Axil Brands Files Q2 2024 10-Q

TL;DR

Axil Brands 10-Q filed. Financials for Nov 30, 2024, out. Cosmetics biz.

AI Summary

Axil Brands, Inc. filed its 10-Q for the period ending November 30, 2024. The company, formerly Reviv3 Procare Co, is in the cosmetics industry and is incorporated in Delaware. The filing includes financial data for the periods ending November 30, 2024, and November 30, 2023, detailing preferred stock, common stock, additional paid-in capital, and retained earnings.

Why It Matters

This filing provides investors with an update on Axil Brands' financial position and performance for the second quarter of fiscal year 2025, crucial for understanding the company's current health and future prospects.

Risk Assessment

Risk Level: medium — As a publicly traded company filing a 10-Q, there are inherent risks associated with financial reporting and market performance.

Key Numbers

• 20241130 — Period End Date (Latest financial reporting period)
• 20231130 — Comparative Period End Date (Previous year's comparable financial reporting period)

Key Players & Entities

• Axil Brands, Inc. (company) — Filer of the 10-Q
• Reviv3 Procare Co (company) — Former name of Axil Brands, Inc.
• 20241130 (date) — End of the reporting period
• 20231130 (date) — Comparative reporting period

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share AXIL The NYSE A

Filing Documents

• axil-20241130_10q.htm (10-Q) — 765KB
• axil-20241130_10qex10z3.htm (EX-10.3) — 58KB
• axil-20241130_10qex31z1.htm (EX-31.1) — 12KB
• axil-20241130_10qex31z2.htm (EX-31.2) — 12KB
• axil-20241130_10qex32z1.htm (EX-32.1) — 6KB
• axil-20241130_10qex32z2.htm (EX-32.2) — 6KB
• axil-20241130_10qex99z1.htm (EX-99.1) — 273KB
• image_01.jpg (GRAPHIC) — 7KB
• image_02.jpg (GRAPHIC) — 167KB
• 0001520138-25-000029.txt ( ) — 5410KB
• axil-20241130.xsd (EX-101.SCH) — 37KB
• axil-20241130_cal.xml (EX-101.CAL) — 55KB
• axil-20241130_def.xml (EX-101.DEF) — 95KB
• axil-20241130_lab.xml (EX-101.LAB) — 322KB
• axil-20241130_pre.xml (EX-101.PRE) — 258KB
• axil-20241130_10q_htm.xml (XML) — 660KB

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION Item 1.

Financial Statements (Unaudited)

Financial Statements (Unaudited) 1 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 2 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 7 Item 4.

Controls and Procedures

Controls and Procedures 7

- OTHER INFORMATION

PART II - OTHER INFORMATION Item 1.

Legal Proceedings

Legal Proceedings 8 Item 1A.

Risk Factors

Risk Factors 8 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 8 Item 3. Defaults Upon Senior Securities 8 Item 4. Mine Safety Disclosures 8 Item 5. Other Information 8 Item 6. Exhibits 9

Signatures

Signatures 10 -i- CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q, and in particular

, Item 2 "Management's Discussion and Analysis of Financial Condition and Results of Operations," contains certain

Part I, Item 2 "Management's Discussion and Analysis of Financial Condition and Results of Operations," contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking for future liquidity and capital resource needs; the expected impact of changes in accounting policies on our results of operations, financial condition or cash flows; anticipated problems and our plans for future operations, including expected growth; and the economy in general or the future of the beauty and hair care industry and the hearing protection and ear bud business, all of which are subject to various risks and uncertainties. There are a number of factors that could cause our actual results to differ from those indicated in the forward-looking statements, many of which are outside of our control. They include: the impact of unstable market and general economic conditions on our business, financial condition and stock price, including inflationary cost pressures, interest rate changes, decreased discretionary consumer spending, supply chain disruptions and constraints, labor shortages, ongoing economic disruption, the possibility of an economic recession and other macroeconomic factors, geopolitical events and uncertainty, including the effects of the Ukraine-Russia conflict and the Israel-Hamas conflict, and other downturns in the business cycle or the economy; our financial performance and liquidity, including our ability to successfully generate sufficient revenue to support our operations; our expectations regarding our finan

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS

Financial Statements

Financial Statements: Consolidated Balance Sheets - As of November 30, 2024 (Unaudited) and May 31, 2024 F-1 Consolidated Statements of Operations - For the three and six months ended November 30, 2024 and 2023 (Unaudited) F-2 Consolidated Statements of Changes in Stockholders' Equity - For the three and six months ended November 30, 2024 and 2023 (Unaudited) F-3 Consolidated Statements of Cash Flows – For the six months ended November 30, 2024 and 2023 (Unaudited) F-4 Condensed Notes to Unaudited Consolidated Financial Statements F-5 -1- AXIL BRANDS, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS November 30, 2024 May 31, 2024 (Unaudited) ASSETS CURRENT ASSETS: Cash $ 5,213,897 $ 3,253,876 Accounts receivable, net 1,444,218 509,835 Inventory, net 2,664,489 3,394,023 Prepaid expenses and other current assets 724,778 809,126 Total Current Assets 10,047,382 7,966,860 OTHER ASSETS: Property and equipment, net 305,433 260,948 Intangible assets, net 324,907 309,104 Right of use asset 737,251 36,752 Deferred tax asset 121,791 231,587 Other assets 20,720 16,895 Goodwill 2,152,215 2,152,215 Total Other Assets 3,662,317 3,007,501 TOTAL ASSETS $ 13,709,699 $ 10,974,361 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 1,619,252 $ 967,596 Customer deposits 496,404 154,762 Contract liabilities, current 956,022 905,311 Notes payable 143,342 146,594 Due to related party 178,520 11,798 Lease liability, current 207,077 36,752 Income tax liability 67,250 242,296 Other current liabilities 331,395 332,936 Total Current Liabilities 3,999,262 2,798,045 LONG TERM LIABILITIES: Lease liability 531,081 — Contract liabilities 357,205 480,530 Total Long Term Liabilities 888,286 480,530 Total Liabilities 4,887,548 3,278,575 Commitments and contingencies (see Note 10) — — STOCKHOLDERS' EQUITY: Preferred stock, $ 0.0001

financial statements

financial statements. F-1 AXIL BRANDS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED NOVEMBER 30, 2024 AND 2023 (UNAUDITED) For the Three Months Ended For the Six Months Ended November 30, November 30, 2024 2023 2024 2023 Sales, net $ 7,732,574 $ 8,421,677 $ 13,583,846 $ 14,527,946 Cost of sales 2,234,527 2,163,738 3,932,151 3,622,441 Gross profit 5,498,047 6,257,939 9,651,695 10,905,505 OPERATING EXPENSES: Sales and marketing 3,377,760 3,672,780 6,047,231 6,879,621 Compensation and related taxes 276,674 204,646 467,322 484,635 Professional and consulting 736,169 694,258 1,684,018 1,303,288 General and administrative 434,573 422,343 920,955 800,292 Total Operating Expenses 4,825,176 4,994,027 9,119,526 9,467,836 INCOME FROM OPERATIONS 672,871 1,263,912 532,169 1,437,669 OTHER INCOME (EXPENSE): Gain on settlement — 79,182 — 79,182 Other income 2,041 3,189 4,307 13,024 Interest income 27,340 37,825 55,971 76,318 Interest expense and other finance charges ( 1,296 ) ( 1,640 ) ( 1,296 ) ( 3,284 ) Other income (expense), net 28,085 118,556 58,982 165,240 INCOME BEFORE PROVISION FOR INCOME TAXES 700,956 1,382,468 591,151 1,602,909 Provision for income taxes 67,250 364,393 67,250 430,382 NET INCOME $ 633,706 $ 1,018,075 $ 523,901 $ 1,172,527 NET INCOME PER COMMON SHARE: Basic $ 0.10 $ 0.17 $ 0.08 $ 0.20 Diluted $ 0.08 $ 0.05 $ 0.06 $ 0.06 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: Basic 6,450,226 5,863,939 6,303,002 5,863,939 Diluted 8,168,657 18,632,689 8,194,882 18,632,689 See accompanying notes to these unaudited consolidated

financial statements

financial statements. F-2 AXIL BRANDS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE THREE AND SIX MONTHS ENDED NOVEMBER 30, 2024 AND 2023 (UNAUDITED) For the three months ended November 30, 2024 Preferred Stock Common Stock Additional Paid-in Retained Earnings/ (Accumulated Total Stockholders' Shares Amount Shares Amount Capital Deficit) Equity Balance, August 31, 2024 31,133,500 $ 3,113 6,464,852 $ 647 $ 8,124,160 $ ( 244,075 ) $ 7,883,845 Stock options expense — — — — 138,423 — 138,423 Stock-based compensation — — 2,000 — 166,177 — 166,177 Net income for the three months ended November 30, 2024 — — — — — 633,706 633,706 Balance, November 30, 2024 31,133,500 $ 3,113 6,466,852 $ 647 $ 8,428,760 $ 389,631 $ 8,822,151 For the three months ended November 30, 2023 Preferred Stock Common Stock Additional Paid-in Accumulated Total Stockholders' Shares Amount Shares Amount Capital Deficit Equity Balance, August 31, 2023 250,000,000 $ 25,000 5,863,939 $ 586 $ 10,164,472 $ ( 3,312,540 ) $ 6,877,518 Stock options expense — — — — 51,108 — 51,108 Net income for the three months ended November 30, 2023 — — — — — 1,018,075 1,018,075 Balance, November 30, 2023 250,000,000 $ 25,000 5,863,939 $ 586 $ 10,215,580 $ ( 2,294,465 ) $ 7,946,701 For the six months ended November 30, 2024 Preferred Stock Common Stock Issued/Issuable Additional Paid-in Retained Earnings/ (Accumulated Total Stockholders' Shares Amount Shares Amount Capital Deficit) Equity Balance, May 31, 2024 42,251,750 $ 4,225 5,908,939 $ 591 $ 7,825,240 $ ( 134,270 ) $ 7,695,786 Stock options expense — — — — 211,055 — 211,055 Stock-based compensation — — 2,000 — 391,409 — 391,409 Preferred shares converted to common ( 11,118,250 ) ( 1,112 ) 555,913 56 1,056 — — Net income for the six months ended November 30,

financial statements

financial statements. F-3 AXIL BRANDS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED NOVEMBER 30, 2024 AND 2023 (UNAUDITED) November 30, 2024 2023 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 523,901 $ 1,172,527 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 47,335 56,022 Bad debts 27,954 64,327 Stock-based compensation 602,464 102,215 Gain on settlement — ( 79,182 ) Gain on forgiveness of account payable ( 218,699 ) — Deferred income taxes 109,796 — Change in operating assets and liabilities: Accounts receivable ( 962,337 ) ( 600,626 ) Inventory 729,534 ( 1,040,351 ) Prepaid expenses and other current assets 80,524 ( 267,407 ) Accounts payable 870,357 1,092,735 Other current liabilities 165,959 576,718 Contract liabilities ( 72,614 ) 175,135 NET CASH PROVIDED BY OPERATING ACTIVITIES 1,904,174 1,252,113 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of intangibles ( 41,840 ) — Purchase of property and equipment ( 65,783 ) ( 70,845 ) NET CASH USED IN INVESTING ACTIVITIES ( 107,623 ) ( 70,845 ) CASH FLOWS FROM FINANCING ACTIVITIES Repayment of equipment financing — ( 1,650 ) Repayment of note payable ( 3,252 ) ( 24,657 ) Advances (payments) from a related party 166,722 ( 25,212 ) NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 163,470 ( 51,519 ) NET INCREASE IN CASH 1,960,021 1,129,749 CASH - Beginning of period 3,253,876 4,832,682 CASH - End of period $ 5,213,897 $ 5,962,431 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ 2,908 $ 3,284 Income taxes $ 132,500 $ — SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING ACTIVITIES: Initial recognition of right of use assets recognized as lease liability $ 767,269 $ — See accompanying notes to these unaudited consolidated

financial statements

financial statements. F-4 AXIL BRANDS, INC. AND SUBSIDIARY CONDENSED NOTES TO UNAUDITED CONSOLIDATED FINANCIAL NOVEMBER 30, 2024 Note 1 – Organization As part of AXIL Brands, Inc.'s (together with its subsidiary, the "Company," "we," "us" or "our") ongoing rebranding efforts, the Company changed its name from Reviv3 Procare Company to AXIL Brands, Inc. effective February 14, 2024. Reviv3 was incorporated in the State of Delaware on May 21, 2015 as a reorganization of Reviv3 Procare, LLC which was organized on July 31, 2013. The Company's corporate headquarters are located at 9150 Wilshire Boulevard, Suite 245, Beverly Hills, California 90212. Its phone number is (888) 638-8883. In March 2022, the Company incorporated a subsidiary "Reviv3 Acquisition Corporation" (now known as "AXIL Distribution Company") and in June 2022, completed the acquisition of certain assets of Axil & Associated Brands Corp. ("A&A"). The Company is engaged in the manufacturing, marketing, sale and distribution of high-tech hearing and audio enhancement and protection products that provide cutting edge solutions for consumers, with varied applications across many industries; as well as professional quality hair and skin care products. These products lines are both sold throughout the United States, Canada, Europe and Asia. On February 14, 2024, the Company successfully completed efforts to uplist from the over-the-counter, (OTC), markets to the NYSE American stock exchange ("NYSE American"). Note 2 – Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial In the opinion of the management, all adjustments necessary to present fairly our financial position, results of operations, and cash flows as of November 30, 2024 and 2023, and f

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