GAMG Reports Zero Revenue, Strategic Acquisitions Amid Going Concern Doubts

TL;DR

**GAMG is a speculative bet, with zero cash and revenue, but its aggressive pivot into real estate and marketing via massive stock-based acquisitions could be a high-risk, high-reward play if executed flawlessly.**

AI Summary

Global Asset Management Group, Inc. (GAMG) reported no revenue for the three months ended June 30, 2025, a significant decline from $5,000 in revenue during the same period in 2024. The company posted a net loss of $55,134 for the quarter ended June 30, 2025, an improvement from a net loss of $209,848 in the prior year's comparable quarter. Operating expenses decreased substantially from $194,112 in Q2 2024 to $10,134 in Q2 2025, primarily due to a reduction in General and Administrative Expense from $170,299 to $0. GAMG's cash balance dropped from $834 at December 31, 2024, to $0 by June 30, 2025, and total assets also fell from $45,834 to $0. The company completed the acquisition of Bella Rio Marketing Agency, Inc. on July 31, 2025, issuing 450,000 shares of common stock, and simultaneously disposed of its entire 600,000 shares of Regenecell, Inc. to Steven Swank in satisfaction of $32,000 in notes. A significant strategic move includes an agreement to acquire DC Rental Portfolio LLC by August 31, 2025, for 350,000,000 shares of common stock, with DC Rental expected to have $100,000,000 in appraised property value and $20,000,000 in equity. The company also cancelled 12,500 shares of Series A convertible preferred stock during the quarter.

Why It Matters

GAMG's Q2 2025 filing reveals a company in significant transition, with zero revenue and zero cash, raising serious going concern doubts for investors. The strategic acquisitions of Bella Rio Marketing Agency and the planned acquisition of DC Rental Portfolio LLC signal a pivot towards digital marketing and real estate, potentially diversifying its asset base from its prior focus on Regenecell, Inc. This shift could offer new growth avenues but also introduces integration risks and capital requirements. For employees, the acquisitions could mean new opportunities or restructuring. Customers of Bella Rio and future tenants of DC Rental properties will experience GAMG's new operational footprint. The broader market will watch if GAMG can successfully execute these ambitious pivots from a financially precarious position, especially given its OTC Pink Sheet listing and competitive landscape in both marketing and real estate.

Risk Assessment

Risk Level: high — The company explicitly states "These factors create substantial doubt about the Company's ability to continue as a going concern" due to net losses of $55,134 for the period ended June 30, 2025, and a cash balance of $0 as of the same date. Furthermore, total assets are $0 as of June 30, 2025, down from $45,834 at December 31, 2024, indicating severe liquidity issues.

Analyst Insight

Investors should approach GAMG with extreme caution, recognizing the significant going concern risk and zero cash position. Any investment should be considered highly speculative, contingent on the successful integration and profitability of the Bella Rio acquisition and the closing of the DC Rental Portfolio LLC acquisition, which is expected to be a massive dilutive event with 350,000,000 new shares of common stock.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$0

total Debt

$76,274

net Income

$(55,134)

eps

$(0.0011)

gross Margin

N/A

cash Position

$0

revenue Growth

-100.0%

Revenue Breakdown

Key Numbers

• $0 — Revenue (for the three months ended June 30, 2025, down from $5,000 in Q2 2024)
• $(55,134) — Net Loss (for the three months ended June 30, 2025, an improvement from $(209,848) in Q2 2024)
• $0 — Cash (as of June 30, 2025, down from $834 at December 31, 2024)
• $0 — Total Assets (as of June 30, 2025, down from $45,834 at December 31, 2024)
• 84,259,525 — Common Stock Shares Outstanding (as of August 13, 2025)
• 450,000 — Common Stock Shares Issued (for the acquisition of Bella Rio Marketing Agency, Inc.)
• $32,000 — Notes Satisfied (by transferring Regenecell, Inc. shares to Steven Swank)
• 350,000,000 — Common Stock Shares to be Issued (for the planned acquisition of DC Rental Portfolio LLC)
• $100,000,000 — Appraised Value of DC Rental Properties (expected at closing of acquisition)
• $20,000,000 — Equity of DC Rental (expected at closing of acquisition)

Key Players & Entities

• Global Asset Management Group, Inc. (company) — registrant of the 10-Q filing
• Bella Rio Marketing Agency, Inc. (company) — acquired by GAMG on July 31, 2025
• DC Rental Portfolio LLC (company) — target of a planned acquisition by GAMG by August 31, 2025
• Regenecell, Inc. (company) — disposed of by GAMG on July 31, 2025
• Steven Swank (person) — Officer and Director of GAMG who received Regenecell shares in exchange for notes owed
• Andell Holdings Corporation (company) — sole shareholder of Bella Rio Marketing Agency, Inc.
• Securities and Exchange Commission (regulator) — regulates GAMG's filings
• Wyoming (regulator) — state of reincorporation for GAMG

FAQ

Risk Factors

• Deterioration of Cash Position and Assets [high — financial]: The company's cash balance has depleted from $834 as of December 31, 2024, to $0 as of June 30, 2025. Total assets have also fallen from $45,834 to $0, indicating a severe liquidity crisis and potential insolvency.
• Zero Revenue Generation [high — financial]: Reported revenue of $0 for the three months ended June 30, 2025, a stark contrast to $5,000 in the prior year's comparable period. This complete lack of revenue raises serious concerns about the company's ongoing business operations and ability to generate income.
• Significant Reduction in Operating Expenses [medium — operational]: Operating expenses decreased from $194,112 in Q2 2024 to $10,134 in Q2 2025, primarily due to the elimination of $170,299 in General and Administrative Expenses. While this improves the net loss, it may signal a scaling back of essential business functions.
• Stock Dilution from Acquisitions [high — legal]: The company plans to issue 350,000,000 shares of common stock for the acquisition of DC Rental Portfolio LLC, significantly increasing the outstanding share count from 84,259,525 as of August 13, 2025. This substantial dilution could negatively impact existing shareholders.
• Reliance on Future Acquisitions for Value [high — financial]: The company's strategy appears heavily reliant on future acquisitions, such as DC Rental Portfolio LLC with an expected appraised property value of $100,000,000 and equity of $20,000,000. The success of these transactions is critical for any potential turnaround.

Industry Context

The asset management industry is highly competitive, with firms differentiating themselves through specialized services, investment performance, and client relationships. Trends include increasing adoption of technology for efficiency and data analytics, a growing demand for ESG-focused investments, and consolidation through mergers and acquisitions.

Regulatory Implications

As a publicly traded company, GAMG is subject to SEC regulations, including timely and accurate financial reporting. The significant share issuances for acquisitions may trigger specific disclosure requirements and could be scrutinized by regulators regarding their impact on shareholder value and corporate governance.

What Investors Should Do

1. Monitor the successful completion and integration of the DC Rental Portfolio LLC acquisition, as it represents a significant strategic pivot and potential value driver.
2. Evaluate the company's ability to generate revenue and achieve profitability post-acquisitions, given the current $0 revenue and substantial accumulated deficit.
3. Assess the long-term impact of significant share dilution on existing shareholder value, particularly in light of the planned 350,000,000 share issuance.

Key Dates

• 2025-06-30: End of Q2 2025 — Reported $0 revenue and a net loss of $55,134, with cash and total assets reduced to $0.
• 2025-07-31: Acquisition of Bella Rio Marketing Agency, Inc. completed — Issued 450,000 shares of common stock, expanding digital marketing infrastructure.
• 2025-07-31: Disposal of Regenecell, Inc. shares — Satisfied $32,000 in notes by transferring 600,000 shares to Steven Swank.
• 2025-08-31: Planned acquisition of DC Rental Portfolio LLC — Agreement to issue 350,000,000 shares for an entity with $100,000,000 appraised property value and $20,000,000 equity.

Glossary

Accumulated deficit

The total net losses of a company over its lifetime that have not been offset by net income. (GAMG has a significant accumulated deficit of $(39,838,020) as of June 30, 2025, indicating a history of unprofitability.)

Series A convertible preferred stock

A class of preferred stock that can be converted into a predetermined number of common stock shares. (GAMG had 12,500 shares of Series A convertible preferred stock issued and outstanding, which were cancelled during the quarter.)

Stockholders' Equity

The value of a company's assets minus its liabilities, representing the owners' stake. (GAMG shows a negative stockholders' equity of $(76,274) as of June 30, 2025, indicating liabilities exceed assets.)

Appraised Property Value

An estimated market value of a property determined by a professional appraiser. (The planned acquisition of DC Rental Portfolio LLC involves an expected appraised property value of $100,000,000, a key metric for the transaction's valuation.)

Year-Over-Year Comparison

Compared to the prior year's comparable quarter, GAMG experienced a dramatic decline in revenue from $5,000 to $0, alongside a significant reduction in net loss from $(209,848) to $(55,134). Operating expenses were drastically cut from $194,112 to $10,134, primarily due to the elimination of G&A expenses. However, the company's financial position has severely deteriorated, with cash and total assets falling to $0 from $834 and $45,834, respectively.

Key Financial Figures

• $0.01 — he registrant's common stock, par value $0.01 per share, outstanding. CAUTIONARY NOT
• $125 — Preferred Stock account was reduced by $125. There was no impact on Additional Pai
• $92,787.92 — s, Bella Rio generated gross revenue of $92,787.92 and anticipates significant growth in t

Filing Documents

• kens_10q.htm (10-Q) — 321KB
• kens_ex311.htm (EX-31.1) — 11KB
• kens_ex312.htm (EX-31.2) — 11KB
• kens_ex321.htm (EX-32.1) — 4KB
• kens_ex322.htm (EX-32.2) — 4KB
• 0001477932-25-005839.txt ( ) — 1708KB
• kens-20250630.xsd (EX-101.SCH) — 18KB
• kens-20250630_lab.xml (EX-101.LAB) — 125KB
• kens-20250630_cal.xml (EX-101.CAL) — 27KB
• kens-20250630_pre.xml (EX-101.PRE) — 98KB
• kens-20250630_def.xml (EX-101.DEF) — 52KB
• kens_10q_htm.xml (XML) — 108KB

Financial Information

Part I. Financial Information Item 1. Consolidated Financial Statements Consolidated Statements of Operations for the Three months ended June 30, 2025 and 2024 (unaudited) F-3 Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024. (unaudited) F-2 Consolidated Statements of Cash Flows for the Three months ended June 30, 2025 and Three months ended June 30, 2024 (unaudited) F-5 Notes to the Consolidated Financial Statements. (unaudited) F-6

Other Information

Part II. Other Information Item 1. Legal Proceedings. 5 Item 1A. Risk Factors. 5 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 5 Item 3. Defaults Upon Senior Securities. 5 Item 4. Mine Safety Disclosures. 5 Item 5. Other Information. 5 Item 6. Exhibits. 6

Signatures

Signatures 7 2 Table of Contents INDEX TO FINANCIAL STATEMENTS GLOBAL ASSET MANAGEMENT GROUP, INC. TABLE OF CONTENTS Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024 F-2 Consolidated Statements of Operations for the periods ended June 30, 2025 and 2024 F-3 Consolidated Statements of Shareholders' Equity for the periods ended June 30, 2025 and 2024 F-4 Consolidated Statements of Cash Flows for the periods ended June 30, 2025 and 2024 F-5

Notes to Consolidated Financial Statements

Notes to Consolidated Financial Statements F-6 F-1 Table of Contents GLOBAL ASSET MANAGEMENT GROUP, INC. CONSOLIDATED BALANCE SHEETS ASSETS Current Assets JUNE 30, 2025 DECEMBER 31, 2024 ASSETS Current Assets Cash $ - $ 834 Due from Related Party $ - $ 40,000 Subscription Receivables $ - $ 5,000 Prepaid expense $ - $ - Total current assets $ - $ 45,834 License agreements Security deposits Intellectual Property - Proprietary Databases and Technology $ - $ - Trademarks and Tradenames $ - $ - TOTAL ASSETS $ - $ 45,834 LIABILITIES AND STOCKHOLDERS' DEFICIENCY Current Liabilities Accounts payable and accrued expenses 4,000 $ 4,000 Due to related parties $ 7,859 $ 7,859 Note Payable $ 64,415 $ 55,115 Deferred Income $ - Total current liabilities $ 76,274 $ 66,974 Total other liabilities $ - $ - TOTAL LIABILITIES $ 76,274 $ 66,974 Stockholders' Equity Series A convertible preferred stock, par value $ 0.01 authorized 50,000 shares, 12,500 shares, issued and outstanding $ 125 $ 125 Series B convertible preferred stock, par value $ 0.01 - authorized 300,000 shares, and 0 shares issued and outstanding, respectively $ - $ - Series C convertible preferred stock, par value $ 0.01 - authorized 10,000 shares, 0 shares issued and outstanding, respectively $ - $ - Common stock, par value $ 0.01 - authorized 1,000,000,000 shares, 83,654,525 and 83,654,525 shares issued and outstanding, respectively as of June 30, 2025, and 2024 respectively $ 836,545 $ 836,545 Additional paid-in-capital $ 38,919,349 $ 38,919,349 Accumulated deficit $ ( 39,838,020 ) $ ( 39,783,011 ) Non- Controlling Interest $ 5,851 $ 5,851 TOTAL STOCKHOLDERS' EQUITY $ ( 76,274 ) $ ( 21,140 ) TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ 45,834 The accompanying notes are an integral part of these financial statements. F-2 Table of C

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

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Unless the context otherwise requires, all references in this section as to the "Company," "we," "us" or "our" refer to the business of Global Asset Management Group, Inc. (formerly Kenilworth Systems Corporation) and its consolidated subsidiary. The following discussion and analysis of our financial condition and results of operations should be read together with the financial statements and the related notes contained in this Quarterly Report and the financial statements and related notes contained in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024. This discussion contains forward-looking statements that reflect our plans, estimates, and beliefs that involve risks and uncertainties. As a result of many factors, such as those discussed in Part I, Item 1A, "Risk Factors" of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and "Forward-Looking Statements" sections and elsewhere in this Quarterly Report, our actual results may differ materially from those anticipated in these forward-looking statements. The purpose of this section is to discuss and analyze our consolidated financial condition, liquidity and capital resources and results of operations for the three and six months ended June 30, 2025 and 2024. Overview On July 31, 2025, Global Asset Management Group, Inc. completed the acquisition of Bella Rio Marketing Agency, Inc. pursuant to a Share Exchange Agreement dated July 22, 2025. The Company acquired 100% of the issued and outstanding capital stock of Bella Rio in exchange for 450,000 shares of its Common Stock issued to Andell Holdings Corporation, the sole shareholder of Bella Rio. The transaction was conducted as a private placement under Rule 4(a)(1) of the Securities Act of 1933 and applicable state Blue Sky laws. The shares issued are subject to standard restrictive legends and

Forward-Looking Statements

Forward-Looking Statements The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain information included in this Quarterly Report on this Form 10-Q contains statements that are forward-looking, including, but not limited to, statements relating to our business strategy and development activities as well as other capital spending, financing sources, the effects of regulation (including gaming and tax regulations), expectations concerning future operations, margins, profitability and competition. Any statements contained in this Form 10-Q that are not statements of historical fact may be deemed to be forward- looking statements. With

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