Cleartronic Integrates Alastar, Pursues FedRAMP Amid Tech Obsolescence Risk

TL;DR

**CLRI is a high-risk microcap betting on software integration and government contracts, but its low stock price and reliance on key personnel make it a speculative play.**

AI Summary

Cleartronic, Inc. (CLRI) filed its 10-K for the fiscal year ended September 30, 2025, highlighting its focus on the ReadyOp, ReadyMed, and Alastar software platforms, alongside its AudioMate IP gateways. The company acquired Alastar, Inc.'s assets for $50,000 on August 1, 2024, integrating its client list and software functionality into the ReadyOp platform. CLRI reported an aggregate market value of common stock held by non-affiliates of approximately $2,407,004 as of March 31, 2024, based on a closing sale price of $0.00105 per share. As of December 29, 2025, the company had 229,238,517 shares of common stock outstanding. Key risks include rapid technological change, dependence on key personnel like CEO Michael M. Moore and CFO Larry M. Reid, and the ongoing FedRAMP authorization process expected to complete in early 2026 to expand federal government agency usage. The company continues to pay the University of South Florida Research Foundation, Inc. an $8,000 license issue fee and a 3% royalty on sales of licensed products.

Why It Matters

Cleartronic's strategic acquisition of Alastar's assets for $50,000 and its ongoing integration into the ReadyOp platform are crucial for expanding its market share in the emergency response and healthcare communication software sectors. For investors, the company's low stock price of $0.0079 as of September 30, 2025, and its status as a smaller reporting company, signal high risk and potential volatility. Employees and customers benefit from enhanced platform capabilities and broader service offerings, but the company's reliance on key personnel and the competitive landscape with rivals like WebEOC and Everbridge pose challenges to sustained growth and market positioning.

Risk Assessment

Risk Level: high — The company faces high risk due to its status as a 'smaller reporting company' and its common stock trading on OTCPINK, indicating limited liquidity and regulatory oversight. Furthermore, the 10-K explicitly states that 'our revenues and results of operations are difficult to forecast' and highlights 'rapid technological change' and 'dependence on key and scarce employees' as significant uncertainties, directly impacting its ability to sustain operations and growth.

Analyst Insight

Investors should approach CLRI with extreme caution, recognizing its speculative nature and high risk profile. Due diligence should focus on the progress of FedRAMP authorization and the actual revenue generation from the integrated ReadyOp/ReadyMed/Alastar platforms, as the current market value and operational scale suggest significant challenges.

Executive Compensation

Key Numbers

• $2,407,004 — Aggregate market value of common stock held by non-affiliates (as of March 31, 2024, based on $0.00105 per share)
• 229,238,517 — Shares of common stock outstanding (as of December 29, 2025)
• $0.0079 — Stock price (as of September 30, 2025)
• $50,000 — Acquisition cost of Alastar assets (on August 1, 2024)
• $8,000 — License Issue Fee paid to USFRF (for the year ended September 30, 2025)
• 3% — Royalty rate to USFRF (for sales of Licensed Products and Licensed Processes)
• $220,000 — Annual compensation for CEO Michael M. Moore (effective April 20, 2022)
• 12,000,000 — Shares issued for ReadyMed acquisition (in October 2019)
• 1,000 — AudioMate end-users (in the United States and 18 foreign countries)
• 5 years — Amortization period for Alastar client list (intangible asset)

Key Players & Entities

• Cleartronic, Inc. (company) — registrant
• ReadyOp Communications, Inc. (company) — wholly owned subsidiary
• Alastar, Inc. (company) — acquired company
• Michael M. Moore (person) — Chief Executive Officer (CEO) and Director
• Larry M. Reid (person) — Chief Financial Officer (CFO), Secretary and Director
• University of South Florida Research Foundation, Inc. (company) — licensor
• SEC (regulator) — filing oversight
• FINRA (regulator) — approved distribution of shares
• WebEOC (company) — competitor
• Everbridge (company) — competitor

FAQ

Risk Factors

• Rapid Technological Change [high — market]: The company operates in a rapidly evolving technological landscape. Failure to adapt to new technologies or anticipate market changes could render its software platforms obsolete, impacting its competitive position and revenue streams.
• Dependence on Key Personnel [high — operational]: The company's success is heavily reliant on key personnel, including CEO Michael M. Moore and CFO Larry M. Reid. The loss of these individuals could disrupt operations and strategic direction.
• FedRAMP Authorization Process [high — regulatory]: The ongoing FedRAMP authorization process is critical for expanding usage within federal government agencies. Delays or failure to achieve authorization, expected in early 2026, could limit market penetration and revenue growth in the federal sector.
• University of South Florida Research Foundation License [medium — legal]: The company pays an $8,000 license issue fee and a 3% royalty on sales of licensed products to the University of South Florida Research Foundation, Inc. These ongoing costs impact profitability and are subject to the terms of the licensing agreement.

Industry Context

Cleartronic operates in the specialized software and communications platform market, focusing on solutions for government agencies, healthcare, and corporations. The industry is characterized by rapid technological advancements and a growing demand for secure, integrated communication and operational management tools. Key competitors likely include established players in enterprise software, cybersecurity, and emergency response systems.

Regulatory Implications

The company's pursuit of FedRAMP authorization is a significant regulatory hurdle and opportunity. Successful authorization by early 2026 is crucial for accessing the lucrative federal government market, while delays could hinder growth prospects in this sector.

What Investors Should Do

1. Monitor the progress and outcome of the FedRAMP authorization process, as it is a key catalyst for federal market penetration.
2. Assess the integration success of Alastar's assets and the impact of its client list on ReadyOp's growth and revenue.
3. Evaluate the company's ability to retain key personnel, particularly CEO Michael M. Moore and CFO Larry M. Reid, given their critical roles.
4. Analyze the impact of the ongoing royalty payments to the University of South Florida Research Foundation on profitability.

Key Dates

• 2024-08-01: Acquisition of Alastar, Inc. assets — Acquired intellectual property, including a client list, for $50,000, integrating it into the ReadyOp platform to enhance offerings.
• 2025-09-30: Fiscal year end — The period covered by the 10-K filing, reflecting the company's financial performance and operational status.
• 2026-01-01: Expected completion of FedRAMP authorization — Crucial milestone for expanding access to federal government agency contracts, potentially driving significant revenue growth.

Glossary

ReadyOp

A proprietary, web-based planning and communications platform for operations and emergency response. (Core software platform for the company, used by government agencies, corporations, and other entities.)

ReadyMed

A web-based secure communications platform initially designed for the healthcare industry. (Acquired software platform that is often marketed alongside ReadyOp, targeting healthcare clients.)

Alastar

Assets acquired from Alastar, Inc. including intellectual property, software platforms, and a client list. (Recent acquisition that has been integrated into the ReadyOp platform, adding value through its client list.)

AudioMate IP gateways

Hardware devices for IP-based audio communication. (One of the product lines offered by the company, alongside its software platforms.)

SAAS

Software as a Service, a software distribution model where a third-party provider hosts applications and makes them available to customers over the Internet. (The business model under which ReadyOp is offered, indicating recurring revenue potential.)

FedRAMP

Federal Risk and Authorization Management Program, a U.S. government-wide program that provides a standardized approach to security assessment, authorization, and continuous monitoring for cloud products and services. (Critical for the company's strategy to expand into the federal government market.)

Intangible asset

An asset that is not physical but has value, such as intellectual property, trademarks, and client lists. (The client list acquired from Alastar is classified as an intangible asset and is being amortized over 5 years.)

Year-Over-Year Comparison

The 10-K for the fiscal year ended September 30, 2025, highlights the strategic acquisition of Alastar, Inc. assets for $50,000 on August 1, 2024, which included a client list to be amortized over 5 years. A key focus remains on the FedRAMP authorization process, expected to conclude in early 2026, which is critical for expanding federal government agency usage. The company continues to operate under its existing licensing agreement with the University of South Florida Research Foundation, Inc., involving an $8,000 fee and a 3% royalty on sales.

Key Financial Figures

• $0.00001 — ch registered Common stock, par value $0.00001 per share CLRI None Indicate by che
• $00105 — 024 (based on the closing sale price of $00105 per share of the registrant's common st
• $0.0079 — mately $ 2,407,004 . The stock price of $0.0079 at September 30, 2025, takes into accou
• $50,000 — sets from Alastar, Inc. ("Alastar") for $50,000. This asset group consisted of cash, pr
• $8,000 — mpany paid USFRF a License Issue Fee of $8,000 and $6,000 as reimbursement of expenses
• $6,000 — USFRF a License Issue Fee of $8,000 and $6,000 as reimbursement of expenses associated
• $16,667 — 0-K. Mr. Moore is paid a base salary of $16,667 per month. Effective April 20, 2022, th
• $220,000 — 2, the annual compensation increased to $220,000. See Item 13. "Certain Relationships an
• $252,000 — le Preferred stock with a fair value of $252,000. Mr. Reid is paid a base salary of $8,0
• $104,000 — 1, the annual compensation increased to $104,000. Unless the Company shall have given M
• $2,134 — learwater, Florida. The monthly rent is $2,134 in year one and increases to $2,198 in
• $2,198 — is $2,134 in year one and increases to $2,198 in year two. The lease expired on Decem
• $1.00 — mulative dividends at the rate of 8% of $1.00 per annum for each outstanding share of
• $288,365 — rearage of undeclared dividends totaled $288,365 and $247,329, res
• $247,329 — declared dividends totaled $288,365 and $247,329, res

Filing Documents

• clri-093025_10k.htm (10-K) — 672KB
• ex311.htm (EX-31.1) — 5KB
• ex312.htm (EX-31.2) — 5KB
• ex321.htm (EX-32.1) — 2KB
• ex322.htm (EX-32.2) — 2KB
• 0001091818-25-000175.txt ( ) — 4153KB
• clri-20250930.xsd (EX-101.SCH) — 32KB
• clri-20250930_cal.xml (EX-101.CAL) — 42KB
• clri-20250930_def.xml (EX-101.DEF) — 127KB
• clri-20250930_lab.xml (EX-101.LAB) — 254KB
• clri-20250930_pre.xml (EX-101.PRE) — 218KB
• clri-093025_10k_htm.xml (XML) — 588KB

Business

Business 2 Item 1A.

Risk Factors

Risk Factors 4 Item 1B. Unresolved Staff Comments 4 Item 2. Property 4 Item 3.

Legal Proceedings

Legal Proceedings 4 Item 4. Safety Disclosures 4 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 4 Item 6.

Selected Financial Data

Selected Financial Data 4 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operation

Management's Discussion and Analysis of Financial Condition and Results of Operation 4 Item 7A. Quantitative and Qualitative Disclosure About Market Risk 7 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 7 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 7 Item 9A.

Controls and Procedures

Controls and Procedures 7 Item 9B. Other Information 7 PART III Item 10. Directors, Executive Officers and Corporate Governance 8 Item 11.

Executive Compensation

Executive Compensation 8 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 9 Item 13. Certain Relationships and Related Transactions, and Director Independence 10 Item 14. Principal Accountant Fees and Services 10 Item 15. Exhibits, and Financial Statement Schedules 11

Signatures

Signatures 11 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS In light of the risks and uncertainties inherent in all projected operational matters, the inclusion of forward-looking statements in this Form 10-K, should not be regarded as a representation by us or any other person that any of our objectives or plans will be achieved or that any of our operating expectations will be realized. Our revenues and results of operations are difficult to forecast and could differ materially from those projected in the forward-looking statements contained in this Form 10-K, as a result of certain risks and uncertainties including, but not limited to, our business reliance on third parties to provide us with technology, our ability to integrate and manage acquired technology, assets, companies and personnel, changes in market condition, the volatile and intensely competitive environment in the business sectors in which we operate, rapid technological change, and our dependence on key and scarce employees in a competitive market for skilled personnel. These factors should not be considered exhaustive; we undertake no obligation to release publicly the results of any future revisions we may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. -1- PART I Except for historical information, this report contains forward-looking forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses. Such forward-looking statements include, among others, those statements including the words "expects," "anticipates," "intends," "believes" and similar language. Our actual results may differ significantly from those projected in the forward-looking sta

Business

Item 1. Business. The Company The Company was initially incorporated on November 15, 1999, as Menu Sites, Inc., a Florida corporation. On March 9, 2001, the Company's name was changed to CNE Communications, Inc. On October 1, 2004, the name was changed to CNE Industries, Inc. and on March 29, 2005, the name was changed to GlobalTel IP, Inc. On May 9, 2008, the Company's name was changed to Cleartronic, Inc. All current operations are conducted through the Company's wholly owned subsidiary, ReadyOp Communications, Inc. ("ReadyOp"), a Florida corporation incorporated on September 15, 2014. ReadyOp facilitates the marketing and sales of subscriptions to the ReadyOp, ReadyMed and Alastar platforms and the AudioMate IP gateways discussed below. In March 2018, the Company approved the spin-off VoiceInterop into a separate company under a Form S-1 registration to be filed with the United States Securities and Exchange Commission. On May 13, 2019, VoiceInterop filed an S-1 registration with the United States Securities and Exchange Commission. All VoiceInterop transactions have been recorded as discontinued operations. On February 14, 2020, the distribution of shares was approved by FINRA and VoiceInterop was deconsolidated from Cleartronic, Inc. In October 2019, the Company acquired the ReadyMed software platform from Collabria LLC. ReadyMed is a web-based secure communications platform initially designed for the healthcare industry. This includes hospitals, clinics, doctor's offices, health insurance companies, workers compensation insurance companies and many other segments of the healthcare industry. The Company offers both the ReadyOp and ReadyMed capabilities to clients and usually refers to the platform as ReadyOp to avoid confusion in the marketplace of two platforms. On August 1, 2024, the Company acquired a group of similar assets from Alastar, Inc. ("Alastar") for $50,000. This asset group consisted of cash, prepaids and other current assets, as well as i

Risk Factors

Item 1A. Risk Factors. Not applicable.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Property

Item 2. Property. On December 2, 2022, and effective on January 1, 2023, the Company signed a two-year lease of 1,145 square feet for our principal offices in Clearwater, Florida. The monthly rent is $2,134 in year one and increases to $2,198 in year two. The lease expired on December 31, 2024. Effective January 1, 2025, the Company has a month-to-month lease (See Note 6).

Legal Proceedings

Item 3. Legal Proceedings. Cleartronic is not engaged in any litigation at the present time and management is unaware of any claims or complaints that could result in future litigation. Management will seek to minimize disputes with the Company's customers but recognizes the inevitability of legal action in today's business environment as an unfortunate price of conducting business.

Safety Disclosures

Item 4. Safety Disclosures. Not applicable. PART II

Market for Registrant's Common Equity, Related Stockholder

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. The Company's common stock has been traded on the OTCPINK under the symbol "CLRI." The last price of our common stock as reported on the pink tier of OTC Markets on September 30, 2025 was $0.0079 per share. As of September 30, 2025 we were authorized to issue 5,000,000,000 shares of our common stock, of which 229,238,517 shares were outstanding. Our shares of common stock are held by approximately 218 stockholders of record. The number of record holders was determined from the records of our transfer agent and does not include beneficial owners of our common stock whose shares are held in the names of various securities brokers, dealers, and registered clearing agencies. In addition to our authorized common stock, Cleartronic has designated 200,000,000 shares of preferred stock, par value $0.00001 per share, of which 7,317,403 shares are issued or outstanding. There is no trading market for the shares of our preferred stock. Dividends We do not anticipate paying any cash dividends or other distributions on the Company's common stock in the foreseeable future. Any future dividends will be declared at the discretion of the Company's board of directors and will depend, among other things, on the earnings and financial requirements for future operations and growth, and other facts as the board of directors may then deem appropriate. See "Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters," for a description of the preferred stock and dividend rights pertaining to the preferred stock. The Company is obligated to pay dividends on its Series A Convertible Preferred Stock. Each Series A Preferred Holder is entitled to receive cumulative dividends at the rate of 8% of $1.00 per annum for each outstanding share of Series A Preferred then held by such Series A Preferred Holder, on a pro rata basis. As

View Full Filing

View this 10-K filing on SEC EDGAR