CALLAN JMB INC.
For the period ended Jun 30, 2025. Filed Aug 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.
Jun 30, 2025 · Filed Aug 14, 2025
CJMB$0.28-0.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-15.
0001641172-25-011061
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001641172-25-024076
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 37 previous paragraphs and 34 current paragraphs.
23 unchanged; 7 reworded; 4 added; 7 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 2 previous and 3 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 (4)
Current report
Cost of revenue for the three and six months ended June 30, 2025, was $1,022,439 and $1,858,724 respectively as compared to $1,023,552 and $2,096,490 for the three and six months ended June 30, 2024, respectively. The decrease in the comparative three month period is due to a $119,990 increase in storage fees offset by a $120,120 decrease in direct labor. The decrease in the comparative six month period is due to a $357,136 decrease in fees for service, a $99,337 decrease in labels, and a $48,930 decrease in freight forwarding offset by a $237,223 increase in storage fees.
Current report
Other income (expense) for the three and six months ended June 30, 2025, was $2,042 and $4,188 respectively and for the three and six months ended June 30, 2024, it was $947 and $1,273 respectively, resulting in observed changes of $1,095 and $2,915 respectively. The increase for each period is a result of a decrease in interest expense.
Current report
On July 24, 2025, CJMB, entered into a Purchase Agreement with a certain investor, whereby CJMB has the right, but not the obligation, to sell to the Investor, up to an aggregate of $25 million of shares of CJMB’s common stock, par value $0.001 per share, subject to the terms and conditions set forth therein.
Current report
The Purchase Agreement has a term ending on the earlier of (i) the first day of the month following the 18-month anniversary of the Commencement Date or (ii) the date the Investor has purchased the shares equal to the agreed investment amount. Upon effectiveness of the related registration statement, the Company will issue 15,000 shares of Common Stock to the Investor as Commitment Shares. During the term, CJMB may, at its discretion, deliver Regular Purchase Notices for $500,000 to $2,000,000 per notice. Each Regular Purchase is priced at 95% of the lowest daily VWAP during the applicable measurement period (or 80% if the Company’s stock is not trading on the Nasdaq Capital Market). In connection with each Regular Purchase, CMB will provide an estimate of the number of the shares deliverable, based on 90% of the prior day’s closing price.
Removed paragraphs (7)
Previous report
Cost of revenue for the three months ended March 31, 2025, was $833,437 as compared to $1,072,938 for the three months ended March 31, 2024, a decrease of $239,501. This decrease is primarily attributed to a decrease in revenue.
Previous report
Other income (expense) for the three months ended March 31, 2025, was $2,146 and $326 for the three months ended March 31, 2024, respectively, an increase in other income of $1,820. This increased income was the result of an increase in interest income of $1,225, offset by decreases in interest expense of $3,045.
Previous report
Recent Accounting Pronouncements
Previous report
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income TaxDisclosures (ASU 2023-09). ASU 2023-09 is intended to enhance the decision usefulness of income tax disclosures and requires the disclosure of various disaggregated information, including an entity’s effective tax rate reconciliation as well as additional information on taxes paid. This ASU is effective on a prospective basis for annual periods beginning after December 15, 2024 with early adoption allowed. The Company is in the process of evaluating the effect of ASU 2023-09 on the financial statements.
Previous report
The FASB issues ASUs to amend the authoritative literature in ASC. There have been a number of ASUs to date, including those above, that amend the original text of ASC. Management believes that those issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to us or (iv) are not expected to have a significant impact on our consolidated financial statements.
Previous report
Recently Adopted Accounting Standards
Previous report
In November 2023, the FASB issued ASU 2023-07*“Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.”*These amendments require, among other things, that a public entity that has a single reportable segment provide all the disclosures required by the amendments in this ASU and all existing segment disclosures in Topic 208. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. A public entity should apply the amendments retrospectively to all periods presented in the consolidated financial statements. The Company adopted ASU 2023-07 for the year ending December 31, 2024 and it did not have a material impact on its consolidated financial statements. See Note 5 Segments for new disclosures related to significant expenses, the CODM and other segment items.
Reworded paragraphs (7)
Previous wording
Three Months Ended March 31, 2025, Compared to the Three Months Ended March 31, 2024
Current wording
Three and Six Months Ended June 30, 2025, Compared to the Three and Six Months Ended June 30, 2024
Previous wording
Revenue for the three months ended March 31, 2025, was $1,449,377 as compared to $1,790,521 for the three months ended March 31, 2024, a decrease of $341,144. This decrease was due to the diminution in demand for our emergency preparedness services by certain states and local governments.
Current wording
Revenue for the three and six months ended June 30, 2025, was $1,666,309 and $3,115,687 respectively as compared to $1,985,768 and $3,776,289 for the three and six months ended June 30, 2024, a decrease of $(319,459) and $(660,602), respectively. This decrease was due to the decrease in demand for our emergency preparedness services by certain states and local governments.
Previous wording
**Our selling, general and administrative costs include personnel costs, consulting and professional fees, and other overhead expenses. Selling, general and administrative expenses for the three months ended March 31, 2025, were $1,854,316, compared to $805,042 for the three months ended March 31, 2024, an increase of $1,049,274. The Company’s personnel costs increased by $100,795 for the three months ended March 31, 2025, compared to the same period in 2024 as a result of our change from a LLC to a corporation. That change required us to put our CEO on payroll for the first time and hire additional staff in anticipation of our IPO. The Company’s consulting and professional fees increased by $212,677 for the three months ended March 31, 2025, compared to the same period in 2024 as a result of hiring professionals to support our capital raising process for our initial public offering. The Company’s information technology support increased by $5,579 for the three months ended March 31, 2025, compared to the same period in 2024 as the result of the purchase of additional equipment and hosting software. The Company’s marketing and advertising increased by $189,707 for the three months ended March 31, 2025, compared to the same period in 2024 as a result of hiring a marketing firm that specializes in pharma-based businesses, and the hiring an investor relations firm for our IPO. Company’s other expenses decreased by $538,516 for the three months ended March 31, 2025, compared to the same period in 2024, increase in stock based compensation of $330,825, increase in employment agency fees of $100,000, increase in meals and travel of $28,283, increase in state and local taxes of $8,742, increase in director fees of $11,457, increase in other expenses of $74,048, and an increase in depreciation and amortization of $2,281, offset by decrease in reserves for credit losses of $17,120.
Current wording
Our selling, general and administrative costs include personnel costs, consulting and professional fees, and other overhead expenses. Selling, general and administrative expenses for the three and six months ended June 30, 2025, were $2,046,537 and $3,901,878 respectively compared to $1,095,639 and $1,900,681 respectively for the three and six months ended June 30, 2024, an increase of $950,898 and $2,001,197 respectively. The Company’s consulting and professional fees increased by $111,584 and $420,007 for the three and six months ended June 30, 2025 respectively, compared to the same period in 2024 as a result of hiring professionals to support our capital raising process for our initial public offering. The Company’s information technology support increased by $5,726 and $11,305 for the three and six months ended June 30, 2025, compared to the same period in 2024 as the result of the purchase of additional equipment and hosting software. The Company’s marketing and advertising increased by $164,013 and $357,764 for the three and six months ended respectively as on June 30, 2025, compared to the same period in 2024 as a result of hiring a marketing firm that specializes in pharma-based businesses, and the hiring an investor relations firm for our IPO.
Previous wording
Our principal liquidity requirements are for working capital to fund our operations and growth. To date, we have funded our liquidity requirements primarily through cash on hand, and cash flows from operations. As of March 31, 2025, we had $5,219,929 cash and cash equivalents.
Current wording
Our principal liquidity requirements are for working capital to fund our operations and growth. To date, we have funded our liquidity requirements primarily through cash on hand, and cash flows from operations. As of June 30, 2025 and 2024, we had $4,224,151 and $1,847,721 of cash and cash equivalents, respectively.
Previous wording
For the three months ended March 31, 2025, cash used in operating activities was $1,561,698 compared to cash provided by operating activities of $6,839 during the three months ended March 31, 2024, a decrease of $1,568,538. This decrease was primarily due to a decrease in net income of $1,159,457, decrease in provision for credit losses of $17,120, a decrease in accounts receivable of $12,749, a decrease in inventory of $49,776, a decrease in prepaid insurance/other current assets of $274,534, a decrease in accounts payable and accrued expenses of $326,661, a decrease in deferred revenue of $86,023, and offset by an increase in stock based compensation of $330,825, an increase in tax refund receivable of $6,377, an increase in right of use asset of $4,546, an increase in security deposits and other assets of $3,650, an increase in depreciation and amortization of $2,279, and an increase in corporate taxes payable of $10,106.
Current wording
For the six months ended June 30, 2025, cash used in operating activities was $(2,124,970) compared to cash provided by operating activities of $275,524 during the six months ended June 30, 2024, a decrease of $(2,400,494). This decrease was primarily due to a decrease in net loss of $(2,641,986), a decrease in inventory of $(39,144), a decrease in other current assets of $(271,834), a decrease in deferred revenue of $(92,079), and offset by an increase in stock based compensation of $749,927.
Previous wording
For the three months ended March 31, 2025, cash used in investing activities was $15,000 compared to $44,656 for the three months ended March 31, 2024, a decrease of $29,656. The decrease is a result of less purchases of fixed assets during the three months ended March 31, 2025.
Current wording
For the six months ended June 30, 2025, cash used in investing activities was $(447,506) compared to $(45,874) for the six months ended June 30, 2024, a decrease of $(401,632). The decrease is a result of leasehold improvements made to the new corporate office during 2025.
Previous wording
During the three months ended March 31, 2025, cash provided by (used in) financing activities was $4.698,682 compared to ($3,420,286) during the three months ended March 31, 2024, an increase of $8,158,968. Our financing activities for the three months ended March 31, 2025 compared to March 31, 2024 included an increase in related party loans of $35,742, an increase in deferred offering costs of $25,000, an increase in partners distributions of $3,382,253 and an increase in notes payable of $35,960 and an increase in proceeds from IPO and overallotment, net of $4,680,013.
Current wording
During the six months ended June 30, 2025, cash provided by (used in) financing activities was $4,698,682 compared to ($3,537,549) during the six months ended June 30, 2024, an increase of $8,236,231. Our financing activities for the six months ended June 30, 2025 compared to June 30, 2024 included a decrease in related party loans of $35,742, an decrease in deferred offering costs of $65,000, and an increase in partners distributions of $3,382,254 and an increase in proceeds from IPO and overallotment, net of $4,680,013.