BrooQLy Inc.
For the period ended Sep 30, 2025. Filed Nov 14, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 14, 2025
BRQLStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001477932-25-005896
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001477932-25-008289
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 62 previous paragraphs and 75 current paragraphs.
39 unchanged; 16 reworded; 20 added; 6 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (20)
Current report
Professional fees were $424,750 in the three months ended September 30, 2025, an increase of $393,446, or 1,257%, compared to $31,304 in the three months ended September 30, 2024, resulting from professional fees paid related to the implementation of our Dynamic Aerospace Systems business acquired in April 2025.
Current report
Salaries were $177,614 in the three months ended September 30, 2025, an increase of $150,614, or 558%, compared to $27,000 in the three months ended September 30, 2024 due to the hiring of certain Vayu employees following the acquisition of Vayu.
Current report
Depreciation and amortization expense increased by $78,652, or 496%, from $15,842 in the three months ended September 30, 2024 to $94,494 in the three months ended September 30, 2025 as a result of amortization related to the intangible assets acquired from Vayu and GAC in April 2025.
Current report
Other general and administrative costs were $407,334 in the three months ended September 30, 2025, an increase of $395,018, or 3,207%, compared to $12,316 in the three months ended September 30, 2024 due primarily to higher stock compensation expense and higher overhead costs related with the administration of our newly acquired businesses in 2025.
Current report
For the Nine Months Ended September 30, 2025 and 2024
Current report
Professional fees were $931,123 in the three months ended September 30, 2025, an increase of $863,039, or 1,268%, compared to $68,084 in the three months ended September 30, 2024, resulting from professional fees paid related to the implementation of our Dynamic Aerospace Systems business acquired in April 2025.
Current report
Salaries were $177,614 in the three months ended September 30, 2025, an increase of $96,614, or 119%, compared to $81,000 in the three months ended September 30, 2024 due to the hiring of certain Vayu employees following the acquisition of Vayu.
Current report
Depreciation and amortization expense increased by $146,806, or 348%, from $42,182 in the three months ended September 30, 2024 to $188,988 in the three months ended September 30, 2025 as a result of amortization related to the intangible assets acquired from Vayu and GAC in April 2025.
Current report
Other general and administrative costs were $612,930 in the three months ended September 30, 2025, an increase of $551,986, or 906%, compared to $60,944 in the three months ended September 30, 2024 due primarily to higher stock compensation expense and higher overhead costs related with the administration of our newly acquired businesses in 2025.
Current report
Liquidity Condition
Current report
During the 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This update provided U.S. GAAP guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and about related footnote disclosures. Under this standard, we are required to evaluate whether there is substantial doubt about our ability to continue as a going concern each reporting period, including interim periods. In evaluating our ability to continue as a going concern, management considered the conditions and events that could raise substantial doubt about our ability to continue as a going concern within 12 months after our financial statements were issued (November 14, 2026).
Current report
Management considered our current financial condition and liquidity sources, including current funds available, forecasted future cash flows and our obligations due before November 14, 2026 and concluded that, without additional funding, we will not have sufficient funds to meet our obligations within one year from the date the consolidated financial statements were issued. Without raising additional capital, there is substantial doubt about our ability to continue as a going concern through November 14, 2026. The accompanying consolidated financial statements have been prepared assuming that we will continue as a going concern. This basis of presentation contemplates the recovery of our assets and the satisfaction of liabilities in the normal course of business.
Current report
As of September 30, 2025, we had cash balances of $17,269, a working capital deficit of $1,327,439 and an accumulated deficit of $4,620,565. For the nine months ended September 30, 2025, we had a net loss of $2,620,369 and used cash from operating activities of $1,412,575.
Current report
Significant Liquidity Transactions
Current report
Equity Purchase Agreement
Current report
On July 31, 2025, we entered into an Equity Purchase Agreement (the “ELOC”) with Platinum Point Capital LLC, a Nevada limited liability company (the “Purchaser”) pursuant to which the Purchaser committed to purchase up to $15,000,000 of our Common Stock. In connection with the execution of the ELOC, we are obligated to issue 598,404 shares of our Common Stock to the Purchaser as a commitment fee.
Current report
Upon filing and effectiveness of a Registration Statement on Form S-1 to register the Advance Shares (defined below) and provided other closing conditions are met, from time to time over the term of the ELOC, we shall have the right, but not the obligation, to direct the Purchaser to purchase shares of our Common Stock (the “Advance Shares”) in a maximum amount of one hundred percent (100%) of the average daily trading volume over the five trading days preceding the applicable advance date. At any time and from time to time during the three-year term of the ELOC, we may deliver a notice to Purchaser (the “Advance Notice”) and shall deliver the Advance Shares to Purchaser on the next trading day. The purchase price for the Advance Shares shall equal 90.0% of the gross proceeds received by the Purchaser for the resale of the Advance Shares during the three consecutive trading days immediately following the date an Advance Notice is delivered. The ELOC terminates upon the first to occur of (i) July 31, 2028; (ii) the date that $15,000,000 in Advance Shares have been purchased by the Purchaser; and (iii) the date that we terminate the ELOC.
Current report
Notes Payable
Current report
During the nine months ended September 30, 2025, we issued convertible notes payable and promissory notes with a total face value of $1,588,200 that resulted in net proceeds of $1,485,900. Certain of the convertible notes with face value of $843,200 were converted into shares of our preferred stock during 2025. We also repaid existing promissory notes totaling $55,000. The remaining outstanding debt matures at various times during 2026.
Current report
Historical Cash Flows
Removed paragraphs (6)
Previous report
Our operating expenses totaled $478,146 and $74,814 for the three months ended June 30, 2025, and June 30, 2024, respectively. The increase of $403484, or 540%, was primarily attributable to the increase in professional fees associated the rollout of our new business, as well as depreciation and amortization expenses of acquired fixed and intangible assets associated with business combinations with Vayu and GAC.
Previous report
For the Six Months Ended June 30, 2025 and 2024
Previous report
Our operating expenses totaled $806,463 and $165,748 for the six months ended June 30, 2025, and June 30, 2024, respectively. The increase of $640,896, or 387%, was primarily attributable to the increase in professional fees associated the rollout of our new business, as well as depreciation and amortization expenses of acquired fixed and intangible assets associated with business combinations with Vayu and GAC.
Previous report
Cash Position and Outstanding Indebtedness.
Previous report
All of our outstanding convertible notes converted into preferred stock during the six months ended June 30, 2025. Accordingly, we had no indebtedness as of June 30, 2025. Current liabilities consist of accounts payable, a lease liability and amounts due to related parties.
Previous report
At June 30, 2025, we had $17,071 of current assets, $15,972,689 in non-current assets and our working capital deficit was $558,811.
Reworded paragraphs (16)
Previous wording
The following discussion and analysis of the financial condition and results of operations of BrooQLy Inc., doing business as Dynamic Aerospace Systems Corporation (“Dynamic Aerospace Systems” or the “Company”), should be read in conjunction with our financial statements and related notes as filed with the U.S. Securities and Exchange Commission (the “SEC”). This discussion contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those anticipated due to various factors, including those described in our SEC filings. Unless otherwise stated, references to “we,” “us,” or “our” refer to BrooQLy Inc., doing business as Dynamic Aerospace Systems Corporation. For additional details on our operations, see our website athttps://www.dynamicaerosystems.com.
Current wording
The following discussion and analysis of the financial condition and results of operations of BrooQLy Inc. should be read in conjunction with our financial statements and related notes as filed with the U.S. Securities and Exchange Commission (the “SEC”). This discussion contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those anticipated due to various factors, including those described in our SEC filings. Unless otherwise stated, references to “we,” “us,” or “our” refer to BrooQLy Inc., doing business as Dynamic Aerospace Systems Corporation. For additional details on our operations, see our website athttps://www.dynamicaerosystems.com.
Previous wording
In 2025, we adopted the trade name Dynamic Aerospace Systems to reflect our new strategic focus on autonomous aerospace technologies and to align with its expanded emphasis on UAV innovation and logistics. This rebranding coincided with significant corporate developments, including the acquisition of assets from Vayu (US) Inc., Impossible Aerospace Corporation, and Global Autonomous Corporation from Alpine4 Holdings, Inc. on April 1, 2025. These acquisitions strengthened our technological capabilities and market position in the UAV sector. Additionally, the appointment of a FedEx logistics expert to our Board of Directors enhanced our strategic expertise in logistics and supply chain optimization.
Current wording
In 2025, we adopted the trade name Dynamic Aerospace Systems to reflect our new strategic focus on autonomous aerospace technologies and to align with our expanded emphasis on UAV innovation and logistics. This rebranding coincided with significant corporate developments, including the acquisition of assets of Vayu (US) Inc., Impossible Aerospace Corporation, and Global Autonomous Corporation from Alpine 4 Holdings, Inc. on April 1, 2025. These acquisitions strengthened our technological capabilities and market position in the UAV sector. Additionally, the appointment of Jorge L. Torres, a FedEx logistics expert, to our Board of Directors enhanced our strategic expertise in logistics and supply chain optimization.
Previous wording
As of the second quarter of 2025, our financial condition reflects a growth-oriented company with significant investments in technology and infrastructure. The transition to operating as Dynamic Aerospace Systems has positioned us to capitalize on the growing demand for autonomous UAV solutions. However, we have identified potential risks, including material weaknesses in internal controls over financial reporting, which we are actively working to remediate. Our balance sheet is primarily composed of intangible assets related to UAV technology, physical assets from acquisitions, and cash reserves allocated for R&D and operational expansion.
Current wording
As of the third quarter of 2025, our financial condition reflects a growth-oriented company with significant investments in technology and infrastructure. The transition to operating as Dynamic Aerospace Systems has positioned us to capitalize on the growing demand for autonomous UAV solutions. However, we have identified potential risks, including material weaknesses in internal controls over financial reporting, which we are actively working to remediate. Our balance sheet is primarily composed of intangible assets related to UAV technology, physical assets from acquisitions, and cash reserves allocated for R&D and operational expansion.
Previous wording
For the three months ended June 30, 2025 and June 30, 2024, we generated $0 and $152 in revenue, respectively.
Current wording
For the three months ended September 30, 2025 and 2024, we generated $-0- and $85 in revenue, respectively.
Previous wording
We had interest expense of $493,456 and $150,404 for the six months ended June 30, 2025, and June 30, 2024, respectively, an increase of $343,052, or 228%. The increased interest expense is attributable to higher amortization of beneficial conversion features that the Company recorded as discounts against convertible notes issued in 2025 that were amortized to interest expense and subsequently converted to various series of preferred stock.
Current wording
We had interest and other expense of $149,059 and $3,947 for the three months ended September 30, 2025 and 2024, respectively, an increase of $145,112, or 3,677%. The increased interest expense is attributable to higher amortization of beneficial conversion features that the Company recorded as discounts against convertible notes issued in 2025 that were amortized to interest expense.
Previous wording
For the six months ended June 30, 2025, we recognized a net loss of $1,299,619, attributable to $806,463 in operating expenses and $493,156 in interest and other expense. For comparison, in the same period in 2024, we incurred a net loss of $691,971, stemming from $165,567 in operating expenses, $150,404 in interest expense and $376,000 loss on the conversion of shares for debt.
Current wording
For the three months ended September 30, 2025, we recognized a net loss of $1,320,750, attributable primarily to $1,104,192 in operating expenses and $216,558 in interest and other expense. For comparison, in the same period in 2024, we incurred a net loss of $90,324, stemming from $86,462 in operating expenses and $3,947 in interest and other expense.
Previous wording
For the six months ended June 30, 2025 and June 30, 2024, we generated $0 and $181 in revenue, respectively.
Current wording
For the nine months ended September 30, 2025 2024, we generated $-0- and $266 in revenue, respectively.
Previous wording
We had interest expense of $327,921 and $145,654 for the three months ended June 30, 2025, and June 30, 2024, respectively, an increase of $182,267, or 125%. The increased interest expense is attributable to higher amortization of beneficial conversion features that the Company recorded as discounts against convertible notes issued in 2025 that were amortized to interest expense and subsequently converted to various series of preferred stock.
Current wording
We had interest and other expense of $642,215 and $154,350 for the nine months ended September 30, 2025 and 2024, respectively, an increase of $487,865, or 316%. The increased interest expense is attributable to higher amortization of beneficial conversion features that the Company recorded as discounts against convertible notes issued in 2025 that were amortized to interest expense and subsequently converted to various series of preferred stock.
Previous wording
During the three months ended June 30, 2024, we recognized a loss on conversion of shares of $376,000 associated with the conversion of a convertible promissory note to equity.
Current wording
During the nine months ended September 30, 2024, we recognized a loss on conversion of shares of $376,000 associated with the conversion of a convertible promissory note to equity.
Previous wording
For the three months ended June 30, 2025, we recognized a net loss of $805,767, attributable to $478,146 in operating expenses and $327,621 in interest and other expense. For comparison, in the same period in 2024, we incurred a net loss of $596,316, stemming from $74,814 in operating expenses, $145,654 in interest expense and $376,000 loss on the conversion of shares for debt.
Current wording
For the nine months ended September 30, 2025, we recognized a net loss of $2,620,369, attributable to $1,910,655 in operating expenses and $709,714 in interest and other non-operating expense. For comparison, in the same period in 2024, we incurred a net loss of $782,294, stemming from $252,210 in operating expenses, $154,350 in interest and other expense and $376,000 loss on the conversion of shares for debt.
Previous wording
Additionally, we anticipate approximately $185,000 in legal and audit-related costs over the next twelve months, tied to our ongoing obligations as a reporting company, our planned S-1 filing, and our intent to pursue a listing on the NYSE later this year.
Current wording
Additionally, we anticipate incurring additional legal and audit-related costs over the next twelve months, tied to our ongoing obligations as a reporting company, completion of the process for our registration statement on Form S-1, and our intent to pursue a listing on the NYSE later this year.
Previous wording
Since inception, we have generated modest revenues while funding operations primarily through support from affiliates, shareholders, and related parties. Notably, Aerospace Capital Partners, one of our largest shareholders, has already contributed financial resources to help support the Company during this period of growth. In addition, we have engaged an investment bank, Alliance Global Partners, to assist in raising additional capital to accelerate our business plan and ensure sufficient liquidity.
Current wording
Since inception, we have generated modest revenues while funding operations primarily through support from affiliates, shareholders, and related parties. Notably, Aerospace Capital Partners, one of our largest shareholders, has already contributed financial resources to help support the Company during this period of growth. In addition, we have engaged an investment bank, AGP, to assist in raising additional capital to accelerate our business plan and ensure sufficient liquidity.
Previous wording
As of June 30, 2025, we had a working capital deficit of $558,811. However, the Company is actively pursuing financing opportunities and anticipates revenue growth from sales that are expected to begin offsetting operating expenses within the next twelve months.
Current wording
As of September 30, 2025, we had a working capital deficit of $1,327,439. However, the Company is actively pursuing financing opportunities and anticipates revenue growth from sales that are expected to begin offsetting operating expenses within the next twelve months.
Previous wording
Net cash used in operating activities was $771,366 for the six months ended June 30, 2025, compared to $80,471 provided by operating activities during the six months ended June 30, 2024. The increase in cash used in operating activities is mainly due to increased professional fees and general and administrative costs associated with the acquisition and implementation of our new business. Our primary use of funds in operations were payments made for legal and professional fees.
Current wording
Net cash used in operating activities was $1,412,575 for the nine months ended September 30, 2025, compared to $80,272 provided by operating activities during the nine months ended September 30, 2024. The increase in cash used in operating activities is mainly due to increased professional fees and general and administrative costs associated with the acquisition and implementation of our new business. Our primary use of funds in operations was payments made for legal and professional fees.
Previous wording
For the six months ended June 30, 2025, and June 30, 2024, our net cash used from investment activities was $0 and $90,440, respectively. Amounts invested in 2024 related to software from our prior business that has since been impaired.
Current wording
For the nine months ended September 30, 2025, and September 30, 2024, our net cash used from investment activities was $1,089 and $90,274, respectively. Amounts invested in 2025 related to office equipment purchased. Amounts invested in 2024 related to software from our prior business that has since been impaired.
Previous wording
For the six months ended June 30, 2025, net cash provided by financing activities was $788,200, comprised of $843,200 received from two Convertible Notes and the repayment of two promissory notes in the amount of $55,000. For the six months ended June 30, 2024, net cash provided by financing activities was $10,000 received from one Promissory Note.
Current wording
For the nine months ended September 30, 2025, net cash provided by financing activities was $1,430,900, comprised of $1,485,900 received from the issuance of Notes and Convertible Notes and the repayment of two promissory notes in the amount of $55,000. For the nine months ended September 30, 2024, net cash provided by financing activities was $10,000 received from one Promissory Note.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
During the six months ended June 30, 2024, we recognized a loss on conversion of shares of $376,000 associated with the conversion of a convertible promissory note to equity.