Core Insights - Canyon Resources Limited has released an updated Definitive Feasibility Study (DFS) for the Minim Martap Bauxite Project, confirming strong economics and a phased development pathway for a major new bauxite producer [14][15]. - The Ore Reserve estimate has increased by 33% to 144 million tonnes (Mt) of Direct Shipping Ore (DSO) at 51.2% Al2O3 and 1.7% SiO2, which supports the long-term future of the project [8][15]. - The project is expected to have a pre-tax Net Present Value (NPV) of US$835 million and an Internal Rate of Return (IRR) of 29%, indicating a compelling investment opportunity [5][21]. Project Economics - The project has low capital expenditure (CAPEX) requirements, with Stage 1 CAPEX estimated at US$96 million and total project CAPEX projected at US$446 million [6][21]. - C1 operating costs are estimated at US$34.71 per wet metric tonne (wmt), with a long-term average cash cost forecasted at US$35/wmt [3][21]. - The project aims to produce approximately 10 million tonnes per annum (Mtpa) of bauxite, with a production target of 1.2 million tonnes in Year 1, ramping up to 10 million tonnes by Year 6 [8][24]. Production and Development Timeline - First ore production is planned for Q1 2026, with the first bauxite shipment expected in H1 2026 [15][48]. - The project will utilize a staged development approach, with production targets scheduled around the upgrade of the rail infrastructure [8][9]. - Existing rail capacity will allow for low CAPEX and fast-tracked development, with the World Bank committing US$818 million to upgrade the rail corridor by 2030 [3][8]. Community and Economic Impact - The local community supports the project, recognizing its potential for significant long-term economic benefits, including job creation with a workforce expected to be 97% local [36][37]. - The project is anticipated to contribute to the development of new economic infrastructure and improvements to existing facilities, including roads and rail links [37][45]. Resource and Reserve Details - The Ore Reserve classification includes 133.3 million tonnes of Proved reserves and 10.7 million tonnes of Probable reserves, with a total Mineral Resource estimate of approximately 1.1 billion tonnes [19][62]. - The project will target high-grade bauxite with a minimum of 51% Al2O3 and a maximum of 2% SiO2, ensuring a premium pricing position in the market [5][62]. Funding and Financial Strategy - The project is supported by a US$140 million debt facility from AFG Bank Cameroon and existing cash reserves exceeding Stage 1 capital development costs [17][40]. - Canyon Resources has a strategic partnership with Eagle Eye Asset Holdings, which has invested significantly in the company and continues to support its funding needs [40].

PART I - FINANCIAL INFORMATION [ITEM 1. FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents FIEE's unaudited condensed consolidated financial statements, including balance sheets, operations, equity, cash flows, and key accounting policies [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The company's financial position shows significant growth in assets and cash equivalents, alongside an improved equity position | ASSETS (Unaudited) | June 30, 2025 | December 31, 2024 | | :----------------------- | :------------ | :------------------ | | Cash and cash equivalents | $4,504,079 | $30,162 | | Total current assets | $5,203,643 | $164,919 | | Total assets | $7,050,617 | $307,035 | | LIABILITIES AND EQUITY (DEFICIT) | | | | Total current liabilities | $4,117,237 | $437,027 | | Total liabilities | $4,117,237 | $437,027 | | Total stockholders' equity (deficit) | $2,933,380 | $(129,992) | | Total liabilities and stockholders' equity (deficit) | $7,050,617 | $307,035 | - Cash and cash equivalents significantly increased to **$4,504,079** as of June 30, 2025, from **$30,162** at December 31, 2024[11](index=11&type=chunk) - Total assets grew substantially to **$7,050,617** by June 30, 2025, from **$307,035** at December 31, 2024, driven by increases in cash, other receivables, and intangible assets[11](index=11&type=chunk) [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company's operations show initial revenue generation from new SaaS business and a reduced net loss compared to the prior year | (Unaudited) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net sales | $44,993 | $- | $45,118 | $639,893 | | Gross profit | $1,063 | $- | $438 | $207,259 | | Operating loss | $(636,911) | $(488,486) | $(1,008,032) | $(3,758,165) | | Net loss | $(639,680) | $(487,912) | $(1,013,590) | $(3,746,867) | | Net loss per share (Basic and diluted) | $(0.13) | $(0.16) | $(0.20) | $(1.27) | - Net sales for the three months ended June 30, 2025, were **$44,993**, a significant increase from **$0** in the prior-year period, reflecting the company's new SaaS business[13](index=13&type=chunk) - Net loss for the six months ended June 30, 2025, decreased to **$(1,013,590)** from **$(3,746,867)** in the same period last year, indicating an improvement in financial performance[13](index=13&type=chunk) [Condensed Consolidated Statements of Stockholders' Equity (deficit)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20(deficit)) Stockholders' equity improved significantly, transitioning from a deficit to a positive balance primarily due to common stock issuance | (Unaudited) | Preferred Stock Shares | Preferred Stock Amount | Common Stock Shares | Common Stock Amount | Additional Paid In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total | | :------------------------ | :--------------------- | :--------------------- | :------------------ | :------------------ | :------------------------- | :------------------ | :------------------------------------- | :---------- | | Balance at Dec 31, 2024 | 2,305,357 | $1,639,779 | 3,713,792 | $37,138 | $94,886,147 | $(96,694,013) | $957 | $(129,992) | | Net loss (6 months 2025) | - | - | - | - | - | $(1,013,590) | - | $(1,013,590)| | Common Stock Issuance (6 months 2025) | - | - | 2,510,597 | $25,106 | $4,049,894 | - | - | $4,075,000 | | Balance at June 30, 2025 | 2,305,357 | $1,639,779 | 6,224,389 | $62,244 | $98,936,041 | $(97,707,603) | $2,919 | $2,933,380 | - Total stockholders' equity (deficit) improved significantly from a deficit of **$(129,992)** at December 31, 2024, to a positive **$2,933,380** at June 30, 2025, primarily due to common stock issuance[16](index=16&type=chunk) - Common stock issuance during the six months ended June 30, 2025, contributed **$4,075,000** to equity[16](index=16&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Operating activities generated cash, and financing activities increased significantly, leading to a substantial net increase in cash and cash equivalents | (Unaudited) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------------------- | :----------------------------- | :----------------------------- | | Cash provided by (used in) operating activities | $171,955 | $(2,878,506) | | Cash used in investing activities | $- | $- | | Cash provided by financing activities | $4,300,000 | $2,800,000 | | Net increase (decrease) in cash and cash equivalents | $4,473,917 | $(78,506) | | Cash and cash equivalents - Ending | $4,504,079 | $630,816 | - Operating activities generated **$171,955** in cash for the six months ended June 30, 2025, a significant improvement from a cash usage of **$(2,878,506)** in the prior-year period[19](index=19&type=chunk) - Cash provided by financing activities increased to **$4,300,000** in 2025 from **$2,800,000** in 2024, primarily due to proceeds from common stock issuance[19](index=19&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes provide essential context and detail for the condensed consolidated financial statements, covering the company's business transformation, accounting policies, and significant financial events [Nature of Operations and Basis of Presentation](index=8&type=section&id=(1)%20NATURE%20OF%20OPERATIONS%20AND%20BASIS%20OF%20PRESENTATION) This section details the company's business pivot, name change, going concern considerations, and recent asset acquisition - FIEE, Inc. (formerly Minim, Inc.) pivoted from a networking company to a digital service provider focused on integrating AI and data analytics into content creation and brand management, offering SaaS solutions[21](index=21&type=chunk)[24](index=24&type=chunk) - The company changed its name from Minim, Inc. to FiEE, Inc. effective February 27, 2025[26](index=26&type=chunk) - As of June 30, 2025, the company had an accumulated deficit of **$98 million** and cash and cash equivalents of **$4.5 million**, raising substantial doubt about its ability to continue as a going concern[30](index=30&type=chunk) - On June 30, 2025, FIEE (HK) Limited acquired certain fixed assets and intellectual property, including patents and copyrights, from Suzhou Yixuntong Network Technology Co., Ltd. for **$1.4 million**, accounted for as an asset acquisition[39](index=39&type=chunk)[40](index=40&type=chunk) [Summary of Significant Accounting Policies](index=10&type=section&id=(2)%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This section outlines the company's functional currency, deferred offering costs, intangible asset amortization, and single operating segment reporting - The functional currency of FiEE HK is the Hong Kong dollar (HKD), while all other entities use the US Dollar (USD)[42](index=42&type=chunk) - Offering costs directly attributable to a potential

[Fiscal 2025 First Half Unaudited Financial Results Overview](index=1&type=section&id=Fiscal%202025%20First%20Half%20Unaudited%20Financial%20Results%20Overview) Overview of FiEE's H1 2025 unaudited financial results, highlighting key operational and financial metrics and strategic transformation [Operational and Financial Highlights](index=1&type=section&id=Operational%20and%20Financial%20Highlights) FiEE's H1 2025 results show a strategic shift to digital brand management SaaS, with early customer adoption, prepaid fees, reduced net loss, and improved cash flow [CEO Commentary on Strategic Transition](index=1&type=section&id=CEO%20Commentary%20on%20Strategic%20Transition) The CEO discusses FiEE's strategic shift from legacy hardware to digital brand management SaaS, emphasizing early successes and technological acquisitions - FiEE is undergoing a strategic transition from legacy hardware operations to redefine brand management solutions in the digital era, integrating IoT, connectivity, and AI[1](index=1&type=chunk)[3](index=3&type=chunk) - Achieved new customers adopting SaaS solutions and received **$1.5 million in prepaid subscription fees**, marking a significant milestone for the new business[1](index=1&type=chunk)[3](index=3&type=chunk) - Greatly reduced net loss in the first half of 2025 due to strengthened cost management and new business development[3](index=3&type=chunk) - Acquired advanced technologies including product authentication, high-efficiency file transfer systems, and KYC solutions to power SaaS products, aiming to protect digital creations and cultivate a KOL community[3](index=3&type=chunk) [Summary of Key Financial and Operational Metrics](index=1&type=section&id=Summary%20of%20Key%20Financial%20and%20Operational%20Metrics) This section presents a concise overview of FiEE's key financial and operational performance indicators for the first half of 2025 Key Financial and Operational Highlights (Six Months Ended June 30) | Metric | H1 2025 ($) | H1 2024 ($) | Change | | :-------------------------------- | :---------- | :---------- | :----- | | Net Sales | 45,118 | 639,893 | (93%) | | Gross Profit | 438 | 207,259 | (99.8%) | | Net Loss | (1,013,590) | (3,746,867) | 72.9% reduction | | Net Cash from Operating Activities | 171,955 | (2,878,506) | Significant improvement | - Onboarded **245 customers** by June 30, 2025, a considerable increase compared to 1 new customer upon launching its SaaS services on March 28, 2025, illustrating early traction[4](index=4&type=chunk) - Net sales for the three months ended June 30, 2025, were **$44,993**, a significant increase from **$125** for the three months ended March 31, 2025, primarily due to the strategic transition to SaaS solutions[4](index=4&type=chunk) [Detailed Financial Results for Six Months Ended June 30, 2025](index=2&type=section&id=Detailed%20Financial%20Results%20for%20Six%20Months%20Ended%20June%2030%2C%202025) FiEE's H1 2025 detailed financials reflect strategic transformation, with declining sales and gross profit, but reduced operating expenses, net loss, and increased cash [Net Sales and Gross Profit Analysis](index=2&type=section&id=Net%20Sales%20and%20Gross%20Profit%20Analysis) Analysis of FiEE's H1 2025 net sales and gross profit, reflecting the impact of the strategic shift from hardware to SaaS solutions Net Sales Breakdown (Six Months Ended June 30) | Product Category | 2025 ($) | 2024 ($) | % change | | :----------------------- | :------- | :------- | :------- | | Cable modems & gateways | - | 638,804 | (100%) | | Other network products | - | 1,089 | (100%) | | SaaS – MCN digital services | 45,118 | - | N/A | | **Total Net Sales** | **45,118** | **639,893** | **(93%)** | Gross Profit and Margin (Six Months Ended June 30) | Metric | 2025 ($) | 2024 ($) | Change | | :----------- | :----- | :----- | :----- | | Gross Profit | 438 | 207,259 | (99.8%) | | Gross Margin | 1.0% | 32.4% | (31.4 pp) | - The gross margin of **1.0%** in H1 2025 is not representative of future trends, as the new business was in its initial launch phase, incurring elevated upfront costs[7](index=7&type=chunk) [Operating Expenses Breakdown](index=2&type=section&id=Operating%20Expenses%20Breakdown) Detailed breakdown of FiEE's H1 2025 operating expenses, highlighting reductions across selling, general, and R&D categories Operating Expenses (Six Months Ended June 30) | Expense Category | 2025 ($) | 2024 ($) | % Change | | :----------------------- | :------- | :------- | :------- | | Selling and marketing | 16,811 | 66,171 | (74.6%) | | General and administrative | 944,240 | 1,585,030 | (40.4%) | | Research and development | 47,419 | 113,294 | (58.1%) | | **Total Operating Expenses** | **1,008,470** | **3,965,424** | **(74.6%)** | - Selling and marketing expenses decreased due to reduced sales support costs and lower operational scale during the initial phases of business development[13](index=13&type=chunk) - General and administrative expenses decreased primarily due to the business transformation from hardware-focus to software-focus and cost reduction efforts[13](index=13&type=chunk) - Research and development expenses in 2025 were primarily used for software subscriptions and support costs, including a partnership to develop the 'FiEE All-in-One Media Operations SaaS Platform'[13](index=13&type=chunk) [Net Loss and Earnings Per Share](index=2&type=section&id=Net%20Loss%20and%20Earnings%20Per%20Share) Analysis of FiEE's H1 2025 net loss and diluted earnings per share, showing significant reductions year-over-year Net Loss and EPS (Six Months Ended June 30) | Metric | 2025 ($) | 2024 ($) | Change | | :-------------------- | :----------- | :----------- | :----- | | Operating Loss | (1,008,032) | (3,758,165) | 73.2% reduction | | Net Loss | (1,013,590) | (3,746,867) | 72.9% reduction | | Diluted Net Loss per Share | (0.20) | (1.27) | 84.3% reduction | [Cash and Cash Equivalents](index=2&type=section&id=Cash%20and%20Cash%20Equivalents) Overview of FiEE's cash and cash equivalents position as of June 30, 2025, showing a substantial increase Total Cash and Cash Equivalents | Metric | June 30, 2025 ($) | Dec 31, 2024 ($) | % Change | | :------------------------ | :------------ | :----------- | :------- | | Total Cash and Cash Equivalents | 4,504,079 | 30,162 | 14899% | [Unaudited Condensed Consolidated Financial Statements](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Presents FiEE's unaudited condensed consolidated financial statements, including balance sheets and statements of operations [Unaudited Condensed Consolidated Balance Sheets](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) Balance sheet shows increased assets (cash, intangibles), higher liabilities (SaaS contracts), and a shift to positive stockholders' equity Selected Balance Sheet Items | Item | June 30, 2025 ($) | Dec 31, 2024 ($) | Change ($) | | :-------------------------------- | :---------------- | :--------------- | :--------- | | Cash and cash equivalents | 4,504,079 | 30,162 | 4,473,917 | | Total current assets | 5,203,643 | 164,919 | 5,038,724 | | Intangible assets | 1,269,658 | - | 1,269,658 | | Total assets | 7,050,617 | 307,035 | 6,743,582 | | Contract liabilities | 1,468,346 | - | 1,468,346 | | Other payables | 1,527,933 | - | 1,527,933 | | Total current liabilities | 4,117,237 | 437,027 | 3,680,210 | | Total stockholders' equity (deficit) | 2,933,380 | (129,992) | 3,063,372 | [Unaudited Condensed Consolidated Statements of Operations](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) Statement of operations details H1 2025 performance, reflecting strategic transformation with declining sales/gross profit, but reduced operating expenses and net loss Condensed Consolidated Statements of Operations (Six Months Ended June 30) | Metric | 2025 ($) | 2024 ($) | | :------------------------------------ | :------- | :------- | | Net sales | 45,118 | 639,893 | | Cost of sales | 44,680 | 432,634 | | Gross profit | 438 | 207,259 | | Total operating expenses | 1,008,470 | 3,965,424 | | Operating loss | (1,008,032) | (3,758,165) | | Net Loss | (1,013,590) | (3,746,867) | | Basic and diluted net loss per share | (0.20) | (1.27) | [Company Information and Disclosures](index=3&type=section&id=Company%20Information%20and%20Disclosures) This section provides essential company information, including its history, service offerings, and important disclosures regarding forward-looking statements [About FiEE, Inc.](index=3&type=section&id=About%20FiEE%2C%20Inc.) FiEE, Inc., founded 1977 as Minim, transitioned to a 'Software First Model' in 2024, rebranding in 2025 to leverage IoT, connectivity, and AI for brand management SaaS - Founded in 1977 as Minim, Inc., the company made a strategic decision in 2024 to transition to a 'Software First Model' and rebranded as FiEE, Inc. in 2025[14](index=14&type=chunk) - FiEE leverages its expertise in IoT, connectivity, and AI to redefine brand management solutions in the digital era[1](index=1&type=chunk)[14](index=14&type=chunk) - FiEE's services are structured into four key categories: Cloud-Managed Connectivity (WiFi) Platform, IoT Hardware Sales & Licensing, SAAS Solutions, and Professional To-C and To-B Services & Support[15](index=15&type=chunk) - The company has introduced innovative Software as a Service solutions that integrate AI and data analytics into content creation and brand management, aiming to nurture a robust pool of KOLs[15](index=15&type=chunk) [Forward-Looking Statements](index=3&type=section&id=Forward-Looking%20Statements) This disclaimer emphasizes that forward-looking statements involve risks and uncertainties, advising against undue reliance and referring to SEC filings for detailed risk factors - Forward-looking statements represent the Company's expectations or beliefs concerning future events and inherently involve risks and uncertainties that could cause actual results to differ materially[16](index=16&type=chunk)[17](index=17&type=chunk) - Investors should not place undue reliance on forward-looking statements and are advised to refer to the Company's filings with the U.S. Securities and Exchange Commission for detailed risk factors[17](index=17&type=chunk) - The Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as required by law[17](index=17&type=chunk) [Investor and Media Inquiries](index=3&type=section&id=Investor%20and%20Media%20Inquiries) Provides contact information for investor and media inquiries - For investor and media inquiries, contact via email at fiee@dlkadvisory.com[18](index=18&type=chunk)

Core Insights - FiEE, Inc. has entered into an asset purchase agreement with Suzhou Yixuntong Network Technology Co., Ltd. to acquire intellectual property and fixed assets for a total price of USD 1,400,000, which closed on June 30, 2025 [1][2] - The acquisition includes advanced product authentication technologies, high-efficiency file transfer systems, and blockchain-powered KYC solutions, enhancing FiEE's technological capabilities [2][3] - This strategic move is expected to expand FiEE's service offerings across enterprise and consumer markets, linking market-facing content capabilities with backend infrastructure [3][4] Company Strategy - The integration of Yixuntong's technologies is anticipated to enhance FiEE's platform capabilities and create new revenue streams, supporting its SaaS evolution [4] - From March 25, 2025, to May 31, 2025, the company secured 85 sales contracts via SaaS platform integration, generating total contract values exceeding USD 400,000 [4] - FiEE is establishing a comprehensive value ecosystem for talent-brand management solutions through various services, including Cloud-Managed Connectivity, IoT Hardware Sales, SaaS Solutions, and Professional Services [4][6] Technological Focus - FiEE leverages cutting-edge technologies such as cybersecurity, market analysis, AI, and big data analysis to protect original creations and digital content [5] - The company aims to cultivate a billion-follower KOL community, positioning itself for sustained success in the evolving digital landscape [5][6] - FiEE's services are structured into four key categories, including innovative SaaS solutions that integrate AI and data analytics into content creation and brand management [7]

Core Insights - FiEE, Inc. has entered a strategic agency agreement with Beijing Yilian to promote participation in the international trade fair at INTEX Osaka, scheduled from mid-June to August 2025, covering various categories including international wine, food, and new energy technologies [2][3] - The company launched new SaaS products in March 2025, which are expected to generate recurring revenue and have already secured over US$200,000 in expected revenue from 40 new customers within two months [3][4] - FiEE, Inc. is undergoing a strategic transformation to provide innovative brand management solutions for underrecognized talents, leveraging IoT and AI technologies [4][5] Business Strategy - The company aims to build a unique KOL community with billions of fans, focusing on empowering individuals to achieve sustained success in the digital landscape [6] - FiEE, Inc. is establishing a comprehensive value ecosystem that includes cybersecurity, market analysis, and big data analysis to protect original creations and digital content for talented individuals [5][6] - The services offered by FiEE, Inc. are categorized into Cloud-Managed Connectivity, IoT Hardware Sales & Licensing, SaaS Solutions, and Professional Services, integrating AI and data analytics for content creation and brand management [8] Market Positioning - FiEE, Inc. is positioned as a technology company that integrates IoT, connectivity, and AI to redefine brand management solutions in the digital era [1][7] - The company has a historical track record in delivering WiFi and Software as a Service platforms and has transitioned to a Software First Model in 2023 to expand its technology portfolio [7] - The strategic cooperation with Beijing Yilian is expected to enhance the company's marketing and exposure at the international trade fair, leveraging its extensive network resources [3][4]

Company Overview - FiEE, Inc. resumed trading on the Nasdaq Capital Market under the ticker symbol "MINM" on June 2, 2025 [1] - The company, formerly known as Minim, Inc., was founded in 1977 and has transitioned to a Software First business model since 2023 [5] Strategic Transformation - FiEE, Inc. is strategically transforming to focus on growing Key Opinion Leaders (KOLs) in the market through innovative brand management solutions [2] - The company has enhanced its MinimOS cloud platform and API suite for ISPs/OEMs and merged with e2Companies to broaden its technology and revenue base [2] Service Offerings - FiEE, Inc. offers a range of IoT-enabled Connectivity Solutions, including Cloud-Managed Connectivity (WiFi) Platform, IoT Hardware Sales & Licensing, SAAS Solutions, and Professional To-C and To-B Services & Support [6] - The company has introduced Software as a Service solutions that integrate AI and data analytics capabilities into content creation and brand management [6] Market Positioning - FiEE, Inc. addresses challenges faced by talented individuals, such as insufficient promotion channels and high costs of conventional advertising, by establishing a comprehensive value ecosystem [3] - The company aims to elevate personal brands and influence while safeguarding original creations, digital arts, NFTs, and exclusive content [3] Leadership Vision - The CEO of FiEE, Inc. expressed confidence in the company's new positioning and long-term goal of building a unique KOL community with billions of fans [4] - The focus will be on enhancing technological capabilities and providing comprehensive solutions to potential users in the market [4]

Core Viewpoint - FiEE, Inc. will resume trading on the Nasdaq Capital Market under the ticker symbol "MINM" starting June 2, 2025, following a favorable decision from the Nasdaq Hearings Panel [1][2]. Company Overview - FiEE, Inc. is a technology company focused on integrating IoT, connectivity, and AI to enhance brand management solutions in the digital age [1][3]. - The company has transitioned to a Software First Model in 2023 to broaden its technology portfolio and revenue streams, rebranding itself in 2025 [4]. Strategic Transformation - The company is undergoing a strategic transformation to leverage market opportunities through an integrated approach combining cyber-hardened IoT connectivity with AI-driven content creation and audience targeting [3][4]. - This transformation aims to empower Key Opinion Leaders (KOLs) and brands to achieve accelerated growth and deeper audience engagement [3]. Service Offerings - FiEE, Inc. offers services structured into four key categories: Cloud-Managed Connectivity (WiFi) Platform, IoT Hardware Sales & Licensing, SaaS Solutions, and Professional To-C and To-B Services & Support [5]. - The introduction of innovative SaaS solutions integrates AI and data analytics into content creation and brand management, supporting KOLs in optimizing their digital presence [5].

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section provides the unaudited financial statements and management's analysis of FIEE, Inc. for the three months ended March 31, 2025 [ITEM 1. FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents FIEE, Inc.'s unaudited condensed consolidated financial statements for Q1 2025 and 2024, including balance sheets, operations, equity, and cash flows [Condensed Consolidated Balance Sheets (Unaudited)](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20%28Unaudited%29) This section provides the unaudited condensed consolidated balance sheets as of March 31, 2025, and December 31, 2024 | Metric | March 31, 2025 (Unaudited) | December 31, 2024 | | :-------------------------------- | :--------------------------- | :------------------ | | Cash and cash equivalents | $9,104 | $30,162 | | Total current assets | $103,453 | $164,919 | | Total assets | $357,894 | $307,035 | | Total current liabilities | $846,703 | $437,027 | | Total liabilities | $861,796 | $437,027 | | Total stockholders' deficit | $(503,902) | $(129,992) | - The company's cash and cash equivalents decreased significantly from **$30,162** at December 31, 2024, to **$9,104** at March 31, 2025[12](index=12&type=chunk) - Total current liabilities more than doubled from **$437,027** at December 31, 2024, to **$846,703** at March 31, 2025, primarily due to new 'Due to related party' liabilities of **$355,170** and 'Current maturities of operating lease liabilities' of **$58,688**[12](index=12&type=chunk) [Condensed Consolidated Statements of Operations (Unaudited)](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20%28Unaudited%29) This section presents the unaudited condensed consolidated statements of operations for the three months ended March 31, 2025 and 2024 | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Net sales | $125 | $639,893 | | Cost of goods sold | $750 | $432,634 | | Gross (loss) margin | $(625) | $207,259 | | Total operating expenses | $370,496 | $3,476,938 | | Operating loss | $(371,121) | $(3,269,679) | | Net loss | $(373,910) | $(3,258,955) | | Basic and diluted net loss per share | $(0.10) | $(1.18) | - Net sales decreased by **100%** from **$639,893** in Q1 2024 to **$125** in Q1 2025, reflecting a significant shift away from previous business operations[15](index=15&type=chunk) - The company reported a gross loss of **$625** in Q1 2025, compared to a gross margin of **$207,259** in Q1 2024[15](index=15&type=chunk) - Net loss significantly improved from **$(3,258,955)** in Q1 2024 to **$(373,910)** in Q1 2025, largely due to a substantial reduction in operating expenses, particularly the absence of 'Vendor liability forgiveness, net of asset transfers' which was **$2,364,955** in Q1 2024[15](index=15&type=chunk) [Condensed Consolidated Statements of Stockholders' Equity (Unaudited)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders%27%20Equity%20%28Unaudited%29) This section presents the unaudited condensed consolidated statements of stockholders' equity for the three months ended March 31, 2025 and December 31, 2024 | Metric | December 31, 2024 | March 31, 2025 | | :------------------------ | :---------------- | :------------- | | Accumulated Deficit | $(96,693,056) | $(97,066,966) | | Total Stockholders' Deficit | $(129,992) | $(503,902) | - The accumulated deficit increased from **$(96,693,056)** at December 31, 2024, to **$(97,066,966)** at March 31, 2025, primarily due to the net loss incurred during the quarter[18](index=18&type=chunk) - Total stockholders' deficit worsened from **$(129,992)** at December 31, 2024, to **$(503,902)** at March 31, 2025[18](index=18&type=chunk) [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20%28Unaudited%29) This section presents the unaudited condensed consolidated statements of cash flows for the three months ended March 31, 2025 and 2024 | Cash Flow Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Net cash used in operating activities | $(371,058) | $(2,482,265) | | Net cash used in investing activities | $- | $- | | Net cash provided by financing activities | $350,000 | $2,800,000 | | Net increase (decrease) in cash and cash equivalents | $(21,058) | $317,735 | | Cash and cash equivalents - Ending | $9,104 | $1,027,057 | - Net cash used in operating activities decreased significantly from **$(2,482,265)** in Q1 2024 to **$(371,058)** in Q1 2025[21](index=21&type=chunk) - Cash provided by financing activities decreased from **$2,800,000** in Q1 2024 (due to preferred stock issuance) to **$350,000** in Q1 2025 (due to proceeds from debt)[21](index=21&type=chunk) - The company experienced a net decrease in cash and cash equivalents of **$(21,058)** in Q1 2025, resulting in an ending cash balance of **$9,104**[21](index=21&type=chunk) [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20%28Unaudited%29) This section provides detailed notes accompanying the unaudited condensed consolidated financial statements [(1) NATURE OF OPERATIONS AND BASIS OF PRESENTATION](index=8&type=section&id=%281%29%20NATURE%20OF%20OPERATIONS%20AND%20BASIS%20OF%20PRESENTATION) This note describes FIEE, Inc.'s business transformation from a networking company to a digital service provider focused on AI and data analytics - FIEE, Inc. (formerly Minim, Inc.) pivoted from a networking company with an exclusive Motorola brand license (until 2023) to a digital service provider focused on **AI** and data analytics for content creation and brand management[23](index=23&type=chunk)[25](index=25&type=chunk)[26](index=26&type=chunk) - The company's new focus includes **SaaS** solutions for digital presence optimization, customized graphic/video content, and editorial calendars, delivered through digital account management, content operations/growth analytics, and community engagement[26](index=26&type=chunk)[27](index=27&type=chunk) - The company changed its name from Minim, Inc. to FiEE, Inc. effective **February 27, 2025**[28](index=28&type=chunk) - As of March 31, 2025, the Company had an accumulated deficit of **$97 million** and cash and cash equivalents of **$9 thousand**, indicating significant losses and negative cash flows from operations[31](index=31&type=chunk) - On March 25, 2025, the Company entered into a non-binding LOI to acquire **100%** equity interests in Suzhou Yixuntong Network Technology Co., Ltd. for up to **$2,000,000**, aiming to expand its Multi-Channel Network business[32](index=32&type=chunk)[33](index=33&type=chunk) [(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=9&type=section&id=%282%29%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note confirms that the Company's significant accounting policies remained unchanged during the quarter - The Company's significant accounting policies remained unchanged during the three months ended March 31, 2025, as disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024[37](index=37&type=chunk) [(3) REVENUE AND OTHER CONTRACTS WITH CUSTOMERS](index=9&type=section&id=%283%29%20REVENUE%20AND%20OTHER%20CONTRACTS%20WITH%20CUSTOMERS) This note details the Company's revenue recognition policies and the significant shift in revenue composition from hardware to SaaS - Revenue from hardware products bundled with **SaaS** offerings is recognized when product control transfers, with the **SaaS** portion recognized ratably over an estimated one to three-year period[39](index=39&type=chunk) Revenue by Source | Revenue Source | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------ | :-------------------------------- | :-------------------------------- | | Retailers | $- | $638,904 | | Other online and offline channels | $125 | $989 | | Total Revenue | $125 | $639,893 | Revenue by Product | Product | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------ | :-------------------------------- | :-------------------------------- | | Cable modems & gateways | $- | $638,804 | | Other networking products | $- | $1,089 | | SaaS | $125 | $- | | Total Revenue | $125 | $639,893 | - The company's revenue composition shifted entirely to **SaaS** in Q1 2025, with **$125** in SaaS revenue, compared to **$639,893** from hardware products (cable modems & gateways, other networking products) in Q1 2024[44](index=44&type=chunk) [(4) BALANCE SHEET COMPONENTS](index=11&type=section&id=%284%29%20BALANCE%20SHEET%20COMPONENTS) This note provides a breakdown of key balance sheet components, particularly other payables and accrued expenses Other Payables and Accrued Expenses | Other Payables and Accrued Expenses | March 31, 2025 | March 31, 2024 | | :---------------------------------- | :------------- | :------------- | | Payroll & related benefits | $64,344 | $141,559 | | Professional fees | $116,690 | $104,947 | | Board of director fees | $12,500 | $173,000 | | Sales and use tax | $81,708 | $150,009 | | Vendor contingent payments | $26,905 | $415,259 | | Total other payables and accrued expenses | $332,079 | $1,011,679 | - Total other payables and accrued expenses decreased from **$1,011,679** at March 31, 2024, to **$332,079** at March 31, 2025, driven by significant reductions in vendor contingent payments, board of director fees, and payroll & related benefits[45](index=45&type=chunk) [(5) LEASES](index=11&type=section&id=%285%29%20LEASES) This note details changes in the Company's lease agreements and the resulting impact on lease liabilities - The Company's previous office and warehouse leases expired, and a newly established Hong Kong subsidiary executed new office lease agreements in **February 2025**[46](index=46&type=chunk) Lease Liability Components | Lease Liability Component | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------ | :-------------------------------- | :-------------------------------- | | Current operating lease liabilities | $58,688 | $9,061 | | Long-term operating lease liabilities | $15,093 | $- | | Total lease liabilities | $73,781 | $9,061 | - Total lease liabilities increased significantly from **$9,061** in Q1 2024 to **$73,781** in Q1 2025, reflecting the new lease agreements[47](index=47&type=chunk) [(6) COMMITMENTS AND CONTINGENCIES](index=12&type=section&id=%286%29%20COMMITMENTS%20AND%20CONTINGENCIES) This note outlines the Company's commitments, including the termination of the Motorola license, vendor liability reductions, and legal proceedings - The exclusive license agreement with Motorola Mobility LLC for consumer networking products was cancelled in **2023**, and all related royalty payments and obligations were satisfied by **January 22, 2024**, through asset transfers and a debt settlement agreement[49](index=49&type=chunk)[50](index=50&type=chunk)[52](index=52&type=chunk) - The Company negotiated liability release agreements with vendors in **Q4 2023**, reducing outstanding accounts payable by **$3.6 million** from **$5.0 million** to **$1.4 million**, contingent on payment of negotiated amounts[53](index=53&type=chunk) - As of March 31, 2025, management believes no current legal proceedings are expected to have a material adverse effect on the Company's business, operating results, or financial condition[55](index=55&type=chunk) [(7) SIGNIFICANT CUSTOMERS AND DEPENDENCY ON KEY SUPPLIERS](index=13&type=section&id=%287%29%20SIGNIFICANT%20CUSTOMERS%20AND%20DEPENDENCY%20ON%20KEY%20SUPPLIERS) This note discusses customer acquisition for the new SaaS business and the absence of significant supplier concentration - The Company acquired **1** new customer upon launching its **SaaS** product on **March 28, 2025**, and had **39** customers by **April 30, 2025**, with prepaid subscription fees totaling **$203 thousand**[57](index=57&type=chunk) - In Q1 2024, two companies accounted for **100%** of total net sales, and one company accounted for **100%** of accounts receivable, indicating high customer concentration in the prior business model[58](index=58&type=chunk) - The Company did not have any concentration of suppliers during the three months ended March 31, 2025 and 2024[59](index=59&type=chunk) [(8) RELATED PARTY TRANSACTIONS](index=13&type=section&id=%288%29%20RELATED%20PARTY%20TRANSACTIONS) This note details transactions with related parties, including changes in rent expense and new promissory notes - Rent expense from a related party (former Chairman of the Board) decreased from **$14 thousand** in Q1 2024 to **$0** in Q1 2025, as the lease was not renewed in **September 2024**[60](index=60&type=chunk) Due to Related Party | Due to Related Party | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------- | :-------------------------------- | :-------------------------------- | | Cao Yu | $53,000 | $- | | David Lazar | $302,170 | $- | | Total | $355,170 | $- | - A new unsecured promissory note with David Lazar (Noteholder) for a principal amount of **$300,000** became effective **February 18, 2025**, due by **December 31, 2025**[63](index=63&type=chunk) [(9) EARNINGS (LOSS) PER SHARE](index=14&type=section&id=%289%29%20EARNINGS%20%28LOSS%29%20PER%20SHARE) This note presents the calculation of basic and diluted net loss per share for the periods presented Earnings (Loss) Per Share | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Net loss | $(373,910) | $(3,258,955) | | Weighted average common shares – basic | 3,713,792 | 2,770,382 | | Basic and diluted net loss per share | $(0.10) | $(1.18) | - Basic and diluted net loss per share improved from **$(1.18)** in Q1 2024 to **$(0.10)** in Q1 2025, reflecting a reduced net loss despite an increase in weighted average common shares[64](index=64&type=chunk) [(10) EQUITY](index=14&type=section&id=%2810%29%20EQUITY) This note describes significant equity transactions, including preferred stock issuance, warrant sales, and subsequent agreements - On **January 23, 2024**, the Company sold **2,000,000** shares of Series A Preferred Stock and issued warrants to purchase **2,800,000** shares of Common Stock to David Lazar for an aggregate purchase price of **$2,800,000**[65](index=65&type=chunk) - On **February 18, 2025**, David Lazar sold his Series A Preferred Stock, warrants, and receivables to Cao Yu, Hu Bin, and Youxin Consulting Limited for **$500,000**, with **$300,000** directed to the Company for **1,200,000** newly issued Common Stock shares to Lazar (later rescinded and replaced with a Convertible Note)[71](index=71&type=chunk) - On **May 9, 2025**, a Second Amended and Restated Securities Purchase Agreement was executed, removing references to Lazar Common Stock and Earnout Shares, and Purchasers agreed to surrender the Warrant and forgive Lazar Receivables[72](index=72&type=chunk) [(11) SUBSEQUENT EVENTS](index=16&type=section&id=%2811%29%20SUBSEQUENT%20EVENTS) This note discloses significant events occurring after the balance sheet date, including board appointments, Nasdaq compliance issues, and new financing agreements - Hu Bin, Cao Yu, David Natan, and Chan Oi Fat were appointed to the Company's board of directors and various committees in **April 2025**[73](index=73&type=chunk)[74](index=74&type=chunk) - The Company received a second letter from Nasdaq on **April 7, 2025**, citing additional deficiencies including failure to comply with shareholder approval requirements and majority independent board/committee requirements, in addition to the previously noted stockholders' equity requirement[81](index=81&type=chunk) - On **May 9, 2025**, the Company sold **1,585,366** shares of common stock to Cao Yu for **$2,600,000** and **853,659** shares to Hu Bin for **$1,400,000**[84](index=84&type=chunk)[85](index=85&type=chunk) - On **May 9, 2025**, the Company entered into a Securities Purchase Agreement with Helena Global Investment Opportunities I Ltd. to potentially issue and sell up to **$15,000,000** of Common Stock over **36 months** to fund future liquidity needs[129](index=129&type=chunk)[130](index=130&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=18&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses FIEE, Inc.'s financial condition and results, highlighting the strategic pivot to AI-driven SaaS, declining sales, and liquidity challenges [Overview](index=18&type=section&id=Overview) This overview summarizes the Company's strategic transition to a digital service provider and its current financial position - The Company is transitioning from a WiFi/Software as a Service platform for connected homes to a digital service provider integrating **AI** and data analytics into content creation and brand management[92](index=92&type=chunk) - Cash and cash equivalents decreased from **$30 thousand** on December 31, 2024, to **$9 thousand** on March 31, 2025, with a negative working capital of **$743 thousand**[94](index=94&type=chunk) - Net sales for the three months ended March 31, 2025, were **$125**, a significant decrease from **$640 thousand** in the prior year, reflecting declining revenues[96](index=96&type=chunk) [Recent Accounting Standards](index=19&type=section&id=Recent%20Accounting%20Standards) This section confirms no new significant accounting pronouncements impacted the Company's financial statements - There have been no new accounting pronouncements with significant or potential significance to the Company's financial position, results of operations, and cash flows during the period[38](index=38&type=chunk)[97](index=97&type=chunk) [Critical Accounting Policies and Estimates](index=19&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) This section states that no significant changes occurred in the Company's critical accounting policies and estimates - No significant changes occurred in the Company's critical accounting policies and estimates, including revenue recognition, product returns, inventory valuation, costs of goods sold, warrants, and valuation of deferred tax assets, for the three months ended March 31, 2025[99](index=99&type=chunk) [Results of Operations](index=19&type=section&id=Results%20of%20Operations) This section analyzes the Company's financial performance, detailing changes in net sales, cost of goods sold, gross margin, and operating expenses Results of Operations Summary | Metric | March 31, 2025 | March 31, 2024 | Change ($) | Change (%) | | :-------------------------- | :------------- | :------------- | :--------- | :--------- | | Net sales | $125 | $639,893 | $(639,768) | (100.0)% | | Cost of goods sold | $750 | $432,634 | $(431,884) | (99.8)% | | Gross profit (loss) | $(625) | $207,259 | $(207,884) | (100.3)% | | Selling and marketing | $- | $21,037 | $(21,037) | (100.0)% | | General and administrative | $340,496 | $1,018,516 | $(678,020) | (66.6)% | | Research and development | $30,000 | $72,430 | $(42,430) | (58.6)% | | Vendor liability forgiveness, net of asset transfers | $- | $2,364,955 | $(2,364,955) | (100.0)% | | Total operating expenses | $370,496 | $3,476,938 | $(3,106,442) | (89.3)% | | Operating loss | $(371,121) | $(3,269,679) | $2,898,558 | (88.6)% | | Net loss | $(373,910) | $(3,258,955) | $2,885,045 | (88.5)% | [Net Sales](index=20&type=section&id=Net%20Sales) This section details the significant year-over-year decrease in net sales due to the strategic business transition - Total net sales decreased by **$640 thousand (100%)** year-over-year, reflecting the strategic transition from legacy hardware to **SaaS** solutions[102](index=102&type=chunk) - The new **AI** and big data-focused **SaaS** business secured its first customer orders and generated initial sales in **March 2025**, onboarding **39** customers by **April 30, 2025**, with **$203 thousand** in prepaid service fees[102](index=102&type=chunk) [Cost of Goods Sold and Gross Margin](index=20&type=section&id=Cost%20of%20Goods%20Sold%20and%20Gross%20Margin) This section explains the decrease in gross profit and the resulting gross loss due to lower sales and upfront costs - Gross profit decreased due to lower sales, primarily from the Motorola license termination, resulting in a gross loss of **(500)%** in Q1 2025 compared to a **32.4%** gross margin in Q1 2024[104](index=104&type=chunk)[105](index=105&type=chunk) - The Q1 2025 gross margin is not indicative of future trends, as the new business incurred elevated upfront costs during its initial launch phase[107](index=107&type=chunk) [Selling and Marketing](index=21&type=section&id=Selling%20and%20Marketing) This section highlights the significant reduction in selling and marketing expenses - Selling and marketing expenses decreased by **$21 thousand (100%)** in Q1 2025 compared to Q1 2024, primarily due to reductions in sales support costs[108](index=108&type=chunk) [General and Administrative](index=21&type=section&id=General%20and%20Administrative) This section details the decrease in general and administrative expenses due to business reallocation and cost reduction efforts - General and administrative expenses decreased by **$678 thousand (66.6%)** in Q1 2025, mainly due to the reallocation of business operations from hardware to software focus and cost reduction efforts[110](index=110&type=chunk) [Research and Development](index=22&type=section&id=Research%20and%20Development) This section outlines the decrease in research and development expenses and the Company's new SaaS platform development - Research and development expenses decreased by **$42 thousand (58.6%)** in Q1 2025, primarily due to reduced software subscriptions and support costs[112](index=112&type=chunk) - In Q1 2025, the Company collaborated with a new vendor to develop the 'FiEE All-in-One Media Operations **SaaS** Platform' for content creation, multi-platform publishing, data analytics, and collaboration[112](index=112&type=chunk) [Liquidity and Capital Resources](index=22&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the Company's cash position, working capital, going concern issues, and future funding strategies - As of March 31, 2025, cash and cash equivalents were **$9 thousand**, down from **$30 thousand** on December 31, 2024, with negative working capital of **$743 thousand**[114](index=114&type=chunk) - Substantial doubt exists about the Company's ability to continue as a going concern beyond the next **12 months**, requiring additional liquidity[116](index=116&type=chunk) - Management anticipates needing approximately **$10 million** in total funding over the next **3 years** to support the strategic transition to **SaaS**, with allocations for infrastructure development, **AI** technology, and system enhancements[128](index=128&type=chunk) - On **May 9, 2025**, the Company entered into a Purchase Agreement with Helena Global Investment Opportunities I Ltd., granting the right to issue and sell up to **$15,000,000** of Common Stock over **36 months** to address liquidity needs[129](index=129&type=chunk)[130](index=130&type=chunk) [Cash Flows](index=23&type=section&id=Cash%20Flows) This section analyzes the Company's cash flow activities from operations, investing, and financing Cash Flow Summary | Cash Flow Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Cash (used in) operating activities | $(371,058) | $(2,482) | | Cash used in investing activities | $- | $- | | Cash provided by financing activities | $350,000 | $2,800 | | Net increase (decrease) in cash and cash equivalents | $(21,058) | $318 | - Net cash used in operating activities decreased significantly from **$2.5 million** in Q1 2024 to **$371 thousand** in Q1 2025, primarily due to reduced net loss and changes in working capital[118](index=118&type=chunk)[119](index=119&type=chunk) - Financing activities provided **$350 thousand** in Q1 2025 from debt proceeds, a decrease from **$2.8 million** in Q1 2024 from preferred stock issuance[121](index=121&type=chunk) [Future Liquidity Needs](index=23&type=section&id=Future%20Liquidity%20Needs) This section addresses the Company's anticipated capital requirements and strategies for securing additional funding - The Company's current cash and cash equivalents are believed to be insufficient to fund working capital, capital expenditures, and operations for the next **twelve months**, necessitating additional equity or debt financing[124](index=124&type=chunk) - Future capital requirements will be influenced by operating losses, sales levels, R&D programs, working capital needs, debt servicing, regulatory approvals, and market acceptance of products[125](index=125&type=chunk) - The Company has federal net operating loss carryforwards of approximately **$69.3 million**, but a full valuation allowance has been established against deferred income tax assets[127](index=127&type=chunk) [Commitments and Contractual Obligations](index=25&type=section&id=Commitments%20and%20Contractual%20Obligations) This section confirms no material changes to the Company's capital commitments and contractual obligations - No material changes to capital commitments and contractual obligations were reported during the three months ended March 31, 2025, beyond those disclosed in the Form 10-K for December 31, 2024[136](index=136&type=chunk) [Off-Balance Sheet Arrangements](index=25&type=section&id=Off-Balance%20Sheet%20Arrangements) This section states that the Company had no material off-balance sheet arrangements - The Company did not have any material off-balance sheet arrangements as of March 31, 2025[137](index=137&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=25&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) As a smaller reporting company, FIEE, Inc. is not required to provide quantitative and qualitative disclosures about market risk - The Company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[138](index=138&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=25&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management, including the CEO and CFO, evaluated the effectiveness of disclosure controls and procedures as of March 31, 2024, finding them effective with no material changes in internal control - The Company's disclosure controls and procedures were deemed effective as of **March 31, 2024**, following an evaluation by management, including the CEO and CFO[139](index=139&type=chunk)[140](index=140&type=chunk) - No changes in internal control over financial reporting occurred during the three months ended March 31, 2025, that have affected, or are reasonably likely to affect, internal control over financial reporting[141](index=141&type=chunk) [PART II - OTHER INFORMATION](index=26&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section provides other required information, including legal proceedings, risk factors, equity sales, and exhibits [ITEM 1. LEGAL PROCEEDINGS](index=26&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The Company reported no legal proceedings for the period - There are no legal proceedings to report[143](index=143&type=chunk) [ITEM 1A. RISK FACTORS](index=26&type=section&id=ITEM%201A.%20RISK%20FACTORS) There have been no material changes to the risk factors previously disclosed in the Company's 2024 Annual Report on Form 10-K - No material changes to the risk factors set forth in the **2024** Annual Report on Form 10-K were identified[144](index=144&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=26&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The Company reported no unregistered sales of equity securities or use of proceeds for the period - There are no unregistered sales of equity securities and use of proceeds to report[145](index=145&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=26&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) The Company reported no defaults upon senior securities for the period - There are no defaults upon senior securities to report[146](index=146&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=26&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This item is not applicable to the Company - Mine safety disclosures are not applicable to the Company[147](index=147&type=chunk) [ITEM 5. OTHER INFORMATION](index=26&type=section&id=ITEM%205.%20OTHER%20INFORMATION) The Company reported no other information for the period - There is no other information to report[148](index=148&type=chunk) [ITEM 6. EXHIBITS](index=27&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed with the Form 10-Q, including amendments to the Certificate of Incorporation and Bylaws, Securities Purchase Agreements, and certifications required by the Sarbanes-Oxley Act - Key exhibits include the Certificate of Amendment of Amended and Restated Certificate of Incorporation (effective **Feb 27, 2025**), Second Amended and Restated Bylaws, and Amended and Restated Securities Purchase Agreement (effective **Feb 18, 2025**)[150](index=150&type=chunk) - Certifications pursuant to Sections **302** and **906** of the Sarbanes-Oxley Act of **2002** are included as exhibits[150](index=150&type=chunk) [SIGNATURES](index=28&type=section&id=SIGNATURES) The report is duly signed on behalf of FIEE, INC. by Li Wai Chung, Chief Executive Officer and President, as the Principal Executive Officer - The report was signed by Li Wai Chung, Chief Executive Officer and President of FIEE, INC., on **May 15, 2025**[155](index=155&type=chunk)

Business Transition and Strategy - The company transitioned from its legacy business to a digital service provider focused on integrating artificial intelligence and data analytics into content creation and brand management as of April 10, 2025[21][45]. - The company has stopped substantially all of its legacy business operations as of April 10, 2025, marking a complete transition to new business offerings[21]. - The company is in the early stages of its new business model, which may result in limited revenue generation and operational challenges[45]. - The company plans to pursue acquisitions to grow its business, which may involve risks related to identifying suitable candidates and securing financing[49]. - A potential transaction is being evaluated for acquiring 100% equity interests in Suzhou Yixuntong Network Technology Co., Ltd., which may generate operational cash flow[162]. Financial Performance - Total net sales decreased by $25.5 million or 97.5%, from $26.1 million in 2023 to $0.6 million in 2024, primarily due to decreased sales of Motorola branded cable modems and gateways[107]. - The company reported a net loss of $4.2 million in 2024, compared to a net loss of $17.6 million in 2023, reflecting an improvement of $15.6 million or 88.5%[104]. - The company reported a net loss of $4,224,278 for 2024, compared to a net loss of $17,633,924 in 2023, representing a reduction in losses of about 76.01%[151]. - Cash used in operating activities was $3.8 million in 2024, compared to cash provided of $4.8 million in 2023, reflecting a significant operational cash flow decline[122]. - The company has substantial doubt about its ability to continue as a going concern, requiring additional liquidity to sustain operations beyond the next 12 months[120][128]. Operational Challenges - The company is currently under suspended trading status on the Nasdaq due to failing to meet the minimum stockholders' equity requirement of at least $2,500,000[28]. - The company has received a stay of delisting from the SEC pending further review, indicating ongoing regulatory challenges[31]. - The company may experience difficulties in scaling operations, which could affect service quality and employee retention[51]. - The company faces risks related to integrating acquired companies, including potential over-valuation and litigation from acquired entities[53]. Cost Management and Expenses - Selling and marketing expenses dropped by $9.4 million or 99.3%, from $9.5 million in 2023 to $66.2 thousand in 2024, mainly due to a reduction in Motorola royalty fees and marketing programs[111]. - General and administrative expenses decreased by $2.7 million to $2.1 million in 2024, a reduction of 56.7% compared to 2023[112]. - Research and development expenses decreased by $3.3 million or 96.7%, from $3.4 million in 2023 to $113.3 thousand in 2024[104]. - The company incurred total operating expenses of $4,442,835 in 2024, down from $17,677,479 in 2023, a decrease of approximately 74.88%[151]. Shareholder and Equity Information - The company has authorized the issuance of 60,000,000 shares of common stock, which may lead to substantial dilution for existing investors[72]. - The company has committed to increasing the Stated Value of its Series A Convertible Preferred Stock from $1.40 to $2.75 as part of the Securities Purchase Agreement[37]. - The company has never declared or paid any cash dividends and does not intend to do so in the foreseeable future[74]. - The company currently trades on the Pink Tier of OTC Markets, which may limit liquidity and market quotations for its shares[60]. Assets and Liabilities - Total current assets decreased to $164,919 in 2024 from $11,399,114 in 2023, a decline of approximately 98.55%[148]. - Total liabilities decreased to $437,027 in 2024 from $12,244,048 in 2023, a reduction of approximately 96.43%[148]. - Cash and cash equivalents decreased from $709 thousand in 2023 to $30 thousand in 2024[90]. - The accumulated deficit increased to $96,693,056 in 2024 from $92,468,778 in 2023, an increase of about 4.83%[154]. Compliance and Governance - The company plans to establish an independent audit committee, compensation committee, and nomination committee to comply with Nasdaq listing standards[54]. - The company has not maintained effective internal controls over financial reporting, which could impair investor confidence and affect stock price[75].

Core Points - Nasdaq Stock Market announced the delisting of Minim, Inc.'s common stock, which has been suspended since July 24, 2024 [1] - Nasdaq will file a Form 25 with the Securities and Exchange Commission to finalize the delisting process, effective ten days after the filing [1] - Additional information regarding the delisting and the trading status of Minim, Inc.'s securities can be found in the company's public filings or by contacting the company directly [1] Company Information - Minim, Inc.'s securities have not traded on Nasdaq since their suspension on July 24, 2024 [1] - The delisting process is governed by Nasdaq's rules, specifically the Nasdaq Rule 5800 Series [1]