TZUP
Thumzup Media CORP
NASDAQ
10-Q: Thumzup Media Corporation Reports Second Quarter 2024 Results with Reduced Losses and Focus on Platform Growth
Sentiment:
Quarterly Report
12 August 2024 4:15 PM
Thumzup Media Corporation's Q2 2024 results show a significant decrease in net losses compared to the same period last year, despite a drop in revenue, as the company focuses on expanding its platform.
Worse than expected
The company's revenue decreased significantly compared to the same periods in the previous year, indicating worse than expected performance.
Capital raise
The company is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
The company raised approximately $805,000 from the sale of Series B preferred stock and $161,226 from the sale of common stock during the six months ended June 30, 2024.
Summary
- Thumzup Media Corporation reported a net loss of $550,717 for the three months ended June 30, 2024, compared to a net loss of $924,430 for the same period in 2023.
- The company's revenue decreased to $30 for the three months ended June 30, 2024, from $580 in the same period of 2023.
- Operating expenses decreased to $529,091 for the three months ended June 30, 2024, from $708,853 in the same period of 2023.
- For the six months ended June 30, 2024, the net loss was $881,432, compared to $1,835,667 for the same period in 2023.
- The company's revenue for the six months ended June 30, 2024, was $435, down from $2,350 in the same period of 2023.
- Operating expenses for the six months ended June 30, 2024, were $857,445, compared to $1,430,928 in the same period of 2023.
- As of June 30, 2024, Thumzup had cash of $398,450 and total stockholders' equity of $619,202.
- The company has an accumulated deficit of $6,573,235 as of June 30, 2024.
- Thumzup has paid out on 19,182 approved posts to 1,127 users regarding 223 advertisers since inception.
- The company is an early-stage entity building a new real-time platform which enables Advertisers to pay their customers and fans cash for their positive social media posts about their products and services.
Sentiment
Score: 4
Explanation: The document presents a mixed picture. While the company has reduced losses and raised capital, the significant drop in revenue and the identified material weakness in internal controls raise concerns. The company's reliance on future capital raises also contributes to a negative sentiment.
Positives
- The company has significantly reduced its net losses and operating expenses compared to the previous year.
- Thumzup successfully raised capital through the sale of preferred and common stock.
- The company has seen growth in its advertiser base, with a 148% CAGR since May 10, 2023.
- The platform has demonstrated a substantial reach through user posts, with an average of 1,600 followers per user.
Negatives
- Revenue has decreased significantly compared to the same periods in the previous year.
- The company continues to operate at a loss and has an accumulated deficit of $6,573,235.
- The company's disclosure controls and procedures were not effective due to a material weakness in internal control over financial reporting.
- The company is reliant on raising additional capital to continue as a going concern.
Risks
- The company's ability to continue as a going concern is dependent on raising additional capital or achieving profitable operations.
- There is a material weakness in the company's internal control over financial reporting.
- The company faces risks related to the impact of the COVID-19 global pandemic.
- The company faces risks related to its ability to manage credit and debt structures from debt holders.
- The company faces risks related to its ability to generate revenues and manage the growth of its business.
- The company faces risks related to competitive pressures.
- The company faces risks related to general economic conditions.
- The company faces risks related to its ability to attract and retain management, and to integrate and maintain technical information and management information systems.
- The company faces risks related to compliance with laws and regulations, including those relating to corporate governance matters and tax matters, as well as any future changes to such laws and regulations.
Future Outlook
The company intends to list its common stock on the Nasdaq under the symbol TZUP, but this offering will not be consummated until Nasdaq approval is received. The company may need to raise additional funding and manage expenses in order to continue as a going concern.
Management Comments
- Management is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
- Management believes that Thumzup's ability to scale brand messages from the general population on social media could be part of addressing a substantial need in the market.
- Management believes that acceptance of its App and subsequent revenue growth can be driven by empowering everyday people to make money by posting about brands and services that they already find enjoyable and attractive on social media.
Industry Context
The document highlights the growing importance of social media marketing and the gig economy, positioning Thumzup as a platform that connects advertisers with everyday users for authentic product endorsements. The company is attempting to capitalize on the trend of consumers trusting recommendations from friends and family more than traditional advertising.
Comparison to Industry Standards
- The document cites that in 2023, $148 billion was spent on digital display ads in the United States, with 43% of marketers considering display ads to be the least effective channel, indicating a need for alternative marketing solutions.
- The document references a Nielsen report stating that 81% of consumers believe friends and family are the most reliable sources of information about products, which supports Thumzup's approach.
- The document mentions that 64% of millennials recommend a product at least once a month, and 86% of Gen Z and millennials would post content for monetary compensation, highlighting the potential market for Thumzup's platform.
- The document cites a 2023 Bankrate report that 48% of social media users have impulsively purchased a product seen on social media, indicating the potential for Thumzup to drive sales.
- The document cites a 2023 Retail Dive Survey that 85% of Gen Z says social media impacts purchase decisions, further supporting the importance of social media marketing.
- The document cites a 2020 eMarketer Report that the average American adult spent 7 hours and 58 minutes per day using digital media in 2020, indicating the potential for Thumzup to reach a large audience.
Stakeholder Impact
- Shareholders may be concerned about the company's continued losses and reliance on additional funding.
- Employees may be impacted by the company's efforts to manage expenses and improve internal controls.
- Customers may be affected by the company's focus on expanding its platform and converting businesses to paying clients.
- Suppliers and creditors may be impacted by the company's financial performance and ability to meet its obligations.
Next Steps
- The company plans to take steps to enhance and improve the design of its internal control over financial reporting.
- The company intends to list its common stock on the Nasdaq under the symbol TZUP.
- The company may need to raise additional funding and manage expenses in order to continue as a going concern.
Related Party Transactions
- On March 14, 2024, Westside Strategic Partners, LLC, which is controlled by one of the Company's directors, Robert Haag, acquired 1,000 shares of our Series B Preferred Stock at $50 per share for a subscription in the amount of $50,000.
- On March 20, 2024, Joanna Massey, acquired 800 shares of our Series B Preferred Stock at $50 per share for a subscription in the amount of $40,000.
- On March 15, 2024, Westside received a dividend of 580 shares of Series A Preferred Stock.
- On March 15, 2024, Isaac Dietrich received a dividend of 14 shares of Series A Preferred Stock.
- On June 15, 2024, Westside received a dividend of 591 shares of Series A Preferred Stock.
- On June 15, 2024, Joanna Massey received a dividend of 29 shares of Series A Preferred Stock.
- On June 15, 2024, Westside received 289 common shares for a dividend for the Series B Preferred Stock.
- On June 15, 2024, Joanna Massey received 231 common shares for a dividend for the Series B Preferred Stock.
- On June 15, 2024, Isaac Dietrich received a dividend of 15 shares of Series A Preferred Stock.
Key Dates
- 2020-10-27: Thumzup Media Corporation was incorporated.
- 2021-04-13: Trademark application filed for the word mark THUMZUP.
- 2021-04-13: Trademark application filed for the Thumzup logo.
- 2022-02: Company admitted to the Over-The-Counter Venture Market quotation system (OTCQB).
- 2022-06-21: Trademark for the word mark THUMZUP was granted registration.
- 2022-09-26: Company submitted a Certificate of Designation to the Secretary of State of Nevada designating 1,000,000 shares of preferred stock as Series A Preferred.
- 2022-09-13: The Thumzup thumb logo is a registered trademark.
- 2023-09-01: Company entered into Waiver Agreements with certain investors.
- 2024-01-18: A holder converted 556 shares of Series A preferred into 8,340 shares of common stock.
- 2024-03-05: Company submitted a Certificate of Designation to the Secretary of State of Nevada designating 40,000 shares of preferred stock as Series B Preferred.
- 2024-03-14: Westside Strategic Partners, LLC acquired 1,000 shares of Series B Preferred Stock.
- 2024-03-15: The Company issued 2,765 Series A shares as a dividend.
- 2024-03-20: Joanna Massey acquired 800 shares of Series B Preferred Stock.
- 2024-06-15: The Company issued 2,819 Series A shares as a dividend.
- 2024-06-15: The Company issued 4,647 common shares as a dividend for the Series B.
- 2024-06-30: End of the reporting period for the quarterly report.
- 2024-07-05: Holders of a majority of the Company's common shares amended the 2024 Equity Incentive Plan.
- 2024-08-08: Latest practicable date for share count.
- 2024-08-12: Date of the report.
Keywords
social media marketing, mobile app, influencer marketing, gig economy, advertising technology, software as a service, SaaS, content creators, digital marketing, financial results
TZUP
Thumzup Media CORP
NASDAQ
Sector: Communication Services
Filings with Classifications
Better than expected
29 May 2025 5:05 PM
Insider Transaction Report
- The conversion was triggered because the common stock's closing price exceeded 100% of the $4.00 conversion price for 10 consecutive trading days, indicating positive stock performance for THUMZUP MEDIA Corp.
Better than expected
29 May 2025 5:05 PM
Insider Transaction Report
- The automatic conversion was triggered because the common stock's closing price exceeded 100% of the $4.00 conversion price for 10 consecutive trading days, indicating positive stock performance that met the pre-defined threshold.
Capital raise
15 May 2025 4:40 PM
Quarterly Report
- The company's financial statements have been prepared on a going concern basis, with substantial doubt about its ability to continue as a going concern for one year from the issuance of the financial statements.
- The company may need to raise additional funds through equity or debt financings to meet its future requirements.
- The company has a Master Loan Agreement with Coinbase, allowing it to borrow digital assets or cash against collateral.
Worse than expected
15 May 2025 4:40 PM
Quarterly Report
- The company's net loss increased significantly compared to the same period last year.
- Revenues decreased year-over-year.
- Operating expenses increased substantially.
Capital raise
13 May 2025 10:15 AM
Current Report on Form 8-K
- Thumzup recently filed a shelf registration statement to raise up to $500 million for working capital and to accelerate its Bitcoin (BTC) acquisition strategy.
Capital raise
12 May 2025 9:00 PM
Information Statement
- The document includes a proposal to approve the issuance of securities in one or more non-public offerings.
- The maximum discount at which securities will be offered will be equivalent to a discount of 20% below the market price of the common stock.
- The aggregate number of shares issued in the offerings will not exceed 40,000,000 shares of common stock.
- The total aggregate consideration will not exceed $200,000,000.
- Such offerings will occur, if at all, on or before October 27, 2025.
Worse than expected
11 March 2025 5:00 PM
Annual Results
- The company's net loss increased from 2023 to 2024.
- The company's revenues decreased from 2023 to 2024.
Worse than expected
14 November 2024 4:05 PM
Quarterly Report
- The company's revenue decreased significantly compared to the same periods in the previous year, indicating a worse than expected performance in revenue generation.
Capital raise
14 November 2024 4:05 PM
Quarterly Report
- The company completed a public offering on October 30, 2024, raising approximately $8.2 million in gross proceeds.
- Management is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
Capital raise
1 November 2024 4:15 PM
Capital Raise Announcement
- Thumzup Media Corporation completed a public offering of 1,425,000 shares of common stock at $5.00 per share.
- The offering was upsized from an initial target of $6,250,000 to $7,125,000.
- The company granted underwriters a 45-day over-allotment option to purchase up to an additional 213,750 shares.
Capital raise
9 October 2024 5:27 PM
S-1 Amendment
- The company is offering 1,250,000 shares of common stock to the public.
- The estimated public offering price is between $5.00 and $7.00 per share.
- The underwriter, Dawson James Securities, Inc., has a 45-day option to purchase up to 187,500 additional shares to cover over-allotments.
- The company will issue warrants to the underwriter to purchase up to 5% of the shares sold in the offering.
Worse than expected
9 October 2024 5:27 PM
S-1 Amendment
- The company has incurred net losses since inception and expects to continue to incur losses.
- The company's independent registered public accounting firm's reports have raised substantial doubt as to its ability to continue as a going concern.
Capital raise
26 August 2024 5:01 PM
S-1/A Filing
- Thumzup Media Corporation is planning an initial public offering of 1,200,000 shares of common stock.
- The company estimates the public offering price to be between $5.00 and $7.00 per share.
- The company plans to use the net proceeds for software development ($1.50 million), advertising ($1.25 million), salaries and operational expenses ($1.70 million), and professional services ($0.695 million).
- Dawson James Securities, Inc. is acting as the sole book-running manager for the offering.
- The underwriter has a 45-day option to purchase up to 180,000 additional shares to cover over-allotments.
- The company will issue warrants to the underwriter to purchase up to 5% of the shares sold in the offering.
Worse than expected
12 August 2024 5:14 PM
S-1/A
- The company's net losses have increased from $1,504,681 in 2022 to $3,324,180 in 2023.
- The company's independent auditor has raised substantial doubt about its ability to continue as a going concern.
Capital raise
12 August 2024 5:14 PM
S-1/A
- The company is offering 1,200,000 shares of common stock in an initial public offering.
- The company has granted the underwriter a 45-day option to purchase up to 180,000 additional shares of common stock.
- The company intends to use the net proceeds of this offering for general corporate purposes.
Capital raise
12 August 2024 4:15 PM
Quarterly Report
- The company is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
- The company raised approximately $805,000 from the sale of Series B preferred stock and $161,226 from the sale of common stock during the six months ended June 30, 2024.
Worse than expected
12 August 2024 4:15 PM
Quarterly Report
- The company's revenue decreased significantly compared to the same periods in the previous year, indicating worse than expected performance.
Capital raise
30 July 2024 4:34 PM
S-1/A Amendment
- The company is offering shares of its common stock to the public to raise capital.
- The offering includes firm shares and an over-allotment option for the underwriters.
- The company estimates the maximum aggregate offering price to be $8,050,000 for the common stock and $503,125 for the underwriter warrants.
Capital raise
26 July 2024 4:16 PM
S-1/A Filing
- The company is conducting an initial public offering of 1,000,000 shares of common stock.
- The company has granted the underwriter a 45-day option to purchase up to 150,000 additional shares.
- The company will issue warrants to the underwriter to purchase 5% of the shares sold in the offering.
- The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
Worse than expected
26 July 2024 4:16 PM
S-1/A Filing
- The company has incurred operating losses since inception and expects to continue to incur losses.
- The company's independent registered public accounting firms reports have raised substantial doubt as to its ability to continue as a going concern.
Capital raise
11 July 2024 5:22 PM
S-1 Amendment
- The company is conducting an initial public offering of common stock.
- The company has granted the underwriter a 45-day option to purchase additional shares to cover over-allotments.
- The company will issue warrants to the underwriter to purchase 5% of the shares sold in the offering.
- The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
Worse than expected
11 July 2024 5:22 PM
S-1 Amendment
- The company's net loss increased from $1,504,681 in 2022 to $3,324,180 in 2023.
- The company's independent auditor has raised substantial doubt about its ability to continue as a going concern.
Worse than expected
20 June 2024 5:25 PM
S-1/A
- The company's net losses have increased from 2022 to 2023, indicating a worsening financial situation.
- The company's independent registered public accounting firms reports have raised substantial doubt as to its ability to continue as a going concern.
Capital raise
20 June 2024 5:25 PM
S-1/A
- The company is offering [_______] shares of common stock in this initial public offering.
- The company has granted the underwriter a 45-day option to purchase up to [______] additional shares of common stock.
- The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
- The company sold 424,144 shares for aggregate proceeds of $1,732,869, net offering expenses of $19,539 through a Regulation A+ offering.
Capital raise
30 May 2024 4:16 PM
S-1 Filing
- The company is conducting an initial public offering (IPO) of common stock.
- The company recently raised $805,000 in a Series B Preferred offering during the period March May 2024.
- The company previously conducted an offering under Regulation A+, raising $1,732,869.
Worse than expected
30 May 2024 4:16 PM
S-1 Filing
- The company's net loss increased from $1,504,681 in 2022 to $3,324,180 in 2023.
- The company's operating expenses increased from $1,213,035 in 2022 to $2,521,078 in 2023.
Capital raise
14 May 2024 5:28 PM
Quarterly Report
- The company raised approximately $161,846 from the sale of common stock during the quarter.
- The company raised approximately $190,000 from the sale of Series B preferred stock during the quarter.
- Management is proposing to raise additional funds not provided by operations through loans or through sales of its common stock.
Better than expected
14 May 2024 5:28 PM
Quarterly Report
- The company's net loss decreased significantly compared to the same period last year, indicating improved financial performance.
Worse than expected
20 March 2024 5:17 PM
Annual Results
- The company's net loss of $3,324,180 is significantly worse than the $1,504,681 loss in the previous year.
- The company's revenue of $2,048 is worse than the $2,421 in the previous year.
- The company's operating expenses increased significantly, indicating higher spending without a corresponding increase in revenue.
Capital raise
20 March 2024 5:17 PM
Annual Results
- The company anticipates needing to raise additional capital through the issuance of debt or equity financings or other arrangements to fund operations.
- The company is seeking to obtain additional capital through the issuance of debt or equity financings or other arrangements to fund operations.
- The company is planning an underwritten offering in conjunction with a listing on a national exchange.
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