CSUI 10-K & 10-Q changes, risk factors and insider trading
Cannabis Suisse Corp. · OTC · Real Estate · CIK 1680132 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Largest changes
Voting Control is Held by One Stockholder. Our sole Director and CEO holds a majority of the voting stock of the Company. As a result, he will be able to control the election of directors to our Board of Directors and our business and affairs, including any determination with respect to mergers or other business combinations, the acquisition or disposition of any assets, the incurrence of additional indebtedness, the issuance of additional shares of our common and preferred stock or any other equity securities, the recapitalization, repurchase or redemption of our common stock and the payments of any dividends. Our CEO, orsee in full comparisonhisentitiesaffiliatedheentities,controls, hold convertible promissory notes which enable him to convert all or part of the principal and accrued interest into common stock. In total, theprincipal amounts of thenotes would convert into125,157,612135,203,984 shares of our common stock as of May 31,2025.2026. The notes do not provide for any adjustment in the event of a recapitalization of our common stock.
Full comparison: every changed paragraph (1)
Voting Control is Held by One Stockholder. Our sole Director and CEO holds a majority of the voting stock of the Company. As a result, he will be able to control the election of directors to our Board of Directors and our business and affairs, including any determination with respect to mergers or other business combinations, the acquisition or disposition of any assets, the incurrence of additional indebtedness, the issuance of additional shares of our common and preferred stock or any other equity securities, the recapitalization, repurchase or redemption of our common stock and the payments of any dividends. Our CEO, or hisentities affiliatedhe entities,controls, hold convertible promissory notes which enable him to convert all or part of the principal and accrued interest into common stock. In total, the principal amounts of the notes would convert into 125,157,612135,203,984 shares of our common stock as of May 31, 2025.2026. The notes do not provide for any adjustment in the event of a recapitalization of our common stock.
Management's Discussion & Analysis (MD&A)
Largest changes
“As of May 31, 2026, the Company had cash of $476, compared with $2,850 as of May 31, 2025. The Company had a working capital deficit of $512,212 as of May 31, 2026, compared with $218,679 as of May 31, 2025. The increase in the working capital deficit was primarily attributable to the reclassification of the $135,000 related-party convertible note from long-term to current liabilities, additional advances from related parties, increases in accrued interest and the continued use of the Company’s current assets to fund operations. …”see in full comparison
“In its audited financial statements as of May 31, 2025, the Company was issued a “going concern” opinion, meaning that there is substantial doubt we can continue as an on-going business for the next twelve months unless we obtain additional capital. Our sources for cash at this time are investments by others, loans and advances from our CEO who is our sole director, and very limited revenue from renting. We must raise cash to implement our plan and stay in business.”see in full comparison
“The Company has generated limited revenue, has a significant working capital deficit and has not established a stable source of revenue sufficient to fund its ongoing operating expenses and obligations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.”see in full comparison
see in full comparisonTheAs of May 31, 2026, the Companydoesdid not have any off-balance sheetarrangementsarrangements, as defined by applicable SEC rules, that have or are reasonably likely to have a current or future material effect onthe Company’sits financial condition,changes in financial condition, revenues or expenses,results of operations, liquidity, capital expenditures or capital resources.
“In November 2023, the FASB issued 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve the disclosures about reportable segments and include more detailed information about a reportable segment’s expenses. This ASU also requires that a public entity with a single reportable segment, like the Company, provide all of the disclosures required as part of the amendments and all existing disclosures required by Topic 280. …”see in full comparison
In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statementsee in full comparisonExpenses,Expenses.whichASU 2024-03 requiresincrementalpublic business entities to provide additional disclosuresaboutinspecificthe notes to the financial statements regarding certain expenses included in relevant expensecategories,captions.includingThesebutdisclosuresnotinclude,limitedamongto,other items, purchases of inventory, employee compensation, depreciation,amortizationintangible asset amortization, selling expenses andsellingaexpenses.qualitativeThedescriptionamendmentsofare effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted and the amendments may be applied either prospectively or retrospectively. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures. The amendments only impact disclosures and areamounts notexpectedseparatelyto have an impact on the Company’s financial condition and results of operations.disaggregated.
Full comparison: every changed paragraph (47)
Since June 2022, the Company has focused its business activities on real estate operations and has had no involvement in any aspect of the cannabis industry.
Since June 2022, the Company has focused its efforts on real estate operations. We have no involvement in any aspect of the cannabis industry. In February 2023, wethe Company leased atwo commercial buildingproperties from a companyentities controlled by ourits CEOChief andExecutive Officer. The Company subleased a portion of theone buildingof these properties to a third party.party Thefor termmonthly rent of the$2,500, subleaseor was$30,000 one year and the annual rent was $30,000.annually. Effective March of 2024, the sublease becamecontinued on a month-to-month leasebasis forat $2,500the persame month.monthly rental rate. The sub-leasesublease was terminated on February 28, 2025.
In February 2024, the Company leased two additional properties from entities controlled by its Chief Executive Officer for future expansion. Effective March 1, 2026, the Company began a new sublease arrangement with an entity controlled by the Chief Executive Officer and recognized rental income of $21,000 during the year ended May 31, 2026.
The following discussion should be read in conjunction with ourthe Company’s audited financial statements,statements includingand the related notes thereto, appearing elsewhere in this Annual Report. The followingThis discussion contains forward-looking statements that reflect ourmanagement’s plans, estimates and beliefs. Our actualActual results could differ materially from those discussed in the forward-looking statements. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.
The Company’s audited financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America.
Revenue and Cost of SalesRental Revenue
For the year ended May 31, 2025,2026, the Company generated totalrental revenue from related parties of $21,000 and incurred cost of rental revenue of $22,500$21,931, fromresulting renting.in Thea costgross loss of sales for the year ended May 31, 2025, was $22,068.$931.
For the year ended May 31, 2024,2025, the Company generated totalrental revenue of $30,000$22,500 fromand renting. Theincurred cost of salesrental forrevenue theof year$22,068, endedresulting Mayin 31,gross 2024,profit wasof $30,067.$432.
Rental revenue decreased by $1,500, or approximately 7%, for the year ended May 31, 2026 compared with the prior year. The decrease was primarily attributable to the termination of the Company’s prior sublease on February 28, 2025. During the year ended May 31, 2026, the Company recognized rental revenue for March, April and May 2026 under a new sublease arrangement with an entity controlled by the CEO, compared with nine months of rental revenue during the year ended May 31, 2025.
Cost of rental revenue decreased by $137, or approximately 1%. For the new sublease, cost of rental revenue was allocated based on the percentage of the primary leased premises that was subleased. The sublease covers approximately 2,900 square feet of the 3,105 square feet under the primary lease, or approximately 93.4%.
The decrease in revenues and cost of sale is due to the termination of the sub-lease in February 2025. In other words, there were twelve months’ revenue for the year ended May 31, 2024, but nine months’ revenue for the year ended May 31, 2025.
Total operating expenses for the year ended May 31, 2025,2026, were $288,445.$266,888, Thecompared operatingwith expenses$288,445 for the year ended May 31, 2025, included professional fees of $55,547; depreciation expense of $4,244 and general and administrative expenses of $228,654.2025.
Total operatingOperating expenses for the year ended May 31, 2024,2026, wereconsisted $256,870. The operating expenses for the year ended May 31, 2024, includedof professional fees of $77,940;$51,970, depreciation expense of $4,244$4,244, and general and administrative expenses of $174,686.$210,674.
Operating expenses for the year ended May 31, 2025 consisted of professional fees of $55,547, depreciation expense of $4,244, and general and administrative expenses of $228,654.
Total operating expenses decreased by $21,557, or approximately 7%, for the year ended May 31, 2026 compared with the prior year. The decrease was primarily attributable to a reduction in general and administrative expenses of $17,980 mainly related to a decrease in rent expense due to one of the Company’s leases expiring in January of 2026 and a reduction in professional fees of $3,577 due to the Company incurring less accounting fees in the current year. Depreciation expense remained unchanged at $4,244 for both years.
The increase in operating expenses is related to the increase of the rental expenses due to additional leases signed later during the year ended May 31, 2024.
Total other income was $390,558 for the year ended May 31, 2026, compared with total other expense of $168,129 for the year ended May 31, 2025.
For the year ended May 31, 2026, other income consisted of amortization of debt premium of $455,214, partially offset by interest expense of $64,656. The Company did not recognize any gain or loss on settlement of debt during the year ended May 31, 2026.
For the year ended May 31, 2025, other expense consisted of interest expense of $63,208 and a loss on settlement of debt of $551,677, partially offset by amortization of debt premium of $446,756.
The improvement in other income of $558,687 was primarily attributable to the absence of a loss on settlement of debt during the year ended May 31, 2026. Amortization of debt premium increased by $8,458, while interest expense increased by $1,448.
The total other income (expense) for the years ended May 31, 2025 and 2024 were $(168,129) and $(929,676), respectively. The other expenses for the year ended May 31, 2025, contained interest expenses of $63,208, loss of $551,677 on the settlement of debt, and amortization of debt premium of $446,756, while for the year ended May 31, 2024, the other expenses contained interest expenses of $26,802, loss of $1,737,341 on the settlement of debt, gain of $100,710 on lease extension, and amortization of debt premium of $733,757. The significant decrease in other expenses is due to the loss on settlement of debt resulting from the Company prepaying for its lease liabilities with convertible notes that were recorded at their fair value, which were recorded at a premium, during the year ended May 31, 2024.
Net Income (Loss)
The Company reported net income of $122,739 for the year ended May 31, 2026, compared with a net loss of $456,142 for the year ended May 31, 2025.
The improvement of $578,881 was primarily due to the change from other expense in the prior year to other income in the current year, principally because no loss on settlement of debt was recognized during the year ended May 31, 2026.
The net loss for the years ended May 31, 2025 and 2024 was $456,142 and $1,186,613, respectively.
As of May 31, 2026, the Company had cash of $476, compared with $2,850 as of May 31, 2025. The Company had a working capital deficit of $512,212 as of May 31, 2026, compared with $218,679 as of May 31, 2025. The increase in the working capital deficit was primarily attributable to the reclassification of the $135,000 related-party convertible note from long-term to current liabilities, additional advances from related parties, increases in accrued interest and the continued use of the Company’s current assets to fund operations. As of May 31, 2026, current liabilities included $107,000 of operating lease liabilities in default related to the expired 2652 Blanding Boulevard lease.
During the year ended May 31, 2026, the Company used $40,324 of cash in operating activities due to its net income of $122,739, plus depreciation and noncash lease expense and changes in operating assets and liabilities of $175,805, a decrease in prepaid expenses of $51,280, an increase in accounts payable and accrued interest payable to related parties of $410 and $64,656, respectively, offset by noncash amortization of debt premium of $455,214.
As of May 31, 2025, the Company had cash of $2,850. Furthermore, the Company had a working capital deficit of $218,679 and $184,547 on May 31, 2025 and 2024, respectively.
During the year ended May 31, 2025, the Company used $45,112 of cash in operating activities due to its net loss of $456,142 plus$456,142plus its amortization of debt premium of $446,756; offset by depreciation expense of $4,244, lease cost, net of repayments of $176,285, loss on settlement of debt of $551,677, decrease in prepaid expenses of $63,900, and an increase in accounts payable and accrued interest –payable to related parties and accounts payables of $58,208$3,472 and $3,472,$58,208, respectively.
The Company had no cash flows from investing activities during the years ended May 31, 2026 and 2025.
During the year ended May 31, 2024, the Company used $45,637 of cash in operating activities due to its net loss of $1,186,613 plus its gain on lease extension of $100,710, its amortization of debt premium of $733,757, and a decrease in accounts payable of $4,217; offset by stock issued for services of $20,000, depreciation of $4,244, lease cost, net of repayments of $169,214, loss on settlement of debt of $1,737,341, decrease in prepaid expenses of $22,059, and an increase in accrued interest – related parties of $26,802.
During the years ended May 31, 2025 and 2024 the Company did not have cash in investing activities.
During the year ended May 31, 2025,2026, the Company generated $19,400$37,950 of cash infrom financing activities, which came from advances from related parties of $34,400,$58,950, offset by repayments of related party advances of $15,000.$21,000.
During the year ended May 31, 2024,2025, the Company generated $74,000$19,400 of cash infrom financing activities, which came from advances from related parties of $76,500 and proceeds from stock issuance of $20,000,$34,400, offset by repayments of related party advances of $22,500.$15,000.
As a result of these activities, cash decreased by $2,374 during the year ended May 31, 2026, from $2,850 as of May 31, 2025, to $476 as of May 31, 2026.
The Company has generated limited revenue, has a significant working capital deficit and has not established a stable source of revenue sufficient to fund its ongoing operating expenses and obligations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.
The Company expects to remain dependent on additional investment capital, borrowings and advances from its Chief Executive Officer and other related parties to fund its operations for the foreseeable future. Management intends to seek additional financing through the capital markets and other available sources and to continue relying on related-party funding in the interim. There can be no assurance that the Company will be able to obtain sufficient financing, increase its revenue or achieve sustained profitable operations. Failure to obtain additional funding could adversely affect the Company’s ability to continue its operations.
In its audited financial statements as of May 31, 2025, the Company was issued a “going concern” opinion, meaning that there is substantial doubt we can continue as an on-going business for the next twelve months unless we obtain additional capital. Our sources for cash at this time are investments by others, loans and advances from our CEO who is our sole director, and very limited revenue from renting. We must raise cash to implement our plan and stay in business.
TheAs of May 31, 2026, the Company doesdid not have any off-balance sheet arrangementsarrangements, as defined by applicable SEC rules, that have or are reasonably likely to have a current or future material effect on the Company’sits financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
For the years ended May 31, 20252026, and 2024,2025, the Company recognized rentrental revenueincome of $22,500$21,000 (from a related party) and $30,000,$22,500 respectively, (from itsa leasethird-party), agreements.respectively.
In November 2023, the FASB issued 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve the disclosures about reportable segments and include more detailed information about a reportable segment’s expenses. This ASU also requires that a public entity with a single reportable segment, like the Company, provide all of the disclosures required as part of the amendments and all existing disclosures required by Topic 280. The ASU should be applied retrospectively to all prior periods presented in the consolidated financial statements and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company adopted the ASU for the fiscal year ended May 31, 2025. The amendments only impact disclosures and are not expected to have an impact on the Company’s financial condition and results of operations.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands the requirements for income tax disclosures in order to provide greater transparency. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on the related disclosures: however, it does not expect this update to have an impact on its financial condition or results of operations.
In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,Expenses. whichASU 2024-03 requires incrementalpublic business entities to provide additional disclosures aboutin specificthe notes to the financial statements regarding certain expenses included in relevant expense categories,captions. includingThese butdisclosures notinclude, limitedamong to,other items, purchases of inventory, employee compensation, depreciation, amortizationintangible asset amortization, selling expenses and sellinga expenses.qualitative Thedescription amendmentsof are effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted and the amendments may be applied either prospectively or retrospectively. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures. The amendments only impact disclosures and areamounts not expectedseparately to have an impact on the Company’s financial condition and results of operations.disaggregated.
In January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, which clarified the interim effective date for entities with non-calendar fiscal year-ends.
The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The amendments may be applied prospectively to reporting periods after the effective date or retrospectively to any or all prior periods presented.
The Company is currently evaluating the effect that adopting these amendments will have on its financial statement disclosures. The amendments relate to disclosure requirements and are not expected to affect the Company’s financial position, results of operations, or cash flows.
For the Company’s May 31 fiscal year-end, mandatory adoption would first apply to the fiscal year beginning June 1, 2027, which is the year ending May 31, 2028. The related interim requirements would first apply during the fiscal year beginning June 1, 2028. This conclusion follows from the clarified effective-date guidance for non-calendar-year entities.
What changed in the latest 10-Q
Risk Factors
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
“Total operating expenses for the three and six months ended November 30, 2025, were $74,980 and $159,515, respectively. The operating expenses for the six months ended November 30, 2025, included professional fees of $32,070; depreciation expense of $2,122 and general and administrative expenses of $125,323. The operating expenses for the three months ended November 30, 2025, included professional fees of $11,070; depreciation expense of $1,061 and general and administrative expenses of $62,849.”see in full comparison
“Total operating expenses for the three and nine months ended February 28, 2025, were $69,932 and $234,368, respectively. The operating expenses for the nine months ended February 28, 2025, included professional fees of $65,547; depreciation expense of $3,183 and general and administrative expenses of $165,638. The operating expenses for the three months ended February 28, 2025, included professional fees of 10,274; depreciation expense of $1,061 and general and administrative expenses of $55,597.”see in full comparison
The total other income (expense) for thesee in full comparisonsixnine months endedNovemberFebruary30,28, 2026 and 2025and 2024were$195,814$292,116 and $(362,876266,573), respectively. The other income (expenses) for thesixnine months endedNovemberFebruary30,28,2025,2026, contained interest expenses of$32,417$48,359 and$228,231$340,475 recorded for the amortization of debt premium, while for thesixnine months endedNovemberFebruary30,28,2024,2025, the other expenses contained interest expenses of$30,969,$46,912, loss of $551,677 on the settlement ofdebtdebt, and$219,770$332,016recordedrecord for the amortization of debt premium. The significantvariancedecrease intheother expenses and increase in other income(expense) for the six monthsis due to the loss on settlement of debtrecorded in the prior period that resultedresulting from a convertible notebeingenteredintoin order to pay for unpaid rent.
“The decrease in operating expenses is mainly related to the decrease of the professional fee expenses, as in the prior year the Company incurred a one-time $20,000 charge for advisory fees related to obtaining eligibility with the Depository Trust Company, offset by an increase in rent expense, recorded in general and administrative expenses, due to the lack of a sublease that resulted in the amounts being recorded in cost of sales in the prior year.”see in full comparison
Total operating expenses for the three andsee in full comparisonsixnine months endedNovemberFebruary30,28,2024,2026, were$92,453$69,394 and$167,436,$228,909, respectively. The operating expenses for thesixnine months endedNovemberFebruary30,28,2024,2026, included professional fees of$55,273$41,720; depreciation expense of$2,122$3,183 and general and administrative expenses of$110,041.$184,006. The operating expenses for the three months endedNovemberFebruary30,28,2024,2026, included professional fees of$36,194$9,650; depreciation expense of $1,061 and general and administrative expenses of$55,198.$58,683.
During thesee in full comparisonsixnine months endedNovemberFebruary30,28,2024,2025, the Company used$24,462$35,912 of cash in operating activities due to its net loss of$530,024$500,509 plus its amortization of debt premium of$219,770$332,016; offset by depreciation of$2,122,$3,183, lease cost (net) of$86,390,$130,887, loss on settlement of debt of $551,677, decrease in prepaid expenses of$36,928,$50,008, an increase in accounts payable of$22,246 and$18,946,and an increase in accrued expenses of$25,969.$41,912.
Full comparison: every changed paragraph (19)
Results of Operations for the three and sixnine months ended NovemberFebruary 30,28, 20252026 and 20242025
For the three and sixnine months ended NovemberFebruary 30,28, 2025,2026, the Company generated total revenue of $0. The cost of sales for the three and sixnine months ended NovemberFebruary 30,28, 2025,2026, were $0.
For the three and sixnine months ended NovemberFebruary 30,28, 2024,2025, the Company generated total revenue of $7,500 and $15,000,$22,500, respectively. The cost of sales for the three and sixnine months ended NovemberFebruary 30,28, 2024,2025, were $7,356 and $14,712,$22,068, respectively.
There was no revenue and related cost during the three and sixnine months ended NovemberFebruary 30,28, 20252026 due to the termination of the Company’s only sub-lease on February 28, 2025.
Total operating expenses for the three and six months ended November 30, 2025, were $74,980 and $159,515, respectively. The operating expenses for the six months ended November 30, 2025, included professional fees of $32,070; depreciation expense of $2,122 and general and administrative expenses of $125,323. The operating expenses for the three months ended November 30, 2025, included professional fees of $11,070; depreciation expense of $1,061 and general and administrative expenses of $62,849.
Total operating expenses for the three and sixnine months ended NovemberFebruary 30,28, 2024,2026, were $92,453$69,394 and $167,436,$228,909, respectively. The operating expenses for the sixnine months ended NovemberFebruary 30,28, 2024,2026, included professional fees of $55,273$41,720; depreciation expense of $2,122$3,183 and general and administrative expenses of $110,041.$184,006. The operating expenses for the three months ended NovemberFebruary 30,28, 2024,2026, included professional fees of $36,194$9,650; depreciation expense of $1,061 and general and administrative expenses of $55,198.$58,683.
Total operating expenses for the three and nine months ended February 28, 2025, were $69,932 and $234,368, respectively. The operating expenses for the nine months ended February 28, 2025, included professional fees of $65,547; depreciation expense of $3,183 and general and administrative expenses of $165,638. The operating expenses for the three months ended February 28, 2025, included professional fees of 10,274; depreciation expense of $1,061 and general and administrative expenses of $55,597.
The decrease in operating expenses is mainly related to the decrease of the professional fee expenses.
The decrease in operating expenses is mainly related to the decrease of the professional fee expenses, as in the prior year the Company incurred a one-time $20,000 charge for advisory fees related to obtaining eligibility with the Depository Trust Company, offset by an increase in rent expense, recorded in general and administrative expenses, due to the lack of a sublease that resulted in the amounts being recorded in cost of sales in the prior year.
The total other income (expense) for the three months ended NovemberFebruary 30,28, 2026 and 2025 and 2024 were $97,372$96,302 and $97,371,$96,303, respectively. The other expenses for the three months ended NovemberFebruary 30,28, 20252026 and 2024,2025, contained interest expenses of $16,120$15,942 and $16,120,$15,943, respectively, and $113,492$112,244 and $113,491$122,246 recorded for the amortization of debt premium, respectively.
The total other income (expense) for the sixnine months ended NovemberFebruary 30,28, 2026 and 2025 and 2024 were $195,814$292,116 and $(362,876266,573), respectively. The other income (expenses) for the sixnine months ended NovemberFebruary 30,28, 2025,2026, contained interest expenses of $32,417$48,359 and $228,231$340,475 recorded for the amortization of debt premium, while for the sixnine months ended NovemberFebruary 30,28, 2024,2025, the other expenses contained interest expenses of $30,969,$46,912, loss of $551,677 on the settlement of debtdebt, and $219,770$332,016 recordedrecord for the amortization of debt premium. The significant variancedecrease in theother expenses and increase in other income (expense) for the six months is due to the loss on settlement of debt recorded in the prior period that resultedresulting from a convertible note being entered into in order to pay for unpaid rent.
The net income (loss) for the three months ended NovemberFebruary 30,28, 2026 and 2025 and 2024 was $22,392$26,908 and $5,062,$29,515, respectively. The net income (loss) for the sixnine months ended NovemberFebruary 30,28, 2026 and 2025 and 2024 was $36,299$63,207 and $(530,024500,509), respectively.
As of NovemberFebruary 30,28, 2025,2026, the Company had cash of $2,625.$75. Furthermore, the Company had a working capital deficit of $316,580.$357,644.
During the sixnine months ended NovemberFebruary 30,28, 2025, the Company used $32,225$49,725 of cash in operating activities due to its amortization of debt premium of $228,231$340,475; offset by the net income of $36,299$63,207 plus depreciation of $2,122,$3,183, lease cost (net) of $93,614,$136,983 decrease in prepaid expenses of $30,794,$38,283, an increase in accounts payable of $760$735 and an increase in accrued expenses of $32,417.$48,359.
During the sixnine months ended NovemberFebruary 30,28, 2024,2025, the Company used $24,462$35,912 of cash in operating activities due to its net loss of $530,024$500,509 plus its amortization of debt premium of $219,770$332,016; offset by depreciation of $2,122,$3,183, lease cost (net) of $86,390,$130,887, loss on settlement of debt of $551,677, decrease in prepaid expenses of $36,928,$50,008, an increase in accounts payable of $22,246 and$18,946,and an increase in accrued expenses of $25,969.$41,912.
During the sixnine months ended NovemberFebruary 30,28, 20252026 and 20242025 the Company did not have cash used in, or provided by,in investing activities.
During the sixnine months ended NovemberFebruary 30,28, 2025,2026, the Company generated $32,000$49,950 of cash advances from a related party in financing activities.
During the sixnine months ended NovemberFebruary 30,28, 2024,2025, the Company generated $7,500$7,400 of cash in financing activities, which came from advances of $22,400 from a related party offset by repayments of $7,500$15,000 to a related party in financing activities.
In its audited financial statements as of May 31, 2025, the Company was issued a “going concern” opinion, meaning that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital. Our sources for cash at this time are investments by others, loans and advances from our CEO who is our sole director, and very limited revenue from renting. We must raise cash to implement our plan and stay in business.
CSUI insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding CSUI (13F)
None of the 59 investors we track reported a position in their latest 13F.