Hno International Inc SEC Filings

HNO International, Inc. (HNOI) reported interim 10-Q information showing a small asset base and substantial related-party support while recording material equity transactions and restatements. The balance sheet shows property and equipment, net of $1,399,793 and operating lease liabilities totaling $80,668 (current $59,966; non‑current $20,702). Current liabilities include accounts payable $407,737, accrued interest payable $49,414 and advances from related parties $1,091,585. The company recorded a $60,000 convertible note at fair value and significant stock transactions during the period, including Regulation D/A sales raising cash (examples: $527,500 and $394,000) and stock issued for services (e.g., stock‑based compensation of $5,092,557 and $241,380). The filing discloses a going concern statement and management plans to raise additional capital. Several prior-period adjustments and cancellations of preferred/common shares and a termination of a patent agreement are disclosed.

HNO International, Inc. filed Amendment No.1 to its quarterly report to correct the valuation applied to service stock issuances. The revised stock price valuation increased stock-based compensation expense by $4,827,055 for the six months ended April 30, 2025; this non-cash adjustment increased additional paid-in capital and adjusted accumulated deficit.

The restatement also reflects cancellation of 5,000,000 Series A preferred shares, recognition of stock issuances including 16,125,000 common shares valued at $5,092,557 for services, and a convertible note issued for legal services recorded at fair value of $59,985 (resulting in a $14,985 loss). The Company reports material related-party advances (current advances of $1,319,585) and states it has not generated sufficient operating cash flow and will need to raise additional funds to continue operations. Subsequent to period end, the Company issued 3,700,000 common shares for $185,000 for working capital.

HNO International, Inc. filed Amendment No.1 to its Quarterly Report for the quarter ended January 31, 2025, to correct the valuation applied to service stock issuances. The correction increased stock-based compensation expense by $4,827,055, a non-cash adjustment that also increased additional paid-in capital and adjusted accumulated deficit.

The amendment restates notes to the financial statements and MD&A only; no other changes were made to the originally filed report. The filing discloses extensive equity activity, including issuance and cancellation of preferred and common shares, and detailed related-party notes and settlements. The company also reiterates a going concern disclosure, stating it has not generated sufficient operating cash and will need additional financing or other arrangements to continue operations.

HNO International, Inc. filed a 10-K/A correcting prior year equity valuations and related disclosures. The company revised the valuation of service stock issuances from $0.001 to $0.23, which increased stock-based compensation expense by $1,108,368 and produced corresponding increases to additional paid-in capital and an adjustment to accumulated deficit. The amendment reverses an $82,500 intangible asset and $3,176 of related amortization following termination of a Patent Purchase Agreement and cancellation of 5,000,000 Series A preferred shares. The restatement reclassifies $21,560 of expenses to accounts payable and records the settlement of a $56,392 related‑party receivable through transferred equipment. The filing includes a going concern disclosure and restated 2023 net loss of $1,927,494, additional paid-in capital of $41,470,177, and an accumulated deficit of $(42,096,104).

HNO International, Inc. (HNOI) disclosed that its Board, after consulting management, concluded prior financial statements for the fiscal year ended October 31, 2024 and the interim periods ended January 31, 2025 and April 30, 2025 should no longer be relied upon due to errors in valuing service stock issuances and related stock-based compensation. The corrected valuation increases stock-based compensation expense by $1,108,368 for the fiscal year ended October 31, 2024 and by $4,827,055 for the quarter ended January 31, 2025, with the January adjustment carrying into the quarter ended April 30, 2025.

The company says these are non-cash adjustments that also increase additional paid-in capital and adjust accumulated deficit. HNOI intends to file Amendment No. 2 to its Annual Report for the fiscal year ended October 31, 2024 and Amendment No. 1 to its Quarterly Reports for the quarters ended January 31, 2025 and April 30, 2025, and management has discussed the matters with its independent registered public accounting firm.