10-Q: Greenway Technologies Reports Q2 2024 Results Amidst Going Concern Uncertainty
Quarterly Report
Greenway Technologies reports a net loss of $706,863 for the six months ended June 30, 2024, with ongoing concerns about its ability to continue as a going concern.
Summary
- Greenway Technologies, Inc. reported a net loss of $706,863 for the six months ended June 30, 2024, compared to a net loss of $845,864 for the same period in 2023.
- The company's operating expenses decreased to $399,948 from $538,168 year-over-year, primarily due to lower legal and administrative costs.
- The company's cash balance is critically low at $1 as of June 30, 2024, and it has a working capital deficit of $12,697,244.
- Greenway has an accumulated deficit of $38,566,467 and a stockholders deficit of $12,697,244.
- The company's independent auditor has raised substantial doubt about its ability to continue as a going concern.
- Greenway is exploring strategic alternatives, including raising new equity capital and issuing additional debt instruments.
- The company issued 2,695,334 shares of common stock during the six months ended June 30, 2024, for a total of $38,930.
- The company has several outstanding notes payable, including related party notes, all of which are in default.
Sentiment
Score: 2
Explanation: The document indicates significant financial distress, a going concern issue, and ineffective internal controls, leading to a very negative sentiment.
Positives
- The company's net loss decreased by $139,001 for the six months ended June 30, 2024, compared to the same period in 2023.
- Operating expenses decreased by $138,220 year-over-year, primarily due to lower legal and administrative costs.
- Net cash used in operations decreased by $224,442 compared to the same period last year.
Negatives
- The company's cash balance is critically low at $1 as of June 30, 2024.
- Greenway has a significant working capital deficit of $12,697,244.
- The company has an accumulated deficit of $38,566,467.
- All of the company's notes payable, including related party notes, are in default.
- The company's auditor has raised substantial doubt about its ability to continue as a going concern.
- The company's internal controls over financial reporting were deemed ineffective.
Risks
- The company's ability to continue as a going concern is in doubt due to recurring net losses and insufficient cash flows.
- Greenway is dependent on third-party and related-party funding, which may not be available on favorable terms.
- The company's outstanding notes payable are in default, creating potential legal and financial risks.
- The company's internal controls over financial reporting are ineffective, increasing the risk of misstatements.
- The company faces competition from established players in the GTL industry.
- The company's GTL technology has not yet been commercially proven.
Future Outlook
The company is exploring strategic alternatives, including raising new equity capital and issuing additional debt instruments, to address its working capital needs and continue operations. However, there is no assurance that these efforts will be successful.
Management Comments
- Management believes that the actions presently being taken to further implement our business plan and generate revenues provide the opportunity for us to continue as a going concern.
- Management intends to raise additional funds by way of an offering of our securities.
- Management is evaluating strategic alternatives that include raising new equity capital and/or issuing additional debt instruments.
Industry Context
The GTL industry is characterized by a few large players with significant overseas production. Greenway's technology is designed for smaller, mobile plants, targeting a different market segment than the large refinery-scale GTL plants. The company is competing with a few other small-scale GTL technologies for flared gas monetization.
Comparison to Industry Standards
- Greenway's technology is not designed to compete with large refinery-size GTL plants operated by companies like Shell and Sasol.
- The company's focus is on small-scale, mobile GTL plants, which is a different approach than the large-scale plants of major industry players.
- The company is competing with other small-scale GTL technologies such as Greyrock, Advantage Midstream, EFT, Primus GE, and GasTechno.
- Unlike the large players, Greenway's technology is designed to be scalable and transportable, allowing for deployment at individual gas field sites.
- The company's financial results are significantly weaker than those of established GTL companies, reflecting its development-stage status.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Acting President | Kent Harer | Robert Kevin Jones | 2024-07-25 | Resignation |
| President | na | Robert Kevin Jones | 2024-07-25 | Appointment |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Weakness | The company has inadequate segregation of duties within its cash disbursement control design. | 2024-06-30 | Material weakness in internal control over financial reporting. |
| Internal Control Weakness | The company internally performed all aspects of its financial reporting process, creating a lack of independent review. | 2024-06-30 | Material weakness in internal control over financial reporting. |
| Board Composition | The company does not have a sufficient number of independent or qualified directors for its Board of Directors and a qualified Audit Committee. | 2024-06-30 | Material weakness in internal control over financial reporting. |
Legal Proceedings
- The company was previously involved in a legal dispute with Gregory Sanders, which was withdrawn on January 11, 2024.
- The company is currently involved in a legal dispute with Ric Halden, Randy Moseley, Tunstall Canyon Group, LLC, and Chisos Equity Consultants, LLC, with a trial date set for November 24, 2024.
Related Party Transactions
- The company has significant related party transactions, including notes payable, advances, and accrued expenses.
- Accrued interest on related party notes is $2,261,091 as of June 30, 2024.
- Accrued related party compensation is $2,720,302 as of June 30, 2024.
- Notes payable to related parties are $2,805,774 as of June 30, 2024.
- Advances due to related parties are $2,286 as of June 30, 2024.
Stakeholder Impact
- Shareholders face significant risk due to the company's financial instability and going concern uncertainty.
- Employees may be impacted by potential cost-cutting measures or the company's inability to continue operations.
- Creditors face the risk of non-payment due to the company's default on its notes payable.
- Customers and suppliers may be impacted by the company's uncertain future.
Next Steps
- The company plans to execute business operations more fully during the year ended December 31, 2024.
- The company will explore and execute prospective strategic and partnership opportunities.
- The company intends to raise additional funds by way of an offering of its securities.
- The company is continuing the process of remediating its control deficiencies.
Key Dates
| Date | Description |
|---|---|
| 2019-08-29 | Greenway entered into a joint venture with OPM Green Energy, LLC. |
| 2024-01-01 | Start of the period covered by the financial statements. |
| 2024-03-31 | End of the first quarter of 2024. |
| 2024-06-30 | End of the second quarter of 2024, the period covered by this report. |
| 2024-07-25 | Kent Harer, Acting President, resigned. |
| 2024-08-13 | Date of the report and the number of shares outstanding. |
| 2024-11-24 | Trial date for the lawsuit with Ric Halden, Randy Moseley, Tunstall Canyon Group, LLC and Chisos Equity Consultants, LLC. |
Keywords
GTL, Gas-to-Liquids, Syngas, Renewable Fuels, Financial Results, Going Concern, Debt, Equity, Patented Technology, Internal Controls
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