10-Q: BlueOne Card Acquires Millennium EBS, Reports Q3 2025 Results

BlueOne Card, Inc. reports its Q3 2025 results, highlighting the acquisition of Millennium EBS and its impact on the company's strategic direction.

Summary

• BlueOne Card, Inc. reported a net loss of $205,718 for the three months ended December 31, 2024, compared to a net loss of $466,191 for the same period in 2023.
• The company's revenue for the three months ended December 31, 2024, was $60,947, derived from the implementation of internally generated software under the Millenium Payment Hub platform.
• On December 13, 2024, BlueOne Card acquired 60% of Millennium EBS, Inc. for 2,100,000 shares of BlueOne Card common stock and $500,000 in cash.
• The acquisition of Millennium EBS is expected to position BlueOne Card as a prominent payment hub and prepaid debit card provider.
• The company's operating expenses for the three months ended December 31, 2024, were $214,699, a decrease from $468,954 in the same period of 2023.
• For the nine months ended December 31, 2024, BlueOne Card reported a net loss of $699,138, compared to a net loss of $1,204,356 for the same period in 2023.
• The company's cash balance as of December 31, 2024, was $4,009, a significant decrease from $75,063 as of March 31, 2024.
• BlueOne Card's management acknowledges substantial doubt about the company's ability to continue as a going concern for the next 12 months without additional financing.

Sentiment

Score: 4

Explanation: The document presents a mixed picture. While the acquisition of Millennium EBS is a positive strategic move, the company's weak financial position and going concern uncertainty weigh heavily on the overall sentiment.

Positives

• The acquisition of Millennium EBS, Inc. is expected to enhance BlueOne Card's capabilities and expand its reach in the fintech sector.
• The company's net loss decreased for both the three and nine months ended December 31, 2024, compared to the same periods in 2023.
• Operating expenses were significantly reduced for both the three and nine months ended December 31, 2024, indicating improved cost management.

Negatives

• The company's cash balance is critically low at $4,009 as of December 31, 2024.
• Management has expressed substantial doubt about the company's ability to continue as a going concern without additional financing.
• The company has an accumulated deficit of $4,567,437 and a working capital deficit of $1,503,559 as of December 31, 2024.

Risks

• The company's ability to continue as a going concern is dependent on securing additional financing and achieving profitability.
• Failure to obtain adequate capital could force the company to cease operations.
• The company's low cash balance poses a significant risk to its ability to meet its financial obligations.
• The company acknowledges material weaknesses in internal control over financial reporting.

Future Outlook

The combined Company anticipates potential revenue growth in revenue over the next year, driven by the new integrated Payment Hub platform. The Company aims to work towards meeting NASDAQ listing requirements by Q4 2026, subject to market conditions and other factors.

Management Comments

• Management expresses substantial doubt about the company's ability to continue as a going concern without additional financial support.
• Management believes the Program Manager will provide a unique platform different from other competitors.

Industry Context

The acquisition of Millennium EBS positions BlueOne Card to compete in the fintech sector by offering a unified payment hub platform for small and medium-sized financial institutions, aligning with the industry trend of modernizing payment systems and expanding remittance services.

Comparison to Industry Standards

• The document does not provide enough information to make a detailed comparison to industry standards.
• Without specific benchmarks or competitor data, it's difficult to assess the company's performance relative to industry peers.
• The company's focus on the unbanked and cross-border payments aligns with certain fintech trends, but its financial results need to be compared against similar companies to gauge its success.

Related Party Transactions

• The Company's Chief Executive Officer (CEO), from time to time, has provided advances to the Company for its working capital purposes.
• On December 1, 2020, the Company entered into an employment agreement with its CEO for a three-year term, for an annual compensation of $ 150,000 with a 10 % annual increase in compensation effective October 1 of each year.
• Pursuant to the terms of MEI acquisition, the Company is obligated to pay to the sole stockholder of MEI a cash consideration of $ 500,000 upon closing of the transaction.
• In addition, the Company entered into a consulting agreement with the sole stockholder, agreeing to pay monthly consulting fee of $ 16,000 for ongoing services upon close of MEI acquisition.

Stakeholder Impact

• Shareholders face potential dilution from future equity offerings.
• Employees' job security is uncertain due to the company's going concern risk.
• Customers may be affected by the company's ability to provide services if it cannot secure additional financing.
• Creditors face increased risk of non-payment due to the company's weak financial position.

Next Steps

• The company intends to focus on integrating the Millennium EBS Payment Hub to drive revenue growth.
• The company plans to seek additional financing to address its liquidity concerns.
• The company aims to meet NASDAQ listing requirements by Q4 2026, subject to market conditions.

Key Dates