APPlife Digital Solutions Inc. (ALDS) updated its prospectus to cover up to 16,577,091 common shares: 6,971,591 held by selling holders, 3,605,500 issuable through warrant exercise or preferred-stock/note conversion, and up to 6,000,000 issuable to C/M Capital Master Fund LP under its purchase agreement. No additional securities are registered by this amendment. ALDS receives no proceeds from holder resales, but may receive proceeds from cash warrant exercises and shares sold to C/M; the agreement permits purchases of up to $15 million, subject to its conditions.
For fiscal 2026, revenue was $2,297,200 and net loss was $4,673,550, including a $2,697,728 goodwill impairment. Cash was $21,725 and the working-capital deficiency was $4,012,622 as of June 30, 2026; the auditor's report expressed substantial doubt about ALDS's ability to continue as a going concern. ALDS reports defaults on several debts and says it lacks cash to repay them. As of October 16, 2026, 8,212,128 shares were outstanding and 17,911,912 reserved against 20,000,000 authorized; an approved increase to 990,000,000 shares was not yet effective.
APPlife Digital Solutions, Inc. (ALDS) stockholders representing 33,575,391 votes, approximately 77.56% of total voting power, approved by written consent an amendment that would increase authorized common shares from 20,000,000 to 990,000,000. Consent was received October 19, 2026, including from officers, directors and entities they control. The amendment will not become effective until at least 20 calendar days after the information statement is first mailed, expected on or about October 30, 2026; the company does not expect effectiveness before November 19, 2026.
As of October 16, 2026, 8,212,128 common shares were outstanding and 17,911,912 shares were reserved for issuance, together exceeding current authorization by 6,124,040 shares. The company says it is not currently compliant with certain contractual reservation requirements; without the amendment, conversions or issuances could be delayed or result in defaults or cash payment obligations.
The amendment itself will not change shares outstanding or current holders’ rights, but any future common-stock issuance will dilute voting power and percentage ownership. The board cites capital raising, settling obligations in stock, compensation and acquisitions as possible uses. Independent auditors expressed substantial doubt about the company’s ability to continue as a going concern.
APPlife Digital Solutions Inc. (ALDS) reported fiscal 2026 revenue of $2,297,200 and gross profit of $500,290 from its aftermarket auto-parts e-commerce business. Operating expenses were $4,878,869, including a $2,697,728 goodwill impairment, and net loss was $4,673,550.
At June 30, 2026, cash was $21,725, the working capital deficiency was approximately $4,012,622, and the accumulated deficit was $8,295,331. Net cash used in operating activities was $752,992 for fiscal 2026. Management and the independent auditor said these conditions raise substantial doubt about APPlife’s ability to continue as a going concern.
APPlife disclosed that its Labrys Fund II, L.P. note went into default January 30, 2026, after a required amortization payment was missed; C/M Capital Master Fund, LP convertible notes with original principal amounts of $150,000 and $225,000 matured August 20, 2026 without repayment; and a credit-card facility Michael Hill, the chief executive officer, made available to the subsidiary has been in default since April 22, 2026. Management said disclosure controls and internal control over financial reporting were ineffective as of June 30, 2026, citing insufficient written policies and accounting resources.
APPlife Digital Solutions Inc. (ALDS) says it could not file its fiscal 2026 Form 10-K by the prescribed due date and expects to file it on or before the fifteenth calendar day following that due date. It needs additional time to prepare its consolidated financial statements and disclosures and for its independent registered public accounting firm to complete the audit. The company cites its first full year of consolidated operations following the reverse acquisition of Sugar Auto Parts, convertible notes with embedded derivative features and related valuations, and a 1-for-250 reverse stock split.
Subject to audit completion, ALDS expects approximately $2.3 million in revenue and a net loss of approximately $4.7 million for the year ended June 30, 2026. The comparison is with approximately $0.3 million in revenue and a net loss of approximately $1.0 million for the period from January 6, 2025, through June 30, 2025, which was not equal in length. The company attributes the expected increase in net loss primarily to an approximately $2.7 million non-cash goodwill impairment charge, higher operating expenses, and finance expense and debt-discount amortization, partly offset by an approximately $1.0 million non-cash gain from changes in derivative-liability fair value. The estimates are preliminary and unaudited.
APPlife Digital Solutions, Inc. entered into a Securities Purchase Agreement with an accredited investor on August 5, 2026, issuing a 6% convertible redeemable promissory note with an aggregate principal amount of $170,000. The note was sold with a $17,000 original issue discount, for a purchase price of $153,000, bears interest at 6% per annum, and matures on August 5, 2027.
Beginning six months after issuance, the investor may convert principal and accrued interest into common stock at a conversion price equal to 65% of the lowest trading price during the 20 trading days immediately before the conversion date. Conversions are subject to a 4.99% beneficial ownership limitation, which the investor may increase to 9.9% with at least 60 days’ prior written notice. The company may prepay the note within 180 days at premiums ranging from 105% to 140% of outstanding principal and accrued interest, and the note includes customary default provisions that can increase the conversion discount upon an event of default. The securities were issued in a private offering relying on Section 4(a)(2) and/or Rule 506 of Regulation D.
APPlife Digital Solutions, Inc. is implementing a 1-for-250 reverse stock split of its common stock. The board approved the ratio on May 22, 2026, following prior stockholder authorization at an April 10, 2025 special meeting. The split is expected to become effective at 12:01 a.m. on June 12, 2026, when every 250 issued and outstanding common shares will automatically combine into one share.
The reverse split does not change the par value of the common stock, the number of authorized preferred shares, or general stockholder rights, other than adjustments needed for fractional shares. Fractional positions will be rounded up so each affected holder receives one whole share. Outstanding warrants and stock options will be adjusted proportionately, including exercise prices. Trading on the OTC Markets is expected to reflect the split on June 12, 2026 under the temporary symbol ALDSD for 20 business days, then revert to ALDS, with a new CUSIP number of 03829G206. The company states the reverse split is intended to improve the marketability and liquidity of its common stock.
Applife Digital Solutions, Inc. reported its first periods of meaningful operations as an aftermarket automotive parts ecommerce business. For the nine months ended March 31, 2026, the company generated revenue of $2,075,142 with cost of goods sold of $1,613,140, resulting in gross margin of $462,002.
Operating expenses were $1,746,130 and other net expenses were $60,978, leading to a net loss of $1,345,106. As of March 31, 2026, Applife had cash of $16,305, current liabilities of $3,662,448, a working capital deficit of $3,543,173, and a stockholders’ deficit of $2,011,183, and disclosed substantial doubt about its ability to continue as a going concern.
Applife Digital Solutions, Inc. entered into a financing agreement on March 9, 2026 by issuing a convertible promissory note with a principal amount of $60,000, which includes a $6,000 original issue discount for a purchase price of $54,000. The note carries a one-time interest charge of $7,200 at 12%, matures in 12 months, and may be converted into common stock at 65% of the lowest traded price over the 10 trading days before conversion, subject to a 4.99% beneficial ownership cap.
On the same date, Applife Digital Solutions entered a six-month investor relations and digital marketing services agreement with PCG Advisory, Inc. and PRISM Digital Media. As compensation, PCG Advisory will receive 20,000,000 shares of common stock for services under this agreement.
APPlife Digital Solutions, Inc. (ALDS) reported significant losses and liquidity pressure for the quarter and six months ended December 31, 2025. The company generated revenue of $1,358,481 over six months with cost of goods sold of $1,026,603, producing gross profit of $331,878 but a net loss of $902,544.
Cash was only $137,330 against current liabilities of $3,418,288, resulting in a working capital deficit of $3,265,749 and a stockholders’ deficit of $1,691,140. Management explicitly raises substantial doubt about the company’s ability to continue as a going concern, and is relying on new convertible notes and a $15,000,000 equity line of credit along with highly dilutive preferred stock and derivative-linked financing to fund operations.
APPlife Digital Solutions filed a prospectus covering the resale of 1,742,897,698 existing common shares and additional shares tied to financing instruments, including 40,500,000 shares underlying warrants, 473,100,000 from convertible preferred stock, 387,775,000 from convertible debentures, and up to 1,500,000,000 shares under a purchase agreement.
The company may sell up to $15,000,000 of stock to C/M Capital Master Fund LP over about 36 months, with proceeds earmarked for working capital, marketing, platform development and potential acquisitions. APPlife operates a development-stage U.S. ecommerce business for aftermarket automotive parts and recently completed a reverse merger to make Sugar Auto Parts its main operating subsidiary.
Financially, for the year ended June 30, 2025, APPlife reported revenue of 315,130, total assets of 2,832,751, total liabilities of 3,644,529 and a net loss of 997,763, resulting in a stockholders’ deficit. As of September 30, 2025, it showed quarterly revenue of 464,172, a small net gain of 96,322, cash of 47,257 and continued negative equity, and its auditors raised substantial doubt about the company’s ability to continue as a going concern.