NAPC Defense Pivots to Arms, Eyes Saudi Deal Amid Volatile Trading

TL;DR

**BLIS is making a high-stakes bet on defense contracts, especially in Saudi Arabia, but it's a long shot given their history and lack of current revenue.**

AI Summary

NAPC Defense, Inc. (BLIS) reported a strategic pivot from treasure and shipwreck recovery to the defense and security sector, changing its name from Beliss Corp. on April 1, 2024. The company secured rights to the CornerShot® firearms system from Silver Shadow of Israel via an acquisition agreement with Native American Pride Constructors, LLC, which included a Letter of Intent for a potential 37,000-unit sale to Saudi Arabia's Ministry of Defense. This acquisition, valued at 95,000,000 shares of common stock, also granted rights for overseas ammunition brokering and domestic firearms production. For the year ended April 30, 2025, BLIS incurred recurring losses and wrote down the carrying value of three vessels by $140,296 to $0, reflecting the discontinuation of its former business. The company's stock price experienced significant volatility, trading between $0.0004 and $0.0487 during the fiscal year, with 274,258,460 shares outstanding as of September 11, 2025. A lawsuit seeking $20,000 from Delmar for an alleged breach of contract related to a 2022 Regulation A offering is pending dismissal for lack of prosecution as of April 30, 2025.

Why It Matters

NAPC Defense's complete pivot to the defense sector, abandoning its treasure recovery business, signals a high-risk, high-reward strategy for investors. The potential 37,000-unit CornerShot® deal with Saudi Arabia, if materialized, could be a transformative revenue driver, but its speculative nature and reliance on government approvals introduce significant uncertainty. This move places BLIS in direct competition with established defense contractors, requiring substantial capital and expertise to scale. For employees, the shift means a complete change in operational focus, while customers in the defense sector will be evaluating a relatively new entrant's capabilities. The broader market will watch if this micro-cap can successfully navigate the complex defense industry, especially given its history of recurring losses and highly volatile stock performance.

Risk Assessment

Risk Level: high — The company explicitly states it has "incurred recurring losses to date" and requires "additional capital to meet our long"-term needs, indicating significant financial instability. The business model relies heavily on a speculative 37,000-unit CornerShot® deal with Saudi Arabia, which is an "expected order and contract" and not yet finalized, introducing substantial execution risk. Furthermore, the stock price volatility, ranging from $0.0004 to $0.0487 for the year ended April 30, 2025, and the 'thinly traded' nature on the Pink Sheets, highlight extreme market risk for investors.

Analyst Insight

Investors should approach BLIS with extreme caution, recognizing the highly speculative nature of its defense pivot and the significant financial risks. Await concrete evidence of secured, revenue-generating contracts, particularly the Saudi Arabia deal, before considering any investment. Given the recurring losses and need for additional capital, dilution is a strong possibility.

Key Numbers

• $1,021,867 — aggregate market value of voting common equity held by non-affiliates (as of the last business day of the most recently completed second fiscal quarter)
• 274,258,460 — outstanding shares of common stock (as of September 11, 2025)
• 95,000,000 — shares of common stock (consideration for the acquisition of rights from Native American Pride Constructors LLC)
• 37,000 — CornerShot® units (expected order and contract for Saudi Arabia)
• $0.0004 — low stock price (for the year ended April 30, 2025)
• $0.0487 — high stock price (for the year ended April 30, 2025)
• $20,000 — lawsuit amount sought by Delmar (as of April 30, 2025)
• 100 — shareholders of record (as of April 30, 2025)
• 238,251,927 — issued and outstanding shares of common stock (as of April 30, 2025)

Key Players & Entities

• NAPC Defense, Inc. (company) — registrant, changed name from Beliss Corp. on April 1, 2024
• BLIS (company) — ticker symbol on Pink Sheets
• Edward K. West (person) — Chief Executive Officer and Director appointed April 1, 2024
• Silver Shadow of Israel (company) — owner of CornerShot® technology, licensed to NAPC Defense
• Native American Pride Constructors, LLC (company) — entity from which NAPC Defense acquired CornerShot® rights and defense leads
• Saudi Arabia's Ministry of Defense (company) — potential purchaser of 37,000 CornerShot® units
• Delmar (company) — firm suing NAPC Defense for $20,000 over a 2022 contract
• Craig A. Huffman (person) — former CEO and Director, continues as Secretary and Chief Legal Officer
• John Spence (person) — Director and Chief Financial Officer appointed April 1, 2024
• $140,296 (dollar_amount) — write-down of three vessels to $0 due to impairment as of April 30, 2025

FAQ

Risk Factors

• Significant Losses and Vessel Write-Downs [high — financial]: The company incurred recurring losses for the year ended April 30, 2025, and wrote down the carrying value of three vessels by $140,296 to $0, reflecting the discontinuation of its former treasure and shipwreck recovery business. This indicates a substantial shift and potential financial instability during the transition.
• Extreme Stock Price Volatility [high — market]: NAPC Defense, Inc. experienced significant stock price volatility, trading between $0.0004 and $0.0487 during the fiscal year ended April 30, 2025. This wide trading range suggests high investor uncertainty and speculative trading.
• Pending Lawsuit for Breach of Contract [low — legal]: A lawsuit seeking $20,000 from Delmar for an alleged breach of contract related to a 2022 Regulation A offering is pending dismissal for lack of prosecution as of April 30, 2025. While the amount is small, pending litigation can create operational distractions and potential reputational damage.
• Dependence on New Business and Key Agreements [high — operational]: The company's strategic pivot to defense and security relies heavily on the successful integration of the CornerShot® system rights and the potential 37,000-unit sale to Saudi Arabia. Failure to secure these or other defense contracts could severely impact future revenue.
• U.S. Government Approvals for Defense Sales [medium — regulatory]: The company's ability to produce and supply CornerShot® units and broker munitions overseas is subject to U.S. government approvals, including State Department approval for artillery and munitions sales. Delays or denials of these approvals could halt or significantly impede business operations.

Industry Context

NAPC Defense, Inc. is entering the defense and security sector, a highly competitive and regulated industry. Key trends include the increasing demand for advanced tactical solutions, non-lethal technologies, and protective systems driven by global security concerns and evolving law enforcement needs. The market involves established large defense contractors as well as specialized technology providers, requiring significant capital, regulatory compliance, and strong government relationships for success.

Regulatory Implications

The company faces significant regulatory hurdles, particularly concerning the export and sale of defense articles and munitions, which require U.S. government approvals. Compliance with ITAR (International Traffic in Arms Regulations) and other export control laws is critical. Furthermore, domestic firearms production and sales are subject to ATF regulations, adding layers of compliance complexity.

What Investors Should Do

1. Monitor the status of the potential 37,000-unit CornerShot® sale to Saudi Arabia, as this represents a significant near-term revenue opportunity.
2. Closely track the company's ability to secure necessary U.S. government approvals for international defense sales, as this is a critical gating item.
3. Evaluate the company's progress in developing its defense technology portfolio beyond the CornerShot® system, looking for diversification and new revenue streams.
4. Assess the financial impact of the strategic pivot, paying attention to any further write-downs or operational costs associated with transitioning from the previous business.
5. Observe any developments in the pending lawsuit, although its low value and pending dismissal suggest it may be a minor concern.

Key Dates

• 2024-04-01: Company name change from Beliss Corp. to NAPC Defense, Inc. — Marks the official strategic pivot from treasure recovery to the defense and security sector.
• 2024-03-26: Acquisition agreement for CornerShot® rights from Native American Pride Constructors, LLC. — Secured rights to a key defense product and associated business leads, including a potential large sale to Saudi Arabia.
• 2025-04-30: Fiscal year end for NAPC Defense, Inc. — Reporting period for financial results, including losses and vessel write-downs, and the status of the pending lawsuit.
• 2025-09-11: Outstanding shares of common stock reported as 274,258,460. — Provides an updated share count, crucial for per-share calculations and market capitalization analysis.

Glossary

Regulation A offering

A type of securities offering that allows smaller companies to raise capital from the public with less stringent registration requirements than a full IPO. (Relevant due to the pending lawsuit stemming from a past Regulation A offering, indicating potential past compliance or contractual issues.)

CornerShot®

A specialized firearms system that allows operators to engage threats from protected positions, often through the use of a pivoting barrel. (This is the core product the company has acquired rights to, forming the basis of its new defense business strategy.)

Non-accelerated filer

A category of filer with the SEC for companies that do not meet the criteria for large accelerated or accelerated filer status, typically based on public float and filing history. (Indicates the company's size and reporting status with the SEC, suggesting it is not a large, established public company.)

Shell company

A company that has no or nominal operations, and often has minimal assets, typically existing only on paper. (The company explicitly states it is not a shell company, which is a positive indicator for its operational legitimacy, despite its recent pivot and past business discontinuation.)

Year-Over-Year Comparison

This filing represents a significant transformation from the previous fiscal year. NAPC Defense, Inc. (formerly Beliss Corp.) has completely divested from its treasure and shipwreck recovery business, evidenced by the $140,296 vessel write-down to $0. The company has strategically pivoted to the defense and security sector, acquiring rights to the CornerShot® system and pursuing international defense contracts. Consequently, revenue and profitability metrics from the prior business are no longer relevant, and the company is in an early stage of establishing its new operational and revenue base.

Key Financial Figures

• $1,021,867 — tes of the registrant was approximately $1,021,867 as of the last business day of the regi
• $0.001 — outstanding shares of its common stock, $0.001 par value. 1 TABLE OF CONTENTS Pag
• $20,000 b — e county court. Such lawsuit is seeking $20,000 by Delmar. As of April 30, 2025, the suit
• $0.0487 — s. Our stock price fluctuated between $0.0487 and $0.0004 for the year ended April 30
• $0.0004 — ck price fluctuated between $0.0487 and $0.0004 for the year ended April 30, 2025 and $
• $0.0440 — 4 for the year ended April 30, 2025 and $0.0440 and $0.0044 for the year ended April 30
• $0.0044 — ar ended April 30, 2025 and $0.0440 and $0.0044 for the year ended April 30, 2024. The
• $140,296 — wn the carrying value of the vessels of $140,296 to $0, included in the loss from discon
• $0 — ing value of the vessels of $140,296 to $0, included in the loss from discontinued
• $1,832,398 — d general and administrative expense of $1,832,398, rent expense of $315,070, consulting a
• $315,070 — expense of $1,832,398, rent expense of $315,070, consulting and accounting expense of $
• $274,864 — 0, consulting and accounting expense of $274,864, legal fees of $42,942, research and de
• $42,942 — ting expense of $274,864, legal fees of $42,942, research and development expenses of $
• $15,632 — 2, research and development expenses of $15,632, and professional fees of $4,054. Duri
• $4,054 — es of $15,632, and professional fees of $4,054. During the year ended April 30, 2024,

Filing Documents

• napc-10k.htm (10-K) — 796KB
• napc-ex31_1.htm (EX-31.1) — 13KB
• napc-ex31_2.htm (EX-31.2) — 13KB
• napc-ex32_1.htm (EX-32.1) — 7KB
• napc-ex32_2.htm (EX-32.2) — 7KB
• napc-ex99_1.htm (EX-99.1) — 2KB
• na001_v1.jpg (GRAPHIC) — 4KB
• na002_v1.jpg (GRAPHIC) — 2KB
• na003_v1.jpg (GRAPHIC) — 13KB
• 0001199835-25-000302.txt ( ) — 867KB

Signatures

Signatures 17 2 PART I Forward-looking made in this Form 10-K that are not historical or current facts are forward-looking statements made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the Act) and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as may, will, expect, believe, anticipate, estimate, approximate or continue, or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent managements best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events. Financial information contained in this report and in our financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles (GAAP). Item 1. Description of Business Overview Description of Business NAPC Defense, Inc. (the Company) was incorporated in the State of Nevada on January 24, 2016 as Beliss Corp. The Company changed its name on April 1, 2024, to NAPC Defense, Inc. with the State of Nevada to reflect its new business focus. The Company is engaged in activities in the defense and security industries, including weapons systems, tactical platforms such as CornerShot®, and other tec

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View this 10-K filing on SEC EDGAR