10-Q: Atlantica Inc. Reports Third Quarter 2024 Results; No Revenue, Continued Net Losses
Quarterly Report
Atlantica Inc. reports no revenue and a net loss for the third quarter of 2024, with ongoing expenses funded by related-party loans.
Summary
- Atlantica Inc. reported its financial results for the third quarter of 2024, showing no revenue for both the three and nine-month periods ending September 30, 2024.
- The company incurred a net loss of $84,885 for the three months ended September 30, 2024, and a net loss of $309,498 for the nine months ended September 30, 2024.
- General and administrative expenses were $40,146 for the quarter and $180,582 for the nine-month period, primarily consisting of accounting, management, and legal fees.
- The company's operations are currently funded by loans from its majority shareholder, Mirabella Holdings, LLC, which totaled $762,271 as of September 30, 2024.
- These loans accrue interest at 10% per annum, compounded quarterly, with accrued interest reaching $1,080,329 as of September 30, 2024.
- Atlantica Inc. has no significant assets and is seeking to acquire or merge with an existing operating company.
- The company's financial statements reflect a going concern uncertainty due to accumulated losses and lack of revenue.
Sentiment
Score: 2
Explanation: The sentiment is negative due to the lack of revenue, continued losses, and reliance on related-party loans. The company's future is uncertain, and there are significant risks associated with its going concern status.
Positives
- The company is actively seeking a merger or acquisition, which could provide a path to future operations and revenue.
Negatives
- Atlantica Inc. has no revenue and continues to incur net losses.
- The company is heavily reliant on loans from its majority shareholder to cover operating expenses.
- There is a significant accumulated deficit of $5,688,360 as of September 30, 2024.
- The company has no significant assets.
- The financial statements indicate a going concern uncertainty.
Risks
- The company's ability to continue as a going concern is uncertain due to its lack of revenue and accumulated losses.
- The company is dependent on its majority shareholder, Mirabella Holdings, LLC, for funding, and there is no guarantee that this funding will continue.
- The company's plan to acquire or merge with an operating company is subject to various risks and uncertainties.
- The company has accrued significant interest on related-party loans, which increases its liabilities.
- There is a risk that the company may not be able to find a suitable acquisition or merger partner.
Future Outlook
The company plans to consider industries of interest, adopt a business plan, and commence operations through funding or acquisition of a going concern. The company is seeking a merger with an existing, well-capitalized operating company.
Management Comments
- Management believes that there are no unrecorded valid outstanding liabilities from prior operations.
- Management intends to consider a number of factors prior to making any decision as to whether to participate in any specific business endeavor.
- Management has concluded that the company's disclosure controls and procedures were effective as of September 30, 2024.
Industry Context
This announcement reflects a company that is essentially a shell corporation with no current operations, seeking a merger or acquisition to become an active business. This is not uncommon for companies that have ceased operations and are looking for a new direction.
Comparison to Industry Standards
- It is difficult to compare Atlantica Inc.'s results to industry standards due to its lack of operations and revenue.
- Most companies in the technology, manufacturing, natural resources, service, research and development, communications, transportation, insurance, brokerage, finance and medically related fields would have revenue and operating expenses.
- The company's financial situation is not comparable to active companies in any of these sectors.
- The company's reliance on related-party loans is not a typical practice for established operating companies.
Related Party Transactions
- Mirabella Holdings, LLC, the majority shareholder, provided loans totaling $762,271 as of September 30, 2024.
- These loans accrue interest at 10% per annum, compounded quarterly, with accrued interest reaching $1,080,329 as of September 30, 2024.
- The company has a management services agreement with Richland, Gordon & Company, which is beneficially owned by the company's President and CEO, Alan D. Gordon.
- The management services agreement provides for an annual management fee and a transaction-based fee, which are not currently payable but will be due upon the completion of an acquisition or financing.
Stakeholder Impact
- Shareholders face significant risk due to the company's lack of revenue, accumulated losses, and going concern uncertainty.
- Employees are not directly impacted as the company has no current operations.
- Customers and suppliers are not impacted as the company has no current business activities.
- Creditors are at risk due to the company's financial instability and reliance on related-party loans.
Next Steps
- The company will consider industries of interest.
- The company will adopt a business plan.
- The company will seek funding or an acquisition of a going concern.
- The company will continue to seek a merger with an existing, well-capitalized operating company.
Key Dates
| Date | Description |
|---|---|
| March 3, 1938 | Atlantica Inc. was originally incorporated as Red Hills Mining Company. |
| February 5, 1953 | The company changed its name to Allied Oil and Minerals Company. |
| January 8, 1971 | The company changed its name to Community Equities Corporation. |
| March 26, 1996 | The company changed its name to Atlantica, Inc. |
| March 7, 1997 | The company ceased material business operations. |
| November 6, 2007 | Start date of loans from Mirabella Holdings, LLC. |
| April 29, 2009 | Date of the promissory note issued to Mirabella Holdings, LLC and the Management Services Agreement with Richland, Gordon & Company. |
| September 30, 2024 | End of the reporting period for this quarterly report. |
| November 6, 2024 | Date of the latest practicable date for share count. |
| November 7, 2024 | Date of the report and certifications. |
Keywords
financial statements, net loss, related party transactions, going concern, merger, acquisition, loans, operating expenses, accumulated deficit, quarterly report
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