Business Context and Reporting Period
Company: Greenland Mines Ltd (formerly Klotho Neurosciences, Inc.)
Filing Type: Form 10-K (Annual Report)
Period Ended: December 31, 2025
Business Overview: The Company operates as a pre-revenue biopharmaceutical entity developing essential medicines for chronic diseases, including cancer, cardiovascular, and neurodegenerative disorders. Its portfolio includes a generic drug platform, a biosimilar biologics platform, and a proprietary gene therapy platform targeting the "Klotho" protein for Alzheimer's and ALS.
Subsequent Event: In March 2026, the Company completed the acquisition of Greenland Mines Corp., expanding operations into the mining of critical and precious minerals, and changed its name and ticker symbol to "GRML."
Key Financial Metrics
| Metric | 2025 | 2024 |
|---|---|---|
| Revenue | $0 | $0 |
| Net Loss | $(10,551,674) | $(6,150,372) |
| Operating Expenses | $7,146,265 | $5,540,236 |
| Cash and Cash Equivalents (Year End) | $7,176,615 | $63,741 |
| Working Capital | $7,216,922 | $(1,089,723) |
| Net Cash Used in Operating Activities | $(5,889,254) | $(2,946,512) |
| Net Cash Provided by Financing Activities | $13,002,128 | $3,130,942 |
| Accumulated Deficit | $(21,114,473) | $(10,562,799) |
Material Changes vs. Prior Period
- Net Loss Increase: Net loss increased by approximately $4.4 million (71.6%) year-over-year. This was driven by a $1.6 million increase in operating expenses, a $1.96 million increase in interest expense, and a $1.18 million settlement expense related to debt conversion.
- Liquidity Improvement: Cash balances surged from $63,741 in 2024 to $7.18 million in 2025. This was primarily funded by $13.0 million in financing activities, including proceeds from stock/warrant sales ($11.4 million), convertible notes ($2.2 million), and At-the-Market offerings ($1.1 million).
- Expense Composition: Operating expenses rose due to increased General and Administrative costs ($1.38 million increase) and the initiation of Research and Development expenses ($634,187), partially offset by a decrease in stock-based compensation ($1.08 million decrease).
- Debt Settlement: The Company settled significant convertible promissory notes in 2025, resulting in a $1.18 million settlement expense and the issuance of additional shares.
Guidance, Outlook, Risks, and Contingencies
- Going Concern: The Company has incurred recurring losses and negative cash flows. Management states there is "substantial doubt" about the Company's ability to continue as a going concern for twelve months without additional funding from equity or debt sales.
- NASDAQ Compliance: The Company received a delinquency notification in September 2025 for failing to maintain a $1.00 minimum bid price. It was granted an extension until September 14, 2026, to regain compliance. Failure to comply will result in delisting.
- Development Pipeline:
- Gene Therapy: Lead candidates KLTO-101 (Alzheimer's) and KLTO-202 (ALS) are in pre-clinical stages. The Company plans to submit an IND for KLTO-202 in 2025 (per prior guidance) and seeks partners for KLTO-101.
- Biosimilars: Preparatory activities for Phase 3 trials of bevacizumab-anew and rituximab-anew are underway, though no revenue is expected until regulatory approval.
- Internal Controls: Management concluded that disclosure controls and procedures were ineffective as of December 31, 2025, citing material weaknesses due to inadequate accounting resources and lack of segregation of duties.
- Subsequent Financing: In March 2026, the Company closed a private placement raising approximately $7.75 million.
Investor Verification Checklist
- Cash Runway: Verify if the $7.2 million cash balance (plus the subsequent $7.75 million raise) is sufficient to fund operations through the planned IND submissions and Phase 3 trial preparations given the high burn rate.
- NASDAQ Status: Monitor the stock price to ensure it meets the $1.00 minimum bid price requirement by September 14, 2026, to avoid delisting.
- Internal Controls: Assess the remediation plan for the identified material weaknesses in internal controls over financial reporting.
- Debt Obligations: Review the terms of remaining convertible notes and potential dilution from future equity issuances required to meet milestone payments to licensors (UAB, RLS).
- Strategic Pivot: Evaluate the impact of the March 2026 acquisition of Greenland Mines Corp. on the Company's core biopharmaceutical strategy and capital allocation.