Freedom Holdings Amends 10-K, Clarifies Asset Valuations and Ownership

TL;DR

**TAAG's 10-K/A is a necessary cleanup, but the lack of explicit revenue/net income changes means it's a 'wait and see' for any real impact on the stock.**

AI Summary

Freedom Holdings, Inc. (TAAG) filed a 10-K/A for the fiscal year ended September 30, 2024, primarily to amend previously reported financial statements. The filing indicates a focus on various intangible assets, including media partnerships, promoter and producer contracts, and intellectual property like CLA Tokens and Candela Tokens. While specific revenue and net income figures for the amended period are not explicitly detailed in the provided excerpt, the amendment suggests adjustments to the company's asset valuations and ownership structures. Key changes include the acquisition of TAG and its Series A Preferred Stock between September 1 and September 9, 2024, and the involvement of Gibraltar Securities in multiple transactions from June 2023 to July 2024. The company also reported significant ownership stakes, with Bruce Miller holding 30.0% and Brian Kistler holding 20.0% as of September 30, 2024. The amendment also details various fixed assets such as equipment, autos, and leasehold improvements, indicating ongoing operational investments. The restatement likely addresses prior reporting discrepancies related to these assets and ownership, impacting the overall financial position.

Why It Matters

This 10-K/A filing is crucial for investors as it clarifies Freedom Holdings' financial position by correcting previously reported data, potentially impacting the valuation of its intangible assets like CLA and Candela Tokens. The detailed ownership stakes of Bruce Miller (30.0%) and Brian Kistler (20.0%) provide transparency into corporate control, which can influence strategic decisions and investor confidence. For customers, the focus on media partnerships and promoter contracts suggests continued investment in content and services. Competitively, accurate financial reporting ensures a level playing field and allows for better comparative analysis within the loan brokers industry (SIC 6163).

Risk Assessment

Risk Level: medium — The risk level is medium because a 10-K/A indicates prior reporting inaccuracies, which can erode investor trust and suggest internal control weaknesses. While the specific nature of the amendments isn't fully detailed in the excerpt, the need to restate financial information, especially concerning asset valuations and ownership, introduces uncertainty. The involvement of Gibraltar Securities in multiple transactions from June 2023 to July 2024, without further context, could also imply complex financial arrangements that warrant scrutiny.

Analyst Insight

Investors should scrutinize the full 10-K/A filing to understand the specific financial adjustments made to revenue, net income, and asset valuations. Pay close attention to the impact of the TAG acquisition and any changes in the carrying value of intangible assets like CLA and Candela Tokens. Consider the implications of the significant ownership stakes held by Bruce Miller and Brian Kistler on future corporate governance and strategic direction.

Key Numbers

• 30.0% — Ownership by Bruce Miller (Significant individual ownership as of 2024-09-30)
• 20.0% — Ownership by Brian Kistler (Significant individual ownership as of 2024-09-30)
• 10,000,000,000 — Authorized Common Stock (Total shares authorized for Freedom Holdings, Inc.)
• $0.0001 — Common Stock Par Value (Per share par value of Freedom Holdings, Inc. common stock)

Key Players & Entities

• Freedom Holdings, Inc. (company) — filer of the 10-K/A
• Bruce Miller (person) — 30.0% owner of Freedom Holdings, Inc. as of 2024-09-30
• Brian Kistler (person) — 20.0% owner of Freedom Holdings, Inc. as of 2024-09-30
• Gibraltar Securities (company) — involved in transactions with Freedom Holdings, Inc. from 2023-06-08 to 2024-07-03
• TAG (company) — acquired by Freedom Holdings, Inc. between 2024-09-01 and 2024-09-09
• MEDcann Industries (company) — involved in a transaction with Freedom Holdings, Inc. from 2023-01-27 to 2023-02-03
• $0.0001 (dollar_amount) — par value per share of Common Stock
• SEC (regulator) — regulates 10-K/A filings

FAQ

Risk Factors

• Intangible Asset Valuation [high — financial]: The company's balance sheet is heavily weighted towards intangible assets such as media partnerships, promoter and producer contracts, CLA Tokens, and Candela Tokens. The 10-K/A filing suggests a restatement, indicating potential prior discrepancies in the valuation of these assets. Fluctuations in the value of these intangible assets could significantly impact the company's financial position.
• Dependence on Key Contracts [medium — operational]: Freedom Holdings relies on promoter and producer contracts, media partnerships, and intellectual property like CLA Tokens and Candela Tokens. The success and continued value of these assets are critical to the company's operations. Any disruption or failure to maintain these contracts could lead to significant financial and operational challenges.
• Token-Related Regulatory Uncertainty [medium — regulatory]: The company's involvement with CLA Tokens and Candela Tokens exposes it to potential regulatory scrutiny related to digital assets and cryptocurrencies. Evolving regulations in this space could impact the legality, usability, or valuation of these tokens, posing a risk to the company.
• Impact of Acquisitions and Restatements [high — financial]: The acquisition of TAG and its Series A Preferred Stock between September 1 and September 9, 2024, along with the ongoing involvement of Gibraltar Securities in multiple transactions, suggests complex financial activities. The need for a 10-K/A filing to amend previously reported financial statements indicates potential accounting issues or restatements that could affect investor confidence and the accuracy of financial reporting.

Industry Context

Freedom Holdings, Inc. operates within the financial services sector, specifically categorized under Loan Brokers (SIC 6163). This industry is characterized by its role in facilitating financial transactions and often involves navigating complex regulatory environments. The company's focus on intangible assets like digital tokens and media partnerships suggests a diversification or evolution beyond traditional lending, potentially tapping into emerging digital economies and media ventures.

Regulatory Implications

The company's operations, particularly its involvement with CLA Tokens and Candela Tokens, expose it to evolving regulations surrounding digital assets and cryptocurrencies. The need for an amended filing (10-K/A) also suggests potential scrutiny or past issues with financial reporting accuracy, which could attract further regulatory attention.

What Investors Should Do

1. Review the specific details of the restated financial statements in the 10-K/A filing.
2. Analyze the valuation methodologies for intangible assets, especially digital tokens.
3. Investigate the terms and implications of the TAG acquisition and ongoing Gibraltar Securities transactions.
4. Monitor developments in cryptocurrency and digital asset regulation.

Key Dates

• 2024-09-30: Fiscal Year End — Marks the end of the reporting period for the amended 10-K filing, with significant ownership stakes reported as of this date.
• 2025-06-27: 10-K/A Filing Date — The date the amended annual report was filed, indicating adjustments and restatements to previously reported financial information.
• 2024-09-01: Acquisition of TAG and Series A Preferred Stock — A significant corporate action that likely impacts the company's asset base and ownership structure, detailed in the amended filing.
• 2023-06-08: Gibraltar Securities Transaction — One of multiple transactions involving Gibraltar Securities between June 2023 and July 2024, suggesting ongoing financial dealings.
• 2023-06-01: Gibraltar Securities Transaction — Another transaction involving Gibraltar Securities, highlighting their continued involvement in the company's financial activities.
• 2023-01-27: MEDcann Industries Transaction — Indicates specific business activities or partnerships during the fiscal year.

Glossary

10-K/A

An amended annual report filed with the SEC to correct or supplement information previously submitted in a 10-K filing. (This filing indicates that Freedom Holdings, Inc. has revised its previously reported financial statements for the fiscal year ended September 30, 2024.)

CLA Tokens

A type of digital token or cryptocurrency, likely representing a form of intellectual property or digital asset for the company. (Listed as a significant intangible asset, its valuation and potential regulatory treatment are crucial for the company's financial health.)

Candela Tokens

Another type of digital token or cryptocurrency held by the company, similar to CLA Tokens. (Contributes to the company's intangible asset portfolio and carries similar valuation and regulatory considerations as CLA Tokens.)

TAG

A company or entity that Freedom Holdings, Inc. acquired, including its Series A Preferred Stock. (The acquisition is a key event noted in the filing, impacting the company's assets and potentially its operational scope.)

Gibraltar Securities

A financial entity involved in multiple transactions with Freedom Holdings, Inc. during the reporting period. (Their involvement suggests significant financial activities, potentially related to financing, acquisitions, or other strategic maneuvers.)

Intangible Assets

Non-physical assets that have value, such as intellectual property, brand recognition, partnerships, and contracts. (A significant portion of Freedom Holdings' assets are intangible, making their valuation and management critical to the company's financial reporting.)

Series A Preferred Stock

A class of preferred stock that typically has rights and privileges senior to common stock, often issued in early funding rounds. (The acquisition of Series A Preferred Stock of TAG indicates a specific investment or control transaction.)

Par Value

A nominal value assigned to a security by the issuer, often very low for common stock. (Freedom Holdings, Inc. has a par value of $0.0001 for its common stock, with 10,000,000,000 shares authorized.)

Year-Over-Year Comparison

The provided 10-K/A filing focuses on amending the fiscal year ended September 30, 2024, financial statements. Specific comparative figures to the prior year (FY 2023) are not detailed in the excerpt. However, the amendment itself suggests that prior reporting may have contained inaccuracies, making a direct comparison of key metrics like revenue growth, margins, and net income challenging without further context on the nature of the restatements.

Filing Details

This Form 10-K/A (Form 10-K/A) was filed with the SEC on June 27, 2025 by Bruce Miller regarding Freedom Holdings, Inc. (TAAG).

View full filing on EDGAR

View Full Filing

View this 10-K/A filing on SEC EDGAR