Webstar Technology Group, Inc.

WBSR: 10-K/A · restatement

Webstar Technology Group filed a 10-K/A restating its FY2024 financial statements, concluding that prior filings should no longer be relied upon due to an $18,676,168 derivative liability misclassification and $4,021,910 of improperly classified share-settled liabilities. Management concluded disclosure controls and internal control over financial reporting were not effective, citing material weaknesses including inadequate accounting staff, inadequate segregation of duties, and a non-functioning audit committee. The company reported zero revenue since inception, a $1,446,714 FY2025 net loss, an accumulated deficit of $63,337,851, total liabilities of $56,194,958 against $35,098,965 of assets, and only $4,271 in cash, prompting substantial-doubt going concern language. Its former auditor, Pipara & Co LLP, discontinued the audit engagement without issuing an opinion, and Victor Mokuolu, CPA PLLC was engaged as successor. Strategically, the company has pivoted to real estate development, committing to a $34,500,000 purchase of the ~10-acre Forge Atlanta site in Atlanta with up to $223,726,750 in Fulton County revenue bonds authorized, while pursuing a Regulation A Tier II offering at $7.00 per share. A defaulted convertible note from former Chairman James Owens and his Chapter 7 bankruptcy estate remain unresolved control-overhang issues, though TNRG agreed to buy the controlling Series A preferred shares for $297,500.

SEC 10-K/A•7d ago

WBSR: 10-K/A · restatement

Webstar Technology Group filed a 10-K/A restating its FY2024 financial statements after discovering it lacked sufficient authorized shares to settle equity-linked instruments tied to a $0.01/share convertible note held by former CEO James Owens, forcing an $18.7M derivative liability classification. A further $4.0M of liabilities settled with shares was reclassified from loss on debt extinguishment to additional paid-in capital. Management concluded there is a material weakness in internal control over financial reporting as of December 31, 2024, and disclosure controls were deemed not effective. The company's auditor, Pipara & Co LLP, discontinued the FY2025 audit engagement before issuing an opinion amid unresolved differences over accounting classification and documentation, and a new auditor, Victor Mokuolu, CPA PLLC, was engaged in Q1 2026. The filing also discloses substantial doubt about going concern: zero revenue since inception, an accumulated deficit of $63.3M, a $55.4M working capital deficit, and only $4,271 in cash. The company's pivot centers on the $34.5M Forge Atlanta real estate acquisition, backed by potential Fulton County revenue bonds of up to $223.7M, but several short-term notes are already in default.

SEC 10-K/A•11d ago

WBSR: 8-K/A · auditor change

Webstar Technology Group filed Amendment No. 2 to its Form 8-K to further clarify disclosures about the resignation of its former auditor, Pipara & Co. LLP, with the amendment made in response to comments from the SEC Staff. The original 8-K was filed April 17, 2026 and previously amended on June 19, 2026. The amendment clarifies that Pipara resigned verbally during an April 15, 2026 telephone conference and confirmed its resignation in writing on April 19, 2026, effective April 15, 2026. Pipara stated the fiscal 2025 audit was not completed and that it did not obtain sufficient appropriate audit evidence necessary to form an opinion, so it has not issued and will not issue an audit report on the FY2025 financial statements. Webstar engaged Victor Mokuolu, CPA PLLC as its new independent auditor effective April 15, 2026 to complete the FY2025 audit and review interim financials, and expects to file an amended 10-K with audited financials upon completion. However, the Item 304(a)(3) former accountant letter from Pipara remains outstanding and no Exhibit 16.1 was filed with this amendment. The mid-audit auditor resignation, SEC comment-driven amendments, unresolved accounting and documentation matters, and the absence of a separate audit committee all underscore elevated financial reporting and governance risk at this micro-cap issuer.

SEC 8-K/A•2mo ago

WBSR: NT 10-Q · late filing

Webstar Technology Group Inc. filed a Form 12b-25 notification (NT 10-Q) on August 14, 2026, telling the SEC it cannot file its Form 10-Q for the quarter ended June 30, 2026 by the prescribed deadline. The company attributed the delay to unspecified 'events unforeseen by the Company' that make completing the quarterly review unreasonably effortful and expensive, and checked the box indicating it expects to file the report within the five-calendar-day grace period allowed under Rule 12b-25. Management stated it does not anticipate any significant change in results of operations versus the year-ago period and confirmed all other required periodic reports over the preceding 12 months were filed. The vague, non-specific reason for the delay is a caution flag for this small filer and merits monitoring of whether the 10-Q actually lands within the grace window.

SEC NT 10-Q•2mo ago

WBSR: 10-Q · periodic report

Webstar Technology Group reported a net loss of $1.45 million for the first quarter of 2026, with zero revenue generated. The company holds only $1,271 in cash against total liabilities of $41.7 million, including $37.3 million in promissory notes and convertible debt. Management disclosed a going concern warning, stating that existing cash is insufficient to fund operations for the next twelve months. The company also identified material weaknesses in internal controls, including a lack of segregation of duties and inadequate system controls. The firm is pursuing a $10 million Regulation A offering at $7 per share to fund its primary asset, the Forge Atlanta real estate development. It has entered into a purchase agreement for the land at $34.5 million and secured a commitment for up to $223.7 million in taxable revenue bonds from the Development Authority of Fulton County.

SEC 10-Q•5mo ago

WBSR: NT 10-Q · late filing

Webstar Technology Group Inc. has filed a notification of late filing for its 10-Q for the period ending March 31, 2026. The company states that it is unable to complete the filing without unreasonable effort and expense due to unforeseen events. The company anticipates that there will be no significant change in results of operations from the corresponding period for the last fiscal year. Ricardo Haynes, the Chief Executive Officer, has signed the notification on behalf of the company.

SEC NT 10-Q•5mo ago