NFiniTi's Losses Mount Post-Acquisition Amid Going Concern Doubts

TL;DR

**NFTN is a pre-revenue shell company with massive dilution and a going concern warning; avoid at all costs.**

AI Summary

NFiniTi Inc. (NFTN) reported no revenue for the three and nine months ended July 31, 2025, continuing its pre-revenue status. The company's net loss for the three months ended July 31, 2025, was $73,111, a significant increase from $2,675 in the prior-year period. For the nine months ended July 31, 2025, the net loss was $102,933, up from $18,667 in the same period last year. Operating expenses surged to $73,077 for the quarter, compared to $2,675 previously, primarily due to the reverse acquisition of Artisan Beverages Inc. on February 13, 2025. This acquisition, which made Artisan Beverages the principal business, involved the issuance of 15,788,578,500 shares of common stock, pending a reverse stock split. The company's cash position improved to $23,999 as of July 31, 2025, from $0 at October 31, 2024, largely due to financing activities, including proceeds from convertible notes totaling $235,000. However, NFTN faces substantial doubt about its ability to continue as a going concern, with an accumulated deficit of $318,794 and a working capital deficit of $680,511 as of July 31, 2025. The company continues to rely on loans from its president and shareholders for operating capital, with $150,908 owed to CEO Brian Johnston and $6,744 to Director Michael Noble.

Why It Matters

NFiniTi's 10-Q reveals a company in a precarious 'exploration stage' with no revenue, despite acquiring Artisan Beverages, an alcoholic beverage company with exclusive TGI Fridays licensing. This lack of revenue generation, coupled with a substantial working capital deficit of $680,511 and reliance on related-party loans, signals high risk for investors. The competitive landscape for ready-to-drink cocktails is fierce, and NFTN's inability to generate sales post-acquisition raises questions about its operational viability and market penetration strategy. Employees and customers of Artisan Beverages might face uncertainty if NFiniTi cannot secure sufficient funding to execute its business plan and transition from an 'exploration stage' to a revenue-generating entity.

Risk Assessment

Risk Level: high — NFiniTi Inc. has an accumulated deficit of $318,794 and a working capital deficit of $680,511 as of July 31, 2025, indicating severe financial distress. The company explicitly states 'substantial doubt about the Company's ability to continue as a going concern' and has generated no revenue since inception, relying heavily on related-party loans for operating capital.

Analyst Insight

Investors should exercise extreme caution and avoid NFTN shares given the explicit going concern warning, lack of revenue, and significant accumulated deficit. The recent acquisition and massive share issuance without corresponding revenue generation suggest high dilution risk and an unproven business model.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$143,622,923

total Debt

$704,510

net Income

$-73,111

eps

$-0.00

gross Margin

N/A

cash Position

$23,999

revenue Growth

N/A

Key Numbers

• $0 — Revenue (for the three and nine months ended July 31, 2025, indicating no operational sales)
• $73,111 — Net Loss (for the three months ended July 31, 2025, a significant increase from $2,675 in the prior year)
• $102,933 — Net Loss (for the nine months ended July 31, 2025, up from $18,667 in the prior year)
• $318,794 — Accumulated Deficit (as of July 31, 2025, highlighting historical losses)
• $680,511 — Working Capital Deficit (as of July 31, 2025, indicating liquidity issues)
• $23,999 — Cash (as of July 31, 2025, up from $0 at October 31, 2024, but insufficient for future operations)
• 15,908,578,500 — Shares Outstanding (as of September 9, 2025, including 15,788,578,500 contingently issuable shares from the Artisan Beverages acquisition, indicating massive dilution)
• $235,000 — Convertible Note - Unrelated (current liability as of July 31, 2025, representing new debt financing)
• $150,908 — Loans Payable - Related Party (owed to CEO Brian Johnston as of July 31, 2025)

Key Players & Entities

• NFiniTi Inc. (company) — registrant
• Artisan Beverages Inc. (company) — acquired company, principal business
• Michael Noble (person) — current Director and former president, owed $6,744
• Brian Johnston (person) — current Director and CEO, owed $150,908 in loans and $68,762 in fees/expenses
• SEC (regulator) — Securities and Exchange Commission
• Nevada (regulator) — state of incorporation
• TGI Fridays (company) — brand licensed by Artisan Beverages

FAQ

Risk Factors

• Going Concern Uncertainty [high — financial]: NFiniTi Inc. faces substantial doubt about its ability to continue as a going concern due to a significant accumulated deficit of $318,794 and a working capital deficit of $680,511 as of July 31, 2025. The company's reliance on loans from its president and shareholders for operating capital, with $150,908 owed to CEO Brian Johnston and $6,744 to Director Michael Noble, further exacerbates this risk.
• Pre-Revenue Status and Increasing Losses [high — financial]: The company reported no revenue for the three and nine months ended July 31, 2025. Net losses have significantly increased, with the three-month loss at $73,111 (up from $2,675 year-over-year) and the nine-month loss at $102,933 (up from $18,667 year-over-year). This indicates a lack of operational sales and a worsening financial performance.
• Reverse Acquisition Impact [medium — operational]: The reverse acquisition of Artisan Beverages Inc. on February 13, 2025, has led to a substantial increase in operating expenses to $73,077 for the quarter, compared to $2,675 in the prior year. This acquisition involved the issuance of 15,788,578,500 shares, pending a reverse stock split, which introduces complexity and potential integration challenges.
• Dilution from Contingent Shares [high — financial]: As of September 9, 2025, the company has 15,908,578,500 shares outstanding, including 15,788,578,500 contingently issuable shares from the Artisan Beverages acquisition. This massive number of shares, pending a reverse stock split, points to significant potential dilution for existing shareholders.
• Dependence on Related Party Financing [medium — financial]: NFiniTi Inc. continues to rely on loans from its president and shareholders for operating capital. As of July 31, 2025, $150,908 is owed to CEO Brian Johnston and $6,744 to Director Michael Noble. This dependence creates a risk if these individuals are unable or unwilling to continue providing financial support.
• Increasing Debt Load [medium — financial]: The company has taken on new debt financing, including $235,000 from a convertible note - unrelated, as of July 31, 2025. Total current liabilities have increased to $704,510 from $156,439 in the prior year, indicating a growing debt burden.

Industry Context

NFiniTi Inc. operates in a highly competitive landscape, likely within the beverage or related sectors given the acquisition of Artisan Beverages Inc. The pre-revenue status and significant losses suggest the company is in an early-stage development or turnaround phase. Success hinges on achieving market traction and generating revenue, which is a common challenge for companies in this phase, especially against established players.

Regulatory Implications

As a publicly traded company, NFiniTi Inc. is subject to SEC regulations and reporting requirements. The disclosure of substantial doubt about its going concern status is a critical regulatory requirement. Failure to address these financial challenges could lead to delisting or further regulatory scrutiny.

What Investors Should Do

1. Monitor the company's ability to secure new financing or generate revenue.
2. Analyze the impact of the pending reverse stock split.
3. Evaluate the strategic direction post-Artisan Beverages acquisition.
4. Assess the terms and repayment plans for related party loans.

Key Dates

• 2025-02-13: Reverse acquisition of Artisan Beverages Inc. — This event significantly altered the company's structure and led to a surge in operating expenses and share count, making Artisan Beverages the principal business.
• 2025-07-31: End of the third quarter and nine months reporting period — Reported zero revenue, significant net losses, and a substantial working capital deficit, highlighting ongoing financial challenges and the going concern issue.
• 2024-10-31: End of the prior fiscal year — Company had $0 cash and a much smaller accumulated deficit, providing a baseline for the significant changes in the current reporting period.

Glossary

Reverse Acquisition

A transaction where a private company (Artisan Beverages Inc.) acquires a public company (NFiniTi Inc.) by issuing its shares to the shareholders of the public company. Effectively, the private company becomes the acquirer, and the public company becomes the acquired entity, but the public company's legal shell is used. (This is the core event driving the significant changes in NFiniTi's financial statements, including share structure and expenses.)

Going Concern

An accounting assumption that a business will continue to operate for the foreseeable future. If there is substantial doubt about this, it must be disclosed. (NFiniTi Inc. faces substantial doubt about its ability to continue as a going concern, indicating significant financial distress.)

Accumulated Deficit

The cumulative net losses of a company since its inception, less any net gains. It represents a negative retained earnings balance. (NFiniTi's accumulated deficit of $318,794 highlights its history of unprofitability.)

Working Capital Deficit

Occurs when a company's current liabilities exceed its current assets, indicating a short-term liquidity problem. (NFiniTi's working capital deficit of $680,511 signals an inability to meet its short-term obligations.)

Contingently Issuable Shares

Shares that may be issued in the future if certain conditions are met. These are not yet outstanding but are disclosed due to their potential impact on ownership. (A large number of these shares (15,788,578,500) are tied to the Artisan Beverages acquisition, indicating massive potential dilution.)

Year-Over-Year Comparison

Compared to the prior year, NFiniTi Inc. has seen a dramatic increase in net losses, with the three-month loss growing from $2,675 to $73,111 and the nine-month loss from $18,667 to $102,933. Operating expenses have surged due to the reverse acquisition, and while cash has increased from $0 to $23,999, it remains insufficient. The company's financial position has deteriorated significantly, marked by a growing accumulated deficit and a substantial working capital deficit, intensifying going concern doubts.

Key Financial Figures

• $73,077 — 024. We incurred operating expenses of $73,077 and $2,675 for the three-month periods
• $2,675 — urred operating expenses of $73,077 and $2,675 for the three-month periods ended July
• $73,111 — months ended July 31, 2025 and 2024 was $73,111 and $2,675, respectively. We incurred
• $102,916 — ely. We incurred operating expenses of $102,916 and $18,667 for the nine-month periods
• $18,667 — rred operating expenses of $102,916 and $18,667 for the nine-month periods ended July 3
• $102,933 — months ended July 31, 2025 and 2024 was $102,933 and $18,667, respectively. Liquidity a
• $23,999 — Our cash balance at July 31, 2025 was $23,999, with $108,327 in accounts payable, $14
• $108,327 — ance at July 31, 2025 was $23,999, with $108,327 in accounts payable, $140,482 in loans
• $140,482 — 999, with $108,327 in accounts payable, $140,482 in loans payable to shareholders, and $
• $6,744 — 2 in loans payable to shareholders, and $6,744 in loans payable to the Company's forme
• $150,908 — ny also owes current CEO Brian Johnston $150,908. If we experience a shortage of funds i
• $7,599 — t cash used in operating activities was $7,599 and $20,199 during the nine months ende
• $20,199 — in operating activities was $7,599 and $20,199 during the nine months ended July 31, 2
• $194,404 — t cash used in investing activities was $194,404 and $0 during the nine months ended Jul
• $0 — n investing activities was $194,404 and $0 during the nine months ended July 31, 2

Filing Documents

• nftn_10q.htm (10-Q) — 366KB
• nftn_exa312.htm (EX-3.12) — 2KB
• nftn_ex313.htm (EX-3.13) — 2KB
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• nftn_ex41.htm (EX-4.1) — 6KB
• nftn_ex42.htm (EX-4.2) — 6KB
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• 0001477932-25-007207.txt ( ) — 8807KB
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• nftn-20250731_pre.xml (EX-101.PRE) — 84KB
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• nftn_10q_htm.xml (XML) — 108KB

FINANCIAL INFORMATION

ITEM 1. FINANCIAL INFORMATION Page

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION Item 1. Condensed Financial Statements 2 Item 2.

Management's Discussion and Analysis or Plan of Operation

Management's Discussion and Analysis or Plan of Operation 11 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 12 Item 4.

Controls and Procedures

Controls and Procedures 12

– OTHER INFORMATION

PART II – OTHER INFORMATION Item 1.

Legal Proceedings

Legal Proceedings 13 Item 1a.

Risk Factors

Risk Factors 13 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 13 Item 3. Defaults Upon Senior Securities 13 Item 4. Mine Safety Disclosures 13 Item 5. Other Information 13 Item 6. Exhibits 14 2 Table of Contents NFiniTi inc. Balance Sheets As of As of July 31, 2025 October 31, 2024 (Unaudited) (Audited) ASSETS Current Assets Cash $ 23,999 $ - Total Current Assets 23,999 Non-Current Assets Convertible Note Investment 195,000 Goodwill 143,403,924 Non-Current Assets 143,598,924 Total Assets $ 143,622,923 $ - LIABILITIES & STOCKHOLDERS' DEFICIT Current Liabilities Accounts Payable $ 14,601 $ 8,571 Related Party Payable 88,762 Loans Payable - Shareholders 140,482 140,482 Loans Payable - Unrelated 67,643 643 Loan Payable - Related Party 158,058 6,744 Convertible Note - Unrelated 235,000 Total Current Liabilities 704,510 156,439 Commitments and Contingencies Stockholders' Deficit Common stock, $ 0.001 par value, 450,000,000 shares authorized; 15,908,578,500 shares issued and outstanding as of July 31, 2025 (including 15,788,578,500 shares contingently issuable pending completion of the rollback); 120,000,000 shares issued and outstanding as of October 31, 2024. $ 15,908,579 $ 120,000 Additional Paid-In Capital 127,328,628 ( 60,000 ) Accumulated deficit ( 318,794 ) ( 216,439 ) Total Stockholders' Equity 142,918,413 ( 156,439 ) Total Liabilities & Stockholders' Deficit $ 143,622,923 $ - The Accompanying Notes are an Integral Part of These Unaudited Condensed Financial Statements 3 Table of Contents NFiniTi inc. Three Months Three Months Nine Months Nine Months ended ended ended ended July 31, 2025 July 31, 2024 July 31, 2025 July 31, 2024 Revenues $ - $ - - $ - Expenses Operating Expenses 73,077 2,675 102,916 18,667 Fina

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Forward Looking Statements

Forward Looking Statements This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions. Results of Operations We generated no revenue for the three or nine month periods ended July 31, 2025 and 2024. We incurred operating expenses of $73,077 and $2,675 for the three-month periods ended July 31, 2025 and 2024, respectively. The operating expenses were comprised of professional fees. The decrease was due to fewer professional fees. Our net loss for the three months ended July 31, 2025 and 2024 was $73,111 and $2,675, respectively. We incurred operating expenses of $102,916 and $18,667 for the nine-month periods ended July 31, 2025 and 2024, respectively. The operating expenses were comprised of professional fees. The increase was due to additional professional fees. Our net loss for the nine months ended July 31, 2025 and 2024 was $102,933 and $18,667, respectively. Liquidity and Capital Resources Our cash balance at July 31, 2025 was $23,999, with $108,327 in accounts payable, $140,482 in loans payable to shareholders, and $6,744 in loans payable to the Company's former CEO and director, Michael Noble. The Company also owes current CEO Brian Johnston $150,908. If we experience a shortage of funds in the next twelve months, we may utilize additional funds from Mr. Noble, and Mr. Johnston, who have agreed to advance funds for operations, however they have no formal commitment, arr

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. Not required under Rule 12b-2 of the Securities Exchange Act of 1934 for "smaller reporting companies."

CONTROLS AND PROCEDURES

ITEM 4. CONTROLS AND PROCEDURES. Evaluation of Disclosure Controls and Procedures Management maintains "disclosure controls and procedures," as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and comm

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