Financial Performance - Total revenues for Q3 fiscal 2024 were $13.6 million, down 12.8% from $15.6 million in Q3 fiscal 2023, primarily due to competition and store renovations [4]. - Gross profit for Q3 fiscal 2024 was $3.2 million, resulting in a gross margin of 23.4%, compared to $4.0 million and 25.6% in the same quarter last year [6]. - The net loss attributable to Maison Solutions for Q3 fiscal 2024 was approximately $549,000, or a loss of $0.03 per share, compared to a net income of $988,000, or $0.06 per share, in Q3 fiscal 2023 [7]. - For the first nine months of fiscal 2024, total revenues were $41.1 million, nearly unchanged from $41.2 million in the same period last year [10]. - The company reported a gross profit of $9.4 million for the first nine months of fiscal 2024, with a gross margin improvement to 22.9% from 22.8% in the prior year [11]. - Operating loss for the first nine months of fiscal 2024 was approximately $270,000, a decline from an operating income of approximately $80,000 in the same period last year [12]. - For the nine months ended January 31, 2024, the company reported a net loss of $470,802 compared to a net income of $1,228,281 for the same period in 2023 [23]. Cash Flow and Investments - Cash and equivalents increased to $9.4 million as of January 31, 2024, up from $2.6 million at April 30, 2023, following an IPO that generated approximately $10 million [8]. - Net cash used in operating activities for the nine months ended January 31, 2024, was approximately $887,000, compared to net cash provided of approximately $364,000 in the same period last year [9]. - Cash flows from operating activities resulted in a net cash used of $887,439, a significant decline from the net cash provided of $364,225 in the prior year [23]. - The company incurred a total of $5,142,083 in net cash used in investing activities, contrasting with net cash provided of $1,886,085 in the previous year [23]. - The company raised $13,313,892 from the issuance of common stock, contributing to a net cash provided by financing activities of $12,866,382 [23]. - Cash and restricted cash at the end of the period totaled $9,407,727, up from $2,581,345 at the end of the previous year [23]. - The company paid $81,369 in interest and $322,610 in income taxes during the reporting period [24]. Operational Developments - The company is on track to complete renovations of its El Monte store and open a new flagship store in Rowland Heights, California, later this year [3]. - The company aims to leverage new software for store optimization and revenue generation as part of its growth strategy [3]. - Accounts receivable decreased by $440,985, while accounts payable increased by $1,451,371, indicating changes in working capital management [23]. - The company made significant investments, including $2,950,000 for intangible assets and $1,800,000 into HKGF Market of Arcadia [23]. - Depreciation and amortization expenses were $274,476, down from $312,549 in the previous year [23]. - The company experienced a bad debt reversal of $105,322, which positively impacted the financial results [23].

Economic Environment - The inflation rate in the United States was 3.1% for the nine months ended January 31, 2024, and 4.9% for the year ended April 30, 2023, impacting purchase, occupancy, and payroll costs [182]. Payroll and Expenses - Payroll and payroll tax expenses for the three months ended January 31, 2024, were $1.8 million, compared to $2.2 million for the same period in 2023, while for the nine months, expenses were $5.2 million in 2024 versus $5.0 million in 2023 [186]. - The company has approximately 175 employees, with payroll expenses affected by recent increases in minimum wage rates in California [186]. - Selling expenses for the three months ended January 31, 2024, were approximately $2.4 million, down $225,208 or 8.5% from $2.7 million in 2023 [214]. - General and administrative expenses for the three months ended January 31, 2024, were approximately $1.1 million, a decrease of $338,452 or 24.3% from $1.4 million in 2023 [210]. - Interest expense for the three months ended January 31, 2024, was $19,425, an increase of $95,477 from interest income of $76,052 in 2023 [217]. - Income tax expense for the three months ended January 31, 2024, was $158,656, an increase of $59,586 from $99,070 in 2023 [218]. Revenue and Profitability - Net revenues for the three months ended January 31, 2024, were approximately $13.6 million, a decrease of $2.0 million or 13.0% from $15.6 million for the same period in 2023 [210]. - Gross profit for the three months ended January 31, 2024, was approximately $3.2 million, down $822,577 or 20.5% from $4.0 million in 2023, with a gross margin of 23.4% compared to 25.6% in 2023 [213]. - For the nine months ended January 31, 2024, net revenues were approximately $41.1 million, a slight decrease of $98,257 or 0.2% from $41.2 million in 2023 [222]. - The decrease in net revenues was primarily due to increased competition from two newly opened Asian supermarkets and a temporary slowdown of the Maison El Monte store due to renovations [211]. - Gross profit was approximately $9.4 million for both the nine months ended January 31, 2024 and 2023, with a gross margin of 22.9% in 2024 compared to 22.8% in 2023, indicating a slight increase of 0.1% [224]. - Net loss attributable to the Company for the three months ended January 31, 2024, was $548,954, a decrease of $1,537,428 or 155.5% from a net income of $988,474 in 2023 [219]. - Net loss attributable to the Company was $562,428 for the nine months ended January 31, 2024, a decrease of $1,483,054, or 161.1%, from a net income of $920,626 for the same period in 2023 [231]. Operating Costs and Investments - Total operating expenses for the three months ended January 31, 2024, were approximately $3.5 million, a decrease of $563,660 or 13.9% from $4.1 million in 2023 [214]. - Total operating expenses increased by approximately $367,696, from $9.3 million in 2023 to approximately $9.7 million in 2024, with operating expenses as a percentage of revenues rising from 22.6% to 23.6% [225]. - The company spent $0.35 million on repairs and maintenance and supermarket renovation for the three months ended January 31, 2024, an increase of $0.29 million compared to $55,338 for the same period in 2023 [188]. - The company plans to invest approximately $35 million to $40 million for expansion, with $13 million to $16 million required within the next 12 months for new store openings and acquisitions [237]. Financing and Cash Flow - Cash, cash equivalents, and restricted cash amounted to approximately $9.4 million as of January 31, 2024, with a working capital of approximately $8.0 million [232]. - The Company received net proceeds of approximately $8.72 million from its IPO of 2,500,000 shares at $4.00 per share, which closed on October 10, 2023 [234]. - The PIPE Offering on November 22, 2023, generated net proceeds of approximately $4.35 million from the sale of 1,190,476 shares at a price of $4.20 per share [235]. - The net cash used in operating activities was approximately $887,439 for the nine months ended January 31, 2024, compared to a net cash provided of $364,225 for the same period in 2023 [242]. - Net cash used in investing activities was approximately $5.1 million for the nine months ended January 31, 2024, mainly due to store renovations, equipment purchases, and investments in TMA Liquor Inc and Good Fortune Arcadia supermarket [249]. - Net cash provided by financing activities was approximately $12.9 million for the nine months ended January 31, 2024, primarily from the issuance of common stock [251]. Legal and Compliance - The company completed its initial public offering on October 10, 2023, which has led to increased operating costs related to compliance and reporting [183]. - The company is currently involved in multiple legal proceedings, including class action complaints alleging violations of securities laws, which may impact its financial position [258][259]. - The company accrued a total of $138,500 in litigation losses related to employment law cases for the fiscal years ended April 30, 2022, and April 30, 2023 [261]. - The company has guaranteed all loans described, with the CEO personally guaranteeing the SBA loans, indicating a significant commitment to its financial obligations [263]. Market Expansion - The company acquired a 40% equity interest in HKGF Market of Arcadia, LLC for $1,440,000 and an additional 10% for $360,000, expanding its market presence [179]. - The company plans to acquire the remaining 90% equity interest in the Alhambra Store, funded by proceeds from its initial public offering [179]. - The company plans to acquire and open additional supermarkets on both the West Coast and East Coast, aiming to operate a total of ten center stores by the end of 2025 [236].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41720 MAISON SOLUTIONS INC. (Exact name of registrant as specified in its charter) | Delaware | 84-2498797 | | --- | --- | | (State ...

As filed with the Securities and Exchange Commission on November 28, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________ FORM S-1 ____________________________ REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ____________________________ MAISON SOLUTIONS INC. (Exact name of Registrant as specified in its charter) ____________________________ Delaware 5411 84-2498797 (State or other jurisdiction of incorporation or organization ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41720 MAISON SOLUTIONS INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or org ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended April 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number: 333-272123 Maison Solutions Inc. (Exact name of registrant as specified in its charter) Delaware 84-2498797 (State or other jurisdiction of inc ...

As filed with the Securities and Exchange Commission on June 14, 2023 Registration No. 333-272123 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________ Amendment No. 6 to FORM S-1 ____________________________ REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ____________________________ MAISON SOLUTIONS INC. (Exact name of Registrant as specified in its charter) ____________________________ (State or other jurisdiction of incorporation or organization) (P ...

As filed with the Securities and Exchange Commission on June 13, 2023 Registration No. 333-272123 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________ Amendment No. 5 to FORM S-1 ____________________________ REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ____________________________ MAISON SOLUTIONS INC. (Exact name of Registrant as specified in its charter) ____________________________ (State or other jurisdiction of incorporation or organization) (P ...

As filed with the Securities and Exchange Commission on June 12, 2023 Registration No. 333-272123 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________ Amendment No. 4 to FORM S-1 ____________________________ REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ____________________________ MAISON SOLUTIONS INC. (Exact name of Registrant as specified in its charter) ____________________________ (State or other jurisdiction of incorporation or organization) Ap ...

As filed with the Securities and Exchange Commission on June 9, 2023. Registration No. 333-272123 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________ Amendment No. 3 to FORM S-1 ____________________________ REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ____________________________ MAISON SOLUTIONS INC. (Exact name of Registrant as specified in its charter) ____________________________ (State or other jurisdiction of incorporation or organization) (P ...