Note 1 – Nature of Operations

Nature of Operations

Tradewinds Universal, Inc. (the “Company”) was incorporated in the State of Wyoming on December 28, 2021. The Company operates as a holding company focused on acquiring, developing, and managing businesses with long-term value, resilience, and growth potential.

The Company’s initial operations focused on the development and distribution of high-nutrition foods and beverages, including edible insect protein-based products. In 2022, the Company acquired a canine pain relief formula for development into pet-related products. During the year ended December 31, 2025, the Company expanded its strategic focus to include distribution and licensing activities.

On August 19, 2025, we entered into a non-binding Letter of Intent, or LOI, with Scar Holdings LLC, also known as Peppermint Hippo™, regarding the potential formation of a division focused on the acquisition and development of nightlife and hospitality venues under the Peppermint Hippo brand.

The first proposed acquisition contemplated by the LOI is Peppermint Hippo Toledo, located in Toledo, Ohio. The LOI further contemplates that we may, together with Peppermint Hippo, evaluate the possible acquisition of additional Peppermint Hippo-branded venues over time.

The LOI is non-binding and no definitive acquisition agreement has been entered into with respect to Peppermint Hippo Toledo or any other venue. Completion of any acquisition would be subject to a number of conditions, including completion of due diligence, negotiation and execution of definitive agreements, receipt of required consents, financing, and regulatory and licensing approvals. As a result, there can be no assurance that we will complete the acquisition of Peppermint Hippo Toledo, pursue any additional acquisition opportunity with Peppermint Hippo, or otherwise establish a nightlife and hospitality division.