Cavitation Technologies, Inc. Executes Definitive Purchase Agreement with European Guarantee Services S.à.r.l

Rhea-AI Summary

Cavitation Technologies (OTCQB: CVAT) signed a definitive tender offer agreement on August 14, 2026 with European Guarantee Services S.à.r.l. (EGS). EGS will seek to acquire all outstanding CVAT common shares for a total cash consideration of $35 million, less certain company indebtedness and accrued liabilities, via a tender offer conducted under Regulation 14D of the U.S. Securities Exchange Act.

CVAT also anticipates EGS will, within five business days, enter a separate definitive tender offer agreement to acquire all shares of Alchemy Beverages for $7 million (less ABI indebtedness and liabilities). CVAT owns approximately 17% of Alchemy. The combined transactions contemplate aggregate cash consideration of $42 million. CVAT plans to file a Form 8-K within three business days and, after EGS commences the offer and files Schedule TO, will submit a Schedule 14D-9 recommendation statement.

Positive

• Definitive $35M all-cash tender offer agreement for all CVAT shares, less debt and liabilities
• Anticipated $7M tender offer for Alchemy Beverages, where CVAT holds approximately 17% equity
• Combined transactions contemplate $42M aggregate cash consideration across CVAT and Alchemy
• Clear regulatory roadmap with planned Form 8-K, Schedule TO, and Schedule 14D-9 filings

Negative

• CVAT’s $35M consideration will be reduced by certain indebtedness and accrued liabilities
• Alchemy Beverages $7M tender offer agreement is only anticipated and not yet executed

AI-generated analysis. How Rhea-AI works. Not financial advice.

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CHATSWORTH, Calif., Aug. 17, 2026 (GLOBE NEWSWIRE) -- Cavitation Technologies, Inc. ("CTi" or the "Company") (OTCQB: CVAT), a leading provider of advanced fluid processing and water treatment technologies, today announced that, on August 14, 2026, the Company executed a definitive tender offer agreement (the "CVAT Agreement") with European Guarantee Services S.à.r.l., a private financial and wealth management company chartered and located in Luxembourg ("EGS"). Under the CVAT Agreement, EGS will seek to acquire all of the outstanding shares of common stock of the Company for a total purchase price of $35 million in cash (less certain indebtedness and accrued liabilities of the Company). Under the terms of the CVAT Agreement, the cash offer by EGS for the outstanding shares of the Company’s common stock will be made in accordance with Regulation 14D promulgated under Section 14(d)(1) of the (U.S.) Securities Exchange Act of 1934.

In conjunction with the CVAT transaction, the Company anticipates that, within the next five business days, EGS will be entering into a separate definitive tender offer agreement with Alchemy Beverages Inc. ("Alchemy"), a privately held company in which CVAT holds approximately 17% of the outstanding common stock. The pending Alchemy agreement contemplates that EGS will be making an offer to purchase all of the outstanding shares of common stock in ABI for a total purchase price of $7 million (less certain indebtedness and accrued liabilities of ABI), bringing the aggregate cash consideration for the combined transactions to $42 million.

In connection with the execution of the Agreement, the Company will file, within the next three business days, a Current Report on Form 8-K with the Securities and Exchange Commission (the "SEC"). The Company is committed to transparency and will continue to file all required forms and disclosures mandated by the SEC throughout the tender offer process.

"The execution of this definitive tender offer agreement with EGS represents a monumental milestone for Cavitation Technologies and our shareholders," said Neil Voloshin, Chief Executive Officer of CVAT. "We have worked diligently with EGS to finalize this $35 million agreement, and we look forward to the execution of the Alchemy agreement in the coming days. We remain fully committed to working through the regulatory process and completing all necessary SEC filings to bring this transaction to a successful conclusion."

Additional Information and Where to Find It

This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell any shares of the Company’s common stock or any other securities. On the commencement date of the tender offer, EGS will file a Tender Offer Statement on Schedule TO, including an offer to purchase, a letter of transmittal, and related documents, with the SEC. Thereafter, the Company will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ CAREFULLY STATEMENTS ISSUED BY THE COMPANY AND ANY FUTURE FILINGS REGARDING THE CVAT TENDER OFFER AGREEMENT AND RELATED OFFER DOCUMENT, AS SUCH DOCUMENTS AND THE INFORMATION CONTAINED THEREIN MAY BE UPDATED OR AMENDED FROM TIME TO TIME.

Investors and security holders may obtain a free copy of offer statements and other documents submitted and filed under or pursuant to the CVAT Agreement (when filed with the SEC) at www.sec.gov.

About Cavitation Technologies, Inc.

Cavitation Technologies, Inc. (OTCQB: CVAT) designs and manufactures innovative nanotechnology systems for a wide range of industrial and environmental applications. With over 40 patents worldwide, the Company’s proprietary technologies are utilized in industrial water treatment, oil and gas produced-water remediation, renewable fuels, and digital asset infrastructure. For more information, please visit www.cvatinfo.com.

About European Guarantee Services S.à.r.l.

European Guarantee Services S.à.r.l. (Luxembourg Business Registers RA000432; Entity ID B275874) is a Luxembourg-based firm organized as a société à responsabilité limitée. EGS acts on behalf of a select group of high-net-worth individuals, family offices, and strategic capital partners to facilitate strategic investments globally.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based largely on the Company's expectations and are subject to a number of risks and uncertainties. These include, but are not limited to, the risk that the pending agreement with Alchemy may not be executed in a timely manner or at all, the risk that the conditions to the closing of the tender offer or the transaction may not be satisfied, uncertainties as to how many of the Company's stockholders will tender their stock in the offer, the risk that the transaction will not be consummated in a timely manner or at all, and other risks and uncertainties described in the Company's most recent Form 10-K and other filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.

Investor & Media Contact
Cavitation Technologies, Inc.
10019 Canoga Ave., Chatsworth, CA 91311 USA
Phone: 818-718-0905
Email: oksana@ctinanotech.com
Website: www.cvatinfo.com

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FAQ

What did Cavitation Technologies (OTCQB: CVAT) announce on August 17, 2026?

Cavitation Technologies announced a definitive tender offer agreement with European Guarantee Services to acquire all CVAT common shares for $35 million in cash, less certain debt and liabilities. According to the company, the transaction will proceed via a Regulation 14D tender offer with upcoming SEC filings.

How much is European Guarantee Services offering for Cavitation Technologies (CVAT) shares?

European Guarantee Services plans to offer a total of $35 million in cash for all outstanding CVAT common shares, less specified indebtedness and accrued liabilities. According to Cavitation Technologies, this consideration will be structured as a tender offer compliant with U.S. Regulation 14D requirements.

What is the relationship between Cavitation Technologies (CVAT) and Alchemy Beverages in the EGS transaction?

Cavitation Technologies holds approximately 17% of Alchemy Beverages’ common stock. According to the company, EGS is expected within five business days to sign a separate definitive tender offer agreement to buy all Alchemy shares for $7 million, less ABI debt and liabilities.

What is the total combined transaction value involving Cavitation Technologies (CVAT) and Alchemy Beverages?

The contemplated aggregate cash consideration for both transactions is $42 million. According to Cavitation Technologies, this includes a $35 million tender offer for all CVAT shares and a planned $7 million tender offer for all Alchemy Beverages shares, in each case net of certain obligations.

What SEC filings will be made for the Cavitation Technologies (CVAT) tender offer?

EGS will file a Schedule TO tender offer statement at commencement. According to Cavitation Technologies, the company will file a Form 8-K within three business days and later a Schedule 14D-9 solicitation/recommendation statement, with documents available free at SEC.gov.

Has the tender offer for Cavitation Technologies (CVAT) started yet?

The tender offer has not yet commenced. According to Cavitation Technologies, EGS will file a Schedule TO and related offer documents at the offer’s start, after which CVAT will file a Schedule 14D-9 providing its board’s recommendation to shareholders.