10-K/A: Strategic Acquisitions Inc. Amends 2025 10-K Filing

Strategic Acquisitions, Inc. files an amendment to its 2025 10-K to correct financial statement disclosures and add restatement information.

Summary

• Strategic Acquisitions, Inc. (STQN) has filed an Amendment No. 1 to its Form 10-K for the fiscal year ended December 31, 2025.
• The amendment corrects specific items on the Balance Sheet and Statement of Shareholders Deficit, specifically related to 'due to related party' and 'additional paid-in capital'.
• A restatement disclosure has been added to Note 2 of the Company's financial statements.
• The filing also includes updated certifications from the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act.
• This amendment does not reflect events occurring after the original filing date of April 6, 2026, but rather corrects and clarifies information within that filing.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this filing as negative due to the complete cessation of revenue-generating activities, a drastic reduction in cash reserves, and continued going concern uncertainties, despite the filing being an amendment to correct prior disclosures.

Negatives

• The company's financial statements continue to be prepared with substantial doubt about its ability to continue as a going concern due to operating losses and accumulated deficit.
• Internal controls over financial reporting were not effective as of December 31, 2025, due to a lack of an oversight committee, insufficient accounting personnel for segregation of duties, and a lack of personnel familiar with U.S. GAAP.
• The company had no revenues for the year ended December 31, 2025, compared to $43,671 in 2024, as all loan receivables were settled and lending operations were temporarily ceased.
• Cash on hand significantly decreased from $23,281 as of December 31, 2024, to $508 as of December 31, 2025.
• The company's former auditor, Michael T. Studer CPA, had his PCAOB registration permanently revoked, meaning past financials prepared by him cannot be relied upon.

Risks

• The company has a limited operating history, a history of operating losses, and expects to incur significant additional operating losses in the foreseeable future.
• The company will need to secure additional financing to continue operations, and there is no assurance that such financing will be available.
• The company's business model is subject to the evolving and uncertain regulatory landscape of digital assets and blockchain technology.
• The extreme volatility of digital asset prices poses a significant risk to the value of collateral and the company's operations.
• The company is subject to extensive government regulation and oversight, with complex and frequently changing rules that could adversely affect its business.
• Cybersecurity threats and potential breaches pose a risk to the company's operations, reputation, and financial condition.

Future Outlook

The company's future operations and ability to continue as a going concern are dependent on securing additional financing and successfully executing its business plan, which includes developing a proprietary software platform and potentially acquiring an operating company in the FinTech space. There is no assurance that financing will be available or that the business plan will be successful.

Management Comments

• Management is reassessing how to best market and manage its digital based loan programs.
• Management believes that the financial statements and other information presented are materially correct, despite the identified material weaknesses in internal control over financial reporting.
• Management plans to seek debt and/or equity financing to operate until the Company has established sufficient ongoing revenues to cover its costs.

Industry Context

StockSavvy.ai notes that Strategic Acquisitions, Inc. operates in the digital asset-backed lending space, a niche that is highly sensitive to regulatory changes and digital asset price volatility. The company's current cessation of lending operations and lack of revenue highlight the challenges of this sector, particularly for smaller entities facing competition from less regulated players and traditional financial institutions.

Management Changes

Corporate Governance

Legal Proceedings

• The Company is not a party to any legal proceedings, and no such proceedings are known to be contemplated.

Related Party Transactions

• On October 7, 2025, Exworth Management LLC forgave an outstanding loan balance of $103,321 and OTC-related fees for $11,000, treated as capital contributions.
• During the years ended December 31, 2025, 2024, and 2023, the Company borrowed $7,700, $93,121, and $2,500, respectively, from Exworth Management LLC, totaling $103,321, which were non-interest bearing loans.
• On December 31, 2025, John P. OShea and Yuanyuan Huang forgave outstanding consulting fees of $2,500 and $7,500, respectively.

Stakeholder Impact

• Shareholders: Potential dilution from future equity financings; concentration of ownership may limit influence.
• Creditors: Uncertainty about the company's ability to continue as a going concern may impact future credit availability.
• Employees: Currently has only two consultants engaged as executive managers for administrative work; no indication of impact on a broader employee base.

Next Steps

• Management plans to seek debt and/or equity financing.
• Management is reassessing how to best market and manage its digital based loan programs.
• The company plans to develop a proprietary software technology platform.
• New management plans to form audit, compensation, and nominating and corporate governance committees in the near future.

Key Dates

Keywords

Strategic Acquisitions Inc., STQN, 10-K/A, Amendment, SEC Filing, Financial Statements, Restatement, Digital Assets, Lending, Nevada