Odyssey Health 10-K: Going Concern, $12.1M Working Capital Hole, 1.06B Dilutive Shares
ODYY sits 84% above its 52-week low of $0.004 on light trading volume (0.1× avg).
Summary
Odyssey Health's fiscal 2026 10-K carries a going-concern opinion, a $12.1 million working capital deficit and 1.06 billion potentially dilutive shares against only 500 million authorized. The Mast Hill notes were extended to January 31, 2027, but the company says it cannot repay them.
Key Events · Earnings and Guidance · ODYY
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Going Concern With Thin Cash
Auditor Turner, Stone & Company included a going-concern explanatory paragraph. At July 31, 2026 the company had $122,361 of cash, $12,277,546 of current liabilities and a $12,129,687 working capital deficit, with an accumulated deficit of $68,475,530.
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Loss Widened to $5.7M
Fiscal 2026 net loss was $5,729,693 versus $1,742,691 a year earlier. Driving the swing were $3,080,023 of financing costs, $1,582,815 of interest expense and a $902,799 derivative remeasurement charge — all non-cash items tied to the Mast Hill notes.
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Dilutive Overhang Exceeds Authorized Shares
Potentially dilutive securities totaled 1,060,965,501 shares (including 1,018,853,939 from convertible notes) against 500,000,000 authorized and 105,968,663 outstanding. Conversion of all notes, the company states, would require substantially more shares than are authorized.
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Mast Hill Notes Pushed to January 2027
The October 23, 2026 Global Amendment extended all four Mast Hill notes to January 31, 2027 and waived existing defaults, including nonpayment of the August 2025 note and the share-reserve shortfall. Management states it does not have funds to repay at maturity.
Analysis · ODYY · Industrial Applications And Services
The auditor's going-concern paragraph frames the whole filing: with no revenue, $122,361 of cash against $12,277,546 of current liabilities, Odyssey says its cash will not last past the first quarter of calendar 2027. The capital structure is the real story. Total potentially dilutive securities jumped to 1,060,965,501 shares from 65,743,600, and the company states outright that converting all its Mast Hill notes would require more shares than its 500,000,000 authorized. The October 23 Global Amendment only pushed $3,835,282 of Mast Hill principal to January 31, 2027 and waived existing defaults; management says it has no funds to repay at that date. For common holders, the prospect is a large authorized-share increase, further discounted conversions, or a restructuring that leaves little for equity.
How filings like this one have moved
In the 30 days to Oct 28, 2026, 45.8% of the 251 measured filings Wiseek scored 9 moved their stock by 5% or more by the next session's close. The median move was -0.67%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, ODYY was trading at $0.01 on OTC in the Industrial Applications And Services sector, with a market capitalization of approximately $759.3K. The 52-week trading range was $0.00 to $0.13. This filing was assessed with negative market sentiment and an importance score of 9 out of 10.