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Hi-Great posts $20K sales, flags going concern

Hi-Great Group Holding Co posted a smaller net loss but continues to operate with minimal cash, a large stockholders’ deficit and a going-concern warning.

(High)
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

Hi-Great Group Holding Co (HIGR) reported that for the six months ended June 30, 2026 it generated sales of $20,210, modestly higher than $19,018 a year earlier, but remained unprofitable with a net loss of $20,167, improved from a $35,982 loss in the prior-year period.

Total assets were only $15,836 against total liabilities of $283,939, leaving a stockholders’ deficit of $268,104 and an accumulated deficit of $1,000,169. Cash was $923 at June 30, 2026, and the company disclosed substantial related-party payables, including $173,764 of accrued royalty to SellaCare, Inc. Management describes Hi-Great as a development stage enterprise focused on agritourism, SellaCare herbal supplements, and a KRAS gene licensing strategy, and states there is substantial doubt about its ability to continue as a going concern without additional financing.

Positive

  • Net loss narrowed for the six months to $20,167 from $35,982 in the prior-year period, reflecting lower professional and general and administrative expenses.
  • Six-month sales increased slightly to $20,210 from $19,018, while cost of sales declined, improving gross profit from $6,914 to $9,097.

Negative

  • The company reports a stockholders’ deficit of $268,104 and an accumulated deficit of $1,000,169, indicating liabilities significantly exceed assets.
  • Cash was only $923 at June 30, 2026 versus current liabilities of $200,689, highlighting very tight liquidity.
  • There is a disclosed going-concern uncertainty because operations do not generate sufficient revenue to cover costs and the company depends on external financing.
  • Accrued royalty and related-party obligations are significant, including $173,764 of licensing expense accrued to SellaCare, Inc. and $84,948 in loans payable to a related party.
  • Management concluded disclosure controls and procedures were not effective as of March 31, 2025, indicating material weaknesses in internal control over financial reporting.

Filing Explained

For the six months ended June 30, 2026, operations used $1,598 of cash while a $2,000 shareholder loan supplied financing; common shares remained at 102,500,000 and no unregistered equity sales were reported, so this disclosed funding increased debt rather than diluting holders.

Six-month Sales $20,210 For the six months ended June 30, 2026 (vs. $19,018 in 2025)
Six-month Net Loss $20,167 Net loss for the six months ended June 30, 2026 (vs. $35,982 in 2025)
Total Assets $15,836 Total assets at June 30, 2026 (vs. $21,494 at December 31, 2025)
Total Liabilities $283,939 Total liabilities at June 30, 2026
Stockholders’ Deficit $268,104 Stockholders’ equity (deficit) at June 30, 2026
Cash Balance $923 Cash at June 30, 2026 (vs. $521 at December 31, 2025)
Accrued Royalty to SellaCare, Inc. $173,764 Licensing expense accrued as of September 13, 2026
Common Shares Outstanding 102,500,000 shares Common stock issued and outstanding as of September 14, 2026
development stage enterprise financial
"The Company is a development stage enterprise devoting substantial efforts"
going concern financial
"The accompanying financial statements have been prepared assuming the continuation of the Company as a going concern"
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
Agritourism other
"The Company is involved in Agritourism and sells herbal supplements"
ASC 606 financial
"The Company records revenue in accordance with FASB Accounting Standards Codification (“ASC”) as topic 606"
A U.S. accounting standard that sets consistent rules for when and how companies record revenue from contracts with customers, focusing on the transfer of promised goods or services. It matters to investors because it affects the timing and amount of reported sales and profit—like deciding whether a contractor can count payment when a job starts, progresses, or finishes—so it improves comparability and helps assess a company's true economic performance.
right-of-use asset financial
"The Company recognizes a right-of-use asset and lease liability for all financing and operating leases"
A right-of-use asset is the value a company records on its balance sheet for the practical use of something it leases — like the benefit of living in a rented office or using leased equipment for a set period. Investors care because it turns many leases into on-balance-sheet assets and matching liabilities, which can change reported leverage, asset base and performance metrics much like taking on a loan would.
KRAS gene medical
"an exclusive global licensing agreement pertaining to the KRAS gene"
Quarterly Sales $6,955 down from $10,135 for the quarter ended June 30, 2025
Quarterly Net Loss $12,337 improved from a $17,044 loss in the same quarter of 2025
Six-month Sales $20,210 up from $19,018 for the six months ended June 30, 2025
Six-month Net Loss $20,167 improved from a $35,982 loss in the prior-year six-month period
Gross Profit (six months) $9,097 up from $6,914 for the six months ended June 30, 2025

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How did HIGR’s revenue perform for the six months ended June 30, 2026?

Hi-Great Group Holding Co reported six-month sales of $20,210, compared with $19,018 for the six months ended June 30, 2025. Cost of sales fell from $12,105 to $11,113, increasing gross profit from $6,914 to $9,097.

What was HIGR’s net income or loss for the latest quarter and year-to-date period?

For the quarter ended June 30, 2026, Hi-Great Group Holding Co recorded a net loss of $12,337, compared to a $17,044 loss a year earlier. For the six-month period, the net loss was $20,167, improved from $35,982 in the prior-year period.

What is Hi-Great Group Holding Co’s financial position and stockholders’ equity?

At June 30, 2026, Hi-Great Group Holding Co had total assets of $15,836 and total liabilities of $283,939, resulting in a stockholders’ deficit of $268,104. The accumulated deficit was $1,000,169.

Does HIGR face going-concern risks according to this 10-Q?

Yes. The company states it has not established ongoing revenues sufficient to cover operating costs and is dependent on debt and equity financing, creating substantial doubt about its ability to continue as a going concern without additional capital.

What is HIGR’s liquidity situation and cash balance?

Hi-Great Group Holding Co reported cash of $923 at June 30, 2026, up from $521 at December 31, 2025. Net cash used in operating activities for the six months was $1,598, while financing activities provided $2,000.

What business activities is HIGR currently focused on?

Hi-Great Group Holding Co describes itself as a development stage enterprise involved in agritourism and herbal supplements sold under the SellaCare brand and working under an exclusive global licensing agreement related to the KRAS gene, with plans to expand into cosmetics.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2026

 

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission file number: 000-56200

 

HI-GREAT GROUP HOLDING COMPANY

(Exact name of registrant as specified in its charter)

 

Nevada   46-2218131
(State or Other Jurisdiction of
Incorporation or Organization)
  (I.R.S. Employer
Identification No.)

 

621 South Virgil Avenue, #470, Los Angeles, California   90005
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (213)-219-7746

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
                     

 

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 such files). Yes ☐ No ☒

 

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

 

Large accelerated filer ☐ Accelerated filer ☐
Non-accelerated filer ☐ Smaller reporting company ☒
    Emerging growth company ☐

 

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 ☒

 

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: As of Sep 14, 2026, the issuer had 102,500,000 shares of its common stock issued and outstanding.

 

 

 

 

 

 

EXPLANATORY NOTE

 

This form 10-Q for the quarter ended June 30, 2026, is being filed as reviewed by our Independent Auditor

 

 

 

 

TABLE OF CONTENTS

 

PART I     1
Item 1. Unaudited Condensed Financial Statements   1
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations   2
Item 3. Quantitative and Qualitative Disclosures About Market Risk   6
Item 4. Controls and Procedures   6
       
PART II     7
Item 1. Legal Proceedings   7
Item 1A. Risk Factors   7
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds   7
Item 3. Defaults Upon Senior Securities   7
Item 4. Mining Safety Disclosures   7
Item 5. Other Information   7
Item 6. Exhibits   7
       
  Signatures   8

 

i

 

 

PART I – FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

 

INDEX TO FINANCIAL STATEMENTS

 

Balance Sheets as of June 30, 2026 (unaudited) and December 31, 2025   F-1
Statements of Operations for the Six Months Ended June 30, 2026 and 2025 (unaudited)   F-2
Statements of Stockholders’ Equity for the Six Months Ended June 30, 2026, and 2025 (unaudited)   F-3
Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025 (unaudited)   F-4
Notes to the Financial Statements (unaudited)   F-5

 

1

 

 

HI-GREAT GROUP HOLDING COMPANY
BALANCE SHEETS

 

    Jun 30,     Dec 31,  
    2026     2025  
    (Unaudited)     (Audited)  
ASSETS            
Current assets:            
Cash   $ 923     $ 521  
Inventory     14,913       20,973  
Advances to Suppliers     -       -  
Receivable from Citi Bank     -       -  
Total current assets     15,836       21,494  
                 
Non-current assets:                
Right of use asset – operating lease – related party     -       -  
Total assets   $ 15,836     $ 21,494  
                 
LIABILITIES AND STOCKHOLDERS’ DEFICIT                
Current liabilities:                
Accounts payable   $ 5,000     $ 9,229  
Accrued expenses     13,936       3,500  
Notes payable – related party     6,740       4,740  
Loan payable – related party     -       -  
Accrued royalty– related party     173,764       168,712  
Interest on Related Party Loan     1,249       -  
Operating lease obligation, current portion – related party     -       -  
State Income Tax Payable     -       -  
Total current liabilities     200,689       186,181  
                 
Non-Current Liabilities:                
Notes payable – related party     83,250       83,250  
Total Liabilities     283,939       269,431  
                 
Commitments and Contingencies                
                 
Stockholders’ Deficit:                
Preferred stock, par value $0.001 per share; 10,000,000 shares authorized; no shares issued and outstanding                
Common stock, par value $0.001 per share; 1,100,000,000 shares authorized; 102,500,000 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively     102,500       102,500  
Additional paid in capital     629,566       629,566  
Accumulated Deficit     (1,000,169 )     (980,002 )
Total stockholders’ equity     (268,104 )     (247,937 )
                 
Total liabilities and stockholders’ equity   $ 15,836     $ 21,494  

 

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

 

F-1

 

 

HI-GREAT GROUP HOLDING COMPANY

PROFIT AND LOSS

 

    For three months ended
June 30
    For six months ended
June 30
 
    2026     2025     2026     2025  
    (Unaudited)     (Unaudited)     (unaudited)     (unaudited)  
                         
Sales   $ 6,955     $ 10,135     $ 20,210     $ 19,018  
Cost of sales-royalty– related party     (1,739 )     (2,534       (5,053 )     (4,754 )
Cost of goods sales     (2,100 )     (2,070       (6,060 )     (7,350 )
Gross profit     3,116       5,531       9,097       6,914  
                                 
Operating expenses:                                
Professional fees     8,802       13,215       17,603       23,165  
Depreciation Expense     -               -       6,892  
Rent expense     -       -       -       -  
General and administrative expenses     6,027       9,360       10,412       13,277  
Total operating expense     14,829       22,575       28,015       43,334  
                                 
Income (Loss) from operations     (11,713 )     (17,044 )     (18,918 )     (36,420 )
                                 
Other income (expense):                                
Interest income     -       -       -       438  
Interest expense     624       -       1,249       -  
Total other (expense) income     (624 )     -       (1,249 )     438  
                                 
Net income (loss)   $ (12,337 )   $ (17,044 )   $ (20,167 )   $ (35,982 )
Net income (loss) per common share – basic and diluted   $ -     $ -     $ -     $ -  
Weighted average common shares     102,500,000       102,500,000       102,500,000       102,500,000  

 

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

 

F-2

 

 

HI-GREAT GROUP HOLDING COMPANY

STATEMENTS OF STOCKHOLDERS’ DEFICIT

FOR THE THREE MONTHS ENDED June 30, 2026 AND 2025

 

    Common     Common     Additional              
    Stock:     Stock:     Paid-in     Accumulated        
    Shares     Amount     Capital     Deficit     Totals  
Balance – December 31, 2019     100,000,000     $ 100,000     $ 619,566     $ (719,802 )   $ (236 )
Net Loss (Restated)                             (12,782 )     (12,782 )
Balance – December 31, 2020     100,000,000     $ 100,000     $ 619,566     $ (732,584 )   $ (13,018 )
Adjustment – Issuance of Stocks                     10,000               10,000  
Adjustment                             5,289       5,289  
Net Income                             2,579       2,579  
Balance – December 31, 2021     100,000,000     $ 100,000     $ 629,566     $ (724,716 )   $ 4,850  
Adjustment                             (1,980 )     (1,980 )
Net Income                             3,300       3,300  
Balance – December 31, 2022     100,000,000     $ 100,000     $ 629,566     $ (723,396 )   $ 6,170  
Adjustment                             12,276       12,276  
Net Income                             (121,758 )     (121,758 )
Balance – December 31, 2023     100,000,000     $ 100,000     $ 629,566     $ (832,878 )   $ (103,312 )
Adjustment                             (11,300 )     (11,300 )
Net Income                             (48,616 )     (48,616 )
Balance – December 31, 2024     100,000,000     $ 100,000     $ 629,566     $ (892,794 )   $ (163,229 )
Net Income                             (87,208 )     (87,208 )
Share Issuance     2,500,000       2,500                       2,500  
Balance – December 31, 2025     102,500,000     $ 102,500     $ 629,566     $ (980,002 )   $ (247,937 )
Net Income                             (7,830 )     (7,830 )
Balance – March 31, 2026     102,500,000     $ 102,500     $ 629,566     $ (987,832 )   $ (255,767 )
Net Income                             (12,337 )     (12,337 )
Balance – June 30, 2026     102,500,000     $ 102,500     $ 629,566     $ (1,000,169 )   $ (268,104 )

 

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

 

F-3

 

 

HI-GREAT GROUP HOLDING COMPANY
STATEMENTS OF CASH FLOWS
(Unaudited)

 

    For the six months ended
June 30,
 
    2026     2025  
             
Cash Flows from operating activities:            
Net Income   $ (20,167 )   $ (35,982 )
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:                
Interest on notes payable     1,248       -  
Changes in operating assets and liabilities:                
Inventory     6,060       7,350  
Advances to Suppliers     -       1,750  
Overdraft     -       -  
Accrued Expenses     10,436       10,750  
Accrued royalty     5,053       4,755  
Accrued interest     -       -  
Accounts Payable     (4,228 )     506  
State Income Tax Payable     -       -  
Operating Lease Obligation (Current Portion)     -       -  
Net cash provided (used) by operating activities     (1,598 )     (10,871 )
                 
Cash Flows from Investing Activities:                
Notes receivable – Related Party     -       -  
Right of Use Asset – Related Party     -       6,892  
Net cash provided (used) by investing activities     -       6,892  
                 
Cash Flows from Financing Activities:                
Notes Payable     -       2,500  
Loan from Shareholder     2,000       (438 )
Operating Lease Obligation     -       -  
Retained Earnings     -       -  
Net cash provided (used) by financing activities     2,000       2,062  
                 
Effect of exchange rate changes     -       -  
                 
Net change in cash     402       (1,917 )
                 
Cash at beginning of period     521       2,140  
Cash at end of period   $ 923     $ 222  
                 
Supplemental schedule of cash flow information:                
                 
Non-cash investing and financing activities:                
Note receivable-related party   $ -     $ -  
Common stock-related party   $ -     $ -  
Right of use asset – operating lease   $ -     $ 0  

 

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

 

F-4

 

 

HI-GREAT GROUP HOLDING COMPANY

NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2025

(Unaudited)

 

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

 

Basis of Presentation and Organization

 

Hi-Great Group Holding Company (the “Company”) is a development stage enterprise that was originally incorporated, on September 30, 2010, under the laws of the State of Nevada.

 

On March 8, 2019, the eight judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for Hi-Great Group Holding Company, proper notice having been given to the officers and directors of Hi-Great Group Holding Company. There was no opposition.

 

On March 15, 2019, the Company filed a certificate of revival with the state of Nevada, appointing David Lazar as President, Secretary, Treasurer and Director.

 

On October 11, 2019, Custodian Ventures entered into a stock purchase agreement whereby they transferred 70,000,000 shares of common stock to Esther Yang in exchange for $225,000 in cash. As a result of the sale, there was a change of control of the Company. There is no family relationship or other relationship between the Seller and the Purchaser.

 

On March 19, 2020, the Company entered in a licensing agreement with SellaCare, Inc. for the licensing of Patents and all future products developed by the SellaCare, Inc. The licensing agreement calls for the Company to pay 25% of all Gross revenues or $1,000, whichever is greater and not less than $1,000, beginning April 30, 2020 and payable the 15th of every month thereafter.

 

On March 16, 2020, the Company entered into a land lease for property located in the unincorporated area of Pearblossom, County of Los Angeles, California, in agreement with Sella Property, LLC. Sella Property, LLC is an entity controlled by Esther Yang. The lease calls for rent payments of $30,000 in annual installments due on the 16th day of March each year.

 

In March 2020, the World Health Organization categorized the novel coronavirus (COVID-19) as a pandemic, and it continues to spread throughout the United States and the rest of the world with different geographical locations impacted more than others. The outbreak of COVID-19 and public and private sector measures to reduce its transmission, such as the imposition of social distancing and orders to work-from-home, stay-at-home and shelter-in-place, have had a minimal impact on our day to day operations. However, this could impact our efforts to enter into a business combination as other businesses have had to adjust, reduce or suspend their operating activities. The extent of the impact will vary depending on the duration and severity of the economic and operational impacts of COVID-19. The Company is unable to predict the ultimate impact at this time.

 

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of presentation

 

The accompanying unaudited financial statements are prepared on the basis of accounting principles generally accepted in the United States of America (“GAAP”). The accompanying unaudited financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the six months ending June 30, 2026. The Company is a development stage enterprise devoting substantial efforts to establishing a new business, financial planning, raising capital, and research into products which may become part of the Company’s product portfolio. The Company has not realized significant sales through since inception. A development stage company is defined as one in which all efforts are devoted substantially to establishing a new business and, even if planned principal operations have commenced, revenues are insignificant.

 

Use of estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates

 

F-5

 

 

Cash and Cash Equivalents

 

For purposes of reporting within the statements of cash flows, the Company considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of six months or less to be cash and cash equivalents.

 

Reclassifications

 

No reclassifications have been made to the current period financial information to conform to the presentation used in the financial statements for the nine months ending June 30, 2026.

 

Revenue Recognition

 

The Company records revenue in accordance with FASB Accounting Standards Codification (“ASC”) as topic 606 (“ASC 606”). The revenue recognition standard in ASC 606 outlines a single comprehensive model for recognizing revenue as performance obligations, defined in a contract with a customer as goods or services transferred to the customer in exchange for consideration, are satisfied. The standard also requires expanded disclosures regarding the Company’s revenue recognition policies and significant judgments employed in the determination of revenue. The Company is involved in Agritourism and sells herbal supplements. The Company sells herbal supplements it buys directly from SellaCare, Inc. and sells those supplements using the SellaCare brand. SellaCare, Inc is a company that is controlled by the Company’s majority shareholder.

 

Cost of Goods Sold

 

Cost of sales includes all direct expenses incurred to produce the revenue for the period. This includes, but is not limited to, product cost and shipping. Cost of goods sold are recorded in the same period as the resulting revenue. The company pays sales based royalty payment of 25% of gross revenue to SellaCare, Inc., its related party. This royalty expense is included in cost of goods sold.

 

Leases

 

The Company adopted the new lease accounting standard, “Accounting Standards Codification Topic 842 Leases (ASC 842)” using the modified retrospective basis for all agreements existing as of January 1, 2019 as described further below under Accounting Standards Adopted.

 

The Company recognizes a right-of-use asset and lease liability for all financing and operating leases with terms greater than twelve months. The lease liability is measured based on the present value of the lease payments not yet paid. The right-of-use asset is measured based on the initial measurement of the lease liability adjusted for any direct costs incurred upon commencement of the lease. The right-of-use assets are amortized on a straight-line basis over the lease term, and are tested for impairment in a manner consistent with the other long-lived assets held by the Company.

 

Adoption of Recent Accounting Pronouncements

 

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

NOTE 3 – GOING CONCERN

 

The accompanying financial statements have been prepared assuming the continuation of the Company as a going concern. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and is dependent on debt and equity financing to fund its operations. Management of the Company is making efforts to raise additional funding until a registration statement relating to an equity funding facility is in effect. While management of the Company believes that it will be successful in its capital formation and planned operating activities, there can be no assurance that the Company will be able to raise additional equity capital or be successful in the development and commercialization of the products it develops or initiates collaboration agreements thereon. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

 

F-6

 

 

NOTE 4 – RELATED PARTY TRANSACTIONS

 

On December 27, 2019, the company obtained a loan in the amount of $5,000 from Jung Ho Yang. The note bears an interest rate of 5% and matures on November 30, 2020. As of December 31, 2020, there is $253 of interest accrued on this note. This note is paid.

 

On January 28, 2020, the company obtained a loan in the amount of $10,000 from Sellacare America, Inc. The note bears an interest rate of 5% and matures on November 30, 2020 As of December 31, 2020, there is $463 of interest accrued on this note. This note is paid.

 

On March 19, 2020, the Company entered in a licensing agreement with SellaCare, Inc. for the licensing of Patents and all future products developed by the SellaCare, Inc. The licensing agreement calls for the Company to pay 25% of all Gross revenues or $1,000, whichever is greater and not less than $1,000, beginning April 30, 2020 and payable the 15th of every month thereafter. As of September 13, 2026, $173,764 of licensing expense has been accrued.

 

On March 16, 2020, the Company entered into a land lease for property located in the unincorporated area in Pearblossom, County of Los Angeles, California, in agreement with Sella Property, LLC. Sella Property, LLC is an entity controlled by Company’s majority shareholder. The lease calls for rent payments of $30,000 in annual installments due on the 16th day of March each year. The lease begins March 16, 2020, and matures March 16, 2025.

 

As of June 30, 2026, a total of $84,948 in loan payable to related party.

 

NOTE 5 – OPERATING LEASE

 

On February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842). The ASU introduces a new leasing model for both lessees and lessors. Topic 842 provides guidance in how to identify whether a lease arrangement exists. Management has evaluated its leasing arrangement and has classified it as operating lease.

 

Operating Lease Obligations

 

On March 16, 2020, the Company entered into a land lease for property located in the unincorporated area Pearblossom, County of Los Angeles, State of California.in agreement with Sella Property, LLC. Sella Property, LLC is a company controlled by the majority shareholder of the Company. The lease calls for rent payments of $30,000 in annual installments due on the 16th day of March each year. The lease begins March 16, 2020 and matures March 16, 2025.

 

Lease obligations at March 31, 2026 consisted of the following:

 

Right to Use Asset – USD $0

 

Right to Use Liability – USD $0

 

The following Cost related to the lease of the Company for the year ended March 31, 2026

 

Lease Depreciation -USD $0

 

Lease Interest -USD $0

 

Total Lease Cost -USD $0

 

NOTE 6 – SUBSEQUENT EVENTS

 

Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were issued and has determined that no material subsequent events exist.

 

F-7

 

 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following information should be read in conjunction with our financial statements and related notes thereto included in Part I, Item 1, above.

 

Forward Looking Statements

 

Certain matters discussed herein are forward-looking statements. Such forward-looking statements contained in this Form 10-Q involve risks and uncertainties, including statements as to:

 

  ● our future strategic plans;

 

  ● our future operating results;

 

  ● our business prospects;

 

  ● our contractual arrangements and relationships with third parties;

 

  ● the dependence of our future success on the general economy;

 

  ● our possibility of not successfully raising future financings; and

 

  ● the adequacy of our cash resources and working capital.

 

These forward-looking statements can generally be identified as such because the context of the statement will include words such as we “believe,” “anticipate,” “expect,” “estimate” or words of similar meaning. Similarly, statements that describe our future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties which are described in close proximity to such statements, and which could cause actual results to differ materially from those anticipated. Shareholders, potential investors and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included herein are only made as of the date of this Form 10-Q, and we undertake no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

 

Executive Overview

 

Hi-Great Group Holding Company (the “Company”) is a development stage enterprise that was originally incorporated, on September 30, 2010, under the laws of the State of Nevada.

 

On March 8, 2019, the eight judicial District Court of Nevada appointed Custodian Ventures, LLC as custodian for Hi-Great Group Holding Company, proper notice having been given to the officers and directors of Hi-Great Group Holding Company. There was no opposition.

 

On March 15, 2019, the Company filed a certificate of revival with the state of Nevada, appointing David Lazar as, President, Secretary, Treasurer and Director.

 

On March 20, 2019, the Company issued 70,000,000 shares of common stock to Custodian Ventures, LLC (controlled by David Lazar) at par for shares valued at $70,000 in exchange for settlement of a portion of a related party loan for amounts advanced to the Company in the amount of $16,100, and the promissory note issued to the Company in the amount $53,900.

 

On October 14, 2019, as a result of a private transactions, 70,000,000 shares of common stock (the “Shares”) of Hi-Great Group Holding Co. (the “Company”), were transferred from Custodian Ventures LLC to Esther Yang (the “Purchaser”). As a result, the Purchaser became a 70% holder of the voting rights of the issued and outstanding share capital of the Company, on a fully diluted basis, and became the controlling shareholder.

 

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On October 14, 2019, and effective October 15, 2019, the existing director and officer resigned. Accordingly, David Lazar, serving as a director and an officer, ceased to be the Company’s Chief Executive Officer, Chief Financial Officer, President, Treasurer, Secretary and a Director. At the effective date of the transfer, Ho Soon Yang consented to act as the new President, CEO, CFO, Treasurer, Secretary and Chairman of the Board of Directors of the Company.

 

Ho Soon Yang was appointed as a Chief Executive Officer, President, Secretary, Treasurer and Chairman of Board of Directors of the Company.

 

On February 25, 2020 the Board of Directors via Written Consent Approved the Addition of Alex Jun Ho Yang to the Board of Directors on the same day, and effective immediately, the following Officers were appointed, Alex Jun Ho Yang. Chief Executive Officer, Ho Soon Yang, Chief Financial Officer and Esther Yang as Secretary to the Company. Previously, Ho Soon Yang was the acting President, Chief Executive Officer, Chief Financial Officer, Treasurer and Secretary of the Company and the sole Director of the Company.

 

On April 16, 2020, Esther Yang through a Share Purchase Agreement sold 65,001,000 of the 70,000,000 shares she had purchased from Custodian Ventures, LLC in the Company to Jun Ho Yang and Ho Soon Yan. On April 22, 2020, she resigned as Corporate Secretary and Director of the Company. As of March 31, 2025, Esther Yang remaining shares is 4,999,000.

 

On April 24, 2020, Madeline Choi was appointed as Secretary to the Company by the Current Board of Directors.

 

On April 29, 2020, Madeline Choi was transferred 1,000,000 shares from Alex Jun Ho Yang as compensation for serving as Secretary.

 

On September 22, 2020, Madeline Choi resigned as Secretary of the Company and Ho Soon Yang resumed the role of Secretary.

 

Hi-Great Group Company has withdrawn CBD Oils from our business plan. Hi-Great Group Holding Company holds the exclusive worldwide license agreement New Business plan with the KRAS gene among the most frequently mutated genes across all cancers, including pancreatic, lung, and colorectal. KRAS is thought to be an initial “driver” mutation that leads to cancer formation. And continue to market, sell and distribute SellaCare, Inc’s organic longevity health supplement. the current worldwide exclusive license agreement with SellaCare, Inc. in the areas of Longevity and additional health benefits and also expand into the lucrative cosmetic sector as an overall sustainable revenue platform as they become a significant supplier in each of the six industry sectors remaining as same.

 

Website: Under construction

 

Our Business Objectives

 

Our principal business objective is to maximize shareholders returns through a combination of (1) dividends to our shareholders, (2) sustainable long-term growth in cash flows from distribution of the products described herein, (3) potential long-term appreciation in the value of our properties from capital gains upon future sales, (4) other sustainable agricultural business opportunity which the Board of Directors determines to be beneficial to Company, or (5) distribution of plant-based finished consumer product and integrate the use of specialty herbs into its worldwide health supplement business to include expansion into the cosmetics sector using multiple herbal oils and compounds.

 

Business Overview

 

Hi-Great Group Company has been refocusing our efforts on an exclusive global licensing agreement pertaining to the KRAS gene. This gene is frequently mutated in a variety of cancers, including those affecting the pancreas, lungs, and colon, and is considered a pivotal “driver” mutation in cancer initiation. We will also uphold our commitment to marketing, selling, and distributing SellaCare, Inc.’s organic longevity health supplement under our existing worldwide exclusive license agreement. Furthermore, we plan to diversify into the thriving cosmetic sector as a strategic component of our sustainable revenue approach, all while retaining our presence in the other six industry sectors.

 

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Results of Operation for the three Months Ended June 30, 2026 and 2025

 

Sales and Cost of Sales

 

For the three months ended June 30, 2026, we had $6,955 of sales compared to $10,135 for the three months ended June 30, 2025. Our cost of sales for the three months ended June 30, 2026, was $3,839 compared to $4,604 for the three months ended June 30, 2025. The Company started to generate revenue in the beginning of 2020.

 

Professional fees

 

For the three months ended June 30, 2026, we incurred $8,802 of professional fee expenses compared to $13,215 for the three months ended June 30, 2025. The decrease in professional fees in the current period is attributed to a decrease in accounting service and audit expenses.

 

General and administrative

 

For the three months ended June 30, 2026, we incurred $6,027 of general and administrative expense (“G&A”) compared to $7,554 for the three months ended June 30, 2025. The decrease in the current year is attributed to an decrease in fees and contractor expenses.

 

Other income (expense)

 

For the three months ended June 30, 2026, we had an interest expense of $624, compared to misc. income of $- for the three months ended June 30, 2025.

 

Net loss

 

For the three months ended June 30, 2026, the Company had a net loss of $12,337 as compared to a net loss of $17,044 for the three months ended June 30, 2025.

 

Results of Operation for the Six Months Ended June 30, 2026 and 2025

 

Sales and Cost of Sales

 

For the six months ended June 30, 2026, we had $20,210 of sales compared to $19,018 for the six months ended June 30, 2025. Our cost of sales for the six months ended June 30, 2026, was $11,113 compared to $12,105 for the six months ended June 30, 2025. The Company started to generate revenue in the beginning of 2020.

 

Professional fees

 

For the six months ended June 30, 2026, we incurred $17,603 of professional fee expenses compared to $23,165 for the six months ended June 30, 2025. The decrease in professional fees in the current period is attributed to a decrease in audit expenses.

 

General and administrative

 

For the six months ended June 30, 2026, we incurred $9,436 of general and administrative expense (“G&A”) compared to $15,874 for the six months ended June 30, 2025. The decrease in the current year is attributed to an decrease in lease expenses.

 

Other income (expense)

 

For the six months ended June 30, 2026, we had an interest expense of $1,249, compared to misc. income of $438 for the six months ended June 30, 2025.

 

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Liquidity and Capital Resources

 

We have an accumulated deficit of $1,000,168 and had a net loss of $12,337 for the six months ended June 30, 2026.

 

Operating Activities

 

We used $1,598 from our operations for the six months ended June 30, 2026, compared to cash generated $23,111 for the six months ended June 30, 2025.

 

We generated $0 from investing activities for six months ended June 30, 2026, compared to generating $6,892 from investing activities for a right of use of asset in the prior period.

 

We generated $2,000 for financing activities for the six months ended June 30, 2026, compared to $2,062 generated for the six months ended June 30, 2025.

 

Critical Accounting Estimates and Policies

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Note 2 to the Financial Statements describes the significant accounting policies and methods used in the preparation of the Financial Statements. Estimates are used for, but not limited to, contingencies and taxes.  Actual results could differ materially from those estimates. The following critical accounting policies are impacted significantly by judgments, assumptions, and estimates used in the preparation of the Financial Statements.

 

We are subject to various loss contingencies arising in the ordinary course of business. We consider the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as our ability to reasonably estimate the amount of loss in determining loss contingencies.  An estimated loss contingency is accrued when management concludes that it is probable that an asset has been impaired, or a liability has been incurred and the amount of the loss can be reasonably estimated.  We regularly evaluate current information available to us to determine whether such accruals should be adjusted.

 

We recognize deferred tax assets (future tax benefits) and liabilities for the expected future tax consequences of temporary differences between the book carrying amounts and the tax basis of assets and liabilities.  The deferred tax assets and liabilities represent the expected future tax return consequences of those differences, which are expected to be either deductible or taxable when the assets and liabilities are recovered or settled.  Future tax benefits have been fully offset by a 100% valuation allowance as management is unable to determine that it is more likely than not that this deferred tax asset will be realized.

 

Off-Balance Sheet Arrangements

 

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

 

Recent Accounting Pronouncements

 

The Company has implemented all the new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

 

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable to smaller reporting companies.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to be effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, they concluded that our disclosure controls and procedures were not effective for the quarterly period ended March 31, 2025.

 

The following aspects of the Company were noted as potential material weaknesses:

 

  ● lack of an audit committee

 

  ● lack of segregation of duties

 

In designing and evaluating disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable, not absolute assurance of achieving the desired objectives. Also, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.

 

Changes in Internal Controls

 

Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that no change occurred in the Company’s internal controls over financial reporting during the quarter ended March 31, 2025, that has materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting.

 

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PART II - OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

None.

 

ITEM 1A. RISK FACTORS

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this Item; however, due to the current circumstance we have chosen to include the following risk factor.

 

On January 30, 2020, the World Health Organization declared the coronavirus outbreak a “Public Health Emergency of International Concern” and on March 10, 2020, declared it to be a pandemic. The coronavirus and actions taken to mitigate it have had and are expected to continue to have an adverse impact on the economies and financial markets of many countries, including the geographical area in which the Company operates. While it is unknown how long these conditions will last and what the complete financial effect will be on the company, to date, the Company has not experienced a material impact.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

None.

 

ITEM 4. MINING SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5. OTHER INFORMATION.

 

None

 

ITEM 6. EXHIBITS

 

Exhibit
Number
  Exhibit Description
31.1   Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)
     
31.2   Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)
     
32   Certification of Chief Executive Officer and Chief Financial Officer, pursuant to 18 United States Code Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002. (filed herewith)
     
101.INS   Inline XBRL Instance Document.
     
101.SCH   Inline XBRL Taxonomy Extension Schema Document.
     
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
     
101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase Document.
     
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document.
     
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document.
     
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

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SIGNATURES

 

In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  HI-GREAT GROUP HOLDING COMPANY
     
Date: Sep 15, 2026 By: /s/ Jun Ho Yang
  Name:  Jun Ho Yang
  Title: Chief Executive Officer
(Principal Executive Officer)
     
Date: Sep 15, 2026 By: /s/ Ho Soon Yang
  Name: Ho Soon Yang
  Title: Chief Financial Officer
(Principal Financial and Accounting Officer)

 

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