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GenFlat Holdings, Inc. has filed an S-1 for a primary offering of 2,727,273 shares of common stock, with an assumed price of $5.50 per share and estimated net proceeds of about $15 million, and has granted the underwriter a 45-day option to buy up to 409,091 additional shares plus warrants for 5% of the shares sold.
GenFlat is an early-stage container leasing company that offers patented collapsible marine containers designed to stack four-to-one and cut freight costs, handling fees, space needs, and related carbon emissions. It has one rental agreement and two ten-year lease agreements with BAFCO International and MarPro Logistics covering 1,600 containers, expected to generate roughly $40 million in revenue over their terms, and has announced partnerships and pilots with Discount Tire and BAFCO.
The company reported a net loss attributable to GenFlat of $498,401 for the three months ended September 30, 2025 and $4,668,034 for the year ended June 30, 2025, with an accumulated deficit of $8,316,789 and a going concern warning from its auditors. GenFlat plans to use offering proceeds mainly for working capital and seeks to list its shares on the Nasdaq Capital Market under the symbol “GFLT.”
GenFlat Holdings (GFLT) filed its Q1 2026 10‑Q, reporting early-stage leasing activity and continued losses. Revenue was $6,120, while net loss was $503,593 and loss per share was $0.05. Gross profit remained negative at $(14,950) as depreciation and limited customer activity outweighed rental revenue.
Operating expenses fell sharply to $485,464 from $1,721,747 a year ago, primarily due to lower stock-based compensation ($199,698 vs. $1,485,719). Cash was $31,511 with a working capital deficit of $397,087. Total liabilities rose to $570,275 from $393,985, and total stockholders’ equity declined to $88,169 from $292,068. The company states there is “substantial doubt” about its ability to continue as a going concern and plans to pursue an equity offering.
Financing included $210,000 in related-party notes and the issuance of 16,667 shares to settle $99,996 of notes plus accrued interest. Subsequent events added a $50,000 CEO note and small share issuances. Management disclosed a material weakness in internal controls. Shares outstanding were 10,782,001 as of November 10, 2025.
GenFlat Holdings, Inc. filed an 8-K reporting amendments to its corporate bylaws and listing related exhibits and employment agreements. The bylaws change the company name to GenFlat Holdings, Inc., lower the shareholder quorum threshold for meetings to one-third (33.3%) of voting power present or represented by proxy (previously a majority), add a provision permitting action by stockholder consent in lieu of a meeting to align with the Certificate of Incorporation and Delaware law, and designate the federal district court for the District of Delaware as the exclusive forum for certain federal securities and other exclusively federal claims unless the company consents otherwise. The filing incorporates amended bylaws and multiple employment agreements as exhibits and is signed by CEO Drew D. Hall on September 26, 2025.
GenFlat Holdings, Inc. (GFLT) reported its annual results for the year ended June 30, 2025. The company recorded a net loss of $4,713,546 versus a loss of $1,232,668 in the prior year, driven by an operating loss of $4,709,006. Research and development expense was $103,322 while general and administrative expense rose to $3,306,299 from $1,069,424 (an increase of 209%). The company recognized $1,130,000 of impairment on rental inventory related to 40-foot containers and recorded $2,385,312 of stock-based compensation expense with an additional $809,857 expected through vesting.
Capital activity included issuance of common stock for cash: 183,711 shares for $1,102,264 and 564,628 shares for $2,289,300. After a one-for-one hundred reverse split, the company had 10,541,500 shares issued and outstanding as of the closing date. Several promissory notes and related balances and interest accruals are disclosed, and the company adopted ASU 2023-07 effective July 1, 2024.