YIJIA GROUP CORP. [YJGJ] Filings

Table of Contents

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 July 31, 2024

☐  Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

Commission File Number: 333-218733

Yijia Group Corp.

(Exact name of registrant as specified in its charter)

Tel: +1-919-869-0279

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant 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 and post such files). Yes ☒       No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or . See the definitions of “ large accelerated filer ”, “accelerated filer”, “non-accelerated filer”, “emerging growth company” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

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

The number of shares of the issuer’s common stock issued and outstanding was 25,012,270, as of September 10, 2024.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

PART 1 – FINANCIAL INFORMATION

The accompanying interim consolidated financial statements of Yijia Group Corp. (“the Company”, “we”, “us” or “our”), have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with United States generally accepted principles have been condensed or omitted pursuant to such rules and regulations.

The interim consolidated financial statements are condensed and should be read in conjunction with the Company’s latest annual consolidated financial statements.

In the opinion of management, the consolidated financial statements contain all material adjustments, consisting only of normal adjustments considered necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.

YIJIA GROUP CORP.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

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

YIJIA GROUP CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED JULY 31, 2024 AND 2023

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

YIJIA GROUP CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)

FOR THE THREE MONTHS ENDED JULY 31, 2024 AND 2023

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

YIJIA GROUP CORP.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED JULY 31, 2024 AND 2023

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

YIJIA GROUP CORP.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The following discussion and analysis of our results of operations and financial condition should be read together with our unaudited condensed consolidated financial statements and the notes thereto, which are included elsewhere in this report and our Annual Report on Form 10-K for the fiscal year ended April 30, 2024 (the “Annual Report”) filed with SEC. Our financial statements have been prepared in accordance with U.S. GAAP. In addition, our financial statements and the financial information included in this report reflect our organizational transactions and have been prepared as if our current corporate structure had been in place throughout the relevant periods.

Forward looking statement notice

Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. 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 intend that such forward-looking statements be subject to the safe harbors for such statements. 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. We disclaim any obligation subsequently to 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.

Financial information contained in this report and in our financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

Corporate Overview

Yijia Group Corp. (“the Company” or “YJGJ”) was incorporated on January 25, 2017 under the laws of the State of Nevada, United States of America, formerly known as Soldino Group Corp.

The Company has currently commenced its operation in the rendering of consulting advisory services in management business, accounting and finance services; and provides healthcare products and health consultation services to domestic and international customers.

Meanwhile, the Company continues to look for other opportunities which could potentially increase the profits of the Company in the year 2024.

Results of Operations

Currently, we commenced our operation in the rendering of business consulting service and marketing and supplying healthcare products to domestic and international customers.

The following table sets forth certain operational data for the three months ended July 31, 2024 and 2023:

Revenue

We generated revenues of $108,477 and $Nil for the three months ended July 31 2024 and 2023, respectively. Our major customer is located in Hong Kong. Our revenue significantly increased by $108,477, or 100% due to the commencement of business of the healthcare products segment.

During the three months ended July 31, 2024 and 2023, the nature of businesses and segment was shown as below:

Currently, the Company has two reportable business segments:

In the following table, revenue is disaggregated by primary major product line, including a reconciliation of the disaggregated revenue with the reportable segments. For the three months ended July 31, 2023, the consulting service and healthcare segment did not generate any revenue.

The below revenues are based on the countries in which the customer is located. Summarized financial information concerning the geographic segments is shown in the following tables:

For the three months ended July 31, 2024, there is a sole customer who accounted for 100% of the Company’s revenues amounting to $108,477.

Cost of revenue

Cost of revenue as a percentage of net revenue was approximately 33% for the three months ended July 31, 2024. No cost of revenue was incurred for the three months ended July 31, 2023. Cost of revenue increased by $35,304, or 100%, is exclusively attributable to the commencement of business of healthcare product segment.

For the three months ended July 31, 2024, there is one vendor who accounted for 54% of the Company’s purchase cost amounting to $114,598.

Gross profit

We achieved a gross profit of $73,173 and $Nil for the three months ended July 31, 2024 and 2023, respectively. Gross profit increased by $73,173 is primarily attributable to the commencement in sales of healthcare products.

Sales and distribution expenses

We incurred sales and distribution expenses of $7,030 and $Nil for the three months ended July 31, 2024 and 2023, respectively. Sales and distribution expenses increased by $7,030 is primarily attributable to the increase in advertising expenses aligned with the newly healthcare products.

Personnel and benefit costs

We incurred personnel and benefit costs of $53,984 and $Nil for the three months ended July 31, 2024 and 2023, respectively. Personnel and benefit costs increased by $53,984, is primarily attributable to the increase in the salaries of key management personnel.

General and administrative expenses

We incurred general and administrative expenses of $57,573 and $24,247 for the three months ended July 31, 2024 and 2023, respectively. General and administrative expenses increased by $33,326, or 137% is primarily attributable to an increase in legal and professional fees during the period.

Net loss

As a result of the factors described above, we reported net loss of $55,211 and 24,247 for the three months ended July 31, 2024 and 2023, respectively.

Liquidity and capital resources

On July 31, 2024, we had total current assets of $ 1,200,851, which consisted primarily of $141,635 in cash, $213,463 in inventories, $840,262 in advances to vendor and $5,491 in other current assets. We had total current liabilities of $199,374, which consisted of $67,249 in accounts payable and accrued expenses, $1,859 in other current liabilities, $55,600 due to related parties and $ 74,666 in income tax payable.

On April 30, 2024, we had total current assets of $1,192,858, which consisted primarily of $593,036 in cash, $132,873 in inventories, $460,870 in advances to vendor and $6,079 in other current assets. We had total current liabilities of $136,920, which consisted of $60,749 in accounts payable and accrued expenses, $8,302 in other current liabilities, $3,000 due to related parties and $64,869 in income tax payable.

We have never paid dividends on our Common Stock. Our present policy is to apply cash to investments in product development, acquisitions or expansion; consequently, we do not expect to pay dividends on Common Stock in the foreseeable future.

Cash Flows

The following table sets forth a summary of our cash flows for the years ended:

Operating Activities

For the three months ended July 31, 2024, net cash used in operating activities was $504,001 which consisted primarily of a net loss of $55,211, decrease in inventory of $80,590, decrease in advances to vendor of $379,392, and decrease in other current liabilities of $6,443. The amounts were partially offset by adjusted non-cash item consisting of share-based compensation of $750, increase in other current assets of $588, increase in accounts payable and accrued expenses of $6,500, and increase in income tax payable of $9,797.

For the three months ended July 31, 2023, net cash used in operating activities was $26,147, which consisted primarily of a net loss of $24,247 and a decrease in accrued liabilities and other payables of $9,797.

Financing Activities

For the three months ended July 31, 2024, net cash provided by financing activities was $52,600, which consisted primarily of proceed from a director.

For the three months ended July 31, 2023, net cash provided by financing activities was $17,419, which consisted primarily of proceed from a related party and a director.

Limited operating history; need for additional capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are in a start-up stage of operations and have generated limited revenues since inception. We cannot guarantee that we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Contractual Obligations and Commercial Commitments

We have no contractual obligations and commercial commitments as of July 31, 2024.

None.

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of July 31, 2024. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

The matters involving internal controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our Board of Directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; and (3) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses were identified by our Chief Executive Officer and Chief Financial Officer in connection with the review of our financial statements as of July 31, 2024.

Management believes that the material weaknesses set forth in items (2) and (3) above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our Board of Directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

Changes in Internal Controls over Financial Reporting

There was no change in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. We are aware that any system of controls, however well designed and operated, can only provide reasonable, and not absolute, assurance that the objectives of the system are met, and that maintenance of disclosure controls and procedures is an ongoing process that may change over time.

PART II.  OTHER INFORMATION

We are not currently a party to any legal proceedings, and we are not aware of any pending or potential legal actions.

The information to be reported under this Item is not required for smaller reporting companies.

None.

None.

None.

During the quarter ended July 31, 2024, no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

The following exhibits are included as part of this report by reference:

* Filed herewith.

** Furnished herewith and not to be incorporated by reference into any filing of Yijia Group Corp. under the Securities Act or the Exchange Act whether made before or after the date of this Quarterly Report.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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 on September 10, 2024.