HUMBL, Inc. 2024 Annual Report Review: From Web3 Pioneers to a Brazilian Mining Holding Co.

In a pair of blockbuster transactions late in 2024, HUMBL, Inc. effectively sold its domestic digital asset business and pivoted to become a holding company for two new ventures: a 99% stake in FinCapital, a Brazilian company owning 41,500 tons of magnesium silicate, and a 51% interest in Multicortex, an AI and high-performance computing startup. With the balance sheet dominated by deferred stock and debt liabilities, and an operating loss of $11.4 million in 2024, investors must weigh the upside of a $20 million raw‐materials asset against a steep working-capital deficit of $23.7 million and substantial going-concern risk.

Warren.AI 💰 3.0 / 10

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1. Transformative Asset Sale to WSCG

On December 2, 2024, HUMBL entered an Asset Purchase Agreement with WSCG, Inc. for:

• $3.025 million cash,
• 2,455,556 shares of WSCG Class B common,
• 24,555,556 membership units in a newly formed SPV under WSCG.

HUMBL retained a minority interest via HoldCo units to maintain upside to WSCG’s performance. The deal closed on February 27, 2025, and all former HMBL digital services are now shown in discontinued operations.

Impact on financials
• 2024 discontinued operations loss: $(2.996 million).
• Proceeds of $500 thousand received pre-closing and $2 million paid in April 2025.

2. Strategic Acquisition of Brazilian Magnesium Silicate

Also on December 2, 2024, HMBL acquired 99% of FinCapital—once a shell entity—for $20 million in common stock:
• 10 billion shares at $0.0004 each immediately issued (→ $4 million).
• Remaining 16 million to be issued upon stock authorization recap.

FinCapital’s single asset is 41,500 tons of magnesium silicate, used in fertilizer, ceramics, construction and fireproofing. Based on market comparables, accountants valued the inventory at a fair value of $20 million.

Why Mg silicate?
• Brazil’s top agricultural sector needs mineral additives.
• Modern fertilizer blends can boost crop yields.

3. Joint Venture with Multicortex

On April 3, 2025, HUMBL signed a Joint Venture with Multicortex, LLC—a developer of artificial intelligence and high-performance compute systems. HUMBL took a 51% stake in exchange for committing 15% of gross Regulation A+ capital raises (up to $3 million) to Multicortex’s product development.

Potential
• AI hardware/software is a high-growth market.
• HUMBL gains exposure to advanced compute stacks.

4. Pivot to a Latin American Holding Company

Post-FinCapital, HUMBL has reshaped itself as a holding company targeting undervalued assets, especially in Brazil. Chief Executive Officer Thiago Moura—a veteran entrepreneur in Brazil—leads this pivot. Ybyrá Capital S.A., a Brazilian holding company controlled by Mr. Moura, emerged as HUMBL’s largest stockholder by acquiring control shares previously held by ex-CEO Brian Foote.

Corporate strategy

1. Monetize magnesium silicate stockpile.
2. Acquire and manage mining and industrial assets in Latin America.
3. Leverage AI JVs to diversify into technology.

5. Financial Highlights

5.1 Income Statement (Continuing Operations)

• No revenue in 2024.
• Operating expenses: $8.30 million, down 17% YoY.
• Professional fees: $1.05 million.
• Settlement, restructuring charges: $2.98 million.
• Operating loss: $(8.30 million).
• Other expenses (including debt conversion losses): $3.12 million.
• Net loss (cont.): $(11.42 million).

5.2 Discontinued Operations

• Loss in discontinued ops: $(3.02 million).
• Combined net loss: $(14.45 million).

5.3 Balance Sheet

• Cash: $20 thousand.
• Inventory (FinCapital): $20.0 million.
• Working capital deficit: $(23.7 million).
• Total debt & payables: $26.7 million.
• Equity: $(3.46 million) deficit.
• Deficit: $117.98 million accumulated.

5.4 Cash Flows

• Operating: $(3.18 million) outflow.
• Investing: $0.73 million inflow (asset sale).
• Financing: $2.11 million inflow (notes & stock).

6. Going Concern and Risks

Management acknowledges a “going concern” qualification, highlighting:

• No recurring cash flow from continuing operations.
• Reliance on financing and asset sales to fund operations.
• Large working capital deficit and debt maturities due within 12 months.

Key risks
• Failure to sell magnesium silicate at expected prices.
• Additional dilution from $16 million common shares issuance.
• Execution risk in integrating new investments.
• Further working capital or debt financing needed.

7. Executive Leadership and Governance

• CEO & Chairman: Thiago Moura, founder of Brazilian fintech HugPay, controller of Ybyrá Capital S.A.
• COO & CFO: Jeffrey Hinshaw, co-founder of HUMBL LLC, finance veteran at Sempra Energy.
• Director: Brian Foote, ex-CEO of HUMBL LLC, oversaw 2021 reverse merger.
• Independent director: George Sharp, corporate governance expert.

All board members subject to indemnification, D&O insurance pending.

8. Conclusion and Investment Score

HUMBLincFinCapital pivot leaves us with a $20 million mineral asset and 51% in an AI JV—but funded by shoe-string cash, heavy dilution, and a steep debt load. Without revenue or near-term cash flow from continuing operations, the plan hinges on selling magnesium silicate and raising more capital. The “going concern” warning is real. At current execution risk and financial leverage, we give HUMBL an investment score of 3.0/10.

Investors should do further due diligence, watch the magnesium silicate market, and track new financing events before considering a position.