Quantum Cyber N.V. SEC Filings

Quantum Cyber N.V. reported a net loss of $5.1 million for the quarter ended March 31, 2026, similar to the prior-year loss of $5.0 million. Continuing operations generated no revenue, while discontinued colorectal cancer activities produced $170,105 in revenue before being classified as held for sale.

Total operating expenses from continuing operations were $2.46 million, driven mainly by $2.12 million in general and administrative costs, including significant share-based compensation. The company ended the quarter with cash of $4.75 million and shareholders’ equity of $4.59 million, helped by $6.0 million of preferred share funding and $2.1 million from ordinary share issuances.

Management states that recurring losses, a large accumulated deficit of about $110 million, and limited revenue create “substantial doubt” about the ability to continue as a going concern. Strategically, Quantum Cyber has exited colorectal cancer screening, is focusing on its pancreatic cancer program, and is expanding into post‑quantum cybersecurity, including a subsequent license deal requiring up to $5.0 million in cash and 20 million shares, plus 5 million shares for an advisor, subject to conditions.

Quantum Cyber N.V. amended its Equity Distribution Agreement with Maxim Group LLC to raise the capacity of its at-the-market share offering program from $10,000,000 to up to $100,000,000 of ordinary shares.

The company also entered into a Consulting Agreement with Chief Financial Officer William Caragol, effective April 22, 2026. He will provide chief financial officer-level financial and accounting services for a monthly retainer of $20,000, with potential stock or option grants under the 2025 Omnibus Stock Plan at the board’s discretion. The consulting term runs through August 31, 2026 and may continue month to month, and either party can terminate with 30 days’ written notice.

Quantum Cyber N.V. director Ben-Tzvi Avraham filed an initial Form 3 reporting beneficial ownership of the company’s ordinary shares. The filing shows he holds 2,000 Ordinary Shares directly after the reported date, providing a baseline of his equity position as an insider.

Quantum Cyber N.V. filed an initial insider ownership report for director Natan David. The Form 3 shows that he currently holds no ordinary shares beneficially owned, as confirmed by the filing’s footnote. This establishes a baseline of zero reported ownership for future insider filings.

Quantum Cyber N.V. Chief Executive Officer David E. Lazar reported new preferred share holdings and no beneficial ownership of ordinary shares. As of April 22, 2026, he beneficially owns 0 ordinary shares.

On that date, he was granted 1,000,000 Series D Preferred Shares and 1,000,000 Series E Preferred Shares at $1.50 per share, for an additional purchase price of $3,000,000. These Second Closing Shares follow a prior purchase of 1,000,000 Series A, 1,000,000 Series B, and 1,000,000 Series C Preferred Shares at $1.00 per share, totaling $3,000,000.

After stockholder approval on April 22, 2026, each First Closing Share is convertible into 9 ordinary shares and each Second Closing Share is convertible into 225 ordinary shares at the reporting person’s option for no additional consideration. Stockholders also approved increasing authorized ordinary shares to at least 900,000,000, a reverse stock split, conversion of all Preferred Shares into ordinary shares in compliance with Nasdaq rules, and election of Lazar and his designees to the board. Each class of Preferred Stock is perpetual with no expiration date.

David E. Lazar filed a Schedule 13D reporting beneficial ownership of 477,000,000 Mainz Biomed ordinary shares issuable upon conversion of preferred stock, representing about 97.4% of the company on a converted basis. This position comes from 5,000,000 Preferred Shares bought for $6,000,000 under a Securities Purchase Agreement.

Shareholders approved the conversion of all Preferred Shares into Ordinary Shares, an increase in authorized ordinary shares to 900,000,000, and a reverse stock split. They also approved Lazar’s appointment as executive director and Chief Executive Officer, plus his designees to the board, giving him effective control and flexibility to adjust his stake over time.

Quantum Cyber N.V. reported completion of a private share sale that resulted in a change of control and broad boardroom changes. The company issued First Closing Shares for gross proceeds of $3 million on February 17, 2026 and had previously received $3 million as pre-payment for Second Closing Shares issued on April 22, 2026. These Second Closing Shares represented in excess of 90% of issued and outstanding ordinary shares on a fully diluted basis, and David E. Lazar became holder of over 95% of voting rights and the controlling shareholder. An Extraordinary General Meeting on April 22, 2026 approved all proposals, appointed David Natan and Avraham Ben‑Tzvi as directors, and coincided with the resignation of four prior directors and the Co‑Chief Executive Officer. The company also amended its Articles of Association while confirming its ordinary shares continue trading on the Nasdaq Capital Market under the symbol QUCY.

Mainz Biomed N.V. entered into an asset purchase agreement on April 9, 2026 to sell the intellectual property for its next generation colorectal cancer screening product candidates to an Italian buyer for $1.25 million. Closing is expected by April 23, 2026, subject to standard conditions and certain third-party consents, shipments and patent-related deadlines.

The company plans to use net proceeds to settle outstanding liabilities and for general corporate purposes. Management reiterates that winding down ColoAlert and next generation colorectal programs allows focus on a pancreatic cancer detection candidate and exploration of post-quantum cybersecurity opportunities.

Mainz Biomed previously reported stockholders’ equity of $641,600, below the $2.5 million minimum in Nasdaq Listing Rule 5550(b)(1). After receiving a total equity investment of $6 million in preferred shares in February and March 2026 and reducing monthly expenditures, the company believes its stockholders’ equity now exceeds $2.5 million and that it is currently in compliance with the Nasdaq listing requirement.

Mainz Biomed N.V. reported a net loss of $16.2 million for 2025 and disclosed substantial doubt about its ability to continue as a going concern. Revenue fell to $0.5 million, mainly from ColoAlert sales in Europe, while operating losses were driven by R&D, SG&A, and a $2.64 million impairment on colorectal cancer IP.

The company is exiting its colorectal cancer business, selling ColoAlert IP and focusing on a lower-cost pancreatic cancer screening program. It ended 2025 with $0.9 million in cash and a working capital deficit of about $1.9 million, and it later raised $6 million via preferred stock and a strategic investment from David Lazar that could control over 90% of fully diluted shares after shareholder approval.

Mainz also plans a strategic expansion into post-quantum cybersecurity under the Quantum Cyber brand and faces Nasdaq minimum bid price deficiency, with until September 16, 2026 to regain compliance. The audit opinion highlights going-concern risk, and the company expects to rely on additional equity and debt financing to fund operations.