11/14/2025 | Press release | Distributed by Public on 11/14/2025 16:29
Management's Discussion and Analysis of Financial Condition and Results of Operations.
Forward-Looking Statements and Associated Risks.
This form 10-Q contains certain statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained in this Form 10-Q that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as "may", "will", "expect", "believe", "anticipate", "estimate, or "continue" or comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control. These factors include but are not limited to economic conditions generally and in the industries in which we may participate; competition within our chosen industry, including competition from much larger competitors; technological advances and failure to successfully develop business relationships.
Based on our financial history since inception, our auditor has expressed substantial doubt as to our ability to continue as a going concern. As reflected in the accompanying consolidated financial statements, as of September 30, 2025, we had an accumulated deficit totaling ($12,132,885). This raises substantial doubts about our ability to continue as a going concern.
Business
The Company is currently producing a sports beverage like no other available on the market. B.Y.L.T. (Beyond Your Limit Training is the first ready to drink (RTD) beverage of its kind to combine the benefits of hydration, endurance, fat oxidation, and muscle recovery all-in-one great tasting beverage. BYLT (pronounced built) uses a patented formula that hydrates, helps improves performance, promotes fat burning during exercise, and aids in muscle recovery after exertion. Whether you are looking to achieve optimal performance on the baseball field, basketball court, soccer field, in the gym or any competitive sport, BYLT provides the competitive edge every athlete actively seeks. This unique product is designed with scientifically dosed key ingredients to bridge the gap between sugar loaded sports drinks, hydration beverages and dietary supplements, without the sugars and jitters from caffeine which eventually cause athletes to crash. BYLT is not only designed to help enhance performance and support the intense physical demand of athletes but is safe and backed by science.
The Company's operations have been and continue to be affected by the recent and ongoing outbreak of the coronavirus disease (COVID-19) which in March 2020, was declared a pandemic by the World Health Organization (WHO.) The ultimate disruption which may be caused by the outbreak is uncertain; However, it may result in a material adverse impact on the Company's financial position, operations, and cash flows. Possible areas that may be affected include, but are not limited to, disruption to the Company's customers and revenue, labor workforce, unavailability of products and supplies used in operations, and the decline in value of assets held by the Company, including ingredient material, property and equipment.
Our future operations are contingent upon increasing revenues and raising capital for on-going operations and the anticipated expansion of our product lines. Because we have a limited operating history, you may experience difficulty in evaluating our business and future prospects.
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Sales and Marketing
With its all-encompassing benefits and better-for-you ingredients, BYLT is positioned to succeed in a highly lucrative market due to being first to market, its superior product offering and an ideal market opportunity. The breakdown of favorable market trends that will help fuel the initial growth and long-term success of the Company include:
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Healthy living trends and lifestyles are continuing, creating a drive for better-for-you trends, active lifestyles, and a growing demand for industry products from everyday consumers. |
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There are currently no other RTD beverages that combine the benefits of BYLT that athletes seek out. In order to achieve optimal nutrients, an athlete must take 3-4 supplements that are often packed with unhealthy additives such as sugars and caffeine. |
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Sports Drinks accounted for 70% of the entire Fortified/Functional beverage industry and is expected to continue its growth during the next five years to become a $15 billon market by 2027. |
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BYLT is also positioned in the Nutrition and Performance Drink Industry which generated a total revenue of $9 billion. Mintel estimates sales of the category to continue to grow reaching $15 billion by 2027. |
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According to Statista, 36% of individuals in the U.S. purchase a ready to drink sports drink 1 - 2 times a week, while 15% purchase one over 10 times a week. |
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There is high potential for customer loyalty in the industry and brands that deliver on their promised functional and health benefits usually keep loyal core consumers. |
The Company retained key executives for nationwide sales and distribution of their first to market sports drink. The executive team is comprised of former seasoned Coca-Cola, PepsiCo and Dr. Pepper executives that have over 120 years of combined experience in the beverage industry. Previous clients include: Coca-Cola, Bolthouse Farms, Cinnabon, Nestle Waters, Honest, Celsius and others. The Company will launch its products in a series of region expansions, as shown in the figure below.
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Figure 1: Map of BYLT Roll Out Strategy |
Corporate Information
Elite Performance Holding Corp
3301 NE 1st Ave. Suite M704
Miami, FL 33137
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Corporate History
Elite Performance Holding Corp. (the "Company") was originally incorporated on January 30, 2018 in the State of Nevada. On February 2, 2018, Joey Firestone and Jon McKenzie each assigned 5,000,000 shares of Elite Beverage International Corp. to the Company, via a Contribution and Assignment Agreement, making Elite Beverage International Corp. our wholly owned operating subsidiary.
The Company effected a one-for-ten reverse stock split on March 17, 2025 (the "Reverse Stock Split"). All share and per share information in this Annual Report on Form 10-K, including the consolidated financial statements and related notes thereto, has, where applicable, been retroactively adjusted to reflect the Reverse Stock Split.
Results for the Three Months Ended September 30, 2025 Compared To The Three Months Ended September 30, 2024.
Operating Revenues
The Company's revenues were $0 and $0 for the three months ended September 30, 2025 and 2024, respectively.
Gross Profit (Loss)
For the three months ended September 30, 2025 and 2024, the Company's gross profit (loss) was ($653) and $0, respectively.
Our gross profit (loss) could vary from period to period and is affected by a number of factors, including product mix, production efficiencies, component availability and costs, pricing, competition, customer requirements and unanticipated restructuring or inventory charges and potential scrap of materials.
General and Administrative Expenses
For the three months ended September 30, 2025, general and administrative expenses were $58,062 compared to $100,783 for the three months ended September 30, 2024, a decrease of $42,721. This decrease was due to a decrease in operations.
Advertising Expense
For the three months ended September 30, 2025, advertising expenses were $1,131 compared to $11,982 for the three months ended September 30, 2024, a decrease of $10,851.
Legal and Accounting Expense
For the three months ended September 30, 2025, Legal and Accounting expenses were $100,958 compared to $99,029 for the three months ended September 30, 2024, an increase of $1,929. This increase was due to an increase in accounting and legal filings associated with the registration statement filing.
Consulting expense
For the three months ended September 30, 2025, Consulting expenses were $170,591 compared to $63,156 for the three months ended September 30, 2024, an increase of $107,435. This increase was due to an adjustment in value of shares and warrants issued for consulting in 2024.
Other Income
For the three months ended September 30, 2025, other income was $116,000 compared to $2,700 for the three months ended September 30, 2024, an increase of $113,300.
Interest Expense
For the three months ended September 30, 2025, Interest expenses were $89,724 compared to $86,072 for the three months ended September 30, 2024, an increase of $3,652. This increase was due to additional notes outstanding.
Our net loss for the three months ended September 30, 2025, was $305,119 compared to $358,322 for the three months ended September 30, 2024, a decrease of $53,203. This increase was due primarily from other income.
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Results for the Nine Months Ended September 30, 2025 Compared To The Nine Months Ended September 30, 2024.
Operating Revenues
The Company's revenues were $0 for the nine months ended September 30, 2025 compared to $681 for the nine months ended September 30, 2024.
Gross Profit (Loss)
For the nine months ended September 30, 2025, the Company's gross profit (loss) was ($1,304) compared to ($4,879) for the nine months ended September 30, 2024.
Our gross profit (loss) could vary from period to period and is affected by a number of factors, including product mix, production efficiencies, component availability and costs, pricing, competition, customer requirements and unanticipated restructuring or inventory charges and potential scrap of materials.
General and Administrative Expenses
For the nine months ended September 30, 2025, general and administrative expenses were $208,248 compared to $323,493 for the nine months ended September 30, 2024, a decrease of $115,245. This decrease was due to a decrease in operations.
Advertising Expense
For the nine months ended September 30, 2025, advertising expenses were $6,527 compared to $20,479 for the nine months ended September 30, 2024, a decrease of $13,952.
Legal and Accounting Expense
For the nine months ended September 30, 2025, Legal and Accounting expenses were $310,542 compared to $210,530 for the nine months ended September 30, 2024, an increase of $100,012. This increase was due to an increase in accounting and legal filings.
Consulting expense
For the nine months ended September 30, 2025, Consulting expenses were $316,138 compared to $357,573 for the nine months ended September 30, 2024, a decrease of $41,435. This decrease was due to shares and warrants issued for consulting in 2024.
Other Income
For the nine months ended September 30, 2025, other income was $116,000 compared to $4,945 for the nine months ended September 30, 2024, an increase of $111,055.
Interest Expense
For the nine months ended September 30, 2025, Interest expenses were $222,352 compared to $177,944 for the nine months ended September 30, 2024, an increase of $44,408.
Our net loss for the nine months ended September 30, 2025, was $949,111 compared to $1,089,953 for the nine months ended September 30, 2024, a decrease of $140,842. This decrease was due primarily from the shares and warrants issued for services to consultants in 2024.
Liquidity and Capital Resources
The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. Since its inception, the Company has been funded by related parties through capital investment and borrowing of funds.
At September 30, 2025, the Company had total current assets of $14,075 compared to $14,069 at December 31, 2024.
At September 30, 2025, the Company had total current liabilities of $3,130,944 compared to $2,718,734 at December 31, 2024.
We had working capital deficit of $3,101,914 as of September 30, 2025, compared to $3,116,869 as of December 31, 2024.
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Cashflow from Operating Activities
During the nine months ended September 30, 2025, cash provided by (used in) operating activities was ($363,763) compared to ($586,973) for nine months ended September 30, 2024. Cash used in operating activities for the nine months ended September 30, 2025 was primarily the result of a $949,111 net loss.
Cashflow from Investing Activities
During the nine months ended September 30, 2025, cash provided by (used in) investing activities was ($2,573) compared to $0 for nine months ended September 30, 2024. Cash used in investing activities for the nine months ended September 30, 2025 was primarily the result of property and equipment purchased totaling $2,573.
Cashflow from Financing Activities
During the nine months ended September 30, 2025, cash provided by financing activities was $366,336 compared to $587,015 for the nine months ended September 30, 2024. Cash provided by financing activities for the nine months ended September 30, 2025 was primarily the result of proceeds from convertible notes payable.
Off-Balance Sheet Arrangements
We have no significant 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 that are material to stockholders.
Going Concern
Our consolidated financial statements for the period ended September 30, 2025, have been prepared on a going concern basis and Note 2 to the financial statements identifies issues that raise substantial doubt about our ability to continue as a going concern. Our consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Recently Issued Accounting Pronouncements
Accounting Standards Issued
All other ASUs issued but not yet adopted were assessed and determined to be either not applicable or are not expected to have a material impact on our consolidated financial statements or financial statement disclosures.
Segment reporting policy
In November 2023, the FASB issued Accounting Standards Update 2023-07 - Segment Reporting (Topic ASC 280) Improvements to Reportable Segment Disclosures. The ASU improves reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. The enhancements under this update require disclosure of significant segment expenses that are regularly provided to the Chief Operating Decision Maker ("CODM") and included within each reported measure of segment profit or loss, require disclosure of other segment items by reportable segment and a description of the composition of other segment items, require annual disclosures under ASC 280 to be provided in interim periods, clarify use of more than one measure of segment profit or loss by the CODM, require that the title of the CODM be disclosed with an explanation of how the CODM uses the reported measures of segment profit or loss to make decisions, and require that entities with a single reportable segment provide all disclosures required by this update and required under ASC 280. The Company adopted ASU 2023-07 for the annual period ending December 31, 2024.
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The Company's Chief Executive Officer serves as the Chief Operating Decision Maker ("CODM") and evaluates the financial performance of the business and makes resource allocation decisions on a consolidated basis. As a result, the Company operates as a single reportable segment under ASC 280, Segment Reporting, defined by the CODM as centered on innovative and proprietary nutritional and dietary fitness enhancement products, that are in the sports performance, weight loss, nutritional, functional beverage, and energy markets. The Company's operations include a first to market functional sports beverage called B.Y.L.T.® (acronym for Beyond Your Limit Training), which is managed centrally.
The CODM assesses financial performance based on revenue, operating profit, and key operating expenses.