10-Q: Global Asset Management Group Expands with Key Acquisitions

Global Asset Management Group, Inc. significantly expanded its operations in Q3 2025 through strategic acquisitions in digital marketing and real estate, despite ongoing net losses.

Summary

• Global Asset Management Group, Inc. (formerly Kenilworth Systems Corporation) completed two significant acquisitions in Q3 2025: Bella Rio Marketing Agency, Inc. and DC Rental Portfolio Corp.
• The acquisition of Bella Rio Marketing Agency, Inc. on July 31, 2025, for 450,000 common shares, aims to expand digital marketing infrastructure and enhance shareholder value. Bella Rio generated $92,787.92 in gross revenue in its first year.
• The acquisition of DC Rental Portfolio Corp. on September 29, 2025, for 250,000,000 common shares, brings income-producing multi-family residential housing units in Washington, D.C., with plans for further expansion.
• Total assets increased dramatically to $10,073,258 as of September 30, 2025, from $45,834 at December 31, 2024, primarily due to real estate and goodwill from acquisitions.
• The net loss for the three months ended September 30, 2025, significantly decreased to $(57,602) from $(292,322) in the same period last year.
• Operating revenue for the three months ended September 30, 2025, increased to $50,056 from $5,000 in the prior year.
• The company disposed of its entire holding in Regenecell, Inc. on July 31, 2025, transferring 600,000 shares to Steven Swank in satisfaction of $42,585 in notes owed to him.
• The company issued a total of 255,371,666 common shares for acquisitions and 4,250,000 shares to directors for past services, plus 671,666 shares to investors for $67,167 for working capital.

Sentiment

Score: 7

Explanation: The company has undergone a significant transformation with two major acquisitions, leading to substantial growth in assets and revenue, and a reduction in net loss. This indicates a strong strategic pivot and execution. However, the company still reports a net loss and has a "going concern" warning, alongside a large increase in liabilities, which tempers the overall positive sentiment. The potential for future growth in real estate and digital marketing is promising.

Positives

• Significant increase in total assets to $10,073,258 as of September 30, 2025, from $45,834 at December 31, 2024, driven by strategic acquisitions.
• Substantial growth in operating revenue for the three months ended September 30, 2025, reaching $50,056 compared to $5,000 in the prior year.
• Net loss for the three months ended September 30, 2025, significantly reduced to $(57,602) from $(292,322) in the same period of 2024.
• Total stockholders' equity improved from a deficiency of $(21,140) at December 31, 2024, to a positive $2,637,590 at September 30, 2025.
• Acquisition of Bella Rio Marketing Agency, Inc. is expected to expand digital marketing infrastructure and enhance shareholder value, with Bella Rio generating $92,787.92 in gross revenue in its first year and anticipating significant growth.
• Acquisition of DC Rental Portfolio Corp. provides income-producing multi-family residential housing in the Washington, D.C. market, with properties like Saratoga Apartments appraised at $12,910,000 upon conversion from an acquisition cost of $6,700,000.
• Another DC Rental property, 5320 8th Street N.W., under contract for $10,000,000, is appraised at $19,900,000 upon completion of $2,000,000 renovations.
• The company generated positive net cash from operating activities of $7,298,551 for the three months ended September 30, 2025, a significant improvement from a net cash outflow of $(285,286) in the prior year.

Negatives

• The company continues to incur net losses, reporting $(57,602) for the three months ended September 30, 2025, and has an accumulated deficit of $(39,840,488).
• A "going concern uncertainty" is explicitly stated due to historical net losses, although management believes recent acquisitions will lead to significant growth.
• Total liabilities increased substantially to $7,435,668 as of September 30, 2025, from $66,974 at December 31, 2024, primarily due to a new mortgage payable of $6,955,715 and a deferred loan payable of $400,000.
• Significant cash outflow from investing activities of $(7,964,078) for the three months ended September 30, 2025, due to asset acquisitions and goodwill.
• The company's cash balance (excluding restricted cash) is very low at $1,640 as of September 30, 2025.

Risks

• Going Concern Uncertainty: The company's ability to continue as a going concern is dependent on generating cash from equity sales and/or debt financing and achieving future profitable operations, with no assurance of success in these efforts.
• Economic Conditions: Demand for products and services is dependent on the general economy, which can be affected by geopolitical conditions, global credit market stability, inflationary pressures, and higher interest rates.
• Inflation Risk: If costs (e.g., real estate management) become subject to significant inflationary pressures, the company may not be able to fully offset higher costs through price increases or cost savings, harming business, financial condition, or results of operations.
• Lack of Recent Operating History: The company has a lack of recent operating history.
• Existing Management: This is listed as a risk factor in the forward-looking statements, though no specific details are provided.
• Legal Proceedings: Potential for future litigation or proceedings, though none are currently material.
• Regulatory Changes: Changes in federal or state tax laws, gaming laws or regulations, and applications for licenses and approvals could impact operations.
• Inability to Predict Future: The company has no way to predict its future.

Future Outlook

The company anticipates significant growth for Bella Rio Marketing Agency, Inc. in the coming fiscal year. It is currently negotiating and anticipates acquiring two additional multi-family housing properties in the Fourth Quarter of 2025. The long-term strategy for DC Rental Portfolio Corp. includes consistently exploring new markets for mixed-use, single/multi-family rental and for-sale projects, and seeking to acquire a lending institution to support greater access to capital. Management believes that with recent acquisitions, the company shows the ability to have significant growth moving forward in 2025 and 2026.

Management Comments

• The acquisition of Bella Rio positions Global Asset Management Group, Inc. to expand its digital marketing infrastructure and enhance shareholder value through integrated brand development and performance marketing.
• The housing sector in the Washington, D.C. Metropolitan area presents definitive opportunities to generate attractive, stable returns for shareholders.
• Affordable housing in this market tends to be more consistent across economic cycles and the current demand far exceeds supply.
• Our product quality typically creates longer tenant tenure and shorter turnover, resulting in lower operating costs and more stable returns.
• While continuing to grow our existing business in the Washington, DC market, we intend to consistently explore the best markets that meet our objectives in pursuing mixed-use, single/multi-family rental and for-sale projects.
• As part of our long-term strategy, we also are seeking to acquire in the future a lending institution which will further support our commitment to creating greater access to capital.
• We have no way to predict the future of this company; however, with our recent acquisitions currently the Company shows the ability to have significant growth moving forward in 2025 and 2026.

Industry Context

The company's strategic shift into digital marketing and, more significantly, affordable housing real estate in the Washington D.C. metropolitan area, aligns with growing demand for digital solutions and a persistent supply/demand imbalance in urban affordable housing markets. The focus on stable returns in real estate, coupled with a data-driven marketing approach, positions the company to capitalize on these trends. The D.C. market's robust job growth and strong tenant base support the real estate strategy.

Comparison to Industry Standards

• The filing highlights that the Washington D.C. affordable housing market's demand far exceeds supply, suggesting a favorable market condition compared to potentially saturated or less stable real estate markets.
• DC Rental's strategy of providing greater quality control over development and re-development, and faster property lease-up, aims to differentiate it from competitors by creating longer tenant tenure and shorter turnover, leading to lower operating costs and more stable returns.
• The appraised values of acquired properties (e.g., Saratoga Apartments appraised at $12,910,000 post-conversion from a $6,700,000 acquisition, and 5320 8th Street N.W. appraised at $19,900,000 post-renovation from a $10,000,000 acquisition plus $2,000,000 renovation) suggest significant potential value creation, which could be considered strong performance relative to typical real estate investment returns, assuming these appraisals are realized.

Management Changes

Corporate Governance

Legal Proceedings

• Not currently subject to any material legal proceedings.

Related Party Transactions

• Disposition of 600,000 shares of Regenecell, Inc. to Steven Swank (an Officer and Director at the time) on July 31, 2025, in exchange for and in complete satisfaction of $42,585 in Notes owed to Mr. Swank by the Issuer.
• Issuance of 4,250,000 shares of Common Stock to four long-serving Directors in July 2025 in lieu of cash consideration for past services rendered.
• Loans payable to Officers: $42,585 as of September 30, 2025.
• Note payables to Officers: $21,830 as of September 30, 2025.

Stakeholder Impact

• Shareholders: Significant dilution from the issuance of 255,371,666 shares for acquisitions and 4,250,000 shares to directors. However, the acquisitions aim to enhance shareholder value and provide significant growth potential. The improvement in stockholders' equity is positive.
• Creditors: Increased liabilities, including a new mortgage payable of $6,955,715 and a deferred loan payable of $400,000, indicate higher leverage. The "going concern" warning might be a concern, but the substantial asset growth provides collateral.
• Employees: The acquisitions of Bella Rio and DC Rental likely bring new employees into the consolidated entity, potentially expanding opportunities.
• Customers: Bella Rio's clients benefit from expanded digital marketing services. DC Rental's focus on affordable housing aims to serve low to moderate income households, people with disabilities, and military veterans in the D.C. area.

Next Steps

• Acquire two additional multi-family housing properties in the Fourth Quarter of 2025.
• Complete the closing on the 5320 8th Street N.W. property before December 31, 2025.
• Continue renovations on the Saratoga Apartments for planned conversion to condominium units.
• Upgrade vacant residential and commercial condominium units at 3628 Georgia Ave. N.W. for resale.
• Explore best markets for mixed-use, single/multi-family rental and for-sale projects.
• Seek to acquire a lending institution in the future.
• Add to the real estate portfolio, seeking a diverse range of properties.
• Generate cash from the sale of common stock and/or obtain debt financing to fund capital requirements and ongoing operations.

Key Dates

Recommendation

The company has undergone a dramatic transformation with significant asset acquisitions and a clear strategic pivot into real estate and digital marketing. This has led to substantial growth in assets and revenue, and a notable reduction in net loss, which are positive indicators. However, the "going concern" warning, while mitigated by the acquisitions, still presents a risk. The substantial increase in liabilities, particularly the mortgage payable, also warrants caution. While the long-term growth potential from the D.C. real estate market and digital marketing is promising, the company's financial stability is still in a transitional phase. A "hold" recommendation allows investors to observe the execution of the new strategy and the realization of anticipated growth and profitability without taking on immediate high risk or missing potential upside.

Keywords

Asset Management, Real Estate, Digital Marketing, Acquisition, Multi-family Housing, Affordable Housing, SEC Filing, 10-Q, Corporate Governance, Financial Performance, Washington D.C. Real Estate, Bella Rio Marketing, DC Rental Portfolio, KENS