10-K/A: Artisan Consumer Goods Files Amended 10-K After Auditor Revocation, Cites Going Concern Uncertainty
10-K/A Amendment
Artisan Consumer Goods files an amended 10-K to reflect a re-audit by a new accounting firm following the revocation of its previous auditor's registration, while also expressing substantial doubt about its ability to continue as a going concern.
Summary
- Artisan Consumer Goods, Inc. filed an amendment to its annual report on Form 10-K for the fiscal year ended June 30, 2024.
- The amendment was filed to reflect a re-audit of the company's financial statements for the years ended June 30, 2024 and 2023 by Fruci & Associates II, PLLC, a new independent registered public accounting firm.
- This change was prompted by the SEC notifying the company that the Public Company Accounting Oversight Board revoked the registration of Yusufali & Associates, LLC, the company's previous auditor.
- The company's independent auditor has issued an audit opinion which includes a statement raising substantial doubt as to the company's ability to continue as a going concern.
- The company acquired the Within / Without Granola (WWG) brand on July 15, 2021, for $10,000 and restarted manufacturing in June 2022.
- The company generated its first sales since inception during August 2022.
- The company is searching for a new manufacturer to produce smaller batches of the Within / Without Granola products.
- As of April 7, 2025, a new manufacturer has not been engaged.
- The company must raise at least $100,000 to commence its plan of operation and fund ongoing operational expenses.
- The company generated sales of $-0and $7,648 for the years ended June 30, 2024 and 2023, respectively.
- The company has generated net losses of $18,910 and $42,825 for the years ended June 30, 2024 and 2023, respectively.
- The company's accumulated deficit was $19,277,161 as of June 30, 2024.
- The company's cash balance was $1,795 as of June 30, 2024.
- The company's total assets were $2,920 as of June 30, 2024.
- The company's total liabilities were $280,718 as of June 30, 2024.
- The company's stockholders' deficiency was $277,798 as of June 30, 2024.
Sentiment
Score: 2
Explanation: The sentiment is very negative due to the auditor's going concern warning, lack of revenue, accumulated losses, and material weaknesses in internal controls. The company's future is highly uncertain.
Positives
- The company recognized a $11,250 gain on extinguishment of debt due to accounts payable either past the statute of limitations or for work not executed.
- The company's net loss decreased from $42,825 in 2023 to $18,910 in 2024.
Negatives
- The company's auditor has raised substantial doubt about its ability to continue as a going concern.
- The company has an accumulated deficit of $19,277,161 as of June 30, 2024.
- The company's cash balance is low at $1,795 as of June 30, 2024.
- The company had no sales for the year ended June 30, 2024.
- The company has a stockholders' deficiency of $277,798 as of June 30, 2024.
- The company's disclosure controls and procedures were not effective as of June 30, 2024.
- The company has material weaknesses in its internal control over financial reporting.
Risks
- The company's ability to continue as a going concern is dependent on generating profitable operations and/or obtaining necessary financing.
- The company may be unable to raise the $100,000 needed to fund operations.
- The company's lack of a functioning audit committee and outside directors could result in material misstatements in financial statements.
- The company's ineffective controls over financial reporting could lead to errors or fraud.
- The company is dependent on the success of an anticipated private placement offering.
- Failure to secure additional funding could result in the company ceasing business operations and investors losing their investment.
Future Outlook
Management believes that if the company is successful in raising $100,000, it will be able to generate sales revenue within the following twelve months thereof. However, if such financing is not available, the company could fail to satisfy its future cash requirements.
Management Comments
- Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock.
Industry Context
The document does not provide enough information to assess the company's performance relative to the broader consumer goods industry. More information about competitors and industry trends would be needed to provide a meaningful analysis.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Secretary | William Drury | Amber Joy Finney | 2023 | Death of William Drury |
Related Party Transactions
- Since September 2016, the company's President, Amber Finney, advanced the company $200,666 as a related party loan.
- On October 24, 2016, the company issued 14,286 shares of the company's common stock to Mr. Drury to partially settle the $50,000 common stock obligation.
Stakeholder Impact
- Shareholders face a high risk of losing their investment if the company cannot secure additional funding.
- Employees' jobs are at risk if the company ceases operations.
- The company's ability to meet its obligations to suppliers and creditors is uncertain.
Next Steps
- The company is searching for a new manufacturer to produce smaller batches of the Within / Without Granola products.
- The company intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock.
Key Dates
| Date | Description |
|---|---|
| 2009-09-14 | Company was incorporated in the State of Nevada. |
| 2015-02-01 | Company entered into a 24-month consulting agreement extension with William Drury. |
| 2016-09-28 | Amber Joy Finney appointed President and Chief Executive Officer, Treasurer and director. |
| 2016-09-28 | William Drury resigned as President and Treasurer of the Company. |
| 2016-09-29 | Settlement agreement between Mr. Drury and the Company was signed. |
| 2016-10-02 | Mr. Drury resigned as director and the Company accepted his resignation and ratified the settlement agreement dated September 29, 2016. |
| 2021-07-15 | Company acquired the assets of Paleo Scavenger, LLC for $10,000. |
| 2022-08 | Company generated first sales since inception. |
| 2023-02 | Inventory from the first run of the Within / Without Granola products expired. |
| 2023 | William Drury passed away. |
| 2024-06-30 | End of fiscal year. |
| 2024-08-08 | Amber Finney advanced the Company $10,000 as a related party loan. |
| 2024-11-19 | Company approved the dismissal of its then independent registered public accounting firm, Yusufali & Associates, effective November 11, 2024. |
| 2025-01-28 | Amber Finney advanced the Company $20,000 as a related party loan. |
| 2025-02-03 | Company filed Form 8-K announcing engagement of Fruci & Associates II, PLLC. |
| 2025-04-07 | Date of report. |
Keywords
10-K/A, amendment, financial statements, going concern, Artisan Consumer Goods, auditor, Within / Without Granola, private placement, financing, internal control
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