94 unchanged sentences
Persons” as defined in Regulation S.
+Added: On August 14, 2024, the WKL Eco Earth Holdings has
+Added: increased its investment in WKL Guanzhe Green Technology Guangzhou Co Ltd (China) by injecting an additional RMB2,000,000 into its registered
+Added: This investment has resulted in an increase in WKL Eco Earth Holding’s equity interest in WKL Guanzhe Green Technology
2 Stockholders
1 unchanged sentence
$2.50, as follows:
−Removed: February 15, 2022, the Company entered into certain share subscription agreement with Ms.
+Added: 15, 2022, the Company entered into certain share subscription agreement with Ms.
Ang Lee Kim Jane, who is a “non-U.S.
−Removed: Persons” (the “Investor”) as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities
−Removed: Act”) pursuant to which the Company agreed to issue and sell 74,074 Shares, par value $0.001 per share, at a per share purchase
−Removed: price of $2.50, as part of a series of offerings by the Company for an aggregate of up to 6,000,000 shares of Common Stock at a per
−Removed: share purchase price of $2.50.
−Removed: The gross proceeds were $185,185.
−Removed: June 3, 2022, the Company entered into certain share subscription agreement with Mr.
−Removed: Wong Hon Wai who is a “non-U.S.
(the “Investor”) as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)
3 unchanged sentences
The gross proceeds were $185,185.
−Removed: October 25, 2022, the Company entered into Regulation S share subscription agreements with eight investors, each of whom represented
−Removed: that it was a “non-U.S.
+Added: On June 3, 2022, the Company
+Added: entered into certain share subscription agreement with Mr.
+Added: Wong Hon Wai who is a “non-U.S.
+Added: Persons” (the “Investor”)
+Added: as defined in Regulation S of the Securities Act of 1933, as amended (the “Securities Act”) pursuant to which the Company
+Added: agreed to issue and sell 5,000 shares, par value $0.001 per share , at a per share purchase price of $2.50, as part of a series of
+Added: offerings by the Company for an aggregate of up to 6,000,000 shares of Common Stock at a per share purchase price of $2.50.
+Added: proceeds were $12,500.
+Added: On October 25, 2022, the
+Added: Company entered into Regulation S share subscription agreements with eight investors, each of whom represented that it was a “non-U.S.
Persons” as defined in Securities Act.
−Removed: On the same date, the Company entered into Regulation
−Removed: D share subscription agreements with two investors, each of whom represented that it was an “Accredited Investors” as
−Removed: defined in Regulation D of the Securities Act.
−Removed: Pursuant to the share subscription agreements, the Company agreed to issue and sell
−Removed: in aggregate, (i) 129,621 shares of Common Stock, par value $0.001 per share to the Regulation S investors, and (ii) 15,000 shares
−Removed: of Common Stock to the Regulation D investors, respectively par value $0.001 per share, at a per share purchase price of $2.50, as
−Removed: part of a series of offerings by the Company for an aggregate of up to 6,000,000 shares of Common Stock at a per share purchase price
−Removed: The gross proceeds in aggregate were $361,553.
−Removed: February 20, 2023, the Company entered into Regulation S share subscription agreements with eleven investors, each of whom represented
−Removed: that it was a “non-U.S.
+Added: On the same date, the Company entered into Regulation D share subscription agreements
+Added: with two investors, each of whom represented that it was an “Accredited Investors” as defined in Regulation D of the
+Added: Securities Act.
+Added: Pursuant to the share subscription agreements, the Company agreed to issue and sell in aggregate, (i) 129,621 shares
+Added: of Common Stock, par value $0.001 per share to the Regulation S investors, and (ii) 15,000 shares of Common Stock to the Regulation
+Added: D investors, respectively par value $0.001 per share, at a per share purchase price of $2.50, as part of a series of offerings by
+Added: the Company for an aggregate of up to 6,000,000 shares of Common Stock at a per share purchase price of $2.50.
+Added: The gross proceeds
+Added: in aggregate were $361,553.
+Added: On February 20, 2023, the
+Added: Company entered into Regulation S share subscription agreements with eleven investors, each of whom represented that it was a “non-U.S.
Persons” as defined in Regulation S of the Securities Act.
−Removed: Pursuant to the agreements, the Company
−Removed: agreed to issue and sell in aggregate, (i) 57,783 shares of Common Stock, par value $0.001 per share to the Regulation S investors,
−Removed: at a per share purchase price of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of
−Removed: up to 6,000,000 shares of Common Stock at a per share purchase price of $2.50.
+Added: Pursuant to the agreements, the Company agreed to issue and sell
+Added: in aggregate, (i) 57,783 shares of Common Stock, par value $0.001 per share to the Regulation S investors, at a per share purchase
+Added: price of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of up to 6,000,000 shares of
+Added: Common Stock at a per share purchase price of $2.50.
The gross proceeds in aggregate were $144,443.
−Removed: July 13, 2023, the Company entered into Regulation S share subscription agreements with 31 investors, each of whom represented that
−Removed: it was a “non-U.S.
+Added: On July 13, 2023, the Company
+Added: entered into Regulation S share subscription agreements with 31 investors, each of whom represented that it was a “non-U.S.
Persons” as defined in Regulation S of the Securities Act.
−Removed: Pursuant to the agreements, the Company
−Removed: agreed to issue and sell in aggregate, (i) 250,132 shares of Common Stock, par value $0.001 per share to the Regulation S Investors,
−Removed: at a per share purchase price of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of
−Removed: up to 6,000,000 shares of Common Stock at a per share purchase price of $2.50.
+Added: Pursuant to the agreements, the Company agreed to issue and sell
+Added: in aggregate, (i) 250,132 shares of Common Stock, par value $0.001 per share to the Regulation S Investors, at a per share purchase
+Added: price of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of up to 6,000,000 shares of
+Added: Common Stock at a per share purchase price of $2.50.
The gross proceeds in aggregate were approximately $625,330.
−Removed: September 7, 2023, the Company entered into Regulation S share subscription agreements with 71 investors, each of whom represented
−Removed: that it was a “non-U.S.
+Added: On September 7, 2023, the
+Added: Company entered into Regulation S share subscription agreements with 71 investors, each of whom represented that it was a “non-U.S.
Persons” as defined in Regulation S of the Securities Act.
−Removed: Pursuant to the agreements, the Company
−Removed: agreed to issue and sell in aggregate, 365,164 shares of Common Stock, par value $0.001 per share to the Regulation S investors,
−Removed: at a per share purchase price of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of
−Removed: up to 6,000,000 shares of Common Stock at a per share purchase price of $2.50.
+Added: Pursuant to the agreements, the Company agreed to issue and sell
+Added: in aggregate, 365,164 shares of Common Stock, par value $0.001 per share to the Regulation S investors, at a per share purchase price
+Added: of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of up to 6,000,000 shares of Common
+Added: Stock at a per share purchase price of $2.50.
The gross proceeds in aggregate was approximately $912,889.
−Removed: November 21, 2023, the Company entered into a Regulation S share subscription agreement with Wong Chun Shoong who represented that
−Removed: he was a “non-U.S.
+Added: On November 21, 2023, the
+Added: Company entered into a Regulation S share subscription agreement with Wong Chun Shoong who represented that he was a “non-U.S.
Persons” as defined in Regulation S of the Securities Act.
−Removed: Pursuant to the agreement, the Company
−Removed: agreed to issue and sell in aggregate, 8,658 shares of Common Stock, par value $0.001 per share to the Regulation S investors, at
−Removed: a per share purchase price of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of up
−Removed: to 6,000,000 shares of Common Stock at a per share purchase price of $2.50.
+Added: Pursuant to the agreement, the Company agreed to issue and sell
+Added: in aggregate, 8,658 shares of Common Stock, par value $0.001 per share to the Regulation S investors, at a per share purchase price
+Added: of $2.50 as part of a series of the private placement offerings by the Company for an aggregate of up to 6,000,000 shares of Common
+Added: Stock at a per share purchase price of $2.50.
The gross proceeds in aggregate was approximately $21,645.
43 unchanged sentences
following summary of our operations should be read in conjunction with our unaudited condensed consolidated financial statements for
−Removed: the three and nine months ended May 31, 2025, as compared to the three and nine months ended May 31, 2024.
−Removed: Months Ended May 31, 2025, versus Three Months May 31, 2024.
−Removed: Three Months Ended May 31
+Added: the three months ended November 30, 2025, as compared to the three months ended November 30, 2024.
+Added: Months Ended November 30, 2025, versus Three Months Ended November 30, 2024
+Added: Three Months Ended November 30
Cost of revenue
3 unchanged sentences
$ (1,038,715 )
−Removed: Group generated revenues of $37,306 in the three months ended May 31, 2025, as compared to $89,616 in the three months ended May 31,
−Removed: The decrease of $52,310 was primarily due to reduction in sales of EvoAir™
−Removed: air-conditioner.
+Added: $ (4,640,904 )
+Added: Group generated revenues of $20,451 in the three months ended November 30, 2025, as compared to $51,929 in the three months ended
+Added: November 30, 2024.
+Added: The decrease of $31,478, or 61%, was primarily due to a reduction in sales volume of HVAC products and related
are steadily building momentum and expanding the product’s reach across various markets, including residential, commercial, and
6 unchanged sentences
view to establishing the product as a leading solution in the sustainable cooling market.
−Removed: the three months ended May 31, 2025, cost of revenue decreased to $8,505, or 23% of revenue, compared to $56,741, or 63% of revenue in
−Removed: the same period in 2024.
−Removed: The significant decrease in the cost of revenue as a percentage of sales was primarily driven by the lower production
−Removed: costs of the Ionic Nano Copper Zinc solution.
+Added: the three months ended November 30, 2025, cost of revenue decreased to $22,685, or 111% of revenue, compared to $90,110, or 174% of
+Added: revenue in the same period in 2024.
+Added: The significant decrease of $67,425, or 75%, was primarily driven by lower production volumes of
+Added: the HVAC product as well as reduced material costs.
cost of revenue encompasses production costs and purchase of goods.
The Company remains focused on further optimizing its cost structure
−Removed: and maintaining efficiencies as it continues to scale its operational and expand its product offering.
−Removed: the three months ended May 31, 2025, the Company reported a gross profit of $28,801 or a gross margin of 77%, compared to a gross profit
−Removed: of $32,875, or a gross profit margin of 37% in the same period in 2024.
−Removed: The significant improvement in gross profit margin was primarily
−Removed: driven by the better margins achieved from the sale of the Ionic Nano Copper Zinc solution, which has contributed positively to our overall
−Removed: profitability.
+Added: and maintaining efficiencies as it continues to scale its operations and expand its product offerings.
+Added: the three months ended November 30, 2025, the Company reported a gross loss of $2,234, or a negative gross margin of 11 %, compared
+Added: to a gross loss of $38,181, or a negative gross margin of 74% in the same period in 2024.
+Added: The improvement of $35,947, or 94%,
+Added: reflects improved manufacturing efficiency and reduced material costs, allowing for better costs control despite lower production
Company remains focused on optimizing its cost structure and enhancing operational efficiencies.
2 unchanged sentences
in the future.
−Removed: the three months ended May 31, 2025, operating expenses amounted to $1,237,464, compared to $1,007,694 in the same period in 2024, reflecting
−Removed: an increase of $229,770.
−Removed: This increase was primarily driven by the increased general and administrative expenses net with the reduction
−Removed: in technology-related intangible asset amortization following the impairment of intangible assets in the year ended August 31, 2024.
+Added: the three months ended November 30, 2025, operating expenses amounted to $1,036,654, compared to $4,602,876 in the same period in 2024,
+Added: reflecting a decrease of $3,566,222, or 77%.
+Added: This decrease was primarily driven by reduced general and administrative expenses, including
+Added: lower stock-based compensation and professional fees, as well as a reduction in technology-related intangible asset amortization following
+Added: the impairment of intangible assets in the year ended August 31, 2025.
components of operating expenses included salaries and related expenses, commissions, rental costs, patent and trademark application/renewal
2 unchanged sentences
and value creation.
−Removed: income for the three months ended May 31, 2025, and 2024 were not material.
+Added: income for the three months ended November 30, 2025, and 2024 were not material.
from operations before income taxes
−Removed: Company reported a loss from operations before income taxes of $1,186,838 for the three months ended May 31, 2025, compared to $974,441
−Removed: in the corresponding period in 2024.
+Added: Company reported a loss from operations before income taxes of $1,038,715 for the three months ended November 30, 2025, compared to $4,640,904
+Added: in the corresponding period in 2024, reflecting an improvement of $3,602,189, or 78%.
continued net loss is primarily attributable to the Company’s strategic investments in building the necessary infrastructure and
6 unchanged sentences
moving forward.
−Removed: Months Ended May 31, 2025, versus Nine Months May 31, 2024.
−Removed: Nine Months Ended May 31
−Removed: Cost of revenue
−Removed: Operating expenses
−Removed: Loss from operation
−Removed: Loss from operation before income taxes
−Removed: $ (7,100,730 )
−Removed: $ (3,929,520 )
−Removed: Group generated revenues of $ 160,359 in the nine months ended May 31, 2025, as compared to $222,108 in the nine months ended May 31,
−Removed: 2024, a decrease in revenue of $61,749.
−Removed: The overall revenue decrease of $61,000 was mainly driven by significant
−Removed: reduction in EvoAir air-conditioners sales.
−Removed: However, this decline was mitigated by increased in sales of Ionic Nano Copper Zinc Solution.
−Removed: the reduction in EvoAir™ air-conditioner sales impacted overall revenue, the growth in sales of the Ionic Nano Copper Zinc solution
−Removed: provided a partial cushion, contributing positively to the Group’s financial performance.
−Removed: The Group remains focused on driving
−Removed: the adoption of both products, and efforts to enhance the performance of EvoAir™ are ongoing, alongside continued expansion of
−Removed: the Ionic Nano Copper Zinc solution’s market presence.
−Removed: are confident that strategic initiatives in both product segments will enable the Group to regain momentum and drive growth in the coming
−Removed: are steadily building momentum and expanding the product’s reach across various markets, including residential, commercial, and
−Removed: industrial sectors.
−Removed: This is being achieved through the development of strategic distribution channels, project collaborations, and private
−Removed: labelling and licensing models.
−Removed: The Group remains committed to strengthening the traction of EvoAir™ and driving its adoption across
−Removed: diverse market segments, positioning ourselves for future growth in the emerging eco-friendly air-conditioning space.
−Removed: are confident that strategic initiatives in both product segments will enable the Group to regain momentum and drive growth in the coming
−Removed: the nine months ended May 31, 2025, cost of revenue increased to $168,681, or 105% of revenue, compared to $244,142 or 110% in the same
−Removed: period in 2024.
−Removed: This change in cost of revenue is consistent with the change in sales.
−Removed: cost of revenue encompasses production costs and purchase of goods.
−Removed: The Company remains focused on further optimizing its cost structure
−Removed: and maintaining efficiency as it continues to scale its operational and expand its product offering.
−Removed: the nine months ended May 31, 2025, the Company reported a gross loss of $8,322 or a gross loss margin of 5%, compared to a gross loss
−Removed: of $22,034 or negative gross profit margin of 10% in the same period in 2024.
−Removed: The improvement in gross loss margin was primarily driven
−Removed: by the better margins achieved from the sale of the Ionic Nano Copper Zinc solution.
−Removed: Company remains focused on optimizing its cost structure and enhancing operational efficiencies.
−Removed: As we continue to scale operations and
−Removed: expand our product offerings, we are positive that these efforts will improve gross margins and position the Company for profitability
−Removed: in the future.
−Removed: the nine months ended May 31, 2025, operating expenses amounted to $7,116,685, compared to $3,998,445 in the same period in 2024, reflecting
−Removed: an increase of $3,118,240.
−Removed: This increase was primarily driven by a $3,261,676 rise in stock-based compensation, partially offset by a
−Removed: reduction in technology-related intangible asset amortization following the impairment of intangible assets in the year ended August
−Removed: components of operating expenses included salaries and related expenses, commissions, rental costs, patent and trademark application/renewal
−Removed: fees, professional and compliance fees.
−Removed: Company remains focused on prudent cost management to maintain operational efficiency while supporting strategic initiatives for growth
−Removed: and value creation.
−Removed: income decreased, mainly due to the decrease in realized foreign exchange gain from the amount due to shareholders’ wires in period
−Removed: ended May 31, 2024.
−Removed: from operations before income taxes
−Removed: Company reported a loss from operations before income taxes of $7,100,730 for the nine months ended May 31, 2025, compared to $3,929,520
−Removed: in the corresponding period in 2024.
−Removed: continued net loss is primarily attributable to the Company’s strategic investments in building the necessary infrastructure and
−Removed: resources to support its business expansion objectives.
−Removed: Additionally, the lack of economies of scale during this growth phase has impacted
−Removed: on the bottom line.
−Removed: remains confident that these investments will position the Company for long-term growth and profitability as it scales operations and
−Removed: capitalizes on emerging opportunities.
−Removed: Strategies to enhance operational efficiencies and achieve economies of scale are key priorities
−Removed: moving forward.
and Capital Resources
+Added: November 30, 2025
August 31, 2025
2 unchanged sentences
Working capital
−Removed: of May 31, 2025, the decrease in current assets was mainly due to the decrease in cash, and prepayments.
−Removed: of May 31, 2025, the increase in current liabilities was mainly due to the increase in amount due to shareholders of $972,045.
−Removed: of May 31, 2025, our company had a working capital deficit of $2,084,204, compared with $893,886 as of August 31, 2024.
−Removed: Months Ended May 31, 2025, versus Nine Months Ended May 31, 2024
+Added: of November 30, 2025, the decrease in current assets was mainly due to the decrease in cash and accounts receivable, partially offset
+Added: by an increase in inventories.
+Added: of November 30, 2025, the increase in current liabilities was mainly due to the increase in amount due to shareholders of $382,340.
+Added: of November 30, 2025, our company had a working capital deficit of $3,038,574, compared with $2,685,006 as of August 31, 2025.
+Added: The increased
+Added: deficit reflects ongoing operational investments amid revenue challenges, partially mitigated by cost controls.
+Added: Months Ended November 30, 2025, versus Three Months Ended November 30, 2024
Cash flows used in operating activities
Cash flows used in investing activity
−Removed: Cash flows generated from financing activities
+Added: Cash flows used in financing activities
Net changes in cash
−Removed: Company’s cash and cash equivalents stood at $81,016 as of May 31, 2025.
−Removed: Cash used in operating activities for the nine months
−Removed: ended May 31, 2025, was $900,095.
−Removed: This resulted primarily from a net loss of $7,100,730 which was offset by depreciation of $84,729, amortization
−Removed: of $ 2,707,257, stock-based expense of $$3,261,676, decrease in operating lease right-of-use assets of $61,007, decrease in operating
−Removed: leases liabilities of $63,847, decrease in inventories of $25,026, increase in deferred revenue of $ 6,002, decrease in deposit, prepayment
−Removed: and other receivables of $32,624, decrease in accounts receivable of $3,419, increase in accounts payable and accruals of $14,162, and increase in other payables of $68,580.
−Removed: Cash used in investing activities resulted in purchase of property, plant
−Removed: and equipment amounting to $5,902 during the nine months ended May 31, 2025.
−Removed: Cash generated from financing activities resulted in proceeds from shareholders
−Removed: of $972,045, payments of hire purchase amounting to $6,003 and deferred offering costs of $42,454 during the nine months ended May 31,
+Added: Company’s cash and cash equivalents stood at $74,918 as of November 30, 2025, compared to $93,329 as of August 31, 2025.
+Added: used in operating activities for the three months ended November 30, 2025, was $34,790.
+Added: This resulted primarily from a net loss of
+Added: $1,038,715, which was offset by non-cash adjustments including depreciation of $27,904 and amortization of $636,425.
+Added: operating assets and liabilities included decreases in accounts receivable of $34,155, deposits, prepayments, and advances to
+Added: suppliers of $2,177, and operating lease right-of-use assets of $14,704;
+Added: increases in deferred revenue of $18,625, other payables of
+Added: $2,212, and amounts due to shareholders of $382,340;
+Added: partially offset by increases in inventories of $10,976, decreases in accounts
+Added: payable and accruals of $88,067, and operating lease liabilities of $15,574.
+Added: used in investing activities resulted from the purchase of property, plant, and equipment amounting to $15,292 during the three months
+Added: ended November 30, 2025.
+Added: used in financing activities resulted from payments of hire purchase amounting to $2,020 during the three months ended November 30, 2025.
+Added: changes in cash and cash equivalents included a positive effect from exchange rate changes of $33,691.
Company’s business is not subject to seasonality.
14 unchanged sentences
of the promised goods and services in the contract;
−Removed: determination
−Removed: of whether the promised goods and services are performance obligations, including whether they are distinct in the context of the
−Removed: of the transaction price, including the constraint on variable consideration;
−Removed: of the transaction price to the performance obligations;
−Removed: of revenue when (or as) the Company satisfies each performance obligation.
+Added: determination of whether
+Added: the promised goods and services are performance obligations, including whether they are distinct in the context of the contract;
+Added: measurement of the transaction
+Added: price, including the constraint on variable consideration;
+Added: allocation of the transaction
+Added: price to the performance obligations;
+Added: recognition of revenue
+Added: when (or as) the Company satisfies each performance obligation.
only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange
18 unchanged sentences
The actual results could differ materially from these estimates.
−Removed: Company’s financial statements as of May 31, 2025, is prepared using generally accepted accounting principles in the United States
−Removed: of America (“U.S.
−Removed: GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities
−Removed: in the normal course of business.
−Removed: The Company has not yet established a sustainable ongoing source of revenue sufficient to cover its
−Removed: operating costs and allow it to continue as a going concern.
−Removed: of May 31, 2025, the Company had an accumulated deficit of $46,280,904 and a working capital deficiency of $2,084,204.
−Removed: August 31, 2024, the accumulated deficit was $39,401,857 and the working capital deficiency
−Removed: was $893,886.
−Removed: The Company incurred net loss of $7,100,730 and $3,929,520 for the nine months ended May 31, 2025, and 2024, respectively.
−Removed: The cash used in operating activities was $900,095 for the nine months ended May 31, 2025, and the cash used in operating activities
−Removed: was $595,059 for the nine months ended May 31, 2024, respectively.
−Removed: It was brought to the attention of the Management to assess going
−Removed: concern considering all facts and circumstances about the foreseeable future of the Company as well as its assets and liabilities on
−Removed: the basis that it will be able to realize and discharge them in the normal course of business.
+Added: Company’s financial statements as of November 30, 2025, is prepared using generally accepted accounting principles in the United
+Added: States of America (“U.S.
+Added: GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation
+Added: of liabilities in the normal course of business.
+Added: The Company has not yet established a sustainable ongoing source of revenue sufficient
+Added: to cover its operating costs and allow it to continue as a going concern.
+Added: of November 30, 2025, and August 31, 2025, the Company had an accumulated deficit of $55,006,861 and $54,028,719 respectively.
+Added: incurred net loss of $1,038,715 and $4,640,904 for the three months ended November 30, 2025, and 2024, respectively.
+Added: It was brought to
+Added: the attention of the Management to assess going concern considering all facts and circumstances about the foreseeable future of the Company
+Added: as well as its assets and liabilities on the basis that it will be able to realize and discharge them in the normal course of business.
address these challenges and ensure the Company’s long-term viability, Management has developed a strategic plan focused on the
1 unchanged sentence
Key initiatives include:
−Removed: of Product Offerings:
+Added: Product Offerings:
Broadening the range of HVAC products to meet diverse market needs.
+Added: Geographical Expansion:
Penetrating new markets to drive revenue growth.
−Removed: Diversification:
−Removed: Expanding customer segments across retail, commercial, industrial, and project-based clients, as well as private
−Removed: label and licensing opportunities.
−Removed: Profitability:
+Added: Revenue Diversification:
+Added: Expanding customer segments across retail, commercial, industrial, and project-based clients, as well as private label and licensing
+Added: opportunities.
+Added: Improved Profitability:
Achieving economies of scale through operational efficiencies and growth.
6 unchanged sentences
that might be necessary should the Company be unable to continue as a going concern.
−Removed: have no material commitments as of May 31, 2025.
+Added: have no material commitments as of November 30, 2025.
Accounting Pronouncements
+Added: November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”)
+Added: 2023-07, Segment Reporting (Topic 280):
+Added: Improvements to Reportable Segment Disclosures, by introducing key amendments to enhance disclosures
+Added: in public entities’ reportable segments.
+Added: Notable changes include the mandatory disclosure of significant segment expenses regularly
+Added: provided to the chief operating decision maker (“CODM”), disclosure of other segment items, and requirements for consistency
+Added: in reporting measures used by the CODM.
+Added: The amendments in this update are effective for fiscal years beginning after December 15, 2023,
+Added: and interim periods within fiscal years beginning after December 15, 2024.
+Added: Accordingly, the Company adopted the provisions of ASU 2023-07
+Added: as of January 31, 2025.
+Added: The adoption of the new standard had no impact on the Company’s financial position, results of operations
+Added: or cash flows on the date of transition.
December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
5 unchanged sentences
foreign jurisdiction.
−Removed: The ASU is effective for fiscal years beginning after December 15, 2024.
−Removed: The Company is currently evaluating the
−Removed: effects, if any, that the adoption of ASU 2023-09 may have on its financial position, results of operations, cash flows, or disclosures.
−Removed: November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures
−Removed: (Subtopic 220-40):
−Removed: Disaggregation of Income Statement Expenses, which requires public business entities to disclose specific information
−Removed: about certain costs and expenses.
−Removed: The amendments in this update are effective for fiscal years beginning after December 15, 2026, and
−Removed: interim periods within fiscal years beginning after December 15, 2027.
+Added: The Company adopted ASU 2023-09 effective
+Added: September 1, 2025.
+Added: The adoption did not have a material effect on its financial position, results of operations, or cash flows, but resulted
+Added: in expanded disclosures in its consolidated financial statements.
+Added: November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic
+Added: Disaggregation of Income Statement Expenses, which requires public business entities to disclose specific information about
+Added: certain costs and expenses.
+Added: The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim
+Added: periods within fiscal years beginning after December 15, 2027.
Early adoption is permitted.
−Removed: The Company is currently evaluating
−Removed: the effects, if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.
+Added: The Company is currently evaluating the effects,
+Added: if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.
are no other recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its consolidated
financial statements.
−Removed: QUANTITATIVE AND QUALITATIVE DISCLOSURES
−Removed: ABOUT MARKET RISK.
−Removed: As a “smaller reporting company” as
−Removed: defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.
+Added: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
+Added: a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information
+Added: required by this Item.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.