Graphene & Solar Tech's Net Loss Widens to $2.56M Amid Soaring Expenses

TL;DR

**GSTX is a cash-burning zombie with no revenue and a deepening deficit; avoid at all costs.**

AI Summary

Graphene & Solar Technologies Ltd (GSTX) filed a 10-Q/A to correct a labeling error in its prior fiscal year balance sheet, changing the date from September 30, 2025, to September 30, 2024. This correction did not impact any financial amounts, results of operations, cash flows, or related disclosures. For the nine months ended June 30, 2025, the company reported no revenue, a net loss of $2,565,809, significantly wider than the $1,163,601 net loss for the same period in 2024. Operating expenses surged to $2,380,929 for the nine months ended June 30, 2025, up from $1,041,403 in 2024, primarily driven by professional services expenses increasing from $972,805 to $2,279,549. The company's cash balance increased substantially from $1,845 as of September 30, 2024, to $42,791 as of June 30, 2025, largely due to financing activities, including the issuance of convertible notes. Total liabilities grew from $3,143,686 to $4,932,271, while stockholders' deficit deepened from $(2,836,973) to $(4,541,722) over the same period. The company continues to face a significant going concern risk, having accumulated net losses of $73,581,011 since inception as of June 30, 2025, and relies on future debt or equity issuances to fund operations.

Why It Matters

This filing highlights Graphene & Solar Technologies Ltd's precarious financial position, with zero revenue and a widening net loss, signaling significant operational challenges for investors. The substantial increase in professional services expenses, from $972,805 to $2,279,549, without corresponding revenue generation, raises questions about the efficiency of capital deployment. For employees and customers, the 'going concern' warning indicates instability and potential future disruptions. In a competitive market for graphene and solar technologies, GSTX's inability to generate revenue while accumulating losses puts it at a severe disadvantage against more established and financially robust players.

Risk Assessment

Risk Level: high — The company explicitly states a 'going concern' risk due to cumulative net losses of $73,581,011 as of June 30, 2025, and a reliance on future debt or equity issuances. Furthermore, the company reported $0 revenue for both the three and nine months ended June 30, 2025, while net loss widened to $2,565,809 for the nine-month period, indicating severe operational challenges.

Analyst Insight

Investors should exercise extreme caution and likely avoid Graphene & Solar Technologies Ltd. The company's lack of revenue, significant and growing net losses, and explicit 'going concern' warning suggest a high probability of further dilution or potential failure. Focus on companies with proven revenue streams and sustainable business models.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

N/A

total Debt

$4,932,271

net Income

$(2,565,809)

eps

N/A

gross Margin

N/A

cash Position

$42,791

revenue Growth

N/A

Revenue Breakdown

Key Numbers

• $0 — Revenue (for the three and nine months ended June 30, 2025 and 2024, indicating no operational income.)
• $(2,565,809) — Net Loss (for the nine months ended June 30, 2025, a significant increase from $(1,163,601) in the prior year.)
• $2,380,929 — Total Operating Expenses (for the nine months ended June 30, 2025, up from $1,041,403 in 2024, primarily due to professional services.)
• $42,791 — Cash (as of June 30, 2025, an increase from $1,845 as of September 30, 2024, largely from financing activities.)
• $4,932,271 — Total Liabilities (as of June 30, 2025, up from $3,143,686 as of September 30, 2024, indicating increased debt burden.)
• $(4,541,722) — Total Stockholders' Deficit (as of June 30, 2025, worsening from $(2,836,973) as of September 30, 2024.)
• 718,194,059 — Outstanding Shares of Common Stock (as of November 10, 2025, indicating potential for significant dilution.)
• $73,581,011 — Cumulative Net Losses (since inception as of June 30, 2025, highlighting severe financial distress and going concern risk.)
• $1,467,621 — Due to Related Parties (Cash Flow) (increase in cash from related parties for the nine months ended June 30, 2025, a key source of funding.)
• $367,172 — Net Cash from Financing Activities (for the nine months ended June 30, 2025, crucial for sustaining operations given negative operating cash flow.)

Key Players & Entities

• Graphene & Solar Technologies Ltd (company) — registrant
• SEC (regulator) — Securities and Exchange Commission
• $73,581,011 (dollar_amount) — cumulative net losses since inception as of June 30, 2025
• $2,565,809 (dollar_amount) — net loss for the nine months ended June 30, 2025
• $1,163,601 (dollar_amount) — net loss for the nine months ended June 30, 2024
• $2,380,929 (dollar_amount) — total operating expenses for the nine months ended June 30, 2025
• $1,041,403 (dollar_amount) — total operating expenses for the nine months ended June 30, 2024
• $2,279,549 (dollar_amount) — professional services expenses for the nine months ended June 30, 2025
• $972,805 (dollar_amount) — professional services expenses for the nine months ended June 30, 2024
• $42,791 (dollar_amount) — cash balance as of June 30, 2025

FAQ

Risk Factors

• Going Concern Uncertainty [high — financial]: The company has accumulated $73,581,011 in net losses since inception as of June 30, 2025. Operations are dependent on future debt or equity issuances, the success of which is unknown, raising substantial doubt about its ability to continue as a going concern.
• Dependence on Future Financing [high — financial]: The company requires significant capital to fund working capital deficits and future operations. Management plans to raise capital through debt and/or equity markets, but there is no assurance of success.
• Significant Increase in Operating Expenses [medium — operational]: Operating expenses surged to $2,380,929 for the nine months ended June 30, 2025, from $1,041,403 in the prior year. This was primarily driven by a substantial increase in professional services expenses from $972,805 to $2,279,549.
• Deepening Stockholders' Deficit [medium — financial]: The stockholders' deficit widened from $(2,836,973) as of September 30, 2024, to $(4,541,722) as of June 30, 2025, indicating a deteriorating equity position.
• Increasing Liabilities [medium — financial]: Total liabilities grew from $3,143,686 as of September 30, 2024, to $4,932,271 as of June 30, 2025, indicating an increasing debt burden.
• Potential for Dilution [medium — financial]: With 718,194,059 outstanding shares of common stock as of November 10, 2025, future equity issuances to fund operations carry a significant risk of substantial dilution for existing shareholders.

Industry Context

The graphene and solar technology sectors are characterized by rapid innovation and high capital requirements. Companies often face long development cycles and significant R&D expenses before achieving commercial viability. Competition is intense, with established players and emerging startups vying for market share and technological leadership. Access to capital is critical for survival and growth in these capital-intensive industries.

Regulatory Implications

As a publicly traded company, GSTX is subject to SEC regulations, including timely and accurate financial reporting. The company's going concern status and reliance on future financing may attract increased scrutiny from regulators and investors. Any misstatements or failures to comply with reporting requirements could lead to penalties.

What Investors Should Do

1. Monitor future financing activities closely.
2. Evaluate the sustainability of increased professional services expenses.
3. Assess the long-term viability of the business model.
4. Consider the high risk associated with the going concern status.

Key Dates

• 2024-09-30: Prior Fiscal Year End Balance Sheet Date (Corrected) — The 10-Q/A filing corrected this date from 2025 to 2024, indicating a minor administrative correction without financial impact.
• 2025-06-30: Nine Months Ended — Period for which financial results show no revenue, a net loss of $2,565,809, and increased operating expenses, highlighting continued financial distress.
• 2025-11-10: Outstanding Shares of Common Stock Date — Reported 718,194,059 shares outstanding, signaling a large potential for dilution from future financing activities.

Glossary

Going Concern

An accounting assumption that a company will continue to operate for the foreseeable future. If there is substantial doubt about this, it must be disclosed. (GSTX faces significant doubt about its ability to continue as a going concern due to substantial accumulated losses and reliance on future financing.)

Stockholders' Deficit

Occurs when a company's total liabilities exceed its total assets, resulting in a negative net worth for shareholders. (GSTX's stockholders' deficit has deepened to $(4,541,722), indicating a worsening financial position.)

Convertible Notes

Debt instruments that can be converted into a predetermined amount of equity or debt at the option of the holder. (Issuance of convertible notes is a key financing activity contributing to the increase in cash, but also poses a future dilution risk.)

U.S. GAAP

Generally Accepted Accounting Principles in the United States, the standard framework for financial accounting and reporting. (The financial statements are prepared in accordance with U.S. GAAP, ensuring adherence to standard accounting practices.)

10-Q/A

An amended quarterly report filed with the SEC to correct or supplement information previously filed in a 10-Q report. (GSTX filed a 10-Q/A to correct a labeling error, indicating a minor administrative correction.)

Year-Over-Year Comparison

The primary purpose of this 10-Q/A filing was to correct a date error on the prior year's balance sheet, with no impact on financial figures. However, the reported financial performance for the nine months ended June 30, 2025, shows a significant deterioration compared to the same period in 2024. Revenue remains at $0, but the net loss has more than doubled to $(2,565,809), driven by a substantial increase in operating expenses, particularly professional services. The cash position has improved due to financing, but liabilities have also increased, and the stockholders' deficit has widened, reinforcing the existing going concern risk.

Key Financial Figures

• $40,851 — . Other comprehensive income loss was $40,851 and $38,43 for the three months ended J
• $38,43 — mprehensive income loss was $40,851 and $38,43 for the three months ended June 30, 202
• $48,597 — tively. Other comprehensive income was $48,597 for the nine months ended June 30, 2025
• $59,386 — 025, and an other comprehensive loss of $59,386 for the nine months ended June 30, 2024
• $247,269 — umulated other comprehensive income was $247,269 and $198,672, as of June 30, 2025 and S
• $198,672 — r comprehensive income was $247,269 and $198,672, as of June 30, 2025 and September 30,
• $198,088 — 24, the exchange obligation payable was $198,088 and $190,151, including accrued interes
• $190,151 — nge obligation payable was $198,088 and $190,151, including accrued interest of $127,341
• $127,341 — $190,151, including accrued interest of $127,341 and $119,403, respectively. As of June
• $119,403 — luding accrued interest of $127,341 and $119,403, respectively. As of June 30, 2025 and
• $58,198 — ce of promissory notes payable stood at $58,198 and $54,459, inclusive of accrued inter
• $54,459 — sory notes payable stood at $58,198 and $54,459, inclusive of accrued interest totaling
• $8,198 — inclusive of accrued interest totaling $8,198 and $4,459, respectively. Moreover, as
• $4,459 — of accrued interest totaling $8,198 and $4,459, respectively. Moreover, as of June 30,

Filing Documents

• gstx_10q.htm (10-Q/A) — 791KB
• ex31_1.htm (EX-31.1) — 13KB
• ex31_2.htm (EX-31.2) — 13KB
• ex32_1.htm (EX-32.1) — 5KB
• ex32_2.htm (EX-32.2) — 5KB
• 0001903596-25-000523.txt ( ) — 4169KB
• gstx-20250630.xsd (EX-101.SCH) — 34KB
• gstx-20250630_cal.xml (EX-101.CAL) — 45KB
• gstx-20250630_def.xml (EX-101.DEF) — 113KB
• gstx-20250630_lab.xml (EX-101.LAB) — 278KB
• gstx-20250630_pre.xml (EX-101.PRE) — 229KB
• gstx_10q_htm.xml (XML) — 547KB

Controls and Procedures

Controls and Procedures. 21 PART II — OTHER INFORMATION Item 1

Legal Proceedings

Legal Proceedings 22 Item 1A

Risk Factors

Risk Factors 22 Item 2 Unregistered Sales of Equity Securities and Use of Proceeds 22 Item 3 Defaults on Senior Securities 22 Item 4 Mine Safety Disclosures 22 Item 5 Other Information 22 Item 6. Exhibits. 22

SIGNATURES

SIGNATURES 23 GRAPHENE & SOLAR TECHNOLOGIES LIMITED CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 2025 (Unaudited) September 30, 2024 Assets Current Assets: Cash $ 42,791 $ 1,845 Prepaid expenses 11,266 11,923 Total Current Assets 54,057 13,768 Other Assets: Furniture and equipment, net of depreciation $ 83,461 and $ 88,064 23,929 26,262 Other Receivable 3,498 89,864 Other Assets 191,071 16,204 Right of Use Asset 117,994 160,615 Total Assets $ 390,549 $ 306,713 Liabilities and Stockholders' Deficit Current Liabilities: Accounts payable and other payable $ 1,603,671 $ 1,295,394 Accrued interest payable 260,062 222,679 Due to related party 2,209,249 852,743 Lease Liability 49,618 46,968 Notes payable – $ 60,000 in default, at 06/30/25 and 09/30/24 310,328 324,928 Notes payable – related party 94,610 97,395 Convertible notes payable, net of discount $ 142,209 and $ 1,129 178,644 101,876 Convertible notes payable – related party, net of discount $ 69,298 and $ 4,083 153,379 84,426 Total Current Liabilities 4,859,561 3,026,409 Lease Liability 72,710 117,277 Total Liabilities $ 4,932,271 $ 3,143,686 Stockholders' Deficit Preferred stock: 10,000,000 shares authorized; $ 0.00001 par value; no shares issued and outstanding — — Common stock: 800,000,000 shares authorized; $ 0.00001 par value; 702,944,059 and 569,779,887 shares issued and outstanding 7,031 5,698 Additional paid-in capital 69,567,502 68,769,472 Stock Receivable ( 795,000 ) ( 795,000 ) Stock Payable 13,100 — Accumulated deficit ( 73,581,011 ) ( 71,015,630 ) Accumulated other comprehensive income 247,269 198,672 Non-Controlling Interest ( 613 ) ( 185 ) Total Stockholders' Deficit ( 4,541,722 ) ( 2,836,973 ) Total Liabilities and Stockholders' Deficit $ 390,549 $ 306,713 The accompanying notes are an integral part of these consolidated financial statements. 3 GRAPHENE & SOL

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 – BASIS OF PRESENTATION These consolidated financial statements of Graphene & Solar Technologies Limited (GSTX or the Company) have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). In the opinion of management, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. Certain information, accounting policies and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to Securities and Exchange Commission (SEC) rules and regulations. These financial statements should be read along with Graphene & Solar Technologies audited financial statements as of September 30, 2024. Going Concern – The Company has incurred cumulative net losses since inception of $ 73,581,011 at June 30, 2025. Accordingly, it requires capital to fund working capital deficits and for future operating activities to take place. The Company's ability to raise new funds through the future issuances of debt or common stock is unknown. The obtainment of additional financing, the successful development of a plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability of the Company to continue its operations is dependent on management's plans, which include the raising of capital through debt and/or equity markets, with some additional funding from other traditional financing sources, including term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. The Company may need to incur additional liabilities with certain related parties to sustain the Company's existence. There can be no assurance that the Company will be able to raise any additional capital

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