Aether Holdings Inc(ATHR) - 2025 Q3 - Quarterly Report

FORM 10-Q Filing Information This section details the Form 10-Q filing for Aether Holdings, Inc., covering basic details, registrant information, and securities status Basic Filing Details This Quarterly Report on Form 10-Q for Aether Holdings, Inc. covers the period ended June 30, 2025 - The report is a Quarterly Report on Form 10-Q for the period ended June 30, 2025[2] Registrant Information Aether Holdings, Inc. is a Delaware-incorporated registrant with principal executive offices in New York - Registrant: Aether Holdings, Inc., incorporated in Delaware[2][3] - Principal executive offices: 1441 Broadway, 30th Floor, New York, New York 10018[3] Securities and Filer Status Common Stock (ATHR) is on Nasdaq; the company is a non-accelerated, smaller reporting, and emerging growth filer - Common Stock, par value $0.001 per share, trades under symbol ATHR on The Nasdaq Stock Market LLC[3] - The registrant is a non-accelerated filer, a smaller reporting company, and an emerging growth company[4] - The registrant has filed all required reports during the preceding 12 months and has been subject to filing requirements for the past 90 days[3] Table of Contents Cautionary Note on Forward-Looking Statements This section warns that forward-looking statements are subject to significant risks, with actual results potentially differing materially Forward-Looking Statement Disclosure This section warns that forward-looking statements are subject to significant risks and uncertainties, with actual results potentially differing - The report contains forward-looking statements, mainly in 'Management's Discussion and Analysis,' reflecting current expectations and views of future events[8] - Forward-looking statements are identified by words such as 'may,' 'will,' 'expect,' 'anticipate,' 'intend,' 'plan,' 'believe,' 'seek,' 'estimate,' 'potential,' and 'continue'[9] - Actual results, performance, or achievements may differ materially due to significant known and unknown risks, uncertainties, and other important factors, including those detailed in the 'Risk Factors' section of the IPO Registration Statement[8][10] Risk Factors The company highlights various risk factors that could materially affect its performance, including competitive and regulatory challenges - Important factors causing actual results to differ include ineffective competition, governmental laws and regulations (including cryptocurrencies), impact of proposed crypto treasury strategy, and failure to maintain reputation[9] - Other risks involve inability to market products, manage growth, evolve technology (AI/ML), attract/retain users, expand to foreign markets/financial instruments, future capital needs, and difficulties with data/technology providers[9] - Additional risks include labor shortages, intellectual property protection, security breaches of confidential information, and other factors detailed in the IPO Registration Statement's 'Risk Factors' section[15][10] Defined Terms Related to the Company Terms like 'Company,' 'we,' 'us,' 'our,' and 'Aether' refer to Aether Holdings, Inc. and its subsidiaries Company Terminology Terms such as 'Company,' 'we,' 'us,' 'our,' and 'Aether' refer to Aether Holdings, Inc. and its subsidiaries - Terms like 'Company,' 'we,' 'us,' 'our,' 'Aether,' and 'our business' refer to Aether Holdings, Inc. and its subsidiaries[14] Part I - Financial Information This part presents unaudited condensed consolidated financial statements and management's discussion and analysis of financial condition Item 1. Financial Statements This section presents Aether Holdings, Inc.'s unaudited condensed consolidated financial statements and accompanying notes Unaudited Condensed Consolidated Balance Sheets This section presents balance sheets, showing significant increases in cash and total equity due to IPO proceeds | Metric | June 30, 2025 | September 30, 2024 | | :-------------------------- | :-------------- | :----------------- | | Cash | $6,231,484 | $557,823 | | Prepaid expenses | $280,166 | $19,286 | | Deferred offering costs | $- | $139,017 | | Total current assets | $6,511,650 | $716,126 | | Total assets | $6,522,883 | $719,441 | | Payables and accrued liabilities | $181,664 | $31,332 | | Due to related parties | $5,166 | $191,952 | | Contract liabilities | $395,863 | $380,077 | | Total current liabilities | $582,693 | $603,361 | | Total liabilities | $582,693 | $603,361 | | Common stock | $12,101 | $10,031 | | Additional paid-in capital | $9,703,189 | $2,162,945 | | Accumulated deficit | $(3,775,100) | $(2,056,896) | | Total stockholders' equity | $5,940,190 | $116,080 | - Cash increased significantly by $5,673,661 from September 30, 2024, to June 30, 2025[18] - Total stockholders' equity increased by $5,824,110, primarily due to additional paid-in capital[18] Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss This section presents the unaudited consolidated statements of operations, highlighting a substantial rise in net loss from increased operating expenses | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | | :---------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Revenue | $342,411 | $356,688 | $1,038,960 | $1,087,321 | | Cost of Sales | $103,186 | $110,261 | $320,360 | $333,145 | | Gross Profit | $239,225 | $246,427 | $718,600 | $754,176 | | Sales and marketing expenses | $143,181 | $22,303 | $221,848 | $102,642 | | General and administrative expenses | $1,149,713 | $522,982 | $2,257,503 | $1,226,606 | | Total operating expenses | $1,292,894 | $545,285 | $2,479,351 | $1,329,248 | | Net loss | $(1,005,824) | $(298,858) | $(1,718,204) | $(575,072) | | Loss per share – Basic and Diluted | $(0.08) | $(0.03) | $(0.16) | $(0.06) | - Net loss for the nine months ended June 30, 2025, increased by 198.8% to $(1,718,204) from $(575,072) in the prior year[21][185] - Total operating expenses for the nine months ended June 30, 2025, increased by 86.5% to $2,479,351, primarily driven by sales and marketing and general and administrative expenses[21][185] Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity This section details equity changes, reflecting net issuance proceeds and an increased accumulated deficit | Metric | Balance – October 1, 2024 | Net Issuance Proceeds (9M 2025) | Deferred IPO cost charge (9M 2025) | Balance – June 30, 2025 | | :-------------------------- | :------------------------ | :------------------------------- | :------------------------------- | :---------------------- | | Common shares (Number) | 10,031,273 | 2,070,000 | - | 12,101,273 | | Common shares (Amount) | $10,031 | $2,070 | - | $12,101 | | Additional paid-in capital | $2,162,945 | $7,723,280 | $(183,036) | $9,703,189 | | Accumulated deficit | $(2,056,896) | - | - | $(3,775,100) | | Total equity | $116,080 | $7,725,280 | $(183,036) | $5,940,190 | - Net Issuance Proceeds contributed $7,725,280 to total equity for the nine months ended June 30, 2025[22] - Accumulated deficit increased from $(2,056,896) at October 1, 2024, to $(3,775,100) at June 30, 2025, reflecting net losses[22] Unaudited Condensed Consolidated Statements of Cash Flows This section presents the unaudited consolidated statements of cash flows, showing a significant increase in cash from financing activities and higher cash used in operations | Cash Flow Activity | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | | :---------------------------------- | :--------------------------- | :--------------------------- | | Net cash used in operating activities | $(1,998,095) | $(303,332) | | Net cash used in investing activities | $(9,575) | $- | | Net cash provided by financing activities | $7,681,331 | $1,022,460 | | Net increase in cash for the period | $5,673,661 | $719,128 | | Cash, end of the period | $6,231,484 | $817,234 | - Net cash used in operating activities increased significantly to $(1,998,095) for the nine months ended June 30, 2025, from $(303,332) in the prior year[29][214] - Net cash provided by financing activities surged to $7,681,331, primarily due to $7,725,350 in net proceeds from the IPO[29][215] Notes to Unaudited Condensed Consolidated Financial Statements These notes detail business, accounting policies, IPO impact, new subsidiaries, and financial statement components Note 1 - Description of Business and Organization This note describes Aether Holdings, Inc.'s business, its IPO, and new subsidiaries expanding its fintech ecosystem - Aether Holdings, Inc. provides proprietary research analytics, data, and tools for equity traders through SentimenTrader.com[32] - The company consummated its IPO on April 11, 2025, generating total gross proceeds of $8,901,000[33] - New subsidiaries incorporated in 2025 include Alpha Edge Media, Inc. (financial newsletters), Aether Grid Inc. (financial tools), and Aether Labs, Inc. (AI-driven R&D)[34][35][36][37] Note 2 - Summary of Significant Accounting Policies This note outlines accounting policies, including going concern assessment and revenue recognition for subscription services - The financial statements are unaudited and prepared in accordance with U.S. GAAP for interim financial information[38] - Management believes there is no substantial doubt about the company's ability to continue as a going concern for at least the next 12 months, supported by $6,231,484 in cash from the IPO[42] - Revenue from online subscription services is generally recognized ratably over the contract term (one month or one year) starting from the commencement date[52] - The company operates as a single reportable segment, with the CEO functioning as the Chief Operating Decision Maker[46][47] Note 3 - Contract Liabilities This note details revenue from contract liabilities and expected satisfaction of remaining performance obligations - Revenue recognized from contract liabilities balance at September 30, 2024, was $52,710 for the three months and $363,160 for the nine months ended June 30, 2025[71] - The remaining performance obligations of $16,917 related to the September 30, 2024, balance are expected to be satisfied within the next twelve months[71] Note 4 - Cost of Sales This note breaks down cost of sales, showing a decrease primarily due to reduced user subscriptions for Bloomberg access | Category | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | | :------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Personnel related cost | $90,329 | $98,286 | $281,214 | $286,188 | | Bloomberg data and hosting | $7,500 | $7,749 | $22,500 | $33,982 | | IT services and other | $5,357 | $4,226 | $13,646 | $12,975 | | Total Cost of Sales | $103,186 | $110,261 | $320,360 | $333,145 | - Cost of sales decreased by $12,785 (3.8%) for the nine months ended June 30, 2025, primarily due to a decrease in user subscriptions for Bloomberg access[73][188] Note 5 - General and Administrative Expenses This note details increased G&A expenses, mainly from higher professional fees and executive compensation related to the IPO | Category | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | | :---------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Legal & Professional fees | $713,605 | $379,440 | $1,335,718 | $901,310 | | Salaries and benefits | $227,026 | $103,760 | $581,711 | $194,172 | | Others | $209,082 | $39,782 | $340,074 | $131,124 | | Total G&A Expenses | $1,149,713 | $522,982 | $2,257,503 | $1,226,606 | - General and administrative expenses increased by $1,030,897 (84.0%) for the nine months ended June 30, 2025, mainly due to increased professional fees and executive/director compensation related to the IPO[75][193][195] Note 6 - Prepaid Expenses This note details increased prepaid expenses, primarily due to D&O Insurance and SEC filing fees | Category | June 30, 2025 | September 30, 2024 | | :--------------- | :-------------- | :----------------- | | Software license | $13,624 | $8,000 | | Prepaid rents | $- | $2,000 | | SEC filing fees | $40,705 | $4,728 | | D&O Insurance | $208,767 | $- | | Other | $17,070 | $4,558 | | Total | $280,166 | $19,286 | - Total prepaid expenses increased by $260,880 from September 30, 2024, to June 30, 2025, primarily due to D&O Insurance and SEC filing fees[76] Note 7 - Payables and Accrued Liabilities This note details increased payables and accrued liabilities, mainly driven by a significant rise in accounts payable | Category | June 30, 2025 | September 30, 2024 | | :--------------- | :-------------- | :----------------- | | Accounts payable | $146,081 | $1,186 | | Accrued liabilities | $24,304 | $19,817 | | Other payables | $11,279 | $10,329 | | Total | $181,664 | $31,332 | - Total payables and accrued liabilities increased by $150,332 from September 30, 2024, to June 30, 2025, mainly driven by a significant rise in accounts payable[77] Note 8 - Equity This note details equity changes, including common stock issuance for compensation, private placement, and a reverse stock split - For the nine months ended June 30, 2024, the company issued 138,889 shares of Common Stock for $150,000 in share-based compensation for services[78] - A non-brokered private placement in October 2023 issued 1,339,293 shares of Common Stock for gross proceeds of $1,125,007[82] - A 1.2-for-1 reverse stock split was approved on January 15, 2025, retroactively adjusting all share and per-share data[84][85] Note 9 - Property and Equipment, Net This note details the company's property and equipment, net, showing a decrease primarily due to depreciation expenses | Category | June 30, 2025 | September 30, 2024 | | :-------------------------- | :-------------- | :----------------- | | Computer equipment | $16,982 | $16,982 | | Additions | $575 | $- | | Less: Accumulated depreciation | $15,324 | $13,667 | | Property and equipment, net | $2,233 | $3,315 | - Property and equipment, net, decreased by $1,082 from September 30, 2024, to June 30, 2025[86] - Depreciation expenses totaled $1,657 for the nine months ended June 30, 2025, compared to $1,571 for the same period in 2024[87] Note 10 - Related Party Transactions This note details significant decreases in amounts due to related parties and provides a breakdown of wages and salaries | Related Party | June 30, 2025 | September 30, 2024 | | :---------------------- | :-------------- | :----------------- | | Qian Zhang | $- | $5,034 | | Elixir Technology Inc. | $5,157 | $5,157 | | Jaclyn Wu | $- | $50,055 | | Nicolas Kuan Liang Lin | $- | $80,014 | | David Chi Ching Ho | $- | $29,959 | | Siu Hang (Henry) Wong | $- | $4,931 | | Suresh R. Iyer | $- | $6,000 | | Ledger Pros LLC | $- | $10,800 | | Hao Hu | $9 | $2 | | Total due to related parties | $5,166 | $191,952 | - Total amounts due to related parties decreased significantly by $186,786 from September 30, 2024, to June 30, 2025[90] | Name | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | | :-------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Total wages and salaries | $210,469 | $149,309 | $571,471 | $308,409 | Note 11 - Income Taxes This note details income tax expenses and deferred tax assets, with NOL carryforwards fully offset by a valuation allowance - The company incurred $5,298 in income tax expense for the nine months ended June 30, 2025, related to Minnesota Tax, with no tax expense for the three-month period[97][99] | Deferred Tax Assets/Liabilities | June 30, 2025 | September 30, 2024 | | :-------------------------------- | :-------------- | :----------------- | | Tax Loss Carry forward | $527,575 | $367,528 | | Valuation allowance for deferred tax assets | $(527,575) | $(367,528) | | Total deferred income tax assets (liabilities) | $- | $- | - Net operating loss (NOL) carryforwards were $2,957,360 as of June 30, 2025, and $1,244,454 as of September 30, 2024, fully offset by a valuation allowance[99] Note 12 - Credit Risk and Concentration This note discusses credit risk from cash balances and confirms no substantial doubt about going concern due to IPO proceeds - Cash balances of $6,044,068 (June 30, 2025) and $372,534 (September 30, 2024) exceeded the FDIC insurance coverage limit, exposing the company to credit risk[101] - Despite negative operating cash flows, management believes the company is adequately capitalized for the next 12 months due to IPO proceeds, with no substantial doubt about its going concern ability[104] - No customers represented 10% or more of the company's revenue for the nine months ended June 30, 2025, or the year ended September 30, 2024[106] Note 13 - Commitments and Contingencies This note states no material adverse legal proceedings are expected to affect operations - The company is not currently involved in any legal proceedings that are expected to have a material adverse effect on its operations[107] Note 14 - Subsequent Events This note details the acquisition of AltcoinInvesting.co, marking entry into digital asset research - On July 17, 2025, Alpha Edge Media, Inc. (AEM) acquired the operating assets of AltcoinInvesting.co, marking the company's entry into the digital asset research and publication space[109] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section analyzes Aether Holdings, Inc.'s business, recent developments, and financial performance for the reported periods Overview of Our Company This section provides an overview of Aether Holdings, Inc. as an emerging fintech platform, its IPO, and new subsidiaries - Aether Holdings, Inc. is an emerging fintech platform providing proprietary research analytics, data, and tools for equity traders through SentimenTrader.com, leveraging AI[111][113] - The company completed its IPO on April 11, 2025, generating $8,901,000 in gross proceeds[115] - New subsidiaries incorporated in 2025 include Alpha Edge Media (newsletters), Aether Grid (financial tools), and Aether Labs (AI-driven R&D)[116][117] Recent Developments This section highlights recent developments, including an acquisition, a director dispute, and a new Bitcoin treasury strategy - On July 17, 2025, the company acquired AltcoinInvesting.co, marking its entry into the digital asset research and publication space[119] - Management is engaged in a dispute with Director David Mandel regarding alleged promises of a CEO position and 7% common stock compensation, which management denies[120] - On July 18, 2025, the Board approved a new treasury strategy to hold the majority of liquid assets in Bitcoin, viewing it as a reliable store of value and inflation hedge[121][122] Overview of the Bitcoin Industry and Market This section provides an overview of Bitcoin as a decentralized digital asset, its mining process, and growing institutional adoption - Bitcoin is a decentralized digital asset transmitted through an open-source protocol, maintained by a peer-to-peer network, with a public transaction ledger (blockchain)[127] - New Bitcoin is created through a 'mining' process that rewards users for validating transactions, with a total supply limited to 21 million coins[128][129] - The 'institutionalization' of Bitcoin is growing, evidenced by the SEC's January 2024 approval of 11 Bitcoin exchange-traded funds (ETFs), which have reported billions in net inflows[123][137] Execution of Bitcoin Transactions This section outlines the company's plan to purchase Bitcoin in phases through regulated liquidity providers with advisor assistance - The company intends to purchase Bitcoin in phases through regulated liquidity providers, potentially using multiple providers and executing trades on exchanges like Coinbase in the future[142] - A third-party investment advisor with digital asset expertise will assist in evaluating acquisition timing, portfolio construction, and hedging strategies, operating in a non-discretionary capacity[144] Custody of our Bitcoin This section details the company's plan to hold Bitcoin in segregated custodial accounts at institutional-grade custodians - All Bitcoin will be held in segregated custodial accounts at U.S.-based, institutional-grade custodians, selected based on security protocols, regulatory compliance, and reputation[145][146] - Custodians will secure private keys using advanced encryption, multi-factor identification, and geographically dispersed facilities, with holdings periodically verified against the public blockchain[147] Risk Mitigation Practices Related to Our Liquidity and Custodial Arrangements This section discusses strategies to mitigate Bitcoin custody risks, including diversification and due diligence on service providers - The company plans to diversify Bitcoin custody across multiple custodians to mitigate counterparty risk, though initial holdings may be concentrated[149] - BTC Service Providers comply with AML/KYC regulations and undergo due diligence, including reviewing service organization controls reports[150][151] - Undeveloped insolvency law for digital assets means custodially-held Bitcoin could be considered custodian property in bankruptcy, potentially leading to loss or delayed access, and insurance coverage for such losses may be limited[152][153] Potential Advantages and Disadvantages of Holding Bitcoin This section outlines Bitcoin's potential as a store of value and inflation hedge, alongside risks like volatility and security breaches - Bitcoin is viewed as an attractive store of value and potential inflation hedge due to its robust, decentralized, and limited-supply nature, offering potential appreciation[154][158] - Risks include susceptibility to theft, destruction, or loss from cyberattacks, power failures, data corruption, and technical vulnerabilities inherent in its electronic form and open-source protocol[155] - The open-source nature of Bitcoin exposes it to risks from protocol design changes, governance disputes (forks), and competing protocols, which can affect its integrity and value[156] Financial Highlights This section presents key financial highlights, including changes in revenue, cost of sales, gross profit margin, and operating cash flow | Metric | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | % Change | | :-------------------------------- | :--------------------------- | :--------------------------- | :------- | | Revenue | $1,038,960 | $1,087,321 | (4.4)% | | Cost of sales | $320,360 | $333,145 | (3.8)% | | Gross profit margin | 69.2% | 69.4% | (0.3)% | | Net cash used in operating activities | $(1,998,095) | $(303,332) | 558.72% | - Net cash used in operating activities increased by 558.72% for the nine months ended June 30, 2025, indicating higher operational cash burn[160] Factors and Trends Affecting Our Business and Results of Operations This section discusses factors influencing the business, including customer growth, product innovation, and AI adoption - The company focuses on increasing usage by existing customers and growing its base of higher-spend customers through enhanced platform utilization and new marketing initiatives[161][162] - Significant investment continues in delivering innovative products, features, and functionality for the SentimenTrader platform, with R&D efforts focused on the XYZ Terminal platform, including AI and quantitative modeling[163][165][170] - Future success depends on the continuing adoption of AI, proliferation of retail investors, and the increasing importance of research, which are driving platform adoption[164] Key Business Metrics This section presents key business metrics such as Free Subscribers, Paid Subscribers, Average Conversion Rate, and ARPU | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | % Change (3M) | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | % Change (9M) | | :---------------------------------- | :--------------------------- | :--------------------------- | :------------ | :--------------------------- | :--------------------------- | :------------ | | Free Subscribers | 695 | 216 | 221.8% | 1,288 | 5,301 | (75.7)% | | Average conversion rate from free to paid subscribers | 11.68% | 24.07% | (51.45)% | 19.26% | 25.97% | (25.83)% | | Paid Subscribers | 2,352 | 2,402 | (2.1)% | 2,356 | 2,976 | (20.8)% | | Average Revenue Per User ("ARPU") | $146 | $148 | (1.9)% | $441 | $365 | 20.7% | | Total Revenue | $342,411 | $356,688 | (4.0)% | $1,038,960 | $1,087,321 | (4.4)% | - Free Subscribers decreased by 75.7% for the nine months ended June 30, 2025, due to fewer marketing campaigns compared to the prior year[171] - Paid Subscribers decreased by 20.8% for the nine months ended June 30, 2025, primarily due to the expiration of a targeted promotional campaign from October 2023[175] - ARPU increased by 20.7% for the nine months ended June 30, 2025, to $441, partly influenced by the October 2023 promotional campaign[179] Revenue This section analyzes the decrease in revenue, primarily due to a decline in Paid Subscribers after a promotional campaign - Revenue decreased by $48,361 (4.4%) to $1,038,960 for the nine months ended June 30, 2025, and by $14,277 (4.0%) to $342,411 for the three months ended June 30, 2025[182][183] - The decrease in revenue was principally due to a decline in Paid Subscribers, influenced by the expiration of a promotional campaign that had boosted subscriber numbers in the prior year[182][183] Results of Operations This section provides a detailed comparison of financial performance for the three and nine months ended June 30, 2025 Nine Months Ended June 30, 2025 Compared to Nine Months Ended June 30, 2024 This section compares financial results for the nine-month periods, highlighting increased operating expenses and net loss | Metric | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | Amount Change | Percentage Change | | :---------------------------------- | :--------------------------- | :--------------------------- | :-------------- | :---------------- | | Sales | $1,038,960 | $1,087,321 | $(48,361) | (4.4)% | | Cost of sales | $320,360 | $333,145 | $(12,785) | (3.8)% | | Gross profit | $718,600 | $754,176 | $(35,576) | (4.7)% | | Selling expenses | $221,848 | $102,642 | $119,206 | 116.1% | | General and administrative expenses | $2,257,503 | $1,226,606 | $1,030,897 | 84.0% | | Total operating expenses | $2,479,351 | $1,329,248 | $1,150,103 | 86.5% | | Loss before income taxes | $(1,712,906) | $(575,072) | $(1,137,834) | 197.9% | | Net loss and comprehensive loss | $(1,718,204) | $(575,072) | $(1,143,132) | 198.8% | - Selling and marketing expenses increased by 116.1% due to IPO-related activities[192] - General and administrative expenses increased by 84.0%, driven by higher professional fees and executive/director compensation related to the IPO and new appointments[193][194][195] Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024 This section compares financial results for the three-month periods, showing increased operating expenses and net loss | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Amount Change | Percentage Change | | :---------------------------------- | :--------------------------- | :--------------------------- | :-------------- | :---------------- | | Sales | $342,411 | $356,688 | $(14,277) | (4.0)% | | Cost of sales | $103,186 | $110,261 | $(7,075) | (6.4)% | | Gross profit | $239,225 | $246,427 | $(7,202) | (1.1)% | | Selling expenses | $143,181 | $22,303 | $120,878 | 542.0% | | General and administrative expenses | $1,149,713 | $522,982 | $626,731 | 119.8% | | Total operating expenses | $1,292,864 | $545,285 | $747,609 | 137.1% | | Loss before income taxes | $(1,005,824) | $(298,858) | $(706,966) | 236.6% | | Net loss and comprehensive loss | $(1,005,824) | $(298,858) | $(706,966) | 236.6% | - Selling and marketing expenses increased by 542.0% due to recent advertising and marketing campaigns[206] - General and administrative expenses increased by 119.8%, mainly due to increased executive and director compensation and IPO-related accounting and consulting fees[207][208][209] Cash Flow This section analyzes cash flow activities, noting increased cash from financing activities and higher cash used in operations | Cash Flow Activity | 9 Months Ended June 30, 2025 | 9 Months Ended June 30, 2024 | | :---------------------------------- | :--------------------------- | :--------------------------- | | Net cash used in operating activities | $(1,998,095) | $(303,332) | | Net cash used in investing activities | $(9,575) | $- | | Net cash provided by financing activities | $7,681,331 | $1,022,460 | | Net increase in cash for the period | $5,673,661 | $719,128 | | Cash, end of the period | $6,231,484 | $817,234 | - Net cash used in operating activities increased by $1,694,763, mainly due to higher personnel-related costs, legal and professional fees, and changes in prepaid expenses and related party amounts[214][219] - Net cash provided by financing activities increased by $6,658,871, primarily driven by $7,725,350 in net proceeds from the IPO[215] Liquidity and Capital Resources This section discusses liquidity and capital resources, highlighting a substantial increase in working capital due to IPO proceeds | Metric | June 30, 2025 | September 30, 2024 | | :---------------- | :-------------- | :----------------- | | Current assets | $6,511,650 | $716,126 | | Current liabilities | $582,693 | $603,361 | | Working capital | $5,928,957 | $112,765 | - Working capital significantly increased by $5,816,192 to $5,928,957 as of June 30, 2025, primarily due to the IPO proceeds[217][218] - Management believes current cash resources and IPO proceeds ($8,901,000 gross) are sufficient for operations for at least the next 12 months, but additional financing may be needed for future growth[220] Capital Expenditures This section details capital expenditures for the period, primarily for the purchase of office equipment - Capital expenditures for the period ended June 30, 2025, totaled $575, primarily for the purchase of office equipment[221] Contractual Obligations This section states that the company had no contractual obligations as of June 30, 2025, and September 30, 2024 - The company had no contractual obligations as of June 30, 2025, and September 30, 2024[222] Off-Balance Sheet Arrangements This section confirms the absence of any material off-balance sheet arrangements affecting financial condition - The company has no off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on its financial condition or results of operations[223] Critical Accounting Policies and Estimates This section states no critical accounting policies or estimates materially impacted financial statement preparation - Management believes there were no critical accounting policies and estimates that materially impacted the preparation of the financial statements for the periods presented[225] Item 3. Quantitative and Qualitative Disclosures About Market Risk As a 'smaller reporting company,' Aether Holdings, Inc. is exempt from providing market risk disclosures - The company is exempt from providing quantitative and qualitative disclosures about market risk as a 'smaller reporting company'[226] Item 4. Controls and Procedures This section details disclosure controls and procedures, deemed effective as of June 30, 2025, with no material changes Disclosure Controls and Procedures This section confirms the effectiveness of disclosure controls and procedures at a reasonable assurance level - Disclosure controls and procedures were evaluated and deemed effective at a reasonable assurance level as of June 30, 2025[228] - Disclosure controls provide reasonable, not absolute, assurance due to inherent limitations, resource constraints, and assumptions about future events[229] Changes in Internal Control over Financial Reporting This section confirms no material changes occurred in internal control over financial reporting during the fiscal quarter - No material changes in internal control over financial reporting occurred during the fiscal quarter ended June 30, 2025[230] Part II - Other Information This part covers other information including legal proceedings, risk factors, unregistered sales of equity, and exhibits Item 1. Legal Proceedings The company is not currently involved in any legal proceedings expected to have a material adverse effect - No pending lawsuits are reasonably expected to have a material adverse effect on the company's business, financial condition, or results of operations[232] Item 1A. Risk Factors This section details updated risk factors, including internal disputes, a CEO investigation, and extensive Bitcoin treasury risks - An ongoing dispute with Director David Mandel regarding alleged promises of CEO position and 7% common stock compensation could lead to significant expenses, reputational harm, and adverse effects on stock price if legal action is taken[235] - An internal investigation is underway regarding CEO Nicolas Lin's undisclosed affiliation with a shareholder (28 Ventures Aether), potentially leading to regulatory scrutiny, legal claims, and substantial costs[236][237] - The Bitcoin treasury strategy exposes the company to high volatility, lack of interest/dividends, significant impact on financial results, untested strategy risks, counterparty risks (especially custodians), regulatory oversight, liquidity issues, security breaches, and potential reclassification of Bitcoin as a security under the 1940 Act[239][240][241][242][243][246][251][255][274][275][281][286][290][295] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section confirms no unregistered equity sales and details IPO proceeds and their planned use - No unregistered sales of equity securities occurred during the three months ended June 30, 2025[297] - The IPO, including the over-allotment option, resulted in the issuance of 2,070,000 shares and net proceeds of $7,725,350[299] - There has been no material change in the planned use of IPO proceeds[300] Item 3. Defaults upon Senior Securities The company reported no defaults upon senior securities for the period - No defaults upon senior securities were reported[301] Item 4. Mine and Safety Disclosure This item is not applicable to the company - Mine and Safety Disclosure is not applicable to the company[302] Item 5. Other Information This section confirms no Rule 10b5-1 trading arrangement changes and an ongoing internal investigation into CEO affiliation - No director or Section 16 officer adopted or terminated a Rule 10b5-1 trading arrangement during the periods reported[302] - An internal investigation is ongoing into assertions that CEO Nicolas Lin did not disclose an affiliation with shareholder 28 Ventures Aether[303][304] Item 6. Exhibits This section lists all exhibits filed or furnished as part of the Form 10-Q, including organizational documents and certifications | Exhibit | Description | | :------ | :---------- | | 3.1 | Amended Certificate of Incorporation | | 3.2 | Amended and Restated Bylaws | | 4.1 | Form of Representatives' Warrant | | 10.1 | Underwriting Agreement, dated as of April 9, 2025 | | 10.2 | Form of Independent Director Agreement | | 10.3 | Form of Independent Director Indemnification Agreement | | 31.1* | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | 31.2* | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | 32.1** | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | 32.2** | Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | 101.INS* | Inline XBRL Instance Document | | 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | | 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | | 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | | 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | 104* | Cover Page Interactive Data File (embedded within the Inline XBRL document) | Signatures This section contains the official signatures of the Chief Executive Officer and Chief Financial Officer, certifying the report Report Signatures The report is signed by Nicolas Lin, CEO, and Suresh Iyer, CFO, on August 19, 2025, certifying its submission - The report was signed on August 19, 2025, by Nicolas Lin (Chief Executive Officer) and Suresh Iyer (Chief Financial Officer)[311]