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Calor Del Sol

Calor Del Sol: Securities offering (amended)

Securities offering (amended)

Form
S-1/A
Filed
Importance
Routine
  1. 3,000,000 shares of common stock offered at $0.03 per share
  2. Offering duration of 120 days, extendable by 60 days
  3. CEO Alejandro Hernandez selling shares directly to public
  4. No minimum shares required for offering to proceed

Written from the S-1/A on EDGAR. Check the filing before you rely on it.

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What changed since the last draft

3 changes since the S-1/A filed Jun 4, 2025

Compared with the S-1/A 0001477932-25-004409, filed Jun 4, 2025.

  1. New Prospectus summary

    New period: year ended April 30, 2025

    This draft adds figures for the year ended April 30, 2025.

    From the filings

    Now

    Our financial statements from the year ended April 30, 2025 and for the period ended July 31, 2025 reports no revenues and a net loss of $11,338.

  2. Changed Prospectus summary

    From inception until the date of this filing, we have had no operating activities.

    Now "$11,338.", was "$42,126.".

    From the filings

    Before

    From inception until the date of this filing, we have had no operating activities. Our financial statements from the year ended April 30, 2024 and for the period ended January 31, 2025 reports no revenues and a net loss of $42,126. Our independent registered public accountant has issued an audit for Calor Del Sol Inc. which includes a statement expressing substantial doubt as to our ability to continue as a going concern. As of January 31, 2025, the Company has a working capital deficit of $38,126.

    Now

    From inception until the date of this filing, we have had no operating activities. Our financial statements from the year ended April 30, 2025 and for the period ended July 31, 2025 reports no revenues and a net loss of $11,338. Our independent registered public accountant has issued an audit for Calor Del Sol Inc. which includes a statement expressing substantial doubt as to our ability to continue as a going concern. As of July 31, 2025, the Company has a working capital deficit of $52,036.

  3. Changed Notes to the financial statements

    Common stock Authorized 200,000,000 shares of common stock, $0.001 par value, Issued and outstanding…

    Adds "stock Authorized 200,000,000"; drops "WEIGHTED AVERAGE NUMBER OF".

    From the filings

    Before

    WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC AND DILUTED 4,000,000 2,428,152 The accompanying notes are an integral part of these financial statements.

    Now

    Common stock Authorized 200,000,000 shares of common stock, $0.001 par value, Issued and outstanding 4,000,000 shares of common stock (44,698 ) (24,132 ) TOTAL STOCKHOLDER'S EQUITY (40,698 ) (20,132 ) TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 157 $ 579 The accompanying notes are an integral part of these financial statements.
Show the redline

Section by section. Added words and removed words against the earlier filing.

Prospectus summary 2 changes

5 unchanged paragraphs

From inception until the date of this filing, we have had no operating activities. Our financial statements from the year ended April 30, 2024 2025 and for the period ended January July 31, 2025 reports no revenues and a net loss of $42,126. $11,338. Our independent registered public accountant has issued an audit for Calor Del Sol Inc. which includes a statement expressing substantial doubt as to our ability to continue as a going concern. As of January July 31, 2025, the Company has a working capital deficit of $38,126. $52,036.

1 unchanged paragraph

MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Our cash balance is $70.00 $(89.00) as of January July 31, 2025. We believe our cash balance is not sufficient to fund our limited levels of operations for any period of time. We have been utilizing and may utilize funds from Alejandro Hernandez, our President and Chief Executive Officer, Chairman of the Board of Directors, and majority holder of our common stock, who has verbally agreed to advance funds to complete this offering which will allow us to pay for offering costs, filing fees, and professional fees. In order to develop and begin to implement our business plan, we will need the funding from this offering. We are a development stage company and have generated no revenue to date. We have sold 4,000,000 shares of common stock, at $0.001 per share for net proceeds of $4,000 to Mr. Hernandez, our principal officer and sole director.

6 unchanged paragraphs

The offering 1 change

8 unchanged paragraphs

There are 4,000,000 shares of common stock issued and outstanding as of January July 31, 2025, held solely by our President, Chief Executive Officer, and Secretary Alejandro Hernandez.

2 unchanged paragraphs

Risk factors 2 changes

5 unchanged paragraphs

Our current operating funds are less than necessary to complete our intended operations of acquiring real and/or intangible property. We will need the funds from this offering to begin to operate our business only until Stage 1 of our Plan of Operation, which requires minimum funding of $90,000. As of April 30, 2024, 2025, we had cash in the amount of $579.00 $157.00 and liabilities of $20,711.00. $40,855.00. As of January July 31, 2025, we had cash in the amount of $70.00 $(89) and liabilities of $38,196. $51,947. We currently do not have any operations and we have no income.

1 unchanged paragraph

Since our inception on May 24, 2022 we had a net loss of $42,126.00. $56,036. We have not generated revenues from operations and do not expect to generate revenues from operations until we are able to begin and implement our business plan. We will need the necessary funds from this offering to generate revenues, but there is no guarantee that our operations will be profitable in the future and you could lose your entire investment.

61 unchanged paragraphs

Dilution 1 change

6 unchanged paragraphs

Increase to present stockholders in net tangible book value per share after offering $ 0.0005 -0.0097 Dilution per share to existing shareholders investors 0.0232 0.0267 Capital contributions by purchaser of shares $ 90,000 Capital contributions by existing shareholders (1) $ 4,000 Percentage of capital by purchases of shareholders 96 % Percentage of capital contributions by existing shareholders 4 % Anticipated net offering proceeds $ 77,000 Number of shares outstanding before the offering held by existing shareholders 4,000,000 Number of shares after issued and outstanding 7,000,000 Purchasers of shares percentage of ownership after the offering 42.86 % Existing stockholders percentage ownership percentage of ownership after offering 57.14 % Purchasers of Shares if all of the Shares are Sold Price per share $ 0.03 Post offering net tangible book value $ 47,704 22,954 Post offering net tangible book value per share $ 0.00068 0.0163 Pre-offering net tangible book value per share $ -0.0073 -0.0130 Increase in net tangible book value per share attributable to cash payments made by purchasers of shares offered for new investors $ 0.0141 0.0163 Dilution per share to existing shareholders $ 0.0232 0.0267 Capital contributions by purchasers of shares $ 90,000 Capital contribution by existing shareholders $ 4,000 Percentage of capital contributions by purchasers of shares 96.0 % Percentage of capital contributions by existing shareholders 4.0 % Anticipated net offering proceeds $ 77,000 Number of shares after offering held by public investors 3,000,000 Total shares issued and outstanding 7,000,000 Purchasers percentage of ownership after offering 42.86 % Existing stockholders percentage ownership after offering 57.14 % Purchasers of Shares in this Offering if 75% of Shares Sold Price per share $ 0.03 Post offering net tangible book value $ 25,204 454 Post offering net tangible book value per share $ 0.0040 0.0001 Pre-offering net tangible book value per share $ -0.0073 -0.0130 Increase in net tangible book value per share after offering $ 0.0033 -0.0129 Dilution per share to existing shareholders $ 0.026 0.0299 Capital contributions by purchasers shares $ 67,500 Capital contributions by existing shareholders $ 4,000 Percentage of capital contributions by purchasers of shares 94.0 % Percentage of capital contribution by existing shareholders 6.0 % Anticipated net offering proceeds $ 54,500 52,590 Number of shares after offering held by public investors 2,250,000 Total shares issued and outstanding 6,250,000 Purchasers of shares percentage of ownership after offering 36.0 % Existing stockholders percentage of ownership after offering 64.0 % Purchasers of Shares in this Offering if 50% of Shares Sold Price per share $ 0.03 Post offering net tangible book value $ 2,704 -22,046 Post offering net tangible book value per share $ 0.0005 -0.0040 Pre-offering net tangible book value per share $ -0.0073 -0.0130 Increase in net tangible book value per share after offering $ 0.0068 -0.0170 Dilution per share to existing shareholders $ 0.0295 0.0340 Capital contributions by purchasers of shares $ 45,000 Capital contribution by existing shareholders $ 4.000 Percentage capital contributions by purchasers of shares 92.0 % Percentage capital contributions by existing shareholders 8.0 % Anticipated net offering proceeds $ 32,000 29,990 Number of shares after offering held by public investors 1,500,000 Total issued and outstanding 5,500,000 Purchasers of shares percentage of ownership after offering 27.27 % Existing stockholders percentage of ownership after offering 72.733 % Purchasers of Shares in this Offering in 25% of Shares Sold Price per share $ 0.03 Post offering net tangible book value $ 19,796 -44,546 Post offering net tangible book value per share $ -0.0042 -0.0094 Pre-offering net tangible book value per share $ -0.0073 -0.0130 Increase in net tangible book value per share after offering $ -0.0115 -0.0224 Dilution per share to existing shareholders $ 0.0342 0.0394 Capital contributions by purchasers of shares $ 22,500 Capital contribution by existing shareholders $ 4,000 Percentage capital contributions by purchasers of shares 85.0 % Percentage capital contributions by existing shareholders 15.0 % Anticipated net offering proceeds $ 9,500 7,490 Number of shares after offering held by public investors 750,000 Total shares issued and outstanding 4,750,000 Purchasers of shares percentage of ownership after offering 15.79 % Existing shareholders percentage of ownership after offering (1) Alejandro Hernandez, our sole shareholder (also President and Chief Executive Officer) acquired 4,000,000 shares of common stock at $0.01 per share for a cost total of $4,000.

67 unchanged paragraphs

Legal proceedings 1 change

3 unchanged paragraphs

We have no employees as of the date of this prospectus. We have no employment or other agreement agreements with Mr. Hernandez. Mr. Hernandez currently devotes approximately fifteen to twenty-five hours per week to company matters and after receiving funding he plans to devote as much time as the Board of Directors determines is necessary to manage the affairs of The Company. We anticipate we will conduct our business largely through consultants.

22 unchanged paragraphs

Executive compensation 3 changes

1 unchanged paragraph

The following tables set forth certain information about compensation paid, earned or accrued for services by our President and Chief Executive Officer, and its Secretary and Treasurer and all other executive officers (collectively, the "Named Executive Officers") from inception on May 24, 2022 until and April 30, 2024 2025 through January July 31, 2025.

6 unchanged paragraphs

We did not pay any salaries in 2022-2024. 2022-2025. We do not anticipate beginning to pay salaries until we have adequate funds to do so. There are no other stock option plans, retirement, pension, or profit-sharing plans for the benefit of our officer and director other than as described herein. There are no current employment agreements between the Company and its Officers.

3 unchanged paragraphs

The following table sets forth director compensation as of January July 31, 2025.

5 unchanged paragraphs

Related-party transactions 1 change

2 unchanged paragraphs

As of January July 31, 2025, Mr., Hernandez, President, Director, Secretary, and principal Executive, Financial and Account Officer(s) of Calor Del Sol Inc. has advanced funds to the Company in the amount of $36,696. $42,916. This is the largest and only amount advanced to the Company. The amount due to Mr. Hernandez is unsecured, non-interest bearing, payable on demand with no written terms of repayment. As of January July 31, 2025, the amount due to Mr. Hernandez for the advancement of funds he provided is $36,696 $42,916 and is still outstanding with no other advances being made to the Company. Mr. Hernandez has verbally indicated that if needed, he will advance additional funds to the Company to complete this offering.

Principal stockholders 2 changes

The following table sets forth certain information concerning the number of shares of our common stock owned beneficially as of April 30, 2024, July 31, 2025, by: (i) each person (including any group) known to us to own more than five percent (5%) of any class of our voting securities, (ii) our director, and or (iii) our officer. Unless otherwise indicated, the stockholder listed possesses sole and investing power with respect to the shares shown.

4 unchanged paragraphs

A beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares outstanding is deemed to include the number of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person's actual ownership or voting power with respect to the number of shares of common stock actually outstanding on January July 31, 2025. As of January July 31, 2025, there were 4,000,000 shares of our common stock issued and outstanding.

Description of the securities 1 change

There is no established public trading market for our common stock. Our authorized capital stock consists of 200,000,000 shares of common stock, with $0.001 par value per share. As of April 30, 2024, July 31, 2025, there were 4,000,000 shares of our common stock issued and outstanding that were held by one registered stockholder of record.

12 unchanged paragraphs

Financial statements 1 change

The financial statements of Calor Del Sol Inc. Corp. for the period ended April 30, 2024 2025 and related notes, included in this prospectus have been audited by Michael Gillespie & Associates, PLLC, and have been so included in reliance upon the opinion of such accountants given upon their authority as an expert in auditing and accounting.

Notes to the financial statements 15 changes

5 unchanged paragraphs

We have audited the accompanying balance sheet of Calor Del Sol, Inc. as of April 30, 2024 2025 and 2023 2024 and the related statements of operations, changes in stockholders' deficit, cash flows, and the related notes (collectively referred to as "financial statements") for the year years then ended. April 30, 2024 and for the period from May 24, 2022 (inception) through April 30, 2023. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of April 30, 2024 2025 and 2023 2024 and the results of its operations and its cash flows for the year years then ended April 30, 2024 and from the period from May 24. 2022 (inception) through April 30, 2023 in conformity with accounting principles generally accepted in the United States of America.

12 unchanged paragraphs

200,000,000 shares of common stock, $0.001 par value,

Issued and outstanding

4,000,000 shares of common stock

TOTAL STOCKHOLDER'S EQUITY

TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY

The accompanying notes are an integral part of these financial statements.

Common stock Authorized 200,000,000 shares of common stock, $0.001 par value, Issued and outstanding 4,000,000 shares of common stock (44,698 ) (24,132 ) TOTAL STOCKHOLDER'S EQUITY (40,698 ) (20,132 ) TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 157 $ 579 The accompanying notes are an integral part of these financial statements.

1 unchanged paragraph

From inception (May 24, 2022) to

3 unchanged paragraphs

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC AND DILUTED 4,000,000 2,428,152 4,000,000 The accompanying notes are an integral part of these financial statements.

1 unchanged paragraph

FOR THE YEAR ENDED TO APRIL 30, 2024 2025

2 unchanged paragraphs

Net loss for the period from inception through April 30, 2023 (3,399 ) (3,399 ) Balance, April 30, 2023 4,000,000 4,000 - $ (3,399 ) $ 601 Net loss for the period ended April 30, 2024 - - - (20,733 ) (20,733 ) Balance, April 30, 2024 - - - $ (24,132 ) $ (20,132 ) Net loss for the period ended April 30, 2025 - - - (20,566 ) (20,566 ) Balance, April 30, 2025 4,000,000 $ 4,000 $ - $ (24,132 (44,698 ) $ (20,132 (40,698 ) The accompanying notes are an integral part of these financial statements.

1 unchanged paragraph

For the year ended April 30,

From May 24, 2022 (date of inception) to April 30,

2 unchanged paragraphs

Adjustments to reconcile net loss to net cash used in operating activities - - Accounts payable - 2,031 Expenses paid by related party - 3,021 - Changes in operating assets and liabilities - - NET CASH USED IN OPERATING ACTIVITIES (18,702 (20,566 ) (25 (18,702 ) CASH FLOWS FROM INVESTING ACTIVITIES - - CASH FLOWS FROM FINANCING ACTIVITIES Advances from related party 20,145 15,206 Proceeds on sale of common stock - 4,000 - NET CASH PROVIDED BY FINANCING ACTIVITIES 20,145 15,206 4,100 NET INCREASE IN CASH (421 ) (3,496 ) 4,075 CASH, BEGINNING OF PERIOD 4,075 - CASH, END OF PERIOD $ 579 157 $ 4,075 579 SUPPLEMENTAL CASH FLOW INFORMATION AND NONCASH INVESTING AND FINANCING ACTIVITIES:

2 unchanged paragraphs

Note 1: NATURE OF OPERATIONS AND BASIS OF PRESENTATION 2 changes

Calor Del Sol Inc., located in Bellevue, WA., was incorporated in the State of Nevada as a for-profit Company on May 24, 2022 and established a fiscal year end of April 30. Calor Del Sol Inc. is an emerging growth stage company which intends to manufacture and sell beautiful, functional and multiuse lingerie items that can be worn as undergarments or as clothing. We currently have no product to sell, but we intend to create items made of quality material meant to last and keep their original integrity. The items will consist of a wide range of neutral toned basics with material and fabrics that will be wrinkle and stain resistant, easy to wash and no dry cleaning necessary.

To date the Company has generated no revenues from its business operations and has incurred operating losses since inception of $24,132. $44,698. As at April 30, 2024, 2025, the Company has a working capital deficit of $20,132. $40,698. The Company will require additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company's ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. As of April 30, 2024, 2025, the Company has issued 4,000,000 founders shares at $0.001 per share for net proceeds of $4,000 to the Company. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

Note 5: INCOME TAXES 2 changes

A reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company's income tax expense as reported for the years ended April 30, 2024 2025 and 2023 2024 is as follows:

8 unchanged paragraphs

As of April 30, 2024 2025 the Company has no unrecognized income tax benefits. The Company's policy for classifying interest and penalties associated with unrecognized income tax benefits is to include such items as tax expense. No interest or penalties have been recorded during the year ended April 30, 2024 2025 and no interest or penalties have been accrued as of April 30, 2024. As of April 30, 2024, 2025, the Company did not have any amounts recorded pertaining to uncertain tax positions.

1 unchanged paragraph

Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 4 changes

1 unchanged paragraph

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the fiscal year ended April 30, 2024 2025 included in the Company's S-1 filed with the Securities and Exchange Commission. The unaudited financial statements should be read in conjunction with those financial statements included in the Form S-1. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine three months ended January July 31, 2025 are not necessarily indicative of the results that may be expected for the year ending April 30, 2025. 2026.

3 unchanged paragraphs

On June May 3, 2022 2025 the Company signed a lease for office space in Bellevue, Washington. The new term of the lease is for one year at $87 $98 per month.

5 unchanged paragraphs

The basic loss per share is calculated by dividing the Company's net loss available to common shareholders by the weighted average number of common shares during the year. The diluted loss per share is calculated by dividing the Company's net loss available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted loss per share is the same as basic loss per share due to the lack of dilutive items in the Company. As of January July 31, 2025, there were no common stock equivalents outstanding.

2 unchanged paragraphs

The Company follows ASC 718-10, "Stock Compensation", which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes Accounting Principles Board ("APB") OpinionNo. Opinion No. 25, "Accounting for Stock Issued to Employees," and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. The Company has not adopted a stock option plan and has not granted any stock options. As at January July 31, 2025 the Company had not adopted a stock option plan nor had it granted any stock options. Accordingly, no stock-based compensation has been recorded to date.

2 unchanged paragraphs

Note 4: RELATED PARTY TRANSACTIONS 1 change

During the period ended April 30, 2024 July 31, 2025 the Company received cash advances from its CEO of $9,000. $200. Additionally, the CEO paid expenses of $6,206 $4,244 on behalf of the Company. Total advances for the period were $4,444. Total amount owed to the CEO as of April 30, 2024 July 31, 2025 is $18,327. $42,916. The amounts due to related party are unsecured and non- interest-bearing with no set terms of repayment.

1 unchanged paragraph

Note 5: SUBSEQUENT EVENTS 2 changes

The Company has evaluated subsequent events through August 3, 2024 October 10, 2025 which is the date the financial statements were available to be issued. The Company received advances from the president of the Company subsequent to the period of $8,447. $6,218. Total amount owing to the Company's president as of August 3, 2024 October 10, 2025 is $26,774. $49,133. The amounts due to related party are unsecured and non- interest-bearing with no set terms of repayment.

INFORMATION NOT REQUIRED IN THE PROSPECTUS

Exhibits 2 changes

26 unchanged paragraphs

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Seattle, WA., on June 4, October 31, 2025.

5 unchanged paragraphs

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the duties indicated duly authorized in the City of Seattle, WA on June 4, October 31, 2025.

5 unchanged paragraphs

Unchanged: Cover page, Forward-looking statements, Use of proceeds, Plan of distribution, Dividend policy, Note 3: COMMON STOCK, Other expenses of issuance and distribution, Indemnification of director and officers, Recent sales of unregistered securities

Compared by code from the two drafts’ text: offering terms first, then sections and risk factors added or removed, numbers that moved, and rewording. No model wrote this list. Not investment advice.

The S-1/A, section by section

6 sections, 36 points, each pinned to the sentence it rests on in the prospectus on EDGAR.

Offering terms

Net proceeds
$4,000We have sold 4,000,000 shares of common stock, at $0.001 per share for net proceeds of $4,000 to Mr.

As stated in the filing on Oct 31, 2025.

Key numbers

NET LOSS
−$11KThree months to Jul 31, 2025 · STATEMENT OF OPERATIONS
NET CASH USED IN OPERATING ACTIVITIES
−$5KThree months to Jul 31, 2025 · STATEMENT OF CASH FLOWS
Cash
−$89Jul 31, 2025 · BALANCE SHEET

Copied from the financial statement tables in the filing, latest period shown. No model wrote these numbers.

Prospectus summary

  1. Calor Del Sol Inc. is a shell company with assets consisting solely of cash and cash equivalents. 1
  2. The company has no operating activities and no revenues or operating history. 2
  3. The company has a working capital deficit of $52,036 as of July 31, 2025. 3
  4. The company anticipates deriving income from the sale of multi-use lingerie items. 4
  5. The company has no assurance it will successfully sell any products or services related to its planned activities. 5
  6. The company's independent accountant has issued a going concern opinion. 6
From the filing
  1. Calor Del Sol Inc. is a company with nominal operations and has assets consisting solely of cash and cash equivalents, therefore making it a shell company.
    Back
  2. From inception until the date of this filing, we have had no operating activities.
    Back
  3. As of July 31, 2025, the Company has a working capital deficit of $52,036.
    Back
  4. Calor Del Sol Inc. anticipates that it will derive its income from the sale of its intended products of multi-use lingerie items.
    Back
  5. we can provide no assurance that we will successfully assemble, manufacture and sell any products or services related to our planned activities.
    Back
  6. Our independent registered public accountant has issued a going concern opinion.
    Back

Risk factors

  1. Calor Del Sol Inc. is a recently organized early stage company that has not yet commenced operations. 1
  2. The company requires funding from this offering to begin operations. 2
  3. The company has incurred net losses since its inception and expects losses to continue. 3
  4. The company's president and CEO has no formal training in lingerie product marketing and distribution. 4
  5. Calor Del Sol Inc. has one officer and director who owns all its shares. 5
  6. The company's sole officer and director is a non-resident of the United States. 6
From the filing
  1. WE ARE A RECENTLY ORGANIZED EARLY STAGE COMPANY BUT HAVE NOT YET COMMENCED OPERATIONS IN OUR BUSINESS.
    Back
  2. OUR COMPANY WIL BE UNABLE TO BEGIN TO IMPLEMENT OUR BUSINESS PLAN WITHOUT FUNDING FROM THIS OFFERING.
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  3. WE HAVE INCURRED NET LOSSES SINCE OUR INCEPTION AND EXPECT LOSSES TO CONTINUE.
    Back
  4. OUR PRESIDENT AND CHIEF EXECUTIVE OFFICER DOES NOT HAVE ANY FORMAL TRAINING SPECIFIC TO THE TECHNICALITIES OF LINGERIE PRODUCT MARKETING AND DISTRIBUTING THER IS A HIGHER RISK OUR BUSINESS WILL FAIL.
    Back
  5. Alejandro Hernandez, our President and Chief Executive Officer and sole Director, beneficially owns 100% of our outstanding common stock.
    Back
  6. Our sole officer and director is currently a non-resident of the United States therefore it may be difficult for shareholders to enforce any judgements against him.
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Use of proceeds

  1. The offering is being made on a self-underwritten basis with no minimum number of shares required. 1
  2. The offering price per share is $0.03. 2
  3. If less than $25,000 is raised, the company will operate on a limited basis. 3
  4. If 25% of shares are sold, gross proceeds will be $22,500. 4
  5. If 100% of shares are sold, gross proceeds will be $90,000. 5
  6. Total offering expenses are $13,000 regardless of the percentage of shares sold. 6
From the filing
  1. Our offering is being made on a self-underwritten basis: no minimum number of shares must be sold for the offering to proceed.
    Back
  2. The offering price per share is $0.03.
    Back
  3. If less than $25,000 is raised in this offering, the Company will operate on a limited basis, meeting only its commitments to file its reports with the Securities and Exchange Commission and look for financing.
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  4. If 25% of Shares Sold ($22,500)
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  5. If 100% of Shares Sold ($90,000)
    Back
  6. TOTAL 13,000 13,000 13,000 13,000
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Dilution

  1. Calor Del Sol Inc. is offering shares at $0.03 per share. 1
  2. Alejandro Hernandez purchased 4,000,000 shares at $0.001 per share. 2
  3. The net tangible book value per share after the offering is $0.0033. 3
  4. The offering will result in dilution of $0.0267 per share to existing shareholders. 4
  5. The offering will raise $77,000 in net proceeds. 5
  6. The company has no off-balance sheet arrangements. 6
From the filing
  1. The price of the current offering is fixed at $0.03 per share which is the price purchasers of the shares must pay.
    Back
  2. Alejandro Hernandez, the Company’s principal officer and sole director purchased 4,000,000 common shares at a price of $0.001 per share a difference of $0.029 per share lower than the price in this offering, with $4,000 in net proceeds to the Company.
    Back
  3. Net tangible book value per share after offering $ 0.0033
    Back
  4. Dilution per share to existing shareholders investors 0.0267
    Back
  5. Anticipated net offering proceeds $ 77,000
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  6. We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
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Executive compensation

  1. Alejandro Hernandez is the President, Chief Executive Officer, and Secretary and Treasurer. 1
  2. Calor Del Sol Inc. has no salaries paid to executives from 2022 to 2025. 2
  3. The company does not plan to pay salaries until it has adequate funds. 3
  4. There are no stock option, retirement, or profit-sharing plans for executives. 4
  5. There are no employment agreements between the company and its officers. 5
  6. Alejandro Hernandez currently works 22 hours per week for the company without remuneration. 6
From the filing
  1. Alejandro Hernandez, President, Chief Executive Officer
    Back
  2. We did not pay any salaries in 2022-2025.
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  3. We do not anticipate beginning to pay salaries until we have adequate funds to do so.
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  4. There are no other stock option plans, retirement, pension, or profit-sharing plans for the benefit of our officer and director other than as described herein.
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  5. There are no current employment agreements between the Company and its Officers.
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  6. Mr. Hernandez currently devotes 22 hours per week to manage the affairs of the company.
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Security ownership of certain beneficial owners and management

  1. Alejandro Hernandez has sole and investing power over the shares. 1
  2. Alejandro Hernandez beneficially owns 4,000,000 shares of common stock. 2
  3. A beneficial owner includes any person who has voting power over shares. 3
  4. A beneficial owner includes any person who has investment power over shares. 4
  5. Shares may be deemed beneficially owned by more than one person. 5
  6. The company had 4,000,000 shares of common stock issued and outstanding as of July 31, 2025. 6
From the filing
  1. the stockholder listed possesses sole and investing power with respect to the shares shown.
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  2. Alejandro Hernandez CDA 1A Bosques de Ahuehuetes M71 L41 C2 Fracc Heroes Tecamac Secc Bosques 55764 Tecamac, Mex. 4,000,000 shares of Common Stock (direct)
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  3. A beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares;
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  4. and (ii) investment power, which includes the power to dispose or direct the disposition of shares.
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  5. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares).
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  6. As of July 31, 2025, there were 4,000,000 shares of our common stock issued and outstanding.
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Not found in this filing: Capitalization, Management’s discussion and analysis, Business, Management.

Each point was written from that section’s text and kept only when the quoted sentence carries it. Not investment advice.

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