NOTE 3. MANAGEMENT’S PLANS

The Company has prepared its consolidated financial statements on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. As of September 30, 2026, and December 31, 2025, the Company had an accumulated surplus of $11,658,387 and $3,401,487, respectively, and a working capital surplus of $21,949,185 and $17,831,410, respectively.

For the three months ended September 30, 2026, and 2025, the Company generated net income (loss) of $(6,299,675) and $735,252, respectively, and total revenues of $3,671,775 and $5,872,372, respectively, representing a decrease in revenues of approximately 37.5% from the prior-year period. For the nine months ended September 30, 2026, and 2025, the Company generated net income of $8,249,837 and $623,918, respectively, and total revenues of $35,924,742 and $17,269,111, respectively, representing an increase in revenues of approximately 108.0% over the prior-year period. The nine-month results reflect strong brokerage revenue generated by AIL during the first half of 2026, partially offset by a net loss in the third quarter attributable to lower brokerage revenues, higher brokerage cost of sales, and increased general and administrative expenses, including $915,000 of stock-based consulting expense and a $186,975 provision for doubtful accounts, while the Company continued to benefit from operating leverage on a largely fixed cost base. The accumulated surplus increased from $3,401,487 as of December 31, 2025, to $11,658,387 as of September 30, 2026, and the working capital surplus increased from $17,831,410 as of December 31, 2025, to $21,949,185 as of September 30, 2026.

Management has evaluated the Company’s ability to continue as a going concern in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 205-40, Presentation of Financial Statements—Going Concern. In performing this evaluation as of the date these consolidated financial statements are issued, management considered, among other factors, the Company’s results of operations during the nine months ended September 30, 2026, including the revenue growth, nine-month profitability, and strengthened liquidity position described above, as well as the net loss incurred during the third quarter, together with management’s continued execution of its strategic plan to streamline and integrate the Company’s recently acquired subsidiaries into a unified operating platform. Based on this evaluation, management has concluded that no conditions or events, considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern for at least twelve (12) months from the date these consolidated financial statements are issued. Accordingly, these consolidated financial statements have been prepared on a going concern basis, and no adjustments have been made to the carrying values of assets or liabilities that might result if the Company were unable to continue as a going concern.

As of September 30, 2026, the Company had a cash and restricted cash balance of $33,144,429 (inclusive of segregated client funds of $11,729,042), which management believes, together with cash expected to be generated from operations, is sufficient to support its ongoing operations and to meet its current obligations as they become due in the ordinary course of business for at least twelve (12) months from the date these consolidated financial statements are issued. While management believes the Company has adequate liquidity to sustain its existing business activities, the Company’s strategic growth initiatives, particularly the continued development of its financial technology platforms, may require additional capital investment. In order to accelerate expansion and enhance its technology offerings, the Company may seek external financing through private placements of equity, public offerings, or credit facilities. There can be no assurance, however, that such financing will be available on acceptable terms, if at all.

Management remains focused on strengthening the Company’s financial position by expanding its global customer base, increasing revenue from its diversified portfolio of technology solutions, realizing operating synergies from the continued integration of its acquired subsidiaries, and working toward sustainable positive cash flow from operations. To support long-term growth, the Company also intends to invest in long-lived assets that are expected to generate economic benefits beyond fiscal year 2026. In addition, the Company is pursuing a potential listing of its common stock on a national securities exchange in connection with a proposed public offering. If completed, the proceeds of such offering would meaningfully enhance the Company’s liquidity position and capital resources; however, the completion, timing, and terms of any such offering are subject to market conditions and other factors, and there can be no assurance that the offering will be consummated.