BUENA PARK, Calif., July 25, 2025 (GLOBE NEWSWIRE) -- Yoshiharu Global Co. (NASDAQ: YOSH) (the "Company"), today announced that it plans to change its corporate name to Vestand Inc., and has secured $6.0 million in strategic funding from U.S. and Korean investors to support this transition into a PropTech company. The Company also announced a substantial enhancement of its internal control policy, reinforcing its commitment to transparency and long-term growth as a publicly listed entity. Corporate Name Cha ...

BUENA PARK, Calif., July 18, 2025 (GLOBE NEWSWIRE) -- Yoshiharu Global Co. (NASDAQ: YOSH) ("Yoshiharu" or the "Company"), a restaurant operator specializing in authentic Japanese ramen & rolls, today announced that its Board of Directors authorized the stockholders approved issuance of a stock dividend to effect a 4-for-1 forward stock split (the “Forward Stock Split”) of the Company’s Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”), and Class B Common Stock (“Forward Stock Split” ...

Change Reflects Strategic Initiative to Enter into the U.S. Real Estate Market BUENA PARK, Calif., July 15, 2025 (GLOBE NEWSWIRE) -- Yoshiharu Global Co. (NASDAQ: YOSH) ("Yoshiharu" or the "Company"), a restaurant operator specializing in authentic Japanese ramen & rolls, today announced that its Board of Directors has approved a Company name change to do business as “Vestand, Inc.”, reflecting the evolution of the company from its origins as a restaurant operator into a diversified brand that will include ...

Ji-Won Kim to Serve as Sole Chief Executive Officer Seasoned Public Accountants John Oh, New Chief Financial Officer, and Young-Soo Choi, New Independent Director, to Lead Comprehensive Strategic Initiatives BUENA PARK, Calif., June 12, 2025 (GLOBE NEWSWIRE) -- Yoshiharu Global Co. (NASDAQ: YOSH) ("Yoshiharu" or the "Company"), a restaurant operator specializing in authentic Japanese ramen & rolls, today announced as part of an executive reorganization, the Board of Directors has appointed Ji-Won Kim to ser ...

Core Insights - Yoshiharu Global Co. is entering the U.S. real estate market to diversify its growth engines beyond its traditional ramen business [1][4] - The company has signed a strategic MOU with Good Mood Studio and plans to invest approximately $2 million for a 10% stake in Wealthrail, a real estate tokenization platform [2][3] - The U.S. real estate market is viewed as the largest and most attractive globally, with plans to position Yoshiharu as a leading PropTech player [4] Company Overview - Yoshiharu specializes in authentic Japanese ramen and has expanded to operate 15 restaurants across Southern California and Las Vegas since its debut in 2016 [5]

PART I FINANCIAL INFORMATION [Unaudited Consolidated Financial Statements](index=5&type=section&id=Item%201%20Unaudited%20Consolidated%20Financial%20Statements) Unaudited Q1 2025 financials show revenue growth to $3.5 million, a wider net loss of $1.42 million, and a balance sheet strengthened by financing activities Q1 2025 vs Q1 2024 Key Financials | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Total Revenue | $3,511,789 | $2,811,609 | | Net Loss | $(1,424,886) | $(876,205) | | Basic and Diluted EPS | $(0.96) | $(0.65) | | Cash at End of Period | $3,396,908 | $1,355,738 | - Stockholders' equity improved significantly, from $255,399 at year-end 2024 to a positive **$4,144,513 at March 31, 2025**, primarily due to the issuance of common stock and warrants[15](index=15&type=chunk)[20](index=20&type=chunk) [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) The balance sheet reflects a significant increase in cash and stockholders' equity driven by recent financing activities Consolidated Balance Sheet Highlights (as of March 31, 2025 vs. December 31, 2024) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $3,396,908 | $1,241,036 | | Total Assets | **$18,986,340** | **$17,573,266** | | **Liabilities & Equity** | | | | Total Liabilities | $14,841,827 | $17,317,867 | | Total Stockholders' Equity | **$4,144,513** | **$255,399** | - The significant increase in cash and stockholders' equity was driven by financing activities during the quarter, while total liabilities decreased mainly due to the repayment of a **$1.2 million convertible note**[15](index=15&type=chunk)[54](index=54&type=chunk) [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) The company's revenue grew 24.9% year-over-year, though the net loss widened due to increased operating and administrative expenses Statement of Operations Summary (Three Months Ended March 31) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Total Revenue | $3,511,789 | $2,811,609 | | Total Restaurant Operating Expenses | $3,417,288 | $2,587,037 | | Loss from Operations | $(1,273,597) | $(771,887) | | Net Loss | **$(1,424,886)** | **$(876,205)** | | Basic and Diluted EPS | **$(0.96)** | **$(0.65)** | - **Revenue increased by 24.9%** year-over-year, but the **net loss widened by 62.6%** due to higher restaurant operating costs and a significant increase in general and administrative expenses[18](index=18&type=chunk) [Consolidated Statements of Stockholders' Equity](index=8&type=section&id=Consolidated%20Statements%20of%20Stockholders%27%20Equity) Stockholders' equity substantially increased due to the issuance of common stock and warrants, offsetting the quarterly net loss - Stockholders' equity increased from $255,399 at the beginning of the period to **$4,144,513 at March 31, 2025**[20](index=20&type=chunk) - The increase was primarily driven by the issuance of Class A Common Stock for **$714,000** and warrants for **$4,600,000**, which was offset by the net loss of $1,424,886 for the quarter[20](index=20&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Financing activities generated over $3 million in cash, leading to a net cash increase despite operational cash use Cash Flow Summary (Three Months Ended March 31) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(863,204) | $(373,196) | | Net cash used in investing activities | $(32,622) | $(356,642) | | Net cash provided by financing activities | $3,051,698 | $623,250 | | **Net increase (decrease) in cash** | **$2,155,872** | **$(106,588)** | - Cash provided by financing activities of **$3.05 million** was primarily from **$4.61 million** in proceeds from the sale of common shares and warrants, offset by repayments of debt, including a $1.2 million convertible note[23](index=23&type=chunk) [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Key notes detail a reverse stock split, significant financing activities, debt repayment, and available tax loss carryforwards - A **1-for-10 reverse stock split** of Class A and Class B common stock was effective on November 27, 2023[28](index=28&type=chunk) - In March 2025, the company engaged in multiple financing activities, including private placements of common stock for **$714,000** and sales of warrants for over **$4.5 million** in cash and debt conversion[135](index=135&type=chunk)[138](index=138&type=chunk)[139](index=139&type=chunk) - The company repaid a **$1.2 million convertible note** issued to a related party on March 10, 2025[106](index=106&type=chunk)[109](index=109&type=chunk) - As of March 31, 2025, the company had approximately **$11 million in federal net operating loss carryforwards** available to offset future taxable income[116](index=116&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2025 performance, highlighting revenue growth from acquisitions, a wider net loss, and successful capital raising efforts to ensure liquidity Q1 2025 vs Q1 2024 Performance | Line Item | Q1 2025 | Q1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | $3,511,789 | $2,811,609 | 24.9% | | Net restaurant operating income | $94,501 | $224,572 | -57.9% | | Net loss | $(1,424,886) | $(876,205) | 62.6% | - The company **regained compliance with Nasdaq's minimum stockholders' equity requirement** on March 27, 2025, following significant capital raising activities[187](index=187&type=chunk) - Growth strategies include pursuing new restaurant development with a target of **over 100% annual unit growth** and initiating franchise sales in 2025[156](index=156&type=chunk)[157](index=157&type=chunk) [Overview and Growth Strategies](index=33&type=section&id=Overview%20and%20Growth%20Strategies) The company outlines its strategy for aggressive unit growth through new restaurant development and the initiation of franchising - As of March 31, 2025, the company owns and operates **15 restaurants**, with an additional 2 under development or acquisition[152](index=152&type=chunk) - Key growth strategies include pursuing new restaurant development with a target of **over 100% annual unit growth**, increasing profitability, heightening brand awareness, and initiating franchise sales in 2025[156](index=156&type=chunk)[157](index=157&type=chunk)[158](index=158&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Revenue grew 24.9% driven by acquisitions, but profitability was impacted by operating and G&A cost increases - **Revenue increased by 24.9% to $3.5 million** in Q1 2025, primarily driven by the acquisition of three restaurants in Las Vegas[171](index=171&type=chunk) - Food, beverage, and supplies costs **increased by 41.6%** YoY, and rent and utilities **increased by 74.8%**, outpacing revenue growth[171](index=171&type=chunk)[172](index=172&type=chunk)[174](index=174&type=chunk) - General and administrative expenses **rose by 37.5% ($0.4 million)**, mainly due to a $0.3 million increase in professional fees associated with capital raising activities[177](index=177&type=chunk) [Liquidity and Capital Resources](index=38&type=section&id=Liquidity%20and%20Capital%20Resources) The company secured its Nasdaq listing and improved liquidity through significant capital raises via stock and warrant sales - The company successfully addressed a Nasdaq delisting notice by raising capital and **regaining compliance with the $2.5 million minimum stockholders' equity rule** on March 27, 2025[181](index=181&type=chunk)[187](index=187&type=chunk) - In March 2025, the company raised **$714,000** through private placements of common stock and **$1.2 million** from the sale of warrants[184](index=184&type=chunk)[185](index=185&type=chunk) - Subsequent to the quarter's end, in April 2025, the company raised an additional **$2.0 million** through the sale of 800,000 warrants[188](index=188&type=chunk)[189](index=189&type=chunk) Contractual Obligations as of March 31, 2025 | Obligation Type | Total | 2025 (remaining) | 2026-2027 | 2028-2029 | Thereafter | | :--- | :--- | :--- | :--- | :--- | :--- | | Capital lease payments | $9,239,390 | $1,027,605 | $2,706,223 | $2,370,749 | $3,134,813 | | Bank note payables | $2,785,384 | $1,224,104 | $1,060,900 | $500,380 | - | | EIDL loan payables | $412,639 | $8,232 | $23,115 | $24,912 | $356,380 | | **Total** | **$12,440,745** | **$2,263,273** | **$3,790,238** | **$2,896,041** | **$3,491,193** | [Quantitative and Qualitative Disclosures About Market Risk](index=42&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is exempt from providing market risk disclosures under this item - As a smaller reporting company, Yoshiharu Global Co. is **not required to provide information under this item**[205](index=205&type=chunk) [Controls and Procedures](index=42&type=section&id=Item%204%20Controls%20and%20Procedures) Management concluded that disclosure controls were ineffective due to material weaknesses related to inadequate accounting resources - Management concluded that **disclosure controls and procedures were ineffective** as of March 31, 2025[206](index=206&type=chunk) - **Material weaknesses were identified** related to inadequate accounting resources and a lack of segregation of duties due to the small size of the accounting staff[207](index=207&type=chunk) - To mitigate risks, the company relies on direct management oversight and external professionals, with plans to hire more employees as it grows[208](index=208&type=chunk) PART II OTHER INFORMATION [Legal Proceedings](index=43&type=section&id=Item%201%20Legal%20Proceedings) The company reports no current involvement in any material pending legal proceedings - The company and its subsidiaries are **not currently involved in any material pending legal proceedings**[213](index=213&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=43&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company indicates no reportable unregistered sales of equity securities during the period - The company reported **no unregistered sales of equity securities** or use of proceeds for the period under this item[214](index=214&type=chunk) [Exhibits](index=43&type=section&id=Item%206%20Exhibits) This section lists filed exhibits, including a key securities purchase agreement amendment and executive certifications - Exhibits filed with the report include an amendment to the Securities Purchase Agreement with Alumni Capital LP, dated April 18, 2024[219](index=219&type=chunk) - Certifications by the CEO (James Chae) and CFO (Soojae Ryan Cho) pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act are included as exhibits[219](index=219&type=chunk)

Core Insights - Yoshiharu Global Co. reported a 25% increase in revenues for Q1 2025, reaching $3.5 million, primarily driven by new restaurant sales in Las Vegas [1][3][9] - The company secured financing commitments of $3.56 million and converted $2.5 million in debt to equity, improving its financial position and regaining compliance with NASDAQ's stockholders' equity requirement [4][8] - The cash balance increased by 59% to $3.0 million compared to the previous year [1][12] Financial Performance - Revenues for Q1 2025 were $3.5 million, up from $2.8 million in Q1 2024, marking an increase of approximately $0.7 million or 24.9% [9] - Total restaurant operating expenses rose to $3.4 million from $2.6 million in the prior year, driven by costs associated with the new Las Vegas restaurants [10] - General and administrative expenses increased to approximately $1.3 million from $0.9 million, primarily due to higher professional fees [11] Operational Highlights - The company opened a new restaurant in Menifee, California, bringing the total number of locations to 15, with one additional location under development in Ontario [5][8] - Management plans to open 2-3 new locations in Southern California and expand to cities like Boston, Seattle, and North California, as well as international locations in Paris, London, and South Korea [8] - New initiatives include diversifying service channels, adding kiosks, and utilizing cooking robots to enhance efficiency and reduce labor costs [6] Strategic Outlook - The company aims for further improvement in both top- and bottom-line growth, focusing on strategic expansion in the U.S. and China [6] - Anticipated milestones include the initiation of franchise sales in 2025 [8]

Revenue Growth - Fourth Quarter 2024 revenues increased by 47% to $3.7 million compared to $2.5 million in the prior year period[11] - Full Year 2024 revenues rose by 39.3% to $12.8 million from $9.2 million in the previous year[14] - Total revenue for 2024 reached $12,839,137, a significant increase of 39.5% compared to $9,214,779 in 2023[25] Profitability and Loss - Net income for the fourth quarter reached $0.5 million, a significant increase from $8,597 in the prior year[12] - Operating loss improved to $(2.6) million for the full year, compared to a loss of $(3.5) million in the prior year[16] - The net loss for 2024 was $2,665,869, a reduction from the net loss of $3,040,364 in 2023, indicating an improvement of 12.3%[25] - Basic and diluted loss per share decreased to $1.98 in 2024 from $2.29 in 2023, showing a 13.5% improvement[25] Operating Expenses - Total restaurant operating expenses for the fourth quarter were $2.6 million, up from $2.3 million in the prior year, reflecting the impact of new restaurant openings[11] - Total restaurant operating expenses increased to $11,322,662 in 2024, up from $8,850,385 in 2023, representing a rise of 27.5%[25] Cash Flow and Financial Position - Cash balance as of December 31, 2024, was $1.2 million, down from $1.5 million a year earlier[17] - Cash provided by operating activities was $875,224 in 2024, a turnaround from cash used of $(4,591,656) in 2023[27] - Cash at the end of the period decreased to $1,241,036 in 2024 from $1,462,326 in 2023, reflecting a decrease of 15.1%[27] - Interest paid during the year increased to $443,487 in 2024 from $218,153 in 2023, a rise of 103.5%[27] Expansion Plans - The company opened two new restaurants in Menifee and San Clemente, bringing the total number of locations to 15, with one additional location under development[6] - The company plans to open 2-3 new locations in Southern California and expand internationally to cities like Paris, London, and South Korea[6] - The company anticipates initiating franchise sales in 2025 as part of its growth strategy[6] Strategic Acquisitions - The company acquired LV entities for $1,800,000 in 2024, indicating a strategic expansion[27] Shareholder Information - The weighted average number of common shares outstanding increased to 1,345,756 in 2024 from 1,329,022 in 2023, an increase of 1.3%[25] - Financing commitments of $3.56 million were secured, and $2.5 million in debt was converted to equity, aiding compliance with Nasdaq's stockholders' equity requirement[3]

Core Insights - Yoshiharu Global Co. has regained compliance with NASDAQ's stockholders' equity requirement, allowing its shares to continue trading on the exchange [2][3] - The company reported a 47% increase in fourth-quarter revenues to $3.7 million and a net income of $0.5 million, driven by new restaurant openings and a diversified service mix [5][11] - For the full year 2024, revenues rose 39% to $12.8 million, primarily due to sales from new locations, particularly in Las Vegas [13][14] Financial Performance - Fourth-quarter revenues increased by 47.4% to $3.7 million compared to $2.5 million in the prior year, largely due to new restaurant sales [11] - Full-year revenues increased by 39.3% to $12.8 million from $9.2 million in the previous year, with significant contributions from new Las Vegas restaurants [13] - The company achieved a net income of $537,268 in the fourth quarter, a substantial increase from $8,597 in the prior year [12] Operational Highlights - The company opened two new restaurants in Menifee, CA, and San Clemente, bringing the total number of locations to 15, with one more under development in Ontario, CA [6][8] - Yoshiharu plans to expand both domestically and internationally, targeting cities like Boston, Seattle, and locations in Europe and South Korea [6] - The company has secured financing commitments of $3.56 million and converted $2.5 million in debt to equity to strengthen its balance sheet [3][6] Management Commentary - The President and CEO, James Chae, emphasized the company's focus on operational improvements and strategic expansion despite challenges in the food and beverage market [10] - New initiatives, including diversifying service channels and utilizing technology to reduce costs, are expected to enhance growth and efficiency [10]

BUENA PARK, Calif., March 31, 2025 (GLOBE NEWSWIRE) -- Yoshiharu Global Co. (NASDAQ: YOSH) ("Yoshiharu" or the "Company"), a restaurant operator specializing in authentic Japanese ramen & rolls, today announced that it has received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that it has regained compliance with the minimum stockholders' equity requirement under Nasdaq Listing Rule 5550(b)(1). The Company's security will con ...