Flywheel (PGLO) Now a Shell Holding $5.42M Elison Stake, $0 Cash, Relies on Related Party

Quick read: Flywheel Advanced Technology, Inc. (PINK: PGLO) has effectively become a shell company after the July 2024 disposal of its operating subsidiaries. The balance sheet is dominated by a single investment (Elison) and the company is relying on related‑party funding to cover operating deficits while management pursues a business combination or new operating asset.

Key facts & figures

* Total assets: $5,430,395 (June 30, 2025)

* Investment in Elison Virtus Company Limited: $5,422,500 (cost method)

* Cash and cash equivalents: $0 (June 30, 2025); $156,549 at June 30, 2024

* Total current liabilities: $898,674 (includes $880,025 due to related party)

* Amount owed to related party (Flywheel Financial Strategy (Hong Kong) Co. Ltd.): $880,025 - repayable on demand, interest free

* Total stockholders' equity: $4,531,721; accumulated deficit: $(4,603,848)

* Shares issued/outstanding: 29,662,164 (as of June 30, 2025); 29,591,164 reported as outstanding July 29, 2025

Income statement - headline numbers

* No revenue reported for three‑ or nine‑month periods ended June 30, 2025 or 2024

* Operating expenses (nine months ended June 30, 2025): $70,513 vs. $320,205 in the prior‑year period

* Net loss from continuing operations (nine months): $(70,513) in 2025 vs. $(320,205) in 2024

* Net loss (including discontinued ops): $(70,513) for nine months 2025 vs. $(194,506) for nine months 2024

* Net loss per share: $0.00 (2025 periods) - prior year nine months showed $(0.01)

What's happening inside the company - plain view

* The company sold its operating group (Mega Fortune and related subsidiaries) on July 5, 2024 and received 938 shares of Elison (recorded at $5,422,500).

* Post‑disposition FWFW is a shell company with no operating revenue and minimal cash - management states its primary objective is a business combination or rebuilding operations.

* Operational funding is coming from a related party; advances totaled $136,764 in the nine months to June 30, 2025.

* Management reports material weaknesses in internal controls: no functioning audit committee, lack of majority outside directors, poor segregation of duties, and centralized control by a single individual.

Positive aspects (income statement / financials)

* Operating expenses have fallen materially year‑over‑year (nine‑month operating expenses down to $70,513 from $320,205) following disposition of the operating segments - lowers burn from prior operating levels.

* Large investment asset (Elison shares) provides a non‑cash asset of $5.42M on the balance sheet that management values as not impaired.

* Management believes capital raises are probable and says going‑concern doubt has been alleviated based on planned financings.

Negative aspects (income statement / financials)

* No operating revenue - company reported $0 revenue in all periods presented.

* Cash exhausted - $0 cash at June 30, 2025 and ongoing negative operating cash flow ($136,764 used in operating activities for nine months).

* Reliance on related‑party debt ($880,025 due on demand) and advances to fund operations - liquidity and independence risk.

* Accumulated deficit of $(4,603,848) and classification as a shell company - material execution and market risks remain high.

* Weak internal controls and governance weaknesses increase risk of misstatement or operational failures.

What to watch (near term)

* Any announced capital raise or definitive business combination (timing, size, dilutive terms).

* Valuation / liquidity of the Elison shares - they represent almost all of reported assets.

* Changes to governance (appointment of independent directors, audit committee) and remediation of internal control weaknesses.

* Related‑party advances and whether those convert, are repaid, or replaced by arm's‑length financing.

Bottom line: Flywheel Advanced Technology, Inc. (PINK: PGLO) is a shell holding a large investment in Elison, no revenue, minimal cash, and reliance on related‑party funding. The trimmed expense base is positive short‑term, but liquidity, governance weaknesses and the lack of operating revenue leave the company highly dependent on a successful capital raise or business combination. Monitor financing announcements and any steps to fix governance and controls.