10-Q: Aibotics Reports Q3 2025 Loss Amid Liquidity Concerns

Sentiment:

Quarterly Report


Aibotics, Inc. reported a net loss of $1.61 million for the nine months ended September 30, 2025, with significant liquidity challenges and a working capital deficit.

Capital raiseManagement expects to fund operations primarily through the issuance of debt or equity.The company is actively pursuing additional equity financing through discussions with investment bankers and private investors.During the nine months ended September 30, 2025, the company issued 16,666,666 shares of common stock for cash proceeds totaling $50,000.The company issued 106,957,599 shares of common stock for a total consideration of $320,873, which included $117,009 in cash, settlement of accrued interest, and issuance costs.Subsequent to September 30, 2025, the company issued 34,364,713 shares of common stock for total consideration of $103,093, including $47,546 in cash proceeds.
Worse than expectedNet loss increased significantly for both the three and nine months ended September 30, 2025, compared to the prior year periods, indicating worsening financial performance.Operating expenses rose by 21% for the nine-month period, contributing to the increased losses.Negative cash flow from operations worsened from $(241,776) in 2024 to $(371,636) in 2025, highlighting an inability to generate cash from core business activities.The company continues to operate with a substantial working capital deficit and accumulated deficit, signaling severe liquidity and solvency issues.All convertible notes payable are in default, which is a critical indicator of financial distress and potential default risk.A material weakness in internal control over financial reporting was identified, leading to ineffective disclosure controls and procedures, which is a significant governance and operational concern.

Summary

  • The company incurred a net loss of $1,607,467 for the nine months ended September 30, 2025, compared to a net loss of $1,356,761 for the same period in 2024.
  • For the three months ended September 30, 2025, the net loss was $529,921, an increase from $460,144 in the prior year's quarter.
  • Aibotics reported its first revenue of $2,183 for the nine months ended September 30, 2025, with no revenue in the comparable 2024 period.
  • General and administrative expenses increased by 21% to $1,372,591 for the nine months ended September 30, 2025, primarily due to higher consulting, board compensation, and advertising fees.
  • The company's cash balance increased by $45,373 to $230,470 as of September 30, 2025, from $185,097 at December 31, 2024, driven by financing activities.
  • A significant working capital deficit of $4,661,176 was reported as of September 30, 2025, slightly improved from $4,666,666 at December 31, 2024.
  • The accumulated deficit grew to $12,416,723 as of September 30, 2025, from $10,809,256 at December 31, 2024.
  • All convertible notes payable are currently in default as of September 30, 2025.
  • The company issued a substantial number of common shares (318,890,559 outstanding as of September 30, 2025, up from 39,990,903 at December 31, 2024) to settle liabilities and raise capital.

Sentiment

Score: 2

Explanation: The company faces severe liquidity issues, persistent and increasing losses, a significant working capital deficit, and an explicit 'going concern' warning. All convertible notes are in default, indicating a high risk of insolvency. While it reported minimal revenue and raised some capital, these are overshadowed by the fundamental financial instability and control weaknesses.

Positives

  • Reported first revenue of $2,183 for the nine months ended September 30, 2025, indicating initial commercial activity.
  • Cash balance increased by $45,373 to $230,470 as of September 30, 2025, primarily due to proceeds from financing activities.
  • Working capital deficit slightly improved from $(4,666,666) at December 31, 2024, to $(4,661,176) at September 30, 2025.
  • Interest expense decreased by 24% for the nine months ended September 30, 2025, to $166,347, primarily due to the conversion of accrued interest on convertible notes.

Negatives

  • Incurred a net loss of $1,607,467 for the nine months ended September 30, 2025, an increase from $1,356,761 in the prior year.
  • Experienced negative cash flows from operations of $371,636 for the nine months ended September 30, 2025, worsening from $241,776 in the prior year.
  • Has an accumulated deficit of $12,416,723 as of September 30, 2025, reflecting continued operating losses since inception.
  • All convertible notes payable are currently in default as of September 30, 2025.
  • General and administrative expenses increased by 21% to $1,372,591 for the nine months ended September 30, 2025.
  • Loss on extinguishment of liabilities increased to $70,713 for the nine months ended September 30, 2025, from $0 in the prior year, indicating costs associated with debt restructuring.
  • Disclosure controls and procedures were not effective at the reasonable assurance level as of September 30, 2025, due to a material weakness in internal control over financial reporting.

Risks

  • Substantial doubt exists about the company's ability to continue as a going concern for a period of time within one year due to persistent net losses, negative operating cash flows, and a significant working capital deficit.
  • The company's existence is dependent upon management's ability to develop profitable operations and raise capital, with no assurance that these efforts will be successful.
  • There is no assurance that management's actions will result in profitable operations or the resolution of its liquidity problems.
  • All convertible notes payable are currently in default, posing a risk of accelerated repayment demands or further unfavorable conversions.
  • A material weakness in internal control over financial reporting has rendered disclosure controls and procedures ineffective, increasing the risk of financial misstatements.

Future Outlook

Management expects to continue funding operations primarily through the issuance of debt or equity. There is no assurance that efforts to secure additional equity financing will be successful or that the company's actions will result in profitable operations or the resolution of its liquidity problems.

Management Comments

  • "Management expects the Company to continue to fund its operations primarily through the issuance of debt or equity."
  • "Management is devoting substantially all of its efforts to developing its business and raising capital and there can be no assurance that the Company's efforts will be successful."
  • "No assurance can be given that management's actions will result in profitable operations or the resolution of its liquidity problems."
  • "As a result of a material weakness in our internal control over financial reporting, our Chief Executive Officer and Principal Accounting Officer concluded that our disclosure controls and procedures were not effective at the reasonable assurance level as of September 30, 2025."

Industry Context

The filing does not provide specific industry context or competitive analysis, focusing solely on the company's internal financial performance and operational challenges. The company's name change to Aibotics Inc. and the creation of NPD Genius, LLC suggest a strategic pivot towards AI and product development, but the financial results do not yet reflect significant market penetration or success in these areas.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Board ApprovalBoard of Directors approved the designation of one share of preferred stock as Series A Preferred Stock.2024-06-24Potentially impacts voting control and capital structure, as Series A Preferred Stock grants 75% of total voting power.
Board ApprovalBoard of Directors approved an increase in authorized common stock from 100,000,000 to 467,000,000 shares.2024-06-24Enables significant future equity issuances, potentially leading to substantial shareholder dilution.
Plan AdoptionAdopted the Aibotics, Inc. 2024 Plan, limiting the number of shares that may be issued to 50,000,000 shares of common stock.2024-07-15Establishes a framework for future stock-based compensation, aligning incentives but also potentially contributing to dilution.
Internal Control WeaknessA material weakness in internal control over financial reporting was identified, leading to ineffective disclosure controls and procedures.2025-09-30Raises concerns about the reliability of financial reporting and the company's ability to accurately disclose material information.

Related Party Transactions

  • Notes Payable: A $165,000 note payable with a major shareholder (Lender F) at 1.75% interest, maturing January 30, 2025. Accrued interest of $4,818 as of September 30, 2025.
  • CEO Consulting Agreement: Benjamin Kaplan (CEO) has an Executive Consulting Agreement with an annual base consulting fee of $288,000 ($24,000/month). Accrued expense related party of $765,000 as of September 30, 2025, and $864,000 as of December 31, 2024.
  • CEO Bonus Compensation: Warrants to purchase 5% of fully diluted common shares expired November 16, 2023. EBITDA and market capitalization milestones for restricted stock bonuses were not met as of September 30, 2025.
  • CEO Stock Grants for Significant Transactions: Entitlement to shares equal to 5% of the value of consideration for financings of at least $500,000 or acquisitions of at least $1,000,000. No shares granted as of September 30, 2025.
  • Board Compensation: Accrued expenses from board compensation of $230,000 as of September 30, 2025, and $160,000 as of December 31, 2024.
  • Ehave, Inc. (major shareholder): Ownership diluted to 3.07% as of September 30, 2025, from 75.77% at transaction close (January 19, 2021). Exchanged 9,793,754 common shares for one Series A Preferred Stock on July 29, 2024, which grants 75% of total voting power.

Stakeholder Impact

  • Shareholders: Face significant dilution due to numerous common stock issuances to settle liabilities and raise capital. High risk of further dilution and potential loss of investment due to ongoing losses and the 'going concern' warning.
  • Creditors: Convertible notes are in default, indicating potential difficulty in repayment. Some debt has been converted to equity, but remaining debt holders face uncertainty.
  • Employees/Management: CEO compensation includes significant accrued expenses and potential stock bonuses tied to performance milestones not yet met, creating uncertainty regarding future compensation realization.
  • Customers: Minimal revenue generated suggests a limited customer base or early-stage product market fit, indicating a lack of established customer relationships or revenue streams.

Next Steps

  • Management will continue efforts to develop the business and raise capital.
  • The company is actively pursuing additional equity financing through discussions with investment bankers and private investors.
  • Will adopt ASU 2023-09 (Income Taxes) in the Annual Report on Form 10-K for the year ending December 31, 2025.
  • Will adopt ASU 2024-03 (Income Statement Expense Disaggregation) in its annual report for the year ended December 31, 2026.

Key Dates

DateDescription
2000-01-21Company incorporated in Nevada under the name RM Investors, Inc.
2020-12-01Entered into definitive agreements with Ehave, Inc. and Aibotics Therapies Inc. for a reverse merger.
2021-01-19Reverse merger transaction closed; company changed name from 20/20 Global, Inc. to Aibotics, Inc.
2021-08-27Issued a convertible note payable with principal of $500,000 to Lender A.
2021-09-17Issued a convertible note payable with principal of $55,000 to Lender B.
2021-10-27Issued a convertible note payable with principal of $220,000 to Lender C.
2021-11-17Entered into an Executive Consulting Agreement with Benjamin Kaplan to serve as CEO.
2022-01-21Issued a convertible note payable with principal of $325,000 to Lender E.
2023-11-28Entered into an asset sale and purchase agreement with Philon Labs, LLC for intangible assets valued at approximately $2,000,000.
2023-12-15Effective date for ASU 2023-09 (Income Taxes) for fiscal years beginning after this date.
2024-01-01Adopted ASU 2020-06 (Debt with Conversion and Other Options).
2024-01-30Signed an agreement with a major shareholder (Lender F) for a $165,000 note payable.
2024-06-24Board of Directors approved the designation of one share of preferred stock as Series A Preferred Stock and increased authorized common stock from 100,000,000 to 467,000,000 shares.
2024-07-15Adopted the Aibotics, Inc. 2024 Plan for stock-based compensation.
2024-07-29Entered into an Exchange Agreement with Ehave, Inc. to issue one share of Series A Preferred Stock in exchange for 9,793,754 shares of common stock.
2024-11-17Created a new Florida-based subsidiary, NPD Genius, LLC.
2024-12-31Adopted ASU No. 2023-07 (Segment Reporting).
2025-02-03Mycotopia Therapies, Inc. amended its articles of incorporation to change its name to Aibotics Inc.
2025-04-22Lender A entered into a note assignment and purchase agreement with Lender G.
2025-04-23Lender C entered into a note assignment and purchase agreement with Lender G.
2025-05-06Issued a convertible note payable with principal of $275,000 to Lender G.
2025-09-30End of the current quarterly reporting period.
2025-11-19Filing date of the Form 10-Q.
2026-12-15Effective date for ASU 2024-03 (Income Statement Expense Disaggregation) for annual reports for years ending after this date.

Recommendation

strong sell

The company exhibits severe financial distress, including a substantial and increasing net loss, negative operating cash flow, a large working capital deficit, and an explicit 'going concern' warning. All convertible notes are in default, indicating a high risk of insolvency. While some capital has been raised through significant dilution, it appears insufficient to address the fundamental liquidity issues. The material weakness in internal controls further exacerbates the risk profile. The reported revenue is negligible, offering no clear path to profitability. For a seasoned investor, these factors point to a highly speculative and distressed investment with a high probability of further value erosion.

Keywords

Aibotics, 10-Q, Quarterly Report, Financial Results, Net Loss, Going Concern, Liquidity, Capital Raise, Convertible Debt, SEC Filing, AI, Robotics, NPD Genius, Mycotopia Therapies

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