S-1: Ozop Energy Solutions Files for Stock Offering

Ozop Energy Solutions, Inc. has filed an S-1 registration statement to allow for the resale of up to 2,000,000 shares of common stock by selling stockholder GHS Investments LLC.

Summary

• Ozop Energy Solutions, Inc. has filed an S-1 registration statement to permit the resale of up to 2,000,000 shares of its common stock by GHS Investments LLC.
• The shares being registered for resale represent approximately 28.83% of the company's issued and outstanding shares as of June 16, 2026.
• The company will not receive proceeds from the resale of these shares by GHS Investments LLC, but will receive proceeds from its initial sale of shares to GHS under an Equity Financing Agreement.
• Ozop Energy Solutions will sell shares to GHS at 80% of the lowest daily trading price during the ten-day period preceding a put notice.
• The company's common stock is traded on OTC Markets under the symbol OZSC, with a last reported sale price of $0.20 on June 16, 2026.
• The filing highlights that the offering is highly speculative and involves a high degree of risk, with a limited market and negligible trading volume historically.
• The company has a history of significant net losses, accumulated deficits, and substantial liabilities, raising substantial doubt about its ability to continue as a going concern.
• Financials for the year ended December 31, 2025, show a revenue of $307,421 and a net loss of $8,712,543.
• As of March 31, 2026, the company had $83,779 in cash and a working capital deficit of $40,724,721, with $18,714,423 in debt instruments in default.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this filing as negative due to the company's significant financial distress, ongoing losses, defaults on debt, and the highly speculative nature of the offering, despite the potential for future funding.

Positives

• The company has secured an Equity Financing Agreement with GHS Investments LLC, providing a potential funding source of up to $10,000,000.
• The company has a diversified business model encompassing renewable energy, EV charging, energy storage, and lighting controls.
• Ozop Energy Systems (OES) and Ozop Engineering and Design (OED) are key subsidiaries contributing to the company's operations.
• Ozop Plus is marketing vehicle service contracts for EVs, addressing a growing market segment.
• Automated Room Controls (ARC) is developing advanced lighting control systems.

Negatives

• The company has a significant accumulated deficit of $236,064,897 as of March 31, 2026.
• The company is in default on $18,714,423 plus accrued interest on debt instruments as of March 31, 2026.
• The company has a working capital deficit of $40,724,721 as of March 31, 2026.
• Revenue for the three months ended March 31, 2026, was $56,053, a decrease from the prior year's $42,257, with a gross margin of 18.5%.
• Total operating expenses for the three months ended March 31, 2026, were $671,802, while net loss was $2,483,713.
• The company's independent auditors have raised substantial doubt about its ability to continue as a going concern.
• The company has a history of net losses, with a net loss of $8,712,543 for the year ended December 31, 2025.
• The company's common stock is thinly traded and subject to penny stock regulations, limiting liquidity and potentially increasing volatility.
• The company has not established consistent methods for determining management compensation, and compensation has not been determined through arm's length negotiation.

Risks

• The company's ability to continue as a going concern is subject to substantial doubt due to accumulated deficits, recurring losses, and need for additional financing.
• The offering is highly speculative and involves a high degree of risk, with potential for loss of entire investment.
• The company faces risks related to business interruptions, including those from COVID-19.
• Failure to protect intellectual property rights could adversely affect the business.
• The company may be involved in intellectual property disputes, leading to significant costs and potential disruption.
• Other companies may claim infringement of their intellectual property, leading to litigation and increased costs.
• The company may not be able to recruit and retain key management, technical, and sales personnel.
• Reduction or elimination of government subsidies for renewable energy could negatively impact demand and prices.
• Reliance on single-sourced or limited-number suppliers poses a risk to the supply chain.
• The company may be unable to profitably introduce new product offerings or achieve sufficient market penetration.
• Material weaknesses in internal control over financial reporting could lead to errors or untimely filings.
• The company may be unable to successfully manage expenses, impacting gross or operating margins.
• The company's common stock is subject to penny stock rules, which may limit trading activity and liquidity.
• The company's stock is quoted on OTC Markets, which may have an unfavorable impact on stock price and liquidity.
• The company may issue additional common shares in the future, leading to dilution and potentially reducing share value.
• The company has a history of defaults on debt instruments.
• The company's business is susceptible to general economic conditions, natural catastrophic events, and public health crises.

Future Outlook

The company is pursuing various capital raising options to meet its obligations and fund its business plan. The Equity Financing Agreement with GHS Investments LLC provides a potential source of funding, but the company's ability to access the full amount is dependent on market conditions and stock price.

Management Comments

• Management believes that the OZOP Plus marketed VSCs will give peace of mind to the EV buyer.
• We believe that easy deployment and creative applications can transform lighting controls into essential tools for enhancing the utility and ambiance of any space.
• The Company's mission is to deliver cutting-edge technology that simplifies complex control needs, ensuring seamless integration and exceptional performance.

Industry Context

StockSavvy.ai notes that Ozop Energy Solutions operates in the renewable energy, EV, energy storage, and energy resiliency sectors, alongside lighting controls and vehicle service contracts for EVs. The company's financial performance and ongoing need for capital highlight the challenges faced by many early-stage companies in these competitive and capital-intensive industries.

Corporate Governance

Legal Proceedings

• The company was involved as a plaintiff in a lawsuit alleging former employees engaged in fraudulent practices, which was settled on April 4, 2024, for $1,125,000 and the delivery of 11 containers of solar panels.
• Huntington National Bank filed complaints for Confession of Judgment against Catherine Chis and Power Conversion Technologies, Inc. (PCTI) related to financing agreements.

Related Party Transactions

• The company recorded management fees to its CEO, Brian Conway, of $960,000 for each of the years ended December 31, 2025, and 2024.
• As of March 31, 2026, the company owes Mr. Conway $376,600 for unpaid management fees.
• During 2025, the company sold its building to an entity controlled by Mr. Conway for $600,000, receiving $100,000 in cash and having $500,000 of accrued management fees forgiven.
• The company leased back the building from the related party, with lease payments commencing September 1, 2026.
• The company loaned $325,000 to 14464664 Canada Inc. (Bluezone Beverages), an entity with a binding letter of intent for acquisition, as of March 31, 2026.

Stakeholder Impact

• Shareholders face significant dilution risk from future stock issuances under the GHS Financing Agreement.
• Investors may experience difficulty selling shares due to the thinly traded nature of the stock and penny stock regulations.
• The company's going concern issues and defaults on debt could lead to a loss of investment for shareholders.
• Employees may be impacted by the company's financial instability and potential for operational disruptions.
• Creditors and noteholders face risks of non-payment and default on outstanding debt instruments.

Next Steps

• The selling stockholder, GHS Investments LLC, may offer and sell shares of common stock.
• The company may draw down on the equity line of credit with GHS Investments LLC to fund operations and potential acquisitions.
• The company continues to explore capital raising options to meet its obligations.

Key Dates

Recommendation

The company exhibits severe financial distress, including significant losses, accumulated deficits, and defaults on debt. The ongoing need for capital, coupled with the speculative nature of the offering and the company's limited operational history and market liquidity, presents a high risk to investors. The lack of independent board oversight further exacerbates these concerns.

Keywords

Ozop Energy Solutions, S-1 Filing, SEC Registration, Common Stock Offering, GHS Investments LLC, Equity Financing Agreement, OTC Markets, OZSC, Renewable Energy, EV Charging, Going Concern, Dilution, Penny Stock