\u00a0\u00a0<\/p>\n
UNITED STATES<\/p>\n
SECURITIES AND EXCHANGE COMMISSION<\/p>\n
Washington, D.C. 20549<\/p>\n
\u00a0<\/p>\n
FORM 10-Q\/A<\/p>\n
(Amendment No. 1)<\/p>\n
\u00a0<\/p>\n
\u2612
\nQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934<\/p>\n
\u00a0<\/p>\n
For the quarterly period ended March 31,
\n2026<\/p>\n
\u00a0<\/p>\n
or<\/p>\n
\u00a0<\/p>\n
\u2610
\nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934<\/p>\n
\u00a0<\/p>\n
For the transition period from \u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0
\nto \u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0<\/p>\n
\u00a0<\/p>\n
Commission file number: 001-41340<\/p>\n
\u00a0<\/p>\n
GREENLAND MINES LTD (Exact name of registrant as specified in its charter) <\/p>\n
\u00a0<\/p>\n
Delaware \u00a0 86-2727441 (State or other jurisdiction of
incorporation or organization) \u00a0 (I.R.S. Employer
Identification No.) <\/p>\n
\u00a0<\/p>\n
1300 South Boulevard, Unit D<\/p>\n
Charlotte, NC 28203<\/p>\n
(Address of principal executive offices) (Zip Code) <\/p>\n
\u00a0\u00a0<\/p>\n
(833) 931-6330 (Registrant\u2019s telephone number, including area code) <\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
(Former name, former address and former fiscal year, if changed since last report)<\/p>\n
\u00a0<\/p>\n
Securities registered pursuant to Section
\n12(b) of the Act:<\/p>\n
\u00a0<\/p>\n
Title of each class \u00a0 Trading Symbol(s) \u00a0 Name of each exchange on which registered Common Stock \u00a0 GRML \u00a0 The Nasdaq Stock Market LLC Warrants \u00a0 GRMLW \u00a0 The Nasdaq Stock Market LLC <\/p>\n
\u00a0<\/p>\n
Indicate by check mark whether the registrant
\n(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
\nmonths (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
\nfor the past 90 days. Yes \u2612 No \u2610<\/p>\n
\u00a0<\/p>\n
Indicate by check mark whether the registrant
\nhas submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (\u00a7232.405
\nof this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes
\n\u2612 No \u2610<\/p>\n
\u00a0<\/p>\n
Indicate by check mark whether the registrant
\nis a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.
\nSee the definitions of \u201clarge accelerated filer,\u201d \u201caccelerated filer,\u201d \u201csmaller reporting company,\u201d
\nand \u201cemerging growth company\u201d in Rule 12b-2 of the Exchange Act.<\/p>\n
\u00a0<\/p>\n
Large accelerated filer \u2610 Accelerated filer \u2610 Non-accelerated filer \u2612 Smaller reporting company \u2612 \u00a0 \u00a0 Emerging growth company \u2612 <\/p>\n
\u00a0<\/p>\n
If an emerging growth company, indicate by
\ncheck mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
\nstandards provided pursuant to Section 13(a) of the Exchange Act. \u2610<\/p>\n
\u00a0<\/p>\n
Indicate by check mark whether the registrant
\nis a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes \u2610
\nNo \u2612<\/p>\n
\u00a0<\/p>\n
As of May 20, 2026, there were 121,238,660
\nshares of the registrant\u2019s common stock, $0.0001 par value, issued and outstanding.<\/p>\n
\u00a0<\/p>\n
This Amendment No. 1 on Form 10-Q\/A does
\nnot reflect events occurring after the filing date of the Original Filing (as defined below), except as specifically noted herein, and
\ndoes not modify or update the disclosures in the Original Filing in any way other than as described in the Explanatory Note below.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
EXPLANATORY NOTE<\/p>\n
\u00a0<\/p>\n
This Amendment No. 1 on Form 10-Q\/A (this
\n\u201cAmendment\u201d) amends and supplements the Quarterly Report on Form 10-Q of Greenland Mines Ltd (the \u201cCompany\u201d)
\nfor the quarterly period ended March 31, 2026, originally filed with the Securities and Exchange Commission (the \u201cSEC\u201d) on
\nMay 20, 2026 (the \u201cOriginal Filing\u201d).<\/p>\n
\u00a0<\/p>\n
This Amendment is being filed to revise certain
\ndisclosures in the Original Filing in connection with the Company’s responses to comment letters received from the Staff of the SEC’s
\nDivision of Corporation Finance dated April 21, 2026, June 17, 2026, and July 17, 2026. This Amendment amends the following portions
\nof the Original Filing:<\/p>\n
\u00a0<\/p>\n
Item 1. Financial Statements: Note 1 (Organization
\nand Business Description), updated to remove reference to estimates of mineralization prepared in a jurisdiction outside the United States; and<\/p>\n
\u00a0<\/p>\n
Item 2. Management’s Discussion and Analysis
\nof Financial Condition and Results of Operations: the Results of Operations discussion of Professional Fees, General and Administrative
\nExpenses, and Research and Development Expenses, and the Liquidity and Capital Resources discussion of Operating Activities, each for
\nthe three months ended March 31, 2026 and 2025.<\/p>\n
\u00a0<\/p>\n
Except as described above, this Amendment
\ndoes not amend, and should not be interpreted to amend, any other item or portion of the Original Filing, and does not reflect events
\noccurring after the filing date of the Original Filing. Accordingly, this Amendment should be read together with the Original Filing
\nand the Company’s other filings with the SEC.<\/p>\n
\u00a0<\/p>\n
As required by Rule 12b-15 under the Securities
\nExchange Act of 1934, new certifications of the Company’s principal executive officer and principal financial officer are filed as exhibits
\nto this Amendment.<\/p>\n
\u00a0<\/p>\n
This Amendment sets forth only the specific
\nItems identified above and, as filed, does not restate or reproduce the Original Filing in its entirety.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
GREENLAND MINES LTD<\/p>\n
(formerly known as
\nKLOTHO NEUROSCIENCES, INC.)<\/p>\n
FORM 10-Q FOR THE
\nQUARTERLY PERIOD ENDED MARCH 31, 2026<\/p>\n
\u00a0<\/p>\n
TABLE OF CONTENTS<\/p>\n
\u00a0<\/p>\n
\u00a0
\n \u00a0
\n Page<\/p>\n
\u00a0
\n \u00a0
\n \u00a0<\/p>\n
PART I.\u00a0FINANCIAL INFORMATION
\n \u00a0
\n 1<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 1.
\n Financial Statements
\n \u00a0
\n 1<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Condensed Consolidated Balance Sheets at March 31, 2026 (Unaudited) and December
\n 31, 2025
\n \u00a0
\n 1<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Unaudited Condensed Consolidated
\n Statements of Operations for the Three Months Ended March 31, 2026 and 2025
\n \u00a0
\n 2<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Unaudited Condensed Consolidated
\n Statements of Changes in Stockholders\u2019 Equity (Deficit) for the Three Months Ended March 31, 2026 and 2025
\n \u00a0
\n 3<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Unaudited Condensed Consolidated
\n Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025
\n \u00a0
\n 4<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Notes to Unaudited Condensed Consolidated Financial Statements
\n \u00a0
\n 5<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 2.
\n Management\u2019s Discussion and Analysis of Financial Condition and Results
\n of Operations
\n \u00a0
\n 24<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 3.
\n Quantitative and Qualitative Disclosures about Market Risk
\n \u00a0
\n 27<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 4.
\n Controls and Procedures
\n \u00a0
\n 28<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
PART II.\u00a0OTHER INFORMATION
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 1.
\n Legal Proceedings
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 1A.
\n Risk Factors
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 2.
\n Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases
\n of Equity Securities
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 3.
\n Defaults Upon Senior Securities
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 4.
\n Mine Safety Disclosures
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 5.
\n Other Information
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
ITEM 6.
\n Exhibits
\n \u00a0
\n 29<\/p>\n
\u00a0
\n \u00a0
\n \u00a0
\n \u00a0<\/p>\n
SIGNATURES
\n \u00a0
\n 30<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
PART
\nI. FINANCIAL INFORMATION<\/p>\n
\u00a0<\/p>\n
Item
\n1. Financial Statements<\/p>\n
\u00a0<\/p>\n
GREENLAND
\nMINES LTD<\/p>\n
(formerly known as
\nKLOTHO NEUROSCIENCES, INC.)<\/p>\n
CONDENSED CONSOLIDATED
\nBALANCE SHEETS<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n March 31,
2026\u00a0\u00a0
\n December 31,
2025\u00a0<\/p>\n
\u00a0\u00a0
\n (Unaudited)\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
ASSETS\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Current assets:\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Cash and cash equivalents\u00a0
\n $10,002,477\u00a0\u00a0
\n $7,176,615\u00a0<\/p>\n
Prepaid expenses\u00a0
\n \u00a0867,018\u00a0\u00a0
\n \u00a0117,071\u00a0<\/p>\n
Other current assets\u00a0
\n \u00a062,147\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Total current assets\u00a0
\n \u00a010,931,642\u00a0\u00a0
\n \u00a07,293,686\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Other assets:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Intangibles, net\u00a0
\n \u00a048,670,775\u00a0\u00a0
\n \u00a02,299,554\u00a0<\/p>\n
Other non-current assets\u00a0
\n \u00a0134,677\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Total other assets\u00a0
\n \u00a048,805,451\u00a0\u00a0
\n \u00a02,299,554\u00a0<\/p>\n
Total assets\u00a0
\n $59,737,093\u00a0\u00a0
\n $9,593,240\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
LIABILITIES AND STOCKHOLDERS\u2019 EQUITY\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Current liabilities:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Accounts payable\u00a0
\n $151,112\u00a0\u00a0
\n $44,607\u00a0<\/p>\n
Accrued expenses\u00a0
\n \u00a0108,086\u00a0\u00a0
\n \u00a032,157\u00a0<\/p>\n
Notes payable to related parties\u00a0
\n \u00a0294,541\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Total current liabilities\u00a0
\n \u00a0553,739\u00a0\u00a0
\n \u00a076,764\u00a0<\/p>\n
Derivative liability\u00a0
\n \u00a07,714,794\u00a0\u00a0
\n \u00a053,000\u00a0<\/p>\n
Total liabilities\u00a0
\n \u00a08,268,533\u00a0\u00a0
\n \u00a0129,764\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Commitments and contingencies (Note 10)\u00a0
\n \u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
STOCKHOLDERS\u2019 EQUITY\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Preferred stock, par value $0.0001, 100,000,000 shares authorized; 47,940 and 0 issued and outstanding as of March 31, 2026 and December 31, 2025, respectively\u00a0
\n \u00a05\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Common stock, par value $0.0001, 1,000,000,000 shares authorized; 121,238,660 and 72,536,722 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively\u00a0
\n \u00a012,124\u00a0\u00a0
\n \u00a07,254\u00a0<\/p>\n
Common stock to be issued\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0516,000\u00a0<\/p>\n
Additional paid-in capital\u00a0
\n \u00a086,428,107\u00a0\u00a0
\n \u00a030,054,695\u00a0<\/p>\n
Accumulated deficit\u00a0
\n \u00a0(34,971,676)\u00a0
\n \u00a0(21,114,473)<\/p>\n
Total stockholders\u2019 equity\u00a0
\n \u00a051,468,560\u00a0\u00a0
\n \u00a09,463,476\u00a0<\/p>\n
Total liabilities and stockholders\u2019 equity\u00a0
\n $59,737,093\u00a0\u00a0
\n $9,593,240\u00a0<\/p>\n
\u00a0<\/p>\n
See accompanying notes
\nto the unaudited condensed consolidated financial statements.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
GREENLAND
\nMINES LTD<\/p>\n
(formerly known as KLOTHO NEUROSCIENCES,
\nINC.)<\/p>\n
UNAUDITED CONSOLIDATED CONDENSED
\nSTATEMENTS OF OPERATIONS<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n For the Three Months Ended
March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Operating expenses:\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Professional fees\u00a0
\n $2,978,689\u00a0\u00a0
\n $736,686\u00a0<\/p>\n
General and administrative\u00a0
\n \u00a06,212,329\u00a0\u00a0
\n \u00a0850,282\u00a0<\/p>\n
Research and development\u00a0
\n \u00a0321,271\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Total operating expenses\u00a0
\n \u00a09,512,289\u00a0\u00a0
\n \u00a01,586,968\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Net operating loss\u00a0
\n \u00a0(9,512,289)\u00a0
\n \u00a0(1,586,968)<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Other income (expense):\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Interest expense\u00a0
\n \u00a0(1,615)\u00a0
\n \u00a0(553,937)<\/p>\n
Change in fair value of warrant liability\u00a0
\n \u00a0(2,314,353)\u00a0
\n \u00a013,515\u00a0<\/p>\n
Impairment expense\u00a0
\n \u00a0(2,045,253)\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Other income\u00a0
\n \u00a016,307\u00a0\u00a0
\n \u00a010,664\u00a0<\/p>\n
Total other income (expense)\u00a0
\n \u00a0(4,344,914)\u00a0
\n \u00a0(529,758)<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Net loss before income taxes\u00a0
\n \u00a0(13,857,203)\u00a0
\n \u00a0(2,116,726)<\/p>\n
Income taxes\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Net loss\u00a0
\n $(13,857,203)\u00a0
\n $(2,116,726)<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Net loss per share: Basic and Diluted\u00a0
\n $(0.15)\u00a0
\n $(0.08)<\/p>\n
Weighted average common shares outstanding\u00a0
\n \u00a093,729,272\u00a0\u00a0
\n \u00a027,523,678\u00a0<\/p>\n
\u00a0<\/p>\n
See accompanying notes to the unaudited condensed
\nconsolidated financial statements.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
GREENLAND
\nMINES LTD<\/p>\n
(formerly known as
\nKLOTHO NEUROSCIENCES, INC.)<\/p>\n
UNAUDITED CONDENSED
\nCONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS\u2019 EQUITY
(DEFICIT)<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n Common Stock\u00a0\u00a0
\n Preferred Stock
(Series
\n C)\u00a0\u00a0
\n Additional
Paid-in\u00a0\u00a0
\n Common
Stock
to be\u00a0\u00a0
\n Accumulated\u00a0\u00a0
\n Total
Stockholder\u2019s
Equity\u00a0<\/p>\n
\u00a0\u00a0
\n Shares\u00a0\u00a0
\n Amount\u00a0\u00a0
\n Shares\u00a0\u00a0
\n Amount\u00a0\u00a0
\n Capital\u00a0\u00a0
\n Issued\u00a0\u00a0
\n Deficit\u00a0\u00a0
\n (Deficit)\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Balance, January
\n 1, 2025\u00a0
\n \u00a027,080,915\u00a0\u00a0
\n $2,708\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0–\u00a0\u00a0
\n $<\/p>\n
\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0–<\/p>\n
\u00a0\u00a0
\n $11,745,436\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $(10,562,799)\u00a0
\n $1,185,345\u00a0<\/p>\n
Share-based compensation\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0495,500\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0495,500\u00a0<\/p>\n
Issuance of shares for note payable conversions\u00a0
\n \u00a01,429,717\u00a0\u00a0
\n \u00a0143\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0466,026\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0466,169\u00a0<\/p>\n
Issuance of equity warrants in connection with convertible
\n debt\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0679,577\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0679,577\u00a0<\/p>\n
Termination of shares issued during merger under
\n FPA agreement\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a046,100\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a046,100\u00a0<\/p>\n
Net loss\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0(2,116,726)\u00a0
\n \u00a0(2,116,726)<\/p>\n
Balance
\n at March 31, 2025\u00a0
\n \u00a028,510,632\u00a0\u00a0
\n $2,851\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $13,432,639\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $(12,679,525)\u00a0
\n $755,965\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Balance at January 1, 2026\u00a0
\n \u00a072,536,722\u00a0\u00a0
\n $7,254\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $30,054,695\u00a0\u00a0
\n $516,000\u00a0\u00a0
\n $(21,114,473)\u00a0
\n $9,463,476\u00a0<\/p>\n
Share-based compensation:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
– employee\u00a0
\n \u00a05,000,000\u00a0\u00a0
\n \u00a0500\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a02,085,430\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a02,085,930\u00a0<\/p>\n
-non-employee\u00a0
\n \u00a09,150,000\u00a0\u00a0
\n \u00a0915\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a03,536,554\u00a0\u00a0
\n \u00a0(516,000)\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a03,021,469\u00a0<\/p>\n
Termination of shares issued during merger under
\n FPA agreement\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0412,329\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0412,329\u00a0<\/p>\n
Issuance of preferred shares\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a047,940\u00a0\u00a0
\n \u00a05\u00a0\u00a0
\n \u00a047,939,995\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a047,940,000\u00a0<\/p>\n
Issuance of common shares\u00a0
\n \u00a034,551,938\u00a0\u00a0
\n \u00a03,455\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a02,399,104\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a02,402,559\u00a0<\/p>\n
Net loss\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0–\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0(13,857,203)\u00a0
\n \u00a0(13,857,203)<\/p>\n
Balance
\n at March 31, 2026\u00a0
\n \u00a0121,238,660\u00a0\u00a0
\n $12,124\u00a0\u00a0
\n \u00a047,940\u00a0\u00a0
\n $5\u00a0\u00a0
\n $86,428,107\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $(34,971,676)\u00a0
\n $51,468,560\u00a0<\/p>\n
\u00a0<\/p>\n
See accompanying notes
\nto the unaudited condensed consolidated financial statements.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
GREENLAND
\nMINES LTD<\/p>\n
(formerly known as
\nKLOTHO NEUROSCIENCES, INC.)<\/p>\n
UNAUDITED CONDENSED
\nCONSOLIDATED STATEMENTS OF CASH FLOWS<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n For the Three Months Ended
March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
CASH FLOWS FROM OPERATING ACTIVITIES:\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Net loss\u00a0
\n $(13,857,203)\u00a0
\n $(2,116,726)<\/p>\n
Adjustments to reconcile net loss to net cash used in operating activities:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Changes in fair value of derivative liability\u00a0
\n \u00a02,314,353\u00a0\u00a0
\n \u00a0(13,515)<\/p>\n
Impairment on intangible assets\u00a0
\n \u00a02,045,253\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Interest expense\u00a0
\n \u00a01,615\u00a0\u00a0
\n \u00a0545,882\u00a0<\/p>\n
Payments to non-employees related to acquisition\u00a0
\n \u00a0(535,000)\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Stock-based compensation\u00a0
\n \u00a05,107,399\u00a0\u00a0
\n \u00a0495,500\u00a0<\/p>\n
Changes in operating assets and liabilities:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Prepaid expenses\u00a0
\n \u00a0(749,947)\u00a0
\n \u00a0(27,773)<\/p>\n
Accounts payable\u00a0
\n \u00a0106,505\u00a0\u00a0
\n \u00a02,863\u00a0<\/p>\n
Accrued expenses\u00a0
\n \u00a075,929\u00a0\u00a0
\n \u00a0(431,079)<\/p>\n
Notes payable to related parties\u00a0
\n \u00a0294,541\u00a0\u00a0
\n \u00a0(31,000)<\/p>\n
Other assets\u00a0
\n \u00a0225,413\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Other liabilities\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a022,101\u00a0<\/p>\n
Net cash used in operating activities\u00a0
\n $(4,971,143)\u00a0
\n $(1,553,747)<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
CASH FLOWS FROM INVESTING ACTIVITIES:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Acquisition of mineral rights and exploratory licenses\u00a0
\n \u00a0(365,324)\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Net cash used in investing activities\u00a0
\n $(365,324)\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
CASH FLOWS FROM FINANCING ACTIVITIES:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Proceeds from sale of securities, net of offering costs\u00a0
\n \u00a07,750,000\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Proceeds from convertible promissory note, net of issuance cost\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a02,075,000\u00a0<\/p>\n
Payments for deferred financing costs\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0(25,000)<\/p>\n
Proceeds from FPA settlement\u00a0
\n \u00a0412,329\u00a0\u00a0
\n \u00a046,100\u00a0<\/p>\n
Payments on financed director and officer insurance\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0(40,225)<\/p>\n
Net cash provided by financing activities\u00a0
\n $8,162,329\u00a0\u00a0
\n $2,055,875\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
NET CHANGE IN CASH\u00a0
\n \u00a02,825,862\u00a0\u00a0
\n \u00a0502,128\u00a0<\/p>\n
Cash – Beginning of period\u00a0
\n \u00a07,176,615\u00a0\u00a0
\n \u00a063,741\u00a0<\/p>\n
Cash – End of period\u00a0
\n $10,002,477\u00a0\u00a0
\n $565,869\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
SUPPLEMENTAL NON-CASH FINANCING AND INVESTING ACTIVITIES:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Note payable settled with issuance of common stock\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $326,087\u00a0<\/p>\n
Interest payable settled with issuance of common stock\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $22,826\u00a0<\/p>\n
Issuance of warrants\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $679,577\u00a0<\/p>\n
Non-cash acquisition of mineral licenses with preferred
\n shares\u00a0
\n $48,416,474\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
SUPPLEMENTAL CASH FLOW INFORMATION:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Interest Paid\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Taxes Paid\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
See accompanying notes
\nto the unaudited condensed consolidated financial statements.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
GREENLAND
\nMINES LTD<\/p>\n
(formerly known as
\nKLOTHO NEUROSCIENCES, INC.)<\/p>\n
NOTES TO THE UNAUDITED
\nCONDENSED CONSOLIDATED FINANCIAL STATEMENTS<\/p>\n
\u00a0<\/p>\n
NOTE\u00a01\u00a0\u2014\u00a0ORGANIZATION
\nAND BUSINESS DESCRIPTION<\/p>\n
\u00a0<\/p>\n
Greenland Mines Ltd (the \u201cCompany\u201d
\nor \u201cGreenland Mines\u201d), formerly known as Klotho Neurosciences, Inc., consists of two operating divisions: 1) Mining, focused
\non the exploration and development of the\u00a0Skaergaard Project\u00a0in\u00a0Southeast Greenland, one of the largest undeveloped palladium,
\ngold, and platinum deposits in the world; and 2) Biotech, including the Company\u2019s KLTO-202 primary indication for amyotrophic lateral
\nsclerosis (ALS). Through its recent acquisition of\u00a0Greenland Mines Corp., the Company holds an 80% interest in the\u00a0Skaergaard
\nProject. The Company is led by an experienced team of mining, geological, biotech, and capital markets professionals.<\/p>\n
\u00a0<\/p>\n
As of May 30, 2023, Redwoods Acquisition Corp.
\n(\u201cRedwoods\u201d), a Delaware special purpose acquisition company, entered into a Business Combination Agreement with ANEW Medical,
\nInc. (\u201cANEW\u201d), a Wyoming corporation, and related merger subsidiaries, pursuant to which the parties consummated a business
\ncombination on June 21, 2024. Following the closing, ANEW continued as the surviving corporation and became a wholly owned subsidiary
\nof Redwoods, and Redwoods changed its name to \u201cANEW Medical, Inc.\u201d For accounting purposes, the transaction was treated as
\na reverse acquisition, with ANEW deemed the accounting acquirer and Redwoods treated as the acquired company for financial reporting
\npurposes. Accordingly, the transaction was accounted for as a recapitalization, with the net assets of Redwoods recorded at historical
\ncost and no goodwill or intangible assets recognized. Effective July 24, 2024, the Company changed its legal name from ANEW Medical,
\nInc. to Klotho Neurosciences, Inc.\u00a0<\/p>\n
\u00a0<\/p>\n
On March 4, 2026, the Company entered into
\nan Agreement and Plan of Merger with Greenland Mines Corp., pursuant to which a wholly owned merger subsidiary of the Company was merged
\nwith and into Greenland Mines, with Greenland Mines surviving the merger as a wholly owned subsidiary of the Company. Following the closing
\nof the transaction, the Company acquired control of Greenland Mines through this forward merger structure. For accounting purposes, the
\ntransaction was evaluated under ASC 805 and determined to represent an asset acquisition, as substantially all of the fair value of the
\ngross assets acquired was concentrated in mineral rights and exploratory licenses. Accordingly, the transaction was accounted for as
\nan asset acquisition, with the purchase price allocated to the acquired assets based on relative fair values and no goodwill recognized.<\/p>\n
\u00a0<\/p>\n
Effective March 11, 2026, the Company changed
\nits name from Klotho Neurosciences, Inc. to Greenland Mines Ltd.<\/p>\n
\u00a0<\/p>\n
In connection with the Company\u2019s name
\nchange, the stock symbol for the Company\u2019s common stock was changed and the Company\u2019s common stock and warrants began trading
\nunder the symbol \u201cGRML\u201d and \u201cGRMLW\u201d on the Nasdaq Capital Market at the start of trading on March 12, 2026. The
\nCUSIP number for the Company\u2019s common stock remains unchanged.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
NOTE\u00a02\u00a0\u2014\u00a0SUMMARY OF
\nSIGNIFICANT ACCOUNTING POLICIES<\/p>\n
\u00a0<\/p>\n
Going Concern<\/p>\n
\u00a0<\/p>\n
The accompanying unaudited condensed consolidated
\nfinancial statements have been prepared as if the Company will continue as a going concern. The Company has incurred significant operating
\nlosses and negative cash flows from operations since inception. As of March 31, 2026, the Company had cash and cash equivalents of approximately
\n$10.0 million and an accumulated deficit of approximately\u00a0$35.0\u00a0million. The Company has incurred recurring losses, has experienced
\nrecurring negative operating cash flows, and requires significant cash resources to execute its business plans. The Company is dependent
\non obtaining additional working capital funding from the sale of equity and\/or debt securities in order to continue to execute its development
\nplans and continue operations. Without additional funding, there is substantial doubt about the Company\u2019s ability to continue as
\na going concern for twelve months from the date of these financial statements.\u00a0\u00a0<\/p>\n
\u00a0<\/p>\n
Basis of Presentation and Principles of
\nConsolidation<\/p>\n
\u00a0<\/p>\n
The Company prepares its consolidated financial
\nstatements in accordance with accounting principles generally accepted in the United States of America (\u201cU.S. GAAP\u201d) and
\npursuant to the rules and regulations of the SEC. The Company prepared the Financial Statements, without audit, pursuant to the rules
\nand regulations of the SEC applicable to quarterly reporting on Form\u00a010-Q and reflect, in management\u2019s opinion, all adjustments
\nnecessary to present fairly the financial information. All such adjustments are of a normal recurring nature. Certain information and
\nfootnote disclosures normally included in financial statements, prepared in accordance with generally accepted accounting principles,
\nhave been consolidated or omitted as permitted by such rules and regulations. These Financial Statements should be read in conjunction
\nwith the consolidated financial statements and related notes included in the 2025 Annual Report. Results of operations for interim periods
\nare not necessarily indicative of annual results.<\/p>\n
\u00a0<\/p>\n
Reclassification<\/p>\n
\u00a0<\/p>\n
Certain prior year amounts have been reclassified
\nfor comparative purposes to conform to the current-year financial statement presentation. These reclassifications had no effect on previously
\nreported results of operations and were not material.<\/p>\n
\u00a0<\/p>\n
Emerging Growth Company<\/p>\n
\u00a0<\/p>\n
The Company is an \u201cemerging growth company,\u201d
\nas defined in Section 2(a) of the Securities Act of 1933, as amended (the \u201cSecurities Act\u201d), as modified by the Jumpstart
\nOur Business Startups Act of 2012 (the \u201cJOBS Act\u201d), and it may take advantage of certain exemptions from various reporting
\nrequirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not
\nbeing required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure
\nobligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding
\na nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.
\nFurther, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial
\naccounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective
\nor do not have a class of securities registered under the Securities Exchange Act of 1934, as amended (the \u201cExchange Act\u201d))
\nare required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt
\nout of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election
\nto opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard
\nis issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company,
\ncan adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the
\nCompany\u2019s financial statements with another public company which is neither an emerging growth company nor an emerging growth company
\nwhich has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting
\nstandards used.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
Use of Estimates<\/p>\n
\u00a0<\/p>\n
The preparation of unaudited condensed consolidated
\nfinancial statements in conformity with U.S. GAAP requires the Company\u2019s management to make estimates and assumptions that affect
\nthe reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
\nand the reported amounts of revenues and expenses during the reporting period.<\/p>\n
\u00a0<\/p>\n
Making estimates requires management to exercise
\nsignificant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances
\nthat existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near
\nterm due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.<\/p>\n
\u00a0<\/p>\n
Cash and Cash Equivalents<\/p>\n
\u00a0<\/p>\n
Cash and cash equivalents represent cash on
\nhand, demand deposits, and other short-term\u00a0highly liquid investments placed with banks, which have original maturities of three\u00a0months
\nor less and are readily convertible to known amounts of cash.<\/p>\n
\u00a0<\/p>\n
Concentration of Credit Risk<\/p>\n
\u00a0<\/p>\n
Financial instruments that potentially subject
\nthe Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal
\nDepository Insurance Coverage of $250,000. As of March 31, 2026, the Company has not experienced losses on this account and management
\nbelieves the Company is not exposed to significant risks on such account.<\/p>\n
\u00a0<\/p>\n
Convertible Preferred Shares<\/p>\n
\u00a0<\/p>\n
The Company determines the accounting for
\nconvertible preferred shares in accordance with ASC 480 and ASC 815. Specifically, the preferred shares will initially be assessed to
\ndetermine whether they should be classified as a liability. Once it has been determined that they should not be classified as a liability,
\nthe Company will assess whether i) they should be classified in permanent or temporary equity and ii) if the conversion option should
\nbe bifurcated and recognized as a separate liability. If the conversion option is bifurcated and recognized as a separate liability it
\nwill be initially and subsequently measured at fair value.<\/p>\n
\u00a0<\/p>\n
Fair Value of Financial Instruments<\/p>\n
\u00a0<\/p>\n
The assets and liabilities are valued using
\na fair market basis as defined in the Financial Accounting Standards Board (\u201cFASB\u201d) Accounting Standards Update (\u201cASU\u201d)
\nASC\u00a0820, Fair Value Measurement. Fair value is the price the Company would receive to sell an asset or pay to transfer a liability
\nin an orderly transaction with a market participant at the measurement date. The Company uses a three-level\u00a0hierarchy established
\nby the FASB that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach,
\nincome approach and cost approach). The levels of the fair value hierarchy are described below:<\/p>\n
\u00a0<\/p>\n
\u00a0
\n Level\u00a01:
\n Quoted prices in active markets for identical assets or liabilities.<\/p>\n
\u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Level\u00a02:
\n Inputs other than quoted prices that are observable for the asset or liability, either directly
\n or indirectly; these include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or
\n similar assets or liabilities in markets that are not active.<\/p>\n
\u00a0
\n \u00a0
\n \u00a0<\/p>\n
\u00a0
\n Level\u00a03:
\n Unobservable inputs with little or no market data available, which require the reporting entity
\n to develop its own assumptions.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
The Company\u2019s assessment of the significance
\nof a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or
\nliability. Financial assets and liabilities are classified in their entirety based on the most conservative level of input that is significant
\nto the fair value measurement.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n Fair value measurements at reporting date using:\u00a0<\/p>\n
\u00a0\u00a0
\n Fair value\u00a0\u00a0
\n Quoted prices
in active markets
for identical
assets or
liabilities (Level 1)\u00a0\u00a0
\n Significant
other
observable
inputs
(Level 2)\u00a0\u00a0
\n Significant
unobservable inputs
(Level 3)\u00a0<\/p>\n
Assets:\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Cash equivalents, March 31, 2026\u00a0
\n $9,425,680\u00a0\u00a0
\n $9,425,680\u00a0\u00a0
\n $<\/p>\n
\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0–<\/p>\n
\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Cash equivalents, December 31, 2025\u00a0
\n $7,031,708\u00a0\u00a0
\n $7,031,708\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Liabilities:\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Warrant liabilities, March 31, 2026\u00a0
\n $7,714,794\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $7,714,794\u00a0<\/p>\n
Warrant liabilities, December 31, 2025\u00a0
\n $53,000\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $53,000\u00a0<\/p>\n
\u00a0<\/p>\n
The following tables present a reconciliation
\nof the Level 3 Warrants liabilities:<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n Three Months Ended
March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
Warrant liabilities, January 1\u00a0
\n $53,000\u00a0\u00a0
\n $24,486\u00a0<\/p>\n
Additions\u00a0
\n \u00a05,347,441\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Change in fair value\u00a0
\n \u00a02,314,353\u00a0\u00a0
\n \u00a0(13,515)<\/p>\n
Warrant liabilities, March 31\u00a0
\n $7,714,794\u00a0\u00a0
\n $10,971\u00a0<\/p>\n
\u00a0<\/p>\n
The warrants are classified in Level 3 due
\nto the use of significant unobservable inputs to determine their fair value. To that extent, the Company utilizes the Black-Scholes option
\npricing model to determine the fair value of the warrants. In determining the fair value of the warrants, we used the following inputs
\nas of March 31, 2026:<\/p>\n
\u00a0<\/p>\n
Risk-free interest rate\u00a0
\n \u00a03.92%<\/p>\n
Expected dividend yield\u00a0
\n \u00a00%<\/p>\n
Expected volatility\u00a0
\n \u00a0131.85%<\/p>\n
Expected life\u00a0
\n \u00a04.9 years\u00a0<\/p>\n
\u00a0<\/p>\n
The fair value of the Series C Preferred Stock
\nand acquired mineral rights were determined using a combination of valuation approaches, including a discounted cash flow analysis and
\nmarket-based methods. Significant assumptions used in the valuation included projected future cash flows based on expected mineral production,
\ncommodity price assumptions, and discount rates reflective of the risks associated with the underlying assets. Due to the use of unobservable
\ninputs, the valuation is classified within Level 3 of the fair value hierarchy.<\/p>\n
\u00a0<\/p>\n
Intangible Assets<\/p>\n
\u00a0<\/p>\n
The Company\u2019s intangible assets consist
\nof acquired medical licenses and patents.<\/p>\n
\u00a0<\/p>\n
The Company acquires medical licenses for
\nthe treatment of medical conditions to market and sell in the future. The initial asset cost is the cost to acquire the license. Once
\nin use, the Company amortizes the license cost over the useful life using the straight-line method. As part of the licensing agreements,
\nthe Company acquires patents and records the cost to acquire patents as the initial asset cost. Once the patents are approved and in
\nuse, assuming no litigation expenses, the Company amortizes the patent cost over the useful life using the straight-line method. The
\namortization period will not exceed the lifespan of the protection afforded by the patent. If the expected useful life of the patent
\nis even shorter, the Company will use the useful life for amortization purposes. Thus, the shorter of a patent\u2019s useful life or
\nlegal life will be used for the amortization period.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Impairment of Long-Lived and Intangible
\nAssets<\/p>\n
\u00a0<\/p>\n
The Company assesses the impairment of long-lived
\nand intangible assets periodically, or at least annually, and whenever events or changes in circumstances indicate that the carrying
\nvalue may not be recoverable. Factors considered important, which could trigger an impairment review, include the following: significant
\nunderperformance relative to historical or projected future cash flows; significant changes in the manner of use of the assets or the
\nstrategy of the overall business; and significant negative industry trends. When management determines that the carrying value of long-lived
\nand intangible assets may not be recoverable, impairment is measured as the excess of the assets\u2019 carrying value over the estimated
\nfair value. The Company cannot predict the occurrence of events that might adversely affect the reported values in the future. On an
\nannual basis, the Company tests the long-lived and intangible assets for impairment based on the projected net present value of cash
\nflows for each asset. Prior to the annual impairment test, if circumstances change and a long-lived or intangible asset is deemed impaired,
\nan impairment loss will be immediately recognized in the statements of operations. For the period ended March 31, 2026, the Company determined
\nthat the licenses related to various generic drugs and four generic drugs (Encore) were fully impaired and recognized an impairment expense
\nof $2,045,253. The impaired intangible assets were reported under the Biotech segment. The Company determined that the estimated fair
\nvalue of all other intangible assets exceeded their carrying value, indicating no impairment.<\/p>\n
\u00a0<\/p>\n
Revenue Recognition<\/p>\n
\u00a0<\/p>\n
The Company is in a pre-revenue state and
\ndoes not generate revenue. When the Company commences to derive revenue, those contracts will be accounted in accordance with ASU\u00a02014-09,
\nRevenue from Contracts with Customers (Topic ASC\u00a0606).<\/p>\n
\u00a0<\/p>\n
Income Taxes<\/p>\n
\u00a0<\/p>\n
The Company uses the asset and liability method
\nof accounting for income taxes in accordance with ASU 740, \u201cIncome Taxes\u201d. Under this method, income tax expense is recognized
\nas the amount of: (i)\u00a0taxes payable or refundable for the current year and (ii)\u00a0future tax consequences attributable to differences
\nbetween the\u00a0consolidated financial statements carrying amounts of existing assets and liabilities and their respective tax bases.
\nDeferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the\u00a0years which
\nthose temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in
\ntax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided
\nto reduce the deferred tax assets reported if based on the weight of available evidence it is more likely than not that some portion
\nor all of the deferred tax assets will not be realized.<\/p>\n
\u00a0<\/p>\n
The Company is subject to Income tax filings
\nrequirements in U.S.\u00a0federal and various state jurisdictions. The Company\u2019s tax returns for\u00a0years from 2023, 2024 and
\n2025 are subject to U.S.\u00a0federal, state, and local income tax examinations by tax authorities.<\/p>\n
\u00a0<\/p>\n
The Company reports income tax related interest
\nand penalties within the income tax line item on the consolidated statements of operations. The Company likewise reports the reversal
\nof income tax-related\u00a0interest and penalties within such line item to the extent the Company resolves the liabilities for uncertain
\ntax positions in a manner favorable to the accruals.<\/p>\n
\u00a0<\/p>\n
Net Loss Per Share (Basic and Diluted)<\/p>\n
\u00a0<\/p>\n
Basic net loss per share is computed by dividing
\nnet loss by the weighted average number of shares outstanding during the period. Diluted net loss per share is computed by dividing net
\nloss by the weighted average number of shares outstanding, plus the number of additional shares that would have been outstanding if the
\ncommon share equivalents had been issued, if dilutive.<\/p>\n
\u00a0<\/p>\n
The following table details the net loss per
\nshare calculation, reconciles between basic and diluted weighted average shares outstanding, and presents the potentially dilutive shares
\nthat are excluded from the calculation of the weighted average diluted common shares outstanding, because their inclusion would have
\nbeen anti-dilutive:<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n For the Three Months Ended\u00a0<\/p>\n
\u00a0\u00a0
\n March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
Numerator:\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Net loss\u00a0
\n $(13,857,203)\u00a0
\n $(2,116,726)<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Weighted-average common shares outstanding, basic and diluted\u00a0
\n \u00a093,729,272\u00a0\u00a0
\n \u00a027,523,678\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Basic and diluted loss per share\u00a0
\n $(0.15)\u00a0
\n $(0.08)<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
The following common share equivalents are
\nexcluded from the calculation of weighted average common shares outstanding, because their inclusion would have been anti-dilutive:<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n As of March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
Warrants\u00a0
\n \u00a044,623,257\u00a0\u00a0
\n \u00a012,030,000\u00a0<\/p>\n
Total potentially dilutive shares**\u00a0
\n \u00a044,623,257\u00a0\u00a0
\n \u00a012,030,000\u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Research and Development Cost<\/p>\n
\u00a0<\/p>\n
Research and development (R&D) costs are
\nexpensed as incurred. R&D costs are related to the Company\u2019s internally funded development of the Company medical licenses
\nand patents.\u00a0The Company\u2019s R&D costs\u00a0were $321,271\u00a0and $0 for the three months ended March 31, 2026 and 2025,
\nrespectively.<\/p>\n
\u00a0<\/p>\n
Share-based Compensation<\/p>\n
\u00a0<\/p>\n
The Company accounts for share-based compensation
\nin accordance with the fair value recognition provisions of the Financial Accounting Standards Board (\u201cFASB\u201d) Accounting
\nStandards Codification (\u201cASC\u201d) No. 718 and No. 505. The Company issues restricted stock and stock options to employees and
\nconsultants for their services. Costs for these transactions are measured at the fair value of the equity instruments issued at the date
\nof grant. These shares are considered fully vested and the fair market value is recognized as an expense in the period granted. The Company
\nrecognized consulting expenses and a corresponding increase to additional paid-in-capital related to stock issued for services. For agreements
\nrequiring future services, the consulting expense is to be recognized ratably over the requisite service period.<\/p>\n
\u00a0<\/p>\n
The Company recorded share-based compensation
\nof $5,107,399 and $1,952,852 for the three months ended March 31, 2026, and 2025, respectively.<\/p>\n
\u00a0<\/p>\n
Warrants<\/p>\n
\u00a0<\/p>\n
Warrants are accounted for in accordance with
\nASC 480 and ASC 815. Warrants that are within the scope of ASC 480 will be recognized as a liability and initially measured at fair value
\nand subsequently re-measured to fair value at the end of each reporting period. If the warrants are not within the scope of ASC 480 the
\nCompany will then assess whether the warrants are considered indexed to the Company\u2019s stock in accordance with ASC 815-40. If the
\nwarrants are considered indexed to the Company\u2019s stock they will be classified in equity. Otherwise, the warrants will be classified
\nas a liability and initially measured at fair value and subsequently re-measured to fair value at the end of each reporting period.<\/p>\n
\u00a0<\/p>\n
As of March 31, 2026, the fair value of the
\nPrivate Warrant liabilities was $7,714,794 which was based on Black-Scholes option pricing model used to determine the fair value of
\nthe warrants. During the three months ended March 31, 2026, the fair value of the warrants liability increased by $2,314,353.<\/p>\n
\u00a0<\/p>\n
Related Parties<\/p>\n
\u00a0<\/p>\n
The Company follows subtopic 850-10 of the
\nFASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.<\/p>\n
\u00a0<\/p>\n
Pursuant to Section 850-10-20 the related
\nparties include (a) affiliates of the Company; (b) entities for which investments in their equity securities would be required, absent
\nthe election of the fair value option under the Fair Value Option Subsection of Section 825\u201310\u201315, to be accounted for by
\nthe equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are
\nmanaged by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties
\nwith which the Company may deal if one party controls or can significantly influence the management or operating policies of the other
\nto an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties
\nthat can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in
\none of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might
\nbe prevented from fully pursuing its own separate interests.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
The financial statements shall include disclosures
\nof material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary
\ncourse of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial
\nstatements is not required in those statements. The disclosures shall include: (a) the nature of the relationship(s) involved; (b) description
\nof the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income
\nstatements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial
\nstatements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects
\nof any change in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related
\nparties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.<\/p>\n
\u00a0<\/p>\n
Segment Information<\/p>\n
\u00a0<\/p>\n
Operating segments are defined as components
\nof an enterprise for which separate discrete information is available for evaluation by the Chief Operating Decision Maker (\u201cCODM\u201d)
\nor decision-making group in deciding how to allocate resources and in assessing performance. The Company views its operations and manages
\nits business as two reportable segments: (i) biotechnology operations focused on research and development activities, and (ii) mineral
\nresource development and exploration. See Note 11 Segment Information for additional information.<\/p>\n
\u00a0<\/p>\n
Recent Accounting Pronouncements<\/p>\n
\u00a0<\/p>\n
In December 2023, the FASB issued ASU 2023-09,
\nIncome Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the transparency of income tax disclosures. The
\namendments require expanded information within the rate reconciliation, including both dollar amounts and percentage effects, and require
\ndisaggregation of income taxes paid by federal, state, and foreign jurisdictions. The ASU also requires additional detail regarding deferred
\ntax assets and liabilities and valuation allowances. The Company adopted ASU 2023-09 for the year ended December 31, 2025. Adoption did
\nnot affect the Company\u2019s financial position or results of operations, but it resulted in expanded income tax disclosures in the
\naccompanying financial statements.<\/p>\n
\u00a0<\/p>\n
NOTE\u00a03\u00a0\u2014\u00a0ACQUISITION
\nOF GREENLAND MINES CORP.<\/p>\n
\u00a0<\/p>\n
Transaction Overview<\/p>\n
\u00a0<\/p>\n
On March\u202f4,\u202f2026, the Company,
\ncompleted a forward merger pursuant to which Greenland Merger Sub, Inc., a wholly owned subsidiary of the Company, merged with and into
\nGreenland Mines Corp. (\u201cGreenland\u201d), with Greenland surviving as a wholly owned subsidiary (the \u201cTransaction\u201d).<\/p>\n
\u00a0<\/p>\n
At the acquisition date, Greenland\u2019s
\nassets consisted primarily of mineral rights and early-stage exploration licenses related to the Skaergaard Project in Greenland. Greenland
\ndid not have mineral production, revenues, or an organized workforce and the Company concluded that substantially all of the fair value
\nof the assets acquired was concentrated in mineral exploration rights. As such, in accordance with the definition of a business outlined
\nin ASC 805-10-55, the Transaction did not meet the definition of a business and was accounted for as an asset acquisition under ASC\u202f805-50.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
The fair value of the consideration transferred,
\nwhich was more reliably measurable than the fair value of the mineral rights, totaled approximately $48.4 million and was determined
\nas summarized in the table below:<\/p>\n
\u00a0<\/p>\n
Fair value of consideration transferred\u00a0
\n \u00a0\u00a0<\/p>\n
Cash (CAD$500,000 converted in USD)\u00a0
\n $365,324\u00a0<\/p>\n
Fair value of preferred stock C (47,940 shares)\u00a0
\n \u00a047,940,000\u00a0<\/p>\n
Total consideration transferred\u00a0
\n \u00a048,305,324\u00a0<\/p>\n
Transaction costs of the asset acquisition (a)\u00a0
\n \u00a0111,150\u00a0<\/p>\n
Total acquisition costs\u00a0
\n $48,416,474\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Greenland\u2019s identifiable assets acquired and liabilities assumed\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Mineral rights and exploration licenses\u00a0
\n $48,416,474\u00a0<\/p>\n
\u00a0<\/p>\n
(a) \u00a0<\/p>\n
\u00a0<\/p>\n
The following table summarizes the Company\u2019s
\nindefinite lived intangible asset acquired in connection with the Acquisition and their carrying value as of March 31, 2026:<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n Acquisition
Date\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n Carrying Value
as of\u00a0<\/p>\n
\u00a0\u00a0
\n Level 3\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n March\u00a031,\u00a0<\/p>\n
\u00a0\u00a0
\n Fair Value\u00a0\u00a0
\n Impairment\u00a0\u00a0
\n 2026\u00a0<\/p>\n
Mineral rights and exploration licenses\u00a0
\n $48,416,474\u00a0\u00a0
\n $<\/p>\n
\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0–<\/p>\n
\u00a0\u00a0
\n $48,416,474\u00a0<\/p>\n
Total long-lived assets\u00a0
\n $48,416,474\u00a0\u00a0
\n $<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n $48,416,474\u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Future Development Activities<\/p>\n
\u00a0<\/p>\n
The Company\u2019s ability to realize value
\nfrom the acquired mineral interests is dependent on future exploration success, availability of financing, regulatory approvals, technical
\nstudies, and the development of mining and processing infrastructure. Costs incurred for ongoing exploration and evaluation activities
\nsubsequent to the acquisition date will be accounted for in accordance with the Company\u2019s accounting policies and applicable U.S.
\nGAAP.<\/p>\n
\u00a0<\/p>\n
Business Plan<\/p>\n
\u00a0<\/p>\n
The Company\u2019s principal assets consist of
\nmineral rights and exploration licenses related to the Skaergaard Project in Greenland. These mineral properties are non-producing, have
\nnot been demonstrated to contain mineral reserves as defined under SEC Regulation S-K Subpart 1300, and have not generated revenues.<\/p>\n
\u00a0<\/p>\n
The Company\u2019s exploration activities
\nare in an early stage and are focused on evaluating the geological characteristics and mineral potential of the properties. Advancement
\nof the mineral assets is dependent on the results of ongoing and future exploration programs, including geological studies, sampling,
\nand drilling, as well as the completion of technical, environmental, and economic evaluations.<\/p>\n
\u00a0<\/p>\n
The Company does not have proven or probable
\nmineral reserves and has not determined whether the mineral properties contain economically recoverable mineralization. The establishment
\nof economically recoverable reserves will require additional exploration, permitting, regulatory approvals, and significant capital expenditures.
\nThere can be no assurance that the Company\u2019s exploration efforts will result in the identification of mineral reserves, that the
\nproperties will be developed into producing mines, or that mining operations will ever commence.<\/p>\n
\u00a0<\/p>\n
As of the reporting date, management has not
\nidentified any indicators of impairment related to the Company\u2019s mineral rights and exploration licenses. The mineral properties
\nwill continue to be evaluated for impairment in accordance with applicable accounting guidance as exploration activities progress and
\nadditional information becomes available.<\/p>\n
\u00a0<\/p>\n
NOTE\u00a04\u00a0\u2014\u00a0PREPAID EXPENSES<\/p>\n
\u00a0<\/p>\n
Prepaid expenses consist of prepayment of
\nthe premium on Directors and Officers insurance, NASDAQ annual fees, association membership fees, fees related to chartered vessels and
\nequipment for summer fieldwork at the Skaergaard Project, consulting, and Delaware franchise taxes. As of March 31, 2026 and December
\n31, 2025, prepaid expenses totaled $867,018 and $117,071, respectively, in the accompanying condensed consolidated balance sheets.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0<\/p>\n
NOTE\u00a05\u00a0\u2014\u00a0INTANGIBLE
\nASSETS<\/p>\n
\u00a0<\/p>\n
Intangible assets consisted of the following:<\/p>\n
\u00a0<\/p>\n
Intangible Assets\u00a0
\n March 31,
2026\u00a0\u00a0
\n December\u00a031,
2025\u00a0<\/p>\n
Licenses\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Non-Exclusive License Agreement\u00a0
\n $179,821\u00a0\u00a0
\n $179,821\u00a0<\/p>\n
Various generic drugs\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0736,983\u00a0<\/p>\n
Four generic drugs (Encore)\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a01,308,270\u00a0<\/p>\n
Needleless Syringe License\u00a0
\n \u00a026,060\u00a0\u00a0
\n \u00a026,060\u00a0<\/p>\n
Patents\u00a0
\n \u00a048,420\u00a0\u00a0
\n \u00a048,420\u00a0<\/p>\n
Mineral rights and exploratory\u00a0
\n \u00a048,416,474\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Total intangible assets, net\u00a0
\n $48,670,775\u00a0\u00a0
\n $2,299,554\u00a0<\/p>\n
\u00a0<\/p>\n
Intangible assets are as follows:<\/p>\n
\u00a0<\/p>\n
\u00a0 \u25cf Non-Exclusive License Agreement ($179,821) \u2013 On March 5, 2023, the Company signed a Non-Exclusive License Agreement with Heidelberg University to grant non-exclusive rights to various licenses owned and under development by the university. The licenses include the use of modified AAV capsid polypeptides for treatment of muscular diseases. The terms include a \u20ac50,000 ($56,325) fee for signing the agreement and \u20ac100,000 ($112,650) payment within 60 days of the anniversary of signing the agreement. The Company will pay \u20ac1,000,000 ($1,126,500) for each assignment of a right to a license owned by the university. For new licenses, the Company will make standard commercial development-based milestone payments for the various stages of license development and regulatory approval. The Company will make 2% royalty payments by January 31st\u00a0each year during the term of the agreement for each licensed product for the proceeding calendar year. The University of Heidelberg license is in good standing. We plan to use this license alongside other AAV vectors as part of upcoming clinical trials for KLTO-202. The value of the licenses was $179,821 at March 31, 2026 and December 31, 2025, respectively. <\/p>\n
\u00a0<\/p>\n
\u00a0 \u25cf Various Generic Drugs ($736,983) – During 2015, the Company acquired two licenses for biosimilar biologic therapies to treat cancer and autoimmune diseases. The value of the licenses was $736,983 at December 31, 2025. For the reporting period as of March 31, 2026, the Company performed an analysis and determined that the various generic drug licenses should be fully impaired and determined the value of these licenses to be $0 at March 31, 2026. <\/p>\n
\u00a0<\/p>\n
\u00a0 \u25cf Four Generic Drugs (Encore) ($1,308,270) \u2013 On September\u00a012, 2022, the Company acquired four market-approved anti-cancer drugs approved for sale in\u00a0Germany for $1,308,270. The purchase price represents the fair value of the intangible asset based on the net present value of the projected gross profit to be generated by the licenses. The value of the licenses was $1,308,270 at December 31, 2025. For the reporting period as of March 31, 2026, the Company performed an analysis and determined that the four generic drugs (Encore) licenses should be fully impaired and determined the value of these licenses to be $0 at March 31, 2026. <\/p>\n
\u00a0<\/p>\n
\u00a0 \u25cf Needleless Syringe License ($26,060) \u2013 On December 1, 2023, the Company signed a license agreement with TransferTech Sherbooke for the rights to develop and commercialize the technology of a \u201cNeedleless Syringe.\u201d Under the terms of the agreement, the Company paid a $26,060 upfront fee and royalty fees on the license income. The Company has not commenced developing the technology. The license is in good standing. The Company has worked with Sherbrooke to begin advanced prototyping of the device and has plans to fund continued tech development and selection of drug candidates to pair with the device. The value of the license at March 31, 2026 and December 31, 2025 was $26,060, respectively. <\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0 \u25cf Patents ($48,420) \u2013 Through its licensing arrangements, the Company acquires the right to patents for Alzheimer, ALS, and other items. Once the patents are declared effective, patents\u00a0are amortized using the straight-line method over their estimated useful lives or statutory lives, whichever is shorter, and will be reviewed for impairment upon any triggering event that may impact the assets\u2019 ultimate recoverability as prescribed under the guidance related to impairment of long-lived assets. Costs incurred to acquire\u00a0patents, including legal costs, are also capitalized as long-lived assets and amortized on a straight-line basis with the associated patent. The patent value, which is part of licenses in the accompanying condensed consolidated balance sheet, as of March 31, 2026 and December 31, 2025, was $48,420, respectively. <\/p>\n
\u00a0<\/p>\n
\u00a0 \u25cf Exclusive World-wide License Agreement \u2013 On January 24, 2022, the Company signed an exclusive, world-wide License Agreement with the University of Barcelona for a cell and\/or gene therapy that has shown compelling activity in animal models of human Alzheimer\u2019s disease and amyotrophic lateral sclerosis (\u201cALS\u201d or \u201cLou Gehrig\u2019s disease\u201d). The gene therapy will also be applied to age-related diseases and rare (\u201cOrphan\u201d) diseases. Beginning on December 15, 2022, the annual license fee is 10,000 Euros. In addition, the Company will pay a Royalty equal to 3% of net sales of finished products once the license is in use. The UAB license remains in good standing, and the Company plans to use the license for clinical development of its Klotho pipeline, including KLTO-101 and KLTO-202. As of March 31, 2026 and December 31, 2025, the Company owed $0 under the agreement. <\/p>\n
\u00a0<\/p>\n
\u00a0
\n \u25cf
\n Mineral
\n rights and early-stage exploration licenses ($48,416,474) \u2013 The Company holds mineral rights and early-stage exploration
\n licenses related to the Skaergaard Project in Greenland. The mineral rights and exploration licenses represent the Company\u2019s
\n rights to explore, develop, and drill and sample mineral resources within the licensed area. As of March 31, 2026, the Company\u2019s
\n intangible assets primarily comprise early-stage exploration assets that are not yet ready for their intended use.<\/p>\n
\u00a0<\/p>\n
These licenses and patents are not currently
\nin use as the Company is in pre-revenue stage. Once these licenses are in use, the licenses will be amortized over\u00a0its useful life.<\/p>\n
\u00a0<\/p>\n
NOTE 6 \u2014 ACCOUNTS PAYABLE AND ACCRUED
\nEXPENSES<\/p>\n
\u00a0<\/p>\n
Accounts payable and accrued expenses consist
\nof professional fees. The accounts payable and accrued expenses as of March 31, 2026 and December 31, 2025 were $259,198 and $76,764,
\nrespectively, in the accompanying condensed consolidated balance sheet.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
NOTE\u00a07\u00a0\u2014\u00a0NOTES PAYABLE<\/p>\n
\u00a0<\/p>\n
Austria Capital LLC Convertible Promissory
\nNote<\/p>\n
\u00a0<\/p>\n
On December 4, 2024, the Company entered into
\na convertible promissory note (\u201cthe note\u201d) with a principal amount of $1,200,000 pursuant to the terms of a securities purchase
\nagreement by and between the Company, as issuer, and Austria Capital LLC, as investor (\u201cInvestor\u201d). The maturity date of
\nthe note is December 4, 2025. The note bears no interest, has an original issue discount of $200,000 and deferred financing costs related
\nto legal fees of $73,000. In addition, the note offered the investor an equity inducement of two million shares, which were issued to
\nthe Investor and valued at $978,000. The total of the original issue discount, deferred financing costs and equity inducement, exceeded
\nthe principal balance by approximately $51,000, which was expensed as an interest expense on the condensed consolidated statements of
\noperations. Total amortization of these costs recognized as contra-liabilities to be presented net with the principal liability on the
\ncondensed consolidated balance sheets was $100,000 at December 31, 2024.<\/p>\n
\u00a0<\/p>\n
At any time after the approval by the Company\u2019s
\nstockholders, at the option of the Investor, the outstanding principal amount of the note or any portion thereof, is convertible into
\nshares of the Company\u2019s common stock at a price of $0.25 per share; provided that no conversions can take place if the Investor
\nthen owns more than 4.99% of the number of the shares of the Company\u2019s common stock outstanding. The conversion price is subject
\nto adjustment in connection with certain transactions, including stock splits or combinations and the like.<\/p>\n
\u00a0<\/p>\n
Pursuant to the terms of the Sale Purchase
\nAgreement, the Company issued to the Investor a total of 2,000,000 shares of the Company\u2019s common stock as an inducement to the
\nInvestors to purchase the note. Such shares were issued in reliance upon Section 4(a)(2) of the Securities Act in a transaction not involving
\nany public offering.<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, the
\nCompany issued 2,000,000 additional shares in connection with settlement of the note, resulting in interest expense of $1,178,000.<\/p>\n
\u00a0<\/p>\n
The note was paid off in full as of March
\n31, 2026 and December 31, 2025.<\/p>\n
\u00a0\u00a0<\/p>\n
Red Road Holdings Promissory Note <\/p>\n
\u00a0<\/p>\n
On December 10, 2024, the Company signed a
\nloan agreement with Red Road Holdings in the amount of $203,324, including guaranteed interest of $21,784. In connection with the note
\nissuance, an original issue discount of $25,040 was recognized as well as deferred financing costs related to legal fees of $6,500. As
\nof March 31, 2026 and December 31, 2025, the net liability presented on the condensed consolidated balance sheet was $0 as the note was
\npaid off in full during 2025.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
On January 3, 2025, the Company signed a loan
\nagreement with Red Road Holdings in the amount of $137,715, including guaranteed interest of $14,755. In connection with the note issuance,
\nan original issue discount of $16,960 was recognized as well as deferred financing costs related to legal fees of $6,000. As of March
\n31, 2026 and December 31, 2025, the net liability presented on the condensed consolidated balance sheet was $0 as the note was paid off
\nin full during 2025.<\/p>\n
\u00a0<\/p>\n
On April 4, 2025, the Company signed a loan
\nagreement with Red Road Holdings in the amount of $106,534, including guaranteed interest of $11,414. In connection with the note issuance,
\nan original issue discount of $13,120 was recognized. as well as deferred financing costs related to legal fees of $7,000. As of March
\n31, 2026 and December 31, 2025, the net liability presented on the condensed consolidated balance sheet was $0 as the note was paid off
\nin full during 2025.<\/p>\n
\u00a0<\/p>\n
3i LP Institutional Investor Securities
\nPurchase Agreement<\/p>\n
\u00a0<\/p>\n
On January 23, 2025, the Company entered into
\na Securities Purchase Agreement with an institutional investor, pursuant to which the Investor will purchase, for an aggregate purchase
\nprice of $2,000,000, two senior convertible promissory notes from the Company in the aggregate principal amount of $2,173,914 and two
\nwarrants to purchase up to an aggregate of 4,000,000 shares of the Company\u2019s common stock, par value $0.0001 per share, in each
\ncase subject to the terms and conditions set forth in the Securities Purchase Agreement. Pursuant to the Securities Purchase Agreement,
\nupon the registration statement being declared effective by the SEC on February 10, 2025, the Investor purchased a second Note in the
\nprincipal amount of $1,086,957 and a second warrant exercisable for up to an aggregate of 2,000,000 shares of Common Stock, for an aggregate
\npurchase price of $1,000,000 on February 13, 2025.<\/p>\n
\u00a0<\/p>\n
The Notes mature on the anniversary of their
\ndate of issuance, unless prior thereto there is an event of default, bear interest at a rate of 7% per annum, have an 8% original issuance
\ndiscount, are an unsecured obligation of the Company and rank equal in right of payment with the Company\u2019s existing indebtedness
\nand senior to any future debt obligations of the Company through the repayment of the Notes. The outstanding principal amount of the
\nNotes or any portion thereof is convertible into shares of Common Stock at a price of $0.25 per share (the \u201cConversion Price\u201d);
\nprovided that no conversions can take place if the Investor then owns more than 4.99% (or up to 9.99% pursuant the terms of the Notes)
\nof the number of the shares of Common Stock outstanding (the \u201cMaximum Percentage\u201d). Further, no conversion can take place,
\nprior to approval by the Company\u2019s stockholders, if such conversion would violate any rule of the Nasdaq Stock Market. The Conversion
\nPrice is subject to adjustment in connection with certain transactions, including stock dividends, stock splits or combinations and the
\nlike.<\/p>\n
\u00a0<\/p>\n
Both warrants expire five years from their
\nrespective dates of issuance. The Warrants were exercisable, at the option of the holder, at any time, for up to an aggregate of 4,000,000
\nshares of common stock of the Company at an exercise price equal to $0.50, subject to adjustment for any stock splits, stock dividends,
\nrecapitalizations, and similar events.<\/p>\n
\u00a0<\/p>\n
As of March 31, 2026 and December 31, 2025,
\nthe net liability presented on the condensed consolidated balance sheet was $0 as the note was paid off in full during 2025.<\/p>\n
\u00a0<\/p>\n
NOTE\u00a08\u00a0\u2014\u00a0RELATED PARTIES<\/p>\n
\u00a0<\/p>\n
On October 24, 2024, Dr. Joseph Sinkule and
\nthe Company entered into an Employment Agreement for a term of three years in connection with his appointment as the Company\u2019s
\nChief Executive Officer. Pursuant to the Employment Agreement, Dr. Sinkule will receive an annual base salary of $360,000 and an initial
\nequity award of 1,000,000 options pursuant to the Company\u2019s 2023 Incentive Plan vesting immediately. The options are valid for
\na period of three (3) years and have an exercise price equal to the closing price of the Company\u2019s common stock on October 24,
\n2024. In addition, Dr. Sinkule will be eligible to participate in the Company\u2019s annual bonus program for executives.<\/p>\n
\u00a0<\/p>\n
On August 15, 2024, Mr. Jeffrey LeBlanc and
\nthe Company entered into an Employment Agreement for a term of three years in connection with his appointment as the Company\u2019s
\nChief Financial Officer, Pursuant to the Employment Agreement, Mr. LeBlanc will receive an annual base salary of $325,000 and an initial
\nequity award of shares of the Company\u2019s common stock of 100,000 shares and an additional equity award of 400,000 shares of the
\nCompany\u2019s common stock, with 200,000 of such shares vesting on the first anniversary of the agreement and 200,000 of such shares
\nvesting on the second anniversary of the agreement. In addition, Mr. LeBlanc will be eligible to participate in the Company\u2019s annual
\nbonus program for executives.<\/p>\n
\u00a0<\/p>\n
As of March 31, 2026, the Company assumed
\napproximately $294,000 of notes payable to related parties from Greenland Mines Corp., which consist of unsecured promissory notes issued
\nto multiple investors in connection with private placement transactions. Under these arrangements, investors subscribed to purchase units
\nthat included both a promissory note and common equity of the Company. These promissory notes generally bear interest at low stated rates
\n(e.g., approximately 2%) and are payable upon the earlier of the Company obtaining specified financing proceeds or a stated maturity
\ndate (generally extending into 2027). The notes are unsecured and may be prepaid by the Company without penalty.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
NOTE\u00a09\u00a0\u2014 STOCKHOLDER\u2019S
\nEQUITY<\/p>\n
\u00a0<\/p>\n
On June 21, 2024, the Business Combination
\nwas completed. The transaction was accounted as a reverse recapitalization in accordance with GAAP.\u00a0Under this method of accounting,
\nRedwoods was treated as the \u201cacquired\u201d company for financial reporting purposes. Accordingly, for accounting purposes, the
\nfinancial statements of the Combined Company represent a continuation of the financial statements of Klotho with the Transactions treated
\nas the equivalent of Klotho issuing shares for the net assets of Redwoods, accompanied by a recapitalization. Accordingly, for accounting
\npurposes, the\u00a0Merger\u00a0was treated as the equivalent\u00a0of\u00a0the Company issuing shares for the net assets\u00a0of\u00a0Redwoods,
\naccompanied by a recapitalization. The net assets\u00a0of\u00a0Redwoods were stated at historical cost with no goodwill or other intangible
\nassets recorded. See \u201cNOTE\u00a01\u00a0\u2014\u00a0Organization and Business Description\u201d for detail.<\/p>\n
\u00a0<\/p>\n
Equity Incentive Plan<\/p>\n
\u00a0<\/p>\n
In connection with the Business Combination,
\nthe Company\u2019s Board adopted, and the Company\u2019s stockholders approved, the Equity Incentive Plan (\u201cEquity Incentive
\nPlan\u201d). Although the Company does not have a formal policy with respect to the grant of equity incentive awards to the Company\u2019s
\nexecutive officers, the Company believes that equity awards provide the Company\u2019s executive officers with a strong link to the
\nCompany\u2019s long-term performance, create an ownership culture and help to align the interests of the Company\u2019s executives
\nand the Company\u2019s stockholders. In addition, Company believes that equity awards with a time-based vesting feature promote executive
\nretention because this feature provides incentives to Company\u2019s executive officers to remain in employment with the Company during
\nthe applicable vesting period. Accordingly, the Company\u2019s board of directors periodically reviews the equity incentive compensation
\nof the Company\u2019s executive officers and from time to time may grant equity incentive awards to them.<\/p>\n
\u00a0<\/p>\n
During the quarter ended March 31, 2026, the
\nCompany granted 8,050,000 restricted shares under the Equity Incentive Plan at a share price of $0.42, resulting in recognized stock-based
\ncompensation expense of $3,321,430.<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, the
\nCompany granted 180,000 stock options under the Equity Incentive Plan at a weighted average fair value of $0.38, resulting in recognized
\nstock-based compensation expense of $68,760.<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, the
\nCompany granted 408,691 shares at a share price of $1.34 under the Equity Incentive Plan, to a member of management, resulting in stock-based
\ncompensation expense of $547,646. Unamortized stock-based compensation related to these grants was $0 as of December 31, 2025.<\/p>\n
\u00a0<\/p>\n
Non-Equity Incentive Plan Shares Issuances<\/p>\n
\u00a0<\/p>\n
During the quarter ended March 31, 2026, the
\nCompany granted 1,000,000 restricted shares at a share price of $0.42, unrelated to the Equity Incentive Plan, resulting in recognized
\nstock-based compensation expense of $412,600.<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, the
\nCompany granted 1,000,000 shares at a share price of $0.52, unrelated to the Equity Incentive Plan, related to a consulting agreement,
\nresulting in professional fees of $516,000. Unamortized expenses related to these grants was $0 as of December 31, 2025.<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2024, the
\nCompany granted 3,285,452 shares and options, unrelated to the Equity Incentive Plan, at a weighted average fair value of $0.92, resulting
\nin amortized stock-based compensation expense of $2,279,573. Stock-based compensation related to these awards totaled $713,375 during
\nthe year ended December 31, 2025. Unamortized stock-based compensation related to these grants was $69,375 as of December 31, 2025.<\/p>\n
\u00a0<\/p>\n
Private Placement<\/p>\n
\u00a0<\/p>\n
On March 2, 2026, the Company closed and completed
\nthe private placement (the \u201cFinancing\u201d) contemplated by that certain Securities Purchase Agreement, dated February 19, 2026,
\nby and among the Company and the purchasers named therein (the \u201cPurchasers\u201d).<\/p>\n
\u00a0<\/p>\n
At the closing of the Offering, the Company
\nissued to the Purchasers an aggregate of 34,551,939 shares of the Company\u2019s common stock and warrants to purchase up to an aggregate
\nof 34,551,939 shares of Common Stock (the \u201cWarrants\u201d). The sale of the securities resulted in aggregate gross proceeds to
\nthe Company of approximately $7,750,000.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Warrants<\/p>\n
\u00a0<\/p>\n
During February 2026, the Company entered
\ninto a consulting agreement under which it issued 2,500,000 shares of restricted common stock and 2,500,000 common stock purchase warrants
\nto a third-party consultant in exchange for business development and advisory services. The equity instruments issued for services were
\naccounted for in accordance with ASC 718 and measured at their grant date fair value. The associated expense is recognized in general
\nand administrative expenses as the services are rendered (or upon vesting, if immediately vested). The warrants were determined to be
\nequity-classified instruments recognized at fair value on the date of issuance.<\/p>\n
\u00a0<\/p>\n
Modification of Previously Issued Financing
\nWarrants<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, the
\nCompany reduced the strike price on certain of its issued warrants to induce exercise of the warrants, reducing the exercise price from
\n$3.49 to $1.35 for certain outstanding warrants. The warrants were subsequently exercised (during the year ended December 31, 2025) as
\na result of the modification. In accordance with ASC paragraphs 815-40-35-16 through 17, the Company determined that the effect of the
\nmodification, which was calculated as $1,530,910, should be recognized as an equity issuance cost. As a result, the Company recognized
\na deferred offering cost with a corresponding increase to additional paid in capital. Further, upon exercise of the warrants, the Company,
\nin accordance with SAB Topic 5.A, charged the deferred offering costs against the gross proceeds of the offering (i.e. a $1,530,910 reduction
\nto additional paid in capital). During the year ended December 31, 2025, holders of common stock warrants exercised a total of 11.0 million
\nwarrants for gross proceeds of $11.4 million.<\/p>\n
\u00a0<\/p>\n
Austria Note Conversion<\/p>\n
\u00a0<\/p>\n
During the three months ended June 30, 2025,
\n$650,000 of principal related to the Austria Capital LLC Convertible Promissory Note was converted into 2,600,000 shares of common stock
\nat a conversion price of $0.25. The remainder of the note in the amount of $550,000 was settled in cash. Therefore, the Company de-recognized
\nthe remaining unamortized original issue discount of $85,554 and deferred financing costs of $438,471, which were recognized in interest
\nexpense on the condensed consolidated statements of operations. During the year ended December 31, 2025, the Company issued 2,000,000
\nadditional shares in connection with settlement of the note, resulting in interest expense of $1,178,000.<\/p>\n
\u00a0<\/p>\n
3i Note Conversion<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, $823,444
\nof principal and $57,641 of interest and make whole related to 3i convertible notes was converted into 5,413,474 shares of common stock
\nat conversion prices ranging from $0.12 to $0.25.<\/p>\n
\u00a0<\/p>\n
Investor Share Purchase<\/p>\n
\u00a0<\/p>\n
On June 5, 2025, the Company entered into
\na securities purchase agreement with an accredited investor pursuant to Regulation D of the Securities Act of 1933, as amended. Under
\nthe terms of the agreement, the Company issued 6,250,000 shares of its common stock at a purchase price of $0.08 per share, for total
\ngross proceeds of $500,000. The proceeds were allocated to common stock based upon their par value of the common stock and the remainder
\nin recorded to additional paid in capital on the condensed consolidated balance sheets.<\/p>\n
\u00a0<\/p>\n
Preferred B Shares<\/p>\n
\u00a0<\/p>\n
On June 9, 2025, the Company conducted a private
\noffering and issued 500 preferred B shares at $0.0001 par value per share for a total of $500,000. The 500 preferred shares are convertible
\ninto 6,250,000 common shares. During the year ended December 31, 2025, all 500 preferred B shares were converted into 6,250,000 common
\nshares.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Preferred C Shares<\/p>\n
\u00a0<\/p>\n
On March 4, 2026, the Company purchased mineral
\nrights and exploratory licenses and issued 47,940 preferred C shares at $0.0001 par value per share for a total fair value of $47,940,000.
\nEach of the 47,940 preferred shares has a conversion option to convert into 42,554 common shares upon shareholder\u2019s approval.<\/p>\n
\u00a0<\/p>\n
The Series C Preferred Shares issued in connection
\nwith the Greenland Mines transaction had the following rights and privileges:<\/p>\n
\u00a0<\/p>\n
\u25cf Prior to stockholder approval, the holders of the Series C Preferred Shares have no voting rights and are not entitled to vote on any matters submitted to stockholders; \u00a0\u00a0 \u00a0 \u25cf Following stockholder approval, each share shall vote together with the common stock on an as-converted basis; \u00a0\u00a0 \u00a0 \u25cf Prior to stockholder approval, the Series C Preferred Shares are not convertible into common stock; and \u00a0\u00a0 \u00a0 \u25cf Upon stockholder approval, each share is convertible into shares of common stock at a stated conversion ratio <\/p>\n
\u00a0<\/p>\n
Pursuant to the Agreement and Plan of Merger
\ndated March 4, 2026, the Company issued 47,000 shares of Series C Preferred Stock to the stockholders of Greenland Mines as consideration
\nfor the transaction. 940 Series C shares were issued as a finder\u2019s fee related to the transaction. These shares were issued in
\nconnection with the asset acquisition and were subject to stockholder approval for both conversion and voting rights. Prior to such approval,
\nthe shares are non-voting and non-convertible; upon approval, they become convertible into common stock and participate in voting on
\nan as-converted basis.<\/p>\n
\u00a0<\/p>\n
The Company has classified the Series C Preferred
\nStock within permanent equity. This classification, in accordance with ASC 480, is appropriate as the shares are not redeemable, do not
\ncontain any obligations requiring the Company to transfer assets, and do not embody features that would require liability classification
\nunder applicable accounting guidance.<\/p>\n
\u00a0<\/p>\n
The conversion feature embedded in the Series
\nC Preferred Stock was evaluated under ASC 815 to determine whether bifurcation as a derivative instrument was required. The Company concluded
\nthat bifurcation is not required, as the conversion option:<\/p>\n
\u00a0<\/p>\n
\u25cf
\n Is indexed to the Company\u2019s own stock based on a fixed conversion ratio;<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
\u25cf
\n Does not include any contingent settlement provisions that would require
\n net cash settlement; and<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
\u25cf
\n Does not embody any features that are not clearly and closely related to
\n the host equity instrument.<\/p>\n
\u00a0<\/p>\n
Accordingly, the conversion feature qualifies
\nfor the scope exception for equity-linked instruments and is not required to be separated from the host instrument.<\/p>\n
\u00a0<\/p>\n
As of March 31, 2026, conversion of the Series
\nC Preferred Stock had not occurred due to the requirement to obtain stockholder approval prior to conversion.<\/p>\n
\u00a0<\/p>\n
Meteora Agreement<\/p>\n
\u00a0<\/p>\n
On June 13, 2024, RWOD and Klotho entered
\ninto a forward purchase agreement with (i)\u00a0Meteora\u00a0Capital Partners, LP (\u201cMCP\u201d), (ii)\u00a0Meteora\u00a0Select
\nTrading Opportunities Master, LP (\u201cMSTO\u201d), and (iii)\u00a0Meteora\u00a0Strategic Capital, LLC (\u201cMSC\u201d and, collectively
\nwith MCP and MSTO, the \u201cSeller\u201d) (the \u201cForward Purchase Agreement\u201d). Redwoods is the holder of the asset and
\nSponsor and is also a counterparty to Klotho. Upon Closing of the merger on June 21, 2024 and on September 30, 2024, the value of the
\ncontract was $0 as the contract created no receivable or obligation for the Company. On September 19, 2024, the Company modified the
\nsettlement amount price of the contract to $2.00 and allowed the shares held with Meteora to be sold at Meteora\u2019s sole discretion,
\nwith the reset price subject to weekly changes. During the quarter ending March 31, 2025, Meteora sold and terminated on behalf of the
\nCompany 100,000 shares at a reset price of $0.4610, for total proceeds to Klotho in the amount of $46,100. On May 15, 2025, Meteora terminated
\nan additional 550,214 shares at a reset price of $0.1717 for total proceeds of $94,472, thereby reducing the number of shares per the
\nagreement to 10,000 shares remaining.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
During September 2025, the Company entered
\ninto a second amendment (the \u201cSecond Amendment\u201d) to the Forward Purchase Agreement with MCP which primarily (i) increased
\nthe maximum number of shares to 6,755,000 and (ii) modified the reset price to $10.00 subject to a reset on a weekly basis. In connection
\nwith the modification, which relates to the reverse merger, the Company issued 6,745,000 common shares under the arrangement to MCP.
\nThe Company recognized the common shares at par value in the amount of $675 on the consolidated balance sheets with a corresponding recording
\nof additional paid-in capital. During the year ending December 31, 2025, Meteora sold and terminated on behalf of the Company 100,000
\nshares at a reset price of $0.4610, for total proceeds to Klotho in the amount of $46,100. During the three months ended March 31, 2026,
\nMeteora sold and terminated on behalf of the Company 923,340 shares at a reset price of $0.2352 and 457,905 shares at a reset price of
\n$0.4260, for total proceeds to Klotho in the amount of $412,329.<\/p>\n
\u00a0<\/p>\n
At-the-Market Sales Agreement<\/p>\n
\u00a0<\/p>\n
On July 3, 2025, the Company entered into
\na sales agreement with A.G.P.\/Alliance Global Partners (\u201cA.G.P.\u201d) relating to the sale of newly issued shares of the Company\u2019s
\ncommon stock. In accordance with the terms of the sales agreement, the Company may offer and sell shares of its common stock having an
\naggregate offering amount of up to $50,000,000 from time to time through A.G.P., acting as the Company\u2019s sales agent or principal.
\nThe Company intends to use the net proceeds from the offering for working capital and for general corporate purposes.<\/p>\n
\u00a0<\/p>\n
During the year ended December 31, 2025, the
\nCompany sold\u00a02,206,930\u00a0shares at a weighted average price of $0.50\u00a0per share for gross proceeds of $1,112,745. During
\nthe quarter ended March 31, 2026, the Company sold no shares under the sales agreement.<\/p>\n
\u00a0<\/p>\n
NOTE 10 \u2014 COMMITMENTS AND CONTINGENCIES<\/p>\n
\u00a0<\/p>\n
From time to time, the Company is subject
\nto various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. Although the outcome
\nof the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings
\nor other claims will have a material effect on the Company\u2019s business, financial condition, results of operations or cash flows.<\/p>\n
\u00a0<\/p>\n
Termination of acquisition agreement of
\nSB Security Holdings, LLC<\/p>\n
\u00a0<\/p>\n
On March 26, 2025, the Company entered into
\na Share Exchange Agreement (the \u201cSEA\u201d) to acquire SB Security Holdings, LLC, a Delaware limited liability company (\u201cSBSH\u201d),
\nwhich is an internet connected video doorbell service company. Pursuant to the SEA, the Company agreed to purchase all of the issued
\nand outstanding membership interests in SBSH (the \u201cAcquisition\u201d) in exchange for a number of newly issued shares of the Company\u2019s
\ncommon stock equal to ninety percent (90%) of the total number of issued and outstanding shares of the Company\u2019s common stock,
\non a fully-diluted basis, as of the closing of the Acquisition. The closing of the Acquisition is subject to customary closing conditions,
\nincluding mutual agreement as to the legal transaction structure, approval by the Company\u2019s stockholders, and Nasdaq approval.
\nOn June 13, 2025, the Company terminated the SEA.<\/p>\n
\u00a0<\/p>\n
NASDAQ Deficiencies<\/p>\n
\u00a0<\/p>\n
On September 19,
\n2025, the Company received a delinquency notification letter from Nasdaq due to the failure of the Company\u2019s common stock to maintain
\na minimum bid price of $1 per share for 30 consecutive business days as required by Nasdaq Listing Rule 5550(a)(2) (\u201cBid Price
\nRule\u201d). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was originally provided 180 calendar days, or until March
\n18, 2026, to regain compliance.<\/p>\n
\u00a0<\/p>\n
On March 19, 2026, the Company received written
\nnotification from Nasdaq that the Company has been granted an additional six-month extension until September 14, 2026 to regain compliance
\nwith the Bid Price Rule. If the Company fails to timely regain compliance with the Bid Price Rule for 10 consecutive business days by
\nSeptember 14, 2026, the Company\u2019s common stock will be subject to delisting from Nasdaq.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
NOTE 11 \u2014 SEGMENT INFORMATION<\/p>\n
\u00a0<\/p>\n
Operating segments are defined as components
\nof an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker
\n(\u201cCODM\u201d) in deciding how to allocate resources to an individual segment and in assessing performance. Historically, the Company
\noperated as a single reporting segment, focused on developing essential medicines for the treatment of chronic diseases \u2013 cancer,
\ncardiovascular, and neurodegenerative disorders. However, as a result of the asset acquisition that occurred during March of 2026, the
\nCompany now reports under two reportable segments: Biotech and Mining. As the asset acquisition occurred during the most recent interim
\nreporting period, comparative information for the three months ended March 31, 2025 only reflects the Biotech segment.<\/p>\n
\u00a0<\/p>\n
The Company has two reportable segments: (i)
\nbiotechnology operations focused on research and development activities, and (ii) mineral resource development and exploration. The Company\u2019s
\nmeasure of segment profit or loss for each reportable segment is net loss. The Chief Operating Decision Maker (\u201cCODM\u201d), identified
\nas the Company\u2019s Chief Executive Officer, evaluates performance and allocates resources between the biotechnology and mining segments.<\/p>\n
\u00a0<\/p>\n
The CODM reviews financial information for
\neach segment, as well as on a consolidated basis, to assess performance, forecast future operating results, and determine the appropriate
\nallocation of resources consistent with the Company\u2019s overall strategic objectives. Operating expenses are reviewed for each segment
\nto monitor budget-to-actual performance. In addition, the CODM utilizes net loss metrics in competitive benchmarking analyses against
\npeer companies within each respective industry, and this analysis, together with budget monitoring, is used in evaluating segment performance
\nand resource allocation decisions.<\/p>\n
\u00a0<\/p>\n
The following table reflects segment profit
\nor loss, significant expense categories and other segment items regularly provided to the CODM when managing the Company\u2019s reportable
\nsegments. A reconciliation to the consolidated net loss for the periods ended March 31, 2026 and 2025 is included at the bottom of the
\ntable below.<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n For the Three Months Ended
March 31, 2026\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n For the Three Months Ended
March 31, 2025\u00a0<\/p>\n
\u00a0\u00a0
\n Biotech\u00a0\u00a0
\n Mining\u00a0\u00a0
\n Total\u00a0\u00a0
\n Biotech\u00a0\u00a0
\n Total\u00a0<\/p>\n
Significant segment expenses\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
General and administrative\u00a0
\n $6,088,082\u00a0\u00a0
\n $124,247\u00a0\u00a0
\n \u00a0\u202f\u202f\u202f\u202f6,212,329\u00a0\u00a0
\n \u00a0850,282\u00a0\u00a0
\n \u00a0850,282\u00a0<\/p>\n
Research and development\u00a0
\n \u00a0321,271\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0321,271\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Professional fees\u00a0
\n \u00a02,770,181\u00a0\u00a0
\n \u00a0208,508\u00a0\u00a0
\n \u00a02,978,689\u00a0\u00a0
\n \u00a0736,686\u00a0\u00a0
\n \u00a0736,686\u00a0<\/p>\n
Interest expense\u00a0
\n \u00a01,615\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a01,615\u00a0\u00a0
\n \u00a0553,937\u00a0\u00a0
\n \u00a0553,937\u00a0<\/p>\n
Impairment expense\u00a0
\n \u00a02,045,253\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a02,045,253\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0<\/p>\n
Other segment items\u00a0
\n \u00a0(16,307)\u00a0
\n \u00a0<\/p>\n
–<\/p>\n
\u00a0\u00a0
\n \u00a0(16,307)\u00a0
\n \u00a0(10,664)\u00a0
\n \u00a0(10,664)<\/p>\n
Total operating and segment expenses\u00a0
\n $11,210,095\u00a0\u00a0
\n $332,755\u00a0\u00a0
\n \u00a011,542,850\u00a0\u00a0
\n \u00a02,130,241\u00a0\u00a0
\n \u00a02,130,241\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Reconciliation of net loss\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0<\/p>\n
Change in fair value of warrant liabilities\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a02,314,353\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0(13,515)<\/p>\n
Consolidated net loss\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a013,857,203\u00a0\u00a0
\n \u00a0\u00a0\u00a0\u00a0
\n \u00a02,116,726\u00a0<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Segment assets for Mining comprise intangible
\nassets of $48.4 million as of March 31, 2026. Segment assets for Biotech comprise intangible assets of $0.2 million and $2.3 million
\nas of March 31, 2026 and December 31, 2025, respectively.<\/p>\n
\u00a0<\/p>\n
NOTE 12 \u2014\u00a0SUBSEQUENT EVENTS<\/p>\n
\u00a0<\/p>\n
The Company has evaluated subsequent events
\npursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were issued, and
\nhas determined that the following subsequent event exists:<\/p>\n
\u00a0<\/p>\n
On April 17, 2026, the Company\u2019s Board
\nof Directors appointed Jason D. Sawyer as a director to fill a vacancy, effective immediately, to serve until the next annual meeting
\nof stockholders or until his successor is elected or earlier resignation or removal. Mr. Sawyer has not been appointed to any Board committees
\nand has not entered into any agreement with the Company in connection with his appointment. Additionally, there are no family relationships
\nbetween Mr. Sawyer and any of the Company\u2019s executive officers or directors, and he is not a party to any related party transactions
\nrequiring disclosure.<\/p>\n
\u00a0<\/p>\n
On April 17, 2026, the Company filed Post-Effective
\nAmendment No. 1 to its Registration Statement on Form S-8 (File No. 333-291317) to include a reoffer prospectus pursuant to General Instruction
\nC of Form S-8 covering potential resales, from time to time, of up to 6,400,000 shares of the Company\u2019s common stock previously
\nissued or issuable to certain employees, officers and directors under the Company\u2019s equity compensation arrangements.<\/p>\n
\u00a0<\/p>\n
On April 27, 2026, the Company entered into
\na consulting agreement with Eric Boyd pursuant to which Mr. Boyd will provide project management and related consulting services for
\nthe Nanoject program. The agreement commenced on May 1, 2026 and continues on a month-to-month basis unless terminated by either party.
\nCompensation under the agreement is $7,500 per month.<\/p>\n
\u00a0<\/p>\n
On May 20, 2026, the Company entered into
\nan Agreement to acquire Neo North Star Resources, Inc., owner of the Sarfartoq Rare Earth Element Project in southwest Greenland, from
\nits stockholders including Neo Performance Materials. The transaction will be structured as a merger between Neo North Star Resources,
\nInc. and a newly-formed, wholly-owned subsidiary of the Company. Total consideration for the acquisition will be US$35 million paid in
\nthe form of US$20 million in cash and US$15 million in newly issued shares of Greenland Mines common stock.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Item 2. Management\u2019s
\nDiscussion and Analysis of Financial Condition and Results of Operations<\/p>\n
\u00a0<\/p>\n
References in this report (this \u201cQuarterly
\nReport\u201d) to \u201cwe,\u201d \u201cus\u201d or the \u201cCompany\u201d refer to Klotho Neurosciences, Inc. References to our
\n\u201cmanagement\u201d or our \u201cmanagement team\u201d refer to our officers and directors. The following discussion and analysis
\nof the Company\u2019s financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated
\nfinancial statements and the notes thereto contained elsewhere in this Quarterly Report. Certain information contained in the discussion
\nand analysis set forth below includes forward-looking statements that involve risks and uncertainties.<\/p>\n
\u00a0<\/p>\n
Special Note Regarding Forward-Looking
\nStatements<\/p>\n
\u00a0<\/p>\n
This Quarterly Report includes \u201cforward-looking
\nstatements\u201d within the meaning of Section 27A of the Securities Act of 1933, as amended (the \u201cSecurities Act\u201d), and
\nSection 21E of the Securities Exchange Act of 1934, as amended (the \u201cExchange Act\u201d), that are not historical facts and involve
\nrisks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other
\nthan statements of historical fact included in this Quarterly Report, including, without limitation, statements in this \u201cManagement\u2019s
\nDiscussion and Analysis of Financial Condition and Results of Operations\u201d regarding the search for an initial business combination,
\nthe Company\u2019s financial position, business strategy and the plans and objectives of management for future operations, are forward-looking
\nstatements. Words such as \u201cexpect,\u201d \u201cbelieve,\u201d \u201canticipate,\u201d \u201cintend,\u201d \u201cestimate,\u201d
\n\u201cseek\u201d and variations and similar words and expressions are intended to identify such forward-looking statements. Such forward-looking
\nstatements relate to future events or future performance, but reflect management\u2019s current beliefs, based on information currently
\navailable. A number of factors could cause actual events, performance or results to differ materially from the events, performance and
\nresults discussed in the forward-looking statements. For information identifying important factors that could cause actual results to
\ndiffer materially from those anticipated in the forward-looking statements, please refer to the Risk Factors section of the Company\u2019s
\nfinal prospectus for its initial public offering filed with the U.S. Securities and Exchange Commission (the \u201cSEC\u201d). The
\nCompany\u2019s filings with the SEC can be accessed on the EDGAR section of the SEC\u2019s website at www.sec.gov. Except as expressly
\nrequired by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements
\nwhether as a result of new information, future events or otherwise.<\/p>\n
\u00a0<\/p>\n
Overview and Recent Developments<\/p>\n
\u00a0<\/p>\n
During the quarter ended March 31, 2026, the
\nCompany underwent a significant strategic transformation as a result of the acquisition of Greenland Mines Corp., which was completed
\non March 4, 2026. Through this transaction, the Company acquired an interest in the Skaergaard Project, a large-scale mineral exploration
\nasset located in eastern Greenland, and expanded its business to include mining operations.<\/p>\n
\u00a0<\/p>\n
In connection with this transaction, on March
\n11, 2026, the Company changed its legal name from Klotho Neurosciences, Inc. to Greenland Mines Ltd, and its common stock began trading
\nunder the ticker symbol \u201cGRML\u201d on the Nasdaq Capital Market effective March 12, 2026.<\/p>\n
\u00a0<\/p>\n
As a result of the March 2026 acquisition,
\nthe Company now operates through two primary business segments: (i) Biotech and (ii) Mining. The Biotech segment continues to focus on
\nresearch and development activities, while the Mining segment focuses on the exploration and development of mineral resources. This expansion
\nrepresents a significant change in the Company\u2019s business strategy and future capital allocation priorities.<\/p>\n
\u00a0<\/p>\n
Overview<\/p>\n
\u00a0<\/p>\n
Prior to the March 2026 transaction, the Company
\noperated as a biotechnology-focused entity developing essential medicines for the treatment of chronic diseases, including cancer, cardiovascular,
\nand neurodegenerative disorders. The Company\u2019s biotechnology platform includes a generic drug portfolio, a biosimilar biologics
\nplatform utilizing biologic therapies to treat cancer, and proprietary technologies involving melanocortin receptor-binding molecules
\nand a gene therapy platform designed to deliver the \u201cKlotho\u201d protein for the treatment of neurodegenerative diseases.<\/p>\n
\u00a0<\/p>\n
Effective September 17, 2024, the Company
\nchanged its legal name from ANEW Medical, Inc. to Klotho Neurosciences, Inc. This name change was approved by the Company\u2019s Board
\nof Directors to better reflect the strategic focus of its proprietary products. Throughout these financial statements, references to
\nthe \u201cCompany\u201d refer to Klotho Neurosciences, Inc., which was subsequently renamed Greenland Mines Ltd in March 2026.<\/p>\n
\u00a0<\/p>\n
On May 30, 2023, Redwoods Acquisition Corp.,
\na Delaware special purpose acquisition company (\u201cRedwoods\u201d), Anew Medical Sub, Inc., and ANEW Medical, Inc. (\u201cANEW\u201d)
\nentered into a Business Combination Agreement, which was amended on November 4, 2023. On June 21, 2024, the transaction closed, resulting
\nin ANEW becoming a wholly owned subsidiary of Redwoods, with ANEW deemed the accounting acquirer for financial reporting purposes. In
\nconnection with the closing of the transaction, Redwoods changed its name to \u201cANEW Medical, Inc.\u201d This transaction was accounted
\nfor as a reverse recapitalization.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Critical Accounting Policies and Estimates<\/p>\n
\u00a0<\/p>\n
See Item 1, Note 2 \u2013 \u201cSummary
\nof Significant Accounting Policies.\u201d<\/p>\n
\u00a0<\/p>\n
Results of Operations <\/p>\n
\u00a0<\/p>\n
For accounting purposes, the transactions
\ncontemplated by the Business Combination are treated as a reverse acquisition and, as such, the historical financial statements of the
\naccounting acquirer Klotho will become the historical financial statements of Public ANEW. Under this method\u00a0of\u00a0accounting,
\nRedwoods was treated as the acquired company for financial reporting purposes. Accordingly, for accounting purposes, the\u00a0Merger\u00a0was
\ntreated as the equivalent\u00a0of\u00a0the Company issuing shares for the net assets\u00a0of\u00a0Redwoods, accompanied by a recapitalization.
\nThe net assets\u00a0of\u00a0Redwoods were stated at historical cost with no goodwill or other intangible assets recorded.<\/p>\n
\u00a0<\/p>\n
We have not generated any operating revenues
\nto date. To date, the Company\u2019s operations have consisted of acquiring our licensed platforms and patents, and planning for the
\nBusiness Combination. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing
\ncompliance), as well as our expenses associated with planning our research and clinical testing operations.<\/p>\n
\u00a0<\/p>\n
Results of Operations for the Three Months Ended March 31, 2026
\nCompared to the Three Months Ended March 31, 2025<\/p>\n
\u00a0<\/p>\n
Revenues<\/p>\n
\u00a0<\/p>\n
The Company had no revenue for the three months
\nended March 31, 2026 and 2025.<\/p>\n
\u00a0<\/p>\n
Operating Expenses<\/p>\n
\u00a0<\/p>\n
Our operating expenses for the three months
\nended March 31, 2026 were $9,512,000 compared to $1,587,000 for the three months ended March 31, 2025, an increase of $7,925,000. The
\nincrease was primarily due to increases in professional fees and general and administrative costs.<\/p>\n
\u00a0<\/p>\n
Professional fees increased by approximately
\n$2,242,000, or 304.3%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, as a result of an
\nincrease in (i) legal, accounting, advisory, and consulting costs incurred to support the Company\u2019s expanded operational and reporting
\nrequirements of approximately $531,000, and (ii) capital markets activities and strategic initiatives of approximately $1,711,000. In
\nthe prior-year period, professional fees reflected a lower level of activity consistent with the Company\u2019s pre-transaction operating
\nstructure.<\/p>\n
\u00a0<\/p>\n
General and administrative expenses increased
\nsignificantly by approximately $5,362,000, or 630.6%, for the three months ended March 31, 2026, compared to the three months ended March
\n31, 2025, primarily due to (i) expenses associated with operating as a public company of approximately $1,620,000 following the merger,
\nincluding payroll and personnel-related expenses, insurance, investor relations, and other corporate infrastructure and (ii) an increase
\nin share-based compensation expense of approximately $4,592,000 associated with equity awards granted to employees, officers, directors,
\nand consultants, as well as recurring administrative costs such as subscriptions, technology services, and office-related expenses.<\/p>\n
\u00a0<\/p>\n
In connection with the completion of the merger,
\nthe Company recognized transaction-related compensation expense for success-based payments to certain officers and consultants during
\nthe three months ended March 31, 2026. These costs were contingent upon the consummation of the merger and were expensed as incurred
\nwithin general and administrative expenses, as they did not qualify for capitalization under applicable acquisition accounting guidance.<\/p>\n
\u00a0<\/p>\n
Research and development expenses increased
\nby approximately $321,000 or 100.0% during the three months ended March 31, 2026 related to scientific and clinical development activities,
\nincluding engagements with third-party research institutions and consultants. No comparable research and development expenses were incurred
\nduring the same period in the prior year.<\/p>\n
\u00a0<\/p>\n
The research and development expenses by program are as follows:<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n Three Months Ended
March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
KLTO-101 and KLTO-202\u00a0
\n $211,521\u00a0\u00a0
\n $\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0\u00a0–\u00a0<\/p>\n
Klotho Clock\u00a0
\n \u00a048,000\u00a0\u00a0
\n \u00a0–\u00a0<\/p>\n
Klotho-New Development\u00a0
\n \u00a061,750\u00a0\u00a0
\n \u00a0–\u00a0<\/p>\n
Total\u00a0
\n $321,271\u00a0\u00a0
\n $-\u00a0<\/p>\n
\u00a0<\/p>\n
Net Loss<\/p>\n
\u00a0<\/p>\n
For the three months ended March 31, 2026,
\nwe incurred a net loss of $13,857,203 compared to a net loss of $2,116,726 for the three months ended March 31, 2025. The increase in
\nnet loss was primarily attributable to increased share-based compensation, professional fees, general and administrative expenses, impairment
\ncharges, and the increase in the fair value of warrant liabilities.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Liquidity and Capital Resources<\/p>\n
\u00a0<\/p>\n
\u00a0\u00a0
\n Three Months Ended
March 31,\u00a0<\/p>\n
\u00a0\u00a0
\n 2026\u00a0\u00a0
\n 2025\u00a0<\/p>\n
\u00a0\u00a0
\n \u00a0\u00a0\u00a0
\n \u00a0\u00a0<\/p>\n
Net cash used in operating activities\u00a0
\n $(4,971,143)\u00a0
\n $(1,553,747)<\/p>\n
Net cash used in investing activities\u00a0
\n \u00a0(365,324)\u00a0
\n \u00a0–\u00a0<\/p>\n
Net cash provided by financing activities\u00a0
\n \u00a08,162,329\u00a0\u00a0
\n \u00a02,055,875\u00a0<\/p>\n
Net increase in cash and cash equivalents\u00a0
\n $2,825,862\u00a0\u00a0
\n $502,128\u00a0<\/p>\n
Cash, beginning of period\u00a0
\n \u00a07,176,615\u00a0\u00a0
\n \u00a063,741\u00a0<\/p>\n
Cash, end of period\u00a0
\n $10,002,477\u00a0\u00a0
\n $565,869\u00a0<\/p>\n
\u00a0<\/p>\n
Operating Activities<\/p>\n
\u00a0<\/p>\n
Net cash used in operating activities for
\nthe three months ended March 31, 2026 was $4,971,143, compared to $1,553,747 for the three months ended March 31, 2025. The increase
\nof $3,417,396 was attributable to both expenses incurred to expand our operations and expenses required to support our continued operations,
\nas well as a non-recurring, non-cash impairment charge described below.<\/p>\n
\u00a0<\/p>\n
Expansion-related operating expenses primarily consisted of:<\/p>\n
\u00a0<\/p>\n
1.Research
\n and development expenditures of $321,271, reflecting the initiation of scientific and clinical
\n development activities, including engagements with third-party research institutions and
\n consultants. No comparable expenses were incurred in the prior-year period;<\/p>\n
\u00a0<\/p>\n
2.Personnel
\n and consulting costs of $1,640,116, comprised of $1,321,384 of non-cash equity grants and
\n $318,732 of cash fees, associated with new advisory and consulting engagements entered into
\n during the quarter to support program development and corporate growth.<\/p>\n
\u00a0<\/p>\n
These expansion-related activities totaled $1,961,387; a substantial
\nmajority represented non-cash equity compensation rather than cash outlays.<\/p>\n
\u00a0<\/p>\n
Continued operating expenses primarily consisted of:<\/p>\n
\u00a0<\/p>\n
1.General
\n and administrative expenses of $6,088,082, including public-company compliance costs, payroll-related
\n expenses, insurance, information technology, and corporate infrastructure costs, as well
\n as higher share-based compensation expense associated with equity awards granted to employees,
\n officers, directors, and consultants;<\/p>\n
\u00a0<\/p>\n
2.Ongoing
\n professional fees of $1,130,065, associated with maintaining public-company reporting, governance,
\n and legal compliance activities.<\/p>\n
\u00a0<\/p>\n
These continued operating expenses totaled $7,218,147.<\/p>\n
\u00a0<\/p>\n
Separately, the Company recognized a non-cash
\nimpairment charge of $2,045,253 related to certain generic drug licenses, including the four generic drugs held under the Encore license,
\nwhich management determined were fully impaired following the Company\u2019s strategic pivot after the Greenland Mines acquisition.
\nThese licenses have no alternative future use to the Company as a result of that transaction. This charge is non-recurring, is not reflective
\nof ongoing operations, and is presented separately from the expansion-related and continued operating expense categories above.<\/p>\n
\u00a0<\/p>\n
The increase in cash used in operating activities
\nwas partially offset by non-cash charges, including share-based compensation and debt-related interest expense, as well as changes in
\nworking capital, including decreases in accrued expenses and accounts payable.<\/p>\n
\u00a0<\/p>\n
Investing Activities<\/p>\n
\u00a0<\/p>\n
Net cash used in investing activities for
\nthe three months ended March 31, 2026 was $365,324 compared to $0 for the three months ended March 31, 2025, an increase of $365,324.
\nThe increase in cash used in investing activities is attributable to the Company\u2019s purchase of mineral rights and exploratory licenses
\neligible to be capitalized during the period.<\/p>\n
\u00a0<\/p>\n
Financing Activities<\/p>\n
\u00a0<\/p>\n
Net cash provided by financing activities
\nfor the three months ended March 31, 2026 was $8,162,329, which consisted of proceeds from private placement in the amount of $7.75 million
\nand proceeds from FPA terminated shares.<\/p>\n
\u00a0<\/p>\n
Liquidity, Capital Resources and Going
\nConcern<\/p>\n
\u00a0<\/p>\n
As of March 31, 2026, the Company had cash
\nand cash equivalents of $10.0 million and net working capital of $10.4 million.<\/p>\n
\u00a0<\/p>\n
The Company has incurred and expects to continue
\nto incur significant professional costs to remain as a publicly traded company as well as incurred significant transaction costs related
\nto the consummation of the Asset Acquisition.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
The accompanying condensed consolidated financial
\nstatements have been prepared as if the Company will continue as a going concern. The Company has incurred significant operating losses
\nand negative cash flows from operations since inception. As of March 31, 2026, the Company had cash and cash equivalents of approximately
\n$10.0 million and an accumulated deficit of approximately\u00a0$35.0\u00a0million. The Company has incurred recurring losses, has experienced
\nrecurring negative operating cash flows, and requires significant cash resources to execute its business plans. The Company is dependent
\non obtaining additional working capital funding from the sale of equity and\/or debt securities in order to continue to execute its development
\nplans and continue operations. Without additional funding, there is substantial doubt about the Company\u2019s ability to continue as
\na going concern for twelve months from the date of these financial statements.<\/p>\n
\u00a0<\/p>\n
Off-Balance Sheet Arrangements<\/p>\n
\u00a0<\/p>\n
We have no obligations, assets or liabilities,
\nwhich would be considered off-balance sheet arrangements as of March 31, 2026. We do not participate in transactions that create relationships
\nwith unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established
\nfor the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements,
\nestablished any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets.<\/p>\n
\u00a0<\/p>\n
Emerging Growth Company Status<\/p>\n
\u00a0<\/p>\n
We are an \u201cemerging growth company\u201d,
\nas defined in the JOBS Act, and, for as long as we continue to be an emerging growth company, we may choose to take advantage of exemptions
\nfrom various reporting requirements applicable to other public companies but not to emerging growth companies, including, but not limited
\nto, not being required to have our independent registered public accounting firm audit our internal control over financial reporting
\nunder Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports
\nand proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder
\napproval of any golden parachute payments not previously approved. As an emerging growth company, we can also delay adopting new or revised
\naccounting standards until such time as those standards apply to private companies. We intend to avail ourselves of these options. Once
\nadopted, we must continue to report on that basis until we no longer qualify as an emerging growth company.<\/p>\n
\u00a0<\/p>\n
We will cease to be an emerging growth company
\nupon the earliest of: (i) the end of the fiscal year following the fifth anniversary of our initial public offering; (ii) the first fiscal
\nyear after our annual gross revenue are $1.07 billion or more; (iii) the date on which we have, during the previous three-year period,
\nissued more than $1.0 billion in non-convertible debt securities; or (iv) the end of any fiscal year in which the market value of our
\ncommon stock held by non-affiliates exceeded $700 million as of the end of the second quarter of that fiscal year. We cannot predict
\nif investors will find our common stock less attractive if we choose to rely on these exemptions. If, as a result of our decision to
\nreduce future disclosure, investors find our common stock less attractive, there may be a less active trading market for our common stock
\nand the price of our common stock may be more volatile.<\/p>\n
\u00a0<\/p>\n
Item 3. Quantitative and Qualitative Disclosures
\nAbout Market Risk<\/p>\n
\u00a0<\/p>\n
As a smaller reporting company, we are not
\nrequired to make disclosures under this Item.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
Item 4. Controls and
\nProcedures<\/p>\n
\u00a0\u00a0<\/p>\n
Evaluation of Disclosure Controls and Procedures<\/p>\n
\u00a0<\/p>\n
Our management has evaluated the effectiveness
\nof our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
\namended (the \u201cExchange Act\u201d)), as of December 31, 2025. Based on such evaluation, our Chief Executive Officer and Chief Financial
\nOfficer have concluded that as of December 31, 2025, our disclosure controls and procedures were ineffective to provide reasonable assurance
\nthat information required to be disclosed by us in the reports that we file or submit under the Exchange Act (a) is recorded, processed,
\nsummarized and reported within the time periods specified by Securities and Exchange Commission (\u201cSEC\u201d) rules and forms and
\n(b) is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate,
\nto allow timely decisions regarding any required disclosure.\u00a0<\/p>\n
\u00a0<\/p>\n
Management has identified control deficiencies
\nregarding inadequate accounting resources, the lack of segregation of duties and the need for a stronger internal control environment.
\nManagement of the Company believes that these material weaknesses are due to the small size of the Company\u2019s accounting staff.
\nThe small size of the Company\u2019s accounting outsourced staff may prevent adequate controls in the future due to the cost\/benefit
\nof such remediation.<\/p>\n
\u00a0<\/p>\n
To mitigate the current limited resources
\nand limited employees, we rely heavily on direct management oversight of transactions, along with the use of external legal and accounting
\nprofessionals. As we grow, we expect to increase our number of employees, which will enable us to implement adequate segregation of duties
\nwithin the internal control framework.<\/p>\n
\u00a0<\/p>\n
These control deficiencies could result in
\na misstatement of account balances that would result in a reasonable possibility that a material misstatement to our financial statements
\nmay not be prevented or detected on a timely basis. In light of this material weakness, we have made the following improvements:<\/p>\n
\u00a0<\/p>\n
\u00a0
\n \u25cf
\n Conducted a risk assessment to identify gaps in internal controls over financial reporting<\/p>\n
\u00a0<\/p>\n
\u00a0
\n \u25cf
\n Enhanced existing controls and implemented new controls as needed to address control gaps effective
\n March 31, 2026<\/p>\n
\u00a0<\/p>\n
\u00a0
\n \u25cf
\n Tested key controls to verify operating effectiveness as of March 31, 2026<\/p>\n
\u00a0<\/p>\n
\u00a0
\n \u25cf
\n Documented narratives detailing enhanced processes and controls<\/p>\n
\u00a0<\/p>\n
Accordingly, management believes that our
\nfinancial statements for the quarter ended March 31, 2026 are fairly stated, in all material respects, in accordance with GAAP.<\/p>\n
\u00a0<\/p>\n
Changes in Internal Control Over Financial
\nReporting<\/p>\n
\u00a0<\/p>\n
Except for the changes described above related
\nto the implementation and enhancement of controls and documentation, there were no other changes in our internal controls over financial
\nreporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect,
\nour internal control over financial reporting.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
PART II – OTHER INFORMATION<\/p>\n
\u00a0<\/p>\n
Item 1. Legal Proceedings<\/p>\n
\u00a0<\/p>\n
None.<\/p>\n
\u00a0<\/p>\n
Item 1A. Risk Factors<\/p>\n
\u00a0<\/p>\n
As a smaller reporting company, we are not
\nrequired to make disclosures under this Item.<\/p>\n
\u00a0<\/p>\n
Item 2. Unregistered
\nSales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities<\/p>\n
\u00a0<\/p>\n
All information required by Item 701 of Regulation
\nS-K has previously been included in a Current Report on Form 8-K.\u00a0<\/p>\n
\u00a0<\/p>\n
Item 3. Defaults Upon
\nSenior Securities<\/p>\n
\u00a0<\/p>\n
None.<\/p>\n
\u00a0<\/p>\n
Item 4. Mine Safety
\nDisclosures<\/p>\n
\u00a0<\/p>\n
Not applicable.<\/p>\n
\u00a0<\/p>\n
Item 5. Other Information<\/p>\n
\u00a0<\/p>\n
Insider Trading Arrangements and Policies<\/p>\n
\u00a0<\/p>\n
During the quarter ended March 31, 2026, none
\nof the Company\u2019s directors or officers\u00a0adopted\u00a0or\u00a0terminated\u00a0a \u201cRule 10b5-1 trading arrangement\u201d
\nor \u201cnon-Rule 10b5-1 trading arrangement,\u201d as those terms are defined in Regulation S-K, Item 408, that was intended to satisfy
\nthe affirmative defense conditions of Rule 10b5-1(c).<\/p>\n
\u00a0<\/p>\n
Item 6. Exhibits<\/p>\n
\u00a0<\/p>\n
The following exhibits are filed as part of,
\nor incorporated by reference into, this Quarterly Report.<\/p>\n
\u00a0<\/p>\n
Exhibit\u00a0No.
\n \u00a0
\n Description<\/p>\n
19.1***
\n \u00a0
\n Klotho
\n Neurosciences, Inc. Insider Trading Policy (incorporated by reference to Exhibit\u00a019.1 filed by Klotho Neurosciences, Inc.\u2019s
\n on Form\u00a010-Q filed with the SEC on November\u00a019, 2024).<\/p>\n
31.1*
\n \u00a0
\n Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002<\/p>\n
31.2*
\n \u00a0
\n Certification of Principal Accounting and Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002<\/p>\n
32.1**
\n \u00a0
\n Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002<\/p>\n
32.2**
\n \u00a0
\n Certification of Principal Accounting and Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002<\/p>\n
97.1***
\n \u00a0
\n Clawback
\n policy (incorporated by reference to Exhibit 97.1 filed by Redwoods on Form\u00a010-K filed by the Registrant on April\u00a017, 2024).<\/p>\n
101.INS*
\n \u00a0
\n Inline XBRL Instance Document<\/p>\n
101.SCH*
\n \u00a0
\n Inline XBRL Taxonomy Extension Schema Document<\/p>\n
101.CAL*
\n \u00a0
\n Inline XBRL Taxonomy Extension Calculation Linkbase Document<\/p>\n
101.DEF*
\n \u00a0
\n Inline XBRL Taxonomy Extension Definition Linkbase Document<\/p>\n
101.LAB*
\n \u00a0
\n Inline XBRL Taxonomy Extension Labels Linkbase Document<\/p>\n
101.PRE*
\n \u00a0
\n Inline XBRL Taxonomy Extension Presentation Linkbase Document<\/p>\n
104*
\n \u00a0
\n Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)<\/p>\n
\u00a0<\/p>\n
*
\n Filed herewith.<\/p>\n
**
\n Furnished herewith. This certification is being furnished solely to accompany this report pursuant
\n to 18 U.S.C. Section 1350, and is not being filed for purposes of Section 18 of the Exchange Act of 1934, as amended, and is not
\n to be incorporated by reference into any filings of the Company, whether made before or after the date hereof, regardless of any
\n general incorporation language in such filing.<\/p>\n
***
\n Filed previously.<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
SIGNATURES<\/p>\n
\u00a0<\/p>\n
Pursuant to the requirements of the Securities Exchange Act of
\n1934, the registrant has duly caused this Amendment No. 1 on Form 10-Q\/A to be signed on its behalf by the undersigned, thereunto duly
\nauthorized.<\/p>\n
\u00a0<\/p>\n
\u00a0
\n GREENLAND MINES LTD<\/p>\n
\u00a0
\n \u00a0
\n \u00a0<\/p>\n
Date: August 14, 2026
\n By:
\n \/s\/ Joseph A. Sinkule <\/p>\n
\u00a0
\n Name:
\n Joseph A. Sinkule<\/p>\n
\u00a0
\n Title:
\n Chief Executive Officer<\/p>\n
\u00a0
\n \u00a0
\n (Principal Executive Officer)<\/p>\n
\u00a0
\n \u00a0
\n \u00a0<\/p>\n
Date: August 14, 2026
\n By:
\n \/s\/ Jeffrey LeBlanc <\/p>\n
\u00a0
\n Name:\u00a0\u00a0
\n Jeffrey LeBlanc<\/p>\n
\u00a0
\n Title:
\n Chief Financial Officer
(Principal Accounting Officer)<\/p>\n
\u00a0<\/p>\n
\u00a0<\/p>\n
http:\/\/fasb.org\/srt\/2026#ChiefExecutiveOfficerMember
\n1
\n0001907223
\ntrue
\nQ1
\n–12-31<\/p>\n
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