12/30/2025 | Press release | Distributed by Public on 12/30/2025 09:25
Management's Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion and analysis of our financial condition and results of operations should be read together with our consolidated financial statements and related notes thereto included elsewhere in this Annual Report. This discussion and analysis contain forward-looking statements that are based upon current expectations and involve risks, assumptions and uncertainties.
Our Management's Discussion and Analysis contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. Forward-looking statements are often identified by words like: "believe", "expect", "estimate", "anticipate", "intend", "project" and similar expressions, or words that, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this prospectus. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions. These risks and uncertainties include international, national, and local general economic and market conditions; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; change in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; the risk of foreign currency exchange rate; and other risks that might be detailed from time to time in our filing with the Securities and Exchange Commission. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this prospectus.
Although the forward-looking statements in this annual report on Form 10-K reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in herein and in our other reports as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.
Our financial statements are stated in United States Dollars (USD or US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. All references to "common stock" refer to the common shares in our capital stock.
Financing Needs
In order to fund our operations, we rely upon direct investments, partnerships and joint ventures with accredited investors. Once the Company becomes profitable, we intend to fund our operations from free cash flow.
At present, the Company only has sufficient funds to conduct its operations for six to nine months. There can be no assurance that additional financing will be available in amounts or on terms acceptable to the Company, if at all.
If we are not successful in generating sufficient liquidity from Company operations or in raising sufficient capital resources, on terms acceptable to us, this could have a material adverse effect on the Company's business, results of operations liquidity and financial condition.
The Company presently does not have any available credit, bank financing or other external sources of liquidity. Due to its brief history under its current business model and historical operating losses, the Company's operations have not been a source of liquidity. The Company will need to obtain additional capital in order to expand operations and become profitable. In order to obtain capital, the Company may need to sell additional shares of its common stock or borrow funds from private lenders. There can be no assurance that the Company will be successful in obtaining additional funding.
The Company will need additional investments in order to continue operations. Additional investments are being sought, but the Company cannot guarantee that it will be able to obtain such investments. Financing transactions may include the issuance of equity or debt securities, obtaining credit facilities, or other financing mechanisms. In the event there is a downturn in the U.S. stock and debt markets, this could make it more difficult to obtain financing through the issuance of equity or debt securities. Even if the Company is able to raise the funds required, it is possible that it could incur unexpected costs and expenses, fail to collect significant amounts owed to it, or experience unexpected cash requirements that would force it to seek alternative financing. Further, if the Company issues additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders.
Results from Operations
The following table sets forth information comparing the components of net income (loss) for the years ended June 30, 2025 and 2024:
|
Year Ended June 30, |
Period over Period Change |
|||||||||||||||
| 2025 | 2024 | $ | % | |||||||||||||
| Revenues | $ | 3,139,008 | $ | 1,057,685 | $ | 2,081,323 | 200 | % | ||||||||
| Less shared revenue | 2,093,337 | 576,630 | 1,516,707 | 263 | % | |||||||||||
| Net revenue | 1,045,671 | 481,055 | 564,616 | 117 | % | |||||||||||
| Operating expenses: | ||||||||||||||||
| Selling, general and administrative | 132,073 | 142,396 | (10,323 | ) | -7.25 | % | ||||||||||
| Officer and director compensation (stock-based compensation of $125,000 and $0, respectively) | 304,183 | 100,000 | 204,183 | 204 | % | |||||||||||
| Salaries | 25,000 | - | 25,000 | - | ||||||||||||
| Consulting services | 7,500 | 34,830 | (37,330 | ) | ||||||||||||
| Professional services, including stock-based fees of $0 and $302,500, respectively | 405,447 | 399,668 | 5,779 | 1 | % | |||||||||||
| Other operating expenses | - | 16,145 | (16,145 | ) | -7 | % | ||||||||||
| Total operating expenses | 874,203 | 693,039 | 181,164 | 35 | % | |||||||||||
| Operating income (loss) | 171,468 | (211,984 | ) | 383,452 | - | |||||||||||
| Other (expense) income: | ||||||||||||||||
| Gain (loss) on derivative liability | (282,000 | ) | 682,680 | (964,680 | ) | -141 | % | |||||||||
| Forgiveness of debt and accrued interest | - | 196,832 | (196,832 | ) | -100 | % | ||||||||||
| Gain on sale of commercial property | - | 180,378 | (180,378 | ) | -100 | % | ||||||||||
| Loss on disposal of equipment | (199,293 | ) | (126,607 | ) | (72,656 | ) | ||||||||||
| Loss on prepaid deposits | (225,000 | ) | 225,000 | |||||||||||||
| Loss on intangible write-off | (25,000 | ) | 25,000 | ) | ||||||||||||
| Amortization of debt discounts | - | - | - | - | ||||||||||||
| Interest expense | (32,856 | ) | (205,878 | ) | 238,735 | |||||||||||
| Total other income (expense) | (514,149 | ) | 647,458 | (1,161,607 | ) | -179 | % | |||||||||
| Income (loss) before income taxes | (342,681 | ) | 477,405 | (820,086 | ) | -172 | % | |||||||||
| Income tax expense | - | - | - | |||||||||||||
| Net income (loss) | $ | (342,681 | ) | $ | 265,421 | $ | (608,102 | ) | -85 | % | ||||||
Revenues
Since our inception on January 20, 1999, Global Technologies, Ltd. ("GTLL") has experienced limited revenue generation through various stages of business development. For the fiscal year ended June 30, 2025, GTLL operated primarily through its wholly owned subsidiary, 10 Fold Services, LLC, which served as the Company's principal source of revenue. During the period, GTLL concluded its prior share exchange and business development agreement with GOe3, LLC, and transitioned its focus to the launch of Primecare Supply, LLC-a newly formed and expanded successor to 10 Fold Services. Primecare Supply represents an evolution of GTLL's business strategy, leveraging the Company's experience in technology, procurement, and health-tech solutions to create a diversified and scalable revenue platform.
While GTLL continues to face the inherent risks associated with limited working capital and the execution of new business initiatives, management believes the establishment of Primecare Supply positions the Company for sustainable growth and long-term value creation.
For the years ended June 30, 2025 and 2024, we generated $3,139,008 and $1.057,685 in revenue, respectively. Our revenue for the years ended June 30, 2025 and 2024 was mainly comprised of revenue generated through the Company's wholly owned subsidiary, 10 Fold Services.
Operating Expenses
Our operating expenses were $874,203 and $693,039 for the years ended June 30, 2025 and 2024, respectively. The increase in operating expenses for the year ended June 30, 2025 is largely attributable to an increase in professional services.
We incurred $0 and $0 in advertising expenses for the years ended June 30, 2025 and 2024, respectively.
We incurred $304,183 and $100,000 in officer and director related compensation for the years ended June 30, 2025 and 2024, respectively.
Income (loss) from Operations
The Company's income from operations increased for the year ended June 30, 2025 from a loss of $(211,984) for the year ended June 30, 2024, to $171,468 for the year ended June 30, 2025. The increase in operations is largely attributable to the Company's increase in revenue for the year ended June 30, 2025.
Other Income (Expenses)
Other income (expenses) were $(514,149) for the year ended June 30, 2025 versus 647,458 for the year ended June 30, 2024. The decrease in other income for the year ended June 30, 2025 is largely attributable to the decrease in derivative liability of $964,680, and loss on disposal of equipment of $72,656.
Net income (loss)
For the year ended June 30, 2025, our net income decreased to $(342,681), as compared to a net income for the year ended June 30, 2024, of $265,421. The decrease in net income is largely attributable to the Company's decrease in other income.
Liquidity and Capital Resources
The following table summarizes the cash flows for the years ended June 30, 2025 and 2024:
| 2025 | 2024 | |||||||
| Cash Flows: | ||||||||
| Net cash provided (used in) operating activities | $ | 354,823 | $ | (38,738 | ) | |||
| Net cash (used) by investing activities | (238,000 | ) | - | |||||
| Net cash provided (used) by financing activities | (164,462 | ) | 136,185 | |||||
| Net increase (decrease) in cash | (47,639 | ) | 97,447 | |||||
| Cash at beginning of period | 115,747 | 18,300 | ||||||
| Cash at end of period | $ | 68,108 | $ | 115,747 | ||||
Our cash on hand as of June 30, 2025 and June 30, 2024, was $68,108 and $115,747, respectively.
We currently have no external sources of liquidity such as arrangements with credit institutions or off-balance sheet arrangements that will have or are reasonably likely to have a current or future effect on our financial condition or immediate access to capital.
We are dependent on the sale of our securities or issuance of debt to fund our operations and will remain so until we generate sufficient revenues to pay for our operating costs. Our officers and directors have made no written commitments with respect to providing a source of liquidity in the form of cash advances, loans and/or financial guarantees.
If we are unable to raise the funds, we will seek alternative financing through means such as borrowings from institutions or private individuals. There can be no assurance that we will be able to raise the capital we need for our operations from the sale of our securities. We have not located any sources for these funds and may not be able to do so in the future. We expect that we will seek additional financing in the future. However, we may not be able to obtain additional capital or generate sufficient revenues to fund our operations. If we are unsuccessful at raising sufficient funds, for whatever reason, to fund our operations, we may be forced to cease operations. If we fail to raise funds, we expect that we will be required to seek protection from creditors under applicable bankruptcy laws.
Our independent registered public accounting firm has expressed doubt about our ability to continue as a going concern and believes that our ability is dependent on our ability to implement our business plan, raise capital and generate revenues. Please see NOTE M- GOING CONCERN UNCERTAINTY for further information.
Notes payable, third parties
Our Notes payable, third parties, were $300,000 and $435,000 as of June 30, 2025, and June 30, 2024, respectively. Please see NOTE G - NOTES PAYABLE, THIRD PARTIES for a full schedule of all notes payable to third parties, including issue date, maturity date and interest rate.
Loans payable, related parties
Our loans payable, related parties, was $100 and $68,269 as of June 30, 2025 and June 30, 2024, respectively.