Defense Technologies Sees No Revenue, Mounting Deficits Amid Scanner Push

TL;DR

**DTII is a speculative bet on unproven security tech, with zero revenue and a massive deficit, making it a high-risk gamble for traders.**

AI Summary

DEFENSE TECHNOLOGIES INTERNATIONAL CORP. (DTII) reported no revenue for the fiscal year ended April 30, 2025, a significant decrease from $49,012 in the prior year, indicating a halt in sales. The company's total operating expenses surged to $1,379,209 in fiscal year 2025, up from $631,143 in fiscal year 2024, primarily driven by increased general and administrative costs, including legal and license expenses. Interest expense also rose to $56,662 in fiscal year 2025 from $31,783 in fiscal year 2024. Despite these expenses, DTII recognized a substantial gain on extinguishment of debt of $773,231 in fiscal year 2025, compared to none in the previous year, and a gain in derivative liability of $5,345, reversing a $13,009 loss. The company continues to operate with an accumulated deficit of $18,042,197 and a working capital deficit of $2,075,126 as of April 30, 2025, raising substantial doubt about its ability to continue as a going concern. DTII plans to address capital needs through debt and equity issuances and related party support, focusing on the development and marketing of its Passive Portal security scanner, which successfully completed testing with the Department of Homeland Security's Science and Technology Directorate.

Why It Matters

DTII's inability to generate revenue in fiscal year 2025, coupled with a significant increase in operating expenses and a substantial accumulated deficit of $18,042,197, signals severe financial distress for investors. The company's reliance on debt and equity issuances, along with related party support, to sustain operations highlights its precarious position and the high risk involved. For employees and customers, the 'going concern' warning raises questions about long-term viability and product support, despite successful DHS testing of its Passive Portal. In a competitive security market dominated by established players, DTII's lack of sales and substantial financial challenges make it difficult to compete effectively, impacting its market position and broader industry perception.

Risk Assessment

Risk Level: high — DTII faces a high risk level due to its 'going concern' warning, an accumulated deficit of $18,042,197, and a working capital deficit of $2,075,126 as of April 30, 2025. The company reported no revenue for the fiscal year ended April 30, 2025, and relies entirely on issuing debt and equity securities and related party support to fund operations, indicating severe liquidity issues.

Analyst Insight

Investors should exercise extreme caution and avoid DTII given its 'going concern' warning, zero revenue, and substantial accumulated deficit. The company's reliance on future funding and unproven market penetration for its Passive Portal scanner makes it a highly speculative investment with significant downside risk.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

N/A

total Debt

N/A

net Income

N/A

eps

N/A

gross Margin

N/A

cash Position

N/A

revenue Growth

-100.0%

Revenue Breakdown

Key Numbers

• $0 — Revenue (For the fiscal year ended April 30, 2025, down from $49,012 in 2024)
• $1,379,209 — Total Operating Expenses (For the fiscal year ended April 30, 2025, up from $631,143 in 2024)
• $18,042,197 — Accumulated Deficit (As of April 30, 2025, indicating significant historical losses)
• $2,075,126 — Working Capital Deficit (As of April 30, 2025, highlighting liquidity issues)
• $773,231 — Gain on Extinguishment of Debt (For the fiscal year ended April 30, 2025, a non-recurring gain)
• 37,531,767 — Common Shares Outstanding (As of September 25, 2025)
• 3,735,920 — Preferred Shares Outstanding (As of September 25, 2025)
• 35 — Passive Portal Units Manufactured (To date, for demonstrations and donations)
• 10 — EBT Stations Manufactured (To date)

Key Players & Entities

• DEFENSE TECHNOLOGIES INTERNATIONAL CORP. (company) — Registrant
• DTII (company) — Ticker symbol
• Passive Security Scan, Inc. (company) — Wholly owned subsidiary
• Controlled Capture Systems, LLC (company) — Licensor of security technology
• Department of Homeland Security's Science and Technology Directorate (regulator) — Partner for CRADA testing
• NUSTL (regulator) — Department of Homeland Security's testing facility
• Canyon Gold Corp. (company) — Former company name
• Long Canyon Gold Resources Corp. (company) — Merged subsidiary

FAQ

Risk Factors

• Going Concern Uncertainty [high — financial]: The company has no revenue, an accumulated deficit of $18,042,197, and a working capital deficit of $2,075,126 as of April 30, 2025. This raises substantial doubt about its ability to continue as a going concern.
• Dependence on Third-Party Consultants [medium — operational]: The company's operations are primarily virtual and depend on numerous third-party consultants. This reliance could be impacted by external events such as pandemics, limiting access to essential personnel.
• Increased Operating Expenses [high — financial]: Total operating expenses surged to $1,379,209 in fiscal year 2025, up from $631,143 in fiscal year 2024, driven by increased general and administrative costs, including legal and license expenses.
• Rising Interest Expense [medium — financial]: Interest expense rose to $56,662 in fiscal year 2025 from $31,783 in fiscal year 2024, adding to the company's financial burden.
• Reliance on Debt and Equity Issuances [high — financial]: Management plans to address capital needs through debt and equity issuances, which can be dilutive to existing shareholders and may not be sufficient to meet future obligations.
• Product Development and Marketing Focus [high — operational]: The company's future success hinges on the development and marketing of its Passive Portal security scanner, which has completed testing with the Department of Homeland Security but has not yet generated significant revenue.
• Patent Licensing Obligations [medium — legal]: The company has ongoing royalty obligations to Controlled Capture Systems, LLC, which are tied to gross sales or a minimum payment of $25,000 every six months, impacting profitability.

Industry Context

Defense Technologies International Corp. operates in the security technology sector, focusing on advanced scanning systems for public venues. The market includes competitors offering both active and passive scanning technologies. DTII's differentiator is its patented 'Passive Portal' which uses zero-radiation passive sensing, positioning it as a potentially safer alternative to traditional active scanners.

Regulatory Implications

The company's security scanner technology may be subject to various regulatory approvals and standards, particularly if deployed in sensitive environments like airports or government facilities. Successful testing with the Department of Homeland Security's Science and Technology Directorate is a positive step, but ongoing compliance and potential future regulations could impact market adoption and costs.

What Investors Should Do

1. Monitor cash burn and funding sources
2. Evaluate the commercialization progress of the Passive Portal
3. Assess the impact of the gain on extinguishment of debt
4. Consider the implications of the going concern warning

Key Dates

• 2016-06-15: Company name change — Reflects strategic shift from mineral exploration to advanced technology sector.
• 2016-10-19: Definitive Agreement with Controlled Capture Systems, LLC (CCS) — Acquired world-wide exclusive rights to Passive Scanning Technology and patents.
• 2017-01-12: PSSI incorporated — Established a wholly owned subsidiary to house the security technology business and discontinue mineral exploration.
• 2025-04-30: Fiscal Year End — Reported zero revenue, significant increase in operating expenses, and substantial doubt about going concern.

Glossary

Accumulated Deficit

The total cumulative net losses of a company since its inception, minus any cumulative net income. (Indicates significant historical unprofitability for DTII, with a deficit of $18,042,197 as of April 30, 2025.)

Working Capital Deficit

Occurs when a company's current liabilities exceed its current assets, indicating a short-term liquidity challenge. (DTII has a working capital deficit of $2,075,126 as of April 30, 2025, highlighting immediate liquidity concerns.)

Going Concern

An accounting assumption that a business will continue to operate for the foreseeable future without the threat of liquidation. (The company's financial condition raises substantial doubt about its ability to continue as a going concern.)

Gain on Extinguishment of Debt

A profit recognized when a company repays debt for less than its carrying amount. (DTII recorded a significant $773,231 gain in fiscal year 2025, which is a non-recurring item and does not reflect operational performance.)

Passive Sensing

A technology that detects objects or substances without emitting any form of radiation or energy. (DTII's Passive Portal scanner utilizes this technology, differentiating it from 'active scanning' systems that use radiation.)

Active Scanning

A technology that uses radiation (e.g., X-rays) to detect objects or substances. (This is contrasted with DTII's 'passive sensing' technology, highlighting a potential safety advantage for the Passive Portal.)

Elevated Body Temperatures (EBT)

A condition where a person's body temperature is higher than normal, often indicating illness. (DTII has integrated EBT detection into its security scanner products, potentially expanding their application.)

Year-Over-Year Comparison

Revenue has plummeted from $49,012 to $0, a stark 100% decrease, signaling a complete cessation of sales. Total operating expenses have more than doubled, rising from $631,143 to $1,379,209, primarily due to increased G&A costs. While a significant gain on debt extinguishment ($773,231) was recorded this year, it masks the deteriorating operational and financial health, with a growing accumulated deficit and working capital deficit, leading to a severe going concern warning.

Key Financial Figures

• $0.0001 — ection 12(g) of the Act: Common Stock, $0.0001 par value Indicate by check mark if t
• $25,000 — to pay CCS an initial licensing fee of $25,000 and to pay ongoing royalties at the end
• $12,500 — ed and paid quarterly with a minimum of $12,500 paid each quarter. 2. All payment wil
• $353,600 — icensing fee and the estimated value of $353,600 of the 5shares of the Company's common
• $36,000 — Company recorded a current liability of $36,000 for the remaining obligation in its con
• $378,600 — t and determined to impair the asset of $378,600. Effective January 12, 2017, Passive S
• $10,000 — shares of common stock with a value of $10,000 for cash. During the year ended April
• $25,996 — shares of common stock with a value of $25,996 for the conversion of convertible debt.
• $34,291 — shares of common stock with a value of $34,291 for convertible debt. During the year
• $6,000 — shares of common stock with a value of $6,000 for service. During the year ended Apr
• $55,000 — shares of common stock with a value of $55,000 for the payment of consulting fees. Du
• $62,500 — shares of common stock with a value of $62,500 for the conversion of convertible debt.
• $695,000 — 0,000 shares with an aggregate value of $695,000 for the payment of related party debt.
• $295,000 — e Company recognized a loss on notes of $295,000. Dividends Policy During the year en
• $29,424 — of 5% interest. The deemed dividend was $29,424 for the year ended April 30, 2025. War

Filing Documents

• dtii_10k.htm (10-K) — 788KB
• dtii_ex311.htm (EX-31.1) — 13KB
• dtii_ex321.htm (EX-32.1) — 5KB
• dtii_10kimg1.jpg (GRAPHIC) — 3KB
• dtii_10kimg2.jpg (GRAPHIC) — 4KB
• 0001477932-25-007047.txt ( ) — 3935KB
• dtii-20250430.xsd (EX-101.SCH) — 45KB
• dtii-20250430_lab.xml (EX-101.LAB) — 265KB
• dtii-20250430_cal.xml (EX-101.CAL) — 40KB
• dtii-20250430_pre.xml (EX-101.PRE) — 216KB
• dtii-20250430_def.xml (EX-101.DEF) — 142KB
• dtii_10k_htm.xml (XML) — 424KB

Business

Business 3 Item 1A.

Risk Factors

Risk Factors 5 Item 1B. Unresolved Staff Comments 5 Item 1C Cybersecurity 5 Item 2.

Properties

Properties 6 Item 3.

Legal Proceedings

Legal Proceedings 6 Item 4. Mine Safety Disclosures 6 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 7 Item 6.

Selected Financial Data

Selected Financial Data 8 Item 7.

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 13 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 13 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 13 Item 9A.

Controls and Procedures

Controls and Procedures 13 Item 9B Other Information 14 PART III Item 10. Directors, Executive Officers and Corporate Governance 15 Item 11.

Executive Compensation

Executive Compensation 17 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 18 Item 13. Certain Relationships and Related Transactions and Director Independence 19 Item 14. Principal Accounting Fees and Services 20 PART IV Item 15. Exhibits, Financial Statement Schedules. 20

Signatures

Signatures 22 As used in this report, unless otherwise indicated, "we", "us", "our", "DTII" and the "Company" refer to Defense Technologies International Corp. 2 Table of Contents PART I

Business

Item 1. Business Defense Technologies International Corp. (the "Company") was incorporated in the State of Delaware on May 27, 1998. Effective June 15, 2016, the Company changed its name from Canyon Gold Corp. to Defense Technologies International Corp. to represent the Company's expansion goals more fully into the advanced technology sector. Our principal executive office is located at 2683 Via De La Ville Suite G418, Del Mar CA 92014 147, telephone (1-800) 520-9485. Additional office space is subleased from EMAC at 641 West 3rd Street, North Vancouver BC, Canada. Our website address is http://www.defensetechnologiesintl.com. Development of Scanner Technology Business Defense Technologies International Corp.'s (the "Company") subsidiary PSSI acquired the world-wide exclusive rights to the Passive Security Scan a next generation, walk-through personnel scanning system. The Passive Portal a patented product (US Patent: 7408461) is an advanced passive scanning technology for detection and identifying concealed threats to be used for the security of schools and other public venues. Our research shows The Passive Portal as the only known Walk-Through Scanner in today's market that is based on PASSIVE SENSING – ZER0-RATION and is therefore totally harmless to the subject being scanned. All other Walk-Through Scanners in the market are based on ACTIVE SCANNING with radiation and therefore can be harmful over time. PSSI has the exclusive World-Wide license to manufacture and sell the Passive Scanning Technology . We added a Camera for the detection of Elevated Body Temperatures (EBT), our first products are: Passive Portal, Passive Portal EBT, Passive EBT Station On October 19, 2016, the Company entered into a Definitive Agreement with Controlled Capture Systems, LLC ("CCS"), representing the inventor of the technology and assets that included a new exclusive Patent License Agreement and Independent Contractor agreement. Under the license agreement with CCS, th

Risk Factors

Item 1A. Risk Factors . The occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations. A pandemic typically results in social distancing, travel bans, and quarantine. This may limit access to our suppliers, management, support staff and professional advisors. As the Company's operations are primarily virtual and depends on numerous third-party consultants, we cannot measure the impact on our operations or financial condition at this point in time.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. This item is not required for a smaller reporting company.

: Cybersecurity,

Item 1C: Cybersecurity, We are highly dependent on third-party provided software applications to conduct key operations. We depend on both our own systems as well as the systems, networks and technology of our contractors, consultants, vendors and other business partners. 5 Table of Contents Our cybersecurity evaluation identifies various risks and issues that we continue to mitigate to further improve our program. This includes: Establishing a cybersecurity training program. Setting up and implementing a third-party risk management program to support a Third-Party Risk Management Policy and process to assess the risks associated with our critical third-party vendor engagements. Setting up and testing a Cybersecurity Incident Response Plan. Establishing additional processes for identifying cybersecurity threats and vulnerabilities within the environment in which we operate. Enhancing our technical security safeguards and configurations.

Properties

Item 2. Properties. We do not presently own any property.

Legal Proceedings

Item 3. Legal Proceedings. There are no material pending legal proceedings to which the Company or its subsidiary is a party, or to which any property is subject and, to the best of our knowledge, no such action against us is contemplated or threatened.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. This item is not applicable. 6 Table of Contents PART II

. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5 . Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our common shares are quoted on the OTCQB under the symbol "DTII". Set forth in the table below are the quarterly high and low prices of our common stock as obtained from the OTCQB for the past two fiscal years ended April 30, 2025. On June 28, 2022 the Company effected a reverse stock split of its issued and outstanding common stock on a one share for 500 shares basis. Prices set forth in the table below are adjusted to reflect that reverse stock split. High Low Fiscal year ended April 30, 2025 First Quarter $ 0.09 $ 0.03 Second Quarter $ 0.06 $ 0.03 Third Quarter $ 0.04 $ 0.02 Fourth Quarter $ 0.04 $ 0.01 Fiscal year ended April 30, 2024 First Quarter $ 0.09 $ 0.02 Second Quarter $ 0.08 $ 0.02 Third Quarter $ 0.07 $ 0.02 Fourth Quarter $ 0.06 $ 0.03 As of April 30, 2025, there were approximately 155 stockholders of record of our common stock, which does not consider those shareholders whose certificates are held in the name of broker-dealers or other nominee accounts. 7 Table of Contents Purchase of Equity Securities by the Issuer and Affiliated Purchasers We did not purchase any of our shares of common stock or other securities during our fiscal year ended April 30, 2025. Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities During the year ended April 30, 2024, the Company issued 200,000 shares of common stock with a value of $10,000 for cash. During the year ended April 30, 2024 the Company issued 1,262,617 shares of common stock with a value of $25,996 for the conversion of convertible debt. During the year ended April 30, 2024 the Company issued 1,380,191 shares of common stock for the conversion of series B preferred shares. During the year ended April 30, 2024, the Company issued 685,825 shares of common stock with a value of $34,291 for convert

Selected Financial Data

Item 6. Selected Financial Data. This item is not required for a smaller reporting company. 8 Table of Contents

. Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7 . Management's Discussion and Analysis of Financial Condition and Results of Operations. The following information should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this Form 10-K. The consolidated financial statements included in this annual report include the financial statements of the Company and those of Passive Security Scan, Inc. ("PSSI"), a consolidated subsidiary. Effective January 12, 2017, PSSI was incorporated in the state of Utah as a wholly owned subsidiary. The Company merged its wholly owned subsidiary, Long Canyon Gold Resources Corp. ("Long Canyon"), into PSSI, with PSSI the surviving entity. The Company transferred to PSSI its exclusive world-wide license to the defense, detection and protection security products previously acquired by the Company. The Company currently owns 76.28% of PSSI with 23.72% acquired by four other individuals and entities. With the merger of Long Canyon into PSSI, the Company discontinued its mineral exploration business. The Company plans to continue the development of the technology and conduct all sales and marketing activities in PSSI. Forward Looking and Cautionary Statements This report contains forward-looking statements relating to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "will" "should," "expect," "intend," "plan," anticipate," "believe," "estimate," "predict," "potential," "continue," or similar terms, variations of such terms or the negative of such terms. These statements are only predictions and involve known and unknown risks, uncertainties and other factors. Although forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment, actual results could differ materially from those anticipated in such statements. Except as required by applicable law, including the securities laws

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