10-Q: Fuss Brands Corp. Reports Q3 2024 Results: No Revenue, Focus on Luggage Order and Potential Acquisition
Quarterly Report
Fuss Brands Corp. reports no revenue for Q3 2024, focusing on fulfilling a luggage order and exploring potential business acquisitions.
Summary
- Fuss Brands Corp. filed its Form 10-Q for the quarterly period ended July 31, 2024.
- The company reported no revenue for the three and nine months ended July 31, 2024 and 2023.
- Net loss for the three months ended July 31, 2024, was $46,384, compared to a net loss of $115,827 for the same period in 2023.
- Net loss for the nine months ended July 31, 2024, was $2,726,490, compared to a net loss of $362,684 for the same period in 2023.
- The company is working to fulfill a $925,000 purchase order from a luggage retailer.
- Management is exploring potential business opportunities, including acquisitions.
- The company's internal control over financial reporting was not effective as of July 31, 2024, due to material weaknesses.
- As of July 31, 2024, the Company had negative working capital of $658,407 and an accumulated deficit of $15,406,336.
- The company's ability to continue as a going concern is in substantial doubt.
Sentiment
Score: 3
Explanation: The sentiment is negative due to the lack of revenue, increasing losses, ineffective internal controls, and going concern uncertainty, although the potential luggage order and acquisition plans offer a glimmer of hope.
Positives
- The company is working to fulfill a $925,000 purchase order from a leading luggage retailer, which could generate revenue in the future.
- Management is actively seeking business opportunities, including potential acquisitions, which could lead to growth and profitability.
- The company's net loss decreased for the three months ended July 31, 2024, from $115,827 to $46,384.
Negatives
- The company reported no revenue for the three and nine months ended July 31, 2024.
- The company's net loss increased significantly for the nine months ended July 31, 2024, reaching $2,726,490.
- The company's internal controls over financial reporting were deemed ineffective due to material weaknesses.
- The company has negative working capital of $658,407 and an accumulated deficit of $15,406,336.
- The company's ability to continue as a going concern is in substantial doubt.
Risks
- The company's limited capital resources and operating losses raise substantial doubt about its ability to continue as a going concern.
- The company's internal control weaknesses could lead to misstatements in financial reporting.
- The company's reliance on related party loans for funding poses a risk if these loans are not available in the future.
- The company's ability to identify and implement a viable business strategy is uncertain.
- The company faces risks associated with potential business combinations, including financial instability and limited management experience.
- The company's lack of diversification poses a substantial risk to investors.
- The company's dependence on a single luggage order for revenue creates vulnerability.
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, and is working to fulfill a $925,000 purchase order from a luggage retailer.
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 strategy of seeking a reverse merger is common among small public companies seeking to quickly acquire an operating business. The luggage retail industry is competitive, and the company's ability to successfully fulfill the purchase order and generate revenue will be critical.
Comparison to Industry Standards
- It is difficult to compare Fuss Brands Corp. to industry standards due to its lack of revenue and unique situation.
- Many small public companies with limited operations seek reverse mergers to acquire operating businesses, but the success rate is variable.
- Companies like Trans World Corporation have used reverse mergers to acquire businesses in diverse industries, but their performance has been mixed.
- Without revenue, Fuss Brands Corp.'s financial metrics cannot be compared to industry benchmarks for profitability, efficiency, or valuation.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer | Issamar Ginzberg | Cheskel Meisels | 2024-03-20 | Not specified |
Related Party Transactions
- During the nine months ended July 31, 2024, all of the Company's funding amounting to $385,295 has been provided by Cheskel Meisels, the Company's new CEO.
- As of July 31, 2024, and October 31, 2023, the balance of related party's loans was $483,676 and $98,381 respectively.
Stakeholder Impact
- Shareholders face significant risks due to the company's financial instability and potential dilution from future equity issuances.
- Employees' job security is uncertain due to the company's going concern issues.
- Customers of the luggage retailer may be affected if the company is unable to fulfill the purchase order.
- Suppliers may face risks if the company is unable to pay its debts.
Next Steps
- Fulfilling the $925,000 luggage order.
- Identifying and pursuing potential business acquisition opportunities.
- Implementing an independent board of directors.
- Establishing written policies and procedures for internal control of financial reporting.
- Hiring additional accounting personnel.
Key Dates
| Date | Description |
|---|---|
| 1988-08-18 | Fuss Brands Corp. was incorporated in Nevada. |
| 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 to new owners. |
| 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. |
| 2022-07-26 | The Company effected a 1 for 26 reverse stock split of its common stock. |
| 2023-01-26 | The Company received a purchase order from a leading luggage retailer for $925,000. |
| 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. |
| 2024-07-31 | End of the quarterly period for this report. |
| 2024-09-06 | Date of the report. |
Keywords
Financial statements, Luggage, Acquisition, Reverse merger, Going concern, Internal control, Net loss, Revenue, FBDS, Fuss Brands
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