Each card carries the governed distillate name from the database. Open the quoted anchor before relying on the interpretation.
quotationattribution
Issuer acknowledges the line matured inMarch2025, default existed atMarch31 and default interest continues through theApril extension.
Read the anchor · page 30
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Cyberlux Corporation and Subsidiary
Condensed Consolidated Balance Sheet
March 31, 2025 and December 31, 2024 (Unaudited)
March 31, 2025 December 31, 2024
Assets
Current assets:
Cash and cash equivalents $1,590,551 $4,952,219
Accounts receivable, net of allowance for doubtful accounts 4,141,366 4,925,887
Inventory 16,595,873 15,788,873
Other current assets 702,000 1,177,000
Total current assets 23,029,790 26,843,979
Other Assets:
Property and equipment, net of accumulated depreciation 443,460 496,792
Right of use asset, net 1,075,076 1,118,490
Intangible assets, net of accumulated amortization 7,829,722 8,371,722
Other investment 200,000 200,000
Total Assets $32,578,048 $37,030,983
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $2,845,001 $3,971,581
Accrued interest 3,110,122 2,781,198
Borrowings under line of credit 6,950,000 6,950,000
Notes payable, related parties 2,623,756 2,516,756
Notes payable, non-related parties 5,618,435 5,918,435
Datron acquisition notes payable, net of discount 3,854,167 3,791,667
Liability for common stock to be issued 10,000 10,000
Customer deposits 76,000 1,905,000
Accrued liabilities 24,197,194 23,783,268
Total current liabilities 49,284,675 51,627,905
Long-term liabilities:
Lease liabilities and other 1,204,059 1,413,143
Total long-term liabilities 1,204,059 1,413,143
Commitments and contingencies
Stockholders’ deficit:
Class A Preferred shares, 0 shares issued and outstanding as of
March 31, 2025 and December 31, 2024 - -
Class B Preferred shares, 86,000,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 147,000 147,000
Class C Preferred shares, 150,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 150 150
Common stock, $0.001 par value, 7 billion shares authorized,
6,162,620,150 and 5,993,363,945 shares issued and outstanding
As of March 31, 2025 and December 31, 2024, respectively. 7,819,275 7,650,019
Treasury stock (1,181,000) (1,181,000)
Additional paid-in capital 21,672,881 21,672,881
Accumulated deficit (46,368,992) (44,299,115)
Deficiency in stockholders’ equity (17,910,686) (16,010,065)
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
quotationattribution
Issuer acknowledges resources/infrastructure prevented audit and registration steps and financing is necessary without assurance of availabi
Issuer acknowledges resources/infrastructure prevented audit and registration steps and financing is necessary without assurance of availability.
Read the anchor · page 22
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airplanes) and best -in-class integrated solutions . GIS expects to announce significant
capability partnerships during 2025 in support of the integrated services mission.
Other Business Matters
The use of the Company’s available capital to support growth has been important over the
last several years, while cash flows from operations has been uneven. As discussed
elsewhere herein, the Company is highly focused on growing its pipeline of projects while
seeking to ensure product development and timely delivery on such contracts. The Company
anticipates that as predictable cash flow improves, it will be able to use its capital resources
to build necessary infrastructure and shareholder value.
SEC Reporting
The Company continues to aspire to resume SEC registration and be quoted or listed at a
higher-level market. We have been unable to commit the steps, including an audit by a
PCAOB registered firm, required to accomplish this goal because of funding limitations and
insufficient infrastructure tools/personnel/availability. We have focused all available
resources on fulfilling existing sales orders and growing our sales pipeline. We have used
outsourced resources (such as Eisner Advisory LLC) and fractional financial professionals
to help support our accounting and financial reporting needs. We expect to identify, and then
commence the implementation, of the tasks required for us to be able to produce the items
required for SEC registration as soon as practicable, subject to adequate resources being
available to support such activities. We anticipate that in connection with an “uplisting,” a
restructuring of Cyberlux’s capitalization would be required, and reflected in an amendment
to our Articles of Incorporation.
Stock Buy-Back Plan; Stock Incentive Plan
The Company has a stated intention to seek to establish a stock buy-back plan. Of course,
there first needs to be sufficient operational cash flow to support this. The Company also
wants to incentivize its employees and align them to the Company’s interests though stock
awards. The Company anticipates implementing a stock option plan to incentivize
employees as soon as practicable.
Insiders Purchasing Stock in the Open Market
Due to insider information rules, it is complex for officers and other insiders of the Company
to buy or sell shares in the open market. Consequently, the Company has no plans that
encourage purchases or sales of Company stock by insiders As noted above, however, the
Company, itself, hopes to be able to instigate a buy-back plan when its balance sheet and
cash flow would support such a program.
Investor Communication
The Company’s investor relations web page is updated frequently to address recent
developments and provide transparency. In addition, if there is a material development, or
sufficient indicated shareholder interest on a particular matter, the Company may issue a
press release, which then is also available through the OTCM website. The Company
balances its compliance and non-disclosure obligations with its desire to provide information
to all its shareholders. We carefully avoid providing information to any shareholder (other
than insiders who need to know such information in order to perform their jobs) unless it is
available to all shareholders. Therefore, shareholders are encouraged to review the FAQs on
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
quotationattribution
Issuer expressly states it is not observing the preferred-stock common-share reserve requirement.
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Exact title and class of the security: Series C Convertible Preferred Stock
Par or stated value: $0.001
Total shares authorized: 150,000 as of date: March 31, 2025
Total shares outstanding: 150,000 as of date: March 31, 2025
Total number of shareholders of record: 2 as of date: March 31, 2025
Please provide the above-referenced information for all other classes of authorized or outstanding
equity securities.
Security Description:
The goal of this section is to provide a clear understanding of the material rights and privileges of
the securities issued by the company. Please provide the below information for each class of the
company’s equity securities, as applicable:
1. For common equity, describe any dividend, voting and preemption rights.
No special rights attach to the Common Stock.
2. For preferred stock, describe the dividend, voting, conversion, and liquidation rights as well
as redemption or sinking fund provisions.
Series A Convertible Preferred Stock: Effective November 27, 2024, t he
Company filed a Certificate of Withdrawal of the Certificate of Designation.
Consequently, the Company no longer has a Series A Preferred Stock.
Series B Convertible Preferred Stock (Series B).
Dividends. None declared by the Board of Directors. If the Board declared a
dividend, it would be paid in Common Stock on a semi-annual basis.
Voting rights. The Certificate of Designation for the Series B originally provided
for voting rights of 10 votes per Series B Preferred share. In 2010, the Board of
Directors of the Company voted to amend the Certificate of Designations to provide
for 200 votes per Series B share.
Conversion. The Certificate of Designation for the Series B originally provided that
each Series B share was convertible into 10 shares of Common Stock, subject to
certain anti-dilution adjustments. In 2010, the Board of Directors of the Company
voted to amend the Certificate of Designation to provide for conversion of each share
of Series B into 200 shares of the Company’s Common Stock.
Liquidation. The Certificate of Designation for the Series B provides that upon any
liquidation, dissolution or winding up of the Company, whether voluntary or
involuntary, and after payment of any senior liquidation preferences of any series of
Preferred Stock and before any distribution or payment is made with respect to any
Common Stock, holders of each Series B share shall be entitled to be paid an amount
equal in the greater of (a) the face value denominated thereon subject to adjustment
for stock spli ts, stock dividends, reorganizations, reclassification or other similar
events plus, in the case of each share, an amount equal to all dividends accrued (at a
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
quotationattribution
Issuer states Datron purchase-price allocation and valuation remain incomplete.
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with income taxes, the interest and the penalties will be expensed within the general and administrative
expenses category in the accompanying consolidated statement of operations.
Net income (loss) per share
Basic net income ( loss) per share is computed by dividing net income ( loss) available to common
stockholders by the weighted average number of common shares outstanding during the period. Diluted net
loss per share is computed by dividing net loss by the sum of the weighted average number of common
shares outstanding , including common stock equivalents, during the period. For periods in which the
Company reports a net loss, diluted net loss per share is the same as basic net loss per share.
For the quarters ended March 31, 2025 and 2024, the number of shares excluded from diluted net loss per
share included approximately 1.6 billion shares of common shares which would be issued upon the
conversion of notes payable and approximately 17.2 billion shares which would be issued upon the
conversion of preferred stock based upon the conversion rates in effect on March 31, 2025 and 2024 – see
Note H. The shares issuable upon conversion of notes payable and preferred stock are not included in the
denominator since their inclusion would be anti-dilutive.
Reclassification
Certain reclassifications have been made in prior year ’s financial statements to conform to classifications
used in the current year.
NOTE D - PROPERTY, PLANT, AND EQUIPMENT
Property, plant, and equipment at March 31, 2025 and December 31. 2024 are as follows:
March 2025 December 2024
Furniture and fixtures $ 932,599 $ 932,599
Machinery and equipment 6,691,023 6,691,023
Leasehold improvements 618,989 618,989
Vehicles 218,000 218,000
Subtotal 8,460,611 8,460,611
Less: accumulated depreciation (8,017,151) (7,963,819)
$ 443,460 $ 496,792
During the quarters ended March 31, 2025 and 2024, depreciation expense charged to operations was
approximately $53,000 and $95,000, respectively.
NOTE E – INTANGIBLE ASSETS
Intangible assets at March 31, 2025 and December 31, 2024 are as follows:
March 2025 December 2024
Patents $ 469,783 $ 469,783
Technology 10,663,000 10,663,000
Total 11,132,783 11,132,783
Less: accumulated depreciation (3,303,061) (2,761,061)
$ 7,829,722 $ 8,371,722
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
The file contains Grady’s May19,2025 two-page receiver request, exhibit divider, all46 pages of the issuer disclosure and two automated serv
The file contains Grady’s May19,2025 two-page receiver request, exhibit divider, all46 pages of the issuer disclosure and two automated service pages. The disclosure is labelled Annual Report but covers the quarter ended March31,2025; Schmidt and Downing certify it May15. Service entries say SENT, not proof of human receipt or acceptance.
Read the anchor · page 1
SHAWN M. GRADY
Direct (832) 692-4542
shawn@gradycollectionlaw.com
2100 West Loop South, Suite 805 • Houston, Texas 77027 • (832) 692-4542
www.gradycollectionlaw.com
May 19, 2025
Honorable Judge Michael Gomez
129th Judicial District Court
Harris County, Texas
Cause No. 2024-48085, Atlantic Wave Holdings, LLC and Secure Community, LLC vs.
Cyberlux Corporation and Mark D. Schmidt, individually; In the 129th Judicial
District Court, Harris County, Texas
Dear Judge Gomez:
I write to provide a supplemental update to our letter to the Court dated May 15, 2025. Late in the
day on May 15, 2025 Judgement Debtors filed their Q1 2025 financial disclosure, a copy of which
I have attached. (See Attached Exhibit 1)
In their disclosure they state:
"In April 2025, the Company amended its line of credit increasing the limit under the
agreement to $12.3 million and extending the term through July 2025" Page 46, Annual Report
For the quarter ending March 31, 2025 (attached).
and:
"Payments received from customers under these specific purchase orders are required to
be remitted to the lender." Page 44, Note M, Annual Report For the quarter ending March 31,
2025 (attached).
A few weeks ago in April, after Judgement Debtors removed this matter for the second time, it
appears Judgment Debtors again factored their receivable from Hunting Ingals Industries (HII) for
an approximate additional $5,000,000. This A/R has been at the center of the current collection
litigation. Upon information and belief, Judgment Debtors will be receiving a payment in excess
of $20,000,000 from HII any day now as a result of a Settlement Agreement between Judgement
Debtors and HI I, signed on February 27, 2025. Also, their disclosure statement states they are
paying a "default interest rate", which will further reduce the amount of the settlement payment.
It is not known how much of this additional loan Judgement Debtors have received as yet.
As the Court may recall, Judgment Creditors believed and were concerned Judgment Debtors
would attempt to further remove assets from the reach of their Creditors. Specifically, Judgment
Debtors had, during the collection’s litigation, factored receivables in an attempt to place those
funds out of reach of Judgement Creditors. We now learn they have done this once again.
5/19/2025 1:15 PM
Marilyn Burgess - District Clerk Harris County
Envelope No. 100997993
By: Shanelle Taylor
Filed: 5/19/2025 1:15 PM
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Issuer acknowledges inability to fund PCAOB audit/SEC-registration steps because of funding and infrastructure limits, sustained losses and
Issuer acknowledges inability to fund PCAOB audit/SEC-registration steps because of funding and infrastructure limits, sustained losses and liquidity difficulties, and need for financing. It nevertheless forecasts business improvement without assurance and lists possible retrenchment, sale, cessation or bankruptcy if funds unavailable. Financial statements are expressly unaudited, management-prepared under stated GAAP policies; accountant adviser is not an audit opinion.
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airplanes) and best -in-class integrated solutions . GIS expects to announce significant
capability partnerships during 2025 in support of the integrated services mission.
Other Business Matters
The use of the Company’s available capital to support growth has been important over the
last several years, while cash flows from operations has been uneven. As discussed
elsewhere herein, the Company is highly focused on growing its pipeline of projects while
seeking to ensure product development and timely delivery on such contracts. The Company
anticipates that as predictable cash flow improves, it will be able to use its capital resources
to build necessary infrastructure and shareholder value.
SEC Reporting
The Company continues to aspire to resume SEC registration and be quoted or listed at a
higher-level market. We have been unable to commit the steps, including an audit by a
PCAOB registered firm, required to accomplish this goal because of funding limitations and
insufficient infrastructure tools/personnel/availability. We have focused all available
resources on fulfilling existing sales orders and growing our sales pipeline. We have used
outsourced resources (such as Eisner Advisory LLC) and fractional financial professionals
to help support our accounting and financial reporting needs. We expect to identify, and then
commence the implementation, of the tasks required for us to be able to produce the items
required for SEC registration as soon as practicable, subject to adequate resources being
available to support such activities. We anticipate that in connection with an “uplisting,” a
restructuring of Cyberlux’s capitalization would be required, and reflected in an amendment
to our Articles of Incorporation.
Stock Buy-Back Plan; Stock Incentive Plan
The Company has a stated intention to seek to establish a stock buy-back plan. Of course,
there first needs to be sufficient operational cash flow to support this. The Company also
wants to incentivize its employees and align them to the Company’s interests though stock
awards. The Company anticipates implementing a stock option plan to incentivize
employees as soon as practicable.
Insiders Purchasing Stock in the Open Market
Due to insider information rules, it is complex for officers and other insiders of the Company
to buy or sell shares in the open market. Consequently, the Company has no plans that
encourage purchases or sales of Company stock by insiders As noted above, however, the
Company, itself, hopes to be able to instigate a buy-back plan when its balance sheet and
cash flow would support such a program.
Investor Communication
The Company’s investor relations web page is updated frequently to address recent
developments and provide transparency. In addition, if there is a material development, or
sufficient indicated shareholder interest on a particular matter, the Company may issue a
press release, which then is also available through the OTCM website. The Company
balances its compliance and non-disclosure obligations with its desire to provide information
to all its shareholders. We carefully avoid providing information to any shareholder (other
than insiders who need to know such information in order to perform their jobs) unless it is
available to all shareholders. Therefore, shareholders are encouraged to review the FAQs on
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Issuer lists annually renewed headquarters, Spring UAS21,450-square-foot lease toNovember2025 and Vista Datron47,174-square-foot lease toDec
Issuer lists annually renewed headquarters, Spring UAS21,450-square-foot lease toNovember2025 and Vista Datron47,174-square-foot lease toDecember2026; officers include Schmidt, Downing, Ringo, Goodman, Isely and Maadarani. Securities counsel, accounting consultant, investor relations and outside legal advisers are listed. Locations and titles are historical issuer statements, not current tenancy or identity validation.
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In responding to this item, please clearly describe the assets, properties or facilities of the issuer.
Describe the location of office space, data centers, principal plants, and other property of the issuer
and describe the condition of the properties. Specify if the assets, properties, or facilities are owned
or leased and the terms of their leases. If the issuer does not have complete ownership or control of
the property, describe the limitations on the ownership.
The Company maintains its principal headquarters office at 800 Park Offices Drive, Suite
3209, Research Triangle Park, NC 27709. This is a leased office suite for headquarters staff,
renewed annually.
The UAS division has its office and manufacturing facility located at 21631 Rhodes Road,
Spring, TX 77388. This is a 21,450 square foot facility with a renewable three-year lease,
which was renegotiated to expire November 30, 2025.
Company subsidiary Datron has its office and manufacturing facility at 995 Joshua Way,
Vista CA 92081. This is a 47,174 square foot facility with a renewable five -year lease,
expiring December 2026.
5) All Officers, Directors, and Control Persons of the Company
Using the table below, please provide information, as of the period end date of this report, regarding
all officers and directors of the company, or any person that performs a similar function, regardless
of the number of shares they own.
In addition, list all individuals or entities controlling 5% or more of any class of the issuer ’s
securities.
If any insiders listed are corporate shareholders or entities, provide the name and address of the
person(s) beneficially owning or controlling such corporate shareholders, or the name and contact
information (City, State) of an individual representing the corporation or entity. Include Company
Insiders who own any outstanding units or shares of any class of any equity security of the issuer.
The goal of this section is to provide investor s with a clear understanding of the identity of all the
persons or entities that are involved in managing, controlling, or advising the operations, business
development and disclosure of the issuer, as well as the identity of any significant or beneficial
owners.
Individual Name (First,
Last) or Entity Name
(Include names of
control person(s) if a
corporate entity)
Position/Company
Affiliation (ex:
CEO, 5% Control
person)
City and State
(Include Country
if outside U.S.)
Number of Shares
Owned (List common,
preferred, warrants
and options
separately)
Class of
Shares
Owned
Percentage of
Class of Shares
Owned
(undiluted)
Mark D. Schmidt President
Chief Executive
Officer
Director
Chairman
Durham, NC 230,642
47,000,000
Common
Series B
Less than 1%
54.65%
David D. Downing Chief Financial
Officer
Director
Edinboro, PA 42,500
1,000,000
Common
Series B
Less than 1%
1.16%
John W. Ringo Secretary
Director
Atlanta, GA 123,783 Common Less than 1%
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Issuer asserts full compliance with AWH settlement, contests new claims and predicts success on counterclaims/injunction; reports RB agreeme
Issuer asserts full compliance with AWH settlement, contests new claims and predicts success on counterclaims/injunction; reports RB agreement in principle awaiting binding completion and Aerotek$204,705.45 demand with no answer yet filed. These conflict in posture with creditor accusations and do not establish favourable rulings. Repeated litigation notes are the same issuer account.
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5. Been the subject of an order by a self-regulatory organization that permanently
or temporarily barred, suspended, or otherwise limited such person’s
involvement in any type of business or securities activities.
None.
6. Been the subject of a U.S Postal Service false representation order, or a
temporary restraining order, or preliminary injunction with respect to conduct
alleged to have violated the false representation statute that applies to U.S mail.
None.
B. Describe briefly any material pending legal proceedings, other than ordinary routine
litigation incidental to the business, to which the issuer or any of its subsidiaries is a party to
or of which any of their property is the subject. Include the name of the court or agency in
which the proceedings are pending, the date instituted, the principal parties thereto, a
description of the factual basis alleged to underlie the proceeding and th e relief sought.
Include similar information as to any such proceedings known to be contemplated by
governmental authorities.
A complaint was filed in August of 2022, in the Circuit Court for the city of Richmond, VA
by Atlantic Wave Holdings, LLC, and Secure Community LLC v. Cyberlux Corporation and
Mark D. Schmidt regarding a contractual dispute relating to licensed BrightEye l ighting
product intellectual property and business development performance. That litigation was
settled in June of 2023, and the Company is currently in full compliance with the terms of
that settlement agreement. Nonetheless, Atlantic Wave has since filed a new lawsuit against
Cyberlux in the same court, alleging breach of that settlement agreement. In response,
Cyberlux has asserted multiple counterclaims, including first to breach, usury, and abuse of
process, along with several affirmative defenses. Cyberlux believes that the claims brought
by Atlantic Wave are without merit and is confident it will prevail on its counterclaims and
in defending against the allegations. In addition, Atlantic Wave and Secure Community filed
lawsuits in California and Texas in an attempt to enforce the settled judgement without proof
of breach. These parties have also filed 19 garnishment actions against various business
partners and prior business partners. The aggressiveness of these plaintiffs in seeking to
enforce an ord er that was subsequently settled in another jurisdiction has not met with
success. Recently, Cyberlux served Atlantic Wave and Secure Community with an action to
enjoin these judicial filings and any further filings to enforce that settled matter particularly
since Cyberlux is in compliance with the settlement agreement in question. We expect the
injunctive action to be successful as well as the counterclaims, and that we will be able
to resolve this dispute under the terms of that settlement agreement in the near future.
As set forth in Item 3 above, and discussed in Note G to the financial statements, Cyberlux
issued convertible promissory notes to RB Capital Partners, Inc. (“RB Capital”) with
maturity dates through July 2024. As reflected above, in February 2024, RB Capital
converted $1,654,685, including accrued interest into 6,618,740 shares of Common Stock.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
March31 balance sheet reports cash$1,590,551, receivables$4,141,366, inventory$16,595,873, current assets$23,029,790, total assets$32,578,04
March31 balance sheet reports cash$1,590,551, receivables$4,141,366, inventory$16,595,873, current assets$23,029,790, total assets$32,578,048, current liabilities$49,284,675, long-term liabilities$1,204,059 and equity deficit$17,910,686. Current-liability and equity components reconcile to printed totals and assets equal liabilities plus deficit. Working-capital deficit calculates$26,254,885; these are unaudited carrying values, not liquidation proceeds.
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Cyberlux Corporation and Subsidiary
Condensed Consolidated Balance Sheet
March 31, 2025 and December 31, 2024 (Unaudited)
March 31, 2025 December 31, 2024
Assets
Current assets:
Cash and cash equivalents $1,590,551 $4,952,219
Accounts receivable, net of allowance for doubtful accounts 4,141,366 4,925,887
Inventory 16,595,873 15,788,873
Other current assets 702,000 1,177,000
Total current assets 23,029,790 26,843,979
Other Assets:
Property and equipment, net of accumulated depreciation 443,460 496,792
Right of use asset, net 1,075,076 1,118,490
Intangible assets, net of accumulated amortization 7,829,722 8,371,722
Other investment 200,000 200,000
Total Assets $32,578,048 $37,030,983
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $2,845,001 $3,971,581
Accrued interest 3,110,122 2,781,198
Borrowings under line of credit 6,950,000 6,950,000
Notes payable, related parties 2,623,756 2,516,756
Notes payable, non-related parties 5,618,435 5,918,435
Datron acquisition notes payable, net of discount 3,854,167 3,791,667
Liability for common stock to be issued 10,000 10,000
Customer deposits 76,000 1,905,000
Accrued liabilities 24,197,194 23,783,268
Total current liabilities 49,284,675 51,627,905
Long-term liabilities:
Lease liabilities and other 1,204,059 1,413,143
Total long-term liabilities 1,204,059 1,413,143
Commitments and contingencies
Stockholders’ deficit:
Class A Preferred shares, 0 shares issued and outstanding as of
March 31, 2025 and December 31, 2024 - -
Class B Preferred shares, 86,000,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 147,000 147,000
Class C Preferred shares, 150,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 150 150
Common stock, $0.001 par value, 7 billion shares authorized,
6,162,620,150 and 5,993,363,945 shares issued and outstanding
As of March 31, 2025 and December 31, 2024, respectively. 7,819,275 7,650,019
Treasury stock (1,181,000) (1,181,000)
Additional paid-in capital 21,672,881 21,672,881
Accumulated deficit (46,368,992) (44,299,115)
Deficiency in stockholders’ equity (17,910,686) (16,010,065)
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Quarter revenue$5,091,669 versus$5,113,375, gross profit$1,431,153 versus$1,822,988, operating loss$1,726,699 and net loss$2,069,877 versus$
Quarter revenue$5,091,669 versus$5,113,375, gross profit$1,431,153 versus$1,822,988, operating loss$1,726,699 and net loss$2,069,877 versus$4,496,856 are reported. Expense and income subtotals reconcile. R&D is$157,000 versus$315,001. Rounded loss per share$(0.00) does not mean no loss.
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Cyberlux Corporation and Subsidiary
Condensed Consolidated Statements of Operations
Quarters ended March 31, 2025 and 2024(Unaudited)
2025 2024
Revenue $ 5,091,669 $ 5,113,375
Cost of goods sold (3,660,516) (3,290,387)
Gross profit
1,431,153
1,822,988
Operating Expenses:
Marketing and advertising 344,723 371,999
Depreciation and amortization 602,332 614,974
Research and development 157,000 315,001
General and administrative expenses 2,053,797 4,717,881
Total operating expenses
3,157,852 6,091,855
Loss from operations (1,726,699) (4,196,867)
Other income/(expense):
Interest income and other 7,045 7,378
Other income, net 148,949 -
Interest expense (499,172) (307,367)
Subtotal (343,178) (299,989)
Net Loss before income taxes (2,069,877) (4,496,856)
Income tax provision - -
Net loss available to common
stockholders $(2,069,877) $(4,496,856)
Loss per share
Weighted-average common
Shares outstanding - basic and diluted 6,038,498,957 5,773,335,291
Loss per share – basic and diluted $(0.00) $(0.001)
The accompanying notes are an integral part of these financial statements.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Cash-flow operating components reconcile to outflow$3,470,668; investing outflow$6,000 plus financing inflow$115,000 give cash decline$3,361
Cash-flow operating components reconcile to outflow$3,470,668; investing outflow$6,000 plus financing inflow$115,000 give cash decline$3,361,668, reconciling$4,952,219 to$1,590,551. The statement separately reports$20,000 interest paid, $280,500 debt/interest conversion and$132,000 accrued interest converted to related-party notes. Noncash conversion is not financing cash received.
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Cyberlux Corporation and Subsidiary
Condensed Consolidated Statement of Cash Flows
Quarters ended March 31, 2025 and 2024(Unaudited)
2025 2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss available to common stockholders $ (2,069,877) $ (4,496,856)
Adjustments to reconcile net income (loss) to cash flow from
operations
Issuance of common stock in exchange for services or to debtholders - 90,000
Noncash interest expense 62,500 62,500
Other non-cash items (361,254) -
Amortization and depreciation 602,332 615,537
Changes in assets and liabilities
Accounts receivable 784,521 504,204
Inventories (807,000) (443,976)
Prepaid expenses 475,000 (2,440)
Right of use asset 43,414 42,000
Accounts payable (1,126,580) 178,883
Accrued liabilities 413,936 420,350
Customer deposits (1,829,000) 35,828
Lease liabilities and other (210,084) 147,611
Accrued interest 551,424 175,836
Net cash provided by (used in) operating activities (3,470,668) (2,670,523)
CASH FLOWS FROM
INVESTING ACTIVITIES:
Expenditures for fixed assets (6,000) -
Net cash used in investing activities (6,000) -
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds (payments) from borrowings (25,000) 100,000
Net proceeds (payments) from notes payable, related parties 140,000 -
Net cash provided by (used in) financing activities 115,000 100,000
Net increase (decrease) in cash and cash equivalents (3,361,668) (2,570,523)
Cash and cash equivalents at beginning of period 4,952,219 3,198,280
Cash and cash equivalents at end of period $1,590,551 $627,757
SUPPLEMENTAL DISCLOSURES:
Interest paid $20,000 -
NON-CASH ACTIVITIES:
Conversion of Debt and accrued interest for common stock $280,500 1,654,685
Conversion of accrued interest to notes payable – related parties $132,000 -
The accompanying notes are an integral part of these financial statements.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Equity roll-forward visibly prints169,256,295 new shares and6,162,620,240 ending shares,90 above the main count. It prints ending APIC$19,88
Equity roll-forward visibly prints169,256,295 new shares and6,162,620,240 ending shares,90 above the main count. It prints ending APIC$19,889,914 versus balance-sheet$21,672,881 and deficit$18,010,686 versus$17,910,686, without a reconciling movement. NoteG reports$284,750 debt/interest converted versus cash-flow$280,500, a$4,250 difference. The roll-forward also contains malformed2024 loss/total entries. These are source inconsistencies requiring ledger/revised-filing reconciliation, not OCR corrections or proof of fraud.
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Cyberlux Corporation and Subsidiary
Condensed Consolidated Balance Sheet
March 31, 2025 and December 31, 2024 (Unaudited)
March 31, 2025 December 31, 2024
Assets
Current assets:
Cash and cash equivalents $1,590,551 $4,952,219
Accounts receivable, net of allowance for doubtful accounts 4,141,366 4,925,887
Inventory 16,595,873 15,788,873
Other current assets 702,000 1,177,000
Total current assets 23,029,790 26,843,979
Other Assets:
Property and equipment, net of accumulated depreciation 443,460 496,792
Right of use asset, net 1,075,076 1,118,490
Intangible assets, net of accumulated amortization 7,829,722 8,371,722
Other investment 200,000 200,000
Total Assets $32,578,048 $37,030,983
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $2,845,001 $3,971,581
Accrued interest 3,110,122 2,781,198
Borrowings under line of credit 6,950,000 6,950,000
Notes payable, related parties 2,623,756 2,516,756
Notes payable, non-related parties 5,618,435 5,918,435
Datron acquisition notes payable, net of discount 3,854,167 3,791,667
Liability for common stock to be issued 10,000 10,000
Customer deposits 76,000 1,905,000
Accrued liabilities 24,197,194 23,783,268
Total current liabilities 49,284,675 51,627,905
Long-term liabilities:
Lease liabilities and other 1,204,059 1,413,143
Total long-term liabilities 1,204,059 1,413,143
Commitments and contingencies
Stockholders’ deficit:
Class A Preferred shares, 0 shares issued and outstanding as of
March 31, 2025 and December 31, 2024 - -
Class B Preferred shares, 86,000,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 147,000 147,000
Class C Preferred shares, 150,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 150 150
Common stock, $0.001 par value, 7 billion shares authorized,
6,162,620,150 and 5,993,363,945 shares issued and outstanding
As of March 31, 2025 and December 31, 2024, respectively. 7,819,275 7,650,019
Treasury stock (1,181,000) (1,181,000)
Additional paid-in capital 21,672,881 21,672,881
Accumulated deficit (46,368,992) (44,299,115)
Deficiency in stockholders’ equity (17,910,686) (16,010,065)
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Policies include estimates, no receivable credit-loss allowance, inventory obsolescence, point-in-time revenue based on satisfied performanc
Policies include estimates, no receivable credit-loss allowance, inventory obsolescence, point-in-time revenue based on satisfied performance obligations/control, expense treatment of R&D, fair-value hierarchy, share compensation, tax valuation and antidilutive share exclusions. Described policies do not prove correct application to specific transactions. Inventory components less$1,405,000 allowance reconcile to$16,595,873.
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Principles of consolidation
The accompanying consolidated financial statements and related notes to the consolidated financial
statements include the accounts of the Company and its wholly owned subsidiar y. All significant
intercompany balances and transactions have been eliminated in consolidation.
Use of estimates
In preparing the Company ’s financial statements in conformity with GAAP, management is required to
make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of
contingent assets and liabilities at the date of the financial statements , as well as the reported amounts of
revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and cash equivalents
The Company considers all highly liquid debt instruments purchased with a maturity date of six months or
less to be cash equivalents.
Accounts receivable
Accounts receivable balances are predominantly comprised of amounts currently due from customers .
Accounts receivable are presented on our consolidated balance sheets net of the allowance for credit losses.
The Company uses judgment in estimating this allowance and considers historical collections, current credit
status, or contractual provisions, fo llowing the provisions of Accounting Standards Update (“ASU”)
No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on
Financial Instruments. No allowance for credit losses was required at March 31, 2025 and December 31,
2024.
Concentrations of Credit Risk
Financial instruments and related items which potentially subject the Company to concentrations of credit
risk consist primarily of cash, cash equivalents and trade receivables. The Company places its cash and
temporary cash investments with credit quality institutions. At times, such holdings may be more than the
FDIC insurance limit. At March 31, 2025 and December 31, 2024, the Company did not have a significant
allowance for doubtful receivables.
Inventories
Inventories are stated at the lower of cost or market determined by the average cost method. The Company
provides inventory allowances based on estimates of obsolete inventories. Inventories consist of finished
products available for sale to distributors and customers as well as raw material s. The work in progress
inventory at March 31, 2025 and 2024 primarily relates to the products being built for the DoD as noted in
Note A1 above.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Net property/equipment$443,460 and intangibles$7,829,722 are reported. Datron acquisition consideration totals$10.5m: $3m cash, two$2m notes
Net property/equipment$443,460 and intangibles$7,829,722 are reported. Datron acquisition consideration totals$10.5m: $3m cash, two$2m notes and cancellation of$3.5m advance. Issuer says purchase-price allocation/valuation remains incomplete, expects completion during2025, and allocates about$10.4m to technology amortised over five years. Note terms and discount are distinct from independent valuation or current sale value.
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with income taxes, the interest and the penalties will be expensed within the general and administrative
expenses category in the accompanying consolidated statement of operations.
Net income (loss) per share
Basic net income ( loss) per share is computed by dividing net income ( loss) available to common
stockholders by the weighted average number of common shares outstanding during the period. Diluted net
loss per share is computed by dividing net loss by the sum of the weighted average number of common
shares outstanding , including common stock equivalents, during the period. For periods in which the
Company reports a net loss, diluted net loss per share is the same as basic net loss per share.
For the quarters ended March 31, 2025 and 2024, the number of shares excluded from diluted net loss per
share included approximately 1.6 billion shares of common shares which would be issued upon the
conversion of notes payable and approximately 17.2 billion shares which would be issued upon the
conversion of preferred stock based upon the conversion rates in effect on March 31, 2025 and 2024 – see
Note H. The shares issuable upon conversion of notes payable and preferred stock are not included in the
denominator since their inclusion would be anti-dilutive.
Reclassification
Certain reclassifications have been made in prior year ’s financial statements to conform to classifications
used in the current year.
NOTE D - PROPERTY, PLANT, AND EQUIPMENT
Property, plant, and equipment at March 31, 2025 and December 31. 2024 are as follows:
March 2025 December 2024
Furniture and fixtures $ 932,599 $ 932,599
Machinery and equipment 6,691,023 6,691,023
Leasehold improvements 618,989 618,989
Vehicles 218,000 218,000
Subtotal 8,460,611 8,460,611
Less: accumulated depreciation (8,017,151) (7,963,819)
$ 443,460 $ 496,792
During the quarters ended March 31, 2025 and 2024, depreciation expense charged to operations was
approximately $53,000 and $95,000, respectively.
NOTE E – INTANGIBLE ASSETS
Intangible assets at March 31, 2025 and December 31, 2024 are as follows:
March 2025 December 2024
Patents $ 469,783 $ 469,783
Technology 10,663,000 10,663,000
Total 11,132,783 11,132,783
Less: accumulated depreciation (3,303,061) (2,761,061)
$ 7,829,722 $ 8,371,722
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Accrued liabilities$24,197,194 comprise payroll/taxes$2,039,410, vendors$18,272,711, income taxes$1,358,073 and commissions$2,527,000. Nonre
Accrued liabilities$24,197,194 comprise payroll/taxes$2,039,410, vendors$18,272,711, income taxes$1,358,073 and commissions$2,527,000. Nonrelated short-term notes total$5,618,435; related-party principal$2,623,756 is separately itemised at10%, generally without scheduled repayment. These liabilities are accounting categories, not an adjudicated creditor-priority schedule.
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During the quarters ended March 31, 2025 and 202 4, amortization expense charged to operations was
approximately $542,000 and $520,000, respectively. During 2023 and 2024, certain fully amortized patents
and technology intangible assets were written off. Annual amortization expense of intangibles will
approximate $2,100,000 for each of the next 3.7 years.
Acquisition of Datron
On September 16, 2023, the Company acquired 100% of the outstanding stock of Datron World
Communications, Inc. (“Datron”), a provider of communications solutions to government, militaries, and
industrial users globally. The purchase price consisted of the payment of $3.0 million at closing, issuance
of a $2.0 million note payable (1st note), the issuance of a $2.0 million n ote payable (2nd note) and the
cancellation of a $3.5 million advance previously made to Datron.
The 1st note payable bears interest at 3% per annum and is due September 2026. The holder can
elect to convert the note into shares of common stock at 90% of the VWAP after September 2024.
The 2nd note payable bears interest at 5% per annum and is due September 2026. The holder can
elect to convert the note into shares of common stock at 85% of the VWAP after September 2024.
The acquisition was accounted for as an acquisition of a business, and the purchase price of approximately
$10.5 million was allocated to net operating assets of $ 0.1 million and the remaining $ 10.4 million was
allocated to technology based intangible assets, which will be amortized over 5 years. The Company has
not yet completed the purchase price allocation and valuation of the identifiable intangible assets as required
by ASC 805, but expects to have it completed during 2025.
Datron had significant deferred tax assets as a result of net operating loss carryforwards and certain timing
assets which exceeded the deferred tax liability which would have been record as a result of the basis
difference in the intangible assets resulting from the acquisition . No net deferred tax assets or liabilities
were recognized from the acquisition – See Note N.
NOTE F- ACCRUED EXPENSES
Current liabilities as of March 31, 2025 and December 31, 2024are as follows:
March 2025 December 2024
Accrued payroll, payroll taxes and other $2,039,410 $
$1,942,410
Accrued vendors 18,272,711 17,941,784
Accrued income taxes 1,358,073 1,358,073
Commissions payable 2,527,000 2,541,000
Total $24,197,194 $ $23,783,268
NOTE G – NOTES PAYABLE
The Company has borrowed money from affiliates and non-affiliates over the past few years. The Company
has also settled certain obligations through the issuance of promissory notes and settled certain past due
notes payable through cash payments or equity issuances. During the quarter ended March 31, 2025, notes
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Grady quotes the enlarged $12.3m facility and obligation to remit customer proceeds, then infers approximately $5m additional factoring and
Grady quotes the enlarged $12.3m facility and obligation to remit customer proceeds, then infers approximately $5m additional factoring and argues asset dissipation warrants a receiver. He expressly says how much additional borrowing was received is unknown, and places anticipated HII proceeds over$20m on information and belief. The letter does not establish actual additional draw, receipt or improper purpose.
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SHAWN M. GRADY
Direct (832) 692-4542
shawn@gradycollectionlaw.com
2100 West Loop South, Suite 805 • Houston, Texas 77027 • (832) 692-4542
www.gradycollectionlaw.com
May 19, 2025
Honorable Judge Michael Gomez
129th Judicial District Court
Harris County, Texas
Cause No. 2024-48085, Atlantic Wave Holdings, LLC and Secure Community, LLC vs.
Cyberlux Corporation and Mark D. Schmidt, individually; In the 129th Judicial
District Court, Harris County, Texas
Dear Judge Gomez:
I write to provide a supplemental update to our letter to the Court dated May 15, 2025. Late in the
day on May 15, 2025 Judgement Debtors filed their Q1 2025 financial disclosure, a copy of which
I have attached. (See Attached Exhibit 1)
In their disclosure they state:
"In April 2025, the Company amended its line of credit increasing the limit under the
agreement to $12.3 million and extending the term through July 2025" Page 46, Annual Report
For the quarter ending March 31, 2025 (attached).
and:
"Payments received from customers under these specific purchase orders are required to
be remitted to the lender." Page 44, Note M, Annual Report For the quarter ending March 31,
2025 (attached).
A few weeks ago in April, after Judgement Debtors removed this matter for the second time, it
appears Judgment Debtors again factored their receivable from Hunting Ingals Industries (HII) for
an approximate additional $5,000,000. This A/R has been at the center of the current collection
litigation. Upon information and belief, Judgment Debtors will be receiving a payment in excess
of $20,000,000 from HII any day now as a result of a Settlement Agreement between Judgement
Debtors and HI I, signed on February 27, 2025. Also, their disclosure statement states they are
paying a "default interest rate", which will further reduce the amount of the settlement payment.
It is not known how much of this additional loan Judgement Debtors have received as yet.
As the Court may recall, Judgment Creditors believed and were concerned Judgment Debtors
would attempt to further remove assets from the reach of their Creditors. Specifically, Judgment
Debtors had, during the collection’s litigation, factored receivables in an attempt to place those
funds out of reach of Judgement Creditors. We now learn they have done this once again.
5/19/2025 1:15 PM
Marilyn Burgess - District Clerk Harris County
Envelope No. 100997993
By: Shanelle Taylor
Filed: 5/19/2025 1:15 PM
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
Lease note reports$1,204,059 present-value liability and11.75% discount; tax note reports about$26m NOLs, full deferred-tax valuation allowance and no formal ownership-change analysis despite possible limits. Financial/tax estimates and no-uncertainty assertions do not establish tax availability or legal compliance.
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December 31, 2024, the liquidation preference of the Series B is approximately $29 5 million and $292.4
million, respectively, including dividends in arrears.
Upon any liquidation, dissolution or winding up of the Company, whether voluntary or involuntary, and
after payment of any senior liquidation preferences of any series of Preferred Stock, and before any
distribution or payment is made with respect to any common stock, holders of each share of the Series B
shall be entitled to be paid an amount equal in the greater of (a) the face value denominated thereon subject
to adjustment for stock splits, stock dividends, reorganizations, reclassification or other similar events plus,
in the case of each share, an amount equal to all dividends accrued or declared but unpaid thereon, computed
to the date payment thereof is made available, or (b) such amount per share of the Series B immediately
prior to such liquidation, dissolution or winding up, or (c) the liquidation preference of $1.00 per share, and
the holders of the Series B shall not be entitled to any further payment.
Series C - Convertible Preferred stock
On November 13, 2006, the Company filed a Certificate of Designation creating a Series C Convertible
Preferred Stock classification for 100,000 shares. This was subsequently amended on January 11, 2007 to
allow the issuance of 150,000 shares.
The shares of the Series C are non-voting and convertible, at the option of the holder, into common shares
after one year from issuance. The number of common shares to be issued per Series C share is calculated
by dividing $25.20 by the 10 DMA (daily moving average), adjusted for the 200:1 reverse split effected in
2010. That formula computes as: ($25.20/10DMA)/200. Neither of the Series C shareholders have exercised
their conversion right and there are 150,000 Series C shares issued and outstanding on March 31, 2025 and
December 31, 2024.
The holders of record of the Series C shall be entitled to receive cumulative dividends at the rate of five
percent per annum (5%), compounded quarterly, on the face value ($25.00 per share) when, if and as
declared by the Board of Directors, if ever. All dividends, when paid, shall be payable in cash, or at the
option of the Company, in shares of the Company ’s common stock. Dividends on shares of the Series C
that have not been redeemed shall be payable quarterly in arrears, when, if and as declared by the Board of
Directors, if ever, at the time of conversion. These dividends are not recorded until declared b y the
Company. As of December 31, 2023, no dividends have been declared. As of March 31, 2025 and December
31, 2024, the liquidation preference of the Series C is approximately $3. 6 million, and $3. 6 million,
respectively, including dividends in arrears.
NOTE I - RELATED PARTY TRANSACTIONS
The Company has borrowed money from related parties from time to time – See Note G. At March 31,
2025 and December 31, 2024, the Company had amounts due to related party noteholders and shareholders
of approximately $4,100,000 and $4,000,000, respectively.
NOTE J – LEASES
The Company leases facilities under operating leases with expiration dates at December 31, 2026 and
November 30, 2025. Combined monthly rent is approximately $96,000 for such facilities.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Schmidt and Downing certify review, absence of material misleading statements and fair presentation based on their knowledge onMay15,2025. T
Schmidt and Downing certify review, absence of material misleading statements and fair presentation based on their knowledge onMay15,2025. The certifications accompany the visible numerical inconsistencies; certification is attributable assurance, not an independent audit or a finding of knowing misstatement.
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In April 2025, the Company amended its line of credit increasing the limit under the agreement to $12.3
million and extending the term through July 2025.
Issuer Certification
Principal Executive Officer:
The issuer shall include certifications by the chief executive officer and chief financial officer of
the issuer (or any other persons with different titles but having the same responsibilities) in each
Quarterly Report or Annual Report.
The certifications shall follow the format below:
I, Mark D. Schmidt, certify that:
1. I have reviewed this Disclosure Statement for Cyberlux Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misle ading
with respect to the period covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information
included or incorporated by reference in this disclosure statement, fairly present in all
material respects the financial condition, results of operations and cash flows of th e
issuer as of, and for, the periods presented in this disclosure statement.
5/15/2025
/s/ Mark D. Schmidt
Principal Financial Officer:
I, David D. Downing certify that:
1. I have reviewed this Disclosure Statement for Cyberlux Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misle ading
with respect to the period covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information
included or incorporated by reference in this disclosure statement, fairly present in all
material respects the financial condition, results of operations and cash flows of th e
issuer as of, and for, the periods presented in this disclosure statement.
5/15/2025
/s/ David Downing
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Issuer Note M reports a facility of up to$7m, $6.95m borrowed in2024 and unchanged on March31 balance sheet, secured by purchase-order recei
Issuer Note M reports a facility of up to$7m, $6.95m borrowed in2024 and unchanged on March31 balance sheet, secured by purchase-order receivables, inventory and related assets, with customer proceeds required to be remitted to lender. It prints interest at US prime plus0.0164% without clarifying frequency, approximately$521,000 accrued interest and $253,000 quarter expense. It acknowledges March maturity/default and continuing default interest despite April extension to July28 and increased $12.3m limit. A higher limit is not a new draw.
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Cyberlux Corporation and Subsidiary
Condensed Consolidated Balance Sheet
March 31, 2025 and December 31, 2024 (Unaudited)
March 31, 2025 December 31, 2024
Assets
Current assets:
Cash and cash equivalents $1,590,551 $4,952,219
Accounts receivable, net of allowance for doubtful accounts 4,141,366 4,925,887
Inventory 16,595,873 15,788,873
Other current assets 702,000 1,177,000
Total current assets 23,029,790 26,843,979
Other Assets:
Property and equipment, net of accumulated depreciation 443,460 496,792
Right of use asset, net 1,075,076 1,118,490
Intangible assets, net of accumulated amortization 7,829,722 8,371,722
Other investment 200,000 200,000
Total Assets $32,578,048 $37,030,983
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $2,845,001 $3,971,581
Accrued interest 3,110,122 2,781,198
Borrowings under line of credit 6,950,000 6,950,000
Notes payable, related parties 2,623,756 2,516,756
Notes payable, non-related parties 5,618,435 5,918,435
Datron acquisition notes payable, net of discount 3,854,167 3,791,667
Liability for common stock to be issued 10,000 10,000
Customer deposits 76,000 1,905,000
Accrued liabilities 24,197,194 23,783,268
Total current liabilities 49,284,675 51,627,905
Long-term liabilities:
Lease liabilities and other 1,204,059 1,413,143
Total long-term liabilities 1,204,059 1,413,143
Commitments and contingencies
Stockholders’ deficit:
Class A Preferred shares, 0 shares issued and outstanding as of
March 31, 2025 and December 31, 2024 - -
Class B Preferred shares, 86,000,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 147,000 147,000
Class C Preferred shares, 150,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 150 150
Common stock, $0.001 par value, 7 billion shares authorized,
6,162,620,150 and 5,993,363,945 shares issued and outstanding
As of March 31, 2025 and December 31, 2024, respectively. 7,819,275 7,650,019
Treasury stock (1,181,000) (1,181,000)
Additional paid-in capital 21,672,881 21,672,881
Accumulated deficit (46,368,992) (44,299,115)
Deficiency in stockholders’ equity (17,910,686) (16,010,065)
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
The issuer reports6,162,620,150 common shares versus5,993,363,945 at year end, a169,256,205 increase matching the five Q1 issuance rows. It
The issuer reports6,162,620,150 common shares versus5,993,363,945 at year end, a169,256,205 increase matching the five Q1 issuance rows. It reports7bn authorised common,86m Series B and150,000 Series C. Convertible notes and preferred conversion potential are distinct from issued shares and should not be counted as current issuance.
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Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Cyberlux Corporation
800 Park Offices Drive, Suite 3209
Research Triangle, NC 27709
_______________________________
984-363-6894
www.cyberlux.com
info@cyberlux.com
Annual Report
For the quarter ending March 31, 2025 (the “Reporting Period”)
Outstanding Shares
The number of shares outstanding of our Common Stock was:
6,162,620,150 as of March 31, 2025 (Current Reporting Period Date or More Recent Date)
5,993,363,945 as of December 31, 2024 (Most Recently Completed Fiscal Year End)
Shell Status
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the
Securities Act of 1933, Rule 12b-2 of the Exchange Act of 1934 and Rule 15c2-11 of the
Exchange Act of 1934):
Yes: ☐ No: ☒
Indicate by check mark whether the company’s shell status has changed since the previous
reporting period:
Yes: ☐ No: ☒
Change in Control
Indicate by check mark whether a Change in Control4 of the company has occurred during this
reporting period:
Yes: ☐ No: ☒
4 “Change in Control” shall mean any events resulting in:
(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of the Exchange Act), directly or
indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by th e Company’s then outstanding voting securities;
(ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company ’s assets;
(iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such
change; or
(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the
Company outstanding immediately prior thereto continuing to represent (eit her by remaining outstanding or by being converted into voting securities of the surviving entity or its
parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such su rviving entity or its pare nt outstanding immediately after
such merger or consolidation.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
Detailed issuance and convertible-debt schedules identify debt conversions, employment/consulting awards, acquisitions, advisory compensation and preferred voting-control incentives. Hayek conversion shares are stated assigned to Fly Rite. RB notes are subject to litigation/settlement talks. These are issuer records, not independent proof of consideration, beneficial ownership or actual transfer-agent execution.
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Shares Outstanding Opening Balance:
Date 12/31/2022 Common: 5,787,666,363
Preferred: A: 26.9806*
B: 70,500,000
C: 150,000
Right-click the rows below and select “Insert” to add rows as needed.
Date of
Transaction
Transaction
type (e.g.,
new
issuance,
cancellation
shares
returned to
treasury)
Number of
Shares Issued
(or cancelled)
Class of
Securities
Value of
shares
issued
($/per
share) at
Issuance
Were the
shares
issued at
a discount
to market
price at
the time
of
issuance?
(Yes/No)
Individual/
Entity Shares
were issued to.
***You must
disclose the
control
person(s) for
any entities
listed.
Reason for
share issuance
(e.g., for cash or
debt
conversion) -
OR-
Nature of
Services
Provided
Restricted or
Unrestricted
as of this
filing.
Exemp
tion or
Registr
ation
Type.
3/7/2025 New 21,153,846 Common $0.0013 No Jeryl S Rawls
Revocable
Trust
Conversion of
debt and
accrued interest
Restricted 4(a)(2)
3/7/2025 New 48,076,923 Common $0.0013 No Giorgios
Bakatasias
Conversion of
debt and
accrued interest
Restricted 4(a)(2)
3/7/2025 New 62,500,000 Common $0.0010 No Fly-Rite LLC Conversion of
debt and
accrued interest
Restricted 4(a)(2)
1/17/2025 New 10,781,250 Common $0.0016 No John W Dixon Conversion of
debt and
accrued interest
Restricted 4(a)(2)
1/17/2025 New 26,744,186 Common $0.0043 No Andras
Forgacs
Conversion of
debt and
accrued interest
Restricted 4(a)(2)
12/09/2024 New 47,619,048 Common $0.0021 No Christopher
Whitehead
Conversion of
debt and
accrued interest
Restricted 4(a)(2)
05/08/2024 New 645
Common $0.001 Yes John G. Hule Conversion of
Series A
Preferred
Restricted 4(a)(2)
05/08/2024 New 750
Common $0.001 Yes Ward I.
Snyder
Conversion of
Series A
Preferred
Restricted 4(a)(2)
05/08/2024 New 350
Common $0.001 Yes Charles
O’Brien
Conversion of
Series A
Preferred
Restricted 4(a)(2)
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
The issuer describes Series B200:1 voting/conversion and Series C nonvoting formula, Schmidt holding47m Series B or54.65% of that class, and
The issuer describes Series B200:1 voting/conversion and Series C nonvoting formula, Schmidt holding47m Series B or54.65% of that class, and other officers/control persons. It expressly says required common-share reserves for preferred conversion are not being observed. NoteH reports about$295m Series B and$3.6m Series C liquidation preferences; these are preferences described, not cash liabilities due immediately or realisable value. Approximately17.2bn preferred-conversion shares are excluded as antidilutive.
Read the anchor · page 7
Page 4 of 46
Exact title and class of the security: Series C Convertible Preferred Stock
Par or stated value: $0.001
Total shares authorized: 150,000 as of date: March 31, 2025
Total shares outstanding: 150,000 as of date: March 31, 2025
Total number of shareholders of record: 2 as of date: March 31, 2025
Please provide the above-referenced information for all other classes of authorized or outstanding
equity securities.
Security Description:
The goal of this section is to provide a clear understanding of the material rights and privileges of
the securities issued by the company. Please provide the below information for each class of the
company’s equity securities, as applicable:
1. For common equity, describe any dividend, voting and preemption rights.
No special rights attach to the Common Stock.
2. For preferred stock, describe the dividend, voting, conversion, and liquidation rights as well
as redemption or sinking fund provisions.
Series A Convertible Preferred Stock: Effective November 27, 2024, t he
Company filed a Certificate of Withdrawal of the Certificate of Designation.
Consequently, the Company no longer has a Series A Preferred Stock.
Series B Convertible Preferred Stock (Series B).
Dividends. None declared by the Board of Directors. If the Board declared a
dividend, it would be paid in Common Stock on a semi-annual basis.
Voting rights. The Certificate of Designation for the Series B originally provided
for voting rights of 10 votes per Series B Preferred share. In 2010, the Board of
Directors of the Company voted to amend the Certificate of Designations to provide
for 200 votes per Series B share.
Conversion. The Certificate of Designation for the Series B originally provided that
each Series B share was convertible into 10 shares of Common Stock, subject to
certain anti-dilution adjustments. In 2010, the Board of Directors of the Company
voted to amend the Certificate of Designation to provide for conversion of each share
of Series B into 200 shares of the Company’s Common Stock.
Liquidation. The Certificate of Designation for the Series B provides that upon any
liquidation, dissolution or winding up of the Company, whether voluntary or
involuntary, and after payment of any senior liquidation preferences of any series of
Preferred Stock and before any distribution or payment is made with respect to any
Common Stock, holders of each Series B share shall be entitled to be paid an amount
equal in the greater of (a) the face value denominated thereon subject to adjustment
for stock spli ts, stock dividends, reorganizations, reclassification or other similar
events plus, in the case of each share, an amount equal to all dividends accrued (at a
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Subsequent-events text reports return of62.5m Roman and41.7m Rosewood shares, commitment to issue240m shares to Assure Global, and approxima
Subsequent-events text reports return of62.5m Roman and41.7m Rosewood shares, commitment to issue240m shares to Assure Global, and approximately$2.5m settlement of principal/interest and related claims. It prints net incremental issuance135,800 shares; the stated inputs calculate135,800,000. The visible three-order-of-magnitude discrepancy is preserved, not silently repaired.
Read the anchor · page 14
Page 11 of 46
Example: A company with a fiscal year end of December 31st 2024, in addressing this item for its Annual
Report, would include any events that resulted in changes to any class of its outstanding shares from the
period beginning on January 1, 2023 through December 31, 2024 pursuant to the tabular format above.
Any additional material details, including footnotes to the table are below:
Subsequent Events. Pursuant to a settlement agreement among the Company, Roman Investments PR,
LLC, Rosewood Theater LLC, and related parties, on or about April 10, 2025, (a) Roman Investments
PR, LLC returned 62,500,000 shares of Common Stock and (b) Rosewood Theater LLC returned
41,700,000 shares of Common Stock to the Company’s Treasury in respect of convertible notes
heretofore converted but as to which notices of conversion had not been provided. In connection with
the same settlement, the Company has agreed to issue 240,000,000 restricted shares of Common Stock
to Assure Global LLC, being a net incremental issuance of 135,800 shares of Common Stock.
B) Convertible Debt
The following is a complete list of the Company’s Convertible Debt which includes all
promissory notes, convertible notes, convertible debentures, or any other debt instruments
convertible into a class of the issuer ’s equity securities . The table includes all issued or
outstanding convertible debt at any time during the last complete fiscal year and any interim
period between the last fiscal year end and the date of this Certification.
☐ Check this box to confirm the Company had no Convertible Debt issued or outstanding
at any point during this period.
Agreement
Terms
01/20/2023 New 5,000,000 Common 0.001 Yes Bernard Bell Stock Purchase
Agreement
Restricted 4(a)(2)
01/20/2023 New 30,000,000 Series B 0.001 Yes Montague
Capital
Partners LLC/
Denis Kalenja
Stock Purchase
Agreement
Restricted 4(a)(2)
01/19/2023 Return to
Treasury
-7,200,000 Series B 0.001 Yes Returned
Executive
Mgmt Stock /
David
Downing
Outstanding
Series B Share
Reduction
Restricted 4(a)(2)
Shares Outstanding on Date of This Report:
Ending Balance:
Date 03/31/25 Common: 6,162,620,150
Preferred: A: 0
B: 86,000,000
C: 150,000
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Management presents UAS, Datron communications and GIS opportunities, approximately$45m backlog, Datron over$36m pipeline, ILS contract$22.7
Management presents UAS, Datron communications and GIS opportunities, approximately$45m backlog, Datron over$36m pipeline, ILS contract$22.7m with$19.9m fulfilled inQ4, and prospective funding decisions. Its operational, NDAA-compliance and autonomy/EW capability claims are issuer representations without qualification tests or acceptance records. Blue List status is described as a goal, not attained certification. No weapons construction or optimisation is inferred.
Read the anchor · page 17
Page 14 of 46
09/13/2023 2,000,000 2,154,589 09/13/2026 85% of 15 Day
VWAP
0 689,823,890 Datron Holdings,
Inc.
Arthur Barter
Acquisition
note
06/13/2024 100,000 102,450 06/13/2026 $0.0019 Conversion
per share
0 53,921,052 John W. Dixon
FLP
Loan
Any additional material details, including footnotes to the table are below:
* Interest accrued from date of funding, which, in some cases, post-date note issuance dates.
** Hayek Ventures, LLC assigned its shares upon conversion of the convertible note reflected above to Fly Rite
LLC.
*** The outstanding convertible notes issued to RB Capital Partners, Inc. are the subject of current litigation. The
parties are in settlement negotiations, and believe that they have an agreement in principle, which is being
finalized. [The settlement contemplates outstanding notes being paid in cash.]
3) Issuer’s Business, Products and Services
The purpose of this section is to provide a clear description of the issuer’s current operations.
Ensure that these descriptions are updated on the Company’s Profile on www.OTCMarkets.com.
A. Summarize the issuer’s business operations (If the issuer does not have current
operations, state “no operations”)
Founded in 2000, Cyberlux Corporation is a Defense Industry technology solutions company
comprised of three primary business units: Unmanned Aircraft Solutions (UAS), Datron
Military Communications (DMC), and Global Integration Services (GIS). The Company
generates revenues from the sale of products and services through its Business Units.
During 2025, the Company is pursuing additional global opportunities related to each of its
business units , including new opportunities in Ukraine with NATO -member security
assistance funding. As of March 31, 2025, Cyberlux ’s order backlog is approximately $45
million with a robust order pipeline, across the three business units.
Unmanned Aircraft Solutions Business Unit
Cyberlux Unmanned Aircraft Solutions (UAS) is an innovative leader in advanced Group 1,
Group 2, and Group 3 ‘vertical takeoff and landing’ (VTOL) drones and fixed wing
technology development, manufacturing, and sales. This business unit designs,
manufactures, and distributes its products and airframe systems to leading ‘first person
viewing’ (FPV) and military UAS pilots on a global basis, with sales to both U.S.
government agencies and allied nations through U.S. foreign military sales (FMS). Cyberlux
UAS offers its customers best-in-class products and comprehensive services to satisfy the
requirements of the global UAS military sector. The Cyberlux UAS team is widely
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
claimallegation
Issuer describes the$78.9m K8 subcontract, December22,2023 stop-work, May17,2024 termination notice, reversal inDecember2024 of part of prev
Issuer describes the$78.9m K8 subcontract, December22,2023 stop-work, May17,2024 termination notice, reversal inDecember2024 of part of previously recognised Q2/Q3 revenue, and February28,2025 modification/resumed shipments. It reports roughly$39m advances, $15m2023 shipments and$54m/$4m2024 quarterly recognition before reversal. These are accounting/contract-history representations, not proof of final government acceptance, successful field performance or cash entitlement.
Read the anchor · page 19
Page 16 of 46
For the quarter ended March 31, 2025 and as announced at Special Operations Forces
(SOF) Week, Cyberlux UAS completed the development of its new Group 1 rotary wing
UAS specifically tailored for the U.S. Special Operations community. This cutting-edge
platform is engineered to carry heavier payloads for longer durations, while maintaining
optimal performance in dense electronic warfare (EW) environments. In addition,
Cyberlux UAS and TrellisWare Technologies, Inc. formed a strategic partnership to
integrate TrellisWare’s new low-latency, anti-jam waveform for uncrewed systems into
Cyberlux’s latest heavy-lift Group 1 rotary-wing UAS platform. This partnership marks a
significant step forward in enabling First Person View (FPV) operations in contested
electromagnetic environments. Further, Cyberlux UAS advanced its efforts with OKSI
(Optical Knowledge Systems, Inc.) under a new strategic partnership to enhance UAS
operations in GPS- and radio frequency (RF)-denied environments. This collaboration
integrates OKSI’s cutting-edge OMNISCIENCE™ autonomy suite into Cyberlux’s latest
UAS platforms, delivering robust navigation and target acquisition capabilities without
reliance on traditional GPS or RF communications.
UAS Cyberlux K8 Contract
As background, when originally demonstrated in Ukraine in July of 2022, the K8 was
designed as a complementary product to the existing Ukrainian drone warfare doctrine. By
May 2024, the war environment had changed significantly. In fact, Cyberlux superseded its
original K8 drones with newer aircraft configurations The Ukrainian conflict continues to
drive the rapid evolution of the global UAS industry.
On August 29, 2023, Cyberlux Corporation’s UAS Business Unit was awarded a contract of
$78.9 million from its prime vendor Huntington Ingalls Industries (HII) to deliver Cyberlux
K8 Unmanned Aircraft Systems to the U.S. Government for deployment to the Ukr ainian
warfighter end -user. The Company produced a substantial number of the Cyberlux K8
systems under the terms of the contract during the fourth quarter of 2023.
On December 22, 2023, HII issued a Stop Work Order (SWO) requiring the Company to
pause Cyberlux K8 production. On May 17, 2024, Cyberlux was informed by HII, under
strict Non -Disclosure Agreement (NDA) requirements, that the U.S. government was
‘terminating for convenience’ their contract with HII for the Cyberlux K8 deliveries.
Because the Cyberlux subcontract with HII was a ‘firm fixed price, fixed quantity’ contract
under commercial terms, the contract went through the procurement resolution process
which will result in the delivery of all remaining related inventory and work-in-process.
On February 28, 2025, Cyberlux entered into a contract modification agreement to complete
the contract previously terminated for convenience, and shipments thereunder have resumed.
Datron Military Communications Business Unit
Datron World Communications, a wholly owned subsidiary of Cyberlux, is a world leader
in voice and data radio communications. Datron designs, manufactures, and distributes its
radio products and communications systems to leading government, military, and industrial
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
otherattribution
Issuer states customer payments under financed purchase orders must be remitted to the lender.
Read the anchor · page 30
Page 27 of 46
Cyberlux Corporation and Subsidiary
Condensed Consolidated Balance Sheet
March 31, 2025 and December 31, 2024 (Unaudited)
March 31, 2025 December 31, 2024
Assets
Current assets:
Cash and cash equivalents $1,590,551 $4,952,219
Accounts receivable, net of allowance for doubtful accounts 4,141,366 4,925,887
Inventory 16,595,873 15,788,873
Other current assets 702,000 1,177,000
Total current assets 23,029,790 26,843,979
Other Assets:
Property and equipment, net of accumulated depreciation 443,460 496,792
Right of use asset, net 1,075,076 1,118,490
Intangible assets, net of accumulated amortization 7,829,722 8,371,722
Other investment 200,000 200,000
Total Assets $32,578,048 $37,030,983
Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable $2,845,001 $3,971,581
Accrued interest 3,110,122 2,781,198
Borrowings under line of credit 6,950,000 6,950,000
Notes payable, related parties 2,623,756 2,516,756
Notes payable, non-related parties 5,618,435 5,918,435
Datron acquisition notes payable, net of discount 3,854,167 3,791,667
Liability for common stock to be issued 10,000 10,000
Customer deposits 76,000 1,905,000
Accrued liabilities 24,197,194 23,783,268
Total current liabilities 49,284,675 51,627,905
Long-term liabilities:
Lease liabilities and other 1,204,059 1,413,143
Total long-term liabilities 1,204,059 1,413,143
Commitments and contingencies
Stockholders’ deficit:
Class A Preferred shares, 0 shares issued and outstanding as of
March 31, 2025 and December 31, 2024 - -
Class B Preferred shares, 86,000,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 147,000 147,000
Class C Preferred shares, 150,000 shares issued and
outstanding as of March 31, 2025 and December 31, 2024 150 150
Common stock, $0.001 par value, 7 billion shares authorized,
6,162,620,150 and 5,993,363,945 shares issued and outstanding
As of March 31, 2025 and December 31, 2024, respectively. 7,819,275 7,650,019
Treasury stock (1,181,000) (1,181,000)
Additional paid-in capital 21,672,881 21,672,881
Accumulated deficit (46,368,992) (44,299,115)
Deficiency in stockholders’ equity (17,910,686) (16,010,065)
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Shawn M. Grady
Read the anchor · page 2
For the reasons within our May 15, 2025 letter and the additional information provided herein, we
respectfully ask that the Court enter the Order appointing Receiver to prevent Judgement Debtors
from further dissipating assets.
Yours very truly,
/s/ Shawn M. Grady
State Bar No. 24076411
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Roman Investments PR, LLC
Read the anchor · page 48
Page 45 of 46
NOTE N – INCOME TAXES
The Company had no significant current income taxes due in the three months ended March 31, 2025 and
2024 because of the losses generated in each period.
At December 31, 2024, the Company had Federal net operating loss (NOL) carryforwards of approximately
$26 million. The federal NOL carryforwards beg an to expire in 2024. Of the total Federal net operating
losses, the amounts incurred after 2017 of approximately $ 18 million will carry forward indefinitely.
Sections 382 and 383 of the Internal Revenue Code, and similar state regulations, contain provisions that
may limit the NOL carryforwards available to be used to offset income in any given year upon the
occurrence of certain events, including changes in the ownership interests of significant stockholders. In
the event of a cumulative change in ownership in excess of 50% over a three-year period, the amount of the
NOL carryforwards that the Company may utilize in any year may be limited. Although the Company has
not undertaken a formal analysis, an ownership change may have occurred prior to December 31, 202 4,
which would reduce the NOL available for use in future periods.
Deferred tax assets resulting from the net operating losses and certain temporary differences were partially
offset by a deferred tax liability resulting from a basis difference in the intangible assets of Datron. In
accordance with ASC 740, the Company re corded a valuation allowance to fully offset the gross deferred
tax asset because it is not "more likely than not" that the Company will realize future benefits associated
with these deferred tax assets at December 31, 2024.
Management has evaluated and concluded that there were no material uncertain tax positions requiring
recognition in the Company's financial statements as of March 31, 2025 or December 31, 202 4. The
Company does not expect any significant changes in its unrecognized tax benefits within twelve months of
the reporting date. No tax audits were commenced or were in process for the taxable periods that ended
March 31, 2025 or December 31, 2024. No tax related interest or penalties were incurred during the three
months ended March 31, 2025 or 2024.
NOTE O - SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date the consolidated financial statements were
available to be issued and determined that there have been no events that have occurred that would require
adjustments to our disclosures in the consolidated financial statements, except as noted below.
Pursuant to a settlement agreement among Cyberlux, Roman Investments PR, LLC, Rosewood Theater
LLC, and related parties, on or about April 10, 2025, (a) Roman Investments PR, LLC returned
62,500,000 shares and (b) Rosewood Theater LLC returned 41,700,000 shares of Common Stock to the
Company’s Treasury in respect of convertible notes heretofore converted but as to which notices of
conversion had not been provided and (c) the Company agreed to pay the outstanding principal and
interest, and settled other related party claims for approximately $2.5 million. In connection with the same
settlement, the Company has agreed to issue 240,000,000 restricted shares to Assure Global LLC,
reflecting a net incremental issuance of 135,800 shares of Common Stock.
Effective March 31, 2025, the line of credit (discussed in Note M, above) matured, and default interest
was imposed. In April 2025, the Company amended the agreement to, among other items, extend the term
through July 28, 2025, but the Company is incurring default interest through the term of such amendment.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Rosewood Theater LLC
Read the anchor · page 48
Page 45 of 46
NOTE N – INCOME TAXES
The Company had no significant current income taxes due in the three months ended March 31, 2025 and
2024 because of the losses generated in each period.
At December 31, 2024, the Company had Federal net operating loss (NOL) carryforwards of approximately
$26 million. The federal NOL carryforwards beg an to expire in 2024. Of the total Federal net operating
losses, the amounts incurred after 2017 of approximately $ 18 million will carry forward indefinitely.
Sections 382 and 383 of the Internal Revenue Code, and similar state regulations, contain provisions that
may limit the NOL carryforwards available to be used to offset income in any given year upon the
occurrence of certain events, including changes in the ownership interests of significant stockholders. In
the event of a cumulative change in ownership in excess of 50% over a three-year period, the amount of the
NOL carryforwards that the Company may utilize in any year may be limited. Although the Company has
not undertaken a formal analysis, an ownership change may have occurred prior to December 31, 202 4,
which would reduce the NOL available for use in future periods.
Deferred tax assets resulting from the net operating losses and certain temporary differences were partially
offset by a deferred tax liability resulting from a basis difference in the intangible assets of Datron. In
accordance with ASC 740, the Company re corded a valuation allowance to fully offset the gross deferred
tax asset because it is not "more likely than not" that the Company will realize future benefits associated
with these deferred tax assets at December 31, 2024.
Management has evaluated and concluded that there were no material uncertain tax positions requiring
recognition in the Company's financial statements as of March 31, 2025 or December 31, 202 4. The
Company does not expect any significant changes in its unrecognized tax benefits within twelve months of
the reporting date. No tax audits were commenced or were in process for the taxable periods that ended
March 31, 2025 or December 31, 2024. No tax related interest or penalties were incurred during the three
months ended March 31, 2025 or 2024.
NOTE O - SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date the consolidated financial statements were
available to be issued and determined that there have been no events that have occurred that would require
adjustments to our disclosures in the consolidated financial statements, except as noted below.
Pursuant to a settlement agreement among Cyberlux, Roman Investments PR, LLC, Rosewood Theater
LLC, and related parties, on or about April 10, 2025, (a) Roman Investments PR, LLC returned
62,500,000 shares and (b) Rosewood Theater LLC returned 41,700,000 shares of Common Stock to the
Company’s Treasury in respect of convertible notes heretofore converted but as to which notices of
conversion had not been provided and (c) the Company agreed to pay the outstanding principal and
interest, and settled other related party claims for approximately $2.5 million. In connection with the same
settlement, the Company has agreed to issue 240,000,000 restricted shares to Assure Global LLC,
reflecting a net incremental issuance of 135,800 shares of Common Stock.
Effective March 31, 2025, the line of credit (discussed in Note M, above) matured, and default interest
was imposed. In April 2025, the Company amended the agreement to, among other items, extend the term
through July 28, 2025, but the Company is incurring default interest through the term of such amendment.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Assure Global LLC
Read the anchor · page 48
Page 45 of 46
NOTE N – INCOME TAXES
The Company had no significant current income taxes due in the three months ended March 31, 2025 and
2024 because of the losses generated in each period.
At December 31, 2024, the Company had Federal net operating loss (NOL) carryforwards of approximately
$26 million. The federal NOL carryforwards beg an to expire in 2024. Of the total Federal net operating
losses, the amounts incurred after 2017 of approximately $ 18 million will carry forward indefinitely.
Sections 382 and 383 of the Internal Revenue Code, and similar state regulations, contain provisions that
may limit the NOL carryforwards available to be used to offset income in any given year upon the
occurrence of certain events, including changes in the ownership interests of significant stockholders. In
the event of a cumulative change in ownership in excess of 50% over a three-year period, the amount of the
NOL carryforwards that the Company may utilize in any year may be limited. Although the Company has
not undertaken a formal analysis, an ownership change may have occurred prior to December 31, 202 4,
which would reduce the NOL available for use in future periods.
Deferred tax assets resulting from the net operating losses and certain temporary differences were partially
offset by a deferred tax liability resulting from a basis difference in the intangible assets of Datron. In
accordance with ASC 740, the Company re corded a valuation allowance to fully offset the gross deferred
tax asset because it is not "more likely than not" that the Company will realize future benefits associated
with these deferred tax assets at December 31, 2024.
Management has evaluated and concluded that there were no material uncertain tax positions requiring
recognition in the Company's financial statements as of March 31, 2025 or December 31, 202 4. The
Company does not expect any significant changes in its unrecognized tax benefits within twelve months of
the reporting date. No tax audits were commenced or were in process for the taxable periods that ended
March 31, 2025 or December 31, 2024. No tax related interest or penalties were incurred during the three
months ended March 31, 2025 or 2024.
NOTE O - SUBSEQUENT EVENTS
The Company has evaluated subsequent events through the date the consolidated financial statements were
available to be issued and determined that there have been no events that have occurred that would require
adjustments to our disclosures in the consolidated financial statements, except as noted below.
Pursuant to a settlement agreement among Cyberlux, Roman Investments PR, LLC, Rosewood Theater
LLC, and related parties, on or about April 10, 2025, (a) Roman Investments PR, LLC returned
62,500,000 shares and (b) Rosewood Theater LLC returned 41,700,000 shares of Common Stock to the
Company’s Treasury in respect of convertible notes heretofore converted but as to which notices of
conversion had not been provided and (c) the Company agreed to pay the outstanding principal and
interest, and settled other related party claims for approximately $2.5 million. In connection with the same
settlement, the Company has agreed to issue 240,000,000 restricted shares to Assure Global LLC,
reflecting a net incremental issuance of 135,800 shares of Common Stock.
Effective March 31, 2025, the line of credit (discussed in Note M, above) matured, and default interest
was imposed. In April 2025, the Company amended the agreement to, among other items, extend the term
through July 28, 2025, but the Company is incurring default interest through the term of such amendment.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Michael Gomez
Read the anchor · page 1
SHAWN M. GRADY
Direct (832) 692-4542
shawn@gradycollectionlaw.com
2100 West Loop South, Suite 805 • Houston, Texas 77027 • (832) 692-4542
www.gradycollectionlaw.com
May 19, 2025
Honorable Judge Michael Gomez
129th Judicial District Court
Harris County, Texas
Cause No. 2024-48085, Atlantic Wave Holdings, LLC and Secure Community, LLC vs.
Cyberlux Corporation and Mark D. Schmidt, individually; In the 129th Judicial
District Court, Harris County, Texas
Dear Judge Gomez:
I write to provide a supplemental update to our letter to the Court dated May 15, 2025. Late in the
day on May 15, 2025 Judgement Debtors filed their Q1 2025 financial disclosure, a copy of which
I have attached. (See Attached Exhibit 1)
In their disclosure they state:
"In April 2025, the Company amended its line of credit increasing the limit under the
agreement to $12.3 million and extending the term through July 2025" Page 46, Annual Report
For the quarter ending March 31, 2025 (attached).
and:
"Payments received from customers under these specific purchase orders are required to
be remitted to the lender." Page 44, Note M, Annual Report For the quarter ending March 31,
2025 (attached).
A few weeks ago in April, after Judgement Debtors removed this matter for the second time, it
appears Judgment Debtors again factored their receivable from Hunting Ingals Industries (HII) for
an approximate additional $5,000,000. This A/R has been at the center of the current collection
litigation. Upon information and belief, Judgment Debtors will be receiving a payment in excess
of $20,000,000 from HII any day now as a result of a Settlement Agreement between Judgement
Debtors and HI I, signed on February 27, 2025. Also, their disclosure statement states they are
paying a "default interest rate", which will further reduce the amount of the settlement payment.
It is not known how much of this additional loan Judgement Debtors have received as yet.
As the Court may recall, Judgment Creditors believed and were concerned Judgment Debtors
would attempt to further remove assets from the reach of their Creditors. Specifically, Judgment
Debtors had, during the collection’s litigation, factored receivables in an attempt to place those
funds out of reach of Judgement Creditors. We now learn they have done this once again.
5/19/2025 1:15 PM
Marilyn Burgess - District Clerk Harris County
Envelope No. 100997993
By: Shanelle Taylor
Filed: 5/19/2025 1:15 PM
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Cyberlux Corporation
Read the anchor · page 4
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Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines
Cyberlux Corporation
800 Park Offices Drive, Suite 3209
Research Triangle, NC 27709
_______________________________
984-363-6894
www.cyberlux.com
info@cyberlux.com
Annual Report
For the quarter ending March 31, 2025 (the “Reporting Period”)
Outstanding Shares
The number of shares outstanding of our Common Stock was:
6,162,620,150 as of March 31, 2025 (Current Reporting Period Date or More Recent Date)
5,993,363,945 as of December 31, 2024 (Most Recently Completed Fiscal Year End)
Shell Status
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the
Securities Act of 1933, Rule 12b-2 of the Exchange Act of 1934 and Rule 15c2-11 of the
Exchange Act of 1934):
Yes: ☐ No: ☒
Indicate by check mark whether the company’s shell status has changed since the previous
reporting period:
Yes: ☐ No: ☒
Change in Control
Indicate by check mark whether a Change in Control4 of the company has occurred during this
reporting period:
Yes: ☐ No: ☒
4 “Change in Control” shall mean any events resulting in:
(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of the Exchange Act), directly or
indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by th e Company’s then outstanding voting securities;
(ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company ’s assets;
(iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such
change; or
(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the
Company outstanding immediately prior thereto continuing to represent (eit her by remaining outstanding or by being converted into voting securities of the surviving entity or its
parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such su rviving entity or its pare nt outstanding immediately after
such merger or consolidation.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Mark D. Schmidt
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In April 2025, the Company amended its line of credit increasing the limit under the agreement to $12.3
million and extending the term through July 2025.
Issuer Certification
Principal Executive Officer:
The issuer shall include certifications by the chief executive officer and chief financial officer of
the issuer (or any other persons with different titles but having the same responsibilities) in each
Quarterly Report or Annual Report.
The certifications shall follow the format below:
I, Mark D. Schmidt, certify that:
1. I have reviewed this Disclosure Statement for Cyberlux Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misle ading
with respect to the period covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information
included or incorporated by reference in this disclosure statement, fairly present in all
material respects the financial condition, results of operations and cash flows of th e
issuer as of, and for, the periods presented in this disclosure statement.
5/15/2025
/s/ Mark D. Schmidt
Principal Financial Officer:
I, David D. Downing certify that:
1. I have reviewed this Disclosure Statement for Cyberlux Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misle ading
with respect to the period covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information
included or incorporated by reference in this disclosure statement, fairly present in all
material respects the financial condition, results of operations and cash flows of th e
issuer as of, and for, the periods presented in this disclosure statement.
5/15/2025
/s/ David Downing
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
David D. Downing
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In April 2025, the Company amended its line of credit increasing the limit under the agreement to $12.3
million and extending the term through July 2025.
Issuer Certification
Principal Executive Officer:
The issuer shall include certifications by the chief executive officer and chief financial officer of
the issuer (or any other persons with different titles but having the same responsibilities) in each
Quarterly Report or Annual Report.
The certifications shall follow the format below:
I, Mark D. Schmidt, certify that:
1. I have reviewed this Disclosure Statement for Cyberlux Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misle ading
with respect to the period covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information
included or incorporated by reference in this disclosure statement, fairly present in all
material respects the financial condition, results of operations and cash flows of th e
issuer as of, and for, the periods presented in this disclosure statement.
5/15/2025
/s/ Mark D. Schmidt
Principal Financial Officer:
I, David D. Downing certify that:
1. I have reviewed this Disclosure Statement for Cyberlux Corporation;
2. Based on my knowledge, this disclosure statement does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misle ading
with respect to the period covered by this disclosure statement; and
3. Based on my knowledge, the financial statements, and other financial information
included or incorporated by reference in this disclosure statement, fairly present in all
material respects the financial condition, results of operations and cash flows of th e
issuer as of, and for, the periods presented in this disclosure statement.
5/15/2025
/s/ David Downing
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Datron World Communications, Inc.
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the Company’s website investor relations page periodically. If a shareholder has a specific
question it would like the Company to address, it should send an email to
IR_CYBL@cyberlux.com. The questions are reviewed on an ongoing basis, and when there
is significant interest on a particular topic, or the Company otherwise finds a question to be
pertinent, the FAQs are updated.
B. List any subsidiaries, parent company, or affiliated companies.
Cyberlux operates though Cyberlux Corporation, and its subsidiar y Datron World
Communications, Inc.
C. Describe the issuers’ principal products or services.
The Company offers the products and services of its Unmanned Aircraft Solutions (UAS),
Datron Military Communications (DMC), and Global Integrat ion Services (GIS) to U.S.
government agencies, including USSOCOM, USNAVY, USCENTCOM, USEUCOM,
USAFRICOM, and USINDOPACOM and allied foreign nations . These transactions are
often facilitated by relationships with various prime vendors such as HII and ADS, Inc, or
through U.S. foreign military sales (FMS). T he majority of the Company ’s products are
shipped by common carrier resulting in recognition of revenues upon shipment at which
time, control passes to the customer.
The products and services include:
Unmanned Aircraft Solutions (UAS) : Military -Grade unmanned aircraft hardware and
software; advanced guidance system and targeting platforms; enhanced Intelligence,
Surveillance and Reconnaissance (ISR) capability; Infrared Night Vision and Thermal
Sensor technology; Eye -in-the-Sky Monitoring; LiDAR Mapping and Perception
Attainment; and Advanced Kinetic Capabilities.
Datron Military Communications (DMC): Military-Grade voice and data radio
communications, including the HH3100 multiband radio line products and the PRC7700 HF
radio line products; and the Cyberlux Advanced Lighting Systems products.
Global Integration Services (GIS): Integrated defense technology solutions, with a focus
on comprehensive border security solutions, to solve U.S. and foreign allied military
customer requirements across various aspects of warfare, through product integration, global
delivery, capability training, and field service and support . This extends to brokered
capabilities including critical aspects of military capability training, munitions, heavy and
light weapons, Soldier Systems, communications, battlefield technology integration, cyber,
maritime operations, air operations, and u nmanned aircraft systems operations and tactics
training.
4) Issuer’s Facilities
The goal of this section is to provide investor s with a clear understanding of all assets, properties
or facilities owned, used, or leased by the issuer and the extent in which the facilities are utilized.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Atlantic Wave Holdings, LLC
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5. Been the subject of an order by a self-regulatory organization that permanently
or temporarily barred, suspended, or otherwise limited such person’s
involvement in any type of business or securities activities.
None.
6. Been the subject of a U.S Postal Service false representation order, or a
temporary restraining order, or preliminary injunction with respect to conduct
alleged to have violated the false representation statute that applies to U.S mail.
None.
B. Describe briefly any material pending legal proceedings, other than ordinary routine
litigation incidental to the business, to which the issuer or any of its subsidiaries is a party to
or of which any of their property is the subject. Include the name of the court or agency in
which the proceedings are pending, the date instituted, the principal parties thereto, a
description of the factual basis alleged to underlie the proceeding and th e relief sought.
Include similar information as to any such proceedings known to be contemplated by
governmental authorities.
A complaint was filed in August of 2022, in the Circuit Court for the city of Richmond, VA
by Atlantic Wave Holdings, LLC, and Secure Community LLC v. Cyberlux Corporation and
Mark D. Schmidt regarding a contractual dispute relating to licensed BrightEye l ighting
product intellectual property and business development performance. That litigation was
settled in June of 2023, and the Company is currently in full compliance with the terms of
that settlement agreement. Nonetheless, Atlantic Wave has since filed a new lawsuit against
Cyberlux in the same court, alleging breach of that settlement agreement. In response,
Cyberlux has asserted multiple counterclaims, including first to breach, usury, and abuse of
process, along with several affirmative defenses. Cyberlux believes that the claims brought
by Atlantic Wave are without merit and is confident it will prevail on its counterclaims and
in defending against the allegations. In addition, Atlantic Wave and Secure Community filed
lawsuits in California and Texas in an attempt to enforce the settled judgement without proof
of breach. These parties have also filed 19 garnishment actions against various business
partners and prior business partners. The aggressiveness of these plaintiffs in seeking to
enforce an ord er that was subsequently settled in another jurisdiction has not met with
success. Recently, Cyberlux served Atlantic Wave and Secure Community with an action to
enjoin these judicial filings and any further filings to enforce that settled matter particularly
since Cyberlux is in compliance with the settlement agreement in question. We expect the
injunctive action to be successful as well as the counterclaims, and that we will be able
to resolve this dispute under the terms of that settlement agreement in the near future.
As set forth in Item 3 above, and discussed in Note G to the financial statements, Cyberlux
issued convertible promissory notes to RB Capital Partners, Inc. (“RB Capital”) with
maturity dates through July 2024. As reflected above, in February 2024, RB Capital
converted $1,654,685, including accrued interest into 6,618,740 shares of Common Stock.
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
RB Capital Partners, Inc.
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Wave are without merit and is confident it will prevail on its counterclaims and in defending against the
allegations. In addition, Atlantic Wave and Secure Community filed lawsuits in California and Texas in an
attempt to enforce the settled judgement wit hout proof of breach. These parties have also filed 19
garnishment actions against various business partners and prior business partners. The aggressiveness of
these plaintiffs in seeking to enforce an order that was subsequently settled in another jurisdi ction has not
met with success. Recently, Cyberlux served Atlantic Wave and Secure Community with an action to enjoin
these judicial filings and any further filings to enforce that settled matter particularly since Cyberlux is in
compliance with the settlement agreement in question. We expect the injunctive action to be successful as
well as the counterclaims, and that we will be able to resolve this dispute under the terms of that settlement
agreement in the near future.
As set forth in Note G above, Cyberlux issued convertible promissory notes to RB Capital Partners, Inc.
(“RB Capital”) with maturity dates through July 2024. As reflected above, RB Capital converted
$1,654,685, including accrued interest into 6,618,740 sha res of Common Stock. On August 14, 2024, RB
Capital filed a complaint in the United States District Court for the Southern District of California seeking
payment of the notes and attorneys’ fees. Cyberlux moved to have the matter settled by arbitration. Th e
court granted our motion to move the matter into arbitration for the converted note, but retained jurisdiction
as to the other notes. The parties have entered an agreement in principle, currently being reduced to a final,
binding settlement agreement. Cyberlux will provide an update once this is finalized, but the agreement in
principle provides for the cash repayment of the remaining outstanding notes.
A complaint was filed on November 7th, 2024, by Aerotek Inc., in Wake County, North Carolina Superior
Court, against Datron World Communications, Inc., and Cyberlux Corporation, alleging breach of
contract. An answer has yet to be filed in this matter, but plaintiff has demanded $204,705.45 plus
attorney fees.
The Company is subject to other legal proceedings and claims, which arise in the ordinary course of its
business. Although occasional adverse decisions or settlements may occur, the Company believes that the
final disposition of such matters should not hav e a material adverse effect on its consolidated financial
position, results of operations or liquidity.
NOTE M – LINE OF CREDIT
In March 2024, as amended in April 2024 , the Company amended its one-year purchase order financing
arrangement providing up to $ 7 million of financing subject to specific purchase orders from government
customers. The advances under this agreement bear interest at the US prime rate plus 0.0164% and are
collateralized by the accounts receivable, inventory and other assets related to the specific purchase orders.
Payments received from customers under these specific purchase orders are required to be remitted to the
lender. During the year ended December 31 , 2024, the Company borrowed $ 6.95 million against this
facility. Interest accrued at March 31, 2025 was approximately $521,000. Interest expense for the quarter
ended March 31, 2025 and 2024 was approximately $ 253,000 and $0, respectively . The line of credit
matured in March 2025 and the Company was in default under the agreement as of March 31, 2025 which
triggered default interest. In April 2025, the Company amended the agreement to, among other items, extend
the term (see "Note O - Subsequent Events" for additional information).
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
entityobservation
Aerotek Inc.
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Wave are without merit and is confident it will prevail on its counterclaims and in defending against the
allegations. In addition, Atlantic Wave and Secure Community filed lawsuits in California and Texas in an
attempt to enforce the settled judgement wit hout proof of breach. These parties have also filed 19
garnishment actions against various business partners and prior business partners. The aggressiveness of
these plaintiffs in seeking to enforce an order that was subsequently settled in another jurisdi ction has not
met with success. Recently, Cyberlux served Atlantic Wave and Secure Community with an action to enjoin
these judicial filings and any further filings to enforce that settled matter particularly since Cyberlux is in
compliance with the settlement agreement in question. We expect the injunctive action to be successful as
well as the counterclaims, and that we will be able to resolve this dispute under the terms of that settlement
agreement in the near future.
As set forth in Note G above, Cyberlux issued convertible promissory notes to RB Capital Partners, Inc.
(“RB Capital”) with maturity dates through July 2024. As reflected above, RB Capital converted
$1,654,685, including accrued interest into 6,618,740 sha res of Common Stock. On August 14, 2024, RB
Capital filed a complaint in the United States District Court for the Southern District of California seeking
payment of the notes and attorneys’ fees. Cyberlux moved to have the matter settled by arbitration. Th e
court granted our motion to move the matter into arbitration for the converted note, but retained jurisdiction
as to the other notes. The parties have entered an agreement in principle, currently being reduced to a final,
binding settlement agreement. Cyberlux will provide an update once this is finalized, but the agreement in
principle provides for the cash repayment of the remaining outstanding notes.
A complaint was filed on November 7th, 2024, by Aerotek Inc., in Wake County, North Carolina Superior
Court, against Datron World Communications, Inc., and Cyberlux Corporation, alleging breach of
contract. An answer has yet to be filed in this matter, but plaintiff has demanded $204,705.45 plus
attorney fees.
The Company is subject to other legal proceedings and claims, which arise in the ordinary course of its
business. Although occasional adverse decisions or settlements may occur, the Company believes that the
final disposition of such matters should not hav e a material adverse effect on its consolidated financial
position, results of operations or liquidity.
NOTE M – LINE OF CREDIT
In March 2024, as amended in April 2024 , the Company amended its one-year purchase order financing
arrangement providing up to $ 7 million of financing subject to specific purchase orders from government
customers. The advances under this agreement bear interest at the US prime rate plus 0.0164% and are
collateralized by the accounts receivable, inventory and other assets related to the specific purchase orders.
Payments received from customers under these specific purchase orders are required to be remitted to the
lender. During the year ended December 31 , 2024, the Company borrowed $ 6.95 million against this
facility. Interest accrued at March 31, 2025 was approximately $521,000. Interest expense for the quarter
ended March 31, 2025 and 2024 was approximately $ 253,000 and $0, respectively . The line of credit
matured in March 2025 and the Company was in default under the agreement as of March 31, 2025 which
triggered default interest. In April 2025, the Company amended the agreement to, among other items, extend
the term (see "Note O - Subsequent Events" for additional information).
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
inferenceinference
The disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed fac
The disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed facts: an expanded limit does not establish actual additional draw or improper purpose.
inferenceinference
Major liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliabl
Major liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliable arithmetic locally and quarantine conflicting figures pending underlying records rather than either accept or reject the entire filing wholesale.
omissiongap
No loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule
No loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule accompanies the disclosure.
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09/13/2023 2,000,000 2,154,589 09/13/2026 85% of 15 Day
VWAP
0 689,823,890 Datron Holdings,
Inc.
Arthur Barter
Acquisition
note
06/13/2024 100,000 102,450 06/13/2026 $0.0019 Conversion
per share
0 53,921,052 John W. Dixon
FLP
Loan
Any additional material details, including footnotes to the table are below:
* Interest accrued from date of funding, which, in some cases, post-date note issuance dates.
** Hayek Ventures, LLC assigned its shares upon conversion of the convertible note reflected above to Fly Rite
LLC.
*** The outstanding convertible notes issued to RB Capital Partners, Inc. are the subject of current litigation. The
parties are in settlement negotiations, and believe that they have an agreement in principle, which is being
finalized. [The settlement contemplates outstanding notes being paid in cash.]
3) Issuer’s Business, Products and Services
The purpose of this section is to provide a clear description of the issuer’s current operations.
Ensure that these descriptions are updated on the Company’s Profile on www.OTCMarkets.com.
A. Summarize the issuer’s business operations (If the issuer does not have current
operations, state “no operations”)
Founded in 2000, Cyberlux Corporation is a Defense Industry technology solutions company
comprised of three primary business units: Unmanned Aircraft Solutions (UAS), Datron
Military Communications (DMC), and Global Integration Services (GIS). The Company
generates revenues from the sale of products and services through its Business Units.
During 2025, the Company is pursuing additional global opportunities related to each of its
business units , including new opportunities in Ukraine with NATO -member security
assistance funding. As of March 31, 2025, Cyberlux ’s order backlog is approximately $45
million with a robust order pipeline, across the three business units.
Unmanned Aircraft Solutions Business Unit
Cyberlux Unmanned Aircraft Solutions (UAS) is an innovative leader in advanced Group 1,
Group 2, and Group 3 ‘vertical takeoff and landing’ (VTOL) drones and fixed wing
technology development, manufacturing, and sales. This business unit designs,
manufactures, and distributes its products and airframe systems to leading ‘first person
viewing’ (FPV) and military UAS pilots on a global basis, with sales to both U.S.
government agencies and allied nations through U.S. foreign military sales (FMS). Cyberlux
UAS offers its customers best-in-class products and comprehensive services to satisfy the
requirements of the global UAS military sector. The Cyberlux UAS team is widely
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
otherattribution
Complete supplied 51-page source reviewed at SHA-256 44b130d9f52e2b2457f2b88f48bd7898815a15522fc85110c301047b76717d65. Source assertions, or
Complete supplied 51-page source reviewed at SHA-256 44b130d9f52e2b2457f2b88f48bd7898815a15522fc85110c301047b76717d65. Source assertions, original visual features, filing/communication context and identified missing attachments are retained. Exact version_8b402647db3e4563bf5128764716c371; SHA256 44b130d9f52e2b2457f2b88f48bd7898815a15522fc85110c301047b76717d65. All51 pages fully read, including full46-page report and service certificates. Material tables, facility note, share discrepancy and certifications visually checked. Source bytes/extraction preserved.
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SHAWN M. GRADY
Direct (832) 692-4542
shawn@gradycollectionlaw.com
2100 West Loop South, Suite 805 • Houston, Texas 77027 • (832) 692-4542
www.gradycollectionlaw.com
May 19, 2025
Honorable Judge Michael Gomez
129th Judicial District Court
Harris County, Texas
Cause No. 2024-48085, Atlantic Wave Holdings, LLC and Secure Community, LLC vs.
Cyberlux Corporation and Mark D. Schmidt, individually; In the 129th Judicial
District Court, Harris County, Texas
Dear Judge Gomez:
I write to provide a supplemental update to our letter to the Court dated May 15, 2025. Late in the
day on May 15, 2025 Judgement Debtors filed their Q1 2025 financial disclosure, a copy of which
I have attached. (See Attached Exhibit 1)
In their disclosure they state:
"In April 2025, the Company amended its line of credit increasing the limit under the
agreement to $12.3 million and extending the term through July 2025" Page 46, Annual Report
For the quarter ending March 31, 2025 (attached).
and:
"Payments received from customers under these specific purchase orders are required to
be remitted to the lender." Page 44, Note M, Annual Report For the quarter ending March 31,
2025 (attached).
A few weeks ago in April, after Judgement Debtors removed this matter for the second time, it
appears Judgment Debtors again factored their receivable from Hunting Ingals Industries (HII) for
an approximate additional $5,000,000. This A/R has been at the center of the current collection
litigation. Upon information and belief, Judgment Debtors will be receiving a payment in excess
of $20,000,000 from HII any day now as a result of a Settlement Agreement between Judgement
Debtors and HI I, signed on February 27, 2025. Also, their disclosure statement states they are
paying a "default interest rate", which will further reduce the amount of the settlement payment.
It is not known how much of this additional loan Judgement Debtors have received as yet.
As the Court may recall, Judgment Creditors believed and were concerned Judgment Debtors
would attempt to further remove assets from the reach of their Creditors. Specifically, Judgment
Debtors had, during the collection’s litigation, factored receivables in an attempt to place those
funds out of reach of Judgement Creditors. We now learn they have done this once again.
5/19/2025 1:15 PM
Marilyn Burgess - District Clerk Harris County
Envelope No. 100997993
By: Shanelle Taylor
Filed: 5/19/2025 1:15 PM
UnofficialCopyOfficeofMarilynBurgessDistrictClerk
questionquestion
What lender statements and April amendment establish actual additional advances, collateral scope, rate frequency and proceeds remittance?
questionquestion
What general ledger, transfer-agent records and corrected disclosure reconcile the equity/90-share, conversion-dollar and135,800-versus135.8
What general ledger, transfer-agent records and corrected disclosure reconcile the equity/90-share, conversion-dollar and135,800-versus135.8m differences?
questionquestion
What acceptance/shipment records, modification and revenue-reversal schedules connect K8 performance to recognised revenue and recoverable c
What acceptance/shipment records, modification and revenue-reversal schedules connect K8 performance to recognised revenue and recoverable cash?
question
CONNECT
Reviewed relationships
The canvas follows the database: source to DISTIL record, DISTIL record to knowledge object, then reviewed relationship. Position alone means nothing.
March31 balance sheet reports cash$1,590,551, receivables$4,141,366, inventory$16,595,873, current assets$23,029,790, total assets$32,578,048, current liabilities$49,284,675, long-term liabilities$1,204,059 and equity deficit$17,910,686. Current-liability and equity components reconcile to printed totals and assets equal liabilities plus deficit. Working-capital deficit calculates$26,254,885; these are unaudited carrying values, not liquidation proceeds.supportsMajor liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliable arithmetic locally and quarantine conflicting figures pending underlying records rather than either accept or reject the entire filing wholesale.
Specifically named source propositions support the bounded distinction or question.
Issuer acknowledges inability to fund PCAOB audit/SEC-registration steps because of funding and infrastructure limits, sustained losses and liquidity difficulties, and need for financing. It nevertheless forecasts business improvement without assurance and lists possible retrenchment, sale, cessation or bankruptcy if funds unavailable. Financial statements are expressly unaudited, management-prepared under stated GAAP policies; accountant adviser is not an audit opinion.supportsThe disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed facts: an expanded limit does not establish actual additional draw or improper purpose.
Specifically named source propositions support the bounded distinction or question.
Issuer Note M reports a facility of up to$7m, $6.95m borrowed in2024 and unchanged on March31 balance sheet, secured by purchase-order receivables, inventory and related assets, with customer proceeds required to be remitted to lender. It prints interest at US prime plus0.0164% without clarifying frequency, approximately$521,000 accrued interest and $253,000 quarter expense. It acknowledges March maturity/default and continuing default interest despite April extension to July28 and increased $12.3m limit. A higher limit is not a new draw.supportsNo loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule accompanies the disclosure.
Specifically named source propositions support the bounded distinction or question.
Equity roll-forward visibly prints169,256,295 new shares and6,162,620,240 ending shares,90 above the main count. It prints ending APIC$19,889,914 versus balance-sheet$21,672,881 and deficit$18,010,686 versus$17,910,686, without a reconciling movement. NoteG reports$284,750 debt/interest converted versus cash-flow$280,500, a$4,250 difference. The roll-forward also contains malformed2024 loss/total entries. These are source inconsistencies requiring ledger/revised-filing reconciliation, not OCR corrections or proof of fraud.supportsMajor liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliable arithmetic locally and quarantine conflicting figures pending underlying records rather than either accept or reject the entire filing wholesale.
Specifically named source propositions support the bounded distinction or question.
Equity roll-forward visibly prints169,256,295 new shares and6,162,620,240 ending shares,90 above the main count. It prints ending APIC$19,889,914 versus balance-sheet$21,672,881 and deficit$18,010,686 versus$17,910,686, without a reconciling movement. NoteG reports$284,750 debt/interest converted versus cash-flow$280,500, a$4,250 difference. The roll-forward also contains malformed2024 loss/total entries. These are source inconsistencies requiring ledger/revised-filing reconciliation, not OCR corrections or proof of fraud.supportsNo loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule accompanies the disclosure.
Specifically named source propositions support the bounded distinction or question.
Policies include estimates, no receivable credit-loss allowance, inventory obsolescence, point-in-time revenue based on satisfied performance obligations/control, expense treatment of R&D, fair-value hierarchy, share compensation, tax valuation and antidilutive share exclusions. Described policies do not prove correct application to specific transactions. Inventory components less$1,405,000 allowance reconcile to$16,595,873.supportsWhat acceptance/shipment records, modification and revenue-reversal schedules connect K8 performance to recognised revenue and recoverable cash?
Specifically named source propositions support the bounded distinction or question.
Cash-flow operating components reconcile to outflow$3,470,668; investing outflow$6,000 plus financing inflow$115,000 give cash decline$3,361,668, reconciling$4,952,219 to$1,590,551. The statement separately reports$20,000 interest paid, $280,500 debt/interest conversion and$132,000 accrued interest converted to related-party notes. Noncash conversion is not financing cash received.supportsThe disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed facts: an expanded limit does not establish actual additional draw or improper purpose.
Specifically named source propositions support the bounded distinction or question.
Equity roll-forward visibly prints169,256,295 new shares and6,162,620,240 ending shares,90 above the main count. It prints ending APIC$19,889,914 versus balance-sheet$21,672,881 and deficit$18,010,686 versus$17,910,686, without a reconciling movement. NoteG reports$284,750 debt/interest converted versus cash-flow$280,500, a$4,250 difference. The roll-forward also contains malformed2024 loss/total entries. These are source inconsistencies requiring ledger/revised-filing reconciliation, not OCR corrections or proof of fraud.supportsDoes this file prove an additional$5m was borrowed and dissipated?
Specifically named source propositions support the bounded distinction or question.
Issuer Note M reports a facility of up to$7m, $6.95m borrowed in2024 and unchanged on March31 balance sheet, secured by purchase-order receivables, inventory and related assets, with customer proceeds required to be remitted to lender. It prints interest at US prime plus0.0164% without clarifying frequency, approximately$521,000 accrued interest and $253,000 quarter expense. It acknowledges March maturity/default and continuing default interest despite April extension to July28 and increased $12.3m limit. A higher limit is not a new draw.supportsWhat lender statements and April amendment establish actual additional advances, collateral scope, rate frequency and proceeds remittance?
Specifically named source propositions support the bounded distinction or question.
Subsequent-events text reports return of62.5m Roman and41.7m Rosewood shares, commitment to issue240m shares to Assure Global, and approximately$2.5m settlement of principal/interest and related claims. It prints net incremental issuance135,800 shares; the stated inputs calculate135,800,000. The visible three-order-of-magnitude discrepancy is preserved, not silently repaired.supportsMajor liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliable arithmetic locally and quarantine conflicting figures pending underlying records rather than either accept or reject the entire filing wholesale.
Specifically named source propositions support the bounded distinction or question.
Issuer Note M reports a facility of up to$7m, $6.95m borrowed in2024 and unchanged on March31 balance sheet, secured by purchase-order receivables, inventory and related assets, with customer proceeds required to be remitted to lender. It prints interest at US prime plus0.0164% without clarifying frequency, approximately$521,000 accrued interest and $253,000 quarter expense. It acknowledges March maturity/default and continuing default interest despite April extension to July28 and increased $12.3m limit. A higher limit is not a new draw.supportsDoes this file prove an additional$5m was borrowed and dissipated?
Specifically named source propositions support the bounded distinction or question.
Grady quotes the enlarged $12.3m facility and obligation to remit customer proceeds, then infers approximately $5m additional factoring and argues asset dissipation warrants a receiver. He expressly says how much additional borrowing was received is unknown, and places anticipated HII proceeds over$20m on information and belief. The letter does not establish actual additional draw, receipt or improper purpose.supportsThe disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed facts: an expanded limit does not establish actual additional draw or improper purpose.
Specifically named source propositions support the bounded distinction or question.
The issuer reports6,162,620,150 common shares versus5,993,363,945 at year end, a169,256,205 increase matching the five Q1 issuance rows. It reports7bn authorised common,86m Series B and150,000 Series C. Convertible notes and preferred conversion potential are distinct from issued shares and should not be counted as current issuance.supportsWhat general ledger, transfer-agent records and corrected disclosure reconcile the equity/90-share, conversion-dollar and135,800-versus135.8m differences?
Specifically named source propositions support the bounded distinction or question.
Issuer Note M reports a facility of up to$7m, $6.95m borrowed in2024 and unchanged on March31 balance sheet, secured by purchase-order receivables, inventory and related assets, with customer proceeds required to be remitted to lender. It prints interest at US prime plus0.0164% without clarifying frequency, approximately$521,000 accrued interest and $253,000 quarter expense. It acknowledges March maturity/default and continuing default interest despite April extension to July28 and increased $12.3m limit. A higher limit is not a new draw.supportsThe disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed facts: an expanded limit does not establish actual additional draw or improper purpose.
Specifically named source propositions support the bounded distinction or question.
Grady quotes the enlarged $12.3m facility and obligation to remit customer proceeds, then infers approximately $5m additional factoring and argues asset dissipation warrants a receiver. He expressly says how much additional borrowing was received is unknown, and places anticipated HII proceeds over$20m on information and belief. The letter does not establish actual additional draw, receipt or improper purpose.supportsWhat lender statements and April amendment establish actual additional advances, collateral scope, rate frequency and proceeds remittance?
Specifically named source propositions support the bounded distinction or question.
Management presents UAS, Datron communications and GIS opportunities, approximately$45m backlog, Datron over$36m pipeline, ILS contract$22.7m with$19.9m fulfilled inQ4, and prospective funding decisions. Its operational, NDAA-compliance and autonomy/EW capability claims are issuer representations without qualification tests or acceptance records. Blue List status is described as a goal, not attained certification. No weapons construction or optimisation is inferred.supportsWhat acceptance/shipment records, modification and revenue-reversal schedules connect K8 performance to recognised revenue and recoverable cash?
Specifically named source propositions support the bounded distinction or question.
Equity roll-forward visibly prints169,256,295 new shares and6,162,620,240 ending shares,90 above the main count. It prints ending APIC$19,889,914 versus balance-sheet$21,672,881 and deficit$18,010,686 versus$17,910,686, without a reconciling movement. NoteG reports$284,750 debt/interest converted versus cash-flow$280,500, a$4,250 difference. The roll-forward also contains malformed2024 loss/total entries. These are source inconsistencies requiring ledger/revised-filing reconciliation, not OCR corrections or proof of fraud.supportsWhat general ledger, transfer-agent records and corrected disclosure reconcile the equity/90-share, conversion-dollar and135,800-versus135.8m differences?
Specifically named source propositions support the bounded distinction or question.
March31 balance sheet reports cash$1,590,551, receivables$4,141,366, inventory$16,595,873, current assets$23,029,790, total assets$32,578,048, current liabilities$49,284,675, long-term liabilities$1,204,059 and equity deficit$17,910,686. Current-liability and equity components reconcile to printed totals and assets equal liabilities plus deficit. Working-capital deficit calculates$26,254,885; these are unaudited carrying values, not liquidation proceeds.supportsThe disclosure supports financing pressure and enlarged borrowing capacity, but Grady’s further-dissipation theory exceeds the disclosed facts: an expanded limit does not establish actual additional draw or improper purpose.
Specifically named source propositions support the bounded distinction or question.
Management presents UAS, Datron communications and GIS opportunities, approximately$45m backlog, Datron over$36m pipeline, ILS contract$22.7m with$19.9m fulfilled inQ4, and prospective funding decisions. Its operational, NDAA-compliance and autonomy/EW capability claims are issuer representations without qualification tests or acceptance records. Blue List status is described as a goal, not attained certification. No weapons construction or optimisation is inferred.supportsNo loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule accompanies the disclosure.
Specifically named source propositions support the bounded distinction or question.
Issuer describes the$78.9m K8 subcontract, December22,2023 stop-work, May17,2024 termination notice, reversal inDecember2024 of part of previously recognised Q2/Q3 revenue, and February28,2025 modification/resumed shipments. It reports roughly$39m advances, $15m2023 shipments and$54m/$4m2024 quarterly recognition before reversal. These are accounting/contract-history representations, not proof of final government acceptance, successful field performance or cash entitlement.supportsNo loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule accompanies the disclosure.
Specifically named source propositions support the bounded distinction or question.
Subsequent-events text reports return of62.5m Roman and41.7m Rosewood shares, commitment to issue240m shares to Assure Global, and approximately$2.5m settlement of principal/interest and related claims. It prints net incremental issuance135,800 shares; the stated inputs calculate135,800,000. The visible three-order-of-magnitude discrepancy is preserved, not silently repaired.supportsWhat general ledger, transfer-agent records and corrected disclosure reconcile the equity/90-share, conversion-dollar and135,800-versus135.8m differences?
Specifically named source propositions support the bounded distinction or question.
Cash-flow operating components reconcile to outflow$3,470,668; investing outflow$6,000 plus financing inflow$115,000 give cash decline$3,361,668, reconciling$4,952,219 to$1,590,551. The statement separately reports$20,000 interest paid, $280,500 debt/interest conversion and$132,000 accrued interest converted to related-party notes. Noncash conversion is not financing cash received.supportsMajor liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliable arithmetic locally and quarantine conflicting figures pending underlying records rather than either accept or reject the entire filing wholesale.
Specifically named source propositions support the bounded distinction or question.
Quarter revenue$5,091,669 versus$5,113,375, gross profit$1,431,153 versus$1,822,988, operating loss$1,726,699 and net loss$2,069,877 versus$4,496,856 are reported. Expense and income subtotals reconcile. R&D is$157,000 versus$315,001. Rounded loss per share$(0.00) does not mean no loss.supportsMajor liquidity totals reconcile while equity, conversion and subsequent-share figures do not. A usable financial view should retain reliable arithmetic locally and quarantine conflicting figures pending underlying records rather than either accept or reject the entire filing wholesale.
Specifically named source propositions support the bounded distinction or question.
March31 balance sheet reports cash$1,590,551, receivables$4,141,366, inventory$16,595,873, current assets$23,029,790, total assets$32,578,048, current liabilities$49,284,675, long-term liabilities$1,204,059 and equity deficit$17,910,686. Current-liability and equity components reconcile to printed totals and assets equal liabilities plus deficit. Working-capital deficit calculates$26,254,885; these are unaudited carrying values, not liquidation proceeds.supportsDoes this file prove an additional$5m was borrowed and dissipated?
Specifically named source propositions support the bounded distinction or question.
Issuer describes the$78.9m K8 subcontract, December22,2023 stop-work, May17,2024 termination notice, reversal inDecember2024 of part of previously recognised Q2/Q3 revenue, and February28,2025 modification/resumed shipments. It reports roughly$39m advances, $15m2023 shipments and$54m/$4m2024 quarterly recognition before reversal. These are accounting/contract-history representations, not proof of final government acceptance, successful field performance or cash entitlement.supportsWhat acceptance/shipment records, modification and revenue-reversal schedules connect K8 performance to recognised revenue and recoverable cash?
Specifically named source propositions support the bounded distinction or question.
Grady quotes the enlarged $12.3m facility and obligation to remit customer proceeds, then infers approximately $5m additional factoring and argues asset dissipation warrants a receiver. He expressly says how much additional borrowing was received is unknown, and places anticipated HII proceeds over$20m on information and belief. The letter does not establish actual additional draw, receipt or improper purpose.supportsDoes this file prove an additional$5m was borrowed and dissipated?
Specifically named source propositions support the bounded distinction or question.
Issuer acknowledges inability to fund PCAOB audit/SEC-registration steps because of funding and infrastructure limits, sustained losses and liquidity difficulties, and need for financing. It nevertheless forecasts business improvement without assurance and lists possible retrenchment, sale, cessation or bankruptcy if funds unavailable. Financial statements are expressly unaudited, management-prepared under stated GAAP policies; accountant adviser is not an audit opinion.supportsNo loan amendment, bank statement, audited opinion, transfer-agent reconciliation, product qualification record or revenue-reversal schedule accompanies the disclosure.
Specifically named source propositions support the bounded distinction or question.
WEIGH
Explained weighting
A score appears only when its components and change threshold are published.
No published WEIGH run
The active Website Edition contains no applied score snapshot for this source or its connected objects. That means not assessed—not zero.