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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported): April 26, 2024

 

FOCUS UNIVERSAL INC.

(Exact Name of Registrant as Specified in its Charter)

 

Nevada   000-55247   46-3355876
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (I.R.S. Employer
Identification No.)

 

2311 East Locust Street

Ontario, California

  91761
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (626) 272-3883

Registrant’s Fax Number, Including Area Code: (917) 791-8877

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, $0.001 par value per share FCUV

The Nasdaq Stock Market LLC

(Nasdaq Global Market)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

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 ☐.

 

 

 

     

 

Item 7.01 Regulation FD Disclosure

 

Attached as Exhibit 99.1 and incorporated by reference are presentation slides (the “Corporate Conference Presentation”) that executives of Focus Universal Inc. a Nevada corporation (the “Company”) are going to present in trade shows and distribute to various potential future clients and partners.

 

The presentation contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are necessarily based on certain assumptions and are subject to significant risks and uncertainties. These forward-looking statements are based on management’s expectations as of April 26, 2024. The Registrant does not undertake any responsibility for the adequacy, accuracy or completeness or to update any of these statements in the future. Actual future performance and results could differ from that contained in or suggested by the forward-looking statements.

 

The information contained in this Item 7.01, including the related information set forth in the Corporate Conference Presentation provided as an exhibit hereto and incorporated by reference herein, is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document to the Securities Act of 1933, as amended, or into any filing or other document to the Exchange Act, except as otherwise expressly stated in any such filing.

 

In addition, a press release issued on April 26, 2024 announcing board approval of a spin-off of Lusher Inc., the Company’s subsidiary. A copy of that press release is attached hereto as Exhibit 99.2.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Description
99.1   OneTouch SEC Financial Reporting Corporate Presentation
99.2   Press Release dated April 26, 2024

 

 

 

 

 

 

  2  

 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 26, 2024

 

  FOCUS UNIVERSAL, INC.
     
     
  By: /s/ Desheng Wang
  Name: Desheng Wang
  Title: Chief Executive Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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EX-99.1 2 focus_ex9901.htm ONETOUCH SEC FINANCIAL REPORTING CORPORATE PRESENTATION

Exhibit 99.1

 

 

 

 

  

O NE T OUCH SEC FINANCIAL REPORTING FOCUS UNIVERSAL INC. NASDAQ : FCUV DESHENG WANG TEL: 626 - 272 - 3883 EMAIL: DESHENG@FOCUSUNIVERSAL.COM

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PROBLEM • Every public company is required to file an annual report 10 - K and quarterly reports 10 - Qs to SEC. • Reporting deadlines are inflexible, late filings and mistakes in financial reporting can result in regulatory review, enforce men t actions, and penalties. • The repetitive manual entry of hundreds thousands of financial numbers in these reports imposes a significant challenge. • Preparation of these reports is costly and time - consuming. • Even the compan y’s CFOs and CPAs find themselves unable to sleep for weeks before the filling date, striving to address auditor’s comments, yet still unable to ensure the timely submission of the company’s financial report. • These reporting requirements can interfere with other reporting timelines and leave an already strapped team scrambling for the resources needed to meet all their mandated reporting requirements.

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SOLUTION • Eliminates 99 % of the repetitive data entry . • Distinguished from current SEC financial reporting providers’ manual approach, Focus Universal Inc developed automated AI - driven data entry solutions to intricate the problem . • The users only need to upload their current financial statements, our software automatically populate hundreds of thousands financial numbers to the SEC financial reports and reduces the preparation time from weeks to minutes free of typo errors . • Any modification in the financial statements will result in instant update of the SEC financial report without human involvements . • Consistency checking helps users quickly pinpoint inconsistencies in the report . • Fast Turnaround . • Zero Learning Curve .

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PRODUCT • An Add - on software developed by Focus Universal team for Microsoft Office 365 allows company’s CPA or CFOs to prepare the SEC financial reports instantly . • Open your previous year financial report . • With Focus Universal's software, users can effortlessly upload their current financial statements, make 2 or 3 clicks of your keyboard, and Microsoft Office 365 automatically updates their SEC financial reports in a matter of minutes . • This streamlined process not only saves time but also ensures accuracy . • T he software is capable of detecting and correcting any potential typo errors . • You can savor your coffee while your computer auto populate the all financial data for you .

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MARKET SIZE • Financial Reporting Software Market size in USA was valued at USD 13 , 937 . 21 Million in 2022 and is projected to reach USD 36 , 556 . 79 Million by 2030 , growing at a CAGR of 12 . 81 % from 2024 to 2030 . • The complexity and volume of financial data, the limiting capabilities of current spreadsheet solutions, the rising cost of compliance, and the expanding demand for such software are the main reasons propelling the growth of the financial reporting software sector . • Superior financial reporting software has become an urgent necessity in order to lower accounting costs and boost efficiency . • The entire world financial reporting software market are much larger . • The technology developed by Focus Universal can also be leveraged across various sectors such as logistics, healthcare providers, insurance companies and others, where labor - intensive data entry tasks are prevalent .

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BUSINESS MODEL • Subscription Model • The users pay both the software installation fee and monthly subscription fees. • One time installation fee: $1500. • Monthly subscription fee: $300 per user.

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UNDERLYING MAGIC • Proprietary software with patent pending technology. • A utomated AI - driven data entry solutions • OneTouch solution

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COMPETITION • Insightsoftware : Revenue : $ 385 million, concentrates on SEC reporting process design and offers a full - service solution for XBRL ( eXtensible Business Reporting Language) submission . • Workvia : market Capital $ 4 . 63 billion, revenue : $ 630 million, specializes in streamlining processes, connecting data and teams, and ensuring consistency in a secure, audit - ready, cloud platform • Toppan Merrill : Revenue : $ 1 . 02 billion offers Bridge, a single, secure, integrated SaaS platform that connects a company’s team, data, and documents . Their focus is on providing a unified platform for handling various aspects of financial reporting, making it easier for teams to collaborate and maintain compliance . • All of these reporting providers employ the manual data entry approach . • Focus Universal Inc offer ed automated AI - driven data entry solutions to intricate the problem .

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BETTER OR DIFFERENT • Distinguished from current SEC financial reporting providers’ manual data entry approach . Focus Universal Inc offer ed automated AI - driven data entry solutions to intricate the problem . • Reduced the preparation time from weeks to minutes free of typo errors . • Any modification in the financial statements will result in instant update of the SEC financial report without human involvements . • Consistency checking helps users quickly pinpoint inconsistencies in the report . • Fast Turnaround . • Zero Learning Curve . • One touch solution instead of hundreds of functions .

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MARKET PLAN • By collaborating with Big Four Accounting Firms, our software has the potential to reduce their auditing time, enabling their clients to submit their financial reports earlier rather than at the last minute, This helps increase Big Four’s client retention rate by reducing the occurrence of late fillings, • We conduct demos for public CFOs at investment conferences and finalize contracts during these events, • We collaborate with auditing firms, securities attorneys, filling agents, stock transfer agents to market the software, • Direct Sales, • Social media marketing .

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TEAM Dr . Desheng Wang , Focus Universal CEO, Ph . D . in Chemistry at Emory University in 1994 . a senior research fellow at California Institute of Technology from 1994 - 2011 . Dr. Edward Lee , Focus Universal Chairman of the Board of Directors, Ph.D. in Mathematics at University of Florida in 1991. CEO of AIDP, a leading supplier of dietary supplement ingredients. Irving Kau , Focus Universal CFO, a former Managing Partner of both Elementz Ventures and KW Capital Partners . CFO of an AgBiotech company Origin Agritech Limited (Nasdaq : SEED) . A graduate degree from Rice University and pursued a PhD degree in Business Strategy (economics) at USC . Carine Clark , an independent director of Focus Universal . Lumio Chief Innovation office, Chair of the Governor’s Office of Economic Opportunity for Utah, executive chairman of Domo (Nasdaq : DOMO) . Michael Pope , a director of Focus Universal, former CEO and Chairman at Boxlight Corporation (Nasdaq: BOXL) Sean Warren , an independent director of Focus Universal, He brings a wealth of expertise with strengths in software development, cloud management, enterprise infrastructure development and full spectrum of IT compliance, former director of cloud operations at Domo, the VP of Global Platform Services at Cotiviti . FU1

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MILESTONES • The software has been developed and utilized to prepare Focus Universal current 10 - K report this year . • Ready for Demo and commercialization .

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EX-99.2 3 focus_ex9902.htm PRESS RELEASE

Exhibit 99.2

 

Focus Universal Inc. Announces Board Approval for Spin-Off of Lusher Inc.

 

ONTARIO, CA and LOS ANGELES, CA / ACCESSWIRE / April 26, 2024 / Focus Universal Inc. (NASDAQ:FCUV) (“Focus” or the “Company”), a provider of patented hardware and software design technologies for Internet of Things (IoT) and 5G, today announced the Board of Directors has approved the spin-off Lusher Inc. to develop the SEC Financial Reporting AI-Driven Automation Software for a future initial public offering and a potential Nasdaq listing.

 

Chief Executive Officer Desheng Wang stated, “We are excited that our management team received authorization from our Board of Directors to start the spin-off process for Lusher Inc. Lusher Inc. which will focus on AI-Driven Automation Software development and commercialization, which enables Focus Universal to concentrate more on the core of universal smart IoT. This will also allow the general market to access Lusher Inc. separately from Focus Universal, which may lead to an increase in shareholder value and unlock the intrinsic value of Lusher Inc. We believe reducing the SEC financial reporting preparation time from weeks to minutes is a compelling example to demonstrate this potential.”

 

Focus Universal plans to distribute Lusher Inc’s stock to all Focus Universal’s shareholders in the form of a tax-free dividend distribution to shareholders, which will be free of charge, and free to trade when Lusher Inc. is listed upon Nasdaq. Distinguished from current providers’ manual approach solutions, Focus Universal Inc. developed automated AI-driven solutions to disentangle the problem. When utilized, users may upload financial statements, and the software would update the SEC financial report and reduce preparation time significantly.

 

Focus Universal’s AI-Driven Automation Software is the first application of this software technology within the financial reporting sector. The company also believes there exists significant potential for the use of AI-driven automated technology worldwide across multiple sectors such as accounting, logistics, insurance processing, and tax preparation solutions which would eliminate the need for labor-intensive, manual data-entry. Humans, as a whole, are slow in data entry and far less accurate than automation software. Investors who are interested in investing in Lusher, please contact ir@focusuniversal.com, as investment deck is available on request.

 

SEC financial Reporting Software Market size was valued at US $14 Billion in 2022 and is projected to reach US $36.5 Billion by 2030, growing at a CAGR of 12.81 % from 2024 to 2030. The complexity and volume of financial data, the limiting capabilities of current spreadsheet solutions, the rising cost of compliance, and the expanding demand for such software are the main reasons propelling the growth of the financial reporting software sector. Superior financial reporting software has become an urgent necessity in order to lower accounting costs and boost efficiency.

 

About Focus Universal:

Focus Universal Inc. is a provider of patented hardware and software design technologies for Internet of Things (IoT) and 5G. The company has developed five disruptive patented technology platforms with 28 patents and patents pending in various phases and 8 trademarks pending in various phases to solve the major problems facing hardware and software design and production within the industry today. These technologies combined to have the potential to reduce costs, product development timelines and energy usage while increasing range, speed, efficiency, and security. Focus currently trades on the Nasdaq Global Markets.

 

Forward-Looking Statements:

Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the preliminary prospectus filed with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof and Focus Universal specifically disclaims any obligation to update any forward-looking statement, whether because of new information, future events or otherwise.

 

For investor and media inquiries, please contact:

Skyline Corporate Communications Group, LLC

Lisa Gray

One Rockefeller Plaza, 11th Floor

New York, NY 10020

Office: (646) 893-5835

lisa@skylineccg.com

 

For company inquiries, please contact:

Investor Relations

626-272-3883

ir@focusuniversal.com