[6-K] Carbon Revolution Public Ltd Co Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Carbon Revolution (CREV) furnished unaudited interim results and a business update via Form 6-K. The statements were prepared on a going concern basis without an assessment of appropriateness, are unaudited, and exclude notes and MD&A; an assessment is anticipated as part of the audit for the fiscal year ended June 30, 2025.

The company reported continued softness in demand, particularly for EV-related programs, and disclosed the early cancellation of two programs by a customer. It revised revenue forecasts downward and slowed near-term expansion. Comparative figures for December 31, 2023 were restated to include an additional $1.15 million depreciation affecting cost of goods sold.

Carbon Revolution remains out of compliance with certain Nasdaq listing requirements and has submitted a plan; any exception to regain compliance may extend only until November 26, 2025. The company announced US$5 million of OIC funding and expects a further US$2 million, but it may need additional short-term funding and is exploring strategic and financing alternatives, with no assurance of completion.

Positive

• None.

Negative

• EV demand softness and early cancellation of two programs by a customer
• Revised revenue forecasts downward and slowed near-term expansion
• Nasdaq non-compliance with potential exception only until November 26, 2025
• Unaudited interim statements without going concern appropriateness assessment
• Additional funding likely needed despite US$5M OIC and expected US$2M

Insights

Equity and credit risk analyst

Multiple stress signals: demand softness, cancellations, funding needs.

Carbon Revolution highlights lower-than-expected demand—especially in EV-linked programs—and the early cancellation of two programs by a customer. Management revised revenue forecasts downward and slowed short-term expansion, indicating weaker near-term volume visibility. Comparative 2023 figures were adjusted to include an extra $1.15 million depreciation in cost of goods sold.

Liquidity is a central concern. The company disclosed new OIC funding of US$5 million with an expected additional US$2 million, yet it still “may need” further short-term financing and is exploring strategic and financing alternatives. Cash-flow treatment for potential alternatives is not detailed in the excerpt.

Listing risk is present: the company is not in compliance with certain Nasdaq requirements and awaits a determination on its submitted plan; any exception may extend only until November 26, 2025. The interim statements are unaudited and prepared on a going concern basis without an appropriateness assessment, with such assessment anticipated as part of the FY2025 audit.

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

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Form 6-K: How Foreign Companies Report to the SEC →

Accepted by SEC EDGAR 10/31/2025 - 09:10 AM Learn about SEC filing dates

FAQ

What did Carbon Revolution (CREV) file?

A Form 6-K furnishing unaudited interim financial results for the six months ended December 31, 2024, plus a business update.

How is demand trending for CREV programs?

The company reports lower-than-expected demand, particularly in EV-related programs, and two early program cancellations by a customer.

What funding did Carbon Revolution announce?

It announced US$5 million of OIC funding and expects a further US$2 million, but may still need additional short-term funding.

Is Carbon Revolution compliant with Nasdaq listing rules?

No. It is currently not in compliance, has submitted a plan, and any exception to regain compliance may extend only until November 26, 2025.

Were prior-period figures changed?

Yes. December 31, 2023 comparatives were amended, including an additional $1.15 million depreciation impacting cost of goods sold.

Are the interim financials audited or accompanied by MD&A?

They are unaudited and do not include notes or MD&A. A going concern assessment is anticipated with the FY2025 audit.

Is the company pursuing strategic alternatives?

Yes. It is exploring strategic and financing options, with no assurance they will be secured on satisfactory terms, or at all.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October, 2025

Commission File Number: 001-41856

Carbon Revolution Public Limited Company

(Exact name of registrant as specified in its charter)

10 Earlsfort Terrace

Dublin 2, D02 T380, Ireland

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of

Form 20-F or Form 40-F:

Form 20-F ☒ Form 40-F ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

Unaudited interim financial results for the six months ended December 31, 2024

Carbon Revolution Public Limited Company (the “Company”) is furnishing this Form 6-K to provide its unaudited interim financial results as of, and for the six months ended December 31, 2024, which are furnished as Exhibit 99.1.

The Condensed Consolidated Statement of Financial Position and Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income contained herein do not include accompanying notes or management discussion and analysis. They have been prepared on a going concern basis but there has been no assessment of the appropriateness of preparation on a going concern basis and they do not imply any representation on the Company’s ability to operate as a going concern for the next 12 months. They have not been reviewed or audited by the Company’s auditor. An assessment of the appropriateness of presentation on a going concern basis is anticipated to be undertaken as part of the audit of the financial statements for the fiscal year ended June 30, 2025, to be included in the Company’s Annual Report on Form 20-F for such period.

The accounting policies of the Company described in each of subsection E, “Critical Accounting Policies and Estimates” of Item 5 – Operating and Financial Review and Prospects and in the notes to the Company’s audited financial statements set forth in Item 18 – Financial Statements of the Company’s FY24 Annual Report on Form 20-F filed with the SEC on May 14, 2025, remain applicable.

Restatement of December 31, 2023 comparative financial information

The Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income includes comparative financial information for the six months to December 31, 2023. These figures were previously disclosed on July 26, 2024. On November 1, 2024 the Company disclosed amendments to the December 31, 2023 financial information. Those amendments are reflected in the reports contained herein. A further adjustment was made to the December 31, 2023 figures to reflect an increase in depreciation of $1.15 million USD to correct capitalization dates, impacting cost of goods sold.

Program cancellations and important business update

As previously disclosed in the Company’s release of July 25, 2025, the Company has a number of new programs entering, or expected to enter, production in the near-term, however, as a result of a decline in the volume of wheels ordered or projected to be ordered by certain customers, the Company revised its revenue forecasts downward and slowed its initial short-term expansion plans.

The Company has continued to experience lower than expected demand for certain programs, especially those tied to the EV space. The weakening of the broader EV market has led to the early cancellation of two programs by a customer, which the Company had initially expected to contribute substantial wheel volumes. The Company is pursuing claims in relation to these cancelled programs.

In addition, as disclosed in the Company’s release of June 3, 2025, the Company is currently not in compliance with certain Nasdaq continued listing requirements. The Company has submitted a plan of compliance to Nasdaq where it has sought an extension in accordance with its plan and is waiting for Nasdaq’s determination. However, even if such plan is accepted, the Nasdaq staff only has the discretion to grant an exception for regaining compliance until November 26, 2025.

Notwithstanding the additional US$5 million of OIC funding announced today (and the expected release of a further US$2 million of OIC funding), the Company expects that it may need to obtain additional funding in the short term and is actively seeking other strategic alternatives to be completed within this fiscal year (ending June 30, 2026).

In order to obtain sufficient liquidity to fund its business and operations, the extent of which funding need is partially dependent upon the outcome of the customer claims being pursued by the Company mentioned above, as well as to contribute towards regaining compliance with Nasdaq continued listing requirements, the Company is exploring other potential strategic and financing options, a portion of which may need to be obtained significantly earlier than the end of the Company’s fiscal year. The Company makes no assurances that it will be able to secure any of the aforementioned on satisfactory terms, or at all.

EXHIBIT INDEX

Exhibit No.		Description
99.1		Unaudited Interim Financial Results as of, and for, the Six Months Ended December 31, 2024

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Carbon Revolution Public Limited Company
Date: October 31, 2025
	By:	/s/ Donald Hampton, Jr.
	Name:	Donald Hampton,Jr.
	Title:	Chief Executive Officer