10-Q: Fuss Brands Corp. Reports Q1 2024 Results: No Revenue, Focus on Business Combination
Quarterly Report
Fuss Brands Corp. reports no revenue for the quarter ended January 31, 2024, and is focused on identifying potential business opportunities, including a possible reverse merger.
Summary
- Fuss Brands Corp. filed its Form 10-Q for the quarter ended January 31, 2024.
- The company reported no revenue for the quarter, consistent with the same period in the previous year.
- The net loss for the quarter was $46,259, compared to a net loss of $68,325 for the three months ended January 31, 2023.
- Operating expenses decreased to $45,009 from $68,325 in the prior year's quarter.
- As of January 31, 2024, the company's cash balance was $5,444, a decrease from $9,448 as of October 31, 2023.
- The company's accumulated deficit increased to $12,726,105 as of January 31, 2024.
- The company is exploring potential business combinations, including a possible reverse merger.
- Management acknowledges the company's limited capital resources and the need for additional funding.
- The company's disclosure controls and procedures were not effective as of January 31, 2024.
- The company's internal control over financial reporting was not effective as of January 31, 2024 due to material weaknesses.
Sentiment
Score: 3
Explanation: The document presents a concerning financial situation with no revenue, a net loss, and ineffective internal controls. While the company is pursuing a business combination, the overall outlook is negative due to the company's financial instability and reliance on external funding.
Positives
- Operating expenses decreased from $68,325 to $45,009 compared to the same quarter last year, indicating some cost control.
- The net loss decreased from $68,325 to $46,259 compared to the same quarter last year.
- The company is actively pursuing a business combination, which could provide a path to future growth and revenue generation.
Negatives
- The company reported no revenue for the quarter ended January 31, 2024.
- The company has a negative working capital of $494,903 as of January 31, 2024.
- The company has an accumulated deficit of $12,726,105 as of January 31, 2024.
- The company's cash balance is low at $5,444 as of January 31, 2024.
- The company's disclosure controls and procedures were not effective as of January 31, 2024.
- The company's internal control over financial reporting was not effective as of January 31, 2024 due to material weaknesses.
Risks
- The company's limited capital resources may hinder its ability to identify and implement a viable business strategy.
- The company's reliance on related-party funding may not be sustainable in the long term.
- The company's lack of diversification poses a substantial risk to investors.
- The company's internal control weaknesses could lead to material misstatements in its financial statements.
- The company's ability to continue as a going concern is dependent on raising additional funds.
- The company's disclosure controls and procedures were not effective as of January 31, 2024.
- The company's internal control over financial reporting was not effective as of January 31, 2024 due to material weaknesses.
Future Outlook
Management intends to explore and identify business opportunities within the U.S., including a potential acquisition of an operating entity through a reverse merger, asset purchase, or similar transaction.
Management Comments
- Our Chief Executive Officer has experience in business consulting, although no assurances can be given that he can identify and implement a viable business strategy or that any such strategy will result in profits.
- Based on our current operations, we do not have sufficient working capital to fund our operations over the next 12 months.
Industry Context
The company's focus on identifying a business combination, particularly a reverse merger, is a common strategy for companies seeking to enter new markets or gain access to capital. However, the success of such a strategy depends on identifying a suitable target and successfully integrating the acquired business.
Comparison to Industry Standards
- Given the company's lack of revenue and focus on a potential business combination, it is difficult to compare its performance to industry standards.
- Many shell companies or companies seeking a reverse merger often have limited operations and financial activity until a transaction is completed.
- Companies in a similar situation might be compared to other publicly traded shell companies or companies actively seeking acquisitions, but the specific metrics would vary depending on the industry and target business.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| CEO | Issamar Ginzberg | Cheskel Meisels | Unknown | Unknown |
Related Party Transactions
- During the three months ended January 31, 2024, all of the Company's funding amounting to $148,994, all of the Company's funding has been provided by Cheskel Meisels, the company's new CEO.
- As of January 31, 2024, and October 31, 2023, the balance of related party's loans was $247,375 and $98,381 respectively.
Stakeholder Impact
- Shareholders will be impacted by potential dilution from future equity issuances.
- Employees may be affected by the company's ability to secure funding and execute its business plan.
- The company's creditors may be at risk if the company is unable to raise additional capital or generate revenue.
Next Steps
- The company intends to explore and identify business opportunities within the U.S., including a potential acquisition of an operating entity through a reverse merger, asset purchase, or similar transaction.
- The company plans to rectify the weaknesses in internal control by implementing an independent board of directors, establishing written policies and procedures, and hiring additional accounting personnel.
Key Dates
| Date | Description |
|---|---|
| 1988-08-18 | Fuss Brands Corp (originally Solutions, Incorporated) was incorporated in the State of Nevada. |
| 1996-08-16 | The company changed its corporate name to Suarro Communications, Inc. |
| 2006 | The company discontinued its internet-based business services. |
| 2012-09 | The company had been inactive since September 2012. |
| 2021-02-04 | Custodian Ventures LLC was appointed custodian of the Company. |
| 2021-08-24 | 1,000,000 shares of Series A-1 Preferred Stock were transferred from Custodian Ventures, LLC to Issamar Ginzberg, Israel Moshe Levy, Shmuel Rotbard, and Benjamin Levin. |
| 2022-07-14 | China Botanic Pharmaceuticals Inc. amended its articles of incorporation to change its name to Fuss Brands Corp. |
| 2022-07-13 | The Company amended its articles of incorporation to reverse split its common stock at a rate of 1 for 26. |
| 2022-07-22 | FINRA declared the Name Change and the Reverse effective. |
| 2022-07-28 | The Company was informed by FINRA that the Company's ticker symbol would be changed to FBDS in twenty business days. |
| 2023-01-26 | The Company received a purchase order from a leading luggage retailer for two types of luggage amounting to a total of $925,000. |
| 2024-01-31 | End of the quarterly period for this report. |
| 2024-03-18 | Date of the report, with 19,090,078 shares outstanding. |
Keywords
Fuss Brands Corp, FBDS, 10-Q, Quarterly Report, Financial Results, Business Combination, Reverse Merger, Operating Expenses, Net Loss, Working Capital, Accumulated Deficit, Related Party Transactions, Internal Controls, Disclosure Controls
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