10-Q: Eco Science Solutions Reports Continued Losses in Q2 2024, Cites Going Concern Uncertainty

Sentiment:

Quarterly Report (Form 10-Q)


Eco Science Solutions reports no revenue and a net loss of $249,095 for the three months ended July 31, 2024, raising concerns about its ability to continue as a going concern.

Delay expectedThe company's common stock symbol was revoked due to delinquent SEC filings, indicating a delay in regulatory compliance.The company has not yet implemented several governance reforms outlined in a previous settlement, suggesting delays in fulfilling its legal obligations.
Capital raiseThe company states that its need for ongoing capital by way of loans, sale of equity and/or convertible notes is expected to continue during the current fiscal year.The company anticipates continuing to rely on related party and third-party loans and equity sales of its common shares and/or shares for services rendered in order to continue to fund its business operations in the event of ongoing operational shortfalls.
Worse than expectedThe company reported no revenue and continued net losses, indicating a worsening financial situation compared to expectations.The report raises substantial doubt about the company's ability to continue as a going concern, highlighting the severity of the financial challenges.

Summary

  • Eco Science Solutions, Inc. reported its financial results for the quarterly period ended July 31, 2024.
  • The company generated no revenue during the three and six months ended July 31, 2024 and 2023.
  • The net loss for the three months ended July 31, 2024, was $249,095, compared to $359,886 for the same period in 2023.
  • For the six months ended July 31, 2024, the net loss was $543,708, compared to $668,102 for the six months ended July 31, 2023.
  • Operating expenses for the three months ended July 31, 2024, totaled $229,924, a decrease from $341,825 in 2023.
  • Operating expenses for the six months ended July 31, 2024, totaled $505,987, a decrease from $632,819 in 2023.
  • The company's accumulated deficit as of July 31, 2024, was $78 million.
  • The company had a working capital deficit of $16 million as of July 31, 2024.
  • The company's ability to continue as a going concern is dependent on financial support from shareholders, raising equity or debt financing, and achieving profitable operations.
  • The company is actively seeking users for its Herbo ERP and HerboPay financial software.

Sentiment

Score: 2

Explanation: The document presents a highly negative outlook due to the lack of revenue, significant losses, going concern uncertainty, and reliance on related party funding. The company faces substantial financial challenges and its future viability is questionable.

Positives

  • Operating expenses decreased in both the three and six-month periods compared to the previous year, indicating some cost control.
  • The company is actively seeking users for its software and pursuing opportunities with state legislatures.

Negatives

  • The company generated no revenue during the reported periods.
  • The company has a significant accumulated deficit of $78 million and a working capital deficit of $16 million.
  • The report raises substantial doubt about the company's ability to continue as a going concern.
  • The company is heavily reliant on loans from related parties, particularly its CEO and CFO, Michael Rountree.

Risks

  • The company's ability to continue as a going concern is uncertain and dependent on external funding and achieving profitable operations.
  • The company's reliance on related party loans poses a risk if such funding is no longer available.
  • The company's common stock symbol was revoked due to delinquent SEC filings, hindering its ability to raise capital.
  • The company faces challenges in generating revenue and achieving profitability.
  • The company's high level of debt and accrued liabilities could further strain its financial resources.

Future Outlook

The company intends to continue developing and operating as a technology solutions provider, focusing on businesses with complex financial accounting and inventory management needs. The company expects its need for ongoing capital to continue until it can establish revenues from operations to cover all operational overhead.

Management Comments

  • Mr. Rountree is pursuing opportunities with state legislature in states where cannabis is legal.
  • Mr. Rountree is actively searching out businesses that would benefit from using the Herbo ERP and HerboPay financial software.

Industry Context

The company is targeting regulated and non-regulated industries with complex financial and inventory management needs, such as cannabis, gaming, oil and gas. These industries often require specialized software solutions to ensure compliance and efficient operations. The company's Herbo platform aims to provide an end-to-end ecosystem connecting various stakeholders in these industries.

Comparison to Industry Standards

  • It's difficult to directly compare Eco Science Solutions to industry standards due to its lack of revenue and unique business model.
  • Companies like Akerna Corp. and Greenbits offer similar software solutions for the cannabis industry, but they have established revenue streams and larger customer bases.
  • Other ERP software providers like SAP and Oracle cater to a broader range of industries and have significantly larger market capitalizations and resources.
  • ESSI's financial situation is significantly weaker than industry peers, raising concerns about its long-term viability.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chairman of the BoardJeffery TaylorCarl Mudd2020-12-08Settlement of a lawsuit
Chief Financial OfficerDon TaylorMichael Rountree (interim)2020-12-08Resignation as part of settlement
Chief Executive OfficerJeffery TaylorMichael Rountree2021-01-31Resignation

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Appointment of OmbudsmanCarl Mudd appointed as Ombudsman pursuant to settlement agreement.2020-12-23Intended to improve corporate governance and oversight.
Governance ReformsThe company agreed to implement certain Governance Reforms in two phases, including but not limited to the following: -Appointment of two new independent directors to the Companys board of directors -Appointment of an Ombudsman -Binding of Directors and Officers Insurance -Creation of a Board level governance committee -Adoption of written corporate guidelines and a code of ethics -Creation of an audit committee -Creation of an investor relations officer -Retention of In-house Counsel -Appointment of several additional positions including a CAO and enhancement of Board independence; -Implementation of additional policies and practices.2020-12-03Intended to improve corporate governance and oversight.

Legal Proceedings

  • The company was involved in a shareholder derivative lawsuit, which was settled in 2020.
  • The settlement resulted in changes to the company's board and governance structure, as well as the cancellation of certain shares and debt.

Related Party Transactions

  • The company has significant related party payables and notes payable to officers, directors, and their affiliates.
  • The company relies heavily on loans and advances from its CEO and CFO, Michael Rountree.
  • The company has employment agreements and consulting agreements with related parties, resulting in accrued and unpaid fees.

Stakeholder Impact

  • Shareholders face significant risk due to the company's financial instability and going concern uncertainty.
  • Employees may be affected by potential cost-cutting measures or the company's inability to continue operations.
  • Creditors face the risk of non-payment due to the company's limited financial resources.
  • Customers may be affected by the company's ability to provide ongoing support and development for its software products.

Next Steps

  • The company intends to continue developing and operating as a technology solutions provider.
  • The company is actively seeking users for its Herbo ERP and HerboPay financial software.
  • The company is in the process of filing a Form 15c2-11 in order to allow its stock to resume trading on the OTCMarkets site as soon as practicable.

Key Dates

DateDescription
2009-12-08Company incorporated in Nevada as Pristine Solutions, Inc.
2014-01-08Company changed its name to Eco Science Solutions, Inc.
2017-06-21Company acquired 100% of the shares of Ga-Du Corporation.
2020-12-08Jeffery Taylor resigned as Chairman of the Board, Don Taylor resigned as CFO and a Member of the Board of Directors, Michael Rountree was appointed interim CFO and Treasurer.
2021-01-28Company entered into an Asset Purchase Agreement with Haiku Holdings, LLC.
2021-01-31Michael Rountree became the Chief Executive Officer, as well as the Chief Financial Officer.
2022-02-01The Company adopted ASU 2016-02 on February 1, 2022.
2022-10-06The Company’s common stock symbol ESSI was revoked on October 6, 2022, due to delinquent SEC filings.
2023-02-01We adopted ASU 2016-13 on February 1, 2023
2023-04-05Company entered into a Software Acquisition Agreement with eXPO Financial Services LLC.
2024-01-31eXPO Financial Services software purchase paid in full.
2024-07-31End of the quarterly period for this report.
2024-10-28Date of the report, with 52,957,572 shares of common stock outstanding.
2024-10-30Date of signatures on the report.

Keywords

financial results, net loss, operating expenses, revenue, going concern, Herbo, software, related party loans, ESSI

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