BOTY Swings to Q3 Profit on Derivative Gains, Liabilities Mount

Ticker: BOTY · Form: 10-Q · Filed: Nov 12, 2025 · CIK: 1407704

Sentiment: bearish

Topics: Entertainment, Micro-cap, High-risk, Derivative Liabilities, Accumulated Deficit, Debt Default, SEC Filing, LFC

TL;DR

**BOTY's Q3 'profit' is a mirage built on derivative accounting, not real business growth; steer clear, this stock is a speculative gamble.**

AI Summary

Lingerie Fighting Championships, Inc. (BOTY) reported a net income of $1,280,938 for the three months ended September 30, 2025, a significant improvement from a net loss of $(770,144) in the prior-year period. However, for the nine months ended September 30, 2025, the company still posted a net loss of $(364,777), albeit a substantial reduction from the $(1,610,579) loss in the same period of 2024. Revenue for the three months ended September 30, 2025, increased to $34,122 from $23,533, driven primarily by advertising revenue which rose to $33,117 from $16,625. Conversely, nine-month revenue decreased to $87,160 from $103,041, largely due to a drop in sponsorship and advertising. The company's total assets grew substantially to $223,312 as of September 30, 2025, from $4,552 at December 31, 2024, primarily due to an increase in cash and cash equivalents to $79,819 and the recognition of $121,673 in intangible digital assets. Total liabilities also increased to $6,373,942 from $5,935,861, with a significant portion attributed to derivative liabilities of $2,956,313 and accrued interest payable of $1,143,241. The company continues to operate with a substantial stockholders' deficit of $(6,150,630).

Why It Matters

For investors, BOTY's swing to a quarterly net income of $1.28 million is a headline-grabber, but it's crucial to note this was largely driven by a non-cash gain on derivative liabilities, not core operational improvements. The company's persistent accumulated deficit of $(11,535,572) and increasing total liabilities of $6,373,942 indicate ongoing financial instability. Employees and customers might see the revenue growth in advertising as a positive sign for the LFC brand, but the overall financial health remains precarious, especially with significant related-party payables. In a competitive entertainment market, BOTY's ability to generate sustainable, profitable revenue from its core fighting events is questionable, making it a high-risk play compared to more established sports entertainment entities.

Risk Assessment

Risk Level: high — The company exhibits a high risk level due to its substantial accumulated deficit of $(11,535,572) and total liabilities of $6,373,942, significantly outweighing its total assets of $223,312. Furthermore, a large portion of the reported net income for the quarter, $1,716,474, stems from a non-cash gain on the change in fair value of derivative liabilities, masking an underlying operating loss of $(230,343). The company also has $340,000 in promissory notes in default and $918,974 in convertible notes in default, indicating severe liquidity and solvency issues.

Analyst Insight

Investors should exercise extreme caution and consider avoiding Lingerie Fighting Championships, Inc. (BOTY) stock. The reported quarterly net income is primarily an accounting artifact from derivative liability revaluation, not a sign of fundamental business strength. Focus on companies with sustainable revenue growth and positive operating income, as BOTY's significant debt, related-party transactions, and ongoing accumulated deficit present substantial risks.

Financial Highlights

debt To Equity
N/A
revenue
$34,122
operating Margin
N/A
total Assets
$223,312
total Debt
$6,373,942
net Income
$1,280,938
eps
N/A
gross Margin
-326.2%
cash Position
$79,819
revenue Growth
+45.0%

Revenue Breakdown

SegmentRevenueGrowth
Advertising Revenue$33,117+98.9%
Sponsorship Revenue$1,005-94.5%

Key Numbers

Key Players & Entities

FAQ

What caused Lingerie Fighting Championships, Inc. (BOTY) to report a net income in Q3 2025?

Lingerie Fighting Championships, Inc. (BOTY) reported a net income of $1,280,938 for the three months ended September 30, 2025, primarily due to a significant non-cash gain of $1,716,474 on the change in fair value of derivative liabilities. This gain offset an operating loss of $(230,343) for the quarter.

How did BOTY's revenue streams perform in the third quarter of 2025?

For the three months ended September 30, 2025, BOTY's total revenue was $34,122. Advertising revenue was the primary driver, increasing to $33,117 from $16,625 in the prior-year quarter. Live events, broadcasting, and site subscriptions contributed $1,005, while sponsorship revenue was $0.

What is the current financial health of Lingerie Fighting Championships, Inc. (BOTY) based on its balance sheet?

As of September 30, 2025, BOTY's financial health is precarious, with total assets of $223,312 significantly outweighed by total liabilities of $6,373,942. The company also has a substantial stockholders' deficit of $(6,150,630) and an accumulated deficit of $(11,535,572).

Are there any significant debt issues for Lingerie Fighting Championships, Inc. (BOTY)?

Yes, Lingerie Fighting Championships, Inc. (BOTY) has significant debt issues. As of September 30, 2025, the company reported $340,000 in promissory notes in default and $918,974 in convertible notes in default. Accrued interest payable also stands at $1,143,241.

What are the key risks highlighted in BOTY's 10-Q filing?

The 10-Q filing implicitly highlights risks such as significant accumulated deficit, substantial liabilities exceeding assets, reliance on non-cash gains from derivative liabilities for profitability, and outstanding debt in default. These factors indicate severe financial instability and going concern risks.

How has BOTY's cash position changed over the nine months ended September 30, 2025?

Lingerie Fighting Championships, Inc. (BOTY) saw its cash and cash equivalents increase to $79,819 as of September 30, 2025, from $2,193 at the beginning of the period. This increase was primarily driven by $475,222 in proceeds from convertible debts, offsetting $257,096 used in operating activities and $140,500 used in investing activities.

What is the impact of related-party transactions on BOTY's financials?

As of September 30, 2025, Lingerie Fighting Championships, Inc. (BOTY) had accounts payable - related party of $811,628, an increase from $743,628 at December 31, 2024. This indicates a significant ongoing financial obligation to related parties, which can pose governance and conflict of interest risks.

How many shares of common stock does Lingerie Fighting Championships, Inc. (BOTY) have outstanding?

As of November 10, 2025, Lingerie Fighting Championships, Inc. (BOTY) had 5,361,510,636 shares of common stock issued and outstanding. This represents a significant increase from 4,504,844,036 shares outstanding as of December 31, 2024, indicating substantial dilution.

What are 'derivative liabilities' and why are they significant for BOTY?

Derivative liabilities are financial instruments whose value is derived from an underlying asset, index, or rate. For BOTY, these liabilities totaled $2,956,313 as of September 30, 2025. They are significant because a non-cash gain of $1,716,474 from the change in their fair value was the primary reason for the company's reported net income in Q3 2025, rather than operational profitability.

What is Lingerie Fighting Championships, Inc.'s (BOTY) strategic outlook based on the 10-Q?

The 10-Q primarily focuses on financial reporting and does not explicitly detail a strategic outlook. However, the company's continued focus on developing, producing, promoting, and distributing entertainment through live events, digital home videos, broadcast television, VOD, and digital media channels, as stated in Note 1, suggests an ongoing commitment to its core business model despite significant financial challenges.

Risk Factors

Industry Context

The entertainment and combat sports industry is highly competitive, requiring significant investment in talent, production, and marketing to capture audience attention. Companies often rely on a mix of live events, pay-per-view, digital streaming, and merchandise sales for revenue. Trends include the increasing dominance of digital platforms for content distribution and fan engagement, and the growing popularity of niche sports.

Regulatory Implications

As a publicly traded company, Lingerie Fighting Championships, Inc. is subject to SEC regulations, including timely and accurate financial reporting. Failure to comply can result in penalties. The nature of its content may also attract scrutiny from broadcast or advertising standards bodies, depending on distribution channels.

What Investors Should Do

  1. Monitor the sustainability of Q3 2025 net income.
  2. Evaluate the company's ability to manage its debt obligations.
  3. Assess the value and impact of intangible digital assets.
  4. Consider the impact of share dilution.

Key Dates

Glossary

Derivative liabilities
Financial instruments whose value is derived from an underlying asset, group of assets, or benchmark. Changes in their fair value can significantly impact reported earnings. (A major component of the company's liabilities ($2,956,313) and a source of significant, non-cash gains/losses impacting net income.)
Stockholders' deficit
A situation where a company's total liabilities exceed its total assets, resulting in a negative equity position for shareholders. (Indicates severe financial distress for Lingerie Fighting Championships, Inc., with a deficit of $(6,150,630) as of September 30, 2025.)
Intangible assets - digital assets
Non-physical assets that have value, such as intellectual property, brand recognition, or in this case, digital content or platforms. (A new asset class recognized ($121,673) that contributed to the significant growth in total assets, but its valuation and liquidity are key considerations.)
Promissory notes in default
Written promises to pay a specific sum of money on demand or at a specified future date, which the issuer has failed to meet. (Represents $340,000 of debt that the company is currently unable to service, highlighting ongoing financial difficulties.)
Gross Profit (Loss)
Revenue minus the cost of goods sold or cost of services. A negative figure indicates that the direct costs of producing the company's offerings exceed the revenue generated from them. (For Q3 2025, the company reported a gross loss of $(111,303), indicating that its core operations are not covering their direct costs.)
Debt discount
The difference between the face value of a debt instrument and its issue price, when the issue price is lower than the face value. This often occurs with convertible debt or when interest rates are higher than the stated coupon rate. (A debt discount of $377,057 is noted on convertible notes, affecting their net carrying value on the balance sheet.)

Year-Over-Year Comparison

Compared to the prior year's comparable periods, Lingerie Fighting Championships, Inc. shows a dramatic swing in net income for Q3 2025, turning a $(770,144) loss into a $1,280,938 gain, largely due to derivative fair value adjustments. However, revenue for Q3 2025 increased only modestly to $34,122 from $23,533, while nine-month revenue declined to $87,160 from $103,041. The company's balance sheet has transformed, with total assets soaring to $223,312 from $4,552, primarily due to new digital assets and cash, but total liabilities also grew to $6,373,942 from $5,935,861, with derivative liabilities remaining a significant concern. The stockholders' deficit has widened to $(6,150,630) from $(5,931,309).

Filing Stats: 4,532 words · 18 min read · ~15 pages · Grade level 16.1 · Accepted 2025-11-12 10:34:28

Key Financial Figures

Filing Documents

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION Item 1.

Financial Statements

Financial Statements 3 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 25 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 30 Item 4.

Controls and Procedures

Controls and Procedures 30

- OTHER INFORMATION

PART II - OTHER INFORMATION Item 1.

Legal Proceedings

Legal Proceedings 31 Item 1A.

Risk Factors

Risk Factors 31 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 31 Item 3. Defaults Upon Senior Securities 31 Item 4. Mine Safety Disclosures 31 Item 5. Other Information 31 Item 6. Exhibits 32

SIGNATURES

SIGNATURES 33 2 Table of Contents

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements LINGERIE FIGHTING CHAMPIONSHIPS, INC. BALANCE SHEETS September 30, December 31, 2025 2024 (Unaudited) (Audited) ASSETS Current Assets Cash and cash equivalents $ 79,819 $ 2,193 Accounts receivable 8,101 - Prepaid expenses 12,325 - Total Current Assets 100,245 2,193 Equipment, net of depreciation 1,394 2,359 Intangible assets - digital assets 121,673 - Total Assets $ 223,312 $ 4,552 LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities Accounts payable and accrued liabilities $ 14,787 $ 1,724 Accounts payable - related party 811,628 743,628 Accrued interest payable 1,143,241 922,924 Deferred revenue 16,667 - Promissory notes in default 340,000 340,000 Convertible notes in default 918,974 767,974 Convertible notes, net of $ 377,057 and $ 81,526 debt discount, respectively 143,165 89,474 Derivative liabilities 2,956,313 3,070,137 Total Current Liabilities 6,344,775 5,935,861 Deferred revenue - non-current 29,167 - Total Liabilities 6,373,942 5,935,861 Commitments and Contingencies (Note 12) STOCKHOLDERS' DEFICIT Preferred stock, par value $ 0.001 per share, 10,000,000 shares authorized, 51 shares issued and outstanding - - Common stock, par value $ 0.001 per share, 10,000,000,000 shares authorized, 5,361,510,636 and 4,504,844,036 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively 5,361,513 4,504,846 Additional paid-in capital 23,429 734,640 Accumulated deficit ( 11,535,572 ) ( 11,170,795 ) Total stockholders' deficit ( 6,150,630 ) ( 5,931,309 ) TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 223,312 $ 4,552 The accompanying notes are an integral part of these unaudited financial statements. 3 Table of Contents LINGERIE FIGHTING CHAMPIONSHIPS, INC. (UNAUDITED) Three Months Ended Nine Months Ended September 30, Se

NOTES TO FINANCIAL STATEMENTS

NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2025 (UNAUDITED) NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS Lingerie Fighting Championships, Inc. ("LFC", the "Company") is a Nevada corporation incorporated on November 29, 2006 under the name Sparking Events, Inc. The Company's corporate name was changed to Xodtec Group USA, Inc. in June 2009, Xodtec LED, Inc. in May 2010, Cala Energy Corp. in September 2013 and Lingerie Fighting Championships, Inc. on April 1, 2015. The Company focuses on developing, producing, promoting, and distributing entertainment through live entertainment events, digital home videos, broadcast television networks, video on demand, and digital media channels in the United States. It offers wrestling and mixed martial arts fights featuring women under the LFC brand name. NOTE 2 – BASIS OF PRESENTATION AND ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with generally accepted accounting principles used in the United States of America ("US GAAP") and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended December 31, 2024 included in the Company's Annual Report on Form 10-K as filed with the SEC on April 11, 2025. Use of Estimates The preparation of fin

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