UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, ~~2023~~2024

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

For the transition period from _______________ to _______________

Commission file number 000-56301

OUTDOOR SPECIALTY PRODUCTS, INC.

(Exact name of registrant as specified in charter)

NEVADA		46-4854952
NEVADA (NV)		46-4854952
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)
(State or other jurisdiction ofincorporation or organization)		(IRS EmployerIdentification No.)

3842 Quail Hollow Drive, Salt Lake City, Utah		84109
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (801) 560-5184

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

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $0.001 Par Value

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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, a 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 pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the issuer is a shell company (as defined in rule 12b-2 of the Exchange Act). Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

As of March 31, ~~2023~~2024, the last day of our most recently completed second fiscal quarter, based on the $0.35 price at which the common equity was sold in our private placement of securities in 2014, the aggregate market value of the 274,318 shares held by non-affiliates was approximately $96,011.

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of December 279, ~~2023~~2024, there were 5,284,318 shares of the issuer’s common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980).

None.

OUTDOOR SPECIALTY PRODUCTS, INC.

TABLE OF CONTENTS TO ANNUAL REPORT ON FORM 10-K

YEAR ENDED SEPTEMBER 30, ~~2023~~2024

		PAGE
	PART I
Item 1.	Business	1
Item 1A.	Risk Factors	4
Item 1B.	Unresolved Staff Comments	4
Item 2.	Properties	4
Item 3.	Legal Proceedings	4
Item 4.	Mine Safety Disclosures	4
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	54
Item 6.	[Reserved]	6
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	6
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	10
Item 8.	Financial Statements and Supplementary Data	10
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	10
Item 9A.	Controls and Procedures	10
Item 9B.	Other Information	1211
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	1211
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	1312
Item 11.	Executive Compensation	1413
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	1514
Item 13.	Certain Relationships and Related Transactions, and Director Independence	1514
Item 14.	Principal Accountant Fees and Services	1615
Item 15.	Exhibit and Financial Statement Schedules	1715
Item 16.	Form 10-K Summary	17
	SIGNATURES	18

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements and information in this report on Form 10-K may constitute forward-looking statements. The words believe, may, potentially, estimate, continue, anticipate, intend, could, would, project, plan, expect, and similar expressions that convey uncertainty of future events or outcomes are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties , and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performances, or achievements expressed or implied by the forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning the following:

	●	our future financial and operating results;

	●	our business strategy;

	●	our intentions, expectations and beliefs regarding anticipated growth, market penetration and trends in our business;

	●	the effects of market conditions on our stock price and operating results;

	●	our ability to maintain our competitive technological advantages against competitors in our industry;

	●	our ability to timely and effectively adapt our existing technology and have our technology solutions gain market acceptance;

	●	our ability to introduce new products and bring them to market in a timely manner;

	●	our ability to maintain, protect and enhance our intellectual property;

	●	the effects of increased competition in our market and our ability to compete effectively;

	●	costs associated with defending intellectual property infringement and other claims;

	●	our expectations concerning our relationships with customers and other third parties;

	●	the impact of outbreaks, and threat or perceived threat of outbreaks, of epidemics and pandemics, including, without limitation, the coronavirus outbreak, on our sourcing and manufacturing operations as well as consumer spending;

	●	risks associated with sourcing and manufacturing; and

	●	our ability to comply with evolving legal standards and regulations, particularly concerning requirements for being a public company and United States export regulations.

These forward-looking statements speak only as of the date of this Form 10-K and are subject to uncertainties, assumptions, and business and economic risks. As such, our actual results could differ materially from those set forth in the forward-looking statements. Moreover, we operate in a competitive and changing environment, and new risks emerge from time to time. It is not possible for us to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the forward-looking events and circumstances discussed in this Form 10-K may not occur, and actual results could differ materially and adversely from those anticipated or implied in our forward-looking statements.

You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance, or events and circumstances described in the forward-looking statements will be achieved or occur. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. We undertake no obligation to update publicly any forward-looking statements for any reason after the date of this Form 10-K to conform these statements to actual results or to changes in our expectations, except as required by law.

You should read this Report on Form 10-K and the documents that we have filed with the SEC as exhibits hereto with the understanding that our actual future results and circumstances may be materially different from what we expect.

achieved or occur. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. We undertake no obligation to update publicly any forward-looking statements for any reason after the date of this Form 10-K to conform these statements to actual results or to changes in our expectations, except as required by law.

iii

PART I

Item 1. Business

Corporate History

Outdoor Specialty Products, Inc. (the “Company,” “we,” or “us”) was originally incorporated in the state of Utah on January 31, 2014, and changed its domicile to the state of Nevada on February 24, 2021. The Company is and has since its inception been engaged in the business of developing, selling, and marketing products in niche markets within the specialty outdoor products marketplace. We introduced our proprietary “Reel Guard” product in 2014 and continue to offer it for sale. WeDuring ~~license~~2024, ~~the~~we ~~rights~~terminated tothe ~~our~~licensing ~~“SLINKOR” product pursuant to a license~~ agreement ~~entered into~~for ~~with~~ the ~~inventor in May 2021. We intend to commence manufacturing, marketing, and selling our “~~SLINKOR” product ~~following completion~~and ofcontinued our ~~redesign~~efforts ~~of the product~~ to ~~change~~design ~~the~~and ~~sinking~~develop ~~weight to~~ a ~~material~~new ~~other~~slow-sinking ~~than~~sinker ~~lead and utilize molds to permit increased production. While we intend to finalize the design for the SLINKOR~~ product in(referred ~~the near future, the commencement of production will be subject~~ to ~~our~~herein ~~receipt~~as ~~of additional financing adequate to cover~~ the ~~initial production costs and product run~~“Slow-Sinker”).

We have no subsidiaries.

The Reel Guard

The Reel Guard is designed to protect fishing reels from scratching, scuffing, dents, and other damage due to dropping, resting on gravel while servicing the line, being transported with other fishing and outdoor equipment, and general wear and tear. To date, the primary application for the Reel Guard has been fly fishing reels, but we believe the Reel Guard may also be suitable for use with some deep-sea fishing reels. The Reel Guard consists of a thin, rubberized material that is attached to the outer edges of a fishing reel using special adhesive strips that hold the material in place but provide for easy removal with no damage to the reel. The Reel Guard is designed for reels with up to a 4.25-inch diameter that have square to slightly rounded edges, and the custom installation procedure makes the Reel Guard suitable for a variety of different reels. The Reel Guard was invented by Kirk Blosch, the Company’s founder and president, in 2014 to fill a need that he believed was not being met by existing products. We filed for and obtained a provisional patent for the Reel Guard in 2014 under the name “Reel Bumper Guard” and U.S. Patent No. 9,872,485 for the device was issued on January 23, 2018. During 2021, we paid the first (fourth year) maintenance fee for the Reel Guard patent in the amount of $985 to prevent the patent from lapsing. The next maintenance fee will be due on or before July 23, 2025.

The ~~SLINKOR~~Slow-Sinker

We ~~entered~~are ~~into~~continuing aour ~~License~~efforts ~~and~~to ~~Royalty~~design ~~Agreement~~and ~~(the~~develop ~~“License Agreement”),~~a ~~dated~~new asslow-sinking ofsinker ~~May 4, 2021, with Stephen Smith (the “Licensor”), for another fishing~~ product ~~referred~~that toinvolves as the ~~“SLINKOR.”~~use ~~The~~of ~~SLINKOR is~~ a ~~slow~~single ~~sinking~~injection ~~fishing~~molded ~~sinker~~component ~~comprised~~made of a ~~smooth,~~material ~~egg-shaped piece of pre-molded foam~~ with ~~lead~~ ~~weights compressed into each end using~~ a ~~guide~~density ~~wire~~heavier ~~that~~than ~~aligns~~water ~~the~~to ~~weights~~achieve ~~and allows~~ a ~~fishing~~slow-sinking ~~line~~rate ~~to be threaded through the product. The buoyancy of the foam coupled~~ with ~~the~~enough ~~calibrated~~overall weight ofto ~~the~~accomplish ~~lead~~long ~~and~~distance ~~the~~casting. ~~movement~~We ofbelieve the ~~water~~use ~~causes the SLINKOR to sink slowly to the bottom~~ of a ~~lake~~single orinjection ~~river~~molded ~~allowing~~product ~~the~~will ~~fisherman~~allow us to ~~control~~accelerate the ~~desired~~manufacturing ~~depth~~process, ~~for~~which ~~the~~we ~~bait.~~anticipate ~~The~~will ~~SLINKOR~~increase isproduction ~~designed~~capacity ~~for use~~and ~~with~~reduce ~~flies,~~costs. ~~spinners,~~To ~~flatfish~~date, ~~and~~we ~~other~~have ~~types~~completed ~~of bait and~~ the ~~weight~~design offor the ~~SLINKOR~~Slow-Sinker ~~permits~~prototype ~~the~~and ~~fisherman~~engaged toan ~~make~~injection ~~longer~~molding ~~casts. The~~company ~~smooth~~to ~~egg~~produce ~~shape of~~ the ~~SLINKOR~~initial isproduct ~~designed~~molds toand ~~let~~manufacture ita ~~slide~~test ~~along~~run ~~the bottom~~ of the ~~lake~~prototype orproduct. ~~river~~The ~~while~~prototype ~~resting~~design onpermits ~~top~~two ~~of moss~~ or ~~bouncing~~ ~~over~~more ~~rocks~~of ~~and~~the ~~greatly~~products ~~reducing~~to ~~snags.~~be ~~The~~stacked ~~device~~together ~~permits a fisherman~~ to ~~run~~increase ~~his line through~~ the ~~SLINKOR~~weight, ~~attach~~casting ~~a swivel~~distance, and ~~run~~ 18sinking torate. 30During ~~inches~~2024, ofwe ~~leader~~also ~~from~~filed ~~the~~a ~~swivel~~patent toapplication for the ~~bait~~Slow-Sinker. No ~~based~~assurances oncan ~~the~~be ~~current~~given ~~water~~that ~~conditions,~~ the ~~desired~~proposed ~~depth,~~injection ~~and~~molded ~~the~~Slow-Sinker ~~presence~~product ~~or absence~~will ofbe ~~moss,~~successfully ~~rocks,~~completed and ~~other~~made ~~obstacles.~~available Iffor wesale, ~~are~~or ~~able~~that tothere ~~successfully~~will ~~complete~~be ~~the~~consumer ~~redesign~~demand offor the ~~SLINKOR~~product. asWe ~~discussed~~do ~~below,~~not we currently plan to ~~manufacture~~commence manufacturing of the proposed new product inuntil ~~two~~the ~~sizes~~prototype ~~commencing~~has ~~with~~been aevaluated, ~~larger~~the ~~size~~design ~~that~~has ~~will~~been befinalized, ~~approximately~~and 1additional ¼funding ~~inches~~has inbeen ~~length~~received ~~and subsequently~~to ~~introducing~~cover athe ~~smaller~~manufacturing ~~size~~costs.

1During 2024, we ceased our efforts to redesign the SLINKOR product and on May, 31, 2024, we provided notice of termination of the License and Royalty Agreement (the “License Agreement”), dated as of May 4, 2021, to the licensor, which became effective thirty days thereafter.

The License Agreement generally grants us the non-exclusive, world-wide right to use and apply the SLINKOR technology and any intellectual property rights thereto and to make, have made, use, lease, sell, market, or otherwise dispose of the SLINKOR in all markets throughout the world, and the exclusive right to market, sell or otherwise dispose of the SLINKOR in e-commerce markets throughout the world. The License Agreement reserves to the Licensor the non-exclusive right to continue to manufacture and sell the SLINKOR in stores, at trade shows, and in other brick and mortar physical locations and to purchase completed SLINKOR products from us (to the extent available) at our cost plus 10%. In consideration for the rights granted under the License Agreement, we paid the Licensor a one-time license fee in the amount of $500 and agreed to pay the Licensor the following royalties based on our net revenue from sales of the SLINKOR: (i) 20% of net revenue from product sales up to $1 Million, (ii) 15% of net revenue from product sales between $1 Million and $3 Million, and (iii) 10% of net revenue from product sales in excess of $3 Million. We are required to make minimum royalty payments of $1,000 per year to maintain the exclusive nature of the license and prevent it from reverting to a non-exclusive license. During the 2023 year, we paid royalties in the minimum amount of $1,000. This summary description of the License Agreement is qualified in its entirety by reference to the License Agreement, a copy of which is filed as an exhibit to this report.

We have postponed the production of the SLINKOR product while we attempt to redesign it to replace the lead weight incorporated in the pre-molded foam ball with a weight made from a non-lead material and to implement a more automated manufacturing process. Over the past several years, there has been an increasing trend by various states to ban the use of lead weights, split shot, and lead-based lures due to potential lead poisoning and damage to waterfowl, other aquatic animals, soil, and water. We believe that lead fishing products are now banned in New Hampshire, New York, Maine, Massachusetts, Vermont, and Washington and that the trend will continue. Our decision to try and move away from the lead weight is motivated by our desire to be a good public citizen by not manufacturing a product that may be harmful to the environment and our belief that lead shot will be outlawed in more locations over the coming years and that it will continue to become more expensive and more difficult to source. Our initial efforts to locate a weight made of non-lead material were unsuccessful and we are now focusing our efforts on a complete redesign of the product that would involve the use of a single injection molded component made of a material with weighting properties similar to lead. We believe the use of a single injection molded product would allow us to accelerate the manufacturing process, which we anticipate would increase production capacity and reduce costs as compared to the manual manufacturing process currently used by the Licensor to produce the SLINKOR. No assurances can be given that the proposed injection molded product will be successfully completed or that it will be available for production and sale. We do not plan to commence manufacturing of the new product until the design has been completed and additional debt or equity funding has been received to cover the manufacturing costs.

Manufacturing

We own our custom injection mold for the Reel Guard, and we contract with a third party to manufacture the Reel Guard in minimum lots of 1,000 on an as needed basis. The adhesive strips used to attach the Reel Guard to the reel are manufactured by a national adhesives manufacturing company and custom ordered in pre-cut lengths from a local distributor in minimum lots of 1,000. We contract with another third party to print the Reel Guard product information card and package the Reel Guard product in sale-ready packages. Our Reel Guard inventory consists of both the raw material adhesive strips and the finished, packaged product units. As of September 30, 2023 and 2022, respectively, we had on hand $1,065 and $2,042 in finished goods and $2,596 and $2,596 in raw materials.

As discussed above, the production of the SLINKOR has been postponed pending a redesign of the product, which may change the raw materials utilized and provide for the creation of molds to accelerate the production process. We plan to use our existing printing and packaging contractor to print the SLINKOR product information and package the SLINKOR in sale-ready packages.1

Welocal ~~maintain~~distributor anin ~~inventory~~minimum lots of ~~products~~1,000. ~~which~~We wecontract ~~believe~~with isanother ~~sufficient~~ third party to ~~meet~~print ~~demand.~~the IfReel weGuard ~~should~~product ~~underestimate~~information ~~sales~~card and ~~fail~~package tothe ~~timely~~Reel ~~manufacture~~Guard ~~additional~~product ~~quantities of our products, we could face delays~~ in ~~providing~~sale-ready ~~our~~packages. ~~products~~Our toReel ~~our~~Guard ~~customers~~inventory ~~which~~consists ~~could~~of ~~have~~both athe ~~negative~~raw ~~effect~~material onadhesive ~~our~~strips ~~reputation~~ and ~~result~~the infinished, apackaged ~~decline in our~~ product ~~sales~~ units. IfAs weof ~~overestimate~~September ~~sales~~30, we2024 ~~will~~and ~~have~~2023, ~~invested our capital in products that remain in inventory~~respectively, ~~which~~we ~~will~~had ~~have a negative effect~~ on ~~our~~hand ~~financial~~$1,050 ~~condition~~ and ~~results~~$1,065 ofin ~~operations.~~finished Nogoods ~~assurances~~and ~~can~~$2,596 ~~be given that we will be able to accurately predict sales~~ and ~~maintain~~ an$2,596 ~~optimal level of inventory~~ in ~~our~~raw ~~system~~materials.

2As discussed above, we have completed the prototype design for our proposed new Slow Sinker product and have engaged an injection molding manufacturer to produce the molds for the product and manufacture a test run of the prototype product.

~~Although~~We wemaintain ~~have~~an ~~purchased substantially all inventories from one supplier and have been dependent on this supplier for all~~ inventory ~~purchases~~of ~~since~~products wewhich ~~commenced operations,~~ we believe ~~the~~is ~~raw~~sufficient ~~materials~~to ~~for~~meet ~~both the~~demand. ~~Reel~~If ~~Guard~~we ~~and~~should ~~the~~underestimate ~~SLINKOR~~sales ~~are~~and ~~available~~fail ~~for~~to ~~purchase~~timely ~~from~~manufacture ~~several~~additional ~~different~~quantities ~~sources~~of inour ~~the open market. We also believe there are several other manufacturing~~products, ~~printing,~~we ~~and~~could ~~packaging~~face ~~services~~delays ~~capable~~in ofproviding ~~performing~~our ~~the~~products ~~services~~to ~~provided by~~ our ~~current~~customers, ~~contractors~~which ~~at competitive~~could ~~prices.~~have ~~Our~~a ~~ability~~negative toeffect ~~timely~~on ~~obtain~~our ~~raw~~reputation ~~materials~~ and ~~finished~~result ~~goods~~in ~~may~~a bedecline ~~affected~~in ~~by events beyond~~ our ~~control,~~product ~~such~~sales. ~~as the~~If ~~inability~~we ofoverestimate ~~suppliers to timely deliver materials due to work stoppages or slowdowns~~sales, orwe ~~significant~~will ~~weather~~have ~~and~~invested ~~health~~our ~~conditions (such~~capital asin ~~COVID-19).~~products ~~Any~~that ~~adverse~~remain ~~change~~ in ~~our~~inventory, ~~supply~~which ~~chain~~will ~~and~~have ~~manufacturing,~~a ~~such~~negative aseffect ~~our~~on ~~relationship with~~ our ~~third-party contractors, the~~ financial condition ~~of such contractors,~~ and ~~their~~results ~~ability~~of tooperations. ~~provide~~No ~~supplies~~assurances ~~and~~can ~~services~~be togiven usthat onwe awill ~~timely~~be ~~basis~~able ~~could~~to ~~have~~accurately apredict ~~material adverse~~sales ~~effect~~and onmaintain ~~our~~an ~~business,~~optimal ~~results~~level of ~~operations,~~inventory ~~and~~in ~~financial~~our ~~condition~~system.

Although we have purchased substantially all inventories from one supplier and have been dependent on this supplier for all Reel Guard inventory purchases since we commenced operations, we believe the raw materials for both the Reel Guard and the Slow-Sinker are available for purchase from several different sources in the open market. We also believe there are several other manufacturing, printing, and packaging services capable of performing the services provided by our current contractors at competitive prices. Our ability to timely obtain raw materials and finished goods may be affected by events beyond our control, such as the inability of suppliers to timely deliver materials due to work stoppages or slowdowns, or significant weather and health conditions (such as COVID-19). Any adverse change in our supply chain and manufacturing, such as our relationship with our third-party contractors, the financial condition of such contractors, and their ability to provide supplies and services to us on a timely basis could have a material adverse effect on our business, results of operations, and financial condition.

Marketing / Shipping

We currently market and sell the Reel Guard through our website at “outdoorspecialtyproducts.com,” where we also provide access to marketing materials, instructional videos, and installation instructions. We also list the Reel Guard for sale on eBay. To date, we have sold the Reel Guard to residents of over 25 states and have made one sale outside the U.S. to a resident of Hungary.

~~When~~If ~~the~~and ~~redesign~~when of the ~~SLINKOR~~Slow-Sinker has been completed, we intend to also market it on our website and to expand our website to include marketing materials ~~and~~for ~~SLINKOR instructional videos created by~~ the ~~Licensor~~product.

We believe our business is affected by seasonality, which historically has resulted in higher sales volume during the spring and summer months.

We currently only accept PayPal as the method of payment for our products that are sold on our website and eBay’s payment processing for our products that are sold on eBay. Our products are shipped via U.S. Mail promptly following confirmation from PayPal that payment for an order has been received. Shipping is included in the product price, and a customer pays no additional shipping charges.

Other Products

We have taken initial steps toward the development of a what we believe to be a unique fishing rod product that involves the ability to attach different upper fly rod portions of varying lengths and weights to a single rod butt handle that results in a light -weight, multi-purpose fly rod. We have conducted preliminary research regarding the patentability of the proposed product and believe we may be able to obtain patent protection for the product, although no assurances can be given that the product will be developed or that patent protection will be obtained. We have halted our efforts regarding the development of this new product until such time as we have sufficient capital on hand to proceed with its development.

We were formed with the belief that there is an underserved marketplace in the outdoor sporting goods space which can be exploited from multiple fronts. In addition to the Reel Guard and the SLINKOR, we intend to investigate opportunities to develop additional products and to market third party products in the outdoor sporting goods space on our website.2

We were formed with the belief that there is an underserved marketplace in the outdoor sporting goods space which can be exploited from multiple fronts. In addition to the Reel Guard and the slow sinking sinker, we intend to investigate opportunities to develop additional products and to market third-party products in the outdoor sporting goods space on our website.

Intellectual Property

We hold a U.S. patent on our Reel Guard and have applied for a patent on our proposed new Slow-Sinker product. We do not hold patents on any other products, and we do not currently hold any trademarks. No assurance can be given that our ~~patent~~patents will provide sufficient protection against potential competitors, and we may be unable to successfully assert our intellectual property rights, or these rights may be invalidated, circumvented, or challenged. Any such inability or a successful intellectual property challenge or infringement proceeding against us, could have a material adverse effect on our business.

Facilities

Our operations are currently conducted from at the residence of our president. Our facilities are furnished to us at no cost and consist of the shared use of approximately 500 square feet of office space and assembly/storage space. ~~In connection with the commencement of manufacturing of the SLINKOR, we may investigate the desirability of leasing a small assembly, storage, and office space from a third party.~~

Competition

The outdoor specialty products industry is intensely competitive with respect to price, quality, features, and durability, and it is often difficult to entice customers to try a new product. Many of our competitors are well-established companies with name brand recognition, and almost all our competitors have substantially greater financial and other resources than do we do. Such competitors include many national and regional companies, and most of our competitors have been in existence for a substantially longer period than ~~have~~ we have and are better established. As such, there can be no assurance that we will be able to compete effectively in our chosen market. In addition, a change in the pricing, marketing, or promotional strategies or product mix of one or more of these competitors could have a material adverse impact on our sales and earnings.

Government Regulation

Our operations are subject to numerous federal, state, and local government regulations. The failure to comply with such requirements or an increase in the cost of compliance could adversely affect our operations. We are also subject to federal and state environmental regulations, which have not had a material effect on our operations to date. Our operations are also subject to federal and state laws governing such matters as wages, working conditions, citizenship requirements, and overtime. We do not currently anticipate that compliance with government regulations, including environmental regulations, will have a material effect on our capital expenditures, earnings, and competitive position.

Employees and Consultants

We do not currently have any employees other than our founder and president, who has made loans to the Company pursuant to a revolving loan agreement. We anticipate that the loss of our president would have a material adverse impact on our business and financial condition and there is no assurance that we could locate a qualified replacement. We have not entered into an employment agreement with our president, and we do not carry “key man” life insurance on his life.

Financing

Following our incorporation in 2014, we completed the private placement of 285,714 shares of our common stock to accredited investors in a private placement at a price of $0.35 per share for total proceeds of $100,011. The proceeds from the private placement together with our limited product sales were sufficient to fund our operations through our fiscal year ended September 30, 2020. On January 4, 2021, we entered into a revolving promissory note agreement with our president and principal stockholder that, as amended, provides for total loans of up to $127,500 at an interest rate 3.5% per annum, which is repayable on or before December 31, 2024. We received proceeds under the revolving promissory note of $31,478 during the year ended September 30, 2023, resulting in principal balances of $83,521 and $52,043, with accrued interest of $4,444 and $1,909, at September 30, 2023 and 2022, respectively. During December 2021, we entered into a revolving promissory note agreement with another principal stockholder that, as amended, provides for loans of up to $22,500 at an interest rate of 3.5% per annum, which is repayable on or before December 31, 2024. We received proceeds under the second revolving promissory note of $6,113 during the year ended September 30, 2023, resulting in principal balances of $14,839 and $8,726, with accrued interest of $568 and $179, at September 30, 2023 and 2022, respectively.

On January 4, 2021, we entered into a revolving promissory note agreement with our president and principal stockholder that, as amended through September 30, 2024, provided for total loans of up to $127,500 at an interest rate of 3.5% per annum and was repayable on or before December 31, 2024. We received proceeds under the revolving promissory note of $43,100 during the year ended September 30, 2024, resulting in principal balances of $126,621 and $83,521, with accrued interest of $8,237 and $4,444, at September 30, 2024 and 2023, respectively. Effective October 1, 2024, we again amended the revolving promissory note agreement to increase the maximum principal indebtedness to $170,000 and extend the maturity date to December 31, 2025.

During December 2021, we entered into a revolving promissory note agreement with another principal stockholder that, as amended through September 30, 2024, provided for loans of up to $22,500 at an interest rate of 3.5% per annum and was repayable on or before December 31, 2024. We received proceeds under the second revolving promissory note of $7,508 during the year ended September 30, 2024, resulting in principal balances of $22,347 and $14,839, with accrued interest of $1,222 and $568, at September 30, 2024 and 2023, respectively. Effective October 1, 2024, we again amended the revolving promissory note agreement to increase the maximum principal indebtedness to $30,000 and extend the maturity date to December 31, 2025.

Item 1A. Risk Factors

Not Applicable. The Company is a “smaller reporting company.”

Item 1B. Unresolved Staff Comments.

Not Applicable. The Company is a “smaller reporting company.”

Item 2. Properties.

Our principal office is located at the residence of our President, Kirk Blosch, 3842 Quail Hollow Drive, Salt Lake City, UT 84109, and such space is provided to us on a rent-free basis. We believe our office facilities are sufficient for the foreseeable future~~, although at the time we commence manufacturing of the SLINKOR we may investigate the desirability of leasing a small assembly, storage, and office space from a third party~~.

Item 3. Legal Proceedings.

The Company is not a party to any material legal proceedings, and to our knowledge, no such legal proceedings have been threatened against us.

Item 4. Mine Safety Disclosures.

Not Applicable.

Part II

Market Information

Our common stock is currently quoted on the OTC PINK tier of the OTC Markets Group under the symbol “ODRS.” However, quotations for the stock during the ~~2023~~2024 and ~~2022~~2023 years were limited and sporadic and there currently is no established trading market for our common stock.

The following table sets forth, for the periods indicated, the high and low bid prices per share of common stock as set forth in the OTC Market Report. The below quotations represent inter-dealer prices without retail mark-up, mark-down, or commission and may not necessarily represent actual transactions.

	Price Range
Period	High		Low
Year Ending September 30, 2023
First Quarter	$	1.79	$	1.79
Second Quarter	$	1.79	$	1.79
Third Quarter	$	1.79	$	1.79
Fourth Quarter	$	1.79	$	1.75
Year Ended September 30, 2022:
First Quarter	$	1.79	$	1.79
Second Quarter	$	1.79	$	1.79
Third Quarter	$	1.79	$	1.79
Fourth Quarter	$	1.79	$	1.79

As of December 27, 2023, our shares of common stock were held by 68 stockholders of record as reported by our transfer agent.

	Price Range
Period	High		Low
Year Ending September 30, 2024
First Quarter	$	1.79	$	1.79
Second Quarter	$	1.79	$	1.79
Third Quarter	$	1.79	$	1.79
Fourth Quarter	$	1.79	$	1.75
Year Ended September 30, 2023:
First Quarter	$	1.79	$	1.79
Second Quarter	$	1.79	$	1.79
Third Quarter	$	1.79	$	1.79
Fourth Quarter	$	1.79	$	1.79

As of December 9, 2024, our shares of common stock were held by 68 stockholders of record as reported by our transfer agent.

Dividends

Holders of our common stock are entitled to dividends when, as, and if declared by our Board of Directors, out of funds legally available, ~~therefore~~for the payment of dividends. We have never declared cash dividends on our common stock, and our Board of Directors does not anticipate paying cash dividends in the foreseeable future as it intends to retain any future earnings to finance the growth of our business. There are no restrictions in our articles of incorporation or bylaws that restrict us from declaring dividends.

Securities Authorized for Issuance Under Equity Compensation Plans

As of the end of the latest fiscal year ended September 30, ~~2023~~2024, the only compensation plans (including individual compensation arrangements) under which our equity securities were authorized for issuance was our 2021 Stock Incentive Plan, adopted on February 8, 2021, which authorizes the issuance of up to 1,000,000 shares of our common stock in awards granted as incentive or non-statutory stock options, restricted stock units, stock appreciation rights, or restricted stock grants. The 10-year plan is administered by our Board of Directors. No awards have been made under the plan to date.

Special Sales Practice Requirements with Regard to “Penny Stocks”

In order to protect investors from patterns of fraud and abuse that have occurred in the market for low -priced securities commonly referred to as “penny stocks,” the SEC has adopted regulations that generally define a “penny stock” to be any equity security having a market price (as defined) less than $5.00 per share, or an exercise price of less than $5.00 per share, subject to certain exceptions. The price of our stock is currently below $5.00 per share and our stock is subject to the “penny stock” regulations. As a result, broker-dealers selling our common stock are subject to additional sales practices when they sell our stock to persons other than established clients and “accredited investors.” For transactions covered by these rules, before the transaction is executed, the broker-dealer must make a special customer suitability determination, receive the purchaser’s written consent to the transaction and deliver a risk disclosure document relating to the penny stock market. The broker-dealer must also disclose the commission payable to both the broker-dealer and the registered representative taking the order, current quotations for the securities and, if applicable, the fact that the broker-dealer is the sole market maker and the broker-dealer’s presumed control over the market. Monthly statements must be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks. Such “penny stock” rules may restrict trading in our common stock and may deter broker-dealers from effecting transactions in our common stock.

Transfer Agent

The transfer agent of our common stock is ~~Securities~~Colonial ~~Transfer~~Stock ~~Corporation~~Transfer, ~~2901~~ N.7840 ~~Dallas~~S ~~Parkway,~~700 ~~Suite 380~~E, ~~Plano~~Sandy, TXUT ~~75093~~84070; telephone (~~469~~801) ~~633~~355-~~0101~~7540.

Recent Sales of Unregistered Securities

During the three months ended September 30, ~~2023~~2024, we did not sell any unregistered securities. No sales of unregistered securities were made by us within the past two years.

Issuer Purchases of Equity Securities

We have not adopted a stock repurchase plan and we did not purchase any shares of our equity securities during our ~~2023~~2024 fiscal year.

Item 6. Reserved.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion in conjunction with our financial statements, which are included elsewhere in this report.

The following discussion contains forward-looking statements. Forward-looking statements ~~give~~provide our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. They use words such as anticipate, estimate, expect, project, intend, plan, believe, and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. From time to time, we also may provide forward-looking statements in other materials we release to the public.

Overview

We are and have since our inception in 2014 been engaged in the business of developing, selling, and marketing products in niche markets within the specialty outdoor products marketplace. We introduced our proprietary “Reel Guard” product in 2014 and continue to offer it for sale. We ~~have~~are ~~postponed~~continuing ~~the~~our ~~production~~efforts ofto design and develop our ~~SLINKOR~~new Slow-Sinker product ~~pending completion~~that involves the use of a ~~design~~single ~~change~~injection inmolded ~~the~~component ~~composition~~made of ~~the~~a ~~weighting~~material ~~component~~with ~~from~~a ~~lead~~density heavier than water to ~~another~~achieve ~~material~~a ~~and~~slow ~~the~~sinking ~~use~~rate ofwith ~~molded~~enough ~~product components~~overall weight to accomplish long-distance casting.

Our financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. We did not generate sufficient revenue to generate net income, we have negative working capital, and we have a limited operating history. These factors, among others, may indicate that there is substantial doubt that we will be able to continue as a going concern for a reasonable period of time. Our financial statements do not include any adjustments relating to the recoverability and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern. Our continuation as a going concern is dependent upon our ability to generate sufficient cash flow to meet our obligations on a timely basis and ultimately to attain profitability. We intend to seek additional funding, if and to the extent required, through additional stockholder loans and debt or equity offerings. We also intend to increase our sales through the addition of our ~~SLINKOR~~proposed Slow-Sinker product if and when its ~~redesign~~design is ~~completed~~finalized and manufacturing has commenced. There is no assurance that we will be successful in raising additional funds or that the ~~SLINKOR~~Slow-Sinker product will be successfully redesigned or result in an increase in sales.

Results of Operations for the years ended September 30, ~~2023~~2024 and ~~2022~~ 2023

Revenues

From our inception in 2014 through the present, our revenues have resulted solely from sales of our proprietary Reel Guard product and our costs of sales have also related solely to that product. Our Reel Guard product is offered for sale on our website and on eBay and sales vary from quarter to quarter based on the number of customers that become aware of the product and decide to make a purchase. Total sales for the year ended September 30, ~~2023~~2024, were $~~546~~163, compared to $~~302~~546 for the year ended September 30, ~~2022~~2023, ana ~~increase~~decrease of $~~244~~383, or approximately 8170%. We are not aware of any particular reason for the decline in sales of the Reel Guard product in 2024.

Cost of Sales

Cost of sales for ~~2023~~2024 was $~~976~~15, compared to $46976 for ~~2022~~2023. Cost of sales for 2023 included an inventory write-down of $~~961~~918 to adjust the unit cost. Cost of sales for 2023 without the inventory write-down was $~~15 compared~~58. toCost ~~$46~~of insales ~~2022,~~as a ~~decrease~~percentage of ~~$31,~~revenue orincluding ~~approximately~~the ~~67%.~~2023 ~~This~~inventory ~~decrease~~write-down iswas ~~partially~~9.2% ~~attributable~~for to2024 anand ~~increase~~179% infor ~~cost~~2023. ofWithout ~~sales in~~giving ~~2022~~effect ~~as a result of providing sample/promotional Reel Guard products~~ to ~~potential~~the ~~retail~~inventory ~~outlets without charge~~write-down, ~~which~~cost ~~had~~of ~~the~~sales ~~effect of~~as ~~reducing~~a ~~inventory~~percentage ~~and~~of ~~increasing~~revenue ~~the~~was ~~cost~~9.2% offor ~~sales~~2024 ~~without~~and ~~generating~~10.6% ~~revenues~~for 2023.

General and Administrative Expenses

Our general and administrative expenses were $4339,~~118~~266 for ~~2023~~2024, ~~which~~as ~~included legal,~~compared ~~accounting,~~to general and ~~Edgar~~administrative ~~filing~~ expenses ~~and the write-down~~ of ~~the~~$43,118 ~~Company’s~~for ~~patent~~2023, ina ~~the~~decrease ~~amount~~ of $43,~~183.~~852 ~~Without~~or ~~the~~approximately ~~write-down, general~~9%. General and administrative expenses for 2024 and 2023 ~~were~~consisted ~~$38~~primarily of legal,~~935~~ asaccounting, ~~compared~~and toEdgar filing expenses, and general and administrative expenses offor ~~$35,743~~2023 ~~for~~also ~~2022,~~included anthe ~~increase~~ write-down of ~~$3,192~~the orCompany’s ~~approximately~~patent ~~9%.~~for ~~General~~the ~~and~~Reel ~~administrative~~Guard ~~expenses~~product ~~for~~in ~~2022~~the ~~consisted~~amount ~~primarily~~ of ~~legal~~$4, ~~accounting~~183, ~~and~~which ~~Edgar~~was ~~filing expenses~~primarily responsible for the difference between 2023 and 2024.

Depreciation and Amortization Expense

Depreciation and amortization expenses currently are not material to our business. During 2024, the Company acquired molding equipment for its proposed Slow-Sinker product in the amount of $4,278 and incurred patent expenses of $2,255 in connection with such product. Depreciation expense was $0153 for ~~2023~~2024 and ~~2022~~$0 for 2023. Amortization expense was $~~408~~63 for ~~2023~~2024 and $~~409~~408 for ~~2022~~2023, resulting from the amortization of our ~~patent~~patents over ~~seventeen~~their ~~years, which is its~~ estimated legal ~~life~~lives. As of September 30, 2023, the Company wrote off the remaining net balance on the patent for the Reel Guard product after it was determined an impairment existed in accordance with ASC 360 which requires that a company recognize an impairment loss if, and only if, the carrying amount of a long-lived asset (asset group) is not recoverable from the sum of the undiscounted cash flows expected to result from the use and eventual disposal of the asset.

Research and Development Expenses

Research and development expenses are not currently material to our business. We did not incur research and development expenses in either ~~2023~~2024 or ~~2022~~2023.

Liquidity and Capital Resources

As of September 30, ~~2023~~2024, we had total current assets of $710,~~281~~144, including cash of $3560,~~162,~~ and current liabilities of $~~105~~158,~~682~~427, resulting in a working capital deficit of $98148,~~401~~283. Our current liabilities include an outstanding principal balance of $98148,~~360~~968 and accrued interest of $59,~~012~~459 under the short-term related party revolving loan agreements for which the due dates have been extended to December 31, ~~2024~~2025. As of September 30, ~~2023~~2024, we had an accumulated deficit of $246,483 and a total stockholders’ deficit of $~~202~~141,~~918~~966. We have financed our operations from sales of our Reel Guard product, proceeds from our 2014 private placement, and proceeds from the related party revolving loan agreements.

For ~~2023~~2024, net cash used by operating activities was $3546,~~670~~677, as a result of a net loss of $4643,~~472~~565, ~~reduced~~an byincrease ~~depreciation~~in ~~and~~prepaid ~~amortization~~expenses of $~~408~~5,480, anand ~~impairment~~a ~~loss~~decrease ofin ~~$4,183~~accounts ~~from~~payable ~~the write-down~~ of ~~our patent~~$2, a310, ~~decrease~~offset inby ~~inventory~~depreciation and amortization of $~~977~~216, ana ~~increase~~decrease in ~~accounts~~inventory ~~payable~~ of $215,~~310,~~ and an increase in accrued interest – related party of $24,~~924~~447. By comparison, for ~~2022~~2023, net cash used by operating activities was $35,~~446~~670 as a result of a net loss of $3746,~~166~~472, ~~reduced~~offset by depreciation and amortization of $~~409~~408, an impairment loss of $4,183 from the write-down of our patent, a decrease in inventory of $46977, ~~and~~ an increase in ~~accrued~~accounts ~~interest~~payable of $12,~~679~~310, and ~~increased~~an byincrease ain ~~decrease~~accrued ininterest ~~accounts~~- ~~payable~~ related party of $~~414~~2,924.

In ~~2023~~2024, we had cash flows from investing activities of $6,533, consisting of $4,278 for the purchase of property, plant and ~~2022~~equipment for the test molds for our new Slow Sinker product and $2,255 for the purchase of a patent in connection with the patent application for such product. In 2023, we had no cash flows used in or provided by investing activities.

In ~~2023~~2024, we had net cash provided by financing activities of $3750,~~591~~ 608 consisting of the proceeds from the related party revolving loan agreements, and in ~~2022~~2023 we had net cash provided by financing activities of $3037,~~519~~591, also consisting of the proceeds from the related party revolving loan agreements.

WeFollowing ~~believe we have adequate funds to meet~~ our ~~obligations~~incorporation ~~for~~in ~~the next twelve months from our current cash~~2014, ~~the~~we ~~revolving~~completed ~~note agreements, and projected cash flows from operations. Cash flow from operations has not historically been sufficient to sustain our operations without~~ the ~~above~~private ~~additional~~placement ~~sources~~ of ~~capital. Our future working capital requirements will depend on many factors~~285,714 ~~including~~shares ~~the expansion~~ of our ~~product~~common ~~lines~~stock to ~~include~~accredited ~~the~~investors ~~new~~in ~~SLINKOR~~a ~~product~~private ifplacement itat isa ~~successfully redesigned~~price of $0.35 Toper ~~the~~share ~~extent~~for ~~our~~total ~~cash,~~proceeds ~~cash~~of ~~equivalents~~$100,011. ~~and~~The ~~cash~~proceeds ~~flows~~ from ~~operating activities and~~ the ~~revolving~~private ~~note~~placement ~~agreements~~together ~~are~~with ~~insufficient to fund~~ our ~~future~~limited ~~activities,~~product wesales ~~may~~were ~~need~~sufficient to ~~raise~~fund ~~additional~~our ~~funds~~operations through ~~additional~~our ~~stockholder~~fiscal ~~loans,~~year ~~private~~ended ~~equity~~September ~~or debt financing. We also may need to raise additional funds in the event we determine in the future to effect one or more acquisitions of businesses~~30, ~~technologies, or products~~2020. ~~If additional funding is required, we may not be able to effect an equity or debt financing on terms acceptable to us or at all.~~

On January 4, 2021, we entered into a revolving promissory note agreement with our president and principal stockholder that, as amended through September 30, 2024, provides for total loans of up to $127,500 at an interest rate of 3.5% per annum, which was repayable on or before December 31, 2024. We received proceeds under the revolving promissory note of $43,100 during the year ended September 30, 2024, resulting in principal balances of $126,621 and $83,521, with accrued interest of $8,237 and $4,444, at September 30, 2024 and 2023, respectively. Effective October 1, 2024, we again amended the revolving promissory note agreement to increase the maximum principal indebtedness to $170,000 and extend the maturity date to December 31, 2025.

During December 2021, we entered into a revolving promissory note agreement with another principal stockholder that, as amended through September 30, 2024, provides for loans of up to $22,500 at an interest rate of 3.5% per annum, which was repayable on or before December 31, 2024. We received proceeds under the second revolving promissory note of $7,508 during the year ended September 30, 2024, resulting in principal balances of $22,347 and $14,839, with accrued interest of $1,222 and $568, at September 30, 2024 and 2023, respectively. Effective October 1, 2024, we again amended the revolving promissory note agreement to increase the maximum principal indebtedness to $30,000 and extend the maturity date to December 31, 2025.

As described above under the caption “Overview,” our financial statements have been prepared on a going concern basis, however, there are several factors indicating that there is substantial doubt that we will be able to continue as a going concern for a reasonable period of time.

We believe we have adequate funds to meet our obligations for the next twelve months from our current cash, the revolving note agreements, and projected cash flow from operations. Cash flow from operations has not historically been sufficient to sustain our operations without the above additional sources of capital. Our future working capital requirements will depend on many factors, including the expansion of our product lines to include the new Slow- Sinker product if and when the product is finalized. To the extent our cash, cash equivalents, and cash flows from operating activities and the revolving note agreements are insufficient to fund our future activities, we may need to raise additional funds through additional stockholder loans, private equity, or debt financing. We also may need to raise additional funds in the event we determine in the future to effect one or more acquisitions of businesses, technologies, or products. If additional funding is required, we may not be able to effect an equity or debt financing on terms acceptable to us or at all.

Requirements

The Company currently has no lease obligations or requirements and has not entered into any agreements that require a commitment of cash.

Off-Balance Sheet Arrangements

As of September 30, ~~2023~~2024 and ~~2022~~2023, we did not have any off-balance sheet financing arrangements.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires our management to make assumptions, estimates and judgments that affect the amounts reported in the financial statements, including the notes thereto, and related disclosures of commitments and contingencies, if any. We consider our critical accounting policies to be those that require the more significant judgments and estimates in the preparation of financial statements, including the following:

Accounting Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America 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 could differ from those estimates.

Inventories

Inventories, consisting primarily of injection molded Reel Guards and Adhesive Strips, are stated at the lower of cost or net realizable value, with cost determined using ~~primarily~~ the first-in-first-out (FIFO) method. The Company purchased substantially all inventories for the Reel Guard from one supplier and has been dependent on this supplier for all inventory purchases since we commenced operations. The Company has $1,~~065~~050 and $21,~~042~~065 in finished goods and $2,596 and $2,596 in raw materials at September 30, ~~2023~~2024 and ~~2022~~2023, respectively.

Patents

Patents consist of the cost of obtaining the patent for the Reel Guard and making application for a patent on our proposed Slow-Sinker product. Our patents are amortized over their legal ~~life~~lives (typically 15 to 17 years) and analyzed periodically for impairment in accordance with ASC 360, Impairment and Disposal of Long -Lived Assets. AsCosts to renew or extend the term of a patent are expensed as incurred. During the year ended September 30, ~~2023~~2024, the Company ~~wrote~~incurred ~~off~~costs of $2,255 related to the ~~remaining~~patent ~~net~~application ~~balance~~for onits proposed new Slow-Sinker product. The Company reviewed the patent ~~after~~ itfor ~~was~~impairment and determined anthat no impairment ~~existed~~loss inhas ~~accordance~~been ~~with~~incurred ~~ASC~~for ~~360~~the ~~which~~year ~~requires~~ended ~~that~~September a30, ~~company~~2024. ~~recognize~~The ancost ~~impairment~~is ~~loss~~being ~~if, and~~amortized ~~only~~over if15 years, which is the ~~carrying~~estimated ~~amount~~legal life of athe ~~long-lived~~patent. ~~asset~~As ~~(asset~~of ~~group)~~September is30, ~~not~~2023, ~~recoverable~~the ~~from~~Company wrote off the ~~sum~~remaining ofnet balance on the ~~undiscounted~~Reel ~~cash~~Guard ~~flows~~patent ~~expected to~~after ~~result~~it ~~from~~was ~~the~~determined ~~use~~an ~~and~~impairment ~~eventual~~existed ~~disposal~~in ofaccordance ~~the~~with ~~asset~~ASC 360.

Revenue Recognition

When the Company sells aits ~~reel~~outdoor ~~protector~~products, it recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. ~~Under ASC 606, the Company recognizes revenue upon the transfer of promised goods to customers in amounts that reflect the consideration to which the Company expects to be entitled.~~ The Company considers revenue earned when all the following criteria are met: (i) the contract with the customer has been identified, (ii) the performance obligations have been identified, (iii) the transaction price has been determined, (iv) the transaction price has been allocated to the performance obligations, and (v) the performance obligations have been satisfied. The Company’s single performance obligation is to deliver its product to customers. Generally, customers will purchase products online for a fixed price, at which time they will remit payment at the time of order placement. The Company does not accept returns or provide refunds or warranties for their products. The Company earned $~~546~~163 and $~~302~~546 in revenue during the years ended September 30, ~~2023~~2024 and ~~2022~~2023, respectively and had no accounts receivable or deferred revenue balances as of September 30, 2024, 2023, or 2022.

Recently Enacted Pronouncements

The Company has reviewed all recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its results of operation, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements will have a significant effect on its current or future earnings or operations.

Basic and Diluted Loss Per Share

Basic loss per share is computed by dividing net loss attributable to common shares by the weighted average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net income attributable to common shares for the period by the weighted average number of common and potential common shares outstanding during the period. Potential common shares are included in the calculation of diluted net income per share, when they are present in the financial statements, to the extent such shares are dilutive. During the years

ended September 30, 2024 and 2023, the Company did not have any stock options, warrants, or other convertible or potentially-dilutive instruments issued and outstanding.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Not Applicable. The Company is a “smaller reporting company.”

Item 8. Financial Statements and Supplementary Data

The following financial statements are being filed with this report and are located immediately following the signature page.

Index to Financial Statements
Index of Financial Statements
Report of Independent Registered Public Accounting Firm (PCAOB ID [6580)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID 6258)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID [6117]		F-3
Report of Independent Registered Public Accounting Firm (PCAOB ID 6580)		F-4
Balance Sheets as of September 30, 2023 and 2022		F-5
Balance Sheets as of September 30, 2024 and 2023		F-6
Statements of Operations for the years ended September 30, 2023 and 2022		F-6
Statements of Operations for the Years Ended September 30, 2024 and 2023		F-7
Statements of Changes in Stockholders’ Deficit for the years ended September 30, 2023 and 2022		F-7
Statements of Changes in Stockholders’ Deficit for the Years Ended September 30, 2024 and 2023		F-8
Statements of Cash Flows for the years ended September 30, 2023 and 2022		F-8
Statements of Cash Flows for the Years Ended September 30, 2024 and 2023		F-9
Notes to Financial Statements		F-910

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow for timely decisions regarding required disclosure. Due to inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Further, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that degree of compliance with the policies and procedures may deteriorate. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

Under the supervision and with the participation of our management, including our principal executive and financial officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (“the Exchange Act”) as of September 30, 2024, the end of the period covered by this report. Based upon that evaluation, our principal executive and financial officer concluded that our disclosure controls and procedures were not effective as of September 30, 2024, due to the existence of material weaknesses in our internal control over financial reporting described below.

Under the supervision and with the participation of our management, including our principal executive and financial officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (“the Exchange Act”) as of September 30, 2023, the end of the period covered by this report. Based upon that evaluation, our principal executive and financial officer concluded that our disclosure controls and procedures were not effective as of September 30, 2023, due to the existence of material weaknesses in our internal control over financial reporting described below.

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Our internal control over financial reporting is a process designed by or under the supervision of our principal executive and principal financial officer to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving their control objectives. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management, including our principal executive and financial officer, conducted an evaluation of the effectiveness of our internal control over financial reporting as of September 30, ~~2023~~2024, based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the COSO framework, our management concluded that our internal control over financial reporting was not effective as of September 30, ~~2023~~2024, due to the material weaknesses described below.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. We identified a material weakness that arises from the ~~following~~fact ~~material~~that ~~weaknesses:~~our principal executive and principal financial officers are the same person, and that such person is also the sole member of our board of directors. This does not provide oversight of management by a board of directors independent of management. Additionally, while we have engaged a third-party certified public accountant to assist us with financial reporting, we do not have any formal accounting procedures in place and we lack reviews by individuals with adequate financial reporting expertise, therefore this does not provide adequate segregation of duties.

We did not maintain effective internal control over financial reporting over the accuracy of the accounting for Inventory costing and impairment of our patent. Specifically, our internal controls with respect to the treatment of inventory were not designed to effectively account for the valuation of inventory on a FIFO basis. Our internal controls with respect of assessment of assets impairment were not designed to effectively account for the impairment in our patent. These control deficiencies resulted in audit adjustments to our inventory and patent balances during the year-ended September 30, 2023. Additionally, these control deficiencies could result in a misstatement of the aforementioned account balances or disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected. Accordingly, we determined that these control deficiencies constitute a material weakness.

Plan for Remediation of Material Weaknesses in Internal Control over Financial Reporting

We have taken steps to remediate the material weaknesses identified above and plan to take additional actions to remediate the underlying cause of these material weaknesses as described below:

1. We put in place additional review related to the accuracy of accounting for inventory which will be reviewed by our principal executive and financial officer, but we believe that additional testing is required before concluding that the material weakness has been remediated.

2. We will strengthen our procedures around complex accounting issues such as assets impairments and set guidelines for how to conduct and document the reviews of those complex topics.

These actions are subject to ongoing review by management, as well as oversight by our board of directors. Although we plan to complete this remediation process as quickly as possible, we cannot, at this time, estimate when such remediation may occur, and our initiatives may not prove successful in remediating these material weaknesses.

Changes in Internal Control over Financial Reporting

~~There~~Except as described below, there was no change in our internal control over financial reporting during the year ended September 30, ~~2023~~2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. During such year, in order to continue to address the material weaknesses in our internal control over financial reporting described in our annual report on Form 10-K for the year ended September 30, 2023, we engaged a certified public accountant to assist us with the preparation of our quarterly and annual financial statements, which we believe strengthened our procedures around complex accounting issues such as asset impairments and our guidelines for how to conduct and document the reviews of those complex topics. We believe these steps have remediated some of the previously identified material weaknesses in our internal control over financial reporting.

Item 9B. Other Information

None.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not Applicable.

1211

Part III

Item 10. Directors, Executive Officers and Corporate Governance

The following table sets forth the names and ages of the members of our Board of Director and our executive officers and the positions held by each.

Name		Age		Title
Kirk Blosch		6970		President, CEO, and Chairman

Kirk Blosch is the founder of the Company and has been its sole officer and director since its inception in 2014. Since 2008 he has been the owner and principal broker of B&B Real Estate Group LLC, a Salt Lake City, Utah, based real estate firm providing sales, consulting, and development services. Mr. Blosch has over 3738 years of experience in evaluating business opportunities, creating business or development plans, funding various projects, and overseeing the construction and development of real estate projects. He received his Bachelor of Science degree in organizational communication from the University of Utah in 1976.

Family Relationships

There are no family relationships among our directors, executive officers or persons nominated or chosen to become directors or executive officers.

Board of Directors

Our board of directors consists of one person, Kirk Blosch. Such person is not “independent” within the meaning of Rule 5605(a)(2) of the NASDAQ Marketplace because he is an officer of the Company.

Our board of directors has not appointed any standing committees, there is no separately designated audit committee and the Company’s single, non-independent board member performs the functions that would customarily be performed by an audit committee. The board of directors does not have an independent “financial expert” because it does not believe the scope of the Company’s activities to date has justified the expenses involved in obtaining such a financial expert. In addition, our securities are not listed on a national exchange and we are not subject to the special corporate governance requirements of any such exchange.

The Company does not have a compensation committee and the Company’s single, non-independent board member participates in the consideration of executive officer and director compensation. To date, the Company has not paid any executive or director compensation and has not engaged independent compensation consultants to determine or recommend the amount or form of executive or director compensation.

The Company does not have a standing nominating committee and the Company’s single, non-independent board member performs the functions that would customarily be performed by a nominating committee. The board of directors does not believe a separate nominating committee is required at this time due to the limited size of the Company’s business operations and the limited resources of the Company that do not permit it to compensate its directors. The board of directors has not established policies with regard to the consideration of director candidates recommended by security holders or the minimum qualifications of such candidates.

Code of Ethics

We have not adopted a Code of Ethics that applies to our executive officers, including our principal executive, financial and accounting officers. We do not believe the adoption of a code of ethics at this time would provide any meaningful additional protection to the Company because we have only one officer and our business operations are not extensive or complex.

Director Meetings and Stockholder Meeting Attendance

The Board of Directors held no formal meetings during ~~2023~~the fiscal year ending September 30, 2024, and the sole director acted by written consent in lieu of meetings. Our policy is to encourage, but not require, members of the Board of Directors to attend annual stockholder meetings. We did not hold an annual stockholder meeting during the ~~2023~~fiscal year ended September 30, 2024.

Communications with Directors

Shareholders may communicate with the Board of Directors or any individual director by sending written communications addressed to the Board of Directors, or any individual director, to: Outdoor Specialty Products, Inc., Attention: Corporate Secretary, 3842 Quail Hollow Drive, Salt Lake City, Utah 84109. All communications will be compiled by the corporate secretary and forwarded to the Board of Directors or any individual director, as appropriate. In order to facilitate a response to any such communication, the Company’s Board of Directors suggests, but does not require, that any such submission include the name and contact information of the shareholder submitting the communication.

Item 11. Executive Compensation

Kirk Blosch, our President, Secretary and Treasurer, is our only employee. We did not pay any executive compensation during the fiscal years ended September 30, ~~2023~~2024 and ~~2022~~2023. We have not entered into any employment agreements with our officers and directors. We reimburse our officers for reasonable costs and expenses incurred by them in connection with our business.

We have not granted our officers or directors any stock options, stock awards or other forms of equity compensation.

We do not have any retirement, pension or profit-sharing plans covering our officers or directors, and we are not contemplating implementing any such plans at this time.

Director Compensation

We did not pay our sole director any compensation for serving in his capacity as a director during the fiscal years ended September 30, ~~2023~~2024 and ~~2022~~2023.

1413

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth information regarding the beneficial ownership of our common stock as of December 279, ~~2023~~2024. The information in this table provides the ownership information for each person known by us to be the beneficial owner of more than 5% of our common stock, each of our directors, each of our executive officers, and our executive officers and directors as a group.

Beneficial ownership has been determined in accordance with the rules and regulations of the SEC and includes voting or investment power with respect to the shares. Unless otherwise indicated, the persons named in the table below have sole voting and investment power with respect to the number of shares indicated as beneficially owned by them.

Name and Address of Beneficial Owner	~~Common~~CommonStockBeneficiallyOwned ~~Stock Beneficially Owned~~ (1)		Percentage ofofCommonStockOwned ~~Common Stock Owned~~ (1)
Principal Stockholders
Ed Bailey		760,000		14.4	%
Ed Bailey (2)		760,000		14.4	%
4685 S. Highland Dr. Salt Lake City, UT 84106
Officers and Directors
Kirk Blosch, President and Director (2)		4,250,000		80.4	%
Kirk Blosch, President and Director (3)		4,250,000		80.4	%
3842 Quail Hollow Drive Salt Lake City, UT 84109
Director and Officer (1 person)		4,250,000		80.4	%

(1) Applicable percentage ownership is based on 5,284,318 shares of common stock outstanding as of December 27, 2023. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities.

(1)	Applicable percentage ownership is based on 5,284,318 shares of common stock outstanding as of December 9, 2024. Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities.

(2)	Amount reported here includes 750,000 shares held by Maven Strategic Partners, Inc. and 10,000 shares held by Maven Investments, LLC, which are entities owned and controlled by Ed Bailey.

(3)	Kirk Blosch is the only officer, employee, and director of the Company. He has full voting and investment control of the shares beneficially owned by him.

(2) Kirk Blosch is the only officer, employee, and director of the Company. He has full voting and investment control of the shares beneficially owned by him.

On January 4, 2021, we entered into a revolving promissory note agreement with Kirk Blosch, our president and a principal stockholder, that, as amended, ~~provides~~through for total loans of up to $127,500 at an interest rate 3.5% per annum, which is repayable on or before December 31, 2024. We received proceeds under the revolving promissory note of $31,478 during the year ended September 30, ~~2023~~2024, ~~resulting~~provided in principal balances of $83,521 and $52,043, with accrued interest of $4,444 and $1,909, at September 30, 2023 and 2022, respectively. During December 2021, we entered into a revolving promissory note agreement with another principal beneficial owner that, as amended, provides for total loans of up to $22127,500 at an interest rate of 3.5% per annum, which iswas repayable on or before December 31, 2024. We received proceeds under the ~~second~~ revolving promissory note of $643,~~113~~100 during the year ended September 30, ~~2023~~2024, resulting in principal balances of $14126,~~839~~621 and $883,~~726~~521, with accrued interest of $~~568~~8,237 and $~~179~~4,444, at September 30, ~~2023~~2024 and ~~2022, respectively. The revolving promissory note agreements were most recently amended on October 9,~~ 2023 ~~to extend the maturity dates of the note agreements to December 31~~, ~~2024 and increase the maximum principal indebtedness under the note agreements with Kirk Blosch and Ed Bailey to $127,500 and $22,500,~~ respectively.

During December 2021, we entered into a revolving promissory note agreement with Ed Bailey, another principal beneficial stockholder, that, as amended through September 30, 2024, provided for loans of up to $22,500 at an interest rate of 3.5% per annum, which was repayable on or before December 31, 2024. We received proceeds under the second revolving promissory note of $7,508 during the year ended September 30, 2024, resulting in principal balances of $22,347 and $14,839, with accrued interest of $1,222 and $568, at September 30, 2024 and 2023, respectively.

Subsequent to year-end, we entered into amended and restated revolving promissory note agreements with Kirk Blosch and Ed Bailey, dated October 1, 2024, that supersede and replace the note agreements described above. The

amended and restated note agreement with Mr. Blosch provides for a maximum principal indebtedness of $170,000 and the amended and restated note agreement with Mr. Bailey provides for a maximum principal indebtedness of $30,000. The amended and restated note agreements both provide for a maturity date of December 31, 2025 and an interest rate of 3.5%.

Director Independence

Indemnification

Nevada law expressly authorizes a Nevada corporation to indemnify its directors, officers, employees, and agents against liabilities arising out of such persons’ conduct as directors, officers, employees, or agents if they acted in good faith, in a manner they reasonably believed to be in or not opposed to the best interests of the company, and, in the case of criminal proceedings, if they had no reasonable cause to believe their conduct was unlawful. Generally, indemnification for such persons is mandatory if such person was successful, on the merits or otherwise, in the defense of any such proceeding, or in the defense of any claim, issue, or matter in the proceeding. In addition, as provided in the articles of incorporation, bylaws, or an agreement, the corporation may pay for or reimburse the reasonable expenses incurred by such a person who is a party to a proceeding in advance of final disposition if such person furnishes to the corporation an undertaking to repay such expenses if it is ultimately determined that he did not meet the requirements. In order to provide indemnification, unless ordered by a court, the corporation must determine that the person meets the requirements for indemnification. Such determination must be made by a majority of disinterested directors; by independent legal counsel; or by a majority of the shareholders.

Article X of our Articles of Incorporation provides that we must pay expenses of officers and directors incurred in defending a civil or criminal action, suit or proceeding, involving alleged acts or omissions of such officer or director in his or her capacity as an officer or director as they are incurred and in advance of the final disposition of the action, suit or proceeding, upon receipt of an undertaking by or on behalf of the director or officer to repay the amount if it is ultimately determined by a court of competent jurisdiction that he or she is not entitled to be indemnified by us.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the “Act”) may be permitted to directors, officers and controlling persons of our company pursuant to the foregoing provisions, or otherwise, we have been advised that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable.

Item 14. Principal Accountant Fees and Services

~~GreenGrowth~~MAC Accounting Group & CPAs, LLP served as ~~the~~our ~~Company’s~~ independent registered public accounting firm for the fiscal year ended September 30, ~~2023,~~2024 and ~~Pinnacle~~GreenGrowth ~~Accountancy~~CPAs ~~Group of Utah (a dba of the registered firm Heaton & Company, PLLC)~~ served as ~~the~~our ~~Company’s~~ independent registered public accounting firm for the fiscal year ended September 30, ~~2022~~2023.

Fees for services provided by ~~Pinnacle~~our ~~Accountancy~~independent ~~Group~~registered ofpublic ~~Utah~~accounting ~~during the~~firms ~~2023 and 2022 years, respectively,~~ were as follows:

	Year Ended
	September 30,
	2023		2022
	2024		2023
Audit Fees	$	1012,000	$	710,~~500~~000
Audit-Related Fees		-		-
Tax Fees		~~450~~-		~~400~~-
All Other Fees		-		-
Total	$	1012,~~450~~000	$	710,~~900~~000

“Audit Fees” consisted of fees billed for services rendered for the audit of the Company’s annual financial statements, review of financial statements included in the Company’s quarterly reports on Form 10-Q, and other services normally provided in connection with statutory and regulatory filings. “Audit-Related Fees” consisted of fees billed for due diligence procedures in connection with acquisitions and divestitures and consultation regarding financial accounting and reporting matters. “Tax Fees” consisted of fees billed for tax payment planning and tax preparation services. “All Other Fees” consisted of fees billed for services in connection with legal matters and technical accounting research.

The Company’s Board of Directors functions as its audit committee. It is the policy of the Company for all work performed by our principal accountant to be approved in advance by the Board of Directors. All of the services described above in this Item 14 were approved in advance by our Board of Directors.

Item 15. Exhibit and Financial Statement Schedules

(a)

List of all financial statements filed as part of this report.

Index of Financial Statements
Report of Independent Registered Public Accounting Firm (PCAOB ID 6580)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID 6258)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID 6117)		F-4
Report of Independent Registered Public Accounting Firm (PCAOB ID 6580)		F-4
Balance Sheets at September 30, 2023 and 2022		F-6
Balance Sheets as of September 30, 2024 and 2023		F-6
Statements of Operations for the years ended September 30, 2023 and 2022		F-7
Statements of Operations for the Years Ended September 30, 2024 and 2023		F-7
Statements of Changes in Stockholders’ Deficit for the years ended September 30, 2023 and 2022		F-8
Statements of Changes in Stockholders’ Deficit for the Years Ended September 30, 2024 and 2023		F-8
Statements of Cash Flows for the years ended September 30, 2023 and 2022		F-9
Statements of Cash Flows for the Years Ended September 30, 2024 and 2023		F-9
Notes to Financial Statements		F-10

(b)

The following documents are included as exhibits to this report.

(a) Exhibits

Exhibit Number	SEC ~~Reference Number~~ReferenceNumber	Title of Document	Location
3.1	3	Articles of Incorporation	Incorporated by Reference(1)
3.2	3	Articles of Merger dated February 24, 2021	Incorporated by Reference(1)
3.3	3	Bylaws	Incorporated by Reference(1)
4.1	4	2021 Stock Incentive Plan	Incorporated by Reference(1)
10.1	10	Merger Agreement dated February 24, 2021	Incorporated by Reference(1)
10.2	10	Revolving Promissory Note Agreement with Kirk Blosch dated January 4, 2021	Incorporated by Reference(1)
10.3	10	License and Royalty Agreement dated May 4, 2021	Incorporated by Reference(1)
10.5	10	Revolving Promissory Note Agreement with Ed Bailey dated December 1, 2021	Incorporated by Reference(2)
10.6	10	Third Amendment to Revolving Promissory Note Agreement with Kirk Blosch dated as of November 21, 2022	Incorporated by Reference(3)
10.8	10	Fifth Amendment to Revolving Promissory Note Agreement with Kirk Blosch dated as of October 9, 2023	Incorporated by Reference(3)
10.7	10	Second Amendment to Revolving Promissory Note Agreement with Ed Bailey dated as of November 21, 2022	Incorporated by Reference(3)
10.9	10	Fourth Amendment to Revolving Promissory Note Agreement with Ed Bailey dated as of October 9, 2023	Incorporated by Reference(3)
10.8	10	Fourth Amendment to Revolving Promissory Note Agreement with Kirk Blosch dated as of May 10, 2023	Incorporated by Reference(4)
10.9	10	Third Amendment to Revolving Promissory Note Agreement with Ed Bailey dated as of May 10, 2023	Incorporated by Reference(4)
21.1	21	Schedule of the Registrant’s Subsidiaries	This Filing
31.1	31	Section 302 Certification of Chief Executive and Chief Financial Officer	This Filing
32.1	32	Section 1350 Certification of Chief Executive and Chief Financial Office	This Filing

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).

(1)	Incorporated by reference to the Company’s Registration Statement on Form 10-12G filed June 24, 2021.
(2)	Incorporated by reference to the Company’s Annual Report on Form 10-K for the year ending September 30, 2021, filed on December 29, 2021.
(3)	Incorporated by reference to the Company’s Quarterly report on Form 10-Q for the quarter ending December 31, ~~2022~~2023, filed on February 39, ~~2023~~2024.
(4)	Incorporated by reference to the Company’s Quarterly report on Form 10-Q for the quarter ending June 30, 2023, filed on August 8, 2023.

Item 16. Form 10-K Summary

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Outdoor Specialty Products, Inc.
Dated: January 3, 2024	By	/s/ Kirk Blosch
Dated: December 13, 2024	By	/s/ Kirk Blosch
		Kirk Blosch
		President, Secretary and Treasurer
		(Principal Executive and Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Dated: January 3, 2024	By	/s/ Kirk Blosch
Dated: December 13, 2024	By	/s/ Kirk Blosch
		Kirk Blosch
		President, Secretary, Treasurer and Director
		(Principal Executive and Accounting Officer)

Index to Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID 6580)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID 6258)		F-2
Report of Independent Registered Public Accounting Firm (PCAOB ID 6117)		F-4
Report of Independent Registered Public Accounting Firm (PCAOB ID 6580)		F-4
Balance Sheets as of September 30, 2023 and 2022		F-6
Balance Sheets as of September 30, 2024 and 2023		F-6
Statements of Operations for the Years Ended September 30, 2023 and 2022		F-7
Statements of Operations for the Years Ended September 30, 2024 and 2023		F-7
Statements of Changes in Stockholders’ Deficit for the Years Ended September 30, 2023 and 2022		F-8
Statements of Changes in Stockholders’ Deficit for the Years Ended September 30, 2024 and 2023		F-8
Statements of Cash Flow for the Years Ended September 30, 2023 and 2022		F-9
Statements of Cash Flows for the Years Ended September 30, 2024 and 2023		F-9
Notes to Financial Statements		F-10

F-1

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareholders

Outdoor Specialty Products, Inc.

Opinion on the Financial Statements

We have audited the accompanying balance sheet of Outdoor Specialty Products, Inc. as of September 30, 2024, and the related statements of operations, stockholders’ deficit, and cash flows for the year then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of Outdoor Specialty Products, Inc. as of September 30, 2024, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

Going Concern

The accompanying financial statements have been prepared assuming that the entity will continue as a going concern. As discussed in Note 7 to the financial statements, the entity does not generate sufficient revenue to generate net income, has a negative working capital, and has a limited operating history. These factors raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 7. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility of the entity’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to Outdoor Specialty Products, Inc. in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Outdoor Specialty Products, Inc. is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matters

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures

F-2

that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.

/s/ Mac Accounting Group & CPAs, LLP

We have served as Outdoor Specialty Products, Inc's auditor since 2024.

Midvale, Utah

December 13, 2024

F-3

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders

Outdoor Specialty Products, Inc.

Salt Lake City, Utah

Opinion on the Financial Statements

We have audited the accompanying balance sheet of Outdoor Specialty Products, Inc. (the Company) as of September 30, 2023, and the related statements of operations, changes in stockholders’ deficit, and cash flows for the year then ended, and the related notes (collectively referred to as the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2023, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

Consideration of the Company’s Ability to Continue as a Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered recurring losses since inception, has a working capital deficit, and has not achieved profitable operations, which raises substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 7. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

F-24

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Going Concern – Disclosure

The financial statements of the Company are prepared on a going concern basis, which assumes that the Company will continue in operation for the foreseeable future and, accordingly, will be able to realize its assets and discharge its liabilities in the normal course of operations. As noted in “Going Concern Considerations” above, the Company has a history of recurring net losses, a significant accumulated deficit and currently has a net working capital deficit. The Company has contractual obligations such as commitments for repayments of accounts payable, accrued interest and line of credit – related party (collectively “obligations”). Currently management’s forecasts and related assumptions illustrate their intent to meet the obligations through management of expenditures, obtaining additional financing through loans from related and unrelated parties, and private placements of capital stock for additional funding to meet its operating needs. Should there be constraints on the ability to access financing through stock issuances, the Company will continue to manage cash outflows and meet the obligations through related and unrelated party loans.

We identified management’s assessment of the Company’s ability to continue as a going concern as a critical audit matter. Management made judgments regarding the Company’s intentions and ability to provide the necessary cash flows to fund the Company’s obligations as they become due. Specifically, the judgments with the highest degree of impact and subjectivity in determining the Company’s ability to manage expenditures, access funding from the capital market, and obtain loans from related and unrelated parties. Auditing the judgments made by management required a high degree of auditor judgment and an increased extent of audit effort.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the financial statements. These procedures included the following, among others, evaluating the Company’s ability to: (i) access funding from the capital market; (ii) manage expenditures, and (iii) obtain loans from related and unrelated parties.

January 3, 2024

We ~~have~~ served as the Company’s auditor ~~since~~ in 2023

Los Angeles, California

PCAOB ID Number 6580

F-3

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

Outdoor Specialty Products, Inc.

Salt Lake City, Utah

Opinion on the Financial Statements

We have audited the accompanying balance sheet of Outdoor Specialty Products, Inc. (the Company) as of September 30, 2022, and the related statements of operations, changes in stockholders’ deficit, and cash flows for the year then ended, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2022, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

Consideration of the Company’s Ability to Continue as a Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered recurring losses since inception, has a working capital deficit, and has not achieved profitable operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 7. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Critical Audit Matter

F-4

Going Concern – Disclosure

/s/ Pinnacle Accountancy Group of Utah

We served as the Company’s auditor from 2018 to 2022.

Pinnacle Accountancy Group of Utah

(a dba of Heaton & Company, PLLC)

Farmington, Utah

December 19, 2022

F-5

OUTDOOR SPECIALTY PRODUCTS, INC.

Balance Sheets

	September 30, 2023			September 30, 2022
	September 30, 2024			September 30, 2023
Assets:
Current Assets:
Cash	$	~~3,162~~560		$	13,~~241~~162
Prepaid expense		~~458~~5,938			458
Inventory		3,~~661~~646			43,~~638~~661
Total current assets		710,~~281~~144			67,~~337~~281
Property, Plant and Equipment, net		-			-
Other Assets:
Patents, net		-			4,591
Property, plant and equipment, net		4,125			-
Total Assets	$	7,281		$	10,928
Patents, net		2,192			-
Total Assets	$	16,461		$	7,281
Liabilities and Stockholders’ Deficit:
Current Liabilities:
Accounts payable	$	~~2,310~~-		$	-2,310
Accrued interest – related party		59,~~012~~459			25,~~088~~012
Line of credit – related party		98148,~~360~~968			6098,~~769~~360
Total Liabilities		~~105~~158,~~682~~427			62105,~~857~~682
Stockholders’ Deficit:
Preferred stock, $0.001 par value, 10,000,000 shares authorized, none issued and outstanding		-			-
Preferred stock, $0.001 par value, 10,000,000 shares authorized, none issued and outstanding as of September 30, 2024 and 2023		-			-
Common stock, $0.001 par value, 190,000,000 shares authorized, 5,284,318 shares issued and outstanding		5,285			5,285
Common stock, $0.001 par value, 190,000,000 shares authorized, 5,284,318 shares issued and outstanding as of September 30, 2024 and 2023		5,285			5,285
Additional paid-in capital		99,232			99,232
Accumulated deficit		(~~202~~246,~~918~~483	)		(~~156~~202,~~446~~918	)
Total Stockholders’ Deficit		(98141,~~401~~966	)		(5198,~~929~~401	)
Total Liabilities and Stockholders’ Deficit	$	716,~~281~~461		$	107,~~928~~281

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

F-6

OUTDOOR SPECIALTY PRODUCTS, INC.

Statements of Operations

	For the Year Ended September 30,
	2023			2022
	2024			2023
Revenue	$	~~546~~163		$	~~302~~546
Cost of sales		(~~976~~15	)		(46976	)
Gross Profit (Loss)		~~(430~~148	)		~~256~~(430	)
Operating Expenses:
General and administrative		43,118			35,743
General and administrative expenses		39,266			43,118
Total Operating Expenses		4339,~~118~~266			3543,~~743~~118
Loss from Operations		(4339,~~548~~118	)		(3543,~~487~~548	)
Other Expense:
Interest expense – related party		24,~~924~~447			12,~~679~~924
Total other expense		24,~~924~~447			12,~~679~~924
Net Loss	$	(46,472	)	$	(37,166	)
Loss before income taxes		(43,565	)		(46,472	)
Income tax expense		-			-
Net Loss	$	(43,565	)	$	(46,472	)
Net loss per share of common stock - basic and diluted	$	(0.01	)	$	(0.01	)
Weighted average number of common shares outstanding - basic and diluted		5,284,318			5,284,318

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

F-7

OUTDOOR SPECIALTY PRODUCTS, INC.

Statements of Changes in Stockholders’ Deficit

Years Ended September 30, ~~2023~~2024 and ~~2022~~2023

	Common Stock				Additional Paid-in		Accumulated			~~Total Stock~~TotalStock- holders’
	Shares		Amount		Capital		Deficit			Deficit
Balance, September 30, 2021		5,284,318	$	5,285	$	99,232	$	(119,280	)	$	(14,763	)
Balance, September 30, 2022		5,284,318	$	5,285	$	99,232	$	(156,446	)	$	(51,929	)
Net loss		-		-		-		(37,166	)		(37,166	)
Balance September 30, 2022		5,284,318	$	5,285	$	99,232	$	(156,446	)	$	(51,929	)
Net loss		-		-		-		(46,472	)		(46,472	)
Balance, September 30, 2023		5,284,318	$	5,285	$	99,232	$	(202,918	)	$	(98,401	)
Net loss		-		-		-		(43,565	)		(43,565	)
Balance, September 30, 2024		5,284,318	$	5,285	$	99,232	$	(246,483	)	$	(141,966	)

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

F-8

OUTDOOR SPECIALTY PRODUCTS, INC. ~~STATEMENTS~~Statements OFof ~~CASH~~Cash ~~FLOWS~~Flows

	For the Year Ended September 30,
	2023			2022
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$	(4643,~~472~~565	)	$	(3746,~~166~~472	)
Adjustments to Reconcile Net Loss
Adjustments to Reconcile Net Loss to Net Cash Used by Operating Activities:
To Net Cash Used by Operating Activities
Depreciation and amortization		216			408
Depreciation and Amortization		408			409
Impairment loss		-			4,183
Impairment Loss		4,183			-
Changes in Operating Assets and Liabilities:
Decrease in inventory		977			46
Increase in prepaid expense		(5,480	)		-
Increase (decrease) in accounts payable		2,310			(414	)
Decrease in inventory		15			977
Increase in accrued interest – related party		2,924			1,679
Increase (decrease) in accounts payable		(2,310	)		2,310
Net Cash Used by Operating Activities		(35,670	)		(35,446	)
Increase in accrued interest – related party		4,447			2,924
Net Cash Used by Operating Activities		(46,677	)		(35,670	)
CASH FLOWS FROM INVESTING ACTIVITIES
Net Cash Used by Investing Activities		-			-
Purchase of property, plant and equipment		(4,278	)		-
Purchase of patent		(2,255	)		-
Net Cash Used by Investing Activities		(6,533	)		-
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from line of credit - related party		3750,~~591~~608			3037,~~519~~591
Net Cash Provided by Financing Activities		3750,~~591~~608			3037,~~519~~591
Net Increase (Decrease) in Cash		1(2,~~921~~602	)		(41,~~927~~921	)
Cash at Beginning of Period		13,~~241~~162			61,~~168~~241
Cash at End of Period	$	~~3,162~~560		$	13,~~241~~162
SUPPLEMENTAL DISCLOSURES:
Cash Paid For:
Interest	$	-		$	-
Income taxes	$	-		$	-

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

F-9

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, ~~2023~~2024 and ~~2022~~2023

NOTE 1 – Organization and Summary of Significant Accounting Policies

Organization – Outdoor Specialty Products, Inc. (the “Company”) was incorporated in the State of Utah on January 31, 2014 and changed its domicile to the state of Nevada on February 24, 2021. The Company is in the business of developing and selling outdoor products ~~with its first product focused on a reel protector for fishing reels~~. The Company ~~also will be selling third party products through its website. The Company~~ has elected a September 30 fiscal year end.

Accounting Estimates – The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America 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 could differ from those estimates.

Cash and Cash Equivalents – For the purpose of the financial statements, the Company considers all highly liquid debt instruments purchased with original maturities of three months or less to be cash equivalents. As of September 30, 2024 and 2023, the Company had no cash equivalents.

~~Inventories~~Income Tax – ~~Inventories~~The Company follows ASC 740-10, ~~consisting primarily~~which ofclarifies ~~injection~~the ~~molded~~accounting ~~Reel~~for ~~Guards~~uncertainty ~~and~~in ~~Adhesive~~income ~~Strips,~~taxes ~~are~~recognized ~~stated~~in ata ~~the~~company’s ~~lower~~financial ofstatements. ~~cost~~This orstandard ~~net~~requires ~~realizable~~a ~~value,~~company ~~with~~to ~~cost~~determine ~~determined using~~whether ~~primarily~~it is more likely than not that a tax position will be sustained upon examination based upon the ~~first-in-first-out~~technical ~~(FIFO)~~merits ~~method~~of the position. ~~The~~ ~~Company~~If ~~purchased~~the ~~substantially~~more-likely-than-not ~~all~~threshold ~~inventories~~is ~~from~~met, ~~one~~a ~~supplier~~company ~~and has~~must ~~been~~measure ~~dependent~~the ontax ~~this~~position ~~supplier~~to ~~for~~determine ~~all~~the ~~inventory~~amount ~~purchases~~to ~~since~~recognize wein ~~commenced~~the ~~operations~~financial statements.

~~Patents~~Inventory – Inventories, ~~Patents~~consisting ~~consist~~primarily of ~~the cost~~injection ofmolded ~~obtaining~~Reel aGuards ~~patent~~and ~~for~~Adhesive ~~the~~Strips, ~~Company’s reel protector. Our patents~~ are ~~amortized~~stated ~~over~~at ~~their~~the ~~legal~~lower ~~life~~of ~~(typically~~cost 17or ~~years) and~~net ~~analyzed~~realizable ~~periodically~~value, ~~for impairment in accordance~~ with ~~ASC~~cost ~~360,~~determined ~~Impairment~~using ~~and~~the ~~Disposal of Long~~first-~~Lived~~in-first-out ~~Assets~~(FIFO) method. The AsCompany ofpurchased ~~September~~substantially ~~30, 2023,~~all ~~the~~inventories ~~Company~~from ~~wrote~~one ~~off~~supplier ~~the~~and ~~remaining~~has ~~net~~been ~~balance~~dependent on ~~the~~this ~~patent~~supplier ~~after~~for itall ~~was~~inventory ~~determined~~purchases ansince ~~impairment~~we ~~existed~~commenced ~~in accordance with ASC 360~~operations.

~~Revenue~~Patents ~~Recognition~~ – Patents ~~When~~consist ~~the~~of ~~Company sells a reel protector, it recognizes revenue in accordance with Accounting Standards Update 2014-09 (ASC 606, Revenue from Contracts with Customers). Under ASC 606,~~ the ~~Company~~cost ~~recognizes revenue upon the transfer~~ of ~~promised~~obtaining ~~goods~~a topatent ~~customers~~for ~~in amounts that reflect~~ the ~~consideration~~Company’s toreel ~~which~~protector ~~the~~and ~~Company~~slow-sinking ~~expects~~sinker ~~to be entitled~~products. ~~The~~Our ~~Company~~patents ~~considers~~are ~~revenue~~amortized ~~earned~~over ~~when~~their ~~all~~legal ~~the~~life ~~following criteria are met:~~ (i)typically ~~the~~15 ~~contract~~to ~~with~~17 ~~the~~years) ~~customer~~and ~~has~~analyzed ~~been~~periodically ~~identified,~~for ~~(ii)~~impairment ~~the~~in ~~performance~~accordance ~~obligations~~with ~~have~~ASC ~~been identified~~360, ~~(iii)~~Impairment ~~the~~and ~~transaction price~~Disposal ~~has~~of ~~been~~Long-Lived ~~determined,~~Assets. Costs ~~(iv)~~to ~~the~~renew ~~transaction~~or ~~price~~extend ~~has been allocated to~~ the ~~performance~~term ~~obligations,~~of ~~and~~a ~~(v)~~patent ~~the~~are ~~performance~~expensed ~~obligations have~~as ~~been satisfied~~incurred.

Property, Plant , and Equipment – The Company’s ~~earned~~capital ~~$546~~asset ~~and~~consists ~~$302~~of inmolding ~~revenue~~equipment ~~during~~ stated at cost. Depreciation is calculated using the straight-line method over the estimated useful life which is determined to be seven years. ~~ended~~Expenditures ~~September~~for 30additions and improvements are capitalized, ~~2023~~while repairs and ~~2022,~~maintenance ~~respectively~~costs are expensed as incurred. The cost and related accumulated depreciation of any capital assets that are sold or otherwise disposed of are removed from the accounts and any gain or loss is recorded in the year of disposal.

FRevenue Recognition – When the Company sells its outdoor products, it recognizes revenue in accordance with Accounting Standards Update 2014-1009 (ASC 606, Revenue from Contracts with Customers). The Company considers revenue earned when all the following criteria are met: (i) the contract with the customer has been identified, (ii) the performance obligations have been identified, (iii) the transaction price has been determined, (iv) the transaction price has been allocated to the performance obligations, and (v) the performance obligations have been satisfied. The Company’s single performance obligation is to deliver its product to customers. Generally, customers will purchase products online for a fixed price, at which time they will remit payment at the time of order placement. The Company does not accept returns or provide refunds or warranties for their products.

F-1

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, ~~2023~~2024 and ~~2022~~2023

NOTE 1 – Organization and Summary of Significant Accounting Policies (continued)

The Company earned $163 and $546 in revenue during the years ended September 30, 2024 and 2023, respectively, and had no accounts receivable or deferred revenue balances as of September 30, 2024, 2023, or 2022.

Recently Enacted Pronouncements – The Company has reviewed all recently issued, but not yet adopted, accounting standards in order to determine their effects, if any, on its results of operation, financial position or cash flows. Based on that review, the Company believes that none of these pronouncements will have a significant effect on its current or future earnings or operations.

Basic and Diluted Loss Per Share - Basic loss per share is computed by dividing net loss attributable to common shares by the weighted average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net income attributable to common shares for the period by the weighted average number of common and potential common shares outstanding during the period. Potential common shares are included in the calculation of diluted net income per share, when they are present in the financial statements, to the extent such shares are dilutive. During the years ended September 30, ~~2023~~2024 and ~~2022~~2023, the Company did not have any stock options, warrants, or other convertible or potentially-dilutive instruments issued and outstanding.

NOTE 2 – Income Tax

The Company follows ASC 740-10, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements. This standard requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than- not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements.

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss, and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company’s corporate tax rate is 21%.

F-11

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, 2023 and 2022

NOTE 2 – Income Tax (continued)

Deferred tax asset and valuation allowance are as follows at September 30:

	2023			2022
	2024			2023
Approximate net operating loss carryforward	$	4845,~~559~~820		$	3848,~~800~~559
Valuation allowance		(4845,~~559~~820)	)		(3848,~~800~~559)	)
Deferred tax asset	$	-		$	-

The components of income tax expense (benefit) are as follows:

	2023			2022
	2024			2023
Current federal tax (21%)	$	(9,~~759~~149)	)	$	(79,~~800~~759)	)
Change in valuation allowance		9,~~759~~149			79,~~800~~759
	$	-		$	-

At September 30, 2023, the Company had net operating loss carryforwards of approximately $203,000 that may be offset against future taxable income as long as the “continuity of ownership” test is met. No tax benefit has been reported in the September 30, 2023 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. The years 2020F-~~2023 are open to examination by the IRS. No reserves for uncertain tax positions have been recorded.~~2

The Company adopted changes issued by FASB which prescribed a recognition threshold and measurement attribute for financial statement recognition and measurement of an uncertain tax position taken or expected to be taken in a tax return. Under the guidance, an uncertain income tax position must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority.

F-12

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, ~~2023~~2024 and ~~2022~~2023

NOTE 2 – Income Tax (continued)

At September 30, 2024, the Company had net operating loss carryforwards of approximately $246,000 that may be offset against future taxable income as long as the “continuity of ownership” test is met. No tax benefit has been reported in the September 30, 2024 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. The years 2021-2024 are open to examination by the IRS. No reserves for uncertain tax positions have been recorded.

NOTE 3 – Inventory

The Company’s inventory is broken out by finished goods and raw materials. The following is a summary of inventory as of September 30:

	2023		2022
	2024		2023
Raw Materials	$	2,596	$	2,596
Finished Goods		1,~~065~~050		21,~~042~~065
Total Inventory	$	3,~~661~~646	$	43,~~638~~661

NOTE 4 – Long Lived Assets

Property, Plant, and Equipment

The Company’s capital asset consists of molding equipment stated at cost. Depreciation is calculated using the straight-line method over the estimated useful life which is determined to be seven years. Expenditures for additions and improvements are capitalized, while repairs and maintenance costs are expensed as incurred. The cost and related accumulated depreciation of any capital assets that are sold or otherwise disposed of are removed from the accounts and any gain or loss is recorded in the year of disposal.

The following is a summary of property, plant, and equipment less accumulated depreciation as of September 30:

	2023			2022
	2024			2023
Mold	$	5,300		$	5,300
Molds	$	9,578		$	5,300
Total property, plant and equipment		59,~~300~~578			5,300
Less: accumulated depreciation		(5,~~300~~453)	)		(5,300)	)
Property, plant, equipment, net	$	-4,125		$	-

Depreciation expense for the year ended September 30, ~~2023~~2024 and ~~2022~~2023 was $153 and $0, respectively.

F-133

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, ~~2023~~2024 and ~~2022~~2023

NOTE 4 – Long Lived Assets (continued)

~~Patent~~Patents

The following is a summary of patents less accumulated amortization as of September 30:

	2023			2022
	2024			2023
Patent	$	6,943		$	6,943
Patents	$	2,255		$	6,943
Total patent		6,943			6,943
Total patents		2,255			6,943
Less: accumulated amortization		(~~2,760~~63)	)		(2,~~352~~760)	)
Less: impairment expense		~~(4,183~~-	)		-(4,183)
Patent, net	$	-2,192		$	~~4,591~~-

Amortization expense for the year ended September 30, ~~2023~~2024 and ~~2022~~2023 was $~~408~~63 and $~~409~~408, respectively.

AsFuture ofamortization September 30, 2023, the Company wrote off the remaining net balance on the patent after it was determined an impairment existed in accordance with ASC 360 which requires that a company recognize an impairment loss if, and only if, the carrying amount of apatents ~~long-lived~~are ~~asset~~as ~~(asset group) is not recoverable from the sum of the undiscounted cash flows expected to result from the use and eventual disposal of the asset (the “Recoverable Amount”).~~follows:

NOTE 5 – Line of Credit – Related Party

Year Ending September 30,
2025	$	150
2026		150
2027		150
2028		150
2029		150
Thereafter		1,442

	$	2,192

During the year ~~ending~~ended September 30, ~~2022~~2024, the Company ~~amended~~incurred ~~the~~costs ~~revolving~~of ~~promissory~~$2,255 ~~note~~related ~~agreement with its president and principal stockholder~~ to ~~extend~~ the ~~maturity~~patent ~~date~~application tofor ~~December 31,~~its ~~2023~~new ~~and~~slow-sinking ~~increase~~sinker ~~the maximum principal indebtedness to $85,000~~product. The ~~revolving~~Company ~~promissory~~reviewed ~~note bears interest at~~ the ~~rate~~patent offor ~~3.5%. The~~impairment ~~Company~~and ~~received~~determined ~~proceeds~~that ~~under~~no ~~the~~impairment ~~line~~loss ofhas ~~credit~~been ofincurred ~~$31,478~~for ~~during~~ the year ended September 30, ~~2023,~~2024. ~~resulting~~The incost ~~balances~~is ofbeing ~~$83,521 and~~amortized ~~$52~~over 15 years,~~043,~~ ~~with~~which ~~accrued~~is ~~interest~~the estimated legal life of $4the patent,~~444~~ and ~~$1,909,~~as atof September 30, ~~2023~~2024 ~~and~~the ~~2022,~~weighted-average ~~respectively~~amortization period for the patent was approximately 14.6 years.

~~Also,~~During ~~during~~ the year ended September 30, 2023, the Company ~~amended~~wrote off the ~~revolving~~remaining ~~promissory~~net ~~note~~balance ~~agreement~~on ~~with~~the ~~another~~patent ~~principal~~of ~~stockholder~~$4,183 toafter ~~extend~~it ~~the~~was ~~maturity~~determined ~~date~~an toimpairment ~~December 31,~~existed ~~2023~~in ~~and~~accordance ~~increase~~with ~~the~~ASC ~~maximum~~360 ~~principal~~which ~~indebtedness~~requires tothat ~~$15,000.~~a ~~The~~company ~~note~~recognize ~~bears~~an ~~interest~~impairment atloss ~~the~~if, ~~rate~~and ofonly ~~3.5%~~if, ~~per~~the ~~annum.~~carrying ~~The~~amount ~~Company received~~of ~~proceeds~~a ~~under~~long-lived ~~the~~asset ~~line~~(asset ofgroup) ~~credit~~is ofnot ~~$6,113~~recoverable ~~during~~from the ~~year,~~sum ~~resulting~~of inthe ~~balances~~undiscounted ofcash ~~$14,839~~flows ~~and~~expected ~~$8,726,~~to ~~with~~result ~~accrued~~from ~~interest of~~the ~~$568~~use and ~~$179,~~eventual atdisposal ~~September~~of ~~30,~~the ~~2023~~asset ~~and~~(the ~~2022,~~“Recoverable ~~respectively~~Amount”).

F-144

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, ~~2023~~2024 and ~~2022~~2023

NOTE 5 – Line of Credit – Related Party

During the year ending September 30, 2024, the Company amended the revolving promissory note agreement with its president and principal stockholder to extend the maturity date to December 31, 2024 and increase the maximum principal indebtedness to $127,500. The revolving promissory note bears interest at the rate of 3.5%. The Company received proceeds under the line of credit of $43,100 during the year ended September 30, 2024, resulting in balances of $126,621 and $83,521, with accrued interest of $8,237 and $4,444, at September 30, 2024 and 2023, respectively. Interest expense on the line of credit for the year ended September 30, 2024 was $3,793.

Also, during the year ended September 30, 2024, the Company amended the revolving promissory note agreement with another principal stockholder to extend the maturity date to December 31, 2024 and increase the maximum principal indebtedness to $22,500. The note bears interest at the rate of 3.5% per annum. The Company received proceeds under the line of credit of $7,508 during the year, resulting in balances of $22,347 and $14,839, with accrued interest of $1,222 and $568, at September 30, 2024 and 2023, respectively. Interest expense on the line of credit for the year ended September 30, 2024 was $654.

NOTE 6 – Basic and Diluted Loss Per Share

The following table sets forth the computation of basic and diluted loss per share for the years ended September 30:

	2023			2022
	2024			2023
Loss (numerator)	$	(4643,~~472~~565)	)	$	(3746,~~166~~472)	)
Weighted average shares (denominator)		5,284,318			5,284,318
Net loss per share – basic and diluted	$	(0.01)	)	$	(0.01)	)

NOTE 7 – Going Concern

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company did not generate sufficient revenue to generate net income, has a negative working capital, and has a limited operating history. These factors, among others, indicate that there is substantial doubt that the Company will be able to continue as a going concern for a reasonable period of time.

The financial statements do not include any adjustments relating to the recoverability and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s continuation as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis and ultimately to attain profitability. The Company intends to seek additional funding through additional stockholder loans and debt or equity offerings to fund its business plan. There is no assurance that the Company will be successful in raising additional funds.

F-5

OUTDOOR SPECIALTY PRODUCTS, INC.

Notes to Financial Statements

Years Ended September 30, 2024 and 2023

NOTE 8 – Subsequent Events

~~During~~Effective October ~~2023~~ 1, 2024, we entered into amended ~~the~~and restated revolving promissory note agreements towith ~~extend~~our ~~the~~president ~~maturity~~and ~~dates~~another toprincipal ~~December~~stockholder ~~31,~~that ~~2024~~supersede and ~~increase~~replace the ~~maximum~~previous ~~principal amount~~revolving ofpromissory ~~the~~ note agreements described in Note 5. The amended and restated note agreement with our president and principal stockholder provides for a maximum principal indebtedness of $170,000 and the amended and restated note agreement with the other principal stockholder toprovides for a maximum principal indebtedness of $~~127~~30,~~500~~000. The amended and ~~$22~~restated note agreements both provide for a maturity date of December 31,~~500~~ 2025, ~~respectively~~and an interest rate of 3. 5%.

The Company has evaluated subsequent events from the balance sheet date through the date of the financial statements were issued and determined that there are no additional events requiring disclosure.

F-156

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