My City Builders' Assets Soar 778% on Land Deal, Despite Zero Revenue

Ticker: MYCB · Form: 10-Q · Filed: Dec 15, 2025 · CIK: 1556801

Sentiment: bearish

Topics: Real Estate Development, Microcap, Related Party Transactions, Liquidity Risk, Construction Risk, Asset Acquisition, Promissory Note

TL;DR

**MYCB is a speculative bet on a land deal, with zero revenue and a ticking clock on its $350,000 related-party debt.**

AI Summary

My City Builders, Inc. (MYCB) reported a net loss of $32,137 for the three months ended October 31, 2025, a significant improvement from the $74,485 net loss in the prior-year period, primarily due to the absence of discontinued operations loss. Revenue remained at $0 for both periods. Operating expenses decreased to $32,137 from $37,817, driven by a reduction in professional fees from $37,727 to $30,547. The company's total assets surged from $42,812 on July 31, 2025, to $375,832 on October 31, 2025, largely due to the acquisition of 4 acres of land in Glencoe, Alabama, valued at $350,000. This acquisition was financed by a $350,000 promissory note to a related party, RAC Gadsden, LLC, increasing total liabilities from $38,343 to $403,500. The company plans to construct up to 25 multi-family units on this property, starting with an 8-unit duplex development. A key risk is the default clause on the promissory note, requiring construction to begin within one year or face immediate repayment or property return. Cash decreased slightly from $2,189 to $2,099 during the quarter.

Why It Matters

This filing reveals My City Builders, Inc. is undergoing a significant strategic pivot, shifting from a prior focus on real estate acquisition and low-income housing development through subsidiaries to direct land ownership for multi-family unit construction. For investors, the 778% increase in total assets to $375,832, driven by the $350,000 land acquisition, signals a potential for future revenue generation, but the zero revenue and reliance on related-party financing introduce substantial risk. Employees and customers of the former RAC Real Estate Acquisition Corp. are directly impacted by its sale, while the new Glencoe, Alabama project could create local jobs and housing. The competitive landscape for multi-family development is intense, and MYCB's ability to execute on its construction plans will be critical, especially given the tight one-year construction start deadline on its $350,000 promissory note.

Risk Assessment

Risk Level: high — The company reported $0 revenue for the three months ended October 31, 2025, and has an accumulated deficit of $4,925,469. A significant risk is the $350,000 promissory note for the Glencoe, Alabama land, which requires construction to begin within one year of October 31, 2025, or the entire principal and interest become immediately due, or the property must be returned, posing a severe liquidity and operational threat.

Analyst Insight

Investors should approach MYCB with extreme caution, recognizing it as a highly speculative investment. Monitor closely for any announcements regarding the commencement of construction on the Glencoe, Alabama property before October 31, 2026, as failure to do so could trigger a default on the $350,000 promissory note and severely impact the company's viability.

Financial Highlights

debt To Equity
N/A
revenue
$0
operating Margin
N/A
total Assets
$375,832
total Debt
$403,500
net Income
$-32,137
eps
$-0.00
gross Margin
N/A
cash Position
$2,099
revenue Growth
0.0%

Key Numbers

Key Players & Entities

FAQ

What is My City Builders, Inc.'s current business strategy?

My City Builders, Inc. is now focused on real estate development, specifically planning to construct up to 25 multi-family units in three phases on 4 acres of land acquired in Glencoe, Alabama, starting with an 8-unit duplex development.

How did My City Builders, Inc.'s net loss change in the recent quarter?

My City Builders, Inc. reported a net loss of $32,137 for the three months ended October 31, 2025, which is an improvement from the $74,485 net loss reported for the same period in 2024, primarily due to the absence of discontinued operations loss.

What significant asset acquisition did My City Builders, Inc. make?

On October 31, 2025, My City Builders, Inc. acquired 4 acres of land in Glencoe, Alabama, valued at $350,000, in exchange for a secured promissory note with RAC Gadsden, LLC.

What are the terms of the promissory note for the land acquisition?

The $350,000 promissory note has a 3-year term, carries a 9.5% annual interest rate, with principal and interest due on October 30, 2028. A critical term is that construction on the property must begin within one year of October 31, 2025, to avoid default.

What is the risk associated with the Glencoe, Alabama land acquisition for My City Builders, Inc.?

The primary risk is the default clause on the $350,000 promissory note. If construction of the duplex development does not begin within one year of October 31, 2025, the entire principal balance and accrued interest could become immediately due, or the company may be required to return ownership of the property.

How much cash does My City Builders, Inc. have?

As of October 31, 2025, My City Builders, Inc. had a cash balance of $2,099, a slight decrease from $2,189 at July 31, 2025.

What was the impact of the sale of subsidiaries on My City Builders, Inc.?

On July 8, 2025, My City Builders, Inc. sold 100% of RAC Real Estate Acquisition Corp. for $2,374,896, recognizing a loss on sale of subsidiaries of $230,730 during the year ended July 31, 2025. This also eliminated the loss from discontinued operations seen in the prior year.

Who are the key related parties involved in My City Builders, Inc.'s recent transactions?

Key related parties include RAC Merger LLC, which owns 98.5% of My City Builders, Inc. and acquired RAC Real Estate Acquisition Corp., and RAC Gadsden, LLC, which is wholly owned by RAC Real Estate Acquisition Corp. and is the lender for the $350,000 promissory note.

What is My City Builders, Inc.'s accumulated deficit?

As of October 31, 2025, My City Builders, Inc. had an accumulated deficit of $4,925,469, indicating significant historical losses.

What should investors consider regarding My City Builders, Inc.'s future outlook?

Investors should consider the company's ability to secure financing and commence construction on the Glencoe, Alabama property within the one-year deadline, as well as its capacity to generate revenue from the planned multi-family units, given its current zero revenue and high accumulated deficit.

Risk Factors

Industry Context

The real estate development sector, particularly multi-family housing, is influenced by interest rates, construction costs, and local market demand. Companies like My City Builders, Inc. often face challenges in securing financing and managing project timelines. The current environment may present opportunities for acquiring land at potentially lower valuations, but also carries risks related to development execution and market absorption.

Regulatory Implications

My City Builders, Inc. must adhere to local zoning laws, building codes, and environmental regulations for its planned construction in Glencoe, Alabama. Failure to comply could lead to delays, fines, or project cancellation. Additionally, the company's financing structure, particularly the related-party note, may be subject to scrutiny regarding fair lending practices and disclosure requirements.

What Investors Should Do

  1. Monitor construction commencement timeline
  2. Evaluate the feasibility of the development plan
  3. Assess the terms and risks of the related-party promissory note

Key Dates

Glossary

Accumulated deficit
The total net losses of a company that have not been offset by net income since its inception. (Indicates My City Builders, Inc. has historically incurred more losses than profits, standing at $4,925,469 as of October 31, 2025.)
Discontinued operations
A segment of a business that a company has disposed of or plans to dispose of, reported separately on the income statement. (The absence of a loss from discontinued operations in the current period ($0 vs. $36,668 in prior year) significantly improved the net loss for My City Builders, Inc.)
Promissory note-related party
A written promise to pay a specific sum of money to a related entity, often with specified interest and repayment terms. (Represents the $350,000 debt incurred by My City Builders, Inc. to RAC Gadsden, LLC for land acquisition, carrying a significant default risk.)
Loss from continuing operations
The net loss incurred from the company's ongoing business activities, excluding any discontinued operations. (My City Builders, Inc. reported a loss of $32,137 from continuing operations for the three months ended October 31, 2025.)

Year-Over-Year Comparison

My City Builders, Inc. reported a net loss of $32,137 for the three months ended October 31, 2025, a significant improvement from the $74,485 net loss in the prior-year period, largely due to the absence of discontinued operations losses. Revenue remained flat at $0 for both periods. Total assets saw a dramatic increase from $42,812 to $375,832, driven by a land acquisition financed by a new $350,000 promissory note to a related party, which also substantially increased total liabilities from $38,343 to $403,500.

Filing Stats: 4,588 words · 18 min read · ~15 pages · Grade level 15.1 · Accepted 2025-12-15 14:00:06

Key Financial Figures

Filing Documents

: Financial Information

Part I: Financial Information Item 1.

Financial Statements

Financial Statements F-1 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 4 Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 11 Item 4.

Controls and Procedures

Controls and Procedures 11

: Other Information

Part II: Other Information Item 1.

Legal Proceedings

Legal Proceedings 12 Item 1A.

Risk Factors

Risk Factors 12 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 12 Item 3. Defaults Upon Senior Securities 12 Item 4. Mine Safety Disclosures 12 Item 5. Other Information 12 Item 6. Exhibits 13 2 Table of Contents

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS This report contains forward-looking statements regarding our business, financial condition, results of operations and prospects. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions or variations of such words are intended to identify forward-looking statements but are not deemed to represent an all-inclusive means of identifying forward-looking statements as denoted in this report. Additionally, statements concerning future matters are forward-looking statements. Although forward-looking statements in this report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, without limitation, those specifically addressed under the headings "Risks Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our annual report on Form 10-K for the year ended July 31, 2025, in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in this Form 10-Q, and information contained in other reports that we file with the SEC. You are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We file reports with the SEC. The SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us. We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the da

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements My City Builders, Inc. Index to Unaudited Interim Condensed Financial Statements October 31, 2025 Page Condensed Balance Sheets as of October 31, 2025, and July 31, 2025 (Unaudited) F-2 Condensed Statements of Operations for the three months ended October 31, 2025, and 2024 (Unaudited) F-3 Condensed Statements of Changes in Stockholders' Equity (Deficit) for the three months ended October 31, 2025, and 2024 (Unaudited) F-4 Condensed Statements of Cash Flows for the three months ended October 31, 2025, and 2024 (Unaudited) F-5 Notes to Unaudited Condensed Financial Statements F-6 F-1 Table of Contents My City Builders, Inc. Condensed Balance Sheets (Unaudited) October 31, July 31, 2025 2025 ASSETS Current Assets Cash $ 2,099 $ 2,189 Prepaid expenses 11,000 5,000 Due from related party 12,733 35,623 Total Current Assets 25,832 42,812 Property and equipment 350,000 - TOTAL ASSETS $ 375,832 $ 42,812 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current Liabilities: Accounts payable and accrued liabilities $ 17,877 $ 2,720 Dividends payable 35,623 35,623 Total Current Liabilities 53,500 38,343 Promissory note-related party 350,000 - TOTAL LIABILITIES 403,500 38,343 Stockholders' Equity (Deficit) Preferred stock: 10,000,000 authorized; $ 0.001 par value - - Series A preferred stock 100,000 designated; $ 0.001 par value 100,000 shares issued and outstanding 100 100 Common stock: 300,000,000 authorized; $ 0.001 par value 16,276,686 shares issued and outstanding at October 31, 2025, and July 31, 2025, respectively 16,277 16,277 Additional paid in capital 4,881,424 4,881,424 Accumulated deficit ( 4,925,469 ) ( 4,893,332 ) Total Stockholders' Equity (Deficit) ( 27,668 ) 4,469 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 375,832 $ 42,812 The accompanying notes are an integral part of these unau

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