U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: ~~June 30,~~December 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________________ to ________________

Commission File Number: 333-250025

Medicale Corp.

(Exact name of registrant as specified in its charter)

Nevada		98-1556944
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

9314 Forest Hill Blvd #929 Wellington, FL 33411

(Address of principal executive offices)

(407)245-7339

(Registrant’s telephone number, including area code)

__________________________________________________________________

Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large, accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large, accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the ~~registrant~~ registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ~~Yes~~ ☐ No Yes ☒ No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. ☐ YES ☐ NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

5,920,000 common shares issued and outstanding as of ~~August~~February 1117, ~~2025~~2026.

TABLE OF CONTENTS

		Page No.
PART I - FINANCIAL INFORMATION

Item 1.	Unaudited Condensed Financial Statements	4

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	16

Item 4.	Controls and Procedures	16

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	18

Item 1A.	Risk Factors	18

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18

Item 3.	Defaults Upon Senior Securities	18

Item 4.	Mine Safety Disclosures	18

Item 5.	Other Information	18

Item 6.	Exhibits	18

SIGNATURES		19

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Except for historical information, this report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-looking statements include, among others, those statements including the words “believes”, “anticipates”, “expects”, “intends”, “estimates”, “plans” and words of similar import. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Forward-looking statements are based on our current expectations and assumptions regarding our business, potential target businesses, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward-looking statements. We caution you therefore that you should not rely on any of these forward-looking statements as statements of historical fact or as guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements include changes in local, regional, national, or global political, economic, business, competitive, market (supply and demand) and regulatory conditions.

A description of these and other risks and uncertainties that could affect our business appears in the section captioned “Risk Factors” in our Annual Report on Form 10-K which we filed with the Securities and Exchange Commission (“SEC”) on August 19, 2024 (the “Form 10-K”). The risks and uncertainties described under “Risk Factors” are not exhaustive.

Given these uncertainties, readers of this Quarterly Report on Form 10-Q (“Quarterly Report”) are cautioned not to place undue reliance on such forward-looking statements. We disclaim any obligation to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.

PART I – FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONDENSED FINANCIAL STATEMENTS

MEDICALE CORP.

CONDENSED BALANCE SHEETS

(Unaudited)

	December 31,			September 30,
	2025			2025
		(Unaudited)			(Audited)
ASSETS
Current Assets
Cash	$	–		$	–
Total Current Assets		–			–

Total Assets	$	–		$	–

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	7,048		$	10,644
Accrued interest payable		13,154			11,008
Current liabilities from discontinued operations		12,000			12,000
Total Current Liabilities		32,202			33,652

Non-current convertible note payable		113,174			106,434
Total Long-term Liabilities		113,174			106,434

Total Liabilities		145,376			140,086

STOCKHOLDERS' DEFICIT
Common Stock: $0.0001 par value, 75,000,000 shares authorized, 5,920,000 shares issued and outstanding		592			592
Additional paid-in capital		76,320			76,320
Accumulated deficit		(222,288	)		(216,998	)
Total Stockholders' Deficit		(145,376	)		(140,086	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	–		$	–

	June 30,			September 30,
	2025			2024
ASSETS
Current Assets
Cash	$	–		$	159
Total Current Assets		–			159
Total Assets	$	–		$	159
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	8,447		$	–
Accrued interest payable		8,992			3,507
Current liabilities from discontinued operations		12,000			12,000
Total Current Liabilities		29,439			15,507
Non-current convertible note payable		99,977			83,585
Total Long-term Liabilities		99,977			83,585
Total Liabilities		129,416			99,092
STOCKHOLDERS' DEFICIT
Common Stock: $0.0001 par value, 75,000,000 shares authorized, 5,920,000 shares issued and outstanding		592			592
Additional paid-in capital		76,320			76,320
Accumulated deficit		(206,328	)		(175,845	)
Total Stockholders' Deficit		(129,416	)		(98,933	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	–		$	159

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The accompanying notes are an integral part of these unaudited condensed financial statements.~~4

4MEDICALE CORP.

~~MEDICALE~~CONDENSED ~~CORP.~~STATEMENTS OF OPERATIONS

~~CONDENSED STATEMENTS OF OPERATIONS~~(Unaudited)

(Unaudited)


	For the Three Months Ended
	December 31,			December 31,
	2025			2024

Operating Expenses
General and administration	$	3,144		$	14,995
Total operating expenses		3,144			14,995

Net loss from operations		(3,144	)		(14,995	)

Other expense
Interest expense		(2,146	)		(1,685	)
Total other expense		(2,146	)		(1,685	)

Net loss before taxes		(5,290	)		(16,680	)
Provision for income taxes		–			–
Net loss	$	(5,290	)	$	(16,680	)

Net Loss Per Common Share – Basic and Diluted	$	(0.00	)	$	(0.00	)

Weighted Average Common Shares Outstanding		5,920,000			5,920,000

	For the Three Months Ended						For the Nine Months Ended
	June 30,			June 30,			June 30,			June 30,
	2025			2024			2025			2024
Operating Expenses
General and administration	$	3,575		$	9,288		$	24,839		$	39,198
Total operating expenses		3,575			9,288			24,839			39,198
Net loss from operations		(3,575	)		(9,288	)		(24,839	)		(39,198	)
Other expense
Other expense		–			–			(159	)		–
Interest expense		(1,953	)		(1,173	)		(5,485	)		(2,134	)
Total other expense		(1,953	)		(1,173	)		(5,644	)		(2,134	)
Net loss before taxes		(5,528	)		(10,461	)		(30,483	)		(41,332	)
Provision for income taxes		–			–			–			–
Net loss	$	(5,528	)	$	(10,461	)	$	(30,483	)	$	(41,332	)
Net Loss Per Common Share – Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.01	)
Weighted Average Common Shares Outstanding		5,920,000			5,920,000			5,920,000			5,920,000

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The accompanying notes are an integral part of these unaudited condensed financial statements.~~5

5MEDICALE CORP.

~~MEDICALE~~CONDENSED ~~CORP.~~STATEMENTS OF STOCKHOLDERS’ DEFICIT

~~CONDENSED~~For ~~STATEMENTS~~the OFThree ~~STOCKHOLDERS’~~Months Ended December 31, 2025 ~~DEFICIT~~and 2024

~~For the nine months ended June 30, 2025 and 2024~~(Unaudited)

~~(Unaudited)~~Three Months Ended December 31, 2025

For the nine months ended June 30, 2025


					Additional					Total
	Common stock				Paid-in		Accumulated			Stockholders'
	Shares		Amount		Capital		Deficit			Deficit

Balance, September 30, 2025		5,920,000	$	592	$	76,320	$	(216,998	)	$	(140,086	)
Net loss		–		–		–		(5,290	)		(5,290	)
Balance, December 31, 2025		5,920,000	$	592	$	76,320	$	(222,288	)	$	(145,376	)

					Additional					Total
	Common stock				Paid-in		Accumulated			Stockholders'
	Shares		Amount		Capital		Deficit			Deficit
Balance, September 30, 2024		5,920,000	$	592	$	76,320	$	(175,845	)	$	(98,933	)
Net loss		–		–		–		(16,680	)		(16,680	)
Balance, December 31, 2024		5,920,000	$	592	$	76,320	$	(192,525	)	$	(115,613	)
Net loss		–		–		–		(8,275	)		(8,275	)
Balance, March 31, 2025		5,920,000	$	592	$	76,320	$	(200,800	)	$	(123,888	)
Net loss		–		–		–		(5,528	)		(5,528	)
Balance, June 30, 2025		5,920,000	$	592	$	76,320	$	(206,328	)	$	(129,416	)

Three Months Ended December 31, 2024

For the nine months ended June 30, 2024

					Additional					Total
	Common stock				Paid-in		Accumulated			Stockholders'
	Shares		Amount		Capital		Deficit			Deficit

Balance, September 31, 2024		5,920,000	$	592	$	76,320	$	(175,845	)	$	(98,933	)
Net loss		–		–		–		(16,680	)		(16,680	)
Balance, December 31, 2024		5,920,000	$	592	$	76,320	$	(192,525	)	$	(115,613	)

					Additional					Total
	Common stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit
Balance, September 30, 2023		5,920,000	$	592	$	76,320	$	(117,632	)	$	(40,720	)
Net loss		–		–		–		(19,307	)		(19,307	)
Balance, December 31, 2023		5,920,000	$	592	$	76,320	$	(136,939	)	$	(60,027	)
Net loss		–		–		–		(11,564	)		(11,564	)
Balance, March 31, 2024		5,920,000	$	592	$	76,320	$	(148,503	)	$	(71,591	)
Net loss		–		–		–		(10,461	)		(10,461	)
Balance, June 30, 2024		5,920,000	$	592	$	76,320	$	(158,964	)	$	(82,052	)

The accompanying notes are an integral part of these unaudited condensed financial statements.

~~The accompanying notes are an integral part of these unaudited condensed financial statements.~~6

6MEDICALE CORP.

~~MEDICALE~~CONDENSED ~~CORP.~~STATEMENTS OF CASH FLOWS

~~CONDENSED STATEMENTS OF CASH FLOWS~~(Unaudited)

(Unaudited)


	For the Three Months Ended
	December 31,			December 31,
	2025			2024

Cash Flows from Operating Activities:
Net loss	$	(5,290	)	$	(16,680	)
Changes in operating assets and liabilities:
Accounts payable		(3,596	)		4,995
Accrued interest payable		2,146			1,685
Net Cash Used in Operating Activities		(6,740	)		(10,000	)

Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes		6,740			10,000
Net Cash Provided by Financing Activities		6,740			10,000

Net Change in Cash and Cash Equivalents		–			–
Cash and Cash Equivalents, beginning of period		–			159
Cash and Cash Equivalents, end of period	$	–		$	159

Supplemental Disclosure Information:
Cash paid for interest	$	–		$	–
Cash paid for taxes	$	–		$	–

	For the Nine Months Ended
	June 30,			June 30,
	2025			2024
Cash Flows from Operating Activities:
Net loss	$	(30,483	)	$	(41,332	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities:
Accounts payable		8,447			(6,264	)
Accrued interest payable		5,485			(20,480	)
Net Cash Used in Operating Activities		(16,551	)		(68,076	)
Cash Flows from Financing Activities:
Proceeds from issuance of convertible notes		16,392			68,076
Net Cash Provided by Financing Activities		16,392			68,076
Net Change in Cash and Cash Equivalents		(159	)		–
Cash and Cash Equivalents, beginning of period		159			159
Cash and Cash Equivalents, end of period	$	–		$	159
Supplemental Disclosure Information:
Cash paid for interest	$	–		$	–
Cash paid for taxes	$	–		$	–

See accompanying notes, which are an integral part of these unaudited condensed financial statements.

~~See accompanying notes, which are an integral part of these unaudited condensed financial statements.~~7

7MEDICALE CORP.

~~MEDICALE~~NOTES ~~CORP.~~TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS

~~NOTES~~FOR TO THE ~~UNAUDITED~~THREE ~~CONDENSED~~MONTHS ~~FINANCIAL~~ENDED ~~STATEMENTS~~DECEMBER 31, 2025

~~NINE~~Note ~~MONTHS~~1 ~~ENDED~~– ORGANIZATION ~~JUNE~~AND ~~30,~~NATURE ~~2025~~OF ~~AND 2024~~BUSINESS

~~Note~~MEDICALE 1CORP ~~– ORGANIZATION~~(“the ~~AND~~Company,”, ~~NATURE~~“we,” “us” OFor ~~BUSINESS~~“our”) was incorporated in the State of Nevada on August 17, 2020. We plan to offer consulting services and distribution of the dietary supplements. A dietary supplement is a manufactured product intended to supplement the diet when taken by mouth as a pill, capsule, tablet, or liquid. A supplement can provide nutrients either extracted from food sources or synthetic, individually or in combination, in order to increase the quantity of their consumption.

~~MEDICALE~~On ~~CORP~~December ~~(“the Company~~28,”, ~~“we~~2022,~~” “us”~~ ~~or “our”) was incorporated in~~ the ~~State~~previous majority shareholder of ~~Nevada~~Medicale ~~on August 17, 2020~~Corp. ~~We plan to offer consulting services and distribution of~~ (the ~~dietary~~“Company”) ~~supplements. A~~Borisi ~~dietary~~Alborovi ~~supplement~~entered isinto a ~~manufactured~~stock ~~product~~purchase ~~intended~~agreement tofor ~~supplement~~ the ~~diet~~sale ~~when taken~~of ~~by mouth as a pill~~3, ~~capsule~~200,000 ~~tablet, or liquid. A supplement can provide nutrients either extracted from food sources~~shares orof ~~synthetic,~~Common ~~individually~~Stock orof inthe ~~combination,~~Company in(the ~~order~~“Shares”) to ~~increase~~Magenta ~~the~~Acres, ~~quantity of their consumption~~Inc.

OnAs ~~December~~a ~~28,~~result ~~2022,~~of the ~~previous~~acquisition ~~majority~~of ~~shareholder~~the Shares, ofMagenta ~~Medicale~~Acres ~~Corp~~Inc. ~~(the~~holds ~~“Company”)~~approximately ~~Borisi~~54% ~~Alborovi~~of ~~entered~~the ~~into~~issued aand ~~stock~~outstanding ~~purchase~~shares ~~agreement~~of ~~for~~Common ~~the~~Stock ~~sale~~ of 3the Company,~~200,000~~ ~~shares~~and as such it is able to unilaterally control the election of ~~Common~~our ~~Stock~~board of ~~the~~directors, ~~Company~~all ~~(the~~matters ~~“Shares”)~~upon towhich ~~Magenta~~shareholder ~~Acres~~approval is required and, ~~Inc~~ultimately, the direction of our Company.

AsOn aDecember ~~result~~28, of2022, the ~~acquisition~~previous ofsole ~~the Shares,~~officer ~~Magenta~~and ~~Acres~~director ~~Inc. holds approximately 54%~~ of the ~~issued~~Company, ~~and~~Borisi ~~outstanding~~Alborovi, ~~shares~~resigned ofhis ~~Common~~positions ~~Stock~~with of the Company,. ~~and~~Upon as such itresignations, isChen ~~able to~~Zu ~~unilaterally~~De ~~control~~was ~~the~~appointed as ~~election~~Chief ofExecutive ~~our~~Officer, ~~board~~Chairman of ~~directors~~the Board, ~~all~~Treasurer ~~matters upon which shareholder approval is required~~ and, ~~ultimately~~Secretary, ~~the~~ ~~direction~~and Director of ~~our~~the Company.

OnAs ~~December~~of ~~28, 2022,~~ the ~~previous~~date ~~sole~~of ~~officer and~~this ~~director~~report, of the Company, ~~Borisi~~had not ~~Alborovi,~~yet ~~resigned~~commenced ~~his~~any ~~positions with the Company~~operations. ~~Upon~~All ~~such~~activity ~~resignations,~~through ~~Chen~~the Zudate Deof ~~was~~this ~~appointed as~~report ~~Chief~~relates ~~Executive~~to ~~Officer~~preserving cash, ~~Chairman~~attempting ofto ~~the~~raise ~~Board~~capital, ~~Treasurer~~ and ~~Secretary,~~continuing ~~and Director of~~ the Company’s public reporting.

AsOur ofprincipal ~~the~~place ~~date~~ of ~~this~~business ~~report, the Company had~~is ~~not~~located 9314 ~~yet~~Forest ~~commenced~~Hill ~~any~~Blvd ~~operations.~~#929 ~~All~~Wellington, ~~activity~~FL ~~through~~33411 ~~the~~which ~~date~~is ofprovided ~~this~~to ~~report~~us ~~relates~~on toa ~~preserving~~rent ~~cash,~~free ~~attempting~~basis toby ~~raise~~our ~~capital,~~sole officer and ~~continuing~~director. ~~the~~Our ~~Company’s~~telephone ~~public~~number ~~reporting~~is (407) 245-7339.

~~Our~~Note ~~principal~~2 ~~place of business is located~~– ~~9314 Forest~~GOING ~~Hill Blvd #929 Wellington, FL 33411 which is provided to us on a rent free basis by our sole officer and director. Our telephone number is (407) 245-7339.~~CONCERN

~~Note~~The 2accompanying ~~– GOING~~financial ~~CONCERN~~statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”), which contemplate continuation of the Company as a going concern. The Company has an accumulated deficit of $222,288 and a working capital deficit of $32,202 as of December 31, 2025. The Company currently has losses and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. Therefore, there is substantial doubt about the Company’s ability to continue as a going concern. Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it will be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

~~The~~Note ~~accompanying~~3 ~~financial~~– SUMMARY ~~statements~~OF ~~have~~SIGNIFICANT ~~been prepared~~ACCOUNTING in conformity with generally accepted accounting principles in the United States of America (“GAAP”), which contemplate continuation of the Company as a going concern. The Company has an accumulated deficit of $206,328 and a working capital deficit of $29,439 as of June 30, 2025. The Company currently has losses and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. Therefore, there is substantial doubt about the Company’s ability to continue as a going concern. Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it will be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.POLICIES

8Basis of presentation

~~Note~~The 3accompanying ~~– SUMMARY~~unaudited OFcondensed ~~SIGNIFICANT~~financial statements ~~ACCOUNTING~~have ~~POLICIES~~been prepared in accordance with US GAAP for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended December 31, 2025 are not necessarily indicative of the results that may be expected for the year ending September 30, 2026. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2024 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended September 30, 2025 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on January 12, 2026.

~~Basis of presentation~~8

~~The~~Use ~~accompanying unaudited condensed financial statements have been prepared in accordance with US GAAP for interim financial information and in accordance with the instructions to Form 10-Q and Article 8~~ of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine months ended June 30, 2025 are not necessarily indicative of the results that may be expected for the year ending September 30, 2025. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2024 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended September 30, 2024 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on January 14, 2025. Estimates

~~Use~~The preparation of ~~Estimates~~financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

~~The~~Cash preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.equivalents

The Company considers all highly liquid investments ~~Reclassifications~~with maturities of three months or less at the time of purchase to be cash equivalents. During the year ended September 30, 2024, the bank account, which was registered under the former Director of the Company, was written off upon the change of director as the Company was not able to recover the fund and bad debt expense of $159 was incurred in the Statements of Operations. As of December 31, 2025 and September 30, 2025, the Company had cash of $0.

~~Certain~~Fair ~~prior~~Value ~~year~~of ~~amounts~~Financial ~~have been reclassified to conform to the current presentation. These reclassifications had no impact on net earnings (loss) or and financial position.~~Instruments

~~Cash~~FASB ~~equivalents~~ASC Topic 820, “Fair Value Measurement,” defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standards apply to recurring and nonrecurring fair value measurements of financial and non-financial assets and liabilities. The Company determines the fair values of its assets and liabilities based on a fair value hierarchy that includes three levels of inputs that may be used to measure fair value.

The ~~Company considers all highly liquid investments with maturities of~~ three ~~months~~levels orare ~~less~~defined at the time of purchase to be cash equivalents. During the nine months ended June 30, 2025, the bank account, which was registered under the former Director of the Company, was written off upon the change of director as the Company was not able to recover the fund and bad debt expense of $159 was incurred in the Statements of Operations. As of June 30, 2025 and September 30, 2024, the Company had cash of $0 and $159, respectively.follows:

Fair Value of Financial Instruments

Level 1:	defined as observable inputs such as quoted prices in active markets;
Level 2:	defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
Level 3:	defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

~~FASB~~Due ~~ASC~~to ~~Topic~~its ~~820,~~short-term ~~“Fair Value Measurement~~nature,~~” defines~~ ~~fair value as~~ the ~~exchange~~carrying price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standards apply to recurring and nonrecurring fair value ~~measurements~~ of ~~financial~~cash, ~~and~~accounts ~~non-financial~~payable ~~assets~~ and ~~liabilities.~~accrued ~~The Company determines the fair values of its assets and~~ liabilities ~~based~~approximated ~~on a~~ fair value ~~hierarchy~~at ~~that~~December ~~includes~~31, ~~three levels of inputs that may be used to measure fair value~~2025.

9Basic Income (Loss) Per Share

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. For the three ~~levels~~months ~~are~~ended ~~defined~~December 31, 2025 and 2024, convertible notes were potentially dilutive instruments and were not included in the calculation of diluted loss per shares as ~~follows:~~their effect would be antidilutive.

Level 1:	defined as observable inputs such as quoted prices in active markets;
Schedule of antidilutive shares
Level 2:	defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
		December 31,		December 31,
Level 3:	defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
		2025		2024
		(Shares)		(Shares)
Convertible notes payable			5,616,502		5,485,910

~~Due to its short-term nature, the carrying value of cash, accounts payable and accrued liabilities approximated fair value at June 30, 2025.~~9

~~Basic~~Recent ~~Income~~Accounting ~~(Loss) Per Share~~Pronouncements

~~The~~We ~~Company~~have ~~computes~~evaluated income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all ~~dilutive~~recently ~~potential~~issued, ~~common~~but ~~shares outstanding during the period. Dilutive loss per share excludes all potential common~~not ~~shares~~yet ~~if their effect is anti-dilutive. For the nine months ended June 30~~effective, ~~2025~~accounting ~~and~~pronouncements ~~2024, convertible notes were potentially dilutive instruments~~ and ~~were~~do not ~~included~~believe inthat ~~the~~these ~~calculation~~accounting ofpronouncements ~~diluted~~will ~~loss~~have ~~per~~any ~~shares~~material asimpact ~~their~~on ~~effect~~our financial ~~would~~statements beor ~~antidilutive~~disclosures upon adoption.

Schedule of antidilutive shares
	June 30,	June 30,
	2025	2024
	(Shares)	(Shares)
Convertible notes payable	5,528,520	5,315,850

Recent Adopted Accounting Standards

~~Recent~~In ~~Accounting~~November ~~Pronouncements~~2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280). The amendments in this update expand segment disclosure requirements, including new segment disclosure requirements for entities with a single reportable segment among other disclosure requirements. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The adoption of ASU 2023-07 has not had a material effect on the Company’s statements and disclosures.

WeIn ~~have~~December ~~evaluated~~2023, ~~all~~the ~~recently~~FASB issued, ~~but~~ASU ~~not~~No. 2023-09, ~~yet~~Income ~~effective~~Taxes (Topic 740) - Improvements to Income Tax Disclosures (“ASU 2023-09”), ~~accounting~~which ~~pronouncements~~is intended to enhance the transparency and dodecision ~~not~~usefulness ~~believe~~of ~~that~~income ~~these~~tax ~~accounting~~disclosures. ~~pronouncements~~The ~~will~~amendments ~~have~~in ~~any~~ASU ~~material~~2023-09 ~~impact~~provide onfor ~~our~~enhanced income tax information primarily ~~financial~~through ~~statements~~changes orto ~~disclosures~~the ~~upon~~rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company prospectively to all annual periods beginning after December 15, 2024. Early adoption is permitted. The adoption of ASU 2023-09 has not had a material effect on the Company’s statements and disclosures.

~~Recent~~Note ~~Adopted~~4– COMMON ~~Accounting Standards~~STOCK

InThe ~~November~~Company ~~2023~~has 75, ~~the FASB issued ASU 2023-07~~000, ~~Segment Reporting (Topic 280). The amendments in this update expand segment disclosure requirements~~000, ~~including new segment disclosure requirements for entities with a single reportable segment among other disclosure requirements~~$0. ~~This update is effective for fiscal years~~0001 par ~~beginning~~value ~~after~~shares ~~December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.The adoption~~ of ~~ASU~~voting ~~2023-07 has~~common ~~not~~stock ~~had a material effect on the Company’s statements and disclosures~~authorized.

InAll ~~December~~shares ~~2023,~~of ~~the~~common ~~FASB~~stock ~~issued~~have ~~ASU~~voting ~~No. 2023-09,~~rights ~~Income Taxes (Topic 740) - Improvements to Income Tax Disclosures (“ASU 2023-09”), which is intended to enhance the transparency~~ and ~~decision~~are ~~usefulness of income tax disclosures~~identical. ~~The~~All ~~amendments~~holders inof ~~ASU~~shares ~~2023-09~~of ~~provide~~common ~~for~~stock ~~enhanced~~shall ~~income~~at ~~tax~~every ~~information~~meeting ~~primarily through~~of ~~changes to~~ the ~~rate~~stockholders ~~reconciliation~~be ~~and~~entitled ~~income~~to ~~taxes~~one ~~paid~~vote ~~information. ASU 2023-09 is effective~~ for ~~the~~each ~~Company prospectively to~~share ~~all annual periods beginning after December 15, 2024. Early adoption is permitted. The adoption~~ of ~~ASU 2023-09 has not had a material effect on~~ the ~~Company’s~~capital ~~financial~~stock ~~statements~~held ~~and~~by ~~disclosures~~such stockholder.

10As of December 31, 2025 and September 30, 2025, the Company had 5,920,000 shares issued and outstanding.

~~Note~~Voting ~~4– COMMON~~Common ~~STOCK~~Stock

~~The~~All ~~Company~~shares ~~has 75,000,000,~~of ~~$0.0001 par~~common stock have voting rights ~~value~~and are identical. All holders of shares of voting common stock ~~authorized~~shall at every meeting of the stockholders be entitled to one vote for each share of the capital stock held by such stockholder.

~~All shares of common stock have~~ Non-voting ~~rights and~~Common ~~are identical. All holders of shares of common stock shall at every meeting of the stockholders be entitled to one vote for each share of the capital stock held by such stockholder.~~Stock

AsAll of ~~June~~the ~~30,~~other ~~2025~~terms ~~and~~of ~~September~~the ~~30,~~Non-Voting ~~2024,~~Common Stock shall be identical to the ~~Company~~ ~~had 5~~Voting Common Stock,~~920,000 shares~~ ~~issued~~except ~~and~~for ~~outstanding~~the right of first refusal that attaches to the Non-Voting Common Stock, as ~~respectively~~explained in the Company’s Bylaws.

~~Voting Common Stock~~10

~~All~~Note ~~shares~~5– CONVERTIBLE ofNOTE common stock have voting rights and are identical. All holders of shares of voting common stock shall at every meeting of the stockholders be entitled to one vote for each share of the capital stock held by such stockholder.PAYABLE

Non-voting Common Stock

Schedule of convertible notes payable	December 31,		September 30,
	2025		2025
December 2023	$	48,186	$	48,186
March 2024		10,602		10,602
June 2024		9,288		9,288
September 2024		15,509		15,509
December 2024		10,000		10,000
March 2025		4,371		4,371
June 2025		2,021		2,021
September 2025		6,457		6,457
December 2025		6,740		–
	$	113,174	$	106,434

~~All~~On ofDecember ~~the~~31, ~~other~~2023, ~~terms of~~ the ~~Non-Voting~~Company ~~Common~~entered into ~~Stock~~a ~~shall~~Convertible beNote ~~identical~~agreement towith ~~the~~a ~~Voting~~third ~~Common~~party ~~Stock~~at $48,186 ~~except~~ for ~~the~~paying ~~right~~operating expenses on behalf of ~~first~~the ~~refusal~~Company. ~~that~~The ~~attaches~~note tobears ~~the~~a 8% interest ~~Non-Voting~~rate ~~Common~~per ~~Stock~~year and matures on December 31, as ~~explained~~2029. inThe note can be converted to the Company’s ~~Bylaws~~common stock at $0.01 per share. As of December 31, 2025, the accrued interest is $7,720.

On March 31, 2024, the Company entered into a Convertible Note agreement with a third party at $10,602 for paying operating expenses on behalf of the Company. The note bears a 8% interest 5–rate per year and matures on ~~CONVERTIBLE~~March ~~NOTE~~31, ~~PAYABLE~~2030. The note can be converted to the Company’s common stock at $0.04 per share. As of December 31, 2025, the accrued interest is $1,487.

Schedule of convertible notes payable
	March 31,		September 30,
	2025		2024
December 2023	$	48,186	$	48,186
March 2024		10,602		10,602
June 2024		9,288		9,288
September 2024		15,509		15,509
December 2024		10,000		–
March 2025		4,371		–
June 2025		2,021		–
	$	99,977	$	83,585

On June 30, 2024, the Company entered into a Convertible Note agreement with a third party at $9,288 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on March 31, 2030. The note can be converted to the Company’s common stock at $0.04 per share. As of December 31, 2025, the accrued interest is $1,118.

On ~~December~~September 3130, ~~2023~~2024, the Company entered into a Convertible Note agreement with a third party at $4815,~~186~~509 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on ~~December~~March 31, ~~2029~~2030. The note can be converted to the Company’s common stock at $0.0115 per share. As of ~~June~~December 3031, 2025, the accrued interest is $51,~~777~~553.

On ~~March~~December 31, 2024, the Company entered into a a Convertible Note agreement with a third party at $10,~~602~~000 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on March 31, 2030. The note can be converted to the Company’s common stock at $0.0415 per share. As of ~~June~~December 3031, 2025, the accrued interest is $~~1,060~~800.

11On March 31, 2025, the Company entered into a Convertible Note agreement with a third party at $4,371 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on March 31, 2031. The note can be converted to the Company’s common stock at $0.15 per share. As of December 31, 2025, the accrued interest is $263.

On June 30, ~~2024~~2025, the Company entered into a ~~Convertible~~ Convertible Note agreement with a third party at $92,~~288~~ 021 for paying operating expenses on behalf of the Company. The note bears a 8% ~~interest~~ interest rate per year and matures on ~~March 31~~June 30, ~~2030~~2031. The note can be converted to the Company’s common stock at $0.0415 per share. As of ~~June~~December 3031, 2025, the accrued interest is $~~743~~81.

On September 30, 2024, the Company entered into a Convertible Note agreement with a third party at $15,509 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on March 31, 2030. The note can be converted to the Company’s common stock at $0.15 per share. As of June 30, 2025, the accrued interest is $928.11

On ~~December~~September 3130, ~~2024~~2025, the Company entered into a Convertible Note agreement with a third party at $106,~~000~~457 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on ~~March~~September 3130, ~~2030~~2031. The note can be converted to the Company’s common stock at $0.15 ~~per~~ per share. As of ~~June~~December 3031, 2025, the accrued interest is $~~398~~130.

On ~~March~~December 31, 2025, the Company entered into a a Convertible Note agreement with a third party at $46,~~371~~740 for paying operating expenses on behalf of the Company. The note bears a 8% interest rate per year and matures on ~~March~~December 31, 2031. The note can be converted to the Company’s common stock at $0.15 per share. As of ~~June~~December 3031, 2025, the accrued interest is $870.

OnDuring ~~June 30, 2025,~~ the ~~Company~~three ~~entered~~months ~~into~~ended aDecember ~~Convertible~~31, ~~Note~~2025 ~~agreement~~and ~~with~~2024, athe ~~third~~Company ~~party~~incurred at $2,~~021~~146 and ~~for~~$1,685 ~~paying operating expenses on behalf~~ of ~~the~~note interest ~~Company~~expense. ~~The~~As ~~note~~of ~~bears~~December ~~a 8%~~31, ~~interest rate~~2025 ~~per year~~ and ~~matures~~September ~~on June~~ 30, ~~2031.~~2025, ~~The~~accrued ~~note~~interest ~~can~~payable bewas ~~converted to the Company’s common stock at~~ $~~0.15 per share. As~~13,154 ofand ~~June 30~~$11, ~~2025~~008, ~~the accrued interest is $nil~~respectively.

~~During~~Note ~~the~~6 ~~nine~~– ~~months~~DISCONTINUED ~~ended June 30, 2025 and 2024, the Company incurred $5,485 and $2,134 note interest expense. As of June 30, 2025 and September 30, 2024, accrued interest payable was $8,992 and $3,507, respectively.~~OPERATION

~~Note~~Through ~~6– SUBSEQUENT~~September, ~~EVENTS~~2023, the Company’s primary business was the sale of various consumer products and accessories. As of January 1, 2023, the Company ceased operations. On January 9, 2023, a change in control completed as the Company’s former majority shareholder sold his 3,200,000 shares to an investor group for the consideration of $418,000. After the change in control, the Company’s operations are determined by the new investor group. As such, the Company accounted for all of its revenue (loss), liabilities and results of operations up to January 1, 2023 as discontinued operations.

InThe ~~accordance with SFAS 165 (ASC 855-10) the~~ Company has ~~analyzed~~reclassified its ~~operations~~previously ~~subsequent to June 30, 2025 to the date these~~ issued financial statements ~~were~~to ~~issued~~segregate ~~and~~the ~~has~~discontinued ~~determined~~operations ~~that~~as ~~it does~~of ~~not~~the ~~have~~earliest ~~any~~period ~~material subsequent events to disclose in these financial statements~~reported.

12The following table presents information related to the liabilities that were classified as current liabilities from discontinued operations in our balance sheets:


	December 31, 2025		September 30, 2025
Current Liabilities
Accounts payable and accrued expenses	$	12,000	$	12,000

Total current liabilities from discontinued operations	$	12,000	$	12,000

Note 7– SEGMENT REPORTING

Operating segments comprised of the components of an entity in which separate information is available for evaluation by the Company’s chief operating decision maker, or group of decision makers, in determining how to allocate resources in evaluating performance. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer.

Through December 31, 2025, the Company is still in development stage and has not commenced any operations. All activity through the date of this report relates to preserving cash, attempting to raise capital, and continuing the Company’s public reporting.

Note 8– SUBSEQUENT EVENTS

In accordance with SFAS 165 (ASC 855-10) the Company has analyzed its operations subsequent to December 31, 2025 to the date these financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to “common shares” refer to the common shares in our capital stock.

As used in this quarterly report, the terms “we, “us,” “our” and “our company” mean Medicale Corp., unless otherwise indicated.

General Overview

Medicale Corp (“we,” “our” or the “Company”) was incorporated in the State of Nevada on August 17, 2020. To date we have not generated revenue from our business operations. Furthermore, as we are still in the early stages of developing our business and expect to operate at a loss as we grow our business. There is little historical financial information about our Company upon which to base an evaluation of our performance or to make a decision regarding an investment in our shares. We cannot guarantee that we will be successful in our business operations or that we will achieve significant, if any, level of market acceptance for our proposed business operations and products. Our business could be subject to any or all of the problems, expenses, delays and risks inherent in the establishment of a new business enterprise, including limited capital resources, possible changes in consumer interest, possible cost overruns due to price and cost increases in services or products we require.

We have never been subject to any bankruptcy proceedings. The principal place of business is now located at 9314 Forest Hill Blvd #929, Wellington, FL 33411. Our telephone number is (407) 245-7339.

As of the date of this report, the Company had not yet commenced any operations. All activity through the date of this report relates to preserving cash, attempting to raise capital, and continuing the Company’s public reporting.

Results of Operations

The following summary of our results of operations should be read in conjunction with our financial statements for the three ~~and six~~ months ended ~~June~~December 3031, 2025 and 2024 which are included herein.

Three months ended ~~June~~December 3031, 2025 compared to to three months ended ~~June~~December 3031, 2024

	Three Months Ended
	June 30,
	December 31,
	2025		2024		Changes			%
Operating expenses	$	3,~~575~~144	$	914,~~288~~995	$	(511,~~713~~851	)		(6279%	)
Other expenses		12,~~953~~146		1,~~173~~685		~~780~~461			6627%
Net Loss	$	5,~~528~~290	$	1016,~~461~~680	$	(411,~~933~~390	)		(4768%	)

Our net loss for the three months ended ~~June 30,~~December 31, 2025 was $5,~~528~~290 compared with net loss of $1014,~~461~~995 for the three months ended ~~June~~December 3031, 2024 due to the decrease in audit ~~and review~~ fees~~, accounting fees and filing fees~~.

Nine months ended June 30, 2025 compared to three months ended June 30, 2024

	Nine Months Ended
	June 30,
	2025		2024		Changes			%
Operating expenses	$	24,839	$	39,198	$	(14,359	)		(37%	)
Other expenses		5,644		2,134		3,510			164%
Net Loss	$	30,483	$	41,332	$	(10,849	)		(26%	)

Our net loss for the nine months ended June 30, 2025 was $30,483 compared with net loss of $41,332 for the nine months ended June 30, 2024 due to the decrease in audit and review fees, accounting fees and filing fees.

Liquidity and Capital

Working Capital

	As of			As of
	June 30,			September 30,
	December 31,			September 30,
	2025			~~2024~~2025			Changes			%
Current Assets	$	–		$	~~159~~–		$	~~(159~~–	)		~~(100%~~–	)
Current Liabilities		2932,~~439~~202			1533,~~507~~652			13(1,~~932~~450	)		90(4%	)
Working Capital Deficiency	$	(2932,~~439~~202	)	$	(1533,~~348~~652	)	$	13(1,~~773~~450	)		~~(90~~4%	)

As at December 31, 2025 and September 30, 2025, our Company had cash of $0.

As at December 31, 2025, our Company had current liabilities of $32,202 as compared to $33,652 as of September 30, 2025. The decrease in current liabilities was due to the decrease in accounts payable and accrued liabilities.

As at December 31, 2025, our Company had a working capital deficiency of $32,202 compared with a working capital deficit of $33,652 as at September 30, 2025. The increase in working capital deficit was primarily due to the increase in accrued interest payable.

As at June 30, 2025 and September 30, 2024, our Company had cash of $0 and $159, respectively.

As at June 30, 2025, our Company had current liabilities of $29,439 as compared to $15,507 as of September 30, 2024. The increase in current liabilities was due to the increase in accounts payable, accrued liabilities and accrued interest payable.

As at June 30, 2025, our Company had a working capital deficiency of $29,439 compared with a working capital deficit of $15,348 as at September 30, 2024. The increase in working capital deficit was primarily due to the increase in accounts payable, accrued liabilities and accrued interest payable.

Cash Flows

	Nine Months Ended
	Three Months Ended
	June 30,
	December 31,
	2025			2024			Changes			%
Cash flows used in operating activities	$	(166,~~551~~740	)	$	(6810,~~076~~000	)	$	513,~~525~~260			(7633%	)
Cash flows provided by financing activities		166,~~392~~740			6810,~~076~~000			(513,~~684~~260	)		(7633%	)
Net changes in cash	$	~~(159~~–	)	$	–		$	~~(159~~–	)		–

Cash Flow from Operating Activities

We have not generated positive cash flow from operating activities. During the ~~nine~~three months ended ~~June~~December 3031, 2025, net cash used in operating activities was $166,~~551~~740 compared to $6810,~~076~~000 used during the ~~nine~~three months ended ~~June~~December 3031, 2024.

Cash flows used in operating activities during the ~~nine~~three months ended ~~June~~December 3031, 2025, comprised of a net loss of $305,~~483~~290 ~~reduced~~increased by a net change in operating liabilities of $131,~~932~~450.

Cash flows used in operating activities during the three ~~nine~~ months ended ~~June~~December 3031, 2024, comprised of a net loss of $4116,~~332~~680, ~~increased~~decreased by a net change in operating liabilities of $266,~~744~~680.

Cash Flow from Investing Activities

During the ~~nine~~three months ended ~~June~~December 3031, 2025 ~~and~~ and 2024, our Company did not have any investing activities.

Cash Flow from Financing Activities

During the ~~nine~~three months ended ~~June~~December 3031, 2025 ~~and~~ and 2024, net cash provided by financing activities was $166,~~392~~740 and $6810,~~076~~000 for proceed from the issuance of convertible notes to non-affiliates for paying operating expenses, respectively.

Going Concern

As of ~~June~~December 3031, 2025, we had an accumulated ~~deficit~~ deficit of $~~206~~222,~~328~~288. We believe that its existing capital resources may not be adequate to enable it to continue as a going concern. Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it will be able to raise additional funds through the capital markets. The accompanying condensed financial statements do not include any adjustments that might be necessary should we be unable to continue as a going concern. If we fail to generate positive cash flow or obtain additional financing, when required, we may have to modify, delay, or abandon some or all of our future business plans.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Critical Accounting Policies

The preparation of financial statements in accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements’ estimates or assumptions could have a material impact on our financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. Our financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.

Recent Accounting Pronouncements

Management has considered all recent accounting pronouncements issued. Our company’s management believes that these recent pronouncements will not have a material effect on our financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a “smaller reporting company,” we are not required to provide the information required by this Item.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the SEC’s rules. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of ~~June~~December 3031, 2025. Based upon that evaluation, our Principal Executive Officer and Principal ~~Financial~~ Financial Officer have concluded that our disclosure controls and procedures were not effective as of ~~June~~December 3031, 2025.

Our disclosure controls and procedures are not effective for the following reasons:

We did not maintain effective controls to identify and maintain segregation of duties in identifying, authorizing, approving, accounting for, and disclosing significant estimates, related-party transactions, significant unusual transactions, and other non-routine events and transactions. Specifically, we only have one individual, our sole officer and director, who reviews, evaluates, approves, and records transactions and initiates journal entries, approves journal entries, and posts journal entries to the general ledger. There is no independent review of any financial duties performed by this individual.

Changes in Internal Control Over Financial Reporting

During the period covered by this report there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on the Effectiveness of Internal Controls

Our management do not expect that our disclosure controls and procedures or our internal control over financial reporting are or will be capable of preventing or detecting all errors or all fraud. Any control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements, due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns may occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risk.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our company.

ITEM 1A. RISK FACTORS.

As a “smaller reporting company,” we are not required to provide the information required by this Item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

	(a)	None.

	(b)	None.

	(c)	Rule 10b5-1 Trading Plans. During the three months ended June 30, 2025, no director or Section 16 officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6. EXHIBITS

Exhibit No.		Description
31.1		Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document
101.SCH		XBRL Schema Document
101.CAL		XBRL Calculation Linkbase Document
101.DEF		XBRL Definition Linkbase Document
101.LAB		XBRL Label Linkbase Document
101.PRE		XBRL Presentation Linkbase Document

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Medicale Corp.
Date: August 15, 2025	By:	/s/ Chen Zu De
Date: February 17, 2026	By:	/s/ Chen Zu De
		Chen Zu De
		Chief Executive Officer and
		Chief Financial Officer

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