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

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

This Quarterly Report on Form 10-Q includes forward-looking statements that reflect management's current views with respect to future events and financial performance. Forward-looking statements are statements in respect of future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these terms or other comparable terminology. These statements include statements regarding the intent, belief or current expectations of our management team, as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risk and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks set forth in the section entitled "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the U. S. Securities and Exchange Commission (the "SEC") on April 6, 2026, any of which may cause our company's or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied in our forward-looking statements. These risks and factors include, by way of example and without limitation:

● absence of contracts with customers or suppliers;

● our ability to maintain and develop relationships with customers and suppliers;

● the retention and availability of key personnel;

● general economic and business conditions;

● substantial doubt about our ability to continue as a going concern;

● our ability to successfully implement our business plan;

● our need to raise additional funds in the future;

● our ability to successfully recruit and retain qualified personnel in order to continue our operations;

● our ability to successfully acquire, develop or commercialize new products;

● the commercial success of our products;

● the impact of any industry regulation;

We undertake no obligation to update or revise forward-looking statements to reflect events or circumstances occurring after the date of this Quarterly Report, except as required by law.

As used in this Quarterly Report and unless otherwise indicated, the terms "Company," "we," "us," and "our," refer to Strategic Acquisitions, Inc. and its wholly-owned subsidiary Exworth Union, a Delaware corporation.

Business Overview

Strategic Acquisitions, Inc. (the "Company," "we," "us" and words of similar import) was incorporated under the laws of the State of Nevada on January 27, 1989. The Company is a private lending company that provides digital asset backed loan service to businesses. On December 22, 2022, we entered into and consummated an Agreement and Plan of Merger ("Merger Agreement") with Exworth Union Inc. ("Exworth Union") and the owners of all of its outstanding shares of capital stock - Exworth Management LLC ("Exworth Management") and World Class Global Technology PTE LTD. ("World Class," collectively with Exworth Management, the "Stockholders") whereby we acquired Exworth Union (the "Merger"). Exworth Union is engaged in providing loans collateralized by digital assets. Prior to the Merger, we were a "shell" company with no commercial operations and had generated no revenues other than nominal interest income. Since the merger, we generated revenues from interest income and fees from loan receivable issuance. During 2023, we initiated loan administrations services and ceased providing services. During July 2024, all loan receivable issued were settled by borrowers and we have temporarily ceased lending operations from this date as of the date of this SEC filing.

Immediately prior to the Merger, Exworth Management owned 91% of the outstanding shares of Exworth Union and 74% of the shares of our common stock outstanding. Consequently, the transaction effected through the Merger Agreement was accounted for as a reverse recapitalization. Exworth Union was determined to be the accounting acquirer and we, Strategic, were treated as the acquired company for financial reporting purposes.

As a result of the acquisition of Exworth Union we are in the business of providing loans collateralized by digital assets. Our loan business is currently limited due to the early stage of the digital asset industry, changing economic conditions and the need to develop a proprietary software technology platform, to facilitate the origination and servicing of digital asset backed loans, and as of June 30, 2026, we have not begun development of software due to lack of funding. Our target customers are small businesses and individuals that hold intangible assets including digital currencies seeking loans secured by such assets. We intend to provide term loans to these enterprises and individuals which are collateralized with intangible assets, such as Bitcoin. We intend to generate revenue from interest income and transaction-based services fees. We intend to design a Platform to originate and service loans backed by various assets. Nevertheless, to date, Bitcoin is the only asset we have accepted as collateral for a loan and we intend to focus on the market for loans secured by digital currencies for the immediate future.

Our primary target customers are small businesses and individuals in Asia and Europe. The lending industry in these markets is rapidly changing and highly innovative. We expect competition within our industry will continue to be intense as existing and new competitors introduce new products or enhance existing products. Our principal competitors are other digital asset-backed lending companies, decentralized finance companies, credit services organizations, online lenders, credit card companies, and other financial institutions that offer similar financial products and services, including loans on an unsecured as well as a secured basis.

Foreign business models rely on being unregulated or only regulated in a small number of lower compliance jurisdictions, while also offering their products in highly regulated jurisdictions, including the United States, without necessarily complying with the relevant regulatory requirements in such jurisdictions.

Based on this market environment, we have not been able to offer some popular products and services that our unregulated or less regulated competitors offer, which adversely impact our business, financial condition, and results of operations.

In assessing our business operations, we expect to expend significant managerial, operational, and compliance costs to meet the legal and regulatory requirements applicable to us in the United States and other jurisdictions, all of which will incur significant costs to comply with these requirements before we could grow our business. For these reasons, management is assessing its business model. Based on the Company's limited resources, management is currently evaluating areas to build its business and is focusing on identifying their future customer base.

Management is also considering the divestiture of its wholly owned subsidiary, Exworth Union. As the Company's business focus evolves, the importance of this subsidiary is no longer strategic to the Company. At this time, management does not believe that the divestiture of its subsidiary would have any impact on the business, results of operations, cash flows and financial condition of the Company.

Results of Operations

Comparison of the Three Months Ended June 30, 2026 to the Three Months Ended June 30, 2025:

		For the Three Months Ended				For the Three Months Ended
		June 30, 2026				June 30, 2025
Revenue, net		$	-			$	-
Cost of services			-				-
Operating income			-				-
Operating expenses:
Selling, general and administrative			24,563				2,547
Total operating expenses			24,563				2,547
Loss from operations			(24,563	)			(2,547	)
Interest expense			-				-
Loss before provision for income taxes			(24,563	)			(2,547	)
Provision for income taxes			-				-
Net Loss		$	(24,563	)		$	(2,547	)

Revenues

There was no revenue for the three months ended June 30, 2026 and 2025.

Operating Expenses

Total operating expenses were $24,563 for the three months ended June 30, 2026, as compared to $2,547 for the three months ended June 30, 2025. The increase of approximately $22,016 was primarily attributable to higher professional fees associated with the Company's public company reporting activities and consulting services rendered during the period.

Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025:

		For the Six Months Ended				For the Six Months Ended
		June 30, 2026				June 30, 2025
Revenue, net		$	-			$	-
Cost of services			-				-
Operating income			-				-
Operating expenses:
Selling, general and administrative			63,280				27,591
Total operating expenses			63,280				27,591
Loss from operations			(63,280	)			(27,591	)
Interest expense			-				-
Loss before provision for income taxes			(63,280	)			(27,591	)
Provision for income taxes			-				-
Net Loss		$	(63,280	)		$	(27,591	)

Revenues

There was no revenue for the six months ended June 30, 2026 and 2025.

Operating Expenses

Total operating expenses were $63,280 for the six months ended June 30, 2026, as compared to $27,591 for the six months ended June 30, 2025. The increase of approximately $35,689 was primarily driven by higher professional fees, OTC market membership expense, consulting fees, and share-based compensation of $1,000 associated with shares issued for services during the second quarter of 2026.

Liquidity and Capital Resources

As of June 30, 2026, we had cash on hand of $32,349, as compared to cash on hand of $508 as of December 31, 2025. The increase in cash on hand of $31,841 is primarily the result of $60,000 in proceeds from non-recourse related party notes payable and $40,000 in proceeds from the sale of common stock, partially offset by $68,159 in cash used in operating activities.

The Company's operating activities consume the majority of its cash resources. The Company anticipates that it will continue to incur operating losses as it executes its development plans for 2026, as well as other potential strategic and business development initiatives. In addition, the Company has had and expects to have negative cash flows from operations, at least into the near future.

Although no assurances can be given as to the Company's ability to deliver on its revenue plans or that unforeseen expenses may arise, management currently believes that equity and debt financing, will provide the necessary funding for the Company to continue as a going concern for the next twelve months.

Going Concern

The unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q have been prepared assuming that the Company will continue as a going concern. The Company has an accumulated deficit as of June 30, 2026 of $544,943.

During the six months ended June 30, 2026, the Company received $60,000 in non-recourse related party loans and $40,000 from the sale of common stock. If the Company does not generate additional revenue or equity and other debt financing from third parties, it will not have sufficient cash to meet its obligations for the next twelve months following the date of this Quarterly Report on Form 10-Q. There currently are no other arrangements or agreements for financing, and there can be no assurances that any other debt or equity financing will be available, or if available, on favorable terms. As such, these matters raise substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the date of this Quarterly Report on Form 10-Q. The condensed consolidated financial statements in this Quarterly Report on Form 10-Q do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

Management cannot guarantee any other potential debt of equity financing will be available, or if available, on favorable terms. As such, these matters raise substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the issuance date of this report. If adequate funds are not available on acceptable terms, or at all, the Company will need to curtail operations or cease operations completely.

Working Capital (Deficiency)

		June 30, 2026				December 31, 2025
Current assets		$	40,789			$	5,388
Current liabilities			-				2,319
Working capital (deficiency)		$	40,789			$	3,069

Cash Flows

		Six Months Ended				Six Months Ended
		June 30, 2026				June 30, 2025
Net cash used in operating activities		$	(68,159	)		$	(27,278	)
Net cash used in investing activities			-				-
Net cash provided by financing activities			100,000				7,700
Net increase (decrease) in cash		$	31,841			$	(19,578	)

Operating Activities

Net cash used in operating activities was $(68,159) for the six months ended June 30, 2026, consisting of a net loss of $(63,280), adjusted for non-cash share-based compensation of $1,000, an increase in prepaid expenses of $(3,560), and a decrease in accounts payable and accrued expenses of $(2,319). Net cash used in operating activities was $(27,278) for the six months ended June 30, 2025, consisting of a net loss of $(27,591), adjusted for a decrease in prepaid expenses of $864 and a decrease in accounts payable and accrued expenses of $(551).

Investing Activities

There were no investing activities in the six months ended June 30, 2026 and 2025.

Financing Activities

For the six months ended June 30, 2026, net cash provided by financing activities was $100,000, consisting of $60,000 in proceeds from non-recourse related party notes payable and $40,000 from the sale of 40,000,000 shares of common stock. For the six months ended June 30, 2025, net cash provided by financing activities was $7,700 , consisting of advances from a related party.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Critical Accounting Policies and Procedures

Our significant accounting policies are more fully described in Note 2 to our condensed consolidated financial statements included in this Quarterly Report and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the SEC on April 6, 2026.

Recently Adopted Accounting Pronouncements

Our recently adopted accounting pronouncements are more fully described in Note 2 to our unaudited consolidated financial statements included in this Quarterly Report.