10-K: Artisan Consumer Goods Faces Going Concern Doubt
Annual Report
Artisan Consumer Goods, Inc. reported increased losses and a significant accumulated deficit for fiscal year 2025, raising substantial doubt about its ability to continue as a going concern.
Summary
- Artisan Consumer Goods, Inc. (ARRT) reported a net loss of $50,732 for the fiscal year ended June 30, 2025, an increase from $18,910 in the prior year.
- The company's independent auditor has issued an opinion raising substantial doubt about its ability to continue as a going concern due to minimal revenues, accumulated deficit, negative working capital, and negative cash flows from operations.
- The accumulated deficit reached $19,327,893 as of June 30, 2025.
- The company's cash balance was $1,370 at June 30, 2025, down from $1,795 in the prior year.
- Total liabilities increased to $336,615 from $280,718, while stockholders' deficit worsened to $(326,745) from $(277,798).
- Operating expenses rose to $49,991, primarily due to an approximate $19,000 increase in professional fees.
- The company's core business, the Within / Without Granola (WWG) brand, acquired in 2021, experienced inventory expiration and write-off in February 2023, and a new manufacturer has not yet been engaged as of October 2, 2025.
- Management believes at least $100,000 is required to fund operations and generate sales revenue within the next twelve months, with no assurance of securing this financing.
Sentiment
Score: 2
Explanation: The company faces severe financial distress, evidenced by increasing losses, a substantial accumulated deficit, negative working capital, and a 'going concern' warning from its auditor. Operational delays, including expired inventory and the inability to secure a new manufacturer, further compound the negative outlook. The reliance on related party loans and the urgent need for external financing with no assurance of success indicate a highly precarious situation.
Positives
- The company has a cybersecurity risk management methodology integrated into its overall enterprise risk management, with board oversight.
- Management believes that if $100,000 is successfully raised, sales revenue could be generated within the following twelve months.
Negatives
- The company reported an increased net loss of $50,732 for FY2025, up from $18,910 in FY2024.
- An accumulated deficit of $19,327,893 as of June 30, 2025, indicates significant historical losses.
- The independent auditor raised substantial doubt about the company's ability to continue as a going concern.
- Cash balance is critically low at $1,370, and working capital deficit is $327,745.
- The company has minimal revenues and negative cash flows from operating activities.
- Inventory from the first production run of Within / Without Granola expired and was written off in February 2023.
- A new manufacturer for the granola products has not been engaged as of October 2, 2025, hindering restart of operations.
- Total liabilities increased significantly to $336,615, largely due to related party loans.
Risks
- Substantial doubt exists about the company's ability to continue as a going concern due to recurring losses, accumulated deficit, negative working capital, and negative cash flows.
- The company has an immediate need to raise at least $100,000 to fund operations, with no assurance that future financing will materialize.
- Failure to secure financing could lead to the cessation of business operations and a complete loss of investment for shareholders.
- If debt financing is pursued, it would likely involve high costs and above-market interest rates due to the company's development stage and limited operations.
- The company's sole director is not independent, and there is no functioning audit committee, leading to ineffective oversight and potential material misstatements in financial statements.
- Inadequate segregation of duties and ineffective controls over period-end financial disclosure and reporting processes pose material weaknesses in internal control.
- The company is highly dependent on the success of an anticipated private placement offering.
- Officers of the company could become involved in other business activities, potentially creating conflicts of interest.
Future Outlook
Management believes that if the company successfully raises $100,000, it will be able to generate sales revenue within the following twelve months. However, there is no assurance that future financing will materialize, and if it is not available, the company may be unable to continue operations. The company is highly dependent on the success of an anticipated private placement offering, and failure to secure this or debt financing would require it to cease business operations.
Management Comments
- Management believes that if we are successful in raising $100,000, we will be able to generate sales revenue within the following twelve months thereof.
- If we cannot raise additional proceeds via a private placement of our common stock or secure debt financing, we would be required to cease business operations and as a result, investors in our common stock would lose all of their investment.
Industry Context
The company operates in the consumer goods sector, specifically the niche market of granola products. Its current challenges, including inventory expiration and the inability to secure a new manufacturer, highlight the difficulties faced by small, development-stage food companies in scaling production and managing supply chains. The need for significant capital to restart operations is common for such ventures, especially when competing in a market that often requires consistent product availability and marketing investment.
Comparison to Industry Standards
- NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Secretary, Treasurer, Director, President | William Drury | NA | 2023-01-01 | Passed away; duties assumed by Amber Finney. |
| Independent Registered Public Accounting Firm | Fruci & Associations II, PLLC | Aloba, Awomolo & Partners | 2025-08-29 | Dismissal of previous firm and engagement of new firm by Board of Directors. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Composition | The Board of Directors consists of a single member (Amber Joy Finney) who does not qualify as an independent director. | NA | Results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, potentially leading to material misstatements in financial statements. |
| Committee Structure | No functioning audit or compensation committee comprised of independent directors; functions are performed by the sole director. | NA | Creates potential conflicts of interest regarding management compensation, nominations, and audit issues, and contributes to ineffective oversight. |
| Internal Controls | Identified material weaknesses include inadequate segregation of duties and ineffective controls over period-end financial disclosure and reporting processes. | NA | Adversely affects the company's ability to record, process, summarize, and report financial information reliably. |
Legal Proceedings
- Not currently involved in any legal proceedings, and not aware of any pending or potential legal actions.
Related Party Transactions
- Amber Joy Finney, President and CEO, advanced the company $255,666 as related party loans as of June 30, 2025. These loans are unsecured, due on demand, and carry no interest or collateral.
- Subsequent to the fiscal year end, on September 15, 2025, Amber Finney advanced an additional $5,400 as a related party loan for working capital.
- A settlement agreement with the estate of William Drury (former officer) from September 29, 2016, provides for a payment of $50,000 in cash and $50,000 in common stock. Shares are still being issued to the estate, and their fair value is adjusted against the liability.
Stakeholder Impact
- Shareholders face a high risk of losing their entire investment if the company fails to secure necessary financing and ceases operations.
- Creditors, particularly related party lenders, bear the risk of non-repayment given the company's precarious financial position and lack of collateral on loans.
- Potential employees or contractors for manufacturing roles are impacted by the delay in securing a new manufacturer and the uncertainty of future operations.
- Customers of the Within / Without Granola brand are affected by the lack of product availability due to operational delays and expired inventory.
Next Steps
- Raise at least $100,000 through a private placement or debt financing to fund operations.
- Engage a new manufacturer to produce smaller batches of the Within / Without Granola products.
- Generate sales revenue within the next twelve months, contingent on securing financing.
Key Dates
| Date | Description |
|---|---|
| 2009-09-14 | Company incorporated under the laws of Nevada. |
| 2013-02-19 | William Drury appointed Secretary, Treasurer, and sole director. |
| 2015-01-01 | Company entered into a 24-month consulting agreement extension with William Drury. |
| 2015-07-31 | William Drury appointed President. |
| 2016-09-28 | Amber Joy Finney appointed President, CEO, Treasurer, and sole director; William Drury resigned as President and Treasurer. |
| 2016-09-29 | Settlement agreement signed between Mr. Drury and the Company for $50,000 cash and $50,000 in common stock. |
| 2016-10-02 | Mr. Drury resigned as director; settlement agreement ratified. |
| 2016-10-24 | Company issued 14,286 shares of common stock to Mr. Drury as partial settlement. |
| 2018-04-17 | Company changed its name from Lash, Inc. to Artisan Consumer Goods, Inc. |
| 2021-07-15 | Acquired assets of Paleo Scavenger, LLC, including the Within / Without Granola (WWG) brand, for $10,000. |
| 2022-06-01 | Restarted manufacturing process for Within / Without Granola products. |
| 2022-08-01 | Generated first sales since inception. |
| 2023-01-01 | William Drury passed away during 2023; Ms. Finney assumed his duties. |
| 2023-02-01 | Inventory from the first run of Within / Without Granola products expired and was written off. |
| 2024-06-30 | End of fiscal year 2024. |
| 2024-09-30 | Intangible assets for $9,000 were fully amortized. |
| 2024-12-31 | Last business day of the Registrant's most recently completed second fiscal quarter, aggregate market value of voting and non-voting common stock held by non-affiliates was approximately $1,000,000. |
| 2025-06-30 | End of fiscal year 2025. |
| 2025-08-29 | Company dismissed Fruci & Associations II, PLLC as its independent registered public accounting firm and engaged Aloba, Awomolo & Partners. |
| 2025-09-15 | Amber Finney advanced the Company $5,400 as a related party loan. |
| 2025-09-26 | Aloba, Awomolo & Partners issued their audit report. |
| 2025-10-02 | Filing date of the 10-K report; 4,400,048 shares of common stock outstanding; new manufacturer for granola products not yet engaged. |
Recommendation
strong sellThe company is in severe financial distress, evidenced by a 'going concern' warning from its auditor, increasing net losses, a substantial accumulated deficit, negative working capital, and critically low cash reserves. Operations for its core product are stalled due to expired inventory and the inability to secure a new manufacturer. The company is entirely dependent on raising at least $100,000, with no assurance of success, and failure would lead to cessation of business. Significant corporate governance issues, including a non-independent board and material weaknesses in internal controls, further exacerbate the risk. Given these factors, the likelihood of a positive turnaround is extremely low, and investors face a high probability of total loss.
Keywords
Consumer Goods, Granola, Within Without Granola, SEC Filing, 10-K, Going Concern, Financial Performance, Capital Raise, Startup, Food Industry
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