Fuss Brands Reports Zero Revenue, Deepening Deficit Amidst Funding Reliance
| Field | Detail |
|---|---|
| Company | Fuss Brands Corp. |
| Form Type | 10-Q |
| Filed Date | Sep 11, 2025 |
| Risk Level | high |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $0.0004, $0 |
| Sentiment | bearish |
Sentiment: bearish
Topics: Pre-Revenue, Going Concern, Related Party Transactions, Accumulated Deficit, Microcap, Luggage Industry, Financial Instability
TL;DR
**Fuss Brands is a cash-strapped shell company with no revenue, relying on its CEO for survival; avoid at all costs.**
AI Summary
Fuss Brands Corp. reported no revenue for the three and nine months ended July 31, 2025, and July 31, 2024, indicating continued pre-operational status. The company posted a net loss of $22,155 for the three months ended July 31, 2025, a significant improvement from the $46,384 net loss in the same period of 2024. For the nine months ended July 31, 2025, the net loss was $120,530, a substantial reduction from the $2,726,490 loss in the prior year, primarily due to a decrease in administrative expenses from $2,722,695 to $115,979. The company's cash balance decreased from $1,440 on October 31, 2024, to $633 on July 31, 2025. Fuss Brands Corp. continues to operate with a negative working capital of $807,851 and an accumulated deficit of $15,555,780 as of July 31, 2025, raising substantial doubt about its ability to continue as a going concern. Funding has primarily come from related party Cheskel Meisels, who provided $516,945 over the last 21 months. The company is still in the process of fulfilling a $925,000 luggage purchase order received on January 26, 2023, which is its first anticipated revenue source.
Why It Matters
Fuss Brands Corp.'s continued lack of revenue and significant accumulated deficit of $15,555,780 signals a high-risk investment. Investors should be wary of the 'going concern' doubt explicitly stated in the filing, as the company relies heavily on related-party funding from CEO Cheskel Meisels. For employees, the long delay in fulfilling the $925,000 luggage order and the company's pre-operational status suggest instability. Customers, particularly the 'leading luggage retailer' with the outstanding purchase order, face uncertainty regarding fulfillment. The broader market impact is minimal given the company's size and lack of operations, but it highlights the challenges faced by pre-revenue entities in competitive sectors.
Risk Assessment
Risk Level: high — The company explicitly states 'substantial doubt about the Company's ability to continue as a going concern' due to negative working capital of $807,851 and an accumulated deficit of $15,555,780 as of July 31, 2025. Furthermore, it has generated no revenue for the three and nine months ended July 31, 2025, and its cash balance is a mere $633.
Analyst Insight
Investors should avoid Fuss Brands Corp. given its pre-revenue status, significant accumulated deficit, and explicit 'going concern' warning. The reliance on related-party funding and the prolonged delay in fulfilling its first major purchase order indicate severe operational and financial instability.
Financial Highlights
- debt To Equity
- N/A
- revenue
- $0
- operating Margin
- N/A
- total Assets
- $229,999
- total Debt
- $1,037,850
- net Income
- $(120,530)
- eps
- $(0.01)
- gross Margin
- N/A
- cash Position
- $633
- revenue Growth
- N/A
Key Numbers
- $0 — Revenue (for the three and nine months ended July 31, 2025, indicating pre-operational status)
- $(120,530) — Net Loss (for the nine months ended July 31, 2025, a significant reduction from $(2,726,490) in the prior year)
- $(807,851) — Negative Working Capital (as of July 31, 2025, contributing to 'going concern' doubt)
- $(15,555,780) — Accumulated Deficit (as of July 31, 2025, highlighting historical losses)
- $633 — Cash Balance (as of July 31, 2025, a decrease from $1,440 on October 31, 2024)
- $516,945 — Related Party Funding (provided by CEO Cheskel Meisels over the last 21 months)
- $925,000 — Purchase Order Value (for luggage, received January 26, 2023, still unfulfilled)
- 21,453,078 — Common Shares Outstanding (as of September 11, 2025)
Key Players & Entities
- Fuss Brands Corp. (company) — registrant
- Cheskel Meisels (person) — Chief Executive Officer and primary funder
- Custodian Ventures LLC (company) — former custodian of the company
- David Lazar (person) — former CEO and Chairman of the Board
- Issamar Ginzberg (person) — former CEO and controlling shareholder
- BF Borgers CPA PC (company) — dismissed independent registered public accounting firm
- SEC (regulator) — Securities and Exchange Commission
- FINRA (regulator) — Financial Industry Regulatory Authority
FAQ
What is Fuss Brands Corp.'s current revenue status?
Fuss Brands Corp. reported zero revenue for both the three months and nine months ended July 31, 2025, and July 31, 2024, indicating it remains in a pre-operational phase despite a $925,000 purchase order received in January 2023.
What is the net loss for Fuss Brands Corp. for the nine months ended July 31, 2025?
For the nine months ended July 31, 2025, Fuss Brands Corp. reported a net loss of $120,530. This is a significant improvement compared to the net loss of $2,726,490 for the same period in 2024.
Does Fuss Brands Corp. have a 'going concern' issue?
Yes, Fuss Brands Corp. explicitly states 'substantial doubt about the Company's ability to continue as a going concern' due to its negative working capital of $807,851 and an accumulated deficit of $15,555,780 as of July 31, 2025.
Who is funding Fuss Brands Corp.'s operations?
During the last 21 months, all of Fuss Brands Corp.'s funding, amounting to $516,945, has been provided by Cheskel Meisels, the Company's Chief Executive Officer.
What is Fuss Brands Corp.'s cash balance as of July 31, 2025?
As of July 31, 2025, Fuss Brands Corp. had a cash balance of $633, which is a decrease from $1,440 on October 31, 2024.
What is the status of Fuss Brands Corp.'s first major purchase order?
Fuss Brands Corp. received a purchase order for $925,000 from a leading luggage retailer on January 26, 2023. The company is still in the process of working with a manufacturer to produce and fulfill this order, which has taken longer than anticipated.
How has Fuss Brands Corp.'s administrative expenses changed year-over-year?
Fuss Brands Corp.'s administrative expenses significantly decreased from $2,722,695 for the nine months ended July 31, 2024, to $115,979 for the nine months ended July 31, 2025.
What was the change in common stock outstanding for Fuss Brands Corp.?
The number of common shares outstanding for Fuss Brands Corp. increased from 19,090,078 as of October 31, 2024, to 21,453,078 as of July 31, 2025, partly due to the conversion of Series A preferred stock to common stock.
When did Fuss Brands Corp. change its name and ticker symbol?
China Botanic Pharmaceuticals Inc. amended its articles of incorporation to change its name to Fuss Brands Corp. on July 14, 2022. FINRA declared the name change and a 1-for-26 reverse stock split effective on July 22, 2022, and the ticker symbol was changed to FBDS around July 28, 2022.
What is Fuss Brands Corp.'s strategy for raising additional funds?
Fuss Brands Corp. is exploring alternative sources of financing, including raising capital through private placements, the sale of common stock or other securities, obtaining short-term loans, and paying for consulting services with its common stock to maximize working capital.
Risk Factors
- Going Concern Doubt [high — financial]: The company has a negative working capital of $807,851 and an accumulated deficit of $15,555,780 as of July 31, 2025. The cash balance has dwindled to $633, raising substantial doubt about its ability to continue as a going concern.
- Pre-Operational Status and Delayed Revenue [high — operational]: Fuss Brands Corp. reported zero revenue for the three and nine months ended July 31, 2025, and July 31, 2024. The significant $925,000 luggage purchase order from January 26, 2023, remains unfulfilled, indicating a prolonged pre-revenue phase.
- Dependence on Related Party Funding [medium — financial]: The company's operations are heavily reliant on funding from related party Cheskel Meisels, who has provided $516,945 over the last 21 months. This dependence poses a risk if such funding is not sustained.
- Limited Cash Reserves [high — operational]: The cash balance has decreased from $1,440 on October 31, 2024, to $633 on July 31, 2025. This extremely low cash position severely limits the company's operational flexibility and ability to meet short-term obligations.
- Uncertainty of Future Financing [high — operational]: The company acknowledges the risk of not being able to obtain financing, if and when needed, on acceptable terms. This is a critical factor given its current negative working capital and cash burn.
Industry Context
Fuss Brands Corp. operates in a highly competitive consumer goods market, likely focused on luggage and related accessories. The industry is characterized by established global players and a growing demand for innovative, sustainable, and value-driven products. Success hinges on effective supply chain management, brand building, and adapting to evolving consumer preferences.
Regulatory Implications
As a publicly traded company, Fuss Brands Corp. is subject to SEC regulations and reporting requirements. The 'going concern' warning in its filings necessitates careful scrutiny from regulators and investors regarding its financial stability and future viability.
What Investors Should Do
- Monitor the fulfillment status of the $925,000 luggage purchase order for any signs of revenue generation.
- Assess the company's ability to secure additional financing beyond related party contributions, given the severe cash constraints.
- Evaluate the management's strategy for transitioning from a pre-operational state to revenue-generating operations and achieving profitability.
- Consider the significant risks associated with the company's negative working capital and accumulated deficit when making investment decisions.
Key Dates
- 2023-01-26: Received $925,000 luggage purchase order — This is the company's first anticipated revenue source, but its unfulfilled status highlights significant operational delays.
- 2024-10-31: Cash balance was $1,440 — Provides a baseline for the significant decrease in cash reserves observed by July 31, 2025.
- 2025-07-31: Reported $0 revenue for the three and nine months — Confirms the company remains in a pre-operational or pre-revenue stage.
- 2025-07-31: Net loss of $120,530 for nine months — Represents a substantial reduction from the prior year's loss, primarily due to decreased administrative expenses.
- 2025-07-31: Negative working capital of $807,851 — A key indicator contributing to the substantial doubt about the company's ability to continue as a going concern.
- 2025-09-11: 21,453,078 common shares outstanding — Indicates share count for potential per-share calculations and ownership structure.
Glossary
- Accumulated deficit
- The total net losses of a company since its inception that have not been offset by net income. (Shows the company's historical unprofitability, standing at $15,555,780 as of July 31, 2025.)
- Working capital
- The difference between a company's current assets and current liabilities. Positive working capital indicates a company can meet its short-term obligations. (Fuss Brands Corp. has a negative working capital of $807,851 as of July 31, 2025, signaling potential liquidity issues.)
- Going concern
- An assumption that a company will continue to operate for the foreseeable future, typically at least the next 12 months. (The company's financial condition raises substantial doubt about its ability to continue as a going concern.)
- Deferred revenue
- Revenue that has been received by a company for goods or services that have not yet been delivered or rendered. (The company has $176,658 in deferred revenue as of July 31, 2025, which may represent future obligations or revenue streams.)
- Related party
- A person or entity that has the ability to control or significantly influence the operating decisions of another entity. (The company relies on funding from related party Cheskel Meisels, highlighting a concentration of financial support.)
Year-Over-Year Comparison
Compared to the prior year's nine-month period, Fuss Brands Corp. has significantly reduced its net loss from $2,726,490 to $120,530, primarily driven by a drastic decrease in administrative expenses from $2,722,695 to $115,979. However, revenue remains at $0 for both periods, and the cash position has deteriorated from $1,440 to $633, while negative working capital has widened, exacerbating going concern risks.
Filing Stats: 4,595 words · 18 min read · ~15 pages · Grade level 14.9 · Accepted 2025-09-11 08:00:57
Key Financial Figures
- $0.0004 — stock. Since these shares were sold at $0.0004 prior to the reverse split, which was b
- $0 — split, which was below the par value of $0.001, the Company recorded a discount on
Filing Documents
- fussbrands_10q.htm (10-Q) — 518KB
- fussbrands_ex31-1.htm (EX-31.1) — 13KB
- fussbrands_ex32-1.htm (EX-32.1) — 5KB
- 0001829126-25-007301.txt ( ) — 2087KB
- fbds-20250731.xsd (EX-101.SCH) — 15KB
- fbds-20250731_cal.xml (EX-101.CAL) — 21KB
- fbds-20250731_def.xml (EX-101.DEF) — 47KB
- fbds-20250731_lab.xml (EX-101.LAB) — 125KB
- fbds-20250731_pre.xml (EX-101.PRE) — 104KB
- fussbrands_10q_htm.xml (XML) — 210KB
– FINANCIAL INFORMATION
Part I – FINANCIAL INFORMATION Item 1. Condensed Financial Statements (unaudited) 2 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 13 Item 3.
Quantitative and Qualitative Disclosures about Market Risk
Quantitative and Qualitative Disclosures about Market Risk 14 Item 4.
Controls and Procedures
Controls and Procedures 14
– OTHER INFORMATION
Part II – OTHER INFORMATION Item 1.
Legal Proceedings
Legal Proceedings 16 Item 1A.
Risk Factors
Risk Factors 16 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 16 Item 3. Defaults Upon Senior Securities 16 Item 4. Mine Safety Disclosures 16 Item 5. Other Information 16 Item 6. Exhibits 17
FINANCIAL INFORMATION
PART I FINANCIAL INFORMATION CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Information contained in this quarterly report on Form 10-Q contains "forward-looking statements." These forward-looking statements are contained principally in the section titled "Management's Discussion and Analysis of Financial Condition and Results of Operations," and are generally identifiable by use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend" or "project" or the negative of these words or other variations on these words or comparable terminology. The forward-looking statements herein represent our expectations, beliefs, plans, intentions or strategies concerning future events, including, but not limited to: our ability to consummate the Merger, as such term is defined below; the continued services of the Custodian as such term is defined below; our future financial performance; the continuation of historical trends; the sufficiency of our resources in funding our operations; our intention to engage in mergers and acquisitions; and our liquidity and capital needs. Our forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that any projections or other expectations included in any forward-looking statements will come to pass. Moreover, our forward-looking statements are subject to various known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. These risks, uncertainties and other factors include but are not limited to the risks of limited management, labor, and financial resources; our ability to establish and maintain adequate internal controls; our ability to develop and maintain a market in our securities; and our ability obtain financing, if and when needed, on terms that are accept
Financial Statements
Item 1. Financial Statements. Index to Condensed Financial Statements Page
FINANCIAL STATEMENTS
FINANCIAL STATEMENTS: Balance Sheets, July 31, 2025 (unaudited), and October 31, 2024 3 Unaudited Condensed Statements of Operations, for the Three Months and Nine Months Ended July 31, 2025, and July 31, 2024 4 Unaudited Condensed Statements of Changes in Stockholders' (Deficit), for the Three and Nine Months Ended July 31, 2025, and July 31, 2024 5 Unaudited Condensed Statements of Cash Flows, for the Nine Months Ended July 31, 2025, and July 31, 2024 6 Notes to the Unaudited Condensed Interim Financial Statements 7 2 FUSS BRANDS CORP. CONDENSED BALANCE SHEETS (Unaudited) July 31, October 31, 2025 2024 ASSETS Cash $ 633 $ 1,440 Prepaid expenses 229,365 226,740 Total Assets $ 229,999 $ 228,180 LIABILITIES & STOCKHOLDERS' DEFICIT Accounts payable $ 13,308 $ 13,860 Accrued liabilities 164,994 161,244 Deferred revenue-net 176,658 176,658 Convertible notes 50,000 50,000 Notes payable-related parties 632,890 513,740 Total current liabilities 1,037,850 915,501 Total liabilities 1,037,850 915,501 Commitments and contingencies - - Stockholders' (Deficit) Preferred stock Series A, $ 0.001 par value, 2,500,000 shares authorized, 821,891 and 824,254 shares issued and outstanding as of July 31, 2025 and October 31, 2024 822 824 Common stock, $ 0.001 par value 1,000,000,000 , shares authorized, 21,453,078 and 19,090,078 issued and outstanding as of July 31, 2025 and October 31, 2024 21,453 19,090 Additional paid in capital Paid in capital 14,801,543 14,803,903 Discount on common stock ( 75,889 ) ( 75,889 ) Accumulated deficit ( 15,555,780 ) ( 15,435,250 ) Total Stockholders' (Deficit) ( 807,851 ) ( 687,322 ) Total Liabilities and Stockholders' (Deficit) $ 229,999 $ 228,180 The accompanying notes are an integral part of these condensed unaudited financial statements. 3 FUSS BRANDS CORP. CONDENSED STATEMENTS OF