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CLOSED · 16:00 ET
Market ClerkRecap
Sun Nov 1 · markets closed1 signal on Oct 31129 insider buys this week · $10BCIRO short report next: Nov 15The week ahead

GITS

Global Interactive Technologies, Inc.
NASDAQ · TECHNOLOGY · SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
1.60
+0.18 +12.68%
USD · close Oct 30
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FLAG · shorts 0
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no disclosures naming it
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nobody we score has called it yet
MKT CAP $6.7MP/E —DIV YIELD —FCF YIELD —REV TTM $2K −1357.4%NET INCOME −$4.8MNET CASH $930K52W 0.70 – 4.37SEC XBRL · TTM TO Invalid Date

How GITS rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
69%
of sentences unchanged
Added
78
new sentences
Dropped
133
sentences removed
Length
−1,199
words, now 19,278

New in FY2025

  • Risk Factor Summary The following is a summary of the risks and uncertainties that could cause our business, financial condition or operating results to be harmed.
  • We encourage you to carefully review the full risk factors contained in this report in their entirety for additional information regarding these risks and uncertainties. ● We have incurred significant losses since our inception, and we intend to continue to invest in our business.
  • As a result, we may continue to experience losses in the future. ● Our auditor has included an explanatory paragraph in their opinion regarding our ability to continue as a going concern.
  • If we are unable to continue as a going concern, our securities will have little or no value. ● To continue as a going concern, we will require significant additional capital, which we may be unable to obtain. ● We are a development stage company, and we may not be able to generate any or sustain our growth or implement our business strategies. ● We are subject to risks associated with operating in a rapidly developing industry and a relatively new market. ● Our success depends on our ability to develop products and services to address the rapidly evolving market for the content creation and social media platform industry, and, if we are not able to implement successful enhancements and new features for our products and services, our business could be materially and adversely affected. ● If our content streaming initiatives are unsuccessful, our business, financial condition or results of operations could be adversely affected. ● Substantial and increasingly intense competition in the social media platform and content creation industry may harm our business. ● Systems failures, interruptions, delays in service, catastrophic events, and resulting interruptions in the availability of our products or services could harm our business and our brand, and subject us to substantial ● We currently have ineffective internal control over financial reporting. ● Our business is subject to complex and evolving U.S. and foreign laws and regulations regarding privacy, data use and data protection, content, competition, consumer protection, and other matters.
  • Many of these laws and regulations are subject to change and uncertain interpretation, and could result in claims, changes to our business practices, monetary penalties, increased cost of operations, or declines in user growth or engagement, or otherwise harm our business. ● Changes in tax laws or regulations that are applied adversely to us or our customers may have a material adverse effect on our business, cash flow, financial condition or results of operations. ● Tensions with North Korea could have an adverse effect on our business, financial condition, and results of operations, and the price per share of our common stock. ● There are special risks involved with investing in Korean companies, including the possibility of restrictions being imposed by the Korean government in emergency circumstances, accounting and corporate disclosure standards that differ from those in other jurisdictions, and the risk of direct or vicarious criminal liability for executive officers of our Korean affiliates. ● Our business may be adversely affected by developments that negatively impact the Korean economy and uncertainties in economic conditions that impact spending patterns of our customers in Korea. ● New legislative proposals may expose our business to additional risks from litigation, regulation, and government investigations. ● There may be losses or unauthorized access to or releases of confidential information, including personally identifiable information (“PII”), that could subject the Company to significant reputational, financial, legal and operational consequences. ● Security breaches, improper access to or disclosure of our data or user data, other hacking and phishing attacks on our systems, or other cyber incidents could harm our reputation and adversely affect our business. ● Regulatory changes or actions may restrict the use of digital assets in a manner that adversely affects our business, prospects or operations. ● We may not be able to prevent others from unauthorized use of our intellectual property, which could harm our business and competitive position. ● Our stock price may be volatile, and you could lose all or part of your investment. ● We are an emerging growth company, and any decision on our part to comply only with certain reduced reporting and disclosure requirements applicable to emerging growth companies could make our common stock less attractive to investors.
  • We incurred a net loss of approximately $4.6 million and $6.2 million for the years ended December 31, 2025 and for the periods ended December 31, 2024, respectively.
  • As of December 31, 2025, we had an accumulated deficit of approximately $42.5 million, and $37.9 million as of December 31, 2024.
  • The audited report of our independent registered public accounting firm to the financial statements for the years ended December 31, 2025, and 2024, included elsewhere in the Report, contains an explanatory paragraph stating that our recurring losses from operations, accumulated deficit and negative working capital raise substantial doubt about our ability to continue as a going concern.
  • As a result, we may incur significant losses for the foreseeable future, and may not be able to achieve or sustain profitability.
  • If we fail to achieve or sustain profitability, then we may not be able to achieve our business plan, fund our business or continue as a going concern.
  • OneStop Assurance, PAC, our independent registered public accounting firm for the fiscal year ended December 31, 2025 and December 31, 2024, has included an explanatory paragraph in their opinion that accompanies our audited consolidated financial statements as of and for the year ended December 31, 2025 and December 31, 2024, indicating that our recurring losses from operations and a working capital deficiency raises substantial doubt about our ability to continue as a going concern.
  • We will need significant additional capital, or we may be required to curtail or cease operations.
  • We currently believe that existing cash on hand is sufficient to support operations for approximately two months based on the current operating cash burn rate and estimate that we will require approximately $250,000 per month to support ongoing operations and execute our business plan.
  • Accordingly, we estimate that approximately $3.0 million of additional capital will be required over the next 12 months We anticipate that our principal sources of liquidity will not be sufficient to fund our activities to obtain long-term, sustainable profitability.
  • If the amount of capital we can raise from financing activities, together with any revenues and profits from operations, is not sufficient to satisfy our capital needs, even to the extent that we reduce our operations accordingly, we may be required to curtail or cease operations.
  • We are a development stage company, and we may not be able to generate or sustain our growth or implement our business strategies.
  • In addition, any growth or expansion of our business may significant strain on our management and resources.
  • We believe that any growth of our business will depend on many factors, including our ability to develop new sources of revenues, diversify monetization methods including advertising revenue, attract and retain users, increase engagement on our Faning platform, continue developing innovative technologies and application uses in response to shifting demand in the market, increase brand awareness, and expand into new markets.
  • In addition, our continued growth depends, in part, on our ability to respond to constant changes in the industry, including rapid technological evolution and continued shifts in user trends.
  • There can be no assurance that any new products or services we develop and offer to our customers will achieve commercial acceptance.
  • Such competition may result in the need for us to alter the amount we charge creators in content-sales transactions, and could reduce revenue.
  • Much of the Company’s future success depends on the continued availability and service of key personnel, including its Chief Executive Officer.
  • We currently have ineffective internal control over financial reporting.
  • We have historically outsourced our accounting to small firms and also replaced our accounting firm with another small firm, the transition of which has caused a lack of continuity and loss of efficiency in the preparation of our financial statements.
  • While we intend to remediate this weakness by hiring more permanent, qualified and experienced accounting personnel at the Company and/or to hire a larger accounting firm with more resources and expertise, we may not be able to remediate this weakness.
  • In addition, government authorities in other countries may seek to restrict user access to our products if they consider us to be in violation of their laws or a threat to public safety or for other reasons.
  • If access to our products or services is restricted in one or more countries, our ability to attract users, increase user engagement, or generate advertising revenue in those markets may be adversely affected..
  • The CCPA became effective in January 2020.
  • While the Company has not experienced any material adverse impact from the CCPA to date, compliance with evolving privacy laws and regulations may require ongoing adjustments to our data processing practices and may result in additional compliance costs in the future.
  • We may receive dividends, loans and other distributions on equity paid by our operating subsidiary in Korea.
  • Tensions with North Korea could have an adverse effect on our business, financial condition, results of operations, and the price per share of our common stock.
  • Geopolitical tensions involving North Korea and the surrounding region remain elevated and unpredictable.
  • Changes in political, economic, or military conditions in the Korean peninsula could adversely affect regional stability, financial markets, and business operations in South Korea and surrounding markets.
  • Our Korean subsidiary, FANING KOREA, LLC is likely to be designated as a business group subject to disclosure under the Korean Monopoly Regulation and Fair Trade Act.
  • As a result, if circumstances arise in which the good of FANING KOREA, LLC conflicts with the good of Global Interactive Technologies, Inc. or stockholders, FANING KOREA, LLC may not be permitted under applicable Korean law to act in a manner that is in the best interest of Global Interactive Technologies, Inc. as its parent, or our stockholders.
  • Under Korean tax law, there is an inherent risk that FANING KOREA, LLC’s transactions with its subsidiaries (if any), affiliates or any other person or company that is related to us may be challenged by the Korean tax authorities if such transactions are viewed as having been made on terms that were not on an arm’s-length basis.
  • Currently, the applicable rates are 9.9% (inclusive of local corporate taxes) for taxable income up to KRW 200 million, 20.9% (inclusive of local corporate taxes) for taxable income exceeding KRW 200 million and less than KRW 20 billion, 23.1% (inclusive of local corporate taxes) for taxable income exceeding KRW 20 billion and less than KRW 300 billion, and 26.4% (inclusive of local corporate taxes) for taxable income exceeding KRW 300 billion.
  • The applicable rates are 9.9% (inclusive of local corporate taxes) for taxable income up to KRW 200 million, 20.9% (inclusive of local corporate taxes) for taxable income exceeding KRW 200 million and less than KRW 20 billion, 23.1% (inclusive of local corporate taxes) for taxable income exceeding KRW 20 billion and less than KRW 300 billion, and 26.4% (inclusive of local corporate taxes) for taxable income exceeding KRW 300 billion.
  • The economic indicators in Korea in recent years have shown mixed signs of growth and uncertainty.
  • In recent years, adverse conditions and volatility in the worldwide financial markets and fluctuations in oil and commodity prices have contributed to the uncertainty of global economic prospects in general and have adversely affected, and may continue to adversely affect, the Korean economy.

and 38 more.

Gone since FY2024

  • The Company incurred a net loss of approximately $(6.2) million for the year ended December 31, 2024, and reclassified Additional Paid-in Capital of approximately $7.2 million related to the disposal of subsidiary interests to Accumulated Deficit.
  • For the period ended December 31, 2023, the Company incurred a net loss of approximately $(9.4) million.
  • As of December 31, 2024, the accumulated deficit was approximately $(37.9) million, compared to approximately $(38.9) million as of December 31, 2023.
  • The audited report of our independent registered public accounting firm to the financial statements for the years ended December 31, 2024, and 2023, included elsewhere in the Report, contains an explanatory paragraph stating that our recurring losses from operations, accumulated deficit and negative working capital raise substantial doubt about our ability to continue as a going concern.
  • We may not generate sufficient revenue to offset such costs to achieve or sustain profitability in the future.
  • We believe our current cash, net proceeds from debt issuances and the amount available from future issuances of common stock will be sufficient to fund our working capital requirements beyond the next 12 months.
  • This belief assumes, among other things, that we will be able to raise additional equity financing, will continue to be successful in implementing our business strategy and that there will be no material adverse developments in the business, liquidity or capital requirements.
  • If one or more of these factors do not occur as expected, it could have a material adverse impact on our activities, including (i) reduction or delay of our business activities, (ii) forced sales of material assets, (iii) defaults on our obligations, or (iv) insolvency.
  • Our planned investments may not result in increased revenue or growth of our business.
  • As a result, we may incur significant losses for the foreseeable future, and may not be able to achieve and/or sustain profitability.
  • If we fail to achieve and sustain profitability, then we may not be able to achieve our business plan, fund our business or continue as a going concern.
  • OenStop Assurance, PAC, our independent registered public accounting firm for the fiscal year ended December 31, 2024 and December 31, 2023, has included an explanatory paragraph in their opinion that accompanies our audited consolidated financial statements as of and for the year ended December 31, 2024 and December 31, 2023, indicating that our recurring losses from operations and a working capital deficiency raises substantial doubt about our ability to continue as a going concern.
  • As further set forth below, we anticipate that we will need significant additional capital, or we may be required to curtail or cease operations.
  • We anticipate that our principal sources of liquidity will not be sufficient to fund our activities to obtain long-term, sustainable profitability.
  • If the amount of capital we can raise from financing activities, together with our revenues and profits from operations, is not sufficient to satisfy our capital needs, even to the extent that we reduce our operations accordingly, we may be required to curtail or cease operations.
  • We are a development stage company, and we may not be able to sustain our rapid growth, effectively manage our anticipated future growth or implement our business strategies.
  • Although we have experienced significant growth since FANING(FANTOO) was launched, our historical growth rate may not be indicative of our future performance due to our limited operating history and the rapid evolution of our business model, including a focus on the FANING application.
  • We may not be able to achieve similar results or accelerate growth at the same rate as we have historically.
  • In addition, our rapid growth and expansion have placed, and continue to place, significant strain on our management and resources.
  • This level of significant growth may not be sustainable or achievable at all in the future.
  • We believe that our continued growth will depend on many factors, including our ability to develop new sources of revenues, diversify monetization methods including advertising revenue, attract and retain users, increase engagement on our FANING platform, continue developing innovative technologies and application uses in response to shifting demand in the market, increase brand awareness, and expand into new markets.
  • Global interactive technologies is a holding company with no business operations of its own and manages a network of South Korean subsidiaries, subject to South Korean regulation.
  • Further, as we have no business operations of our own, we will depend on the cash flow and business of our subsidiaries to make payments to us and meet our obligations.
  • Global interactive technologies is a holding company with no independent operations of our own.
  • Our South Korean subsidiaries, including Faning Korea,LLC, conduct substantially all of Global interactive technologies’ business operations.
  • Managing the regulatory compliance activities for each of these subsidiaries is a complicated task, and we may expend significant resources doing so.
  • However, we cannot guarantee that we will be able to keep abreast of the changing legal and regulatory landscapes for each of the jurisdictions in which our subsidiaries exist.
  • If any of the regulatory environments applicable to our subsidiaries change materially, and we fail to adapt to such change, our business and financial results may be harmed.
  • Applicable tax laws may also subject such payments to us by our subsidiaries to further taxation.
  • Additionally, as a holding company, we may rely on our operating subsidiaries for distributions or payments for cash flow.
  • Therefore, our ability to fund and conduct our business, service any debt, and pay dividends, if any, in the future may depend on the ability of our South Korean subsidiaries to make upstream cash distributions or payments to us, which may be impacted, for example, by their ability to generate sufficient cash flow or limitations on the ability to repatriate funds, whether as a result of currency liquidity restrictions, monetary or exchange controls, regulatory restrictions, or otherwise.
  • Further, our subsidiaries’ ability to make payments to us will depend on: ● their earnings; ● covenants contained in any debt agreements to which we may then be subject, including any debt agreements of our subsidiaries; ● covenants contained in other agreements to which we or our subsidiaries are or may become subject; ● business and tax considerations; and ● applicable law, including any restrictions under South Korean law that may be imposed on our subsidiaries, including HBC or its subsidiaries and affiliates, that would restrict its ability to make payments to Global interactive technologies.
  • We cannot assure that the operating results of our subsidiaries at any given time will be sufficient to make distributions or other payments to us.
  • In addition, our continued growth depends, in part, on our ability to respond to constant changes in the industry, including rapid technological evolution, continued shifts in user trends.
  • There can be no assurance that any new products or services we develop and offer to our customers will achieve significant commercial acceptance.
  • Such competition may result in the need for us to alter the amount we charge creators in content-sales transactions, and could reduce our gross profit.
  • Much of the Company’s future success depends on the continued availability and service of key personnel, including its Chief Executive Officer, executive team and other highly skilled employees.
  • In addition, government authorities in other countries may seek to restrict user access to our products if they consider us to be in violation of their laws or a threat to public safety or for other reasons, and certain of our products have been restricted by governments in other countries from time to time.
  • The CCPA went into effect in January 2020.
  • The effects of the CCPA potentially are significant, however, and may require us to modify our data processing practices and policies and to incur substantial costs and expenses in an effort to comply.

and 93 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). 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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