Home / Going-concern warnings / Factorial Energy Inc.
Filed 2026-05-15 路 Form 10-Q 路 Accession 0001104659-26-062778 micro
Price before filing: $10.39 (2026-05-14 close, split/dividend-adjusted)
Market cap at flag: $286.5M (2026-05-15) 路 Latest: $164.2M (2026-10-16)
| Window | FAC | SPY | vs SPY | |
|---|---|---|---|---|
| 30 days | +49.7% | +0.9% | +48.8% | 2026-06-15 |
| 90 days | -44.7% | +4.2% | -48.9% | 2026-08-13 |
| 180 days | pending | pending | until 2026-11-11 |
Return from the last close before the filing date to the first close on/after the window end. Pending windows have not fully elapsed. Past performance says nothing certain about the future.
90 days before the flag: 2 insiders bought $15.2M (7 purchases)
30 days after: 1 insider bought $63K (1 purchase)
| Date | Insider | Type | Shares | Price | Value | 10b5-1 plan | Source |
|---|---|---|---|---|---|---|---|
| 2026-03-31 | CGC III Sponsor LLC (+1 joint filer) 10% owner | Purchase | 300,000 | $10.28 | $3.1M | no | Form 4 |
| 2026-04-01 | CGC III Sponsor LLC (+1 joint filer) 10% owner | Purchase | 671,000 | $10.30 | $6.9M | no | Form 4 |
| 2026-04-06 | CGC III Sponsor LLC (+1 joint filer) 10% owner | Purchase | 100,000 | $10.31 | $1.0M | no | Form 4 |
| 2026-04-07 | CGC III Sponsor LLC (+1 joint filer) 10% owner | Purchase | 100,000 | $10.30 | $1.0M | no | Form 4 |
| 2026-04-08 | CGC III Sponsor LLC (+1 joint filer) 10% owner | Purchase | 100,000 | $10.30 | $1.0M | no | Form 4 |
| 2026-04-15 | CGC III Sponsor LLC (+2 joint filers) 10% owner | Purchase | 100,000 | $10.32 | $1.0M | no | Form 4 |
| 2026-04-16 | CGC III Sponsor LLC (+2 joint filers) 10% owner | Purchase | 100,000 | $10.33 | $1.0M | no | Form 4 |
| 2026-05-15: red flag filed | |||||||
| 2026-05-21 | CGC III Sponsor LLC (+2 joint filers) 10% owner | Purchase | 6,089 | $10.38 | $63K | no | Form 4 |
Open-market purchases and sales (Form 4 codes P and S) by officers, directors and 10% owners, by transaction date, from 2026-02-14 to 2026-06-14. Excludes option exercises, grants, gifts and tax withholding. Amended filings replace the originals; joint filings count once. Foreign private issuers do not file Form 4. Many insider sales are pre-scheduled (10b5-1 plans) and are not by themselves a sign of wrongdoing.
"In connection with the Company's assessment of going concern considerations in accordance with Accounting Standards Codification ("ASC") 205-40, "Presentation of Financial Statements - Going Concern," management has determined that the Company's liquidity 7 Table of Contents CARTESIAN GROWTH CORPORATION III NOTES TO CONDENSED FINANCIAL STATEMENTS MARCH 31, 2026 (Unaudited) condition raises substantial doubt about..."
Quoted from the filing. Source
The filing states that substantial doubt exists about the company's ability to continue as a going concern: it may not have enough cash to last the next 12 months. Expect dilution, debt deals or worse. An auditor's going-concern paragraph is the strongest form of this warning.
Source: management disclosure in Form 10-Q (period 2026-03-31)
Why this score: quarterly (unaudited) disclosure; also within 90 days: Auditor change
Read the original filing on SEC.gov →
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