UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 10-K

Commission file number: 333-267560

Cyber Enviro-Tech, Inc.

(Exact name of registrant as specified in its charter)

6991 E. Camelback Road,

SuteSuite D-300

Scottsdale, AZ 8523485251

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (307)200-2803

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act: Common Stock, par value $0.001 per share

Common Stock, par value $0.001 per share

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  ☐No☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  ☐No☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes☒ No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x☐x☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or, an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company”, in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.  ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐  No ☒

As of June 30, 2023 (the last business day of the registrant's most recently completed second fiscal quarter), the aggregate market value, computed by reference to the price at which the registrant's common equity was last sold, of the 30,030,948 shares of common stock held by non-affiliates of the issuer on such date was $9,309,594.

At December 31, 2022March 18, 2024 there were 115,914,283 81,861,713 shares of the registrant’s Common Stock issued and outstanding.

Cyber Enviro-Tech, Inc.

FORM 10-K

For The Fiscal Year Ended December 31, 2022

Cyber Enviro-Tech, Inc.

FORM 10-K

For The Fiscal Year Ended December 31, 2023

i

Explanatory Note

In this Annual Report on Form 10-K, Cyber Enviro-Tech, Inc. is sometimes referred to as the “Company”, “we”, “our”, “us” or “registrant” and U.S. Securities and Exchange Commission is sometimes referred to as the “SEC”.

PART I

Item 1. Business – OVERVIEW OF OUR COMPANY

Our Company

CYBER ENVIRO-TECH, INC. ("the Company", "CETI") was incorporatedfounded in the stateState of Wyoming as Electronic Biotek, Inc in April 1986 (“Inception”).

CETI is a water technology Company focusing on Aprilthe remediation of 1992 ("Inception").contaminated industrial wastewater with an initial emphasis on the oil & gas industry. Our water filtration and alternative energy systems will have neural sensors, controls and networks - all connected to a cellular device. The Company has aggregated technologies to produce a water filtration system. CETI will be outsourcing the production of its water filtration systems. However, the Company intends to generate revenues from its revenue share with its clients. At this time CETI has not entered into any outsourcing agreements with third parties.

We are an exploration stage company with limited revenues and operating history. Our independent auditor has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. We currently own the mineral rights to a 479- acre, 33-well, Pilot Oil Field located in Callahan County, Texas. These rights were secured from D-Bar Leasing, Inc, formerly owned by Mr. Danny Hyde.

GENERAL OVERVIEW

Form and year of organization;

Cyber Enviro-Tech, Inc., also referred to as “CETI” and the “Company”, was founded in the State of Wyoming as Biolectronics, Corp.Electronic Biotek, Inc in April 1992.1986.

Bankruptcy, receivership;

The company has never filed Bankruptcy or been involved in any receiverships or similar proceedings

Material reclassification;

Cyber Enviro-Tech, Inc - CURRENT.

NexGen Holdings Corp - Until April 30, 2021

WindPower Innovations, Inc. until January 2014

Educational Services International, Inc. until November 2009

Bio-Life Systems, Inc. until November 2001

Biolectronics, Corp. to April 1992

Electronic Biotek, Inc April 1986

Business of the Cyber Enviro-Tech, Inc.;

Cyber Enviro-Tech, Inc is a water science technology company focusing on the remediation of contaminated industrial wastewater with an initial emphasis on the oil & gas industry. We do this by integrating technologies to include cyber, aerospace, satellite, industrial and AI engineering telemetry. Our water filtration, waste water and alternative energy systems will have neural sensors, controls and networks - all connected to a cellular device.

There Our pilot project, where we are 26the operator of record, is on a 479-acre, 33-well, oil wells on our Pilot Oil Field and when funds become available the Company will change overfield in Callahan County, Texas. Approximately a third of them have been converted from the old pumper jack systems to CETI’s current system.

The Company is reviewing its next project where CETI would completealso testing its oil field water filtration system and putmachine in a few locations Southwest Texas. Upon successful completion, the system into use onCompany has preliminary agreements in place to expand to at least three other locations in Texas.

During 2023, the Pilot Oil fieldCompany purchased the licensing to several patents from KAM Biotechnology, Ltd. These patents enhance the Company’s ability to treat wastewater in Callahan County. At this time, CETI has not put its water filtration system into place at any location nor has it entered into any contracts with operators to put the water filtration system into the field.an environmentally friendly manner.

Our focus for the current fiscal year will be on furtheron:

Sales Strategy – CETI’s B2B Sales Strategy will include partnering with individuals and companies who have many years of experience and developed relationships within their respective aforementioned targeted verticals. Prior knowledge of those specific industry issues, water filtration needs, history and relationships developed over many years will enable them to shorten the sales cycle for our water filtration system. As of January 11,December 31, 2023 the companyCompany has not employed anyindependent services contracts with three individuals or companies for its B2B Sales Strategy.sales strategy – two in oil and gas and one in the meat packing industry.

Market Demand and Size - CETI’s water filtration system can be modified to address many of the water contamination issue that exists anywhere in the world. The markets envisioned for the CETI water filtration system when funds permit would be both domestic (U.S.) and global.

Government Regulation

We are subject to government regulations that regulate businesses generally, such as compliance with regulatory requirements of federal, state, and local agencies and authorities, including regulations concerning workplace safety and labor relations. In addition, our operations are affected by federal and state laws relating to marketing practices in the oil industry. expansion of operations; a change to or changes to government regulations; a general economic slowdown; a significant decrease in the price of West Texas Intermediate crude. Any change in one or more of these factors could reduce our ability to earn and grow revenue in future periods.

Research and Development

We have invested $20,000$34,500 in research and development of perforation proceduresour oil/water filtration machine as well as approximately $1.6$2.6 million in getting our Pilot Oil Field project (the Alvey Ranch) back into production. Both of these costs haveThe former has been expensed and the latter capitalized.

Personnel

As of December 31, 2022,2023, we have no employees but the Company does have 812 full-time and part-time consultants. . 

Item 1A. Risk Factors.

As a "smaller reporting company," as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

Item 1B. Unresolved Staff Comments.

None.

Item 2. Properties.

Our executive offices are located at 6991 E. Camelback Road, Suite D-300, Scottsdale, AZ 85251. We rent an executive office at the cost of $125/month and it is rented on a month-to-month basis. The directors and officers of the company generally work from their home offices.

On February 10, 2021, CETI entered into an agreement with Danny Hyde, former operator of the Alvey Ranch oil field, to take over as the operator of record. Danny Hyde died during 2021 and at the end of 2021, we renegotiated with the Estate of Danny Hyde (“EDH”) where CETI is to receive a higher percentage of the Working Interest (gross revenue less royalty payments to the landowners). Of the 100% working interest under the December 31, 2021 Agreementagreement between EDH and CETI, EDH receives 18.75% less its share of all operating costs, taxes, shipping and other expenses associated with the rework, production and delivery of oil from the existing wells on the Alvey Oil Field. Said 18.75% working interest is to be paid in perpetuity. The remaining 81.25% working interest is to be paid to CETI less its share of taxes, shipping and other expenses associated with the rework, production and delivery of oil from the existing wells on the Alvey. For any new wells put into production by CETI, the working interest to EHD, less all its expenses, is 5%.

In addition to the working interest payments due to EDH from well production, EDH will receive $450,000 to be paid in installments. As of December 31, 2022,2023, the remaining amount owed is $343,500.

Our focus for the current fiscal year will be on further locating and developing new working interest opportunities, while continuing to pursue acquisition of new leases and/or existing oil and gas wells which have potential for production based on the addition of our water filtration system, if revenues warrant. 

Item 3. Legal Proceedings.

We are not a party to any legal proceedings, norproceedings. However, CETI owes $343,500 to EDH but the Company maintains that EDH owes CETI over $400,000 for unreimbursed working interest expenses. No lawsuits have been filed and discussions are we aware of any threatened litigation whatsoever.ongoing.

Item 4. Mine Safety Disclosures

Not applicable to smaller reporting companies.

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

Our common stock was approved for listing on the OTC Bulletin Board under the symbol CETI on October 6, 2020.   As of December 31, 2022,2023, there were 429440 active shareholders and the total shares outstanding of 115,914,283.77,467,573. The transfer agent for our common stock is Pacific Stock Transfer 6725 Via Austin Parkway Suite 300, Las Vegas, Nevada 98119.

The following table shows the reported high and low closing bid quotations per share for our common stock based on information provided by the OTC Bulletin Board for the periods indicated. Quotations reflect inter-dealer prices, without markup, markdown or commissions and may not represent actual transactions. 

Trades in our common stock may be subject to Rule 15g-9 under the Exchange Act, which imposes requirements on broker-dealers who sell securities subject to the rule to persons other than established customers and accredited investors.  For transactions covered by the rule, broker-dealers must make a special suitability determination for purchasers of the securities and receive the purchaser's written agreement to the transaction before the sale.

Our shares are subject to rules applicable to "penny stock" which pertain to any equity security with a market price less than $5.00 per share or an exercise price of less than $5.00 per share.  Penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, which specifies information about penny stocks and the nature and significance of risks of the penny stock market. A broker-dealer must also provide the customer with bid and offer quotations for the penny stock, the compensation of the broker-dealer, and sales person in the transaction, and monthly account statements indicating the market value of each penny stock held in the customer's account. In addition, the penny stock rules require that, prior to a transaction in a penny stock not otherwise exempt from those rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the trading activity in our shares.

Dividend Policy 

We have not paid or declared any cash dividends on our common stock in the past and do not foresee doing so in the foreseeable future.  We intend to retain any future earnings for the operation and expansion of our business.  Any decision as to future payment of dividends will depend on the available earnings, the capital requirements of our Company, our general financial condition and other factors deemed pertinent by our Board of Directors.

Sales of Unregistered Securities 

Securities authorized for issuance under equity compensation plans

The Company has not reserved any securities for issuance under equity compensation plans for any officers, directors or any beneficial owners.

The individual below are consultants and part of their compensation is in stock as follows:

On November 21, 2022 the company entered into a consulting agreement with Axiom Group (Joseph Isaacs, sole Officer and director) for professional services wherein the Company paid Axiom Group (Joseph Isaacs) 950,000 common shares.

On April 25, 2023 the company entered into a consulting agreement with Dr. Markus Miller for professional services wherein the Company paid 1,000,000 common shares.

On May 17, 2023 the company entered into a consulting agreement with Frank Straw for professional services wherein the Company paid 1,000,000 common shares.

On June 3, 2023, the company entered into a consulting agreement with Ken Waters for professional services wherein the Company issued 1,000,000 options with a strike price of $0.20 a share.

On September 15, 2023, the company entered into a consulting agreement with Kaybrook Client Consulting LLC, Harry Datys, for professional services wherein the Company issued 3,950,000 warrants at a par value of $0.001.

On November 6, 2023 the company entered into a distribution and consulting agreement with Delta, Serdar Gurel, for professional services wherein the Company paid 1,000,000 common shares.

The Company has had a working relationship with Bruce Moore for several years. To keep him engaged, the Company gave him 200,000 common shares for professional services.

The Company has had a working relationship with US Affiliated, Inc, owned by Karen Fowler, for the past year. To keep the company engaged, CETI gave US Affiliated, Inc 1,000,000 common shares for professional services.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

None.

Holders of Record

As of December 31, 2022,2023, there were 429440 record holders and 370429 as of December 31, 2021,2022, of the Company’s common stock.

Item 6. Selected Financial Data.

As a "smaller reporting company," as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with our financial statements, including the notes thereto, appearing in this Form 10-K and are hereby referenced. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this report. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. We believe it is important to communicate our expectations. However, our management disclaims any obligation to update any forward-looking statements whether as a result of new information, future events or otherwise.

These forward-looking statements are based on our management’s current expectations and beliefs and involve numerous risks and uncertainties that could cause actual results to differ materially from expectations. You should not rely upon these forward-looking statements as predictions of future events because we cannot assure you that the events or circumstances reflected in these statements will be achieved or will occur. You can identify a forward-looking statement by the use of the forward-terminology, including words such as “may”, “will”, “believes”, “anticipates”, “estimates”, “expects”, “continues”, “should”, “seeks”, “intends”, “plans”, and/or words of similar import, or the negative of these words and phrases or other variations of these words and phrases or comparable terminology. These forward-looking statements relate to, among other things: our sales, results of operations and anticipated cash flows; capital expenditures; depreciation and amortization expenses; sales, general and administrative expenses; our ability to maintain and develop relationship with our existing and potential future customers, and, our ability to maintain a level of investment that is required to remain competitive. Many factors could cause our actual results to differ materially from those projected in these forward-looking statements, including, but not limited to: variability of our revenues and financial performance; risks associated with technological changes; the acceptance of our products in the marketplace by existing and potential customers; disruption of operations or increases in expenses due to our involvement with litigation or caused by civil or political unrest or other catastrophic events; general economic conditions, government mandates; and, the continued employment of our key personnel and other risks associated with competition.

GENERAL OVERVIEW

Business Background

CYBER ENVIRO-TECH, INC.Cyber Enviro-Tech, Inc. is a publicly held Wyoming water technology Company focusing on the remediation of contaminated industrial wastewater with an initial emphasis on the oil and water filtration technology company that designs water purification solutions for commercial applications and industries& gas industry.

Our principal executive office is located at Cyber Enviro-Tech, Inc., 6991 E. Camelback Road, Suite D-300, Scottsdale, Arizona 85251. Our telephone number is 866 687-6856. Our Internet site is located at: www.cyberenviro.tech. We maintain our statutory registered agent's office at Registered Agents Inc. 30 N Gould St Ste R Sheridan, WY 82801 USA Telephone Number. (307) 200-2803

June 12, 2020, the District Court of Laramie County, Wyoming appointed Benjamin Berry of Synergy Management Group LLC (“Synergy”) as custodian of the Company.

On September 3, 2020, Synergy and Global Environmental Technologies, Inc. (“Global”), entered into a Securities Purchase Agreement, whereby Synergy sold its one share of Special Series A preferred stock and one-half share of Series C preferred stock to Global Environmental Technologies, Inc.

On September 23, 2020, the Company entered into a share exchange agreement with Global Environmental Technologies, Inc., (“Global”) a Wyoming corporation. Per the terms of the agreement, NexGen exchanged thirty-five shares of common stock for one share of Global.

On October 6, 2020, the Company formally changed its name with the State of Wyoming from NexGen Holdings to Cyber Enviro-Tech, Inc.

April 29, 2021, was the Announcement Date for the Company to do a reverse stock split of 1:20 and the Market Effective date was April 30, 2021.  The symbol for Cyber Enviro-Tech, Inc. is CETI. All numbers in this 10-K have been retroactively restated to reflect the reverse split.

DESCRIPTION OF BUSINESS

Cyber Enviro-Tech, Inc is a water science technology company focusing on the remediation of contaminated industrial wastewater with an initial emphasis on the oil & gas industry. We are an emerging growth company with limited revenues and operating history. Our independent auditor has issued an audit opinion which includes a statement expressing substantial doubt as to our ability to continue as a going concern. Our pilot project is an oil field in West Texas. We currently own the mineral rights to a 479- acre, 33-well, located in Callahan County, Texas. These rights were secured fromD-Bar Leasing, Inc, formerly owned by Mr. Danny Hyde.

GENERAL OVERVIEWThe Company is also testing its oil water filtration machine in a few locations Southwest Texas. Upon successful completion, the Company has preliminary agreements in place to expand to at least three other locations in Texas.

GENERAL OVERVIEW

Form and year of organization;

Cyber Enviro-Tech, Inc., also referred to as “CETI” and the “Company”, was founded in the State of Wyoming as Biolectronics, Corp.Electronic Biotek, Inc in April 1986.

Bankruptcy, receivership;

The company has never filed Bankruptcy or been involved in any receiverships or similar proceedings.

Material reclassification;

Cyber Enviro-Tech, Inc - CURRENT.

NexGen Holdings Corp - Until April 30, 2021

WindPower Innovations, Inc. until January 2014

Educational Services International, Inc. until November 2009

Bio-Life Systems, Inc. until November 2001

Biolectronics, Corp. to April 1992

Electronic Biotek, Inc. April 1986 

Business of the Cyber Enviro-Tech, Inc.;

Cyber Enviro-Tech, Inc is a water science technology company focusing on the remediation of contaminated industrial wastewater with an initial emphasis on the oil & gas industry. We do this by integrating technologies to include cyber, aerospace, satellite, industrial and AI engineering telemetry. Our water filtration, waste water and alternative energy systems will have neural sensors, controls and networks - all connected to a cellular device.

There are 26 oil wells on our Pilot Oil Field and when funds become available the Company will change over the old pumper jack systems to CETI’s current system.

The Company is reviewingalso testing its next project where CETI would complete its fieldoil water filtration system and putmachine in a few locations Southwest Texas. Upon successful completion, the system into use onCompany has preliminary agreements in place to expand to at least three other locations in Texas.

During 2023, the Pilot Oil fieldCompany purchased the licensing to several patents from KAM Biotechnology, Ltd. These patents enhance the Company’s ability to treat wastewater in Callahan County. At this time CETI has not put its water filtration system into place at any location nor has it entered into any contracts with operators to put the water filtration system into the field.an environmentally friendly manner.

Our focus for the current fiscal year will be on further developingon:

The Company is also testing its oil production on 479-acre Pilot Oil Fieldwater filtration machine in Callahan County,a few locations Southwest Texas. Upon successful completion, the Company has preliminary agreements in place to expand to at least three other locations in Texas.

The Companies industrialDuring 2023, the Company purchased the licensing to several patents from KAM Biotechnology, Ltd. These patents enhance the Company’s ability to treat wastewater filtration technology will provide the following benefits to its customers including;in an environmentally friendly manner.

Sales Strategy – CETI’s B2B Sales Strategy will include partnering with individuals and companies who have many years of experience and developed relationships within their respective aforementioned targeted verticals. Prior knowledge of those specific industry issues, water filtration needs, history and relationships developed over many years will enable them to shorten the sales cycle for our water filtration system. As of March 31, 2023,1, 2024, the Company is in discussionhas agreements with variousseveral individuals who are pursuing a variety of opportunities but has not formerly employed any individuals or companies for its B2B Sales Strategy.no contracts with have been ratified so far.

Market Demand and Size - CETI’s water filtration system can be modified to address many of the water contamination issue that exists anywhere in the world. The markets envisioned for the CETI Water system when funds permit would be both domestic (U.S.) and global.

Results of Operations for the Years Ending December 31, 20222023 and 2021

2022

Revenues. Revenue increasedis only $23,649 and decreased by 496% due to72% since we are still in our sale of oil fromdevelopment phase on our Pilot Oil Project in West Texas. However, this increasedecrease is off of a very small base in 20212022 ($14,332)85,356) and overall minimal, as the Company is still doing significant repairs and upgrades to the field. We expect the field to be operating normally by the second quarter of 2023.minimal.

Cost of Sales. IncreaseDecreased by 545% due to increased72% in alignment with the decreased sales volume during 2022.2023.

Adjusted Gross Sales. IncreaseDecreased by 480%72% due to increaseddecreased volume during 2022.2023.

General and Administrative Expenses. General and administrative expenses for the year ended December 31, 20222023 were up by 60%481% vs 20212022 largely due increased travel expenses as the Company looks to an increasedevelop markets for its products both nationally and internationally. Travel expenses make up over half of all general and administrative expenses in depreciation expense related to assets purchased for the Alvey oil field.2023.

Professional fees. These fees are largely made up of audit and audit-related fees ($48,65292,552 and $19,293$48,652 as of December 31, 20222023 and 20212022 respectively). The increase in audit/audit-related fees is largely due to the Company’s initial audit performed in 2022increases from our auditors and as well as the preparationfiling of an S-1 Registration Statement filed in September 2022.November 2023.

Consulting fees. Increased by 67%741% due to a full year of paying consultants working in various capacities including management, field work, research, sales, marketing and legal advisory services. Since fundraising did not beginIn addition, the Company expanded its business development of wastewater remediation both internationally and to other verticals including meat processing and oil reclamation sites. A majority of this amount was paid in earnest until 2021the form of stock, warrants and initial monies were invested in trying to get the Alvey field operational, several consultants did not start collecting fees until the latter part of 2021. As such, 2022 is more representative of a typical year.options (73%).

Other Income (Expense). Much of this is related to the issuance and conversion of convertible debentures used to raise money for the Company’s operations. $1,461,000$3,733,000 and $1,175,000$1,210,000 was raised by the sale of convertible debentures in 20222023 and 2021,2022, respectively. During 2022, $2,250,000 of these convertible debentures from 2022 and 2021 were exchanged for common shares of stock. Since convertible debentures issued before March 31, 2022 did not contain a floor price, estimates needed to be performed to determine the Changechange in fair value of the derivatives, Lossloss on issuance of derivatives as well as Gaingain on extinguishment of debt when the debentures were converted to common shares. In addition, the change in Interestinterest expense of $833,899$1,152,933 was largely due to the amortization of debt discount of $1,111,820$1,111,820. In addition, debenture holders in 2023 converted in shorter time periods resulting in less interest paid in 2023 vs 2022.

During 2023 vs 2022, there were two other changes. First, we took out loans from a company that provides the option for CETI to pay back in either cash or stock. As such, just for this company, we do have derivative accounting as noted above. Second, there is amortization of intangible assets which offset the decrease in Debt issue costs of $250,742. Interest expense is comprised of Debt issue costs, Amortization of debt discount and Interest expense.relates to CETI’s licensing agreement with KAM Biotechnology, Ltd.

Net Income (Loss). The above changes resulted in net loss of 4,343,104 in 2023 compared to net income of $1,479,362 in 2022. The losses in 2023 were largely due to consulting expenses and the gains for 2022 comparedwere largely due to a net loss of $(3,749,667) in 2021. Asderivative accounting as noted in “Other Income (Expense)”, these large changes were largely due to accounting for derivatives due to the issuance of convertible debentures and 2022 conversion into common stock as noted above.

Liquidity and Capital Resources  

As of December 31, 2022,2023, the Company had total assets of $2,871,855$5,398,615 including current assets of $392,820.$558,847.  We also have current liabilities of $440,637$814,491 which consist of accounts payable of $149,835$220,214, accrued interest of $96,623 and short-term loans net of discount of $154,154 and a note payable of $277,613.$343,500. We also have $517,859$3,085,714 of long-term liabilities largely consisting of notes payable for the Alvey Oil field leasehold improvements of $183,657 and convertible notes of $334,202.$2,641,000.  We believe our ability to achieve commercial success and continued growth will be dependent upon our continued access to capital either through sale of additional convertible debentures, sale of our equity or cash generated from operations. We will attempt to obtain additional capital through private investors; however, we have no agreements or understandings with third parties at this time in regards to investing additional monies.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a "smaller reporting company," as defined by Item 10 of Regulation S-K, the Company is not required to provide this information. 

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Our consolidated financial statements for the fiscal years ended December 31, 20222023 and 20212022 are attached hereto.

TABLE OF CONTENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Cyber Enviro-Tech Inc.

Opinion on the Financial Statements

We have audited the accompanying balance sheets of Cyber Enviro-Tech Inc. (the Company) as of December 31, 20222023 and 2021,2022, and the related statements of operations, changes in stockholders’ equity (deficit), and cash flows for the year endtwo years ended December 31, 2022 and 2021,2023, and the related notes and schedules (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20222023 and 2021,2022, and the results of its operations and its cash flows for the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Substantial Doubt about the Company’s Ability to Continue as a Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3, the Company just began operations and has insufficient revenue. These factors, and the need for additional financing in order for the Company to meet its business plans raises substantial doubt about the Company’s ability to continue as a going concern. Our opinion is not modified with respect to that matter.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Accell Audit & Compliance, P.C.

We have served as the Company’s auditor since 2022.

Tampa, Florida

March 22, 2024

3001 N. Rocky Point Dr. East, Suite 200 iTampa, Florida 33607 i813.367.3527

CYBER ENVIRO-TECH, INC.

BALANCE SHEETS

The accompanying notes are an integral part of thisthese audited financial statements

CYBER ENVIRO-TECH, INC.

STATEMENTS OF OPERATIONS

FOR THE YEARS ENDING DECEMBER 31, 20222023 AND 2021

2022

The accompanying notes are an integral part of thisthese audited financial statements