Organization and Basis of Presentation |
9 Months Ended |
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Jun. 30, 2026 | |
| Organization and Basis of Presentation [Abstract] | |
| ORGANIZATION AND BASIS OF PRESENTATION | NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION
Company Background
Genvor Incorporated (the “Company”, “we”, or “our”) was incorporated in Florida on September 26, 2018, as “Allure Worldwide, Inc.,” and as of November 18, 2019, redomiciled to Nevada. On June 24, 2022, the Company changed its name from “Allure Worldwide, Inc.” to “Genvor Incorporated.”
The Company was originally formed with the intention of seeking to acquire the assets or shares of an entity actively engaged in business which generates revenues, in exchange for its securities. On January 11, 2021, the Company entered into an Exchange Agreement with Genvor Inc., a Delaware corporation (“Legacy Genvor”) to acquire Legacy Genvor (the “Acquisition”). On March 3, 2022, the Company and Legacy Genvor entered into a merger agreement to consummate the Acquisition, and pursuant to which a wholly-owned subsidiary of the Company, Genvor Acquisition Corp., a Delaware corporation (“Merger Subsidiary”), merged with and into Legacy Genvor, with each share of Legacy Genvor common stock outstanding immediately prior to the time of the Acquisition automatically converted into the right to receive one share of common stock of the Company.
On May 27, 2022, the Acquisition closed, whereby Merger Subsidiary merged with and into Legacy Genvor. As a result of the closing of the Acquisition, each share of Legacy Genvor was exchanged for one share of Company common stock resulting in the issuance of an aggregate of 35,261,871 shares of Company common stock to Legacy Genvor’s pre-merger shareholders. The Acquisition resulted in change of control of the Company, and Legacy Genvor became a wholly-owned subsidiary of the Company. As a result of the Acquisition, the Company had 55,261,871 issued and outstanding common shares upon the closing of the Acquisition. Subsequently and in connection with the Acquisition, the Company’s original founding shareholders cancelled an aggregate of 18,144,112 shares of Company common stock.
The Company’s wholly-owned subsidiary, Genvor Inc., was incorporated under the laws of the State of Delaware on April 4, 2019, as “Nexion Biosciences Inc.,” and on January 22, 2020, its name was changed to “Genvor Inc.”
During May 2019, Genvor Inc. acquired Nexion Biosciences LLC (“NBLLC”) from its founder for nominal consideration. NBLLC was formed in the State of Delaware on December 28, 2018.
Genvor, through its wholly-owned subsidiary, Genvor Inc., is developing an AI-enabled peptide platform focused on proprietary peptide candidates for agricultural crop protection, crop optimization and related health and wellness applications. The Company’s most advanced scientific foundation is its antimicrobial peptide platform, and its proprietary AGM and GV peptide families have been evaluated in peer-reviewed studies against fungal and bacterial plant pathogens. The Company intends to use its peptide library and its AI-enabled peptide design platform, BioCypher, to design, identify, optimize and license peptide candidates to third parties, including potential partners in agriculture and human health and wellness.
Basis of Presentation and Principles of Consolidation
These interim condensed consolidated financial statements of the Company and its subsidiaries are unaudited. In the opinion of management, all adjustments (consisting of normal recurring accruals) and disclosures necessary for a fair presentation of these interim condensed consolidated financial statements have been included. The results reported in the condensed consolidated financial statements for any interim periods are not necessarily indicative of the results that may be reported for the entire year. The accompanying condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and do not include all information and footnotes necessary for a complete presentation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). The Company’s condensed consolidated financial statements include the accounts of Genvor Incorporated, Legacy Genvor and its wholly owned subsidiary NBLLC. All intercompany accounts and transactions have been eliminated in consolidation.
Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2025 filed with the SEC on December 10, 2025.
Liquidity and Going Concern
Liquidity is the ability of a company to generate funds to support its current and future operations, satisfy its obligations and otherwise operate on an ongoing basis. At June 30, 2026, the Company had cash of $196,522.
The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. At June 30, 2026, as reflected in the accompanying condensed consolidated financial statements, the Company had a working capital deficit and stockholders’ deficit of $2,551,952 and $2,714,316, respectively. At June 30, 2026, the Company had an accumulated deficit of $29,755,621. For the nine months ended June 30, 2026, the Company recognized a net loss of $3,562,315 and used cash in operating activities of $898,957, with no revenues earned, and limited operational history. These matters, among others, raise substantial doubt about the Company’s ability to continue as a going concern.
Management evaluated the Company’s ability to continue as a going concern for one year from the date these financial statements are issued. The Company does not believe that its existing cash is sufficient to fund its operations for at least twelve months from the date these financial statements are issued. Management intends to seek additional funding through public or private offerings of equity or debt securities, strategic relationships, or other arrangements. The Company has no committed source of additional capital, and no assurance can be given that additional capital will be available on acceptable terms, or at all. If the Company is unable to obtain additional capital when required, it may be required to delay, reduce or eliminate elements of its business plan, and its business, results of operations and financial condition would be adversely affected. Management’s plans do not alleviate the substantial doubt about the Company’s ability to continue as a going concern.
The accompanying condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern. |