10-K: GlobalTech Reports Increased Losses Amid Strategic Acquisitions

GlobalTech Corporation reported a net loss of $3.15 million in 2025, an increase from $2.95 million in 2024, while expanding into new technology and retail footwear segments.

Summary

• GlobalTech Corporation, a technology holding company, reported a net loss of $3.15 million for the year ended December 31, 2025, compared to a net loss of $2.95 million in 2024.
• The company's subsidiary, WorldCALL Public, incurred a loss of $1.62 million in 2025 and has an accumulated deficit of $67.77 million, with current liabilities exceeding current assets by $29.42 million, raising significant doubt about its ability to continue as a going concern.
• Total net revenue increased to $22.07 million in 2025 from $18.26 million in 2024, driven by growth in international termination services ($1.38 million increase), broadband services ($0.35 million increase), technology services ($1.41 million increase), and the acquisition of Moda in Pelle ($0.64 million revenue).
• Adjusted EBITDA decreased to $0.89 million in 2025 from $2.47 million in 2024.
• The company acquired a 51% interest in 123 Investments Limited (Moda in Pelle), a UK-based women's footwear and accessories business, on December 15, 2025, for a maximum consideration of $11.7 million, including common stock, preferred stock, and contingent earnout payments.
• GlobalTech is developing several AI and Big Data-enabled software products, including CADNZ (Digital Lending Platform), EntityScan, EDFI-AI, HyperLocal PEP Scan (Compliance Assurance and Risk Mitigation), Thrivo.AI (ERP with e-commerce integration), and a Sports League Management System (SLMS).
• The company acquired the CricksLab Core Engine for $10 million in common stock to accelerate the development of its Sports League Management System.
• GlobalTech has significant external debt of approximately $8.61 million as of December 31, 2025, of which $4.88 million is in default, though no lenders have issued default notices.
• The company identified a material weakness in its internal control over financial reporting due to inadequate staffing and supervision in bookkeeping and accounting operations, leading to a lack of segregation of duties.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a concerning report due to increasing net losses, a significant decrease in Adjusted EBITDA, and a going concern doubt for a major subsidiary. While strategic acquisitions and new product developments show ambition, the substantial debt defaults and inability to fund a committed credit facility highlight severe liquidity and operational challenges.

Positives

• Net revenue increased by $3.81 million to $22.07 million in 2025, demonstrating growth across key business segments.
• International voice termination services revenue increased by $1.38 million in 2025 due to higher traffic volume from additional capacity offerings to a Middle East client.
• Broadband services revenue grew by $0.35 million in 2025, driven by 57,000 additional internet service connections.
• Technology services revenue significantly increased by $1.41 million in 2025, attributed to the delivery of IT projects and maturing commercial offerings.
• The acquisition of a 51% interest in Moda in Pelle, a UK-based premium footwear brand, provides immediate revenue contribution ($0.64 million in 2025) and strategic expansion into retail and e-commerce.
• Development of new AI and Big Data-enabled software products (CADNZ, EntityScan, EDFI-AI, HyperLocal PEP Scan, Thrivo.AI, SLMS) positions the company for future growth in high-potential markets.
• The acquisition of the CricksLab Core Engine for $10 million in common stock accelerates the development of the Sports League Management System, targeting a global market estimated to reach $1.25 billion by 2032.
• The company has a robust fiber optic infrastructure of 1,900 kilometers across 20 major cities in Pakistan, with potential access to 3 million households, providing a competitive advantage.
• WorldCALL Public received the Consumers Choice Award for Best Affordable Broadband Service from 2022 to 2025, indicating strong market perception in Pakistan.

Negatives

• Net loss increased to $3.15 million in 2025 from $2.95 million in 2024.
• Adjusted EBITDA decreased significantly to $0.89 million in 2025 from $2.47 million in 2024.
• WorldCALL Public, a 55% owned subsidiary, incurred a loss of $1.62 million in 2025 and has an accumulated deficit of $67.77 million, with current liabilities exceeding current assets by $29.42 million, raising substantial doubt about its ability to continue as a going concern.
• The company has substantial external debt of $8.61 million as of December 31, 2025, with $4.88 million currently in default, increasing financial risk.
• A $3 million revolving credit facility promised to Moda in Pelle was not made available by January 15, 2026, due to insufficient cash on hand, requiring GlobalTech to provide collateral or security.
• The earnout consideration of up to $1 million for the Moda in Pelle acquisition is automatically deemed met and payable regardless of financial results because the company did not uplist its common stock to a securities exchange by December 31, 2025.
• Video revenue decreased in 2025 due to a decline in residential video customers, a trend expected to continue as viewers shift to streaming services.
• Identified a material weakness in internal control over financial reporting as of December 31, 2025, due to inadequate staffing and supervision in bookkeeping and accounting operations, leading to a lack of segregation of duties.
• The company's common stock trades on the OTCQB market with limited and sporadic trading, and there is no assurance of an active or sustained public market.
• Significant legal proceedings and tax disputes are ongoing in Pakistan, with potential adverse impacts on cash flow and operations if decided against the company.

Risks

• Need for additional capital to fund operations and meet obligations, which may not be available on acceptable terms, raising substantial doubt about the ability to continue as a going concern.
• Exposure to foreign currency exchange loss, fluctuation, and translation risks related to business in Pakistan, where the Rupee has experienced significant volatility.
• The international economic environment, geopolitical developments (e.g., Iran Conflict), and unexpected global events could cause business decline, particularly in emerging markets like Pakistan.
• Unpredictability of revenue performance due to a large majority of telecom customers not having long-term fixed contracts.
• Inability to compete effectively in highly competitive telecommunications and footwear markets, potentially leading to difficulty expanding or retaining customers.
• Failure to keep pace with rapid technological changes and evolving industry standards could harm competitive position.
• Cyber-attacks and other cybersecurity threats may lead to compromised or inaccessible services, data leaks, and reduced customer confidence.
• Highly capital-intensive nature of the telecommunications industry requires substantial and ongoing expenditures of capital.
• Dependence on terms of interconnect agreements and access to third-party-owned infrastructure and networks, over which there is no direct control.
• Increases in license fees or inability to obtain/renew licenses could harm the business.
• Risk of being deemed an investment company under the Investment Company Act of 1940, which could impose restrictive regulations.
• Loss of important intellectual property rights or third-party claims of infringement could significantly harm the business.
• Substantial amounts of indebtedness and debt service obligations, with a significant portion in default, could reduce cash flow and jeopardize business viability.
• Risk of losing ownership control of WorldCALL Telecom Limited and 123 Investments Limited if they issue more shares or pledged shares are foreclosed upon.
• Conflicts of interest for management team members holding positions in subsidiaries or other businesses.
• Inability to comply with an extensive variety of laws and regulations, including telecommunications, tax, sanctions, and environmental regulations.
• Operating subsidiaries, assets, and certain officers/directors located in Pakistan expose the company to political, legal, and economic uncertainty, and limit enforcement of U.S. legal rights.
• The planned reverse stock split may not achieve intended results, reduce liquidity, or fail to sustain higher stock prices.
• Material weaknesses in disclosure controls and procedures and internal control over financial reporting could result in material misstatements and regulatory scrutiny.
• Moda in Pelle's business is subject to risks associated with sourcing, manufacturing, warehousing, and global supply chain disruptions.
• Moda in Pelle's financial results are subject to quarterly fluctuations due to factors like shipment timing, market acceptance, product mix, and weather conditions.
• Changes in bag, accessories, and footwear costs and availability, including raw materials and inflation, could adversely affect Moda in Pelle's margins.
• Economic uncertainty may affect consumer purchases of discretionary items, impacting demand for Moda in Pelle's products.
• Increased competition in the footwear market, including from larger, more efficient competitors, poses a threat to Moda in Pelle's success.
• Inability to protect Moda in Pelle's proprietary information and intellectual property, or claims of infringement by others, could adversely affect its business.

Future Outlook

GlobalTech Corporation plans to scale revenue, improve profitability, and strengthen liquidity over the next twelve months. This includes enabling new technology, raising funding for core business growth, expanding into new markets and products, and developing AI and Big Data platforms. The company anticipates continued growth in broadband subscribers with additional investments and expects significant revenue contributions from technology operations. Moda in Pelle aims for disciplined expansion across digital and third-party channels, selective international diversification (including the Middle East), and increased technology deployment to enhance operational efficiency and customer engagement. Commercial launches for CADNZ and Thrivo.AI are planned for Q2 2026, and SLMS modules are expected to launch in Q1/Q2 2026. The company expects to meet funding needs through cash flows from operations, existing financing, and a $3 million credit facility from GlobalTech, while also focusing on improving internal cash generation.

Management Comments

• "WorldCALL Public is in the process of what we believe is an exciting journey of technological transformation, working to expand its scope of services beyond its traditional offerings."
• "We expect slight variations in our holding % of WorldCALL Public from quarter-to-quarter, because of exchange rate translations, as WorldCALL Publics share capital is comprised of ordinary shares and preference shares, with such preference shares US$ denominated."
• "We believe that CADNZ is an ideal solution for small to medium sized banks and credit unions. It replaces multiple fragmented system deployments by allowing for the integration of all functionalities into a single hub."
• "We believe that our focus areas for software development have robust market credentials in terms of existing market and good future growth potential down the line."
• "We believe that a major part of our existing market in these target segments will need to migrate to better, faster and more cost-efficient offerings developed using the latest technology stack."
• "Moving forward we expect revenue contributions from technology operations and services to increase significantly."
• "We believe that this [fiber optic infrastructure] is a major asset moving forward as access to subscriber concentration points is essential for our future strategy."
• "We expect that the number of residential video customers will continue to decline as viewers are using streaming services and dropping cable television bundled services. We expect this trend to continue."
• "Management believes Moda in Pelle's transformation from a single Leeds store into a national omnichannel brand, demonstrates its ability to adapt, endure, and grow, positioning the business not as a legacy retailer, but as a heritage brand entering its next chapter."
• "Management believes that the brands longevity is a direct result of its ability to evolve while remaining true to its core identity: fashion-forward design without compromising comfort or craftsmanship."
• "Management believes that its uniqueness is sustained by its experienced and stable leadership team, combining long-tenured executives with targeted new hires in technology, people, and digital growth roles."
• "Management believes that the Companys current leadership structure is appropriate because it effectively allocates authority, responsibility, and oversight between management (the Companys CEO, Mr. Dana Green) and the members of our Board of Directors."
• "Management believes that certain balances included in the above amounts do not represent immediately payable liabilities as detailed below: Pakistan Telecommunication Authority (PTA): Liabilities towards PTA as incorporated in these financial statements stand at approximately $8.56 million as on December 31, 2025 (December 31, 2024: $8.57 million) which are not immediately payable owing to the non-fulfillment of certain conditions relating to the demand of such amounts. These conditions relate to the industry circumstances and Court Orders."

Industry Context

StockSavvy.ai notes that GlobalTech Corporation's strategic shift towards AI and Big Data-enabled software solutions aligns with broader industry trends emphasizing digital transformation and data-driven insights. The global digital lending market, targeted by CADNZ, is projected to grow from $11.3 billion in 2022 to $30.8 billion in 2030, indicating a significant opportunity. Similarly, the enterprise governance, risk, and compliance market, addressed by EntityScan and EDFI-AI, is estimated at $62.9 billion in 2024, with a 13.2% CAGR through 2030. The e-commerce platform market, where Thrivo.AI competes, is also expected to grow from $7.1 billion in 2023 to $13.5 billion in 2028. The acquisition of Moda in Pelle positions GlobalTech in the resilient UK footwear market, projected to grow from $15.0 billion in 2024 to $18.9 billion in 2030. However, the decline in traditional cable TV customers reflects a global trend of cord-cutting and migration to streaming services, which the company acknowledges and expects to continue. The company's reliance on open-source software for AI models is a common industry practice but introduces specific risks related to licensing and intellectual property. The geopolitical risks in Pakistan, where a significant portion of its telecom operations are based, are a notable concern in an emerging market context.

Comparison to Industry Standards

• GlobalTech's WorldCALL Public is one of the largest Cable Television operators in Pakistan, according to Media Partners Asia, indicating a strong local market position.
• WorldCALL Public's broadband customer base of 128,000 is significantly smaller than Pakistan Telecommunications Company Limited (PTCL) with 850,000 customers, highlighting a competitive gap in the broadband market.
• In cable television, WorldCALL Public's 490,000 customers are comparable to DG Cable (Consortium) with 500,000 customers but trail Solo Cable (Consortium) with 650,000 customers, suggesting a mid-tier position in a fragmented market.
• Moda in Pelle's average delivery lead times of approximately 10 weeks and 4 weeks for repeat orders are presented as faster than many in the industry, indicating operational efficiency in its supply chain.
• The CricksLab platform, acquired for the Sports League Management System, is used by national cricket boards of Italy, Kuwait, Qatar, and Pakistan, suggesting a proven core technology in sports management.
• Moda in Pelle's test-and-repeat buying model, committing 50% of seasonal quantities upfront compared to an industry standard of 80%, aims to reduce inventory risk and improve sell-through rates, differentiating its operational approach from traditional footwear retailers.

Management Changes

Corporate Governance

Legal Proceedings

• Dispute of $0.26 million with Pakistan Telecommunication Company Limited (PTCL) regarding non-revenue time of prepaid calling cards and $0.17 million for excess minutes billed on interconnect and settlement charges.
• PTCL has charged an additional $1.19 million for excess Domestic Private Lease Circuits (DPLC) and other media charges, which the company disputes.
• Litigation with Pakistan Telecommunication Authority (PTA) seeking a restraining order against demands for regulatory and other dues, and claiming $18.89 million in damages/compensation for auction of preoccupied frequency spectrum.
• Dispute with PTA over accumulated and charged excess Access Promotion Contribution (APC) for Universal Service Fund (USF) amounting to $1,899,923 and $1,011,603, challenged in Islamabad High Court.
• PTA demanded immediate payment of $6.29 million principal APC and $5.90 million default surcharge, with threats of penal provisions or license suspension/termination; challenged in Sindh High Court with restraining orders obtained.
• PTA has linked the renewal of the LDI license with payment of impugned dues, challenged in Sindh High Court with restraining orders against service interruption.
• PTA demand of $0.11 million for using extra Radio Spectrum, appealed to the Supreme Court after favorable High Court decision, with a review application pending.
• PTA demands for annual radio frequency spectrum fee for 2011-2015 and late payment charges, challenged in Islamabad High Court.
• Suit filed against PTA for declaration, injunction, and recovery of $17.62 million related to APCL and APC for USF contributions, disposed of by court for want of jurisdiction, with the company challenging the order.
• PTA demand of $0.06 million for Base Transceiver Station (BTS) registration and microwave charges for 2007-2014, challenged in Lahore High Court.
• PTA recovery proceedings for $9.44 million (including late payment charges) for non-payment of initial spectrum fee (ISF), with an increased claim of $3.70 million; challenged in Islamabad High Court.
• PTA recovery proceedings for $0.22 million (including $0.11 million principal and $0.11 million late payment charges) for annual license fee (ALF) relating to Non-Voice Communication Network Services (NVCNS).
• PTA demand of $1.25 million fine and $1.90 million loss on international telephony traffic, dismissed by Islamabad High Court and Supreme Court, with a review petition pending by PTA.
• PTA demand of $0.43 million annual regulatory dues for 2011-2014 and late payment charges, challenged in Sindh High Court with restraining orders.
• PTA demand of $0.90 million annual regulatory dues for 2018, 2020-2024 and late payment fee for 2008-09, challenged in High Courts with restraining orders.
• PTA demand of $14.61 million ARDs and $21.6 million annual spectrum fee for FLL license renewal, challenged in Islamabad High Court with suspension of the impugned order.
• PTA demand of $0.80 million annual spectrum fee and other regulatory charges for 2010, referred to Telecommunication Appellate Tribunal.
• Other PTA demands totaling $5.82 million for various charges, default surcharges/penalties/fines, which the company disputes.
• Taxation issues in Pakistan: amended income return for Tax Year 2006 (curtailed losses by $2.78 million), audit for Tax Year 2009 (demand of $0.74 million), demand of $3.77 million for Tax Year 2012 (withholding provisions), audit for Tax Year 2014 (demand of $0.17 million), super tax for Tax Year 2018 ($0.16 million), sales tax demand of $0.60 million for Tax Year 2006, and sales tax demands from Punjab Revenue Authority (PRA) and Sindh Revenue Board (SRB) totaling $4.30 million and $2.35 million respectively.
• A supplier filed a suit for recovery of $0.06 million (inflated to $0.82 million) on July 12, 2018, which the company denies.
• A supplier filed a petition on November 21, 2014, claiming $0.77 million, with the company filing a counter-petition for $1.12 million.
• A supplier filed a winding-up petition on October 16, 2017, and civil suits for recovery of $12.35 million and Rs. 68.08 million, plus $20 million in damages, which the company denies and has filed counter-suits for $93.3 million and $5.35 million.
• 31 other cases (2024: 30) filed against the company involving regulatory, employees, landlords, and subscribers, with aggregate claims of $0.54 million (2024: $0.4 million).

Related Party Transactions

• GlobalTech Corporation shares office space with Satview Broadband Ltd., controlled by Rhonda Ahmad (6.2% stockholder), for an annual rent of $10. Dana Green (CEO) is a Director of Satview Broadband Ltd.
• Owed $267,253 (2024: $709,975) to Babar Ali Syed (greater than 5% stockholder, Director of WorldCALL Public, Worldcall Private, and FZC) for interest-free advances, payable on demand.
• Owed $1,976,567 to family members of Stephen Andrew Buck (Director of 123 Investments Limited) for interest-free loans, payable on demand.
• Worldcall Cable (Private) Limited was charged $1,108 (2024: $1,987) in interest during the year, with a receivable balance of $14,358 (2024: $13,326).
• Worldcall Ride Hail (Private) Limited was charged $7 (2024: $18) in interest during the year, with a receivable balance of $110 (2024: $104).
• Key management personnel had advances against expenses disbursed (adjusted) net of $18,457 (2024: $2,199) and outstanding payables of $347,416 (2024: $542,185).
• An advance of $3,360,688 was made to Stephen Andrew Buck (Director of 123 Investments Limited) for the acquisition of his property, intended to be transferred to the company.
• Receivables from Footwear Software Limited of $142,296 and MIP Distribution Limited of $1,439 in 2025.
• Muhammad Azhar Saeed (CFO) has an employment contract with WorldCALL Public, with a monthly salary of approximately $4,501.
• Babar Ali Syed has an employment agreement with WorldCALL Public, with an annual salary of approximately $83,850.
• The company entered into a Consulting Agreement with FPIS Consulting LLC (50% owned by Frank R. Parrish, III, President) for Mr. Parrish's services, at $16,667 per month.

Stakeholder Impact

• **Shareholders**: Face significant dilution risk from future equity issuances, including conversion of convertible notes and preferred stock, and potential equity swap for TFC holders. The going concern doubt for WorldCALL Public and substantial debt defaults pose a risk to investment value. Concentrated ownership by Babar Ali Syed limits influence of other stockholders.
• **Employees**: The material weakness in internal controls due to inadequate staffing and supervision in bookkeeping and accounting operations could impact employee workload and potentially lead to errors. Geopolitical risks in Pakistan could affect job security and operational stability for employees in that region.
• **Customers**: Cybersecurity threats and potential service disruptions could lead to loss of confidence in telecommunications, digital, and financial services. The shift from analog cable TV to streaming services may impact residential video customers. New AI-enabled products aim to enhance customer experience and service offerings.
• **Suppliers/Vendors**: Delays in receiving equipment, installation, and maintenance services due to supply chain issues or regulatory factors could impact operations. The company's reliance on third-party transportation providers for e-commerce sales exposes it to shipping cost increases and delivery delays. Unpaid debt obligations could affect relationships with creditors and suppliers.
• **Creditors**: Face risks due to substantial debt, with a significant portion in default. The pledge of WorldCALL Public shares as security for loans means creditors could foreclose on assets in case of default. The going concern doubt for WorldCALL Public also increases credit risk.

Next Steps

• Remediate material weaknesses in internal control over financial reporting by engaging an outside consultant and implementing new controls and procedures.
• Continue with the expansion of affordable broadband-only connectivity services on FTTH and upgrade existing HFC subscribers to FTTH connectivity.
• Focus on maximizing market penetration of new technology products (CADNZ, EntityScan, EDFI-AI, HyperLocal PEP Scan, Thrivo.AI, SLMS) as clients migrate to newer solutions.
• Launch BillCare (www.billcare.io) commercially in the US market.
• Launch CADNZ digital lending platform commercially during Q2 2026, with client demos already in progress.
• Finalize ERP integration for Thrivo.AI and plan client demos and commercial launch in Q2 2026.
• Launch League/Club/Team/Player Management, Game Day, and Scoring part of the sports league management system in Q2 2025, and live streaming, coaching, merchandizing, and community management modules in Q1 or Q2 2026.
• Continue negotiations with TFC holders in Pakistan for a debt-to-equity swap to address outstanding debt.
• Seek to raise equity funding through private or public offerings in 2026, potentially as part of a Nasdaq uplisting plan.
• Provide sufficient collateral or security to enable Moda in Pelle to obtain a $3 million credit facility, as the company failed to provide the facility directly.

Key Dates

Recommendation

GlobalTech Corporation faces severe financial distress, evidenced by increasing net losses, a significant decline in Adjusted EBITDA, and a going concern warning for its primary operating subsidiary, WorldCALL Public. A substantial portion of its debt is in default, and the company failed to meet a critical funding commitment for its new acquisition due to insufficient cash. While strategic acquisitions and new product developments are underway, the underlying financial instability, coupled with material weaknesses in internal controls and extensive legal and tax disputes in Pakistan, presents an extremely high-risk investment profile. The potential for significant dilution from future capital raises and the volatile, illiquid trading environment on the OTCQB further exacerbate these concerns. A seasoned investor would view these factors as overwhelmingly negative, indicating a high probability of further value erosion.

Keywords

Telecommunications, Broadband, Cable TV, Technology Services, AI, Big Data, Digital Lending, Compliance Assurance, Risk Mitigation, E-commerce, ERP, Sports League Management System, Footwear Retail, Moda in Pelle, Pakistan, United Kingdom, SEC Filing, 10-K, Financial Results, Net Loss, Debt Default, Going Concern, Internal Controls, Acquisition, Convertible Notes, Dilution, Geopolitical Risk