UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

~~[X]~~

~~QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934~~

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

For the quarterly period ended December 31, ~~2017~~2023

~~[ ]~~

~~TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934~~

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

For the transition period from ___________to ____________

Commission File Number001-37464

CEMTREX, INC.

(Exact name of registrant as specified in its charter)

Delaware

30-0399914

(State or other jurisdiction of

of incorporation or organization)

(I.R.S. Employer

Identification No.)

~~19 Engineers Lane, Farmingdale, New York~~135 Fell Ct. Hauppauge, NY		~~11735~~11788
(Address of principal executive offices)		(Zip Code)

~~631-756-9116~~631-756-9116

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of each exchange on which registered
Common Stock	CETX	Nasdaq Capital Market
Series 1 Preferred Stock	CETXP	Nasdaq Capital Market (Suspended)

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.

~~[X]~~

~~Yes~~

~~[ ]~~

☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files).

~~[X]~~

~~Yes~~

~~[ ]~~

☒ Yes ☐ No

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

	Large accelerated filer ☐	Accelerated filer ☐
	Non-accelerated filer☒	Smaller reporting company~~[X]~~☒
		Emerging growth company ☐

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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).

~~[ ]~~

~~Yes~~

~~[X]~~

☐ Yes ☒ No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

As of February ~~7, 2018,~~9, 2024, the issuer had ~~10,553,522~~1,055,636 shares of common stock issued and outstanding.

~~Table of Contents~~

CEMTREX, INC. AND SUBSIDIARIES

INDEX

		Page

PART I.	FINANCIAL INFORMATION	3

Item 1.	Financial Statements	3

	Condensed Consolidated Balance Sheets as of December 31, ~~2017~~2023 (Unaudited) and September 30, ~~2017~~2023	3

	Condensed Consolidated Statements of Operations ~~and Comprehensive Income/(Loss)~~ for the three months ~~Ended~~ended December 31, ~~2017~~2023 and 2022 (Unaudited)	4

	Condensed Consolidated Statements of Comprehensive Loss for the three months ended December 31, ~~2016~~2023 and 2022 (Unaudited)	4

	Condensed Consolidated Statement of Stockholders’ Equity for the three months ended December 31, 2023 (Unaudited)	5

	Condensed Consolidated Statement of Stockholders’ Equity for the three months ended December 31, 2022 (Unaudited)	6

	Condensed Consolidated Statements of Cash Flow for the three months ~~Ended~~ended December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 (Unaudited)	57

	Notes to Unaudited Condensed Consolidated Financial Statements	69

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1525

Item 4.	Controls and Procedures	1928

PART II.	OTHER INFORMATION	29

Item 1.	Legal Proceedings	2029

Item 1A	Risk Factors	29

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2029

Item 6. 3.	~~Exhibits~~Defaults Upon Senior Securities	2129

~~SIGNATURES~~Item 4.	22Mine Safety Disclosures	29

Item 5.	Other Information	29

Item 6.	Exhibits	30

SIGNATURES		31

Part I. Financial Information

Item 1. Financial Statements

Cemtrex, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

~~(Unaudited)~~

	(Unaudited)
	December 31,			September 30,
	2023			2023
Assets
Current assets
Cash and cash equivalents	$	2,835,216		$	5,329,910
Restricted cash		1,181,516			1,019,652
Short-term investments		13,307			13,663
Trade receivables, net		9,904,555			9,209,695
Trade receivables, net - related party		1,496,692			1,143,342
Trade receivables, net		1,496,692			1,143,342
Inventory, net		7,938,617			8,739,219
Contract assets, net		1,694,135			1,739,201
Prepaid expenses and other current assets		1,347,298			2,098,359
Total current assets		26,411,336			29,293,041

Property and equipment, net		9,170,376			9,218,701
Right-of-use operating lease assets		2,094,342			2,287,623
Royalties receivable, net- related party		488,174			674,893
Note receivable, net - related party		761,585			761,585
Goodwill		4,381,891			4,381,891
Other		1,990,601			1,836,009
Total Assets	$	45,298,305		$	48,453,743

Liabilities & Stockholders’ Equity
Current liabilities
Accounts payable	$	4,124,014		$	6,196,406
Accounts payable - related party		68,730			68,509
Accounts payable		68,730			68,509
Sales tax payable		10,713			35,829
Revolving line of credit		3,357,324			-
Current maturities of long-term liabilities		15,717,081			14,507,711
Operating lease liabilities - short-term		728,875			741,487
Deposits from customers		83,613			57,434
Accrued expenses		1,842,692			2,784,390
Contract liabilities		988,725			980,319
Deferred revenue		1,562,107			1,583,406
Accrued income taxes		212,249			388,627
Total current liabilities		28,696,123			27,344,118
Long-term liabilities
Loans payable to bank		1,852,620			1,909,739
Long-term operating lease liabilities		1,426,684			1,607,202
Notes payable		1,600,000			4,679,743
Mortgage payable		3,267,355			3,289,303
Other long-term liabilities		405,624			501,354
Paycheck Protection Program Loans		40,443			50,563
Deferred Revenue - long-term		694,245			727,928
Total long-term liabilities		9,286,971			12,765,832
Total liabilities		37,983,094			40,109,950

Commitments and contingencies		-			-

Stockholders’ equity
Preferred stock , $0.001 par value, 10,000,000 shares authorized, Series 1, 3,000,000 shares authorized, 2,408,053 shares issued and 2,343,953 shares outstanding as of December 31, 2023 and 2,293,016 shares issued and 2,228,916 shares outstanding as of September 30, 2023 (liquidation value of $10 per share)		2,408			2,293
Series C, 100,000 shares authorized, 50,000 shares issued and outstanding at December 31, 2023 and September 30, 2023		50			50
Preferred stock, value		50			50
Common stock, $0.001 par value, 50,000,000 shares authorized, 1,055,636 shares issued and outstanding at December 31, 2023 and 1,045,783 shares issued and outstanding at September 30, 2023		1,056			1,046
Additional paid-in capital		68,929,137			68,881,705
Accumulated deficit		(65,333,389	)		(64,125,895	)
Treasury stock, 64,100 shares of Series 1 Preferred Stock at December 31, 2023 and September 30, 2023		(148,291	)		(148,291	)
Accumulated other comprehensive income		3,304,470			3,076,706
Total Cemtrex stockholders’ equity		6,755,441			7,687,614
Non-controlling interest		559,770			656,179
Total liabilities and stockholders’ equity	$	45,298,305		$	48,453,743

December 31, 2017 September 30, 2017
Assets
Current assets
Cash and equivalents $ 12,416,993 $ 10,442,857
Restricted Cash 1,582,345 1,531,895
Accounts receivable, net 17,840,344 15,461,139
Inventory, net 12,850,015 17,271,882
Prepaid expenses and other current assets 2,503,311 1,720,864
Total current assets 47,193,008 46,428,637

Property and equipment, net 22,384,454 20,118,311
Goodwill 3,322,818 3,322,818
Other assets 400,874 311,607
Total Assets $ 73,301,155 $ 70,181,373

Liabilities & Stockholders' Equity (Deficit)
Current liabilities
Accounts payable $ 7,604,475 $ 6,945,153
Credit card payable 132,437 165,111
Sales tax payable 723,894 550,532
Revolving line of credit 3,992,282 4,466,218
Accrued expenses 3,045,079 3,614,415
Deferred revenue 484,005 463,022
Accrued income taxes 1,496,379 1,553,665
Convertible notes payable - 220,000
Current portion of long-term liabilities 2,090,821 2,084,084
Total current liabilities 19,569,372 20,062,200

Long-term liabilities
Loans payable to bank 4,917,939 5,175,276
Notes payable 2,396,223 241,200
Mortgage payable 3,842,136 3,819,392
Total long-term liabilities 11,156,298 9,235,868
Deferred tax liabilities 1,891,000 1,891,000
Total liabilities 32,616,670 31,189,068

Commitments and contingencies - -

Shareholders' equity
Preferred stock , $0.001 par value, 10,000,000 shares authorized,Series A, 1,000,000 shares authorized, issued and outstanding at December 31, 2017 and September 30, 2017 1,000 1,000
Series 1, 3,000,000 shares authorized, 1,822,660 shares issued and outstanding as of December 31, 2017 and September 30, 2017 1,823 1,823
Common stock, $0.001 par value, 20,000,000 shares authorized, 10,553,522 shares issued and outstanding at December 31, 2017 and 10,404,434 shares issued and outstanding at September 30, 2017 10,553 10,404
Additional paid-in capital 25,023,320 24,694,325
Retained earnings 15,150,236 14,418,245
Accumulated other comprehensive income/(loss) 497,553 (133,492 )
Total shareholders' equity 40,684,485 38,992,305
Total liabilities and shareholders' equity $ 73,301,155 $ 70,181,373

The accompanying notes are an integral part of these unaudited condensed consolidated financial ~~statements~~statements.

Cemtrex, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations ~~and~~

(Unaudited)

	December 31, 2023			December 31, 2022
	For the three months ended
	December 31, 2023			December 31, 2022

Revenues	$	16,878,166		$	11,970,242
Cost of revenues		9,795,767			6,927,627
Gross profit		7,082,399			5,042,615
Operating expenses
General and administrative		6,971,966			5,455,833
Research and development		848,805			1,538,218
Total operating expenses		7,820,771			6,994,051
Operating loss		(738,372	)		(1,951,436	)
Other (expense)/income
Other income/(expense), net		78,411			(17,083	)
Interest expense		(583,683	)		(1,128,234	)
Total other (expense)/income, net		(505,272	)		(1,145,317	)
Net loss before income taxes		(1,243,644	)		(3,096,753	)
Income tax expense		(70,751	)		-
Loss from Continuing operations		(1,314,395	)		(3,096,753	)
Income/(loss) from discontinued operations, net of tax		10,492			(3,239,621	)
Net loss		(1,303,903	)		(6,336,374	)
Less loss in noncontrolling interest		(96,409	)		(59,163	)
Net loss attributable to Cemtrex, Inc. stockholders	$	(1,207,494	)	$	(6,277,211	)
Income/(loss) per share - Basic & Diluted
Continuing Operations	$	(1.16	)	$	(3.99	)
Discontinued Operations	$	0.01		$	(4.25	)
Weighted Average Number of Shares-Basic & Diluted		1,047,624			761,571

Condensed Consolidated Statements of Comprehensive ~~Income/(Loss)~~Loss

(Unaudited)

For the three months ended
December 31,
2017 2016
Revenues
Industrial Products & Services Revenue $ 11,938,799 $ 13,241,042
Electronics Manufacturing Services Revenue 20,443,101 16,156,215
Total revenues 32,381,900 29,397,257

Cost of revenues
Cost of Sales, Industrial Products & Services 8,669,453 9,602,367
Cost of Sales, Electronics Manufacturing Services 13,187,955 10,096,806
Total cost of revenues 21,857,408 19,699,173
Gross profit 10,524,492 9,698,084

Operating expenses
General and administrative 9,507,584 7,712,510
Research and development 149,217 -
Total operating expenses 9,656,801 7,712,510
Operating income 867,691 1,985,574

Other income (expense)
Other Income (expense) 291,767 58,204
Interest Expense (368,461 ) (397,098 )
Total other income (expense) (76,694 ) (338,894 )

Net income before income taxes 790,997 1,646,680

Provision for income taxes 59,006 240,987
Net income 731,991 1,405,693

Preferred dividends paid - -
Net income available to common shareholders 731,991 1,405,693

Other comprehensive income/(loss)
Foreign currency translation gain/(loss) 631,045 (289,754 )
Comprehensive income available to common shareholders $ 1,363,036 $ 1,115,939

Income Per Common Share-Basic $ 0.07 $ 0.14
Income Per Common Share-Diluted $ 0.07 $ 0.14

Weighted Average Number of Common Shares-Basic 10,486,770 9,724,558
Weighted Average Number of Common Shares-Diluted 10,644,723 9,786,536

	December 31, 2023			December 31, 2022
	For the three months ended
	December 31, 2023			December 31, 2022
Other comprehensive loss
Net loss	$	(1,303,903	)	$	(6,336,374	)
Foreign currency translation gain		227,764			223,569
Comprehensive loss		(1,076,139	)		(6,112,805	)
Less comprehensive income attributable to noncontrolling interest		(96,409	)		(59,163	)
Comprehensive loss attributable to Cemtrex, Inc. stockholders	$	(979,730	)	$	(6,053,642	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial ~~statements~~statements.

Cemtrex, Inc. and Subsidiaries

Condensed Consolidated ~~Statements~~Statement of ~~Cash Flows~~Stockholders’ Equity

(Unaudited)

	Number of Shares		Amount		Number of Shares		Amount		Number of Shares		Amount		Paid-in Capital			Accumulated Deficit			Preferred Stock			Comprehensive Income		Stockholders’ Equity			controlling interest
	Preferred Stock Series 1 Par Value $0.001				Preferred Stock Series C Par Value $0.001				Common Stock Par Value $0.001				Additional						Treasury Stock, 64,100 shares of Series 1			Accumulated other		Cemtrex			Non-
	Number of Shares		Amount		Number of Shares		Amount		Number of Shares		Amount		Paid-in Capital			Accumulated Deficit			Preferred Stock			Comprehensive Income		Stockholders’ Equity			controlling interest
Balance at September 30, 2023		2,293,016	$	2,293		50,000	$	50		1,045,783	$	1,046	$	68,881,705		$	(64,125,895	)	$	(148,291	)	$	3,076,706	$	7,687,614		$	656,179
Foreign currency translation gain																							227,764		227,764
Share-based compensation														7,557											7,557
Dividends paid in Series 1 preferred shares		115,037		115										(115	)										-
Income/(loss) attributable to noncontrolling interest																									-			(96,409	)
Shares issued to pay for services										9,853		10		39,990											40,000
Net loss								-									(1,207,494	)		-					(1,207,494	)
Balance at December 31, 2023		2,408,053	$	2,408		50,000	$	50		1,055,636	$	1,056	$	68,929,137		$	(65,333,389	)	$	(148,291	)	$	3,304,470	$	6,755,441		$	559,770

For the three months ended
December 31,
Cash Flows from Operating Activities 2017 2016

Net income $ 731,991 $ 1,405,693
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization 841,855 633,513
Deferred revenue 20,983 (1,053,719 )
Change in allowance for inventory obsolescence 623,775 -
Interest expense on convertible debt 109,144 -
Changes in operating assets and liabilities net of effects from acquisition of subsidiaries:
Restricted cash (50,450 ) (282,314 )
Accounts receivable (2,379,205 ) 1,430,705
Inventory 3,798,092 1,270,022
Prepaid expenses and other assets (782,447 ) (739,271 )
Others (89,268 ) 336,955
Accounts payable 659,322 (2,173,681 )
Credit card payable (32,674 ) (42,685 )
Sales tax payable 173,362 (192,725 )
Revolving line of credit (473,936 ) (320,138 )
Accrued expenses (569,336 ) (161,987 )
Income taxes payable (57,286 ) 87,854
Net cash provided by operating activities 2,523,922 279,982

Cash Flows from Investing Activities
Purchase of property and equipment (2,344,266 ) (200,291 )
Gain on disposal of property and equipment - 384,073
Net cash provided by (used by) investing activities (2,344,266 ) 183,782

Cash Flows from Financing Activities
Proceeds from notes payable 2,300,000 -
Payments on notes payable (144,977 ) (578,483 )
Proceeds/(payments) on affiliated loan - (102,732 )
Payments on bank loans (360,543 ) (774,127 )
Net cash provided by (used by) financing activities 1,794,480 (1,455,342 )

Net increase (decrease) in cash 1,974,136 (991,578 )
Cash beginning of period 10,442,857 6,045,521
Cash end of period $ 12,416,993 $ 5,053,943

Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest $ 259,317 $ 148,249

Cash paid during the period for income taxes $ 57,286 $ -

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Cemtrex, Inc. and Subsidiaries

Condensed Consolidated Statement of Stockholders’ Equity (Continued)

(Unaudited)

	Preferred Stock Series 1 Par Value $0.001				Preferred Stock Series C Par Value $0.001				Common Stock Par Value $0.001				Additional						Treasury Stock, 64,100 shares of Series 1			Accumulated other		Cemtrex			Non-
	Number of Shares		Amount		Number of Shares		Amount		Number of Shares		Amount		Paid-in Capital			Accumulated Deficit			Preferred Stock			Comprehensive Income		Stockholders’ Equity			controlling interest
Balance at September 30, 2022		2,079,122	$	2,079		50,000	$	50		754,711	$	755	$	66,641,696		$	(54,929,020	)	$	(148,291	)	$	2,377,525	$	13,944,794		$	692,742
Balance		2,079,122	$	2,079		50,000	$	50		754,711	$	755	$	66,641,696		$	(54,929,020	)	$	(148,291	)	$	2,377,525	$	13,944,794		$	692,742
Foreign currency translation gain																							223,569		223,569
Share-based compensation														39,842											39,842
Shares issued to pay notes payable										39,016		39		232,106											232,145
Dividends paid in Series 1 preferred shares		104,341		104										(104	)										-
Income/(loss) attributable to noncontrolling interest																									-			(59,163	)
Net loss								-									(6,277,211	)		-					(6,277,211	)
Balance at December 31, 2022		2,183,463	$	2,183		50,000	$	50		793,727	$	794	$	66,913,540		$	(61,206,231	)	$	(148,291	)	$	2,601,094	$	8,163,139		$	633,579
Balance		2,183,463	$	2,183		50,000	$	50		793,727	$	794	$	66,913,540		$	(61,206,231	)	$	(148,291	)	$	2,601,094	$	8,163,139		$	633,579

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Cemtrex, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	2023			2022
	For the three months ended
	December 31,
	2023			2022
Cash Flows from Operating Activities

Net loss	$	(1,303,903	)	$	(6,336,374	)

Adjustments to reconcile net loss to net cash used by operating activities
Depreciation and amortization		368,301			530,830
Gain on disposal of property and equipment		-			(3,547	)
Noncash lease expense		193,281			197,198
Bad debt expense		11,964			4,510
Share-based compensation		7,557			39,842
Income tax expense		70,751			-
Interest expense paid in equity shares		-			32,145
Accounts payable paid in equity shares		40,000			-
Accrued interest on notes payable		327,132			528,100
Non-cash royalty income		(13,282	)		-
Amortization of original issue discounts on notes payable		-			441,734
Amortization of loan origination costs		18,133			-

Changes in operating assets and liabilities net of effects from acquisition of subsidiaries:
Trade receivables		(696,824	)		(1,541,371	)
Trade receivables - related party		(163,349	)		(383,710	)
Inventory		800,602			(116,942	)
Contract assets		45,066			(260,647	)
Prepaid expenses and other current assets		636,906			(410,327	)
Other assets		(54,592	)		(146,356	)
Accounts payable		(2,072,392	)		(327,945	)
Accounts payable - related party		221			(99	)
Sales tax payable		(25,116	)		(2,387	)
Operating lease liabilities		(193,130	)		(132,963	)
Deposits from customers		26,179			416,523
Accrued expenses		(941,698	)		977,328
Contract liabilities		8,406			1,037,897
Deferred revenue		(54,982	)		(95,395	)
Income taxes payable		(78,574	)		(94,848	)
Other liabilities		(95,730	)		(225,506	)
Net cash used by operating activities - continuing operations		(3,139,073	)		(5,872,310	)
Net cash provided by operating activities - discontinued operations		-			2,501,426
Net cash used by operating activities		(3,139,073	)		(3,370,884	)

Cash Flows from Investing Activities
Purchase of property and equipment		(290,666	)		(571,658	)
Proceeds from sale of property and equipment		-			3,547
Proceeds from sale of marketable securities		356			-
Investment in MasterpieceVR		(100,000	)		-
Net cash used by by investing activities - continuing operations		(390,310	)		(568,111	)
Net cash provided by investing activities - discontinued operations		-			207,329
Net cash used by investing activities		(390,310	)		(360,782	)

Cash Flows from Financing Activities
Proceeds on revolving line of credit		11,655,935			-
Payments on revolving line of credit		(8,371,144	)		-
Payments on debt		(2,204,743	)		(294,370	)
Payments on Paycheck Protection Program Loans		(10,120	)		-
Proceeds on bank loans		28,331			-
Payments on bank loans		(100,160	)		(306,550	)
Net cash provided by/(used by) financing activities		998,099			(600,920	)

Effect of currency translation		198,454			229,243
Net decrease in cash, cash equivalents, and restricted cash		(2,531,284	)		(4,332,586	)
Less cash attributed to discontinued operations		-			(714,420	)
Cash, cash equivalents, and restricted cash at beginning of period		6,349,562			12,188,096
Cash, cash equivalents, and restricted cash at end of period	$	4,016,732		$	7,370,333

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Cemtrex, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows (Continued)

(Unaudited)

Balance Sheet Accounts Included in Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents	$	2,835,216	$	5,768,610
Restricted cash		1,181,516		1,601,723
Total cash, cash equivalents, and restricted cash	$	4,016,732	$	7,370,333

Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for interest	$	238,418	$	126,255

Cash paid during the period for income taxes, net of refunds	$	176,378	$	94,848

Supplemental Schedule of Non-Cash Investing and Financing Activities
Shares issued to pay for services	$	40,000	$	-
Shares issued to pay notes payable	$	-	$	232,145
Financing of fixed asset purchase	$	28,331	$	-
Investment in right of use asset	$	-	$	76,506

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Cemtrex, Inc. and Subsidiaries

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 – ORGANIZATION AND PLAN OF OPERATIONS

~~The Company~~Cemtrex was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth ~~from a small emissions monitoring Instruments Company~~ into a ~~world~~ leading multi-industry technology company that provides a wide array of solutions to meet today’s consumer, commercial, and industrial challenges. Cemtrex manufactures advanced custom engineered electronics, extensive industrial services, integrated hardware and software solutions, proprietary IoT and wearable devices, and systems for controlling particulates and other regulated pollutants.company. Unless the context requires otherwise, all references to “we”, “our”, “us”, “Company”, “registrant”, “Cemtrex” or “management” refer to Cemtrex, Inc. and its subsidiaries.

~~Electronics Manufacturing Services (EMS)~~The Company’s reporting segments consist of Security and Industrial Services.

Security

Cemtrex’s ~~Electronics Manufacturing Services (EMS)~~Security segment operates under the brand of its majority owned subsidiary, Vicon Industries, Inc. (“Vicon”), which provides ~~end~~end-to-end security solutions to ~~end electronic manufacturing services, which includes product design~~meet the toughest corporate, industrial, and ~~sustaining engineering services, printed circuit board assembly~~governmental security challenges. Vicon’s products include browser-based video monitoring systems and ~~production, cabling~~analytics-based recognition systems, cameras, servers, and ~~wire harnessing,~~access control systems ~~integration, comprehensive testing services~~for every aspect of security and ~~completely assembled electronic products.~~surveillance in industrial and commercial facilities, federal prisons, hospitals, universities, schools, and federal and state government offices. Vicon provides innovative, mission critical security and video surveillance solutions utilizing Artificial Intelligence (AI) based data algorithms.

Industrial ~~Products &~~ Services ~~(IPS)~~

Cemtrex’s Industrial ~~Products and~~ Services ~~(IPS)~~ segment operates under the brand, Advanced Industrial Services (“AIS”), which offers single-source expertise and services for rigging, millwrighting, in plant maintenance, equipment erection, relocation, and disassembly to diversified ~~customers~~customers. AIS installs high precision equipment in ~~USA. The segment also sells a complete line of air filtration and environmental control products to~~ a wide variety of industrial markets like automotive, printing & graphics, industrial automation, packaging, and chemicals, among others. AIS is a leading provider of reliability-driven maintenance and contracting solutions for machinery, packaging, printing, chemical, and other manufacturing markets. The focus is on customers ~~in industries such as: chemical, cement, steel, food, construction, mining, & petrochemical worldwide.~~seeking to achieve greater asset utilization and reliability to cut costs and increase production from existing assets, including small projects, sustaining capital, turnarounds, maintenance, specialty welding services, and high-quality scaffolding.

~~Cemtrex works with industry leading OEMs in their outsourcing~~Acquisition of ~~non-core manufacturing services by forming a long-term relationship as an electronics manufacturing partner. We work in close relationships with our customers throughout~~Heisey Mechanical

On July 1, 2023, the ~~entire electronic lifecycle~~Company under AIS, completed the acquisition of a ~~product,~~leading service contractor and steel fabricator that specializes in industrial and water treatment markets, Heisey Mechanical, Ltd. (“Heisey”) based in Columbia, Pennsylvania for $2,400,000 plus adjustments for the outstanding contract assets and liabilities of $393,291. The real estate of the business was purchased at fair market value on August 30, 2023, for $1,500,000 in a separate transaction.

Heisey provides the water treatment industry with a variety of fabricated vessels and equipment including ASME pressure vessels, heat exchangers, mix tanks, reactors, and other specialized fabricated equipment. Additionally, the contracting team assists with installation and service of fabricated items. The company has over 33,000 square feet of manufacturing floor space in its facility and an experienced staff of fabricators, welders, and field mechanics.

The purchase price allocation presented below is still preliminary but has been developed based on an estimate of fair values of Heisey’s identifiable tangible and intangible assets acquired and liabilities assumed as of July 1, 2023. The final allocation of the purchase price will be determined within one year from ~~design, manufacturing,~~the closing date of the Heisey acquisition.

The consideration transferred and ~~distribution. We seek~~preliminary allocation of Heisey’s tangible and intangible assets and liabilities, are as follows:

SCHEDULE OF BUSINESS ACQUISITION OF TANGIBLE AND INTANGIBLE ASSETS AND LIABILITIES

Consideration Transferred:
Cash	$	393,291
Seller’s note		240,000
Financed amount		2,160,000
Total consideration transferred	$	2,793,291

Purchase Price Allocation:
Inventory		300,000
Contract assets		667,259
Machinery and equipment		1,625,000
Contract liabilities		(216,469	)
Accrued expenses		(57,499	)
Goodwill		475,000
Total consideration transferred	$	2,793,291

The pro forma summary below presents the results of operations as if the Heisey acquisition occurred on October 1, 2022. Proforma adjustments for the three months ended December 31, 2022, includes $63,900 of depreciation expense from acquired fixed assets, $33,400 of interest expense on the debt used in the acquisition. The pro forma summary uses estimates and assumptions based on information available at the time. Management believes the estimates and assumptions to ~~grow~~be reasonable; however, actual results may have differed significantly from this pro forma financial information. The pro forma information does not reflect any cost savings, operating synergies or revenue enhancements that might have been achieved from combining the operations. The unaudited pro forma summary is provided for illustrative purposes only and does not purport to represent the Company’s actual consolidated results of operations had the acquisition been completed as of the date presented, nor should it be considered indicative of the Company’s future consolidated results of operations.

SCHEDULE OF PRO FORMA FINANCIAL INFORMATION

	Unaudited
	for the three months ended
	December 31, 2022

Revenues	$	13,173,838
Net loss		(6,440,203	)

On August 30, 2023, the Company acquired a mortgage in the amount of $1,200,000 from Fulton Bank to finance the purchase of the properties formerly owned by Heisey Mechanical Ltd. The mortgage carries interest at the Secured Overnight Financing Rate (SOFR) plus 2.8% and matures on September 30, 2043.

Nasdaq Notices for Listing Deficiencies

On July 29, 2022, the Company received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the closing bid price for the Company’s Series 1 preferred stock listed on Nasdaq was below $1.00 for 30 consecutive trading days, the Company no longer met the minimum bid price requirement for continued listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of $1.00 per share (the “Minimum Bid Price Requirement”). On January 26, 2023, the Company received a notification letter from the Listing Qualifications Department of Nasdaq notifying the Company that, it had been granted an additional 180 days or until July 24, 2023, to regain compliance with the Minimum Bid Price Requirement based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Capital Market with the exception of the bid price requirement, and the Company’s written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. On September 8, 2023, the Company received a letter from the Nasdaq Hearings Panel (“Panel”) informing the Company that the Panel has granted the Company a temporary exception to regain compliance with The Nasdaq Stock Market LLC’s (“Nasdaq” or the “Exchange”) Listing Rule 5555(a)(1) (the “Bid Price Rule”) by no later than January 19, 2024. The Company has announced a special meeting of Series 1 Preferred stock shareholders was scheduled for December 26, 2023, to approve the reverse stock split. On December 26, 2023, the meeting was adjourned to December 29, 2023, due to insufficient votes represented by proxy or virtually in person to constitute a quorum for the transaction of business at the Special Meeting. On December 29, 2023, there were still insufficient votes represented by proxy or virtually in person to constitute a quorum thus the resolution did not pass.

Subsequent to the balance sheet date, the Company has bought back 71,951 shares for $69,705 under the Share Repurchase Program approved on August 22, 2023, that allows the Company to repurchase shares of the Series 1 Preferred Stock through various means, including through privately negotiated transactions and through an open market program. The Company’s Series 1 Preferred Stock was delisted from the NASDAQ Capital Market on January 22, 2024. The Series 1 Preferred Stock is now quoted on the OTC Markets under the symbol “CETXP”.

Going Concern Considerations

The accompanying condensed consolidated financial statements of the Company have been prepared assuming the Company will continue as a going concern and in accordance with generally accepted accounting principles in the United States of America. The going concern basis of presentation assumes that the Company will continue in operation one year after the date these financial statements are issued and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. Pursuant to the requirements of the ASC 205, management must evaluate whether there are conditions or events, considered in the aggregate, which raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date these financial statements are issued.

This evaluation does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented or are not within control of the Company as of the date the financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued.

The Company has incurred substantial losses of $9,196,875 and $13,020,958 for fiscal years 2023 and 2022, respectively, and has losses on continuing operations for the three months ending December 31, 2023, of $1,314,395 and has current liabilities of $28,696,123 and working capital deficit of $2,284,787, that raise substantial doubt with respect to the Company’s ability to continue as a going concern.

While our ~~business~~working capital deficit and current debt indicate a substantial doubt regarding the Company’s ability to continue as a going concern, the Company has historically, from time to time, satisfied and may continue to satisfy certain short-term liabilities through the ~~addition~~issuance of ~~new, high quality customers,~~common stock, thus reducing our cash requirement to meet our operating needs. The Company has approximately $2.84 million in cash as of December 31, 2023. Additionally, the ~~expansion~~Company has (i) secured a line of credit for its Vicon brand to fund operations, which as of December 31, 2023, has available capacity of $1,642,676, (ii) sold unprofitable brands, reducing the cash required to maintain those brands, (iii) continually reevaluate our ~~share of business~~pricing model on our Vicon brand to improve margins on those products, and (iv) has effected a 35:1 reverse stock split on our common stock to remain trading on the Nasdaq Capital Markets, and improve our ability to potentially raise capital through equity offerings that we may use to satisfy debt. In the event additional capital is raised through equity offerings and/or debt is satisfied with equity, it may have a dilutive effect on our existing ~~customers, and participating in~~stockholders. While the ~~growth of existing customers.~~

~~Using our manufacturing capabilities, we provide our customers with advanced product assembly and system level integration combined with test services~~Company believes these plans if successful, would be sufficient to meet the ~~highest standards~~capital demands of ~~quality. Through~~ our ~~agile manufacturing environment,~~current operations for at least the next twelve months, there is no guarantee that we ~~can deliver low~~will succeed. Overall, there is no guarantee that cash flow from our existing or future operations and ~~medium volume and mix services~~any external capital that we may be able to raise will be sufficient to meet our ~~clients. Additionally, we design, develop, and manufacture various interconnects and cable assemblies that often are sold in conjunction with our PCBAs to enhance our value to our customers.~~working capital needs. The Company ~~also provides engineering services from new product introductions and prototyping, related testing equipment,~~currently does not have adequate cash or available liquidity/available capacity on our lines of credit to ~~product redesigns.~~

~~We believe~~meet our short or long-term needs. Absent an ability to ~~attract~~raise additional outside capital and ~~retain new customers comes from our ongoing commitment to understanding our customers’ business performance requirements and our expertise in meeting~~restructure or ~~exceeding these requirements and enhancing their competitive edge. We work closely with our customers from an operational and senior executive level to achieve~~refinance all or a ~~deep understanding~~portion of our ~~customer’s goals, challenges, strategies, operations, and products~~debt, the Company will be unable to ~~ultimately build a long lasting successful relationship.~~

~~In July 2017, Company set up a subsidiary named Cemtrex Advanced Technologies Inc. to leverage~~meet its existing design and engineering experience by directly developing and manufacturing its own proprietary advanced electronic products and for third parties for IoT applications. The Company plans to pursue collaborative partnerships with OEMs that are looking to incorporate intelligence and connectivity into their everyday products such as: furniture, consumer wearables, industrial safety wearables, and other enterprise and consumer devices. Cemtrex will look to focus on developing systems, hardware and software solutions for both consumer, business and industrial applications.

In December 2017, Company set up a subsidiary named Cemtrex Technologies Pvt. Ltd., by acquiring certain fix assets consisting of computers, hardware and proprietary software form a private third party located in Pune, India, to carry out software and prototype development work related to new Virtual & Augmented Reality applications and Smart Technology products to be produced by Cemtrex Advanced Technologies Inc., located in Farmingdale, NY.

The Company completed the consolidation of its German EMS factories into one location in Neulingen, Germany to create economies of scale. The Company lost two customers in Paderborn going into 2018, oneobligations as ~~result of consolidation and other~~they become due ~~to obsolescene of their product. The Company expects this will reduce its EMS revenues for~~over the next ~~few quarters; however~~twelve months beyond the ~~Company remains optimistic about the long term growth potential of this business across the different markets as it continues to win new business.~~ issuance date.

The condensed consolidated financial statements do not include any adjustments relating to this uncertainty.

NOTE 2 – ~~BASIS OF~~INTERIM STATEMENT PRESENTATION ~~AND CRITICAL ACCOUNTING POLICIES~~

Basis of Presentation and Use of Estimates

The accompanying unaudited condensed consolidated financial information should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Annual Report on Form 10-K for the year ended September 30, ~~2017 (“2017 Annual Report”)~~2023, of Cemtrex, Inc. (“Cemtrex” or the “Company”). A summary of the Company’s significant accounting policies is identified in Note 2 of the notes to the consolidated financial statements included in the Company’s 2017 Annual Report. There have been no changes in the Company’s significant accounting policies subsequent to September 30, 2017.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the Unites States (“US GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X pursuant to the requirements of the U.S. Securities and Exchange Commission (‘SEC”). Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The results of operations for the interim periods are not necessarily indicative of the results of operations for the entire year.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the condensed consolidated financial statements, the disclosure of contingent assets and liabilities in the condensed consolidated financial statements and the accompanying notes, and the reported amounts of revenues, expenses and cash flows during the periods presented. Actual amounts and results could differ from those estimates. The estimates and assumptions the Company makes are based on historical factors, current circumstances and the experience and judgment of the Company’s management. The Company evaluates its estimates and assumptions on an ongoing basis.

The consolidated financial statements of the Company include the accounts of its 100% owned subsidiaries, Griffin Filters LLC, MIP Cemtrex Inc., Cemtrex Advanced Technologies Inc., Cemtrex Technologies Pvt. Ltd., Cemtrex Ltd., ROB Cemtrex GmbH, ROB Systems Srl, ROB Cemtrex Assets UG, ROB Cemtrex Automotive GmbH, ROB Cemtrex Logistics GmbH, and Advanced Industrial Services, Inc. All significant intercompany balances and transactionsCertain prior year amounts have been ~~eliminated.~~reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations.

Significant Accounting Policies

Note 2 of the Notes to Consolidated Financial Statements, included in the annual report on Form 10-K for the year ended September 30, ~~2017,~~2023, includes a summary of the significant accounting policies used in the preparation of the consolidated financial statements.

~~Reclassifications~~Recently Adopted Accounting Pronouncements

~~Certain reclassifications have been made~~In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“Update 2016-13”). Update 2016-13 replaced the incurred loss model with an expected loss model, which is referred to ~~prior period amounts to conform~~as the current expected credit loss (“CECL”) model. The CECL model is applicable to the measurement of credit losses on financial assets measured at amortized cost, including but not limited to trade receivables. For public business entities, the new standard became effective for annual reporting periods beginning after December 15, 2022, including interim periods within that reporting period. On October 1, 2023, the Company implemented this standard and there has been no material change to the financial statements.

The Company estimates credit losses associated with our accounts receivable portfolio segment using an expected credit loss model, which utilizes an aging schedule methodology based on historical information and adjusted for asset-specific considerations, current economic conditions and reasonable and supportable forecasts.

The Company will utilize the Probability-of-default method for financing receivables and loans. Expected credit losses are determined by multiplying the probability of default (i.e., the probability the asset will default within the given time frame) by the loss given default (the percentage of the asset not expected to be collected because of default). The Company considers sources of repayment associated with a financial asset when determining its credit losses, including collection against the collateral and certain embedded credit enhancements, such as guarantees or insurance. The allowance for credit losses were immaterial as of December 31, 2023.

Recently Issued Accounting Pronouncements Not Yet Effective

On June 30, 2022, the FASB issued ASU 2022-03 Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”), which (1) clarifies the guidance in ASC 820 on the fair value measurement of an equity security that is subject to a contractual sale restriction and (2) requires specific disclosures related to such an equity security. Under current guidance, stakeholders have observed diversity in practice related to whether contractual sale restrictions should be considered in the measurement of the fair value of equity securities that are subject to such restrictions. On the basis of interpretations of existing guidance and the current illustrative example in ASC 820-10-55-52 of a restriction on the sale of an equity instrument, some entities use a discount for contractual sale restrictions when measuring fair value, while others view the application of such a discount to be inconsistent with the principles of ASC 820. To reduce the diversity in practice and increase the comparability of reported financial information, ASU 2022-03 clarifies this guidance and amends the illustrative example. ASU No. 2022-03 is effective for fiscal years beginning after December 15, 2023, with early adoption permitted. The Company is currently evaluating the impact of this ASU on our financial statements.

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which enhances the disclosures required for operating segments in the Company’s annual and interim consolidated financial statements. ASU 2023-07 is effective for the Company for annual reporting for fiscal 2025 and for interim period ~~presentation.~~reporting beginning in fiscal 2026 on a retrospective basis. Early adoption is permitted. The Company is currently evaluating the impact of our pending adoption of ASU 2023-07 on our consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires public entities to disclose consistent categories and greater disaggregation of information in the rate reconciliation and for income taxes paid. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The guidance is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is required to adopt this standard prospectively in fiscal year 2026 for the annual reporting period ending September 30, 2026. The Company is currently in the process of evaluating the impact of adoption on its Consolidated Financial Statements.

The Company does not believe that any other recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying condensed consolidated financial statements.

NOTE 3 – ~~LIQUIDITY~~DISCONTINUED OPERATIONS

~~Our current strategic plan includes~~On November 22, 2022, the ~~expansion~~Company entered into two Asset Purchase Agreements and one Simple Agreement for Future Equity (“SAFE”) with the Company’s CEO, Saagar Govil, to secure the sale of the ~~Company both organically~~subsidiaries Cemtrex Advanced Technologies, Inc, which include the brand SmartDesk, and ~~through acquisitions if market conditions~~Cemtrex XR, Inc., which include the brands Cemtrex XR, Virtual Driver Interactive, Bravo Strong, and ~~competitive conditions allow.~~ good tech (formerly Cemtrex Labs), to Mr. Govil.

Due to the ~~long-term nature of investments in acquisitions~~on-going losses and ~~other financial needs~~risk associated with the SmartDesk business the Company has valued the royalty and SAFE agreement associated with the SmartDesk sale at $0 and considers such consideration to ~~support organic growth, including working capital, we expect our long-term and working capital needs to periodically~~be a gain contingency.

Based on sales projections for Cemtrex XR, Inc., the Company does not believe that it will exceed the ~~short-term fluctuations in cash flow from operations. Accordingly, we anticipate that we~~sales levels required to exceed the $820,000 royalties due and has not accounted for any additional royalties at this time. In accordance with ASC 310 – Receivables, the Company has discounted the royalties due and during the three-month periods ended December 31, 2023, and 2022, has recognized $13,282, and $4,427, respectively, of royalties due and will ~~likely raise additional external capital from~~amortize the remaining amount over the period the royalties are due.

The following table summarizes the loss on the sale recorded during the three months ended December 31, 2022, included in Income/(loss) from discontinued operations, net of ~~common stock, preferred stock,~~tax in the accompanying condensed consolidated statement of Operations:

SUMMARY OF LOSS ON SALE


Purchase Price	$	745,621
Less cash and cash equivalents transferred		(699,423	)
Less liabilities assumed		(10,924	)
Net purchase price	$	35,274

Assets Sold
Accounts receivable, net	$	625,638
Inventory, net		980,730
Prepaid expenses and other assets		502,577
Property and equipment, net		837,808
Goodwill		598,392
Total Assets Sold		3,545,145
Liabilities Transferred
Accounts payable		370,774
Short-term liabilities		364,775
Long-term liabilities		318,981
Total Liabilities Transferred		1,054,530
Net assets sold	$	2,490,615

Pretax loss on sale of Cemtrex Advanced Technologies, Inc, and Cemtrex XR, Inc.Companies	$	(2,455,341	)

As of December 31, 2023, and ~~debt instruments~~September 30, 2023, there were no assets or liabilities included within discontinued operations on the Company’s Condensed Consolidated Balance Sheets.

During the first quarter of fiscal 2023, Vicon completed the closure of its discontinued operating entity Vicon Systems, Ltd. located in Israel. The Company received funds related to benefit obligations of $96,095, which at the time of operational closure were not guaranteed to be retrievable. The company paid $7,010 in consulting fees for assistance in retrieving these funds. The net amount of $89,085 is recognized on the Company’s Condensed Consolidated Income Statement as ~~market conditions may allow in addition to cash flow~~part of the Loss on Discontinued Operations.

Income/(loss) from discontinued operations, ~~to fund our growth and working capital needs.~~

To the extent that our internally-generated cash flow is insufficient to meet our needs, we are subject to uncertain and ever-changing debt and equity capital market conditions over which we have no control. The magnitudenet of tax and the loss on sale of discontinued operations, net of tax, of Cemtrex Advanced Technologies, Inc. and Cemtrex XR, Inc., sold during the first quarter of fiscal year 2023, which are presented in total as discontinued operations, net of tax in the Company’s Condensed Consolidated Statements of Operations for the three month periods ended December 31, 2023 and 2022, are as follows:

SCHEDULE OF FINANCIAL STATEMENTS INCLUDED WITHIN DISCONTINUED OPERATIONS

	2023		2022
	For the three months ended December 31,
	2023		2022

Total net sales	$	-	$	649,061
Cost of sales		-		228,086
Operating, selling, general and administrative expenses		-		1,295,572
Other (income)/expenses		-		3,195
Income (loss) from discontinued operations		-		(877,792	)
Amortization of discounted royalties		13,282		4,427
Loss on sale of discontinued operations		-		(2,455,341	)
Adjustment of benefit obligation		-		89,085
Income tax provision		2,790		-
Discontinued operations, net of tax	$	10,492	$	(3,239,621	)

NOTE 4 – REVENUE

The following table illustrates the approximate disaggregation of the Company’s revenue based off timing of revenue recognition for the ~~funds that we need to raise from external sources also cannot be easily predicted.~~three months ended December 31, 2023 and 2022:

SCHEDULE OF DISAGGREGATION OF REVENUE RECOGNITION

	For the three months ended
	December 31, 2023			December 31, 2022
Over time		52	%		51	%
Point-in-time		48	%		49	%

~~In January and February 2017,~~NOTE 5 – LOSS PER COMMON SHARE

Basic net income (loss) per common share is computed by dividing net income (loss) by the ~~Company received aggregate gross proceeds~~weighted average number of $14,018,750 through the issuance of 1,401,875 shares of its series 1 preferred stock, paying cumulative dividends at the rate of 10% of the purchase price per year, and 2,803,750 series 1 warrants to purchase shares of common stock ~~at $6.31~~outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. For the three months ended December 31, 2023, and 2022, the following items were excluded from the computation of diluted net loss per common share as their effect is anti-dilutive:

SCHEDULE OF COMPUTATION OF DILUTED NET LOSS PER COMMON SHARE AS ANTI-DILUTIVE EFFECT

		2023	2022
	For the three months ended
	December 31,
		2023	2022

Options		28,796	34,579

For the three months ended December 31, 2023 and 2022, loss per share basic and diluted for ~~five years.~~continuing operations are calculated as follows:

SCHEDULE OF LOSS PER SHARE BASIC AND DILUTED FOR CONTINUING OPERATION

	2023			2022
	For the three months
	December 31,
	2023			2022
Loss from Continuing operations	$	(1,314,395	)	$	(3,096,753	)
Less loss in noncontrolling interest		(96,409	)		(59,163	)
Preferred stock dividends		-			-
Net loss applicable to common shareholders		(1,217,986	)		(3,037,590	)
Weighted Average Number of Shares-Basic & Diluted		1,047,624			761,571
Loss per share - Basic & Diluted - Continuing Operations	$	(1.16	)	$	(3.99	)

NOTE 46 – SEGMENT INFORMATION

The Company reports and evaluates financial information for two reportable segments:~~Electronics Manufacturing Services (EMS)~~ the Security segment and the Industrial ~~Products and~~ Services ~~(IPS)~~ segment. The EMS segment provides end to end electronic manufacturing services, which includes product design and sustaining engineering services, printed circuit board assembly and production, cabling and wire harnessing, systems integration, comprehensive testing services and completely assembled electronic products. The IPS segment offers single-source expertise and services for rigging, millwrighting, in plant maintenance, equipment erection, relocation, and disassembly to diversified customers in USA. The segment also sells a complete line of air filtration and environmental control products to a wide variety of customers in industries such as: chemical, cement, steel, food, construction, mining, & petrochemical worldwide.

The following tables summarize the Company’s reportable segment ~~information:~~information and corporate expenses:

SCHEDULE OF SEGMENT INFORMATION

As of or for the three months ended December 31, 2017

Industrial
Products & Services Segment
Electronics Manufacturing Services Segment Consolidated

Revenue form external customers $ 11,938,799 $ 20,443,101 $ 32,381,900
Total assets $ 40,237,288 $ 33,063,867 $ 73,301,155
Accounts receivable, net $ 11,184,050 $ 6,656,294 $ 17,840,344
Other assets $ 388,875 $ 12,000 $ 400,875

	Security			Industrial Services			Corporate			Consolidated			Security			Industrial Services			Corporate			Consolidated
	Three months ended December 31, 2023												Three months ended December 31, 2022
	Reportable Segments												Reportable Segments
	Security			Industrial Services			Corporate			Consolidated			Security			Industrial Services			Corporate			Consolidated
Revenues	$	9,167,801		$	7,710,365		$	-		$	16,878,166		$	7,004,744		$	4,965,498		$	-		$	11,970,242
Cost of revenues		4,650,854			5,144,913			-			9,795,767			3,601,054			3,326,573			-			6,927,627
Gross profit	$	4,516,947		$	2,565,452		$	-		$	7,082,399		$	3,403,690		$	1,638,925		$	-		$	5,042,615
Operating expenses
General, and administrative		4,327,628			1,529,263			746,774			6,603,665			2,749,429			1,188,865			986,709			4,925,003
Depreciation and amortization		128,152			240,149			-			368,301			331,155			167,521			32,154			530,830
Research and development		848,805			-			-			848,805			1,538,218			-			-			1,538,218
Operating (loss)/income	$	(787,638	)	$	796,040		$	(746,774	)	$	(738,372	)	$	(1,215,112	)	$	282,539		$	(1,018,863	)	$	(1,951,436	)

Other income/(expense)	$	(134,261	)	$	(108,144	)	$	(262,867	)	$	(505,272	)	$	(112,399	)	$	(31,560	)	$	(1,001,358	)	$	(1,145,317	)

As of or for the three months ended December 31, 2016

Industrial
Products & Services Segment
Electronics Manufacturing Services Segment Consolidated

Revenue form external customers $ 13,241,042 $ 16,156,215 $ 29,397,257
Total assets $ 24,529,626 $ 27,389,159 $ 51,918,785
Accounts receivable, net $ 7,914,733 $ 4,223,289 $ 12,138,022
Other assets $ 144,350 $ 58,759 $ 203,109

NOTE 7 – RESTRICTED CASH

NOTE 58 – FAIR VALUE MEASUREMENTS

~~The Company complies with the provisions of ASC 820 “Fair Value Measurements and Disclosures” (“ASC 820”). Under ASC 820, fair~~Fair value is defined as the price that would be received ~~to sell~~upon sale of an asset or paid to transfer a liability ~~(i.e., the “exit price”)~~ in an orderly transaction between market participants at the measurement date. A three-level hierarchy is applied to prioritize the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

The three levels of the fair value hierarchy under the guidance for fair value measurements are described below:

Level 1 — Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Our Level 1 assets include cash equivalents, banker’s acceptances, trading securities investments and investment funds. The Company ~~had no~~measures trading securities investments and investment funds at quoted market prices as they are traded in an active market with sufficient volume and frequency of transactions.

Level 2 — Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified contractual term, a Level 2 input must be observable for substantially the full term of the asset or liability.

Level 3 — Level 3 inputs are unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. Level 3 assets ~~reportable under ASC 820~~and liabilities include cost method investments. Quantitative information for Level 3 assets and liabilities reviewed at each reporting period includes indicators of significant deterioration in the earnings performance, credit rating, asset quality, business prospects of the investee, and financial indicators of the investee’s ability to continue as a going concern.

The Company’s fair value assets at December 31, ~~2017~~2023, and ~~2016.~~September 30, 2023, are as follows.

SCHEDULE OF FAIR VALUE OF ASSETS

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of December 31, 2023
Assets
Investment in marketable securities (included in short-term investments)	$	13,307	$	-	$	-	$	13,307

	$	13,307	$	-	$	-	$	13,307

	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of September 30, 2023
Assets
Investment in marketable securities (included in short-term investments)	$	13,663	$	-	$	-	$	13,663

	$	13,663	$	-	$	-	$	13,663

NOTE 69 – ~~RESTRICTED CASH~~TRADE RECEIVABLES, NET

A subsidiary of the Company participates in a consortium in order to self-insure group care coverage for its employees. The plan is administrated by Benecon Group and the Company makes monthly deposits in a trust account to cover medical claims and any administrative costs associated with the plan. These funds, as required by the plan are restricted in nature and amounted to $1,582,345 as of December 31, 2017. The Company also records a liability for claims that have been incurred but not recorded at the end of each year. The amount of the liability is determined by Benecon Group. The liability recorded in accrued expenses amounted to $90,360 as of December 31, 2017.

~~NOTE 7 – ACCOUNTS RECEIVABLE, NET~~

Trade receivables, net consist of the following:

SCHEDULE OF TRADE RECEIVABLES, NET

December 31, 2017 September 30, 2017
Accounts receivable $ 18,139,052 $ 15,759,847
Allowance for doubtful accounts (298,708 ) (298,708 )
$ 17,840,344 $ 15,461,139

	December 31, 2023			September 30, 2023
Trade receivables	$	10,141,443		$	9,444,619
Allowance for credit losses		(236,888	)		(234,924	)
Accounts receivables, net, total	$	9,904,555		$	9,209,695

~~Accounts receivable~~Trade receivables include amounts due for shipped products and services rendered.

Allowance for ~~doubtful accounts~~credit losses include estimated losses resulting from the inability of our customers to make the required payments.

NOTE 810 – ~~INVENTORY, NET~~PREPAID EXPENSES AND OTHER CURRENT ASSETS

~~Inventory, net,~~Prepaid expenses and other current assets consist of the following:

SUMMARY OF PREPAID AND OTHER CURRENT ASSETS

December 31, 2017 September 30, 2017
Raw materials $ 6,513,566 $ 10,653,963
Work in progress 1,759,298 2,600,229
Finished goods 5,612,027 4,428,791
13,884,891 17,682,983

Less: Allowance for inventory obsolescence (1,034,876 ) (411,101 )
Inventory –net of allowance for inventory obsolescence $ 12,850,015 $ 17,271,882

	December 31, 2023		September 30, 2023

Prepaid expenses	$	386,334	$	521,310
Prepaid inventory		559,075		1,084,051
Deferred costs		36,002		25,941
Loan origination costs		54,400		-
Prepaid income taxes		-		168,555
VAT and GST tax receivable		311,487		298,502
Prepaid expenses and other current assets total	$	1,347,298	$	2,098,359

NOTE 11 – INVENTORY, NET

Inventory, net consisted of the following:

SCHEDULE OF INVENTORY, NET

	December 31, 2023		September 30, 2023
Raw materials	$	857,117	$	885,398
Work in progress		397,017		109,019
Finished goods		6,684,483		7,744,802
Inventory, net		7,938,617		8,739,219

The Company maintained an allowance for obsolete inventories of $502,528 and $618,021 at December 31, 2023 and September 30, 2023, respectively.

NOTE 912 – PROPERTY AND EQUIPMENT

Property and equipment are summarized as follows:

SUMMARY OF PROPERTY AND EQUIPMENT

	December 31, 2017			September 30, 2016
							December 31, 2023			September 30, 2023
Land	$	1,268,903		$	1,241,720		$	945,279		$	945,279
Building		5,320,265			5,229,075
Building and leasehold improvements								4,370,732			4,362,062
Furniture and office equipment		1,831,270			1,678,936			595,397			579,700
Computers and software		2,121,914			1,723,408			1,333,135			1,333,135
Machinery and equipment		17,758,809			17,176,599			12,744,304			12,488,639
		28,301,161			27,049,738

Property and equipment, gross								19,988,847			19,708,815
Less: Accumulated depreciation		(7,836,729	)		(6,931,427	)		(10,818,471	)		(10,490,114	)
Property and equipment, net	$	20,464,432		$	20,118,311		$	9,170,376		$	9,218,701

~~NOTE 10 – PREPAID AND OTHER CURRENT ASSETS~~

OnDepreciation expense for the three months ended December 31, ~~2017,~~2023, and 2022, was $368,301 and $530,830, respectively and is recorded in general and administrative expenses on the ~~Company had prepaid and other current assets consisting~~Company’s Condensed consolidated statements of ~~prepayments on inventory purchases~~operations.

NOTE 13 – GOODWILL

Changes in the carrying amount of $2,494,275 and other current assets of $9,036. On December 31, 2016 the company had prepaid and other current assets consisting of prepayments on inventory purchases of $2,179,346 and other current assets of $45,200.goodwill, by segment, are as follows:

SCHEDULE OF GOODWILL BY SEGMENT

	Security		Industrial Services		Corporate		Consolidated
Balance at September 30, 2023	$	530,475	$	3,851,416	$	-	$	4,381,891

Balance at December 31, 2023	$	530,475	$	3,851,416	$	-	$	4,381,891

~~NOTE 11 – CONVERTIBLE NOTES PAYABLE~~

As of December 31, ~~2017,~~2023, and September 30, 2023, accumulated impairment losses of $3,316,000 related to the Security segment have been recorded.

NOTE 14 – OTHER ASSETS

On November 13, 2020, Cemtrex made a $500,000 investment, on January 19, 2022, made an additional $500,000 investment, and on July 18, 2023, and October 5, 2023, made an additional $100,000 investment on each date via a simple agreement for future equity (“SAFE”) in MasterpieceVR. The SAFE provides that the Company will automatically receive shares of the entity based on the conversion rate of future equity rounds up to a valuation cap, as defined. MasterpieceVR is a software company that is developing software for content creation using virtual reality. The investment is recorded at cost and is included in other assets in the accompanying Condensed consolidated balance sheets. No impairment has ~~satisfied all outstanding convertible notes payable, to various unrelated third parties.~~been recorded for the three months ended December 31, 2023.

Other assets consisted of the following:

SCHEDULE OF OTHER ASSETS

	December 31, 2023		September 30, 2023
Rental deposits	$	56,807	$	198,641
Investment in Masterpiece VR		1,200,000		1,100,000
Other deposits		322,976		167,808
Demonstration equipment supplied to resellers		410,818		369,560
Other assets total	$	1,990,601	$	1,836,009

NOTE 15 – ACCRUED EXPENSES

Accrued expenses consisted of the following:

SCHEDULE OF ACCRUED EXPENSES

	December 31, 2023		September 30, 2023
Accrued expenses	$	477,094	$	1,473,465
Accrued payroll		1,142,896		1,088,223
Accrued warranty		222,702		222,702
Accrued expenses total	$	1,842,692	$	2,784,390

NOTE 16 – DEFERRED REVENUE

The Company’s deferred revenue as of and for the three months ended December 31, 2023, and 2022, were as follows:

SCHEDULE OF DEFERRED REVENUE

	For the three months ended
	December 31, 2023		December 31, 2022

Deferred revenue at beginning of period	$	2,311,334	$	1,824,534
Net additions:
Deferred software revenues		659,970		427,418
Recognized as revenue:
Deferred software revenues		714,952		558,931
Deferred revenue at end of period		2,256,352		1,693,021
Less: current portion		1,562,107		1,097,740
Long-term deferred revenue at end of period	$	694,245	$	595,281

For the three months ended December 31, ~~2017, 149,088 shares~~2023 and 2022, the Company recognized revenue of $608,843 and $506,185, respectively, that was previously included in the beginning balance of deferred revenues.

NOTE 17 – CONTRACT ASSETS AND LIABILITIES

Project contracts typically provide for a schedule of billings on percentage of completion of specific tasks inherent in the fulfillment of the Company’s ~~common stock were issued~~performance obligation(s). The schedules for such billings usually do not precisely match the schedule on which costs are incurred. As a result, contract revenue recognized in the statements of operations can and usually does differ from amounts that can be billed to ~~satisfy $220,000~~the customer at any point during the contract. Amounts by which cumulative contract revenue recognized on a contract as of ~~convertible notes payable.~~a given date exceeds cumulative billings and unbilled receivables to the customer under the contract are reflected as a current asset in the balance sheets under the caption “Contract assets.” Amounts by which cumulative billings to the customer under a contract as of a given date exceed cumulative contract revenue recognized are reflected as a current liability in the balance sheets under the caption “Contract liabilities.” Conditional retainage represents the portion of the contract price withheld until the work is substantially complete for assurance of the Company’s obligations to complete the job.

The following is a summary of the Company’s uncompleted contracts:

SCHEDULE OF CONTRACT ASSETS AND LIABILITIES

	December 31, 2023			December 31, 2022

Costs incurred on uncompleted contracts	$	11,900,894		$	2,779,408
Estimated gross profit		3,020,654			1,145,663
		14,921,548			3,925,071
Applicable billings to date		(14,216,138	)		(4,811,777	)
Net billings in excess of costs, Ending balance	$	705,410		$	(886,706	)

	December 31, 2023			September 30, 2023
Included in the accompanying balance sheet under the following captions

Contract assets, net
Costs in excess, net	$	1,593,142		$	1,680,071
Conditional retainage, net		100,993			59,130
Total contract assets, net	$	1,694,135		$	1,739,201

Contract liabilities
Billings in excess		(988,725	)		(980,319	)
Total contract liabilities	$	(988,725	)	$	(980,319	)

	December 31, 2022			September 30, 2022
Included in the accompanying balance sheet under the following captions

Contract assets, net
Costs in excess, net	$	521,172		$	781,819
Total contract assets, net	$	521,172		$	781,819

Contract liabilities
Billings in excess		(1,407,878	)		(369,890	)
Total contract liabilities	$	(1,407,878	)	$	(369,890	)

~~NOTE 12 – LONG-TERM LIABILITIES~~

~~Loans payable to bank~~

~~On October~~For the three months ended December 31, ~~2013,~~2023 and 2022, the Company ~~obtained a loan from Sparkasse Bank~~recognized revenue of ~~Germany~~$791,161 and $352,847, respectively, that was previously included in the ~~amount~~beginning balance of €3,000,000 ($4,006,500, based upon the exchange rate on October 31, 2013) in order to fund the purchase of ROB Cemtrex GmbH. Of these proceeds, $2,799,411 was used to purchase ROB Cemtrex GmbH and $1,207,089 funded operations. This loan carries interest of 4.95% per annum and is payable on October 30, 2021.contract liabilities.

On May 28, 2014, the Company financed an upgrade of the information technology infrastructure for ROB Cemtrex GmbH. The purchase was fully financed through Sparkasse Bank of Germany for €200,000 ($272,840 based upon the exchange rate on May 28, 2014). This loan carries interest of 4.50% and is payable over 4 years.

On December 15, 2015, the Company obtained a loan from Fulton Bank in the amount of $5,250,000 in order to fund the purchase of Advanced Industrial Services, Inc. $5,000,000 of the proceeds went to direct purchase of AIS. This loan carries interest of LIBOR plus 2.25% per annum and is payable on December 15, 2022.

~~Mortgage payable~~

On March 1, 2014, the Company completed the purchase of the building that ROB Cemtrex GmbH occupies in Neulingen, Germany. The purchase was fully financed through Sparkasse Bank of Germany for €4,000,000 ($5,500,400 based upon the exchange rate on March 1, 2014). This mortgage carries interest of 3.00% and is payable over 17 years.

~~Notes payable~~

On December 15, 2015, the Company issued notes payable to the sellers of Advanced Industrial Services, Inc. for $1,500,000 to fund the purchase of AIS. These notes carry interest of 6% and are payable over 3 years.

~~On November 15, 2017, the Company issued a note payable to an unrelated third party, for $2,300,000. This note carries interest of 8% and is due after 18 months.~~

NOTE 1318 – RELATED PARTY TRANSACTIONS

On ~~February 9, 2017,~~August 31, 2019, the ~~outstanding principal and accrued interest owed on notes payable~~Company entered into an Asset Purchase Agreement for the sale of Griffin Filters, LLC to Ducon Technologies, Inc., which Aron Govil, the Company’s Founder, and former CFO, for total consideration of ~~$3,339,833 were exchanged~~$550,000. On July 31, 2022, the Company negotiated a payment agreement surrounding the sale of Griffin Filters, LLC, and other liabilities due to the Company. totaling $761,585. This agreement is in the form of a secured promissory note earning interest at a rate of 5% per annum and matures on July 31, 2024.

As of December 31, 2023, and September 30, 2023, there was $3,811 and $3,806 payable due to Ducon Technologies, Pvt Ltd., which is also owned by Aron Govil, respectively.

As of December 31, 2023, and September 30, 2023, there was $638,207 and $637,208 receivable due from Ducon Technologies, Pvt Ltd., respectively.

On November 22, 2022, the Company entered into two Asset Purchase Agreements and one Simple Agreement for ~~333,983 shares~~Future Equity (“SAFE”) with the Company’s CEO, Saagar Govil, to secure the sale of the subsidiaries Cemtrex Advanced Technologies, Inc, and Cemtrex XR, Inc., which include the brands SmartDesk, Cemtrex XR, Virtual Driver Interactive, Bravo Strong, and good tech (formerly Cemtrex Labs), to Mr. Govil. Cemtrex XR, Inc. was purchased for $890,000 comprised of $75,000 in cash and 5% royalty of all revenues on the Business to be paid 90 days after the end of each calendar year for the next three years; and should the total sum of royalties due be less than $820,000 at the end of the three-year period, Mr. Govil shall be obligated to pay the difference between $820,000 and the royalties paid. The first Royalty payment is due by March 30, 2024. Cemtrex Advanced Technologies, Inc. was purchased for $10,000 in cash, 5% royalty of all revenues on the Business to be paid 90 days after the end of each calendar year for the next 5 years, and $1,600,000 in SAFE (common equity) at any subsequent fundraising or exit above $5,000,000 with a $10,000,000 cap. Subsequent to the sale of Cemtrex Advanced Technologies, Inc. the business has ceased operations. The company has recognized no gain in relation to the 5% royalties.

As of December 31, 2023, there was $638,485 in trade receivables due from these companies. Of these receivables $133,778 are related to costs paid by Cemtrex related to payroll during the transition of employees to the new company and subscription services that are set up on auto pay with a credit card. The remaining $504,707 is related to services provided by Cemtrex Technologies Pvt. Ltd. in the normal course of business. As of December 31, 2023, there were $64,919 in payables due to these companies.

As of December 31, 2023, there were royalties receivable from the sale of Cemtrex, XR, Inc. of $708,174, of which $220,000 is considered short-term and is presented on the Company’s ~~series 1 preferred stock and 667,967 series 1 warrants.~~Condensed Consolidated Balance Sheet under the caption “Trade receivables, net – related party”.

NOTE 19 – LEASES

The Company is party to contracts where we lease property from others under contracts classified as operating leases. The Company primarily leases office and operating facilities, vehicles, and office equipment. The weighted average remaining term of our operating leases was approximately 2.75years at December 31, 2023, and 3years at September 30, 2023. Lease liabilities were $2,155,559 with $728,875 classified as short-term at December 31, 2023, and $2,348,689with $741,487, classified as short-term at September 30, 2023. The weighted average discount rate used to measure lease liabilities was approximately 5.6% at December 31, 2023, and September 30, 2023. The Company used the rate implicit in the lease, where known, or its ~~principal office at Farmingdale, New York, 6,000~~incremental borrowing rate as the rate used to discount the future lease payments. Cash used by operating leases were $193,130, and $132,963 for the three months ended December 31, 2023 and 2022.

The Company has elected not to recognize lease assets and liabilities for leases with a term of 12 months or less.

The Company’s corporate segment leases approximately 100 square feet of office ~~and warehouse/shop~~ space in Brooklyn, NY on a ~~month~~month-to-month lease at a rent of $600 per month. Short-term rent expense was $1,800 for the three months ended December 31, 2023.

The Company’s security segment leases approximately 1,037 square feet of office space in Clovis, CA on a month-to-month lease at a rent of $5,487 per month. Short-term rent expense was $16,461 for the three months ended December 31, 2023.

A reconciliation of undiscounted cash flows to ~~month~~operating lease liabilities recognized in the condensed consolidated balance sheet at December 31, 2023, is set forth below:

SCHEDULE OF RECONCILIATION OF UNDISCOUNTED CASH FLOWS TO OPERATING LEASE LIABILITIES

Years ending September 30,	Operating Leases
2024		624,469
2025		823,816
2026		621,892
2027		270,742
2028 & Thereafter		51,415
Undiscounted lease payments		2,392,334
Amount representing interest		(236,775	)
Discounted lease payments	$	2,155,559

Lease costs for the three months ended December 31, 2023, and 2022 are set forth below:

SCHEDULE OF LEASE COSTS

	2023		2022
	For the three months ended
	December 31,
	2023		2022
Lease costs:
Operating lease costs		193,432		261,433
Short-term lease costs		18,261		-
Total lease cost	$	211,693	$	261,433

NOTE 20 – LINES OF CREDIT AND LONG-TERM LIABILITIES

Revolving line of credit

On October 5, 2023, the Company obtained a ~~building owned~~revolving line of credit in the amount of $5,000,000 from Pathward, N.A.. The interest rate will be a rate which is equal to three percentage points (3%) in excess of that rate shown in the Wall Street Journal as the prime rate (the “Effective Rate”) and matures twenty-four months from the closing date. This loan is secured by ~~Aron Govil, Executive Director~~the Company’s eligible accounts receivable and eligible finished goods inventory. The Company’s ability to borrow against the line of credit is limited by the value of the eligible assets. As of December 31, 2023, the Company had enough eligible assets to access the full credit line. The Company was in compliance with all loan covenants as of December 31, 2023. The funds were used to pay the NIL Funding term loan and will fund operations of the Vicon entity. As of December 31, 2023, this loan had a balance of $3,357,324, with $54,400 of unamortized loan origination fees, which is included in “Prepaid expenses” on the accompanying Condensed Consolidated Balance Sheet. There were $1,642,676 in available funds as of December 31, 2023.

Standstill Agreement

On August 31, 2023, the Company and Streeterville Capital, LLC entered into a standstill agreement for the two notes held by Streeterville Capital, LLC. The terms of this agreement are the earlier of (a) the date that is ninety (90) days from the Effective Date, and (b) the date that the Company completes an equity offering on either Form S-1 or Form S-3 (the “Standstill Period”), Streeterville Capital, LLC will not seek to redeem any portion of the Notes, and (c) the Company agrees to prepay to Lender fifty percent (50%) of the net proceeds received by Borrower in connection with all equity financings until such time as Borrower has raised at ~~a monthly rental of $4,000.~~least $5,000,000 in aggregate net proceeds.

The following table outlines the Company’s secured liabilities:

SCHEDULE OF LINES OF CREDIT AND LIABILITIES

			December 31,			September 30,
	Interest Rate	Maturity	2023			2023
Fulton Bank - $360,000 fund equipment for AIS. The Company was in compliance with loan covenants as of December 31, 2023. This loan is secured by certain assets of the Company.	SOFR plus 2.37% (7.75% as of December 31, 2023 and 7.68% as of September 30, 2023).	1/31/2025		89,125			108,700

Fulton Bank mortgage $2,476,000. The Company was in compliance with loan covenants as of December 31, 2023. This loan is secured by the underlying asset.	SOFR plus 2.62% (8.00% on December 31, 2023 and (7.93% on September 30, 2023).	1/28/2040		2,163,687			2,180,115

Fulton Bank (HEISEY) - $1,200,000 mortgage loan; requires monthly principal and interest payments through August 1, 2043 with a final payment of remaining principal on September 1, 2043; The loan is collateralized by 615 Florence Street and 740 Barber Street and guaranteed by AIS and Cemtrex.	SOFR plus 2.80% per annum (8.18% as of December 31, 2023 and 8.11% as of September 30, 2023).	9/30/2043		1,194,480			1,200,000

Fulton Bank (HEISEY) - $2,160,000. promissory note related to purchase of Heisey; requires 84 monthly principal and interest payments; The note is collateralized by the Heisey assets and guaranteed by the Parent; matures in 2030.	SOFR plus 2.80% per annum (8.18% as of December 31, 2023 and 8.11% as of September 30, 2023).	7/1/2030		2,063,927			2,122,565

Note payable - $5,755,000 - Less original issue discount $750,000 and legal fees $5,000, net cash received $5,000,000 Unamortized original issue discount balance of $0, as of December 31, 2023 and September 30, 2023.	8%	6/30/2024		4,691,520			4,596,589

Note payable - $9,205,000. Less original issue discount $1,200,000 and legal fees $5,000,net cash received $8,000,000. 28,572 shares of common stock valued at $700,400 recognized as additional original issue discount. Unamortized original issue discount balance of $0 as of December 31, 2023 and September 30, 2023.	8%	2/22/2025		11,475,435			11,243,233

Note Payable - $240,000 For the purchase of Heisey Mechanical, Ltd.	6%	7/1/2024		240,000			240,000

Term Loan Agreement with NIL Funding Corporation (“NIL”) - $5,600,000 The Company was in compliance with loan covenants as of September 30, 2023.	11.50%	12/31/2024		-			1,979,743

Paycheck Protection Program loan - $121,400 - The issuing bank determined that this loan qualifies for loan forgiveness; however the Company is awaiting final approval from the Small Business Administration.	1%	5/5/2025		80,994			91,114

Software License Agreement - $1,125,000, for the purchase of software source code for use in our Security segment products	N/A	6/3/2024		450,000			675,000

HDFC Bank Auto Loan - $28,331, for the purchase of automobile at India office. Monthly payments of ₹65,179 ($784.89 as translated as of December 31, 2023). Automobile is collateral for this loan.	8.70%	6/5/2027		28,331			-
Total secured liabilities			$	22,477,499		$	24,437,059
Less: Current maturities				(15,717,081	)		(14,507,711	)
Less: Unamortized original issue discount				-			-
Secured liabilities, Long Term			$	6,760,418		$	9,929,348

NOTE 1421 – STOCKHOLDERS’ EQUITY

Preferred Stock

The Company is authorized to issue 10,000,000 shares of Preferred Stock, ~~$0.001~~$0.001 par value. As of December 31, ~~2017,~~2023, and September 30, ~~2017,~~2023, there were ~~2,822,660~~ 2,458,053 and 2,343,016 shares issued and ~~outstanding.~~2,393,953 and 2,278,916 shares outstanding, respectively.

Series A1 Preferred ~~stock~~Stock

Each issued and outstanding Series A Preferred Share shall be entitled to the number of votes equal to the result of: (i) the number of shares of common stock of the Company issued and outstanding at the time of such vote multiplied by 1.01; divided by (ii) the total number of Series A Preferred Shares issued and outstanding at the time of such vote, at each meeting of shareholders of the Company with respect to any and all matters presented to the shareholders of the Company for their action or consideration, including the election of directors. Holders of Series A Preferred Shares shall vote together with the holders of Common Shares as a single class.

During the ~~three-month periods~~three months ended December 31, ~~2017 and 2016, the Company did not issue any Series A Preferred Stock.~~

~~As of December 31, 2017, and September 30, 2017, there were 1,000,000 shares of Series A Preferred Stock issued and outstanding.~~

~~Series 1 Preferred Stock~~

~~Dividends~~

Holders of the Series 1 Preferred will be entitled to receive cumulative cash dividends at the rate of 10% of the purchase price per year, payable semiannually on the last day of March and September in each year. Dividends may also be paid, at our option, in additional2023, 115,037 shares of Series 1 Preferred ~~valued at their liquidation preference. The Series 1 Preferred will rank senior~~Stock were issued to ~~the common stock with respect~~pay dividends to ~~dividends. Dividends will be entitled to be paid prior to any dividend to the holders of our common stock.~~

~~Liquidation Preference~~

The Series 1 Preferred will have a liquidation preference of $10.00 per share, equal to its purchase price. In the event of any liquidation, dissolution or winding up of our company, any amounts remaining available for distribution to stockholders after payment of all liabilities of our company will be distributed first to the holders of Series 1 Preferred ~~and then~~~~pari passu~~ to the holders of the series A preferred stock and our common stock. The holders of Series 1 Preferred will have preference over the holders of our common stock on any liquidation, dissolution or winding up of our company. The holders of Series 1 Preferred will also have preference over the holders of our series A preferred stock.Stock.

~~Voting Rights~~

Except as otherwise provided in the certificate of designation, preferences and rights or as required by law, the Series 1 Preferred will vote together with the shares of our common stock (and not as a separate class) at any annual or special meeting of stockholders. Except as required by law, each holder of shares of Series 1 Preferred will be entitled to two votes for each share of Series 1 Preferred held on the record date as though each share of Series 1 Preferred were 2 shares of our common stock. Holders of the Series 1 Preferred will vote as a class on any amendment altering or changing the powers, preferences or special rights of the Series 1 Preferred so as to affect them adversely.

~~No Conversion~~

~~The Series 1 Preferred will not be convertible into or exchangeable for shares of our common stock or any other security.~~

~~Rank~~

~~The Series 1 Preferred will rank with respect to distribution rights upon our liquidation, winding-up or dissolution and dividend rights, as applicable:~~

	●	senior to our series A preferred stock, common stock and any other class of capital stock we issue in the future unless the terms of that stock provide that it ranks senior to any or all of the Series 1 Preferred;

	●	~~on a parity with any class of capital stock we issue in the future the terms of which provide that it will rank on a parity with any or all of the Series 1 Preferred;~~

	●	~~junior to each class of capital stock issued in the future the terms of which expressly provide that such capital stock will rank senior to the Series 1 Preferred and the common stock; and~~

	●	~~junior to all of our existing and future indebtedness.~~

As of December 31, ~~2017,~~2023, and September 30, ~~2017,~~2023, there were ~~1,822,660~~2,408,053 and 2,293,016 shares of Series 1 Preferred Stock issued and ~~outstanding.~~

~~For the fiscal year ended September 30, 2017, $1,200,871 worth of dividends have been paid to holders~~2,343,953 and 2,228,916 shares of Series 1 Preferred ~~Stock.~~Stock outstanding, respectively.

~~Reverse~~Series C Preferred Stock ~~Split~~

~~On April 3, 2015, our Board~~As of ~~Directors approved a reverse split~~December 31, 2023, and September 30, 2023, there were 50,000 shares of ~~our common stock, par value $0.001, at a ratio of one-for-six. This reverse stock split became effective on April 15, 2015~~Series C Preferred Stock issued and unless otherwise indicated, all share amounts. Per share data, share prices, exercise prices and conversion rates set forth in this Report and the accompanying consolidated financial statements have, where applicable, been adjusted retroactively to reflect this reverse stock split.outstanding.

~~Listing on NASDAQ Capital Markets~~

~~On June 25, 2015, the Company’s common stock commenced trading on the NASDAQ Capital Market under the symbol “CETX”.~~

Common Stock

The Company is authorized to issue ~~20,000,000~~50,000,000 shares of common stock, ~~$0.001~~$0.001 par value. As of December 31, ~~2017,~~2023, there were ~~10,553,522~~1,055,636 shares issued and outstanding and at September 30, ~~2017,~~2023, there were ~~10,404,434~~1,045,783 shares issued and outstanding.

During ~~the three-month period ended December 31, 2017, the Company issued 149,088 shares of common stock.~~

On February 12, 2016, the Company granted a stock option for 200,000 shares to Saagar Govil, the Company’s Chairman and CEO. These options have an exercise price of $1.70 per share, 50% of the options vest each year and they expire after six years. As of December 31, 2017, none of these options have been exercised.

On December 5, 2016, the Company granted a stock option for 200,000 shares to Saagar Govil, the Company’s Chairman and CEO. These options have an exercise price of $4.24 per share, 50% of the options vest each year and they expire after six years. As of December 31, 2017, none of these options have been exercised.

On December 18, 2017, the Company granted a stock option for 200,000 shares to Saagar Govil, the Company’s Chairman and CEO. These options have an exercise price of $2.64 per share, 50% of the options vest each year and they expire after six years. As of December 31, 2017. none of these options have been exercised.

~~On April 19, 2017 the Company’s Board of Directors declared a cash dividend on common stock to shareholders of record on March 31, 2017.~~

During the fiscal year ended September 30, 2014, the Company granted stock options for 100,000 shares to employees of the Company. These options have a call price of $1.80 per share, vest over four years, and expire after six years. As of December 31, 2017, options to purchase 62,500 shares have been exercised and none have expired or have been cancelled.

During the fiscal year ended September 30, 2017 the Company acquired and retired 363,528 shares of its common stock at a cost of $1,344,593 purchased under the share repurchase authorization that Cemtrex’s board of directors approved in 2016 for the repurchase of up to one million outstanding shares over a 12-month period, depending on market conditions.

~~For~~ the three months ended December 31, ~~2017, 149,088~~2023, 9,853 shares of the Company’s common stock have been issued ~~to satisfy $220,000 of convertible notes payable (see~~ in exchange for services valued at $40,000.

NOTE ~~11).~~22 – SHARE-BASED COMPENSATION

~~Subscription Rights Offering~~

InFor the three months ended December 2016, we commenced a subscription rights offering to our stockholders to raise up to $15.0 million through the sale of units, each consisting of one share of our series 1 preferred stock, paying cumulative dividends at the rate of 10% of the purchase price per year,31, 2023, and two five-year series 1 warrants, upon the exercise of subscription rights at $10.00 per unit. On February 2, 2017, Cemtrex, Inc. (the “Company”) completed the final closing of its rights offering. With the final closing, the total subscription proceeds received by2022, the Company recognized $7,557 and $39,842 of share-based compensation expense on its outstanding options, respectively. As of December 31, 2023, $55,748 of unrecognized share-based compensation expense is expected to be recognized over a period of two years. Future compensation amounts will be adjusted for any change in ~~its rights offering and related standby placement amounted to $14,018,750, before payment of~~estimated forfeitures.

During the ~~dealer-manager fee and other offering expenses.~~three months ended December 31, 2023, no options were granted, cancelled, or forfeited.

NOTE 1523 – COMMITMENTS AND CONTINGENCIES

~~Our IPS~~The Company’s Industrial Services segment leases ~~(i) approx. 5,000 square feet of office and warehouse space in Liverpool, New York from a third party in a five year lease at a monthly rent of $2,200 expiring on March 31, 2018, (ii)~~ approximately 25,000 square feet of warehouse space in Manchester, PA from a third party in a seven year lease at a monthly rent of $7,300 expiring on December 13, 2020, (iii) approximately 43,000 square feet of office and warehouse space in York, PA from a third party in a ten year lease at a monthly rent of $22,625 expiring on March 23, 2026, (iv) approximately 15,500 square feet of warehouse space in Emigsville, PA from a third party in a ~~one~~three-year lease at a monthly rent of $4,555 expiring on August 31, 2025.

The Company’s Security segment leases (i) approximately 6,700 square feet of office and warehouse space in Pune, India from a third party in an five year lease at a monthly rent of ~~$4,337~~$6,453 (INR456,972) expiring on ~~August 31, 2018.~~

~~Our EMS segment owns a 70,000 square-foot manufacturing building~~February 28, 2024, (ii) approximately 30,000 square feet of office and warehouse space in ~~Neulingen. The EMS segment also leases (i) a 10,000 square foot manufacturing facility in Sibiu, Romania~~Hauppauge, New York from a third party in a ~~ten year~~seven-year lease at a monthly rent of ~~€8,000~~$28,719 expiring on ~~May~~March 31, ~~2019, (ii)~~2027, (iii) approximately ~~100,000~~9,400 square feet of office ~~warehouse~~ and ~~manufacturing~~warehouse space in ~~Paderborn, Germany~~Hampshire, England in a fifteen-year lease with at a monthly ~~rental~~rent of ~~€55,400~~$7,329 (£5,771) which expires on ~~December 31, 2017, (iii) approximately 50,000 square feet~~March 24, 2031 and contains provisions to terminate in 2026.

From time to time, the Company and its subsidiaries are involved in legal proceedings that are incidental to the operation of ~~office, warehouse space in Paderborn, Germany at a monthly rental of €22,633 which expires on December 31, 2017.~~

~~NOTE 16 – RECENTLY ISSUED ACCOUNTING STANDARDS~~

our business. The Company ~~has implemented~~continues to defend vigorously against all ~~new accounting pronouncements~~claims. Although the ultimate outcome of any legal matter cannot be predicted with certainty, based on present information, including assessment of the merits of the particular claim, as well as current accruals and insurance coverage, the Corporation does not expect that are in effect. These pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and we do not believe that there are any other new accounting pronouncements that have been issued that mightsuch legal proceedings will have a material adverse impact on ~~our financial position or results of operations.~~

~~NOTE 17 - SUBSEQUENT EVENTS~~

Cemtrex evaluated subsequent events from December 31, 2017 through February 14, 2018, the date the consolidated financial statements were issued. Centrex concluded that no subsequent events have occurred that would require recognition or disclosure in theits condensed consolidated financial statements.

NOTE 24 – SUBSEQUENT EVENTS

Delisting from NASDAQ Capital Market and Repurchase of Series 1 Preferred Stock

Subsequent to the balance sheet date, the Company has bought back 71,951 shares for $69,705 under the Share Repurchase Program approved on August 22, 2023, that allows the Company to repurchase shares of the Series 1 Preferred Stock through various means, including through privately negotiated transactions and through an open market program. This action proved ineffective to meet the Minimum Bid Price Requirement.

The Company’s Series 1 Preferred Stock was suspended from the Nasdaq Capital Market on January 22, 2024. The Series 1 Preferred Stock is now quoted on the OTC Markets under the symbol “CETXP.”

Nasdaq informed the Company that Nasdaq will complete the delisting by filing a Form 25 Notification of Delisting with the SEC following the lapse of applicable appeal periods. The Company does not intend to appeal the Panel’s decision. After the Form 25 is filed, the delisting will become effective 10 days later. The deregistration of the Company’s Series 1 Preferred Stock under Section 12(b) of the Exchange Act will be effective for 90 days, or such shorter period as the SEC may determine, after filing of the Form 25.

Filing of Registration Statement on Form S-1

On January 17, 2024, the Company filed a preliminary Prospectus on Form S-1 to register shares of our common stock and common stock warrants for sale through a placement agent.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Except for historical information contained in this report, the matters discussed are forward-looking statements that involve risks and uncertainties. When used in this report, words such as “anticipates”, “believes”, “could”, “estimates”, “expects”, “may”, “plans”, “potential” and “intends” and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. Such forward-looking statements are based on the beliefs of the Company’s management, as well as assumptions made by and information currently available to the Company’s management. Among the factors that could cause actual results to differ materially are the following: the effect of business and economic conditions; the impact of competitive products and their pricing; unexpected manufacturing or supplier problems; the Company’s ability to maintain sufficient credit arrangements; changes in governmental standards by which our environmental control products are evaluated and the risk factors reported from time to time in the Company’s SEC reports, including its recent report on Form 10-K. The Company undertakes no obligation to update forward-looking statements as a result of future events or developments.

General Overview

~~The Company~~Cemtrex was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth ~~from a small emissions monitoring Instruments Company~~ into a ~~world~~ leading multi-industry technology company that provides a wide array of solutions to meet today’s consumer, commercial, and industrial challenges. Cemtrex manufactures advanced custom engineered electronics, extensive industrial services, integrated hardware and software solutions, proprietary IoT and wearable devices, and systems for controlling particulates and other regulated pollutants..company. Unless the context requires otherwise, all references to “we”, “our”, “us”, “Company”, “registrant”, “Cemtrex” or “management” refer to Cemtrex, Inc. and its subsidiaries.

~~Electronics Manufacturing Services (EMS)~~The Company’s reporting segments consist of Security and Industrial Services.

Security

Industrial ~~Products &~~ Services ~~(IPS)~~

Cemtrex works with industry leading OEMs in their outsourcing of non-core manufacturing services by forming a long-term relationship as an electronics manufacturing partner. We work in close relationships with our customers throughout the entire electronic lifecycle of a product, from design, manufacturing, and distribution. We seek to grow our business through the addition of new, high quality customers, the expansion of our share of business with existing customers, and participating in the growth of existing customers.

Using our manufacturing capabilities, we provide our customers with advanced product assembly and system level integration combined with test services to meet the highest standards of quality. Through our agile manufacturing environment, we can deliver low and medium volume and mix services to our clients. Additionally, we design, develop, and manufacture various interconnects and cable assemblies that often are sold in conjunction with our PCBAs to enhance our value to our customers. The Company also provides engineering services from new product introductions and prototyping, related testing equipment, to product redesigns.

We believe our ability to attract and retain new customers comes from our ongoing commitment to understanding our customers’ business performance requirements and our expertise in meeting or exceeding these requirements and enhancing their competitive edge. We work closely with our customers from an operational and senior executive levelseeking to achieve ~~a deep understanding of our customer’s goals, challenges, strategies, operations,~~greater asset utilization and ~~products~~reliability to ~~ultimately build a long lasting successful relationship.~~cut costs and increase production from existing assets, including small projects, sustaining capital, turnarounds, maintenance, specialty welding services, and high-quality scaffolding.

In July 2017, Company set up a subsidiary named Cemtrex Advanced Technologies Inc. to leverage its existing design and engineering experience by directly developing and manufacturing its own proprietary advanced electronic products and for third parties for IoT applications. The Company plans to pursue collaborative partnerships with OEMs that are looking to incorporate intelligence and connectivity into their everyday products such as: furniture, consumer wearables, industrial safety wearables, and other enterprise and consumer devices. Cemtrex will look to focus on developing systems, hardware and software solutions for both consumer, business and industrial applications.

The Company completed the consolidation of its two German EMS factories into one location in Neulingen, Germany to create economies of scale. The Company lost two customers in Paderborn going into 2018, one as result of consolidation and other due to obsolescene of their product. The Company expects this will reduce its EMS revenues for the next few quarters; however the Company remains optimistic about the long term growth potential of this business across the different markets as it continues to win new business.

~~Liquidity~~

In December 2016, we commenced a subscription rights offering to our stockholders to raise up to $15.0 million through the sale of units, each consisting of one share of our series 1 preferred stock, paying cumulative dividends at the rate of 10% of the purchase price per year, and two five-year series 1 warrants, upon the exercise of subscription rights at $10.00 per unit. On February 2, 2017, the Company completed the final closing of its rights offering. With the final closing, the total subscription proceeds received by the Company in its rights offering and related standby placement amounted to $14,018,750, before payment of the dealer-manager fee and other offering expenses.

~~Critical~~Significant Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based upon the accompanying unaudited condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Although these estimates are based on our knowledge of current events, our actual amounts and results could differ from those estimates. The estimates made are based on historical factors, current circumstances, and the experience and judgment of our management, who continually evaluate the judgments, estimates and assumptions and may employ outside experts to assist in the evaluations.

Certain of our accounting policies are deemed ~~“critical”~~“significant”, as they are both most important to the financial statement presentation and require management’s most difficult, subjective, or complex judgments as a result of the need to make estimates about the effect of matters that are inherently uncertain. For a discussion of our ~~critical~~significant accounting policies, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended September 30, ~~2017.~~2023.

Results of Operations -– For ~~the three months ending December 31, 2017 and 2016~~

~~Total revenue for~~ the three months ended December 31, ~~2017~~2023, and 2016 was $32,381,900 and $29,397,257, respectively, an increase of $2,984,643, or 10%. Net income for the three months ended December 31, 2017 and 2016 was $731,991 and $1,405,693, respectively, a decrease of $673,702, or 48%. Total revenuein the first quarter increased, as compared to total revenue in the same period last year, due to higher EMS segment shipments during the current quarter. Net income decreased in the first quarter due to lower IPS segment sales, increased expenses in research and development and increased sales & marketing expenses.2022

Revenues

Our ~~IPS segment revenues~~for the three months ended December 31, 2017 decreased by $1,302,243 or 10%, to $11,938,799 from $13,241,042 for the three months ended December 31, 2016. The decrease was primarily due to decreased demand for environmental control products as result of deregulation of emission standards by the current administration.

~~Our EMS~~Security segment revenues for the three months ended December 31, ~~2017~~2023, increased by ~~$4,286,886~~$2,163,057 or ~~27%~~31% to ~~$20,443,101~~$9,167,801 from ~~$16,156,215~~$7,004,744 for the three months ended December 31, ~~2016. The primary reason for increased sales was~~2022. This increase is due to ~~higher shipments in~~an increased demand for the ~~current quarter.~~Security segment’s products and services.

Our Industrial Services segment revenues for the three months ended December 31, 2023, increased by $2,744,867 or 55%, to $7,710,365 from $4,965,498 for the three months ended December 31, 2022. This increase is mainly due to increased demand for the segment’s services and the additional business from the Heisey acquisition.

Our Corporate segment is the holding company for the other two segments and did not generate any revenue for the three months ended December 31, 2023 or 2022.

Gross Profit

Gross Profit for the three months ended December 31, ~~2017~~2023, was ~~$10,524,492~~$7,082,399 or ~~33%~~42% of revenues as compared to gross profit of ~~$9,698,084~~$5,042,615 or ~~33%~~42% of revenues for the three months ended December 31, ~~2016.~~2022.

Gross profit in our Security segment was $4,516,947 or 49% of the segment’s revenues for the three months ended December 31, 2023, as compared to gross profit of $3,403,690 or 49% of the segment’s revenues for the period ended December 31, 2022. Gross profit as a percentage of revenues remained constant in the three months ended December 31, ~~2017~~2023, compared to the three months ended December 31, 2022.

Gross profit in our Industrial Services segment was $2,565,452 or 33% of the ~~same during~~segment’s revenues for the ~~respective quarters. The Company’s~~three months ended December 31, 2023, as compared to gross profit ~~margins vary from product~~of $1,638,925 or 33% of the segment’s revenues for the period ended December 31, 2022. Gross profit as a percentage of revenues remained constant in the three months ended December 31, 2023, compared to ~~product~~the three months ended December 31, 2022.

General and ~~from customer to customer.~~Administrative Expenses

~~Operating Expenses~~

~~Operating~~General and administrative expenses for the three months ended December 31, ~~2017~~2023, increased ~~$1,944,291~~$1,516,133 or ~~25%~~28% to ~~$9,983,701~~$6,971,966 from ~~$7,712,510~~$5,455,833 for the three months ended December 31, ~~2016. Operating~~2022. The increase in general and administrative expenses ~~as a percentage of revenue was 30%~~is mainly related to increased payroll, insurance, office supplies and ~~26% of revenues~~repairs and maintenance expenses offset by decreased depreciation, professional fees, rent, and travel expenses. One-time fees in the current quarter include approximately $155,000 in severance payments.

Research and Development Expenses

Research and Development expenses for the ~~three-month periods~~three months ended December 31, ~~2017 and~~2023, were $848,805 compared to $1,538,218 for the three months ended December 31, ~~2016. The increase in operating~~2022, a decrease of $689,413 or 45%. Research and Development expenses ~~as a percentage~~are primarily related to the Security Segment’s development of ~~revenues~~next generation solutions associated with security and ~~on a dollar basis was due to increased expenses in research and development and sales and marketing activities.~~surveillance systems software.

Other Income/~~(Expense)~~Expense

~~Interest and other income/(expense)~~Other expense for the ~~first quarter of fiscal 2018~~three months ended December 31, 2023, was ~~$(76,694)~~$505,272, as compared to ~~$(338,894)~~$1,145,317 for the ~~first quarter~~three months ended December 31, 2022. Other expense for the three months ended December 31, 2023, and 2022, was mainly driven by interest on the Company’s debt. Decreases in interest expense relate to $221,831 in deferral charges and $441,733 of ~~fiscal 2017. Other income/(Expense) was due primarily to interest expense.~~amortization of original issue discounts in the three months ended December 31, 2022, that did not occur in the current period.

Provision for Income Taxes

During the ~~first quarter of fiscal 2018 we recorded an~~three months ended December 31, 2023 and 2022, the Company had income tax ~~provision~~expense from continuing operations of ~~$59,005 compared to a provision of $240,987 for the first quarter of fiscal 2017.~~$70,751 and $0. The provision for income tax is based upon the ~~projected~~current income tax from the Company’s various U.S. and international subsidiaries that are subject to their respective income tax ~~jurisdictions.~~jurisdictions and the Company’s current ability to utilize net loss carryforwards.

Income/(loss) from Discontinued Operations

~~Net Income/Loss~~

~~The Company had net income of $731,991 or 2% of revenues, for~~For the ~~three-month period~~three months ended December 31, ~~2017 as compared~~2023, the Company had income on discontinued operations, net of tax of $10,492. This income is mainly related to ~~net income~~the recognition of ~~$1,405,693 or 5% of revenues,~~the royalties due from CXR, Inc. Losses on discontinued operations for the three months ended December 31, ~~2016. Net income~~2022, were $3,239,621 attributable to the operations and sale of the Cemtrex brands discussed in Note 3 to the ~~first quarter decreased, as compared to net income in the same period last year, due to increased expenses in research and development and sales and marketing activities.~~financial statements included herein.

Effects of Inflation

The Company’s business and operations have ~~not~~ been ~~materially~~ affected by inflation during the periods for which financial information is presented. In response, the Company has instituted price increases and initiated cost-saving measures to mitigate the effects of inflation on operations.

Liquidity and Capital Resources

Working capital deficit was ~~$27,623,636~~$2,284,787 at December 31, ~~2017~~2023, compared to ~~$26,366,437~~working capital of $1,948,923 at September 30, ~~2017.~~2023. This includes cash and equivalents and restricted cash ~~equivalents~~ of ~~$12,416,993~~$4,016,732 at December 31, ~~2017~~2023, and ~~$10,442,857~~$6,349,562 at September 30, ~~2017, respectively.~~2022. The ~~increase~~decrease in working capital was primarily due to ~~net increases in our current assets~~the Company’s payment of ~~$761,863~~accounts payable and ~~net decreases in our current liabilities of $495,336~~.accrued expenses.

Accounts receivable increased $2,379,205 or 15% to $17,840,344 at December 31, 2017 from $15,461,139 at September 30, 2017. The increase in accounts receivable is largely attributable to increased sales.

~~Inventories decreased $4,421,867 or 26% to $12,850,015 at December 31, 2017 from $17,271,882 at September 30, 2017. The decrease in inventories is attributable to an increase to the allowance~~Cash used by operating activities for ~~inventory obsolescence of $623,775, the execution of in-house orders, and delays in purchases of raw materials during the period.~~

~~Operating activities provided $2,523,922 of cash~~continuing operations for the three months ended December 31, ~~2017 compared to providing cash of $279,982 of cash~~2023, and 2022 was $3,139,073 and $5,872,310, respectively. Cash provided by operating activities for discontinued operations for the three months ended December 31, ~~2016.~~2022, was $2,501,426.

Trade receivables increased by $694,860 or 8% to $9,904,555 at December 31, 2023, from $9,209,695 at September 30, 2023. The increase in ~~operating cash flows was primarily due~~trade receivables is attributable to increased sales in the ~~execution of in-house orders, delayed during the prior period, as compared to the same period a year ago.~~Security segment.

~~Investment~~Cash used by investing activities ~~used $2,344,266 of cash~~for continuing operations for the three months ended December 31, ~~2017~~2023, was $390,310 compared to ~~providing cash of $183,782 during~~$568,111 for the ~~three-month period~~three months ended December 31, ~~2016.~~2022. Cash provided by investing activities for discontinued operations was $207,329 for the three months ended December 31, 2022. Investing activities for the ~~first quarter of 2018~~three months ended December 31, 2023, were ~~primarily~~ driven by the Company’s purchase of property and equipment and investment in ~~fixed assets~~Masterpiece VR.

Cash provided by financing activities for ~~Cemtrex Technologies Pvt. Ltd..~~

~~Financing activities provided $1,794,480 of cash in~~ the ~~three-month period~~three months ended December 31, ~~2017 as~~2023, was $998,099 compared to using cash of ~~$1,455,342 in~~$600,920 for the ~~three-month period~~three months ended December 31, ~~2016.~~2022. Financing activities were primarily driven by proceeds ~~from~~and payments on the ~~note payable issued~~Company’s revolving line of credit and payments on its secured debt. Financing activities for ~~$2,300,000 (See Note 12).~~the three months ended December 31, 2022, were primarily driven by payments on the Company’s debt.

~~Our~~While our working capital deficit and current ~~strategic plan includes~~debt indicate a substantial doubt regarding the ~~expansion of~~Company’s ability to continue as a going concern, the Company ~~both organically~~has historically, from time to time, satisfied and may continue to satisfy certain short-term liabilities through ~~acquisitions if market conditions and competitive conditions allow. Due~~the issuance of common stock, thus reducing our cash requirement to ~~the long-term nature of investments in acquisitions and other financial needs to support organic growth, including working capital, we expect~~meet our ~~long-term and working capital needs to periodically exceed the short-term fluctuations~~operating needs. The Company has approximately $2.84 million in cash ~~flow from operations. Accordingly, in addition~~as of December 31, 2023. Additionally, the Company has (i) secured a line of credit for its Vicon brand to fund operations, which as of December 31, 2023, has available capacity of $1,642,676, (ii) sold unprofitable brands, reducing the ~~net proceeds received from~~cash required to maintain those brands, (iii) continually reevaluate our pricing model on our Vicon brand to improve margins on those products, and (iv) has effected a 35:1 reverse stock split on our common stock to remain trading on the ~~Company’s recently-completed rights offering~~Nasdaq Capital Markets, and ~~standby purchase,~~improve our ability to potentially raise capital through equity offerings that we ~~anticipate~~may use to satisfy debt. In the event additional capital is raised through equity offerings and/or debt is satisfied with equity, it may have a dilutive effect on our existing stockholders. While the Company believes these plans if successful, would be sufficient to meet the capital demands of our current operations for at least the next twelve months, there is no guarantee that we will likely raise additional external capital from the sale of common stock, preferred stock, and debt instruments as market conditions may allow in addition to cash flow from operations to fund our growth and working capital needs. Theresucceed. Overall, there is no guarantee that cash flow from our existing or future operations ~~and/or debt~~ and ~~equity vehicles~~any external capital that we may be able to raise will ~~provide~~be sufficient ~~capital~~ to meet our ~~expansion goals and~~ working capital needs.

~~To the extent that~~ The Company currently does not have adequate cash or available liquidity/available capacity on our ~~internally-generated cash flow is insufficient~~lines of credit to meet our ~~needs, we are subject~~short or long-term needs. Absent an ability to ~~uncertain~~raise additional outside capital and ~~ever-changing~~restructure or refinance all or a portion of our debt, the Company will be unable to meet its obligations as they become due over the next twelve months beyond the issuance date.

Each segment of the Company’s operations has positioned itself for growth and the Company’s long-term objectives include, increasing marketing and sales for the Company’s products and services in each segment, increasing the Company’s presence through collaboration partnerships in each segment and through strategic acquisitions of complementary businesses for each segment. These long-term objectives will require sufficient cash to complete, and the Company expects to fund these objectives with cash on hand, issuance of debt, and ~~equity capital market conditions over which we have no control. The magnitude and~~from proceeds from the ~~timing~~sale of the ~~funds that we need~~Company’s securities, which may not be sufficient to ~~raise from external sources also cannot be easily predicted.~~fully implement our growth initiatives.

In January and February 2017, the Company received aggregate gross proceeds of $14,018,750 through the issuance of 1,401,875 shares of its series 1 preferred stock, paying cumulative dividends at the rate of 10% of the purchase price per year, and 2,803,750 series 1 warrantsThe condensed consolidated financial statements do not include any adjustments relating to ~~purchase shares of common stock at $6.31 per share for five years.~~this uncertainty.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures reporting as promulgated under the Exchange Act is defined as controls and procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act are recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms. Disclosure controls and procedures include without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and ~~Vice President of Finance~~Chief Financial Officer (“~~VPF”~~CFO”), or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Our CEO and our ~~VPF~~CFO have evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, ~~2017 and have~~2023. Based on their evaluation, our management has concluded that ~~the Company’s~~as of December 31, 2023, our disclosure controls and procedures were ~~effective as of December 31, 2017.~~effective.

Changes in Internal Control Over Financial Reporting

There ~~was~~have been no ~~change~~changes in ~~the Company’s~~our internal control over financial reporting (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that occurred during the ~~Company’s last fiscal quarter~~three months ended December 31, 2023 that ~~has~~have materially affected, or isare reasonably likely to materially affect, ~~the Company’s~~our internal control over financial reporting.

Limitations on the Effectiveness of Controls

Our management, including our CEO and CFO, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected.

Part II Other Information

Item 1. Legal Proceedings.

~~Three alleged securities class action complaints were filed against the Company and certain of its executive officers~~None.

Item 1A. Risk Factors

See Risk Factors included in ~~the U.S. District Court for the Eastern District of New York~~our Annual Report on February 24, 2017. Under the requirements of the Private Securities Litigation Reform Act of 1995, these three alleged class actions, as well as any further related actions, will be consolidated into a single lawsuit following decisions on motions to consolidateForm 10-K filed with the ~~Court~~SEC on April 25, 2017. A follow-on, related derivative complaint also was filed against the Company and its executive officers and directors in New York State court on April 10, 2017. That derivative action has been stayed by agreement of the parties until after the motion to dismiss process in the consolidated alleged class actions has run its course.December 28, 2023.

The allegations in all four complaints are based on the assertions contained in a blog post published on an internet website that challenged various aspects of the Company’s stock trading and relationships. The Company denies these assertions, and filed a lawsuit seeking damages in the amount of $170 million, against the blogger on March 4, 2017 in the U.S. District Court for the Eastern District of New York. The Company voluntarily dismissed that lawsuit on June 12, 2017, because it was unable to serve the defendant blogger within the required time, but the Company has reserved the right to re-file its claims against him at a later date.

The Company believes the alleged class action and derivative litigations are without merit and intends to defend itself vigorously. The Company has retained Doug Green of Baker Hostetler, a nationally renowned law firm with no previous relationship to the Company, to defend the litigations, and intends to seek dismissal of the litigations at the earliest possible stage. The Company has to wait until the courts decide to consolidate the all actions into a single lawsuit and hence the Company cannot predict the time table of this litigation. Regardless of the merit of the claims, litigation is inherently unpredictable and may be costly, time consuming and disruptive to the Company’s business. Although the Company is covered by insurance against this class action suit, the Company could incur judgments or enter into settlements of claims that could adversely affect its business, operating results or cash flows.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

During the three months ended December 31, ~~2017, the Company issued an aggregate of 149,088~~2023, 9,853 shares of the Company’s common stock have been issued in exchange for ~~aggregate consideration of $220,000, which was used for working capital.~~ services valued at $40,000.

Such shares were issued pursuant to the exemption contained under Section 4(a)(2) of the Securities Act of 1933, as ~~amended.~~amended, and/or Regulation D promulgated thereunder.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

N/A

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit ~~No.~~		~~Description~~
~~2.1~~Number		~~Asset Purchase Agreement regarding the assets of ROB Holding AG, ROB Electronic GmbH, ROB Connect GmbH, and ROB Engineering dated September 10, 2013. (5)~~Exhibit Description
~~2.2~~10.1*		~~Stock Purchase~~Credit and Security Agreement ~~regarding the stock of Advanced Industrial Services, Inc., AIS Leasing Company, AIS Graphic Services, Inc.,~~ and ~~AIS Energy Services, LLC, Dated December 15, 2015. (6)~~Promissory Note, dated October 5, 2023
~~2.3~~21.1*		~~Asset Purchase agreement between Periscope GmbH and ROB Centrex Assets UG, ROB Cemtrex Automotive GmbH, and ROB Cemtrex Logistics GmbH. (7)~~
~~3.1~~		~~Certificate of Incorporation of the company.(1)~~
~~3.2~~		~~By Laws of the company.(1)~~
~~3.3~~		~~Certificate of Amendment of Certificate of Incorporation, dated September 29, 2006.(1)~~
~~3.4~~		~~Certificate of Amendment of Certificate of Incorporation, dated March 30, 2007.(1)~~
~~3.5~~		~~Certificate of Amendment of Certificate of Incorporation, dated May 16, 2007.(1)~~
~~3.6~~		~~Certificate of Amendment of Certificate of Incorporation, dated August 21, 2007.(1)~~
~~3.7~~		~~Certificate of Amendment of Certificate of Incorporation, dated April 3, 2015.(3)~~
~~3.8~~		~~Certificate of Designation of the Series A Preferred Shares, dated September 8, 2009.(2)~~
~~3.9~~		~~Certificate of Designation of the Series 1 Preferred Stock.(12)~~
~~3.10~~		~~Certificate of Amendment of Certificate of Incorporation, dated September 7, 2017 (15)~~
~~4.1~~		~~Form of Subscription Rights Certificate. (10)~~
~~4.2~~		~~Form of Series 1 Preferred Stock Certificate. (10)~~
~~4.3~~		~~Form of Series 1 Warrant. (10)~~
~~10.1~~		~~Cemtrex Lease Agreement-Ducon Technologies, Inc.(1)~~
~~10.2~~		~~Lease Agreement between Daniel L. Canino and Griffin Filters, LLC.(1)~~
~~10.3~~		~~Asset Purchase Agreement between Ducon Technologies, Inc. and Cemtrex, Inc.(1)~~
~~10.4~~		~~Agreement and Assignment of Membership Interests between Aron Govil and Cemtrex, Inc.(1)~~
~~10.5~~		~~8.0% Convertible Subordinated Debenture.(1)~~
~~10.6~~		~~Letter Agreement by and between Cemtrex, Inc. and Arun Govil, dated September 8, 2009.(2)~~
~~10.7~~		~~Loan Agreement between Fulton Bank, N.A. and Advanced Industrial Services, Inc., AIS Acquisition, Inc., AIS Leasing Company, dated December 15, 2015.(6)~~
~~10.8~~		~~Promissory Note between Kris L. Mailey and AIS Acquisition, Inc. dated December 15, 2015.(6)~~
~~10.9~~		~~Promissory Note between Michael R. Yergo and AIS Acquisition, Inc. dated December 15, 2015.(6)~~
~~10.1~~		~~Term Loan Agreement between Cemtrex GmbH and Sparkasse Bank for Financing of funds within the scope of the Asset-Deals of the ROB Group, dated October 4, 2013.(8)~~
~~10.11~~		~~Working Capital Credit Line Agreement between Cemtrex GmbH and Sparkasse Bank, dated October 4, 2013 (updated May 8, 2014).(8)~~
~~10.12~~		Loan Agreement between ROB Cemtrex GmbH and Sparkasse Bank to finance the purchase of the property at Am Wolfsbaum 1, 75245 Neulingen, Germany, dated October 7, 2013, purchase completed March 1, 2014.(9)
~~10.13~~		~~Nonstatutory Stock Option Agreement entered into as of February 12, 2016 between Cemtrex, Inc. and Saagar Govil (11)~~
~~10.14~~		~~Nonstatutory Stock Option Agreement entered into as of December 5, 2016 between Cemtrex, Inc. and Saagar Govil (13)~~
~~10.15~~		~~Exchange Agreement dated as of February 1,2017 and effective February 9,2017 by and between Cemtrex Inc. and Ducon Technologies, Inc.(12)~~
10.16*		~~Nonstatutory Stock Option Agreement entered into as of December 18, 2017 between Cemtrex, Inc. and Saagar Govil~~
~~14.1~~		~~Corporate Code of Business Ethics.(4)~~
21.1*		Subsidiaries of the Registrant
31.1*		Certification of Chief Executive Officer as required by Rule 13a-14 or 15d-14 of the Exchange Act, as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of ~~Vice President of Finance~~Interim Chief Financial Officer and Principal Financial Officer as required by Rule 13a-14 or 15d-14 of the Exchange Act, as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*		Certification of Chief Executive Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act 0f of 2002.
32.2*		Certification of ~~Vice President of Finance~~Interim Chief Financial Officer and Principal Financial Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act 0f of 2002.
~~99.1~~101.INS*		~~Letter from Bharat Parikh & Associates regarding securities class action complaints. (16)~~
101.INS*		Inline XBRL Instance Document
101.SCH*		Inline XBRL Taxonomy Extension Schema
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase
104*		Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith

~~(1)~~

~~Incorporated by reference from Form 10-12G filed on May 22, 2008.~~30

~~(2)~~

~~Incorporated by reference from Form 8-K filed on September 10, 2009.~~

~~(3)~~

~~Incorporated by reference from Form 8-K filed on August 22, 2016.~~

~~(4)~~

~~Incorporated by reference from Form 8-K filed on July 1, 2016.~~

~~(5)~~

~~Incorporated by reference from Form 10-K filed on August 25, 2016.~~

~~(6)~~

~~Incorporated by reference from Form 8-K/A filed on September 26, 2016.~~

~~(7)~~

~~Incorporated by reference from Form 8-K/A filed on November 4, 2016.~~

~~(8)~~

~~Incorporated by reference from Form 8-K/A filed on November 9, 2016.~~

~~(9)~~

~~Incorporated by reference from Form 10-Q/A filed on November 10, 2016.~~

~~(10)~~

~~Incorporated by reference from Form 8-K filed on January 24, 2017.~~

~~(11)~~

~~Incorporated by reference from Form 10-K filed on December 28, 2016.~~

~~(12)~~

~~Incorporated by reference from Form 8-K filed on February 10, 2017.~~

~~(13)~~

~~Incorporated by reference from Form 10-Q filed on February 14, 2017.~~

~~(14)~~

~~Incorporated by reference from Form 10-Q filed on February 14, 2017.~~

~~(15)~~

~~Incorporated by reference from Form 8-K filed on September 8, 2017.~~

~~(16)~~

~~Incorporated by reference from Form 10-K filed on December 13, 2017~~

~~Signatures~~

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Cemtrex, Inc.

Dated: February ~~14, 2017~~13, 2024	~~By:~~	By:	/s/Saagar Govil .
			Saagar Govil
			Chief Executive Officer

Dated: February ~~14, 2017~~13, 2024			/s/~~Renato Dela Rama .~~ Paul J. Wyckoff
		~~Renato Dela Rama~~	Paul J. Wyckoff
		~~Vice President of Finance~~	Interim Chief Financial Officer
			and Principal Financial Officer

	December 31, 2017		September 30, 2017
Assets
Current assets
Cash and equivalents	$	12,416,993	$	10,442,857
Restricted Cash		1,582,345		1,531,895
Accounts receivable, net		17,840,344		15,461,139
Inventory, net		12,850,015		17,271,882
Prepaid expenses and other current assets		2,503,311		1,720,864
Total current assets		47,193,008		46,428,637

Property and equipment, net		22,384,454		20,118,311
Goodwill		3,322,818		3,322,818
Other assets		400,874		311,607
Total Assets	$	73,301,155	$	70,181,373

Liabilities & Stockholders' Equity (Deficit)
Current liabilities
Accounts payable	$	7,604,475	$	6,945,153
Credit card payable		132,437		165,111
Sales tax payable		723,894		550,532
Revolving line of credit		3,992,282		4,466,218
Accrued expenses		3,045,079		3,614,415
Deferred revenue		484,005		463,022
Accrued income taxes		1,496,379		1,553,665
Convertible notes payable		-		220,000
Current portion of long-term liabilities		2,090,821		2,084,084
Total current liabilities		19,569,372		20,062,200

Long-term liabilities
Loans payable to bank		4,917,939		5,175,276
Notes payable		2,396,223		241,200
Mortgage payable		3,842,136		3,819,392
Total long-term liabilities		11,156,298		9,235,868
Deferred tax liabilities		1,891,000		1,891,000
Total liabilities		32,616,670		31,189,068

Commitments and contingencies		-		-

Shareholders' equity
Preferred stock , $0.001 par value, 10,000,000 shares authorized,Series A, 1,000,000 shares authorized, issued and outstanding at December 31, 2017 and September 30, 2017		1,000		1,000
Series 1, 3,000,000 shares authorized, 1,822,660 shares issued and outstanding as of December 31, 2017 and September 30, 2017		1,823		1,823
Common stock, $0.001 par value, 20,000,000 shares authorized, 10,553,522 shares issued and outstanding at December 31, 2017 and 10,404,434 shares issued and outstanding at September 30, 2017		10,553		10,404
Additional paid-in capital		25,023,320		24,694,325
Retained earnings		15,150,236		14,418,245
Accumulated other comprehensive income/(loss)		497,553		(133,492	)
Total shareholders' equity		40,684,485		38,992,305
Total liabilities and shareholders' equity	$	73,301,155	$	70,181,373

	For the three months ended
	December 31,
	2017			2016
Revenues
Industrial Products & Services Revenue	$	11,938,799		$	13,241,042
Electronics Manufacturing Services Revenue		20,443,101			16,156,215
Total revenues		32,381,900			29,397,257

Cost of revenues
Cost of Sales, Industrial Products & Services		8,669,453			9,602,367
Cost of Sales, Electronics Manufacturing Services		13,187,955			10,096,806
Total cost of revenues		21,857,408			19,699,173
Gross profit		10,524,492			9,698,084

Operating expenses
General and administrative		9,507,584			7,712,510
Research and development		149,217			-
Total operating expenses		9,656,801			7,712,510
Operating income		867,691			1,985,574

Other income (expense)
Other Income (expense)		291,767			58,204
Interest Expense		(368,461	)		(397,098	)
Total other income (expense)		(76,694	)		(338,894	)

Net income before income taxes		790,997			1,646,680

Provision for income taxes		59,006			240,987
Net income		731,991			1,405,693

Preferred dividends paid		-			-
Net income available to common shareholders		731,991			1,405,693

Other comprehensive income/(loss)
Foreign currency translation gain/(loss)		631,045			(289,754	)
Comprehensive income available to common shareholders	$	1,363,036		$	1,115,939

Income Per Common Share-Basic	$	0.07		$	0.14
Income Per Common Share-Diluted	$	0.07		$	0.14

Weighted Average Number of Common Shares-Basic		10,486,770			9,724,558
Weighted Average Number of Common Shares-Diluted		10,644,723			9,786,536

	As of or for the three months ended December 31, 2017
	Industrial Products & Services Segment		Electronics Manufacturing Services Segment		Consolidated

Revenue form external customers	$	11,938,799	$	20,443,101	$	32,381,900
Total assets	$	40,237,288	$	33,063,867	$	73,301,155
Accounts receivable, net	$	11,184,050	$	6,656,294	$	17,840,344
Other assets	$	388,875	$	12,000	$	400,875

	December 31, 2017			September 30, 2017
Accounts receivable	$	18,139,052		$	15,759,847
Allowance for doubtful accounts		(298,708	)		(298,708	)
	$	17,840,344		$	15,461,139