Core Viewpoint - Royalty Management Holding Corp is diversifying its royalty business by investing in a range of sectors including critical minerals, sustainable land use, advanced manufacturing, and Bitcoin, aiming to balance risk and reward while enhancing efficiency and sustainability [1][2][3]. Investment Strategy - The company's core strategy involves securing royalties based on top-line revenue from various projects, which helps reduce operational risk and allows for capturing commodity price expansion [4][15]. - The company is flexible in its approach, considering equity or debt participation if royalties cannot be secured [4]. Market Differentiation - Unlike traditional royalty companies that focus on specific commodities, the company’s broad investment scope includes technologies that enhance revenue monetization and operational efficiency [6][9]. - The company actively seeks to create synergies among its investments, particularly in the rare earth sector, to build a complete supply chain from extraction to production [10][13]. Key Investments - Significant investments include a US-based permanent magnet manufacturer, earning a 1.5% royalty on magnet sales, and a partnership with Texas Tech University to develop sustainable fertilizer recycling technology [8][18]. - The company is focused on investing in technologies that improve resource use efficiency and sustainability, alongside traditional extractive operations [9]. Revenue Growth and Margins - As earlier investments begin to produce returns, the company anticipates revenue growth while maintaining disciplined cost management, expecting margins to expand as royalty income increases [14][16]. - The company’s role is to monitor performance and ensure agreements are honored, allowing for revenue scaling without proportional cost increases [15][16]. Industry Challenges and Opportunities - The US rare earth industry is experiencing a resurgence due to reduced reliance on foreign sources, particularly China, which has dominated the market [17][18]. - Challenges include rebuilding lost expertise in magnet production and navigating the complexities of the rare earth supply chain [19][20]. Future Outlook - The company plans to continue its selective and strategic investment approach, focusing on identifying bottlenecks in the supply chain and supporting companies that can advance from material concentrate to finished products [22][23]. - The company is exploring a Bitcoin Treasury strategy, viewing cryptocurrencies as commodities and considering investments in data centers and cryptocurrency mining operations [28][30]. Shareholder Value - The company is currently paying dividends due to excess cash and aims to grow these dividends alongside business expansion in the future [32].

Group 1 - Proactive provides fast, accessible, informative, and actionable business and finance news content to a global investment audience [2] - The news team covers medium and small-cap markets, as well as blue-chip companies, commodities, and broader investment stories [3] - Proactive's content includes insights across various sectors such as biotech, pharma, mining, natural resources, battery metals, oil and gas, crypto, and emerging technologies [3] Group 2 - Proactive is committed to adopting technology to enhance workflows and content production [4] - The company utilizes automation and software tools, including generative AI, while ensuring all content is edited and authored by humans [5]

Group 1 - Proactive provides fast, accessible, informative, and actionable business and finance news content to a global investment audience [2] - The news team covers medium and small-cap markets, as well as blue-chip companies, commodities, and broader investment stories [3] - Proactive has bureaus and studios in key finance and investing hubs including London, New York, Toronto, Vancouver, Sydney, and Perth [2] Group 2 - The company is focused on sectors such as biotech and pharma, mining and natural resources, battery metals, oil and gas, crypto, and emerging digital and EV technologies [3] - Proactive adopts technology to enhance workflows and improve content production [4] - Automation and software tools, including generative AI, are occasionally used, but all content is edited and authored by humans [5]

Company Overview - Proactive is a financial news publisher that provides fast, accessible, informative, and actionable business and finance news content to a global investment audience [2] - The company has a team of experienced news journalists who produce independent content across various financial markets [2] Market Focus - Proactive specializes in medium and small-cap markets while also covering blue-chip companies, commodities, and broader investment stories [3] - The content includes insights into sectors such as biotech and pharma, mining and natural resources, battery metals, oil and gas, crypto, and emerging digital and EV technologies [3] Technology Adoption - Proactive is committed to adopting technology to enhance its content creation and workflow processes [4] - The company utilizes automation and software tools, including generative AI, while ensuring that all published content is edited and authored by humans [5]

[Part I – Financial Information](index=4&type=section&id=Part%20I%20%E2%80%93%20Financial%20Information) This section presents the unaudited interim financial statements and management's analysis of financial performance for Q1 2025 [Item 1. Interim Financial Statements](index=4&type=section&id=Item%201.%20Interim%20Financial%20Statements) The unaudited statements for Q1 2025 show significant revenue growth but a net loss due to higher costs, with total assets increasing to $15.7 million Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | March 31, 2025 ($) | December 31, 2024 ($) | | :--- | :--- | :--- | | **Total Current Assets** | 1,452,754 | 753,196 | | **Total Assets** | **15,723,265** | **15,040,664** | | **Total Current Liabilities** | 1,326,085 | 989,936 | | **Total Liabilities** | **1,741,896** | **1,414,940** | | **Total Stockholders' Equity** | **13,981,369** | **13,625,724** | Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended Mar 31, 2025 ($) | Three Months Ended Mar 31, 2024 ($) | | :--- | :--- | :--- | | **Total Revenue** | 923,223 | 162,100 | | Cost of Revenue | (669,900) | (2,693) | | **Gross Profit** | 253,323 | 159,407 | | Total Operating Expenses | (364,533) | (145,609) | | **Net (Loss) Income from Operations** | (111,210) | 13,798 | | Total Other Income | 52,455 | 139,958 | | **Net (Loss) Income** | **(58,755)** | **153,756** | | Basic and Diluted Net Income Per Share | 0.00 | 0.01 | Summary of Cash Flows (Unaudited) | Cash Flow Activity | Three Months Ended Mar 31, 2025 ($) | Three Months Ended Mar 31, 2024 ($) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (327,120) | (285,309) | | Net Cash Used in Investing Activities | (5,722) | (36,329) | | Net Cash Provided by Financing Activities | 351,243 | 261,000 | | **Net Change in Cash** | **18,401** | **(60,638)** | - Key activities affecting stockholders' equity in Q1 2025 included issuing **381,243 preferred shares for debt purchase**, 56,250 preferred shares for services, and repurchasing 40,000 common shares for $30,000[24](index=24&type=chunk) - The company's business model is to invest or purchase assets with near and medium-term income potential, such as natural resources, patents, and emerging technologies, to generate accretive cash flow[30](index=30&type=chunk) - The company has investments in FUB Mineral LLC (41.75% ownership) and Ferrox Holdings Ltd (9.9% ownership), totaling **$10.24 million** as of March 31, 2025[71](index=71&type=chunk)[72](index=72&type=chunk)[74](index=74&type=chunk) - A discretionary stock repurchase program for up to **$2.0 million** was approved; as of March 31, 2025, the company has repurchased 71,777 shares of its common stock[104](index=104&type=chunk) - Significant related party transactions exist with entities like American Resources Corporation (ARC); in Q1 2025, the company settled a **$381,243 liability with ARC** by issuing preferred stock[111](index=111&type=chunk)[115](index=115&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes revenue growth to a new contract, while the net loss resulted from increased costs and public company expenses Comparison of Operations for the Three Months Ended March 31 | Metric | 2025 ($) | 2024 ($) | Change Driver | | :--- | :--- | :--- | :--- | | Total Operating Revenues | 923,223 | 162,100 | New environmental services contract | | Cost of Revenues | 669,900 | 2,693 | Costs associated with new contract | | Total Operating Expenses | 364,533 | 145,609 | Increased G&A and professional fees | | Net (Loss) Income | (58,755) | 153,756 | Higher costs and expenses offsetting revenue growth | - The company has **positive working capital of $126,669** and a cash balance of $132,539 as of March 31, 2025[143](index=143&type=chunk) - Management believes existing liquidity is sufficient for the next 12 months but acknowledges that **additional capital will likely be required** to execute growth plans[143](index=143&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=22&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exempt from these disclosures as it qualifies as a smaller reporting company - As a smaller reporting company, the **registrant is exempt** from providing disclosure under this item[146](index=146&type=chunk) [Item 4. Controls and Procedures](index=23&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of March 31, 2025, due to insufficient accounting staff - Management concluded that **disclosure controls and procedures were not effective** as of the period ending March 31, 2025[149](index=149&type=chunk) - The reason for the ineffectiveness was identified as an **insufficient number of staff** in accounting and reporting roles[149](index=149&type=chunk) - **No changes in internal control** over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[151](index=151&type=chunk) [Part II – Other Information](index=23&type=section&id=Part%20II%20%E2%80%93%20Other%20Information) This section covers legal, risk, equity, and other disclosures, noting no significant reportable events for the period [Item 1. Legal Proceedings](index=23&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings during the period - None[152](index=152&type=chunk) [Item 1A. Risk Factors](index=23&type=section&id=Item%201A.%20Risk%20Factors) The company is not required to provide risk factor information as it is an Emerging Growth Company - The company is **exempt from this disclosure requirement** due to its status as an Emerging Growth Company[153](index=153&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=23&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 during the period - None[154](index=154&type=chunk) [Item 3. Default upon Senior Securities](index=23&type=section&id=Item%203.%20Default%20upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[155](index=155&type=chunk) [Item 4. Mine Safety Disclosures](index=23&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - N/A[156](index=156&type=chunk) [Item 5. Other Information](index=23&type=section&id=Item%205.%20Other%20Information) The company reported no other information - None[156](index=156&type=chunk) [Item 6. Exhibits](index=24&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate governance and certification documents - The exhibits filed include corporate governance documents, specimen certificates, a list of subsidiaries, and required certifications under Sarbanes-Oxley (Rules 13a-14(a)/15d-14(a) and Section 1350)[157](index=157&type=chunk)

Financial Performance - Total revenue for the year ended December 31, 2024, was $807,089, representing a 65.3% increase from $488,520 in 2023[69] - Gross profit for 2024 was $784,390, compared to $471,926 in 2023, indicating a significant improvement in profitability[69] - The net loss for 2024 was $114,261, a reduction from a net loss of $1,113,645 in 2023, showing a positive trend in financial performance[69] - Total revenue increased to $807,089 in 2024, up 65.3% from $488,519 in 2023, driven by growth in environmental services and fee income[97] - Environmental services revenue rose to $686,230 in 2024, compared to $202,723 in 2023, reflecting a substantial increase of 238.5%[97] - Net cash provided by operating activities was $646,290 in 2024, a turnaround from net cash used of $(236,877) in 2023[74] Cash and Assets - Cash and cash equivalents decreased to $114,138 in 2024 from $195,486 in 2023, reflecting a decline of 41.5%[65] - Cash and cash equivalents at the end of 2024 were $309,488, down from $372,286 at the end of 2023[74] - Accounts receivable increased significantly to $180,881 in 2024 from $70,322 in 2023, marking a growth of 157.5%[65] - Total assets remained stable at $15,040,664 in 2024, slightly up from $15,040,123 in 2023[65] - Total stockholders' equity increased to $13,625,724 in 2024 from $11,113,880 in 2023, representing a growth of 22.5%[67] - The company reported an increase in additional paid-in capital to $10,784,754 in 2024 from $9,766,604 in 2023, a rise of 10.4%[67] Liabilities and Debt - The company’s operating lease liabilities decreased to $326,248 in 2024 from $359,738 in 2023, a reduction of 9.3%[65] - The Company has a non-convertible Note Payable to related parties amounting to $1,681,755 as of December 31, 2023, which will no longer be classified as related party in Q1 2024[151] - As of December 31, 2024, total notes payable amounted to $250,000, a decrease from $270,000 in 2023, primarily due to the repayment of MC Mining obligations[152] - The accrued interest on notes payable was $32,470 for 2024, compared to $5,712 in 2023, indicating a significant increase in interest expenses[153] Investments and Acquisitions - The company completed its business combination with Royalty Management Corporation on October 23, 2023, marking a strategic expansion in its operations[76] - The company completed a business combination with Royalty Management Co. on October 31, 2023, resulting in the merger of RMC Sub Inc. with Legacy Royalty, with Legacy Royalty becoming a wholly owned subsidiary of American Acquisition Opportunity Inc. (AMAO) [119] - As of December 31, 2024, total investments in corporations and LLCs amounted to $10,235,925, a slight increase from $10,230,434 in 2023 [122] - The company holds a 41.75% ownership interest in FUB Mineral LLC, with passthrough activity recorded as $5,491 and $13,147 for the years ended December 31, 2024 and 2023, respectively [123] - Total convertible notes receivable increased to $1,430,000 as of December 31, 2024, up from $1,400,000 in 2023 [126] Revenue Recognition and Taxation - The provision for income taxes was deemed to be de minimis for the years ending December 31, 2024 and 2023 [110] - Deferred tax assets included net operating loss carryforwards of $435,983 in 2024, fully reserved, compared to $412,321 in 2023[168] - The effective income tax rate is lower than the federal statutory rate of 21% due to certain deductible expenses[169] Stock and Equity - The Company issued 225,000 stock warrants in 2024, with a weighted average exercise price of $1 and an intrinsic value of $82,878[159] - The Company has $75,971 of unrecognized compensation cost related to unvested stock warrants, expected to be recognized over three years[158] - The Company has a discretionary stock repurchase program approved for up to $2,000,000 of Class A common stock over the next 24 months[156] - The Company is authorized to issue 10,000,000 shares of preferred stock, with 1,607,886 shares issued as Series A Preferred Stock as of December 31, 2024[155] Fair Value Adjustments - The company recorded a fair value adjustment of $(58,828) for public warrants and $(117,036) for private warrants in 2024, compared to adjustments of $157,584 and $117,036, respectively, in 2023[73] - The fair value of the Public Warrants decreased from $157,584 in 2023 to $98,756 in 2024, reflecting a change in valuation inputs[184] - The fair value of the Private Warrants was $117,036 in 2023 and was written down to $0 by the end of 2024[187] Miscellaneous - The Company has a rental income of $2,500 per month from property in Pike County, Kentucky, with a total consideration of $149,150 paid for the rights[137] - The Company has a management contract for a coal mining complex with a fee of $5,000 per month, treated as an indefinite lived asset[138] - The Company has accumulated depreciation of $4,096 on property and equipment, resulting in a net value of $3,832 as of December 31, 2024[145] - The Company has a liability of $381,243 payable to American Resources Corporation for the issuance of Series A Preferred Stock[192] - The Company operates as a single reportable segment focused on investing in assets with near and medium-term income potential[190]

Financial Position - As of June 30, 2024, total current assets amounted to $924,323, an increase from $847,134 as of December 31, 2023, representing an increase of approximately 9%[14] - The company reported cash and cash equivalents of $39,133, down from $195,486 as of December 31, 2023, indicating a decrease of approximately 80%[14] - Total liabilities decreased to $3,087,582 from $3,990,541, reflecting a reduction of about 23%[15] - Stockholders' equity increased to $10,635,840 from $9,620,190, marking an increase of approximately 11%[16] - The company has reported a total of $1,377,733 in retained earnings as of June 30, 2024, down from $1,392,490[16] - The total non-current assets slightly increased to $12,799,099 from $12,763,597, reflecting a growth of about 0.3%[14] - As of June 30, 2024, total cash, cash equivalents, and restricted cash amounted to $225,958, a decrease of 17.2% from $273,030 on June 30, 2023[33] Revenue and Profitability - Total revenue for the three months ended June 30, 2024, was $254,223, a significant increase from $66,363 for the same period in 2023, representing a growth of 282%[18] - Gross profit for the six months ended June 30, 2024, was $248,266, compared to $17,696 for the same period in 2023, indicating a substantial increase of 1,403%[18] - Environmental services revenue for the six months ended June 30, 2024, reached $364,120, up from $51,840 in the same period of 2023, indicating a growth of 600%[36] - The net loss for the three months ended June 30, 2024, was $150,348, a decrease from a net loss of $220,295 for the same period in 2023, reflecting an improvement of 32%[18] - Total operating revenues for the three and six months ended June 30, 2024, were $254,223 and $416,232, respectively, compared to $66,363 and $133,655 for the same periods in 2023, indicating significant growth due to increased volume in RMC Environmental Services[108] - Total net loss for the three and six months ended June 30, 2024, was $-150,348 and $-14,757, compared to $-220,295 and $-494,640 for the same periods in 2023, showing an improvement in financial performance[109] Expenses and Cash Flow - Operating expenses for the three months ended June 30, 2024, totaled $320,218, compared to $113,080 for the same period in 2023, which is an increase of 183%[18] - Cash used in operating activities for the six months ended June 30, 2024, was $639,123, compared to $178,209 for the same period in 2023, indicating a significant increase in cash outflow[21] - Total operating expenses for the three and six months ended June 30, 2024, were $320,218 and $417,864, respectively, up from $113,080 and $274,788 in 2023, primarily due to higher professional fees[108] Shareholder Information - The company has 14,954,504 shares of common stock issued and outstanding as of August 14, 2024, compared to 14,270,761 shares as of December 31, 2023[4] - The weighted average shares outstanding increased to 14,776,176 for the three months ended June 30, 2024, compared to 541,217 for the same period in 2023[18] - The company has issued 14,954,504 shares of Class A Common Stock as of June 30, 2024, up from 14,270,761 shares at the end of 2023, reflecting ongoing capital raising efforts[112] Investments and Financial Strategy - The company completed its merger with Royalty Management Corporation on October 23, 2023, and is focused on investing in assets with near and medium-term income potential[22] - The company has issued shares for the purchase of debt, totaling 460,000 shares, reflecting its strategy to manage financial obligations[20] - The company holds a 41.75% ownership interest in FUB Mineral LLC after an additional investment of $200,000 in February 2022[47] - The company advanced $650,000 to Heart Water Inc. in 2023, with an 8.0% annual interest rate on the unsecured convertible promissory note[52] - The company invested a total of $250,000 in convertible debt of Ferrox Holdings Ltd., which carries a 7.0% annual interest rate[53] - The company has a total of $150,000 in notes receivable as of June 30, 2024, an increase from $100,000 as of December 31, 2023[55] Risk Management and Compliance - The company has not experienced losses on cash accounts exceeding the federally insured limit of $250,000, suggesting effective risk management[28] - The provision for income taxes was deemed de minimis for the three and six month periods ending June 30, 2024, and 2023, indicating minimal tax liabilities[41] - Management believes that the ultimate resolution of various claims and litigation will not have a material adverse impact on the company's financial position[104] Future Outlook and Plans - The company expects to adopt ASU 2023-07 for segment reporting beginning with its fourth quarter ending December 31, 2024, with no anticipated material impact on financial results[45] - The Company has authorized a stock repurchase program of up to $2,000,000 for its Class A common stock over the next 24 months, subject to market conditions[80] - The Company will file a registration statement for Class A common stock from warrants within 20 business days after a Business Combination[89] Warrants and Securities - There are currently 9,154,191 outstanding Warrants to purchase shares of Class A Common Stock, each with an exercise price of $11.50, which may impact future cash flows depending on stock performance[115] - The expected volatility for the warrants is 60.00% and the risk-free rate is 5.15%[94] - The fair value of Public Warrants was $92,453 as of June 30, 2024, down from $157,584 on December 31, 2023[99] - The Private Warrants are non-redeemable and exercisable on a cashless basis, with 3,901,201 outstanding as of June 30, 2024[95] - The exercise price of the warrants may be adjusted if additional Class A common stock is issued below $9.20[92] Lease and Rental Agreements - The company leases land in Pike County, Kentucky, paying $2,000 per month with an initial lease term of 21 years[66] - The rental income from the property in Pike County, Kentucky, is $2,500 per month, with a total consideration of $149,150 paid to the seller[75] - Total Operating Lease Expense for the six months ended June 30, 2024, was $33,449,000, compared to $32,190,000 for the same period in 2023, reflecting a year-over-year increase of 3.9%[69]

Financial Performance - Royalty Management reported a 160% year-over-year increase in revenue, totaling $162,100 for Q1 2024 compared to $62,292 in Q1 2023[1] - Net income for Q1 2024 was $135,180, or $0.01 per share, a significant improvement from a net loss of $274,345, or a loss of $0.38 per share, in the prior year period[13] - 2024 expenses are trending significantly lower than 2023, primarily due to the reduction of one-time merger expenses associated with American Acquisition Opportunity[13] Assets and Liabilities - Total assets increased to $13,709,149 as of March 31, 2024, up from $13,610,731 a year earlier, while total liabilities decreased to $3,603,779 from $3,990,541[13] - Royalty Management's clean balance sheet and strong asset base position the company well for continued growth and value creation in 2024[2] Revenue Generation and Future Projects - The company anticipates Ferrox Holdings' Tivani mining project to generate approximately $8 million in annualized revenue by 2025, with production expected to reach 50,000 tons of run-of-mine ores per year[5] - The company expects additional revenue streams to expand from its portfolio over the next six months, generating free cash flow and positioning for an exciting 2025[6] Cash Flow and Financing Activities - Net Cash Used in Operating Activities was $(580,218) compared to $(228,195) in the previous period, indicating a significant increase in cash outflow[21] - Net Cash Provided by (Used in) Investing Activities decreased to $(91,420) from $2,100,442, reflecting a substantial reduction in cash inflow from investments[21] - Net Cash Provided (Used in) Financing Activities improved to $611,000 from $(2,194,640), showing a positive shift in financing cash flows[21] - Ending Cash balance decreased to $311,648 from $364,773, indicating a decline in available cash[21] - The company reported a withdrawal of cash in the trust account amounting to $2,152,346, which significantly impacted cash flows from investing activities[21] - The company issued shares worth $350,000 in the purchase of debt, contributing to financing activities[21] - The acquisition of Right of Use Assets for Lease Obligations was recorded at $305,380, indicating ongoing investment in operational assets[21] - The company reclassified $1,681,755 of debt from related to non-related parties, which may affect future financial obligations[21] Strategic Initiatives - RMC Environmental Services recorded a record monthly revenue of slightly under $1.0 million for March 2024, covering the majority of the parent company's expenses[5] - The company has initiated a stock repurchase program for up to $2.0 million over the next 24 months, already commencing buy-backs prior to the current "black out" period[5] - The company is focused on acquiring and developing high-value assets in sustainable market environments to build shareholder value[22] Risks and Forward-Looking Statements - Forward-looking statements indicate potential risks associated with the initial public offering, emphasizing the uncertainty in future financial performance[23] - The company is a gold member of CASFER, gaining access to innovative technologies for producing and recycling nitrogen-based fertilizers, with updates on emerging opportunities expected soon[5]

Financial Performance - Total operating revenues for Q1 2024 were $162,100, an increase from $67,292 in Q1 2023, primarily due to higher volume in RMC Environmental Services[134] - Total operating expenses decreased to $146,498 in Q1 2024 from $202,902 in Q1 2023, mainly due to lower professional fees[134] - Total net income for Q1 2024 was $135,180, compared to a net loss of $274,345 in Q1 2023[136] - Total other income for Q1 2024 was $119,578, a significant improvement from -$138,735 in Q1 2023, attributed to a positive gain on warrant fair value adjustment[135] Cash and Capital - As of March 31, 2024, cash and cash equivalents totaled $124,823[145] - The company received $986,617 in proceeds from the trust account after the redemption of 253,807 shares prior to the Business Combination[138] - The company has no contractual cash requirements and limited committed sources of additional capital[138] - The company has historically raised funds through convertible notes, which were converted at the time of the Business Combination, resulting in an outstanding balance of $0 as of March 31, 2024[143] Shares and Warrants - There are 9,154,191 outstanding Warrants with an exercise price of $11.50, which may not be exercised until the stock price exceeds this amount[144] - The company has issued 14,504,095 shares of Class A Common Stock as of March 31, 2024, up from 14,270,761 shares at the end of 2023[140]

Financial Performance - The company reported a net loss of $2,067,222 for the year ended December 31, 2023, compared to a net income of $1,199,503 in 2022[36]. - Total income for the year ended December 31, 2023, was $361,624, a significant increase from $172,686 in 2022, representing a growth of 109.8%[100]. - Net loss from operations improved to $(1,686,907) in 2023 compared to $(2,253,243) in 2022, reflecting a decrease in losses of 25.1%[100]. - The company reported a net loss of $(2,067,223) for 2023, contrasting with a net income of $1,199,503 in 2022[100]. - Basic and diluted net income per ordinary share was $(0.14) in 2023, compared to $1.64 in 2022[100]. Operating Expenses - Total operating expenses for the year ended December 31, 2023, were $2,048,531, a decrease of 44% compared to $3,647,578 in 2022[32]. - Operating expenses decreased to $2,048,531 in 2023 from $3,647,578 in 2022, a reduction of 43.9%[100]. Assets and Liabilities - Total liabilities decreased to $3,990,542 as of December 31, 2023, down 53% from $8,542,465 in 2022, primarily due to the conversion of convertible notes payable[33]. - As of December 31, 2023, total assets decreased to $13,610,731 from $20,257,417 in 2022, representing a decline of approximately 32.9%[96]. - Total current assets were reported at $265,809, down from $681,955 in 2022, indicating a decrease of about 61.0%[95]. - Total current liabilities increased to $1,345,504 from $1,009,949 in 2022, reflecting an increase of approximately 33.3%[98]. - Total long-term liabilities decreased significantly from $7,532,516 in 2022 to $2,645,037 in 2023, a reduction of about 64.9%[98]. - The company has convertible notes payable of $0 as of December 31, 2023, compared to $2,187,512 in 2022, indicating a complete elimination of this liability[89]. - The company reported a total of $520,259 in intangible assets as of December 31, 2023, down from $740,487 in 2022, a decrease of approximately 29.7%[96]. Cash Flow and Investments - Cash provided in investing activities was $6,861,858 for the year ended December 31, 2023, compared to $96,856,662 in 2022[37]. - The company advanced $650,000 in 2023 for convertible promissory notes related to Heart Water Inc.[78]. - The company holds convertible notes receivable totaling $1,150,000 as of December 31, 2023, up from $350,000 in 2022[103]. - The company issued shares worth $984,227 in connection with a merger during the year[37]. - The company has a rental income of $2,500 per month from a related party, with a total consideration of $149,150 for the rights to receive this income[92]. Shareholder Equity - The company’s shareholders' equity decreased to $9,620,190 in 2023 from $4,217,641 in 2022, an increase of approximately 128.5%[98]. Tax and Regulatory Matters - The provision for income taxes was deemed to be de minimis for the year ending December 31, 2023[52]. - The effective income tax rate is lower than the U.S. federal statutory rate of 21% due to certain deductible expenses[139]. Going Concern and Future Plans - The Company has raised substantial doubt about its ability to continue as a going concern due to significant operating losses[129]. - The Company is committed to filing a registration statement with the SEC within 20 business days after the closing of a Business Combination[189]. Miscellaneous - The company entered into a Honey Royalty Agreement, receiving $1.00 per pound of salable honey sold from purchased apiaries, indicating a new revenue stream[85]. - The Company has no off-balance sheet arrangements as of December 31, 2023[155]. - The Company has granted a right of first refusal to a representative for future public and private equity and debt offerings for a period of 24 months from the closing of a business combination[200].