Quarterly Report for Quarter Ending MARCH 31, 2026 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations

Our Management's Discussion and Analysis should be read in conjunction with our unaudited condensed consolidated financial statements and related notes thereto included elsewhere in this quarterly report.

Forward-Looking Statements

This Quarterly Report contains forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. When used in this report, the words "believe," "anticipate," "expect," "will," "estimate," "intend," "plan," and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved. Important factors that might cause our actual results to differ materially from the results contemplated by the forward-looking statements are contained in the "Risk Factors" section of and elsewhere in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025, filed with the SEC on December 30, 2025, and in our subsequent filings with the SEC. The terms "Global Technologies, Ltd.," "Global Technologies," "Global," "we," "us," "our," and the "Company" refer to Global Technologies, Ltd., individually, or as the context requires, collectively with its subsidiaries on a consolidated basis.

Company Overview

Global Technologies, Ltd ("Global Technologies") was incorporated under the laws of the State of Delaware on January 20, 1999 under the name of NEW IFT Corporation. On August 13, 1999, the Company filed an Amended and Restated Certificate of Incorporation with the State of Delaware to change the name of the corporation to Global Technologies, Ltd.

Our principal executive office is located at 806 Green Valley Road, Suite 200, Greensboro, North Carolina 27408 and our telephone number is (336) 740-9017. Our website address is www.globaltechnologiesltd.info. The information provided on our website is not part of this Quarterly Report and is therefore not incorporated by reference unless such information is otherwise specifically referenced elsewhere in this Quarterly Report.

Current Operations

Global Technologies, Ltd. is a diversified, multi-operational holding company focused on developing, acquiring, supporting, and scaling operating businesses in the healthcare, wellness, advisory services, procurement, and technology-enabled services markets. The Company's current strategy is to concentrate capital, management attention, and public-company infrastructure around subsidiaries that can produce measurable revenue, improve operating leverage, and create long-term enterprise value for shareholders.

Our wholly owned operating subsidiaries:

About Primecare Supply, LLC

Primecare Supply, LLC ("Primecare Supply") was formed as a Wyoming limited liability company on October 22, 2024, and commenced operations in May 2025. Primecare Supply operates as a business-to-business (B2B) procurement company powered by the proprietary Sinq Ops software platform. The Company's mission is to streamline and modernize the pharmaceutical supply chain by connecting fully licensed and compliant 503B pharmaceutical manufacturers with licensed medical clinics across the United States.

Primecare Supply facilitates these connections through both direct-to-clinic relationships and a network of authorized reseller partners. By leveraging its Sinq Ops technology, the Company provides secure, transparent, and fully compliant ordering, fulfillment, and payment workflows. Primecare Supply earns revenue on a per-transaction basis for facilitating these procurement activities.

During the nine months ended March 31, 2026, Primecare Supply continued its transition from the Company's prior wholesale/reseller revenue model toward a direct-to-clinic procurement platform. Management believes this transition is important because it is designed to improve the quality of revenue, diversify supplier relationships, increase ownership of clinic relationships and data, and support a more scalable margin-based revenue model. Primecare Supply has continued to expand its clinic outreach, supplier relationships, reseller channel, and use of the Sinq Ops procurement portal.

Management believes Primecare Supply represents a core growth engine for Global Technologies, Ltd., offering scalable infrastructure, recurring transaction-based revenue, and a technology-enabled compliance advantage in the expanding health and wellness market.

About GTLL Advisory Group, LLC

GTLL Advisory Group, LLC ("GTLL Advisory") was formed as a Wyoming limited liability company on May 20, 2025, as a wholly owned subsidiary of Global Technologies, Ltd. ("Global" or the "Company"). GTLL Advisory did not commence financial operations during fiscal year 2025.

GTLL Advisory, operating under the trade name GloWell Advisors, was established to serve as the Company's strategic consulting and advisory platform. The subsidiary's mission aligns with Global's broader focus on advancing innovation and technology within the health and wellness industries.

GTLL Advisory's purpose is to provide business transformation and value-enhancement services to small and mid-sized enterprises-particularly medical spas, wellness clinics, and professional service practices-through data-driven consulting, operational optimization, and access to technology resources developed within the Global ecosystem.

Rooted in Global's commitment to building sustainable businesses that improve both human and organizational well-being, GTLL Advisory intends to combine strategy, technology, and financial insight to help clients achieve measurable growth and long-term stability.

Management expects GTLL Advisory to contribute to the Company's fiscal 2026 operating plan by providing strategic advisory services, business transformation support, and operational consulting services to small and mid-sized businesses, with an initial focus on medical spas, wellness clinics, and professional service practices. During the current fiscal year, management has focused on developing service offerings, client onboarding processes, referral relationships, and technology-supported reporting tools for this subsidiary.

About 10 Fold Services, LLC

10 Fold Services, LLC ("10 Fold Services") was formed as a Wyoming limited liability company on November 22, 2023. 10 Fold Services was established as a strategic consulting and procurement agency focused on go-to-market planning and execution for companies in the health and wellness sector. Through an automation-first approach, 10 Fold Services integrated internal and external resources to deliver cost-effective and scalable marketing, sales, and technology solutions.

During fiscal 2024, 10 Fold Services entered into agreements with a 503B pharmaceutical supplier to promote and facilitate the sale of GLP-1-based products under the FDA's "shortage" provisions then in effect. In June 2025, following changes in FDA regulations and the expiration of the GLP-1 shortage allowance, the Company and its supplier mutually agreed to close all active contracts. As a result, 10 Fold Services ceased procurement operations and currently remains idle.

The limited liability company remains in good standing, though management has not yet determined its future direction. To preserve continuity across business lines, 10 Fold Services transferred-at no cost-certain intellectual property, including customer and supplier contacts and access to proprietary software systems, to Primecare Supply, LLC, another wholly owned subsidiary of Global Technologies, Ltd.

Management believes this transition allows Global to consolidate its resources and focus on expanding Primecare Supply's operational and technology platforms within the broader health-and-wellness market

About GOe3, LLC

GOe3, LLC

GOe3, LLC is no longer a subsidiary of the Company. During fiscal 2025, the Company terminated and canceled the GOe3 acquisition and related agreements after determining that GOe3 had not met certain operational and financial milestones under the Share Exchange Agreement. The Company wrote off its investment in GOe3 and associated goodwill as of June 30, 2025. Accordingly, GOe3 is not included in the Company's current operations, and management's current operating focus is on health technology, procurement, and strategic advisory services.

Management believes the decision to unwind the acquisition allowed Global to reallocate resources toward its core business segments in health technology, procurement, and strategic advisory services.

Critical Accounting Policies, Judgments and Estimates

There were no material changes to our critical accounting policies and estimates during the interim period ended March 31, 2026, except that management continues to evaluate presentation and disclosure matters associated with the Company's evolving revenue model, including the distinction between gross revenue, net revenue, margin-based revenue, and principal-versus-agent considerations under ASC 606. The Company expects to conform this disclosure to the final CPA and auditor-reviewed financial statements before filing.

Please see our Annual Report on Form 10-K for the year ended June 30, 2025 filed on December 30, 2025, for a discussion of our critical accounting policies and estimates and their effect, if any, on the Company's financial results.

Components of our Results of Operations

Revenues

The Company's revenue during fiscal 2026 is expected to be generated primarily through Primecare Supply's procurement activities and, to a lesser extent, GTLL Advisory's consulting and advisory services. Primecare Supply generally earns transaction-based revenue by facilitating orders between licensed clinics and supplier/manufacturer relationships through the Company's procurement ecosystem. GTLL Advisory is expected to earn consulting, advisory, and related service fees. The Company cannot guarantee that it will be successful in scaling these business operations or that current revenue trends will continue.

Cost of Revenues

Cost of revenues may include supplier-related costs, technology platform costs, fulfillment-related costs, reseller or referral compensation, subcontractor costs, and other direct costs associated with the Company's procurement, consulting, and advisory activities. The final classification of these amounts will be conformed to the completed March 31, 2026 financial statements.

Selling, General and Administrative Expenses

Selling, general and administrative expenses consist of selling, marketing, advertising, administrative, finance and professional expenses.

Interest Expense, Net

Interest expense includes the cost of our borrowings under our debt arrangements.

Results of Operations

For the Three and Nine Months Ended March 31, 2026 Compared to the Three and Nine Months Ended March 31, 2025

For the three and nine months ended March 31, 2026 and 2025

		For the Three Months Ended March 31,								For the Nine Months Ended March 31,
		2026				2025				2026				2025
						(Restated-See Note K)								(Restated-See Note K)
Revenue		$	101,529			$	1,001,944			$	642,822			$	2,588,452
Less shared revenue / direct costs			9,297				947,953				317,315				1,922,337
Net revenue			92,232				53,991				325,507				666,115
Operating Expenses
Officer compensation			24,250				66,611				154,725				135,183
Salaries			48,500				-				114,309				-
Consulting/marketing services			-				130,999				-				359,015
Depreciation Expense			-				14,262				-				14,262
Professional services			79,989				2,050				150,618				11,050
Selling, general and administrative			124,059				27,458				335,608				97,572
Total operating expenses			276,798				241,380				755,260				617,082
Income (loss) from operations			(184,566	)			(187,389	)			(429,753	)			49,033
Other income (expenses)
Gain (loss) on derivative liability			-								282,000				-
Interest expense			(7,397	)			(5,908	)			(22,771	)			(24,978	)
Total other income (expense)			(7,397	)			(5,908	)			259,229				(24,978	)
Income (loss) before provision for income taxes			(196,963	)			(193,297	)			(170,524	)			24,055
Provision for income taxes			-				-				-				-
Net income (loss)		$	(196,963	)		$	(193,297	)		$	(170,524	)		$	24,055
Basic and diluted income (loss) per common share		$	0.00			$	(0.00	)		$	0.00			$	0.00
Weighted average common shares outstanding - basic and diluted			14,688,440,097				14,688,440,097				14,688,440,097				14,688,440,097

Revenue

For the nine months ended March 31, 2026, the Company's revenue was $642,822, including $101,529 for the three months ended March 31, 2026. The Company's revenue was primarily attributable to Primecare Supply and GTLL Advisory. Management expects the final presentation to conform to the Company's ASC 606 analysis, including gross-versus-net and principal-versus-agent considerations.

For the nine months ended March 31, 2026, the Company's revenue was primarily attributable to Primecare Supply and, as applicable, GTLL Advisory.

The Company's current-period operating results reflect its strategic transition away from the prior 10 Fold Services wholesale model and toward a more diversified direct-to-clinic procurement and advisory platform. During fiscal 2025, the Company's prior wholesale model was materially affected by changes in the GLP-1 compounding market and related FDA shortage dynamics. Management responded by shifting the operating focus to Primecare Supply, which is intended to operate through multiple supplier relationships, clinic-direct outreach, reseller/referral relationships, and a technology-supported ordering and payment workflow.

Management believes the new model may result in lower reported gross revenue than the prior wholesale model in certain periods, particularly if revenue is presented on a net or agent basis under ASC 606. However, management believes the model may provide better long-term economics if the Company can continue to expand clinic accounts, improve gross margin capture, reduce concentration risk, and build repeat purchasing volume through the Sinq Ops procurement platform. During the quarter ended March 31, 2026, Primecare Supply continued to focus on clinic acquisition, sales process refinement, supplier diversification, reseller management, and operating discipline.

Operating Expenses

Selling, general and administrative expenses and other operating expenses for the three and nine months ended March 31, 2026 reflect the Company's public-company compliance costs, professional fees, subsidiary management costs, technology and software expenses, sales and marketing expenses, rent and office costs, and compensation-related expenses. Total operating expenses were $276,798 for the three months ended March 31, 2026 and $755,260 for the nine months ended March 31, 2026.

Selling, general and administrative expenses for the three and nine months ended March 31, 2026 reflect the Company's public-company compliance costs, professional fees, subsidiary management costs, technology and software expenses, sales and marketing expenses, rent and office costs, and compensation-related expenses.

Other Income (Expenses)

Other income and expenses for the three and nine months ended March 31, 2026 include interest expense and derivative liability adjustments. The Company reported $7,397 of interest expense for the three months ended March 31, 2026 and $22,771 for the nine months ended March 31, 2026, while carrying forward the prior derivative liability valuation.

Other income and expenses for the three and nine months ended March 31, 2026 may include interest expense, derivative liability adjustments, financing-related costs, and other non-operating items.

Income tax expense

The Company expects to disclose income tax expense, if any, based on the final March 31, 2026 financial statements and related tax accounting review.

Net Income (Loss)

The Company reported a net loss of approximately $191,963 for the three months ended March 31, 2026, compared to net loss of approximately $193,297 for the three months ended March 31, 2025.

For the nine months ended March 31, 2026, the Company reported a net loss of approximately $170,524, compared to net income of approximately $24,055 for the nine months ended March 31, 2025.

The net loss for the three and nine months ended March 31, 2026 was primarily attributable to operating expenses, professional fees, accrued compensation, interest expense, and other general and administrative costs incurred in connection with the Company's ongoing public reporting obligations, subsidiary operations, and corporate restructuring activities.

During the period, the Company continued to incur costs associated with rebuilding its operating platform and developing two operating subsidiaries, Primecare Supply, LLC and GTLL Advisory Group, LLC. These costs included investments in management infrastructure, accounting and reporting processes, vendor and customer relationships, business development, and other startup-stage activities necessary to support the Company's current operating model. As a result, the Company expects that losses may continue during the development and growth stage of these subsidiaries until revenue growth and gross profit are sufficient to absorb corporate overhead and operating expenses.

The Company has sought to fund these activities through operating revenue, limited private placements of preferred equity, and disciplined expense management, while limiting the use of additional debt financing and avoiding broad common stock issuances where possible. Management continues to evaluate operating performance separately from non-cash and non-operating items, including financing-related accounting entries, derivative liability adjustments, and other fair value adjustments that may impact reported results.

Liquidity and Capital Resources

The following table summarizes the cash flows for the nine months ended March 31, 2026 and 2025:

		2026				2025
Cash Flows:
Net cash provided by (used in) operating activities		$	(259,830	)		$	302,506
Net cash provided by investing activities			-				-
Net cash provided by (used in) financing activities			229,900				(150,340	)
Net (decrease) in cash			(29,930	)			(85,834	)
Cash at beginning of period			68,108				115,747
Cash at end of period		$	38,178			$	29,913

As of March 31, 2026, the Company reported cash and cash equivalents of approximately $38,178, compared with approximately $29,913 as of March 31, 2025.

Net cash used in operating activities was approximately $259,830 for the nine months ended March 31, 2026, compared with net cash provided by operating activities of approximately $302,506 for the nine months ended March 31, 2025. The change was primarily attributable to the Company's ongoing investment in its operating subsidiaries, Primecare Supply, LLC and GTLL Advisory Group, LLC, as well as costs related to public-company compliance, professional services, technology systems, rent, payroll and accrued compensation, and other working-capital needs. During the nine months ended March 31, 2026, the Company continued to rebuild its operating platform and support the development of its current business model, which required cash expenditures before the subsidiaries reached sustained profitability.

The Company had no cash flows from investing activities during the nine months ended March 31, 2026 or 2025.

Net cash provided by financing activities was approximately $229,900 for the nine months ended March 31, 2026, compared with net cash used in financing activities of approximately $150,340 for the nine months ended March 31, 2025. Financing activities during the nine months ended March 31, 2026 primarily reflected proceeds from the sale of Series P Preferred Stock, partially offset by repayment of a small related-party balance. During the nine months ended March 31, 2026, the Company issued and sold an aggregate of 230,000 shares of Series P Preferred Stock for aggregate cash proceeds of $230,000, consisting of 200,000 shares issued in August 2025 and 30,000 shares issued in February 2026.

Management believes the Company's liquidity remains limited and dependent upon continued revenue growth from its operating subsidiaries, disciplined expense management, and, where necessary, additional financing through private placements or other capital sources. The Company intends to continue managing its cash resources carefully while supporting the growth of Primecare Supply, LLC and GTLL Advisory Group, LLC.

Off-Balance Sheet Arrangements

We currently have no off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Known Trends, Events, Uncertainties and Factors That May Affect Future Operations

The impact of general economic conditions, actual and projected, including inflation, rising interest rates, lower consumer confidence, volatile capital markets, supply chain disruptions, uncertainty and volatility in the financial services sector and the impact of the Hamas-Israel and Russia-Ukraine conflicts, and government and business responses thereto, on the global economy and regional economies.

Seasonality

We do not consider our business to be seasonal.

Contractual Obligations and Commitments

We are subject to the legal proceedings described in "Part II, Item 1. Legal Proceedings" of this report. There are no legal proceedings which are pending or have been threatened against us or any of our officers, directors or control persons of which management is aware.

The Company has no debt covenants that require certain financial information to be met.

Inflation and Changing Prices

Neither inflation nor changing prices for the nine months ended March 31, 2026 had a material impact on our operations; however, management continues to monitor the impact of inflation, interest rates, vendor pricing, professional fees, rent, technology costs, and customer purchasing behavior on the Company's operating subsidiaries.