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Cannabis Suisse Corp. (CSUI)

Business Summary

Cannabis Suisse Corp. is engaged in the rental of commercial office and industrial space, leasing buildings from companies controlled by its CEO, and since June 2022 has had no involvement in any aspect of the cannabis industry . The Company currently has no employees, with the CEO serving as a consultant on a part-time basis . The Company operates in a single operating and reportable segment, with all revenues derived from that segment and substantially all assets located in the same jurisdiction in the United States .

The Company's sole Director and CEO holds a majority of the voting stock, controlling the election of directors and business affairs . The CEO, or entities he controls, hold convertible promissory notes that would convert into 135,203,984 shares of common stock as of May 31, 2026 . The Company's common stock is quoted on the OTC Pink tier under the symbol "CSUI" , and as of September 24, 2026, there were 24 stockholders of record .

The Company generates revenue by subleasing a portion of properties it leases from entities controlled by its CEO . Effective March 1, 2026, the Company began a new sublease arrangement with RLSH, LLC, an entity controlled by the CEO, for 2,900 square feet, representing 93.4% of the 3,105 square feet under the primary lease, with annual base rent of $84,000 payable in monthly installments of $7,000 . The Company recognized rental income of $21,000 from this related-party sublease during the year ended May 31, 2026 .

The Company leases four real estate properties from companies controlled by its CEO: 10 N Newnan Street, 2652 Blanding Boulevard, 1268 Church Street, and 2502 Blanding Boulevard . The 10 N Newnan Street lease has a term through January 31, 2028, with lease expense of $93,926 for each of the years ended May 31, 2026 and 2025 . The 2652 Blanding Boulevard lease expired in January 2026, with unpaid rent of $107,000 classified as an operating lease liability in default as of May 31, 2026 . The 1268 Church Street lease extends through December 31, 2028, with lease expense of $40,704 for each year . The 2502 Blanding Boulevard lease has a term through January 31, 2029, with lease expense of $47,037 for each year .

In February 2024, the Company issued convertible promissory notes to prepay leases: $187,852 to 10 N Newnan, LLC, $101,760 to 1268 Church Street, LLC, and $117,593 to 2600 Blanding Blvd., LLC . On May 6, 2024, the 2502 Blanding note with principal of $117,593 and accrued interest of $2,287 was converted to 23,976,000 shares of common stock at $0.005 per share . On June 28, 2024, the Company issued a convertible promissory note of $186,089 to Scott McAlister to pay off unpaid rent of $69,550, advances of $83,159, and unpaid interest of $33,380 . On July 7, 2024, the Company issued 5,000,000 shares of Series A Preferred stock to its CEO .

For the year ended May 31, 2026, the Company generated rental revenue from related parties of $21,000 and incurred cost of rental revenue of $21,931, resulting in a gross loss of $931 . For the year ended May 31, 2025, the Company generated rental revenue of $22,500 and incurred cost of rental revenue of $22,068, resulting in gross profit of $432 . Total operating expenses were $266,888 for 2026 compared with $288,445 for 2025 . The Company reported net income of $122,739 for 2026 compared with a net loss of $456,142 for 2025 .

Business Outlook & Financial Sufficiency

Management intends to seek additional financing through the capital markets and other available sources and expects to continue relying on related-party funding in the interim . The Company expects to remain dependent on additional investment capital, borrowings and advances from its Chief Executive Officer and other related parties to fund its operations for the foreseeable future .

The Company's primary growth vector is the expansion of its real estate rental operations through subleasing its leased properties. Effective March 1, 2026, the Company began a new sublease arrangement with RLSH, LLC for 2,900 square feet at 10 N Newnan Street, representing 93.4% of the primary lease space, with annual base rent of $84,000 . The sublease had an initial term through August 31, 2026, and subsequent to that date, the space is being leased on a month-to-month basis to the same related party for the same $7,000 monthly installment .

The Company's cost structure is dominated by lease expense, which totaled $220,900 for the year ended May 31, 2026, compared with $240,517 for the prior year . The decrease in total operating expenses of $21,557, or approximately 7%, was primarily attributable to a reduction in general and administrative expenses of $17,980 mainly related to a decrease in rent expense due to one of the Company's leases expiring in January 2026, and a reduction in professional fees of $3,577 .

The Company has no employees and its activities are managed by the Chief Executive Officer with the assistance of outside legal and accounting professionals . The Company does not maintain significant information technology systems, customer data, or proprietary digital assets .

The Company did not pay any cash dividends on its common stock during the fiscal years ended May 31, 2026 and 2025, and does not expect to pay any dividends in the near future . The Company had no cash flows from investing activities during the years ended May 31, 2026 and 2025 .

The Company faces substantial doubt about its ability to continue as a going concern, with cash of $476 and a working capital deficit of $512,212 as of May 31, 2026 . The Company has not established a stable source of revenue sufficient to fund its ongoing operating expenses and obligations .

The Company's CEO funded $28,000 for the Company's operations in August and September 2026 .

Management Sentiments & Priorities

Management's message emphasizes the Company's transition to real estate operations since June 2022, with no involvement in the cannabis industry . The strategic priorities are to continue relying on related-party funding, seek additional financing through capital markets, and increase revenue through subleasing activities . Management acknowledges the substantial doubt about the Company's ability to continue as a going concern and intends to seek additional financing through the capital markets and other available sources .

Financial Details

Total rental revenue for the year ended May 31, 2026 was $21,000, compared with $22,500 for the prior year . Net income for 2026 was $122,739, compared with a net loss of $456,142 for 2025 . Basic and diluted earnings per share were $0.00 for 2026, compared with $(0.01) for 2025 . Operating loss was $267,819 for 2026, compared with $288,013 for 2025 . The Company had cash of $476 as of May 31, 2026, compared with $2,850 as of May 31, 2025 . Total other income was $390,558 for 2026, compared with total other expense of $168,129 for 2025 . The improvement in other income of $558,687 was primarily attributable to the absence of a loss on settlement of debt during the year ended May 31, 2026 . The Company recognized a loss on settlement of debt of $551,677 in 2025, which reduced net income for that year . Amortization of debt premium was $455,214 for 2026, compared with $446,756 for 2025 . Interest expense was $64,656 for 2026, compared with $63,208 for 2025 . The Company had a working capital deficit of $512,212 as of May 31, 2026, compared with $218,679 as of May 31, 2025 . Net cash used in operating activities was $40,324 for 2026, compared with $45,112 for 2025 . Net cash provided by financing activities was $37,950 for 2026, compared with $19,400 for 2025 .

Risk Factors

The Company has limited operations, consisting of subleasing a portion of a building leased from a company controlled by its CEO, and there is no assurance that it will have any business operation going forward that sufficiently covers its cost structure . The Company does not have a bank account, and its CEO pays expenses through an escrow account; if this funding ceases, there is substantial doubt about the Company's ability to continue as an ongoing enterprise . The Company has no employees, and the CEO serves as CFO on a part-time consultant basis, which adversely affects its ability to develop and grow the business . The sole Director and CEO holds a majority of the voting stock, enabling control over all major corporate actions, including mergers, asset dispositions, and issuance of additional shares . The Company's shares are "penny stocks" with a price of less than $5.00, and are not eligible for proprietary broker-dealer quotations, resulting in higher risk of wider spreads, increased price volatility, and price dislocation .

References

  1. [1] Item 1, Description of Business
  2. [2] Item 1, Description of Business — Employees
  3. [3] Item 8, Note 1 — Organization and Nature of Business
  4. [4] Item 1A, Risk Factors — Voting Control is Held by One Stockholder
  5. [5] Item 1A, Risk Factors — Voting Control is Held by One Stockholder
  6. [6] Item 5, Market for Common Equity
  7. [7] Item 5, Market for Common Equity — Number of Holders
  8. [8] Item 1, Description of Business
  9. [9] Item 8, Note 9 — Sublease for Premises at 10 N Newnan Street
  10. [10] Item 8, Note 9 — Sublease for Premises at 10 N Newnan Street
  11. [11] Item 2, Description of Property
  12. [12] Item 8, Note 9 — Lease of Premises at 10 N Newnan Street
  13. [13] Item 8, Note 9 — Lease of Premises at 2652 Blanding Boulevard
  14. [14] Item 8, Note 9 — Lease of Premises at 1268 Church Street
  15. [15] Item 8, Note 9 — Lease of Premises at 2502 Blanding Boulevard
  16. [16] Item 8, Note 8 — Convertible Notes Payable – Related Parties
  17. [17] Item 8, Note 8 — Convertible Notes Payable – Related Parties
  18. [18] Item 8, Note 8 — Convertible Notes Payable – Related Parties
  19. [19] Item 8, Note 10 — Preferred Stock
  20. [20] Item 7, MD&A — Results of Operations
  21. [21] Item 7, MD&A — Results of Operations
  22. [22] Item 7, MD&A — Results of Operations
  23. [23] Item 7, MD&A — Results of Operations
  24. [24] Item 7, MD&A — Liquidity and Capital Resources
  25. [25] Item 7, MD&A — Liquidity and Capital Resources
  26. [26] Item 8, Note 9 — Sublease for Premises at 10 N Newnan Street
  27. [27] Item 8, Note 9 — Sublease for Premises at 10 N Newnan Street
  28. [28] Item 8, Note 9 — Lease Expense
  29. [29] Item 7, MD&A — Results of Operations
  30. [30] Item 1C, Cybersecurity Risk
  31. [31] Item 1C, Cybersecurity Risk
  32. [32] Item 5, Market for Common Equity — Dividends
  33. [33] Item 7, MD&A — Liquidity and Capital Resources
  34. [34] Item 8, Note 3 — Going Concern
  35. [35] Item 7, MD&A — Liquidity and Capital Resources
  36. [36] Item 8, Note 12 — Subsequent Events
  37. [37] Item 1A, Risk Factors — Limited Operations
  38. [38] Item 1A, Risk Factors — Lack of Operating Funds-Going Concern
  39. [39] Item 1A, Risk Factors — Limited Management
  40. [40] Item 1A, Risk Factors — Voting Control is Held by One Stockholder
  41. [41] Item 1A, Risk Factors — Penny Stock Considerations
  42. [42] Item 7, MD&A — Background
  43. [43] Item 7, MD&A — Liquidity and Capital Resources
  44. [44] Item 7, MD&A — Liquidity and Capital Resources
  45. [45] Item 8, Statements of Operations
  46. [46] Item 8, Statements of Operations
  47. [47] Item 8, Statements of Operations
  48. [48] Item 8, Statements of Operations
  49. [49] Item 8, Balance Sheets
  50. [50] Item 8, Statements of Operations
  51. [51] Item 7, MD&A — Results of Operations
  52. [52] Item 8, Statements of Operations
  53. [53] Item 8, Statements of Operations
  54. [54] Item 8, Statements of Operations
  55. [55] Item 7, MD&A — Liquidity and Capital Resources
  56. [56] Item 8, Statements of Cash Flows
  57. [57] Item 8, Statements of Cash Flows

Analysis on 9/25/2026