SUMMARY OF ACCOUNTING POLICIES (Policies) |
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Jul. 31, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Business | Business
General Overview
Sparta Commercial Services, Inc. (“Sparta,” “we,” “us,” or the “Company”) is a Nevada corporation with headquarters in New York, New York, and a corporate website at www.spartacommercial.com, with subsidiary addresses in Stamford, CT. We operate as a multi-disciplined parent corporation across four primary business sectors: FinTech Services, Financial Services, E-Commerce & Mobile Technology, and Health and Wellness. Our operations are conducted through wholly owned subsidiaries and joint ventures that provide specialized financing products, technology-driven solutions, and consumer wellness offerings.
Sparta’s origins are in the Powersports consumer finance industry, historically providing retail installment loans and leases through authorized motorcycle dealerships in 33 states, supported by financing lines of credit from institutional lenders. We built and maintained a full underwriting and servicing platform for our portfolio until discontinuing our consumer loans and leases business after the 2008 financial crisis.
I. FINTECH SERVICES
Agoge Global USA, Inc. – Cross-Border Trade Finance and Blockchain Solutions
Formed in December 2022 as a subsidiary of Sparta Crypto, Inc., Agoge Global USA, Inc. (“Agoge”) was established to address inefficiencies in cross-border trade between the United States and Brazil. Agoge entered into a joint venture with WeDev Group Ltda., a Brazilian technology and blockchain development firm, to create and operate a comprehensive digital platform for international trade finance.
The joint venture developed EZBroker360, a blockchain-enabled platform utilizing stablecoins and distributed ledger technology to:
- Reduce transaction times from days to hours; - Lower cross-border payment costs; and - Improve security, transparency, and auditability.
In addition to payment processing, EZBroker360 provides:
- Staged financing for freightage, customs duties, and taxes; - Assistance with Brazilian tax and regulatory compliance; - Import/export documentation preparation; - Industry introductions and market entry facilitation; and - Reselling and distribution support in other jurisdictions.
Agoge focuses on financing gaps in trade transactions that are not traditionally served by conventional banks. Since inception, the Company’s loan deployment has reached $2 million, supported by repeat client engagement and organic referrals. Clients, such as Patta Brazil, have reported enhanced cash flow flexibility, increased import volumes, avoidance of demurrage fees, and operational scaling. Patta Brazil’s CEO has credited Agoge’s financing solutions for supporting a projected 50% revenue increase and enabling additional hiring.
Building on its technology foundation, the joint venture has developed iGoCards, a virtual card and expense management platform for globally oriented businesses. iGoCards will enable fund loading via USD or stablecoins, incorporate multi-user controls, and offer advanced expense management features. A planned “Receive” capability will allow clients to manage both payables and receivables, positioning Agoge as a comprehensive financial ecosystem provider for international commerce.
II. FINANCIAL SERVICES
b. Municipal and Non-Profit Leasing of Essential Equipment
In 2007, we launched our Municipal Financing program (www.spartamunicipal.com), which continues to operate and has provided financing to over 100 jurisdictions nationwide. This program offers equipment financing solutions for local and state government agencies, as well as nonprofit organizations that comply with Internal Revenue Code §501(c)(3). Eligible nonprofits include both public charities and private foundations.
Through this program, we finance essential equipment such as police motorcycles, cruisers, buses, fire trucks, EMS vehicles, and related public safety equipment. We are a preferred financing source for BMW Motorrad USA Police Motors. Financing is offered on a pass-through basis with a Midwest bank. Marketing channels have included direct outreach, trade shows, targeted industry publications, and referrals from manufacturers, dealerships, and existing municipal clients.
III. E-COMMERCE & MOBILE TECHNOLOGY
A. iMobile Solutions, Inc.
Our E-Commerce & Mobile Technology segment operates through iMobile Solutions, Inc. (“iMS”), formerly Specialty Reports, Inc. iMS provides the following:
Mobile Application Development – Through our “iMobileApp” brand (www.imobileapp.com), we create, host, and maintain custom mobile applications for small- and medium-sized businesses across a wide range of industries, including vehicle dealerships, racetracks, private and country clubs, schools, restaurants, grocery stores, and entertainment venues. Applications incorporate advanced features, including geo-fencing, push notifications, inventory display, event management, CRM integration, and multi-location management. Our subscription model includes development, hosting, updates, and optional fully managed marketing services.
Website Design, Hosting, and SEO Services – We design, launch, maintain, and host websites for clients, incorporating search engine optimization (SEO), e-commerce integration, social media connectivity, and online review management. Each engagement includes a tailored marketing action plan.
Custom Software Development – This includes kitchen ordering systems for grocery stores and delicatessens, with payment integration, wireless printing, and text notification features.
Text Messaging Platforms – Our text messaging platform enables clients to create, schedule, and analyze marketing campaigns, improving customer engagement and brand loyalty.
B. Vehicle History Reports
iMS also operates our Specialty Vehicle History Reports business, serving markets not fully addressed by major providers such as CARFAX® or AutoCheck®. Our reports are marketed under:
- Cyclechex – Motorcycle history reports (www.cyclechex.com); - RVchex – Recreational vehicle history reports (www.rvchex.com); and - Truckchex – Heavy-duty truck history reports (www.truckchex.com).
These reports contain data such as prior damage, title brands, odometer readings, manufacturer specifications, recall history, and other relevant factors, sourced from governmental and industry databases, including the National Motor Vehicle Title Information System (NMVTIS). They are sold online, through dealer networks, and in over 60 countries.
IV. HEALTH AND WELLNESS
New World Health Brands, Inc.
In August 2020, NWHB begam offering nutritional supplements in response to shifting consumer preferences during the COVID-19 pandemic. Our product line includes high-quality vitamins and minerals—such as iodine, boron, copper/zinc/selenium, magnesium, spermidine, vitamin B complex, vitamin C, and PQQ—sourced and manufactured exclusively in the United States under strict quality standards. Products are sold via our e-commerce website (www.newworldhealthbrands.com) and through marketplaces including Amazon, Walmart, TikTok, eBay, and Etsy. NWHB products serve diverse health needs, from athletic performance and general wellness to anti-aging and skincare.
V. COMPETITIVE POSITIONING
We believe our targeted focus in underserved markets provides distinct competitive advantages:
- Fintech Services – Our staged-based trade finance solution offers specialized financing not widely available from traditional lenders.
- Financial Services – Our municipal leasing program offers custom financing solutions to municipalities, schools, and non-profit organizations nationwide for all of their essential equipment needs.
- E-Commerce & Mobile Technology – Our mobile application and website products provide cost-effective, customizable solutions for small- and medium-sized businesses, backed by industry-specific expertise.
- Vehicle History Reports – Our products address specialty vehicle categories not fully served by the dominant automotive report providers.
- Health and Wellness – Our U.S.-sourced supplement line appeals to consumers seeking premium, transparently sourced products.
We compete on the basis of service quality, niche market focus, and the ability to develop and deploy proprietary technology solutions across multiple industries. of the RV space and do not intend to compete directly with either CarFax® or AutoCheck®.
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| Basis of Presentation | Basis of Presentation
The accompanying unaudited condensed consolidated financial statements as of July 31, 2025 and for the three months ended July 31, 2025, and 2024 have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission, including Form 10-Q and Regulation S-K. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments), which are, in the opinion of management, necessary to fairly present the operating results for the respective periods. Certain information and footnote disclosures normally present in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. The Company believes that the disclosures provided are adequate to make the information presented not misleading.
These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and explanatory notes for the year ended April 30, 2025, as disclosed in the Company’s Form 10-K for that year as filed with the Securities and Exchange Commission on August 13, 2025.
The results of operations for the three months ended July 31, 2025, are not necessarily indicative of the results to be expected for any other interim period or the full year ending April 30, 2026.
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| Principles of Consolidation | Principles of Consolidation
The consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. The third-party ownership of the Company’s subsidiary is accounted for as noncontrolling interest in the consolidated financial statements. Changes in the noncontrolling interest are reported in the statement of changes in deficit.
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| Estimates | Estimates
The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.
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| Revenue Recognition | Revenue Recognition
Revenue is recognized in accordance with Accounting Standards Codification (“ASC”) Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue utilizing the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied.
The Company acts as the principal in its revenue transactions as it is the primary obligor. The Company’s main source of revenue is comprised of the following:
The following table presents our revenues disaggregated by revenue source:
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| Cash Equivalents | Cash Equivalents
All liquid investments with three months or less maturity are cash equivalents for the accompanying financial statements.
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| Website Development Costs | Website Development Costs
The Company recognizes website development costs in accordance with ASC 350-50, “Accounting for Website Development Costs.” As such, the Company expenses all costs incurred relate to the planning and post implementation phases of development of its website. Direct costs incurred in the development phase are capitalized and recognized over the estimated useful life. Costs associated with repair or maintenance for the website are included in cost of net revenues in the current period expenses.
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| Fair Value Measurements | Fair Value Measurements
The Company adopted ASC 820, “Fair Value Measurements (“ASC 820”).” ASC 820 establishes a three-level fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets the lowest priority to unobservable inputs to fair value measurements of certain assets and Liabilities. The three levels of the fair value hierarchy under ASC 820 are described below:
This hierarchy requires the Company to use observable market data when available and to minimize the use of unobservable inputs when determining fair value. Observable inputs may not always be available for some products or in certain market conditions.
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| Income Taxes | Income Taxes
We utilize ASC 740 “Income Taxes” which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at year-end based on enacted laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income.
The Company recognizes the impact of a tax position in the financial statements only if that position is more likely than not of being sustained upon examination by taxing authorities, based on the technical merits of the position. Our practice is to recognize interest and/or penalties related to income tax matters in income tax expense.
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| Stock-Based Compensation |
We account for our stock-based compensation under ASC 718 “Compensation–Stock Compensation” using the fair value-based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the service period, which is usually the vesting period. This guidance establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.
We use the fair value method for equity instruments granted to non-employees and use the Black-Scholes model for measuring the fair value of options. The stock-based fair value compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods.
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| Inventories | Inventories
The Company’s inventories represent finished goods, consisting of available products. They are accounted for using the first-in, first-out (FIFO) method and valued at the lower of cost or net realizable value. Inventory consists of finished goods for the Company’s New World Health business.
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| Property and Equipment | Property and Equipment
Property and equipment are recorded at cost. Minor additions and renewals are expensed in the year incurred. Major additions and renewals are capitalized and depreciated over their estimated useful lives. Depreciation is calculated using the straight-line method over the estimated useful lives. Estimated useful lives of major depreciable assets are as follows:
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| Concentrations of Credit Risk | Concentrations of Credit Risk
Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash, cash equivalents, and receivables. The Company places its cash and temporary cash investments with high-credit quality institutions. At times, such investments may be more than the FDIC insurance limit.
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| Net Loss Per Share |
The Company uses ASC 260-10, “Earnings Per Share,” for calculating the basic and diluted loss per share. The Company computes basic loss per share by dividing net loss and net loss attributable to common shareholders by the weighted average number of common shares outstanding. Common equivalent shares are excluded from the computation of net loss per share if their effect is anti-dilutive.
The Company has and shares of common classified as to be issued at July 31, 2025, and April 30, 2025, respectively included on the balance sheet were excluded from the shares used to calculate diluted earnings per share as their inclusion would reduce net loss per share.
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| Derivative Liabilities | Derivative Liabilities
The Company assessed the classification of its derivative financial instruments as of July 31, 2025, and April 30, 2025, which consist of convertible instruments and rights to shares of the Company’s common stock. It determined that such derivatives meet the criteria for liability classification under ASC 815.
ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as freestanding derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed conventional, as described.
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| Convertible Instruments | Convertible Instruments
The Company evaluates and accounts for conversion options embedded in its convertible instruments in accordance with professional standards for “Accounting for Derivative Instruments and Hedging Activities.”
The Company assessed the classification of its derivative financial instruments as of July 31, 2025, and April 30, 2025, which consist of convertible instruments and rights to shares of the Company’s common stock and determined that such derivatives meet the criteria for liability classification under ASC 815.
ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as freestanding derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.
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| Reclassifications | Reclassifications
Certain reclassifications have been made to conform with prior periods’ data to the current presentation. These reclassifications did not affect reported losses.
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| Recent Accounting Pronouncements | Recent Accounting Pronouncements-
Recently adopted accounting pronouncements require public companies to disclose the impact of new standards on their financial statements, including details about the standard, the adoption date, method of adoption, and expected effects. These disclosures help investors understand how changes in accounting principles will affect a company’s financial performance and position.
Recently Adopted Accounting Pronouncements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280). The amendments in this update expand segment disclosure requirements, including new segment disclosure requirements for entities with a single reportable segment among other disclosure requirements. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Adoption of this standard is on a modified retrospective basis and had no impact on the Company’s financial position, results of operations, cash flows or net income per share. As of 2024 and 2023 the Company had one reporting segment, all revenue is reported under this segment Sparta Commercial Services, Inc.
Other accounting standards and amendments to existing accounting standards that have been issued and have future effective dates are not applicable or are not expected to have a significant impact on the Company’s consolidated financial statements. |
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