10-Q: GHST World Faces Going Concern Doubt Amid Revenue Plunge
Quarterly Report
GHST World Inc. reported a significant revenue decline and expressed substantial doubt about its ability to continue as a going concern, highlighting critical financial and operational challenges.
Summary
- GHST World Inc. reported a net loss of $50,153 for the six months ended December 31, 2025, an improvement from a $58,431 net loss in the prior year's comparable period.
- Revenue for the six months ended December 31, 2025, significantly decreased to $13,852 from $50,604 in the same period of 2024.
- Operating expenses for the six months ended December 31, 2025, decreased to $64,825 from $109,035 in the prior year.
- The company's cash balance was critically low at $1,058 as of December 31, 2025.
- GHST World Inc. has an accumulated deficit of $14,114,950 and a stockholders' deficit of $541,275 as of December 31, 2025.
- Management has expressed substantial doubt about the company's ability to continue as a going concern for the next twelve months.
- The company is a holding company developing a 'Smart Shin Guard' patent and is now also focusing on solar energy projects in Italy and energy trading.
- Disclosure controls and procedures were deemed 'not effective' due to a material weakness in internal control over financial reporting, specifically a lack of segregation of duties for related-party and non-routine transactions.
- The company estimates needing at least $250,000 in additional capital to meet working capital needs for the next 12 months.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this as highly concerning due to critically low cash, significant revenue decline, substantial accumulated deficit, and explicit going concern doubt, compounded by internal control weaknesses.
Positives
- Net loss decreased for both the three-month ($15,935 vs. $45,714) and six-month ($50,153 vs. $58,431) periods ended December 31, 2025, compared to the prior year.
- Operating expenses significantly decreased for both the three-month ($26,302 vs. $50,586) and six-month ($64,825 vs. $109,035) periods ended December 31, 2025, compared to the prior year.
- The company is exploring new business ventures in the clean energy sector, including solar plant development in Italy and energy trading.
- GHST World Inc. holds patents for a 'Smart Shin Guard' device in the US, Europe, and Hong Kong.
Negatives
- Revenue for the six months ended December 31, 2025, decreased significantly to $13,852 from $50,604 in the prior year.
- The company's cash balance is critically low at $1,058 as of December 31, 2025.
- Accumulated deficit increased to $14,114,950 as of December 31, 2025.
- Total stockholders' deficit worsened to $(541,275) as of December 31, 2025.
- Management has expressed 'substantial doubt' about the company's ability to continue as a going concern for the next twelve months.
- Disclosure controls and procedures were deemed 'not effective' due to a material weakness in internal control over financial reporting, specifically a lack of segregation of duties.
- The company is dependent on related parties for short-term funding, with advances from related parties totaling $489,831 as of December 31, 2025.
- Requires at least $250,000 in additional capital for the next 12 months, with no assurances of securing it.
- The new clean energy business has not yet generated material revenue, and its success is contingent on a third-party (Green Capital SRL) raising substantial capital.
- Delays persist in developing and monetizing the Smart Shin Guard business due to limited capital resources and external forces.
Risks
- Inability to raise sufficient capital to fund operations and implement business plans, which could lead to business failure.
- Dependence on related parties for funding, which are unsecured, non-interest bearing, and due on demand.
- Uncertainty of generating material revenue from new clean energy ventures, which are contingent on third-party capital raises and market conditions.
- Significant financial, operational, and technological risks associated with undertaking new business ventures in the clean energy sector.
- Delays in developing and commercializing the Smart Shin Guard product due to limited capital and external factors.
- Adverse effects of macro-economic factors such as inflationary pressures, heightened central bank interest rates, recessionary fears, and geopolitical conflicts on the ability to raise funding.
- Supply chain disruptions, shortages, and delays that could adversely affect the ability to develop, manufacture, and sell products or offer services.
- Declines in consumer and business spending impacting market demand for products and services.
- Material weakness in internal control over financial reporting due to a lack of segregation of duties, increasing the risk of financial misstatement or fraud.
- Potential for significant dilution of existing shareholders if future capital raises involve the issuance of new equity securities.
Future Outlook
GHST World Inc. expects to generate revenue from electricity purchase/sale agreements and existing arrangements with Green Capital SRL, contingent on Green Capital raising necessary capital for solar plant construction. The company plans to market and sell its Smart Shin Guard product to athletes, teams, and leagues, initially focusing on soccer. It intends to raise capital from existing shareholders and potentially sell a minority interest in its subsidiaries, phasing in expenses and growing the business as working capital becomes available.
Management Comments
- "Management believes these conditions raise substantial doubt about the Company's ability to continue as a going concern for the next twelve months from the date these financial statements were issued."
- "Management intends to raise money in the future through investors as needed to support its working capital needs."
- "Currently the Company intends to raise capital from its existing shareholders and from the possible sale of a minority interest in its subsidiaries."
- "Management cannot provide any assurances that the Company will be successful in completing these undertakings and accomplishing any of its plans."
- "We do not expect to generate material revenue unless and until we can implement our business plan and begin marketing and selling our products and services in sufficient quantities, which has been delayed due to a combination of our limited capital resources and external forces."
- "Our focus on multiple businesses beginning in recent periods may further delay these efforts and our operating results given our limited resources and personnel."
- "We estimate that we will need to raise at least $250,000 in order to meet our working capital needs for the next 12 months."
- "Our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures as of December 31, 2025 were not effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms because of a material weakness in the Company's internal control over financial reporting."
Industry Context
StockSavvy.ai notes that GHST World Inc.'s pivot into the clean energy sector, specifically solar plant development in Italy and energy trading, aligns with global trends towards renewable energy investment. However, the company's limited capital and early stage in this new venture present significant execution risks, especially when compared to established players in the highly competitive and capital-intensive renewable energy market. The continued development of its Smart Shin Guard technology places it in the niche but growing sports tech wearable market, which also requires substantial R&D and marketing investment.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Deficiency | Disclosure controls and procedures were deemed 'not effective' as of December 31, 2025, due to a material weakness in internal control over financial reporting. | 2025-12-31 | The material weakness stems from a lack of effective controls to identify and maintain segregation of duties for related-party and non-routine transactions. The Chief Executive Officer initiates, reviews, evaluates, and approves these same transactions, posing a significant risk to financial reporting reliability and increasing the potential for undetected errors or fraud. |
Legal Proceedings
- No pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of operations.
- No proceedings in which any directors, officers, affiliates, or shareholders are adverse parties or have a material interest adverse to the company's interest.
Related Party Transactions
- Owed related parties a total of $489,831 as of December 31, 2025, an increase from $417,771 at June 30, 2025.
- These shareholder loans are unsecured, non-interest bearing, and due on demand.
- Included in the debts is $9,559 as of December 31, 2025, due to related parties that will be converted into common stock.
- The company incurred $846 in travel expenses to assist a shareholder in establishing a bank account for a future share exchange, which was recorded as other income.
- The Chief Executive Officer initiates, reviews, evaluates, and approves related-party transactions, contributing to a material weakness in internal control over financial reporting.
Stakeholder Impact
- **Shareholders**: Face significant risk of dilution if new capital is raised through equity sales; existing investment is at high risk due to going concern doubt, critically low cash, and substantial accumulated deficit; governance concerns arise from the identified material weakness in internal controls.
- **Creditors (Related Parties)**: Hold unsecured, non-interest bearing loans due on demand, but repayment is highly uncertain given the company's severe financial distress and going concern issues.
- **Employees**: Future employment and stability are highly uncertain given the company's precarious financial position and dependence on future capital raises to sustain operations.
- **Customers**: Potential for disruption in product development, service delivery, or product availability if the company fails to secure sufficient funding to continue operations or commercialize its offerings.
- **Suppliers**: May face payment delays or non-payment risks due to the company's critically low cash reserves and reliance on future financing.
Next Steps
- Raise at least $250,000 in capital to meet working capital needs for the next 12 months.
- Implement the business plan and begin marketing and selling Smart Shin Guard products and services.
- Green Capital SRL needs to raise substantial capital to build solar plants in Italy.
- Negotiate and structure separate arrangements for the purchase or sale of electricity to third parties.
- Complete the development of a functional Smart Shin Guard product and establish a sufficient market.
- Establish and maintain sufficient resources and infrastructure to pursue material operations in the clean energy space.
- Address the material weakness in internal control over financial reporting related to segregation of duties.
Key Dates
| Date | Description |
|---|---|
| 1999-11-12 | Company incorporated in Delaware. |
| 2020-06-30 | US patent obtained for a protection device used in sporting activity with monitoring capabilities. |
| 2021-09-30 | 1-for-100 reverse stock split was effected. |
| 2023-03-01 | European and Hong Kong patents obtained for the Smart Shin Guard device. |
| 2024-10-01 | Company entered into initial agreements for a new clean energy business through Insside (late 2024 and early 2025). |
| 2024-11-01 | FASB issued ASU 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures (Subtopic 220-40). |
| 2024-12-15 | Effective date for ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, for fiscal years beginning after this date. |
| 2025-06-30 | End of prior fiscal year. |
| 2025-12-31 | End of current quarterly period. |
| 2026-02-09 | Date common stock outstanding was reported. |
| 2026-02-11 | Date the quarterly report on Form 10-Q was signed and issued. |
| 2026-12-15 | Effective date for ASU 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures (Subtopic 220-40), for fiscal years beginning after this date. |
| 2027-01-01 | Operating loss carryforwards from tax years beginning in 2007 begin to expire. |
Recommendation
strong sellGHST World Inc. faces severe financial distress, evidenced by critically low cash reserves ($1,058), a substantial accumulated deficit ($14.1 million), and a significant decline in revenue. Management's explicit statement of 'substantial doubt' about the company's ability to continue as a going concern, coupled with a material weakness in internal controls related to related-party transactions, signals profound operational and financial instability. While the company is pursuing new ventures in clean energy and developing a Smart Shin Guard, these are early-stage and highly speculative, requiring significant capital that the company currently lacks and has no assurance of securing. The reliance on related-party funding and the potential for significant shareholder dilution further exacerbate the risk profile. A seasoned investor would view these factors as indicative of extreme financial risk and advise divesting.
Keywords
GHST World Inc., Going concern, SEC 10-Q, Financial distress, Smart Shin Guard, Solar energy, Energy trading, Technology patents, Capital raise, Internal controls, Related party transactions
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