Skkynet Cloud Systems, Inc 10-Q for FY2026 Q3
Skkynet Cloud Systems, Inc. (SKKY)
About this 10-Q
Skkynet Cloud Systems, Inc filed this 10-Q on September 15, 2026, covering the quarter ended July 31, 2026 (FY2026 Q3).
Headline figures
Quarter ended July 31, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $560.5K
- up 16.1% from $482.68K a year earlier
- Net loss
- $16.84K
- compared with a net loss of $15.45K a year earlier
- Diluted EPS
- $0.00
- compared with $0.00 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
OR
For the transition period from ___________ to ____________.
Commission File Number
(Exact name of registrant as specified in its charter) |
| ||
(State or other jurisdiction of incorporation or organization) |
| (IRS Employer Identification No.) |
(Address of principal executive offices)
(
(Issuer's telephone number)
Indicate by check mark whether the Company: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:
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).
Indicate by check mark whether the Company is a large accelerated filer, an accelerated file, non-accelerated filer, or a smaller reporting company.
Large accelerated filer | ☐ | Accelerated filed | ☐ |
☒ | Smaller reporting company | ||
Emerging growth company |
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|
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 provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Company is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As September 15, 2026 there were
| 2 |
| Table of Contents |
FORWARD LOOKING STATEMENTS
Statements made in this Form 10-Q that are not historical, or current facts are forward-looking statements. These statements often can be identified by the use of terms such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,” “approximate” or “continue,” or the negative thereof. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management’s best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. Among the factors that could cause actual results to differ materially from the forward-looking statements are the following: the Company’s ability to obtain necessary capital, the Company’s ability to meet anticipated development timelines, the Company’s ability to protect its proprietary technology and knowhow, the Company’s ability to establish a global market, the Company’s ability to successfully consummate future acquisitions, and such other risk factors identified from time to time in the Company’s reports filed with the Securities and Exchange Commission, including those filed with this Form 10-Q quarterly report. We disclaim any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.
| 3 |
| Table of Contents |
PART I
ITEM 1: FINANCIAL STATEMENTS
SKKYNET CLOUD SYSTEMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
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| July 31, 2026 |
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| October 31, 2025 |
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ASSETS | ||||||||
Current Assets: |
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Cash and cash equivalents |
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Accounts receivable |
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Prepaid expenses |
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Total current assets |
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Total Assets |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current Liabilities: |
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Accounts payable and accrued expenses |
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Accrued liabilities – related party |
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Deferred revenue |
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Total current liabilities |
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Long term liabilities |
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Loan payable |
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Total Liabilities |
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Commitments and contingencies |
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Stockholders’ Equity: |
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Preferred stock: $ |
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Series B Preferred convertible stock: $ |
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Common stock; $ |
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Additional paid-in capital |
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Accumulative other comprehensive income |
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Accumulated deficit |
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Total stockholders’ equity |
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Total Liabilities and Stockholders’ Equity |
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The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
| 4 |
| Table of Contents |
SKKYNET CLOUD SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)
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Revenue |
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Operating Expenses: |
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Depreciation |
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Compensation expense |
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Advertising |
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General & administrative expenses |
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Operating expenses |
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Income (loss) from operations |
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Other income (expense): |
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Other income |
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Bad debt recovery (expense) |
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Currency exchange |
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Total other income (expense) |
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Income (loss) before taxes |
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Income taxes refund (expense) |
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Net income (loss) |
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Preferred dividends |
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Income (loss) to common stockholders |
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Foreign currency translation adjustment |
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Comprehensive income (loss) |
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| $ | ( | ) |
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Net income per share to common stockholders- basic and diluted |
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Weighted average common shares outstanding -basic and diluted |
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The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
| 5 |
| Table of Contents |
SKKYNET CLOUD SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED JULY 31, 2026 AND 2025
(Unaudited)
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| Accumulated |
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| Series B Preferred |
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| Additional |
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| Other |
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| Total |
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| Common Stock |
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| Preferred Stock |
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| Convertible Stock |
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| Paid-In |
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| Accumulated |
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| Comprehensive |
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| Shares |
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| Amount |
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| Shares |
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| Amount |
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| Amount |
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| Capital |
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| Deficit |
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| Income (loss) |
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| Equity |
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Balance at October 31, 2024 |
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| $ |
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| $ | ( | ) |
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Change due to currency translation |
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| - |
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| - |
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Dividend accrued on series B preferred shares |
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| - |
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| - |
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Stock option expense |
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Net income |
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Balance at January 31, 2025 |
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Change due to currency translation |
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| - |
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| - |
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Dividend accrued on series B preferred shares |
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| - |
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| - |
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Stock option expense |
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Net income (loss) |
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| - |
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| - |
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Balance at April 30, 2025 |
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Change due to currency translation |
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Dividend accrued on series B |
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Preferred shares |
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| - |
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| - |
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Stock option expense |
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Net loss |
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Balance at July 31, 2025 |
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Balance at October 31, 2025 |
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Change due to currency translation |
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Dividends accrued on series B Preferred shares |
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Stock option expense |
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| - |
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| - |
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| - |
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Net income (loss) |
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Balance at January 31, 2026 |
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Change due to currency translation |
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| - |
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Dividends accrued on series B Preferred shares |
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Stock option expense |
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| - |
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| - |
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| - |
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Net income (loss) |
|
| - |
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| - |
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| - |
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| ( | ) |
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| ( | ) | |||||
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Balance at April 30, 2026 |
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| $ |
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| ( | ) |
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Change due to currency translation |
|
| - |
|
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| - |
|
|
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|
|
| - |
|
|
|
|
|
|
|
|
|
|
|
| ( | ) |
|
| ( | ) | |||||
Dividend accrued on series B |
|
| - |
|
|
|
|
|
| - |
|
|
|
|
|
| - |
|
|
|
|
|
|
|
|
| (2,905 | ) |
|
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| (2,905 | ) | |||||
Stock option expense |
|
| - |
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| - |
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| - |
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|
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|
Net income (loss) |
|
| - |
|
|
|
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| ( | ) |
|
| - |
|
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| ( | ) | |
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Balance at July 31, 2026 |
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| $ |
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| $ |
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| $ |
|
| $ |
|
| $ | ( | ) |
| $ |
|
| $ |
| |||||||||
The accompanying notes are an integral part of the unaudited condensed consolidated financial statements
| 6 |
| Table of Contents |
SKKYNET CLOUD SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
| For Nine Months ended July 31, |
| |||||
|
| 2026 |
|
| 2025 |
| ||
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
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| ||
Net income (loss) |
| $ | ( | ) |
| $ | ( | ) |
Adjustments to reconcile net loss to net cash used in operating activities: |
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Depreciation |
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| ||
Stock based compensation |
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Bad debt expense |
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| ( | ) |
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| |
Changes in operating assets and liabilities: |
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Accounts receivable |
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| ||
Accounts payable and accrued expenses |
|
| ( | ) |
|
| ( | ) |
Accrued liabilities – related parties |
|
| ( | ) |
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| |
Prepaid expenses and other assets |
|
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| ( | ) | |
Deferred revenue |
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| ||
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES |
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| ( | ) |
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NET CASH FROM FINANCING ACTIVITIES |
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Proceeds from long term loan |
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| ||
NET CASH PORVIDIED BY FINANCING ACTIVITIES |
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| |
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Effect of exchange rate changes on cash and cash equivalents |
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| ( | ) | |
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Net increase (decrease) in cash and cash equivalents |
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Cash and cash equivalents, beginning of period |
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| ||
Cash and cash equivalents, end of period |
| $ |
|
| $ |
| ||
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SUPPLEMENTAL CASH FLOWS INFORMATION |
|
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Interest paid |
| $ |
|
| $ |
| ||
Income taxes paid |
| $ |
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| $ |
| ||
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NON CASH INVESTING AND FINANCING ACTIVITIES |
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Dividends accrued on Series B preferred shares |
| $ |
|
| $ |
| ||
The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
| 7 |
| Table of Contents |
SKKYNET CLOUD SYSTEMS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION
Skkynet Cloud Systems, Inc. (“Skkynet” or “the Company”) is a Nevada corporation formed on August 31, 2011 and headquartered in Toronto, Canada. Skkynet operates its business through its wholly owned subsidiaries Cogent Real-Time Systems, Inc. (“Cogent”), Skkynet Corp. (Canada) and Skkynet, Inc. (USA). Skkynet was formed primarily for the purpose of taking the existing business lines of Cogent and its current and future customers and integrating these businesses with Cloud based systems. We also intend to expand the areas of business activity to which the kinds of products and services we provide are applied.
The accompanying unaudited condensed interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (the “SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s October 31, 2025 Annual Report on form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the consolidated financial statements for the most recent fiscal year end October 31, 2025 as reported on Form 10-K, have been omitted.
Certain prior period amounts were reclassified to conform to the manner of presentation in the current period. The reclassifications have no effect on the net loss or stockholders’ equity.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POICIES
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates.
Principles of Consolidation
The consolidated financial statements of the Company include the Company and its wholly owned subsidiaries Cogent Real Time Systems, Inc. (Canada), Skkynet Corp. (Canada) and Skkynet Inc (US). All material intercompany balances and transactions have been eliminated.
Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents.
Cash deposits are insured up to US$
| 8 |
| Table of Contents |
Income tax
The Company accounts for income taxes under ASC 740. Current tax expense (benefit) is recognized for taxes payable for the period; deferred tax assets and liabilities are recognized for temporary differences between financial and tax bases of assets and liabilities.
The Company, through its subsidiary Cogent Data Systems, received a tax refund of $
Basic and Diluted Earnings Per Share
Basic earnings per share (EPS) is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if dilutive securities, such as stock options and convertible preferred shares, were exercised or converted to common stock. The treasury method is used to calculate the effect of options, and if the converted method is used for convertible preferred shares. Securities that are antidilutive are excluded from the computation of diluted EPS.
Recent adopted accounting standards
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07 Segment Reporting The change in this announcement requires more detailed profit and loss reporting by business segments used by the Company to determine the allocation of assets. ASU 2016-07 is effective for annual periods beginning after December 15, 2023 and interim periods within the fiscal years beginning December 15, 2024. The Company adopted the standard on October 31, 2025. The adoption did not have a material impact on the Company’s consolidated financial statements.
In July 2025, the FASB issued ASU 2025‑05, which provides a practical expedient for estimating expected credit losses on current accounts receivable and current contract assets arising from revenue transactions within the scope of ASC 606. The expedient allows entities to assume that current conditions as of the balance sheet date remain unchanged over the remaining life of the asset when developing reasonable and supportable forecasts. Public business entities are not permitted to elect the optional accounting policy to consider subsequent cash collections. The Company adopted ASU 2025‑05 on November 1, 2025, on a prospective basis. The adoption did not have a material impact on the Company’s consolidated financial statements. Upon adoption, the Company elected the practical expedient for current accounts receivable and current contract assets. No other changes were made to the Company’s credit‑loss estimation methodologies.
The Company adopted ASU 2023‑09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, in the quarter ended January 31, 2026 consistent with the effective date for public business entities (annual periods beginning after December 15, 2024). The Company applied the amendments on a prospective basis to the condensed consolidated financial statements for the current reporting period. Impact on financial statements and disclosures — Adoption of ASU 2023‑09 did not affect the Company’s measurement of income tax expense, deferred tax assets or liabilities, or its effective tax rate.
In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, Income Statement Reporting Comprehensive Income (Subtopic 220-40): Disaggregation of Income Statement Expenses. The standard requires public business entities to provide additional disclosures in the notes to the financial statements that disaggregate certain expense captions presented on the face of the income statement into specified natural expense categories, such as employee compensation, depreciation, amortization, and inventory-related expenses. The guidance does not change the recognition or measurement of expenses and does not require changes to the presentation of expenses on the face of the income statement.
| 9 |
| Table of Contents |
ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. Early adoption is permitted.
The Company is currently evaluating the impact that the adoption of this guidance will have on its financial statement disclosures. The adoption of this standard is not expected to impact the Company's consolidated financial position, results of operations, or cash flows.
Accounts receivable
Accounts Receivable are carried at face value less any provisions for uncollectible accounts considered necessary. Accounts receivable includes receivables from customers that have received software and support from the Company. Credit losses is a recognition of uncollectable receivables based on past years’ experience and management’s estimate of likely losses for the year. No allowance for bad debt was considered necessary for the three and nine months ended July 31, 2026 and 2025, respectively.
NOTE 3 – REVENUE RECOGNITION
In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments are intended to render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606.
ASC Topic 606 prescribes a new five-step model entities should follow in order to recognize revenue in accordance with the core principle. These five steps are:
| 1. | Identify the contract(s) with a customer. |
| 2. | Identify the performance obligations in the contract. |
| 3. | Determine the transaction price. |
| 4. | Allocate the transaction price to the performance obligations in the contract. |
| 5. | Recognize revenue when (or as) the entity satisfied the performance obligations. |
The Company has four revenue streams, each of which the revenue is recognized in accordance to the five steps included in Topic 606. The revenue streams are:
| 1. | Sale of software direct to the end customer |
| 2. | Sale of software through distributors and channel partners |
| 3. | Maintenance support services |
| 4. | Cloud services |
Revenue for the sale of software both directly to end users and through the distributor and channel partners is recognized upon delivery of the software and code required for the customer to install the software.
Maintenance support services are recognized as revenue on a straight-line basis over the service period of the arrangement.
| 10 |
| Table of Contents |
Revenue from cloud services is recognized over time (typically, on a monthly basis) as service is provided.
Payments received in advance of services being rendered are recorded as deferred revenue and recognized to revenue when earned. As of July 31, 2026, $
Payments for subscription revenue was 13% of sales in the nine month period ending July 31, 2026 compared to 12% in the same period in 2025. The move to subscription revenue from perpetual revenue impacts the Company’s revenue reported as subscription licenses pay over a three year period while perpetual licenses are paid, in full, on the purchase of the license.
As part of the revenue recognition reporting, the Company reports revenue by product line and geographic area. During the nine month periods ended July 31, 2026, and 2025 the revenue by product line is as follows:
Category |
| Percentage |
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| 2026 |
|
| Percentage |
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| 2025 |
| ||||
Product sales |
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| % |
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| % |
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Support |
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| % |
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| % |
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Cloud & Other |
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| % |
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Total |
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| % |
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|
|
|
| % |
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| ||||
The Company sells its products on a worldwide basis. During the nine month periods ended July 31, 2026, and 2025 the Company’s geographic concentration of revenue is as follows:
Area |
| Percentage |
|
| 2026 |
|
| Percentage |
|
| 2025 |
| ||||
Europe |
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| % |
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| % |
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North America |
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Asia Pacific |
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Middle East Africa/Other |
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South America |
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Total |
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NOTE 4 – RELATED PARTY TRANSACTIONS
Sakura Software, a corporation owned by our CTO, Andrew S. Thomas, and Benford Consultancy, a corporation owned by our COO and a member of our Board of Directors, Paul Benford, own, respectively,
| 11 |
| Table of Contents |
Real Innovations, in turn, entered into a master intellectual property license agreement (the “License Agreement”) with Cogent for all of the same IP. Under the License Agreement Real Innovations granted a royalty-free license in perpetuity to Cogent for the use and exploitation of the IP in return for which Cogent agreed to: (i) pay all operating expenses of Real Innovations incurred in connection with the continued prosecution of pending patent applications and others that may be prepared; (ii) prosecute all claims for infringement of the IP; (iii) defend and indemnify Real Innovations from and against all claims of infringement of the IP asserted by third parties against Real Innovations, Cogent or our Company; (iv) purchase liability insurance in favor of Real Innovations for this purpose. Under the termination provision of the licenses agreement, there is no unilateral right of termination. Termination may occur by mutual consent of the parties, the Company ceasing doing business, by breach by the Company or by the Company failing to maintain the license and the support to prosecute and protect the license under applicable laws.
Under the License Agreement, Messrs. Andrew S. Thomas and Paul Benford will benefit indirectly from their indirect ownership of all of the shares of Real Innovations to the extent of any such payments or other undertakings by Cogent on behalf of Real Innovations, but the exact amount of these benefits cannot be determined at this time. No payments have been made as of July 31, 2026.
As of July 31, 2026, the amount due to related parties was $
NOTE 5 – OPTIONS
The Company, under its 2012 Stock Option Plan, issues options to various officers, directors, and consultants. The options vest in equal annual installments over a five year period with the first 20% vested when the options are granted. All of the options are exercisable at a purchase price based on the last trading price of the Company’s common stock.
During the nine month period ended July 31, 2026 the Company issued
During the nine month period ended July 31, 2026 the Company issued
As of July 31, 2026 the total number of options was
During the nine month period ended July 31, 2026, the Company recognized $
| 12 |
| Table of Contents |
The following sets forth the options granted and outstanding as of July 31, 2026:
|
| Options |
|
| Weighted Average Exercise price |
|
| Weighted Average Remaining Contract Life |
|
| Granted Options Exercisable |
|
| Intrinsic value |
| |||||
Outstanding at October 31, 2025 |
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Granted |
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| - |
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Exercised |
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| - |
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| - |
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| - |
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| - |
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| - |
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Forfeited/Expired by termination |
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| - |
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| - |
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| - |
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| - |
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| - |
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Outstanding as July 31, 2026 |
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| $ |
| |||||
Exercisable and vested at July 31, 2026 |
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| - |
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| - |
| |||
NOTE 6 – MAJOR CUSTOMERS
The Company sells to their end-user customers both directly and indirectly, through resellers. In the nine months ended July 31, 2026, seven resellers accounted for
NOTE 7 – SEGMENT REPORTING
ASC Topic 280, “Segment Reporting” establishes the standards for reporting information about operating segments on a basis consistent with the Company’s internal organization structure as well as information about services categories, business segments and major customers in financial statements. The Company is managed as one operating unit, rather than multiple reporting units, for internal reporting purposes and for internal decision-making and discloses its operating results in a single reportable segment. The Company’s chief operating decision maker (“CODM”), represented by the Company’s Chief Executive Officer, reviews financial information and assesses the operations of the Company in order to make strategic decisions such as allocation of resources and assessing operating performance.
NOTE 8 – INITIATIVE LOAN
On December 18, 2025, the Company received a commitment for up to $
NOTE 9 – SUBSEQUENT EVENTS
The Company has evaluated subsequent events to determine events occurring after July 31, 2026 through the filing of this report that would have a material impact on the Company’s financial results or require disclosure and have determined none exist other than noted above .
| 13 |
| Table of Contents |
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Skkynet’s actual results could differ materially from those set forth on the forward-looking statements as a result of the risks set forth in Skkynet’s filings with the Securities and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.
OVERVIEW
Skkynet is a Nevada corporation headquartered in Mississauga, Canada. Skkynet operates three different lines of business through its wholly owned subsidiaries Cogent Real-Time Systems, Inc. (“Cogent”), Skkynet, Inc. (“Skkynet (USA)”), and Skkynet Corp. (“Skkynet (Canada)”). Skkynet was established to enhance Cogent’s existing business lines through the integration of Cloud-based systems, and to deliver a Software-as-a-Service (“SaaS”) product targeting the Industrial Internet of Things (“IoT”) market, now referred to by the terms “Industry 4.0” and “Industrial Internet Consortium”.
The Company provides software and related systems and facilities to collect, process, and distribute real-time information over a network. This capability allows the customers to both locally and remotely manage, supervise, and control industrial processes and financial information systems. By using this software our clients and their relevant customers are given the ability and the tools to observe and interact with these processes and services in real-time as they are underway and to give them the power to analyze, alter, stop, or otherwise influence these activities to conform to their plans.
RESULTS OF OPERATIONS
For the three and nine month periods ended July 31, 2026, revenue was $560,504 and $1,716,003 compared to $482,682 and $1,897,446 for the same period in 2025. Revenue increased for the three months in 2026 by 16% and decreased for the nine months period ended July 31, 2026 over the same period in 2025 by 9%. The decrease in the nine months revenue in 2026 is attributed to Cogent along with the move by the Company from perpetual to subscription licenses. Revenue may vary quarter to quarter due to the number of opportunities that are closed during the quarter.
Operating expense was $787,461 and $2,429,953 for the three month and nine month periods ended July 31, 2026 compared to $535,085 and $1,946,305 for the same periods in 2025. The increase in operating expenses was impacted by an increase in advertising of $75,780, compensation increase by $209,028 and general and administrative expenses of $199,601 during the nine months ended July 31, 2026. Expenses increased during the nine months ended July 31, 2026 due to additional staff and consultants added to support the future growth plan implemented by the Company. This is an investment in the underlying support and systems to generate future revenue.
For the three and nine month periods ended July 31, 2026, the Company reported an operating loss of $226,957 and $713,950 compared to operating loss of $52,403 and $48,859 for the same period in 2025. The increase in the operating loss during the nine month period ended July 31, 2026 over the operating income for same period in 2025 is attributable to $181,443 in lower revenues plus increased expenses of $483,648 in the nine month period ended July 31, 2026, versus the same period in 2025.
| 14 |
| Table of Contents |
Other income (expense) for the three and nine months period ended July 31, 2026 was interest income of $26,430 and $31,290, respectively and a currency gain of $16,694 and currency loss of $3,415, respectively. This compared to interest income of $11,857 and $29,966, respectively, bad debt expense of $13,631 and a currency loss of $3,532 and $9,131, respectively for the same three and nine month periods in 2025. The significant changes in the nine month period ending July 31, 2026 over 2025 was the increase in other income from interest earned and the bad debt write off of $13,474 in 2025 verses zero in 2026.
Net loss after income taxes of $16,840 and $352,741, was reported for the three month and nine month periods ended July 31, 2026, compared to net loss after income taxes of $15,445 and $14,105 for the same periods in 2025. The net loss for the three and nine month periods in 2026 can be attributed to lower revenue and higher expenses as noted above during that period in 2026 versus the same period in 2025. The loss during 2026 was offset by tax credits of $329,919 in the nine month period ended July 31, 2026.
Net loss to common stockholders was $19,745 and $361,456 for the three and nine month periods ended July 31, 2026, compared to net loss of $18,353 and $22,820 for the same periods in 2025. Net income to common shareholders includes the expense of dividend for preferred stockholders of $2,905 and $8,715 being accrued for the three and nine month periods ended July 31, 2026 and 2025.
The Company reported comprehensive loss of $22,418 and $338,589 for the three and nine month periods ended July 31, 2026 compared to a comprehensive loss of $17,838 and $31,652 for the same periods in 2025. The comprehensive income is an adjustment to net gain or loss each period due to foreign currency changes during the specific period.
LIQUIDITY AND CAPITAL RESOURCES
At July 31, 2026, the Company had current assets of $1,896,680 and current liabilities of $797,885, resulting in working capital of $1,098,795. Accumulated deficit, as of July 31, 2026, was $6,809,032 with total stockholders’ equity of $878,089. This compares to current assets of $1,831,014 and current liabilities of $803,299 with working capital of $1,027,715 as of October 31, 2025. Accumulated deficit as of October 31, 2025 was $6,447,576 with shareholders’ equity of $1,027,715.
Net cash used in operating activities for the nine month period ended July 31, 2026, was $85,328 compared to net cash provided by operating activities of $203,449 for the same period in 2025. The change in cash used in operating activities for the nine month period ended July 31, 2026 compared to the cash provided by operating activities over the same period in 2025 was due to a combination of decreased revenue of $181,443 and increased operating expenses of $483,648 in 2026 compared to 2025.
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a “smaller reporting company” as defined by Item 10 of Regulation S-K, Skkynet is not required to provide information required under this Item.
ITEM 4: CONTROLS AND PROCEDURES
This report includes the certifications of our Chief Executive Officer and Chief Financial Officer required by Rule 13a-14 under the Securities Exchange Act of 1934 (the "Exchange Act"). See Exhibits 31.1 and 31.2. This Item 4 includes information concerning the controls and control evaluations referred to in those certifications.
| 15 |
| Table of Contents |
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to management, including the Principal Executive Officer and the Principal Financial Officer, to allow timely decisions regarding required disclosures.
Our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of July 31, 2026 using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework-2013. Based on its evaluation, our management concluded that there are material weaknesses in our internal control over financial reporting. We lack full time personnel in accounting and financial staff to sufficiently monitor and process financial transactions in an efficient and timely manner. Our history of losses has severely limited our budget to hire and train enough accounting and financial personnel needed to adequately provide this function. Consequently, we lacked sufficient technical expertise, reporting standards and written policies and procedures along with a lack of a formal review process which includes multiple layers of review. A material weakness is a deficiency, or a combination of control deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our most recent quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Our management believes that the Unaudited Financial Statements included herein present, in all material respects, the Company’s financial condition, results of operations and cash flows for the periods presented.
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PART II – OTHER INFORMATION
ITEM 1: LEGAL PROCEEDINGS
From time to time, we may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.
ITEM 1A: RISK FACTORS
There have been no material changes to the Company’s risk factors as previously disclosed in our most recent 10-K filing for the year ended October 31, 2025.
ITEM 2: SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None
ITEM 3: DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4: MINE SAFETY INFORMATION
None.
ITEM 5: OTHER INFORMATION
None.
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ITEM 6: EXHIBITS
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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. |
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SIGNATURES
In accordance with the requirements 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.
| SKKYNET CLOUD SYSTEMS INC. | |||
Date: September 15, 2026 | By: | /s/ Gary Tillery | |
|
| Gary Tillery | |
| Chief Executive Officer (Duly Authorized, Principal Executive Officer) | |||
| By: | /s/ Lowell Holden |
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| Lowell Holden |
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| Chief Financial Officer (Duly Authorized Principal Financial Officer) |
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| 19 |
EXHIBIT 31.1
CERTIFICATION OF
PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002
I, Gary Tillery, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Skkynet Cloud Systems, Inc.
2. Based on my knowledge, this report does not contain any untrue statement of material fact or omitting to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
4. The registrant's other certifying officer and I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared.
(b) Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusion about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change to the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| Date: September 15, 2026 | By: | /s/ Gary Tillery | |
|
| Name: | Gary Tillery | |
| Title: | Chief Executive Officer | ||
| (Principal Executive Officer) |
EXHIBIT 31.2
CERTIFICATION OF
PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002
I, Lowell Holden, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Skkynet Cloud Systems, Inc.
2. Based on my knowledge, this report does not contain any untrue statement of material fact or omitting to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
4. The registrant's other certifying officer and I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared.
(b) Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusion about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change to the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| Date: September 15, 2026 | By: | /s/ Lowell Holden | |
|
| Name: | Lowell Holden | |
| Title: | Chief Financial Officer | ||
| (Principal Financial Officer) |
EXHIBIT 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Skkynet Cloud Systems, Inc. (the “Company”) on Form 10-Q for the period ended July 31, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Gary Tillery, Principal Executive Officer of the Company, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.
| Dated: September 15, 2026 | By: | /s/ Gary Tillery | |
|
|
| Gary Tillery | |
| Chief Executive Officer | |||
| (Duly Authorized Principal Executive Officer) |
This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
EXHIBIT 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Skkynet Cloud Systems, Inc. (the “Company”) on Form 10-Q for the period ended July 31, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Lowell Holden, Principal Financial Officer of the Company, hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:
1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Skkynet.
| Dated: September 15, 2026 | By: | /s/ Lowell Holden | |
|
|
| Lowell Holden | |
| Chief Financial Officer | |||
| (Duly Authorized Principal Financial Officer) |
This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Skkynet for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.