10-Q: Tribal Rides Pivots to Food Tech, Faces Mounting Losses

Tribal Rides International Corp. reports increased net losses and a significant working capital deficit while transitioning from ridesharing technology to food tech.

Summary

• Tribal Rides International Corp. (soon to be SUPA Consolidated Inc.) has fully divested its ridesharing and autonomous vehicle technology business, selling intellectual property to Boumarang Inc. for $5 million in stock.
• The company has pivoted its strategy to the food technology sector, acquiring SUPA Food Services LLC, which includes 1,157 commercial ice/water vending machines, for 250 million shares of common stock valued at $125,000.
• For the nine months ended September 30, 2025, the company reported a net loss of $166,953, a significant increase from the $64,491 net loss for the same period in 2024.
• Operating expenses surged to $296,882 for the nine months ended September 30, 2025, compared to $42,500 in the prior year, primarily due to increased legal, professional, and rental fees associated with the SUPA acquisition and business pivot.
• The company's cash position improved to $53,132 as of September 30, 2025, from $0 at December 31, 2024, but it continues to operate with an accumulated deficit of $2,966,107 and a working capital deficit of $960,954.
• Management has expressed substantial doubt about the company's ability to continue as a going concern, citing a lack of revenues and reliance on future equity or debt financing.
• Several management changes occurred, including the resignation of former CEO Joseph Grimes and the appointment of Adam Clode, who subsequently resigned as CEO, with Yessenia Hernandez taking over as CEO and Executive Director.
• The company terminated a previously announced Share Exchange Agreement with Singta Industries Inc. on June 30, 2025, as closing conditions were not satisfied.

Sentiment

Score: 2

Explanation: The sentiment is highly negative due to significant and increasing net losses, a worsening working capital deficit, explicit 'going concern' warnings, and a material weakness in internal controls. While a strategic pivot occurred, it is unproven and requires substantial future capital, adding to the risk.

Positives

• Successfully divested its non-core ridesharing and autonomous vehicle technology assets to Boumarang Inc. for $5,000,000 in stock, providing a potential source of liquidity.
• Acquired 1,157 commercial ice/water vending machines and related intangible assets through the SUPA Food Services LLC acquisition, establishing a new business foundation in the food tech sector.
• Cash on hand increased to $53,132 as of September 30, 2025, from $0 at December 31, 2024.

Negatives

• Net loss significantly increased to $166,953 for the nine months ended September 30, 2025, from $64,491 in the prior year.
• Operating expenses dramatically rose to $296,882 for the nine months ended September 30, 2025, compared to $42,500 in the same period of 2024.
• Accumulated deficit grew to $2,966,107 as of September 30, 2025.
• Working capital deficit worsened to $960,954 as of September 30, 2025, from $746,001 at December 31, 2024.
• The company has no current operating revenues and has sustained losses and negative cash flows from operations since inception.
• A material weakness in internal control over financial reporting was identified as of September 30, 2025.
• Several promissory notes are either in default or have matured and remain outstanding, including a $25,000 note to Sorensen and a $20,000 note to Corrigan.

Risks

• Substantial doubt exists about the company's ability to continue as a going concern, dependent on raising additional capital and achieving profitable operations.
• The company has no current operating revenues and requires significant additional capital investment to develop its new food technology business.
• The value of the investment in Boumarang Shares is subject to market risk and volatility, as well as risks associated with Boumarang's operations and financial condition.
• The terms and conditions of the assumed related party loan obligation of $121,200 and an additional $87,000 loan from a related party remain under negotiation and were undetermined as of September 30, 2025.
• A material weakness in internal control over financial reporting was identified, which could adversely affect the company's ability to record, process, summarize, and report financial information reliably.

Future Outlook

The company intends to realign its corporate strategy and resources to focus on identifying, developing, and acquiring food technology businesses and assets, believing this industry presents significant opportunities. It is currently evaluating strategic partnerships, acquisitions, and product initiatives within this sector. Future operations are dependent on the ability to raise additional capital, complete acquisitions, and successfully launch products or services in the food tech space. Until this transition is complete, the company will be considered in the development stage with no current operating revenues.

Management Comments

• Management believes that the Company does not have the cash to meet working capital and corporate development needs as they become due in the ordinary course of business for twelve (12) months following December 31, 2023.
• Management anticipates raising significant additional capital to accomplish its growth plan over twelve (12) months.
• Management expects to seek additional funding through private equity or public markets, but there can be no assurance about the availability or terms of such financing.

Industry Context

The company's pivot from ridesharing and autonomous vehicle technology to the food technology (food tech) sector reflects a strategic shift away from a highly competitive and capital-intensive industry where it had limited success. The move into food tech, specifically with ice/water vending machines, positions the company in a different market segment, potentially seeking more immediate revenue generation opportunities. This transition aligns with broader trends of technology application in various consumer sectors, but the company's current lack of revenue and significant capital needs indicate it is in a very early stage of establishing its presence in this new industry.

Comparison to Industry Standards

• The company's current financial state, characterized by no revenue, significant net losses, and a substantial working capital deficit, falls well below industry standards for established operating companies in either the technology or food service sectors.
• The explicit 'going concern' warning from auditors is a critical indicator of financial distress, which is not typical for healthy, publicly traded companies.
• The reliance on future capital raises for basic operational needs and growth plans is a common characteristic of early-stage startups, but for a publicly traded entity, it signals high risk compared to more mature industry players.

Management Changes

Corporate Governance

Related Party Transactions

• Joseph Grimes sold 20,000,000 shares of the company's common stock to Spark Capital Investments, LLC, and subsequently resigned as CEO and Director on February 3, 2025.
• A Release and Settlement Agreement was entered into with Mr. Grimes, Mr. Prasad, and Sanjay Prasad in February 2025, mutually releasing claims and obligations valued at $174,350.
• On June 30, 2025, the company entered into a Share Exchange Agreement with SUPA Food Services LLC (a related party), issuing 250,000,000 shares of common stock for $125,000 consideration, acquiring assets, and assuming a related party loan obligation of $121,200.
• An additional $87,000 was loaned from a related party (Spark Capital) for working capital and general corporate development, bringing the total outstanding loan from this related party to $208,200.
• On January 28, 2025, 300,000 shares of common stock were issued to three officers (related parties) for services rendered from 2020 through 2024, valued at $3,000.
• On September 19, 2025, 600,000 common stock shares were issued to AJB Capital Investments for a loan modification to extend the maturity date.
• Amounts due to related parties (Spark Capital, Joe Grimes, Sanjay Prasad, Don Smith, KeptPrivate.com) totaled $247,200 as of September 30, 2025, are unsecured, bear no interest, and are repayable on demand.

Stakeholder Impact

• Shareholders: Significant dilution from recent share issuances (250M shares for SUPA acquisition, 600k for loan modification, 300k for services). The 'going concern' warning and increasing losses pose substantial risk to investment value. The strategic pivot introduces uncertainty but also potential for future growth if successful.
• Employees: Management changes indicate instability at the top, but the pivot to food tech might create new roles or require different skill sets.
• Creditors: Several notes payable are in default or overdue, indicating increased credit risk. The assumed related party loan terms are still under negotiation, adding uncertainty.
• Customers (of SUPA Food Services): The acquisition of vending machines suggests a focus on service delivery, but the company's financial instability could impact service quality or expansion plans.

Next Steps

• File an application with FINRA to change the company name and ticker symbol to SUPA Consolidated Inc.
• Seek additional funding through private equity or public markets to support working capital and corporate development needs.
• Evaluate strategic partnerships, acquisitions, and product initiatives within the food technology sector.
• Negotiate and formalize terms and conditions for the assumed related party loan obligation and additional related party loans.

Key Dates

Recommendation

The company exhibits severe financial distress, including escalating net losses, a substantial working capital deficit, and an explicit 'going concern' warning from its auditors. While a strategic pivot to food technology has occurred, it is in its nascent stages, lacks revenue, and is heavily reliant on future, uncertain capital raises. The significant increase in operating expenses without corresponding revenue, coupled with multiple management changes and a material weakness in internal controls, points to high operational and financial risk. Several outstanding debts are in default or overdue, further eroding confidence. Given these factors, the stock presents an extremely high-risk investment profile with a strong likelihood of further value erosion.

Keywords

Food Technology, Vending Machines, SEC Filing, 10-Q, Going Concern, Net Loss, Working Capital Deficit, Strategic Pivot, Corporate Governance, Management Changes, Capital Raise, Boumarang Inc., SUPA Food Services LLC