Operating cash flow was $4.1 million in 2023, $2.0 million in 2024, and negative $9.7 million in 2025. At December 31, 2025, total assets were $56.0 million, total liabilities $14.2 million, shareholder equity $41.8 million, and cash and equivalents $957,285.

Strategy

The company operates through contractual arrangements, described as the Exclusive Business Cooperation Agreement, Exclusive Option Agreement, and Shared Pledge Agreement dated June 10, 2024, among One and one HK, Yoda Metal, DL Metal and certain shareholders. These arrangements grant One and one HK rights to direct the activities of the VIEs, receive all of their economic benefits, and hold an exclusive option to purchase all or part of the VIEs' equity interests and assets when permitted by Philippine law. The company has no dividend or investment plans disclosed in the excerpts. The 20-F was filed as a foreign private issuer annual report for the year ended December 31, 2025.

Risks

• VIE structure and enforceability — The company relies on contractual arrangements rather than direct equity ownership of DL Metal and Yoda Metal, which may be less effective than direct ownership under Philippine law.
• Negative operating cash flow — Operating cash flow turned negative at $9.7 million in 2025 despite reported net income of $11.8 million, a divergence that may signal working capital or earnings quality pressure.
• Concentration in the Philippines — Operations are located in the Philippines through the VIEs, exposing results to Philippine regulatory, political and economic conditions.
• Limited cash relative to liabilities — Cash and equivalents of $957,285 at December 31, 2025 are small relative to total liabilities of $14.2 million, limiting financial flexibility.

Outlook

The excerpts provided do not include management's specific forward guidance or outlook discussion. Management's stated arrangements center on maintaining contractual control of the Philippine VIEs and the option to acquire their equity or assets when permitted by Philippine law. No dividend, capital expenditure or expansion plans are disclosed in the available material.