Quarterly Report for Quarter Ending February 28, 2026 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q includes forward-looking statements that reflect management's current views with respect to future events and financial performance. Forward-looking statements are statements in respect of future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these terms or other comparable terminology. These statements include statements regarding the intent, belief or current expectations of our management team, as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risk and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks set forth in the section entitled "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025, as filed with the Securities and Exchange Commission (the "SEC") on March 18, 2026, any of which may cause our company's or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in our forward-looking statements. These risks and factors include, by way of example and without limitation:

●	absence of contracts with customers or suppliers;
●	our ability to maintain and develop relationships with customers and suppliers;
●	the impact of competitive products and pricing;
●	supply constraints or difficulties;
●	the retention and availability of key personnel;
●	general economic and business conditions;
●	substantial doubt about our ability to continue as a going concern;
●	our ability to successfully implement our business plan;
●	our need to raise additional funds in the future;
●	our ability to successfully recruit and retain qualified personnel in order to continue our operations;
●	our ability to successfully acquire, develop or commercialize new products;
●	the commercial success of our products;
●	the impact of any industry regulation;
●	our ability to develop existing mining projects or establish proven or probable reserves;
●	our dependence on one vendor for our minerals for our products;
●	the impact of potentially losing the rights to properties;
●	the impact of the increase in the price of natural resources.

We undertake no obligation to update or revise forward-looking statements to reflect events or circumstances occurring after the date of this Quarterly Report, except as required by law.

As used in this Quarterly Report and unless otherwise indicated, the terms "Company," "we," "us," and "our," refer to PureBase Corporation and its wholly-owned subsidiaries, PureBase Agricultural, Inc., a Nevada corporation ("PureBase AG") and U.S. Agricultural Minerals, LLC, a Nevada limited liability company ("PureBase AM").

Business Overview

We are a natural resources company that provides solutions to the agriculture markets in the United States, through our two subsidiaries, Purebase AG, and Purebase AM. Until June 2025, we utilized the services of US Mine Corporation ("USMC"), a Nevada corporation and a significant shareholder of the Company, for the development and contract mining of industrial minerals. John Bremer, a director, is also an officer, director, and significant owner of USMC. We continue to purchase minerals from USMC for our agricultural products. In addition, until June 2025, a substantial portion of the minerals used by us were obtained from properties owned or controlled by US Mine, LLC, a California limited liability company. Mr. Bremer is also a significant owner of US Mine, LLC.

Agricultural Sector

We develop specialized sun protectants. We have developed and will seek to develop additional products derived from mineralized materials of kaolin clay.

Construction Sector

We had been developing and testing a kaolin-based product that we believed would help create a lower CO2-emitting concrete through the use of high-quality supplementary cementitious materials ("SCMs"). However, in 2025 we decided to no longer develop and pursue the SCM market as we believe that we can achieve higher margins in the agriculture sector and that construction of an SCM plant would take approximately two years. We currently intend to continue to develop products in the agriculture sector.

CoreTer

On February 27, 2026 we secured a $1,000,000 convertible line of credit from CoreTer LLC Nevada limited liability company ("CoreTer"), which engages in mining exploration activities and the commercialization of natural resources and which is owned and operated by A. Scott Dockter, our chief executive officer and a director. To date, we have received $727,210 in funds on the line of credit. Through this relationship with CoreTer, we currently intend to invest in CoreTer's mining projects, whereby we will be entitled to a certain percentage of mined resources in exchange for equity in our company.

Results of Operations

Comparison of the Three Months Ended February 28, 2026 to the Three Months Ended February 28, 2025

		February 28, 2026				February 28, 2025				Variance
Revenue, net		$	-			$	-			$	-
Cost of goods sold			-				-				-
Operating income			-				-				-
Operating Expenses:
Selling, general and administrative			219,456				385,069				(165,613	)
Stock based compensation			11,646				33,147				(21,501	)
Total operating expenses			231,102				418,216				(187,114	)
Loss from operations			(231,102	)			(418,216	)			187,114
Interest expense			(112,306	)			(359	)			(111,947	)
Interest expense, related parties			(3,639	)			(34,113	)			30,474
Loss before provision for income taxes			(347,047	)			(452,688	)			105,641
Provision for income tases			-				-				-
Net Loss		$	(347,047	)		$	(452,688	)		$	105,641

Revenues

There was no revenue for the three months ended February 28, 2026 and 2025. Customer purchases of agricultural products is seasonal and usually do not begin until the Company's second quarter.

Cost of Goods Sold

There was no cost of goods sold for the three months ended February 28, 2026 and 2025 as there was no revenue during those periods.

Operating Expenses

Total operating expenses decreased by $187,114, or 45%, for the three months ended February 28, 2026, as compared to the three months ended February 28, 2025. The decrease in operating expenses was primarily due to a decrease in general and administrative wages and related expenses of $80,141 due to a reduction in workforce, a reduction in professional services of $72,150, a reduction in stock-based compensation of $21,501, a reduction in selling expenses of $11,241, and a decrease in various general and administrative expenses of $2,081.

Interest Expense

Interest expense increased by $111,947 for the three months ended February 28, 2026, as compared to the three months ended February 28, 2025. The increase was due to interest on the J.J. Astor & Co. ("J.J. Astor") note and the Vanquish Funding Group Inc. ("Vanquish") note.

Interest Expense, Related Parties

Interest expense related parties decreased by $30,474 for the three months ended February 28, 2026, as compared to the three months ended February 28, 2025, primarily due to the June 16, 2025 conversion to common stock of borrowings on a line of credit, on the increased advances on a note payable, and on other advances from USMC.

Liquidity and Capital Resources

As of February 28, 2026, we had cash on hand of $111,629 and a working capital deficiency of $1,439,631, as compared to cash on hand of $5,304 and a working capital deficiency of $1,104,359 as of November 30, 2025. The increase in working capital deficiency of $335,272 is a result of the line of credit with CoreTer of $531,090, an increase in a note payable from Vanquish of $11,345 due to debt discount amortization, an increase in notes payable related party of $15,000, an increase in convertible notes payable related party of $4,500, a decrease in the right of use lease asset of $4,311, and an increase in interest payable related party of $3,638, offset by an increase in cash of $106,325, a net decrease in a note payable from J.J. Astor of $67,911 due to $168,281 in payments offset by $27,369 increase from accrued interest and $73,001 debt discount amortization, an increase in accounts payable and accrued expenses of $41,034, an increase in prepaid expenses of $14,960, and a decrease in lease liability of $4,382.

The Company's operating activities consume the majority of its cash resources. The Company anticipates that it will continue to incur operating losses as it executes its development plans for 2026, as well as other potential strategic and business development initiatives. In addition, the Company has had and expects to have negative cash flows from operations, at least into the near future. The Company entered into a $1,000,000 line of credit on February 27, 2026 with CoreTer LLC, a related party. The Company has received $771,302 in funds on the line of credit as of the date of this filing.

Although no assurances can be given as to the Company's ability to deliver on its revenue plans or that unforeseen expenses may arise, management currently believes that the revenue to be generated from operations together with bridge loans and equity and debt financing, will provide the necessary funding for the Company to continue as a going concern for the next twelve months.

Going Concern

The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q have been prepared assuming that the Company will continue as a going concern. The Company has accumulated losses from inception through February 28, 2026 of $66,835,274, negative cash flows from operating activities of $271,484 for the three months ended February 28, 2026 and a working capital deficiency of $1,439,631 as of February 28, 2026. During the three months ended February 28, 2026, the Company received net cash proceeds of $531,090 from CoreTer through a line of credit and $15,000 from a loan from a related party. The Company paid $168,281 on the J.J. Astor bridge loan. If the Company does not generate additional revenue and obtain bridge loans or equity and other debt financing from third parties, it will not have sufficient cash to meet its obligations for the next twelve months following the date of this Quarterly Report on Form 10-Q. There currently are no other arrangements or agreements for financing, and there can be no assurances that any other debt or equity financing will be available, or if available, on favorable terms. As such, these matters raise substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the date of this Quarterly Report on Form 10-Q. The condensed consolidated financial statements in this Quarterly Report on Form 10-Q do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

The Company's plan, through the continued promotion of its products to existing and potential customers, is to generate sufficient revenues to cover its anticipated expenses. The Company is currently exploring several other options to meet its short-term cash requirements, including bridge loans and issuances of equity securities or equity-linked securities to third parties. The Company will no longer be funded by infusions of cash from advances from USMC. The Company entered into a $1,000,000 line of credit on February 27, 2026 with CoreTer LLC, a related party. The Company has received $771,302 in funds on the line of credit as of the date of this filing.

Although no assurances can be given as to the Company's ability to deliver on its revenue plans or that unforeseen expenses may arise, management currently believes that the revenue to be generated from operations together with bridge loans and equity and debt financing, will provide the necessary funding for the Company to continue as a going concern for the next twelve months.

Management cannot guarantee any other potential debt of equity financing will be available, or if available, on favorable terms. As such, these matters raise substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the issuance date of this report. If adequate funds are not available on acceptable terms, or at all, the Company will need to curtail operations or cease operations completely.

Working Capital Deficiency

		February 28, 2026				November 30, 2025
Current assets		$	166,305			$	49,331
Current liabilities			1,605,936				1,153,690
Working capital deficiency		$	(1,439,631	)		$	(1,104,359	)

The increase in current assets of $116,974 as of February 28, 2026, is due to an increase in cash of $106,325 and an increase in prepaid expenses of $14,960, offset by a decrease in right of use lease asset of $4,311. The increase in current liabilities of $452,246 is the result of an increase in a bridge loan from CoreTer of $531,090, an increase in notes payable related party of $15,000, an increase in the Vanquish bridge loan of $11,345, an increase in convertible notes payable related parties of $4,500, and an increase in interest payable related parties of $3,638, offset by a decrease in the J.J. Astor bridge loan of $67,911, a decrease in accounts payable and accrued expenses of $41,034, and a decrease in lease liability of $4,382.

Cash Flows

		Three Months Ended
		February 28, 2026				February 28, 2025
Net cash used in operating activities		$	(271,484	)		$	(348,110	)
Net cash used in investing activities			-				-
Net cash provided by financing activities			377,809				340,000
Net increase (decrease) in cash		$	106,325			$	(8,110	)

Operating Activities

Net cash used in operating activities was $271,484 for the three months ended February 28, 2026, due to a net loss of $347,047, an increase in prepaid expenses and other current assets of $14,960, a decrease in accounts payable and accrued expenses of $41,034, and a decrease in lease liability of $4,382, offset by an increase in debt discount amortization of $111,715, an increase in stock-based compensation of $11,646, an increase in non-cash board of directors compensation of $4,500, a decrease in right of use asset of $4,311, an increase in interest payable related parties of $3,638, and an increase in depreciation of $129. Net cash used in operating activities was $348,110 for the three months ended February 28, 2025, due to a net loss of $452,688, and an increase in prepaid expenses and other current assets of $24,798, offset by an increase in accounts payable and accrued expenses of $50,797, an increase in interest payable related parties of $34,113, an increase in stock-based compensation of $33,147, an increase in non-cash board of directors compensation of $5,500, an increase in common stock issued for services of $4,000, and an increase in depreciation of $1,819.

Investing Activities

There were no investing activities in the three months ended February 28, 2026 and 2025.

Financing Activities

For the three months ended February 28, 2026, net cash provided by financing activities was $377,809, consisting of advances from CoreTer of $531,090 and proceeds from a loan from a related party of $15,000, offset by $168,281 payments on the J.J. Astor bridge loan. For the three months ended February 28, 2025, net cash provided by financing activities was $340,000, consisting of advances from USMC of $238,449 and increases in the line of credit from USMC of $101,551.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Critical Accounting Policies and Procedures

Our significant accounting policies are more fully described in Note 1 to our condensed consolidated financial statements included in this Quarterly Report and in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025, as filed with the SEC on March 18, 2026.

Recently Adopted Accounting Pronouncements

Our recently adopted accounting pronouncements are more fully described in Note 3 to our unaudited condensed consolidated financial statements included in this Quarterly Report.