NOTE 12 — SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these condensed consolidated financial statements were issued.

Reverse Stock Split. On or about July 23, 2026, the Company filed a certificate of amendment to its certificate of incorporation effecting a 1-for-10 reverse stock split of its issued and outstanding common and preferred stock, which became effective at 12:01 a.m. Eastern Time on July 24, 2026. The Company’s common stock began trading on a split-adjusted basis on July 24, 2026 under new CUSIP 03771D201. All share, per-share and par-value amounts in these condensed consolidated financial statements have been retroactively adjusted for the reverse stock split (see Note 9). The same certificate of amendment reduced the par value per share of the common stock and the preferred stock from $0.01 to $0.001. Because the reduction in par value and the reverse stock split were effected by the same instrument, both have been given retroactive effect for all periods presented; the resulting reduction in stated capital of $20,311 at June 30, 2026 and $18,047 at December 31, 2025 has been recorded as an increase in additional paid-in capital, with no effect on total shareholders’ equity. In the statement of changes in shareholders’ equity the $251 par value of the 251,520 shares issued on May 11, 2026 reflects the rounding difference absorbed in the movement so that the closing balance agrees to 1,509,118 shares at $0.001 par.

Notes Payable. The notes payable with an aggregate principal amount of $5,000,000 outstanding as of June 30, 2026 matured on July 1, 2026 following the extension described in Note 6. The Company is in discussions with the holder regarding repayment or further extension. Through the date of this report the Company had not entered into any agreement extending, repaying or restructuring the notes payable, and no agreement had been reached with the holder of the senior secured convertible note following expiry of the forbearance period on June 30, 2026. No such agreement has been reported by the Company on Form 8-K through the date of this report.

Convertible Note Forbearance. The forbearance arrangement with the holder of the Company’s senior secured convertible note expired on June 30, 2026. The Company is in discussions with the holder regarding an extension or restructuring.

Disposal of Lokahi In connection with the Settlement Agreement, upon performance of certain actions by Lokahi, the Company agreed to transfer fifty one percent (51%) of its ownership interests in Lokahi (the “Subject Shares”) to Lokahi or its designee. The Company and Lokahi agreed such actions were taken and the Subject Shares are and have been transferred to RXRR Capital Partners as Lokahi’s designee with all rights to hold and vote the same. Accordingly, Lokahi’s financial statements will be deconsolidated as of July 14, 2026.

On July 14, 2026, Glucotrack, Inc. entered into an Agreement and Plan of Merger pursuant to which Lokahi became a subsidiary of Glucotrack. The Company received a proportionate share of the merger consideration consisting of shares of Glucotrack common and Series A preferred stock.