10-Q: Vestiage Inc. Reports Third Quarter 2024 Results with Continued Net Losses and No Revenue
Quarterly Report
Vestiage Inc. reported a net loss of $9,967 for the third quarter of 2024 and $36,851 for the nine months ended September 30, 2024, with no revenue generated during these periods.
Summary
- Vestiage Inc. reported its financial results for the third quarter and nine months ended September 30, 2024.
- The company did not generate any revenue during the three and nine month periods ended September 30, 2024 and 2023.
- Operating expenses were $9,967 for the three months ended September 30, 2024, and $36,851 for the nine months ended September 30, 2024.
- The company experienced a net loss of $9,967 for the three months ended September 30, 2024, and a net loss of $36,851 for the nine months ended September 30, 2024.
- As of September 30, 2024, the company had a working capital deficit of $94,546.
- The company's operations are currently funded by related party advances, with $80,241 owed to related parties as of September 30, 2024.
- The company has a history of name changes and business model shifts, and was under custodianship until July 29, 2022.
- The company disposed of its subsidiary, Fun Fitness Corporation, on December 31, 2023, recognizing a gain of $7,748.
- The company's internal controls over financial reporting were deemed ineffective due to a material weakness in segregation of duties.
Sentiment
Score: 2
Explanation: The sentiment is very negative due to the lack of revenue, continued losses, significant working capital deficit, reliance on related party funding, and material weakness in internal controls. The company's ability to continue as a going concern is in doubt.
Positives
- Operating expenses decreased for the nine months ended September 30, 2024, compared to the same period in 2023, indicating some cost control.
- The company recognized a gain of $7,748 from the disposal of its subsidiary, Fun Fitness Corporation.
Negatives
- The company has not generated any revenue for the three and nine month periods ended September 30, 2024.
- The company continues to incur net losses, with a loss of $36,851 for the nine months ended September 30, 2024.
- The company has a significant working capital deficit of $94,546 as of September 30, 2024.
- The company is heavily reliant on related party advances for funding, with $80,241 owed as of September 30, 2024.
- The company's internal controls over financial reporting are ineffective due to a material weakness in segregation of duties.
Risks
- The company's ability to continue as a going concern is in doubt due to its lack of revenue and accumulated deficit.
- The company is dependent on related party advances for funding, which may not be sustainable.
- The company's internal control weaknesses could lead to misstatements in financial reporting.
- The company's history of name changes and business model shifts indicates instability.
- The company's lack of revenue and reliance on debt and equity raises concerns about its long-term viability.
Future Outlook
The company's ability to raise additional capital through future issuances of common stock is unknown, and the company's ability to continue operations is dependent on obtaining additional financing and achieving profitable operations.
Management Comments
- Management acknowledges the company's lack of revenue and accumulated deficit.
- Management states that the company's internal controls over financial reporting were not effective due to a material weakness in segregation of duties.
- Management is evaluating avenues for mitigating internal control weaknesses but notes that complete mitigation is impractical and costly at this time.
Industry Context
The company's current business model is in the fitness event planning industry, which is a competitive market. The company's lack of revenue and reliance on related party funding puts it at a disadvantage compared to more established competitors.
Comparison to Industry Standards
- The company's lack of revenue is significantly below industry standards for companies in the fitness event planning sector.
- Many companies in this sector generate revenue through event sponsorships, ticket sales, and vendor fees, which Vestiage has not yet achieved.
- Compared to companies like Eventbrite or Active Network, which provide event management platforms, Vestiage is in a very early stage of development and lacks a clear revenue model.
- The company's reliance on related party funding is not typical for established companies in the industry, which often have access to traditional financing options.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| sole officer and director | Rhonda Keaveney | Raymond Fu | 2023-08-25 | Change in control of the company |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| internal control | The company identified a material weakness in the segregation of duties in the Companys internal control of financial reporting. | 2024-09-30 | The material weakness could lead to misstatements in financial reporting. |
Related Party Transactions
- The company has significant related party transactions, including advances from related parties to cover operating expenses.
- As of September 30, 2024, the outstanding amount due to related parties was $80,241.
Stakeholder Impact
- Shareholders are negatively impacted by the company's lack of revenue, continued losses, and going concern issues.
- Employees are at risk due to the company's financial instability.
- Creditors are at risk due to the company's working capital deficit and reliance on related party funding.
Next Steps
- Management will continue to evaluate avenues for mitigating internal control weaknesses.
- The company needs to secure additional financing to continue operations.
- The company needs to develop a sustainable revenue model.
Key Dates
| Date | Description |
|---|---|
| 2006-10-31 | Vestiage, Inc. was incorporated in Florida as The Harvard Learning Centers, Inc. |
| 2013-02-18 | The company's name was changed to Vestiage, Inc. |
| 2015-09-09 | Business operations were abandoned by former management. |
| 2021 | A custodianship action was commenced. |
| 2022-05-26 | Small Cap Compliance, LLC was appointed custodian. |
| 2022-06-06 | The company designated 10,000,000 shares of Preferred Stock as Convertible Series D Preferred Stock. |
| 2022-07-29 | The custodianship was terminated. |
| 2022-12-29 | Vestiage, Inc. executed a Share Exchange Agreement with Fun Fitness Corporation. |
| 2022-12-31 | The company executed a Share Exchange Agreement with Fun Fitness Corporation. |
| 2023-01-12 | The acquisition of Fun Fitness Corporation closed. |
| 2023-08-25 | A change in control of the Company occurred. |
| 2023-12-31 | The company disposed of its subsidiary, Fun Fitness Corporation. |
| 2024-09-30 | End of the reporting period for the third quarter results. |
| 2024-11-14 | Date of the report. |
Keywords
financial results, net loss, operating expenses, related party transactions, internal controls, going concern, working capital, revenue, custodianship, subsidiary disposal
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