CVAT 10-K & 10-Q changes, risk factors and insider trading
Cavitation Technologies, Inc. · OTC · Agricultural Services · CIK 1376793 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Not applicable for smaller reporting companies.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Derivative Financial Instruments”
New heading “Change in fair value of derivative liability”
Removed heading “Inflation and potential recession”
Removed heading “Equity Method Investment”
Largest changes
“Global inflation remains a factor in fiscals 2026 and 2025, with interest rates in the US remaining at higher levels, although there have been some rate decreases, the current uncertainty in the global markets around the implementation of trade tariffs by the US government has resulted in market fluctuations. In addition, the impact of tariffs on all imported goods into the U.S. is expected to have a significant inflationary impact on all imports. …”see in full comparison
“We are, and our suppliers have experienced significant broad-based inflation of manufacturing and distribution costs as well as transportation challenges, partially as a result of the pandemic and there is uncertainty over the impact that recently implemented tariffs on various countries will have on the cost of our products or components used in our products. Although we do not believe that inflation has had a material effect on our business, financial condition or results of operations, it may in the future. …”see in full comparison
“The Company accounts for investments in entities in which the Company has significant influence over the entity’s financial and operating policies, but does not control, using the equity method of accounting. The equity method investments are initially recorded at cost, and subsequently increased for capital contributions and allocations of net income, and decreased for capital distributions and allocations of net loss. Equity in net income (loss) from the equity method investment is allocated based on the Company’s economic interest. …”see in full comparison
Full comparison: every changed paragraph (43)
Tender Offer
On August 14, 2026, we entered into a definitive tender offer agreement (the “Agreement”) with European Guarantee Services S.à.r.l. (“Purchaser”), pursuant to which the Purchaser agreed to acquire or seek to acquire all of the outstanding shares of our common stock (the “CTI Shares”) for a total purchase price of $35 million in cash (less certain indebtedness and our accrued liabilities) (the “Net Price”). Under the Agreement, the Purchaser will commence an offer to purchase the CTI Shares (the “Offer”) within 10 business days after the TO has met the regulatory requirements of the SEC and will remain open during an offer period of at least 60 business days to give shareholders an opportunity to review this Agreement, the Offer and the offer documents.
Under the Agreement, the Offer will contain an Initial Offer Price per Share determined by dividing the Net Price by the total number of CTI Shares outstanding as of the date of the Agreement. However, the Initial Offer Price will be subject to adjustment and a Final Offer Price per Share will be determined based on the total number of CTI Shares outstanding as of a Record Date, a date that is 45 business days after the commencement of the Offer. The Final Offer Price will be included in an amended Offer and offer documents that will be filed with the SEC and disseminated to our shareholders. Following a determination of the Final Offer Price and dissemination of the amended Offer to our shareholders, the Purchaser will extend the offer period as may be necessary in order to give shareholders at least 30 business days to review the amended Offer, the Final Offer Price, and a final recommendation issued by the Company’s board of directors before the offer period during which shareholders may tender their Shares pursuant to the amended Offer (as extended) expires.
The Agreement contains both customary and special customary representations, and warranties of the parties and sets forth, in Annex I to the Agreement, a list of the conditions (the “Offer Conditions”) that must be satisfied or waived by Purchaser before the Purchaser becomes obligated to purchase Shares that are tendered pursuant to the amended Offer. These Offer Conditions may be summarized as follows:
Following the expiration of the offer period (as may be extended), and subject to the satisfaction, or waiver by Purchaser, of the Offer Conditions, the Agreement provides that Purchaser will acquire, at the Final Offer Price, all of the outstanding CTI Shares that are tendered pursuant to the amended Offer (and not validly withdrawn).
Neither this Agreement nor the cash tender offer for the CTI Shares that will be made by Purchaser under the terms of the Agreement will require the prior approval of our shareholders. The proposed transaction remains subject to regulatory review and approval and has not yet been finalized or consummated.
During the year ended
June June
30, 2025,2026, we recorded revenue of $203,000 and a gain on the sale of our patents of $880,000$3,000 and incurred a net loss of $113,000.$1,404,000.
Inflation
Global inflation remains a factor in fiscals 2026 and 2025, with interest rates in the US remaining at higher levels, although there have been some rate decreases, the current uncertainty in the global markets around the implementation of trade tariffs by the US government has resulted in market fluctuations. In addition, the impact of tariffs on all imported goods into the U.S. is expected to have a significant inflationary impact on all imports. The Russia and Ukraine and other geopolitical conflicts, as well as related international response, have exacerbated inflationary pressures, including causing increases in the price for goods and services and global supply chain disruptions, which have resulted and may continue to result in shortages in food products, materials and services. Such shortages have resulted and may continue to result in inflationary cost increases for labor, fuel, food products, materials and services, and could continue to cause costs to increase as well as result in the scarcity of certain materials. We cannot predict any future trends in the rate of inflation or other negative economic factors or associated increases in our operating costs and how that may impact our business. To the extent we and our customers we service are unable to recover higher operating costs resulting from inflation or otherwise mitigate the impact of such costs on our and their business, our revenues and gross profit could decrease, and our financial condition and results of operations could be adversely affected.
Inflation and potential
recession
We are, and our suppliers
have experienced significant broad-based inflation of manufacturing and distribution costs as well as transportation challenges, partially
as a result of the pandemic and there is uncertainty over the impact that recently implemented tariffs on various countries will have
on the cost of our products or components used in our products. Although we do not believe that inflation has had a material effect on
our business, financial condition or results of operations, it may in the future. We are monitoring cost structures and evaluating to
what extent any such costs can be passed on to customers, taking into account the overall impact of increasing inflation and interest
rate pressures on consumers. We expect input cost inflation to continue at least throughout 2026. If we are unable to successfully manage
the effects of inflation, our business, operating results, cash flows and financial condition may be adversely affected. Additionally,
there have been various economic indicators that the United States economy may be entering a recession in upcoming quarters. An economic
recession could potentially impact the general business environment and the capital markets, which may have a material negative impact
on our financial results.
During the year ended
June June
30, 2025,2026, we generated a net loss of $113,000 after a gain from the assignment of our patents to Desmet of $880,000$1,404,000 and utilized cash
in our operations of $806,000.$755,000. As of June 30, 2025,2026, we have a working
capital balancedeficit of $199,000$554,000 and a stockholders’ equitydeficit of
$69,000. $693,000.
During the year ended
June June
30, 2025,2026, we recognized revenues recognized from saledemonstration of reactors amountedof to $203,000.$3,000. These funds are not sufficient to fund operational expenses
on monthly basis. We generated an additional $880,000 in the assignment of our patents to Desmet and anticipate that we will generate
revenues from the new technologies and additional markets identified above.
Revenue from sale of
our Nano
Reactor® and LPN™ iswas recognized when products arewere shipped from our manufacturing facilities
as this is
was our sole performance obligation under these contracts and we havehad no continuing obligation to the customer.
In addition, theThe Company
also recognizes
revenues from usage fees of certain reactors. Usage fees are recognized based on actual usage by the customer.
In addition, the Company also recognizes revenues from short term rental of nano reactors. Rental revenue is recognized over the term of the agreement and when collectability is certain.
Derivative Financial Instruments
The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.
Certain convertible notes have a variable priced conversion feature which qualifies as a derivative liability which is valued using a variable option pricing model using level 3 inputs. The Company’s derivative liabilities are adjusted to reflect fair value at each reporting date, with any increase or decrease in the fair value being recorded in the statement of operations.
Leases
The Company accounts for
leases under guidance of Accounting Standards Codification (“ASC”) 842, which requires an entity to recognize a right-of-use
asset and a lease liability for virtually all leases. Leases with an initial term of 12 months or less are not recorded on the balance
sheet. The Company accounts for the lease and non-lease components of its office lease as a single lease component. Lease expense is recognized
on a straight-line basis over the lease term.
Equity Method Investment
The Company accounts for
investments in entities in which the Company has significant influence over the entity’s financial and operating policies, but does
not control, using the equity method of accounting. The equity method investments are initially recorded at cost, and subsequently increased
for capital contributions and allocations of net income, and decreased for capital distributions and allocations of net loss. Equity in
net income (loss) from the equity method investment is allocated based on the Company’s economic interest. The Company assesses
its investment in equity method investments for recoverability, and if it is determined that a loss in value of the investment is other
than temporary, the Company writes down the investment to its fair value. Based on Management’s assessment, the value of its equity
method investment was impaired as of June 30, 2023 and as such, recorded an impairment charge of $1,112,000. As of June 30, 2025 and 2024,
the remaining value of its investments amounted to a de minimus amount of $1,000, respectively.
Below is a summary comparing
fiscal 20252026 and fiscal 2024.2025.
The Company generated revenues from the sale of the Nano Reactor® to customers/distributor. Additionally, the Company generates revenues from short term rental of nano reactors.
Revenue was $3,000 and $203,000 for the years ended June 30, 2026, and 2025, respectively, a decrease of $200,000 or 98.5%. Revenue for the current year represented income received for the rental of a nano reactor to one customer. In the prior year, the Company completed and delivered one purchase order placed by Desmet prior to the assignment of our vegetable oil refining patents to Desmet.
During the year ended
June 30, 2025, revenue decreased by $1,160,000, as a result of the decrease in reactors purchased by Desmet, prior to the assignment
of the patents to Desmet, which resulted in a decrease in revenues from reactor sales from $865,000 to $198,000 and a fee of $5,000 from
the use of a reactor by a new customer. In addition, the Company also recognized $498,000 of license fee in 2024 pursuant to the termination
of the October 2021 agreement with Desmet. There was no similar license fee revenue in fiscal 2025.
Cost of revenue was $0 and $38,000 for the years ended June 30, 2026 and 2025, respectively, a decrease of $38,000 or 100.0%. In the current year, no sales of reactors took place. In the prior year the cost of sales related to the sale of reactors to third parties.
During the year ended June
30, 2025 and 2024, cost of sales was $38,000 and $156,000, respectively, a decrease of $118,000 or 76.0%. The decrease is directly attributable
to the cost of the production of reactors which corresponds to the decrease in reactors revenues. In addition, in the prior year, the
Company recognized license fee revenue of $498,000, with no associated cost of sales. After taking these items into account the cost of
sales movement is in line with normal margins earned.
Research and development expenses decreased by $84,000. During the current year, management scaled back research into cold plasma technology due to cash constraints. During the prior year, the Company began another R&D project consisting of the design and manufacture of an experimental installation for plasma activation of water by generating a plasma discharge in a water stream. The research and development expenditure is dependent on progress made on the development.
Research and development
expenses increased by $34,000. During the current year, as in the prior year, management continued investing in research into cold plasma
technology to be applied to new markets.
Gain on patent assignment
was $880,000 for the year ended June 30, 2025 as a result of sale and assignment of certain patents to Desmet in October 2024. There was
no similar transaction during the priorcurrent period.
Interest and other income
(expense),expense, net
Interest and other income (expense), net increased by $34,000. The increase was due to interest accrued on the bridge note, note payable, convertible notes payable and notes payable to related parties, all issued during the current fiscal year and the amortization of debt discount related to the bridge note and convertible note payable. The proceeds received from these notes was used to fund operations during the current fiscal year.
Change in fair value of derivative liability
Change in fair value of derivative liability was $24,000 and $0 for the years ended June 30, 2026 and 2025, the increase is primarily related to the valuation of the conversion feature on the convertible notes payable issued during the current year accounted as derivative liabilities and the subsequent mark-to-market of these derivative liabilities at our reporting period end. There was no similar transaction in the prior period.
Interest and other
income (expense) increased by $7,000, this is primarily due to interest on the SBA loan. In the prior year an adjustment was made to
the accrued interest on the SBA loan after reconciling to the balance reflected by the SBA noteholder.
Our net Net
loss inwas fiscal$1,404,000 2025
wasand $113,000 for the years ended June 30, 2026 and our2025, net income in fiscal 2024 was $439,000,respectively, an increase in loss of $552,000$1,291,000. The increase
in net loss is primarily due primarily to athe decrease in revenue, an
the increase in generaloperating and administrative expenses and research and development costs, offset byexpenses, the prior year gain realized on the patent assignment,
the increase in interest expense, offset by the mark-to-market derivative liability movement, as discussed above.
Our cash balance at June
30, 20252026 and 20242025 was $249,000$17,000 and $179,000,$249,000, respectively, ana increasedecrease of $70,000,$232,000, primarily due to the proceedsdecrease realizedin onrevenue and the assignmentcash
used in operating activities of patents$755,000 tonot Desmetbeing duringfully Octoberoffset 2024.by the proceeds of financing operations of $523,000.
We generated cash of $523,000 in financing activities, primarily from the issuance of common stock units, and the issuance of notes payable, notes payable – related parties and convertible notes payable during the current fiscal year.
We generated cash of $880,000
from the assignment of our patents to Desmet.
We utilized cash in financing
activities of $4,000 for the year ended June 30, 2025, for the installment payment of notes payable.
During the year ended
June June
30, 2025,2026, the Company incurred net loss of $113,000$1,404,000 and used cash in operations of $806,000$755,000 and as of June 30, 2025,2026, we had
an accumulated deficit of $26,960,000.$28,364,000. The Company has had a history of operating losses. These factors, among others, raise substantial
doubt about our ability to continue as a going concern within one year of the date that the financial statements are issued. In addition,
the Company’s independent registered public accounting firm, in its report on our June 30, 20252026 financial statements, has raised
substantial doubt about the Company’s ability to continue as a going concern. The Company’s financial statements do not include
any adjustments that might result from the outcome of this uncertainty be necessary should we be unable to continue as a going concern.
The Company does not believe it has enough cash and access to cash to sustain operations through June, 2027.
What changed in the latest 10-Q
Risk Factors
We could not find a separate Risk Factors item in the latest 10-Q. Some companies leave it out of quarterly reports; see the annual 10-K risk factors and the original filing. Open the filing on SEC.gov.
Management's Discussion & Analysis (MD&A)
New heading “Discount amortization”
New heading “Change in fair value of derivative liability”
New heading “Discount amortization”
New heading “Change in fair value of derivative liability”
Removed heading “Gain on patent assignment”
Largest changes
Interest expense wassee in full comparison$11,000$14,000 and$3,000$5,000 for thesixnine months endedDecemberMarch 31,20252026 and2024.2025.DuringThethe current period the SBA loanincrease wasreconciled and reinstated from delinquent to good standing, resulting in additional interest expense of $8,000due tocuringissuance of notes payable during thedelinquencycurrent period withtheaverageSBA.interest rate of 8% per annum.
Full comparison: every changed paragraph (37)
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Results of Operations for the Three Months
Ended DecemberMarch 31, 20252026 Compared to the Three Months Ended DecemberMarch 31, 20242025
The following is a comparison of our results
of operations for the three months ended DecemberMarch 31, 20252026 and 2024.2025.
Revenue was $0$3,000 and
$122,000 $76,000
for the three months ended DecemberMarch 31, 2025,2026, and 2024,2025, respectively, a decrease of $76,000$119,000 or 100.0%.97.5%. In the prior year, the Company
delivered one purchase order placed prior to the assignment of our vegetable oil refining patents to Desmet.
Cost of revenue was $0
and $13,000$25,000 for the three months ended DecemberMarch 31, 20252026 and 2024,2025, respectively, a decrease of $13,000$25,000 or 100.0%. The decrease is directly
related to the decrease in revenue, as discussed above.
General and administrative
expenses was $470,000$234,000 and $346,000$283,000 for the three months ended DecemberMarch 31, 2025,2026, and 2024,2025, respectively, ana increasedecrease of $124,000$49,000 or 35.8%.17.3%.
The increasedecrease is primarily due to the following:
Research and development expenses was $4,000$0 and $42,000
$16,000 for the three months ended DecemberMarch 31, 20252026 and 2024,2025, respectively, a decrease of $12,000$42,000 or 75.0%.100.0%. During the prior year, the Company
Company began another R&D project consisting of the design and manufacture of an experimental installation for plasma activation of water
water by generating a plasma discharge in a water stream. The research and development expenditure is dependent on progress made on the
development.
Gain on patent
assignment
Gain on patent assignment
was $0 and $880,000 for the three months ended December 31, 2025 and 2024, respectively. The prior year gain on patent assignment was
as a result of sale and assignment of certain patents to Desmet. There were no similar transaction during the period ended December 31,
2025.
Interest expense was
$2,000$3,000 and $2,000 for the three months ended DecemberMarch 31, 20252026 and 2024,2025, interestthe expenseincrease is primarily related to interest incurred on convertible
notes and related party notes advanced to the SBA loan.Company.
Discount amortization
Discount amortization was $5,000 and $0 for the three months ended March 31, 2026 and 2025, the increase is primarily related to the valuation of the derivative conversion feature on the convertible notes payable issued during the current year and the subsequent amortization of the value of the conversion feature over the life of the convertible notes. There was no similar transaction in the prior period.
Change in fair value of derivative liability
The change in fair value of derivative liability was $20,000 and $0 for the three months ended March 31, 2026 and 2025, the increase is primarily related to the valuation of the derivative conversion feature on the convertible notes payable issued during the current year and the subsequent mark-to-market of these derivative liabilities at our reporting period end. There was no similar transaction in the prior period.
Net income (loss)
Net loss was $476,000$219,000
and net income was $579,000$230,000 for the three months ended DecemberMarch 31, 20252026 and 2024,2025, respectively, ana increasedecrease in loss of $1,055,000.$11,000. The
increase decrease in net loss
is primarily due to the prior year gain on the patent assignment, the increasedecrease in generalgross andprofit, administrative expenses,
offset by thea decrease in revenueoperating and the decrease inexpenses, research and development expenses,expenses and the
mark-to-market derivative liability movements, as discussed above.
Results of Operations for the SixNine Months
Ended DecemberMarch 31, 20252026 compared to the SixNine Months Ended DecemberMarch 31, 20242025
The following is a comparison of our results
of operations for the sixnine months ended DecemberMarch 31, 20252026 and 2024.2025.
Revenue was $3,000$6,000 and
$76,000$198,000 for the sixnine months ended DecemberMarch 31, 2025,2026, and 2024,2025, respectively, a decrease of $73,000$192,000 or 96.1%.97.0%. In the prior year, the Company
delivered one purchase order placed prior to the assignment of our vegetable oil refining patents to Desmet.
Cost of revenue was $0
and $13,000$38,000 for the sixnine months ended DecemberMarch 31, 20252026 and 2024,2025, respectively, a decrease of $13,000$38,000 or 1000.0%.100.0%. The decrease is directly
related to the decrease in revenue, as discussed above.
General and administrative
expenses was $715,000$949,000 and $564,000$847,000 for the sixnine months ended DecemberMarch 31, 2025,2026, and 2024,2025, respectively, an increase of $151,000$102,000 or 26.8%.12.0%.
The increase is primarily due to the following:
Research and development expenses was $12,000$11,000
and $24,000$66,000 for the sixnine months ended DecemberMarch 31, 20252026 and 2024,2025, respectively, a decrease of $12,000$55,000 or 50.0%.83.3%. During the prior year, the
the Company began another R&D project consisting of the design and manufacture of an experimental installation for plasma activation of
of water by generating a plasma discharge in a water stream. The research and development expenditure is dependent on progress made on the
the development.
Gain on patent assignment
was $0 and $880,000 for the sixnine months ended DecemberMarch 31, 20252026 and 20242025 as a result of the prior year sale and assignment of certain patents
to Desmet. There was no similar transaction during the current year.
Interest expense was
$11,000$14,000 and $3,000$5,000 for the sixnine months ended DecemberMarch 31, 20252026 and 2024.2025. DuringThe the current period the SBA loanincrease was reconciled and reinstated
from delinquent to good standing, resulting in additional interest expense of $8,000 due to curingissuance of notes payable during the delinquencycurrent
period with theaverage SBA.interest rate of 8% per annum.
Discount amortization
Discount amortization was $5,000 and $0 for the nine months ended March 31, 2026 and 2025, the increase is primarily related to the valuation of the derivative conversion feature on the convertible notes payable issued during the current year and the subsequent amortization of the value of the conversion feature over the life of the convertible notes. There was no similar transaction in the prior period.
Change in fair value of derivative liability
Change in fair value of derivative liability was $20,000 and $0 for the nine months ended March 31, 2026 and 2025, the increase is primarily related to the valuation of the derivative conversion feature on the convertible notes payable issued during the current year and the subsequent mark-to-market of these derivative liabilities at our reporting period end. There was no similar transaction in the prior period.
Net loss was $734,000$953,000
and net income was $352,000$122,000 for the sixnine months ended DecemberMarch 31, 20252026 and 2024,2025, respectively, an increase in loss of $1,086,000.$1,075,000. The increase
increase in net loss is primarily due to the prior year gain on the patent assignment, the increase in operating expenses, an increase in interest
expense and the decrease
in revenue, offset by the mark-to-market derivative liability movement, as discussed above.
The accompanying condensed consolidated financial
statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities
and commitments in the normal course of business. As reflected in accompanying condensed consolidated financial statements, during the
sixnine months ended DecemberMarch 31, 2025,2026, the Company incurred loss from operations of $723,000$954,000 and used cash in operations of $401,000.$527,000. In addition,
addition, we had ana stockholders’ deficit of $248,000$467,000 as of DecemberMarch 31, 2025.2026. These factors, among others, raise substantial doubt
about the
Company’s ability to continue as a going concern. In addition, the Company’s independent registered public accounting firm,
firm, in its report on the Company’s June 30, 2025, financial statements, raised substantial doubt about the Company’s ability to
to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that may result
from the inability of the Company to continue as a going concern.
As of DecemberMarch
31, 2025,2026, the Company has cash in the amount of $31,000.$45,000. The Company’s ability to continue as a going concern is dependent upon
its ability to continue to implement its business plan. Currently, management’s plan is to increase revenues by using its Reserved
Grant Back License to apply the technology to; (i) water and wastewater processing, recovery, recycling and purification (including
oilfield wastewater) and (ii) manufacture, distillation, brewing, enhancements, sale and marketing of alcoholic beverages, together the
Licensed Fields. The Company will have a worldwide, exclusive, transferable and royalty-free
license and right to design, build, use, export, improve, sell and market Nano Reactor® devices and Nano Reactor® devices and
systems (and products) that incorporate or utilize Nano Reactor® devices, in each case within the Licensed Fields, and to continue
to use the Nano Reactor® trademark in connection with its business, systems and products within the Licensed Fields. While the Company
believes in the viability of its strategy to increase revenues, there can be no assurances to that effect. The Company believes it has
enough cash to sustain operations through DecemberJune 31,30, 2025.2026.
Net cash used in operating activities was $401,000$527,000
for the sixnine months ended DecemberMarch 31, 20252026 and net cash used in operating activities was $376,000$624,000 for the sixnine months ended DecemberMarch 31, 2026.
2024. The increasedecrease in cash used in operating activities is primarily due to net loss incurred and changes in working capital.capital and stock based compensation expense.
Net cash provided (used) by financing activities amounted to $323,000 and $(3,000). The increase was due to proceeds received from issuance of notes payable and common stock units during the current period with no similar transactions in the prior period.
CVAT insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding CVAT (13F)
None of the 59 investors we track reported a position in their latest 13F.