10-K: Cloudweb, Inc. Reports Form 10-K Filing for Fiscal Year Ended December 31, 2024
Annual Results
Cloudweb, Inc. files its Form 10-K for the fiscal year ended December 31, 2024, revealing a net loss and ongoing concerns about its ability to continue as a going concern.
Summary
- Cloudweb, Inc. filed its Form 10-K for the fiscal year ended December 31, 2024.
- The company recognized no revenues for the years ended December 31, 2024 and 2023.
- Net loss decreased to $72,960 for the year ended December 31, 2024 from $77,418 for the year ended December 31, 2023 due to the decrease in professional fees.
- As of December 31, 2024, the company had a working capital deficiency of $643,494 compared to $570,534 as of December 31, 2023.
- The increase in working capital deficit was primarily due to an increase in due to related party and accrued interest on convertible and promissory notes.
- As of the year ended December 31, 2024, the company had an accumulated deficit of $233,460,907.
- The company is exploring options to develop and market its web hosting and data storage services.
- The company has no employees and its officers and directors furnish their time to the development of the company at no cost.
- Management concluded that the company's disclosure controls and procedures were ineffective as of the evaluation date.
- Management assessed the effectiveness of the company's internal control over financial reporting as of evaluation date and identified the following material weaknesses: Insufficient Resources, Inadequate Segregation Of Duties, Lack Of Audit Committee & Outside Directors On The Company's Board Of Directors.
Sentiment
Score: 2
Explanation: The document presents a negative outlook due to the company's lack of revenue, significant working capital deficiency, accumulated deficit, material weaknesses in internal control, and concerns about its ability to continue as a going concern.
Positives
- The net loss decreased slightly from 2023 to 2024, indicating a potential improvement in financial performance.
- The company is exploring new business opportunities, including potential mergers or acquisitions.
- The company is considering innovative strategies for its web hosting services, such as offering free hosting supported by advertising.
Negatives
- The company reported no revenue for the years ended December 31, 2024 and 2023.
- The company has a significant working capital deficiency of $643,494 as of December 31, 2024.
- The company has a substantial accumulated deficit of $233,460,907 as of December 31, 2024.
- Management identified material weaknesses in internal control over financial reporting.
- The company's disclosure controls and procedures were deemed ineffective.
Risks
- The company's ability to continue as a going concern is in substantial doubt.
- The company's existing capital resources may not be adequate to execute its business plan.
- The company may need to modify, delay, or abandon some or all of its business plans if it fails to generate positive cash flow or obtain additional financing.
- The company's lack of employees and reliance on officers and directors providing their time at no cost could impact its ability to execute its business plan.
- The material weaknesses in internal control over financial reporting could lead to misstatements in the financial statements.
Future Outlook
The company is currently exploring different options of further developing and marketing its web hosting and data storage services, including plans to make hosting available for free while being supported by advertiser content and white labeling its services.
Management Comments
- Management concluded that the company's disclosure controls and procedures were ineffective.
- Management assessed the effectiveness of the company's internal control over financial reporting and identified material weaknesses.
- Management is committed to improving its internal controls.
Industry Context
The company operates in the web hosting and data storage industry, which is highly competitive and subject to rapid technological changes. The company's strategy of offering free hosting supported by advertising is a common business model in the industry, but it requires a significant user base to generate sufficient revenue.
Comparison to Industry Standards
- It is difficult to compare Cloudweb's results to industry standards due to its lack of revenue and significant accumulated deficit.
- Companies like GoDaddy and Amazon Web Services (AWS) are major players in the web hosting and data storage industry, with significantly larger revenue and resources.
- Cloudweb's strategy of offering free hosting is similar to that of companies like WordPress.com, but it lacks the scale and brand recognition of these established players.
- The material weaknesses in internal control over financial reporting are a significant concern and are not typical of publicly traded companies.
Related Party Transactions
- During the year ended December 31, 2024 and 2023, the Director of the Company advanced $33,250 and $43,049 for paying operating expenses on behalf of the Company, respectively.
- The loan is non-interest bearing and due on demand.
Stakeholder Impact
- Shareholders face significant risk due to the company's financial condition and material weaknesses in internal control.
- The company's ability to continue as a going concern is in substantial doubt, which could result in a loss of investment for shareholders.
- The company's lack of employees and reliance on officers and directors providing their time at no cost could impact its ability to execute its business plan and create value for stakeholders.
Next Steps
- The company is currently seeking new business opportunities with established business entities for merger with or acquisition of a target business.
- Management is committed to improving its internal controls and will (1) continue to use third party specialists to address shortfalls in staffing and to assist the Company with accounting and finance responsibilities, (2) increase the frequency of independent reconciliations of significant accounts which will mitigate the lack of segregation of duties until there are sufficient personnel and (3) may consider appointing outside directors and audit committee members in the future.
Key Dates
| Date | Description |
|---|---|
| 2014-05-25 | Cloudweb, Inc. incorporated as Formigli, Inc. |
| 2015-12-03 | Company changed its name to Data Backup, Inc. |
| 2015-11 | Company's common stock first traded on the OTC Markets. |
| 2016-01-28 | Company entered into a Share Exchange Agreement with Zhi De Liao. |
| 2016-11-04 | Company filed Articles of Amendment to change its name to Data Backup Solutions, Inc. |
| 2017-04-01 | Company entered into a Purchase Agreement with Yui Daing, Data Cloud Inc., and Web Hosting Solutions Ltd. |
| 2017-10-01 | Stockholders approved a change of name of the Company from Data Backup Solutions, Inc. to Cloudweb, Inc. |
| 2017-10-18 | Articles of Amendment to change the name were filed with the Florida Secretary of State. |
| 2017-10-27 | Stockholders approved a reverse stock split of the Company's issued and outstanding shares of common stock. |
| 2017-11-30 | FINRA approved the reverse stock split. |
| 2019-11-27 | Stockholders approved a reverse stock split of the Company's issued and outstanding shares of common stock. |
| 2019-12-09 | Articles of Amendment to the Articles of Incorporation were filed in connection with the reverse split. |
| 2019-12-18 | Effective date of the reverse stock split. |
| 2019-12-19 | Reverse split became effective with the OTC Markets. |
| 2024-06-14 | Cloudweb, Inc terminated its relationship with its independent registered public accounting firm, BF Borgers CPA PC. |
| 2024-06-20 | The Company engaged Boladale Lawal & Co. as BF Borgers replacement. |
| 2024-12-31 | End of fiscal year. |
| 2025-02-17 | Date of share information: 27,819,385 shares outstanding held by 34 shareholders of record. |
| 2025-02-26 | Date of audit report. |
| 2025-02-27 | Date of signatures on the Form 10-K. |
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