Cannabis Bioscience International Holdings, Inc. 10-Q

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The financial data discussed below are derived from the unaudited consolidated financial statements of the Company as of November 30, 2025, which were prepared and presented in accordance with United States generally accepted accounting principles for interim financial statements. These financial data are only a summary and should be read in conjunction with the unaudited financial statements and related notes contained herein, which more fully present the Company’s financial condition and operations as at that date and with its audited financial statements and notes thereto contained in its Annual Report on Form 10-K for the year ended May 31, 2025. The results set forth in these consolidated financial statements are not necessarily indicative of the Company’s future performance. This item and other parts of this report contain forward-looking statements that involve risks and uncertainties. Actual results may differ significantly from the results discussed in forward-looking statements. Information about the Company The Company, headquartered in Houston, Texas, conducts clinical trials for Sponsors and CROs and as a Sponsor through Alpha Research Institute, cannabis-related education in classrooms, seminars and online through Pharmacology University and sales of CBD products. For detailed information about the Company and its operations, see “Description of Business” in the Company’s Annual Report on Form 10-K for the year ended May 31, 2025. The Company’s fiscal year begins on June 1 in each year and ends on May 31 in the following year. Going Concern As indicated in Note 3 of the notes to the audited consolidated financial statements for the period ended November 30, 2025, and the report thereon of the Company’s independent auditing firm, there is substantial doubt as to the ability of the Company to continue as a going concern. The Company has incurred recurring losses and recurring negative cash flow from operating activities and has an accumulated deficit, and its ability to continue as a going concern depends on the successful execution of its operating plan, which includes increasing sales of existing services and introducing new services, as well as raising either debt or equity financing. The Company needs substantial additional capital to fund its business and repay its debts. No assurance can be given that any additional capital can be obtained or, if obtained, will be adequate to meet its needs, and the Company may need to take measures to remain a going concern. If adequate capital cannot be obtained on a timely basis and satisfactory terms, the Company’s operations could be materially negatively impacted, or it could be forced to terminate its operations. Overview The Company provides educational systems focused on medical cannabis in the United States and Latin America, as well as worldwide through online education, services in therapeutic areas of clinical trials and CBD products. The Company’s operating units and their activities were: · Alpha Research Institute – Clinical trials and medical research. · Pharmacology University – Education, consulting, digital publishing, marketing, and franchising related to medical cannabis. · CBD Business – Sales of CBD products. For detailed information about the Company and its operations, see “Description of Business” in the Company’s Annual Report on Form 10-K for the year ended May 31, 2025. For further information concerning the Company and its business, see “Business.” 19 Results of Operations Comparison of the Quarter Ended November 30, 2025, and the Quarter Ended November 30, 2024 The following table sets forth information from the consolidated statements of operations for the quarters ended November 30, 2025, and November 30, 2024. Quarter Ended November 30, 2025 2024 Revenues $ 53,266 $ 74,248 Cost of revenues 10,500 7,803 Gross profit 42,766 66,445 Total operating expenses 138,643 126,072 Operating loss (95,877 ) (59,627 ) Amortization of discount (3,230 ) – Note discount – (11,200 ) Forgiveness of debt – – Change in fair value of derivative liabilities – – Interest (17,860 ) (8,701 ) Net loss $ (116,966 ) $ (79,528 ) Revenues Revenues were $53,266 and $74,248 for the quarters ended November 30, 2025, and November 30, 2024, respectively, primarily due to a decrease of $32,878 in revenues from clinical trial contracts, which were $40,903 in the latter period and $73,781 in the former. This reduction was due to fewer clinical trial contracts taken in the 2nd quarter. Online sales of educational materials decreased by $334, from $467 in the quarter ended November 30, 2024, to $133 in the quarter ended November 30, 2025, due to lower demand for the Company’s online products. Operating Expenses Operating expenses for the quarters ended November 30, 2025, and November 30, 2024, consisted of the following: Quarter Ended November 30, 2025 2024 General and administrative $ 30,972 $ 40,128 Contract labor 36,141 54,296 Professional fees 52,035 7,112 Officer compensation 8,094 6,000 Share-based compensation – – Rent 11,339 18,439 Travel 62 97 Total operating expenses $ 138,643 $ 126,072 The increase in operating expenses was primarily due to an increase of $44,923 in Professional Fees. 20 Operating Loss For the reasons set forth above, operating loss increased from $79,528 in the quarter ended November 30, 2024, to $116,966 in the quarter ended November 30, 2025, primarily due to a decrease in revenue from clinical trial amounting to $32,878 and an increase in operating expense from Professional fees of $44,923. Interest Interest was $17,860 in the quarter ended November 30, 2025, and $8,701 in the quarter ended November 30, 2024. Other Income For the quarters ended November 30, 2025, and November 30, 2024, interest was $17,860 and $8,701, respectively. During the quarter ended November 30, 2024, the Company recorded an expense from note discount amounting to $11,200 and $3,230 for the quarter ended November 30, 2025. As a result, other income (expense) for the quarters ended November 30, 2025, and November 30, 2024, showed losses of $21,090 and $19,901, respectively. Net Loss Net loss for the quarter ended November 30, 2025, was $116,966, compared with a net loss of $79,528 for the quarter ended November 30, 2024, for the reasons set forth above in relation to loss from operations ended November 30, 2025. Changes in Financial Condition and Results of Operations At November 30, 2025, the Company had $132 in cash and cash equivalents and accounts receivable of $21,811, negative working capital of $1,113,695 and no commitments for capital expenditures. At May 31, 2025, the Company had $12,952 in cash and cash equivalents, accounts receivable of $6,380, negative working capital of $916,878 and no commitments for capital expenditures. The Company has cash and cash equivalents of $82 on the date of this Report. During the six months ended November 30, 2025, the Company had net cash used in operations of negative $109,205, while during the six months ended November 30, 2024, the Company had net cash used in operations of $102,503. During the six months ended November 30, 2025, the Company had net cash provided by financing activities of $96,385, while during the six months ended November 30, 2024, the Company had net cash provided by financing activities of $102,750. The Company had accumulated deficits of $6,082,513 at November 30, 2025, and $5,882,901 at May 31, 2025. Off-Balance-Sheet Arran g ements The Company has no off-balance-sheet arrangements. Recent Accounting Pronouncements Refer to Note 2 of the accompanying financial statements. 21 Item 3. Quantitative and Qualitative Disclosures About Market Risk. The Company is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and accordingly is not required to provide information under this item.