Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)

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

The following discussion and analysis is intended to help you understand our results of operations and financial condition as of September 30, 2026 and for the nine months ended September 30, 2026 and 2025. This discussion and analysis is provided as a supplement to and should be read in conjunction with our condensed consolidated financial statements and the notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q. This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025.

Forward-Looking Statements

Certain statements contained herein constitute "forward-looking statements". Except for the historical information contained herein, this Quarterly Report on Form 10-Q contains forward-looking statements (identified by the words "estimate," "project," "anticipate," "plan," "expect," "intend," "believe," "hope," "strategy" and similar expressions), which are based on our current expectations and speak only as of the date made. These forward-looking statements are subject to various risks, uncertainties and factors that could cause actual results to differ materially from the results anticipated in the forward-looking statements, including, without limitation, those discussed under Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the Securities and Exchange Commission on March 19, 2026 and those described herein that could cause actual results to differ materially from the results anticipated in the forward-looking statements.

Factors That May Adversely Affect our Results of Operations

Our results of operations may be adversely affected by various factors that could cause economic uncertainty and volatility in the financial markets, many of which are beyond our control. Our business could be impacted by, among other things, downturns in the financial markets or in economic conditions, increases in oil prices, inflation, increases in interest rates, supply chain disruptions, declines in consumer confidence and spending and geopolitical instability, such as the military conflict in Ukraine and the Middle East. We cannot at this time fully predict the likelihood of one or more of the above events, their duration or magnitude, or the extent to which they may negatively impact our business.

Objective

The objective of our Management's Discussion and Analysis of Financial Condition and Results of Operations is to provide users of our financial statements with the following:

This Management's Discussion and Analysis is a supplement to, and should be read together with, our financial statements, including notes, referenced elsewhere in this report, and is provided to enhance your understanding of our operations and financial condition. Due to rounding, some parts of this discussion may not sum or calculate precisely to the totals and percentages provided in the tables.

Overview and Outlook

We are a U.S. based renewable energy company focused on the extraction, refinement and distribution of technical minerals in an environmentally responsible manner. On November 5, 2021, we acquired the rights to 102 federal mining claims located in the Lisbon Valley of Utah for $100,000 plus the future payment of royalties based on a percentage of the net revenue (2%) from the sale of all minerals produced from this portion of the mining property. The acquisition was driven by historical mineral data from seven existing wells with brine aquifer access. We are defined as an exploration stage issuer, under SEC Regulation S-K Item 1300. An independent third-party technical report indicated that further investment and development in the claims was warranted, although no determination has been made whether we have any reserves of minerals. Similarly, no determination has been made whether mineralization could be economically and legally produced or extracted. We have no mineral reserves as defined by Regulation S-K Item 1300 and have had no mining revenue to date.

In July 2023, we acquired and staked additional lithium mining claims adjacent to our Lisbon Valley Project in Utah. The new claims have been registered with the BLM. We now own a total of 743 placer claims over 14,320 acres (approximately 22 square miles), comprised of the 102 original mining claims and 641 new claims.

On or about August 28, 2026, we completed the annual maintenance and renewal of our 743 mining claims administered by the United States Department of the Interior, Bureau of Land Management. Through the timely payment of the annual maintenance fees required under federal law and Bureau of Land Management regulations, we maintained the claims in good standing for an additional one-year maintenance period.

Our strategy is to employ selective brine extraction technologies that recover targeted minerals and metals from the brine and re-inject the brine into the aquifer, and we continue to evaluate extraction technology providers. We will need funding to support continuing operations and support our growth strategy and we will need to finance operations by offering any combination of equity offerings, debt financing, collaborations, strategic alliances or other licensing arrangements. There is no assurance we will be able to raise sufficient capital to finance our operations.

Results of Operations

Three months ended September 30, 2026, Compared to Three months ended September 30, 2025.

Revenue

For the three months ended September 30, 2026, and 2025, our company had no revenue.

Operating Expenses

General and administrative expenses for the three months ended September 30, 2026, were $647,249, an increase of $354,109 or 121%, compared to $293,140 for the three months ended September 30, 2025. The increase in operating expenses was mainly due to an increase in wages and related expenses, including $191,667 of share-based compensation related to restricted stock units, and professional fees.

Gain (Loss) on Extinguishment

During the three months ended September 30, 2026 and 2025, our company recorded a loss on extinguishment of debt of $0 and $424,656, respectively.

Fair Value of Stock Issued for Note Modification

During the three months ended September 30, 2026 and 2025, the Company recorded a fair value of stock issued for note modification of $0 and $863,651, respectively.

Interest Expense

Interest expense for the three months ended September 30, 2026, was $253,879, as compared to $184,241 during the three months ended September 30, 2025.

Net Loss

As a result of the foregoing, the net loss for the three months ended September 30, 2026, was $901,128 as compared to the net loss of $1,765,688 during the three months ended September 30, 2025.

Nine months ended September 30, 2026, Compared to Nine months ended September 30, 2025.

Revenue

For the nine months ended September 30, 2026, and 2025, our company had no revenue.

Operating Expenses

General and administrative expenses for the nine months ended September 30, 2026, were $1,745,150, an increase of $235,956 or 16%, compared to $1,509,194 for the nine months ended September 30, 2025. The increase in operating expenses was mainly due to an increase in professional fees and wages and related expenses.

Gain (Loss) on Extinguishment

During the nine months ended September 30, 2026 and 2025, our company recorded a loss on extinguishment of debt of $1,045,346 and $990,109, respectively.

Fair Value of Stock Issued for Note Modification

During the nine months ended September 30, 2026 and 2025, the Company recorded a fair value of stock issued for note modification of $2,572,517 and $1,273,659, respectively.

Interest Expense

Interest expense for the nine months ended September 30, 2026, was $729,157, as compared to $510,810 during the nine months ended September 30, 2025.

Net Loss

As a result of the foregoing, the net loss for the nine months ended September 30, 2026, was $6,092,170 as compared to the net loss of $4,283,772 during the nine months ended September 30, 2025.

Liquidity and Capital Resources

We require cash to fund our operating expenses and working capital requirements, including outlays for capital expenditures. The accompanying consolidated financial statements have been prepared on a going concern basis. Our company had a net loss of $6,092,170 during the nine months ended September 30, 2026, had accumulated losses totaling $37,049,291, and a working capital deficit of $13,307,845 as of September 30, 2026. These conditions raise substantial doubt about our ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Since we acquired our first mining claims in November 2021, we have faced an increasingly challenging liquidity situation that has limited our ability to execute our operating plan. Our company will need to raise additional financing in order to fund our operations for the next 12 months and to allow us to continue the development of our business plans and satisfy our obligations on a timely basis. Should additional financing not be available, we will have to negotiate with our lenders to extend the repayment dates of our indebtedness. There can be no assurance that our company will be able to successfully restructure our debt obligations in the event we fail to obtain additional financing.

On August 25, 2026, we entered into amendments to our outstanding promissory notes and convertible notes that extended the maturity date of the notes to September 30, 2026. The amendments provided that, if we did not consummate an uplist of our common stock to NYSE American on or prior to September 30, 2026, the principal amount due under the notes would increase 15% ($1,459,217) and we would issue 612,476 shares of common stock to the noteholders. On October 13, 2026, these terms were amended, effective as of September 30, 2026, as described below. See Note 4 - Debt.

On October 13, 2026, we further amended the notes to extend their maturity date to November 30, 2026. If we have not consummated an uplist of our common stock to NYSE American on or prior to November 30, 2026, the principal amount due under the notes will automatically increase by 15% of the principal balances outstanding as of June 30, 2026, or $1,489,217, and we will automatically issue an aggregate of 779,901 shares of common stock to the noteholders (inclusive of the 612,476 shares issuable under the August 25, 2026 amendments). See Note 9 - Subsequent Events.

Sources of additional capital through various financing transactions or arrangements with third parties may include equity or debt financing, bank loans or revolving credit facilities. We may not be successful in locating suitable financing transactions in the time period required or at all and we may not obtain the capital we require by other means. Unless we can attract additional investment, there is substantial doubt about our ability to continue as a going concern.

If we are unable to obtain sufficient amounts of additional capital, we may have to cease filing the required reports and cease operations completely. If we obtain additional funds by selling any of our equity securities or by issuing common stock to pay current or future obligations, the percentage ownership of our stockholders will be reduced, stockholders may experience additional dilution, or the equity securities may have rights preferences or privileges senior to the common stock.

Cash Flows from Operating Activities

During the nine months ended September 30, 2026, our company used $651,285 of cash in operating activities as a result of our net loss of $6,092,170, offset by loss on extinguishment of debt of $1,045,346, fair value of stock issued for note modification of $2,572,517, share-based compensation of $659,886, accrued interest of $717,314, and net changes in operating assets and liabilities of $445,822.

During the nine months ended September 30, 2025, our company used $483,456 of cash in operating activities as a result of our net loss of $4,283,772, offset by loss on extinguishment of debt of $990,109, fair value of stock issued for note modification of $1,273,659, share-based compensation of $785,181, accrued interest of $494,766, and net changes in operating assets and liabilities of $256,601.

Cash Flows from Investing Activities

During the nine months ended September 30, 2026 and 2025, our company had no investing activities.

Cash Flows from Financing Activities

During the nine months ended September 30, 2026, financing activities provided $649,270, resulting from $325,000 in proceeds from convertible notes, $270,000 in proceeds from promissory notes and $54,270 in proceeds from option exercises.

During the nine months ended September 30, 2025, financing activities provided $480,000 in proceeds from convertible notes.