0001213900-25-123929 | 6-K | XBRL Viewer

tklf_CompensationReceivableAllowanceForCreditLoss

$ 94,544

tklf_CompensationReceivableAllowanceForCreditLoss

93,103

tklf_CompensationReceivableAllowanceForCreditLoss

94,544

Percentage Of Ownership Interest In Voting Stock

tklf_CompensationReceivableAllowanceForCreditLoss

$ 93,103

tklf_PercentageOfOwnershipInterestInVotingStock

20.00%

Percentage Of Ownership Interest In Voting Stock

tklf_PercentageOfOwnershipInterestInVotingStock

50.00%

Compensation Receivable For Consumption Tax Policy Text Block

tklf_CompensationReceivableForConsumptionTaxPolicyTextBlock

Compensation receivable for consumption tax

Compensation receivable for consumption tax pertains to damages the Company claimed from certain suppliers as well as customers. Compensation receivable for consumption tax is recognized and carried at original amount in the agreements less an allowance for credit losses. As of September 30, 2025 and March 31, 2025, allowance for credit losses for compensation receivable for consumption tax amounted to $94,544 and $93,103, respectively.

Merchandise Inventories Net Policy Text Block

tklf_MerchandiseInventoriesNetPolicyTextBlock

Merchandise inventories

Merchandise inventories are stated at the lower of cost or net realizable value, on a weighted average basis. Costs include mainly the cost of merchandise inventories. Net realizable value is the estimated selling price in the normal course of business less any costs to sell products. Write-down is recorded when future estimated net realizable value is less than cost, which is recorded in merchandise costs in the unaudited condensed consolidated statements of operations and comprehensive income (loss). The Company periodically evaluates merchandise inventories for their net realizable value adjustments, and reduces the carrying value of those merchandise inventories that are obsolete or in excess of the forecasted usage to their estimated net realizable value based on various factors including aging and expiration dates, as applicable, taking into consideration historical and expected future product sales. As of September 30, 2025 and March 31, 2025, merchandise inventories write-down was $23,870 and $132,904, respectively.

Schedule Of Expected Economic Useful Lives Table Text Block

tklf_ScheduleOfExpectedEconomicUsefulLivesTableTextBlock

The expected economic useful lives of the Company’s assets are as follows:

		Useful life
Property and buildings		35-50 years
Land		Infinite
Leasehold improvements		Lesser of useful life and lease term
Equipment and furniture		2-18 years
Automobiles		4-6 years
Software		5 years

Nonrefundable Initial Franchise Fee

tklf_NonrefundableInitialFranchiseFee

$ 3,000,000

Nonrefundable Initial Franchise Fee

tklf_NonrefundableInitialFranchiseFee

$ 20,000

Franchise Fees Royalties Percentage

tklf_FranchiseFeesRoyaltiesPercentage

5.00%

Number Of Minimum Membership Points That Can Be Converted Into Currency Units

tklf_NumberOfMinimumMembershipPointsThatCanBeConvertedIntoCurrencyUnits

250

Schedule Of Total Revenue By Distribution Channels Table Text Block

tklf_ScheduleOfTotalRevenueByDistributionChannelsTableTextBlock

The summary of the Company’s total revenue by distribution channels for the six months ended September 30, 2025 and 2024 was as follows:

	For the Six Months Ended September 30,
	2025		2024
Directly-operated physical stores	$	10,212,857	$	6,942,549
Online stores and services		4,124,582		4,117,979
Franchise stores and wholesale customers		176,083,946		86,942,937
Total revenue	$	190,421,385	$	98,003,465

Consumption Tax Policy Policy Text Block

tklf_ConsumptionTaxPolicyPolicyTextBlock

Consumption tax

The Company has been subject to the applicable consumption tax rate of 10%, with an 8% rate applicable to a limited number of exceptions based on the new Japanese tax law. For overseas sales, the Company is exempted from paying consumption tax. The Company can deduct all its qualified input consumption tax paid when purchasing from suppliers, against the output consumption tax derived from domestic sales. The Company is eligible for consumption tax refund from the tax authorities for excess input consumption tax.

Percentage Of Consumption Tax Rate

tklf_PercentageOfConsumptionTaxRate

10.00%

Percentage Of Consumption Tax Rate

tklf_PercentageOfConsumptionTaxRate

8.00%

Shipping And Handling Costs Policy Text Block

tklf_ShippingAndHandlingCostsPolicyTextBlock

Shipping and handling cost

All shipping and handling costs are expensed as incurred and included in selling, general, and administrative expenses in the unaudited condensed consolidated statements of operations and comprehensive income (loss). Total shipping and handling expenses were $1,373,400 and $659,621 for the six months ended September 30, 2025 and 2024, respectively.

Shipping And Handling Expenses

tklf_ShippingAndHandlingExpenses

$ 1,373,400

Shipping And Handling Expenses

tklf_ShippingAndHandlingExpenses

$ 659,621

tklf_RelatedPartiesAndTransactionsPolicyTextBlock

Related parties and transactions

The Company identifies related parties, and accounts for and discloses related party transactions in accordance with ASC 850, “Related Party Disclosures,” and other relevant ASC standards.

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions. Companies are also considered to be related if they are subject to common control or common significant influence. Transactions between related parties commonly occurring in the normal course of business are considered to be related party transactions.

Allowance For Doubtful Accounts Receivable Additional Reduction

tklf_AllowanceForDoubtfulAccountsReceivableAdditionalReduction

$ (446,841)

Allowance For Doubtful Accounts Receivable Additional Reduction

tklf_AllowanceForDoubtfulAccountsReceivableAdditionalReduction

$ 209,992

Compensation Receivable For Consumption Tax Net Text Block

tklf_CompensationReceivableForConsumptionTaxNetTextBlock

NOTE 5 – COMPENSATION RECEIVABLE FOR CONSUMPTION TAX, NET

Compensation receivable for consumption tax, net consisted of the following:

	September 30, 2025			March 31, 2025
Compensation receivable for consumption tax	$	9,455,836		$	9,311,718
Less: allowance for credit losses		(94,544	)		(93,103	)
Subtotal		9,361,292			9,218,615
Less: compensation receivable for consumption tax, current, net		(7,289,882	)		(7,178,775	)
Compensation receivable for consumption tax, non-current, net	$	2,071,410		$	2,039,840

The Tokyo Regional Taxation Bureau had conducted a tax examination into the Company’s consumption tax filing for the period from July 2018 to December 2021. As a result of the examination, the Company was required to return consumption tax refund for export transactions that were determined not to meet the tax exemption requirements due to failure in submission of relevant export documents (see Note 12) by certain of the Company’s suppliers and customers. In June 2023, the Company entered into agreements with relevant suppliers and customers to claim compensation for damages from the additional consumption tax payment. These suppliers and customers agreed to compensate the Company and the compensation receivable for consumption tax will be paid over two years from the date of the agreements. However, due to the tax review the Company filed with the National Tax Tribunal on February 22, 2024 as mentioned in Note 6(3), the Company agreed to temporarily suspend the repayment, and these suppliers and customers will resume the payment after the final assessment is determined by the Tokyo Regional Taxation Bureau. As of September 30, 2025, the net total of compensation receivable for consumption tax was approximately $9.5 million (approximately ¥1.4 billion).

Compensation Receivable For Consumption Tax Net Table Text Block

tklf_CompensationReceivableForConsumptionTaxNetTableTextBlock

Compensation receivable for consumption tax, net consisted of the following:

	September 30, 2025			March 31, 2025
Compensation receivable for consumption tax	$	9,455,836		$	9,311,718
Less: allowance for credit losses		(94,544	)		(93,103	)
Subtotal		9,361,292			9,218,615
Less: compensation receivable for consumption tax, current, net		(7,289,882	)		(7,178,775	)
Compensation receivable for consumption tax, non-current, net	$	2,071,410		$	2,039,840

Compensation Receivable For Consumption Tax Gross

tklf_CompensationReceivableForConsumptionTaxGross

$ 9,455,836

Compensation Receivable For Consumption Tax Gross

tklf_CompensationReceivableForConsumptionTaxGross

9,311,718

Compensation Receivable For Consumption Tax Subtotal

tklf_CompensationReceivableForConsumptionTaxSubtotal

9,361,292

Compensation Receivable For Consumption Tax Subtotal

tklf_CompensationReceivableForConsumptionTaxSubtotal

9,218,615

Compensation Receivable For Consumption Tax Current Net

tklf_CompensationReceivableForConsumptionTaxCurrentNet

(7,289,882)

Compensation Receivable For Consumption Tax Current Net

tklf_CompensationReceivableForConsumptionTaxCurrentNet

$ (7,178,775)

Prepaid Expenses And Other Assets Net Text Block

tklf_PrepaidExpensesAndOtherAssetsNetTextBlock

NOTE 6 – PREPAID EXPENSES AND OTHER ASSETS, NET

Prepaid expenses and other assets, net consisted of the following:

	September 30, 2025			March 31, 2025
Deposits (1)	$	1,153,019		$	1,289,233
Consumption tax receivable (2)		2,011,005			1,356,687
Income tax receivable (3)		-			1,521,706
Other receivables (4)		2,416,180			2,345,069
Advance to suppliers (5)		7,862,200			8,475,048
Prepaid expenses and others		236,443			347,150
Allowance for credit losses		(15,206	)		(14,974	)
Subtotal		13,663,641			15,319,919
Less: prepaid expenses and other current assets, net		(12,020,659	)		(13,542,183	)
Long-term prepaid expenses and other non-current assets, net	$	1,642,982		$	1,777,736

(1)	Deposits primarily include security deposits paid to landlords for the Company’s retail stores and distribution centers as well as security deposits paid to the Company’s suppliers and to third-party platform operators for the operations of online stores.

(2)	Consumption tax receivable is the consumption tax the Company is eligible to be received from the tax authorities for excess input consumption tax (See note (b) - tax payable).

(3)

Regarding the tax examination as mentioned in Note 12, the Company filed a request for review with the National Tax Tribunal on February 22, 2024, challenging the legality of the reassessment decision and the imposition of additional tax penalties issued by the Tokyo Regional Taxation Bureau. In the review request, the Company argued that the Tokyo Regional Taxation Bureau’s decision was unlawful as it was based on factual errors that contradicted objective evidence and lacked reasonable grounds, making it subject to cancellation. On February 13, 2025, the Company received a ruling from the National Tax Tribunal, dated February 12, 2025, which upheld the Company’s request and annulled the disposition. As of March 31, 2025, the income tax receivable balance was $1,521,706, which represented the net amount to be refunded by Tokyo Regional Taxation Bureau. The amount was fully received by the Company during the six months ended September 30, 2025.

(4)

Other receivables as of September 30, 2025 and March 31, 2025 included approximately $1.5 million and $1.5 million due from a third-party warehouse and logistics service provider (the “Service Provider”). The Company engaged the Service Provider for warehouse and logistics services previously; however, due to the tax examination mentioned in Note 5, the Service Provider failed to provide relevant export documents for consumption tax examination, which caused the additional consumption tax to be paid to the tax authority by the Company. As a result, the Company terminated its warehouse and logistics services, and the unutilized service fees will be repaid by the Service Provider. As of September 30, 2025 and March 31, 2025, the Company provided an allowance for credit loss of $15,070 and $14,841 for the receivable from the Service Provider according to the Company’s accounting policy based on its best estimates.

(5)

Advances to suppliers consist of mainly payments to suppliers for products that have not been received. The Company entered into a sales agreement with a wholesale customer and received advance payment of $7.0 million during the fiscal year ended March 31, 2025. In order to fulfill the sales agreement, the Company made advance payments to its suppliers to secure the products. The delivery of the products to the wholesale customer has been postponed due to the delay in payment of second instalment from the customer. The Company is currently actively communicating with the customer for payment.

Consumption Tax Receivable

tklf_ConsumptionTaxReceivable

$ 2,011,005

^[1]

Consumption Tax Receivable

tklf_ConsumptionTaxReceivable

1,356,687

^[1]

Property Plant And Equipments Impairment On Property And Equipment

tklf_PropertyPlantAndEquipmentsImpairmentOnPropertyAndEquipment

145,541

Property Plant And Equipments Impairment On Property And Equipment

tklf_PropertyPlantAndEquipmentsImpairmentOnPropertyAndEquipment

tklf_BorrowingRate

2.03%

tklf_BorrowingRate

6.69%

tklf_BorrowingRate

2.83%

tklf_BorrowingRate

4.48%

tklf_BorrowingRate

2.25%

tklf_BorrowingRate

5.25%

tklf_BorrowingRate

8.50%

tklf_BorrowingRate

5.34%

tklf_RegisteredCapital

$ 1,000,000

tklf_RegisteredCapital

$ 6,700

tklf_RegisteredCapital

$ 11,000,000

tklf_RegisteredCapital

$ 73,200

tklf_ShortTermBorrowingsInterestRate

TIBOR^(3M)+0.70% - TIBOR (1M)+1.20%

^[2]

tklf_ShortTermBorrowingsInterestRate

3.40%-3.55%

^[3]

tklf_ShortTermBorrowingsInterestRate

5.6%

^[4]

Line Of Credit Facility Frequency Of Payment And Payment Term

tklf_ShortTermBorrowingsInterestRate

HIBOR#+2%

^[5]

tklf_LineOfCreditFacilityFrequencyOfPaymentAndPaymentTerm

5 years

Income Taxes Description

tklf_IncomeTaxesDescription

The tax rate for small and medium sized companies (generally companies incorporated in Malaysia with paid-in capital of MYR2,500,000 or less) is 17% for the first MYR600,000 taxable income, with the remaining balance being taxed at the 24% rate.

Statutory Income Tax Rate

tklf_StatutoryIncomeTaxRate

26.50%

Effective Income Tax Rate Reconciliation Deductions Nontaxable Income

tklf_EffectiveIncomeTaxRateReconciliationDeductionsNontaxableIncome

0.10%

Effective Income Tax Rate Reconciliation Deductions Nontaxable Income

tklf_EffectiveIncomeTaxRateReconciliationDeductionsNontaxableIncome

Effective Income Tax Rate Reconciliation Effect Of Change In Japanese Statutory Income Tax Rate

tklf_EffectiveIncomeTaxRateReconciliationEffectOfChangeInJapaneseStatutoryIncomeTaxRate

87.30%

Effective Income Tax Rate Reconciliation Effect Of Change In Japanese Statutory Income Tax Rate

tklf_EffectiveIncomeTaxRateReconciliationEffectOfChangeInJapaneseStatutoryIncomeTaxRate

Additional Consumption Tax Amount

tklf_AdditionalConsumptionTaxAmount

$ 800,000

Inhabitant Tax Refund

tklf_InhabitantTaxRefund

80,000.00

Deferred Tax Liabilities Compensation Receivable For Consumption Tax

tklf_DeferredTaxLiabilitiesCompensationReceivableForConsumptionTax

2,420,443

Deferred Tax Liabilities Compensation Receivable For Consumption Tax

tklf_DeferredTaxLiabilitiesCompensationReceivableForConsumptionTax

2,383,575

Deferred Tax Addition Reduction

tklf_DeferredTaxAdditionReduction

(210,086)

Deferred Tax Addition Reduction

tklf_DeferredTaxAdditionReduction

$ 63,083

Applicable Consumption Tax Rate

tklf_ApplicableConsumptionTaxRate

10.00%

Applicable Consumption Tax Rate

tklf_ApplicableConsumptionTaxRate

8.00%

Consumption Tax Payable

tklf_ConsumptionTaxPayable

$ 2,011,005

Consumption Tax Payable

tklf_ConsumptionTaxPayable

$ 1,356,687

Schedule Of Taxes Payable Table Text Block

tklf_ScheduleOfTaxesPayableTableTextBlock

Taxes payable consisted of the following:

	September 30, 2025		March 31, 2025
Income tax payable	$	1,402,044	$	255,932
Consumption tax payable and others		60,692		93,739
Total taxes payable	$	1,462,736	$	349,671

Consumption Tax Payable And Others

tklf_ConsumptionTaxPayableAndOthers

$ 60,692

Consumption Tax Payable And Others

tklf_ConsumptionTaxPayableAndOthers

$ 93,739

Price Per Warrant To Purchase

tklf_PricePerWarrantToPurchase

$ 0.01

Percentage Of Warrant To Sold

tklf_PercentageOfWarrantToSold

5.00%

Percentage Of Sale Of Stock

tklf_PercentageOfSaleOfStock

120.00%

Offering Price Per Share

tklf_OfferingPricePerShare

$ 4

Recognized Loss On Fair Value Warrant Liabilities

tklf_RecognizedLossOnFairValueWarrantLiabilities

$ 369

Recognized Loss On Fair Value Warrant Liabilities

tklf_RecognizedLossOnFairValueWarrantLiabilities

(508,128)

Recognized Loss On Fair Value Warrant Liabilities

tklf_RecognizedLossOnFairValueWarrantLiabilities

$ (1,121,599)

Public Offering Price

tklf_PublicOfferingPrice

$ 4

Public Offering Price

tklf_PublicOfferingPrice

$ 40

Net Proceeds From Issuance Of IPO

tklf_NetProceedsFromIssuanceOfIPO

$ 21,400,000

tklf_CapitalReduction

$ 1,856,786,684

tklf_CapitalReduction

$ 15,870,723

tklf_CapitalReduction

$ 1,955,786,684

tklf_CapitalReduction

$ (16,716,839)

tklf_CapitalReduction

$ 99,000,000

tklf_CapitalReduction

$ (846,116)

tklf_CapitalReduction

$ 91,221,358

tklf_CapitalReduction

$ (779,707)

tklf_CapitalReduction

$ 101,221,358

tklf_CapitalReduction

$ (860,857)

tklf_CapitalReduction

$ 10,000,000