SEC Info - Admiral Financial Corp. - ‘10-Q’ for 12/31/23

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(Former name, former address and former fiscal year, if changed since last report)

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. i 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). i Yes ☒ No ☐

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

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

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

ADMIRAL FINANCIAL CORP. ("ADMIRAL"), an inactive corporation, is currently seeking to recapitalize the Company in order to resume its prior activities with respect to the acquisition and investment in interest-earning assets and specialty real estate, as well as other new lines of business, as yet unidentified.

Admiral is presently inactive, other than its efforts to seek a merger, exchange of capital stock, asset acquisition, recapitalization, or other similar business combination (a "Recapitalization") with an operating or development stage business which Admiral management considers to have growth potential. Admiral currently receives no cash flow. Admiral anticipates no capital infusions prior to effectuating a Recapitalization. Until such time as Admiral effectuates a Recapitalization, Admiral currently expects that it will incur minimal future operating costs.

No officer or director of Admiral is paid any type of compensation by Admiral and presently, there are no arrangements or anticipated arrangements to pay any type of compensation to any officer or director in the near future. Admiral expects that it will meet its cash requirements until such time as a Recapitalization occurs. However, in the event Admiral depletes its present cash reserves, or in the event that Admiral Management ceases to perform its duties on a non-compensatory basis, Admiral may cease operations and a Recapitalization may not occur. There are no agreements or understandings of any kind with respect to any loans from officers or directors of Admiral on the Company’s behalf.

This discussion may contain statements regarding future financial performance and results. The realization of outcomes consistent with these forward-looking statements is subject to numerous risks and uncertainties to the Company including, but not limited to, the availability of equity capital and financing sources, the availability of attractive acquisition opportunities once such new equity capital and financing is secured (if at all), the successful integration and profitable management of acquired businesses, improvement of operating efficiencies, the availability of working capital and financing for future acquisitions, the Company’s ability to grow internally through expansion of services and customer bases without significant increases in overhead, seasonality, cyclicality, and other risk factors.

Admiral is currently inactive. Admiral management intends to seek a new line of business. as yet unidentified. In connection therewith, Admiral's management believes that a restructuring of Admiral may be necessary in order to raise capital for new operations, and any such restructuring may have a substantial dilutive effect upon Admiral's existing shareholders. Admiral has no known ongoing commitments or obligations.

Admiral was inactive, and recorded no revenues or expenses during either period.

Admiral did not become involved in any new material legal proceedings during the period covered by this report.

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused the report to be signed on its behalf by the undersigned thereunto duly authorized.

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

	December 31,			June 30,
	2023			2023
	(Unaudited)			(Unaudited)
Assets
Current assets:
Cash	$	i 0		$	i 0
Prepaid expenses and other assets		i 0			i 0
Net assets of Haven Federal Savings and Loan Association (notes 1 and 2)		i 0			i 0
Total assets	$	i 0		$	i 0

Liabilities and Stockholders (Deficit) Equity
Current Liabilities:
Accrued expenses and other liabilities		i 24			i 24
Net liabilities of Haven Federal Savings and Loan Association (notes 1 and 2)		i 0			i 0
Total liabilities		i 24			i 24

Shareholders Deficit:
Preferred stock, $ i i 0.01 / par value, Authorized i i 6,000,000 / shares; i i i i none / / / outstanding		i 0			i 0
Common stock, $ i i 0.001 / par value, i i 50,000,000 / shares authorized; i i i i 10,987,000 / / / shares issued		i 11			i 11
Treasury stock, i 1,954 and i 1,954 shares; at cost		i 0			i 0
Additional paid-in capital		i 681			i 681
Deficit		( i 716	)		( i 716	)
Total stockholders' (deficit) equity		( i 24	)		( i 24	)
Total liabilities and stockholders' (deficit) equity	$	i 0		$	i 0

No.		Description
31.1		Certification (Section 302)
31.2		Certification (Section 302)
32		Certification (Section 906)
101 INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101 SCH		Inline XBRL Taxonomy Extension Schema Document
101 CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101 LAB		Inline XBRL Taxonomy Extension Definition Linkbase Document
101 PRE		Inline XBRL Taxonomy Extension Label Linkbase Document
101 DEF		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	ADMIRAL FINANCIAL CORP. (Registrant)

Date: February 13, 2024	By: /s/*Wm. Lee Popham*
	Wm. Lee Popham, President

	ADMIRAL FINANCIAL CORP. (Registrant)

Date: February 13, 2024	By: /s/*Wm. Lee Popham*
	Wm. Lee Popham, Principal Accounting Officer

Admiral Financial Corp. – ‘10-Q’ for 12/31/23

On: Wednesday, 2/14/24, at 9:00am ET · For: 12/31/23 · Accession #: 1553350-24-4 · File #: 0-17214

Previous ‘10-Q’: ‘10-Q’ on 11/14/23 for 9/30/23 · Latest ‘10-Q’: This Filing

Quarterly Report — Form 10-Q

Filing Table of Contents

‘10-Q’ — Quarterly Report

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Dates Referenced Herein and Documents Incorporated by Reference

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


	Six Months Ended
	December 31,
	2023		2022

Cash flows from operating activities:
Net loss	$	i 0	$	i 0
Adjustments to reconcile net income to net cash provided by operating activities:
Decrease in deficit arising from confiscation of Haven Federal after retroactive disallowance of agreed supervisory goodwill and regulatory capital		i 0		i 0
Decrease in pre-paid expenses and other assets		i 0		i 0
Decrease (increase) in net assets of Haven Federal		i 0		i 0
(Decrease) in accrued expenses and other liabilities		i 0		i 0
(Decrease) Increase in net liabilities of Haven Federal		i 0		i 0
Amortization of organization expenses		i 0		i 0
Net cash provided (used) by operating activities		i 0		i 0
Net change in cash		i 0		i 0
Cash and cash equivalents, at beginning of period		i 0		i 0

Cash and cash equivalents, at end of period	$	i 0	$	i 0

This ‘10-Q’ Filing	Date	Other Filings

Filed on:	2/14/24
	2/13/24
For Period end:	12/31/23
	6/30/23	10-K
	12/31/22	10-Q
	6/30/22	10-K
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