10-Q: Atlantis Glory Reports Q2 2025 Loss, Seeks Merger
Quarterly Report
Atlantis Glory Inc., a dormant shell company, reported a net loss for Q2 2025 and continues to seek a reverse merger while facing significant financial challenges.
Summary
- Atlantis Glory Inc. (AGLY) filed its Form 10-Q for the quarter ended June 30, 2025.
- The company reported no revenue for the three and six months ended June 30, 2025 and 2024.
- Net loss for the three months ended June 30, 2025, was $7,225, a slight decrease from $7,480 in the prior year period.
- Net loss for the six months ended June 30, 2025, was $16,179, a slight decrease from $16,485 in the prior year period.
- As of June 30, 2025, the company had $0 in cash and cash equivalents.
- Total liabilities increased to $187,608 as of June 30, 2025, from $171,429 as of December 31, 2024.
- The accumulated deficit grew to $1,123,387 as of June 30, 2025, from $1,107,208 as of December 31, 2024.
- The company has negative working capital of $187,608 as of June 30, 2025.
- Management intends to explore and identify business opportunities, including a potential acquisition of an operating entity through a reverse merger, asset purchase, or similar transaction.
- The company's common stock outstanding as of August 21, 2025, was 603,970,000 shares.
Sentiment
Score: 2
Explanation: The company is a dormant shell with no operations, zero cash, increasing liabilities, and a significant accumulated deficit. It explicitly states substantial doubt about its ability to continue as a going concern and has material weaknesses in internal controls. While it aims for a reverse merger, the current financial state is highly precarious and speculative.
Positives
- General and administrative expenses slightly decreased to $7,225 for the three months ended June 30, 2025, from $7,480 in the prior year period.
- Net loss slightly decreased for both the three-month and six-month periods compared to the prior year.
Negatives
- The company has no revenue from continuing operations.
- The company has $0 in cash and cash equivalents as of June 30, 2025.
- Total liabilities increased to $187,608 as of June 30, 2025.
- The accumulated deficit reached $1,123,387 as of June 30, 2025.
- The company has negative working capital of $187,608.
- There is substantial doubt about the company's ability to continue as a going concern.
- The company is dependent on continued financial support from stockholders or external financing.
- Internal control over financial reporting was not effective as of June 30, 2025, due to material weaknesses.
Risks
- Limited management, labor, and financial resources.
- Ability to establish and maintain adequate internal controls.
- Ability to develop and maintain a market in securities.
- Ability to obtain financing, if and when needed, on acceptable terms.
- Continued negative effects of the coronavirus pandemic on the U.S. and global economies.
- Risks inherent in the business and operations of a financially unstable or early-stage entity if acquired.
- Lack of diversification due to likely only one business combination, posing substantial risk.
- Difficulty and complexity in comparative investigation and analysis of potential business opportunities.
- Additional issuances of equity or convertible debt securities will result in dilution to current shareholders.
- Additional financing may not be available upon acceptable terms, or at all.
- Failure to raise capital could have significant negative consequences for business, financial condition, and results of operations.
- Evolving and unpredictable business model.
- Challenges in recognition of revenue sources.
- Difficulties in the management of growth.
Future Outlook
Management intends to explore and identify business opportunities, including a potential acquisition of an operating entity through a reverse merger, asset purchase, or similar transaction. The company anticipates incurring operating losses in the next 12 months, primarily related to SEC reporting obligations. It expects to need additional capital to fund operations and as a condition of closing any acquisition, which will likely be dilutive to current shareholders. There is no assurance that adequate additional funding will be available on acceptable terms or at all.
Management Comments
- "Our ability to effectively identify, develop and implement a viable plan for our business may be hindered by risks and uncertainties which are beyond our control, including without limitation, the continued negative effects of the coronavirus pandemic on the U.S. and global economies."
- "We do not currently engage in any business activities that provide revenue or cash flow."
- "During the next 12-month period we anticipate incurring costs in connection with investigating, evaluating, and negotiating potential business combinations, filing SEC reports, and consummating an acquisition of an operating business."
- "Given our limited capital resources, we may consider a business combination with an entity which has recently commenced operations, is a developing company or is otherwise in need of additional funds for the development of new products or services or expansion into new markets, or is an established business experiencing financial or operating difficulties and is in need of additional capital."
- "As of the date of this Report, our management has not had any discussions with any representative of any other entity regarding a potential business combination."
- "Our management anticipates that we will likely only be able to effect one business combination due to our limited capital. This lack of diversification will likely pose a substantial risk in investing in the Company for the indefinite future because it will not permit us to offset potential losses from one venture or operating territory against gains from another."
- "Based upon our current operations, we do not have sufficient working capital to fund our operations over the next 12 months."
- "If we are able to close a reverse merger, it is likely we will need capital as a condition of closing that acquisition."
- "Because of the uncertainties, we cannot be certain as to how much capital we need to raise or the type of securities we will be required to issue."
- "In connection with a reverse merger, we will be required to issue a controlling block of our securities to the targets shareholders which will be very dilutive."
- "Management believes the existing stockholders will provide the additional cash to meet with the Company’s obligations as they become due. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations."
Industry Context
Atlantis Glory Inc. operates as a dormant shell company, a common structure used for reverse mergers. The company's strategy to acquire an operating entity aligns with a trend where private companies seek to go public without a traditional IPO, leveraging existing public shells. The market for such transactions can be competitive, with many firms seeking business opportunities at discounted rates. The success of such a strategy is highly dependent on identifying a suitable target and securing necessary financing, often in a challenging economic environment.
Comparison to Industry Standards
- As a dormant shell company with no operations or revenue, Atlantis Glory Inc. is not comparable to operating businesses in terms of financial performance metrics like revenue growth or profitability.
- Its financial state, characterized by zero cash, increasing liabilities, and a growing accumulated deficit, is typical for a shell company that relies on related party funding for minimal administrative expenses.
- The stated intention to pursue a reverse merger is a standard strategy for such entities, similar to other publicly traded shell companies seeking to bring a private operating business to market.
- The material weaknesses in internal controls, including lack of segregation of duties, an independent board, and written policies, are common for small, non-operating entities but represent significant governance deficiencies compared to established public companies.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| President, Chief Executive Officer, Secretary, Treasurer, and Director | Ms. CHENG, Sau Heung | Mr. YUM Edward Liang Hsien | 2024-11-15 | Resignation of previous officer and director, appointment of new officer and director. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Material Weakness Segregation of Duties | The company does not have sufficient segregation of duties within accounting functions due to only having one officer and limited resources. | 2025-06-30 | Increases risk of error or fraud in financial reporting. Plan to rectify by hiring additional accounting personnel after a reverse merger. |
| Material Weakness Board and Audit Committee Independence | The company does not have an independent board of directors or an audit committee. | 2025-06-30 | Weakens oversight and governance, potentially impacting investor confidence and financial integrity. Plan to rectify by implementing an independent board of directors after a reverse merger. |
| Material Weakness Documentation of Internal Controls | The company does not have written documentation of its internal control policies and procedures. | 2025-06-30 | Hinders consistent application of controls and makes evaluation difficult. Plan to rectify by establishing written policies and procedures for internal control of financial reporting after a reverse merger. |
Legal Proceedings
- The company's officers and directors are not aware of any threatened or pending litigation to which the company is a party or which any of its property is the subject and which would have any material, adverse effect on the company.
Related Party Transactions
- As of June 30, 2025, there was $174,233 in-demand loans advanced to the company by a related party, of which Mr. YUM Edward Liang Hsien (CEO) is the Managing Director.
Stakeholder Impact
- Shareholders face significant dilution risk from potential future equity issuances required for a reverse merger or to fund operations.
- Shareholders bear the risk of the company's going concern uncertainty and its dependence on continued related party funding.
- Creditors (primarily the related party) are providing the sole source of funding for the company's minimal operations.
- Employees (limited to one officer) are directly impacted by the company's dormant status and reliance on future business combinations.
Next Steps
- Explore and identify business opportunities, including potential acquisition of an operating entity through a reverse merger, asset purchase, or similar transaction.
- Incur costs related to investigating, evaluating, and negotiating potential business combinations and filing SEC reports.
- Raise additional capital through equity or debt financings, if and when needed.
- Implement an independent board of directors, establish written policies and procedures for internal control of financial reporting, and hire additional accounting personnel after completing a reverse merger or similar business acquisition.
Key Dates
| Date | Description |
|---|---|
| 2014-04-02 | Shenzhen Shengshi Elevator Co., Ltd. incorporated under PRC laws. |
| 2016-03-31 | Galem Group, Inc. incorporated in Nevada. |
| 2018-07-13 | Sichuan Shengshi Elevator Technology Co., Ltd. incorporated under PRC laws. |
| 2018-09-18 | Shengshi Shengshun (Hong Kong) Co., Ltd. established in Hong Kong. |
| 2018-10-19 | Shengshi International Holdings Co., Ltd. incorporated in Cayman Islands. |
| 2018-11-08 | Shengshi Yinghe (Shenzhen) Technology Co. Ltd. established as a wholly foreign owned enterprise in PRC. |
| 2019-09-05 | Galem Group Inc. changed its name to Shengshi Elevator International Holding Group Inc. |
| 2019-09-30 | Shengshi Holding entered into a share exchange agreement with Shengshi International, resulting in Shengshi International's former stockholders acquiring a majority of Shengshi Holding's common stock. |
| 2020-05-14 | The company became dormant. |
| 2021-05-18 | David Lazar appointed receiver of the company in Clark County, Nevada. |
| 2021-07-28 | Company designated 10,000,000 shares of Series A Preferred Stock, awarded to Custodian Ventures (managed by David Lazar). |
| 2021-09-08 | Order barring unasserted claims and terminating receivership in Clark County, Nevada. |
| 2021-12-22 | Stock Purchase Agreement entered into between NYJJ (Hong Kong) Limited and Atlantis Glory Company Limited, where Purchaser acquired 10,000,000 Series A Preferred Shares. |
| 2022-01-03 | David Lazar tendered resignations as sole officer and director. |
| 2022-01-05 | Ms. CHENG, Sau Heung appointed as new President, CEO, Secretary, Treasurer, and Director. |
| 2022-03-28 | Shengshi Elevator International Holding Group, Inc. amended its articles of incorporation, changing its name to Atlantis Glory Inc. |
| 2023-02-27 | FINRA announced the company's name change and symbol change (from SSDT to AGLY). |
| 2023-02-28 | Market effective date for the company's stock ticker symbol change from SSDT to AGLY. |
| 2024-11-15 | Ms. CHENG, Sau Heung tendered resignations as sole officer and director, and Mr. YUM Edward Liang Hsien was appointed as new President, Secretary, Treasurer, CEO, CFO, and Director. |
| 2025-06-30 | End of the quarterly period covered by this report. |
| 2025-08-21 | Date of filing of this report and the latest practicable date for common stock outstanding. |
Recommendation
strong sellAtlantis Glory Inc. is a dormant shell company with no operations, no revenue, zero cash, and a substantial accumulated deficit. It explicitly states 'substantial doubt about its ability to continue as a going concern' and has significant material weaknesses in its internal controls. While it aims for a reverse merger, this is highly speculative and carries extreme dilution risk for current shareholders. The company's financial position is dire, relying solely on related party funding. Investing in such a company at this stage is akin to pure speculation with a high probability of total loss, making it a strong sell for any risk-averse or even moderately speculative investor.
Keywords
Shell company, Reverse merger, SEC filing, 10-Q, Financial report, Going concern, Corporate governance, Publicly traded, Nevada corporation, Elevator technology
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