10-K: Xenous Holdings Inc. Reports Fiscal Year 2024 Results, Continues Search for Acquisition Target

Sentiment:

Annual Results


Xenous Holdings Inc., a shell company, reported its fiscal year 2024 results, highlighting a net loss and ongoing efforts to identify a suitable acquisition or merger target.

Worse than expectedThe company's net loss increased compared to the previous year.The company's working capital deficit increased compared to the previous year.The company's auditors have raised substantial doubt about its ability to continue as a going concern.

Summary

  • Xenous Holdings Inc. reported a net loss of $63,746 for the fiscal year ended March 31, 2024, compared to a net loss of $57,718 in the previous year.
  • The company has no business operations and is actively seeking an acquisition or merger opportunity.
  • Operating expenses increased to $63,746 from $57,718, primarily due to higher professional fees.
  • The company's total liabilities were $839,166 as of March 31, 2024, with a working capital deficit of the same amount.
  • The company's auditors have raised substantial doubt about its ability to continue as a going concern due to its lack of revenue, net losses, and stockholders' deficit.
  • The company is dependent on advances from its principal shareholders for continued funding.
  • As of June 25, 2024, the company had 760,250,000 shares of common stock outstanding.
  • The company has not declared any cash dividends and does not intend to do so in the foreseeable future.

Sentiment

Score: 2

Explanation: The document paints a bleak picture of the company's current financial state and future prospects, with significant losses, a going concern warning, and no revenue. The company is entirely dependent on related party funding and has no clear path to profitability. The sentiment is very negative.

Positives

  • The company is actively pursuing potential acquisition targets.
  • The company has engaged advisors to assist with corporate strategy and valuation.

Negatives

  • The company has no business operations and has not generated any revenue.
  • The company has incurred net losses and has a significant working capital deficit.
  • The company's auditors have raised substantial doubt about its ability to continue as a going concern.
  • The company is dependent on advances from its principal shareholders for funding.
  • The company has no employees.
  • The company has no established trading market for its shares.

Risks

  • The company may not be able to identify and acquire a suitable business opportunity.
  • The company's limited resources may hinder its ability to locate good opportunities.
  • The company's dependence on related party funding poses a risk to its financial stability.
  • The company's shares may be subject to substantial dilution upon completion of an acquisition or merger.
  • The company's lack of a trading market for its shares may make it difficult for investors to sell their holdings.
  • The company's ability to continue as a going concern is uncertain.

Future Outlook

The company plans to continue seeking and investigating potential assets, property, or businesses to acquire, but is unable to predict the timing or success of any such endeavor.

Management Comments

  • Management intends to consider a number of factors prior to making any decision as to whether to participate in any specific business endeavor.
  • Management may actively negotiate or otherwise consent to the purchase of all or any portion of their shares of common stock as a condition to, or in connection with, a proposed reorganization, merger or acquisition.
  • Management expects that any compensation to members of management would take the form of an issuance of shares of our common stock.

Industry Context

The company operates in the shell company sector, which is characterized by numerous companies seeking reverse mergers or acquisitions to gain access to public markets. The company faces competition from other shell companies and unsuccessful public companies.

Comparison to Industry Standards

  • The company's financial performance is significantly below industry standards for operating companies, as it has no revenue and substantial losses.
  • The company's reliance on related party funding is not uncommon for shell companies, but it highlights the risk of financial instability.
  • The company's lack of a trading market for its shares is typical for shell companies before they complete a merger or acquisition.
  • The company's situation is similar to other shell companies such as those listed on the OTC Pink Sheets, which are often used as vehicles for reverse mergers.

Related Party Transactions

  • Smartex Investment Ltd., the majority shareholder, advanced $54,627 and $61,837 to the company for operating expenses during the years ended March 31, 2024 and 2023, respectively.
  • As of March 31, 2024, the total amount due to Smartex Investment Ltd. was $816,081.

Stakeholder Impact

  • Shareholders face significant risk due to the company's financial instability and lack of operations.
  • Employees are not impacted as the company has no employees.
  • Customers and suppliers are not impacted as the company has no business operations.
  • Creditors are at risk due to the company's substantial liabilities and going concern issues.

Next Steps

  • The company will continue to seek and investigate potential assets, property, or businesses to acquire.
  • The company will consider guidelines of industries in which it may have an interest.
  • The company will adopt a business plan regarding engaging in the business of any selected industry.
  • The company will commence operations through funding and/or the acquisition of a going concern.

Key Dates

DateDescription
May 20, 1980Xenous Holdings, Inc. was incorporated as Dayne Weiss and Associates, Inc.
January 4, 1990The company acquired Concept Technologies, Inc.
January 1991Concept Technologies, Inc. was dissolved.
December 19, 2014The company completed a change of domiciliary merger and moved the state of incorporation to Nevada, changing the name to Concept Holding Corporation.
July 21, 2017The Board of Directors elected to file Articles of Merger with the Nevada SOS.
August 14, 2017The merger with M101 Corp. took effect, and the company changed its name to M101 Corp.
November 2, 2019A majority of shareholders approved a resolution to change the name of the company to Xenous Holdings, Inc.
November 19, 2019The company received notice that the Secretary of State of Nevada accepted the name change to Xenous Holdings, Inc.
November 11, 2022The company entered into a Memorandum of Understanding with Dadvance Agarwood Alpha Sdn Bhd.
December 1, 2022YYC Advisors completed their valuation on Dadvance.
February 2, 2023Dadvance solidified an exclusive distribution agreement with Tropical Extracts Sdn. Bhd.
February 17, 2023Dadvance's oil was certified an A+ grade by the Bioaromatic Research Centre of Universiti Malaysia Pahang.
March 31, 2024End of the fiscal year for which financial results are reported.
June 25, 2024The number of shares of the issuers common stock outstanding was 760,250,000 shares.
June 27, 2024Date of the 10-K filing.
June 28, 2024Date of the independent auditor's report.

Keywords

acquisition, merger, shell company, reverse reorganization, financial statements, net loss, working capital deficit, going concern, related party, OTC Pink Sheets

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