10-K: ADM Endeavors Reports 2025 Net Income Growth Amidst Revenue Dip

Sentiment:

Annual Report


ADM Endeavors, Inc. reported increased net income for fiscal year 2025 despite a slight revenue decrease, driven by operational efficiencies and strategic asset sales.

Delay expectedThe convertible promissory note's maturity date has been repeatedly extended, from March 5, 2023, to September 5, 2023, then to January 1, 2025, then to June 30, 2025, and most recently to October 31, 2026.The new corporate headquarters, completed in 2025, is expected to start operations by the end of the first quarter of 2026, indicating a delay between completion and full operational status.
Capital raiseOn December 19, 2025, the company entered into an equity financing agreement with GHS Investments LLC to purchase up to $20,000,000 of common stock in tranches, following an effective registration.A commitment fee of 1,156,738 shares of common stock, valued at approximately $53,210, was immediately issued to GHS.On March 27, 2026, the company entered into a revolving credit agreement up to $500,000 with the Chief Executive Officer, with $382,309 already drawn.Management explicitly states that additional hiring to remediate internal control weaknesses is contingent upon efforts to obtain additional funding through equity or debt.
Better than expectedNet income increased by 50% from $324,311 in 2024 to $486,259 in 2025, despite a slight revenue decrease.Cash provided by operating activities improved significantly from $284,256 in 2024 to $381,136 in 2025.The company completed construction of a new 100,000 sq. ft. corporate headquarters, a major capital improvement that is expected to drive future growth.

Summary

  • Revenue decreased by 2% to $5,624,053 in 2025 from $5,760,459 in 2024, primarily due to smaller order sizes.
  • Net income increased significantly to $486,259 in 2025 from $324,311 in 2024.
  • Cost of revenues as a percentage of revenue slightly increased to 66% in 2025 from 65% in 2024.
  • The company completed construction of a new 100,000 square foot corporate headquarters in Ft. Worth, Texas, valued at approximately $13 million, with operations expected to commence by the end of Q1 2026.
  • Operating capacity for screen printing is 60%, embroidery 40%, and digital department 50%, indicating significant room for growth without additional equipment.
  • The company is focusing approximately 80% of its advertising budget on SEO and its website to develop more in-house customers and grow its online presence.
  • Working capital decreased to $127,740 as of December 31, 2025, from $385,087 in 2024.
  • Cash provided by operating activities increased to $381,136 in 2025 from $284,256 in 2024.
  • The company secured new debt financing, including a $1,500,000 secured promissory note in March 2025, and entered into an equity financing agreement for up to $20,000,000 with GHS Investments LLC in December 2025.
  • A revolving credit agreement up to $500,000 was entered into with the Chief Executive Officer in March 2026, with $382,309 already drawn.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a mixed report. While net income and operating cash flow improved, and strategic investments in a new headquarters and online presence are promising, the revenue decline and significant internal control weaknesses present notable concerns.

Positives

  • Net income increased by 50% to $486,259 in 2025 from $324,311 in 2024.
  • Cash provided by operating activities improved to $381,136 in 2025 from $284,256 in 2024.
  • Completion of a new 100,000 square foot corporate headquarters, valued at $13 million, is expected to enhance service, attract larger customers, and increase inventory capacity.
  • Significant unused production capacity (screen printing 60%, embroidery 40%, digital 50%) allows for revenue expansion with additional employees.
  • Strategic shift of import operations from China to Pakistan and exploration of India, along with multilingual staff, enhances supply chain flexibility.
  • The company is capitalizing on school uniform discounts (50-70% off) due to industry uncertainty and tariffs, and has sourced its own branded uniforms.
  • Government contracts with Dallas, Tarrant, Johnson Counties, and 12 cities provide a stable customer base.
  • A gain on sale of property of $63,195 was recognized in 2025.
  • Received $374,930 in insurance proceeds for building vandalism.

Negatives

  • Total revenue decreased by 2% ($136,406) in 2025, primarily due to smaller order sizes.
  • Cost of revenues as a percentage of revenue increased to 66% in 2025 from 65% in 2024.
  • Working capital decreased significantly to $127,740 in 2025 from $385,087 in 2024.
  • Cash used in investing activities increased to $2,845,906 in 2025 from $2,295,639 in 2024, largely for property and equipment purchases.
  • The company's common stock is considered 'penny stock' under SEC rules, which may reduce trading activity.
  • The company has material weaknesses in internal control over financial reporting, including a lack of independent directors, insufficient in-house technical accounting knowledge, inadequate segregation of duties, and insufficient written policies.
  • The company relies on related-party transactions for its corporate office lease ($6,500 per month to M&M Real Estate, Inc., owned by the CEO).
  • The convertible promissory note has been repeatedly extended, most recently to October 31, 2026.
  • The company does not have directors and officers liability insurance.

Risks

  • Reliance on a few key vendors for inventory purchases (three vendors accounted for approximately 77% in 2025, four vendors for 88.5% in 2024).
  • Uncertainty in the school uniform industry due to tariffs and related international trade policies.
  • Susceptibility to general economic conditions, natural catastrophic events, and public health crises, which could adversely affect operating results.
  • Cybersecurity threats, which, despite current measures, may not be successfully prevented or mitigated and could have a material adverse effect.
  • The 'penny stock' designation may reduce trading activity in the secondary market for the company's stock.
  • Future sale of common stock by management or persons owning more than five percent of outstanding voting securities may adversely affect any established trading market.
  • Material weaknesses in internal control over financial reporting could lead to undetected material misstatements.
  • The additional hiring needed to remediate internal control weaknesses is contingent upon obtaining additional funding through equity or debt, with no assurances of securing such funds.
  • The absence of directors and officers liability insurance exposes directors and officers to personal liability for acts or omissions.

Future Outlook

The company anticipates continued growth in the promotional products industry over the next five years, driven by corporate profit and advertising expenditure. It believes its SEO/Web department is key to future growth, with 80% of its advertising budget focused on maintaining and expanding its online presence. The new 100,000 sq. ft. corporate headquarters, expected to be operational by the end of Q1 2026, should allow for a fulfillment center, enhanced online retail, and increased inventory capacity.

Management Comments

  • "We sell anything with a logo."
  • "COVID forced us to look at our customer base, and as a result, we added a government specific division headed by Bruce Boyce. This segment has seen significant growth."
  • "Just Right Products is currently operating at approximately 60% of capacity with its current equipment therefore, growth without additional equipment is feasible."
  • "The Embroidery Department is operating at approximately 40% of capacity with its current equipment therefore, growth without additional equipment is feasible."
  • "The Digital Department also operates in the same manner as Screen Printing and Embroidery and is operating at approximately 50% of capacity based on its current equipment with significant growth potential."
  • "All production departments have more equipment exceeding the workload of the employees potential. This gives Just Right Products the ability for expansion in revenue with the hiring of additional employees, and/or having the luxury of having backup equipment eliminating down time and the ability to handle large jobs with the help of part-time employees."
  • "We hope to acquire a sign shop allowing us to bring production in house and increase margins and customer base."
  • "The Company believes the SEO/Web department is one of the keys to future growth."
  • "We believe that our cashflow from operations and cash balance is sufficient to finance our cash requirements for expected operational activities, capital improvements, and repayment of debt through the next 12 months."
  • "Management expects to secure funds in the coming fiscal year but provides no assurances that it will be able to do so."

Industry Context

StockSavvy.ai notes that the promotional products industry in the U.S. is robust, with annual revenues over $23 billion and consistent growth of over 3% per year, employing over 250,000 people across 26,000 businesses. This growth is fueled by a healthy economy and increased advertising expenditures. ADM Endeavors' focus on in-house production, international sourcing, and online presence aligns with industry trends emphasizing efficiency, supply chain diversification, and digital engagement. The company's expansion into government contracts also provides a stable revenue stream, diversifying beyond traditional retail and corporate promotional sales.

Comparison to Industry Standards

  • The U.S. promotional products industry expanded greatly in the past five years, with annual revenues over $23 billion and growth of over 3% per year, employing over 250,000 people in over 26,000 businesses.
  • 83% of customers report enjoying receiving a promotional product with an advertising message, indicating high consumer receptiveness.
  • After receiving a promotional product, 85% of customers state they do business with the company, demonstrating strong conversion rates.
  • 58% of customers keep a promotional product for up to four years, suggesting long-term brand exposure and utility.
  • 89% of customers can recall the advertiser on a promotional product they received in the past two years, highlighting superior brand recall compared to other advertising media.
  • A promotional product increases the effectiveness of other media by 44%, indicating a synergistic effect on marketing campaigns.
  • ADM Endeavors' in-house production and international sourcing capabilities provide advantages over competitors, particularly in managing seasonal demands for uniforms and offering flexible delivery times.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Executive OfficerChief Operating OfficerMarc Johnson2020-01-08Resigned as COO and appointed as CEO.
Chief Financial OfficerN/AAlex Archer2023-05-22Appointment to a dedicated CFO role.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Internal Control WeaknessLack of independent directors on the board.2025-12-31Increases risk of inadequate oversight and potential for financial misstatements. Company intends to appoint additional independent directors.
Internal Control WeaknessLack of in-house personnel with technical knowledge to identify and address reporting issues surrounding complex or non-routine transactions.2025-12-31Increases reliance on third-party experts and risk of misapplication of accounting principles. Management plans to hire technically proficient staff.
Internal Control WeaknessInsufficient personnel resources within the accounting function to segregate duties over financial transaction processing and reporting.2025-12-31Increases risk of fraud and error. Management plans to add sufficient accounting personnel.
Internal Control WeaknessInsufficient written policies and procedures over accounting transaction processing and period-end financial disclosure and reporting processes.2025-12-31Increases risk of inconsistent application of accounting principles and reporting errors. Management plans to develop and maintain adequate written policies.
Board CompositionBoard of Directors consists of two directors and has not established Nominating or Governance Committees.2025-12-31Limited independent oversight. Company intends to appoint additional independent directors to meet future listing requirements.
Risk OversightThe Board of Directors does not have a specific role in risk oversight; information is provided by executive officers.2025-12-31Potential for less comprehensive or independent risk assessment at the board level.
InsuranceDoes not have directors and officers liability insurance.2025-12-31Exposes directors and officers to personal liability for acts or omissions.
Code of EthicsIntends to adopt a code of ethics but has not done so to date due to small size.N/ALack of formal ethical guidelines for officers, directors, and employees.

Legal Proceedings

  • No existing or pending legal proceedings against the company that could reasonably be expected to have a material effect on operations.
  • No proceedings in which any directors, officers, affiliates, or beneficial stockholders are adverse parties or have a material interest adverse to the company.

Related Party Transactions

  • The company leases its Haltom City, Texas facility (approximately 22,000 sq. ft.) from M & M Real Estate, Inc., which is owned by Marc Johnson (majority stockholder, director, and CEO).
  • The monthly lease payment is $6,500 on a month-to-month basis.
  • Lease expense, including equipment rental, to M & M was $94,904 in 2025 and $111,000 in 2024.
  • On March 27, 2026, the company entered into a revolving credit agreement up to $500,000 with the Chief Executive Officer (Marc Johnson), with $382,309 already drawn.

Stakeholder Impact

  • Shareholders: Increased net income and strategic investments could be positive, but revenue decline, working capital decrease, and internal control weaknesses pose risks. The 'penny stock' status and potential dilution from future equity raises are also relevant.
  • Employees: Plans to hire additional employees for growth and to address internal control weaknesses. The new headquarters could offer improved working conditions.
  • Customers: New headquarters with a fulfillment center and enhanced online retail could lead to improved service and product availability. Government contracts provide stable service.
  • Creditors: Increased debt (secured promissory notes, revolving credit with CEO) indicates higher leverage, but management believes cash flow is sufficient for debt repayment.
  • Suppliers: Reliance on a few key vendors for inventory purchases could create dependency.

Next Steps

  • Start operating out of the new 100,000 sq. ft. corporate headquarters by the end of the first quarter of 2026.
  • Add a fulfillment center at the new facility to enhance service and attract larger customers.
  • Enhance the current online retail store and increase inventory capacity for existing programs.
  • Acquire a sign shop to bring production in-house, increase margins, and expand the customer base.
  • Hire additional employees to utilize existing production capacity and support growth.
  • Appoint additional independent directors to the board and to the Audit Committee.
  • Hire sufficient accounting personnel to properly segregate duties and ensure timely, accurate preparation of financial statements.
  • Hire staff technically proficient at applying U.S. GAAP to financial transactions and reporting.
  • Develop and maintain adequate written accounting policies and procedures.
  • Secure additional funding through equity or debt to support remediation plans for internal control weaknesses.
  • Register shares for the equity financing agreement with GHS Investments LLC.

Key Dates

DateDescription
2001-01-04ADM Endeavors, Inc. incorporated in North Dakota as ADM Enterprises, Inc.
2006-05-09Company changed name to ADM Endeavors, Inc. and domiciled in Nevada.
2008-07-01Acquired assets of ADM Enterprises, LLC, becoming a wholly owned subsidiary.
2010-01-17Just Right Products, Inc. (JRP) incorporated.
2013-05-31Company amended Articles of Incorporation to increase authorized share capital.
2013-06-05Designated 80,000,000 preferred shares as Series A Convertible Preferred Stock.
2014-02-19Effective date of franchise agreement, expiring February 2024 with a 5-year renewal option.
2018-04-01Convertible promissory note assumed in connection with the reverse acquisition.
2018-04-19Acquired Just Right Products, Inc. (JRP) through a share exchange, resulting in a change of voting control.
2020-01-08Marc Johnson resigned as COO and was appointed as CEO.
2022-10-25Entered into a secured promissory note for up to $4,618,960.
2022-10-28Entered into an operating lease expiring June 30, 2024.
2023-03-05Convertible note extended to September 5, 2023.
2023-04-27Entered into Asset Purchase Agreement with Innovative Impressions, Inc. and Independent Consulting Agreement with Robert Breese.
2023-05-22Alex Archer appointed as CFO.
2023-10-24Accrued additional 491,923 shares for Robert Breese under consulting agreement.
2023-12-31Fiscal year end for 2023.
2024-03-05Convertible note extended to January 1, 2025.
2024-04-24Notified M&K CPAS, PLLC of dismissal as independent registered public accounting firm.
2024-04-24Engaged TPS Thayer, LLC as independent registered public accounting firm.
2024-06-30Lease extended to December 31, 2024.
2024-10-24Appraisal valued new facility at approximately $13 million and adjacent land at $3.7 million.
2024-12-09Notified TPS Thayer, LLC of dismissal as independent registered public accounting firm.
2024-12-09Engaged HTL International, LLC as independent registered public accounting firm.
2024-12-31Fiscal year end for 2024.
2025-01-01Building under construction vandalized and set on fire.
2025-03-20Received $374,930 in insurance proceeds for building damage.
2025-03-26Convertible note extended to June 30, 2025.
2025-03-27Entered into a secured promissory note for up to $1,500,000.
2025-05-28Issued 491,923 common shares to Robert Breese and an additional 234,605 common shares for services provided.
2025-06-30Aggregate market value of voting and non-voting common equity held by non-affiliates was $4,661,615.
2025-07-15Sold land and a building for net cash proceeds of $344,462, recognizing a gain of $63,195.
2025-12-19Entered into an equity financing agreement with GHS Investments LLC for up to $20,000,000.
2025-12-23Issued 1,156,738 shares of common stock to GHS as a commitment fee.
2025-12-31Fiscal year end for 2025.
2026-01-20Date for beneficial ownership calculation.
2026-03-27Entered into a revolving credit agreement up to $500,000 with the Chief Executive Officer.
2026-03-31Filing date of the 10-K report and date for shares issued and outstanding.
2026-10-31Convertible note extended to this date.

Recommendation

hold

ADM Endeavors presents a mixed financial picture. The significant increase in net income and strategic investments in a new headquarters and online presence are positive indicators for future growth and operational efficiency. However, the slight revenue decline, substantial decrease in working capital, and identified material weaknesses in internal controls introduce considerable uncertainty and risk. The company's reliance on related-party financing and its 'penny stock' status also warrant caution. A 'hold' recommendation is appropriate as investors should monitor the successful remediation of internal control issues, the operational benefits of the new facility, and sustained revenue growth before considering further investment.

Keywords

promotional products, screen printing, embroidery, uniforms, SEC filing, 10-K, ADM Endeavors, ADMQ, financial results, corporate headquarters, manufacturing capacity, government contracts, supply chain, e-commerce, internal controls, penny stock, related party transactions

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