Trans American Aquaculture's Q2 Revenue Dries Up Amidst Mounting Debt
Ticker: GRPS · Form: 10-Q/A · Filed: Oct 16, 2025 · CIK: 1990446
| Field | Detail |
|---|---|
| Company | Trans American Aquaculture, Inc (GRPS) |
| Form Type | 10-Q/A |
| Filed Date | Oct 16, 2025 |
| Risk Level | high |
| Pages | 16 |
| Reading Time | 19 min |
| Key Dollar Amounts | $0.000001, $5,000 |
| Sentiment | bearish |
Sentiment: bearish
Topics: Aquaculture, Financial Distress, No Revenue, High Debt, Penny Stock, Reverse Acquisition, SEC Filing
Related Tickers: GRPS
TL;DR
**GRPS is a burning shell with no revenue and ballooning debt; avoid at all costs.**
AI Summary
Trans American Aquaculture, Inc. (GRPS) filed a 10-Q/A to revise its Balance Sheet and Consolidated Statements of Stockholders' Equity, primarily to reconcile common stock issued value and adjust a preferred stock line item. For the six months ended June 30, 2025, the company reported no revenue, a significant decline from $315,145 in the same period of 2024. Net loss for the six months ended June 30, 2025, was $(317,745), an improvement from $(568,332) in the prior year, primarily due to reduced general and administrative expenses and lower interest expense. Total assets increased to $1,080,503 as of June 30, 2025, from $948,015 at December 31, 2024, driven by an increase in inventory to $302,409 and net property and equipment to $777,180. However, total current liabilities also rose to $4,654,029 from $3,608,912, with accrued interest expense surging to $850,388 from $114,568. The company's accumulated deficit deepened to $(5,993,312) by June 30, 2025, from $(5,675,567) at December 31, 2024, reflecting ongoing losses. Strategic outlook includes continued shrimp farming operations in South Texas, but the lack of revenue in the current period is a critical concern.
Why It Matters
This filing reveals Trans American Aquaculture, Inc. (GRPS) generated zero revenue in the first half of 2025, a stark contrast to the prior year, signaling severe operational challenges for investors. The company's increasing liabilities, particularly accrued interest expense, and a deepening accumulated deficit, indicate a precarious financial position. For employees and customers, the lack of revenue raises questions about the sustainability of its South Texas shrimp farming operations. In a competitive aquaculture market, GRPS's inability to generate sales puts it at a significant disadvantage, suggesting a struggle to bring its 'premium quality, farm-raised white shrimp' to market effectively.
Risk Assessment
Risk Level: high — The risk level is high due to zero revenue reported for the six months ended June 30, 2025, compared to $315,145 in the prior year, indicating a complete halt in sales. Furthermore, total current liabilities of $4,654,029 significantly exceed total assets of $1,080,503, and the accumulated deficit has grown to $(5,993,312), demonstrating severe financial distress and going concern issues.
Analyst Insight
Investors should exercise extreme caution and consider divesting any holdings in GRPS. The absence of revenue and substantial liabilities suggest a high probability of further dilution or potential bankruptcy. Focus on companies with proven revenue streams and healthier balance sheets in the aquaculture sector.
Financial Highlights
- debt To Equity
- N/A
- revenue
- $0
- operating Margin
- N/A
- total Assets
- $1,080,503
- total Debt
- $5,800,000
- net Income
- $-317,745
- eps
- N/A
- gross Margin
- N/A
- cash Position
- $198
- revenue Growth
- -100.0%
Revenue Breakdown
| Segment | Revenue | Growth |
|---|---|---|
| Sales and service | $0 | -100.0% |
Key Numbers
- $0 — Revenue (For the six months ended June 30, 2025, a significant drop from $315,145 in 2024.)
- $(317,745) — Net Loss (For the six months ended June 30, 2025, an improvement from $(568,332) in 2024.)
- $1,080,503 — Total Assets (As of June 30, 2025, up from $948,015 at December 31, 2024.)
- $4,654,029 — Total Current Liabilities (As of June 30, 2025, an increase from $3,608,912 at December 31, 2024.)
- $850,388 — Accrued Interest Expense (As of June 30, 2025, a substantial increase from $114,568 at December 31, 2024.)
- $(5,993,312) — Accumulated Deficit (As of June 30, 2025, deepening from $(5,675,567) at December 31, 2024.)
- 1,805,926,955 — Common Shares Outstanding (As of October 9, 2025, indicating significant dilution potential.)
- $104,000 — Series D Preferred Stock Sale (Proceeds from GHS in March 2025 SPA for 114 shares.)
- 306,666,667 — Warrants Issued to GHS (Exercisable at $0.000115 per share, indicating potential future dilution.)
- $198 — Cash and Cash Equivalents (As of June 30, 2025, critically low for ongoing operations.)
Key Players & Entities
- Trans American Aquaculture, Inc. (company) — Registrant and accounting acquiror
- Gold River Productions, Inc. (company) — Former name of registrant and accounting acquiree
- Richard Goulding (person) — Executive and selling party of Gold River Productions, Inc.
- Adam Thomas (person) — Purchaser and CEO of Trans American Aquaculture, Inc.
- GHS (company) — Investor in Series D Preferred Stock
- FINRA (regulator) — Financial Industry Regulatory Authority
- $315,145 (dollar_amount) — Sales and service revenue for six months ended June 30, 2024
- $0 (dollar_amount) — Sales and service revenue for six months ended June 30, 2025
- $5,993,312 (dollar_amount) — Accumulated deficit as of June 30, 2025
- $4,654,029 (dollar_amount) — Total current liabilities as of June 30, 2025
FAQ
Why did Trans American Aquaculture, Inc. (GRPS) file a 10-Q/A?
Trans American Aquaculture, Inc. (GRPS) filed a 10-Q/A to revise its Balance Sheet and Consolidated Statements of Stockholders' Equity. The revisions were primarily to reconcile the common stock issued value to the appropriate prior quarter and to make a minor adjustment to a preferred stock to be issued line item due to a reclassification, as well as to furnish Interactive Data files as Exhibit 101.
What was Trans American Aquaculture's revenue for the first six months of 2025?
Trans American Aquaculture, Inc. reported $0 in sales and service revenue for the six months ended June 30, 2025. This is a significant decrease compared to $315,145 in revenue for the same period in 2024.
What was Trans American Aquaculture's net loss for the first six months of 2025?
For the six months ended June 30, 2025, Trans American Aquaculture, Inc. reported a net loss of $(317,745). This represents an improvement from the net loss of $(568,332) reported for the six months ended June 30, 2024.
How did Trans American Aquaculture's liabilities change as of June 30, 2025?
Trans American Aquaculture's total current liabilities increased to $4,654,029 as of June 30, 2025, from $3,608,912 at December 31, 2024. A notable increase was in accrued interest expense, which surged to $850,388 from $114,568 during the same period.
What is the accumulated deficit for Trans American Aquaculture, Inc. (GRPS)?
As of June 30, 2025, Trans American Aquaculture, Inc.'s accumulated deficit deepened to $(5,993,312). This is an increase from an accumulated deficit of $(5,675,567) reported at December 31, 2024, indicating continued operational losses.
What is the primary business of Trans American Aquaculture, Inc.?
Trans American Aquaculture, Inc. operates a large land-based shrimp farming and technology company located in South Texas. The company focuses on producing premium quality, farm-raised white shrimp, which are 100% free of antibiotics and hormones, for seafood distributors, restaurants, and grocery store chains in the United States.
Who are the key executives involved in the recent changes at Trans American Aquaculture?
Richard Goulding was the executive and selling party of Gold River Productions, Inc. (the former name of the company). Adam Thomas is the purchaser and CEO of Trans American Aquaculture, Inc., who acquired Series A and Series B Preferred Stock in August 2022.
What are the risks associated with Trans American Aquaculture's operations?
The company faces significant production risks such as weather, disease, and other factors that could affect its ability to realize revenue from its inventory stock, as its sole source of expected future revenue is the sale of a single live product requiring substantial care. The lack of revenue in H1 2025 highlights these risks.
How much cash and cash equivalents did Trans American Aquaculture have as of June 30, 2025?
As of June 30, 2025, Trans American Aquaculture, Inc. reported critically low cash and cash equivalents of $198. This is a significant decrease from $6,694 at the beginning of the period.
What financing activities did Trans American Aquaculture engage in during the first six months of 2025?
During the first six months of 2025, Trans American Aquaculture received $627,912 from related party notes payable and $73,000 from the issuance of Preferred Shares. These activities provided $699,696 in cash from financing, which was crucial given the negative cash flow from operations.
Risk Factors
- Critical Cash Shortage [high — financial]: As of June 30, 2025, cash and cash equivalents stood at a critically low $198. This severely limits the company's ability to fund ongoing operations and meet its short-term obligations, especially given total current liabilities of $4,654,029.
- Surging Liabilities and Debt [high — financial]: Total current liabilities increased significantly to $4,654,029 from $3,608,912, driven by a substantial rise in accrued interest expense to $850,388 from $114,568. This indicates increasing financial distress and reliance on debt.
- Deepening Accumulated Deficit [high — financial]: The company's accumulated deficit grew to $(5,993,312) from $(5,675,567) as of December 31, 2024. This reflects a persistent inability to generate profits and a history of operational losses.
- Significant Dilution Potential [medium — financial]: The issuance of 306,666,667 warrants to GHS exercisable at $0.000115 per share, along with potential future issuances, poses a substantial risk of dilution for existing common stockholders.
- Zero Revenue Generation [high — operational]: The complete absence of revenue for the six months ended June 30, 2025, is a critical operational failure. This raises serious questions about the viability of the company's core business model and its ability to generate sales.
- Increased Inventory Levels [medium — financial]: Inventory increased to $302,409 from $230,830. While potentially supporting future sales, this increase in a zero-revenue environment could indicate slow-moving stock or an overestimation of demand.
Industry Context
The aquaculture industry, particularly shrimp farming, is capital-intensive and subject to biological risks, disease outbreaks, and market price volatility. Companies in this sector often face challenges in scaling operations, managing feed costs, and ensuring consistent product quality. Competition can be fierce, with both domestic and international players vying for market share.
Regulatory Implications
As a publicly traded company, Trans American Aquaculture, Inc. is subject to SEC regulations and reporting requirements. Any misstatements or omissions in financial filings can lead to investigations and penalties. Changes in environmental regulations related to aquaculture operations could also impact costs and operational feasibility.
What Investors Should Do
- Monitor cash burn rate and future financing activities.
- Assess the viability of the core business model.
- Evaluate the impact of warrant overhang.
- Scrutinize the increase in accrued interest expense.
Key Dates
- 2025-03-28: Securities Purchase Agreement with GHS (March 2025 SPA) — Company agreed to sell 114 shares of Series D Preferred Stock for $104,000 and issued 306,666,667 warrants to GHS, indicating ongoing financing activities and potential dilution.
- 2025-04-02: GHS purchased 15 shares of Series D Preferred Stock — Continued financing from GHS, with issuance of 40,350,887 warrants.
- 2025-06-18: GHS purchased 25 shares of Series D Preferred Stock — Further financing from GHS, with issuance of 67,251,462 warrants.
- 2025-06-30: Six months ended June 30, 2025 financial reporting — Reported $0 revenue, a net loss of $(317,745), and critically low cash of $198, highlighting severe financial distress.
- 2025-07-14: GHS purchased remaining 28 shares of Series D Preferred Stock — Completion of Series D Preferred Stock sale under March 2025 SPA, with issuance of 75,321,638 warrants.
- 2025-09-18: Securities Purchase Agreement with GHS (September 2025 SPA) — Company agreed to sell 63 shares of Series D Preferred Stock for $60,000 and issued 71,250,000 warrants, continuing reliance on GHS for funding.
Glossary
- Accumulated deficit
- The total net losses of a company since its inception that have not been offset by net income. (Indicates the company has consistently incurred losses, with the deficit deepening to $(5,993,312) as of June 30, 2025.)
- Accrued interest expense
- Interest that has been incurred but not yet paid. (A significant increase to $850,388 from $114,568 highlights growing debt burden and potential cash flow strain.)
- Warrants
- A security that gives the holder the right, but not the obligation, to purchase a company's stock at a predetermined price within a specified time frame. (The issuance of millions of warrants to GHS at very low exercise prices ($0.000115 and $0.000345) represents a significant potential for future dilution of common stock.)
- Series D Preferred Stock
- A class of preferred stock with specific rights and preferences, in this case, sold to GHS in multiple tranches. (The sale of this stock for $104,000 in March 2025 and $60,000 in September 2025, along with associated warrants, is a key financing activity.)
- Common stock, $ .000001 par value
- The basic form of stock ownership in a corporation, with a nominal par value. (6,000,000,000 shares are authorized, with 1,805,926,955 issued and outstanding, but the low par value and significant warrant issuance suggest potential for substantial dilution.)
- Net property and equipment
- The value of a company's property and equipment after deducting accumulated depreciation. (Increased to $777,180 from $690,705, suggesting investment in operational assets, despite the lack of revenue.)
Year-Over-Year Comparison
Compared to the prior year's six-month period ended June 30, 2024, Trans American Aquaculture, Inc. has seen a dramatic decline in revenue, dropping from $315,145 to $0. While the net loss has improved to $(317,745) from $(568,332), this is largely attributable to reduced operating expenses rather than revenue generation. Total assets have increased, driven by inventory and property, plant, and equipment, but this is overshadowed by a significant rise in current liabilities, particularly accrued interest expense, and a deepening accumulated deficit, indicating a worsening financial position despite cost controls.
Filing Stats: 4,816 words · 19 min read · ~16 pages · Grade level 14 · Accepted 2025-10-16 17:09:11
Key Financial Figures
- $0.000001 — (g) of the Act: Common Stock, par value $0.000001 Indicate by check mark whether the re
- $5,000 — from Mr. Goulding for a cash payment of $5,000. In further consideration for the sale
Filing Documents
- transamaqua_i10qa1-063025.htm (10-Q/A) — 753KB
- transamaqua_ex3101.htm (EX-31.1) — 10KB
- transamaqua_ex3102.htm (EX-31.2) — 10KB
- transamaqua_ex3201.htm (EX-32.1) — 3KB
- 0001683168-25-007611.txt ( ) — 3998KB
- grps-20250630.xsd (EX-101.SCH) — 31KB
- grps-20250630_cal.xml (EX-101.CAL) — 41KB
- grps-20250630_def.xml (EX-101.DEF) — 138KB
- grps-20250630_lab.xml (EX-101.LAB) — 270KB
- grps-20250630_pre.xml (EX-101.PRE) — 237KB
- transamaqua_i10qa1-063025_htm.xml (XML) — 503KB
—FINANCIAL INFORMATION
PART I—FINANCIAL INFORMATION 4
Financial Statements
Item 1. Financial Statements 4
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 19
Quantitative and Qualitative Disclosures About Market Risk
Item 3. Quantitative and Qualitative Disclosures About Market Risk 24
Controls and Procedures
Item 4. Controls and Procedures 24
—OTHER INFORMATION
PART II—OTHER INFORMATION 25
Legal Proceedings
Item 1. Legal Proceedings. 25
Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 25
Other Information
Item 5. Other Information. 25
Exhibits
Item 6. Exhibits 26
—FINANCIAL INFORMATION
PART I—FINANCIAL INFORMATION
Financial Statements
Item 1. Financial Statements Trans American Aquaculture, Inc. (Formerly Gold River Productions, Inc.) Consolidated Balance Sheets Unaudited June 30, December 31, 2025 2024 ASSETS CURRENT ASSETS Cash and cash equivalents $ 198 $ – Other receivable – 26,480 Inventory 302,409 230,830 Other Asset 716 – TOTAL CURRENT ASSETS 303,323 257,310 PROPERTY AND EQUIPMENT 1,237,992 1,237,992 Less accumulated depreciation ( 460,812 ) ( 547,287 ) NET PROPERTY AND EQUIPMENT 777,180 690,705 TOTAL ASSETS $ 1,080,503 $ 948,015 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Bank overdraft $ – $ 1,000 Accounts payable 751,883 530,776 Accrued interest expense 850,388 114,568 Other accrued expenses 918,693 753,870 Income tax payable – – Related parties notes 1,459,343 1,646,636 Current portion of notes payable 673,722 562,063 TOTAL CURRENT LIABILITIES 4,654,029 3,608,912 LONG-TERM LIABILITIES Notes payable, net of current portion 145,680 561,087 Deferred tax liability, net – – TOTAL LONG-TERM LIABILITIES 145,680 561,087 STOCKHOLDERS' (DEFICIT) EQUITY Common stock, $ .000001 par value, 6,000,000,000 shares authorized, 1,805,926,955 and 1,805,926,955 shares issued and outstanding – – Preferred Stock, Series A, .000001 par value 9,078,000 and 9,078,000 shares authorized, 9,078,000 issued and outstanding – – Preferred Stock, Series B, .000001 par value 5,000 and 5,000 shares authorized, 5,000 issued and outstanding – – Preferred Stock, Series C, $ .000001 par value, 100,000 and 100,000 shares authorized, 100,000 issued and outstanding – – Preferred Stock, Series C to be issued ( 283,967 ) – Preferred Stock, Series D, .000001 par value, 1,295 shares authorized, 1,149 and 1,149 issued and outstanding – – Additional paid in capital - common stock 121,118 99,980 Additional paid in capital - preferred stock (Series C) 1,287,091 1,317,467 Additional paid i
Financial Statements
Financial Statements June 30, 2025 and 2025 NOTE 1 – BUSINESS ORGANIZATION Business Organization Trans American Aquaculture, Inc. formerly Gold River Productions, Inc. (GRP), ("the Company") was incorporated in the State of Delaware on September 18, 2006, as Polythene Metro Corp before being acquired by Gold River Productions, Inc. on January 25, 2007. The Company was re-incorporated in the State of Colorado in July 2018. In February 2023, pursuant to shareholder and Board approval, the Company changed its name to Trans American Aquaculture, Inc., reflective of its new management and operations, and applied to the Financial Industry Regulatory Authority ("FINRA") to change its ticker symbol from GRPS to TAAQ. On August 28, 2022, Richard Goulding, executive and selling party of Gold River Productions, Inc. and Adam Thomas, purchaser, executed a Stock Purchase Agreement ("SPA"). Under the terms of the SPA, Mr. Goulding, agreed to sell to Adam Thomas, CEO of TAA, 9,078,000 shares of the Company's Series A Preferred Stock, and to retain 640,000 shares for later conversion to the Company's common stock. Each share of Series A Preferred Stock is convertible into 100 shares of the Company's common stock. In addition, Mr. Thomas agreed to purchase all the Company's outstanding shares of Series B Preferred Stock from Mr. Goulding for a cash payment of $5,000. In further consideration for the sale of the shares of Series A and Series B Preferred Stock, Mr. Goulding agreed to: 1. Increase the authorized shares of the Company's common stock to three billion ( 3,000,000,000 ) shares; 2. Convert his retained 640,000 shares of Series A Preferred Stock, to 64,000,000 shares of common stock; 3. Issue to various former employees and consultants of the Company an aggregate amount of 15,248,503 shares of the Company's common stock; and 4. Complete the assignment of assets and assumption of liabilities as they existed immediately prior to the closing of the stock purchase agr
financial statements were issued
financial statements were issued. 11 On March 28, 2025, the Company entered into a Securities Purchase Agreement with GHS (the "March 2025 SPA") pursuant to which the Company agreed to sell GHS 114 shares of Series D. Preferred Stock for $ 104,000 ($ 1,000 for each share of Series D Preferred Stock and ten commitment shares). At the initial closing, GHS purchased 36 shares ($ 1,000 per share of Series D Preferred Stock). Additional Closings will be for the purchase of Preferred Shares as follows: (a) two (2) separate purchases of fifteen (15) and fifty three (53) shares of Preferred Stock for the purchase price of $ 15,000 and $ 53,000 , respectively. In addition, pursuant to the March 2025 SPA, the Company issued to GHS warrants to purchase 306,666,667 shares of Common Stock exercisable at $ 0.000115 per share and terminating on March 28, 2030 . On April 2, 2025, GHS purchased 15 shares of Series D Preferred Stock under the March 2025 SPA. 40,350,887 warrants were issued to GHS. On June 18, 2025, GHS purchased 25 shares of Series D Preferred Stock under the March 2025 SPA. 67,251,462 warrants were issued to GHS. On July 14, 2025, GHS purchased the remaining 28 shares of Series D Preferred Stock under the March 2025 SPA. 75,321,638 warrants were issued to GHS. On September 18, 2025, the Company entered into a Securities Purchase Agreement with GHS (the "September 2025 SPA") pursuant to which the Company agreed to sell GHS 63 shares of Series D Preferred Stock for $ 60,000 ($ 1,000 for each share of Series D Preferred Stock and ten commitment shares). At the initial closing, GHS purchased 19 shares ($ 1,000 per share of Series D Preferred Stock). Additional Closings will be for the purchase of Preferred Shares as follows: (a) separate purchases of 44 shares of Series D Preferred Stock for the purchase price of $ 44,000 . In addition, pursuant to the September 2025 SPA, the Company issued to GHS warrants to purchase 71,250,000 shares of Common Stock exercisa