10-Q: Fuss Brands Corp. Reports Q1 2025 Results: No Revenue, Focus on Luggage Order and Potential Acquisition
Quarterly Report
Fuss Brands Corp. reports no revenue for the quarter ended January 31, 2025, while continuing efforts to fulfill a luggage order and explore potential business acquisitions.
Summary
- Fuss Brands Corp. filed its Form 10-Q for the quarter ended January 31, 2025.
- The company reported no revenue for the three months ended January 31, 2025, and January 31, 2024.
- The net loss for the quarter was $74,933, compared to a net loss of $46,259 for the same period last year.
- Operating expenses increased to $73,657 from $45,009 year-over-year.
- As of January 31, 2025, the company's cash balance was $5,150, up from $1,440 at the end of October 2024.
- The company is working to fulfill a $925,000 purchase order for luggage received in January 2023.
- Management is also exploring potential business opportunities, including acquisitions.
- The company acknowledges it has limited capital resources and may need additional financing.
- There were material weaknesses identified in the company's internal control over financial reporting.
- The company's disclosure controls and procedures were not effective as of January 31, 2025.
- The company has a negative working capital of $762,254 and an accumulated deficit of $15,510,182.
- The company's ability to continue as a going concern is in substantial doubt.
Sentiment
Score: 3
Explanation: The document presents a concerning financial situation with no revenue, increasing losses, and ineffective internal controls. The company's ability to continue as a going concern is in doubt, and its future depends on securing financing and executing a successful business strategy.
Positives
- Cash balance increased to $5,150 from $1,440 at the end of the previous quarter.
- The company is actively working to fulfill a $925,000 purchase order for luggage.
- Management is exploring potential business opportunities, including acquisitions, to improve the company's financial position.
- Notes payable related party increased by $80,700.
Negatives
- The company reported no revenue for the quarter ended January 31, 2025.
- Net loss increased to $74,933 from $46,259 in the same period last year.
- The company has a negative working capital of $762,254 and an accumulated deficit of $15,510,182.
- The company's internal control over financial reporting was not effective as of January 31, 2025.
- The company's disclosure controls and procedures were not effective as of January 31, 2025.
- The company's ability to continue as a going concern is in substantial doubt.
Risks
- The company's limited capital resources and history of losses raise substantial doubt about its ability to continue as a going concern.
- The company's internal control over financial reporting was not effective as of January 31, 2025.
- The company's disclosure controls and procedures were not effective as of January 31, 2025.
- The company's ability to identify and implement a viable business strategy is uncertain.
- The company may face difficulties in obtaining financing on acceptable terms.
- The company's lack of diversification poses a substantial risk to investors.
- The company's reliance on a single luggage order for revenue creates a concentration risk.
- The company's ability to manage growth and respond to competitive developments is uncertain.
- The company's dependence on related party funding creates a risk of potential conflicts of interest.
Future Outlook
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. Management anticipates incurring operating losses in the next 12 months.
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.
Industry Context
The company's strategy of seeking a reverse merger is common among small public companies seeking growth or access to capital. However, the success rate of such mergers can vary widely, and the company faces competition from other firms seeking similar opportunities.
Comparison to Industry Standards
- Given the lack of revenue and significant accumulated deficit, Fuss Brands Corp.'s financial performance is substantially below industry standards for publicly traded companies.
- Many companies in similar situations seek to improve their financial position through acquisitions or strategic partnerships.
- Without revenue generation, the company's ability to attract investment and sustain operations is limited.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer | Issamar Ginzberg | Cheskel Meisels | 2024-03-20 | Not specified |
Legal Proceedings
- The Companys officers and directors are not aware of any threatened or pending litigation to which the Company is a party or which any of its property is the subject and which would have any material, adverse effect on the Company.
Related Party Transactions
- During the last 15 months all of the Companys funding amounting to $ 478,495 has been provided by Cheskel Meisels, the Companys new CEO.
- As of January 31, 2025, and October 31, 2024, the balance of related partys loans was $ 594,440 and $ 513,740 respectively.
Stakeholder Impact
- Shareholders face significant risks due to the company's financial condition and uncertain future.
- Employees' job security is uncertain due to the company's financial instability.
- The company's ability to meet its obligations to suppliers and creditors is uncertain.
Next Steps
- The company will continue working to fulfill the luggage purchase order.
- The company will explore and identify business opportunities within the U.S., including potential acquisitions.
- The company will attempt to raise additional capital to fund its operations.
- The company plans to rectify 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 | Company incorporated in Nevada as Solutions, Incorporated. |
| 2021-02-04 | Custodian Ventures LLC appointed custodian of the Company. |
| 2021-08-24 | Issamar Ginzberg, Israel Moshe Levy, Shmuel Rotbard, and Benjamin Levin became controlling shareholders. |
| 2022-07-14 | China Botanic Pharmaceuticals Inc. changed its name to Fuss Brands Corp. |
| 2022-07-22 | FINRA declared the Name Change and the Reverse effective. |
| 2023-01-26 | Company received a $925,000 purchase order for luggage. |
| 2024-03-20 | Cheskel Meisels assumed the role of Chief Executive Officer from Issamar Ginzberg. |
| 2024-05-09 | The Company dismissed BF Borgers CPA PC as its independent registered public accounting firm. |
| 2025-01-31 | End of the quarterly period for this report. |
| 2025-03-05 | Date of the report, with 19,090,078 shares outstanding. |
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