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Kinetic Seas Inc.

For the period ended Mar 31, 2025. Filed May 15, 2025.

View on SEC.gov

About 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.

Mar 31, 2025 · Filed May 15, 2025

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What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-11-14.

0001683168-24-008124

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-15.

0001683168-25-003702

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 61 previous paragraphs and 53 current paragraphs.

40 unchanged; 12 reworded; 0 added; 6 removed; 3 previous and 1 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.

Removed paragraphs (6)

Previous report

During the nine months ended September 30, 2024 the Company incurred $29,397 in other expenses, as compared to $23,767 of other expenses during the nine months ended September 30, 2023. In both periods, all of the other expenses consisted of interest expense on outstanding loans. The higher level of interest expense in the 2024 period as compared to the 2023 period was because of a higher level of interest-bearing loans outstanding.

Previous report

As a result of the foregoing, during the nine months ended September 30, 2024 the Company incurred a net loss of $(1,710,438) or $(0.07) per share, as compared to a net loss of $(66,044), or $(0.01) per share, during the nine months ended September 30, 2023. The increase in the Company’s net loss in the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023 is attributable to the factors discussed above.
Reworded paragraphs (12)

Previous wording

We have identified five basic segments to our AI business: technical consulting; GPU infrastructure and rental (Kinetic Cloud); open source software and libraries; software and platform as a service (SaaS/PaaS); and education and training. We are focusing our initial efforts on our education and training segment, which is targeted toward educating and training existing non-AI business in how they incorporate AI technology to optimize the performance of their existing business. We believe that developing a respected education and training business will create a natural sales channel for our other segments, such as consulting and GPU hosting and rental. Secondarily, we are marketing our consulting and implementation services to the growing body of AI startups who may lack the inhouse expertise to implement their AI business.

Current wording

We have identified five basic segments of our AI business: technical consulting; GPU infrastructure and rental (Kinetic Cloud); open source software and libraries; software and platform as a service (SaaS/PaaS); and education and training. We are focusing our initial efforts on our education and training segment, which is targeted toward educating and training existing non-AI businesses in how they incorporate AI technology to optimize the performance of their existing business. We believe that developing a respected education and training business will create a natural sales channel for our other segments, such as consulting and GPU hosting and rental. Secondarily, we are marketing our consulting and implementation services to the growing body of AI startups who may lack the in-house expertise to implement their AI business.

Previous wording

During the three months ended September 30, 2024 and 2023, the Company generated $64,966 and $-0- in consulting revenue as a result of its recent entry into the AI business. During the three months ended September 30, 2024 and 2023, the cost of consulting labor to generate this revenue was $52,490 and $-0-, respectively.

Current wording

During the three months ended March 31, 2025, and 2024, the Company generated $67,871 and $10,554 in consulting revenue as a result of its recent entry into the AI business. During the three months ended March 31, 2025, and 2024, the cost of consulting labor to generate this revenue was $57,162 and $7,841, respectively.

Previous wording

During the three months ended September 30, 2024 the Company incurred $1,055,870 in operating expenses compared to $17,345 in operating expenses during the prior three months ended September 30, 2023. The significantly higher level of operating expenses in three months ended September 30, 2024 as compared to the three months ended September 30, 2023 is attributable to expenses incurred as part of the Company’s entry into the AI business, whereas the Company was an inactive shell company in the 2023 period, and $750,000 in non-cash stock-based compensation incurred in the 2024 period. The Company expects that operating expenses comprised of selling, general and administrative expenses, professional fees, payroll and benefits and rent, will be trend materially higher in future periods as the Company begins paying regular compensation to existing officers and directors, hires additional employees, and incurs other costs associated with the commencement and expansion of operations.

Current wording

During the three months ended March 31, 2025, the Company incurred $204,352 in operating expenses compared to $197,501 in operating expenses during the same three months ended March 31, 2024. The Company expects that operating expenses comprised of selling, general and administrative expenses, professional fees, payroll and benefits, and rent, will be trending materially higher in future periods as the Company begins paying regular compensation to existing officers and directors, hires additional employees, and incurs other costs associated with the commencement and expansion of operations.

Previous wording

During the three months ended September 30, 2024 the Company incurred $10,125 in other expenses, as compared to $10,681 of other expenses during the three months ended September 30, 2023. In both periods, all of the other expenses consisted of interest expense on outstanding loans.

Current wording

During the three months ended March 31, 2025, the Company incurred $30,247 in other expenses, as compared to $4,550 in other expenses during the three months ended March 31, 2024. In both periods, all of the other expenses consisted of interest expense on outstanding loans. The increase in interest expense is attributable to higher levels of borrowing in 2025.

Previous wording

As a result of the foregoing, during the three months ended September 30, 2024 the Company incurred a net loss of $(1,053,518), or $(0.06) per share, compared to a net loss of $(28,027), or $(0.01) per share during the three months ended September 30, 2023. The increase in the Company’s net loss in the three months ended September 30, 2024 compared to the three months ended September 30, 2023 is attributable to the factors discussed above.

Current wording

As a result of the foregoing, during the three months ended March 31, 2025, the Company incurred a net loss of $(223,891), or $(0.01) per share, compared to a net loss of $(199,338), or $(0.01) per share during the three months ended March 31, 2024.

Previous wording

As of September 30, 2024, the Company had $13,969 in cash on hand.

Previous wording

During the nine months ended September 30, 2024 the Company had a net loss of $(1,730,667).

Current wording

During the three months ended March 31, 2025, the Company had a net loss of $(223,891).

Previous wording

Cash flows used in operating activities were $(853,954) for the nine months ended September 30, 2024 compared to cash flows used in operating activities $(52,442) for the nine months ended September 30, 2023. The material increase in cash flows used in operating activities for the nine months compared to the same nine month period in 2023 is primarily attributable to a significant increase in operations due to the Company’s entry into the AI business, whereas in the 2023 period the Company was a non-operating shell company.

Current wording

Cash flows used in operating activities were $(90,423) for the three months ended March 31, 2025, compared to cash flows used in operating activities $(182,700) for the three months ended March 31, 2024. The decrease in cash flows used in operating activities for the three months ended March 31, 2025, compared to the same three-month period in 2024 is primarily attributable to changes in assets and liabilities.

Previous wording

Cash flows used in investing activities were $(100,178) for the nine months ended September 30, 2024 compared to cash flows used in investing activities of -0- for the nine months ended September 30, 2024. The entire increase in cash flows used in investing activities during the nine-month 2024 period, as compared to the same nine-month period in 2023, is due to the purchase of equipment to be used in our new business.

Current wording

Cash flows used in investing activities were $-0- for the three months ended March 31, 2025, compared to cash flows used in investing activities of ($83,523) for the three months ended March 31, 2024. The entire increase in cash flows used in investing activities during the three-month 2024 period, as compared to the same three-month period in 2024, is due to the purchase of equipment in the 2024 period.

Previous wording

Cash flows provided by financing activities were $950,169 for the nine months ended September 30, 2024 compared to $55,000 in cash flows provided by financing activities for the nine months ended September 30, 2023. The increase in cash flows provided by financing activities in the nine months ended September 30, 2024 is primarily attributable to $786,050 received from the private placement of common stock compared to $-0- in the same period in 2023, and $200,000 received from the issuance of notes in the nine months ended September 30, 2024, compared to $-0- in the nine months ended September 30, 2023, offset by principal reductions of some notes.

Current wording

Cash flows provided by financing activities were $85,476 for the three months ended March 31, 2025, compared to $250,000 in cash flows provided by financing activities for the three months ended March 31, 2024. The decrease in cash flows provided by financing activities in the three months ended March 31, 2025, is primarily attributable to $21,502 in proceeds from related party notes and $65,750 in proceeds for notes payable during the 2025 period compared to $250,000 in proceeds from the sale of common stock during the 2024 period.

Previous wording

Management intends to fund our working capital requirements through a combination of our existing funds and future issuances of debt or equity securities. Our working capital requirements are expected to increase in line with the implementation of a business plan and commencement of operations.

Current wording

Management intends to fund our working capital requirements through a combination of our existing funds and future issuances of debt or equity securities. Our working capital requirements are expected to increase in line with the implementation of our business plan and commencement of operations.

Previous wording

Based upon our current operations, we do not have sufficient working capital to fund our operations over the next 12 months. The Company needs substantial capital to carryout out its current business, and there is no assurance that the Company will be able to raise additional capital or that the terms of any capital raise are not dilutive to current shareholders or carry other terms that are unfavorable to the Company and its shareholders.

Current wording

Based on our current operations, we do not have sufficient working capital to fund our operations over the next 12 months. The Company needs substantial capital to carry out its current business, and there is no assurance that the Company will be able to raise additional capital or that the terms of any capital raise are not dilutive to current shareholders or carry other terms that are unfavorable to the Company and its shareholders.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

Comparison of Results of Operations for the Nine Months Ended September 30, 2024 and 2023.

Previous report — wording carried elsewhere

During the nine months ended September 30, 2024 and 2023, the Company generated $137,291 and $-0- in consulting revenue as a result of its recent entry into the AI business. During the nine months ended September 30, 2024 and 2023, the cost of consulting labor to generate this revenue was $106,749 and $-0-, respectively.

Previous report — wording carried elsewhere

During the nine months ended September 30, 2024 the Company incurred $1,711,583 in operating expenses compared to $42,227 in operating expenses during the prior nine months ended September 30, 2023. The significantly higher level of operating expenses in the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 is attributable to expenses incurred as part of the Company’s entry into the AI business, whereas the Company was an inactive shell company in the 2023 period, and $752,000 in stock-based compensation incurred in the 2024 period. The Company expects that operating expenses comprised of selling, general and administrative expenses, professional fees, payroll and benefits and rent, will be trend materially higher in future periods as the Company begins paying regular compensation to existing officers and directors, hires additional employees, and incurs other costs associated with the commencement and expansion of operations.