TOYO Co., Ltd

The grade, in three tenses

Headline 6.0 out of ten, 7 of 9 metrics filed and 2 estimated: past 6.2 out of ten, present 6.1 out of ten, future 5.4 out of ten. The past asks what it actually did, the present what it is doing right now, the future what it is set up to do next.

The nine metrics

• Surviving crises (past): 3.5 out of ten. 1 warning event since 2023; the latest 2025-04-30. 35th percentile among 99 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Track record (past): 9.3 out of ten. +161.6% a year over 3 filed years; profitable in 3 of 3. 93rd percentile among 93 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Shareholder treatment (past): 5.6 out of ten. Share count shrank 14.0% a year. 0% of cash flow returned. Insiders: 0 sales, 0 purchases. 56th percentile among 67 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Financial health (present): 6.2 out of ten. ROE 36%: 36¢ of profit per shareholder dollar. Leverage 75%: owes 75¢ per asset dollar. 62nd percentile among 95 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Industry position (present): 6.6 out of ten. top 34% of 97 in its family; net margin 9.3%. 66th percentile among 97 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Leadership (present): 5.3 out of ten. CrossAssetData estimate 5.3/10, confidence 20 of 100 (family median). 50th percentile among 78 sector filers. A CrossAssetData estimate, not a filed reading: family median, confidence 20 of 100; its next annual report on file with the inputs replaces this estimate with the filed reading.
• Room to expand (future): 4.6 out of ten. bottom 46% of 94 in its family for room to expand. 46th percentile among 94 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Growth drivers (future): 6.5 out of ten. top 35% of 93 in its family for growth drivers. 65th percentile among 93 sector filers. A production reading, recomputed from the filings on every data build (read from EDGAR 2026-10-12).
• Expectations vs reality (future): 5.2 out of ten. CrossAssetData estimate 5.2/10, confidence 20 of 100 (family median). 50th percentile among 88 sector filers. A CrossAssetData estimate, not a filed reading: family median, confidence 20 of 100; its next annual report on file with the inputs replaces this estimate with the filed reading.

The filing record

Newest annual report: Form 20-F filed 2026-04-01 for the period ended 2025-12-31 (on EDGAR). Newest filing: Form 6-K, 2026-10-06. Filings on record since 2023. Read from EDGAR 2026-10-12.

How the company works

Read from its Form 20-F filed 2026-04-01.

The people

TOYO changed chief executives just before filing this annual report. On March 18, 2026 Junsei Ryu resigned as chief executive and director, a resignation the company says came with no disagreement, and the board named Takahiko Onozuka chief executive, director and chairman the same day. Onozuka brings over 40 years in international finance, energy infrastructure and decarbonization: 28 years at the Export-Import Bank of Japan, which became the Japan Bank for International Cooperation; Sumitomo Corporation from October 2012 to August 2025; and, from September 9, 2025, general manager of the decarbonization office at Abalance Corporation, a company listed on the Tokyo Stock Exchange. [1, 2, 3, 4, 5, 6]

The other two executives arrived in early 2024 and joined the board in July 2024. Taewoo Chung has been chief financial officer since March 1, 2024, having joined Abalance as its executive officer for finance that January; from August 2017 to December 2023 he was managing partner of Golden Equator Group, a Singaporean finance group, and earlier held senior roles in the Nomura Group. Dr. Aihua Wang, chief technology officer since January 2024, is a solar cell scientist: head of research and vice president at China Sunergy, a Nanjing module maker, from 2007 to 2015, and a senior research fellow at the photovoltaics centre of the University of New South Wales from 2000 to 2015. [7, 8, 9, 10, 11]

The board has seven members: the three executives and four directors who joined in July 2024, when the merger that listed the company closed. They are Alfred Hickey, more than 20 years in the cruise industry and a former director of BWAQ, the blank-check company TOYO merged with; Anders Karlsson, a professor of quantum photonics at KTH Royal Institute of Technology; Hiroyuki Tahara, who founded the mergers adviser Core Competence Corporation in July 2003; and June Han, senior corporate counsel at Renesas Electronics from February 2020 to May 2023. Control sits elsewhere. Junsei Ryu, the former chief executive, holds 80.4% of the shares through two Cayman Islands companies, WAG and BestToYo, making TOYO a controlled company that may skip some Nasdaq governance rules; the filing also names Abalance Corporation, listed in Tokyo, as its controlling shareholder, whose board or president must approve certain large transactions. The Tokyo Stock Exchange fined Abalance 43.2 million yen in January 2026 after it corrected past accounts. On the record this site holds, six of the seven filed their first insider reports with the SEC in March 2026. [12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25]

At the end of 2025 TOYO had 2,552 full-time employees; 2,069 of them, 81%, work in manufacturing, 120 in technology and development, 151 in operations, purchasing, warehousing and logistics, 204 in general administration and just 8 in sales. None is covered by a collective bargaining agreement. The Ethiopia plant has created about 1,800 jobs, against an original estimate of up to 880. The company says its managers average 21 years in the solar industry, and it is putting in a Japanese-style management system that keeps decisions close to the factory floor. [26, 27, 28, 29, 30, 31]

How it operates

TOYO makes solar cells, the light-catching units that module makers wire together into panels, and since October 2025 it also assembles modules. Its cells use TOPCon, short for tunnel oxide passivated contact, a design the filing says is poised to replace older cell types. It has 6GW (gigawatts) of cell capacity: a 2GW plant in Phu Tho province, Vietnam, making cells since the second half of 2023, and a plant in Hawassa, Ethiopia, which started with 2GW in April 2025 and reached 4GW in August 2025. Its module plant, in leased space in the Houston area of Texas, began production in October 2025 with its first gigawatt. Its headquarters are in Tokyo, and it owns no real property: every site is leased. [32, 33, 34, 35, 36, 37, 38, 39, 40]

The business was split off in November 2022 from VSUN, a module maker majority-owned by Fuji Solar, and VSUN is still at its center. VSUN bought 154.7 million dollars of cells in 2025, 36% of revenue, against 66% in 2024. TOYO fills its orders as a contract manufacturer, at transfer prices set cost-plus, meaning its own cost base times one plus a mark-up, and VSUN has made a 15 million dollar prepayment and a 30 million dollar advance deposit. A subsidiary of VSUN supplied 31.6% of TOYO's inventory purchases in 2025, down from 55.0% in 2024. VSUN has been rated a Tier 1 module maker by Bloomberg New Energy Finance since 2019; in September 2025 TOYO bought the VSUN brand, and it is negotiating a non-compete arrangement under which VSUN would keep to module markets outside the United States. [41, 42, 43, 44, 45, 46, 47, 48, 49, 50, 51]

Its other buyers are module makers. It aims its cells at large, standalone module manufacturers with no cell production of their own that want to sell into the United States, on contracts meant to secure demand for one to two years, and by the end of 2025 it had supply agreements with over 50 third-party cell customers, up from 45 a year earlier. Those buyers are concentrated too: one third-party customer took 40% of 2025 revenue. For modules from Texas it plans direct sales to large strategic customers, priced on production cost; commercial and industrial buyers at slightly higher prices; and homeowners through distributors, at higher prices still. [52, 53, 54, 55, 56, 57, 58]

It buys its polysilicon and silicon wafers from outside suppliers. Because the United States bans goods from China's Xinjiang region under the Uyghur Forced Labor Prevention Act, and that region provides about half the world's polysilicon, it buys polysilicon only from suppliers pre-approved by the United States. As a foreign company it files its annual report on Form 20-F, prepares its accounts under US GAAP, the American accounting rules, and reports in US dollars, the currency of substantially all its 2025 revenue; its Vietnamese operating company keeps its books in Vietnamese dong, which is not freely convertible. In its 2025 audit the company identified material weaknesses in its internal control over financial reporting, among them too few accounting staff with enough knowledge of US GAAP. [59, 60, 61, 62, 63, 64, 65, 66]

The specifics

The operating company was incorporated in Vietnam on November 8, 2022 as Vietnam Sunergy Cell Company, wholly owned by VSUN. The Cayman Islands parent was formed on May 16, 2023 solely to merge with Blue World Acquisition Corporation (BWAQ), a blank-check company; the merger closed in July 2024, and the shares trade on Nasdaq as TOYO, the warrants on the OTC markets. The sellers had 13,000,000 shares held back, to be released in full only if 2024 net profit, excluding changes in the fair value of those shares, reached 41 million dollars; it fell short, and on May 14, 2025 only 1,712,297 of them vested while 11,287,703 were cancelled. The Texas plant came with Solar Plus Technology Texas, acquired on November 25, 2024 in exchange for 24.99% of its US module company, a stake TOYO bought back for 6,650,000 dollars in December 2025. It calls itself the first Japanese solar cell company listed in the United States. [67, 68, 14, 15, 69, 70, 71, 72, 73, 74, 75]

Its Vietnam cell plant uses automatic guided vehicles, computer-controlled wheeled carts that travel between locations in the plant, which the company expects to cut labor well below that of comparable plants. Beyond TOPCon it is putting research money into heterojunction (HJT) cells, into tandem cells that stack a perovskite layer on a heterojunction cell, a path toward efficiencies above 30%, and into cells for satellites. It does not rely on patents: it protects its position with production know-how, is applying for two patents in Vietnam and preparing three more, and has no contracts with employees protecting trade secrets. [76, 77, 78, 79, 80, 81, 82, 83]

It names as competitors the solar cell makers in Southeast Asia, including Trina Solar, Canadian Solar, Jinko Solar, Adani Green Energy and Waaree Energies. US trade cases shape where it builds. In April 2024 an American manufacturers' committee petitioned for antidumping and countervailing duties, extra tariffs aimed at below-cost pricing and foreign subsidies, on cells from Cambodia, Malaysia, Thailand and Vietnam. In April 2025 the Commerce Department set final rates that include a 77.12% antidumping rate for its affiliate VSUN and 271.28% and 124.57% for Vietnamese cells and modules involved in circumventing duties. The company chose Ethiopia for its second plant partly for its tariff status, along with favorable investment policies and ample hydropower. [84, 85, 86, 87]

Patents are its sharpest legal exposure. In December 2024 Jinko Solar sued Abalance, TOYO and other group companies in California, claiming that VSUN's panels used Jinko's patented technology; the parties settled on December 30, 2025 and the case was dismissed in January 2026. On March 26, 2026 the US International Trade Commission opened an investigation on a complaint by First Solar, which alleges that TOPCon cells and modules imported by respondents including TOYO, its Texas subsidiary and VSUN Solar USA infringe its patents, and which asks for an order barring such products from the United States. When the annual report was filed no determination had been made, and its products were still being imported and sold. [88, 89, 90, 91, 92, 93]

What drives growth, line by line

Revenues From Third Parties. The larger line in 2025: 256.3 million dollars, 60.0% of revenue, up 415.8% from 49.7 million. The filing credits the Ethiopia plant: reaching 4GW of capacity there raised output to meet customers' orders, every cell made in Ethiopia went to US end customers, and those sales carried higher average selling prices. One third-party customer alone took 40% of total revenue. [94, 95, 96, 55]

Revenues From Related Parties. 171.1 million dollars, 40.0% of revenue, up 34.4% from 127.3 million. About nine tenths of it is solar cells sold to VSUN, 154.7 million dollars against 116.9 million in 2024; the rest includes modules, which the company began selling to a related party in October 2025, the half year in which it started making and selling modules for customers in the United States. Because sales to others grew much faster, the share of revenue from VSUN fell from 66% to 36%. [94, 42, 95, 97, 43]

Together, revenue rose 142% to 427.4 million dollars; solar cells added 241.6 million of the increase and modules 7.6 million. Gross margin rose to 22.5% from 12.4%, which the filing credits to the higher-priced sales to US customers from Ethiopia; in 2024 it had been squeezed when, in the second half, the company shifted sales toward end customers outside the United States, at lower prices, to limit the risk from the duty cases, and ran its Vietnam plant below capacity. Administrative costs nearly tripled to 31.4 million dollars as it hired staff for Ethiopia and Texas and issued shares to managers, directors and consultants. Net income was 37.2 million dollars against 40.5 million, but 35.1 million of the 2024 figure was a gain in the fair value of the merger's earnout shares rather than operating profit. [98, 99, 96, 100, 101, 102, 103, 104, 105]

What comes next, in the company's own words: it expects to reach 2GW of module capacity in Texas by the end of 2026 and to expand its customer base in 2026 and 2027. It plans a cell plant of about 1.4GW at the Texas site using heterojunction technology, but that and any further expansion are pending until regulations and government policies are clearer. It says it will later make and sell modules on its own under the VSUN brand. [38, 106, 107, 108, 109]

What the desk infers (inferred, not filed)

• The Ethiopia plant is how TOYO reaches American buyers despite US duties on cells from Southeast Asia: its whole output goes to the United States at higher prices, while cells made in Vietnam were steered to customers elsewhere once the duty cases began. Because: Petitions filed in April 2024 sought duties on cells from Cambodia, Malaysia, Thailand and Vietnam, and in April 2025 the final rates included 77.12% for its affiliate VSUN. [85, 86] In the second half of 2024 the company shifted sales toward end customers outside the United States, at lower prices, to limit the duty risk, and ran its Vietnam plant below capacity. [100] It chose Ethiopia partly for the country's tariff status. [87] Every cell made in Ethiopia went to US end customers, and those higher-priced sales lifted gross margin to 22.5% from 12.4%. [96, 99] Confidence 75 of 100. Wrong if: A filing showing cells made in Vietnam sold into the United States in volume during 2025, or Ethiopian cells sold mainly to buyers outside it.
• TOYO still operates as part of the group that spun it out rather than as a stand-alone supplier: the same circle of affiliates buys more than a third of its output, supplies much of its materials, lent it money and guaranteed its credit, gave it the brand it now sells modules under, and controls its votes. Because: VSUN took 36% of 2025 revenue and 66% the year before, buying as a contract manufacturing customer at cost-plus transfer prices. [43, 44, 45] A subsidiary of VSUN supplied 31.6% of its inventory purchases in 2025. [48] VSUN lent it about 93.6 million dollars in 2023 and guaranteed its bank credit facility until the end of 2024. [110, 111] It bought the VSUN brand in September 2025 and began selling modules to a related party in October 2025. [50, 95] Junsei Ryu controls 80.4% of the shares, and the board or president of Abalance must approve certain large transactions. [20, 23] Confidence 80 of 100. Wrong if: A year in which related parties account for less than a tenth of both TOYO's revenue and its inventory purchases.
• The unnamed third-party customer that took 40% of 2025 revenue is plausibly Waaree, whose American arm is the only third-party customer the filing names. Because: One third-party customer accounted for 40% of total revenue in 2025. [55] The filing calls Waaree Solar Americas the company's customer when describing the patent suit Jinko brought against it in Houston. [112] TOYO companies intervened in that suit as defendants because a portion of the products at issue were made by TOYO. [113] TOYO aims its cells at large module makers without cell production of their own that sell into the United States, and all of its Ethiopian cells went to US end customers. [52, 96] Confidence 50 of 100. Wrong if: A filing that names the 40% customer as a company other than Waaree, or shows purchases by Waaree below a tenth of revenue.
• The working capital gap behind the going-concern warning is mostly money that customers and affiliates have already advanced, so the expansion has been financed largely by its buyers and its group rather than by lenders. Because: Working capital deficits of 123.9 million dollars at the end of 2025 and 69.6 million a year earlier raised substantial doubt about its ability to continue as a going concern. [114] That deficit included 107.9 million dollars of contract liabilities, customer payments for goods not yet delivered, and 62.3 million owed to related parties. [115] VSUN made a 15 million dollar prepayment and a 30 million dollar advance deposit for cells. [46, 47] The Ethiopia plant, an investment of about 154.69 million dollars, is funded through internal resources and advance payments from business operations. [116] It had drawn only about 5.5 million dollars of its bank credit line at the end of 2025. [117] Confidence 70 of 100. Wrong if: A filing showing the deficit driven mainly by bank borrowings or overdue supplier bills rather than customer advances and amounts owed to affiliates.

Sources

1. TOYO Co., Ltd, Form 6-K filed 2026-03-25: “On March 18, 2026, Mr. Junsei Ryu resigned from his position as the Chief Executive Officer, a director of the board of directors”
2. TOYO Co., Ltd, Form 6-K filed 2026-03-25: “Mr. Ryu’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.”
3. TOYO Co., Ltd, Form 6-K filed 2026-03-25: “the Board passed the resolutions to appoint Mr. Takahiko Onozuka as the Chief Executive Officer, a director, Chairman of the Board and a member of Compensation Committee and Nominating and Corporate Governance Committee, effective on March 18, 2026.”
4. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Mr. Onozuka has over 40 years’ experience in international finance, energy infrastructure and decarbonization”
5. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Mr. Onozuka worked for 28 years at the Export-Import Bank of Japan, which was reorganized into the Japan Bank for International Cooperation (JBIC)”
6. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Since September 9, 2025, he served as the general manager of Global Decarbonization Promoting Office of Abalance Corporation, a public company listed on the Tokyo Stock Exchange. From October 2012 to August 2025, he served as an assistant to the general manager of Sumitomo Corporation”
7. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Mr. Taewoo Chung joined us as the Chief Financial Officer on March 1, 2024 and has served as the Director since July 2024.”
8. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “He joined Abalance as an executive officer responsible for finance matter in January 2024. From August 2017 to December 2023, Mr. Chung was the managing partner in Golden Equator Group, a Singaporean holding group of businesses focusing on finance”
9. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Earlier in his career, Mr. Chung held several senior roles within the Nomura Group”
10. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Dr. Aihua Wang, Ph.D. joined TOYO as the Chief Technology Officer in January 2024 and has served as the Director of TOYO since July 2024. Prior to joining us, Dr. Wang served as the head of research and vice president at China Sunergy, a manufacturer of high-efficiency solar photovoltaic modules in Nanjing, China, from 2007 to 2015”
11. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “and senior research fellow from 2000 to 2015 at the Photovoltaics Special Research Centre of the University of New South Wales.”
12. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “All officers and directors as a group (7 individuals)”
13. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Mr. Alfred “Trey” Hickey has served on the board of directors since July 2024. Mr. Hickey has more than 20 years of experience at leading tourism companies specializing in the cruise industry. Mr. Hickey served as the independent director of BWAQ from February 2022 to July 2024.”
14. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Blue World Acquisition Corporation (“BWAQ”) BWAQ is a blank check company”
15. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In July 2024, the Business Combination was completed, upon which “TOYO Co., Ltd”, an exempted company under the laws of Cayman Islands, became the ultimate corporate parent of our group. The Ordinary Shares are traded on the Nasdaq under the symbol “TOYO.” The Warrants are traded on the OTC Markets under symbol “TOYWF.””
16. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Dr. Anders Karlsson, Ph.D. has served on the board of directors since July 2024.”
17. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Dr. Karlsson has been professor in Quantum Photonics at the KTH Royal Institute of Technology, Stockholm, Sweden.”
18. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Mr. Hiroyuki Tahara has served on the board of directors since July 2024. In July 2003, Mr. Tahara founded the Core Competence Corporation, a boutique mergers and acquisitions firm”
19. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Ms. June Han has served on the board of directors since July 2024. Ms. Han has extensive experience in providing legal advisory service to renewable energy companies, manufacturing companies and other public companies. From February 2020 to May 2023, Ms. Han served as senior corporate counsel at Renesas Electronics Corporation, a Japanese semiconductor manufacturer headquartered in Tokyo”
20. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Junsei Ryu(2)(3) 30,339,264 80.4”
21. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Represents (i) 15,153,628 Ordinary Shares directly held by WAG, and (ii) 15,185,636 Ordinary Shares directly held by BestToYo. As of the date of this annual report, Mr. Ryu serves as the sole director of BestToYo and the sole director of WAG”
22. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As a result, we are a “controlled company” within the meaning of applicable Nasdaq listing rules. Under these rules, a company of which more than 50% of the voting power for the election of directors is held by an individual, group or another company is a “controlled company.” For so long as TOYO remains a “controlled company,” it may elect not to comply with the following corporate governance requirements”
23. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In addition, our controlling shareholder, Abalance Corporation, is a Japanese company listed on the TSE. Pursuant to Abalance’s corporate governance requirements or applicable requirements of TSE, we are subject to approval from the board of directors or president of Abalance, as applicable, with regard to certain significant actions or transactions”
24. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “in March 2024, Abalance, our controlling shareholder, made corrections to its prior-period financial statements regarding the accounting treatment of paid-in-kind transactions at its subsidiary, WWB Corporation and commenced related internal investigations on its corporate governance and internal control. In connection with the events, in January 2026, Tokyo Stock Exchange, Inc. (“TSE”) fined Abalance for violation of its listing agreement with TSE in the amount of ¥43.2 million”
25. The record on this page: the officers and directors who file Forms 3, 4 and 5 (the SEC's insider data sets)
26. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Manufacturing 2,069 81 Technology and development 120 4.7 Operation, purchasing, warehousing and logistics 151 6 Purchasing, warehousing and logistics 0 0 General and administration 204 8 Sales 8 0.3 Total Number of Employees 2,552 100”
27. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “None of our employees are subject to a collective bargaining agreement.”
28. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of the date of this annual report, we created approximately 1,800 jobs, including manufacturing and engineering, exceeding our original estimate of up to 880 jobs.”
29. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We have a dedicated and experienced management team with an average of 21 years in the solar industry”
30. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We are in the process of implementing a Japanese-style management system.”
31. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Factory-Centric Approach. The management system is centered around the manufacturing sites, ensuring that decisions are made close to where the actual work is being done.”
32. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Notes: TOPCon = Tunnel Oxide Passivated Contact”
33. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For solar cell products, TOPCon technology is poised to replace older generation technologies in the solar cell market.”
34. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We believe that with our 6GW TOPCon cell production capacity, we are well-positioned to meet this substantial demand.”
35. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our factory is located in Cam Khe Industrial Park, Phu Tho Province, Vietnam”
36. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “This solar cell plant has commenced commercial production since the second half of 2023 and has reached its full 2GW production capacity.”
37. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our solar cell plant in Ethiopia has commence production in April 2025 with 2GW production capacity and expanded the capacity to 4GW in August 2025.”
38. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We have established a solar module plant at a leased facility located in Houston metropolitan area, Texas. We completed the construction for the first 1GW capacity and commenced production in October 2025 at the Texas plant. We expect to achieve a total of 2GW solar module production capacity at the Texas plant by the end of 2026.”
39. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We lease all of our facilities and do not own any real property.”
40. The record on this page: the filing record (the EDGAR submissions feed)
41. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We are an early-stage company incorporated in November 2022 to separate the solar cell and module production businesses from VSUN, a majority-owned subsidiary of Fuji Solar and our affiliate.”
42. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For the years ended December 31, 2025, 2024 and 2023, we derived revenue from sales of solar cells to VSUN in an amount of approximately $154.7 million, $116.9 million and $61.5 million, respectively.”
43. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For the years ended December 31, 2025 and 2024, we derived 36% and 66% of our revenue from VSUN, respectively.”
44. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In dealings with VSUN, TOYO operates primarily under a contract manufacturing model, fulfilling specific orders placed by VSUN.”
45. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “transfer prices for the solar cell products, calculated as the cost base multiplied by the sum of 1 plus the mark-up rate.”
46. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Under the framework agreement entered into in November 2023, VSUN agrees to purchase solar cells from us and make a prepayment in the amount of $15 million, to be deducted from the monthly purchase orders.”
47. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “VSUN has made an advanced deposit of $30 million for purchase orders.”
48. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “we purchased raw materials from VSUN’s subsidiary in an amount of approximately $102.7 million, $48.5 million and $49.6 million, which accounted for approximately 31.6%, 55.0% and 64.5% of our total purchase of inventories”
49. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Since the third quarter of 2019, VSUN has been listed by Bloomberg New Energy Finance (NEF) as one of Tier 1 PV module manufacturers.”
50. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In September 2025, TOYO acquired the VSUN brand from VSUN.”
51. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We are in the process of negotiating a non-compete arrangement with VSUN, under which our affiliate VSUN will focus on ex-U.S. PV module markets.”
52. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For our solar cell business line, we primarily target large, standalone PV module manufacturers who lack their own solar cell production and aim to penetrate the U.S. market”
53. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our sales approach focuses on securing long-term contracts with a select group of solar PV manufacturers, with a view to securing continuous demand for our solar cells for the next one to two years.”
54. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of December 31, 2025, we have entered into supply agreements with over 50 third-party solar cell customers, an increase of 60% from 45 third-party cell customers from the year of 2024”
55. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For the year ended December 31, 2025, one third party customer and one related party customer accounted for 40% and 36% of total revenues, respectively.”
56. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Utility-scaled. Strategic customers are approached through direct sales by top management, and pricing is determined based on production costs.”
57. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Commercial and Industrial. These customers are valuable for demonstration purposes and are approached through direct sales. Prices for this segment are slightly higher compared to utility-scaled customers.”
58. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Residential. Sales for residential customers are generally conducted through distributors, with prices higher than those for commercial and industrial customers.”
59. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We procure both polysilicon and silicon wafers from third-party suppliers.”
60. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “the Uyghur Forced Labor Prevention Act, which bans the import of goods from China’s Xinjiang region into the United States due to concerns about forced labor practices in the region, which provides approximately half of the world’s polysilicon supply.”
61. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “only partner with suppliers that are pre-approved by the United States and comply with the necessary standards and regulations, which mitigates the potential supply chain disruptions and human rights risks associated with such import ban”
62. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The consolidated financial statements of the Company have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”)”
63. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The reporting currency of the Company is U.S. dollars (“USD” or “$”) and the accompanying consolidated financial statements have been expressed in USD.”
64. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For the year ended December 31, 2025, substantially all of the Company’s revenues are dominated in US Dollars. VND, the functional currency of TOYO Solar, and RMB, the functional currency of TOYO China, are not freely convertible into other foreign currencies.”
65. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In connection with the audit of our financial statements as of December 31, 2025, and for the year ended December 31, 2025, we have identified material weaknesses in our internal controls over financial reporting”
66. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The material weaknesses identified relate to (i) our lack of sufficient and competent financial reporting and accounting personnel with appropriate knowledge of U.S. GAAP”
67. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “TOYO Solar Company Limited, formerly named as Vietnam Sunergy Cell Company Limited (“TOYO Solar”) was incorporated on November 8, 2022 as a limited liability company established under the laws of the Socialist Republic of Vietnam (“Vietnam”) and a solely owned subsidiary of VSUN.”
68. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The Company was incorporated as an exempted company limited by shares under the laws of Cayman Islands on May 16, 2023, solely for the purpose of effectuating the Business Combination.”
69. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Pursuant to the Business Combination Agreement, an aggregate of 13,000,000 Ordinary Shares held by the Sellers (the “Earnout Shares”), were deposited with an escrow agent in a segregated escrow account”
70. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The number of Earnout Shares depends on the ratio of actual 2024 audited net profit to the benchmark amount of $41 million”
71. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On May 14, 2025, based on the 2024 Audited Net Profit, which excludes changes in the fair value of Earnout Shares, the Company released from the Earnout Escrow Account an aggregate of 1,712,297 Earnout Shares, that were fully vested, and cancelled the remaining 11,287,703 Earnout Shares.”
72. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On November 25, 2024, TOYO Solar LLC entered into a Membership Interest Purchase Agreement”
73. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The Company acquired TOYO Texas to construct a solar module plant in Texas. In exchange, TOYO Solar LLC agrees to issue to Solar Plus 24.99% equity interest in TOYO Solar LLC.”
74. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On November 24, 2025, the Company entered into a share purchase agreement with Solar Plus Technology, Inc., pursuant to which the Company purchased 24.99 Class B units of, or a 24.99% equity interest in, TOYO Solar US for cash consideration of $6,650,000. The transaction closed on December 4, 2025.”
75. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We are the first Japanese solar cell company listed in the United States”
76. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our Vietnam cell plant incorporates state-of-the-art, computer-controlled and wheel-based AGVs.”
77. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “AGVs utilize navigation and sensor technology to travel between locations and offer the following key benefits”
78. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “By incorporating AGVs into our cell plant, we expect our production to require significantly less human labor as compared to traditional plants with a similar production capacity.”
79. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “we will increase our R&D investment in heterojunction (“HJT”) technology, covering both P-type and N-type cell architectures.”
80. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The tandem architecture, by superimposing the perovskite top cell and the HJT bottom cell with complementary spectra, theoretically breaks through the efficiency limit of single-junction cells, offering a technical path towards conversion efficiencies exceeding 30%”
81. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We will actively conduct specialized research and development on space-grade photovoltaic cell technology, targeting satellite power systems and other aerospace applications.”
82. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We rely on the production know-how, instead of patent protection, in maintaining our competitive position. As of the date of this annual report, we are in the process of applying for two patents in Vietnam and preparing applications for another three patents.”
83. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “we have not entered into a contractual arrangement with employees regarding trade secret protections to protect our proprietary rights.”
84. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our primary sources of competition are solar cell manufacturers in Southeast Asia, including Trina Solar Co., Ltd, Canadian Solar Inc., Jinko Solar, Adani Green Energy Ltd and Waaree Energies Ltd, as well as solar PV module manufactures.”
85. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On April 24, 2024, the American Alliance for Solar Manufacturing Trade Committee (the “Committee”) filed AD and CVD petitions on imports of crystalline silicon photovoltaic (“CSPV”) cells from Cambodia, Malaysia, Thailand, and Vietnam.”
86. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In April 2025, the Commerce Department announced its final affirmative AD/CVD determinations and, among the others, assigned a final AD rate of 271.28% and a final CVD rate of 124.57% for solar cells and modules from Vietnam involved in circumvention of U.S. duties, and further, among the others, assigned a different AD rate of 77.12% to our affiliate VSUN.”
87. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We have strategically selected a solar cell plant located in Hawassa, Ethiopia, taking advantage of the country’s favorable investment policies, tariff status and ample hydropower supply.”
88. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “on December 6, 2024, Shanghai Jinko Green Energy Enterprise Management Co, Ltd and Zhejiang Jinko Solar Co., Ltd. (collectively “JINKO”) filed a complaint with the U.S. District Court of the Northern District of California (Case No. 3:24-cv-08828-JSC) (the “CA Case”) against Abalance Corporation, TOYO’s controlling shareholder, and certain of its subsidiaries, including TOYO, alleging that VSUN’s solar panel products (including TOPCON N-type solar panels) utilize JINKO’s patented technologies without authorization.”
89. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Pursuant to a certain settlement and release agreement between JINKO and TOYO dated December 30, 2025, on January 30, 2026, the CA Case was dismissed”
90. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On March 26, 2026, the U.S. International Trade Commission (the “USITC”) instituted an investigation pursuant to Section 337 of the Tariff Act of 1930”
91. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The investigation is based on a complaint filed by First Solar, Inc. (“First Solar”) on February 24, 2026, as supplemented on March 10, 2026, alleging that certain respondents, including Toyo Co., Ltd., Toyo Solar Texas, LLC and VSUN Solar USA Inc. of Fremont, violated Section 337 by importing into the United States certain TOPCon solar cells, modules, panels, components thereof, and products containing the same”
92. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “First Solar has requested that the USITC issue a general exclusion order that would bar the TopCon products from entry into the United States”
93. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of the date of this annual report, USITC has not made any determination on the merits of the allegations, and our products continue to be imported and sold in the United States in the ordinary course.”
94. The record on this page: revenue by line and by geography, as tagged in the annual report (the SEC's financial statement data sets)
95. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The increase of solar cells was primarily driven by our achievement of 4GW and 2GW production capacity in Ethiopia in October 2025, leading to an increase of output to meet sales orders from our customers. The increase of solar modules was primarily due to the commencement of sales of solar modules to a related party since October 2025.”
96. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “This was primarily caused by an increase in sales to US end customers with higher average selling prices, which was attributable to our achievement of 4GW production capacity in Ethiopia in the year of 2025. All solar cells manufactured in the Ethiopia plant were delivered to US end customers.”
97. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “In the second half of 2025, we commenced production and sales of solar modules to customers based in the United States.”
98. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our revenues increased by approximately $250.4 million, or 142% from approximately $177.0 million for the year ended December 31, 2024 to approximately $427.4 million in the year ended December 31, 2025. The increase was primarily caused by an increase of approximately $241.6 million in sales of solar cells and an increase of approximately $7.6 million in sales of solar modules.”
99. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “we recorded a gross profit of approximately $96.3 million and $21.9 million for the years ended December 31, 2025 and 2024, respectively, with gross profit margin of approximately 22.5% and 12.4%.”
100. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The decrease in gross profit margin was related to the customer adjustments made in the second half of 2024 to mitigate risk from AD/CVD to non-US end customers with lower average selling prices, as well as the impact of reduced capacity utilization in Vietnam in the period of market adjustment.”
101. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Our general and administrative expenses increased from approximately $11.4 million for the year ended December 31, 2024 to approximately $31.4 million for the year ended December 31, 2025.”
102. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “we incurred share-based compensation expenses of approximately $4.7 million through the issuance of ordinary shares to certain management and independent directors, and (ii) we hired more administrative staff in our Ethiopia and Texas plants”
103. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “an increase of consulting expenses of approximately $7.8 million as we incurred share-based compensation expenses of approximately $9.0 million through the of issuance ordinary shares to certain consultants”
104. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “we reported a net income of approximately $37.2 million and $40.5 million for the years ended December 31, 2025 and 2024, respectively.”
105. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “The changes of approximately $35.1 million in fair value between December 31, 2024 and July 1, 2024 was charged to the account of “Changes in fair value of contingent consideration payable”.”
106. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We expect to expand our customer base in the years ending December 31, 2026 and 2027.”
107. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “We plan to further establish a solar cell plant at our Texas Plant in the U.S. targeting to serve U.S. customers, supported by new advanced technologies, including HJT technology. We estimate to reach approximately 1.4GW production capacity for such new solar cell plant.”
108. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Currently, these expansion plans are pending as the management is actively observing and analyzing the recent changes and development in relevant regulations and government policies and environmental conditions”
109. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “Later, we will independently manufacture and supply PV modules under the VSUN brand acquired by us in September 2025.”
110. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “For the year ended December 31, 2023, we borrowed loans of approximately $93.6 million (VND 2.2 trillion) from VSUN as working capital and payment for property and equipment, respectively.”
111. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “VSUN no longer guaranteed the bank credit facility for the Company since December 31, 2024.”
112. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On February 7, 2025, JINKO initiated a separate action against Company’s customer, Waaree Solar Americas Inc. and Waare Energies Limited in the U.S. District Court for the Southern District of Texas (Houston Division)”
113. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “On July 11, 2025, TOYO Solar, Toyo America, and SinCo, filed a motion to intervene in the lawsuit as intervenors-defendants because a portion of the products subject to the litigation were produced by the Company.”
114. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of December 31, 2025 and 2024, we had working capital deficits of approximately $123.9 million and $69.6 million, respectively. This condition raised substantial doubt about our ability to continue as a going concern.”
115. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of December 31, 2025, among the working capital deficits of $123.9 million, the Company had contract liabilities from both third party customers and related party customers of $107.9 million which would be settled through the recognition of revenues. In addition, the Company had payables of $62.3 million due to related parties which may be extended when due.”
116. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of December 31, 2025, the investment amount for this solar cell plant was approximately $154.69 million. The funds will be raised through internal resources and advance payments from business operations.”
117. TOYO Co., Ltd, Form 20-F filed 2026-04-01: “As of December 31, 2025, the Company had drawn down approximately $5.5 million from BIDV and had unused credit facility of approximately $84.5 million.”

Where the revenue comes from

Product and service lines in fiscal 2025: Revenues From Third Parties 60%, Revenues From Related Parties 40%. As tagged in its annual report (Form 20-F, filed 2026-04-01).

Who runs it

Onozuka, Takahiko (Chief Executive Officer); Harada, Yasunai (Chief Financial Officer); Chung, Taewoo (Chief Financial Officer); Resch, Rhone A. (Chief Strategy Officer); Wang, Aihua (Chief Technology Officer); Han, Soon (director); Hickey, Alfred J III (director); Karlsson, Anders Erik (director); Tahara, Hiroyuki (director). 9 officers and directors have filed their own trades in the last fifteen months, names and titles as filed with the SEC, through 2026-09-30.

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