10-Q: Global Arena Holding Reports Continued Losses in Q3 2024, Focuses on Asset Sale and Debt Settlement

Sentiment:

Quarterly Report 31 March 2025 5:17 PM

📋All filings for Global Arena Holding, INC

Global Arena Holding, Inc. reports ongoing losses in its Q3 2024 10-Q filing, while pursuing an asset sale of Global Election Services Inc. and working to settle outstanding debt.

Capital raiseThe company is relying on proceeds from convertible promissory notes to fund operations and settle pending litigation.The company is seeking additional financing to execute its new operating plans.The company has received advances in the form of notes that are intended to convert into Series A preferred stock of the new acquisition corporation at closing of the asset sale.

Worse than expectedThe company's net loss increased for the three months ended September 30, 2024, compared to the same period in 2023.The company has a significant accumulated deficit and working capital deficit.The company's auditors have raised substantial doubt about its ability to continue as a going concern.

Summary

Global Arena Holding, Inc. (GAHI) reported its financial results for the quarter ended September 30, 2024.
The company continues to experience recurring losses from operations and cash flow deficits.
GAHI is focusing on its subsidiary, Global Election Services, Inc. (GES), which provides technology-enabled election services.
GES derives over 80% of its business from Election Services Solutions.
The company is exploring opportunities in blockchain technology for data storage and retrieval in election services.
GAHI is pursuing an asset sale of Global Election Services Inc. to Easterly Capital LLC for $2,750,000 in cash and 40% of the common stock of the new acquisition corporation.
The company is using proceeds from convertible promissory notes to fund operations and settle pending litigation.
GAHI is working to settle outstanding debt, including settlements with Lim Chap Huat and Brett and Christian Pezzuto.
The company's auditors have raised substantial doubt about its ability to continue as a going concern.
As of September 30, 2024, the company had an accumulated deficit of $33,208,472 and a working capital deficit of $10,391,953.
Revenues for the three months ended September 30, 2024, were $350,041 compared to $268,304 for the three months ended September 30, 2023.
Net loss for the three months ended September 30, 2024, was $422,167 compared to $169,458 for the three months ended September 30, 2023.
Revenues for the nine months ended September 30, 2024, were $930,354 compared to $612,468 for the nine months ended September 30, 2023.
Net loss for the nine months ended September 30, 2024, was $710,164 compared to $994,500 for the nine months ended September 30, 2023.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the company's ongoing losses, significant debt, and auditor's concerns about its ability to continue as a going concern. However, there are some positive aspects, such as increased revenue and efforts to settle debt and sell assets, which prevent the sentiment from being more negative.

Positives

Revenue increased for both the three and nine months ended September 30, 2024, compared to the same periods in 2023.
The net loss decreased for the nine months ended September 30, 2024, compared to the same period in 2023.
The company is actively pursuing the sale of GES, which could provide a significant influx of cash to settle debts and fund operations.
GAHI has reached settlements in several legal proceedings, reducing potential liabilities.

Negatives

The company has a significant accumulated deficit of $33,208,472 and a working capital deficit of $10,391,953.
The company's auditors have raised substantial doubt about its ability to continue as a going concern.
The company has a history of recurring losses from operations and cash flow deficits.
Certain of the company's debt is in default as of September 30, 2024.
Internal controls over financial reporting are deemed ineffective.

Risks

The company's ability to continue as a going concern is dependent on raising additional capital, obtaining financing, and/or generating positive cash flows.
The proposed asset sale of GES is subject to ongoing negotiations and may not be completed on the current terms or at all.
The company faces intense competition in the elections technology industry.
Failures in computer and telecommunications systems or cybersecurity attacks could disrupt business operations.
The company relies heavily on its officers, and their unavailability could adversely impact operations.
The application of penny stock rules to the company's common shares could limit trading and liquidity.

Future Outlook

The company is focused on completing the asset sale of Global Election Services Inc. and settling outstanding debt. Management believes that it will be successful in obtaining additional financing, from which the proceeds will be primarily used to execute its new operating plans. The company anticipates that the asset sale will close in the second quarter of 2025.

Management Comments

Management is hopeful that with their ability to raise additional funds that the Company should be able to continue as a going concern.
Management believes that it will be successful in obtaining additional financing, from which the proceeds will be primarily used to execute its new operating plans.

Industry Context

The elections technology industry is highly competitive, with rapid advances in computing and telecommunications technology. Companies in this industry face increasing cybersecurity risks and must comply with complex and evolving U.S. and foreign election laws and regulations.

Comparison to Industry Standards

It is difficult to compare Global Arena Holding's performance directly to industry standards due to its small size and specific focus on election services.
Larger, more established companies in the election technology sector, such as Dominion Voting Systems and Election Systems & Software (ES&S), have significantly greater resources and broader market reach.
Global Arena Holding's reliance on convertible debt financing and its history of losses are not typical of more financially stable companies in the industry.
The company's efforts to incorporate blockchain technology into its election services are in line with broader industry trends toward enhancing security and transparency.

Legal Proceedings

The Company was named as a defendant in a lawsuit filed in the Supreme Court of the State of New York, Index No. 651531/2002.
Brett Pezzuto and Christian Pezzuto filed a complaint in the United States District Court for the Southern District of New York (Civil Action No. 1:23-cv-03591) against the Company and GES for breach of contract.
Lim Chap Huat filed a Memorandum of Law in Support of Plaintiffs Motion for Summary Judgment in Lieu of Complaint Pursuant to CPLR 3213 in the Supreme Court of the State of New York (Index No. 652474/2023) against the Company.

Stakeholder Impact

Shareholders face the risk of losing their entire investment due to the company's financial difficulties.
Employees' jobs may be at risk if the company is unable to continue as a going concern.
Customers may be affected by the company's ability to provide reliable election services.
Creditors face the risk of not being repaid due to the company's debt burden.

Next Steps

Complete the asset sale of Global Election Services Inc. to Easterly Capital LLC.
Settle outstanding debt and legal issues.
Obtain additional financing to fund operations.
Execute new operating plans to generate positive cash flows.

Key Dates

Date	Description
2009-02	Global Arena Holding, Inc. (GAHI) was formed in February 2009, in the state of Delaware.
2015-02-25	Global Election Services, Inc. (GES) was formed on February 25, 2015.
2015-03-25	The Company entered into a second amended purchase agreement (APA) with Election Services Solutions.
2017-03-28	The United States Patent Office issued patents to BTC covering Election Intellectual Property, US Patent #9,608,829, Issued March 28, 2017.
2019-05-10	The company signed the first amended purchase agreement to purchase 100% of the assets of Election Services Solutions, LLC.
2019-06-15	GES entered a Term Sheet, and Common Stock Purchase Agreement to create a joint venture with TrueVote, Inc.
2019-11-19	The Company formed Tidewater Energy Group Inc., a 51% subsidiary, formed to explore opportunities in the oil, gas, mineral, and energy business.
2020-12-14	The parties amended the settlement agreement to state that the Company shall pay the prior attorney Two Hundred Nineteen Thousand, Five Hundred and Seventy-Six Dollars and thirty-nine cents ($219,576.39).
2021-03-25	The Company entered into a second amended purchase agreement (APA) with Election Services Solutions.
2022-06-30	The Company was named as a defendant in a lawsuit filed in the Supreme Court of the State of New York, Index No. 651531/2002.
2023-02-27	GES and True Vote, Inc. (True Vote) entered into Common Stock Purchase Agreement to create a joint venture.
2023-05-01	Brett Pezzuto and Christian Pezzuto filed a complaint in the United States District Court for the Southern District of New York (Civil Action No. 1:23-cv-03591) against the Company and GES for breach of contract.
2023-07-19	The Company entered into a settlement agreement with the plaintiff, requiring the Company to pay $30,000.
2023-12-31	The Company closed Tidewater Energy Group Inc. on December 31, 2024.
2024-02-12	The case was settled on February 12, 2024, with an amendment to the settlement agreement signed by the parties on April 19, 2024.
2024-08-02	The Company entered into a convertible promissory note agreement with the former owner of Elections Service Solutions Managing Director to finalize the purchase of GES.
2024-09-30	End of the quarterly period.
2024-10-29	The Company entered into a Settlement Agreement and Mutual Limited Release between itself and Lim Chap Huat (Lim).
2024-12-20	The Company paid $250,000 of the settlement debt.
2025-01-06	The Company paid $25,000 of the settlement debt, completing the terms of the settlement.
2025-03-31	Date of the report.

Keywords

Global Arena Holding, Global Election Services, GES, Election Services Solutions, Convertible Promissory Notes, Asset Sale, Easterly Capital, Debt Settlement, Going Concern, Financial Results, 10-Q Filing, Blockchain Technology, Legal Proceedings, Working Capital Deficit, Revenue, Net Loss, Warrants, Common Stock

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