10-Q: Bio Essence Corp. Reports Net Loss in Q1 2025, Cites Going Concern Uncertainty

Sentiment:

Quarterly Report


Bio Essence Corp. reports a net loss of $205,752 for Q1 2025 and acknowledges substantial doubt about its ability to continue as a going concern.

Capital raiseManagement intends to raise additional funds by way of a private or public offering, or by obtaining loans from banks or others.The company believes it will need $1.2 million cash to continue its current business for the next 12 months.
Worse than expectedThe company reported a larger net loss compared to the same period last year.The company's accumulated deficit has increased, raising concerns about its long-term viability.The company's current liabilities exceed its current assets, indicating a liquidity problem.

Summary

  • Bio Essence Corp. reported a net loss of $205,752 from continuing operations for the three months ended March 31, 2025, compared to a loss of $122,986 for the same period in 2024.
  • The company's accumulated deficit stood at $10,655,022 as of March 31, 2025, raising substantial doubt about its ability to continue as a going concern.
  • Revenues from continuing operations were $22,189 for Q1 2025, primarily from OEM service revenue of $20,973 and shipping and delivery income of $1,216.
  • General and administrative expenses increased to $225,137 in Q1 2025 from $151,828 in Q1 2024, mainly due to increased salary, accounting, and consulting fees.
  • The company's current liabilities exceed current assets, resulting in a working capital deficit of $2,873,157 as of March 31, 2025.
  • Management intends to raise additional funds through private or public offerings or by obtaining loans.
  • The company sold its subsidiaries BEP and BEH in 2023 and 2024, respectively, and dissolved McBE Pharma Inc.

Sentiment

Score: 3

Explanation: The document presents a negative outlook due to the company's net loss, accumulated deficit, going concern uncertainty, and ineffective internal controls. While management is taking steps to address these issues, the overall sentiment is pessimistic.

Positives

  • The company generated $22,189 in revenue from continuing operations in Q1 2025, compared to no revenue in Q1 2024.
  • The company is actively seeking new business opportunities, including expanding its OEM business and looking for potential acquisition targets.
  • Management is taking steps to address the going concern issue by seeking additional funding and implementing strategies to increase revenue.

Negatives

  • The company reported a net loss of $205,752 for Q1 2025, a significant increase from the $122,986 loss in Q1 2024.
  • The company's accumulated deficit reached $10,655,022, raising concerns about its ability to continue as a going concern.
  • The company's current liabilities exceed current assets, resulting in a working capital deficit of $2,873,157 as of March 31, 2025.
  • The company's disclosure controls and procedures are not effective to ensure that material information relating to the Company is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC.
  • The company's ICFR were not effective at the reasonable assurance level based on those criteria.

Risks

  • The company's ability to continue as a going concern is dependent on its ability to generate sufficient revenue and raise additional funds.
  • The company may not be able to obtain additional funding on acceptable terms or at all.
  • Lack of liquidity could have a material adverse effect on the company's business viability, financial position, results of operations, and cash flows.
  • The company's reliance on loans from a major shareholder poses a risk if the shareholder is unable or unwilling to continue providing funding.
  • The company's internal controls over financial reporting are not effective, which could lead to errors or fraud in its financial statements.

Future Outlook

Management intends to increase income by strengthening its sales force, providing attractive sales incentive programs, and increasing marketing and promotion activities. Management also intends to raise additional funds by way of a private or public offering, or by obtaining loans from banks or others.

Management Comments

  • Management believes in the viability of its strategy to generate sufficient revenue and in its ability to raise additional funds on reasonable terms and conditions.
  • Management concluded that, as of March 31, 2025, our ICFR were not effective at the reasonable assurance level based on those criteria.
  • Ms. Yan and Mr. Sluss will continue to work on implementing controls and procedures to remedy this matter.

Industry Context

The health supplement industry is highly competitive, with numerous companies offering similar products and services. Bio Essence Corp.'s focus on OEM services may provide a niche market, but the company faces challenges in generating sufficient revenue and managing expenses to achieve profitability.

Comparison to Industry Standards

  • It's difficult to directly compare Bio Essence Corp.'s results to industry standards due to its small size and specific focus on OEM services.
  • Larger, more established health supplement companies like Herbalife Nutrition and Amway typically have significantly higher revenues and profitability.
  • Bio Essence Corp.'s financial performance is significantly weaker than industry averages, particularly in terms of profitability and liquidity.
  • The company's going concern warning is a serious concern and indicates that it is facing significant financial challenges.

Related Party Transactions

  • As of March 31, 2025, the Company held loans from one major shareholder (also the Companys senior officer) for $600,146.
  • As of March 31, 2025, the Company held the loan from another major shareholder for $608,631 for settling the litigation.
  • These loans are unsecured, non-interest bearing and have no fixed terms of repayment, and therefore, deemed payable on demand.

Stakeholder Impact

  • Shareholders face the risk of dilution if the company raises capital through equity offerings.
  • Employees may be affected by potential cost-cutting measures or restructuring if the company's financial situation does not improve.
  • Creditors face the risk of non-payment if the company is unable to meet its financial obligations.

Next Steps

  • The company plans to increase its income by strengthening its sales force, providing attractive sales incentive programs, and increasing marketing and promotion activities.
  • Management intends to raise additional funds by way of a private or public offering, or by obtaining loans from banks or others.
  • Ms. Yan and Mr. Sluss will continue to work on implementing controls and procedures to remedy this matter.

Key Dates

DateDescription
2000Bio Essence Corporation was incorporated in the state of California.
2010Fusion Diet Systems (FDS) was incorporated in the state of Utah.
2016Bio Essence and FDS have been under common control since 2016.
2017-01Bio Essence incorporated two subsidiaries in the state of California: Bio Essence Pharmaceutical Inc. (BEP) and Bio Essence Herbal Essentials, Inc. (BEH).
2017-03-01The 100% shareholder of FDS transferred all of her ownership in FDS to Bio Essence.
2018-10-01The Company entered a 62.5 month lease for a facility including warehouse and office in the City of Irvine, California.
2020-05BEH, BEP and FDS received total of $215,600 from the Economic Injury Disaster Loan (EIDL loan) from the SBA.
2020-06BEH, BEP and FDS received total of $215,600 from the Economic Injury Disaster Loan (EIDL loan) from the SBA.
2021-11-12Bio Essence incorporated a wholly owned subsidiary McBE Pharma Inc. (McBE) in the state of California.
2021-12-07The Company dissolved FDS.
2022-03-04FDS transferred its EIDL loan to BEC due to the dissolution of FDS.
2023-05-18The Company entered a 36-month lease for a facility including warehouse and office in the City of Irvine, California.
2023-05-31The Board of Directors of the Company, approved a debt-to-equity conversion.
2023-06-02The Board of Directors of the Company executed the Consent Resolution on June 2, 2023.
2023-09-01The 36-month lease for a facility including warehouse and office in the City of Irvine, California, became effective.
2023-09-30The Management decided to let the lease expire without renew on September 30, 2023.
2023-12-12The Company entered into an agreement with Newways Inc. to sell the 100% equity ownership of BEP for $300,000.
2024-03-28The Company entered into an agreement with Health Up Inc. to sell the 100% equity ownership of BEH for $400,000.
2024-04-01The transaction to sell BEH to Health Up Inc. was closed.
2024-04-15The Company dissolved McBE.
2025-03-31End of the quarterly period.
2025-05-09The Company collected the payment in full for other receivables from BEH.
2025-05-14Date of signatures on the report.

Keywords

financial statements, going concern, net loss, OEM service, health supplements, Bio Essence Corp, liquidity, capital resources

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