SFCX 10-K & 10-Q changes, risk factors and insider trading
SUPA Consolidated Inc. · OTC · Services-Business Services, Nec · CIK 1624985 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Not applicable to “smaller reporting companies.”
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Historical Sources of Liquidity”
New heading “Historical Uses of Cash”
New heading “Plans to Address Liquidity Needs”
New heading “Long-Term Capital Needs”
Largest changes
“1. Raising additional capital through equity or debt financing from third-party investors or lenders 2. Generating revenue and positive cash flows from the Company’s Equity investment — Boumarang Inc. and related business operations 3. Obtaining continued financial support from related parties, including SUPA Food Services LLC 4. Implementing cost reduction measures to reduce operating expenses and extend the Company’s cash runway However, there can be no assurance that the Company will be successful in accomplishing any or all of these plans. …”see in full comparison
“As of December 31, 2024, the Company had an accumulated deficit of $2,799,154 and has not yet generated any revenues to achieve positive cash flow from operations sufficient to cover ongoing expenses. As a result, our independent auditors included an explanatory paragraph in their report on the audited financial statements for the fiscal years ended December 31, 2024, and 2023, expressing substantial doubt about the Company’s ability to continue as a going concern.”see in full comparison
“· Current liabilities of $1,112,845 that significantly exceed current assets of $25,775 These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that these financial statements are issued or available to be issued.”see in full comparison
“The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of December 31, 2025, the Company had:”see in full comparison
Full comparison: every changed paragraph (63)
This Management’s Discussion and Analysis
of Financial Condition and Results of Operations contains certain forward-looking statements. Historical results may not be indicative
of future performance. Our forward-looking statements reflect our current views about future events; they are based on assumptions and
are are
subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those contemplated
by these
statements. Factors that may cause differences between actual results and those contemplated by forward-looking statements include,
but but
are not limited to, those discussed herein. We undertake no obligation to publicly update or revise any forward-looking statements,
including including
any changes that might result from any facts, events, or circumstances after the date hereof that may bear upon forward-looking
statements. statements.
Furthermore, we cannot guarantee future results, events, levels of activity, performance, or achievements.
Tribal Rides International Corp., a Nevada corporation (the “Company”,
“we”, or “us”), was incorporated on May 19, 2014, as “Trimax Consulting, Inc.” On May 8, 2017, we
changed our name to “Xinda International Corp.”
From incorporation through January 2020, we were principally engaged
in the business of marketing an array of property tax lien services including (a) identifying property tax lien auctions and property
tax liens for sale; (b) providing valuation services with regards to real property subject to property tax liens; and (c) providing consultative
and advisory services to property tax lien investors in regards to purchasing property tax liens, servicing property tax liens and adjudicating
property tax liens.
SUPA Consolidated Inc., formerly known as Tribal Rides International Corp., a Nevada corporation (the “Company”, “we”, or “us”), was incorporated on May 19, 2014, as “Trimax Consulting, Inc.” On May 8, 2017, we changed our name to “Xinda International Corp.” On January 18, 2020, we entered into an Asset Purchase Agreement with Tribal Rides, Inc., a Nevada corporation (“Tribal Rides”), pursuant to which we purchased certain assets of Tribal Rides in exchange for the issuance of 25,000,000 shares of our Common Stock. On February 24, 2021, we changed our name to “Tribal Rides International Corp.”
On December 31, 2024, we completed the sale of substantially all of our intellectual property and related intangible assets (the “Assets”) to Boumarang Inc. (“Boumarang”) pursuant to an Asset Purchase Agreement. The Assets included patents, trade secrets, software, prototypes, applications, customer lists, goodwill, business names, and all associated intellectual property rights. In consideration of the sale, the Company received 2,906,977 shares of Boumarang common stock, valued at $5,000,000. See our Current Report on Form 8-K filed with the SEC on January 6, 2025, for further details.
On June 30, 2025, SUPA Consolidated Inc. (the “Company”) entered into a Share Exchange Agreement with SUPA Food Services LLC, a privately held Wyoming limited liability company and related party. Pursuant to the agreement, the Company issued 250,000,000 shares of its common stock, having a fair value of $0.0005 per share and a par value of $0.00001 per share, for aggregate consideration of $125,000. In exchange for the equity issuance, the Company acquired 1,157 commercial ice/water vending machines, valued at $40,809 based on supporting purchase invoices, and assumed a related party loan obligation of $121,200, previously incurred by SUPA. The acquired vending machines have been capitalized as property, plant, and equipment, while the excess value transferred was allocated to intangible assets such as customer site contracts, location rights, and operational infrastructure.
On December 31, 2024, the Company completed the sale of substantially all of its intellectual property and related intangible assets (the “Assets”) to Boumarang Inc. for consideration valued at $5,000,000, consisting of 2,906,977 shares of Boumarang common stock. The Assets included U.S. Patent No. 9,984,574 and U.S. Patent No. 11,217,101, trade secrets, prototypes, software, applications, customer lists, business names, goodwill, and other intangible property.
The discontinued operations had no revenue in 2023
2024 or 2024.2023. Operating
expensesLoss werefrom discontinued operations was $88,196 and $137,791 for the years ended December 31, 2024, and 2023, respectively.
These amounts are reflected in the “Loss
from discontinued operations” line in our consolidated statements of operations.
No further results from this business will be recognized
following the completion of the sale.
ThisEffective transactionDecember 31, 2024,
represented the divestiture of our historical transportation
technology business and the first step in our strategic transition to pursue
opportunities in the food technology (“food tech”)
sector. Following the asset sale, we discontinued development of our ridesharing
and autonomous vehicle platform.
At December 31, 2025, and December 31, 2024, we
had $17,675 and December 31, 2023, we had no$0 cash on hand
to execute our business plan. We reported accumulated deficits of $2,799,154$3,092,223 and $2,851,996,$2,799,154, respectively,
and working capital deficits
of $746,001$1,087,070 and $846,618,$797,001, respectively.
For the year ended December 31, 2025, we recorded a net loss of $293,069 compared to net income of $52,842 for the year ended December 31, 2024.
For the year ended December 31, 2024, we recorded
net income of $52,842, compared to a net loss of $185,914 for the year ended December 31, 2023.
Total operating expenses were $406,982 for the year ended December 31, 2025, compared to $88,196 for the year ended December 31, 2024. The increase reflects higher legal, professional, accounting, and rental expenses incurred as the Company transitioned its business operations and maintained its public reporting obligations.
Included in general and administrative expenses for 2025 is $180,000 in management and consulting services provided by Spark Capital Investments, LLC, a related party controlled by Imran Firoz, the Company's majority shareholder. The Company engaged Spark Capital for these services beginning in April 2025 at a rate of $20,000 per month. As of December 31, 2025, the full $180,000 has been accrued and is included in accrued expenses on the balance sheet. No amounts were paid in cash during the year. This obligation is separate from the $238,200 loan balance disclosed above and is not included in the Due to Related Parties schedule; it does not include $39,000 owed to the former CFO of the Company. See Note 5 for further discussion of related party transactions.
Total operating expenses decreased to $88,196
in 2024, compared to $137,843 in 2023, reflecting a reduction in general and administrative expenses as operations wound down in connection
with the asset sale.
As disclosed in Note 1011 to the financial statements,
on December 31, 2024, we sold substantially all of our historical intellectual property assets substantially to Boumarang Inc. for consideration valued
at $5.0 million. This transaction is reflected as discontinued operations in our consolidated financial statements. Following the sale,
we ceased development of our ridesharing and autonomous vehicle platform.
As of December 31, 2025, we had cash of $17,675 compared to $0 at December 31, 2024. While cash increased by $17,675 during the year, our liquidity position remains severely constrained. We had current liabilities of $1,112,845 at December 31, 2025, resulting in a working capital deficit of $1,087,070.
Our current cash balance is insufficient to meet our short-term obligations. We do not have sufficient liquidity to fund our operations for the next twelve months without raising additional capital or generating revenue from our operations.
Historical Sources of Liquidity
During the year ended December 31, 2025, our primary sources of cash were:
· Advances from Spark Capital Investments LLC, a related party controlled by Imran Firoz, our majority shareholder, totaling $238,200 in 2025.
Historical Uses of Cash
Our primary uses of cash during 2025 were:
· Operating expenses: $406,982
Short-Term Liquidity Needs (Next 12 Months)
Based on our current operating plan, we estimate we will require approximately $750,000 over the next twelve months to fund:
· General and administrative expenses: $390,000
· Service of debt (interest on notes payable): $210,000
· Other operating costs: $150,000
We currently do not have sufficient cash on hand to meet these requirements.
Plans to Address Liquidity Needs
To address our short-term liquidity needs, we plan to pursue the following:
1. Equity or Debt Financing: We plan to seek equity or debt financing from third-party investors or lenders. However, there can be no assurance that we will be successful in raising capital on acceptable terms, if at all. Our ability to raise capital may be limited by our current financial condition, lack of revenue, and market conditions for companies in our industry.
2. Revenue Generation: We are working to generate revenue from our acquisition strategy and related business operations. However, we cannot predict when, or if, this strategy will begin generating positive cash flows.
3. Related Party Support: We have relied on and expect to continue relying on advances from Spark Capital Investments LLC, our related party. As of December 31, 2025, we owed $238,200 to this related party. While this related party has provided support in the past, these advances are due on demand, and there is no formal commitment for continued support. We cannot guarantee that continued support will be available.
4. Cost Reduction: We are evaluating opportunities to reduce our operating expenses. However, as a public company, we incur certain minimum costs for legal, accounting, audit, and compliance that cannot be eliminated.
Long-Term Capital Needs
Beyond the next twelve months, we will require significant additional capital to:
· Fund continued operations until we achieve profitability
· Support the growth of our business operations
· Service our existing debt obligations when they mature
We have not yet determined the amount of additional capital that will be required. Our long-term capital needs will depend on numerous factors, including the monetization of our equity investment in Boumarang Inc., our ability to generate revenue from our commercial vending operations, the level of operating expenses, and prevailing market and financing conditions.
At December 31, 2024,
and December 31, 2023, the Company had $0 and $0 cash to execute its business plan. At December 31, 2024, and December 31, 2023, the Company
had accumulated a deficit of $2,799,154 and $2,851,996. The working capital deficits as of December 31, 2024, and 2023 were $746,001 and
$846,618. We have previously raised capital through debt financing, advances from related parties, and private placements of our common
stock to meet operating needs.
Since its inception,
the Company has sustained losses and negative cash flows from operations. The 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. The Company had no revenues or cash flow from operations in the past fiscal year ended December 31, 2024. The Company
continues to experience negative cash flows from operations and the ongoing requirement for substantial additional capital investment
to develop its financial technologies. We expect to conduct the planned operations for twelve months using currently available capital
resources. The Management anticipates raising significant additional capital to accomplish its growth plan over twelve (12) months. We
do not have any plans or specific agreements for new funding sources. The Management expects to seek additional funding through private
equity or public markets. However, there can be no assurance about the availability or terms, such as financing and capital, that might
be available.
We have no plant or significant equipment to sell,
and we do not intend to purchase any plant or significant equipment within the next 12 months.
The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of December 31, 2025, the Company had:
· Cash of $17,675
· Working capital deficit of $1,087,070
· Accumulated deficit of $3,092,223
· No revenue generated in fiscal year 2025 or fiscal year 2024
· Current liabilities of $1,112,845 that significantly exceed current assets of $25,775 These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that these financial statements are issued or available to be issued.
Management’s plans to address these matters include:
1. Raising additional capital through equity or debt financing from third-party investors or lenders 2. Generating revenue and positive cash flows from the Company’s Equity investment — Boumarang Inc. and related business operations 3. Obtaining continued financial support from related parties, including SUPA Food Services LLC 4. Implementing cost reduction measures to reduce operating expenses and extend the Company’s cash runway However, there can be no assurance that the Company will be successful in accomplishing any or all of these plans. The Company’s ability to continue as a going concern is dependent upon its ability to obtain necessary financing to meet its obligations and repay its liabilities when they become due and to generate profitable operations in the future.
As of December 31, 2024, the Company had an accumulated deficit of
$2,799,154 and has not yet generated any revenues to achieve positive cash flow from operations sufficient to cover ongoing expenses.
As a result, our independent auditors included an explanatory paragraph in their report on the audited financial statements for the fiscal
years ended December 31, 2024, and 2023, expressing substantial doubt about the Company’s ability to continue as a going concern.
OurThe accompanying consolidated financial statements include additional disclosures outlining the
factors contributing to this assessment. They do not include any adjustments relatedrelating to the recoverability orand classification of asset-carrying
recorded asset amounts or the amounts and classification
of liabilities that might result from the outcome of liabilities,this which may be necessary if the Company is unable to continue operations.uncertainty.
Management has evaluated the Company’s ability to meet its obligations
over the next twelve months by considering a range of factors, including general economic conditions, key industry indicators, operating
performance, capital expenditures, future commitments, and overall liquidity. If the Company is unable to generate sufficient revenues
by December 31, 2024, we will require additional capital through funding from existing or new investors, further cost reductions, and
strategic adjustments to improve operational cash.
All patents, trade secrets, software, and intangible assets were sold to Boumarang Inc. on December 31, 2024.
The Assets included patents, trade secrets, software, prototypes, applications, customer lists, goodwill, business names, and all associated intellectual property rights. In consideration of the sale, the Company received 2,906,977 shares of Boumarang common stock, valued at $5,000,000.
We have patented technologies with a focus on
artificial intelligence (“AI”), machine learning with optimization, and Smart Deployment algorithms. It involves anticipating
passenger demand and dispatching cars in advance to reduce wait times, increasing vehicle utilization, and decreasing costs. It includes
a new and efficient system for tracking and charging customers with preferred rates, supply and demand rates, and “specific”
community engagement.
Patent expenses, primarily consisting of patent
filing fees, have been capitalized and are presented as an asset on our balance sheet. We amortize our patent assets over the remaining
life of the patent, which is approximately 10 years.
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
Interest expense for the three months endedsee in full comparisonMarchJune31,30, 2026 was $16,016, as compared to$16,081$11,792 for the three months endedMarchJune31,30, 2025, and $32,032 for the six months ended June 30, 2026, as compared to $27,873 for the six months ended June 30, 2025. The three and six months endedMarchJune 30, 2026 included31,a loss on inventory write-off of $50,500, representing the write-down to zero of bottled water and supplies inventory for the Company’s vending machine deployments, which had not generated revenue and had no net realizable value. The six months ended June 30, 2025 also included a gain on write-offs of $174,350 arising from a Release and Settlement entered into in February 2025 with former officers and consultants. There was no comparable gain in the currentquarter.year periods.
General and administrative expenses for the three months endedsee in full comparisonMarchJune31,30, 2026 totaled$170,052,$161,815, as compared to$18,605$150,827 for the three months endedMarchJune31,30,2025.2025,Thean increase of approximately$151,447$10,988. General and administrative expenses for the six months ended June 30, 2026 totaled $331,867, as compared to $169,432 for the six months ended June 30, 2025, an increase of approximately $162,435. The increase for the six-month period reflects the Company’s transition into operating activity following the SUPA Food Services share exchange and corporate name change. Significant components of G&Ainfor thecurrentsixquartermonths ended June 30, 2026 included consulting fees of$60,000$126,323 (primarily related-party consultingaccrualsfees to Spark Capital Investments LLC), legalandfees of approximately $118,126, professional fees of $8,100, rent and warehouse license fees of approximately$70,141,$57,915, accounting fees of approximately $13,975, and other administrative costs of approximately $7,428. Of these amounts, the three months ended June 30, 2026 included consulting fees of $66,323, legal fees of approximately $47,985, professional fees of $7,500, rent and warehouse license fees of approximately$24,705,$33,210, and accountingand audit relatedfees of approximately$10,750.$3,225. The prior yearquartersix-month period hadnominimal activity prior to the share exchange, and its general and administrative expenses were incurred principally in the second quarter of 2025 in connection with the share exchange transaction, consisting primarily of consultingaccrualfeestoofSpark$115,415, accountingCapital,feesnoofwarehouseapproximatelylicense$28,000,activity,legal fees of approximately $11,410, andminimalrentlegalofexpense.$8,125.
The Company recorded a net loss ofsee in full comparison$186,068$228,331 for the three months endedMarchJune31,30, 2026, as compared to a netincomeloss of$139,664$162,619 for the three months endedMarchJune31,30, 2025. The increase of approximately $65,712 for the three-month period is principally attributable to the $50,500 loss on inventory write-off and higher legal and rent expense, partially offset by lower consulting and accounting fees. For the six months ended June 30, 2026, the Company recorded a net loss of $414,399, as compared to a net loss of $22,955 for the six months ended June 30, 2025. Theshiftincreasefromin thenet income tosix-month net loss is principally attributable to (i) the increase in G&A expenses describedaboveabove, (ii) the $50,500 loss on inventory write-off, and (iiiii) the absence of the non-recurring gain on write-offs that benefited the prior yearquarter.period.
The Company’s near-term plan of operations is centered on the deployment, servicing and revenue ramp of its water and ice vending machines acquired through the SUPA Food Services share exchange.see in full comparisonAsDuringoftheMarchsix31,months ended June 30, 2026, the Companyheldacquiredinventory$50,500 of$14,000 representingbottled water and suppliesinsideinventory for its commercial vending machines,andwhich was written off in full as of June 30, 2026 because the related deployments had not yet generated revenue (see “Results of Operations” below). The Company continues to evaluate additional locations and partnership opportunities. The Company expects to fund near-term operations through advances from itsmajorityrelated-partyshareholderstockholder Spark Capital Investments LLC and, as opportunities arise, third-party debt or equity financing.
As a result of the foregoing, the Company incurred an operating loss ofsee in full comparison$170,052$161,815 for the three months endedMarchJune31,30, 2026, as compared to an operating loss of$18,605$150,827 for the three months endedMarchJune31,30, 2025, and an operating loss of $331,867 for the six months ended June 30, 2026, as compared to an operating loss of $169,432 for the six months ended June 30, 2025.
Atsee in full comparisonMarchJune31,30, 2026, the Company had cash of$18,935$14,989 and total current liabilities of$1,314,173,$1,516,458, resulting in a working capital deficit of$1,273,138.$1,501,469. During thethreesix months endedMarchJune31,30, 2026, the Company received$139,000$274,000 in net advances from itsmajorityrelated-partyshareholderstockholder, Spark Capital InvestmentsLLCLLC, and used$137,740$276,686 of cash in operating activities. The Company’s historical operations have been funded principally through advances from related parties, third-party convertible debt, and the issuance of common stock. There can be no assurance that capital will continue to be available on acceptable terms, or at all.
Full comparison: every changed paragraph (12)
On December
December 31, 2024, the Company completed the sale of substantially all of its historical intellectual property and related intangible
assets used
in its prior ridesharing and autonomous-vehicle technology business to Boumarang Inc. for total consideration of $5,000,000,
payable in
2,906,977 shares of Boumarang common stock. There was no income or loss from discontinued operations during the three and six months ended
endedJune March 31,30, 2026 or the three and six months ended MarchJune 31,30, 2025.
The Company’s near-term
plan of operations is centered on the deployment, servicing and revenue ramp of its water and ice vending machines acquired through the
SUPA Food Services share exchange. AsDuring ofthe Marchsix 31,months ended June 30, 2026, the Company heldacquired inventory$50,500 of $14,000 representing bottled water and supplies
insideinventory for its commercial vending machines, andwhich was written off in full as of June 30, 2026 because the related deployments had not
yet generated revenue (see “Results of Operations” below). The Company continues to evaluate additional locations and partnership
opportunities. The Company expects
to fund near-term operations through advances from its majorityrelated-party shareholderstockholder Spark Capital Investments
LLC and, as opportunities arise,
third-party debt or equity financing.
Financial Condition at MarchJune 31,30, 2026, and December 31, 2025
At MarchJune 31,30, 2026, the Company
had cash of $18,935$14,989 compared to $17,675 at December 31, 2025, an accumulated deficit of $3,278,291$3,506,622 compared to $3,092,223 at December
31, 2025, and a working capital deficit of $1,273,138$1,501,469 compared to $1,087,070 at December 31, 2025. The increase in accumulated deficit
reflects the net loss for the threesix months ended MarchJune 31,30, 2026, of $186,068.$414,399.
The Company had no revenue during
during the three and six months ended MarchJune 31,30, 2026 or the three and six months ended MarchJune 31,30, 2025. The Company is in the development stage
with respect
to its food technology operations and has not yet generated revenue from its vending machine deployments.
General and administrative
expenses for the three months ended MarchJune 31,30, 2026 totaled $170,052,$161,815, as compared to $18,605$150,827 for the three months ended MarchJune 31,30, 2025.2025,
Thean increase of approximately $151,447$10,988. General and administrative expenses for the six months ended June 30, 2026 totaled $331,867, as
compared to $169,432 for the six months ended June 30, 2025, an increase of approximately $162,435. The increase for the six-month period
reflects the Company’s transition into operating activity following the SUPA Food Services
share exchange and corporate name change.
Significant components of G&A infor the currentsix quartermonths ended June 30, 2026 included consulting fees of $60,000
$126,323 (primarily related-party
consulting accrualsfees to Spark Capital Investments LLC), legal andfees of approximately $118,126, professional fees of $8,100, rent and warehouse
license fees of approximately $70,141,$57,915, accounting fees of approximately $13,975, and other administrative costs of approximately $7,428.
Of these amounts, the three months ended June 30, 2026 included consulting fees of $66,323, legal fees of approximately $47,985, professional
fees of $7,500, rent and warehouse license fees of approximately $24,705,$33,210, and accounting and audit related fees of approximately $10,750.$3,225. The prior year
quartersix-month period had nominimal activity prior to the share exchange, and its general and administrative expenses were incurred principally
in the second quarter of 2025 in connection with the share exchange transaction, consisting primarily of consulting accrualfees toof Spark$115,415,
accounting Capital,fees noof warehouseapproximately license$28,000, activity,legal fees of approximately $11,410, and minimalrent legalof expense.$8,125.
As a result of the foregoing,
the Company incurred an operating loss of $170,052$161,815 for the three months ended MarchJune 31,30, 2026, as compared to an operating loss of $18,605$150,827
for the three months ended MarchJune 31,30, 2025, and an operating loss of $331,867 for the six months ended June 30, 2026, as compared to an
operating loss of $169,432 for the six months ended June 30, 2025.
Interest expense for the three
months ended MarchJune 31,30, 2026 was $16,016, as compared to $16,081$11,792 for the three months ended MarchJune 31,30, 2025, and $32,032 for the six months
ended June 30, 2026, as compared to $27,873 for the six months ended June 30, 2025. The three and six months ended MarchJune 30, 2026 included
31,a loss on inventory write-off of $50,500, representing the write-down to zero of bottled water and supplies inventory for the Company’s
vending machine deployments, which had not generated revenue and had no net realizable value. The six months ended June 30, 2025 also
included a gain on write-offs of $174,350 arising from a Release and Settlement entered into in February 2025 with former
officers and
consultants. There was no comparable gain in the current quarter.year periods.
The Company recorded a net
loss of $186,068$228,331 for the three months ended MarchJune 31,30, 2026, as compared to a net incomeloss of $139,664$162,619 for the three months ended MarchJune 31,30, 2025.
The increase of approximately $65,712 for the three-month period is principally attributable to the $50,500 loss on inventory write-off
and higher legal and rent expense, partially offset by lower consulting and accounting fees. For the six months ended June 30, 2026, the
Company recorded a net loss of $414,399, as compared to a net loss of $22,955 for the six months ended June 30, 2025. The shiftincrease fromin
the net income tosix-month net loss is principally attributable to (i) the increase in G&A expenses described aboveabove, (ii) the $50,500 loss on inventory
write-off, and (iiiii)
the absence of the non-recurring gain on write-offs that benefited the prior year quarter.period.
At
MarchJune 31,30, 2026, the Company had cash of $18,935$14,989 and total current liabilities of $1,314,173,$1,516,458, resulting in a working capital deficit of
$1,273,138.$1,501,469. During the threesix months ended MarchJune 31,30, 2026, the Company received $139,000$274,000 in net advances from its majorityrelated-party shareholderstockholder,
Spark Capital Investments LLCLLC, and used $137,740$276,686 of cash in operating activities. The Company’s historical operations have been
funded principally through advances from related parties, third-party convertible debt, and the issuance of common stock. There can be
no assurance that capital will continue to be available on acceptable terms, or at all.
As of MarchJune 31,30, 2026, the Company
had an accumulated
deficit of $3,278,291$3,506,622 and has not yet generated any revenues to achieve positive cash flow from operations sufficient
to cover ongoing
expenses. As a result, our independent auditors included an explanatory paragraph in their report on the audited financial
statements statements
for the fiscal years ended December 31, 2025, and 2024, expressing substantial doubt about the Company’s ability to continue
as as
a going concern.
The Company’s critical accounting
accounting policies are described in Note 2 to the unaudited consolidated financial statements and in the Company’s Annual Report
on Form 10-K
for the year ended December 31, 2025. There were no material changes to the Company’s critical accounting policies
during the three six
months ended MarchJune 31,30, 2026.
SFCX 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 SFCX (13F)
None of the 59 investors we track reported a position in their latest 13F.