10-K: Oyocar Group Reports Wider Losses, Going Concern Doubts

Oyocar Group Inc. reported a significant increase in net loss for fiscal year 2025, alongside a substantial decline in total assets and stockholders' equity, raising substantial doubt about its ability to continue as a going concern.

Summary

• The company was incorporated in Nevada on July 10, 2023, specializing in the acquisition, refurbishment, and resale of used vehicles primarily from the USA to domestic and international customers, particularly in the Dominican Republic.
• Revenue for the year ended August 31, 2025, increased to $81,936, up from $46,959 in the prior fiscal year.
• Net loss widened to $38,654 for fiscal year 2025, compared to a net loss of $23,600 in fiscal year 2024.
• The accumulated deficit reached $63,242 as of August 31, 2025.
• Total assets decreased significantly to $43,180 as of August 31, 2025, from $90,850 in the prior year.
• Stockholders' equity declined substantially to $15,788 as of August 31, 2025, from $54,442 in the prior year.
• Both management and the independent auditor expressed substantial doubt about the company's ability to continue as a going concern due to the accumulated deficit and limited revenue.
• Management concluded that disclosure controls and procedures were not effective as of August 31, 2025.
• No active trading market has been established for the company's common stock as of November 24, 2025.

Sentiment

Score: 2

Explanation: The company faces significant financial challenges, including widening losses, a substantial decline in assets and equity, and a going concern warning. While revenue increased, it was insufficient to offset rising expenses. The ineffectiveness of disclosure controls adds to the negative sentiment.

Positives

• Revenue increased to $81,936 in fiscal year 2025 from $46,959 in fiscal year 2024.
• Gross profit slightly increased to $7,269 in fiscal year 2025 from $7,020 in fiscal year 2024.
• Net cash used in operating activities significantly improved to $2,079 in fiscal year 2025 from $47,285 in fiscal year 2024.
• Total liabilities decreased to $27,392 as of August 31, 2025, from $36,408 in the prior year.

Negatives

• Net loss widened to $38,654 for the year ended August 31, 2025, compared to $23,600 in the prior year.
• Accumulated deficit increased to $63,242 as of August 31, 2025.
• Total assets decreased significantly to $43,180 as of August 31, 2025, from $90,850 in the prior year.
• Stockholders' equity decreased substantially to $15,788 as of August 31, 2025, from $54,442 in the prior year.
• Net cash provided by financing activities dropped sharply to $89 in fiscal year 2025 from $89,845 in fiscal year 2024.
• Disclosure controls and procedures were concluded to be not effective as of August 31, 2025.
• No active trading market has been established for the company's common stock.

Risks

• Substantial doubt exists about the company's ability to continue as a going concern due to accumulated deficit and insufficient revenue to cover operating costs.
• The company is dependent on additional capital resources from management, significant shareholders, or third-party equity/debt financing to meet its minimal operating expenses.
• The company cannot eliminate all risks from cybersecurity threats or provide assurances against undetected cybersecurity incidents, despite current efforts.
• Additional issuances of equity or convertible debt securities will result in dilution to current shareholders.
• Additional financing may not be available upon acceptable terms, or at all, which could significantly and materially restrict business operations.

Future Outlook

The company expects working capital requirements to increase in line with business growth and plans to fund operations through a combination of existing funds and further issuances of securities. It anticipates needing to raise additional capital and generate revenues to meet long-term operating requirements, noting that additional equity or convertible debt issuances will result in dilution to current shareholders and that financing may not always be available on acceptable terms.

Management Comments

• "We expect we will require additional capital to meet our long-term operating requirements."
• "We expect to raise additional capital through, among other things, the sale of equity or debt securities."
• "Management believes the existing shareholders or external financing will provide additional cash to meet the Company's obligations as they become due."
• "Our disclosure controls and procedures were not effective as of August 31, 2025."

Industry Context

Oyocar Group operates in the used vehicle market, specializing in acquisition, refurbishment, and resale, with a particular focus on international sales to the Dominican Republic. This niche involves complex international logistics, customs, and regulatory compliance. The company's current financial state, marked by increasing losses and a going concern warning, suggests it is in a very early, capital-intensive growth phase, struggling to achieve profitability in a competitive global used car market.

Corporate Governance

Related Party Transactions

• Jonathan Rafael Perez Peralta, the sole officer and director, loaned the company $15,892, which was outstanding as of August 31, 2025. The loan is non-interest bearing, due upon demand, and unsecured.
• Jonathan Rafael Perez Peralta was issued 7,985,000 shares of restricted common stock for $7,985 on July 10, 2023.
• Julissa De Jesus, the Secretary, was issued 4,000,000 shares of restricted common stock for $4,000 on July 10, 2023.

Stakeholder Impact

• Shareholders: Face significant dilution risk from future equity raises, no dividends, and substantial doubt about the company's ability to continue as a going concern. The lack of an active trading market means no liquidity for existing shares.
• Creditors: The company's reliance on related party advances and need for future financing, coupled with its going concern status, indicates higher credit risk.
• Employees: (Limited information, but the company has only one director and one secretary, with no other significant employees expected).

Next Steps

• Raise additional capital through equity or debt securities.
• Generate revenues to meet long-term operating requirements.
• Improve profitability to address going concern issues.
• Address the ineffectiveness of disclosure controls and procedures.

Key Dates

Recommendation

The company is in a precarious financial position, evidenced by widening net losses, a significant decline in total assets and stockholders' equity, and an explicit "going concern" warning from both management and the independent auditor. While revenue increased, it was insufficient to cover operating expenses, leading to an accumulated deficit. The ineffectiveness of disclosure controls further raises concerns about financial transparency and governance. The lack of an active trading market means no liquidity for current shareholders, and future capital raises will likely result in significant dilution. Given these severe financial and operational red flags, a seasoned investor would likely recommend a strong sell or avoid the stock entirely.

Keywords

used vehicles, car resale, Dominican Republic market, SEC 10-K, going concern, financial reporting, Nevada corporation, vehicle acquisition, international shipping, cybersecurity risk