Executive Summary

Byrn, Inc. has released its Annual Report for the year ended December 31, 2025. The report provides a comprehensive overview of the company’s financial position, operating results, corporate governance, and risk factors. Below, we break down the critical elements that investors and shareholders need to know.

Key Points for Investors

• Going Concern Warning: The independent registered public accounting firm has issued a “substantial doubt” opinion regarding Byrn, Inc.’s ability to continue as a going concern. This is due to recurring losses, a significant accumulated deficit, and ongoing negative cash flows from operations. The financial statements have been prepared under the assumption that the company will continue operating, but there is no guarantee this will be the case. This is highly price-sensitive information and could have a material impact on share values.
• Stock Information: Byrn, Inc.’s common stock is not quoted on any exchange. The company has not paid dividends since incorporation and does not anticipate paying dividends in the foreseeable future. The policy is to retain earnings to develop and market products.
• Ownership Structure: David Lazar holds 9,000,000 preferred shares, representing 84.27% of that class. Creators Guild holds 284,154,791 common shares, representing 67.7% of that class. The concentration of ownership is significant and has implications for control and potential future actions, including any change in control or major transactions.
• Legal Proceedings: There are no pending legal proceedings involving the company, its directors, officers, affiliates, or significant shareholders.
• Financial Results & Shareholder Equity:
  • The company continues to record net losses, with basic and diluted earnings per share at \$0.00 for both 2025 and 2024. The weighted average number of shares outstanding is 419,984,423.
  • As of December 31, 2025, total stockholders’ equity (deficit) is negative, reinforcing the going concern issue.
• Off-Balance Sheet Arrangements: The company does not have any off-balance sheet arrangements that could have a material effect on its financial condition or results of operations.
• Internal Controls: Management asserts that disclosure controls and procedures, as well as internal controls over financial reporting, are effective as of December 31, 2025. However, the independent auditor has not provided an attestation report on internal controls due to the company’s small reporting status.
• New Accounting Policies: The financial statements are prepared in accordance with US GAAP and FASB guidelines. No significant recent accounting pronouncements are reported to impact the company materially.
• Executive Compensation and Related Parties: Details on executive compensation and beneficial ownership are provided. David Lazar is the sole director and executive officer, holding a controlling stake through preferred shares.
• Risk Factors: The company anticipates ongoing operating losses, faces challenges related to early-stage development, and may require additional financing, which could be dilutive to current shareholders. There is no guarantee of securing new funding on acceptable terms.

Matters Potentially Impacting Share Price

• Going Concern Uncertainty: The explicit warning from auditors about substantial doubt regarding the company’s ability to continue is a major risk factor. If the company cannot secure additional funding or turn around its operations, it may result in a significant decline in share value or even cessation of business.
• Absence of Dividend Payments: The continued policy of not paying dividends and retaining earnings for operations may impact investor returns, making the stock less attractive to income-oriented investors.
• Concentration of Ownership: With one individual and one entity controlling a large majority of voting shares, minority shareholders may have limited influence over major corporate decisions, including any potential restructuring or sale of the company.
• Lack of Trading Market: The fact that the company’s common stock is not quoted on any exchange severely limits liquidity for shareholders.

Additional Details for Shareholders

• Board Composition and Corporate Governance: The board has only one member, David Lazar, who also serves as CEO and principal executive. There are no board committees, and corporate governance is concentrated in a single individual.
• No Material Legal or Regulatory Issues: The company is not subject to any ongoing legal or regulatory investigations or proceedings.
• Market Risks: The company does not report any significant quantitative or qualitative market risks (e.g., interest rate, foreign exchange), likely due to the early-stage and unlisted nature of its business.
• Notes to Financial Statements: A reverse stock split (1 for 1,000) and reduction in authorized shares were effected in 2020, which may continue to impact the capital structure for current and future shareholders.

Conclusion: What This Means for Investors

The most important takeaway from this annual report is the serious going concern warning. The auditors have highlighted that Byrn, Inc. faces a material risk of not being able to continue as a viable business without a significant turnaround or injection of capital. This, combined with persistent losses, negative shareholder equity, no dividend policy, and high concentration of ownership, means that the stock is extremely high-risk and could experience significant price volatility (if or when it becomes tradable).

Shareholders should monitor the company’s announcements regarding future funding, restructuring, or strategic transactions, as any developments in these areas could have a direct and significant impact on share price and overall investment value.