$WTF

Waton Financial Ltd

CIK:0001987363|SEC Filings

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($)	12 Months Ended
	Mar. 31, 2026	Mar. 31, 2025	Mar. 31, 2024
Revenues
Principal transactions and proprietary trading	$ 520,264	$ 105,483	$ (715,309)
Total revenues	11,082,924	7,447,944	10,055,809
Operating costs and expenses
Commissions and brokerage fees	3,052,843	246,259	401,843
Interest expenses	922,556	289,943	158,441
Compensation and benefits	4,676,168	3,222,730	2,108,656
Share-based compensation expenses	7,060,640	8,788,109	0
Research and development expenses	726,299	427,672	0
Professional service fees	2,562,180	1,747,163	1,957,781
Market information	1,428,199	880,827	580,584
Lease costs	564,547	532,552	435,824
Allowance for expected credit losses	1,256,873	0	0
Marketing fee	829,539	0	0
Other general and administrative expenses	1,648,841	988,179	666,741
Total operating costs and expenses	25,609,716	18,099,299	7,112,615
Operating (loss) income	(14,526,792)	(10,651,355)	2,943,194
Other income (loss):
Income from foreign currency spread	501,867	150,987	49,694
Disposal loss from investment in equity securities, at NAV	(929,344)	0	0
Equity in losses of equity method investment	(31,603)	(578,256)	0
Impairment loss on investment, cost	(126,637)	(618,630)	0
Others	(39,829)	(116,823)	(56,400)
Total other loss	(625,546)	(1,162,722)	(6,706)
(Loss) income before income tax expenses	(15,152,338)	(11,814,077)	2,936,488
Income tax expense	0	(153,428)	(439,934)
Net (loss) income	$ (15,152,338)	$ (11,967,505)	$ 2,496,554
Net (loss) income per ordinary share, Basic (in dollars per share)	$ (0.31)	$ (0.29)	$ 0.04
Net (loss) income per ordinary share, Diluted (in dollars per share)	$ (0.31)	$ (0.29)	$ 0.04
Weighted average ordinary shares outstanding, Basic (in shares)	48,223,688	41,793,690	62,816,064
Weighted average ordinary shares outstanding, Diluted (in shares)	48,223,688	41,793,690	62,816,064
Net (loss) income:	$ (15,152,338)	$ (11,967,505)	$ 2,496,554
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustment	(126,178)	83,466	85,550
Total comprehensive (loss) income	(15,278,516)	(11,884,039)	2,582,104
Nonrelated Party [Member]
Revenues
Brokerage and commission income	5,757,763	1,824,412	6,472,535
Interest income	1,638,632	135,938	150,819
Software licensing and related support services income	922,960	602,217	176,303
Operating costs and expenses
Software licensing and related support outsourcing cost	328,236	0	0
Related Parties [Member]
Revenues
Brokerage and commission income	1,390,497	2,539,260	1,757,731
Interest income	452,808	1,040,634	1,016,179
Software licensing and related support services income	400,000	1,200,000	1,197,551
Operating costs and expenses
Software licensing and related support outsourcing cost	$ 552,795	$ 975,865	$ 802,745

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Mar. 31, 2026	Mar. 31, 2025	Mar. 31, 2024
Cash flows from operating activities:
Net (loss) income	$ (15,152,338)	$ (11,967,505)	$ 2,496,554
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
Allowance for expected credit losses	1,256,873	0	0
Written off deferred offering cost	381,774	0	0
Depreciation and amortization expenses	153,128	102,665	67,070
Amortization of operating right-of-use assets	532,214	553,842	369,457
Share-based compensation	7,060,640	8,788,109	0
Disposal loss from investment in equity securities, at NAV	929,344	0	0
Equity in losses of equity method investment	31,603	578,256	0
Impairment loss on investment, cost	126,637	618,630	0
Deferred income taxes	0	153,428	439,934
Gain from investment securities, at NAV, related party	(160,355)	0	0
Changes in operating assets and liabilities:
Receivables from clients, including related parties	(9,646,644)	6,569,798	(7,206,712)
Receivables from broker-dealers and clearing organization	16,465	(1,379,621)	3,935,524
Receivables and contract assets from software licensing and related support services, including related parties	(1,191,837)	(594,567)	(532,981)
Prepaid expenses and other current assets	(2,584,967)	(760,190)	213,282
Other assets	1,761	235,918	(284,194)
Payables to clients, including related parties	8,648,923	(7,893,666)	2,008,708
Payables to broker-dealers and clearing organization	5,462,088	5,103,768	(3,348,732)
Payables of software licensing and related support services, including related party	1,198,483	987,824	158,623
Accrued expenses and other current liabilities	33,003	(153,473)	151,547
Financial instruments owned, at fair value	(2,605,644)	0	0
Other receivables	(1,000,000)	0	0
Operating lease liabilities	(551,583)	(583,251)	(315,227)
Net cash (used in) provided by operating activities	(7,060,432)	359,965	(1,847,147)
Cash flows from investing activities:
Purchase of property and equipment	(323,574)	(13,744)	(262,091)
Purchase of investment in equity securities, at NAV	(1,100,000)	0	0
Advance under convertible promissory note	(777,102)	0	0
Proceeds from disposal of investment in equity securities, at NAV	170,674	0	0
Loan to ST MA Ltd	0	0	(445,893)
Purchase of investments	0	0	(7,501,453)
Net cash used in investing activities	(2,030,002)	(13,744)	(8,209,437)
Cash flows from financing activities:
Proceeds from bank overdrafts	1,540,585	0	0
Repayment of borrowings from a related party	0	(1,800,000)	(1,500,000)
Payment for deferred offering costs	(193,954)	(562,591)	(797,170)
Proceeds from initial public offering, net of underwriting discount and other offering costs	18,234,300	0	0
Proceeds from issuance of ordinary shares	0	5,121,620	0
Repurchase and retirement of ordinary shares	0	0	(6,000,000)
Principal payment for finance lease	(3,070)	(2,908)	(2,298)
Net cash provided by (used in) financing activities	19,577,861	2,756,121	(8,299,468)
Effect of exchange rate changes	(113,481)	145,791	148,996
Net increase (decrease) in cash, cash equivalents, cash segregated under regulatory requirements and restricted cash	10,373,946	3,248,133	(18,207,056)
Cash, cash equivalents, cash segregated under regulatory requirements and restricted cash at the beginning of the year	13,900,319	10,652,186	28,859,242
Cash, cash equivalents, cash segregated under regulatory requirements and restricted cash at the end of the year	24,274,265	13,900,319	10,652,186
Reconciliation of cash, cash equivalents, cash segregated under regulatory requirements and restricted cash
Cash and cash equivalents	10,411,937	7,717,087	4,948,090
Cash segregated under regulatory requirements	13,733,273	6,183,232	5,704,096
Restricted cash	129,055	0	0
Cash, cash equivalents, cash segregated under regulatory requirements and restricted cash at the end of year	24,274,265	13,900,319	10,652,186
Supplemental disclosure of cash flow information:
Income taxes paid	0	0	0
Interest paid	877,530	253,738	158,441
Supplemental schedule of non-cash investing and financing activities
Non-cash settlement of receivable from software licensing and related support services - related party offset against payables to clients - related party	0	(330,580)	0
Obtaining operating right-of-use assets in exchange for operating lease liabilities	1,224,833	0	1,344,906
Non-cash sale of investments settled and offset against amounts due to a related party	0	0	1,982,709
Non-cash sale of investments settled and offset against amounts due to a third party	0	0	1,278,021
Non-cash deferred offering costs against accrued expenses	0	195,421	0
Non-cash deferred offering costs against additional paid in capital	$ 1,058,853	$ 0	$ 0

CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2026	Mar. 31, 2025
Current assets:
Cash and cash equivalents	$ 10,411,937	$ 7,717,087
Cash segregated under regulatory requirements	13,733,273	6,183,232
Restricted cash	129,055	0
Receivables from:
Broker-dealers and clearing organization	1,722,811	1,739,276
Contract assets	1,291,837	1,200,000
Convertible promissory note	777,102	0
Other receivables	1,607,925	449,877
Prepaid expenses and other current assets	1,094,636	893,051
Total current assets	50,145,672	25,338,318
Property and equipment, net	294,096	123,297
Operating lease right-of-use assets	988,397	467,016
Investment, cost	2,751,938	2,878,575
Equity method investment, net	0	189,932
Other assets	476,634	1,726,837
TOTAL ASSETS	54,656,737	30,723,975
Payables to:
Broker-dealers and clearing organization	11,359,560	7,335,535
Software licensing and related support services, including related party	2,964,575	1,766,092
Bank Overdrafts	1,540,585	0
Accrued expenses and other current liabilities	779,204	748,918
Amounts due to shareholder	$ 41,172	$ 31,682
Other Liability, Current, Related Party [Extensible Enumeration]	Related Party [Member]	Related Party [Member]
Operating lease liabilities, current	$ 537,890	$ 463,120
Total current liabilities	32,473,620	17,925,671
Operating lease liabilities, non-current	457,803	30,561
TOTAL LIABILITIES	32,931,423	17,956,232
Commitments and Contingencies
Shareholders' equity:
Ordinary shares, unlimited shares authorized; no par value; 48,237,472 shares and 43,206,222 shares issued and outstanding as of March 31, 2026 and 2025, respectively	0	0
Additional paid-in capital	46,053,816	21,817,729
Accumulated deficit	(24,259,483)	(9,107,145)
Accumulated other comprehensive (loss) income	(69,019)	57,159
TOTAL SHAREHOLDERS' EQUITY	21,725,314	12,767,743
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	54,656,737	30,723,975
Nonrelated Party [Member]
Receivables from:
Clients	16,202,439	1,729,408
Contract assets	891,837	0
Payables to:
Clients	15,216,606	6,163,171
Related Party [Member]
Receivables from:
Clients	0	4,826,387
Software licensing and related support services - related party, net	600,000	600,000
Contract assets	400,000	1,200,000
Payables to:
Clients	34,028	1,417,153
Z Navigation Option Hedge Fund S.P. [Member]
Receivables from:
Other receivables	1,160,000
Financial instruments owned, at fair value	$ 2,574,657	$ 0