HUMBL's Q3 Loss Widens to $17M Amid Asset Sale, No Revenue

TL;DR

**HUMBL is a speculative bet, with zero revenue and a massive loss on a new investment, making it a high-risk play for traders.**

AI Summary

HUMBL, Inc. (RWAX) reported a net loss of $7,823,409 for the nine months ended September 30, 2025, a significant increase from the $5,235,634 net loss in the prior year, primarily driven by a substantial loss on investment in WSCG HoldCo of $13,303,179. The company generated no revenue for both the nine and three months ended September 30, 2025 and 2024. Total assets decreased from $23,222,903 at December 31, 2024, to $21,234,971 at September 30, 2025, largely due to the sale of HUMBL.com assets. Liabilities saw a substantial reduction from $26,686,146 to $3,669,272, mainly from the settlement of the $20,000,000 liability for stock to be issued for the FinCapital acquisition. Stockholders' equity improved from a deficit of $3,463,243 to a positive $17,565,699. Key operational changes include the sale of all HUMBL.com assets to WSCG, Inc. on February 27, 2025, and the acquisition of mineral assets valued at $20,000,000 on December 2, 2024. The company continues to face challenges with significant operating losses and reliance on non-operating activities for financial adjustments.

Why It Matters

For investors, HUMBL's continued lack of revenue and widening net loss of $17,076,996 for the three months ended September 30, 2025, signals severe operational challenges and a highly speculative investment. The sale of HUMBL.com assets and the shift to mineral assets, while reducing liabilities by over $23 million, represents a complete pivot that fundamentally changes the company's business model and competitive landscape. Employees and customers of the former HUMBL.com operations are directly impacted by the asset sale, indicating a significant restructuring. The broader market should view this as a cautionary tale of a company struggling to find a viable business model, with its stock trading on the OTC Pink market reflecting its high-risk profile.

Risk Assessment

Risk Level: high — The company reported zero revenue for both the nine and three months ended September 30, 2025, and a net loss of $17,076,996 for the three months ended September 30, 2025. A significant loss on investment in WSCG HoldCo of $13,303,179 further highlights the high-risk nature of its new ventures and lack of sustainable income.

Analyst Insight

Investors should exercise extreme caution and consider divesting, given the company's zero revenue, widening losses, and a complete business model pivot to mineral assets. The substantial loss on the WSCG HoldCo investment suggests significant capital impairment in its new strategic direction.

Financial Highlights

debt To Equity

0.21

revenue

$0

operating Margin

N/A

total Assets

$21,234,971

total Debt

$3,669,272

net Income

$(7,823,409)

eps

N/A

gross Margin

N/A

cash Position

N/A

revenue Growth

N/A

Revenue Breakdown

Key Numbers

• $0 — Revenue (No revenue for nine and three months ended September 30, 2025 and 2024)
• $(7,823,409) — Net Loss (9 months) (Increased from $(5,235,634) in prior year)
• $(17,076,996) — Net Loss (3 months) (Increased from $(2,330,970) in prior year)
• $(13,303,179) — Loss on investment in WSCG HoldCo (Major contributor to net loss for the nine months ended September 30, 2025)
• $21,234,971 — Total Assets (Decreased from $23,222,903 at December 31, 2024)
• $3,669,272 — Total Liabilities (Significantly decreased from $26,686,146 at December 31, 2024)
• $17,565,699 — Total Stockholders' Equity (Improved from a deficit of $(3,463,243) at December 31, 2024)
• 50,462,426,743 — Common Stock Outstanding (As of November 14, 2025, indicating significant dilution)
• $20,000,000 — Minerals Asset Value (Acquired on December 2, 2024, representing a new business focus)
• $20,000,000 — Liability for FinCapital acquisition (Settled during the period, reducing total liabilities)

Key Players & Entities

• HUMBL, Inc. (company) — Registrant
• WSCG, Inc. (company) — Acquirer of HUMBL.com assets
• WSCG HoldCo (company) — Investee with significant loss
• FinCapital (company) — Acquisition target with settled liability
• Brian Foote (person) — President and CEO of HUMBL, Inc.
• Henry Boucher (person) — Former CEO of HUMBL, Inc.
• Thiago Moura (person) — Related party in settlement
• SEC (regulator) — Securities and Exchange Commission
• FINRA (regulator) — Financial Industry Regulatory Authority
• BRU (company) — Party in settlement for accrued expenses

FAQ

Risk Factors

• Significant Operating Losses [high — financial]: The company reported a net loss of $7,823,409 for the nine months ended September 30, 2025, an increase from the prior year's loss of $5,235,634. This trend, coupled with zero revenue generation, indicates a substantial ongoing operational deficit.
• Dependence on Non-Operating Activities [high — financial]: The significant improvement in stockholders' equity from a deficit of $3,463,243 to $17,565,699 was primarily driven by the settlement of a $20,000,000 liability, not by operational revenue. This highlights reliance on financial restructuring over business performance.
• Asset Sale and Business Shift [medium — operational]: The sale of HUMBL.com assets and the acquisition of mineral assets represent a significant strategic shift. The success of this new venture is unproven, and the company has generated no revenue from these activities in the reported periods.
• Loss on Investment [high — financial]: A substantial loss of $13,303,179 on the investment in WSCG HoldCo was a primary driver of the net loss for the nine months ended September 30, 2025. This indicates significant volatility and risk in the company's investment activities.
• Dilution from Common Stock Outstanding [medium — financial]: The company has 50,462,426,743 shares of common stock outstanding as of November 14, 2025. This extremely high number suggests potential for significant dilution for existing shareholders.
• Mine Safety Disclosures [low — regulatory]: As the company has acquired mineral assets, it is now subject to mine safety regulations. Any non-compliance or incidents could lead to significant fines, operational disruptions, and reputational damage.

Industry Context

HUMBL, Inc. appears to be undergoing a significant transformation, shifting from a digital platform focus (HUMBL.com) to mineral assets. The digital platform space is highly competitive, requiring substantial marketing and development investment. The mining industry, conversely, is capital-intensive and subject to commodity price volatility and extensive regulatory oversight.

Regulatory Implications

The acquisition of mineral assets exposes HUMBL, Inc. to new regulatory frameworks, including mine safety regulations. Failure to comply with these regulations could result in penalties, operational shutdowns, and reputational damage. The company's history of financial losses may also attract scrutiny from securities regulators.

What Investors Should Do

1. Monitor revenue generation from new mineral assets.
2. Analyze the sustainability of the improved equity position.
3. Evaluate the impact of the large number of outstanding shares.
4. Assess the risks associated with the WSCG HoldCo investment.

Key Dates

• 2024-12-02: Acquisition of Mineral Assets — Marks a strategic pivot into the mining sector, valued at $20,000,000.
• 2025-02-27: Sale of HUMBL.com Assets — Divestiture of a previous business line, impacting asset base and operational focus.
• 2025-09-30: End of Nine-Month Reporting Period — Period during which a net loss of $7,823,409 was incurred with no revenue.

Glossary

WSCG HoldCo

A holding company in which HUMBL, Inc. has an investment. (A significant loss on this investment contributed heavily to the company's net loss.)

Stockholders' Equity (Deficit)

The amount by which a company's liabilities exceed its assets, resulting in a negative equity position. (The company improved from a deficit to a positive equity position, largely due to liability settlement, not operational performance.)

FinCapital acquisition

An acquisition previously undertaken by HUMBL, Inc. that involved a significant liability for stock issuance. (The settlement of this $20,000,000 liability significantly reduced the company's total liabilities.)

Common Stock Outstanding

The total number of shares of common stock that have been issued by a company and are held by investors. (The extremely high number of shares (50,462,426,743) suggests potential for significant shareholder dilution.)

Year-Over-Year Comparison

HUMBL, Inc. has seen a significant increase in its net loss for the nine months ended September 30, 2025, reaching $(7,823,409) compared to $(5,235,634) in the prior year, despite generating no revenue in either period. Total assets have decreased due to asset sales, while total liabilities have dramatically reduced from $26,686,146 to $3,669,272, primarily from settling a large acquisition-related liability. This has led to a substantial improvement in stockholders' equity from a deficit to a positive $17,565,699, driven by financial restructuring rather than operational growth.

Key Financial Figures

• $0.00001 — ch registered Common Stock, par value $0.00001 per share HMBL OTC Pink Indicate
• $20 million — the direct result of the settlement of $20 million worth of common stock that were to be i

Filing Documents

• form10-q.htm (10-Q) — 2205KB
• ex31-1.htm (EX-31.1) — 18KB
• ex31-2.htm (EX-31.2) — 18KB
• ex32-1.htm (EX-32.1) — 11KB
• 0001493152-25-023386.txt ( ) — 9626KB
• hmbl-20250930.xsd (EX-101.SCH) — 69KB
• hmbl-20250930_cal.xml (EX-101.CAL) — 59KB
• hmbl-20250930_def.xml (EX-101.DEF) — 385KB
• hmbl-20250930_lab.xml (EX-101.LAB) — 533KB
• hmbl-20250930_pre.xml (EX-101.PRE) — 475KB
• form10-q_htm.xml (XML) — 1373KB

Financial Information

Part I. Financial Information 1 Item 1. Condensed Consolidated Financial Statements (Unaudited) 1 Condensed Consolidated Balance Sheets (Unaudited) 2 Condensed Consolidated Statements of Operations (Unaudited) 3 Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) (Unaudited) 4 Condensed Consolidated Statements of Cash Flows (Unaudited) 5 Notes to Condensed Consolidated Financial Statements (Unaudited) 6 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 30 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 35 Item 4.

Controls and Procedures

Controls and Procedures 35

Other Information

Part II. Other Information 36 Item 1.

Legal Proceedings

Legal Proceedings 36 Item 1A.

Risk Factors

Risk Factors 36 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 36 Item 3. Default Upon Senior Securities 36 Item 4. Mine Safety Disclosures 36 Item 5. Other Information 36 Item 6. Exhibits 37

Signatures

Signatures 38 i PART I — FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) SEPTEMBER 30, 2025 Table of Contents Condensed Consolidated Balance Sheets 2 Condensed Consolidated Statements of Operations 3 Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Condensed Consolidated Financial Statements 6 1 HUMBL, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (IN US$) SEPTEMBER 30, 2025 (UNAUDITED) AND DECEMBER 31, 2024 SEPTEMBER 30, DECEMBER 31, 2025 2024 (UNAUDITED) ASSETS Current Assets: Cash $ 5,461 $ 20,487 Investment - WSCG HoldCo 1,229,510 - Current assets of discontinued operations - 2,971,906 Total Current Assets 1,234,971 2,992,393 Non-Current Assets: Minerals 20,000,000 20,000,000 Non-current assets of discontinued operations - 230,510 Total Non-Current Assets 20,000,000 20,230,510 TOTAL ASSETS $ 21,234,971 $ 23,222,903 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) LIABILITIES Current Liabilities: Accounts payable and accrued expenses $ 728,693 $ 2,671,043 Accounts payable - related party 51,570 - Accounts payable 51,570 - Derivative liabilities 768,375 338,986 Liability for stock to be issued - acquisition of FinCapital - 20,000,000 Advances on purchase of assets by WSCG - 1,037,500 Current portion of notes payable - 750,000 Current portion of notes payable - related parties - 385,500 Current portion of notes payable - 385,500 Convertible notes payable - related parties, net of discount 321,830 421,830 Current portion of convertible notes payable, net of discount 1,798,804 1,080,673 Current liabilities of discontinued operations - 614 Total Current Liabilities 3,669,272 26,686,146 Total Liabilities 3,669,272 26,686,146 Commitments and contingency - - STOCKHOLDERS' EQUITY (D

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