10-Q: Bodhi Tree Biotech Reports Zero Revenue, Control Weaknesses
Quarterly Report
Bodhi Tree Biotechnology Inc. reported zero revenue for the quarter ended December 31, 2025, alongside material weaknesses in internal controls.
Summary
- Bodhi Tree Biotechnology Inc. reported no revenue for the three months ended December 31, 2025, a decrease from $5,000 in the same period of 2024.
- The company incurred a net loss of $52,948 for the quarter, an improvement from a net loss of $64,777 in the prior year's comparable quarter.
- General and administrative expenses decreased to $52,949 from $69,777 year-over-year.
- Cash balance significantly declined to $47,366 as of December 31, 2025, from $109,404 as of September 30, 2025.
- Total assets decreased to $69,713 from $119,161 over the quarter.
- Accumulated deficit increased to $264,567 as of December 31, 2025, from $211,619 as of September 30, 2025.
- The company's application to have its common stock quoted on the OTCQB Venture Market was approved during the quarter.
- Material weaknesses in internal control over financial reporting were identified, specifically a lack of US GAAP knowledge and segregation of duties.
- The company's office sublease was renewed until May 31, 2026, with a monthly rent of $900.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this filing with low sentiment due to the complete absence of revenue, significant cash burn, increasing accumulated deficit, and the disclosure of material weaknesses in internal controls, which collectively indicate substantial operational and financial challenges.
Positives
- Net loss decreased to $52,948 for the quarter ended December 31, 2025, compared to $64,777 for the same period in 2024.
- General and administrative expenses were reduced to $52,949 from $69,777 year-over-year.
- The company's common stock was approved for quotation on the OTCQB Venture Market, potentially increasing visibility and liquidity.
Negatives
- The company generated zero revenue for the three months ended December 31, 2025, a significant decline from $5,000 in the prior year.
- Cash balance decreased by over 50% from $109,404 to $47,366 within the quarter.
- Total assets declined from $119,161 to $69,713 during the quarter.
- Accumulated deficit continued to grow, reaching $264,567.
- Material weaknesses in internal control over financial reporting were identified, specifically a lack of US GAAP knowledge and segregation of duties.
Risks
- Forward-looking statements are subject to risks, uncertainties, and important factors beyond the company's control that could cause actual results to differ materially.
- Failure to achieve necessary levels of profitability or obtain additional funding would be detrimental to the company's ability to continue as a going concern.
- There is no assurance that additional financing will be available on acceptable terms or sufficient to meet long-term needs.
- The benefit from utilization of Net Operating Loss (NOL) carry forwards could be subject to limitations due to material ownership changes.
- Internal control systems, no matter how well designed, can only provide reasonable, not absolute, assurance, meaning misstatements due to error or fraud may occur and not be detected.
Future Outlook
The company plans to fund operations through public offerings, private placements of restricted securities, or the issuance of stock in lieu of cash until profitable operations are achieved. Management believes this plan provides an opportunity for the company to continue as a going concern, but there is no assurance that additional financing will be available on acceptable terms or sufficient for long-term needs.
Management Comments
- Management believes that the identified material weaknesses in internal controls did not materially affect the results and accuracy of its financial statements.
- Management has begun a review to improve the identified material weaknesses in internal controls.
- The Chief Executive Officer and Chief Financial Officer certified that the report fairly presents the financial condition and results of operations and that disclosure controls were evaluated, but concluded they were not effective due to material weaknesses.
Industry Context
StockSavvy.ai notes that Bodhi Tree Biotechnology Inc. operates in the niche market of plant-based menus and vegetarian diet consulting. The lack of revenue and ongoing losses are common challenges for early-stage companies, particularly those in specialized sectors that may require significant market development and capital investment before achieving scale and profitability. The approval for OTCQB quotation could enhance market access, but the fundamental business model's ability to generate revenue remains unproven.
Comparison to Industry Standards
- NA The filing does not provide sufficient detail on specific comparable companies, projects, or industry benchmarks to allow for a detailed assessment against global standards. Given the company's early stage, niche market, and zero revenue, direct comparisons to established industry players would be inappropriate without more specific context.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Weakness Disclosure | Management concluded that disclosure controls and procedures were not effective due to material weaknesses in internal control over financial reporting, specifically a lack of US GAAP knowledge and segregation of duties. | 2025-12-31 | Indicates deficiencies in the company's financial reporting oversight, potentially affecting the reliability of financial information, though management believes it did not materially affect the accuracy of current financial statements. A review is underway to address these weaknesses. |
Legal Proceedings
- No material litigation, arbitration, or governmental proceeding is currently pending against the company or its management team.
Related Party Transactions
- In March 2024, the company entered Founders Stock Purchase Agreements with Xiaohang Wang (CEO, President, Treasurer, and Director) and Yun Xia (Secretary), among other founders, for the purchase of common stock totaling $50,000.
Stakeholder Impact
- Shareholders face potential dilution from future capital raises as the company seeks funding through public offerings or private placements.
- Investors face increased risk due to the company's lack of revenue, ongoing losses, and identified material weaknesses in internal controls.
- Management and employees may face uncertainty regarding the company's long-term financial stability given the reliance on future capital raises and the current operational challenges.
Next Steps
- Management has begun a review to improve the identified material weaknesses in internal control over financial reporting.
- The company plans to seek funding through public offerings, private placements, or stock issuance to support operations until profitability.
Key Dates
| Date | Description |
|---|---|
| 2023-12-12 | Company registered as a Delaware corporation. |
| 2024-03-01 | Founders Stock Purchase Agreements entered, issuing 16,666,667 common shares. |
| 2024-08-01 | Start of period for issuance of 8,774,374 common stocks to 55 individual subscribers. |
| 2024-09-30 | End of period for issuance of 8,774,374 common stocks to 55 individual subscribers; Balance Sheet date for prior fiscal year. |
| 2024-10-01 | Company adopted ASU 2023-07. |
| 2024-11-01 | FASB issued ASU No. 2024-03, Expense Disaggregation Disclosures. |
| 2024-12-15 | ASU 2023-09 effective for annual periods beginning after this date. |
| 2024-12-31 | End of the three months period for prior year's financial statements. |
| 2025-01-01 | FASB issued ASU 2025-01, revising the effective date of ASU 2024-03. |
| 2025-06-01 | Sublease for office space renewed for one year. |
| 2025-09-30 | Balance Sheet date for current fiscal year. |
| 2025-10-01 | Company adopted ASU 2023-09 using a prospective transition method. |
| 2025-12-31 | End of the three months period covered by this report; Balance Sheet date for current quarter. |
| 2026-02-12 | Date through which subsequent events were evaluated. |
| 2026-02-13 | Filing date of the 10-Q report; Number of common shares issued and outstanding reported. |
| 2026-05-31 | End of current office sublease term. |
| 2026-12-15 | ASU 2024-03 effective for public business entities in annual reporting periods beginning after this date. |
| 2027-12-15 | ASU 2024-03 effective for public business entities in interim periods within annual reporting periods beginning after this date. |
Recommendation
strong sellThe company reported zero revenue for the quarter, a significant decline from the prior year, indicating a severe lack of operational activity and revenue generation. Coupled with a substantial decrease in cash reserves, an increasing accumulated deficit, and the disclosure of material weaknesses in internal controls, the company faces significant financial and operational challenges. The reliance on future capital raises without any current revenue stream presents a high-risk profile. A seasoned investor would likely view these factors as strong indicators of fundamental business distress and recommend divesting.
Keywords
Bodhi Tree Biotechnology, 10-Q, Quarterly Report, SEC Filing, Biotechnology, Plant-based, Vegetarian Diet Consulting, Financial Results, Net Loss, Revenue, Cash Flow, Internal Controls, OTCQB, Going Concern, Capital Raise
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