Pineapple Financial Inc.: Form 10-Q for the period ended Feb 28, 2026

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS.

Please read the following management’s discussion and analysis of our financial condition and results of operations, along with our consolidated financial statements and the related notes and other information included in this Annual Report on Form 10-Q. It is important to note that this discussion and analysis contain forward-looking statements with certain risks and uncertainties. These risks and uncertainties could cause our results to differ materially from anticipated in these forward-looking statements. You can find more information about these risks and uncertainties under the heading “Special Note Regarding Forward-Looking Statements” in Part I and elsewhere in this Form 10- Q.

Special Note Regarding Forward-Looking Statements

This Form 10-Q includes forward-looking statements that entail potential risks and uncertainties. These statements are usually identified by the use of specific terminology such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and other comparable terminology. All the statements in this Form 10-Q that are not about historical facts, including those related to our future operations, financial position, Revenue, projected costs, strategy, plans, management objectives, and expected market growth, are forward-looking. While reading this Form 10-Q, you should know that these statements do not guarantee our performance or results. They include known and unknown risks, uncertainties, and assumptions, as mentioned under the “Risk Factors” section in this Form 10-Q. We believe that these forward- looking statements are based on reasonable assumptions. Still, you must be aware that many factors, including those mentioned under the “Risk Factors” section in this Form 10-Q, could affect our financial results or operations and cause actual results to differ from those stated in the forward-looking statements. These statements were made as of the date of this Form 10-Q, and we are not obligated to update or revise any forward-looking statements made here to reflect any change in our expectations or any change in events, conditions, or circumstances on which these statements are based. All written or oral forward-looking statements made by us or on our behalf are qualified by the cautionary statements mentioned in this Form 10-Q.

Objective

In this section, we provide an analysis of the Company’s financial condition, cash flows, and results of operations from management’s perspective. We recommend you read this with the consolidated financial statements and notes in Part II, Item 8 of this Annual Report on Form 10Q.

Executive Summary

The Company is a technology-enabled mortgage platform operating in Canada, with an expanding focus on data-driven financial services and capital allocation strategies.

During the period, the Company began executing a strategic transition from a primarily transactional mortgage brokerage model toward an integrated platform consisting of:

• A core mortgage origination and servicing platform
• Data-driven and subscription-based revenue streams
• A disciplined digital asset treasury strategy designed to enhance capital efficiency and generate yield

This transition reflects management’s focus on improving earnings quality, increasing recurring revenue, and driving operating leverage over time. While reported financial results for the period were significantly impacted by non-cash fair value adjustments related to crypto asset holdings, the Company’s underlying operating performance remained stable, supported by continued revenue generation, cost optimization initiatives, and early contributions from new strategic initiatives.

Management believes the Company has now completed the majority of its balance sheet repositioning and cost restructuring initiatives and is entering a phase of execution focused on operating leverage, earnings quality, and scalable growth.

Business Model Transformation

The Company is currently in a transition phase, moving from a period of capital formation and strategic investment toward one of execution, operating leverage, and performance delivery.

Historically, the Company operated primarily as a transactional mortgage brokerage platform, with revenue largely dependent on origination volumes. As part of its strategic evolution, the Company is building an integrated operating model across three core pillars:

1. Core Mortgage Platform – focused on agent productivity, volume growth, and cost efficiency

2. Data & Analytics – focused on monetizing mortgage data through structured, recurring revenue products

3. Digital Asset Treasury – focused on capital efficiency, yield generation, and treasury optimization

Management believes this integrated model will support:

• Higher-margin revenue mix
• Increased recurring and subscription-based revenue
• Improved operating leverage and earnings durability
• Enhanced capital efficiency

Recent Developments

Business Trends

During the six months ended February 28, 2026, the Canadian mortgage market continued to adjust to changes in monetary policy following the Bank of Canada’s easing cycle that commenced in mid-2024. Through the current period, the Bank of Canada reduced its benchmark overnight interest rate. While these reductions contributed to improved borrowing conditions and greater rate stability, overall mortgage origination volumes remained below pre-2022 levels, reflecting ongoing affordability constraints, limited housing supply, and continued underwriting discipline among lenders.

Within this operating environment, mortgage renewal and refinance transactions represented a greater proportion of total industry activity, while purchase-related originations continued to recover at a more gradual pace. The Company’s operating performance remained stable during the period, supported by its diversified agent network and continued presence across key Canadian markets.

The Company continued to invest in and enhance its proprietary Pineapple Plus technology platform. During the period, the Company advanced workflow automation capabilities, expanded customer relationship management functionality, and further integrated insurance and ancillary financial product offerings. These initiatives contributed to operational efficiencies, improved agent productivity, and sustained client engagement despite ongoing market challenges. In addition, continued investment in digital marketing and lead-generation tools supported the stability of the Company’s fee-based revenue streams.

Subsequent to the quarter, early indicators suggest increased mortgage application volumes and lead-generation activity, primarily driven by renewal and refinance demand. Management believes that these trends, together with ongoing platform enhancements and disciplined capital allocation, may support a gradual recovery in mortgage activity as interest rate conditions stabilize. However, the extent and timing of such recovery remain subject to macroeconomic conditions, including interest rate dynamics and housing market activity.

In addition to its core mortgage brokerage operations, the Company has implemented a structured digital asset treasury strategy. During the six months ended February 28, 2026, the Company deployed $45.4 million into digital assets, primarily allocated to Injective (INJ).

This program is designed to enhance capital efficiency through staking yield generation, disciplined capital allocation, and long-term asset appreciation. The Company’s approach emphasizes governance, liquidity management, and risk controls, and is not intended to represent speculative trading activity.

Due to applicable accounting standards, these holdings are subject to fair value remeasurement, which may introduce significant non-cash volatility in reported earnings.

RESULTS OF OPERATIONS

Three Months Ended February 28, 2026 Compared to February 28, 2025

Net Loss

For the three months ended February 28, 2026, the Company reported a net loss of $19.5 million, compared to a net loss of $0.6 million for the same period in the prior year.

The increase in net loss was primarily driven by:

• A $16.9 million non-cash, market-driven fair value remeasurement of digital asset holdings
• $3.2 million of one-time, non-recurring financing-related costs associated with the Company’s PIPE transaction, including $1.3 million of warrant-related expenses and $1.5 million of ELOC-related charges
• $0.36 million of incremental interest expense associated with new borrowings related to the Company’s digital asset treasury strategy

These factors were partially offset by growth in revenue and continued cost management. Reported GAAP results for the period were significantly impacted by non-cash fair value adjustments related to digital asset holdings. Management believes these adjustments introduce volatility that is not reflective of the Company’s core operating performance or underlying cash flow generation. Of note, the Company’s reported net loss was significantly impacted by non-cash, market-driven fair value remeasurement of digital asset holdings, which does not reflect underlying operating performance or cash flow generation. Excluding these non-cash adjustments and financing-related costs, the Company’s core operating results were materially improved relative to the prior year period, reflecting revenue growth and the impact of structural cost reduction initiatives implemented during the period.

Revenue

Revenue for the three months ended February 28, 2026 was $0.9 million, compared to $0.7 million in the comparable prior-year period, representing an increase of $0.2 million, or 25%.

The increase in revenue was driven by:

• Improved mortgage origination volumes
• Continued contribution from subscription, insurance, and underwriting revenue streams
• Incremental contribution from digital asset activities, including staking income

Operating Expenses

Total operating expenses for the three months ended February 28, 2026 were $18.7 million, compared to $1.3 million in the same period of the prior year.

The increase was primarily attributable to:

• $16.9 million non-cash, market-driven fair value remeasurement of digital asset holdings $2.8 million of one-time, non-recurring financing-related costs related to the Company’s recent PIPE transaction, including $1.3 million of warrant-related expenses and $1.5 million of ELOC-related charges
• $0.3 million of interest expense associated with new borrowings related to the Company’s digital asset treasury strategy
• One-time advertising and marketing expenses pertaining to the financing

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Excluding digital asset remeasurement and financing-related costs, operating expenses decreased modestly, reflecting:

• Relatively stable general and administrative expenses
• Lower personnel-related costs compared to the prior year due to cost optimization measures
• A reduction in in operating expenses driven by structural cost optimization initiatives, including workforce realignment, reduced reliance on third-party software and professional services, and the implementation of a leaner, technology-enabled operating model
• These reductions reflect the Company’s broader operational restructuring initiative, which has materially reduced its fixed cost base and lowered its operating cash burn

Operating Expenses and Fair Value Adjustments

During the quarter, operating expenses included a $16.9 million non-cash, market-driven fair value remeasurement of the Company’s digital asset holdings

This loss was driven by market-driven valuation changes in Injective tokens and is not indicative of the Company’s core mortgage and platform operations.

Additionally, the Company recognized:

• A gain on the change in fair value of warrant liabilities
• Interest income and derivative gains

These items are presented below operating income and partially offset overall losses.

Operating Loss and Net Loss

As a result of the foregoing, the Company reported a loss from operations of $17.8 million, compared to $0.6 million in the comparable prior-year period.

Management believes that, excluding the impact of:

• Non-cash, market-driven fair value remeasurement of digital asset holdings, and
• Financing-related costs,

the Company’s underlying operating performance remained stable, supported by:

• Continued revenue growth
• Ongoing cost management initiatives
• Strategic investment in platform and growth initiatives

In addition, during the period and subsequent to quarter end, the Company implemented a comprehensive operational restructuring initiative designed to materially reduce its fixed cost base and improve operating leverage.

To date, approximately $1.46 million of annualized cost savings have been implemented and are expected to be reflected in the Company’s run-rate by March 31, 2026, with additional savings currently being executed. In aggregate, these initiatives are expected to reduce annual operating expenses by more than $2.5 million.

The restructuring included a realignment toward a leaner, technology-enabled operating model, including a significant reduction in headcount, as well as reductions across professional services, software, marketing, and other operating expenses.

A key component of this transformation has been the integration of artificial intelligence across core business functions, enabling the Company to automate processes historically supported by manual workflows, including agent onboarding, data processing, and customer engagement.

As a result of these initiatives, the Company has structurally reduced its operating cost base while maintaining platform capabilities and scalability. Management believes these changes represent a permanent reset of the Company’s expense structure and position the business to achieve improved operating leverage and enhanced earnings durability as revenue scales.

The three-month period reflects the Company’s current operating profile following recent financing and restructuring initiatives, while the six-month period reflects both pre- and post-transition performance.

Six Months Ended February 28, 2026 Compared to February 28, 2025

The six-month results reflect the impact of both legacy cost structure and recent strategic initiatives, including capital deployment and operational restructuring.

Net Loss

For the six months ended February 28, 2026, the Company reported a net loss of $25.9 million, compared to a net loss of $1.3 million in the prior-year period.

The increase in net loss was primarily driven by:

• A $23.0 million non-cash, market-driven fair value remeasurement of digital asset holdings
• Increased financing costs associated with capital-raising activities
• Higher interest expense due to new borrowings

Revenue

Revenue for the six months ended February 28, 2026 was $1.43 million, compared to $1.51 million in the comparable prior-year period, representing an decrease of $0.08 million, or 5.3%.

The increase was driven by:

• Stabilization in mortgage market activity
• Growth in ancillary revenue streams, including subscription, insurance, and underwriting services
• Contribution from digital asset-related activities

Operating Expenses

Total operating expenses for the six months ended February 28, 2026 were $25.8 million, compared to $2.8 million in the same period of the prior year.

The increase was primarily attributable to:

• $23.0 million non-cash, market-driven fair value remeasurement of digital asset holdings $1.5 million financing costs related to ELOC arrangements
• Warrant-related financing costs
• Increased interest expense

Excluding these items, operating expenses increased moderately due to:

• Continued investment in marketing and growth initiatives
• Ongoing technology platform development
• General inflationary cost pressures

Operating Expenses and Fair Value Adjustments

During the six-month period, the Company recognized a $23.0 million non-cash, market-driven fair value remeasurement of digital asset holdings

This loss was driven by market volatility in the price of Injective tokens and does not represent cash outflows or core operating performance.

In addition, the Company recognized:

• A $1.2 million gain on remeasurement of warrant liabilities
• Interest income from financing arrangements

Operating Loss and Net Loss

As a result of the foregoing, the Company reported a loss from operations of $24.4 million, compared to $1.3 million in the prior-year period.

Management believes that, excluding the impact of:

• Digital asset fair value adjustments, and
• Financing-related costs,

the Company’s core operating performance remained stable, supported by:

• Consistent revenue generation
• Improved cost structure relative to historical levels
• Ongoing operational efficiencies

Non-GAAP Financial Measures

The Company presents certain non-GAAP financial measures, including Adjusted Operating Income (Loss) and Adjusted EBITDA, as supplemental metrics to assist investors in evaluating the Company’s operating performance.

These measures exclude certain items, including:

• Non-cash fair value adjustments related to digital assets;
• Changes in the fair value of warrant and derivative liabilities;
• Financing-related costs associated with capital raising activities;
• Certain items that may not be comparable across reporting periods.

Management believes these measures provide additional insight into period-to-period operating performance by reducing the impacts of items that are subject to significant variability or are not directly reflective of the Company’s operating performance for the period.

However, these measures have limitations. In particular, fair value adjustments related to digital assets and financial instruments may be significant and recurring, and are an integral component of the Company’s results of operations.

These measures should not be considered in isolation or as a substitute for financial results prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies.

The Company presents GAAP results with equal or greater prominence than non-GAAP measures and provides a reconciliation to the most directly comparable GAAP measures.

These measures are intended to supplement, and not replace, the Company’s GAAP results

Six Months Ended February 28, 2026

Adjusted Operating Income (excluding fair value changes)

Management uses these measures internally; however, they are not intended to represent cash flow or liquidity measures.

In addition to Adjusted Operating Income (Loss), management also evaluates performance using Adjusted EBITDA, which further excludes non-cash items such as depreciation and amortization, as well as interest-related items and other non-cash, items not indicative of ongoing operating performance non-operating items, to provide a view of operating performance on a cash-flow oriented basis.

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Six Months Ended February 28, 2026

To provide additional insight into the Company’s underlying operating performance, management presents adjusted operating income (loss), a non-GAAP financial measure.

This measure excludes:

• Non-cash, market-driven fair value remeasurement of digital asset holdings
• Changes in fair value of warrant liabilities
• Financing-related costs associated with capital raising activities

After adjusting for these items, the Company’s adjusted operating income was $0.003 million, reflecting a substantially lower loss compared to the reported GAAP net loss and a meaningful improvement versus the $1.01 million loss compared to the six months period ended February 28, 2025.

Management believes this measure more accurately was driven by the performance of the Company’s core operating business, which improved meaningfully during the period, supported by:

• Consistent mortgage-related revenue generation
• Improved cost structure following optimization initiatives across headcount, overhead, and other selling, general, and administrative expenses.
• Early contributions from new revenue streams

This improvement was driven by the combined impact of revenue stability and the structural reduction in the Company’s operating cost base, positioning the business for improved operating leverage as revenue scales.

Management believes that this adjusted measure provides a more meaningful view of the Company’s core operating performance, as it removes the effects of:

• Market-driven volatility in digital asset fair market value remeasurements
• Financing activities and related accounting impacts, including one-time, non-recurring expenses for the period
• Non-cash remeasurement adjustments

However, this non-GAAP measure should not be considered in isolation or as a substitute for financial results prepared in accordance with U.S. GAAP, and may not be comparable to similarly titled measures used by other companies.

Digital Asset Treasury Strategy

The Company has implemented a disciplined digital asset treasury program designed to enhance capital efficiency and generate yield on excess capital. The primary objectives of this strategy include:

• Generating yield through staking activities
• Maintaining liquidity while optimizing capital allocation
• Supporting long-term balance sheet strength

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Modified Net Asset Value (mNAV) Framework

To provide additional transparency into the relationship between the Company’s market valuation and its digital asset holdings, management utilizes a modified net asset value metric (“mNAV”), a non-GAAP financial measure.

mNAV is defined as 1) Enterprise Value divided by 2) Treasury Value, where:

• Enterprise Value represents the Company’s market capitalization, adjusted for debt and cash balances; and
• Treasury Value represents the fair market value of digital assets held, as well as capital deployed in digital asset-related strategies, including stablecoin collateral, restricted balances, and yield-generating positions.

Management believes mNAV is a useful metric for evaluating the extent to which the Company’s market valuation reflects its underlying digital asset holdings versus its operating business. However, mNAV should not be considered in isolation or as a substitute for financial results prepared in accordance with U.S. GAAP and may not be comparable to similarly titled measures used by other companies.

As of February 28, 2026, the Company’s Treasury Value consisted primarily of digital assets, including Injective (INJ), as well as capital deployed in treasury-related strategies.

The Company’s cash balance is currently managed at the corporate level and is not fully allocated between operating liquidity and treasury activities. Accordingly, cash has been excluded from Treasury Value for purposes of the mNAV calculation in this period. To the extent cash is deployed into digital asset strategies in future periods, it is expected to be included within Treasury Value.

In addition, certain amounts related to financing and collateral arrangements, including stablecoin balances and restricted cash, may be included within Treasury Value where such amounts represent capital actively deployed in support of the Company’s digital asset strategy.

The Company’s treasury strategy is governed by internal policies that prioritize liquidity and risk management, including:

• Maintaining minimum operating cash reserves
• Limiting the use of leverage
• Avoiding rehypothecation of assets
• Implementing governance through internal review processes

Staking rewards generated from digital asset holdings represent an incremental and recurring yield component of the Company’s capital allocation strategy.

Digital asset holdings are measured at fair value, with changes recognized in earnings. As a result, reported financial results may experience volatility that may introduce volatility that does not align with management’s assessment of period-to-period operating performance or cash generation.

The calculation of mNAV involves significant judgment, including the determination of which assets and liabilities are included in Treasury Value, and may differ from methodologies used by other companies. Accordingly, the measure may not be comparable and could produce materially different results if calculated under alternative assumptions.

Revenue and Operating Metrics

The Company’s primary sources of revenue include:

• Commissions earned from mortgage originations
• Underwriting income
• Subscription fees charged to mortgage agents
• Digital asset-related income, including staking rewards
• Other ancillary income streams

Six Months Ended February 28, 2026

For the six-month period, the Company generated revenue from a diversified set of sources, supported by both its mortgage operations and digital asset strategy.

• Mortgage volume increased to $829.3 million, compared to $811.5 million in the prior-year period, reflecting modest improvement in origination activity.
• Gross billings were $7.4 million, compared to $8.6 million in the prior year, primarily reflecting competitive pricing dynamics and market conditions.
• Commission expense totaled $6.7 million, consistent with the level of mortgage activity.
• Net sales revenue was $0.7 million, compared to $0.8 million in the prior year.

Additional revenue streams included:

• Underwriting revenue of $0.05 million
• Subscription revenue of $0.4 million, reflecting continued agent platform engagement
• Staking income of $0.2 million, representing income generated from the Company’s digital asset holdings
• Other income of $0.2 million, consistent with prior periods

Overall, while mortgage-related revenues remained relatively stable, the Company’s diversification into digital asset activities contributed incremental income streams during the period.

Three Months Ended February 28, 2026

For the three-month period ended February 28, 2026:

• Mortgage volume was $367.2 million, compared to $386.3 million in the prior-year period
• Gross billings were $3.3 million, compared to $4.2 million in the prior year
• Commission expense totaled $3.0 million
• Net sales revenue was $0.36 million, compared to $0.42 million in the prior year

Other revenue components included:

• Underwriting revenue of $0.02 million
• Subscription revenue of $0.2 million
• Staking income of $0.2 million, reflecting the Company’s digital asset strategy
• Other income of $0.1 million

The decrease in mortgage-related revenue metrics during the quarter was driven by ongoing market softness and competitive pressures, partially offset by stable subscription revenue and contributions from digital asset activities.

Overall Performance Commentary

Management believes that the Company’s operating results for both the three- and six-month periods demonstrate:

• Resilience in core mortgage operations, despite a challenging macroeconomic environment
• Successful diversification into digital asset activities, including staking income generation
• Continued focus on cost management and operational efficiency

While reported results were significantly impacted by non-cash, market-driven fair value remeasurement of digital asset holdings and financing-related costs, the Company’s underlying operating performance improved modestly during the period. These results reflect the impact of structural cost reductions implemented during the period, which have materially lowered the Company’s fixed cost base and improved its operating leverage profile.

The Company’s primary sources of revenue include commissions earned from lenders on mortgage originations, underwriting income, and membership fees charged to mortgage agents. In addition, the Company generates other income, including staking rewards earned on its digital asset holdings.

Path to Operating Leverage

As the Company advances its strategic initiatives, management is focused on driving operating leverage and improving earnings quality through:

• Increasing revenue per mortgage transaction
• Expanding higher-margin ancillary and subscription-based revenue streams
• Driving efficiency across operations and reducing cost per funded loan

The Company expects that improvements in agent productivity, data monetization, and capital efficiency will contribute to a more scalable and profitable operating model over time.

Gross Billing:

The Company earns revenue from its mortgage brokerage operations based on commissions received from financial institutions with whom it has contractual arrangements. Gross billing represents the total commission earned from lending institutions on funded mortgage transactions. As the Company engages licensed mortgage agents and brokers who are responsible for originating and closing mortgage transactions, a significant portion of the gross billing is paid out as commissions and referral fees to those agents. Accordingly, the Company presents revenue on a net basis, calculated as gross billing less commissions and payouts to mortgage agents, as the Company acts as an agent in these arrangements.

Under ASC 606, Revenue from Contracts with Customers, the Company evaluates each contract to identify performance obligations, determine the transaction price, allocate the transaction price to the performance obligations, and recognize revenue when control of the promised service is transferred to the customer.

For each mortgage transaction, revenue is recognized when:

• A binding contract exists between the borrower, the mortgage agent, and the lending institution;
• The Company provides access to, and support through, its technology platform to facilitate the mortgage transaction;
• The mortgage loan is funded by the lender; and
• The Company’s commission from the lender becomes fixed and collectible.

The Company’s performance obligation is satisfied at a point in time, when the mortgage is funded and all platform-related services for that transaction have been completed. Revenue is measured as the net amount retained by the Company after remitting the applicable commission and referral fees to mortgage agents and sub-brokers.

This net revenue was driven by the Company’s role as an intermediary providing technology infrastructure, compliance oversight, and workflow support, rather than acting as the primary obligor in the mortgage funding transaction.

Subscription Revenue:

Users access and use our technology platform, Pineapple Plus, for a flat monthly service fee of $145.00 In exchange for this fee, users of Pineapple Plus have access to a network management system that allows them to perform back- office procedures more efficiently and effectively. This platform will enable them to process the deal described above prepare, and complete the package for submission to be funded by the financial institution. We have a strong user base, which has experienced significant growth since our inception. Revenue is recognized at the beginning of the month when a user is invoiced and pays the fee.

The Company continues to expand the functionality of its Pineapple Plus platform, including initiatives focused on data standardization, workflow digitization, and the development of a unified data architecture across mortgage transactions. These efforts are expected to form the foundation for future data-driven products, including analytics, benchmarking, and other value-added services that may be offered on a subscription or recurring revenue basis.

Management believes that, over time, these initiatives may enable the Company to monetize its platform beyond traditional transaction-based revenue, supporting higher-margin, recurring revenue streams and improved earnings quality. However, these capabilities remain under development, and there can be no assurance as to their timing, scope, or ultimate commercial impact.

These initiatives may also support the structured digitization and utilization of mortgage-related data assets, enabling new forms of data accessibility, reporting, and monetization over time.

Staking Income

The Company earns staking income from its digital asset holdings by participating in blockchain network validation activities. Staking rewards are received in the form of additional digital tokens and are not considered revenue from contracts with customers under ASC 606.

Staking income is recognized within other income when the Company obtains control of the reward tokens, which generally occurs when the rewards are received or become claimable by the Company. Such rewards are measured at fair value at the time of receipt using quoted market prices in active markets (Level 1 inputs) in accordance with ASC 820, Fair Value Measurement.

Subsequent to initial recognition, the related digital assets are included within digital assets and are remeasured at fair value at each reporting date, with changes in fair value recognized in earnings in accordance with the Company’s accounting policy for digital assets.

Underwriting Fee:

Users can optionally use our expert risk pre-assessment service, which assists them in pre-underwriting their loans before submission to a lender for approval and funding. This service significantly reduces the time for the lender partners’ assessment of the deal. For mortgages of $179,575 and less, we charge an underwriting fee of $251; for mortgages greater than $179,575, the Company charges an underwriting fee of $359. The Company has undertaken a special program to educate and inform users of this service in further detail. 40% of the deals originated by users are using this service. This program is intended to further increase the number of deals and improve the services offered.

Insurance commission Revenue:

The Company earns insurance commission revenue through Pineapple Insurance, which acts as a broker for third-party insurance carriers. When customers purchase insurance policies through our platform, the Company receives commissions from the insurance providers based on premiums written. The Company acts as a principal in these transactions because it is responsible for sourcing customers, facilitating the placement of insurance products, and managing the full service process. Commission revenue is recognized at the point in time when the underlying insurance policy becomes effective and our performance obligations are satisfied. Insurance commission revenue is presented net of referral fees, agent commissions, and other consideration payable to mortgage agents or third-party partners, as these amounts represent direct transaction-related costs. Renewal commissions are recognized only when they become fixed and determinable based on confirmation from the insurance carriers.

Other Income:

Other income includes a technology setup fee and sponsorship fee.

Components of operating expenses

Our operating expenses, as presented in the statement of operations data, include salaries, commissions and team member benefits, general and administrative expenses, marketing and advertising expenses, and others.

Salaries and commissions and team member benefits

All payroll expenses include our team members’ salaries, commissions, and benefits.

Selling, general and administrative expenses

Selling, general and administrative expenses include software subscriptions, license fees, professional services, marketing expenses, and other operating expenses.

Share-based compensation

Share-based compensation comprises equity awards and is measured and expensed accordingly under Accounting Standards Codification (“ASC”) 718 Compensation—Stock Compensation.

Comparison of the six months ended February 28, 2026 and 2025

Comparison of the three months ended February 28, 2026 and 2025

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RESULTS OF OPERATIONS

Selling, General and Administrative Expenses

The breakdown of selling, general and administrative expenses for the six months period ended Feb 28, 2026 are as follows:

Revenue

Revenue for the six months ended February 28, 2026 was $1.65 million, compared to $0.77 million in the comparable prior-year period, representing an increase of $0.88 million, or 114.9%.

The increase in revenue was primarily attributable to:

• Increased mortgage origination activity, contributing to higher commission-based revenues; and
• Growth in underwriting and subscription-based revenue streams, reflecting continued platform engagement and service adoption.

In addition, the Company recognized staking income of $221,718 during the period, generated from its digital asset holdings. In accordance with U.S. GAAP, staking income is presented within other income and not included in revenue.

Operating Expenses

Total operating expenses for the six months ended February 28, 2026 were $26.0 million, compared to $2.8 million in the prior-year period, representing a significant increase.

The increase in operating expenses was primarily driven by:

• A $23.0 million non-cash, market-driven fair value remeasurement of digital asset holdings;
• $1.5 million of financing costs related to ELOC arrangements;
• $1.3 million of warrant-related financing costs; and
• An increase of $0.6 million in interest expense associated with new borrowings.

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Other notable changes in operating expenses include:

• Advertising and marketing expenses increased by 27.5%, reflecting investments in growth and customer acquisition initiatives;
• Salaries, wages and benefits decreased by 57.7%, primarily due to workforce optimization initiatives implemented in prior periods; and
• Selling, general and administrative expenses increased modestly by 5.8%, reflecting higher professional fees and insurance costs, partially offset by reductions in software-related expenses.

Operating Loss and Net Loss

As a result of the foregoing, the Company reported:

• Loss from operations of $24.4 million, compared to $1.3 million in the prior-year period; and
• Net loss of $25.9 million, compared to $1.25 million in the prior-year period.

The increase in net loss was primarily attributable to:

• non-cash, market-driven fair value remeasurement of digital asset holdings; and
• Financing-related costs, including warrant and ELOC-related expenses;

These were partially offset by improved revenue performance and ongoing cost management initiatives.

Other Income and Expenses

Other income and expenses for the six-month period included:

• Interest income of $214,334;
• Gain on change in fair value of warrant liabilities of $1.2 million;
• Foreign exchange loss of $157,675; and
• Staking income of $221,718, recognized within other income.

These items reflect the Company’s financing activities and exposure to digital asset markets and are not directly related to its core mortgage brokerage operations.

Three Months Ended February 28, 2026 Compared to February 28, 2025

Revenue

Revenue for the three months ended February 28, 2026 was $0.93 million, compared to $0.74 million in the comparable prior-year period, representing an increase of $0.19 million, or 25.0%.

The increase in revenue was driven by:

• Improved mortgage origination activity; and
• Continued growth in subscription and underwriting-related revenue streams.

During the quarter, the Company also recognized staking income of $221,718, which is presented within other income.

Operating Expenses

Total operating expenses for the three months ended February 28, 2026 were $18.7 million, compared to $1.3 million in the prior-year period.

The increase was primarily attributable to:

• A $16.9 million non-cash, market-driven fair value remeasurement of digital asset holdings;
• $1.5 million ELOC-related financing costs;
• $1.3 million warrant-related financing costs; and
• An increase of $0.3 million in interest expense.

Additional changes include:

• A significant increase in advertising and marketing expenses ( 414%), reflecting targeted investments in growth initiatives;
• A decrease in salaries, wages and benefits ( 51.8%), reflecting prior cost optimization measures; and
• An increase in selling, general and administrative expenses ( 15.2%), primarily driven by higher professional and administrative costs.

Operating Loss and Net Loss

As a result of the foregoing, the Company reported:

• Loss from operations of $17.8 million, compared to $0.6 million in the prior-year period; and
• Net loss of $19.5 million, compared to $0.6 million in the prior-year period.

The increase in net loss was primarily driven by:

• Non-cash, market-driven fair value remeasurement of digital asset holdings; and
• Financing-related costs;

These were partially offset by revenue growth and continued cost management.

Other Income and Expenses

Other income and expenses for the quarter included:

• Interest income of $216,275;
• Gain on change in fair value of warrant liabilities of $1.1 million;
• Foreign exchange loss of $188,189; and
• Staking income of $221,718, recognized within other income.

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Selling, General and Administrative Expenses

The breakdown of selling, general and administrative expenses for the six months period ended Feb 28, 2026 are as follows:

Selling, general and administrative (“SG&A”) expenses for the six months ended February 28, 2026 were $1.05 million, compared to $1.00 million for the same period in the prior year, representing an increase of $57,513, or 5.8%. The modest increase was driven by higher professional and insurance-related costs, partially offset by reductions in software subscription expenses and continued cost optimization initiatives.

Software Subscription

Software subscription expenses decreased significantly to $99,840, compared to $449,845 in the prior-year period, representing a decrease of $350,005, or 77.8%. The reduction primarily was driven by decreased reliance on third-party software platforms, including tools such as Salesforce, and increased utilization of internally developed systems within the Company’s proprietary platform.

Office and General

Office and general expenses increased to $140,244, compared to $82,638 in the prior-year period, representing an increase of $57,606. The increase was driven by higher administrative and operational costs associated with business expansion and enhanced internal processes.

Professional Fees

Professional fees increased significantly to $304,971, compared to $60,688 in the prior-year period, representing an increase of $244,283, or 402.5%. The increase was primarily attributable to higher legal, accounting, and advisory expenses incurred in connection with financing activities, regulatory compliance, and ongoing corporate initiatives.

Dues and Subscriptions

Dues and subscriptions increased to $219,212, compared to $199,336 in the prior-year period, representing an increase of $19,876, or 10.0%. The increase was driven by higher regulatory, listing, and data subscription costs.

Rent

Rent expense increased to $104,973, compared to $85,304 in the prior-year period, representing an increase of $19,669, or 23.1%, reflecting changes in office space utilization and lease arrangements.

Consulting Fees

Consulting fees remained relatively stable at $30,204, compared to $29,604 in the prior-year period, representing a modest increase of $600, or 2.0%, reflecting consistent use of external advisory support.

Travel

Travel expenses increased slightly to $24,541, compared to $23,247 in the prior-year period, representing an increase of $1,294, or 5.6%, reflecting increased business development and operational travel activities.

Donations and Lease Expense

No donation or lease expenses were recorded during the six months ended February 28, 2026, compared to $784 and $1,430, respectively, in the prior-year period. The decrease was driven by the absence of discretionary donations and the expiration of certain lease-related obligations.

Insurance

Insurance expense increased to $128,718, compared to $62,314 in the prior-year period, representing an increase of $66,404, or 106.6%. The increase was primarily driven by higher premiums associated with expanded coverage requirements and the Company’s evolving risk profile.

Overall Commentary

Overall, SG&A expenses increased modestly despite significant changes in cost composition. The Company achieved substantial cost savings in software-related expenses through reduced reliance on third-party platforms, which partially offset increases in professional fees, insurance costs, and general administrative expenses. Management continues to focus on cost discipline while supporting strategic initiatives and compliance requirements.

Liquidity and Capital Resources

Going Concern

The Company has incurred operating losses and has generated negative cash flows from operations. Under applicable accounting standards, these conditions raise substantial doubt about the Company’s ability to continue as a going concern within twelve months from the issuance date of these financial statements.

However, management believes that this assessment does not fully reflect the Company’s current financial position, capital resources, and the impact of actions taken during and subsequent to the reporting period to improve liquidity, strengthen the balance sheet, and enhance financial flexibility.

As of February 28, 2026, the Company had $17.9 million in cash and restricted cash and a positive working capital position of $3.1 million. This represents a significant improvement compared to prior periods and was driven by the successful execution of financing initiatives and capital allocation strategies during the period.

In addition, subsequent to the reporting period, the Company has continued to advance its liquidity management initiatives, including further refinement of its cost structure, disciplined capital allocation, and ongoing evaluation of financing alternatives.

Based on current operating trends, management estimates that existing liquidity provides a meaningful operational runway. This estimate is supported by reduced operating cash burn, improved cost discipline, and the Company’s ability to actively manage discretionary expenditures and capital deployment. This reduction was driven by the Company’s transition to a leaner operating model and represents a structural improvement in cash flow efficiency.

Management believes that its current capital resources, combined with ongoing strategic initiatives—including the expansion of recurring revenue streams, continued cost optimization, and disciplined treasury management—provide a sufficient foundation to support operations and execute its business plan.

Management’s Plans

Management has developed plans intended to improve liquidity and address these uncertainties, including:

• Accessing additional capital through its digital asset treasury strategy, including investments in Injective (INJ) and related financing arrangements
• Pursuing additional financing and capital-raising activities, including equity and debt financing, as required to support ongoing operations and strategic initiatives
• Continuing cost management initiatives, including reductions in payroll, operating expenses, and discretionary spending
• Generating additional income streams, including staking rewards from digital assets, and monetization of mortgage data
• Implementation of performance-based incentive compensation plans with variable payout structures tied to the achievement of specified thresholds across core operating metrics, including mortgage origination volume, agent network growth, and platform revenue
• Enhancing agent productivity through continued development of the Pineapple Plus platform, including improvements to origination workflow tools, deal management systems, and the core brokerage infrastructure used by Pineapple agents to process and submit mortgage transactions
• Strengthening agent recruiting and retention through enhanced onboarding processes, structured agent feedback programs, and automation of key engagement workflows to improve the agent experience and reduce attrition across the network.

Uncertainty and Risks

While management believes these plans are reasonable and achievable, there can be no assurance that the Company will be successful in implementing them. The Company’s ability to continue as a going concern is dependent upon:

• Its ability to obtain additional financing on acceptable terms
• The stabilization or improvement of operating cash flows
• Market conditions affecting the value and performance of its digital asset holdings

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If the Company is unable to secure adequate funding or achieve its operating objectives, it may be unable to meet its obligations as they become due.

Liquidity Requirements

The Company’s primary liquidity requirements include:

• Working capital to support ongoing operations
• Capital expenditures related to technology development
• Continued investment in its proprietary Pineapple Plus platform
• Personnel costs and compliance infrastructure

The Company currently funds these requirements through a combination of:

• Cash on hand
• Operating cash flows
• External financing arrangements

Capital Allocation Framework

The Company follows a disciplined capital allocation framework designed to balance operational needs and strategic investments:

• Maintain sufficient liquidity to support core operations
• Invest in the core mortgage platform to drive growth and efficiency
• Expand data and technology capabilities to support recurring revenue
• Allocate excess capital to digital asset treasury activities to enhance yield

This framework is intended to support long-term value creation while maintaining financial flexibility and managing liquidity risk.

The following table summarizes our cash flows from operating, investing and financing activities:

Net cash flow from (used in) operating activities

41

Operating Activities

Net cash used in operating activities for the six months ended February 28, 2026 was $3.8 million, compared to $0.8 million in the prior-year period.

The increase in cash used in operating activities was primarily driven by:

• A net loss of $25.9 million, largely attributable to non-cash, market-driven fair value remeasurement of digital asset holdings
• Working capital outflows, including:
• Decrease in accounts payable and accrued liabilities of $1.1 million
• Increases in prepaid expenses and receivables

These were partially offset by significant non-cash adjustments, including:

• $23.0 million unrealized loss on digital assets
• $1.2 million warrant-related expense
• $0.4 million amortization of intangible assets
• $0.2 million staking income, which was recognized as non-cash income

Overall, operating cash flows reflect ongoing net losses and working capital requirements, partially offset by non-cash charges.

Investing Activities

Net cash used in investing activities for the six months ended February 28, 2026 was $19.3 million, compared to $0.5 million in the prior-year period.

The increase was primarily attributable to:

• Acquisition of digital assets, including investments funded through financing arrangements
• Continued investment in technology and platform development

The Company’s investing activities during the period were significantly influenced by its strategic allocation of capital toward digital assets.

Financing Activities

Net cash provided by financing activities for the six months ended February 28, 2026 was $38.2 million, compared to $1.2 million in the prior-year period.

This increase was primarily driven by:

• Proceeds from equity financing, including PIPE transactions
• Proceeds from loan arrangements, including ELOC facilities

These inflows were partially offset by:

• Financing costs
• Transaction-related expenditures

Liquidity Position

As of February 28, 2026, the Company had:

• Cash and restricted cash of $17.9 million, compared to $0.5 million at February 28, 2025

The increase in cash balances was driven by the Company’s financing activities during the period, partially offset by investments in digital assets and operating cash outflows.

Overall Liquidity Assessment

The Company’s liquidity position improved significantly during the six-month period as a result of financing activities. However, the Company continues to generate negative cash flows from operations.

The Company’s ability to meet its obligations and sustain operations is dependent upon:

• Continued access to capital markets
• Management of operating cash flows
• Performance of its digital asset investments and related income streams

Liquidity Runway Analysis

The Company’s liquidity position is supported by cash on hand and access to external financing. As of February 28, 2026, the Company had $17.9 million in cash and restricted cash.

For the six months ended February 28, 2026, net cash used in operating activities was $3.8 million, or an average monthly operating cash outflow of $0.6 million. Based on this historical run rate, existing cash resources would be sufficient to fund operations for 28 to 30 months, assuming no significant changes in operating conditions.

However, the Company’s future liquidity requirements are subject to a number of uncertainties, including:

• Variability in operating cash flows and working capital requirements
• Ongoing investments in digital assets and technology initiatives
• Interest and principal obligations associated with financing arrangements
• Market volatility affecting digital asset valuations and related income streams, including staking rewards

Management may adjust its capital allocation strategy, including the pace of digital asset investments and discretionary expenditures, in response to market conditions and liquidity needs.

The Company’s operating cash burn has been significantly reduced as a result of cost optimization initiatives, including workforce realignment and expense rationalization, which are expected to improve cash flow dynamics going forward.

The Company’s ability to maintain sufficient liquidity beyond the current runway is dependent on its ability to:

• Generate positive operating cash flows
• Access additional financing, if required
• Manage costs and capital expenditures

There can be no assurance that additional financing will be available on acceptable terms, or at all.

The following table presents our liquidity (Non-GAAP):

Liquidity and Capital Resources

Current Assets

As of February 28, 2026, the Company’s total current assets were $23.4 million, compared to $2.3 million as of August 31, 2025, representing an increase of $21.0 million.

The increase was primarily driven by:

• A significant increase in cash to $17.9 million from $2.1 million, reflecting proceeds from financing activities, including equity issuances and loan arrangements
• The recognition of a $5.0 million loan receivable, representing amounts advanced under financing arrangements
• Modest increases in trade and other receivables and prepaid expenses and deposits, reflecting normal business activity and timing of payments

Cash

Cash increased to $17.9 million as of February 28, 2026, compared to $2.1 million as of August 31, 2025.

The increase was primarily attributable to:

• Proceeds from equity financing, including PIPE transactions
• Loan proceeds received during the period

These inflows were partially offset by:

• Investments in digital assets
• Operating cash outflows

Trade and Other Receivables

Trade and other receivables increased to $213,560, compared to $92,223 at August 31, 2025. The increase was driven by the timing of billings and collections at period end.

Prepaid Expenses and Deposits

Prepaid expenses and deposits increased to $246,820, compared to $110,001 at August 31, 2025. The increase was driven by advance payments for software subscriptions, insurance premiums, and other service contracts.

Loan Receivable

The Company recorded a loan receivable of $5.0 million as of February 28, 2026, which was not present in the prior period. This represents financing arrangements entered into during the period.

Current Liabilities

As of February 28, 2026, total current liabilities were $20.3 million, compared to $3.0 million as of August 31, 2025, representing an increase of $17.3 million.

The increase was primarily driven by:

• Recognition of a loan payable of $19.0 million, related to financing arrangements entered into during the period
• The recognition of a derivative liability of $18,730

These increases were partially offset by:

• A decrease in accounts payable and accrued liabilities to $1.0 million, reflecting timing of vendor payments
• Elimination of the loan from directors, which was repaid or settled during the period

Other Current Liabilities

• Deferred revenue decreased slightly to $98,992, reflecting the delivery of services during the period
• The current portion of lease liabilities increased modestly to $146,296, reflecting scheduled lease payments

Working Capital and Liquidity Position

As of February 28, 2026, the Company reported working capital of $3.1 million, compared to a working capital deficit in the prior period.

The Company’s liquidity position improved significantly during the period as a result of financing activities, including equity issuances and loan proceeds. These inflows strengthened the Company’s cash position and supported its investment and operational activities.

Management continues to monitor working capital levels, cash flows, and financing requirements closely. The Company believes that its current cash resources, together with access to financing arrangements and expected operating cash flows, are sufficient to meet its short-term obligations and support its near-term operating and strategic initiatives.

Outlook

Management believes the Company is entering a transition from a period of capital formation and strategic investment toward one of execution, operating leverage, and earnings quality.

With the majority of recent financing and balance sheet initiatives completed, the Company’s focus is shifting toward delivering consistent operating performance, improving unit economics, and scaling higher-margin and recurring revenue streams.

Key strategic priorities include:

• Expanding mortgage origination volume through targeted agent recruitment, improved activation, and increased productivity across the existing agent base
• Increasing revenue per transaction through pricing discipline and the expansion of ancillary products and services
• Scaling recurring revenue streams, including subscription-based platform offerings and the development of data-driven products and analytics capabilities
• Enhancing capital efficiency through disciplined treasury management, including the continued deployment and optimization of the Company’s digital asset treasury strategy
• Maintaining cost discipline and driving operating leverage, including ongoing optimization of the Company’s cost structure and workflow efficiency. Management believes that the integration of these initiatives will support a more scalable and higher-margin operating model over time, with improved earnings quality and reduced reliance on purely transactional revenue streams.

While near-term results may be impacted by macroeconomic conditions, including interest rate dynamics and housing market activity, as well as volatility in digital asset markets, management believes these factors do not alter the Company’s long-term strategic direction or underlying operating trajectory.

The Company remains focused on disciplined execution, capital allocation, and the delivery of measurable operating improvements as it progresses through 2026. Management believes that continued execution against these priorities will position the Company to deliver improved financial performance and long-term shareholder value.

Critical Accounting Policies and Significant Judgments and Estimates

This management’s discussion and analysis of the financial condition and results of operations is based on our financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of Revenue and expenses during the reported period. Per U.S. GAAP, we base our estimates on historical experience and various other assumptions we believe to be reasonable under the circumstances. Actual results may differ from these estimates if conditions differ from our assumptions. While our significant accounting policies are more fully described in Note 2 in the “Notes to Financial Statements,” we believe the following accounting policies are critical to making effective judgments and estimates in preparing our financial statements.

Revenue Recognition

The Company has adopted ASC 606, Revenue from Contracts with Customers, which provides a single comprehensive model for revenue recognition. The core principle of the standard is that Revenue should be recognized when goods or services are transferred to customers at an amount that was driven by the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard introduced a new contract- based revenue recognition model with a measurement approach that is based on an allocation of the transaction price. It establishes a five-step model to account for revenue arising from contracts with customers. Under this standard, Revenue is recognized at an amount that was driven by the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer. The standard requires entities to exercise Judgment, taking into consideration all of the relevant facts and circumstances when applying each step of the model to contracts with customers. Additionally, the standard specifies the accounting for incremental costs of obtaining a contract and the costs directly related to fulfilling a contract.

When the Company transfers goods or services to a customer, Revenue is recognized at an amount that was driven by the consideration expected to be received.

The Company operates an online platform, that enables brokers and agents to efficiently close deals.

The Company’s subsidiary, Pineapple Insurance Inc., generates Revenue by charging premiums for insurance policies and services. Pineapple Insurance is affiliated with a major insurance company, from which it earns commissions for providing services, primarily mortgage insurance. Mortgage insurance is a offered for each mortgage. Pineapple Insurance acts as the agent that supplies insurance services to the consumer and is paid a commission from the premiums collected by the insurance company whose products and services it provides to the end consumer.

Basis of presentation, functional and presentation currency

The Company’s headquarters is in Ontario, Canada, and the functional currency is in Canadian Dollars (CAD) with the presentation currency being US Dollars (USD). The Company’s subsidiaries have a functional currency of CAD and presentation currency of USD which have been applied consistently.

There will be a foreign currency translation undertaken to report under US GAAP which will be the basis of presentation.

Foreign Currency Transactions and Translation

Although the Company conducts substantially all of its operating activities and generates nearly all revenues and expenses in Canadian dollars (“CAD”), it engages in certain financing and vendor transactions that are denominated in U.S. dollars (“USD”). These USD-denominated balances include equity proceeds raised in USD, payments to U.S.-based service providers, and other non-operating expenditures.

Foreign currency transactions are translated into CAD at the exchange rate in effect on the transaction date. Monetary assets and liabilities denominated in USD are remeasured at the closing exchange rate at each reporting date, and the resulting foreign exchange gains or losses are recognized in the consolidated statements of operations.

In addition, because the Company reports its consolidated financial statements in U.S. dollars, CAD-denominated assets, liabilities, revenues, and expenses are translated into USD using appropriate period-end or average exchange rates. These translation adjustments are recorded within other comprehensive income (loss) and do not impact the Company’s underlying cash flows or economic performance.

Lease Accounting

The relevant criteria applicable is ASC 842. We assess at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. We apply a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. We recognize lease liabilities to make lease payments and right-of- use assets representing the right to use the underlying assets.

At the commencement date of the lease, we recognize lease liabilities measured at the present value of lease payments to be made over the lease term. Lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. Lease payments also include the exercise price of a purchase option reasonably certain to be exercised by us and payments of penalties for terminating the lease, if the lease term reflects us exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognized as expenses in the period in which the event or condition that triggers the payment occurs. In calculating the present value of lease payments, we use our incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

We recognize right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

Investments

We invested in a commercial mortgage firm, MCommercial, based in Montreal and Toronto, Canada representing 5% of the total issued and outstanding shares. This strategic partnership allows Pineapple residential mortgage agents to have access to a leading commercial mortgage firm and experts, which will expand their product offerings, service levels and corporate Revenue through increased transactions.

The Company entered into a share purchase agreement with 9142-2964 Quebec Inc. pursuant to which the Company acquired five Class A Shares of 7326904 Canada Inc. (dba as Mortgage Alliance Corporation) (“Alliance”), representing 5% of the total issued and outstanding shares of Alliance. Alliance is a mortgage brokerage firm based in Ontario, Canada with locations in Calgary, Vancouver and Halifax.

The total amount of both investments was recorded at fair value, and any impairment loss is recognized in profit and loss account.

Evaluation of Disclosure Controls and Procedures

Management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of February 28, 2026.

Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were not effective as of February 28, 2026 due to the material weakness in internal control over financial reporting described below.

Management has identified a material weakness in the Company’s internal control over financial reporting related to insufficient segregation of duties within the finance function, primarily due to a limited number of personnel responsible for financial reporting and accounting functions.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s financial statements will not be prevented or detected on a timely basis.

Notwithstanding the material weakness described above, management believes that the condensed interim consolidated financial statements included in this Quarterly Report fairly present, in all material respects, the Company’s financial position, results of operations, and cash flows in accordance with U.S. GAAP.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.