Financial Performance - Total revenue for the three months ended September 30, 2025, was $206,778, a decrease of 40% from $345,523 in the same period of 2024[171] - Total revenue for the nine months ended September 30, 2025, was $812,366, down 16% from $966,515 in the same period of 2024[171] - Net loss for the three months ended September 30, 2025, was $299,618, a reduction of 44% compared to a net loss of $537,143 in the same period of 2024[187] - Net loss for the nine months ended September 30, 2025, was $710,613, significantly lower than the net loss of $2,277,303 in the same period of 2024[187] Cost and Expenses - Cost of revenue decreased from $185,654 in the three months ended September 30, 2024, to $83,196 in the same period of 2025[183] - Operating expenses decreased from $487,394 to $369,978 for the three months ended September 30, 2024, and 2025, respectively[185] - The gross margin decreased from $159,869 to $123,582 in the three months ended September 30, 2024, and 2025[184] Revenue Sources - The company recognized 3% of total revenue in South Korea and 97% in Singapore for the three months ended September 30, 2025[173] Strategic Initiatives - The company plans to expand Hapi Marketplace, initially launching in the United States with future expansions to South Korea and Hong Kong[165] Financing and Cash Flow - The company entered into a Credit Facility Agreement providing a maximum credit line of up to $1,000,000, with $700,000 available for draw as of September 30, 2025[190] - Net cash used in operating activities decreased to $728,326 for the nine months ended September 30, 2025, from $1,404,073 in the same period of 2024, primarily due to a gain on disposal of subsidiary of $383,677[195] - Net cash used in investing activities was $1,015,281 for the nine months ended September 30, 2025, compared to net cash provided by investing activities of $20,451,688 in the same period of 2024[196] - Net cash provided by financing activities was $1,203,307 for the nine months ended September 30, 2025, compared to net cash used in financing activities of $19,405,313 in the same period of 2024[197] Compliance and Regulatory Matters - The company received a notice from Nasdaq on March 7, 2024, indicating non-compliance with the minimum market value of listed securities requirement due to a market value below $50,000,000 for 37 consecutive business days[198] - The company regained compliance with Nasdaq Listing Rule 5550(a)(2) on March 10, 2025, after maintaining a minimum bid price of $1.00 per share from February 24, 2025, to March 7, 2025[204] Debt and Liabilities - As of September 30, 2025, the company had no long-term debt obligations or long-term liabilities[205] Company Classification - The company is classified as an "emerging growth company" and is utilizing certain exemptions from various reporting requirements under the JOBS Act[215] - The Company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[224] Management Changes - On October 3, 2025, John "JT" Thatch resigned as Chief Executive Officer of HWH International Inc.[221] - Chan Heng Fai was appointed as the new Chief Executive Officer on October 3, 2025[222] - Lim Sheng Hon Danny was appointed as a member of the Company's board of directors on October 3, 2025[223] Foreign Exchange Impact - The company anticipates fluctuations in foreign exchange rates to impact its results of operations due to intercompany loans between Singapore and South Korea, which were approximately $0.23 million as of September 30, 2025[214] Administrative Agreements - The company has committed to pay Alset Management Group Inc. $10,000 per month for administrative services, which ceased after the completion of the initial Business Combination[207] - The company entered into a Merger Agreement on September 9, 2022, which was completed on January 9, 2024, resulting in the company changing its name to "HWH International Inc."[210]
HWH International(HWH) - 2025 Q3 - Quarterly Report