Cavitation Technologies Announces $35M Tender Offer Agreement

What Happened Cavitation Technologies, Inc. (CVAT) announced it entered a definitive tender offer agreement with European Guarantee Services S.à.r.l. dated August 14, 2026. Under the agreement, Purchaser will seek to acquire all outstanding CVAT common shares for a total purchase price of $35 million (US) in cash, subject to reduction for certain indebtedness and accrued liabilities (the “Net Price”). The Purchaser will launch a Schedule TO-filed cash tender offer within 10 business days of the agreement; the initial offer will remain open at least 60 business days and will be amended after a Record Date (45 business days after offer commencement) to set a Final Offer Price per share.

Key Details

• Purchase price: $35 million total in cash, adjusted for certain liabilities (the “Net Price”); Final Offer Price = Net Price ÷ shares outstanding as of Record Date.
• Timing: Agreement dated Aug 14, 2026; Offer to commence within 10 business days; initial offer open ≥60 business days; Record Date = 45 business days after start; amended offer gives shareholders ≥30 business days to act.
• Closing conditions include (among others): Purchaser acquiring Alchemy Beverages Inc. (ABI) shares in a separate tender offer (CVAT owns ~17% of ABI), shareholders tendering sufficient CVAT shares so Purchaser (with affiliates) reaches ≥90% ownership as of the Record Date, no governmental action blocking the deal, and completion of CFIUS review.
• No shareholder vote of CVAT is required for the tender offer; Purchaser may waive certain conditions.

Why It Matters This filing announces a potential cash acquisition of CVAT at a total enterprise consideration of $35M (before adjustments), which could result in a near-total change of ownership if the Purchaser secures the required tenders (90% threshold). The offer’s Final Offer Price depends on the number of shares outstanding at the Record Date, so the per-share price is not fixed now. Material closing conditions — including a linked ABI transaction and CFIUS review — mean the transaction is contingent and may not close. Investors should review the full tender offer materials (Schedule TO) when filed and consider the timing and conditional nature of the offer before making trading decisions.