10-K: Stark Focus Group Inc. 2025 Annual Report
Annual Report
Stark Focus Group Inc. reports continued operational losses and a growing deficit in its 2025 10-K filing, highlighting a critical need for capital to sustain operations.
Summary
- Stark Focus Group Inc. filed its annual report for the fiscal year ended December 31, 2025.
- The company generated no revenue and incurred no cost of sales for both 2025 and 2024.
- General and administrative expenses decreased to $34,659 in 2025 from $43,158 in 2024.
- The net loss for 2025 was $42,124, an improvement from $47,225 in 2024.
- Cash used in operating activities was $27,113 in 2025, down from $40,758 in 2024.
- Financing activities provided $27,113 in 2025 through convertible notes, compared to $40,758 in 2024.
- Total liabilities increased to $182,812 in 2025 from $140,688 in 2024.
- The company has a stockholders' deficit of $182,812 as of December 31, 2025.
- Cash and cash equivalents were $0 at the end of both 2025 and 2024.
- A working capital deficiency of $81,794 existed as of December 31, 2025.
- The company estimates expenses of approximately $50,000 for the twelve months beginning January 1, 2026.
- Additional capital is required to cover these expenses, with reliance on equity sales and director/shareholder funding.
- The company has an accumulated net loss of $225,686 from inception to December 31, 2025.
- The independent auditor's report includes a 'Going Concern' paragraph, citing substantial doubt about the company's ability to continue as a going concern due to operating losses and working capital deficiency.
- The company's common stock is quoted on the OTC Markets (Pink).
- There were 4 holders of record and 9,948,330 shares of common stock outstanding as of December 31, 2025.
- No dividends have been declared or paid.
- The company has no outstanding stock options or warrants.
- The company transitioned its independent auditor from GreenGrowth CPAs to Boladale Lawal & Co. in June 2025.
- Management concluded that disclosure controls and procedures, as well as internal control over financial reporting, were not effective as of December 31, 2025, citing inadequate staffing and supervision in accounting operations and a material weakness in segregation of duties.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this filing as significantly negative due to the complete lack of revenue, increasing deficit, zero cash, and the auditor's substantial doubt about the company's going concern status, compounded by material weaknesses in internal controls.
Positives
- General and administrative expenses decreased by $8,500 in 2025 compared to 2024.
- Net loss decreased by $5,101 in 2025 compared to 2024.
- Cash used in operating activities decreased by $13,645 in 2025 compared to 2024.
- The company secured $27,113 in proceeds from convertible notes in 2025, contributing to financing activities.
- The company has a plan to raise additional capital to cover projected expenses for the next 12 months.
- The company has a plan to engage an outside consultant to improve internal controls.
Negatives
- The company generated $0 in revenue and $0 in cost of sales for both 2025 and 2024.
- The company has a stockholders' deficit of $182,812 as of December 31, 2025.
- Cash and cash equivalents were $0 as of December 31, 2025.
- The company has a working capital deficiency of $81,794 as of December 31, 2025.
- The company has an accumulated net loss of $225,686 from inception to December 31, 2025.
- The independent auditor's report raises substantial doubt about the company's ability to continue as a going concern.
- Management concluded that disclosure controls and procedures, as well as internal control over financial reporting, were not effective.
- A material weakness in internal control over financial reporting was identified due to inadequate staffing and supervision, and insufficient segregation of duties.
Risks
- The company's ability to continue as a going concern is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities.
- There is no assurance that the company will be successful in raising additional capital or achieving financial viability.
- The company has limited operations and has sustained operating losses, raising substantial doubt about its ability to continue as a going concern.
- Issuance of additional shares will result in dilution to existing stockholders.
- The company's disclosure controls and procedures were not effective, potentially leading to untimely disclosure of material information.
- The company's internal control over financial reporting was not effective, with a material weakness in inadequate staffing, supervision, and segregation of duties, which could lead to untimely identification and resolution of accounting and disclosure matters or failure to perform timely and effective reviews.
Future Outlook
The company estimates expenses of approximately $50,000 for the twelve-month period beginning January 1, 2026. To cover these expenses and its working capital deficit, the company will need to raise additional capital, relying on equity sales and funding from directors and shareholders. There is no assurance of success in obtaining this funding or achieving financial viability.
Management Comments
- Management does not believe that the company's current financial position is sufficient to cover the expenses they will incur during the next twelve months.
- Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses.
- Management has conducted an evaluation of the effectiveness of our internal control over financial reporting and concluded that it was not effective as of December 31, 2025, identifying a material weakness in inadequate staffing and supervision within bookkeeping and accounting operations, and inadequate segregation of duties.
- The company is presently engaging an outside consultant to assist in adopting new measures to improve its internal controls.
Industry Context
StockSavvy.ai notes that Stark Focus Group Inc. operates in a challenging environment for early-stage companies, particularly those with no revenue and significant accumulated losses. The company's pivot into the drone market, announced in 2022, has not yet translated into financial performance, and its continued reliance on external financing highlights the inherent risks associated with ventures in nascent or unproven markets.
Comparison to Industry Standards
- Companies in the technology and aerospace sectors, particularly those in the drone market, typically aim for revenue generation within their first few years of operation. Stark Focus Group Inc.'s lack of revenue for multiple years is a significant deviation from industry norms.
- The industry standard for internal controls emphasizes robust segregation of duties and adequate staffing to ensure financial reporting reliability. Stark Focus Group Inc.'s identified material weakness in these areas falls short of established best practices.
- Start-ups in competitive markets often seek to secure significant seed or Series A funding to support product development and market entry. Stark Focus Group Inc.'s reliance on convertible notes and director/shareholder funding, without a clear path to revenue, is a less common funding strategy for companies aiming for rapid growth.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Controls | Management concluded that disclosure controls and procedures, and internal control over financial reporting were not effective as of December 31, 2025. | 2025-12-31 | High. Potential for misstatements, untimely disclosures, and operational inefficiencies. |
| Internal Controls | Identified a material weakness in internal control over financial reporting due to inadequate staffing and supervision within bookkeeping and accounting operations, and inadequate segregation of duties. | 2025-12-31 | High. Increases the risk of fraud, errors, and misstatements in financial reporting. |
| Audit Firm Appointment | Dismissal of GreenGrowth CPAs and appointment of Boladale Lawal & Co. as the new independent registered public accounting firm for the fiscal year ending December 31, 2025. | 2025-06-01 | Moderate. Change in auditor may lead to different audit approaches or focus areas. |
Related Party Transactions
- Demand loan payable of $71,848 from a shareholder (non-interest bearing, due on demand).
- Promissory note payable of $18,388 to a related party (12% interest, maturity July 17, 2027).
- Convertible notes payable (principal plus accrued interest) of $82,630 to related parties (10% interest, conversion price $0.04, maturity December 31, 2028).
Stakeholder Impact
- Shareholders: Dilution is expected due to future equity sales needed for capital raises. Current investment is at high risk due to the going concern issue and lack of revenue.
- Creditors: The company's ability to meet its liabilities is uncertain given the lack of revenue and cash, raising concerns for creditors.
- Employees: The company's financial precariousness may lead to uncertainty regarding job security.
- Management: Faces significant challenges in securing funding, improving internal controls, and achieving operational viability.
Next Steps
- Raise additional capital to cover estimated expenses of $50,000 for the next 12 months.
- Implement new internal control measures with the assistance of an outside consultant.
- Continue efforts to raise funds through capital markets, equity sales, and director/shareholder funding.
- Develop and execute a plan to generate revenue and achieve financial viability.
Key Dates
| Date | Description |
|---|---|
| 2018-07-03 | Company incorporated in Nevada. |
| 2019-09-27 | Acquisition of 100% interest of Common Design Limited. |
| 2021-08-09 | Entered into share purchase agreement to sell Common Design Limited. |
| 2021-09-09 | Consummation of the sale of Common Design Limited. |
| 2021-12-03 | Board of Directors approved repurchase of 272,500 common shares. |
| 2021-12-08 | Repurchased shares cancelled. |
| 2022-07-18 | Announced entry into the Drone / Unmanned Aerial Vehicles market with RevoluDrones brand. |
| 2022-07-20 | Purchased 10-month licenses for 4 patents for drone business. |
| 2024-07-17 | Extended maturity date of promissory note to July 17, 2027. |
| 2025-03-31 | Company's fourth fiscal quarter ended. |
| 2025-06-01 | Boladale Lawal & Co. appointed as new independent registered public accounting firm. |
| 2025-12-31 | Fiscal year ended. Balance sheet date. |
| 2026-06-02 | Report signed by CEO and CFO. |
Recommendation
sellThe company exhibits severe financial distress with no revenue, a growing deficit, zero cash, and significant going concern issues highlighted by the auditor. The identified material weaknesses in internal controls further exacerbate the risk. Without a clear path to revenue generation or substantial, successful capital raises, the investment is highly speculative and carries an extreme risk of loss.
Keywords
Stark Focus Group, 10-K, Annual Report, Financial Statements, Going Concern, Stockholders Deficit, Revenue, Net Loss, Convertible Notes, Working Capital, Internal Controls, Disclosure Controls, OTC Markets
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