UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended January 31, 2025

 

OR

 

☐ TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934

 

For the transition period from ___________ to ____________.

 

Commission File Number 000-54747

 

SKKYNET CLOUD SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

45-3757848

(State or other jurisdiction of incorporation or organization)

 

(IRS Employer Identification No.)

 

2233 Argentia Road Suite 302. Mississauga, Ontario, Canada L5N 2X7

(Address of principal executive offices)

 

(888) 702-7851

(Issuer's telephone number)

 

Indicate by check mark whether the Company: (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 Company 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 such files).

Yes: ☒   No: ☐

 

Indicate by check mark whether the Company is a large accelerated filer, an accelerated file, non-accelerated filer, or a smaller reporting company.

 

Large accelerated filer

Accelerated filed

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 Company is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes      No ☒

 

As March 17, 2025, there were 53,143,822 shares of Common Stock and 193,661 shares of series B preferred of the issuer outstanding.

 

 

 

 

 

 

Page

 

PART I: FINANCIAL INFORMATION

 

 

 

 

 

 

 

Item 1. Financial Statements

 

 

 

Consolidated Balance Sheets as of January 31, 2025 (Unaudited) and October 31, 2024 (Audited)

 

4

 

Consolidated Statements of Operations and Comprehensive Income for the Three Months Ended January 31, 2025 and 2024 (Unaudited)

 

5

 

Consolidated Statements of Changes in Stockholders’ Equity for the Three Months Ended January 31, 2025 and 2024 (Unaudited)

 

6

 

Consolidated Statements of Cash Flows for the Three Months Ended January 31, 2025 and 2024 (Unaudited)

 

7

 

Notes to Consolidated Financial Statements (Unaudited)

 

8

 

 

 

 

 

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

 

12

 

 

 

 

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

13

 

 

 

 

 

Item 4. Controls and Procedures

 

13

 

 

 

 

 

PART II: OTHER INFORMATION

 

 

 

 

 

 

 

Item 1. Legal Proceedings

 

15

 

 

 

 

 

Item 1A. Risk Factors

 

15

 

 

 

 

 

Item 2. Sales of Equity Securities and Use of Proceeds

 

15

 

 

 

 

 

Item 3. Defaults upon Senior Securities

 

15

 

 

 

 

 

Item 4. Mine Safety Information

 

15

 

 

 

 

 

Item 5. Other Information

 

15

 

 

 

 

 

Item 6. Exhibits

 

16

 

 

 

 

 

Signatures

 

17

 

 

 
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FORWARD LOOKING STATEMENTS

 

Statements made in this Form 10-Q that are not historical, or current facts are forward-looking statements. These statements often can be identified by the use of terms such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,” “approximate” or “continue,” or the negative thereof. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management’s best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. Among the factors that could cause actual results to differ materially from the forward-looking statements are the following: the Company’s ability to obtain necessary capital, the Company’s ability to meet anticipated development timelines, the Company’s ability to protect its proprietary technology and knowhow, the Company’s ability to establish a global market, the Company’s ability to successfully consummate future acquisitions, and such other risk factors identified from time to time in the Company’s reports filed with the Securities and Exchange Commission, including those filed with this Form 10-Q quarterly report. We disclaim any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

 

 
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PART I

 

ITEM 1: FINANCIAL STATEMENTS

 

SKKYNET CLOUD SYSTEMS, INC.

CONSOLIDATED BALANCE SHEETS

 

 

 

January 31, 2025

 

 

October 31, 2024

 

 

 

(Unaudited)

 

 

(Audited)

 

ASSETS

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$1,310,916

 

 

$1,158,255

 

Accounts receivable

 

 

513,179

 

 

 

361,480

 

Prepaid expenses

 

 

22,739

 

 

 

27,595

 

Total current assets

 

 

1,846,834

 

 

 

1,547,330

 

 

 

 

 

 

 

 

 

 

Property and equipment, net of accumulated depreciation of $86,273 and $99,764 respectively

 

 

1,510

 

 

 

2,156

 

Total Assets

 

$1,848,344

 

 

$1,549,486

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$156,652

 

 

$154,634

 

Accrued liabilities – related party

 

 

185,896

 

 

 

166,940

 

Deferred revenue

 

 

362,683

 

 

 

338,382

 

Total current liabilities

 

 

705,231

 

 

 

659,956

 

 

 

 

 

 

 

 

 

 

Total Liabilities

 

 

705,231

 

 

 

659,956

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

 

 

 

Preferred stock: $0.001 par value, 5,000,000 shares authorized, 5,000 shares issued and outstanding, respectively

 

 

5

 

 

 

5

 

Series B Preferred convertible stock: $0.001 par value, 500,000 shares authorized, 193,661 issued and outstanding, respectively

 

 

194

 

 

 

194

 

Common stock; $0.001 par value, 70,000,000 shares

authorized, 53,143,822 shares issued and outstanding, respectively

 

 

53,145

 

 

 

53,145

 

Additional paid-in capital

 

 

7,258,645

 

 

 

7,226,547

 

Accumulative other comprehensive income

 

 

76,273

 

 

 

80,946

 

Accumulated deficit

 

 

(6,245,149)

 

 

(6,471,307)

Total stockholders’ equity

 

 

1,143,113

 

 

 

889,530

 

Total Liabilities and Stockholders’ Equity

 

$1,848,344

 

 

$1,549,486

 

 

The accompanying notes are an integral part of the unaudited consolidated financial statements.

 

 
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SKKYNET CLOUD SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

 

 

 

 For Three Months Ended

January 31,

 

 

 

2025

 

 

2024

 

Revenue

 

$828,052

 

 

$630,536

 

 

 

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

 

 

Depreciation

 

 

580

 

 

 

611

 

Salaries and wages

 

 

228,359

 

 

 

239,139

 

Advertising

 

 

108,560

 

 

 

53,032

 

Stock compensation

 

 

32,098

 

 

 

19,889

 

General & administrative expenses

 

 

260,218

 

 

 

279,509

 

Operating expense

 

 

629,815

 

 

 

592,180

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

198,237

 

 

 

38,356

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

Other income

 

 

9,752

 

 

 

2,987

 

 

 

 

 

 

 

 

 

 

Currency exchange

 

 

21,074

 

 

 

(19,959)

Total other income (expense)

 

 

30,826

 

 

 

(16,972)

 

 

 

 

 

 

 

 

 

Income before taxes

 

 

229,063

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Income taxes

 

 

-

 

 

-

 

 

 

 

 

 

 

 

 

 

Net income

 

 

229,063

 

 

 

21,384

 

 

 

 

 

 

 

 

 

 

Preferred dividends

 

 

(2,905)

 

 

(2,905)

 

 

 

 

 

 

 

 

 

Income to common stockholders

 

 

226,158

 

 

 

18,479

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

 

4,673

 

 

 

5,472

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

$230,831

 

 

$23,951

 

 

 

 

 

 

 

 

 

 

Net income per share to common stockholders- basic

 

$0.00

 

 

$0.00

 

Weighted average common shares outstanding -basic

 

 

53,143,822

 

 

 

53,143,822

 

Net income per share to common stockholders - diluted

 

$0.00

 

 

$0.00

 

Weighted average common shares outstanding – diluted

 

 

61,758,522

 

 

 

61,217,272

 

 

The accompanying notes are an integral part of the unaudited consolidated financial statements.

 

 
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SKKYNET CLOUD SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED JANUARY 31, 2025 AND 2024

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Series B Preferred

 

 

Additional

 

 

 

 

 

Other

 

 

Total

 

 

 

Common Stock

 

 

Preferred Stock

 

 

Convertible Stock

 

 

Paid-In

 

 

Accumulated

 

 

Comprehensive

 

 

Stockholders’

 

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Deficit

 

 

Loss (Income)

 

 

Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at October 31, 2023

 

 

53,143,822

 

 

$53,145

 

 

 

5,000

 

 

$5

 

 

 

193,661

 

 

$194

 

 

$7,146,991

 

 

$(6,558,777)

 

$74,082

 

 

$715,640

 

Change due to currency translation

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,472

 

 

 

5,472

 

Dividend accrued on series B preferred shares

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(2,905)

 

 

-

 

 

 

(2,905)

Stock option expense

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

19,889

 

 

 

-

 

 

 

-

 

 

 

19,889

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

21,384

 

 

 

 

 

 

 

21,384

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 31, 2024

 

 

53,143,822

 

 

$53,145

 

 

 

5,000

 

 

$5

 

 

 

193,661

 

 

$194

 

 

$7,166,880

 

 

$(6,540,298)

 

$79,554

 

 

$759,480

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at October 31, 2024

 

 

53,143,822

 

 

$53,145

 

 

 

5,000

 

 

$5

 

 

 

193,661

 

 

$194

 

 

$7,226,547

 

 

$(6,471,307)

 

$80,946

 

 

$889,530

 

Change due to currency translation

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(4,673)

 

 

(4,673)

Dividend accrued on series B preferred shares

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(2,905)

 

 

-

 

 

 

(2,905)

Stock option expense

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

32,098

 

 

 

-

 

 

 

-

 

 

 

32,098

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

229,063

 

 

 

-

 

 

 

229,063

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 31, 2025

 

 

53,143,822

 

 

$53,145

 

 

 

5,000

 

 

$5

 

 

 

193,661

 

 

$194

 

 

$7,258,645

 

 

$(6,245,149)

 

$76,273

 

 

$1,143,113

 

 

The accompanying notes are an integral part of the unaudited consolidated financial statements

 

 
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SKKYNET CLOUD SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

 (Unaudited)

 

 

 

For the Three Months Ended

January 31,

 

 

 

2025

 

 

2024

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net income

 

$229,063

 

 

$21,384

 

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Depreciation

 

 

580

 

 

 

611

 

Stock based compensation

 

 

32,098

 

 

 

19,889

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(151,699)

 

 

(61,343)

Accounts payable and accrued expenses

 

 

2,018

 

 

 

45,034

 

Accrued liabilities – related parties

 

 

16,051

 

 

 

4,695

 

Prepaid expenses and other assets

 

 

4,856

 

 

 

4,443

 

Deferred revenue

 

 

24,301

 

 

 

(34,725)

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES

 

 

157,268

 

 

 

(12)

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

(4,607)

 

 

5,330

 

 

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

 

152,661

 

 

 

5,318

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, beginning of period

 

 

1,158,255

 

 

 

916,780

 

Cash and cash equivalents, end of period

 

$1,310,916

 

 

$922,780

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOWS INFORMATION

 

 

 

 

 

 

 

 

Interest paid

 

$-

 

 

$-

 

Income taxes paid

 

$-

 

 

$-

 

 

 

 

 

 

 

 

 

 

NON CASH INVESTING AND FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

Dividends accrued on Series B preferred shares

 

$2,905

 

 

$2,905

 

 

The accompanying notes are an integral part of the unaudited consolidated financial statements.

 

 
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SKKYNET CLOUD SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION

 

Skkynet Cloud Systems, Inc. (“Skkynet” or “the Company”) is a Nevada corporation formed on August 31, 2011 and headquartered in Toronto, Canada. Skkynet operates its business through its wholly owned subsidiaries Cogent Real-Time Systems, Inc. (“Cogent”), Skkynet Corp. (Canada) and Skkynet, Inc. (USA). Skkynet was formed primarily for the purpose of taking the existing business lines of Cogent and its current and future customers and integrating these businesses with Cloud based systems. We also intend to expand the areas of business activity to which the kinds of products and services we provide are applied.

 

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (the “SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s October 31, 2024 Annual Report on form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the consolidated financial statements for the most recent fiscal year end October 31, 2024 as reported on Form 10-K, have been omitted.

 

Certain prior period amounts were reclassified to conform to the manner of presentation in the current period. The reclassifications have no effect on the net loss or stockholders’ equity.

 

NOTE 2 – RECENT ADOPTED ACCOUNTING STANDARDS

 

Recent adopted accounting standards

 

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-Financial Instruments- Credit Losses, which replaces the incurred impairment methodology to reflect expected credit losses. The amendments requires the measurement of all expected credit losses for financial assets held at the reporting due to the performance based on historical experience, current conditions and reasonable supportable forecasts. ASU 2016-13 is effective for annual and interim periods beginning after December 31, 2022. The Company adopted the standard on October 31, 2024. The adoption did not have a material impact on the Company’s consolidated financial statements.

 

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07 Segment Reporting The change in this announcement requires more detailed profit and loss reporting by business segments used by the Company to determine the allocation of assets. ASU 2016-07 is effective for annual periods beginning after December 15, 2023 and interim periods within the fiscal years beginning December 15, 2024. The Company is evaluating the adoption of the standard but believe it will not have a material impact on the Company’s consolidated financial statements.

 

Accounts Receivable are carried at face value less any provisions for uncollectible accounts considered necessary. Accounts receivable include receivables from customers that have received software and support from the Company. Credit losses is a recognition of uncollectable receivables based on past years’ experience and management’s estimate of likely losses for the year. No allowance for bad debt was considered necessary for the years ended October 31, 2024 and October 31, 2023, respectively. However, the Company expensed $13,468 in credit loss for the three months ended January 31, 2025 compared to none during the same period in 2024.

 

 
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NOTE 3 – REVENUE RECOGNITION

 

In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments are intended to render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606.

 

ASC Topic 606 prescribes a new five-step model entities should follow in order to recognize revenue in accordance with the core principle. These five steps are:

 

 

1.

Identify the contract(s) with a customer.

 

2.

Identify the performance obligations in the contract.

 

3.

Determine the transaction price.

 

4.

Allocate the transaction price to the performance obligations in the contract.

 

5.

Recognize revenue when (or as) the entity satisfied the performance obligations.

 

The Company has four revenue streams, each of which the revenue is recognized in accordance to the five steps included in Topic 606. The revenue streams are:

 

 

1.

Sale of software direct to the end customer

 

2.

Sale of software through distributors and channel partners

 

3.

Maintenance support services

 

4.

Cloud services

 

Revenue for the sale of software both directly to end users and through the distributor and channel partners is recognized upon delivery of the software and code required for the customer to install the software. Maintenance support services are recognized as revenue on a straight-line basis over the service period of the arrangement.

 

Revenue from cloud services is recognized over time (typically, on a monthly basis) as service is provided.

 

Payments received in advance of services being rendered are recorded as deferred revenue and recognized to revenue when earned. During the three months period ended January 31, 2025 $236,755 of sales was classified as deferred revenue and $200,323 of deferred revenue was reported as sales. As of January 31, 2025 and October 31, 2024 the deferred revenue was $362,683 and $338,382, respectively.

 

As part of the revenue recognition reporting, the Company reports revenue by product line and geographic area. During the three month periods ended January 31, 2025, and 2024 the revenue by product line is as follows:

 

Category

 

Percentage

 

 

2025

 

 

Percentage

 

 

2024

 

Product sales

 

 

74%

 

$615,865

 

 

 

65%

 

$409,276

 

Support

 

 

25%

 

 

203,771

 

 

 

31%

 

 

195,248

 

Cloud & Other

 

 

1%

 

 

8,416

 

 

 

4%

 

 

26,536

 

Total

 

 

100%

 

$828,052

 

 

 

100%

 

$630,536

 

 

 
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The Company sells its products on a worldwide basis. During the three months period ended January 31, 2025, and 2024 the Company’s geographic concentration of revenue is as follows:

 

Area

 

Percentage

 

 

2025

 

 

Percentage

 

 

2024

 

Europe

 

 

46%

 

$379,912

 

 

 

49%

 

$310,171

 

North America

 

 

19%

 

 

155,199

 

 

 

32%

 

 

203,807

 

Asia Pacific

 

 

15%

 

 

123,484

 

 

 

9%

 

 

53,780

 

Middle East Africa/Other

 

 

19%

 

 

157,488

 

 

 

7%

 

 

42,824

 

South America

 

 

1%

 

 

11,969

 

 

 

3%

 

 

19,954

 

Total

 

 

100%

 

$828,052

 

 

 

100%

 

$630,536

 

 

NOTE 4 – RELATED PARTY TRANSACTIONS

 

Sakura Software, a corporation owned by our CEO and Chairman of the Board of Directors, Andrew S. Thomas, and Benford Consultancy, a corporation owned by our COO and a member of our Board of Directors, Paul Benford, own, respectively, 72.34% and 27.66% of the issued and outstanding shares of Real Innovations International LLC, (“Real Innovations”) a corporation organized under the laws of Nevis, West Indies. In March 2012, Cogent, our operating subsidiary, assigned all of its intellectual property including the pending patent applications for its real-time data transmission and display technology (the “IP”) to Real Innovations under an assignment of intellectual property agreement (the “Assignment Agreement”). In return for the assignment Real Innovations required a one-time payment of $30,000 to Cogent. Cogent elected to forgo the payment allowing Real Innovations to offset future expenses against the payment. There is no ongoing royalty payment or other form of compensation from Real Innovations to Cogent under the Assignment Agreement.

 

Real Innovations, in turn, entered into a master intellectual property license agreement (the “License Agreement”) with Cogent for all of the same IP. Under the License Agreement Real Innovations granted a royalty-free license in perpetuity to Cogent for the use and exploitation of the IP in return for which Cogent agreed to: (i) pay all operating expenses of Real Innovations incurred in connection with the continued prosecution of pending patent applications and others that may be prepared; (ii) prosecute all claims for infringement of the IP; (iii) defend and indemnify Real Innovations from and against all claims of infringement of the IP asserted by third parties against Real Innovations, Cogent or our Company; (iv) purchase liability insurance in favor of Real Innovations for this purpose. Under the termination provision of the licenses agreement, there is no unilateral right of termination. Termination may occur by mutual consent of the parties, the Company ceasing doing business, by breach by the Company or by the Company failing to maintain the license and the support to prosecute and protect the license under applicable laws.

 

Under the License Agreement, Messrs. Andrew S. Thomas and Paul Benford will benefit indirectly from their indirect ownership of all of the shares of Real Innovations to the extent of any such payments or other undertakings by Cogent on behalf of Real Innovations, but the exact amount of these benefits cannot be determined at this time. No payments have been made as of January 31, 2025.

 

As of January 31, 2025, the amount due to related parties was $185,896 compared to $166,940 as of October 31, 2024. As of January 31, 2025, the amount consisted of accrued dividends of $110,390, accrued director's fees of $6,000 and accrued liabilities of $69,506.

 

NOTE 5 – OPTIONS

 

The Company, under its 2012 Stock Option Plan, issues options to various officers, directors, and consultants. The options vest in equal annual installments over a five year period with the first 20% vested when the options are granted. All of the options are exercisable at a purchase price based on the last trading price of the Company’s common stock.

 

 
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During the three months period ended January 31, 2025 the Company issued 631,250 options 18 individuals. The options are exercisable into common stock of the Company at $0.41 per share. The Company calculated a fair value of the options of $53,128 using the Black Scholes option pricing model with computed volatility of 128.00%, risk-free interest rate of 4.5%, expected dividend yield 0%, stock price at measurement date of $0.51 and the expected term of ten years. The options are expensed over a five year period with 20% upon issuance and 20% for the first and each subsequent year.

 

As of January 31, 2025 the total number of options was 8,704,700 with 6,628,950 exercisable and 2,075,750 not exercisable.

 

During the three month period ended January 31, 2025, the Company recognized $32,098 of option expense. The unrecognized future balance to be expensed over the term of the options is $381,087

 

The following sets forth the options granted and outstanding as of January 31, 2025:

 

 

 

Options

 

 

Weighted

Average Exercise price

 

 

Weighted Average Remaining Contract Life

 

 

Granted Options Exercisable

 

 

Intrinsic value

 

Outstanding at October 31, 2024

 

 

8,073,450

 

 

$0.16

 

 

 

4.35

 

 

 

6,163,950

 

 

$1,160,762

 

Granted

 

 

631,250

 

 

 

0.41

 

 

 

9.75

 

 

 

-

 

 

 

-

 

Exercised

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Forfeited/Expired by termination

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding as January 31, 2025

 

 

8,704,700

 

 

$0.18

 

 

 

4.46

 

 

 

6,628,950

 

 

$5,247,380

 

 

NOTE 6 – MAJOR CUSTOMERS

 

The Company sells to their end-user customers both directly and through resellers. In the three months ended January 31, 2024, seven (7) resellers accounted for 50% of sales, of which one (1) reseller accounted 25% of sales. In the three months ended January 31, 2025, seven (7) resellers accounted for 53% of sales, of which two (2) resellers each accounted for more than 10%, representing 26% of sales. The Company maintains all the information on their end user customers, and should a reseller discontinue operations, the Company can sell directly to the end user. No reseller has exclusivity in their territory. In the three months ended January 31, 2024, no end user customers were responsible for more than 10% of gross revenue and eighteen (18) end user customers were responsible for approximately 50% of gross revenue. In the three months ended January 31, 2025, one (1) end user customer was responsible for 14% of revenue and nine (9) end user customers were responsible for approximately 51% of gross revenue

 

NOTE 7 – SUBSEQUENT EVENTS

 

The Company has evaluated subsequent events to determine events occurring after January 31, 2025 through the filing of this report that would have a material impact on the Company’s financial results or require disclosure and have determined none exist other than noted above.

 

 
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ITEM2:MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

This report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Skkynet’s actual results could differ materially from those set forth on the forward-looking statements as a result of the risks set forth in Skkynet’s filings with the Securities and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.

 

OVERVIEW

 

Skkynet is a Nevada corporation headquartered in Mississauga, Canada. Skkynet operates three different lines of business through its wholly owned subsidiaries Cogent Real-Time Systems, Inc. (“Cogent”), Skkynet, Inc. (“Skkynet (USA)”), and Skkynet Corp. (“Skkynet (Canada)”).  Skkynet was established to enhance Cogent’s existing business lines through the integration of Cloud-based systems, and to deliver a Software-as-a-Service (“SaaS”) product targeting the Industrial Internet of Things (“IoT”) market, now referred to by the terms “Industry 4.0” and “Industrial Internet Consortium”.

 

The Company provides software and related systems and facilities to collect, process, and distribute real-time information over a network. This capability allows the customers to both locally and remotely manage, supervise, and control industrial processes and financial information systems. By using this software and, when requested by a client, our web based assets; our clients and their relevant customers are given the ability and the tools to observe and interact with these processes and services in real-time as they are underway and to give them the power to analyze, alter, stop, or otherwise influence these activities to conform to their plans.

 

RESULTS OF OPERATIONS

 

For the three month period ended January 31, 2025, revenue was $828,052 compared to $630,536 for the same period in 2024. Revenue increased for the three months period ended January 31, 2024 over the same period in 2024 by 31.3%. The increase in revenue for the three months period is attributed to higher sales by Cogent. The Company is benefiting from its prior investment in sales and marketing, which has contributed to the increase in Cogent’s sales.

 

Operating expense was $629,815 for the three month periods ended January 31, 2025 compared to $592,180 for the same periods in 2024. The decrease in general and administrative expenses offset by an increase in advertising for the three months periods ended January 31, 2025 over the same periods in 2024, resulted in an increase in expenses in 2025 over the same period in 2024.

 

For the three months periods ended January 31, 2025, the Company reported an operating income of $198,237 compared to operating income of $38,356 for the same period in 2024. The operating income during the three months period ended January 31, 2025 over the operating income for same period in 2024 is attributable to higher revenues along with minimal change in expenses in the three months period ended January 31, 2025, versus the same period in 2024.

 

Other income for the three  months period ended January 31, 2025 was $30,826, consisting of  other income of $9,752 and a currency gain of $21,074. This compared to other expense of $16,972 consisting of other income of $2,987 and a currency loss of $19,959 for the same periods in 2024. The amount of change in both periods was due mostly to the effect of currency exchange.

 

 
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Net income, after income taxes of $229,063, was reported for the three months period ended January 31, 2025, compared to net income after income taxes of $21,384 for the same period in 2024. The net income for the three month period in 2025 can be attributed to an increase in revenue of 31.3% more than during the same period in 2024. Additionally, the operating expenses for the three months period ended January 31, 2025 was only $30,929 more than the same period in 2024.

 

Net income to common stockholders was $226,158 for the three months period ended January 31, 2025, compared to net income of $18,479 for the same period in 2024. Net income to common shareholders includes the expense of dividend for preferred stockholders of $2,905 being accrued for the three months period ended January 31, 2025 and 2024.

 

The Company reported comprehensive income of $230,831 for the three months period ended January 31, 2025 compared to a comprehensive income of $23,951 for the same period in 2024. The comprehensive income is an adjustment to net gain or loss with foreign currency translation adjustments.

 

LIQUIDITY AND CAPITAL RESOURCES

 

At January 31, 2025, the Company had current assets of $1,846,834 and current liabilities of $705,231, resulting in working capital of $1,141,603. Accumulated deficit, as of January 31, 2025, was $6,245,149 with total stockholders’ equity of $1,143,113.

 

Net cash provided by operating activities for the three months period ended January 31, 2025, was $157,268 compared to net cash used in operating activities of $12 for the same period in 2024. The cash provided by operating activities for the three months period ended January 31, 2025 compared to the cash used in operating activities over the same period in 2024 was primarily due an increase in revenue in 2025 over 2024 of $197,500.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

 

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, Skkynet is not required to provide information required under this Item.

 

ITEM 4: CONTROLS AND PROCEDURES

 

This report includes the certifications of our Chief Executive Officer and Chief Financial Officer required by Rule 13a-14 under the Securities Exchange Act of 1934 (the "Exchange Act"). See Exhibits 31.1 and 31.2. This Item 4 includes information concerning the controls and control evaluations referred to in those certifications.

 

Evaluation of Disclosure Controls and Procedures

 

Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to management, including the Principal Executive Officer and the Principal Financial Officer, to allow timely decisions regarding required disclosures.

 

 
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Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of January 31, 2025 using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework- 2013. Based on its evaluation, our management concluded that there are material weaknesses in our internal control over financial reporting. We lack full time personnel in accounting and financial staff to sufficiently monitor and process financial transactions in an efficient and timely manner. Our history of losses has severely limited our budget to hire and train enough accounting and financial personnel needed to adequately provide this function. Consequently, we lacked sufficient technical expertise, reporting standards and written policies and procedures along with a lack of a formal review process which includes multiple layers of review. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our most recent quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

Our management believes that the Unaudited Financial Statements included herein present, in all material respects, the Company’s financial condition, results of operations and cash flows for the periods presented.

 

 
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PART II – OTHER INFORMATION

 

ITEM 1: LEGAL PROCEEDINGS

 

From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

 

ITEM 1A: RISK FACTORS

 

There have been no material changes to the Company’s risk factors as previously disclosed in our most recent 10-K filing for the year ended October 31, 2024.

 

ITEM 2: SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None

 

ITEM 3: DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4: MINE SAFETY INFORMATION

 

None.

 

ITEM 5: OTHER INFORMATION

 

None.

 

 
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ITEM 6: EXHIBITS

 

EXHIBIT 31.1

 

Certification of Principal Executive Officer of the Registrant pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

EXHIBIT 31.2

 

Certification of Principal Financial Officer of the Registrant pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

EXHIBIT 32.1

 

Certification of Principal Executive Officer of the Registrant pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

EXHIBIT 32.2

 

Certification of Principal Financial Officer of the Registrant pursuant to 18 U.S.C. 1350 as adopted pursuant to 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 (formatted as Inline XBRL and contained in Exhibit 101).

 

 
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SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

SKKYNET CLOUD SYSTEMS, INC.

    

Date: March 17, 2025

By:

/s/ Andrew Thomas

 

 

Andrew Thomas, Chief Executive Officer 
  

(Duly Authorized, Principal Executive Officer)

 
    

 

By:

/s/ Lowell Holden

 

 

 

Lowell Holden, Chief Financial Officer

 

 

 

(Duly Authorized Principal Financial Officer)

 

 

 

 

 

 

 

 

 

 

 
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