{"url_path":"/sec/tc/10-k/2026/cover-page","section_key":"cover-page","section_title":"Cover Page","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-08","source_url":"https://www.sec.gov/Archives/edgar/data/1743340/0001213900-26-053942-index.html","accession_number":"0001213900-26-053942","cik":"0001743340","ticker":"TC","issuer_name":"Token Cat Ltd","edgar_url":"https://www.sec.gov/Archives/edgar/data/1743340/0001213900-26-053942-index.html","primary_entity_key":"0001743340","primary_entity_name":"Token Cat Ltd"},"word_count":3560,"has_tables":true,"body_markdown":"**UNITED\nSTATES**\n\n**SECURITIES\nAND EXCHANGE COMMISSION**\n\n**Washington,\nD.C. 20549**\n\n \n\n**FORM\n20-F**\n\n** **\n\n**(Mark\nOne)**\n\n**☐\nREGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934**\n\n** **\n\n**OR**\n\n \n\n**☒\nANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**\n\n \n\n**For\nthe fiscal year ended December 31, 2025**\n\n \n\n**OR**\n\n** **\n\n**☐\nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**\n\n** **\n\n**OR**\n\n \n\n**☐\nSHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**\n\n \n\n**Date\nof event requiring this shell company report **\n\n** **\n\n**For\nthe transition period from ___________ to ___________** \n\n** **\n\n**Commission\nfile number: 001-38737**\n\n \n\n**Token\nCat Limited**\n\n**(Exact\nname of registrant as specified in its charter)**\n\n \n\n**N/A**\n\n**(Translation\nof Registrant’s name into English)**\n\n** **\n\n**Cayman\nIslands**\n\n**(Jurisdiction\nof incorporation)**\n\n** **\n\n** **\n\n**Guangsheng Liu, Chief Executive Officer**\n\n**9F, Ruihai Building, No. 21 Yangfangdian Road**\n\n**Haidian District Beijing 100038**\n\n**The People’s Republic of China**\n\n**Telephone: +86 16681599729**\n\n**E-mail: guangshengliu@tokencat.com**\n\n**(Name, Telephone, E-mail and/or Facsimile number\nand Address of Company Contact Person)**\n\n \n\n**Securities\nregistered or to be registered, pursuant to Section 12(b) of the Act:**\n\n \n\n**Title of each class**   **Trading Symbol(s)**   **Name of each exchange on which registered**\n\nAmerican depositary shares, each representing 4,800 Class A ordinary shares, par value US$0.0001 per share Class A ordinary shares, par value US$0.0001 per share*   TC   Nasdaq Capital Market  \n\n \n\n*\nNot\nfor trading, but only in connection with the listing on the Nasdaq Capital Market of American depositary shares\n\n \n\n**Securities\nregistered or to be registered pursuant to Section 12(g) of the Act.**\n\n** **\n\n**None**\n\n**(Title\nof Class)**\n\n** **\n\n**Securities\nfor which there is a reporting obligation pursuant to Section 15(d) of the Act.**\n\n** **\n\n**None**\n\n**(Title\nof Class)**\n\n \n\n \n\n \n\n \n\nIndicate\nthe number of issued and outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period\ncovered by the annual report:\n\n \n\nClass A ordinary shares, par value US$0.0001 each   9,486,076,439\nshares issued; 8,253,410,439 shares outstanding\n\nClass B ordinary shares, par value US$0.0001 each   55,260,580 shares issued; 55,260,580 shares outstanding\n\n \n\nIndicate\nby check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Of 1934. Yes ☐ No ☒\n\n \n\nIf\nthis report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section\n13 or 15(d) of the Securities Exchange Act of 1934. Yes ☐ No ☒\n\n \n\nIndicate\nby check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange\nAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)\nhas been subject to such filing requirements for the past 90 days. Yes ☒ No ☐\n\n \n\nIndicate\nby check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule\n405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant\nwas required to submit such files). Yes ☒ No ☐\n\n \n\nIndicate\nby check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth\ncompany. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company”\nin Rule 12b-2 of the Exchange Act.\n\n \n\nLarge accelerated filer ☐   Accelerated filer ☐\n\nNon-accelerated filer ☒   Emerging growth company ☐\n\n \n\nIf\nan emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant\nhas elected not to use the extended transition period for complying with any new or revised financial accounting standards †\nprovided pursuant to Section 13(a) of the Exchange Act. ☐\n\n \n\n†\nThe\nterm “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board\nto its Accounting Standards Codification after April 5, 2012.\n\n \n\nIndicate\nby check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness\nof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered\npublic accounting firm that prepared or issued its audit report. ☐\n\n \n\nIf\nsecurities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant\nincluded in the filing reflect the correction of an error to previously issued financial statements. ☐\n\n \n\nIndicate\nby check mark whether any of those error corrections are restatements that required a recovery analysis of incentive based compensation\nreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐\n\n \n\nIndicate\nby check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:\n\n \n\nU.S. GAAP ☒ International Financial Reporting Standards as issued\nby the International accounting Standards Board ☐ Other ☐\n\n \n\nIf\n“Other” has been checked in response to the previous question indicate by check mark which financial statement item the registrant\nhas elected to follow. Item 17 ☐ Item 18 ☐\n\n \n\nIf\nthis is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange\nAct). Yes ☐ No ☒\n\n \n\n \n\n \n\n \n\n \n\n**TABLE** **OF** **CONTENTS**\n\n** **\n\n \n \n**Page**\n\n[INTRODUCTION](#a_001)\n \nii\n\n[MARKET AND INDUSTRY DATA](#a_002)\n \nv\n\n[PART I](#a_003)\n \n1\n\n[Item 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS](#a_004)\n \n1\n\n[Item 2. OFFER STATISTICS AND EXPECTED TIMETABLE](#a_005)\n \n1\n\n[Item 3. KEY INFORMATION](#a_006)\n \n1\n\n[Item 4. INFORMATION ON THE COMPANY](#a_007)\n \n40\n\n[Item 4A. UNRESOLVED STAFF COMMENTS](#a_008)\n \n60\n\n[Item 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS](#a_009)\n \n60\n\n[Item 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES](#a_010)\n \n74\n\n[Item 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS](#a_011)\n \n85\n\n[Item 8. FINANCIAL INFORMATION](#a_012)\n \n86\n\n[Item 9. THE OFFER AND LISTING](#a_013)\n \n87\n\n[Item 10. ADDITIONAL INFORMATION](#a_014)\n \n87\n\n[Item 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](#a_015)\n \n96\n\n[Item 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES](#a_016)\n \n97\n\n[PART II](#a_017)\n \n98\n\n[Item 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES](#a_018)\n \n98\n\n[Item 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS](#a_019)\n \n98\n\n[Item 15. CONTROLS AND PROCEDURES](#a_020)\n \n98\n\n[Item 16. [Reserved]](#a_021)\n \n99\n\n[Item 16A. AUDIT COMMITTEE FINANCIAL EXPERT](#a_022)\n \n99\n\n[Item 16B. CODE OF ETHICS](#a_023)\n \n99\n\n[Item 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES](#a_024)\n \n99\n\n[Item 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES](#a_025)\n \n99\n\n[Item 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS](#a_026)\n \n99\n\n[Item 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT](#a_027)\n \n100\n\n[Item 16G. CORPORATE GOVERNANCE](#a_028)\n \n101\n\n[Item 16H. MINE SAFETY DISCLOSURE](#a_029)\n \n101\n\n[Item 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS](#a_030)\n \n101\n\n[Item 16J. INSIDER TRADING POLICIES](#a_031)\n \n101\n\n[Item 16K. CYBERSECURITY](#a_032)\n \n102\n\n[PART III](#a_033)\n \n103\n\n[Item 17. FINANCIAL STATEMENTS](#a_034)\n \n103\n\n[Item 18. FINANCIAL STATEMENTS](#a_035)\n \n103\n\n[Item 19. EXHIBITS](#a_036)\n \n103\n\n[INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS](#a_037)\n \nF-1\n\n** **\n\ni\n\n \n\n \n\n**INTRODUCTION**\n\n \n\nExcept\nwhere the context otherwise requires and for purposes of this annual report on Form 20-F only:\n\n \n\n \n●\n“ADRs”\nrefers to the American depositary receipts which, if issued, evidence the ADSs;\n\n \n\n \n●\n“ADSs”\nrefers to American depositary shares, each of which represents 4,800 Class A ordinary shares;\n\n \n\n \n●\n“auto\ndealer(s)” refers to both franchised dealers and secondary dealers;\n\n \n\n \n●\n“CAGR”\nrefers to compound annual growth rate;\n\n \n\n \n●\n“China”\nor “PRC” refers to the People’s Republic of China, excluding, for the purpose of this annual report only, Taiwan\nand the special administrative regions of Hong Kong and Macau;\n\n \n\n \n●\n“franchised\ndealer(s)” refers to primary dealers authorized to sell the products of a single brand of automobiles that integrate four standard\nautomotive related businesses, including sales, spare parts, service and survey;\n\n \n\n \n●\n“GMV”\nrefers to gross merchandise value, reflecting the total sales dollar value for automobiles sold through our marketplace;\n\n \n\n \n●\n“industry\ncustomer(s)” refers to business customers to which we offer services, including auto dealers, automakers, automobile accessory\nmanufacturers, aftermarket service providers and other automotive related goods and service providers;\n\n \n\n \n●\n“NEV”\nrefers to new energy vehicles;\n\n \n\n \n●\n“ordinary\nshares” or “shares” refer to our Class A and Class B ordinary shares of par value US$0.0001 per share;\n\n \n\n \n●\n“RMB”\nor “Renminbi” refers to the legal currency of China;\n\n \n\n \n●\n“SEC”\nrefers to the United States Securities and Exchange Commission;\n\n \n\n \n●\n“secondary\ndealer(s)” refers to car dealers that have no automobile manufacturers certification and do not have specific sales brand restrictions;\n\n \n\n \n●\n“US$,”\n“U.S. dollars,” “$” or “dollars” refers to the legal currency of the United States of America;\n\n \n\n \n●\n“VIEs”\nrefers to TuanChe Internet Information Service (Beijing) Co., Ltd., Shenzhen Drive New Media Co., Ltd., Beijing Internet Drive Technology\nCo., Ltd. and/or Haina Shuke (Beijing) Technology Co., Ltd. (formerly known as Tansuojixian Technology (Beijing) Co., Ltd.), and\ntheir respective subsidiaries, as the context requires; and\n\n \n\n \n●\n“we,”\n“us,” “our,” “our company,” or “Token Cat” refers to Token Cat Limited and its subsidiaries.\n\n \n\nii\n\n \n\n \n\nEffective\non January 26, 2024, we changed the ratio of the ADSs to Class A ordinary shares from the then ADS ratio of one ADS to sixteen (16) Class\nA ordinary shares to a new ADS ratio of one ADS representing two hundred and forty (240) Class A ordinary shares.\n\n \n\nEffective on or about August 19,\n2025, we changed the ratio of the ADSs to Class A ordinary shares from the then ADS ratio of one ADS to 240 Class A ordinary\nshares to a new ADS ratio of one ADS representing 4,800 Class A ordinary shares. Unless otherwise indicated, ADSs and per ADS amount\nin this annual report have been retroactively adjusted to reflect the change in ratio for all periods presented.\n\n \n\nNames\nof certain companies provided in this annual report are translated or transliterated from their original Chinese legal names.\n\n \n\nDiscrepancies\nin any table between the amounts identified as total amounts and the sum of the amounts listed therein are due to rounding.\n\n \n\nThis\nannual report on Form 20-F includes our audited consolidated financial statements for the 2023, 2024 and 2025 fiscal years.\n\n \n\nThis\nannual report contains translations of certain Renminbi amounts into U.S. dollars at specified rates. Unless otherwise stated, the translation\nof Renminbi into U.S. dollars has been made at RMB6.9931 to US$1.00, the noon buying rate in effect on December 31, 2025 as set forth\nin the H.10 Statistical Release of the Federal Reserve Board. We make no representation that any Renminbi or U.S. dollar amounts could\nhave been, or could be, converted into U.S. dollars or Renminbi, as the case may be, at any particular rate, the rates stated below,\nor at all. The PRC government imposes controls over its foreign currency reserves in part through direct regulation of the conversion\nof Renminbi into foreign exchange and through restrictions on foreign trade.\n\n \n\nToken Cat Limited, our ultimate\nCayman Islands holding company, does not have any substantive operations. We carry out our value-added telecommunications business in\nChina through our subsidiaries in China. Previously, we primarily carried out our business through the VIEs, and their subsidiaries. On\nOctober 31, 2025, we completed the sale of 100% of our equity interests in Long Ye International Limited, TuanChe Group Inc.,\nTuanChe Information Limited (a Hong Kong company), and all of the VIE entities associated with the foregoing to the Prime Management\nGroup Limited, a British Virgin Islands company (the “2025 Dispositions”). The final commercial and industrial registration\nchanges with respect to the 2025 Dispositions occurred on December 29, 2025. As of the date of this Annual Report, we no longer operate\nVIEs in China.\n\n \n\nWe\nare subject to PRC laws relating to, among others, restrictions over foreign investments in value-added telecommunications services set\nout in the Special Administrative Measures (Negative List) for Foreign Investment Access (2024 Version) (the “Negative List (2024\nVersion)”), promulgated by the Ministry of Commerce (“MOFCOM”), and the National Development and Reform Commission\n(the “NDRC”), in China. Investors in the ADSs are purchasing equity securities of our ultimate Cayman Islands holding company\nrather than purchasing equity securities of our wholly owned subsidiaries in China (“WFOEs”). Because of our corporate structure,\nwe are subject to risks due to the interpretation and the application of the current PRC laws and regulations or new PRC laws and regulations\npromulgated in the future. In 2023, 2024 and 2025 our PRC subsidiaries received cash of nil, nil and nil, respectively, from the VIEs\nfor services rendered to the VIEs and their subsidiaries. In 2023, 2024 and 2025, our PRC subsidiaries paid cash of nil, nil and nil,\nrespectively, to the VIEs for services provided by the VIEs and their subsidiaries.\n\n \n\niii\n\n \n\n \n\nWe\nface various legal and operational risks and uncertainties related to being based in and having significant operations in China. A China-based\ncompany shall comply with applicable laws, regulations and regulatory requirements including without limitations, offshore offerings\nand cybersecurity and data privacy. We may need to make material changes in our operations to comply with those requirements and/or the\nvalue of the ADSs might be affected. PRC government’s certain administrative requirements in regulating our operations, the overseas\noffering and listing of China-based issuers, and foreign investments could significantly limit or completely hinder our ability to offer\nor continue to offer ADSs and/or other securities to investors and in this nature may result in adverse effect on the value of such securities\nand cause the value of such securities to significantly decline or be worthless. Our business shall also be conducted in compliance with\napplicable regulatory requirements of the PRC government and our operations. Furthermore, the PRC government has recently exerted more\noversight and control over overseas securities offerings and foreign investment in China-based companies, and these rules could significantly\nlimit or completely hinder our ability to offer or continue to offer securities to investors and may result in adverse effect and/or\ncause the value of such securities to significantly decline or in extreme cases, become worthless. For further details, see “Item\n3. Key Information-D. Risk Factors-Risks Related to Our Corporate Structure” and “Item 3. Key Information-D. Risk Factors-Risks\nRelated to Doing Business in China.”\n\n \n\nOur\nfinancial statements contained in the annual report on Form 20-F for the fiscal years ended December 31, 2024 and 2025 have been\naudited by our current auditor, JWF Assurance PAC (“JWF”), an independent registered public accounting firm headquartered\nin Singapore that was not included in the list of PCAOB Identified Firms of having been unable to be inspected or investigated completely\nby the PCAOB in the PCAOB Determination Report issued in December 2021. Our financial statements contained in the annual report on Form\n20-F for the fiscal year ended December 31, 2023 has been audited by our previous auditor, Marcum Asia CPAs LLP (“Marcum Asia”),\nan independent registered public accounting firm headquartered in New York that was not included in the list of PCAOB Identified Firms\nof having been unable to be inspected or investigated completely by the PCAOB in the PCAOB Determination Report issued in December 2021.We\nhave not been identified by the SEC as a commission-identified issuer under the Holding Foreign Company Accountable Act (the “HFCA\nAct”), as of the date of this annual report. On August 26, 2022, the CSRC, MOFCOM, and the PCAOB signed a Statement of Protocol\n(the “Protocol”), governing inspections and investigations of audit firms based in mainland China and Hong Kong. Pursuant\nto the Protocol, the PCAOB shall have independent discretion to select any issuer audits for inspection or investigation and has the\nunfettered ability to transfer information to the SEC. On December 15, 2022, the PCAOB announced that it was able to secure complete\naccess to inspect and investigate PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong in 2022, and\nthe PCAOB Board vacated its previous determinations that the PCAOB was unable to inspect or investigate completely registered public\naccounting firms headquartered in mainland China and Hong Kong. However, whether the PCAOB will continue to be able to satisfactorily\nconduct inspections of PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong is subject to uncertainty\nand depends on a number of factors out of our, and our auditor’s, control. The PCAOB has indicated that it will act immediately\nto consider the need to issue new determinations with the HFCA Act if needed. Notwithstanding the foregoing, if the PCAOB determines\nin the future that it no longer has full access to inspect and investigate completely accounting firms in mainland China and Hong Kong,\nand we use an accounting firm headquartered in one of these jurisdictions to issue an audit report on our financial statements filed\nwith the SEC, the SEC may prohibit our shares or the ADSs from being traded on a national securities exchange or in the over the counter\ntrading market in the United States. Additionally, on June 22, 2021, the U.S. Senate passed the Accelerating Holding Foreign Companies\nAccountable Act, which would amend the HFCA Act and require the SEC to prohibit an issuer’s securities from trading on any U.S.\nstock exchanges if its auditor is not subject to PCAOB inspections for two consecutive years instead of three. On December 29, 2022,\nthe Accelerating Holding Foreign Companies Accountable Act was signed into law, and the number of consecutive non-inspection years required\nfor triggering the prohibitions under the HFCAA is reduced from three years to two. Furthermore, we and our investors are deprived of\nthe benefits of such PCAOB inspections. If we fail to meet the new listing standards specified in the HFCA Act, we could face possible\ndelisting from the Nasdaq Stock Market, cessation of trading in over the counter market, deregistration from the SEC and/or other risks,\nwhich may materially and adversely affect, or effectively terminate, the ADSs trading in the United States.\n\n \n\nThe\nADSs are listed on the Nasdaq Capital Market under the symbol “TC.”\n\n \n\niv\n\n \n\n \n\n**FORWARD-LOOKING\nSTATEMENTS**\n\n \n\nThis\nAnnual Report contains “forward-looking statements” that represent our beliefs, projections and predictions about future\nevents. All statements other than statements of historical fact are “forward-looking statements” including any projections\nof earnings, revenue or other financial items, any statements of the plans, strategies and objectives of management for future operations,\nany statements concerning proposed new projects or other developments, any statements regarding future economic conditions or performance,\nany statements of management’s beliefs, goals, strategies, intentions and objectives, and any statements of assumptions underlying\nany of the foregoing. Words such as “may”, “will”, “should”, “could”, “would”,\n“predicts”, “potential”, “continue”, “expects”, “anticipates”, “future”,\n“intends”, “plans”, “believes”, “estimates” and similar expressions, as well as statements\nin the future tense, identify forward-looking statements.\n\n \n\nForward-looking\nstatements contained in this report include, but are not limited to, statements about our ability to:\n\n \n\n●Grow\nor expand our existing business segments, including our automotive electronics resale business;\n\n \n\n●Expand\ninto new business segments, such as our planned multi-channel network platform business;\n\n \n\n●Execute\non our business strategy;\n\n \n\n●Attract,\ntrain and retain effective officers, key employees and directors;\n\n \n\n●Identify,\nevaluate and consummate strategic opportunities in ways that maximize stockholder value;\n\n \n\n●Anticipate\nand react to regulatory changes and uncertainty;\n\n \n\n●Continue\nas a going concern;\n\n \n\n●Anticipate\nthe impact of, and respond to applicable new accounting standards;\n\n \n\n●Respond\nto fluctuations in commodity prices and foreign currency exchange rates and political unrest and regulatory changes in international\nmarkets from various events;\n\n \n\n●Navigate\nvolatile interest rate environments; and\n\n \n\n●Maintain\nour listing on the Nasdaq stock exchange.\n\n \n\nThese\nstatements are necessarily subjective and involve known and unknown risks, uncertainties and other important factors that could cause\nour actual results, performance or achievements, or industry results, to differ materially from any future results, performance or achievements\ndescribed in or implied by such statements. Actual results may differ materially from expected results described in our forward-looking\nstatements, including with respect to correct measurement and identification of factors affecting our business or the extent of their\nlikely impact, the accuracy and completeness of the publicly available information with respect to the factors upon which our business\nstrategy is based, and on the success of our business.\n\n \n\nForward-looking statements\nshould not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of whether, or the\ntimes by which, our performance or results may be achieved. Forward-looking statements are based on information available at the time\nthose statements are made and management’s belief as of that time with respect to future events, and are subject to risks and uncertainties\nthat could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements.\nImportant factors that could cause such differences include, but are not limited to, those factors discussed under the headings “Risk\nFactors”, “Operating and Financial Review and Prospects,” “Information on the Company” and elsewhere in\nthis Annual Report.\n\n \n\nThis Annual Report should be read in conjunction with our audited\nfinancial statements and the accompanying notes thereto, which are included in Item 18 of this Annual Report.\n\n \n\n**MARKET\nAND INDUSTRY DATA**\n\n \n\nMarket\ndata and certain industry forecasts used in this annual report were obtained from internal surveys, market research, publicly available\ninformation and industry publications. Industry publications generally state that the information contained therein has been obtained\nfrom sources believed to be reliable, but that the accuracy and completeness of such information is not guaranteed. Similarly, internal\nsurveys, industry forecasts and market research, while believed to be reliable, have not been independently verified, and we make no\nrepresentation as to the accuracy of such information.\n\n** **\n\nv\n\n \n\n** **\n\n**PART\nI**"}