Starguide Posts Zero Revenue, Deepens Deficit Amid Going Concern Doubts
Ticker: STRG · Form: 10-Q · Filed: Sep 8, 2025 · CIK: 1803096
| Field | Detail |
|---|---|
| Company | Starguide Group, Inc. (STRG) |
| Form Type | 10-Q |
| Filed Date | Sep 8, 2025 |
| Risk Level | high |
| Pages | 16 |
| Reading Time | 19 min |
| Sentiment | bearish |
Sentiment: bearish
Topics: Going Concern, Zero Revenue, Net Loss, Shareholders' Deficit, Convertible Notes, SaaS Incubator, Microcap
TL;DR
**STRG is a zombie company with no revenue and a massive deficit; avoid at all costs.**
AI Summary
Starguide Group, Inc. (STRG) reported no revenue for the six months ended July 31, 2025, a significant decline from $150 in revenue for the same period in 2024. The company experienced a net loss of $30,941 for the six months ended July 31, 2025, an improvement from a net loss of $39,831 in the prior year period. Operating expenses decreased to $29,452 from $37,992 year-over-year, primarily due to lower general and administrative expenses. Despite the reduced net loss, STRG's current liabilities exceeded current assets by $379,725, and it reported an accumulated deficit of $373,442 and a shareholders' deficit of $378,458 as of July 31, 2025. Cash on hand increased to $884 from $4 at January 31, 2025, largely due to $27,900 in proceeds from convertible notes and $1,650 from related parties. The company's ability to continue as a going concern is dependent on securing additional funding and implementing its business plan, as stated in Note 2.
Why It Matters
Starguide's complete lack of revenue for the latest six-month period, coupled with a substantial shareholders' deficit of $378,458, signals extreme financial distress for investors. The company's reliance on convertible notes and related party funding to maintain minimal cash flow highlights a precarious financial model, making it highly speculative for new investment. For employees and customers of its subsidiary Live Lead Tech Ltd., the going concern uncertainty raises significant questions about job security and service continuity. In the competitive SaaS incubator market, Starguide's inability to generate revenue or secure substantial external funding puts it at a severe disadvantage against better-capitalized rivals.
Risk Assessment
Risk Level: high — The company explicitly states 'substantial doubt about our ability to continue as a going concern' in Note 2. As of July 31, 2025, current liabilities exceeded current assets by $379,725, and the company reported an accumulated deficit of $373,442 and a shareholders' deficit of $378,458. These figures, combined with zero revenue for the six months ended July 31, 2025, provide concrete evidence of severe financial instability.
Analyst Insight
Investors should avoid Starguide Group, Inc. (STRG) given the explicit going concern warning, zero revenue, and significant accumulated deficit. The company's reliance on dilutive convertible notes and related party funding suggests a lack of sustainable operations and high risk of further shareholder value erosion.
Financial Highlights
- debt To Equity
- N/A
- revenue
- $0
- operating Margin
- N/A
- total Assets
- $2,151
- total Debt
- $380,609
- net Income
- $(30,941)
- eps
- N/A
- gross Margin
- N/A
- cash Position
- $884
- revenue Growth
- -100.0%
Key Numbers
- $0 — Revenue (for the six months ended July 31, 2025, down from $150 in 2024)
- $(30,941) — Net Loss (for the six months ended July 31, 2025, an improvement from $(39,831) in 2024)
- $379,725 — Current Liabilities Exceeding Current Assets (as of July 31, 2025, indicating severe liquidity issues)
- $(373,442) — Accumulated Deficit (as of July 31, 2025, reflecting significant historical losses)
- $(378,458) — Total Stockholders' Deficit (as of July 31, 2025, highlighting negative equity)
- $884 — Cash (as of July 31, 2025, up from $4 at January 31, 2025)
- $27,900 — Proceeds from Convertible Notes (for the six months ended July 31, 2025, a primary source of cash)
- 2,868,000 — Common Shares Outstanding (as of August 28, 2025)
Key Players & Entities
- STARGUIDE GROUP, INC. (company) — registrant
- Live Investments Holdings (company) — 80% owned subsidiary
- Live Lead Tech Ltd (company) — 100% owned by Live Investments Holdings Ltd
- U.S. SECURITIES AND EXCHANGE COMMISSION (regulator) — filing recipient
- $379,725 (dollar_amount) — current liabilities exceeding current assets
- $373,442 (dollar_amount) — accumulated deficit as of July 31, 2025
- $378,458 (dollar_amount) — shareholders' deficit as of July 31, 2025
- $884 (dollar_amount) — cash as of July 31, 2025
- $27,900 (dollar_amount) — proceeds from issuance of convertible notes to non-affiliate
- $1,650 (dollar_amount) — proceeds from related parties
FAQ
What is Starguide Group, Inc.'s revenue for the six months ended July 31, 2025?
Starguide Group, Inc. reported $0 in revenue for the six months ended July 31, 2025. This represents a significant decrease from the $150 in revenue reported for the same period in 2024.
Did Starguide Group, Inc. make a profit or loss for the six months ended July 31, 2025?
Starguide Group, Inc. incurred a net loss of $30,941 for the six months ended July 31, 2025. This is an improvement compared to the net loss of $39,831 reported for the six months ended July 31, 2024.
What is the current financial health of Starguide Group, Inc. as of July 31, 2025?
As of July 31, 2025, Starguide Group, Inc. has significant financial challenges, with current liabilities exceeding current assets by $379,725, an accumulated deficit of $373,442, and a total stockholders' deficit of $378,458.
What is the primary business of Starguide Group, Inc.?
Starguide Group, Inc. intends to be an incubator of Software as a Service (SaaS) startups. The company's goal is to identify and acquire SaaS businesses with growth potential, bringing them under the Starguide corporate umbrella.
What is the going concern risk for Starguide Group, Inc.?
The company explicitly states that its financial condition, including a $379,725 excess of current liabilities over current assets and a $378,458 shareholders' deficit as of July 31, 2025, raises substantial doubt about its ability to continue as a going concern.
How much cash did Starguide Group, Inc. have as of July 31, 2025?
As of July 31, 2025, Starguide Group, Inc. had $884 in cash and cash equivalents. This is an increase from $4 reported at January 31, 2025.
How did Starguide Group, Inc. fund its operations during the six months ended July 31, 2025?
During the six months ended July 31, 2025, Starguide Group, Inc. primarily funded its operations through financing activities, including $27,900 from the issuance of convertible notes to non-affiliates and $1,650 from related parties.
What is the impact of foreign currency translation on Starguide Group, Inc.'s financials?
Foreign currency translation adjustments resulted in a negative impact of $(9,669) on accumulated other comprehensive income (loss) for the six months ended July 31, 2025, reflecting the translation of its UK-based subsidiaries' financials.
Who are the key subsidiaries of Starguide Group, Inc.?
Starguide Group, Inc. acquired 80% of Live Investments Holdings Ltd. on December 8, 2022. Live Investments Holdings Ltd. in turn owns 100% of Live Lead Tech Ltd., a cloud-based lead generation software corporation.
What is Starguide Group, Inc.'s strategy to address its going concern uncertainty?
Management believes that current actions to obtain additional funding and implement its strategic plans provide the opportunity for the company to continue as a going concern. However, there are no assurances that additional funds will be available when needed or on acceptable terms.
Risk Factors
- Going Concern Uncertainty [high — financial]: The company's ability to continue as a going concern is highly uncertain, as evidenced by a shareholders' deficit of $378,458 and current liabilities exceeding current assets by $379,725 as of July 31, 2025. This situation is contingent upon securing additional funding and successfully implementing its business plan.
- Zero Revenue Generation [high — financial]: STRG reported no revenue for the six months ended July 31, 2025, a stark contrast to $150 in the prior year period. This complete lack of revenue generation raises significant concerns about the company's business model and future prospects.
- Accumulated Deficit [high — financial]: The company has accumulated a deficit of $373,442 as of July 31, 2025, indicating substantial historical losses. This deep deficit further underscores the precarious financial position and the need for significant turnaround or funding.
- Dependence on Convertible Notes [medium — financial]: Cash on hand increased to $884 from $4 primarily due to $27,900 in proceeds from convertible notes. This reliance on debt financing, especially convertible notes, can lead to future dilution and increased interest expenses.
- Declining Operating Expenses [low — operational]: While operating expenses decreased to $29,452 from $37,992 year-over-year, this was largely driven by reductions in general and administrative expenses. This cost-cutting may not be sustainable or indicative of underlying operational improvements.
Industry Context
The company operates in a sector where innovation and market penetration are key. However, with zero revenue and significant financial distress, STRG appears to be struggling to establish a market presence or generate commercial traction.
Regulatory Implications
As a publicly traded entity, STRG is subject to SEC reporting requirements. The company's precarious financial state and going concern issues necessitate clear disclosures to investors regarding its financial health and future viability.
What Investors Should Do
- Monitor future funding rounds closely: The company's survival hinges on securing additional capital. Investors should track any new debt or equity issuances.
- Scrutinize the business plan execution: The stated dependency on implementing its business plan requires careful observation of operational progress and milestones.
- Assess dilution risk: Given the reliance on convertible notes, investors should be aware of potential future share dilution.
- Evaluate management's ability to pivot: With no revenue, a fundamental shift in strategy or product offering may be required for survival.
Glossary
- Accumulated deficit
- The total net losses of a company since its inception that have not been offset by profits. (Indicates the company's history of unprofitability, with a current deficit of $373,442 as of July 31, 2025.)
- Shareholders' Deficit
- The amount by which a company's liabilities exceed its assets, resulting in negative equity for shareholders. (STRG has a significant shareholders' deficit of $378,458 as of July 31, 2025, highlighting its negative net worth.)
- Going Concern
- An assumption that a company will continue to operate for the foreseeable future, typically at least 12 months. (The company's ability to continue as a going concern is in doubt, dependent on future funding and business plan execution.)
- Convertible Notes
- Debt instruments that can be converted into a predetermined amount of equity or debt in the issuing company. (STRG raised $27,900 from convertible notes, which are a significant source of its current cash but pose future dilution risks.)
- Current Liabilities
- Obligations that are expected to be paid within one year or within the normal operating cycle of the business, whichever is longer. (STRG's current liabilities of $380,609 significantly exceed its current assets of $884, indicating severe short-term liquidity issues.)
Year-Over-Year Comparison
For the six months ended July 31, 2025, STRG reported zero revenue, a complete drop from $150 in the prior year period. While the net loss improved to $(30,941) from $(39,831) due to reduced operating expenses, the company's financial position has deteriorated significantly, with current liabilities now greatly exceeding current assets and a growing accumulated deficit.
Filing Stats: 4,776 words · 19 min read · ~16 pages · Grade level 15.7 · Accepted 2025-09-08 06:27:24
Filing Documents
- star_10q.htm (10-Q) — 645KB
- star_ex311.htm (EX-31.1) — 12KB
- star_ex321.htm (EX-32.1) — 4KB
- 0001640334-25-001648.txt ( ) — 2862KB
- star-20250731.xsd (EX-101.SCH) — 24KB
- star-20250731_lab.xml (EX-101.LAB) — 161KB
- star-20250731_cal.xml (EX-101.CAL) — 33KB
- star-20250731_pre.xml (EX-101.PRE) — 131KB
- star-20250731_def.xml (EX-101.DEF) — 58KB
- star_10q_htm.xml (XML) — 387KB
Financial Statements (Unaudited)
Financial Statements (Unaudited) 3 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 14 ITEM 3
Quantitative And Qualitative Disclosures About Market Risk
Quantitative And Qualitative Disclosures About Market Risk 18 ITEM 4
Controls And Procedures
Controls And Procedures 18 PART II OTHER INFORMATION ITEM 1
Legal Proceedings
Legal Proceedings 19 ITEM 2 Unregistered Sales Of Equity Securities And Use Of Proceeds 19 ITEM 3 Defaults Upon Senior Securities 19 ITEM 4 Mine Safety Disclosures 19 ITEM 5 Other Information 19 ITEM 6 Exhibits 20
Signatures
Signatures 21 2 Table of Contents
FINANCIAL INFORMATION
PART I. FINANCIAL INFORMATION
Financial Statements
Item 1. Financial Statements STARGUIDE GROUP, INC. CONDENSED CONSOLIDATED BALANCE SHEETS AS OF JULY 31, 2025 AND JANUARY 31, 2025 (Unaudited) July 31, January 31, 2025 2025 Assets Current assets: Cash $ 884 $ 4 Total current assets 884 4 Plant and equipment, net 1,267 1,473 Total Assets $ 2,151 $ 1,477 Liabilities and Stockholders' Equity Current liabilities: Accounts payable and accrued liabilities $ 11,700 $ 23,250 Accrued interest 11,365 7,120 Due to related parties 225,857 204,469 Convertible notes 131,687 103,787 Total Liabilities 380,609 338,626 Stockholders' Deficit: Common stock, $ 0.001 par value, 75,000,000 shares authorized; 2,868,000 shares issued and outstanding 2,868 2,868 Additional paid-in capital 35,839 35,839 Accumulated deficit ( 373,442 ) ( 344,570 ) Accumulated other comprehensive income (loss) ( 7,622 ) 672 Total deficit attributed to Starguide Group, Inc. ( 342,357 ) ( 305,191 ) Deficit attributed to non-controlling interest ( 36,101 ) ( 31,958 ) Total Stockholders' Deficit ( 378,458 ) ( 337,149 ) Total Liabilities and Stockholders' Deficit $ 2,151 $ 1,477 The accompanying notes are an integral part of these condensed consolidated financial statements. 3 Table of Contents STARGUIDE GROUP, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS AND SIX MONTHS ENDED JULY 31, 2025 AND 2024 (Unaudited) Three Months Ended Six Months Ended July 31, July 31, 2025 2024 2025 2024 Revenue $ - $ 42 $ - $ 150 Cost of Sales - 9 - 43 Gross Profit - 33 - 107 Operating expenses General and administrative expenses 9,350 9,896 17,439 25,993 Management salaries - related party 6,013 5,999 12,013 11,999 Total operating expenses 15,363 15,895 29,452 37,992 Loss from operations ( 15,363 ) ( 15,862 ) ( 29,452 ) ( 37,885 ) Other income (expense)