Blue Line Holdings, Inc.

The global flavored water market was estimated to be US $26 billion in 2025, increasing at a 6% CAGR from 2025 to 2034, and is predicted to be valued at US $46 billion by 2034 ¹. The market is driven by increasing preference for flavored, healthy, and functional drinks, with consumers showing interest in beverages infused with fruits, herbs, and other healthy ingredients. The trend of zero-calorie, zero-sugar, and low-carb soft drinks is rising, and citrus and berry flavors are gaining traction. Supermarkets and hypermarkets account for the largest revenue share, while the online distribution channel is expected to register growth. North America accounted for the largest revenue share of flavored water in recent years, and Europe holds a significant share of the global market. Key players include Nestlé, Talking Rain, PepsiCo, Inc., The Coca-Cola Company, Hint, Inc., Spindrift, National Beverage Corp., Sanpellegrino S.P.A., Keurig Dr Pepper, Inc., Saratoga Spring Water Company, and VitaCoco ².

Blue Line Holdings, Inc. is a development stage company with no revenues to date, operating in the highly competitive functional beverage product category. The company's primary competitive advantage is its exclusive license to sell CocoLove water in France, subject to Monarch Media's right to sell the product using its own sales channels. All competitors have greater marketing and financial resources than the company. The principal areas of competition are pricing, packaging, distribution channel penetration, development of new products and flavors, and marketing campaigns. The increasing number of competitive products and limited shelf space may adversely impact the company's ability to gain or maintain market share.

The company generates revenue through licensing agreements for the sale of functional beverages, with its sole current agreement being the license to distribute CocoLove water in France. The company plans to buy CocoLove water from Monarch Media, which will ship the product from its bottling plant to locations designated by the company. The company anticipates deriving all of its revenues from the sale of CocoLove water. The company plans to market the product through social media, various media channels, promotions in colleges and universities, and in-store promotions, and to distribute through grocery stores, convenience stores, restaurants, vending machines, and local distributors.

CocoLove water, manufactured by Monarch Media, is a coconut flavored water that is 100% organic with no sugar added and no artificial flavors or colors added. It uses no plastic or tetra packaging and is always in a can for upcycling and recycling purposes. The license is exclusive subject to Monarch Media's right to sell CocoLove water in France using its own sales channels, with no obligation to compensate the company. In consideration for the license, the company issued Monarch Media 200,000 shares of common stock ³ and agreed to pay a royalty of 10% of net sales between US $100,000 and US $500,000 ⁴, 7% of net sales between US $500,000 and US $1,000,000 ⁵, and 4% of net sales greater than US $1,000,000 ⁶, with no royalty due on net sales less than $100,000 ⁷. Monarch Media may terminate the license if annual royalties are not at least $5,000 within each twelve month period beginning July 2025 ⁸.

The company was formed as a Colorado corporation on May 16, 2024 ⁹. In July 2024, the company signed an agreement with Monarch Media giving it the license to distribute CocoLove water in France. During the fiscal year ended June 30, 2026, the company issued 100,000 unregistered shares of common stock ¹⁰ in connection with the issuance of $50,000 in promissory notes ¹¹, at a deemed value of $0.10 per common share ¹² or $10,000 in total ¹³. The company's common stock became available for quotation on the OTC markets under the symbol "BLNH" on December 12, 2025 ¹⁴. Subsequent to the year ended June 30, 2026, the company issued a promissory note for $15,000 ¹⁵ which is due February 28, 2027 ¹⁶, and the $50,000 promissory note holders ¹⁷ agreed to extend the due date from June 30, 2026 to February 28, 2027 ¹⁸.

The company generated no revenue in either the year ended June 30, 2026 or the year ended June 30, 2025. Total operating expenses were $71,256 ¹⁹ for the year ended June 30, 2026, compared to $106,125 ²⁰ for the year ended June 30, 2025, a decrease of $34,869 ²¹. The company incurred a net loss of $81,256 ²² for the year ended June 30, 2026, compared to a net loss of $106,125 ²³ for the year ended June 30, 2025. As of June 30, 2026, the company had cash of $2,180 ²⁴, a working capital deficit of $83,562 ²⁵, and a total stockholders' deficit of $83,562 ²⁶.

The company's projected capital requirements for the twelve months ending September 30, 2027 are $100,000 ²⁷ for sales and marketing for CocoLove and $50,000 ²⁸ for obtaining new licenses for the distribution of products. The company estimates it will be required to spend approximately $100,000 ²⁹ during the next twelve months to market and distribute CocoLove water in France. The company will need additional capital to fund its projected capital requirements and expects to incur further losses as it is at the start-up stage.

The company plans to secure licensing agreements for the sale of functional beverages with key industry players and acquire assets that complement its core business and drive growth. It may also seek to obtain licensing agreements for products outside of the functional beverage market. The company plans to initially target distributors and resellers due to its limited capital resources, which would limit its exposure to inventory and the cost of warehouse space. Although preliminary research into French distributors and retailers has been performed, as of the date of the 10-K, the company had not begun any marketing or distribution efforts.

The company plans to market CocoLove water in France through social media targeting young, urban professionals seeking alternatives to plain water, various media channels, promotions in colleges and universities, and in-store promotions. Distribution is planned through grocery stores, convenience stores, restaurants, vending machines, and local distributors. The company's ability to secure and generate revenue from licensing agreements and access to capital through future sale of common shares or debt are the factors that will most significantly affect future operating results, liquidity, and capital resources.

The company expects to incur further losses as it is at the start-up stage. The company's continuation depends on its ability to raise additional capital and ultimately to generate revenue, with no assurance it will be able to do so. The company does not have any firm commitments from any person to provide it with any capital.

The company plans to fund its future operations by sales of its common stock or by issuing debt securities. The company will be required to raise capital or take other measures to fund future development. The company does not expect to pay cash dividends on its common stock at any time in the foreseeable future and currently intends to retain all future earnings, if any, to fund the growth of its business.

The company faces substantial risks associated with the sale of CocoLove water, including economic or political instability in France, fluctuations in foreign currency exchange rates, restrictions on or costs relating to the repatriation of foreign profits to the U.S., including possible taxes or withholding obligations on any repatriations, and tariffs or trade restrictions. The distribution and sale of products outside of the U.S. are subject to risks relating to appropriate compliance with legal and regulatory requirements in local jurisdictions and potentially adverse tax consequences.

The company's license to sell CocoLove water is not exclusive, as Monarch Media may sell CocoLove water in France using its own sales channels with no obligation to compensate the company. Although, to the company's knowledge, Monarch Media is not selling CocoLove water in France, if Monarch Media later decides to do so, Monarch Media's efforts may result in the company's loss of sales. The company has no experience operating in France, and it may be costly to promote CocoLove water in France.

The company has a limited operating history and may never be profitable, with cumulative operating losses since inception and an accumulated deficit of $196,262 ³⁰ as of June 30, 2026. The company needs additional capital to implement its business plan, and any future sale of equity securities will dilute existing stockholders, potentially at prices substantially below market. The company's license to sell CocoLove water is not exclusive, as Monarch Media may sell the product in France using its own sales channels with no obligation to compensate the company, which could result in loss of sales. Conducting business in France exposes the company to risks including economic or political instability, fluctuations in foreign currency exchange rates, restrictions on repatriation of profits, and tariffs or trade restrictions. The company relies on its management team and other key personnel, and the loss of key personnel could have a material adverse effect on its business. The company has limited internal controls with a sole officer, which could result in errors in financial reporting.

Management's message emphasizes the company's development stage status and its plan to secure licensing agreements for the sale of functional beverages with key industry players and acquire assets that complement its core business and drive growth. The company has identified conditions and events that raise substantial doubt about its ability to continue as a going concern, primarily as a result of expected continued future losses. Management's strategic priorities are to obtain additional financing, generate revenue from the sale of CocoLove water, and secure new licensing agreements. The company's projected capital requirements for the twelve months ending September 30, 2027 are $100,000 ³¹ for sales and marketing for CocoLove and $50,000 ³² for obtaining new licenses.