Tianci International Inc 2025年季度报告

FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ For the quarterly period endedOctober 31, 2025 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File No.001-42591 TIANCI INTERNATIONAL, INC.(Exact Name of Registrant in its Charter) 45-5440446 Unit 1109, Lippo Sun Plaza, 28 Canton Road, Tsim Sha TsuiKowloon, Hong Kong 999077(Address of Principal Executive Offices) 852-225-10781(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether theRegistrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files.) Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check One) Accelerated Filer☐Smaller reporting company☒Emerging growth company☐ Large accelerated Filer☐Non-accelerated Filer☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes☐No☒ APPLICABLE ONLY TO CORPORATE ISSUERS:Indicate the number of shares outstanding of each of the Registrant’s classes ofcommon stock, as of the latest practicable date: December 10, 2025Common Stock: 24,531,803 TIANCI INTERNATIONAL, INC.QUARTERLY REPORT ON FORM 10-QFOR THE FISCAL QUARTER ENDED OCTOBER 31, 2025 TABLE OF CONTENTS Part I. Financial InformationItem 1.Financial Statements (unaudited):3Condensed Balance Sheets – October 31, 2025 (Unaudited) and July 31, 20253Consolidated Statements of Operations (Unaudited) - for the Three Months Ended October 31, 2025 and 20244Condensed Statement of Changes in Stockholders’ Equity (Unaudited) for the Three Months Ended October 31,2025 and 20245Statements of Cash Flows (Unaudited) – for the Three Months Ended October 31, 2025 and 20246Notes to Consolidated Financial Statements (Unaudited)7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations24Item 3.Quantitative and Qualitative Disclosures about Market Risk30Item 4.Controls and Procedures30Part II. Other InformationItem 1.Legal Proceedings32Item 1A.Risk Factors32Item 2.Unregistered Sales of Equity Securities and Use of Proceeds32Item 3.Defaults Upon Senior Securities32Item 4.Mine Safety Disclosures32Item 5.Other Information32Item 6.Exhibits32Signatures33 TIANCI INTERNATIONAL, INC. AND SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS(EXPRESSED IN UNITED STATES DOLLARS) TIANCI INTERNATIONAL, INC. AND SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(EXPRESSED IN UNITED STATES DOLLARS) For the three months ended October 31,20252024(Unaudited)(Unaudited)OPERATING REVENUESGlobal logistics services$3,215,881$2,759,693Sale of minerals505,465–Other revenue96,881221,247Total Operating Revenues3,818,2272,980,940 TIANCI INTERNATIONAL, INC. AND SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITYFOR THE THREE MONTHS ENDED OCTOBER 31, 2025 AND 2024(EXPRESSED IN UNITED STATES DOLLARS) TIANCI INTERNATIONAL, INC. AND SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(EXPRESSED IN UNITED STATES DOLLARS) TIANCI INTERNATIONAL, INC.Notes to Consolidated Financial StatementsThree Months Ended October 31, 2025 and 2024(Unaudited) NOTE 1 –NATURE OF BUSINESS AND ORGANIZATION On June 13, 2012, Freedom Petroleum Inc. was incorporated under the laws of the State of Nevada. In May 2015, Freedom Petroleumchanged its name to Steampunk Wizards, Inc.; and on November 9, 2016, Steampunk Wizards changed its name to TianciInternational, Inc. (the “Company”). The Company is a holding company. As of October 31, 2025, the Company had one operatingsubsidiary, Roshing International Co., Limited (“Roshing”). The Company owns 90% of the capital stock of Roshing through RQSUnit