Santo Mining Corporation

11/14/2025 | Press release | Distributed by Public on 11/14/2025 11:33

Quarterly Report for Quarter Ending March 31, 2025 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS.

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward- looking statements. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

Company Overview

Groovy Company, Inc. ("the Company") was incorporated in the State of Nevada on July 8, 2009, under the name Santa Pita Corp. The Company's original mission was to operate an internet portal for dentists and patients to access dental information, as well as a teeth-whitening business.

On July 30, 2012, the Company redirected its focus toward precious metal exploration and mining. Mineral exploration commenced with the execution of a mineral claim acquisition agreement between GEXPLO, SRL (the "Vendor") and the Company, whereby the Company agreed to acquire from the Vendor a one hundred percent interest in a claim located in the Dominican Republic. Concurrent with this strategic shift, the Company was renamed Santo Mining Corp.

On April 2, 2015, Santo Mining Corp. entered into a "Plan of Exchange" Agreement with Cathay Cigars of Asia Corporation ("Cathay"), a Florida corporation. Pursuant to the terms of this agreement, the Company agreed to acquire 100% of the capital stock of Cathay in exchange for the issuance of 300,000 shares of Series A Preferred Stock of the Company, effectively transferring majority voting power to Cathay.

Santo Mining Corp. redomiciled to the State of Florida in July 2015. From July 2015 to August 2017, the Company evolved from an exporter and distributor of cigars and tobacco to Asia into a software development company specializing in blockchain and cryptocurrency NFTs, operating from Ho Chi Minh City (Saigon), Vietnam.

In July 2021, the Company redomiciled to the State of Wyoming, where it maintains an active business registration in good standing. Concurrently, the Company relocated its operational headquarters from Ho Chi Minh City (Saigon), Vietnam, to Medellín-Bogotá, Colombia. Through its subsidiary, Santo Blockchain Labs of Colombia, S.A.S., the Company continued its principal focus on blockchain, cryptography, artificial intelligence, web3, and fourth industrial revolution (4IR) software development.

On February 7, 2024, the Company filed with the State of Wyoming to change its name from Santo Mining Corp. to Groovy Company, Inc.

On February 19, 2025, the Company entered into an Exchange Agreement with Pineapple Express Cannabis Company. Under this agreement, the Company exchanged all its assets for an 87% controlling interest in Pineapple Express Cannabis Company. The Company will maintain and continue to develop the Groovy Platform as a Service (PaaS) for Pineapple Express Cannabis Company.

Currently, the Company has focused its endeavors on the development and operation of OTCM Protocol, a blockchain-based platform that creates digital meme tokens referred to as Security Meme Tokens that are backed by Series "M" Preferred Shares of over-the-counter traded companies. Our goal is to combine traditional securities custody with blockchain tokenization.

The Company has one other subsidiary, BlackFlamingo Ventures, LLC (Florida). This subsidiary focuses on providing essential administrative and logistical support for the Company's operations. Its specialization in Latin America, Asia, and USA has a focus on facilitating cross-border transactions, navigating international regulations, and managing supply chain logistics.

Results of Operations for the three months ended March 31, 2025 and 2024:

Revenue and cost of goods sold

For the three months ended March 31, 2025 and 2024, the company generated revenues of $8,494 and $0, respectively.

Operating expenses

Total expenses for the three months ended March 31, 2025 and 2024 were $139,090 and $176,634, respectively. The expenses for the three months ended March 31, 2025 and 2024 consisted of contractor cost of $25,187 and $0, respectively; management compensation of $37,500 and $112,500 respectively; professional fees of $50,241 and $716, respectively; general and administrative costs of $16,799 and $40,944, respectively and rent expense of $0 and $13,111, respectively and depreciation expense of $9,363 and 9,363, respectively.

Other income (loss) for the three months ended March 31, 2025 and 2024 was $7,641,808 and ($314,620), respectively.

Net Loss

The net income (loss) for the three months ended March 31, 2025 and 2024 was $7,641,808 and ($314,620) respectively.

Liquidity and Capital Resources

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern which contemplates, among other things, the realization of assets and satisfaction of liabilities in the ordinary course of business.

As of March 31, 2025, the Company had $1,141 in cash and cash equivalents. The Company generated $8,494 in revenues and has relied primarily upon capital generated from public and private offerings of its securities.

The Company sustained a (loss) from operations of ($130,596) for the three months ending March 31, 2025. The Company has accumulated losses totaling $3,704,815 at March 31, 2025. Because of the absence of positive cash flows from operations, the Company will require additional funding for continuing the development and marketing of products. These factors raise substantial doubt about the Company's ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

We are presently able to meet our obligations as they come due through our borrowing and the support of our shareholders. At March 31, 2025, we had a working capital deficit of $306,896. Our working capital deficit is due to the results of operations.

Cash Flows from Operating, Investing and Financing Activities

The following table summarizes our cash flows for the period indicated:

For the three

months ended

March 31, 2025

For the three

months ended

March 31, 2024

Cash flows from operating activities

$

(1,402,386)

$

(54,651)

Cash flows from investing activities

$

1,401,343

$

-

Cash flows from financing activities

$

-

$

55,000

Going Concern

Management believes that current trends toward lower capital investment in start-up companies pose the most significant challenge to the Company's success over the next year and in future years. Additionally, the Company will have to meet all the financial disclosure and reporting requirements associated with being a public reporting company. The Company's management will have to spend additional time on policies and procedures to make sure it is compliant

with various regulatory requirements, especially that of Section 404 of the Sarbanes-Oxley Act of 2002. This additional corporate governance time required of management could limit the amount of time management has to implement is business plan and impede the speed of its operations. Accordingly, the Company's management has concluded that these conditions raise substantial doubt about our ability to continue as a going concern. There can be no assurance that we will be able to achieve our business plan objectives or be able to achieve or maintain cash- flow-positive operating results. If we are unable to generate adequate funds from operations or raise sufficient additional funds, we may not be able to repay our existing debt, continue to operate our business network, respond to competitive pressures or fund our operations. As a result, we may be required to significantly reduce, reorganize, discontinue or shut down our operations.

Limited operating history; need for additional capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are in a start-up stage of operations and have generated minimal revenues since inception. We cannot guarantee that we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

Off-Balance Sheet Arrangements

The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders

Subsequent Events

The Company implemented a 1-for-2,500 Reverse Split of the Company's common stock (the "Reverse Split") effective as of the close of business on May 6, 2025. As a result, every 2,500 pre-Reverse Split shares of common stock outstanding will automatically combine into one new share of post-Reverse Split common stock without any action on the part of the holders.

Santo Mining Corporation published this content on November 14, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 14, 2025 at 17:33 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]