What changed in this filing

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Item 9A. Controls and Procedures

2026-03-31 compared with 2025-03-31 · 1040 added, 713 removed, 819 unchanged (68% of the section changed)

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following is a brief account of the education and business experience of our current directors and executive officers:

Feighan, Chairman, is currently the Chairman and CEO of Covius LLC, a privately-held firm providing a range of services to the mortgage

securitization industry.

Feighan has been an owner and Director of Continental Heritage Insurance Company, an early leader in the

cannabis insurance market which provides surety bonds and other insurance solutions to the emerging cannabis markets, for more than twenty

Previously, Mr.

Feighan served as Chairman and CEO of ProCentury Insurance Corporation (NASDAQ:

PROS) from its IPO in 2004 until

the sale of the company to another public insurance group in 2008.

Feighan was the founding CEO of Century Business Services

Feighan held elective office in Cleveland, Ohio for twenty consecutive years from 1973 to 1993.

After being elected

to three terms in the Ohio House of Representatives from 1973 to 1979, Mr.

Feighan served a four-year term as a Cuyahoga County Commissioner

in the State of Ohio.

Feighan, Chairman, is currently the Chairman and CEO of Covius LLC, a privately-held firm providing a range of services to the

mortgage securitization industry.

Feighan is a member of the board of directors of Continental Heritage Insurance Company, a

specialty insurance company that provides surety bonds and other insurance solutions, and of its parent corporation, Continental

Heritage Holding Company.

From April 2025 to February 2026, Mr.

Feighan served as a member of the board of directors of Titan Environmental

Solutions, Inc.

TESI), a publicly-held provider of non-hazardous solid waste and recycling collection, transportation and

disposal services.

Feighan previously served as Chairman and CEO of ProCentury Insurance Corporation (NASDAQ:

PROS) from its IPO

in 2004 until its sale in 2008.

Feighan was the founding CEO of Century Business Services (NYSE:

elective office in Cleveland, Ohio for twenty consecutive years from 1973 to 1993.

After being elected to three terms in the Ohio

House of Representatives from 1973 to 1979, Mr.

Feighan served a four-year term as a Cuyahoga County Commissioner in the State of

Subsequently, Mr.

Feighan served five terms as a Member of the United States House of Representatives from 1983

Feighan served five terms as a Member of the United States House of Representatives from 1983 to 1993.

During those ten years, Mr.

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House Judiciary Committee and Foreign Affairs Committee.

earned his law degree from Cleveland State University in 1978.

Feighan earned

his law degree from Cleveland State University in 1978.

The Board believes Mr.

Feighan’s extensive operational and executive

experience with growth companies pursuing business combination transactions, as well as his fundraising and regulatory insight and public

service experience, provides the Company a critical voice and perspective as the Company continues to develop its business and grow its

Celeste, Director, i s a consultant and Founding Chair and Member of the Board of the US Olympic Museum (Colorado Springs,

In addition, Mr.

Celeste serves on the Boards of Battelle for Kids (Columbus, OH), Global Communities (Silver Springs, MD),

Organic India USA (Boulder, CO), and Fabindia Ltd.

Celeste served as the Director of the Peace Corps from 1979-1981, as

Governor of Ohio from 1983 to 1991, and as the United States Ambassador to India from 1997 to 2001.

Celeste also served as the President

of Colorado College from 2002-2011.

experience with growth companies pursuing business combination transactions, as well as his fundraising and regulatory insight and

public service experience, provides the Company with a critical voice and perspective as the Company continues to develop its

business and grow its operations.

Celeste, Director, is a consultant and Founding Chair and Member of the Board of the US Olympic Museum (Colorado Springs, CO).

addition, Mr.

Celeste serves on the Boards of Global Communities (Silver Springs, MD), Organic India USA (Boulder, CO), and Fabindia

Celeste served as the Director of the United States Peace Corps from 1979-1981, as Governor of Ohio from 1983 to 1991,

and as the United States Ambassador to India from 1997 to 2001.

Celeste also served as the President of Colorado College from 2002-2011.

The Board believes Mr.

Celeste’s fundraising and regulatory insight and public service experience

provides the Company a critical voice and perspective as the Company continues to develop its business and grow its operations.

Cavanaugh, Chief Executive Officer and Director, is currently the Chief Investment Officer of Tower 1 Partnership, LLC, an investment

firm focused on private and public investments in a variety of industries, Managing Partner and Co-Founder of Atlas Resolution Partners LLC, an advisory

firm focused on resolving complex private capital fund issues, and manager of several affiliated investment partnerships.

Cavanaugh was Managing Director and Chief Financial Officer of Kaulig Companies, a single-member family office with interests

in private equity, real estate and wealth management.

Celeste’s fundraising and regulatory insight and public service experience provides the Company with a critical

voice and perspective as the Company continues to develop its business and grow its operations.

Cavanaugh, Chief Executive Officer and Director, is currently the Chief Investment Officer of Tower 1 Partnership, LLC, a

single-member family office of the Company’s largest shareholder focused on private and public investments in a variety of

industries, Managing Partner and Co-Founder of Atlas Resolution Partners LLC, an advisory firm focused on resolving complex private

capital fund issues, and manager of several affiliated investment partnerships.

Cavanaugh was Managing Director and

Chief Financial Officer of Kaulig Companies, a single-member family office with interests in private equity, real estate and wealth

From 2016 to 2018, Mr.

Cavanaugh was Managing Director of Conway MacKenzie, a national

turnaround consulting firm, where he established and managed the firm’s Cleveland, Ohio office and provided interim management

and restructuring services to distressed and underperforming businesses.

From 2006 to 2009 and 2011 to 2015, Mr.

Cavanaugh was an executive

with Resilience Capital Partners, a private equity firm focused on special situation control equity investments, where he served in several

capacities, including as a Partner and member of the firm’s Investment Committee and as an officer and director of numerous portfolio

Cavanaugh was a Managing Director of Conway MacKenzie, a national turnaround consulting firm,

where he established and managed the firm’s Cleveland, Ohio office and provided interim management and restructuring services

to distressed and underperforming businesses.

From 2006 to 2009 and again from 2011 to 2015, Mr.

Cavanaugh served as an executive

with Resilience Capital Partners, a private equity firm focused on special situation control equity investments, where he served in

several capacities, including as a Partner and member of the firm’s Investment Committee and as an officer and director of

numerous portfolio companies.

Cavanaugh received a B.A.

from Columbia University in 1996, an M.B.A.

from the University of Michigan Business School

in 2003, and a J.D.

from the University of

Michigan Business School in 2003, and a J.D.

from the University of Michigan Law School in 2003.

The Board believes Mr.

Cavanaugh’s extensive executive

management experience and financial, legal and capital raising expertise is valuable to the Company as it continues to develop its

business and grow its operations.

Missal, Chief Financial Officer, joined the Company in January 2023 as Controller.

She has previously served as Chief Financial Officer

of Lux Global Label Company, Thirty-One Gifts, LLC, and Aero Communications, Inc.

Missal earned her MBA from Cleveland State University

and her undergraduate degree in Accountancy from Ashland University.

She is a member of the AICPA and the Ohio Society of CPAs.

Cavanaugh’s extensive executive management experience and financial, legal and capital raising expertise is valuable to the

Company as it continues to develop its business and grow its operations.

Missal, Chief Financial Officer, has served as Chief Financial Officer of the Company since April 2024 and previously as Controller

of the Company from January 2023 to April 2024.

Missal previously served as the Chief Financial Officer of Lux Global Label Company

from August 2019 to February 2020, and then again from June 2021 to December 2022.

She also served as Chief Financial Officer of Thirty-One

Gifts, LLC from December 2019 to June 2021, and as Chief Financial Officer of Aero Communications, Inc from September 2011 to June 2019.

Missal, a CPA, received her BSBA in Accounting from Ashland University and her MBA from Cleveland State University.

She is a member

of the AICPA and the Ohio Society of CPAs.

accordance with our Bylaws, our directors are elected at each annual meeting of stockholders and serve until the next annual meeting

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Each director attended, in

person or by telephone, 100% of the meetings of the Board and any committee of which he or she was a member.

person or by telephone, 100% of the meetings of the Board and any committee of which he was a member.

at Annual Meeting

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solely on a review of SEC filings and other procedures performed as deemed necessary, we believe that all Reporting Persons complied

with these requirements during the year ended December 31, 2024.

with these requirements during the year ended December 31, 2025, except that (i) each of our directors, including our Chief Executive

Officer, failed to timely file a Form 4 reporting their receipt of options to purchase the Company’s common stock under the Range Impact, Inc.

2021 Stock Incentive Plan on April 3, 2025 as reported in a Form 4 filed by each such person on April 8, 2025,

and (ii) Joseph E.

LoConti, a beneficial owner of more than 10% of our outstanding Common Stock, failed to timely file a Form 4 reporting

(A) a January 28, 2025 purchase of 5,000 shares of our Common Stock by Paragon Small Cap Fund I, LP (“Paragon”), of which

he is the beneficial owner, until February 24, 2025, (ii) purchases of 5,000 shares of our Common Stock on each of February 6, 2025 and

February 18, 2025, until May 29, 2025 and (iii) a April 7, 2025 purchase of 113,000 shares of our Common Stock by Paragon until May 6,

Executive Compensation

following table summarizes all compensation recorded by us during the years ended December 31, 2024 and December 31, 2023, for (i) our

current principal executive officer and principal financial officer, and (ii) our next most highly compensated executive officer other

than our principal executive officer and principal financial officer serving as an executive officer at the end of our 2024 fiscal year

and whose total compensation exceeded $100,000 during the year ended December 31, 2024.

following table summarizes all compensation recorded by us during the years ended December 31, 2025 and December 31, 2024, for our

current principal executive officer and principal financial officer.

Compensation Table

(non-cash) (1)

Michael Cavanaugh, Chief Executive

Officer (principal executive officer) (2)

Ended 12/31/24

Ended 12/31/23

Patricia Missal, Chief Financial Officer (principal

financial officer) (3)

Ended 12/31/24

Ended 12/31/23

Richard McKilligan, Former Chief Financial

Officer (former principal financial officer) (4)

Ended 12/31/24

Ended 12/31/23

Brandon Zipp, Former Chief Science Officer

Ended 12/31/24

Ended 12/31/23

Period Ending

Awards (non-cash) (1)

Michael Cavanaugh, Chief Executive Officer

Year Ended 12/31/25

(principal executive officer)

Year Ended 12/31/24

Patricia Missal, Chief Financial Officer

Year Ended 12/31/25

(principal financial officer)

Year Ended 12/31/24

The method used and the assumptions made to calculate the fair value of option awards included in this table are described in Footnote

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in this Annual Report.

Based on the fair value of an option to purchase 1,000,000 shares of common stock with an exercise price of $0.212 per share, granted

in December 2023.

Missal was appointed to the CFO role on April 25, 2024.

Previously she served as Controller.

Based on the fair value of an option to purchase 250,000 shares of common stock with an exercise price of $0.148 per share granted in

April 2025 and an option to purchase 250,000 shares of common stock with an exercise price of $0.15 per share, granted in December 2025.

Missal was appointed as Chief Financial Officer in April 2024.

The value of the option award is based on the fair value of an option

to purchase 250,000 shares of common stock with an exercise price of $0.38 per share, granted in April 2024.

McKilligan moved to serve as CFO of Graphium Biosciences effective April 25, 2024 and remained with that entity until it was spun

off in September 2024.

Zipp moved to serve as Chief Science Officer of Graphium Biosciences effective April 25, 2024 and remained with that entity until

it was spun off in September 2024.

Based on the fair value of an option to purchase 150,000 shares of common stock with an exercise price of $0.15 per share granted in

December 2025.

Equity Awards at December 31, 2025

of securities underlying unexercised option

Option Awards

Number of securities underlying unexercised option

Option Exercise

Unexercisable

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Patricia Missal (2)

Richard McKilligan (3)

Brandon Zipp (4)

under the Company’s Equity Incentive Plan, the awards consist of (i) an option to purchase

500,000 shares of common stock, 250,000 of which became fully exercisable in May 2020 and

250,000 of which became fully exercisable in May 2021, (ii) an option to purchase 250,000

shares of common stock, 125,000 of which became fully exercisable in June 2020 and 125,000

of which became fully exercisable in June 2021, (iii) an option to purchase 350,000 shares

of common stock, all of which became fully exercisable in December 2021, (iv) an option to

purchase 750,000 shares of common stock all of which became fully exercisable in November

2022, and (v) an option to purchase 1,000,000 shares of common stock all of which became

fully exercisable in December 2023.

under the Company’s Equity Incentive Plan, the award consists of an option to purchase 250,000 shares of common stock, half

which became fully exercisable in April 2024.

under the Company’s Equity Incentive Plan, the awards consist of (i) an option to purchase 500,000 shares of common stock,

all of which became fully exercisable in July 2018, (ii) an option to purchase 250,000 shares of common stock, 125,000 of which became

fully exercisable in June 2020 and 125,000 of which became fully exercisable in June 2021, (iii) an option to purchase 150,000 shares

of common stock, all of which became fully exercisable in December 2021, and (iv) an option to purchase 250,000 shares of common

stock, all of which became fully exercisable in November 2022.

under the Company’s Equity Incentive Plan, the awards consist of (i) an option to purchase 370,234 shares of common stock,

all of which were became fully exercisable in July 2018, (ii) an option to purchase 500,000 shares of common stock, 250,000 of which

became fully exercisable in May 2020, and 250,000 of which became fully exercisable in May 2021, (iii) an option to purchase 150,000

shares of common stock, all of which became fully exercisable in December 2021, and (iv) an option to purchase 250,000 shares of

common stock, all of which became fully exercisable in November 2022.

250,000 of which became fully exercisable in May 2020 and 250,000 of which became fully exercisable in May 2021, (ii) an option to

purchase 250,000 shares of common stock, 125,000 of which became fully exercisable in June 2020 and 125,000 of which became fully

exercisable in June 2021, (iii) an option to purchase 350,000 shares of common stock, all of which became fully exercisable in December

2021, (iv) an option to purchase 750,000 shares of common stock, all of which became fully exercisable in November 2022, (v) an option

to purchase 1,000,000 shares of common stock, all of which became fully exercisable in December 2023, (vi) an option to purchase 250,000

shares of common stock, all of which became fully exercisable in April 2025, and (vii) an option to purchase 250,000 shares of common

stock, all of which became fully exercisable in December 2025.

under the Company’s Equity Incentive Plan, the award consists of (i) an option to purchase 250,000 shares of common stock,

125,000 which became fully exercisable in April 2024 and 125,000 of which became fully exercisable in April 2025 and (ii) an option

to purchase 150,000 shares of common stock all of which became fully exercisable in December 2025.

receive a combination of cash and equity awards as compensation for their service.

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Edward Feighan (1)

of December 31, 2024, the aggregate number of stock and option awards held by each of our non-employee directors was as follows:

Celeste held an option award to purchase 500,000 shares of our common stock with an exercise price of $0.35 per share, an

option to purchase 250,000 shares of our common stock with an exercise price of $0.277 per share, an option to purchase 250,000 shares

of our common stock with an exercise price of $0.18 per share, and an option to purchase 250,000 shares of our common stock with

an exercise price of $0.18 per share, all of which are fully vested, and (ii) Mr.

Feighan held an option award to purchase 500,000

shares of our common stock with an exercise price of $0.35 per share, an option to purchase 250,000 shares of our common stock with

an exercise price of $0.30 per share, and an option to purchase 250,000 shares of our common stock with an exercise price of $0.277

per share, an option to purchase 250,000 shares of our common stock with an exercise price of $0.18 per share, and an option to purchase

250,000 shares of our common stock with an exercise price of $0.212 per share, all of which are fully vested.

The method used and

the assumptions made to calculate the fair value of the options are described in Footnote 6 of the financial statements and the accompanying

notes for the years ended December 31, 2024 and December 31, 2023 appearing elsewhere in this Annual Report.

method used and the assumptions made to calculate the fair value of the options are described in Footnote 6 of the financial statements

and the accompanying notes for the years ended December 31, 2025 and December 31, 2024 appearing elsewhere in this Annual Report.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

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convertible notes or other rights, but are not deemed outstanding for computing the beneficial ownership percentage of any other person.

Name of Beneficial

Name of Beneficial Owner

Percentage Beneficially

Directors and Named Executive Officers:

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Patricia Missal (5)

All Directors and Executive Officers as a Group

All Directors and Executive Officers as a Group (4 persons)

Indemnity National Insurance Company (7)

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currently exercisable options to purchase 1,750,000 shares of common stock.

Consists of currently exercisable

options to purchase 125,000 sh ares of common stock.

currently exercisable options to purchase 400,000 shares of common stock.

information is based solely on the Form 4 filed on Mr.

LoConti on January 23, 2025.

LoConti on September 25, 2025.

LoConti’s address is 200 Park Avenue,

5 unchanged sentences

with Related Persons

the year ended December 31, 2024, the Company sold all of its common stock of Graphium Biosciences to a newly-formed entity, Placer Biosciences,

(“Placer”), owned by two former officers of the Company, in exchange for a warrant to purchase 1,000 shares of Placer’s

common stock (then representing 25% of the outstanding shares of Placer) at $0.01 per share and cash proceeds of $100.

The warrant to purchase Placer’s shares expires September 30, 2034.

On January 21, 2025, the Company

entered into a securities purchase agreement with Tower IV, LLC, an Ohio limited liability company (“Tower IV”), providing

for the issuance and sale by the Company to Tower IV of an aggregate of 3,333,333 shares of the Company’s common stock (the “Shares”)

at a price of $0.15 per share.

The aggregate gross proceeds from the sale of the Shares are approximately $500,000.

is the beneficial owner of Tower IV.

the year ended December 31, 2023, and through the filing of this Annual Report, except for the Graphium sale and investment by Tower

IV, LLC listed above, there have been no transactions, and there are no currently proposed transactions, in which we were or are to

be a participant and the amount involved exceeds the lesser of $120,000 or one percent of the average of our total assets at

year-end for the last two completed fiscal years and in which any related person had or will have a direct or indirect material

January 21, 2025, the Company entered into a securities purchase agreement with Tower IV, LLC, an Ohio limited liability company (“Tower

IV”), providing for the issuance and sale by the Company to Tower IV of an aggregate of 3,333,333 shares of the Company’s

common stock (the “Shares”) at a price of $0.15 per share.

The aggregate gross proceeds from the sale of the Shares were

approximately $500,000.

LoConti (“LoConti”) is the beneficial owner of Tower IV.

March 31, 2025, Range Sky View Land LLC (“Range Sky”), a wholly-owned subsidiary of the Company, entered into a Purchase

and Sale Agreement (“Sky View Purchase Agreement”) with AppleAtcha Land, LLC (“AppleAtcha”) and WV Reclaim

Co, LLC (“Reclaim,” and collectively with AppleAtcha, the “Sellers”) pursuant to which Range Sky agreed to

purchase, among other things:

(i) approximately 14,670 acres of real property located in Clay, Fayette and Nicholas Counties, West

Virginia, associated with the Fola mining operations (“Fola Mine”), including surface property and coal owned by

(ii) certain real property agreements, including surface leases and solar leases, located at the Fola Mine;

(iii) certain

coal royalty and overriding royalty agreements associated with the Fola Mine;

(iv) certain equipment and other personal property

located at the Fola Mine;

(v) related accounts receivable owing to Sellers;

and (vi) to the extent transferrable and subject to all

required governmental approvals, the management and reclamation of thirty-six (36) permits associated with the Fola Mine ((i)

through (vi) collectively, the “Purchased Assets”) in exchange for $2,958,516 (“Purchase Consideration”)

comprised of (a) certain assumed liabilities relating to the Purchased Assets and (b) a credit against the amounts owed by Sellers

to the Company and its subsidiaries for the provision of various reclamation, mining and security services provided at the Fola

The Purchase Agreement contains terms, conditions, covenants, indemnification provisions, and representations and warranties

from each of the respective parties that are customary and typical for a transaction of this nature.

is a wholly-owned subsidiary of Fola Landholding, LLC (“Fola Holding”).

Fola Holding is 80%-owned by Tower IV, an

investment entity owned by the daughters of LoConti, the Company’s largest shareholder.

Devica Capital, LLC

(“Devica”), an investment entity owned by Michael Cavanaugh (“Cavanaugh”), the Company’s Chief

Executive Officer and member of the Company’s board of directors, owns the remaining 20% of Fola Holding.

Cavanaugh are the sole managers of Fola Holding and AppleAtcha.

LoConti also owns approximately 9% of the outstanding stock of

Continental Heritage Holding Company (“CHHC”), which owns Continental Heritage Insurance Company (“CHIC”), a

specialty insurance company, which holds the reclamation bonds being assumed by the Company in connection with the transactions

reflected by the Sky View Purchase Agreement.

Edward Feighan, the Company’s Chairman of the Board, is a member of the board of

directors of CHHC and owns approximately 7% of the outstanding stock of CHHC.

May 30, 2025, Range Sky entered into a Transaction Advisory Agreement (“Advisory Agreement”) with AppleAtcha and Reclaim

pursuant to which AppleAtcha and Reclaim agreed to pay Range Sky $750,000 and $25,000, respectively (collectively, the “Advisory

Fee”), in consideration of Range Sky’s provision of transition advisory services in connection with the sale by AppleAtcha

and Reclaim of (i) approximately 424.80 acres of surface interests and 3,773.60 acres of mineral interests and (ii) three (3) related

mining permits ((i) and (ii) collectively referred to herein as the “Ramp Run Mine”).

The Advisory Fee is due and payable

only upon the closing of the sale of the Ramp Run Mine to a third-party (the “Payment Condition”).

The Advisory Agreement

is terminable by any of the parties on written notice to the others provided that in the event that the Payment Condition is satisfied

within 120 days after the date of a termination by Reclaim and AppleAtcha, then in such case, Range Sky would still be entitled to receive

the Advisory Fee payable in full on the closing date of the sale.

The Ramp Run Mine was sold to Ramp Run Mining, LLC and the Advisory Fee was paid in full on May

On June 30, 2025, Range Sky

(i) acquired two mining permits for which the Company had previously assumed management and reclamation responsibilities through the

Fola Acquisition and (ii) assumed a Coal Mining Lease entered into by AppleAtcha, as lessor, Reclaim, as permittee, and Coal-Mac

LLC, as lessee.

July 1, 2025, Range Sky and AppleAtcha entered into an Assignment and Assumption Agreement (“Assignment”) pursuant to which

AppleAtcha assigned to Range Sky a Coal Mining Lease entered into by AppleAtcha, as lessor, and Contura CAPP Land, LLC, as lessee (the

“Contura Coal Lease”), pursuant to a Purchase and Sale Agreement, dated as of March 31, 2025, by and among Reclaim, Range

Sky and AppleAtcha.

September 24, 2025, the Company entered into a securities purchase agreement with Tower IV pursuant to which Tower IV purchased 2,333,333 shares of the Company’s

common stock (the “Shares”) at a price of $0.15 per share.

The aggregate gross proceeds from the sale of the Shares were

approximately $350,000.

LoConti is the beneficial owner of Tower IV.

December 31, 2025, Range Bluegrass Land, LLC, a wholly-owned indirect subsidiary of the Company (“Range Bluegrass”),

entered into a Purchase and Sale Agreement (the “Bluegrass Purchase Agreement”) with Continental Land Co., LLC

(“Continental Land”) for the purchase of the real and personal property commonly associated with the past Premier Elkorn

and Cambrian Coal mining operations in Eastern Kentucky (the “Premier-Cambrian Mine”) in exchange for Range

Bluegrass’ agreement to assume responsibility for the oversight, management and release of forty-three (43) mining permits

owned by Reckoning Reclamation, LLC (“Reckoning”) associated with the Premier-Cambrian Mine.

In connection with its

assumption of the reclamation costs, on December 31, 2025, Range Bluegrass also entered into a Joinder to General Indemnity

Agreement (“GIA Joinder”) by and among Range Bluegrass, Reckoning, and CHIC, the latter of which issued the surety bonds

with respect to the permits associated with the mines on the Premier-Cambrian Mine (the “Reckoning Permits”), pursuant

to which Range Bluegrass pledged the purchased real and personal property associated with the Premier-Cambrian Mine as collateral in

support of the approximately $54 million in bonds issued by CHIC for the Reckoning Permits.

Land is 100% owned by Fola Holding, a related party of Messrs.

LoConti and Cavanaugh.

LoConti also owns approximately 9% of the outstanding stock of CHHC, which holds the reclamation

bonds, the liability for which is being assumed by Range Bluegrass in connection with the transactions reflected by the Bluegrass Purchase Agreement.

the filing of this Annual Report, except for the transactions listed above, there have been no other transactions, and there are no currently

proposed transactions, in which we were or are to be a participant and the amount involved exceeds the lesser of $120,000 or one percent

of the average of our total assets at year-end for the last two completed fiscal years and in which any related person had or will have

a direct or indirect material interest.

Board of Directors has determined that Messrs.

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firms, for services rendered in the years ended December 31, 2025 and 2024.

All fees described below were approved by our

Board of Directors:

the year ended

All fees described below were approved by our Board of Directors:

For the year ended

December 31, 2025

the year ended

For the year ended

December 31, 2024

All Other Fees

The fees identified under this caption were for professional services rendered by Meaden & Moore, Ltd.

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These fees consist primarily of accounting consultation fees related to potential collaborative agreements.

no such fees during the year ended December 31, 2023.

Policies and Procedures

39 unchanged sentences

Richard Celeste

and Plan of Merger, dated September 14, 2011, by and between Stevia First Corp.

Agreement and Plan of Merger, dated September 14, 2011, by and between Stevia First Corp.

and Legend Mining Inc.

(Incorporated by reference

to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the SEC on October 14, 2011.)

of Incorporation of Stevia First Corp.

(Incorporated by reference to Exhibit 3.1 to the registrant’s Registration Statement

on Form S-1 filed with the SEC on August 6, 2008 (File No.

(Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the SEC on October 14, 2011)

Articles of Incorporation of Stevia First Corp.

(Incorporated by reference to Exhibit 3.1 to the registrant’s Registration Statement on Form S-1 filed with the SEC on August 6, 2008 (File No.

333-152830).)

of Amendment of Articles of Incorporation of Vitality Biopharma, Inc.

(Incorporated by reference to Exhibit 3.1 to the registrant’s

Current Report on Form 8-K filed with the SEC on July 19, 2016.)

of Merger, effective October 10, 2011 (Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form

8-K filed with the SEC on October 14, 2011.)

of Change, effective October 10, 2011 (Incorporated by reference to Exhibit 3.2 to the registrant’s Current Report on Form

8-K filed with the SEC on October 14, 2011.)

of Merger, dated as of September 30, 2021, (Incorporated by reference to Exhibit 2.1.1 to the registrant’s Current Report on

Form 8-K filed with the SEC on October 12, 2021.)

of Stevia First Corp.

(Incorporated by reference to Exhibit 3.2 to the registrant’s Registration Statement on Form S-1 filed

with the SEC on August 6, 2008 (File No.

Certificate of Amendment of Articles of Incorporation of Vitality Biopharma, Inc.

(Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the SEC on July 19, 2016.)

Articles of Merger, effective October 10, 2011 (Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the SEC on October 14, 2011.)

Certificate of Change, effective October 10, 2011 (Incorporated by reference to Exhibit 3.2 to the registrant’s Current Report on Form 8-K filed with the SEC on October 14, 2011.)

Articles of Merger, dated as of September 30, 2021, (Incorporated by reference to Exhibit 3.1.5 to the registrant’s Current Report on Form 8-K filed with the SEC on October 12, 2021.)

Bylaws of Stevia First Corp.

(Incorporated by reference to Exhibit 3.2 to the registrant’s Registration Statement on Form S-1 filed with the SEC on August 6, 2008 (File No.

333-152830).)

of Amendment of Bylaws of Stevia First Corp.

(Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on

Form 8-K filed with the SEC on February 7, 2012.)

of Malachite Innovations, Inc., effective as of November 10, 2021 (Incorporated by reference to Exhibit 3.2.3 to the registrant’s

Quarterly Report on Form 10-Q filed with the SEC on November 15, 2021.)

of Common Stock Purchase Warrant (Incorporated by reference to Exhibit 10.10 to the registrant’s Registration Statement on

Form S-1 filed with the SEC on August 31, 2021 (File No.

Biopharma, Inc.

2021 Stock Incentive Plan (Incorporated by reference to Exhibit 99.1 to the registrant’s Registration Statement

on Form S-8 filed with the SEC on September 3, 2021.)

Certificate of Amendment of Bylaws of Stevia First Corp.

(Incorporated by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the SEC on February 7, 2012.)

Bylaws of Malachite Innovations, Inc., effective as of November 10, 2021 (Incorporated by reference to Exhibit 3.2.3 to the registrant’s Quarterly Report on Form 10-Q filed with the SEC on November 15, 2021.)

Form of Common Stock Purchase Warrant (Incorporated by reference to Exhibit 10.10 to the registrant’s Registration Statement on Form S-1 filed with the SEC on August 31, 2021 (File No.

Vitality Biopharma, Inc.

2021 Stock Incentive Plan (Incorporated by reference to Exhibit 99.1 to the registrant’s Registration Statement on Form S-8 filed with the SEC on September 3, 2021.)

Second Amended and Restated Revolving Promissory Note, dated as of December 20, 2024, made by the Company, in favor of Independence Bank in the amount of $1,000,000.

(Incorporated by reference to Exhibit 10.12 to the registrant’s Form 10-K filed with the SEC on March 31, 2025)

Second Amended and Restated Revolving Promissory Note, dated as December 20, 2024, made by Range Environmental Resources, Inc.

and Range Natural Resources, Inc., in favor of Independence Bank in the amount of $1,000,000.

(Incorporated by reference to Exhibit 10.13 to the registrant’s Form 10-K filed with the SEC on March 31, 2025)

Securities Purchase Agreement, dated as of January 21, 2025, between the Company and Tower IV, LLC (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on January 23, 2025.)

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Securities Purchase Agreement between the Company and Continental Heritage Holding Company, LLC, dated as of June 17, 2024 (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on June 20, 2024.)

Policy on Insider Trading and Confidentiality

Purchase and Sale Agreement by and among AppleAtcha Land, LLC, WV Reclaim Co, LLC and Range Sky View Land LLC, dated as of March 31, 2025 (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on April 2, 2025).

Transaction Advisory Agreement by and among AppleAtcha Land, LLC, WV Reclaim Co, LLC and Range Sky View Land LLC, dated as of May 30, 2025 (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on June 4, 2025).

Purchase and Sale Agreement between WV Reclaim Co, LLC and Range Sky View Land LLC, dated June 30, 2025 (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on July 3, 2025).

Assignment and Assumption Agreement between AppleAtcha Land LLC and Range Sky View Land LLC (Incorporated by reference to Exhibit 10.2 to the registrant’s Form 8-K filed with the SEC on July 3, 2025).

Securities Purchase Agreement, dated September 23, 2025, between the registrant and Edward F.

Feighan (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on September 24, 2025).

Securities Purchase Agreement, dated September 23, 2025, between the registrant and Michael Cavanaugh (Incorporated by reference to Exhibit 10.2 to the registrant’s Form 8-K filed with the SEC on September 24, 2025).

Securities Purchase Agreement, dated September 23, 2025, between the registrant and Tower IV, LLC (Incorporated by reference to Exhibit 10.3 to the registrant’s Form 8-K filed with the SEC on September 24, 2025).

Stock Purchase Agreement between Range Reclaim, LLC and Collins Reclamation, LLC, dated as of December 31, 2025 (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Purchase and Sale Agreement between Continental Land Co., LLC and Range Bluegrass Land, LLC, dated as of December 31, 2025 (Incorporated by reference to Exhibit 10.2 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Option Agreement between Range Bluegrass Land, LLC and MRR CNG, LLC, dated December 31, 2025 (Incorporated by reference to Exhibit 10.3 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Consulting Agreement between the registrant and MRR CNG, LLC, dated December 31, 2025 (Incorporated by reference to Exhibit 10.4 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Consulting Agreement between the registrant and F&G LLC, dated December 31, 2025 (Incorporated by reference to Exhibit 10.5 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Membership Interest Option and Cash Distribution Right Agreement between Range Bluegrass Land, LLC and Wicks Building LLC, dated December 31, 2025 (Incorporated by reference to Exhibit 10.4 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Joinder to General Indemnity Agreement between Continental Heritage Insurance Company, Range Bluegrass Land, LLC and Reckoning Reclamation, LLC, dated as of December 31, 2025 (Incorporated by reference to Exhibit 10.7 to the registrant’s Form 8-K filed with the SEC on January 7, 2026).

Policy on Insider Trading and Confidentiality (Incorporated by reference to Exhibit 19 to the registrant’s Form 10-K filed with the SEC on March 31, 2025).

Consent of Meaden & Moore, Ltd .

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have audited the accompanying consolidated balance sheets of Range Impact, Inc.

(the “Company”) as of December 31,

2024 and 2023, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the years then ended,

and the related notes and schedules (collectively referred to as the “consolidated financial statements”).

In our opinion,

the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December

(the “Company”) as of December 31, 2025 and

2024, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the years then ended, and

the related notes and schedules (collectively referred to as the “consolidated financial statements”).

In our opinion, the

consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31,

2025 and 2024, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles

generally accepted in the United States of America.

of Matter – Going Concern

Going Concern

accompanying consolidated financial statements have been prepared assuming that the entity will continue as a going concern.

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ability to continue as a going concern.

Management’s plans in regard to these matters are also described in Note 1.

The financial statements

do not include any adjustments that might result from the outcome of this uncertainty.

Management’s plans regarding these matters are also described in Note 1.

The financial

statements do not include any adjustments that might result from the outcome of this uncertainty.

consolidated financial statements are the responsibility of the Company’s management.

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We believe that our audits provide a reasonable basis for our opinion.

Audit Matters

audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be

communicated to the Audit Committee and that:

1) related to accounts or disclosures that are material to the consolidated financial statements

and 2) involved our especially challenging, subjective, or complex judgments.

We determined that there are no critical audit matters.

critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that

was communicated or required to be communicated to the Audit Committee and that:

1) relates to accounts or disclosures that are material

to the consolidated financial statements and 2) involved our especially challenging, subjective, or complex judgments.

The communication

of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are

not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or

disclosures to which it relates.

Retirement Obligations

described in Notes 1, 4, 5 and 6 to the consolidated financial statements, the Company’s consolidated asset retirement

obligation was $79,344,297 as of December 31, 2025.

The Company records the asset retirement obligation at fair value in the period

in which the legal obligation associated with the retirement of the long-lived asset is incurred.

Changes to the asset retirement

obligation resulting from permitted sites being added or deleted or changes in future cash flow estimates are made in the period in

which the change occurs and are offset by increasing or decreasing the carrying value of the related long-lived asset by an equal

Changes to the asset retirement obligation are also recognized as accretion expense in future periods.

to long-lived assets are also recognized as amortization expense in future periods.

On at least an annual basis, the Company reviews

its estimated future cash flows for its asset retirement obligation.

identified the valuation of the asset retirement obligation as a critical audit matter because the estimate involves a high degree of

subjectivity and auditing the significant assumptions utilized by management in estimating the amount of the liability requires judgment.

In particular, the obligation is determined using a discounted cash flow technique and is based upon mining permit requirements and various

assumptions including discount rates, inflation rate, timing of reclamation activities, and the nature of and inputs of expected costs of reclamation activities.

audit procedures related to the Company’s asset retirement obligation included the following, among others:

obtained an understanding of the relevant controls related to the Company’s accounting for the asset retirement obligation,

including the design of the controls over management’s review of the significant assumptions and data inputs described

compared significant valuation assumptions including the discount rates and inflation rate

to market data to assist in testing the Company’s discounted cash flow model.

● The Company utilized an external specialist (mining engineer) to evaluate the reasonableness of the assumptions and

inputs used in estimating the asset retirement obligations.

We reviewed the external specialist’s report and conducted interviews

with the external specialist to gain an understanding of the scope of their work and of their skills, knowledge, experience, and expertise

in this area.

● Based on the findings of the specialist, we reviewed the nature of the inputs to expected costs of reclamation activities

and agreed to underlying support, assessed consistency of methodology in setting assumptions, evaluated the reasonableness of the estimated

costs based on permit type and individual attributes, and compared actual costs to recent operating data from management.

Meaden & Moore, Ltd.

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BALANCE SHEETS

Current Assets

Cash and cash equivalents

Accounts receivable

Contract assets

Prepaid expenses

Current assets of discontinued operations

Equipment held for sale

Current assets of discontinued

Total current assets

Property and equipment, net of accumulated

Long term assets of discontinued

Long-Term Assets

and Stockholders’ Equity

Property and equipment, net of accumulated depreciation

Long-term intangible assets

Total long-term assets

$ 123,236,692

Liabilities and Stockholders’ Equity

Current Liabilities

Line of credit

Current portion of long-term debt

Current portion of bank debt

Accounts payable

Accrued expenses

Current liabilities of discontinued operations

Total current liabilities

Long-term debt, net of

current portion

long-term debt

Long-Term Liabilities

Long-term debt, net of current portion

Bank debt, net of current portion

Deposits held

Asset retirement obligations

Total long-term liabilities

Total liabilities

Stockholders’

Stockholders’ Equity

Controlling Interest:

Common stock, par value $ 0.001 per share;

1,000,000,000

1,000,000,000 shares authorized;

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Accumulated deficit

( 56,879,882 )

Total controlling equity interest

Noncontrolling equity interest

Total stockholders’ equity

Total Liabilities and Stockholders’ Equity

$ 123,236,692

Total stockholders’

Liabilities and Stockholders’ Equity

accompanying notes are an integral part of these consolidated financial statements.

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December 31, 2024

Cost of services

Gross profit/(loss)

Operating Expenses:

Costs and expenses:

Costs of services

Depreciation of property and equipment

Amortization of long-term intangible assets

Accretion of asset retirement obligations

General and administrative

Total operating expenses

Income (loss) from operations

(Loss) from continuing operations before other income (expense)

( 1,739,864 )

Other Income:

( 2,152,538 )

Other income (expense):

Gain on bargain purchase

Goodwill impairment

Gain on disposal of asset retirement obligations

Gain on sale of fixed assets

Fixed asset impairment

Loss on sale of fixed assets

( 3,677,500 )

Interest expense

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Total other income (expense)

Income (loss) from continuing operations before income tax

( 3,100,791 )

Income tax expense attributable to continuing operations

Income (loss) from continuing operations

( 3,178,159 )

Income tax expense attributable

to continuing operations

Income (loss) from continuing

Loss from discontinued operations

( 6,619,924 )

Loss from discontinued

Net income (loss)

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STATEMENTS OF STOCKHOLDERS’ EQUITY

December 31, 2022

$ ( 50,212,854 )

Shares and warrants issued for cash

Shares issued in exchange for warrants

Stock based compensation

Noncontrolling

Balance, December 31, 2023

$ ( 47,081,799 )

Shares and warrants issued for cash

Shares issued for cash

Stock based compensation

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( 9,798,083 )

Net income (loss)

Balance, December 31, 2024

$ ( 56,879,882 )

Shares issued for cash

Stock based compensation

Noncontrolling equity interest

Net income (loss)

Balance, December 31, 2025

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$ ( 9,798,083 )

Adjustments to reconcile net income (loss)

to net cash provided by (used in) operating activities:

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Gain on bargain purchase

( 21,928,500 )

Net loss on asset disposals

Net loss on asset disposals of discontinued operations

Gain on disposition of business

Gain on disposition of asset retirement obligations

Gain on sale of fixed assets

Fair value of vested stock options

Goodwill impairment

Goodwill impairment of discontinued operations

Fixed asset impairment

Depreciation of property and equipment

Depreciation of discontinued operations

Amortization of long-term intangible assets

Accretion of asset retirement obligations

Changes in operating assets and liabilities:

Accounts receivable

( 6,204,026 )

Unbilled receivables

Contract assets

Prepaid expenses and

other current assets

Accounts receivable from discontinued operations

Unbilled receivables from discontinued operations

Contract assets from discontinued operations

Prepaid expenses and other current assets

Accounts payable

( 3,378,895 )

Accounts payable from discontinued operations

Accrued expenses

from discontinued operations

Net cash provided by (used

in) operating activities

( 1,591,426 )

Cash flows from investing activities:

Equipment purchases

( 1,118,664 )

Cash paid in consideration for Collins Building

( 1,000,000 )

Long-term debt issued for Collins Building

( 4,035,250 )

Cash paid for acquisition of land

Accrued expenses from discontinued operations

Cash paid for asset retirement obligations

( 1,479,574 )

Net proceeds from sale of assets

Net insurance proceeds from casualty loss

Net proceeds from disposition

of Graphium Biosciences

Net cash provided by/(used

in) investing activities

Deposits from discontinued operations

Net cash provided by (used in) operating activities

( 1,591,426 )

Cash flows from investing activities:

Cash paid for equipment purchases

Proceeds from asset sales

Long-term deposits received

Net proceeds from sale of assets from discontinued operations

Net insurance proceeds from casualty loss from discontinued operations

Net proceeds from disposition of Graphium Biosciences

Net cash provided by investing activities

Cash provided by financing activities:

Issuance of shares for cash

Proceeds from notes issued in acquisition of

Collins Building

Proceeds from long-term debt

Repayment of long-term debt

( 1,448,188 )

( 1,650,659 )

Proceeds from (repayment

of) line of credit

Net cash provided by/

(used in) financing activities

Repayment of line of credit

Net cash provided by/ (used in) financing activities

Net increase (decrease) in cash and cash equivalents

( 2,009,514 )

Cash and cash equivalents

- beginning of period

Cash and cash equivalents

- end of period

Cash and cash equivalents - beginning of period

Cash and cash equivalents - end of period

Supplemental disclosure of cash flow information:

Cash paid during the period for:

Supplemental schedule of non-cash investing

and financing activities:

Debt forgiveness related to asset surrender

to CNH Capital

Debt forgiveness related

to Collins Building asset disposal

Interest expense

Supplemental schedule of non-cash investing and financing activities:

Line of credit converted to term bank debt

Reduction in accounts receivable as part of FOLA transaction

Acquisition of land related to asset retirement obligation

Debt forgiveness related to equipment surrender

Debt forgiveness related to Collins Building asset disposal

Debt reduction transferred to deficiency claim

Initial recording of asset retirement cost and asset retirement obligation

Reduction of bargain purchase gain for noncontrolling equity interest

accompanying notes are an integral part of these consolidated financial statements.

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on June 29, 2007.

founded in 2007 as Legend Mining Inc., the Company began operations as a mineral extraction exploration business.

In 2011, the Company

changed its name to Stevia First Corp.

and pursued a new strategy focused on developing stevia-based additives for the food and beverage

In 2015, the Company changed its name to Vitality Biopharma, Inc.

and pursued a new strategy focused on developing cannabinoid-based

prodrugs anticipated to treat inflammatory conditions of the gastrointestinal tract.

October 2021, the Company changed its name to Malachite Innovations, Inc.

and formed two wholly-owned operating subsidiaries:

Biosciences, Inc., a Nevada corporation (“Graphium”), into which the Company contributed all of its drug development assets;

and (ii) Daedalus Ecosciences, Inc., a Nevada corporation (“Daedalus”) which was formed to serve as a holding company for

the Company’s future impact investing businesses.

May 2022, the Company acquired Range Environmental Resources, Inc., a West Virginia corporation (“Range Environmental”) and

Range Natural Resources, Inc., a West Virginia corporation (“Range Natural” and together with Range Environmental, the “Range

Reclamation Entities”).

The Range Reclamation Entities provide land reclamation and water restoration services to mining and non-mining

customers throughout the Appalachian region with the goal of returning land to pre-mining conditions or repurposing the land for natural,

commercial, agricultural or recreational use.

The Range Reclamation Entities’ water restoration services seek to improve the water

quality in rivers, streams and discharges through novel and innovative treatment applications to help customers meet their various regulatory

standards and requirements.

From May 2022 to June 2024, Range Natural engaged subcontractors who controlled and were responsible for

mining and selling coal to third-party customers incidental to the reclamation and repurposing of mine sites.

August 2023, the Company acquired Collins Building & Contracting, Inc., a West Virginia corporation (“Collins Building”),

an environmental services business primarily focusing on the reclamation of abandoned mine land sites in West Virginia, as described

in more detail in Note 2.

December 2023, the Company changed its name to Range Impact, Inc., and reorganized into five operating business segments:

(i) Range Reclaim,

(ii) Range Water, (iii) Range Security, (iv) Range Land, and (v) Drug Development.

January 2024, the Company added Range Minerals as a new operating business segment.

Range Minerals was previously reported within the

Range Reclaim operating business segment.

The Drug Development segment was also renamed Graphium Biosciences.

August 2024, the Company sold substantially all of the assets of Collins Building to its previous owner in

exchange for the cancellation of all remaining debt owed to him, as described in more detail in Note 2.

September 2024, the Company sold Graphium and all of its drug development assets.

The Company is no longer in the cannabinoid drug development

business, as described in more detail in Note 2.

accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement

of liabilities and commitments in the normal course of business.

As reflected in the accompanying financial statements, during the year

ended December 31, 2024, the Company incurred a net loss of $ 9,798,083 and used $ 1,591,426 of cash in the Company’s operating activities.

These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that

the financial statements are issued.

The financial statements do not include any adjustments that might be necessary should the Company

be unable to continue as a going concern.

inception, the Company has undergone several strategic transformations conducting prior operations under the names Legend Mining Inc.,

Stevia First Corp., Vitality Biopharma, Inc., and Malachite Innovations, Inc.

In December 2023, the Company adopted its current name

and reorganized into six operating segments:

Range Reclaim, Range Water, Range Security, Range Land, Range Minerals, and Graphium Biosciences.

The Company expanded its environmental services operations through the acquisitions of Range Environmental Resources, Inc.

Natural Resources, Inc.

in May 2022, and Collins Building & Contracting, Inc.

in August 2023.

The Company subsequently sold substantially

all the assets of Collins Building in August 2024, followed by a complete divestment in December 2025, and divested Graphium Biosciences,

in September 2024, as described in more detail in Note 4.

Since March 2025, the Company conducts its business under two operating

Range Land and Range Services.

land and asset acquisitions include:

Mine Acquisition (September 2023):

The Company acquired 1,745 acres of surface and mineral interests in Lincoln and Boone Counties,

West Virginia, for a total cash purchase price of $ 948,376 .

Mine Acquisition (March 2025):

The Company acquired 120,154

acres of fee, surface, and mineral interests at the Fola Mine Complex in Clay and Nicholas Counties, West Virginia (the “Fola

Acquisition”) from AppleAtcha Land, LLC, an entity indirectly owned by the Company’s largest shareholder and its CEO (“AppleAtcha”).

The acquisition included the purchase of 15 mining permits and the assumption of management and reclamation

responsibilities for 21 additional mining permits that remained with the current permittee, WV Reclaim Co.

LLC (“Reclaim”), with an estimated

total asset retirement obligation of $ 36.6

The Company also assumed two coal royalty contracts, and a 25-year lease for a large-scale solar project.

Acquisition is described in more detail in Note 4.

Run Mine Transaction (May 2025):

The Company entered into a Transaction Advisory Agreement (“Advisory Agreement”) with

AppleAtcha and Reclaim, pursuant to which AppleAtcha and

Reclaim agreed to pay the Company $ 750,000 and $ 25,000 , respectively (collectively, the “Advisory Fee”) in connection

with the Company’s assistance with the sale to a third-party purchaser of (i) approximately 424.80 acres of surface interests and 3,773.60 acres of mineral interests

and (ii) three (3) related mining permits ((i) and (ii) collectively referred to herein as the “Ramp Run Mine”).

Acquisition (June 2025):

The Company acquired two mining permits for which the Company had previously assumed management and reclamation responsibilities

through the Fola Acquisition and assumed an associated coal lease at the Fola Mine (the “Winoc Acquisition”) .

Premier-Cambrian Acquisition (December 2025):

acquired 15,704

acres of surface land and 42,500

acres of mineral interests associated with the Premier Elkhorn Mine Complex and Cambrian Coal Mine Complex in Pike, Letcher and

Floyd Counties, Kentucky (the “Premier-Cambrian Acquisition”) from Continental Land, LLC, an entity indirectly owned by the Company’s largest shareholder and its CEO.

The acquisition included the assumption of management

and reclamation responsibilities for 43 mining permits that remained with the current permittee, Reckoning Reclamation LLC, with an

estimated total asset retirement obligation of $ 43.1

The Premier-Cambrian Acquisition is described in more detail in Note 5.

accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the

settlement of liabilities and commitments in the normal course of business.

As reflected in the accompanying financial statements,

during the year ended December 31, 2025, the Company incurred a net loss (excluding recognized bargain purchase gains of

$ 21,928,500 ) of $ 2,760,822 and generated $123,028 of cash in the Company’s operating activities.

These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date

that the financial statements are issued.

The financial statements do not include any adjustments that might be necessary should the

Company be unable to continue as a going concern.

ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future and/or

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The Company estimates, as of December 31, 2025, that it may not have sufficient funds to operate the business for 12 months given its

cash balance of $ 167,286 and expected revenues to be generated by the Company’s operating business segments.

The Company is actively seeking additional

financing and other sources of capital to fund its currently estimated level of operations.

However, these estimates could differ if

the Company encounters unanticipated difficulties, or if its estimates of the amount of cash necessary to operate its business prove

to be wrong, and the Company uses its available financial resources faster than it currently expects.

No assurance can be given that

any future financing or capital, if needed, will be available or, if available, that it will be on terms that are satisfactory to the

cash balance of $ 2,110,171 against near term cash requirements and expected revenues to be generated by the Company’s operating

business segments.

However, these estimates could differ if the Company encounters unanticipated difficulties, or if its estimates of

the amount of cash necessary to operate its business prove to be wrong, and the Company uses its available financial resources faster

than it currently expects.

The Company is actively seeking additional financing and other sources of capital to fund its currently estimated

level of operations.

No assurance can be given that any future financing or capital, if needed, will be available or, if available, that

it will be on terms that are satisfactory to the Company.

As a result, management’s plans do not currently overcome the substantial doubt about the Company’s ability

to continue as a going concern for one year after the date that the accompanying financial statements are issued.

of Presentation

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CLV Azurite Land LLC, Collins Building &

Contracting, Inc., Graphium Biosciences, Inc.

(sold in September 2024 and included in discontinued operations in 2024

and retroactively for 2023), Range Environmental Resources, Inc., Range Land, LLC, Range Minerals, LLC, Range Natural Resources,

Inc., Range Reclaim, LLC, Range Security, LLC, Range Security Resources, LLC, Range Water, LLC, Terra Preta, LLC, Aether Credit

Ventures, Inc.

(dissolved in November 2023), Pristine Stream Ventures, Inc.

(dissolved in November 2023), and NextGen AgriTech, Inc.

(dissolved in November 2023), and have been

prepared in accordance with accounting principles generally accepted in the United States of America.

Intercompany balances and

transactions have been eliminated in consolidation.

Contracting, Inc.

(sold in December 2025 and included in discontinued operations in 2025 and retroactively for 2024), Graphium

Biosciences, Inc.

(sold in September 2024 and included in discontinued operations in 2024), Range Bluegrass Land, LLC, Range

Environmental Resources, Inc., Range Land, LLC, Range Minerals, LLC, Range Natural Resources, Inc., Range Reclaim, LLC, Range Rock

Creek Land, LLC, Range Security, LLC, Range Security Resources, LLC, Range Sky View Land, LLC, Range Water, LLC, and Terra Preta,

LLC, and have been prepared in accordance with accounting principles generally accepted in the United States of America.

Intercompany balances and transactions have been eliminated in consolidation.

Reclassifications

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the third quarter of 2024, the Company sold its wholly-owned subsidiary Graphium Biosciences, Inc.

In accordance with GAAP, assets and

liabilities of discontinued operations are presented separately in the Consolidated Balance Sheets, and results of discontinued operations

are reported as a separate component of consolidated net loss or net income in the Consolidated Statements of Operations, for all periods

presented, resulting in changes to the presentation of certain prior period amounts.

During the fourth quarter of 2025,

the Company sold its wholly-owned subsidiary Collins Building & Contracting, Inc.

Additionally the Company ceased providing reclamation services through Range Services to third parties during the

year ended December 31, 2025.

In accordance with GAAP, assets and liabilities

of discontinued operations are presented separately in the Consolidated Balance Sheets, and results of discontinued operations are reported

as a separate component of consolidated net loss or net income in the Consolidated Statements of Operations, for all periods presented,

resulting in changes to the presentation of certain prior period amounts.

to Note 2 for additional discussion of discontinued operations and disposition of assets.

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and (5) recognize revenue when (or as) each performance obligation is satisfied.

Company primarily invoices customers and recognizes revenue on a periodic basis for equipment and labor hours provided to a customer

on a particular job based on an agreed-upon hourly rate sheet or a fixed amount for a project.

The Company also invoices customers and

recognizes revenue for equipment mobilization fees and materials and supplies required to complete a project.

The Company invoices for

the sales of chemicals, stone and other products and recognizes revenue when the products are delivered to the customer’s designated

site or when control of these products is transferred to its customers, in an amount that reflects the consideration the Company expects

to be entitled to in exchange for those products.

Sales taxes and other taxes that the Company collects concurrent with revenue producing

activities are excluded from revenue.

Costs for equipment, labor and chemicals are generally expensed as incurred since the projects

are generally short-term and not subject to a contract.

The Company also invoices customers for the provision of environmental security

services at an agreed-upon hourly rate for each project.

Company primarily invoices customers for coal royalties and recognizes revenue on a periodic basis as coal is shipped.

Costs for equipment, labor and chemicals are generally expensed as incurred.

All revenue is recognized at a point in time.

Company recognizes revenue on reclamation contracts over time as performance obligations are satisfied due to the continuous

transfer of control to the customer.

The Company’s contracts are generally accounted for as a single performance obligation since

the Company is providing a significant service of integrating components into a single project.

The Company recognizes revenue using

a cost-based input method, by which actual costs incurred relative to total estimated contract costs determine, as a percentage, progress

toward contract completion.

This percentage is applied to the transaction price to determine the amount of revenue to recognize.

Company believes the cost-based input method is the most faithful depiction of performance because it directly measures the value of

the services transferred to the customer.

to the nature of the Company’s performance obligations, the estimation of total revenue and cost at completion is subject to many

variables and requires significant judgment.

The Company recognizes consulting revenue on a periodic

basis as services are provided to non-affiliated third parties related to the reclamation and repurposing of land at the Premier-Cambrian

All revenue is recognized at a point in time.

Company recognized revenue on reclamation contracts over time for operations included in discontinued operations.

The Company’s

contracts were generally accounted for as a single performance obligation since the Company was providing a significant service of integrating

components into a single project.

The Company recognized revenue using a cost-based input method, by which actual costs incurred relative

to total estimated contract costs determine, as a percentage, progress toward contract completion.

This percentage was applied to the

transaction price to determine the amount of revenue to recognize.

The Company believes the cost-based input method is the most faithful

depiction of performance because it directly measures the value of the services transferred to the customer.

to the nature of the Company’s former performance obligations, the estimation of total revenue and cost at completion is subject

to many variables and requires significant judgment.

Since a significant change in one or more of these variables could affect the profitability

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the progress and execution of performance obligations and the estimated cost at completion.

Company recognizes adjustments in estimated profit on contracts under the cumulative catch-up method.

All activity related to these contracts are

included in discontinued operations as of December 31, 2025, and retroactively to December 31, 2024.

Company recognized adjustments in estimated profit on contracts under the cumulative catch-up method.

Under this method, the impact of

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anticipated loss on the contract, a provision for the entire loss is recognized in the period it is identified.

net effect of the changes in estimates of contract profits on current year closed jobs was to decrease “net income” by approximately

($ 279,970 ) for the 13 months ended December 31, 2024, which is included in net income in the statement of operations.

The effect to “net

income” is based on that which would have been reported had the revised estimates been used as the basis of recognition of contract

profits in the preceding year.

net effect of the changes in estimates of contract profits on current year closed jobs was to decrease “net income” by

approximately ($ 279,970 )

for the 13 months ended December 31, 2024 (for the period December 1, 2023 through December 31, 2024), which is included in net

income from discontinued operations in the statement of operations.

The effect to “net income” is based on that which

would have been reported had the revised estimates been used as the basis of recognition of contract profits in the preceding

Modifications

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of the contract’s performance.

earned over time compared to a point in time is as follows for the years ended December 31, 2024 and 2023.

OF REVENUE EARNED OVERTIME COMPARED TO A POINT IN TIME

ended December 31, 2024

ended December 31, 2023

Earned over time

Point in time

Total revenue

in the amount of $ 3,710,714 was earned using a point-in-time measurement during the year ended December 31, 2025, and is included in continuing

Revenue in the amount of $ 1,189,915 was earned using a point-in-time measurement during the year ended December 31, 2025,

and is included in discontinued operations.

Revenue in the amount of $ 6,951,680 and $ 2,059,401 was earned using a point-in-time and earned-over-time

measurement, respectively, during the year ended December 31, 2024, and both are included in discontinued operations.

costs include all direct labor, materials, subcontractor, and equipment costs and those indirect costs related to contract performance,

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The Company has never suffered a loss due to such excess balances.

as a component of accounts receivable are contract receivables that represent the Company’s unconditional right, subject only to

the passage of time, to receive consideration arising from performance obligations under reclamation contracts with customers.

contract receivables have been invoiced to customers based on contracted amounts.

Contract receivables were $ 154,354 as of December 31,

2024 and $ 247,310 as of December 31, 2023.

as a component of discontinued operations accounts receivable are contract receivables that represent the Company’s unconditional

right, subject only to the passage of time, to receive consideration arising from performance obligations under reclamation contracts

with customers.

Billed contract receivables have been invoiced to customers based on contracted amounts.

Contract receivables were $ 154,354

as of December 31, 2024 and are included in current assets from discontinued operations on the balance sheet for the year then ended.

Company recognizes an allowance for losses on accounts and contract receivables in an amount equal to the current expected credit losses.

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Based on management’s assessment, it has concluded that losses

on balances outstanding as of December 31, 2024 and 2023 will be immaterial and, therefore, no

allowances were recorded for the years ended December 31, 2024

debt expense was accrued in either of the years ended December 31, 2024 or 2023.

on balances outstanding as of December 31, 2025 and 2024 will be immaterial and, therefore, no allowances were recorded for the years

ended December 31, 2025 or 2024.

No bad debt expense was accrued in either of the years ended December 31, 2025 or 2024.

Assets (Discontinued Operations)

practices are governed by the contract terms of each project based upon costs incurred, achievement of milestones or predetermined schedules.

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on whether the revenue is expected to be recognized sooner or later than one year from the balance sheet date.

of contract assets arising from reclamation contracts in process as of December 31, 2024 and 2023 are as follows:

These accounts receivable

are included in the discontinued operations for 2024.

of contract assets arising from reclamation contracts in process as of December 31, 2024 are as follows:

OF CONTRACT ASSETS

Costs incurred on contracts in

Costs incurred on contracts in progress

Estimated earnings

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Total contract assets

Costs incurred on contracts in

Estimated earnings

Revenue earned on contracts in progress

Billings to date

Total contract assets

and Equipment

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OF PROPERTY AND EQUIPMENT

Property and equipment, gross

December 31, 2025

December 31, 2024

Accumulated depreciation

( 2,542,771 )

( 2,297,324 )

Net book value

Depreciation expense

Depreciation expense (continuing operations)

Depreciation expense (discontinued operations)

Note 2 for more details on the change in buildings, property and equipment.

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No land was identified for impairment.

December 31, 2025

December 31, 2024

Land, beginning of year

Acquisitions during the period

Land, end of year

Held for Sale

the completion of specific projects in the fourth quarter of 2024, Management concluded that certain pieces of equipment would no longer

be required for future projects.

the completion of specific projects in the fourth quarter of 2024, the Company’s management concluded that certain pieces of

equipment would no longer be required for future projects.

Consequently, these items were separated and prepared for sale.

The company is expecting to sell these

assets to a private party within six months of the filing date of this report.

It is not yet known whether there will be a gain or loss

on the disposal, but Management believes the assets are currently held at fair value.

The Company recorded an impairment loss of $ 738,913

as of December 31, 2024.

These assets are reported within the Range Reclaim segment.

Company was expecting to sell these assets to a private party during the first six months of fiscal year 2025.

The Company recorded

an impairment loss of $ 738,913

as of December 31, 2024 based on its determination of fair value of the assets to be sold.

These assets were reported within the

Range Services segment and were fully disposed of in 2025.

There is no equipment held for sale as of December 31, 2025.

GAAP requires that goodwill be tested for impairment annually and more frequently if events or changes in circumstances indicate that

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quantitative impairment test.

At December 31, 2024, it was determined that a quantitative impairment test was required.

On December 31, 2024, it was determined that a quantitative impairment test was required.

Company performed a discounted cash flow analysis and determined the value of the goodwill had lapsed.

As a result, the goodwill was

fully impaired and resulted in a charge against earnings in the full amount of $ 751,421 .

fully impaired and resulted in a charge against earnings in the full amount of $ 751,421 during the year ended December 31, 2024.

As a result of the full impairment of goodwill during the year ended December 31, 2024, the Company had no goodwill recorded on its Consolidated

Balance Sheets as of December 31, 2024 and December 31, 2025.

Company follows the asset and liability method of accounting for income taxes.

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one year as of December 31, 2025 or 2024.

The laboratory space lease in Rocklin, California was renewed in March 2022 and ended on March

The space was leased on a month-to-month basis through September 2024.

Company periodically issues stock options and restricted stock awards to employees and non-employees in non-capital raising transactions

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OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE

December 31, 2025

December 31, 2024

Anti-dilutive loss per share

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and development costs consist primarily of fees paid to consultants and outside service providers, patent fees and costs, and other expenses

relating to the acquisition, design, development and testing of the Company’s treatments and product candidates.

relating to the acquisition, design, development and testing of the Company’s reclamation and redevelopment innovations and product candidates.

Research and development

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of such instruments pursuant to the valuation hierarchy.

equipment held for sale is carried at the lower of carrying amount or fair value, and is considered level 2 as it is based on market

prices for similar assets.

of December 31, 2024, the Company has five operating business segments:

(i) Range Reclaim;

equipment held for sale at December 31, 2024 is carried at the lower of carrying amount or fair value and is considered Level 2 as

it is based on market prices for similar assets.

The Company’s long-term intangible assets as of December 31, 2025 are recorded in an amount equal to the fair value of the Company’s

asset retirement obligations and therefore are considered Level 3.

of December 31, 2025, the Company had two

operating business segments:

(i) Range Land and (ii) Range Services.

Range Land is focused on acquiring former mine lands with the

goal of reclaiming and repurposing the sites into long-term revenue generating projects.

Range Services provides environmental and operational support services to help

reclaim and repurpose former mine land.

Previously, the Company had five operating business segments:

Range Reclaim;

(ii) Range Minerals;

(iii) Range Water;

Range Security;

(iv) Range Security;

and (v) Range Land.

Previously, beginning in October 2021, the Company began operating under two segments:

Development segment, which reported the operating results of the Company’s broad portfolio of glycosylated cannabinoid prodrugs

operating under the name Graphium Biosciences, and (B) the Range Reclaim segment, which reported the operating results of our land reclamation,

water restoration and incidental coal mining services to customers throughout Appalachia.

The Range Water, Range Security and Range Land

business segments began operations in 2023.

Beginning in January 2024, Range Minerals, which was previously reported within the Range

Reclaim operating business segment, was separately reported as its own operating business segment focused on coal mining using subcontractors

and related reclamation activities, and the Drug Development segment was renamed Graphium Biosciences.

Graphium Biosciences was sold

in September 2024 and therefore the drug development business segment named Graphium Biosciences is no longer reported as an operating

business segment of the Company.

accordance with the “Segment Reporting” Topic of ASC 280, the Company’s chief operating decision-maker has been identified

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Accounting Pronouncements

November 2023, the FASB issued ASU 2023 - 07, “Segment Reporting (Topic 280 ):

Improvements to Reportable Segment

Disclosures.” Th is update requires public entities

to disclose significant segment expenses regularly provided to the Chief Operating Decision Maker (CODM) and to provide additional qualitative

and quantitative disclosures regarding how segments are managed.

The Company adopted ASU 2023-07 as of December 31, 2024, in accordance

with the required adoption timeline for public entities.

The adoption of this ASU did not materially impact its financial statement disclosures,

as the Company’s existing segment reporting practices were already in alignment with the new requirements.

The Company will continue

to evaluate its segment disclosures in future reporting periods to ensure compliance with evolving accounting guidance and disclosure

best practices.

December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.”

This ASU enhances income tax disclosures by providing information to better assess how an entity’s operations, related tax risks,

tax planning and operational opportunities affect its tax rate and prospects for future cash flows.

This ASU requires additional disclosures

to the annual effective tax rate reconciliation including specific categories and further disaggregated reconciling items that meet the

quantitative threshold.

Additionally, the ASU requires disclosures relating to income tax expense and payments made to federal, state,

local and foreign jurisdictions.

Improvements to Income Tax Disclosures.” This ASU

enhances income tax disclosures by providing information to better assess how an entity’s operations, related tax risks, tax planning

and operational opportunities affect its tax rate and prospects for future cash flows.

This ASU requires additional disclosures to the

annual effective tax rate reconciliation including specific categories and further disaggregated reconciling items that meet the quantitative

Additionally, the ASU requires disclosures relating to income tax expense and payments made to federal, state, local and foreign

jurisdictions.

This ASU is effective for fiscal years and interim periods beginning after December 15, 2024 .

The Company continues to evaluate the impact of adopting this ASU.

The Company adopted

this ASU effective January 1, 2025 with no material impact.

November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures

(Subtopic 220-40):

Disaggregation of Income Statement Expenses.” This update requires public entities to disaggregate

income statement expense line items and to disclose in tabular format within the notes to the financial statements certain categories

of costs (e.g.

purchases of inventory, employee compensation, deprecation, intangible asset amortization, depletion etc.) to the extent

line items contain such costs.

In addition, entities will be required to define and disclose selling expenses.

The additional disclosures

may be provided prospectively or retrospectively.

The amendments are effective for annual reporting periods beginning after December

15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027.

Early adoption is permitted.

will provide the additional required disclosures upon adoption.

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.”

This update requires public entities to disclose significant segment expenses regularly provided to the Chief Operating Decision Maker

(CODM) and to provide additional qualitative and quantitative disclosures regarding how segments are managed.

The Company adopted ASU

2023-07 as of December 31, 2024 in accordance with the required adoption timeline for public entities.

The adoption of this ASU did not

materially impact the Company’s financial statement disclosures as the Company’s existing segment reporting practices were already in alignment

with the new requirements.

DISPOSALS AND DISCONTINUED OPERATIONS

August 22, 2024, substantially all assets of Collins Building were sold to its previous owner in exchange for the cancellation of all

remaining debt owed to him by the Company arising from the Company’s acquisition of Collins Building in August 2023.

Any projects related to Collins Building will be completed either by subcontractors or with equipment and resources of Range Environmental.

August 22, 2024, substantially all assets of Collins Building were sold to its previous owner in exchange for the cancellation of

all remaining debt owed to him by the Company arising from the Company’s acquisition of Collins Building in August 2023.

projects related to Collins Building was to be completed either by subcontractors or with equipment and resources of Range Services.

The Company recognized a net loss on the Collins Building sale of $ 3,043,799 .

This sale did not constitute a discontinued operation as

the Company has ongoing business and is still operating with active contracts and completion of work in progress.

Only certain assets

were sold and debts forgiven.

This sale did not constitute a discontinued operation as the Company had ongoing business and was still operating with active

contracts and completion of work in progress until December 31, 2025.

Refer to Note 3 for more information on the Collins Building transaction.

September 30, 2024, the Company sold all of its common stock of Graphium Biosciences to a newly-formed entity, Placer Biosciences, Inc.

(“Placer”) owned by two former officers of the Company, in exchange for a warrant to purchase 1,000 shares of Placer’s

common stock (then representing 25 % of the outstanding shares of Placer) at $ .01 per share and cash proceeds of $ 100 , with

the cash proceeds reflected within “Net proceeds from disposition of Graphium Biosciences” in the investing activities of

the Consolidated Statements of Cash Flows, and recognized a gain on sale of $ 100 , included within “Loss from discontinued operations”

on the Consolidated Statements of Operations.

common stock (then representing 25 % of the outstanding shares of Placer) at $ 0.01 per share and cash proceeds of $ 100 , with the cash proceeds

reflected within “Net proceeds from disposition of Graphium Biosciences” in the investing activities of the Consolidated

Statements of Cash Flows, and recognized a gain on sale of $ 100 , included within “Loss from discontinued operations” on the

Consolidated Statements of Operations.

The warrant to purchase Placer’s shares expires September 30, 2034.

the quarter ended September 30, 2024, Range Environmental suffered a casualty loss on a piece of equipment.

Insurance proceeds of $ 160,000

were received for this loss.

In addition, several pieces of equipment no longer needed for current or foreseeable operations were sold

for net proceeds of $ 270,000 .

The proceeds from these transactions are shown within “Cash flows from investing activities”

and the losses from these transactions are shown within “Cash flows from operating activities” on the Consolidated Statements

of Cash Flows.

the quarter ended September 30, 2024, the biochar ovens owned by our wholly-owned subsidiary, Terra Preta, LLC, were dismantled since

they were no longer being used for small batch biochar production.

The resulting loss of $ 12,365 is included within “Cash flows

from operating activities” on the Consolidated Statements of Cash Flows.

During the year ended December 31, 2024, Range Environmental suffered a casualty loss on a piece of equipment.

Insurance proceeds of $ 160,000 were received for this

In addition, several pieces of equipment no longer needed for current or foreseeable operations were sold for net proceeds of $ 270,000 .

The proceeds from these transactions are shown within “Cash flows from investing activities” and the losses from these transactions

are shown within “Cash flows from operating activities” on the Consolidated Statements of Cash Flows for the year ended December

the year ended December 31, 2024, the biochar ovens owned by our wholly-owned subsidiary, Terra Preta, LLC, were dismantled since they

were no longer being used for small batch biochar production.

The resulting loss of $ 12,365 is included within “Cash flows from

operating activities” on the Consolidated Statements of Cash Flows for the year ended December 31, 2024.

the year ended December 31, 2025, the Company sold all its common stock of Collins Building & Contracting, Inc.

Building”) to its previous owner for $ 1.00 .

The sale included all uncompleted projects with government entities and obligates the new owner to complete the construction

The sale of Collins Building marks a strategic shift away from providing reclamation services to third parties.

Company will only provide services for its own benefit, revenues and related expenses to reclamation services provided to third

parties is included in discontinued operations on the Consolidated Statement of Operations.

and Liabilities of Discontinued Operations

previously described, assets and liabilities of discontinued operations are presented separately in the Consolidated Balance Sheets for

all periods presented.

At December 31, 2024 and 2023, these balances consisted of current and long-term assets.

previously described, assets and liabilities of discontinued operations are presented separately in the Consolidated Balance Sheets

for all periods presented.

On December 31, 2025 and December 31, 2024, these balances consisted of current assets as well as current

following table presents a reconciliation of the carrying amounts of the major classes of these assets and liabilities to the current

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OF DISCONTINUING OPERATIONS BALANCE SHEET AND INCOME STATEMENT

Cash and cash

assets of discontinued operations

Long term assets of

December 31, 2025

December 31, 2024

Current Assets

Accounts receivable

Contract assets

Current assets of discontinued operations

Current Liabilities

Accounts payable

Accrued expenses

Current liabilities of

discontinued operations

from Discontinued Operations

operations for years ended December 31, 2024 and 2023 consists of results from Graphium Biosciences operations.

operations for years ended December 31, 2025 and 2024 consists of results from Graphium Biosciences operations as well as Collins Building

& Contracting, Inc and reclamation services performed for third parties by Range Environmental Resources, Inc., Range Security Resources,

LLC, and Range Natural Resources, Inc.

following table provides details about the major classes of line items constituting “Loss from discontinued operations” presented

on the Company’s Consolidated Statements of Operations:

Operating expenses:

Total operating expenses

from discontinued operations

Cost of revenues

General and administrative

Research and development

Loss from discontinued operations

( 1,853,496 )

Goodwill impairment

Interest expense

Loss on sale of assets

( 3,677,500 )

Loss from discontinued operations

$ ( 6,619,924 )

ACQUISITION OF COLLINS BUILDING & CONTRACTING

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Total assets acquired

Gain on bargain

purchase price

Gain on bargain purchase price

( 1,875,150 )

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Cash consideration

Long-term notes issued

to the seller

Long-term notes issued to the seller

Total purchase price

Acquisition transaction

costs incurred

Acquisition transaction costs incurred

discussed in Note 2, on August 22, 2024, nearly all of the equipment, as well as the land and buildings acquired on August 31, 2023,

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the year ended December 31, 2024, the Company recorded the revenue generated from reclamation services on abandoned mine land, which

was historically the core business of Collins Building, as revenue of Range Environmental.

Collins Building contributed revenues of $ 2,833,068

and net income of $ 437,554 to the Company’s consolidated revenues and net income for the year ended December 31, 2023.

decrease in goodwill in the year ended December 31, 2024, was driven by the impairment of the Range Reclamation Entities goodwill

that was assessed at the time of its acquisition in 2022.

See note 1 for further discussion.

was historically the core business of Collins Building, as revenue of Range Environmental Resources, Inc.

Refer to Note 2 for subsequent

sale information.

ACQUISITION OF FOLA MINE SITE

March 31, 2025, the Company, through its wholly-owned subsidiary Range Sky View Land, LLC, acquired 120,154

acres of fee, surface and mineral interests at the Fola mine

complex (“Fola Mine”) located in Clay and Nicholas Counties, West Virginia.

As part of the Fola Acquisition, the Company

acquired 15 mining permits and the assumption of management and reclamation responsibilities for 21 additional mining permits

that remained with the current permittee, WV Reclaim Co.

LLC, with an estimated total asset retirement obligation of $ 36,562,110 .

As a result, on March 31, 2025, the Company recorded asset retirement obligations of $ 36,562,110

related to the Fola Acquisition and capitalized an equal amount as a long-term intangible asset.

The Company also assumed two coal

royalty contracts and one 25-year solar lease for the development of a large-scale solar project.

Additionally, in June 2025, the Company acquired two mining permits for which the Company had previously assumed

management and reclamation responsibilities through the Fola Acquisition and assumed an associated coal lease at the Fola Mine (the “Winoc

Acquisition”).

OF BUSINESS ACQUISITION OF FOLA MINE SITE

Asset retirement obligation, December 31, 2024

Accretion during the period

Sites added during the period

Sites removed during the period

Revisions in estimated cash flows during the period

Expenditures during the period

( 1,479,574 )

Asset retirement obligation, December 31, 2025

The Company accounted for the

transaction as a business combination in accordance ASC 805 “Business Combinations”.

The Company has made an allocation

of the purchase price paid for the assets acquired and the liabilities assumed.

fair value of the land acquired by the Company in connection with the Fola Acquisition was $ 8,561,000 ,

and the Company agreed to credit an outstanding receivable of $ 2,958,516

due to the Company from one of the sellers as consideration provided in lieu of cash.

Because the fair value of the land acquired

exceeded the amount of the credited accounts receivable, the Company recognized a

bargain purchase gain of $ 5,602,484 in

the fiscal quarter ended March 31, 2025.

SCHEDULE OF BARGAIN

PURCHASE GAIN

Fair value of Fola Mine land acquired

Accounts receivable credited in lieu of cash

( 2,958,516 )

Bargain purchase gain recognized

Cash consideration

Assumed liabilities

Purchase price

Acquisition transaction costs incurred

ACQUISITION OF PREMIER-CAMBRIAN MINE SITE

December 31, 2025, the Company, through its wholly-owned subsidiary Range Bluegrass Land, LLC, (“Range Bluegrass”)

acquired 15,704 acres

of surface land and 42,500 acres

of mineral interests associated with the Premier Elkhorn Mine Complex and Cambrian Coal Mine Complex in Pike, Letcher and Floyd

Counties, Kentucky (the “Premier-Cambrian Mine”).

The acquisition included the assumption of management and reclamation

responsibilities for 43 mining permits that remained with the current permittee, Reckoning Reclamation LLC, with an estimated total

asset retirement obligation of $ 43.1

OF ASSET RETIREMENT OBLIGATION

Asset retirement obligation, December 31, 2024

Accretion during the period

Sites added during the period

Sites removed during the period

Revisions in estimated cash flows during the period

Expenditures during the period

Asset retirement obligation, December 31, 2025

As part of the acquisition of the Premier-Cambrian

Mine, the Company entered into two substantially similar consulting agreements (“Consulting Agreements”) with non-affiliated

third parties related to the reclamation and repurposing of approximately 1,500 acres of land at the Premier-Cambrian Mine.

The Consulting

Agreements provide for an initial engagement fee payment of $ 1,000,000 on December 31, 2025, and quarterly engagement fee payments of

$ 500,000 payable thereafter until December 31, 2027 (for total payments of $ 5,000,000 ).

The Consulting Agreements may be terminated at

Refer to Revenue Recognition in Note 1.

Also, as part of the acquisition of the Premier-Cambrian

Mine, Range Bluegrass entered into an equity option agreement (“Equity Option”) with a non-affiliated third party for the

right to receive an equal amount of any cash distributions made by Range Bluegrass to the Company, which equity distribution right can

be converted by the non-affiliated third party, in its sole discretion, into 50 % of the membership interests of Range Bluegrass.

Bluegrass was paid $ 500,000 for the Equity Option on December 31, 2025.

Range Bluegrass also entered into a real estate option agreement

(“Real Estate Option”) with a different non-affiliated third party for the option to purchase approximately 1,500 acres of

the Premier-Cambrian Mine until December 31, 2031.

Range Bluegrass was paid $ 500,000 for the Real Estate Option on December 31, 2025.

The Company recorded an amount equal to $ 1,000,000 as a long-term liability entitled “Deposits Held” in connection with the

Equity Option and Real Estate Option.

Company accounted for the transaction as a business combination in accordance with ASC 805 “Business Combinations”.

Company has performed an allocation of the purchase price paid for the assets acquired and the liabilities assumed.

The fair value

of the surface land of the Premier-Cambrian Mine was $ 32,978,504 .

The Company also assumed reclamation obligations in the amount of $ 326,472 ,

and because no cash consideration was paid in connection with the acquisition of the Premier-Cambrian Mine, a total bargain purchase

gain of $ 32,652,032

should be recognized.

However, because the terms of the Equity Option create a “de facto noncontrolling interest” under

ASC 810 in an amount equal to 50 %

of the equity value of Range Bluegrass, only 50% of the bargain purchase gain of $ 32,652,032

(an amount equal to $ 16,326,016 ) is

recognized in the Consolidated Statement of Income as a bargain purchase gain related to the acquisition of the Premier-Cambrian

The remaining balance of the gain (an amount also equal to $ 16,326,016 )

is recorded on the balance sheet as “Noncontrolling Equity Interest”.

SCHEDULE OF BARGAIN

PURCHASE GAIN

Fair value of Premier-Cambrian Mine land acquired

Assumed liabilities

Bargain purchase gain before noncontrolling interest adjustment

Noncontrolling interest adjustment of 50%

( 16,326,016 )

Bargain purchase gain

Purchase price

Acquisition transaction costs incurred

ASSET RETIREMENT OBLIGATIONS

The Company’s asset retirement obligations

arise from the Federal Surface Mining Control and Reclamation Act of 1977 and similar state statutes, which require that mine property

be restored in accordance with specified standards and an approved reclamation plan.

Significant reclamation activities include reclaiming

refuse and slurry ponds, reclaiming the pit and support acreage at surface mines, sealing portals at deep mines, and the treatment of

The Company determines the future cash flows necessary to satisfy its reclamation obligations on a permit-by-permit basis based upon current

permit requirements and various estimates and assumptions, including estimates of disturbed acreage, cost estimates, and assumptions regarding

productivity.

The Company is also faced with increasingly stringent environmental regulations, many of which are beyond its control, which could

increase its costs and materially increase its asset retirement obligations.

Estimates of disturbed acreage are determined based on approved

mining plans and related engineering data.

Cost estimates are based upon third-party costs.

Productivity assumptions are based on historical

experience with the equipment that is expected to be utilized in the reclamation activities.

The Company’s asset retirement obligations are initially

recorded at fair value.

In order to determine fair value, it uses assumptions including a discount rate and third-party margin.

discussed further below:

Discount Rate .

The Company’s asset

retirement obligations are initially recorded at fair value.

The Company utilizes discounted cash flow techniques to estimate the fair value

of its obligations.

The Company bases its discount rate on the rates of treasury bonds with maturities similar to expected mine

lives and adjust for its credit standing as necessary after considering funding and assurance provisions.

Changes in the

Company’s credit standing could have a material impact on the valuation of its asset retirement obligations.

The discount rate used to calculate the Fola Mine and Premier Cambrian Mine asset retirement obligations are 7.18% and 7.75%,

respectively.

The annual inflation rate used to calculate the Fola Mine and Premier Cambrian Mine asset retirement obligations are

2.72% and 2.77%, respectively.

Third-Party Margin .

The measurement of an

obligation at fair value is based upon the amount a third party would demand to perform the obligation.

Because the Company plans to

perform a significant amount of the reclamation activities with internal resources, a third-party margin was added to the estimated

costs of these activities.

This margin was estimated based upon the Company’s historical experience with contractors

performing similar types of reclamation activities.

The inclusion of this margin will result in a recorded obligation that is

greater than its estimates of its cost to perform the reclamation activities.

If the Company’s cost estimates are accurate,

the excess of the recorded obligation over the cost incurred to perform the work will be recorded as a reduction to amortization

within its Consolidated Statements of Operations at the time that reclamation work is completed.

On at least an annual basis, the Company reviews its reclamation

liabilities and make necessary adjustments for permit changes, if any, as granted by state authorities, additional costs resulting from

accelerated mine closures, and revisions to cost estimates and productivity assumptions to reflect current experience and updated plans.

At December 31, 2025, the Company recorded asset retirement obligation liabilities of $ 79,344,297 , including amounts reported as current.

the precise amount of these future costs cannot be determined with certainty, as of December 31, 2025, the Company estimates that the aggregate

undiscounted cost of final mine closures is approximately $ 129,445,432 .

The Company estimates annual aggregated amortization expense related to the long-term intangible assets of $ 3,170,377

for each of the next five years.

Refer to Notes 4 and 5 to the Consolidated Financial Statements

included elsewhere in this Annual Report on Form 10-K for reclamation disclosures including a table summarizing the changes in asset retirement

obligations for the year ended December 31, 2025.

standards for mine reclamation have been established by various regulatory agencies and dictate the reclamation requirements at the Company’s

The Company’s asset retirement obligations consist principally of costs to reclaim acreage disturbed at surface operations

and estimated costs to reclaim support acreage, treat mine water discharge, and perform other related functions at underground mines.

The Company records these reclamation obligations at fair value in the period in which the legal obligation associated with the retirement

of the long-lived asset is incurred.

Changes to the asset retirement obligation resulting from permitted sites

being added or deleted or changes in future cash flow estimates are made in the period in which the change occurs and are offset by increasing

or decreasing the carrying value of the related long-lived asset by an equal amount.

Changes to the asset retirement obligation

are also recognized as accretive expense in future periods.

Changes to long-lived assets are also recognized as amortization expense

in future periods.

On at least an annual basis, the Company reviews its estimated future cash

flows for its asset retirement obligations.

The Company’s asset retirement obligations are based on management’s best estimate and may change from

period to period as estimated future cash flows change.

SCHEDULE OF ASSET RETIREMENT OBLIGATION

Total asset retirement obligations on December 31, 2024

Accretion during the period

Sites added during the period

Sites removed during the period

Revisions in estimated cash flows during the period

Expenditures during the period

( 1,479,574 )

Total asset retirement obligations on December 31, 2025

decrease in goodwill in the year ended December 31, 2024, was driven by the impairment of goodwill that

was recorded in connection with the Company’s acquisition of Range Environmental

Resources, Inc.

and Range Natural Resources, Inc.

Please refer to Note 1 for further discussion.

SCHEDULE OF GOODWILL

Range Reclaim Segment:

Beginning Balance

Ending Balance

of Common Stock and Warrants

April 2023, the Company entered into securities purchase agreements providing for the issuance and sale by the Company of (i) 2,733,334

shares of the Company’s common stock (the “April 2023 Shares”) at a price of $ 0.15 per share and (ii) warrants to purchase

up to an additional 2,733,333 shares of the Company’s common stock at a price of $ 0.60 per share (the “April 2023 Warrants”).

The April 2023 Warrants expire on April 11, 2028 .

The aggregate proceeds to the Company from the sale of the April 2023 Shares and April

2023 Warrants were approximately $ 400,000 .

August 2023, the Company entered into a securities purchase agreement providing for the issuance and sale by the Company of 6,666,667

shares of the Company’s common stock (the “August 2023 Shares”) at a price of $ 0.15 per share.

After deducting for

fees and expenses, the aggregate net proceeds from the sale of the August 2023 Shares were approximately $ 1,000,000 .

October 2023, the Company entered into warrant exchange agreements with certain holders of warrants to exchange warrants to purchase

a total of 21,733,334 shares of the Company’s common stock for an aggregate of 2,173,334 shares of the Company’s common stock.

The warrants that were exchanged were extinguished.

December 2023, the Company entered into securities purchase agreements providing for the issuance and sale by the Company of 11,333,336

shares of the Company’s common stock (the “December 2023 Shares”) at a price of $ 0.15 per share.

The aggregate proceeds

from the sale of the December 2023 Shares were approximately $ 1,700,000 .

Range Services Segment:

Beginning Balance of Goodwill

Ending Balance of Goodwill

of Common Stock

June 2024, the Company entered into securities purchase agreement providing for the issuance and sale by the Company of 3,703,704 shares

of the Company’s common stock (the “June 2024 Shares”) at a price of $ 0.27 per share.

The aggregate proceeds

from the sale of the June 2024 Shares were approximately $ 1,000,000 .

The aggregate proceeds from the

sale of the June 2024 Shares were approximately $ 1,000,000 .

January 2025, the Company entered into a securities purchase agreement providing for the issuance and sale by the Company of 3,333,333

shares of the Company’s common stock at a price of $ 0.15 per share.

The aggregate proceeds from these shares were approximately

September 2025, the Company entered into securities purchase agreements providing for the issuance and sale by the Company of 3,666,667

shares of the Company’s common stock at a price of $ 0.15 per share.

The aggregate proceeds from the sale of these shares were approximately

STOCK OPTIONS

options issued during the year ended December 31, 2025

the year ended December 31, 2024, the Company granted to its Chief Financial Officer options to purchase an aggregate of 250,000

shares of the Company’s common stock with

exercise prices of $ 0.38

per share that expire ten

years from the date of grant.

Half of the options

granted vested upon grant and the other half vests in one

The fair value of each option award was

estimated on the date of grant using the Black-Scholes-Merton Option Pricing model based on the following assumptions:

(i) a volatility

rate of 267.24 %,

the year ended December 31, 2025, the Company granted its two independent directors and CEO options to purchase an aggregate of 750,000

shares of the Company’s common stock with exercise prices of $ 0.148

All options vested on the date of grant.

The fair value of each option award was estimated on the date of grant using the

Black-Scholes-Merton Option Pricing model based on the following assumptions:

(i) a volatility rate of

259.9 %, (ii) a discount rate of 3.75 %,

expected dividend yield, and (iv) an expected

years, which is the average of the term of the

options and their vesting periods.

The total fair value of the option grants to Ms.

Missal at its grant date

was approximately $ 95,000 ,

of which was allocated to general and administrative

expenses during the year ended December 31, 2024, and $ 47,500

of which will be amortized one

year from the date of grant.

As of December

31, 2024, there is approximately $ 65,500

of unrecognized compensation cost that will be

recognized in 2025.

options issued during the year ended December 31, 2023

the year ended December 31, 2023, the Company granted to directors, advisors, and employees options to purchase an aggregate of 2,050,000

shares of the Company’s common stock with exercise prices of between $ 0.1337

per share that expire ten

years from the date of grant.

One option granted for 300,000

shares vests over two

years , the other 1,750,000

options vested upon grant.

The fair value of each option award was estimated on the date of grant using the Black-Scholes-Merton

Option Pricing model based on the following assumptions:

(i) a volatility rate of between 269.66 %

(ii) a discount rate of between 1.40 %

expected dividend yield, and (iv) an expected life of 10

years, which is the average of the term of the options and their vesting periods.

The total fair value of the option grants to

directors, advisors, and employees at their grant dates was approximately $ 413,470 ,

of which was allocated to general and administrative expenses during the year ended December 31, 2023, and $ 26,940

of which will be amortized over two

years from the date of grant.

At December 31, 2023, $ 22,450

of the cost of the outstanding stock-based awards remained outstanding and will be amortized over the next two years.

years, which is the average of the term of the options.

The total fair value of the option grants was approximately $ 112,500 .

Also in the year ended December 31, 2025, the Company granted its two independent directors, its CEO, CFO and an administrative

staff member, options to purchase an aggregate of 950,000

shares of the Company’s common stock with exercise prices of $ 0.15

All options vested on the date of grant.

The fair value of each option award was estimated on the date of grant using the

Black-Scholes-Merton Option Pricing model based on the following assumptions:

(i) a volatility rate of 254.2 %,

(ii) a discount rate of 3.73 %,

expected dividend yield, and (iv) an expected life of 10

years, which is the average of the term of the options.

The total fair value of the option grants was

approximately $ 142,500 .

As of December 31, 2025, there is no

unrecognized compensation cost that will be recognized in 2026.

options issued during the year ended December 31, 2024

the year ended December 31, 2024, the Company granted its CFO options to purchase an aggregate of 250,000 shares

of the Company’s common stock with exercise prices of $ 0.38 per share that expire ten years from the date of grant.

options granted vested upon grant and the other half vests in 1 one year.

The fair value of each option award was estimated on the date

of grant using the Black-Scholes-Merton Option Pricing model based on the following assumptions:

(i) a volatility rate of 267.24 %, (ii)

a discount rate of 4.7 %, (iii) zero expected dividend yield, and (iv) an expected life of 10 years, which is the average of the term

of the options and their vesting periods.

The total fair value of the option grants to the Company’s CFO at its grant date was approximately

$ 95,000 , $ 47,500 of which was allocated to general and administrative expenses during the year ended December 31, 2024, and $ 47,500 of

which was amortized 1 one year from the date of grant.

As of December 31, 2024, there was approximately $ 65,500 of unrecognized compensation

cost to be recognized in 2025.

summary of the Company’s stock option activity during the years ended December 31, 2025 and 2024 is as follows:

OF STOCK OPTION ACTIVITY

of Underlying

Balance outstanding at December 31, 2022

Balance outstanding at December 31, 2023

Balance outstanding at December 31, 2024

Balance exercisable at December 31, 2024

Underlying Shares

Exercise Price

Balance outstanding on December 31, 2023

Balance outstanding on December 31, 2024

Balance outstanding on December 31, 2025

Balance exercisable on December 31, 2025

December 31, 2025, the 13,193,376 outstanding stock options had aggregate intrinsic value of $ 3,130 .

1 unchanged sentence

OF STOCK OPTION OUTSTANDING

Average Exercise Price

Average Grant- Date Stock Price

Date Stock Price

Options Outstanding, December 31,

summary of the Company’s stock options outstanding and exercisable as of December 31, 2024 is as follows:

OF STOCK OPTIONS OUTSTANDING AND EXERCISABLE

Average Exercise Price

Average Grant- Date Stock Price

Outstanding, December 31, 2023

summary of warrants to purchase common stock issued during the years ended December 31, 2024 and 2023 is as follows:

OF WARRANTS ACTIVITY

of Underlying

Balance outstanding at December 31, 2022

Exchanged for shares of common stock

OF STOCK OPTION OUTSTANDING AND EXERCISABLE

Number of Options

Weighted Average

Exercise Price

Weighted Average

Grant- Date Stock Price

Options Outstanding, December 31, 2024

$ 1.50 - 1.95

Balance outstanding and

exercisable at December 31, 2023

Balance outstanding

and exercisable at December 31, 2024

October 2023, the Company entered into warrant exchange agreements with certain holders of warrants to exchange warrants to purchase

a total of 21,733,334

shares of the Company’s common stock for

an aggregate of 2,173,334

shares of the Company’s common stock.

December 31, 2024 and 2023, the outstanding stock warrants had no

intrinsic value.

$ 1.50 - 1.95

$ 2.00 - 2.79

summary of warrants to purchase common stock issued during the years ended December 31, 2025 and 2024 is as follows:

SCHEDULE OF WARRANTS ACTIVITY

of Underlying Shares

Exercise Price

Balance outstanding on December 31, 2023

Balance outstanding and exercisable on December 31, 2024

Balance outstanding and exercisable on December 31, 2025

December 31, 2025 and 2024, the outstanding stock warrants had no intrinsic value.

LINE OF CREDIT

2 unchanged sentences

this line of credit.

The line of credit, as amended, has a maturity date of December 31, 2025 , and bears interest at the fixed rate of

eight and three-quarters percent ( 8.75 %).

As of December 31, 2024 and 2023, the balance due under the line of credit was $ 1,000,000 .

The line of credit, as amended, had a maturity date of December 31, 2025 , and bore interest at the fixed rate of 8.75 %.

As of December 31, 2024, the balance due under the line of credit was $ 1,000,000 .

June 2023, Range Environmental secured a bank loan with a limit of $ 1,000,000 .

In November 2023, the loan amount was increased to $ 1,400,000

pursuant to which principal and accrued interest payments are required in March, June, September and December.

The loan has a maturity

date of December 31, 2025 , and bears interest at the fixed rate of seven and three-quarters per cent ( 7.75 %).

pursuant to which principal and accrued interest payments were required in March, June, September and December.

The loan had a maturity

date of December 31, 2025 , and bore interest at the fixed rate of 7.75 %.

As of December 31, 2024,

the balance due under the loan was $ 1,000,000 .

As of December 31, 2023, the balance due under the loan was $ 1,400,000 .

September 2025, the Company consolidated both of the above-referenced credit facilities into one bank term loan in the principal

amount of $ 1,800,000 with a maturity date of June 30, 2030 .

The bank term loan bears interest at the fixed rate of 7.75 %.

Quarterly interest-only payments are required through December 2025 and beginning in 2026, quarterly principal and interest

payments are required in March, June, September and December.

LONG-TERM DEBT OBLIGATIONS

debt consists of debt on vehicles and equipment, which serves as the collateral.

rates on the equipment financings range from 5.71 % to 7.2 % for 2024 and mature between 2025 through 2029 .

described in Note 2, in August 2024, the Collins Building debt was cancelled in exchange for the property and substantially all the equipment

acquired in the original transaction.

The Collins Building debt consisted of a five -year secured promissory note with an original principal

amount of $ 2,000,000 , bearing interest at 7.0 % per annum (the “First Promissory Note”), and a two -year secured promissory

note with an original principal amount of $ 2,035,250 , bearing interest at 8.25 % per annum (the “Second Promissory Note”,

and, together with the First Promissory Note, the “Collins Promissory Notes”).

The First Promissory Note was secured by the

acquired real property and quarry infrastructure and the Second Promissory Note was secured by the acquired equipment.

At December 31,

2023, the First Promissory Note had an outstanding balance of $ 1,887,395 and the Second Promissory Note had an outstanding balance of

$ 1,798,633 .

November 2024, certain equipment items no longer required by the Company were surrendered to the financing company which held liens on

the equipment in exchange for a release of debt.

The result of this transaction was a reduction of the net equipment values on the balance

sheet and a reduction in the long-term debt of $ 1,012,375 .

The difference in the equipment value and the debt is captured in the statement

of operations and cash flow in the line item for the loss on sale of fixed assets.

summary of payments due under the long-term debt as of December 31, 2024 by year is as follows:

OF MATURITIES OF LONG TERM DEBT

debt consists of the bank term debt which was consolidated from existing lines of credit in September 2025.

The bank term loan, referenced above

in Note 11, has a principal balance of $ 1,800,000 with a maturity date of June 30, 2030 .

The bank term loan bears interest at the fixed rate of

seven and three-quarters per cent ( 7.75 %).

Quarterly interest only payments are required through December 2025.

Beginning in 2026, quarterly

principal and interest payments are required in March, June, September and December.

described in Note 2, in August 2024, the Collins Building Debt (defined below) was cancelled in exchange for transferring back to the

original owner the property and substantially all of the equipment acquired in the original acquisition transaction.

The Collins Building

Debt consisted of a 5 -year

secured promissory note in the principal amount of $ 2,000,000 ,

bearing interest at 7.0 %

per annum (the “First Promissory Note”), and a two-year secured promissory note in the original principal amount of $ 2,035,250 ,

bearing interest at 8.25 %

per annum (the “Second Promissory Note”, and, together with the First Promissory Note, the “Collins Building Debt”).

The First Promissory Note was secured by the acquired real property and quarry infrastructure and the Second Promissory Note was secured

by the acquired equipment.

November 2024, certain equipment items no longer required by the Company were surrendered to the financing company which held liens

on the equipment in exchange for a release of the related debt.

The result of this transaction was a reduction of the net equipment

values on the balance sheet and a reduction in long-term debt of $ 1,012,375 .

The difference in the equipment value and the equipment debt is captured in the consolidated statement of operations and statement

of cash flows for the year ended December 31, 2024.

August 2025, additional equipment no longer needed by the Company was surrendered to the financing company which held liens on the equipment

resulting in a reduction of the net equipment values on the Company’s balance sheet and a reduction in long-term debt of $ 914,803 .

The remaining debt in excess of the value of the equipment is carried on the Company’s balance sheet as an accrued expense.

summary of payments due under the Company’s long-term debt as of December 31, 2025 by year is as follows:

SCHEDULE OF MATURITIES OF LONG TERM DEBT

Total long-term debt

Company had no federal income tax expense for the year ended December 31, 2024 and 2023 due to its history of operating losses.

Company did have income and franchise taxes paid to the states of West Virginia and California for 2024.

The following is a reconciliation

of the statutory federal income tax rate to the Company’s effective tax rate:

Company had no

federal income tax expense for the year ended December 31, 2025 and the year ended December 31, 2024 due to its history of operating

The following

is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate:

SCHEDULE OF EFFECTIVE INCOME TAX RATE RECONCILIATION

2 unchanged sentences

Federal statutory tax rate

State tax rate, net of

federal benefit

State tax rate, net of federal benefit

Total federal and state tax rate

3 unchanged sentences

SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES

December 31, 2025

December 31, 2024

Net deferred tax assets:

Net operating

loss carryforwards

Net operating loss carryforwards

Stock-based compensation

Research credits

Other Capitalized Costs

lease liability

Asset retirement obligation

Capital loss carryforward

Gross deferred tax assets

2 unchanged sentences

( 7,710,300 )

deferred tax assets

Total deferred tax assets

Deferred tax liabilities:

Derivative income

lease right-of-use asset

Asset retirement obligation

Total deferred tax liabilities

Net deferred income

tax assets (liabilities)

provisions of ASC Topic 740, Accounting for Income Taxes, require an assessment of both positive

and negative evidence when determining whether it is more likely than not that deferred tax

assets are recoverable.

For the years ended December 31, 2024 and 2023, based on all available

objective evidence, including the existence of cumulative losses, the Company determined

that it was more likely than not that the net deferred tax assets were not fully realizable.

Accordingly, the Company established a full valuation allowance against its net deferred

The Company intends to maintain a full valuation allowance on net deferred tax

assets until sufficient positive evidence exists to support reversal of the valuation allowance.

During the year ended December 31, 2024 and the year ended December 31, 2023, the valuation allowance changed by $ 0.8 million and $ 2.2

Net deferred income tax assets (liabilities)

provisions of ASC Topic 740, Accounting for Income Taxes, require an assessment of both positive and negative evidence when

determining whether it is more likely than not that deferred tax assets are recoverable.

For the year ended December 31, 2025 and

the year ended December 31, 2024, based on all available objective evidence, including the existence of cumulative losses, the

Company determined that it was more likely than not that the net deferred tax assets were not fully realizable.

Accordingly, the

Company established a full valuation allowance against its net deferred tax assets.

The Company intends to maintain a full valuation

allowance on net deferred tax assets until sufficient positive evidence exists to support reversal of the valuation allowance.

During the year ended December 31, 2025 and the year ended December 31, 2024, the valuation allowance changed by $ 1.4

million and $ 0.8

million, respectively.

10 unchanged sentences

the net operating loss amounts available were approximately $ 18.4 million

as of December 31, 2024 and $ 16.6 million as of December 31, 2023.

NOLs incurred subsequent to the latest change in control are not

subject to the Section 382 limitation.

Federal carryforwards generated prior to December 31, 2017 expire on various dates through 2037, and Federal carryforwards generated

after December 31, 2017 do not expire but are limited to 80% utilization in a given period.

and $ 16.5 million

as of December 31, 2025 and December 31, 2024, respectively.

NOLs incurred subsequent to the latest change in control are not subject to the

Section 382 limitation.

carryforwards generated prior to December 31, 2017 expire on various dates through 2037, and federal carryforwards generated after

December 31, 2017 do not expire but are limited to 80% utilization in a given period.

MAJOR CUSTOMER AND CONCENTRATION OF CREDIT RISK

to the Company’s two largest customers were 53 % and 23 %, respectively, of total sales for the year ended December 31, 2024, and

70 % and 24 %, respectively, of total sales for the year ended December 31, 2023.

receivable from the same customers were 83 % and 17 %, respectively, of total accounts receivable and unbilled receivables as of December

31, 2024, and 70 % and 29 %, respectively, of total accounts receivable and unbilled receivables as of December 31, 2023.

a result of the change in the Company’s strategic direction, it no longer focuses on providing reclamation and restoration services

to third parties.

to the Company’s two largest customers were 43 % and 20 %, respectively, of total non-discontinued sales for the year ended December

The Company has no sales to these two customers in the year ended December 31, 2024.

All revenues for the year ended December 31, 2024

are classified in discontinued operations.

receivable from the same customers were 100 %, of total accounts receivable as of December 31, 2025.

These customers accounted for none

of the total accounts receivable and unbilled receivables as of December 31, 2024.

COMMITMENTS AND CONTINGENCIES

2 unchanged sentences

matters are currently not material, there can be no assurance that matters arising in the ordinary course of business for which the Company

is, or could be, involved in litigation, will not have an adverse effect on its business, financial condition or results of operations.

is, or could be, involved in litigation, will not have a material adverse effect on its business, financial condition or results of operations.

In connection with the Fola Mine Acquisition and the Premier-Cambrian Mine Acquisition, the Company has purchased or contractually agreed

to manage and be responsible for reclamation obligations associated with 76 permits in West Virginia and Kentucky that are backed by surety

bonds in the amount of $ 96,787,912 .

As of December 31, 2025, the asset retirement obligations associated with these 76 permits is $ 79,344,297 .

SEGMENT INFORMATION

280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with

the Company’s internal organizational structure as well as information about services, categories, business segments and major

customers in financial statements.

The Company has five reportable segments that are based on the following business units:

(ii) Range Minerals;

(iii) Range Water;

(iv) Range Security;

and (v) Range Land.

As described in Note 2, the Company’s

Graphium Biosciences segment was reported as discontinued operations during the third quarter of 2024.

As such, results of this segment

are excluded from the table below, which only reflects continuing operations for all periods presented.

280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent

with the Company’s internal organizational structure as well as information about services, categories, business segments and

major customers in financial statements.

Company has two

reportable segments that are based on the following business units:

(i) Range Land and (ii) Range Services.

Range Reclaim,

Range Security and Range Water, which had been previously reported as separate operating business segments are now captured within

the Range Services operating business segment.

As described in Note 4, the Company’s Graphium Biosciences segment was reported

as discontinued operations during the third quarter of 2024, and accordingly, the results of this segment are excluded from the

table below, which only reflects continuing operations for all periods presented.

In accordance with the “Segment

Reporting” Topic of the ASC, the Company’s chief operating decision-maker has been identified as the Company’s Chief

Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire

Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected

segment information quarterly and to report annually entity-wide disclosures about products and services, major customers and the countries

in which the entity holds material assets and reports revenue.

All material operating units qualify for aggregation under “Segment

Reporting” due to their similar customer base and similarities in (i) economic characteristics, (ii) nature of products and services,

and (iii) procurement, manufacturing and distribution processes.

five reportable segments that result from applying the aggregation criteria are as follows:

Reclaim – land reclamation, water restoration, and land repurposing

Minerals – subcontracted mining and reclamation activities

Water – biochar product development and water solutions business

Security – security services on mine land being reclaimed and repurposed for non-fossil fuel uses

Land – mine land being acquired, reclaimed and repurposed for non-fossil fuel uses

Reporting” Topic of ASC 280, the Company’s chief operating decision-maker (“CODM”) has been identified as

the Company’s Chief Executive Officer, who reviews operating results to make decisions about allocating resources and

assessing performance for the entire Company.

Existing guidance, which is based on a management approach to segment reporting,

establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about

products and services, major customers and the countries in which the entity holds material assets and reports revenue.

operating units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in

economic characteristics, nature of products and services, and procurement, manufacturing and distribution processes.

For each reportable segment, the CODM regularly reviews:

(i) segment revenue, (ii) segment operating income or loss,

(iii) segment general and administrative expenses, (iv) segment net income or loss, and (v) segment capital investments.

CODM reviews this information to assess segment performance, allocate capital and other resources, and evaluate strategic and operational

two reportable segments that result from applying the aggregation criteria are as follows:

Land – mine land acquired, reclaimed and repurposed for next generation uses

Services – services in support of reclamation and repurposing of acquired mine land

Company had no inter-segment sales for the periods presented.

financial information concerning the Company’s reportable segments is shown as below:

OF FINANCIAL INFORMATION OF REPORTABLE SEGMENT

the year ended December 31, 2024

Cost of services

Gross profit (loss)

( 2,155,763 )

Operating income (loss)

financial information concerning the Company’s reportable segments (excluding discontinued operations) is shown below:

SCHEDULE OF FINANCIAL INFORMATION OF REPORTABLE SEGMENT

Range Services

For the year ended December 31, 2025

Range Services

Coal royalties

Consulting fees

Operating expenses

Operating income (loss) from continuing operations

( 1,739,864 )

Net income (loss) from continuing operations

( 1,438,963 )

Interest expense

Capital expenditures for long-lived assets

Range Services

For the year ended December 31, 2024

Range Services

Coal royalties

Consulting fees

Operating expenses

Operating income (loss) from continuing operations

( 1,136,984 )

Net income (loss)

( 2,152,538 )

Net income (loss) from continuing operations

( 1,803,494 )

( 1,346,324 )

Interest expense

Goodwill Impairment

Capital expenditures for long-lived assets

the year ended December 31, 2023

Cost of services

Operating income (loss)

( 3,178,159 )

Net income (loss)

Interest expense

1 unchanged sentence

QUARTERLY DATA (UNAUDITED)

results include all adjustments consisting of normal recurring adjustments that the Company considers necessary for the quarters presented

and are not necessarily indicative of the operating results of any future period.

Summarized financial information for each quarter during

the years ended December 31, 2024 and 2023 is below:

OF FINANCIAL INFORMATION QUARTERLY DATA

ended March 31, 2024

ended June 30, 2024

ended September 30, 2024

ended December 31, 2024

Gross profit (loss)

results include all adjustments consisting of normal recurring adjustments that the Company considers necessary for the quarters

presented and are not necessarily indicative of the operating results of any future period.

Summarized financial information for

each quarter during the years ended December 31, 2025 (as adjusted to reflect changes in asset retirement obligations and the resulting accretion expense, and the reclassification

of land attributable to asset retirement costs to long-term intangible assets and the resulting amortization expense) and 2024 is below:

SCHEDULE OF FINANCIAL INFORMATION QUARTERLY DATA

Quarter ended

March 31, 2025

Quarter ended

June 30, 2025

Quarter ended

September 30, 2025

Quarter ended

December 31, 2025

Income (loss) from continuing operations

Loss from discontinued operations

Income (loss) from discontinued operations

Net income (loss)

( 1,028,795 )

Net income (loss) per share – basic and diluted

Quarter ended

March 31, 2024

Quarter ended

June 30, 2024

Quarter ended

September 30, 2024

Quarter ended

December 31, 2024

Loss from continuing operations

Income (loss) from continuing operations

Loss from discontinued operations

( 4,541,989 )

( 1,129,057 )

Income (loss) from discontinued operations

( 4,541,989 )

Net (loss) per share – basic and diluted

ended March 31, 2023

ended June 30, 2023

ended September 30, 2023

ended December 31, 2023

Income (loss) from operations

( 1,129,057 )

Net income (loss)

Net income per share – basic and diluted

PRO FORMA DATA (UNAUDITED)

pro forma sales and net income data gives effect to the acquisition of Collins Building as if it had occurred on January 1, 2023, the

beginning of the Company’s 2023 fiscal year.

OF PRO FORMA DATA INFORMATION

the year ended

December 31, 2023

Acquired companies

Collins Building

All other companies

( 1,213,840 )

( 1,225,681 )

( 4,920,338 )

( 2,438,225 )

Net income (loss) per share – basic and diluted

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures