LAMY's Revenue Dries Up, Net Loss Widens Amid Going Concern Warning

TL;DR

**LAMY is a zombie company with no revenue and a going-concern warning; avoid at all costs.**

AI Summary

LAMY reported no revenue for the three months ended August 31, 2025, a significant decrease from $3,750 in revenue during the same period in 2024. The company incurred a net loss of $31,814 for the three months ended August 31, 2025, substantially higher than the $3,911 net loss reported for the three months ended August 31, 2024. Operating expenses surged to $31,814 in Q3 2025 from $8,092 in Q3 2024, driven by new costs like $7,500 for OTC Markets Fees and $20,750 for Professional Fees. The company has an accumulated deficit of $63,584 as of August 31, 2025, and its independent auditor has issued a going-concern opinion, indicating substantial doubt about its ability to continue operations. A change in control occurred on December 6, 2024, with Zhang Shengwu acquiring 64.29% of common stock and becoming the Sole Director and Officer, though the business plan remains unchanged. LAMY, a development-stage corporation focused on financial education through a video game, has no cash or cash equivalents and relies on advances from related parties, totaling $35,314 as of August 31, 2025.

Why It Matters

This filing reveals LAMY is a development-stage company with no current revenue and a significant accumulated deficit, posing substantial risk for investors. The going-concern opinion from its auditor highlights the precarious financial position, suggesting a high likelihood of needing further capital injections, likely diluting existing shareholders. For employees, the lack of revenue and reliance on related party advances signals instability. Customers of its 'TwoPlus1' educational platform might face uncertainty regarding the company's long-term viability and product support, especially given the competitive landscape in educational gaming. The broader market impact is minimal due to LAMY's small size, but it serves as a cautionary tale for micro-cap investments.

Risk Assessment

Risk Level: high — LAMY reported no revenue for the three months ended August 31, 2025, a sharp decline from $3,750 in the prior year, and incurred a net loss of $31,814. The company has an accumulated deficit of $63,584 and zero cash and cash equivalents, leading its independent auditor to issue a going-concern opinion, indicating substantial doubt about its ability to continue operations.

Analyst Insight

Investors should avoid LAMY given its lack of revenue, significant net losses, and the auditor's going-concern warning. The company's reliance on related party advances for operations without a clear path to sustainable revenue makes it a highly speculative and risky investment.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$0

total Debt

$35,314

net Income

$(31,814)

eps

$(0.00)

gross Margin

N/A

cash Position

$0

revenue Growth

-100.0%

Revenue Breakdown

Key Numbers

• $0 — Revenue (for three months ended August 31, 2025, down from $3,750 in 2024)
• $(31,814) — Net Loss (for three months ended August 31, 2025, increased from $(3,911) in 2024)
• $(63,584) — Accumulated Deficit (as of August 31, 2025)
• $0 — Cash & Cash Equivalents (as of August 31, 2025)
• $35,314 — Total Current Liabilities (as of August 31, 2025, primarily due to related parties)
• 7,777,000 — Common Shares Outstanding (as of August 31, 2025)
• 64.29% — Voting Control Acquired (by Zhang Shengwu on December 6, 2024)
• $20,750 — Professional Fees (incurred for three months ended August 31, 2025)
• $7,500 — OTC Markets Fees (incurred for three months ended August 31, 2025)

Key Players & Entities

• LAMY (company) — registrant
• Zhang Shengwu (person) — Sole Director and Officer, acquired 64.29% of common stock
• Dwight Witmer (person) — prior management, sold 5,000,000 shares
• Stephen Townsend (person) — prior management, sold 250,000 shares
• Boladale Lawal & Co (Chartered Accountants) (company) — independent registered public accounting firm
• Smarty Pants, LLC (company) — third party owed a note payable
• U.S. Securities and Exchange Commission (regulator) — filing oversight

FAQ

Risk Factors

• Going Concern Opinion [high — financial]: The independent auditor has issued a going-concern opinion, indicating substantial doubt about LAMY's ability to continue as an ongoing business for the next twelve months. The company has $0 cash and relies on related party advances totaling $35,314.
• Lack of Revenue and High Operating Costs [high — financial]: Revenue was $0 for the three months ended August 31, 2025, a significant decrease from $3,750 in the prior year. Operating expenses surged to $31,814 from $8,092, driven by new fees, leading to a net loss of $31,814.
• Accumulated Deficit [high — financial]: The company has an accumulated deficit of $63,584 as of August 31, 2025. This indicates that cumulative losses have exceeded cumulative profits since inception.
• Development Stage Company [medium — operational]: LAMY is a development-stage corporation with limited operations and no assurance of generating significant future revenues. The business plan is focused on a video game for financial education.
• Dependence on Related Party Advances [medium — financial]: The company has no cash and relies entirely on advances from related parties, totaling $35,314 as of August 31, 2025. This creates a dependency and potential repayment risk.
• OTC Markets Fees [low — regulatory]: The company incurred $7,500 in OTC Markets Fees during the three months ended August 31, 2025. Continued listing on OTC markets requires compliance with their rules and fee structures.

Industry Context

LAMY operates in the financial education sector, aiming to leverage a video game platform. This industry is increasingly digital, with a growing demand for engaging and accessible learning tools. However, it is also competitive, with many established players and new entrants vying for user attention and investment.

Regulatory Implications

As a development-stage company with a going-concern opinion, LAMY faces scrutiny regarding its financial stability and future viability. Compliance with OTC Markets listing requirements and potential future regulatory oversight related to its financial education platform are also considerations.

What Investors Should Do

1. Monitor future funding rounds closely, as the company's survival depends on securing additional capital.
2. Evaluate the progress of the video game development and marketing strategy, as this is the core of the company's revenue generation plan.
3. Assess the impact of the change in control on operational execution and strategic direction, despite assurances that the business plan remains unchanged.
4. Consider the significant increase in operating expenses, particularly professional and OTC Markets fees, and their sustainability.

Key Dates

• 2024-12-06: Change of Control — Zhang Shengwu acquired 64.29% of common stock and became Sole Director and Officer, though the business plan remains unchanged.
• 2025-08-31: End of Q3 Fiscal Year — Reported $0 revenue and a net loss of $31,814, with operating expenses significantly increasing due to new fees.

Glossary

Development-stage corporation

A company that has a plan or program to commence a business that has not yet established a profit-earning business. It has not yet had any significant revenue or operations. (LAMY is in this stage, indicating it is pre-revenue and focused on developing its business model.)

Going-concern opinion

An auditor's opinion that there is substantial doubt about a company's ability to continue operating for the next 12 months. (LAMY's auditor issued this opinion, highlighting significant financial distress and uncertainty about its future.)

Accumulated Deficit

The total cumulative net losses of a company since its inception, minus any cumulative net income. (LAMY has an accumulated deficit of $63,584, indicating its expenses have consistently exceeded its revenues.)

Advances from related parties

Funds provided to the company by individuals or entities that have a close relationship with the company, such as officers, directors, or major shareholders. (LAMY relies on these advances for its operations, totaling $28,250, and also has $7,064 due to a related party.)

OTC Markets Fees

Fees charged by OTC Markets Group for listing and trading services on their platforms. (These fees represent a new operating expense for LAMY, amounting to $7,500 for the quarter.)

Professional Fees

Fees paid to external professionals such as lawyers, accountants, or consultants. (LAMY incurred significant professional fees of $20,750 in the quarter, contributing to the rise in operating expenses.)

Year-Over-Year Comparison

Compared to the three months ended August 31, 2024, LAMY has experienced a dramatic downturn. Revenue has fallen from $3,750 to $0, and the net loss has widened significantly from $3,911 to $31,814. Operating expenses have more than tripled, driven by new fees such as OTC Markets Fees ($7,500) and Professional Fees ($20,750), while depreciation and interest expenses have decreased.

Key Financial Figures

• $0.0001 — ,000,000 shares of its common stock at $0.0001 per share for total proceeds of $ 500 .
• $0.01 — ts common stock at an offering price of $0.01 per share for total proceeds of $ 25,27
• $3,750 — nil (unaudited) in revenue, compared to $3,750 (unaudited) in revenue during the three
• $31,814 — 2025, we reported operating expenses of $31,814 (unaudited), resulting in a net loss of
• $8,092 — 2024, we reported operating expenses of $8,092 (unaudited) and other income of $431 (u
• $431 — $8,092 (unaudited) and other income of $431 (unaudited), resulting in a net loss of
• $3,911 — (unaudited), resulting in a net loss of $3,911 (unaudited). Liquidity and Capital Res
• $35,314 — st 31, 2025, our total liabilities were $35,314 (unaudited). We require capital with wh
• $3,500 — 2025, operating activities used cash of $3,500 (unaudited), compared to the three mont
• $3,676 — 1, 2024, when operating activities used $3,676 (unaudited) of cash. Cash Flows from I

Filing Documents

• lamy_i10q-083125.htm (10-Q) — 244KB
• lamy_ex3101.htm (EX-31.1) — 8KB
• lamy_ex3102.htm (EX-31.2) — 8KB
• lamy_ex3201.htm (EX-32.1) — 4KB
• 0001683168-25-008482.txt ( ) — 1990KB
• lamy-20250831.xsd (EX-101.SCH) — 19KB
• lamy-20250831_cal.xml (EX-101.CAL) — 36KB
• lamy-20250831_def.xml (EX-101.DEF) — 28KB
• lamy-20250831_lab.xml (EX-101.LAB) — 190KB
• lamy-20250831_pre.xml (EX-101.PRE) — 147KB
• lamy_i10q-083125_htm.xml (XML) — 119KB

Financial Statements (Unaudited)

Financial Statements (Unaudited) 3 Condensed Balance Sheets as of August 31, 2025 (Unaudited) and May 31, 2025 (Audited) 4 Condensed Statements of Operations for the three months ended August 31, 2025 and 2024 (Unaudited) 5 6 Condensed Statements of Cash Flows for the three months ended August 31, 2025 and 2024 (Unaudited) 7 Notes to Condensed Financial Statements (Unaudited) 8 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 13 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 14 Item 4.

Controls and Procedures

Controls and Procedures 15 PART II. OTHER INFORMATION 16 Item 1.

Legal Proceedings

Legal Proceedings 16 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 16 Item 3. Defaults Upon Senior Securities 16 Item 4. Mine Safety Disclosures 16 Item 5. Other Information 16 Item 6. Exhibits 16

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

FINANCIAL STATEMENTS (UNAUDITED)

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED) L A M Y UNAUDITED FINANCIAL FOR THE THREE MONTHS ENDED AUGUST 31, 2025 INDEX TO UNAUDITED

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS Balance Sheets as at August 31, 2025 (Unaudited) and May 31, 2025 (Audited) 4 5 6 7 Notes to the Unaudited Financial Statements 8 3 L A M Y BALANCE SHEETS August 31, 2025 May 31, 2025 (Unaudited) (Audited) ASSETS Current Assets Cash & cash equivalents $ – $ – Accounts receivable – – Interest receivable – – Total current assets – – Non-Current assets Intangibles (net) – – Equipment (net) – – Total non-Current assets – – TOTAL ASSETS $ – $ – LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT) Current Liabilities Due to related party $ 7,064 $ – Advances from related parties 28,250 – Total current liabilities 35,314 – Non-Current Liabilities Loans from related parties – – Note payable – related party – – Note payable – others – – Accrued Interest – – Total non-current liabilities – – Total Liabilities 35,314 – Stockholders' Equity (Deficit) Common stock, $ 0.0001 par value, 100,000,000 shares authorized; 7,777,000 & 7,777,000 shares issued and outstanding as of August 31, 2025, and May 31, 2025, respectively 778 778 Additional Paid-In-Capital 27,492 30,992 Accumulated Deficit ( 63,584 ) ( 31,770 ) Total Stockholders' equity (deficit) ( 35,314 ) – TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ – $ – The accompanying notes are an integral part of these unaudited financial statements. 4 L A M Y (UNAUDITED) Three Months Ended August 31, 2025 Three Months Ended August 31, 2024 Revenue $ – $ 3,750 Cost of Revenue – – Gross Profit – 3,750 Operating Expenses Advertising and Promotion 2,996 – Depre

financial statements

financial statements. 9 Fixed Assets Fixed assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any subsidy/reimbursement/contribution received for installation and acquisition of any fixed assets is shown as deduction in the year of receipt. Capital work- in progress is stated at cost. Subsequent expenditure related to an item of fixed assets is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-day repairs and maintenance expenditure and cost of replacing parts, are charged to the Statement of Profit and Loss for the period during which such expenses are incurred. Gains or losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the assets derecognized. The Company utilizes straight-line depreciation over the estimated useful life of the asset. Office Equipment – 3 years Earnings per Share ASC No. 260, "Earnings Per Share", specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. The Company has adopted the provisions of ASC No. 260. Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company. NOTE 4 – EQUIPMENT (NET) Company acquired equipment as on May 25, 2022, for $ 15,100 . The Company depreciates its property using straight-line depreciation over the estimated useful life of 3 years. For the three mont

Management's

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations We are a development-stage corporation with limited operations and no revenues from our business operations. Our independent auditor has issued a going-concern opinion. This means that our independent auditor believes there is substantial doubt that we can continue as an on-going business for the next twelve months. We do not anticipate that we will generate significant revenues, until we have obtained sufficient funds to initiate a marketing program, of which there is no assurance. Recent Change in Control On December 6, 2024, the Company underwent a change of ownership, whereby, pursuant to two separate stock purchase agreements (the "Change-in-Control Agreements"), Zhang Shengwu acquired a total of 5,250,000 shares of the Company's common stock (the "Acquired Shares"), 5,000,000 of the Acquired Shares from Dwight Witmer and 250,000 of the Acquired Shares from Stephen Townsend. The Acquired Shares represent approximately 64.29% of the outstanding shares of the Company's common stock and constitute voting control of the Company. Zhang Shengwu was appointed the Sole Director and Officer of the Company, in connection with such change-in-control transaction. There was not a change in the business plan of our company associated with the change in control. Results of Operation Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation. We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities. Three Months Ended August 31, 2025 and 2024 . During the three months ended August 31, 2025, we generate

Quantitative and Qualitative Disclosures

Item 3. Quantitative and Qualitative Disclosures About Market Risk. As a "smaller reporting company" as defined by Item 10 o

View Full Filing

View this 10-Q filing on SEC EDGAR