Xenous Holdings, Inc. SEC 10-K Report
Xenous Holdings, Inc., a company with a history of name changes and mergers since its incorporation in 1980, has released its Form 10-K report for the fiscal year ended March 31, 2025. The report provides a comprehensive overview of the company's financial performance, business operations, strategic initiatives, and the challenges it faces as it seeks to identify and acquire potential business opportunities.
Financial Highlights
Net Loss: $64,456. The company reported a net loss for the year ended March 31, 2025, which increased from the previous year's net loss of $63,746, primarily due to higher professional fees.
Basic and Diluted Loss per Common Share: $0.00. The loss per share remained unchanged from the previous year, reflecting the company's ongoing financial challenges.
Business Highlights
Company Background: Xenous Holdings, Inc. has undergone several name changes and mergers since its incorporation in 1980. The company currently has no business operations and is seeking potential assets, property, or businesses to acquire.
Business Strategy: The company is focused on identifying and acquiring a 'going concern' in any industry, with no restrictions on the type of business or geographical area. The aim is to engage in business operations through funding or acquisition.
Operational Status: Xenous Holdings is not currently engaged in any substantive business activity and has no products, services, distribution methods, or major customers. The company is essentially a vehicle for potential mergers or acquisitions.
Regulatory Considerations: The company is subject to SEC regulations for shell companies, which may limit its ability to engage in reverse reorganizations or mergers. These regulations could impact the company's ability to acquire businesses that wish to avoid the complexities of an IPO.
Potential Acquisition: The company is evaluating the acquisition of Dadvance Agarwood Alpha Sdn Bhd, a Malaysia-based company involved in the agarwood industry. Key developments include market penetration in Europe and the Gulf, product quality recognition, and production scale-up efforts.
Future Outlook: The company remains optimistic about the agarwood industry's potential and Dadvance's strategic positioning. However, a final acquisition decision will depend on several factors, including the conversion of strategic leads into contracts and confirmation of supply chain capabilities.
Management's Approach: The management intends to meet with potential business partners, conduct thorough due diligence, and ensure a comprehensive review of any business opportunity. The company is open to paying finder's fees for potential business ventures.
Going Concern: The company's auditors have raised substantial doubt about its ability to continue as a going concern due to its lack of revenue, net losses, and stockholders' deficit. The company is dependent on advances from its principal shareholders for continued funding.
Strategic Initiatives
Strategic Initiatives: Xenous Holdings, Inc. is conducting due diligence on a potential acquisition of a Malaysia-based company involved in agricultural commodities related to Aquilaria trees. This strategic move is aimed at expanding the company's operations and entering new markets. The due diligence process is expected to be completed by the first half of calendar year 2025.
Capital Management: The company has not generated any revenue and relies on advances from its majority shareholder, Smartex Investment Ltd., for funding. As of March 31, 2025, the company had a working capital deficit of $903,622, with total liabilities of the same amount. There were no stock issuances or sales of common or preferred stock during the fiscal year ended March 31, 2025. The company has not declared any dividends and does not intend to do so in the foreseeable future.
Future Outlook: The company's continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations or obtain additional financing. The successful completion of the acquisition due diligence could lead to new business operations and potential revenue streams. However, there is substantial doubt about the company's ability to continue as a going concern due to its current financial condition.
Challenges and Risks
Challenges and Risks: Xenous Holdings, Inc. currently has no business operations and is seeking potential assets, property, or businesses to acquire. The company is considered a vehicle to acquire or merge with a business or company, which presents significant challenges due to limited resources and the competitive nature of the market for such opportunities. The company faces the risk of not being able to identify and acquire a business opportunity that will be beneficial to its stockholders. Additionally, the company is subject to regulations governing shell companies, which may limit its ability to complete acquisitions or mergers.
Management’s Discussion and Analysis of Financial Condition and Results of Operations: The company has incurred net losses and has a working capital deficit, raising substantial doubt about its ability to continue as a going concern. The company is dependent on advances from its principal shareholders or other affiliated parties for continued funding, with no guarantees of obtaining the necessary financing. The lack of business operations and the need for additional financing present significant risks to the company's financial condition and ability to execute its business plan.
Quantitative and Qualitative Disclosures About Market Risk: As a smaller reporting company, Xenous Holdings, Inc. is not required to provide detailed quantitative and qualitative disclosures about market risk. However, the company's lack of operations and reliance on external funding sources expose it to financial risks that could impact its ability to pursue potential business opportunities.
SEC Filing: Xenous Holdings, Inc. [ XITO ] - 10-K - Jun. 27, 2025