Quarterly Report for Quarter Ending SEPTEMBER 30, 2025 (Form 10-Q)

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

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

Forward-Looking Statements

This Quarterly Report contains forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. When used in this report, the words "believe," "anticipate," "expect," "will," "estimate," "intend", "plan" and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved. Important factors that might cause our actual results to differ materially from the results contemplated by the forward-looking statements are contained in the "Risk Factors" section of and elsewhere in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024, and in our subsequent filings with the SEC, and include, among others, the following: marijuana is illegal under federal law, the marijuana industry is subject to strong competition, our business is dependent on laws pertaining to the marijuana industry, the marijuana industry is subject to government regulation, our business model depends on the availability of private funding, we will be subject to general real estate risks, if debt payments to note holder are not made we could lose our investment in our real estate properties, terms and deployment of capital. The terms "Global Technologies, Ltd "Global Technologies," "Global," "we," "us," "our," and the "Company" refer to Global Technologies, Ltd., individually, or as the context requires, collectively with its subsidiaries on a consolidated basis.

Company Overview

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

Our principal executive office is located at 806 Green Valley Road, Suite 200, Greensboro, North Carolina 27408 and our telephone number is (973) 233-5151. Our website address is www.globaltechnologiesltd.info. The information provided on our website is not part of this Quarterly Report and is therefore not incorporated by reference unless such information is otherwise specifically referenced elsewhere in this Quarterly Report.

Current Operations

Global Technologies, Ltd is a multi-operational company with a strong desire to drive transformative innovation and sustainable growth across the technology and service sectors, empowering businesses and communities through advanced, scalable solutions that enhance connectivity, efficiency, and environmental stewardship. The Company envisions a future where technology seamlessly integrates into every aspect of life, improving the quality of life and the health of the planet. Our vision is to lead the industries we serve with groundbreaking initiatives that set new standards in innovation, customer experience, and corporate responsibility, thereby creating enduring value for all shareholders.

Our wholly owned operating subsidiaries:

About Primecare Supply, LLC

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

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

Since launching operations, Primecare Supply has established contractual relationships with multiple 503B manufacturers, several reseller partners, and hundreds of licensed medical clinics actively utilizing the Sinq Ops procurement portal to manage their product supply needs.

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

About GTLL Advisory Group, LLC

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

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

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

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

Management expects GTLL Advisory to commence revenue-generating operations in fiscal year 2026 as part of Global's expanding health-technology and advisory services portfolio.

About 10 Fold Services, LLC

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

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

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

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

About GOe3, LLC

GOe3, LLC ("GOe3") was formed as an Arizona limited liability company on February 12, 2000 and was acquired by Global Technologies, Ltd. ("Global" or the "Company") pursuant to a Share Exchange Agreement executed on March 15, 2024. GOe3 was originally intended to develop and operate a network of universal electric vehicle ("EV") charging stations positioned approximately every 45 to 75 miles along major U.S. interstate highways. The company's platform was designed to include universal charging hardware, integrated solar deployment, and a proprietary travel and business portal supporting multiple revenue streams.

During fiscal 2025, Global determined that GOe3 had not met key operational and financial milestones required under the Share Exchange Agreement. As a result, Global elected to terminate and cancel the acquisition and all related agreements. The cancellation of the GOe3 transaction was previously disclosed on the Company's Form 8-K filing on July 2, 2025 with reference to the Company's Board Resolution passed by the Board of Directors on June 30, 2025.

Following the termination, Global wrote off its investment in GOe3 and all associated goodwill as of June 30, 2025. GOe3, LLC is no longer a subsidiary of Global Technologies, Ltd.

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

Critical Accounting Policies, Judgments and Estimates

There were no material changes to our critical accounting policies and estimates during the interim period ended September 30, 2025.

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

Components of our Results of Operations

Revenues

Since our inception on January 20, 1999, we have generated minimal revenue from our operations. We cannot guarantee we will be successful in our business operations. We have limited financial resources and limited operations until such time that we are able to begin to generate revenue from our own operations. Our business is subject to risks inherent in the establishment of a new business plan through the start-up of our operating subsidiaries: 10 Fold Services, Primecare Supply, LLC and GTLL Advisory Group, LLC, including the financial risks associated with the limited capital resources currently available to us and risks associated with the implementation of our business strategies.

Cost of Revenues

Our cost of revenues includes inventory costs, materials and supplies costs, internal labor costs and related benefits, subcontractor costs, depreciation, overhead and shipping and handling costs.

Selling, General and Administrative Expenses

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

Interest Expense, Net

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

Results of Operations

For the Three Months Ended September 30, 2025 Compared to the Three Months Ended September 30, 2024

The following table sets forth information comparing the components of net income for the three months ended September 30, 2025 and 2024:

		Three Months Ended September 30,								Period over Period Change
		2025				2024				$				%
Revenues, net		$	195,325			$	669,431			$	(474,106	)			-70.82	%
Cost of revenues			98,397				191,889				(93,492	)			-48.72	%
Gross profit			96,928				477,542				(380,614	)			-79.70	%
Operating expenses:
Officers and directors compensation			94,209				25,000				69,209				276.84	%
Salaries			17,788				-				17,788				100.00	%
Professional services			27,371				136,916				(109,545	)			-80.01	%
Selling, general and administrative			65,774				42,984				22,790				53.02	%
Total operating expenses			205,142				204,900				242				0.12	%
Operating income (loss)			(108,214	)			272,642				(380,856	)			-139.69	%
Other (expense) income:
Interest expense			(7,587	)			(10,095	)			(2,508	)			-24.84	%
Gain on derivative liability			282,000				-				282,000				100.00	%
Total other income (expense)			274,413				(10,095	)			285,408				-	%
Income before income taxes			166,199				262,547				(96,348	)			-36.69	%
Income tax expense			-				-				-				-	%
Net income		$	166,199			$	262,547			$	(96,348	)			-36.69	%

Revenue

For the three months ended September 30, 2025 and 2024, we generated revenue of $195,325 and $669,431, respectively. Our revenue for the three months ended September 30, 2025 was largely attributable to revenue generated through Primecare Supply.

The Company experienced a decrease in revenue for the three months ended September 30, 2025, as compared to the same period in 2024, primarily due to a strategic shift in the operating focus of its Primecare Supply subsidiary. During fiscal year 2025, the Company publicly disclosed changes occurring within the GLP-1 industry resulting from evolving FDA regulatory requirements impacting production and supply dynamics. During this transition period, the Company's subsidiary, 10 Fold Services, served as the sole source of revenue and operated primarily as a wholesale procurement agent reliant on a single supplier.

Since that time, the Company has intentionally transitioned away from a predominantly wholesale model toward a direct-to-clinic sales strategy. While this shift has resulted in lower initial gross revenue volumes, it provides the Company with ownership of client relationships and data, improved supply-chain control, a more diversified product offering, and higher expected gross margins. As of September 30, 2025, Primecare Supply employed six direct-to-clinic account representatives and one director overseeing daily operations. Management believes this transition will result in slower near-term revenue growth but is designed to generate more sustainable revenue, improved margins, stronger free cash flow, and long-term shareholder value as sales volumes scale and mature.

Cost of Revenues

For the three months ended September 30, 2025 and 2024, cost of revenues was $98,397 and $191,889, respectively. The makeup of the cost of goods sold for the three months ended September 30, 2025 was entirely comprised of costs associated with the revenue derived from Primecare Supply

Gross Profit

For the three months ended September 30, 2025 and 2024, gross profit was $96,928 and $477,542, respectively.

Operating Expenses

Selling, general and administrative expenses were $65,774 and $42,984 for the three months ended September 30, 2025 and 2024, respectively, representing an increase of $22,790, or 53.02%.

Other Income (Expenses)

Other Income (expenses) were $274,413 and ($10,095) for the three months ended September 30, 2025 and 2024, respectively, representing an increase in other income of $285,408. The other (expenses) for the three months ended September 30, 2025 and 2024 was made up of interest expense.

Income tax expense

There was no income tax expense for the three months ended September 30, 2025 and September 30, 2024.

Net Income

For the three months ended September 30, 2025, net income was $166,199 as compared to net income of $262,547 for three months ended September 30, 2024, a decrease of $96,348.

Liquidity and Capital Resources

The following table summarizes the cash flows for the three months ended September 30, 2025 and 2024:

		2025				2024
Cash Flows:
Net cash (used in) provided by operating activities		$	(115,031	)		$	217,114
Net cash provided by investing activities			-				-
Net cash (used in) financing activities			-				(40,000	)
Net increase (decrease) in cash			84,869				177,114
Cash at beginning of period			68,108				115,747
Cash at end of period		$	152,977			$	292,861

As of September 30, 2025 and 2024, the Company had cash of $152,977 and $292,861, respectively.

We had cash used in operating activities of ($115,031) for the three months ended September 30, 2025, compared to new cash provided by operating activites of $217,114 for the three months ended September 30, 2024. The net cash used in operating activities for the three months ended September 30, 2025consisted primarily of net income of $166,199 offset by a gain on derivative liability in the amount of $282,000, security deposit of $4,221and accounts payable of $2,571.

We had cash provided by investing activities of $- and $- for the three months ended September 30, 2025 and 2024, respectively.

We had cash (used in) provided by financing activities of $0 and ($40,000) for the three months ended September 30, 2025 and 2024, respectively, of which $40,000 was for payments against convertible notes payable during the three months ended September 30, 2024.

Off-Balance Sheet Arrangements

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

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

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

Seasonality

We do not consider our business to be seasonal.

Contractual Obligations and Commitments

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

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

Inflation and Changing Prices

Neither inflation nor changing prices for the three months ended September 30, 2025 had a material impact on our operations.