Hammer Fiber Optics Holdings Corp. Files 2024 10-K

TL;DR

Hammer Fiber Optics Holdings Corp. filed its 2024 10-K. Check financials.

AI Summary

Hammer Fiber Optics Holdings Corp. filed its 10-K for the fiscal year ending July 31, 2024. The company, formerly Tanaris Power Holdings Inc., is incorporated in Nevada and operates in the communication services sector. Its principal business address is in Sarasota, Florida.

Why It Matters

This filing provides a comprehensive overview of Hammer Fiber Optics Holdings Corp.'s financial performance and business operations for the fiscal year 2024, crucial for investors and stakeholders.

Risk Assessment

Risk Level: low — The provided text is a standard 10-K filing header and does not contain specific financial performance data or forward-looking statements that would indicate a high risk.

Key Players & Entities

• HAMMER FIBER OPTICS HOLDINGS CORP (company) — Filer
• 20240731 (date) — Fiscal Year End
• 20250204 (date) — Filing Date
• Tanaris Power Holdings Inc. (company) — Former Company Name
• 6151 LAKE OSPREY DRIVE (address) — Business Address
• SARASOTA (location) — Business City
• FL (location) — Business State
• 34240 (zip_code) — Business Zip Code

FAQ

Key Financial Figures

• $0.28 — 7,550,665 based on the closing price of $0.28 per share of common stock as quoted on
• $0.001 — e 63,155,947 shares of the registrant's $0.001 par value common stock issued and 61,40
• $350,000 — n to Tanaris in the aggregate amount of $350,000. Tanaris Power Holdings, Inc. was the o

Filing Documents

• form10k.htm (10-K) — 1190KB
• exhibit31-1.htm (EX-31.1) — 6KB
• exhibit31-2.htm (EX-31.2) — 6KB
• exhibit32-1.htm (EX-32.1) — 3KB
• exhibit32-2.htm (EX-32.2) — 2KB
• form10kxz001.jpg (GRAPHIC) — 6KB
• form10kxz002.jpg (GRAPHIC) — 3KB
• 0001062993-25-001652.txt ( ) — 7976KB
• hmmr-20240731.xsd (EX-101.SCH) — 88KB
• hmmr-20240731_cal.xml (EX-101.CAL) — 38KB
• hmmr-20240731_def.xml (EX-101.DEF) — 270KB
• hmmr-20240731_lab.xml (EX-101.LAB) — 975KB
• hmmr-20240731_pre.xml (EX-101.PRE) — 431KB
• form10k_htm.xml (XML) — 1244KB

Business

Business 4 ITEM 1A.

Risk Factors

Risk Factors 5 ITEM 1B. Unresolved Staff Comments 9 ITEM 1C. Cybersecurity 9 ITEM 2.

Properties

Properties 9 ITEM 3.

Legal Proceedings

Legal Proceedings 9 ITEM 4. Mine Safety Disclosures 9 PART II ITEM 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 10 ITEM 6. [Reserved] 10 ITEM 7.

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 10 ITEM 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 13 ITEM 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 13 ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 14 ITEM 9A.

Controls and Procedures

Controls and Procedures 14 ITEM 9B. Other Information 15 ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 15 PART III ITEM 10. Directors, Executive Officers, and Corporate Governance 16 ITEM 11.

Executive Compensation

Executive Compensation 18 ITEM 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 18 ITEM 13. Certain Relationships and Related Transactions, and Director Independence 19 ITEM 14. Principal Accounting Fees and Services 20 PART IV ITEM 15. Exhibits and Financial Statement Schedules 21

SIGNATURES

SIGNATURES 21 2 PART I CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This annual report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words "believe," "expect," "anticipate," "intend," "estimate," "may," "should," "could," "will," "plan," "future," "continue," and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. These forward-looking statements are based largely on our expectations or forecasts of future events, can be affected by inaccurate assumptions, and are subject to various business risks and known and unknown uncertainties, a number of which are beyond our control. Therefore, actual results could differ materially from the forward-looking statements contained in this document, and readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A wide variety of factors could cause or contribute to such differences and could adversely impact revenues, profitability, cash flows and capital needs. There can be no assurance that the forward-looking statements contained in this document will, in fact, transpire or prove to be accurate. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors" that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by any forward-looking statements . These forward-looking statements are subject to a number of risks, uncertainties and assumptions, in

BUSINESS

ITEM 1. BUSINESS Our Corporate History and Background The Company was incorporated in the State of Nevada on September 23, 2010, under the name Recursos Montana S.A. The Company's principal activity was as a pre-exploration stage company engaged in the acquisition and exploration of mineral properties then owned by the Company. During this time, the Company was deemed a "shell company" in the pre-exploration stage and was ultimately unable to commence exploration activities. On February 2, 2015, the Company entered into a Share Exchange Agreement with Tanaris Power Holdings, Inc., whereby the Company acquired 100% of Tanaris Power Holdings, Inc. issued and outstanding common stock in exchange for shares of the Company's common stock equal 51% of the issued and outstanding common stock and cash consideration to Tanaris in the aggregate amount of $350,000. Tanaris Power Holdings, Inc. was the owner of certain rights in connection with the marketing and sale of smart lithium-ion batteries and battery technologies for various industrial vehicles markets and related applications. On March 6, 2015, the Company amended its Articles of Incorporation to change its name to Tanaris Power Holdings, Inc. On April 25, 2016, Tanaris Power Holdings, Inc., a Nevada corporation entered into a Share Exchange Agreement (the "Share Exchange Agreement") with Hammer Fiber Optics Investments, Ltd., a Delaware corporation ("HFOI"), and the controlling stockholders of HFOI (the "HFOI Shareholders"). Pursuant to the Share Exchange Agreement, the Company acquired 20,000,000 shares of common stock of HFOI from the HFOI shareholders (the "HFOI Shares") and in exchange the Company issued to the HFOI Shareholders 50,000,000 (post-Merger) restricted shares of its common stock (the "HMMR Shares"). As a result of the Share Exchange Agreement, HFOI became a wholly owned subsidiary of the Company. Hammer Fiber Optics Investments, Ltd. was formed in the State of Delaware on June 13, 2014. On A

RISK FACTORS

ITEM 1A. RISK FACTORS You should carefully consider each of the risks and uncertainties described below and elsewhere in this Annual Report on Form 10-K, as well as any amendments or updates reflected in subsequent filings with the SEC. We believe these risks and uncertainties, individually or in the aggregate, could cause our actual results to differ materially from expected and historical results and could materially and adversely affect our business operations, results of operations, financial condition and liquidity. Further, additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our results and business operations. Risks Associated with Our Business Our operations and financial performance could be negatively impacted if the markets for our products do not develop and expand as we anticipate. The markets for our products and services are characterized by rapidly changing technologies, evolving industry or regulatory standards and new product introductions. Our success is dependent on the successful introduction of new products and services, or upgrades of current products and services, and our ability to compete with new technologies. The following factors related to our products, services and markets, if they do not continue as in the recent past, could have an adverse impact on our operations: our ability to develop new products in response to government regulations and laws; our ability to secure and retain adequate spectrum to facilitate ongoing operations and deployment of our services beyond our present geographic footprint. Global economic downturns, market declines, or financial disruptions, including those affecting migration patterns, could harm our business, financial condition, operations, and cash flows. Competition from various providers, including banks, payment services, digital currencies, and emerging technologies, could adversely impact our ability to compete effective

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View this 10-K filing on SEC EDGAR