Annual Report for Fiscal Year Ending 12-31, 2025 (Form 10-K)

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

The following discussion and analysis is intended as a review of significant factors affecting the Company's financial condition and results of operations for the periods indicated. The discussion should be read in conjunction with the Company's financial statements and the notes presented herein. In addition to historical information, the following Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements that involve risks and uncertainties. The Company's actual results could differ significantly from those anticipated in these forward-looking statements as a result of the risk factors set forth above in Item 1A and other factors discussed in this Annual Report.

Results of Operations for the Years Ended December 31, 2025 and 2024

Revenues

We had no revenue for the years ended December 31, 2025 and 2024, respectively.

Operating Expenses

Operating expenses increased to $241,232 for the year ended December 31, 2025, from $76,877 for the year ended December 31, 2024. The increase in operating expenses was the result of increased stock-based compensation for the year ended December 31, 2025.

Other Income (Expenses)

We had other expenses of $23,122 for the year ended December 31, 2025, as compared with other income of $1,355,209 for the year ended December 31, 2024.

Our other expenses for the year ended December 31, 2025, consisted mainly of interest expense and a gain on settlement of debt. Our other expenses for the year ended December 31, 2024 consisted mainly of interest expense and loss on acquisition of assets netted against a gain on settlement of debt.

Net income (Loss)

We recorded a net loss of $264,354 for the year ended December 31, 2025, as compared with a net loss of $1,278,332 for the year ended December 31, 2024.

Liquidity and Capital Resources

Going concern - The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of $4,229,711 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to generate the necessary funds through licensing of its core products or the ability to raise additional capital through the future issuances of common stock or debt is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These factors, among others, raises substantial doubt about the Company's ability to continue as a going concern. The consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

As of December 31, 2025, we had total current assets of $0 and total assets in the amount of $50,000. Our total current liabilities as of December 31, 2025, were $761,517. We had a working capital deficit of $761,517 as of December 31, 2025, compared with a working capital deficit of $662,997 as of December 31, 2024.

Operating activities used $254,333 in cash for the year ended December 31, 2025, as compared with $63,268 used for the year ended December 31, 2024. Our negative operating cash flows for 2025 was the result of our net loss for the year, mainly offset by changes in operating assets and liabilities and a loss on acquisition of assets. Our negative operating cash flows for 2024 was the result of our net loss for the year, mainly offset by changes in operating assets and liabilities, a loss on acquisition of assets.

Cash flows provided by financing activities during the year ended December 31, 2025 amounted to $254,333, as compared with cash provided of $63,268 for the year ended December 31, 2024. Our positive financing cash flow for the year ended December 31, 2025 and 2024 resulted from proceeds from notes payable.

The features of the debt instruments and payables concerning our financing activities are detailed in the footnotes to our financial statements.

Based upon our current financial condition, we do not have sufficient cash to operate our business at the current level for the next twelve months. We intend to fund operations through increased sales and debt and/or equity financing arrangements, which may be insufficient to fund expenditures or other cash requirements. We plan to seek additional financing in a private equity offering to secure funding for operations. There can be no assurance that we will be successful in raising additional capital.