UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
10-Q
(Mark
One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended October 31, 2024
☐
TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from ______________ to ________________
Commission
File Number: 000-05378
GEORGE
RISK INDUSTRIES, INC.
(Exact
name of registrant as specified in its charter)
Colorado
84-0524756
(State
or other jurisdiction of incorporation or organization)
(I.R.S.
Employers Identification No.)
802 South Elm St.
Kimball , NE
69145
(Address
of principal executive offices)
(Zip
Code)
(308)
235-4645
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Class
A Common Stock, $0.10 par value
RSKIA
OTC
Markets
Convertible
Preferred Stock, $20 stated value
RSKIA
OTC
Markets
Indicate
by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the
past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (&232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files). Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, a non-accelerated filer, a small reporting company, or an emerging
growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting
company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ☐
Accelerated
filer ☐
Non-accelerated
filer ☐
Smaller
reporting company ☒
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐ No ☒
APPLICABLE
ONLY TO CORPORATE ISSUERS
The
number of shares of the Registrant’s Common Stock outstanding, as of December 16, 2024 was 4,896,730 .
GEORGE
RISK INDUSTRIES, INC.
PART
I. FINANCIAL INFORMATION
Item
1. Financial Statements
The
unaudited financial statements for the three-and six-month periods ended October 31, 2024, are attached hereto.
2
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
BALANCE SHEETS
October
31, 2024
April
30, 2024
(unaudited)
ASSETS
Current Assets:
Cash and cash
equivalents
$ 5,454,000
$ 7,112,000
Investments and securities,
at fair value
36,359,000
34,488,000
Accounts receivable:
Trade, net of allowance
for credit losses of $ 40,845 and $ 34,256
3,915,000
3,903,000
Other
31,000
66,000
Federal solar tax credit
receivable
2,485,000
—
Inventories, net
11,082,000
11,558,000
Prepaid
expenses
339,000
315,000
Total Current Assets
59,665,000
57,442,000
Property and Equipment, net, at cost
2,126,000
2,003,000
Other Assets
Investment in Limited Land
Partnership, at cost
25,000
294,000
Projects
in process
10,000
13,000
Total Other Assets
35,000
307,000
Intangible Assets, net
968,000
1,028,000
TOTAL ASSETS
$ 62,794,000
$ 60,780,000
See
accompanying notes to the unaudited condensed financial statements.
3
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
BALANCE SHEETS
(continued)
October
31, 2024
April
30, 2024
(unaudited)
LIABILITIES AND STOCKHOLDERS’
EQUITY
Current Liabilities
Accounts payable,
trade
$ 259,000
$ 291,000
Dividends payable
3,301,000
2,853,000
Deferred income
14,000
23,000
Accrued expenses
462,000
483,000
Income tax payable
170,000
105,000
Federal solar tax credit
payable
972,000
—
Deferred
gain on solar tax credit
142,000
—
Total Current Liabilities
5,320,000
3,755,000
Long-Term Liabilities
Deferred
income taxes
2,660,000
2,388,000
Total Long-Term Liabilities
2,660,000
2,388,000
Total Liabilities
7,980,000
6,143,000
Commitments and Contingencies
—
—
Stockholders’ Equity
Convertible preferred stock,
1,000,000 shares authorized, Series 1—noncumulative,
$ 20 stated value, 25,000 shares authorized, 4,100 issued and outstanding
99,000
99,000
Common stock, Class A,
$ .10 par value, 10,000,000 shares authorized, 8,502,881 shares issued and outstanding
850,000
850,000
Additional paid-in capital
1,934,000
1,934,000
Accumulated other comprehensive
income
16,000
( 137,000 )
Retained earnings
56,860,000
56,836,000
Less:
treasury stock, 3,606,151 and 3,606,151 shares, at cost
( 4,945,000 )
( 4,945,000 )
Total Stockholders’
Equity
54,814,000
54,637,000
TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY
$ 62,794,000
$ 60,780,000
See
accompanying notes to the unaudited condensed financial statements
4
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
INCOME (LOSS) STATEMENTS
FOR
THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Three months
Three months
Six months
Six months
ended
ended
ended
ended
Oct
31, 2024
Oct
31, 2023
Oct
31, 2024
Oct
31, 2023
Net Sales
$ 5,613,000
$ 6,053,000
$ 11,394,000
$ 10,781,000
Less: Cost of Goods Sold
( 2,899,000 )
( 2,949,000 )
( 5,735,000 )
( 5,411,000 )
Gross Profit
2,714,000
3,104,000
5,659,000
5,370,000
Operating Expenses
General and Administrative
417,000
333,000
755,000
702,000
Sales
787,000
787,000
1,594,000
1,476,000
Engineering
27,000
16,000
54,000
37,000
Total Operating Expenses
1,231,000
1,136,000
2,403,000
2,215,000
Income From Operations
1,483,000
1,968,000
3,256,000
3,155,000
Other (Expense)
Other
96,000
2,000
96,000
9,000
Dividend and Interest Income
299,000
217,000
616,000
458,000
Unrealized (Loss) on Equity
Securities
66,000
( 2,368,000 )
1,413,000
( 734,000 )
Gain (Loss) on Investments
336,000
46,000
549,000
( 71,000 )
Gain (Loss) on Solar Tax
Credit
373,000
—
373,000
—
Gain
on Sale of Assets
—
—
( 2,000 )
8,000
Total Other Income (Loss)
1,170,000
( 2,103,000 )
3,045,000
( 330,000 )
Income (Loss) Before Provisions for Income
Taxes
2,653,000
( 135,000 )
6,301,000
2,825,000
Provisions for Income Taxes:
Current Expense
465,000
543,000
1,169,000
853,000
Deferred
Tax (Benefit) Expense
( 27,000 )
( 623,000 )
212,000
( 347,000 )
Total
Income Tax Expense (Benefit)
438,000
( 80,000 )
1,381,000
506,000
Net Income (Loss)
$ 2,215,000
$ ( 55,000 )
$ 4,920,000
$ 2,319,000
Income Per Share of Common Stock
Basic
$ 0.45
$ ( 0.01 )
$ 1.00
$ 0.47
Diluted
$ 0.45
$ ( 0.01 )
$ 1.00
$ 0.47
Weighted Average Number of Common
Shares Outstanding
Weighted Average Number of Common Shares Outstanding
Basic
4,896,730
4,927,571
4,896,730
4,928,273
Diluted
4,917,230
4,927,571
4,917,230
4,948,773
See
accompanying notes to the unaudited condensed financial statements
5
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR
THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Three months
Three months
Six months
Six months
ended
ended
Ended
ended
Oct
31, 2024
Oct
31, 2023
Oct
31, 2024
Oct
31, 2023
Net Income (Loss)
$ 2,215,000
$ ( 55,000 )
$ 4,920,000
$ 2,319,000
Other Comprehensive (Loss), Net of Tax
Unrealized (loss) on debt
securities:
Unrealized holding (losses) arising during
period
( 33,000 )
( 289,000 )
214,000
( 320,000 )
Income
tax (expense) benefit related to other comprehensive income
9,000
82,000
( 61,000 )
90,000
Other
Comprehensive (Loss)
( 24,000 )
( 207,000 )
153,000
( 230,000 )
Comprehensive Income
(Loss)
$ 2,191,000
$ ( 262,000 )
$ 5,073,000
$ 2,089,000
See
accompanying notes to the unaudited condensed financial statements
6
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR
THE THREE MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Preferred
Stock
Common
Stock
Class
A
Shares
Amount
Shares
Amount
Balances, July 31, 2023
4,100
$ 99,000
8,502,881
$ 850,000
Purchases of common stock
—
—
—
—
Dividend declared at $ 0.65 per common share
outstanding
—
—
—
—
Unrealized (loss), net of tax effect
—
—
—
—
Net (Loss)
—
—
—
—
Balances, October 31,
2023
4,100
$ 99,000
8,502,881
$ 850,000
Preferred
Stock
Common
Stock
Class
A
Shares
Amount
Shares
Amount
Balances, July 31, 2024
4,100
$ 99,000
8,502,881
$ 850,000
Purchases of common stock
—
—
—
—
Dividend declared at $ 1.00 per common share
outstanding
Unrealized (loss), net of tax effect
—
—
—
—
Net Income
—
—
—
—
Balances, October 31,
2024
4,100
$ 99,000
8,502,881
$ 850,000
See
accompanying notes to the unaudited condensed financial statements
7
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR
THE THREE MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Paid-In
Treasury
Stock
(Common
Class A)
Accumulated
Other
Comprehensive
Retained
Capital
Shares
Amount
Income
Earnings
Total
Balances, July 31, 2023
$ 1,934,000
3,574,373
$ ( 4,576,000 )
$ ( 184,000 )
$ 54,855,000
$ 52,978,000
Purchases of common stock
—
1,715
( 19,000 )
—
—
( 19,000 )
Dividend declared at $0.65 per common share
outstanding
—
—
—
—
( 3,203,000 )
( 3,203,000 )
Unrealized (loss), net of tax effect
—
—
—
( 207,000 )
—
( 207,000 )
Net (Loss)
—
—
—
—
( 55,000 )
( 55,000 )
Balances, October 31,
2023
$ 1,934,000
3,576,088
$ ( 4,595,000 )
$ ( 391,000 )
$ 51,597,000
$ 49,494,000
Paid-In
Treasury
Stock
(Common
Class A)
Accumulated
Other
Comprehensive
Retained
Capital
Shares
Amount
Income
Earnings
Total
Balances, July 31, 2024
$ 1,934,000
3,606,151
$ ( 4,945,000 )
$ 40,000
$ 59,541,000
$ 57,519,000
Purchases of common stock
—
—
—
—
—
—
Dividend declared at $0.65 per common share outstanding
—
—
—
—
( 4,896,000 )
( 4,896,000 )
Unrealized (loss), net of tax effect
—
—
—
( 24,000 )
—
( 24,000 )
Net Income
—
—
—
—
2,215,000
2,215,000
Balances, October 31,
2024
$ 1,934,000
3,606,151
$ ( 4,945,000 )
$ 16,000
$ 56,860,000
$ 54,814,000
See
accompanying notes to the unaudited condensed financial statements
8
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR
THE SIX MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Preferred
Stock
Common
Stock
Class
A
Shares
Amount
Shares
Amount
Balances, April 30, 2023
4,100
$ 99,000
8,502,881
$ 850,000
Purchases of common stock
—
—
—
—
Dividend declared at $ 0.65 per common share
outstanding
—
—
—
—
Unrealized (loss), net of tax effect
—
—
—
—
Net Income
—
—
—
—
Balances, October 31,
2023
4,100
$ 99,000
8,502,881
$ 850,000
Preferred
Stock
Common
Stock
Class
A
Shares
Amount
Shares
Amount
Balances, April 30, 2024
4,100
$ 99,000
8,502,881
$ 850,000
Purchases of common stock
—
—
—
—
Dividend declared at $ 1.00 per common share
outstanding
—
—
—
—
Unrealized gain, net of tax effect
—
—
—
—
Net Income
—
—
—
—
Balances, October 31,
2024
4,100
$ 99,000
8,502,881
$ 850,000
See
accompanying notes to the unaudited condensed financial statements
9
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR
THE SIX MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Paid-In
Treasury
Stock
(Common
Class A)
Accumulated
Other
Comprehensive
Retained
Capital
Shares
Amount
Income
Earnings
Total
Balances, April 30, 2023
$ 1,934,000
3,572,338
$ ( 4,554,000 )
$ ( 161,000 )
$ 52,481,000
$ 50,649,000
Purchases of common stock
—
3,750
( 41,000 )
—
—
( 41,000 )
Dividend declared at $0.65 per common share outstanding
—
—
—
—
( 3,203,000 )
( 3,203,000 )
Unrealized (loss), net of tax effect
—
—
—
( 230,000 )
—
( 230,000 )
Net Income
—
—
—
—
2,319,000
2,319,000
Balances, October 31,
2023
$ 1,934,000
3,576,088
$ ( 4,595,000 )
$ ( 391,000 )
$ 51,597,000
$ 49,494,000
Paid-In
Treasury
Stock
(Common
Class A)
Accumulated
Other
Comprehensive
Retained
Capital
Shares
Amount
Income
Earnings
Total
Balances, April 30, 2024
$ 1,934,000
3,606,151
$ ( 4,945,000 )
$ ( 137,000 )
$ 56,836,000
$ 54,637,000
Balance
$ 1,934,000
3,606,151
$ ( 4,945,000 )
$ ( 137,000 )
$ 56,836,000
$ 54,637,000
Purchases of common stock
—
—
—
—
—
—
Dividend declared at common share outstanding
—
—
—
—
( 4,896,000 )
( 4,896,000 )
Unrealized gain, net of tax effect
—
—
—
153,000
—
153,000
Unrealized gain (loss), net of tax
effect
—
—
—
153,000
—
153,000
Net Income
—
—
—
—
4,920,000
4,920,000
Net Income (Loss)
—
—
—
—
4,920,000
4,920,000
Balances, October 31,
2024
$ 1,934,000
3,606,151
$ ( 4,945,000 )
$ 16,000
$ 56,860,000
$ 54,814,000
Balance
$ 1,934,000
3,606,151
$ ( 4,945,000 )
$ 16,000
$ 56,860,000
$ 54,814,000
See
accompanying notes to the unaudited condensed financial statements
10
GEORGE
RISK INDUSTRIES, INC.
CONDENSED
STATEMENTS OF CASH FLOWS
FOR
THE SIX MONTHS ENDED OCTOBER 31, 2024 AND 2023
(Unaudited)
Oct
31, 2024
Oct
31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income
$ 4,920,000
$ 2,319,000
Adjustments to reconcile
net income to net cash provided by operating activities:
Depreciation and amortization
243,000
241,000
(Gain) loss on sale of
investments
( 549,000 )
49,000
Impairments of investments
—
22,000
Unrealized (gain) loss
on equity securities
( 1,413,000 )
734,000
Provision for credit losses
on accounts receivable
7,000
( 8,000 )
Reserve for obsolete inventory
41,000
( 61,000 )
Deferred income taxes
212,000
( 347,000 )
(Gain) loss on sale of
assets
2,000
( 8,000 )
Changes in assets and liabilities:
(Increase) decrease in:
Accounts receivable
( 19,000 )
( 553,000 )
Inventories
435,000
( 1,103,000 )
Prepaid expenses and projects
in process
( 21,000 )
608,000
Other receivables
35,000
35,000
Federal solar tax credit
receivable
( 2,485,000 )
—
Income tax overpayment
—
25,000
Increase (decrease) in:
Accounts payable
( 33,000 )
( 323,000 )
Federal solar tax credit
pmt payable
972,000
—
Deferred gain on solar
tax credit
142,000
Accrued expenses
( 29,000 )
( 72,000 )
Income
tax payable
65,000
—
Net cash from operating
activities
2,525,000
1,558,000
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of assets
—
8,000
(Purchase) of property
and equipment
( 308,000 )
( 243,000 )
Proceeds from sale of marketable
securities
665,000
524,000
(Purchase) of marketable
securities
( 361,000 )
( 273,000 )
Distribution from investment in limited land partnership
269,000
—
Net cash from investing
activities
265,000
16,000
CASH FLOWS FROM FINANCING ACTIVITIES:
(Purchase) of treasury
stock
—
( 41,000 )
Dividends
paid
( 4,448,000 )
( 2,914,000 )
Net cash from financing
activities
( 4,448,000 )
( 2,955,000 )
NET CHANGE IN CASH AND
CASH EQUIVALENTS
( 1,658,000 )
( 1,381,000 )
Cash and Cash Equivalents,
beginning of period
7,112,000
4,943,000
Cash and Cash Equivalents,
end of period
$ 5,454,000
$ 3,562,000
Supplemental Disclosure for Cash Flow Information:
Cash payments for:
Income taxes
$ 225,000
$ 820,000
Interest paid
$ 1,000
$ —
Cash receipts for:
Income taxes
$ 19,000
$ —
See
accompanying notes to the unaudited condensed financial statements
11
GEORGE
RISK INDUSTRIES, INC.
NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
OCTOBER
31, 2024
Note
1 Unaudited Interim
Financial Statements
The
accompanying financial statements have been prepared in accordance with the instructions for Form 10-Q and do not include all of the
information and footnotes required by generally accepted accounting principles for complete financial statements. It is suggested that
these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s
April 30, 2024 annual report on Form 10-K. In the opinion of management, all adjustments, consisting only of normal recurring adjustments
considered necessary for a fair presentation, have been included. Operating results for any quarter are not necessarily indicative of
the results for any other quarter or for the full year.
Accounting
Estimates —The preparation of these financial statements requires the use of estimates and assumptions including the carrying
value of assets. The estimates and assumptions result in approximate rather than exact amounts.
Significant
Accounting Policies — The significant accounting policies used in preparation of these condensed consolidated financial statements
are disclosed in our Annual Report, and there have been no changes to the Company’s significant accounting policies during the
six months ended October 31, 2024.
Purchase
of Transferrable Tax Credits – In September 2024, pursuant to transferability provisions of the Inflation Reduction Act of
2022, the Company executed an agreement to purchase a tax credit of $ 3,431,000 created by solar energy projects qualifying under Internal
Revenue Code Section 48 (the “Solar Tax Credit”) in exchange for consideration of $ 2,917,000 , resulting in a total gain on
federal Solar Tax Credit of $ 373,000 . This tax credit is available to offset income tax expense for the Company’s 2025 fiscal year.
During
the three months ended October 31, 2024, the Company paid cash of $ 1,945,000 for this purchase and applied $ 947,000 of the tax credit
towards income tax expense for the first six months of fiscal year 2025. As of October 31, 2024, the remaining Solar Tax Credit of $ 2,485,000
is shown as a receivable, and the remaining consideration of $ 972,000 is shown as a current liability, on our condensed balance sheet.
This liability was paid in November 2024.
For
the three and six months ended October 31, 2024, a gain on Solar Tax Credit of $ 373,000 has been recognized in our condensed statements
of operations, and a deferred gain on solar tax credit remains as a current liability on our condensed balance sheet as of October 31,
2024.
Recently
Issued Accounting Pronouncements — In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic280): Improvements
to Reportable Segment Disclosures . The new guidance is intended to improve reportable segment disclosure requirements primarily through
enhanced disclosures about significant segment expenses. The amendments are effective retrospectively for fiscal years beginning after
December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. The Company is in the process of evaluating
the impact that the adoption of this ASU will have to the financial statements and related disclosures, which is not expected to be material.
In
December 2023, the FASB issued ASU No. 2023-09, Improvements to Tax Disclosures (Topic 740) , to enhance the transparency and decision
usefulness of income tax disclosures through changes to the rate reconciliation and income taxes paid information. This guidance is effective
for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company has evaluated the impact that the adoption
of this ASU will have to the financial statements and related disclosures and expects to have significant changes to the disclosures
regarding segments. The Company plans to adopt this ASU beginning with its fiscal year beginning May 1, 2025.
In
November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures
(Subtopic 220-40) Disaggregation of Income Statement Expenses, which requires public business entities to disclose additional information
about certain expenses in the notes to the financial statements. This guidance is effective for annual reporting periods beginning after
December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating
the impact of adopting this new accounting guidance on its Consolidated Financial Statements.
12
Note
2 Investments
The
Company has investments in publicly traded equity securities, state and municipal debt securities, real estate investment trusts, and
money markets. The investments in debt securities, which include municipal bonds and bond funds, mature between August 2025 and December
2050. The Company uses the average cost method to determine the cost of equity securities sold with any unrealized gains or losses reported
in the respective period’s earnings. Unrealized gains and losses on debt securities are excluded from earnings and reported separately
as a component of stockholder’s equity. Dividend and interest income are reported as earned.
As
of October 31, 2024 and April 30, 2024, investments consisted of the following:
Schedule of Investments
Gross
Gross
Investments at
Cost
Unrealized
Unrealized
Fair
October 31,
2024
Basis
Gains
Losses
Value
Municipal bonds
$ 7,325,000
$ 170,000
$ ( 78,000 )
$ 7,417,000
REITs
74,000
—
( 6,000 )
68,000
Equity securities
17,428,000
10,703,000
( 149,000 )
27,982,000
Money markets and CDs
892,000
—
—
892,000
Total
$ 25,719,000
$ 10,873,000
$ ( 233,000 )
$ 36,359,000
Gross
Gross
Investments at
Cost
Unrealized
Unrealized
Fair
April 30,
2024
Basis
Gains
Losses
Value
Municipal bonds
$ 7,057,000
$ 28,000
$ ( 100,000 )
$ 6,985,000
REITs
74,000
—
( 8,000 )
66,000
Equity securities
17,408,000
9,303,000
( 209,000 )
26,502,000
Money markets and CDs
935,000
1,000
—
935,000
Total
$ 25,474,000
$ 9,331,000
$ ( 317,000 )
$ 34,488,000
Marketable
securities that are classified as equity securities are carried at fair value on the balance sheets with changes in fair value recorded
as an unrealized gain or (loss) in the statements of income in the period of the change. Upon the disposition of a marketable security,
the Company records a realized gain or (loss) on the Company’s statements of income.
The
Company evaluates all marketable securities for other-than-temporary declines in fair value, which are defined as when the cost basis
exceeds the fair value for approximately one year. The Company also evaluates the nature of the investment, cause of impairment and number
of investments that are in an unrealized position. When an “other-than-temporary” decline is identified, the Company will
decrease the cost of the marketable security to the new fair value and recognize a real loss. The investments are periodically evaluated
to determine if impairment changes are required. As a result of this standard, there were no impairment losses recorded for either of
the quarter or the six months ended October 31, 2024, while management recorded an impairment loss of $ 22,000 for the quarter and six-month
period ended October 31, 2023.
13
The
Company’s investments are actively traded in the stock and bond markets. Therefore, either a realized gain or loss is recorded
when a sale happens. For the quarter ended October 31, 2024 the Company had sales of equity securities which yielded gross realized gains
of $ 378,000 and gross realized losses of $ 35,000 . For the same period, sales of debt securities did not yield any gross realized gains,
but gross realized losses of $ 7,000 were recorded. As for the six-months ended October 31, 2024 the Company had sales of equity securities
which yielded gross realized gains of $ 646,000 and gross realized losses of $ 83,000 . For the same six-month period, sales of debt securities
did not yield any gross realized gains, but gross realized losses of $ 14,000 were recorded. During the quarter ending October 31, 2023,
the Company recorded gross realized gains and losses on equity securities of $ 108,000 and $ 60,000 , respectively, while sales of debt
securities did not yield any gross realized gains, but gross realized losses of $ 2,000 were recorded. During the six-months ending October
31, 2023, the Company recorded gross realized gains and losses on equity securities of $ 214,000 and $ 278,000 , respectively, while sales
of debt securities did not yield any gross realized gains, but gross realized losses of $ 7,000 were recorded. The gross realized loss
numbers include the impaired figures listed in the previous paragraph.
The
following table shows the investments with unrealized losses that are not deemed to be “other-than-temporarily impaired”,
aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at
October 31, 2024 and April 30, 2024, respectively.
Unrealized
Loss Breakdown by Investment Type at October 31, 2024
Schedule of Unrealized Loss Breakdown by Investment Type
Debt securities, unrealized loss, less than 12 months
Debt securities, unrealized loss, less than 12 months, accumulated loss
Debt securities, unrealized loss, 12 months or greater
Debt securities, unrealized loss, 12 months or greater, accumulated loss
Debt securities, unrealized loss fair value
Debt securities, unrealized loss fair value, accumulated loss
Less
than 12 months
12
months or greater
Total
Description
Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Municipal bonds
$ 273,000
$ ( 5,000 )
$ 993,000
$ ( 73,000 )
$ 1,266,000
$ ( 78,000 )
REITs
—
—
40,000
( 6,000 )
40,000
( 6,000 )
Equity securities
670,000
( 57,000 )
488,000
( 92,000 )
1,158,000
( 149,000 )
Total
$ 943,000
$ ( 62,000 )
$ 1,521,000
$ ( 171,000 )
$ 2,464,000
$ ( 233,000 )
Unrealized
Loss Breakdown by Investment Type at April 30, 2024
Debt securities, unrealized loss, less than 12 months
Debt securities, unrealized loss, less than 12 months, accumulated loss
Debt securities, unrealized loss, 12 months or greater
Debt securities, unrealized loss, 12 months or greater, accumulated loss
Debt securities, unrealized loss fair value
Debt securities, unrealized loss fair value, accumulated loss
Less
than 12 months
12
months or greater
Total
Description
Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Fair
Value
Unrealized
Loss
Municipal bonds
$ 5,897,000
$ ( 20,000 )
$ 773,000
$ ( 80,000 )
$ 6,670,000
$ ( 100,000 )
REITs
—
—
66,000
( 8,000 )
66,000
( 8,000 )
Equity securities
2,255,000
( 72,000 )
766,000
( 137,000 )
3,021,000
( 209,000 )
Total
$ 8,152,000
$ ( 92,000 )
$ 1,605,000
$ ( 225,000 )
$ 9,757,000
$ ( 753,000 )
Municipal
Bonds
The
unrealized losses on the Company’s investments in municipal bonds were caused by interest rate increases. The contractual terms
of these investments do not permit the issuer to settle the securities at a price less than the amortized cost of the investment. Because
the Company has the ability to hold these investments until a recovery of fair value, which may be maturity, the Company does not consider
these investments to be other-than-temporarily impaired at October 31, 2024 and April 30, 2024.
Marketable
Equity Securities and REITs
The
Company’s investments in marketable equity securities and REITs consist of a wide variety of companies. Investments in these companies
include growth, growth income, and foreign investment objectives. The individual holdings have been evaluated, and due to management’s
plan to hold on to these investments for an extended period, the Company does not consider these investments to be other-than-temporarily
impaired at October 31, 2024 and April 30, 2024.
14
Note
3 Inventories
Inventories
at October 31, 2024 and April 30, 2024 consisted of the following:
Schedule of Inventories
October 31,
April 30,
2024
2024
Raw materials
$ 9,507,000
$ 10,130,000
Work in process
782,000
753,000
Finished Goods
1,201,000
1,042,000
Inventory, gross
11,490,000
11,925,000
Less: allowance for obsolete
inventory
( 408,000 )
( 367,000 )
Inventories, net
$ 11,082,000
$ 11,558,000
Note
4 Business Segments
The
following is financial information relating to industry segments:
Schedule of Financial Information Relating to Industry Segments
Three months
Three months
Six months
Six months
ended
ended
ended
ended
Oct
31, 2024
Oct
31, 2023
Oct
31, 2024
Oct
31, 2023
Net revenue:
Security alarm
products
$ 5,051,000
$ 5,445,000
$ 10,236,000
$ 9,687,000
Cable & wiring tools
385,000
457,000
757,000
785,000
Other
products
177,000
151,000
401,000
309,000
Total net revenue
$ 5,613,000
$ 6,053,000
$ 11,394,000
$ 10,781,000
Income from operations:
Security alarm products
$ 1,334,000
$ 1,769,000
$ 2,930,000
$ 2,835,000
Cable & wiring tools
102,000
143,000
223,000
230,000
Other
products
47,000
56,000
103,000
90,000
Total income from operations
$ 1,483,000
$ 1,968,000
$ 3,256,000
$ 3,155,000
Depreciation and amortization:
Security alarm products
$ 50,000
$ 42,000
$ 108,000
$ 91,000
Cable & wiring tools
30,000
30,000
60,000
60,000
Other products
25,000
13,000
49,000
37,000
Corporate
general
13,000
39,000
26,000
53,000
Total depreciation and
amortization
$ 118,000
$ 124,000
$ 243,000
$ 241,000
Capital expenditures:
Security alarm products
$ 45,000
$ 23,000
$ 145,000
$ 224,000
Cable & wiring tools
—
—
—
—
Other products
16,000
—
21,000
—
Corporate
general
142,000
19,000
142,000
19,000
Total capital expenditures
$ 203,000
$ 42,000
$ 308,000
$ 243,000
October
31, 2024
April
30, 2024
Identifiable assets:
Security alarm
products
$ 14,804,000
$ 15,263,000
Cable & wiring tools
1,996,000
2,082,000
Other products
878,000
859,000
Corporate
general
45,116,000
42,576,000
Total assets
$ 62,794,000
$ 60,780,000
15
Note 5 Earnings per Share
Net
Income (Loss) Per Share
Basic
income (loss) per share of common stock attributable to common stockholders is calculated by dividing net income (loss) attributable
to common stockholders by the weighted-average shares of common stock outstanding for the period. Potentially dilutive shares, which
are based on the weighted-average shares of common stock underlying outstanding stock-based awards using the treasury stock method or
the if-converted method, as applicable, are included when calculating diluted net income (loss) per share of common stock attributable
to common stockholders when their effect is dilutive. The dilutive common shares for the three months ended October 31, 2023 are not
included in the computation of diluted earnings per share because to do so would be anti-dilutive. As of October 31, 2024 there were
20,500 potentially dilutive shares.
Basic
and diluted earnings per share, assuming convertible preferred stock was converted for each period presented, are:
Schedule of Basic and Diluted Earnings Per Share
For
the three months ended October 31, 2024
Income
Shares
Per-Share
(Numerator)
(Denominator)
Amount
Net income
$ 2,215,000
Basic EPS
$ 2,215,000
4,896,730
$ .45
Effect of dilutive Convertible
Preferred Stock
—
20,500
—
Diluted
EPS
$ 2,215,000
4,917,230
$ .45
For
the three months ended October 31, 2023
Income
Shares
Per-Share
(Numerator)
(Denominator)
Amount
Net income
$ ( 55,000 )
Basic EPS
$ ( 55,000 )
4,927,571
$ ( .01 )
Diluted
EPS
$ ( 55,000 )
4,927,571
$ ( .01 )
For
the six months ended October 31, 2024
Income
Shares
Per-Share
(Numerator)
(Denominator)
Amount
Net income
$ 4,920,000
Basic EPS
$ 4,920,000
4,896,730
$ 1.00
Effect of dilutive Convertible
Preferred Stock
—
20,500
—
Diluted
EPS
$ 4,920,000
4,917,230
$ 1.00
For
the six months ended October 31, 2023
Income
Shares
Per-Share
(Numerator)
(Denominator)
Amount
Net income
$ 2,319,000
Basic EPS
$ 2,319,000
4,928,273
$ .47
Effect of dilutive Convertible
Preferred Stock
—
20,500
—
Diluted
EPS
$ 2,319,000
4,948,773
$ .47
16
Note
6 Retirement Benefit Plan
On
January 1, 1998, the Company adopted the George Risk Industries, Inc. Retirement Savings Plan (the “Plan”). The Plan is a
defined contribution savings plan designed to provide retirement income to eligible employees of the Company. The Plan is intended to
be qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. It is funded by voluntary pre-tax and Roth (taxable)
contributions from eligible employees who may contribute a percentage of their eligible compensation, limited and subject to statutory
limits. Employees are eligible to participate in the Plan when they have attained the age of 21 and completed one thousand hours of service
in any plan year with the Company. Upon leaving the Company, each participant is 100 % vested with respect to the participants’
contributions while the Company’s matching contributions are vested over a six-year period in accordance with the Plan document.
Contributions are invested, as directed by the participant, in investment funds available under the Plan. Matching contributions by the
Company of approximately $ 13,000 and $ 14,000 were paid during each quarter ending October 31, 2024 and 2023, respectively. Likewise,
the Company paid matching contributions of approximately $ 29,000 during each of six-month periods ending October 31, 2024 and 2023.
Note
7 Fair Value Measurements
The
carrying value of the Company’s cash and cash equivalents, accounts receivable and accounts payable approximate their fair value
due to their short-term nature. The fair value of our investments is determined utilizing market-based information. Fair value is the
price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at
fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or
assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions, and credit
risk.
US
GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy
gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and
the lowest priority to unobservable inputs (level 3 measurements). The levels of the fair value hierarchy under US GAAP are described
below:
Level
1
Valuation
is based upon quoted prices for identical instruments traded in active markets.
Level
2
Valuation
is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets
that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
Level
3
Valuation
is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions
reflect our own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques
include use of option pricing models, discounted cash flow models and similar techniques.
17
Investments
and Marketable Securities
As
of October 31, 2024 and April 30, 2024, our investments consisted of money markets, publicly traded equity securities, real estate investment
trusts (REITs) as well as certain state and municipal debt securities. The marketable securities are valued using third-party broker
statements. The value of the majority of securities is derived from quoted market information. The inputs to the valuation are generally
classified as Level 1 given the active market for these securities, however, if an active market does not exist, which is the case for
municipal bonds and REITs, the inputs are recorded as Level 2.
Fair
Value Hierarchy
The
following table sets forth our assets and liabilities measured at fair value on a recurring basis and a non-recurring basis by level
within the fair value hierarchy. As required by US GAAP, assets and liabilities are classified in their entirety based on the lowest
level of input that is significant to the fair value measurement.
Schedule of Assets Measured at Fair Value on Recurring Basis
Assets
Measured at Fair Value on a Recurring Basis as of
October 31, 2024
Level
1
Level
2
Level
3
Total
Assets:
Municipal Bonds
$ —
$ 7,417,000
$ —
$ 7,417,000
REITs
—
68,000
—
68,000
Equity Securities
27,982,000
—
—
27,982,000
Money
Markets and CDs
892,000
—
—
892,000
Total fair value of
assets measured on a recurring basis
$ 28,874,000
$ 7,485,000
$ —
$ 36,359,000
Assets
Measured at Fair Value on a Recurring Basis as of
April 30, 2024
Level
1
Level
2
Level
3
Total
Assets:
Municipal Bonds
$ —
$ 6,985,000
$ —
$ 6,985,000
REITs
—
66,000
—
66,000
Equity Securities
26,502,000
—
—
26,502,000
Money
Markets and CDs
935,000
—
—
935,000
Total fair value of
assets measured on a recurring basis
$ 27,437,000
$ 7,051,000
$ —
$ 34,488,000
Note
8 Subsequent Events
None
18
GEORGE
RISK INDUSTRIES, INC.
PART
I. FINANCIAL INFORMATION
Item
2. Management Discussion and Analysis of Financial Condition and Results of Operations
19
MANAGEMENT
DISCUSSION AND ANALYSIS
OF
FINANCIAL CONDITION
AND
RESULTS OF OPERATIONS
This
Quarterly Report on Form 10-Q, includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended (the Securities Act) and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), which are subject
to the “safe harbor” created by those sections. Any statements herein that are not statements of historical fact may be deemed
to be forward-looking statements. For example, words such as “may,” “will,” “could,” “would,”
“should,” “anticipate,” “expect,” “intend,” “believe,” “estimate,”
“project” or “continue,” and the negatives of such terms are intended to identify forward-looking statements.
The information included herein represents our estimates and assumptions as of the date of this filing. Unless required by law, we undertake
no obligation to update publicly any forward-looking statements, or to update the reasons actual results could differ materially from
those anticipated in these forward-looking statements, even if new information becomes available in the future.
The
following discussion should be read in conjunction with the attached condensed financial statements, and with the Company’s audited
financial statements and discussion for the fiscal year ended April 30, 2024.
Executive
Summary
The
Company’s performance remained steady through the first half of the current fiscal year with the second quarter showing a decrease
in sales over the first quarter of the current fiscal year. This is mainly due to not having a few vital raw materials that are needed
to complete the manufacture of our products. Also, management is not seeing as many high dollar orders as there were in the first quarter
This is because production has caught up on back orders and, since we are tied to the housing market, there almost always is a decline
from the first to second quarter and inflation is still very high. As far as overall company performance, the net income is up when comparing
the current six-month period to the prior six-month period. Management continues to keep manufacturing and operating expenses in check
and the current year realized and unrealized gains on investments have increased over the same periods last year. Opportunities include
keeping up with the business growth, finding ways to get our products out to our customers in a timelier manner, which includes looking
into more automation, and to continue looking at businesses that might be a good fit to purchase. We also continue to work on new products
that will be fit for our industry and business. Challenges in the coming months include continuing to get product out to customers in
a timely manner and dealing with ongoing effects of inflation. Management continues to work at keeping operations flowing as efficient
as possible with the hopes of getting the facilities running leaner and more profitable than ever before.
Results
of Operations
●
Net
sales were $5,613,000 for the quarter ended October 31, 2024, which is a 7.27% decrease from the corresponding quarter last year.
Year-to-date net sales were $11,394,000 at October 31, 2024, which is a 5.69% increase from the same period last year. The decrease
in sales in the current quarter is a result of the business getting caught up on back orders and seeing the lingering results of
inflation having smaller orders coming in. But management believes the ongoing commitment towards outstanding customer service and
customization of products are just a few of the many reasons sales continue to grow.
20
●
Cost
of goods sold was 51.65% of net sales for the quarter ended October 31, 2024 and was 48.72% for the same quarter last year. Year-to-date
cost of goods sold percentages were 50.33% for the current six months and 50.19% for the corresponding six months last year. The
current cost of goods sold percentage goals of keeping labor and other manufacturing expenses at less than 50% are just slightly
over for the quarter and year-to-date results. The increased cost of goods sold percentages are a result of increased wages and some
increased material costs as management continues to work on finding ways to be more efficient.
●
Operating
expenses were up $95,000 for the quarter and were up $188,000 for the six-months ended October 31, 2024 as compared to the corresponding
periods last year. When comparing percentages in relation to net sales, the operating expenses for the quarter ended October 31,
2024 was 21.93% of net sales while it was 18.77% of net sales for the same quarter the prior year. For year-to-date numbers, operating
expense were 21.09% and 20.55% of net sales for the six months ended October 31, 2024 and 2023, respectively. The Company has been
able to keep the operating expenses at less than 25% of net sales for many years now; however, the actual dollar amount increase
is because of increased commission amounts (since sales have increased) and additional labor costs for wage increases.
●
Income
from operations for the quarter ended October 31, 2024 was at $1,483,000, which is a 24.64% decrease from the corresponding quarter
last year, which had income from operations of $1,968,000. Income from operations for the six months ended October 31, 2024 was at
$3,256,000, which is a 3.20% increase from the corresponding six months last year, which had income from operations of $3,155,000.
●
Other
income and expenses are up when comparing the current quarter to the same quarter of the prior year, with an increase of $3,273,000
in the current quarter. Comparably, other income and expenses are up by $3,375,000 when comparing the current six-month period to
the prior six-month period. Most of the activity in these accounts consists of investment interest, dividends, real gains or losses
on sale of investments, and unrealized gains or losses on equity securities. The main reason for the gains in the current quarter
and year-to-date numbers are the unrealized gain and loss on equity securities numbers. The stock market influences these figures,
and the current state of the economy has been performing well.
●
Overall,
net income for the quarter ended October 31, 2024 was up $2,270,000, or 4,127.27%, over the same quarter last year. Conversely, net
income for the six-month period ended October 31, 2024 was up $2,601,000, or 112.16%, over the same period in the prior year.
●
Earnings
per common share for the quarter ended October 31, 2024 were $0.45 per share and $1.00 per share for the year-to-date numbers. EPS
for the quarter and six months ended October 31, 2023 were ($0.01) per share and $0.47 per share, respectively.
21
Liquidity
and capital resources
Operating
●
Net
cash decreased $1,658,000 during the six months ended October 31, 2024 compared to a decrease of $1,381,000 during the corresponding
period last year.
●
Accounts
receivable increased $19,000 for the six months ended October 31, 2024 compared with a $553,000 increase for the same period last
year. The smaller current year increase is a result of improved collection on accounts receivable. An analysis of accounts receivable
shows that 6.69% of the receivables were over 90 days at October 31, 2024, while 6.71% were over 90 days for the same period last
year.
●
Inventories
decreased $435,000 during the current six-month period compared to a $1,103,000 increase last year. The decrease in the current year
is primarily due to fewer purchases of raw materials compared to the prior six-month period.
●
Prepaid
expenses and other current assets increased $21,000 for the current six months, primarily due to increased prepayments on inventory
during the current six-month period. The prior year six months showed a $608,000 decrease in prepaid expenses.
●
The
federal solar tax credit receivable represents the remaining federal solar tax credits we will receive from our purchase of transferrable
tax credits, pursuant to transferability provisions of the Inflation Reduction Act of 2022.
●
Accounts
payable decreased $33,000 for the current six-month period compared to a decrease of $323,000 for the prior six-month period. The
company strives to pay all invoices within terms, and the variance is primarily due to the timing of receipt of products and payment
of invoices.
●
The
federal solar tax credit payment payable represents the remaining liability for the purchase of transferrable tax credits. This amount
was paid in November 2024.
●
The
deferred gain on solar tax credit represents the portion of the gain on the purchase of federal solar tax credits that has not yet
been recognized. This will be recognized as more of the federal solar tax credits are applied to income tax payable.
●
Accrued
expenses decreased $29,000 for the current six-month period compared to a $72,000 decrease for the six-month period ended October
31, 2023. The difference in the amounts is primarily due to timing issues.
●
Income
tax payable increased $65,000 for the current six-month period, compared to having a decrease of $25,000 in income tax receivable
for the six-months ended October 31, 2023. The current year income tax payable increase is a result of increased income.
Investing
●
As
for our investment activities, the Company purchased $308,000 of property and equipment during the current six-month period. In comparison,
$243,000 was spent on purchases of property and equipment during the corresponding six months last year.
●
The
Company continues to purchase marketable securities, which include municipal bonds and quality stocks. During the six-month period
ended October 31, 2024 there was quite a bit of buy/sell activity in the investment accounts. Net cash used to purchase marketable
securities for the six-month period ended October 31, 2024 was $361,000 compared to $273,000 cash used in the prior six-month period.
We continue to use “money manager” accounts for most stock transactions. By doing this, the Company gives an independent
third-party firm, who are experts in this field, permission to buy and sell stocks at will. The Company pays a quarterly service
fee based on the value of the investments.
22
●
The
Company received a cash distribution of $269,000 from the investment in the limited land partnership during the six-month period
ending October 31, 2024. This was the second distribution received from the sale of the limited land partnership and the rest of
the proceeds are contingent on finishing wetland restoration of the land.
Financing
●
The
Company continues to purchase back its common stock when the opportunity arises. For the six-month period ended October 31, 2024,
the Company did not purchase any treasury stock, compared to $41,000 repurchased in the corresponding six-month period last year.
●
The
company declared a dividend of $1.00 per share of common stock on September 30, 2024, which was paid out during the second quarter.
This is an increase to the dividend of $0.65, which was declared and paid during the second fiscal quarter last year.
New
Product Development
The
Company and its engineering department continue to develop enhancements to product lines, develop new products that complement existing
products, and look for products that are well suited to our distribution network and manufacturing capabilities. Items currently in various
stages of the development process include:
●
Explosion
proof contacts that will be UL listed for hazardous locations are in development. There has been demand from our customers for this
type of high security magnetic reed switch.
●
The
Company is developing magnetic contacts which are listed under UL 634 Level 2. These sensors are for high security applications such
as government buildings, military use, nuclear facilities, and financial institutions.
●
Research
is being done on updating our small profile glass break detector, in addition to looking at the development of programmable temperature
and humidity sensors with built-in hysteresis. An expansion of the GR3045 panic switch is in the works to include single pull, double
throw (SPDT) versions, latching, and non-latching with LED indicator lights. A miniature profile overhead door contact based on the
popular 4532 is also in development.
●
Wireless
technology is a main area of focus for product development. We are considering adding wireless technology to some of our current
products. A wireless contact switch is in the final stages of development. Also, we are working on wireless versions of monitoring
devices which include glass break detection, tilt sensing and environmental monitoring. A redesign of our brass water valve shut-off
system is near completion.
Other
Information
In
addition to researching and developing new products, management is always open to the possibility of acquiring a business or product
line that would complement our existing operations. Due to the Company’s strong cash position, management believes this could be
achieved without the need for outside financing. The intent is to utilize the equipment, marketing techniques and established customers
to deliver new products and increase sales and profits.
There
are no known seasonal trends with any of GRI’s products since we sell to distributors and OEM manufacturers. Our products are tied
to the housing industry and will fluctuate with building trends.
23
GEORGE
RISK INDUSTRIES, INC.
PART
I. FINANCIAL INFORMATION
Item
3. Quantitative and Qualitative Disclosures about Market Risk
Not
applicable
Item
4. Controls and Procedures
Our
management, under the supervision and with the participation of our chief executive officer (also working as our chief financial officer),
evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and
15d-15(e) under the Exchange Act) as of October 31, 2023. Based on that evaluation, management concluded that the disclosure controls
and procedures employed at the Company were not effective to provide reasonable assurance that the information required to be disclosed
by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported
within the time periods specified in SEC rules and forms.
In
our annual report filed on Report 10-K for the year ended April 30, 2024, management identified the following material weakness in our
internal control over financial reporting:
●
The
small size of our Company limits our ability to achieve the desired level of separation of duties for proper internal controls and
financial reporting, particularly as it relates to financial reporting to assure material disclosures or implementation of newly
issued accounting standards are included. We have hired a Controller, and a secondary review of annual and quarterly filings does
occur with an outside CPA. However, the current CEO and CFO roles are being fulfilled by the same individual and we do not have an
audit committee. We do not believe we have met the full requirement for separation of duties for financial reporting purposes.
Despite
the material weaknesses in financial reporting noted above, we believe that our financial statements included in this report fairly present
our financial position, results of operations and cash flows as of and for the periods presented in all material respects.
We
are committed to the establishment of effective internal controls over financial reporting and will place emphasis on quarterly and year-end
closing procedures, timely documentation, and internal review of accounting and financial reporting consequences of material contracts
and agreements, and enhanced review of all schedules and account analyses by experienced accounting department personnel or independent
consultants.
We
will continue to follow the standards for the Public Company Accounting Oversight Board (United States) for internal control over financial
reporting to include procedures that:
●
Pertain
to the maintenance of records in reasonable detail that fairly reflect the transactions and dispositions of the Company’s assets;
●
Provide
reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations
of management and the Board of Directors; and
●
Provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s
assets that could have a material effect on the financial statements.
Changes
in Internal Control over Financial Reporting
Other
than those mentioned above, there were no changes in our internal control over financial reporting during the fiscal quarter ended October
31, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
24
GEORGE
RISK INDUSTRIES, INC.
Part
II. OTHER INFORMATION
Item
1. Legal Proceedings
Not
applicable
Item
1A. Risk Factors
Not
applicable.
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
The
following table provides information relating to the Company’s repurchase and issuance of common stock for the second quarter of
fiscal year 2025.
Period
Number
of shares repurchased/(issued)
August 1, 2024 – August 31, 2024
-0-
September 1, 2024 – September 30, 2024
-0-
October 1, 2024 – October 31, 2024
-0-
Item
3. Defaults upon Senior Securities
Not
applicable
Item
4. Mine Safety Disclosures
Not
applicable
Item
5. Other Information
Not
applicable
25
Item
6. Exhibits
Exhibit
No.
Description
31.1
Certification
of the Chief Executive Officer (Principal Financial and Accounting Officer), as required by Section 302 of the Sarbanes-Oxley Act
of 2002.
32.1
Certification
of the Chief Executive Officer (Principal Financial and Accounting Officer), as required by 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)
26
SIGNATURES
In
accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
George Risk Industries, Inc.
(Registrant)
Date
December 16, 2024
By:
/s/
Stephanie M. Risk-McElroy
Stephanie
M. Risk-McElroy
President,
Chief Executive Officer, Chief Financial Officer
and
Chairman of the Board
27
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.