BCRD

MKT CAP $79.8MP/E —DIV YIELD —FCF YIELD -0.87%REV TTM $175KNET INCOME −$2.9MNET CASH $85K52W 5.52 – 21.00SEC XBRL · TTM TO Invalid Date

How BCRD rewrote its risk factors

10-K ITEM 1A · FY2025 → FY2026

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New in FY2026

RISK FACTORS Risks Related to Our Status as an Emerging Growth Company We are an emerging growth company under the JOBS Act, which allows us to take advantage of certain reduced reporting and disclosure requirements.
While these reduced requirements may lower our compliance costs, they also mean that the information we provide to investors may be less comprehensive than that provided by non-emerging growth companies.
For example: · We are not required to provide an auditor’s attestation report on our internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act. · We may provide scaled executive compensation disclosures, which could limit the information available to investors about our compensation practices. · We are permitted to use the extended transition period for complying with new or revised accounting standards, which could delay the adoption of such standards and make our financial statements less comparable to those of companies that adopt new standards earlier.
These reduced disclosure requirements may make it more difficult for investors to evaluate our business, financial condition, and results of operations, which could negatively impact the trading price of our common stock or an investor’s decision to invest in our securities.
Risks Related to Our Business Our business is dependent upon our contractual relationship with our license partners, and, if the licenses are terminated or suspended, this can cause risks to our business like trust, reliability, etc.
Our platform is currently being set up with the BlueOne Card Program and Millenium EBS business programs.
We are highly dependent on our management team, specifically Nabil A.
Litigation and Reputational Risks Related to Investor Disputes We are currently involved in a dispute with David Lee, an investor who breached a $1,000,000 investment agreement.
While we are pursuing legal remedies, including breach of contract, defamation, and securities fraud claims, there can be no assurance that we will prevail in any litigation or recover the full amount owed.
If we are unsuccessful in our legal actions or if regulatory authorities take adverse action against us or Mr.
Lee, our business, financial condition, and stock price could be materially and adversely affected.
On May 5, 2026, BlueOne Technologies, Inc. received an email from a former advisor asserting that additional amounts are owed under an advisory relationship with the Company.
Management disputes the asserted amounts and, as of the filing date, no litigation has been commenced and no formal legal demand has been received.
Management is currently evaluating the matter and has not recorded a liability related to the asserted amounts.
We recorded a net loss attributable to BlueOne Card, Inc. common stockholders of $2,944,653, net cash flows used in operating activities of $571,103 for the year ended March 31, 2026, and have an accumulated deficit of $7,867,647 and working capital deficit of $2,067,435, as of March 31, 2026.
Our Payment Hub technology is classified as an intangible asset.
Following the acquisition of Millennium EBS and the Payment Hub technology, the Company recorded a finite-lived intangible asset related to the Payment Hub technology.
The intangible asset is being amortized over its estimated useful life.
The Company’s ability to realize the anticipated benefits from the Payment Hub technology depends on the continued development, adoption, market acceptance, and commercial success of the related products and services.
If the Payment Hub technology does not perform as expected, becomes obsolete, fails to generate anticipated revenue, or if market conditions change adversely, the Company may be required to recognize impairment charges or revise the carrying value of the intangible asset, which could have a material adverse effect on the Company’s financial condition and results of operations.

Gone since FY2025

RISK FACTORS Risks Related to Our Business Our business is dependent upon our contractual relationship with our license partners, and, if the licenses are terminated or suspended, this can cause risks to our business like trust, reliability, etc.
Our platform is currently being set up with BlueOne Cards and Millenium EBS business programs.
We are highly dependent on our management team, specifically James Koh and Shinto Matthew.
We recorded a net loss attributable to BlueOne Card, Inc. common stockholders of $1,051,243, net cash flows used in operating activities of $301,859 for the year ended March 31, 2025, and have an accumulated deficit of $4,922,995 and working capital deficit of $1,703,356, as of March 31, 2025.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2025 ↗, FY2026 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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