Clean Energy Technologies Inc SEC Filings

Clean Energy Technologies, Inc. (CETY) filed an amended S-3 shelf registration that registers up to $70,000,000 of common stock, warrants, and/or units and a sales agreement prospectus for up to $25,000,000 of common stock under a Sales Agreement with Roth Capital Partners. The prospectus warns of material PRC legal and regulatory risks affecting its PRC subsidiaries and Shuya, including possible CSRC/CAC filing requirements and potential fines of RMB 1 million to RMB 10 million if filings are required and not made.

The filing includes financial statement line-item snapshots showing total assets and liabilities across subsidiaries, short-term borrowings of $2,560,989 in one column, convertible notes payable of $3,094,577, and various investments and intangible assets (goodwill $747,976; LWL intangibles $1,468,709). It discloses warrant issuances and exercises (Pacific Pier cashless exercise for 31,111 shares; Mast Hill exercised 29,687 shares at $1.60). Pro forma net tangible book value per share as of June 30, 2025 is $0.08 with dilution per new investor of $0.17.

Clean Energy Technologies, Inc. (CETY) reports condensed interim results showing 63,173,457 common shares outstanding and total working capital of $2,267,817. The company disclosed an accumulated deficit of $28,820,537 and continued negative operating cash flows of $1,556,984, stating substantial doubt about its ability to continue as a going concern. Assets and liabilities presented in the filing include aggregated totals (e.g., assets near $3,135,630 and liabilities near $3,094,577 in the excerpt). The filing details multiple convertible notes, equity financings, warrants and conversions during the period and subsequent events that issued millions of shares and raised cash through note financings. The company recorded changes in derivative liabilities and debt discounts and disclosed related-party receivables and guarantees.

Clean Energy Technologies, Inc. (CETY) furnished a Form 8-K reporting a material event and attached two financing-related exhibits. The filing includes a Securities Purchase Agreement and a Promissory Note, each dated August 15, 2025, executed with a counterparty identified as Mast Hill. The filing text indicates issuance to Mast Hill will occur in the aggregate until shareholder approval has been obtained. The Form 8-K is signed by Kambiz Mahdi and dated August 18, 2025. No financial terms, amounts, or other transaction specifics are disclosed in the provided excerpt.

Clean Energy Technologies, Inc. (Nasdaq: CETY) has filed Amendment No. 6 to its Form S-3 shelf registration statement that would allow the company to:

• Conduct primary offerings of up to $70 million in common stock, warrants and/or units.
• Issue up to $25 million of common stock through an at-the-market Sales Agreement with Roth Capital Partners (the ATM is carved out of the $70 million total).
• Facilitate the resale of 90,000 shares by an existing shareholder.

Because CETY’s public float is only $14.7 million (May 9 2025), General Instruction I.B.6 caps any primary issuance to roughly $4.9 million in any rolling 12-month period until the float exceeds $75 million.

The company develops waste-heat recovery, waste-to-energy and natural-gas trading solutions. It operates in North America, Europe and Asia, with significant exposure to the PRC through wholly-owned subsidiaries and a 49 % stake in Sichuan Hongzuo Shuya Energy. After terminating a VIE agreement on 1 January 2024, Shuya is no longer consolidated, reducing reported revenue to $2.4 million and expanding the 2024 net loss to $4.4 million. Cash at year-end 2024 was only $0.06 million, while current liabilities reached $6.4 million, including $3.1 million in discounted convertible notes.

Key risks highlighted in the filing

• Extensive PRC legal, regulatory and cash-transfer restrictions; potential need for CSRC or CAC filings.
• Exposure to the Holding Foreign Companies Accountable Act (HFCAA) if PCAOB access becomes restricted.
• Nasdaq non-compliance with minimum bid price and annual meeting requirements.
• Possible significant dilution from the shelf and ATM given the small market capitalization.

Positive points include an auditor headquartered in the United States (TAAD LLP) that is currently inspected by the PCAOB, a diversified clean-energy strategy and the flexibility to raise capital quickly once market conditions permit.