GITS — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-09-09

• During the six months ended June 30, 2026, management identified indicators of impairment related to the FANING platform, including continued minimal revenue generation, continuing operating losses, lower-than-expected commercialization activities, a revised commercialization timeline, and the need …

• Under ASC 360, management first evaluated whether the carrying amount of the asset group was recoverable based on the estimated undiscounted future cash flows expected to result from the use and eventual disposition of the asset group. Based on management’s analysis, the aggregate undiscounted futur…

• The recoverability analysis was based on management’s updated operating forecast and included significant assumptions regarding future commercialization of the Faning platform, including projected user acquisition beginning in fiscal year 2027, estimated customer acquisition costs, monthly active us…

• Compared with the assumptions utilized in the Company’s December 31, 2025 impairment assessment, management revised its forecast to reflect an approximate twelve-month delay in commercialization and revenue generation. The delay reduced expected near-term cash flows and was a significant factor in m…

• Although management estimated the fair value of the Faning software intangible asset to be approximately $2.2 million as of June 30, 2026, compared with its carrying amount of approximately $2.7 million, no impairment charge was recognized. Under ASC 360, impairment is recognized only if the carryin…

Text removed vs the prior filing · source: 10-Q · 2026-06-22

• Comparison of Results of Operations for the Three Months Ended March 31, 2026 and 2025

• Revenue for the three months ended March 31, 2026 was $96 compared to sales of $-0- for the three months ended March 31, 2025. The revenue sources primarily relate to subscriptions and in-app purchase in the FANING platform.

• Cost of sales were $0 for the three months ended March 31, 2026 and March 31, 2025, respectively.

• Operating expenses for the three months ended March 31, 2026 were $496,447 compared to $563,468 during the same three months ended March 31, 2025. The material decrease in expenses is attributable to a decrease in our amortization expenses of intangible asset.

• Operating expenses for the three months ended March 31, 2026 were primarily composed of: Amortization expense of $189,316, lease expense of $56,328, annual fee expense of $56,000, legal and professional fees expense of $101,912, salary expense of $53,650, directors’ fee expense of $36,000, and other…

Text added vs the prior filing · source: 10-Q · 2026-09-09

• We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required by this Item.

Text removed vs the prior filing · source: 10-Q · 2026-06-22

• We are exposed to market risks in the ordinary course of our business. Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily the result of fluctuations in foreign currency and …

• The Company’s functional currency is KRW and reporting currency is USD. FANING KOREA, LLC, the Company’s wholly owned Korean subsidiary, maintains certain local accounts and records in KRW in connection with administrative support activities in South Korea.

• As a result, the Company may be exposed to foreign currency risk from fluctuations in exchange rates between KRW and USD with respect to KRW-denominated assets, liabilities, expenses, and cash flows associated with FANING KOREA, LLC’s administrative activities.

• The Company does not currently enter into derivative instruments or other hedging transactions to manage foreign currency risk.

• The Company’s cash and cash equivalents, deposits, and other balances held with banks and financial institutions may be subject to concentration of credit risk. The Company seeks to place its cash and cash equivalents with financial institutions that management believes are of acceptable credit qual…

Text added vs the prior filing · source: 10-Q · 2026-09-09

• Following the resignation of the Company’s former Chief Financial Officer on December 22, 2025, the Company operated without a separately designated Principal Financial Officer until May 18, 2026, when the Chief Executive Officer formally assumed the role of Principal Financial and Accounting Office…

• Management acknowledges the deficiency related to the identification and disclosure assessment of related parties. The Company has taken corrective actions with respect to the identified related-party disclosure deficiency and is implementing enhanced procedures designed to improve the identificatio…

• Except as described above, there were no changes in the Company’s internal control over financial reporting during the quarter ended June 30, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Text removed vs the prior filing · source: 10-Q · 2026-06-22

• Management acknowledges the deficiency related to the identification and disclosure assessment of related parties. The Company has corrected the public filing through an amended filing and plans to implement enhanced procedures for identifying, documenting, and reviewing related-party relationships …

• On December 22, 2025, during the quarter ended December 31, 2025, the Company’s Chief Financial Officer, Juhyon Shin, submitted his resignation, which was accepted by the company in March 2026 and was disclosed in the Company’s Current Report on Form 8-K filed on March 19, 2026.

• During the transition, the Company relied on management oversight and outside accounting and professional advisors to support its financial reporting process. And the Company is currently offering a position for CFO and is seeking to hire a new CFO.

• Except as described above, there were no changes in the Company’s internal control over financial reporting during the quarter ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Text added vs the prior filing · source: 10-Q · 2026-09-09

• The Company received the written decision of the administrative appeal from the Central Administrative Appeals Commission by mail on November 6, 2025. The Company has brought an action for cancellation of the fine before the Seoul Administrative Court (Case No. 2026Guhap50446), with the Company as p…

• The information set forth under “Legal Matters” in Note 12 “Commitments and Contingencies” to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report, and the complaint filed by the Company’s former Chief Financial Officer with the Korean Ministry of Employment and …

• Additionally, from time to time, we may be involved in various proceedings and litigation, claims and other legal matters arising in the ordinary course of business. Some of these claims, lawsuits, and other proceedings may involve highly complex issues that are subject to substantial uncertainties,…

Text removed vs the prior filing · source: 10-Q · 2026-06-22

• The Company received the written decision of the administrative appeal from the Central Administrative Appeals Commission by mail on November 6, 2025. The Company is currently seeking the cancellation of the administrative surcharge imposed by the Securities and Futures Commission of Korea through a…

Text added vs the prior filing · source: 10-Q · 2026-09-09

• On September 1, 2026, the Company entered into a Share Purchase Agreement to acquire 100% of the issued and outstanding shares of AST Co., Ltd. for a purchase price of KRW 10,000,000. The agreement also contemplates potential shareholder loan financing of up to KRW 1,140,000,000 to support repayment…

• During the three months ended June 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.

Text removed vs the prior filing · source: 10-Q · 2026-06-22

• During the three months ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.