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

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

You should read the following discussion of our financial condition and results of operations in conjunction with the condensed financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited financial statements included in our registration statement filed pursuant to Section 12(g) of The Securities Exchange Act of 1934, with the Securities and Exchange Commission on March 6, 2025 ("Registration Statement"). In addition to historical condensed financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements.

Overview

The Company operates to develop artificial intelligence products that enable companies and individuals to reach their highest potential by eliminating language barriers in daily communications by providing high-quality, accurate, and efficient interpretation and translation services using natural language processing (NLP) technology. The Company's focus is on developing a proprietary architecture that is faster and more accurate than any other company, with a commitment to providing superior quality services to its customers. The Company intends to serve a wide variety of markets and customers and will be focused on becoming a leader in the creation of pragmatic products for the interpretation and translation industry.

Business Summary

We develop and market artificial intelligence products that eliminate language barriers in daily communications by providing high-quality, accurate, and efficient interpretation and translation services using natural language processing (NLP) technology. Our proprietary AI and machine learning architecture enable seamless translation and transcription of spoken and written words in seconds across multiple languages. Our VerbumSuite platform facilitates fluid and effective communication among individuals regardless of linguistic differences. With support for real-time conversations over-the-phone, virtual meetings, and online chats in over 140 languages and dialects, Verbum is reshaping how organizations, educational institutions, and customer service centers connect and collaborate. The Company develops and markets artificial intelligence products that eliminate language barriers in daily communications by providing high-quality, accurate, and efficient interpretation and translation services using natural language processing (NLP) technology. Our focus is on developing a proprietary architecture that is faster and more accurate than any other company, with a commitment to providing superior quality services to its customers. We intend to serve a wide variety of markets and customers and are focused on becoming a leader in the creation of products for the interpretation, translation, and transcription industries. Driven by a vision to create a more understanding world and revolutionize global communication, we are committed to solving complex problems with practical solutions. We recognize that artificial intelligence has the potential to turn good decisions into great ones, and we strive to harness this potential to drive positive change across industries.

During the reporting period, the company expanded its product ecosystem with two major additions - Verbumagentis™ and Verbumlocal™ - both designed to enhance accessibility, speed, and accuracy. Verbumagentis™ provides contact center agents with real-time, bidirectional translation in over 140 languages, seamlessly integrated into cx platforms. It enables custom dictionaries and domain-specific models that deliver contextual understanding and higher customer satisfaction scores. Verbumlocal™ is a lightweight, computer-hosted interpretation tool that connects to any headset, microphone, or speaker, allowing secure-network communication at an operating system level. This innovation enables multilingual interaction in any software environment that uses audio input and output.

The company also launched new domain-trained models, including a healthcare, insurance, and legal verticals.

Onemeta continues to gain momentum through enterprise pilots, government contracts, and gsi partnerships. These initiatives are positioning the company as a category-defining leader in real-time multilingual communication technology, differentiated by low latency, high accuracy, a non-generative ai approach, and enterprise-level security where every client obtains its own isolated ai model and dataset, assuring great efficiency and the highest security standard.

Our Products

Our current VerbumSuite products described in detail below are built on our proprietary and patented systems and methods for substantially real-time speech, transcription, and translation technology. We are also developing additional proprietary products and features to expand the service capabilities built on our core technological foundation.

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Verbum. Verbum supports real time web-based conversations, discussions, meetings, and online chats in 140 languages, enabling fluent and effective communication among individuals that do not speak the same language. This product is distributed through our online platform, direct sales to businesses and organizations, and we are attempting to develop partnerships with existing video conferencing providers. The competitive position is against other video conferencing providers that also offer live interpretation services, such as Microsoft Teams, Zoom and Google Meet. We believe our main competitors are organizations that supply human interpreters which can be ten times more expensive than our Verbum product. The Verbum product is available to customers at a wholesale price of $0.30 to $0.36 per minute, as compared to human interpreters, which can range from $45.00 to $150.00 per hour, or $1.25 to $3.00 per minute.(1) The primary market for our Verbum product is for organizations or individuals that require real-time interpretation services.

(1) As reported in "Medical Interpreters in Outpatient Practice", available at https://pmc.ncbi.nlm.nih.gov/articles/PMC5758324/.

VerbumOnSite^TM - Real Time Translation Powered by AI

		●	Multilingual Events - unlocks the power of seamless communication at live events through real-time translation and captioning services. Attendees can effortlessly scan a QR code to access real-time captions in over 140 languages directly on their phones.
		●	Ease of Integration - integrates into the event setup, ensuring a smooth and hassle-free experience for organizers and attendees. User-friendly, web-based design and compatibility incorporates powerful multilingual features without technical complexities.
		●	Inclusive Communication - committed to breaking language barriers and making events accessible to all such as for those with hearing disabilities. Our solution provides real-time, multilingual closed captions, ensuring full engagement in conversations and presentations and fostering an inclusive event experience.
		●	Currently available for use in live events requiring multilingual support.

VerbumOnsite™ has been adopted for pilot programs at major international conferences, supporting live audience captions and mobile access in over 140 languages.

VerbumCall^TM - AI-Powered Over-the-Phone Interpretation with No App or Internet Required

		●	Multilingual Calls - unlocks the power of seamless communication over the phone; similar to having a translator readily available in 140+ languages. VerbumCall transforms any mobile device into a personal translator without the need for internet connection or additional applications.
		●	Ease of Integration - integrates into the users current systems incorporating powerful multilingual calls without technical complexities.
		●	Scalable & Confidential - offers a scalable solution that adapts to the users business needs, whether making one call or thousands of calls. Our AI-powered conversations enable calls to be private and secure, ensuring business communications are confidential and protected.
		●	Currently available for integration with major Contract Center as a Service (CCaaS) providers.

Verbumcall™ has been deployed with early adopters in the bpo industry, proving its ability to lower costs and improve call handling time compared to human interpreters.

VerbumTM for Microstoft Teams - AI Translation for Multilingual Meetings

		●	Enhances the Microsoft Teams experience by facilitating multilingual groups to come together in meetings. Enables collaborators from all over the world to work together without language barriers. Each attendee chooses the language that they will be speaking in and the language in which they want to see captions and chat. As each person speaks in their preferred language from a list of 95+ languages, it is translated in near real-time for the rest of the group.
		●	When a user selects their preferred language, it does not impact the other users in the meeting. The system allows each user to understand and be understood using their preferred language.
		●	Translates chat messages into 3 selected languages in near real-time to allow flow of communication.
		●	Enables a transcript function allowing the user to upload documents that can be translated into 95+ languages and shared with the whole team.
		●	No formal legal or commercial agreement is required with Microsoft for the operation of this product within Microsoft Teams. The Company fully complies with Microsoft's comprehensive development, publishing, and certification standards to ensure functionality, security and accessibility.
		●	Integration with Microsoft Teams is achieved through Microsoft Teams APIs and compliance with a detailed manifest that undergoes thorough third-party review. The manifest governs Verbum's features and ensures secure, real-time multilingual translation capabilities, including captions and chat translations for over 120 languages. Verbum interacts with Microsoft Teams by processing real-time meeting audio and chat data (with user permission) to deliver high-accuracy, AI-powered translations directly within the Microsoft Teams interface.
		●	Fully operational and available to users.

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Verbum SDK. Verbum Software Developer Kit allows software programmers, potential channel partners, and corporate development teams to integrate our powerful multilingual communications platform Verbum™ - into new or existing Software-as-a-Service applications and/or client/server programs, helping them remove communications barriers for multinational organizations and/or those serving customers who speak/read different languages. This product may be distributed through partnerships with software developers or through direct sales to businesses and organizations that require interpretation services for their software. The competitive position would be against other software development kit providers that also offer interpretation services, such as Microsoft Azure or Amazon Translate. The expected market for this product is software developers and businesses that require interpretation services for their software applications. Verbum SDK is now a foundation for OEM partnerships and emerging applications in healthcare, government, and customer support platforms.

Recent Developments

Effective October 31, 2025, Rowland W. Day II resigned from his positions as President, Chief Financial Officer, Secretary, Chief Legal Officer, and as a member of the Board of Directors of the Company. Mr. Day's resignation was in connection with the Settlement Agreement described above and was not the result of any disagreement with the Company on any matter relating to its operations, policies, or practices.

Components of Our Results of Operations

Net Revenue

We currently derive our revenue primarily from the sale of our products. We expect our net revenue to increase in the foreseeable future as we add new customers and offer additional products, though net revenue may fluctuate from quarter to quarter due to a variety of factors, including the pace of research and development and completion of additional products.

Revenue growth is expected to be driven by enterprise contracts with Nice Cxone clients, channel expansions with Accenture, and the introduction of Verbumagentis™ and Verbumlocal™. Early pilots have resulted in strong customer feedback.

Overall, the company believes that the strategic advancements made this quarter - including product expansion, enterprise partnerships, security certifications, and operational optimization - have significantly strengthened its position as a leader in ai-driven real-time multilingual communication. Management expects these initiatives to contribute to increased revenue, margin improvement, and greater market adoption in upcoming quarters.

Operating Expenses

Operating expenses consist primarily of research and development, salaries and benefits, infrastructure and equipment, professional services and distribution and delivery.

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Research and Development: Developing and maintaining the proprietary NLP technology and architecture will be a significant future expense for the Company. The company is focusing on low-latency models, contextual domain training, and non-gen-ai approaches that ensure deterministic output and auditability.

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Salaries and Benefits: The Company plans to invest in hiring and retaining additional employees to perform various functions, such as software development, customer support, sales, and administration. This will include salaries, benefits, and other employee-related expenses.

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Infrastructure and Equipment: The Company will invest in technology infrastructure and equipment to support its software development and distribution operations. Cloud infrastructure optimization has reduced operating costs and improved performance, supporting higher data throughput for real-time translation services. This will include expenses related to servers, software licenses, hardware, and office equipment.

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Professional Services: Depending on the Company's needs, it may need to engage professional services such as legal, accounting, or consulting services, which would be an expense for the Company.

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Distribution and Delivery: The Company has ongoing investments in automated deployment pipelines and customer success portals are improving client onboarding and global service delivery. This will include expenses related to logistics, software licensing, or server maintenance.

Total Other Expense

Other expenses consist primarily of interest expense. It also includes any gains and loss attributable to the changes in fair market value from the derivative liabilities associated with the issuance of convertible notes.

Results of Operations for the Three Months Ended September 30, 2025 and 2024

The following table summarizes selected items from the statement of operations for the three months ended September 30, 2025 and 2024, respectively.

		Three months ended				Three months ended
		September 30, 2025				September 30, 2024
Revenue		$	474,604			$	3,478
Cost of revenue			45,530				-
Net profit			429,074				3,478
Operating expenses:
Research and development			373,440				202,168
General and administrative			623,796				537,164
Advertising and marketing			7,261				25,336
Legal and professional			115,215				139,600
Total operating expenses			1,119,712				904,268
Loss from operations			(690,638	)			(900,790	)
Other expense:
Interest expense			(136,842	)			(34,563	)
Total other expense			(136,842	)			(34,563	)
Net loss		$	(827,480	)		$	(935,353	)

Revenue and Cost of Revenue

Our net profit for the three months ended September 30, 2025 was $429,074, compared to $3,478 for the three months ended September 30, 2024, an increase of $425,596. Our cost of revenue increased from $0 for the three months ended September 30, 2024 to $45,530 for the three months ended September 30, 2025. The Company entered into several new sales and service contracts and began recognizing revenue from the new contracts during the period ended September 30, 2025.

Operating Expenses

Our total operating expenses for the three months ended September 30, 2025, were $1,119,712, compared to $904,268 for the three months ended September 30, 2024, an increase of $215,444. The increase in our operating expenses was primarily a result of (i) an increase in research and development expenses, from $202,168 for the three months ended September 30, 2024 to $373,440 for the three months ended September 30, 2025, (ii) increase in general and administrative expenses, from $537,164 for the three months ended September 30, 2024 to $623,796 for the three months ended September 30, 2025, offset by (iii) a decrease in legal and professional expenses, from $139,600 for the three months ended September 30, 2024 to $115,215 for the three months ended September 30, 2025 and (iv) decrease in advertising and marketing expenses, from $25,336 for the three months ended September 30, 2024 to $7,261 for the three months ended September 30, 2025, each of which were connected to management's efforts to perform obligations related to new sales contracts.

Other Expense

For the three months ended September 30, 2025, other expense was $136,842. For the three months ended September 30, 2024, other expense was $34,563. Other expense increased by $102,279 primarily due to increased interest expense, which, in turn, was attributable to increased borrowings from 2024 to 2025.

Net Loss

Net loss for the three months ended September 30, 2025, was $827,480, compared to $935,353 for the three months ended September 30, 2024, a decrease of $107,873. The decrease in net loss was primarily due to increase net revenue.

Results of Operations for the Nine Months Ended September 30, 2025 and 2024

The following table summarizes selected items from the statement of operations for the nine months ended September 30, 2025 and 2024, respectively.

		Nine months ended				Nine months ended
		September 30, 2025				September 30, 2024
Revenue		$	1,303,877			$	14,354
Cost of revenue			137,205				-
Net profit			1,166,672				14,354
Operating expenses:
Research and development			845,924				653,732
General and administrative			1,768,223				1,672,388
Advertising and marketing			23,749				78,809
Legal and professional			528,415				491,733
Total operating expenses			3,166,311				2,896,662
Loss from operations			(1,999,639	)			(2,882,308	)
Other expense:
Interest expense			(249,521	)			(60,655	)
Total other expense			(249,521	)			(60,655	)
Net loss		$	(2,249,160	)		$	(2,942,963	)

Revenue and cost of revenue

Our net profit for the nine months ended September 30, 2025 was $1,166,672, compared to $14,354 for the nine months ended September 30, 2024, an increase of $1,152,318. Our cost of revenue increased from $0 for the nine months ended September 30, 2025 to $137,205 for the nine months ended September 30, 2025. The Company entered into several new sales and service contracts and began recognizing revenue from the new contracts during the period ended September 30, 2025.

Operating Expenses

Our total operating expenses for the nine months ended September 30, 2025, were $3,166,311, compared to $2,896,662 for the nine months ended September 30, 2024, an increase of $269,649. The increase in our operating expenses was primarily a result of (i) an increase in research and development expenses from $653,732 for the nine months ended September 30, 2024 to $845,924 for the nine months ended September 30, 2025, (ii) increase in general and administrative expenses from $1,672,388 for the nine months ended September 30, 2024 to $1,768,223 for the nine months ended September 30, 2025, (iii) decrease in advertising and marketing expenses from $78,809 for the nine months ended September 30, 2024 to $23,749 for the nine months ended September 30, 2025 and (iv) an increase in legal and professional expenses from $491,733 for the nine months ended September 30, 2024 to $528,415 for the nine months ended September 30, 2025, each of which were connected to management's efforts to perform obligations related to new sales contracts, and increased consulting fees related to the registration of the Company with the SEC.

Other Expense

For the nine months ended September 30, 2025, other expense was $249,521 For the nine months ended September 30, 2024, other expense was $60,655. Other expense increased by $188,866 primarily due to increased interest expense, which, in turn, was attributable to increased borrowings from 2024 to 2025.

Net Loss

Net loss for the nine months ended September 30, 2025, was $2,249,160, compared to $2,942,963 for the nine months ended September 30, 2024, a decrease of $693,803. The decrease in net loss was primarily due to increase net revenue.

Liquidity and Capital Resources

The following table summarizes our total current assets, liabilities and working capital as of September 30, 2025 and December 31, 2024.

		September 30,				December 31,
		2025				2024
Current Assets		$	230,102			$	314,847
Current Liabilities		$	4,307,032			$	2,999,667
Working Capital (Deficit)		$	(4,076,930	)		$	(2,684,820	)

As of September 30, 2025, we had working capital deficit of $4,076,930. We have incurred net losses since our inception and we anticipate net losses and negative operating cash flows for the near future and we may not be profitable or realize growth in the value of our assets. We have incurred net losses since our inception and we anticipate net losses and negative operating cash flows for the near future and we may not be profitable or realize growth in the value of our assets. To date, our primary sources of capital have been cash generated from common stock sales and debt financing. While these sources of capital have primarily been from third party investors, they have also included loans from executive management and related parties. As of September 30, 2025, we had cash of $138,447, total liabilities of $4,307,032, and an accumulated deficit of $41,765,314. As of December 31, 2024, we had cash of $215,816, total liabilities of $2,999,667, and an accumulated deficit of $39,516,154.

Cash Flow

Comparison of the Nine Months Ended September 30, 2025 and the Nine Months Ended September 30, 2024

The following table sets forth the primary sources and uses of cash for the periods presented below:

		Nine Months Ended
		September 30,
		2025				2024
Net cash used in operating activities		$	(1,370,618	)		$	(2,380,281	)
Net cash provided by financing activities			1,293,249				1,274,600
Net change in cash		$	(77,369	)		$	(1,105,681	)

Net Cash Used in Operating Activities

Net cash used in operating activities was $1,370,618 for the nine months ended September 30, 2025, compared to $2,380,281 for the nine months ended September 30, 2024, an decrease of $1,009,663. The change was primarily attributable to decrease in net losses and changes in accounts receivable, accounts payable and deferred revenue.

Net Cash Provided by Financing Activities

Net cash provided by financing activities was $1,293,249 for the nine months ended September 30, 2025, compared to $1,274,600 for the nine months ended September 30, 2024, an increase of $18,649. Our increase cash provided by financing activities was primarily attributable to our increase in proceeds from debt financing during 2025 offset by payments during 2025 and decrease in proceeds from issuance of common shares.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our financial results are affected by the selection and application of accounting policies and methods. In the nine-month period ended September 30, 2025, there were no changes to the application of critical accounting policies previously disclosed in the Registration Statement.

CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This report includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements in this report, other than statements of historical fact, are "forward-looking statements" for purposes of these provisions, including any projections of earnings, revenues or other financial items, any statements of the plans and objectives of our management for future operations, any statements concerning proposed new products or services, any statements regarding the integration, development or commercialization of the business or any assets acquired from other parties, any statements regarding future economic conditions or performance, and any statements of assumptions underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of terminology such as "may," "will," "expects," "plans," "anticipates," "intends," "seeks," "believes," "estimates," "potential," "forecasts," "continue," or other forms of these words or similar words or expressions, or the negative thereof or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements contained herein are reasonable, there can be no assurance that such expectations or any of the forward-looking statements will prove to be correct, and actual results will likely differ, and could differ materially, from those projected or assumed in the forward-looking statements. Investors are cautioned not to unduly rely on any such forward-looking statements.

All subsequent forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Our actual results will likely differ, and may differ materially, from anticipated results. Financial estimates are subject to change and are not intended to be relied upon as predictions of future operating results. All forward-looking statements included in this report are made as of the date hereof and are based on information available to us as of such date. We assume no obligation to update any forward-looking statement. If we do update or correct one or more forward-looking statements, investors and others should not conclude that we will make additional updates or corrections.

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