SDCO — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-14

• The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited condensed financial statements and the related notes included elsewhere in this Quarterly Report, and with the audited financial statements and notes included in our …

• This Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include statements about our plans to commercialize the acquired drone…

• Forward-looking statements are not guarantees of future performance. They are based on assumptions and are subject to risks and uncertainties, many of which are outside our control. Those risks include our lack of revenue and our history of losses, our substantial doubt about our ability to continue…

• We were originally incorporated in the State of Colorado on July 14, 1995, moved our domicile to Nevada in 2006 and redomiciled as a Florida corporation in March 2022. We filed Articles of Amendment with the Secretary of State of the State of Florida on June 16, 2026 changing our name from Hallmark …

• On June 9, 2026, we entered into a Change of Control Agreement with Selkirk Global Holdings, LLC, an entity owned by our director Paul L. Strickland, and EQUORIX LLC. In connection with that transaction, and as described in Note 4 to the accompanying financial statements, we entered into an Intellec…

Text removed vs the prior filing · source: 10-Q · 2026-05-29

• The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q, and our audited financial statements and related no…

• This Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on current expectations and assumptions that are subje…

• We have no operations from a continuing business other than expenditures related to running the Company. All of our historical business operations have ceased. Management intends to explore and identify business opportunities within the U.S. and other jurisdictions, including a potential acquisition…

• We do not currently engage in any business activities that provide revenue or cash flow. During the next 12-month period, we anticipate incurring costs in connection with investigating, evaluating, and negotiating potential business combinations and/or asset acquisitions, filing reports with the SEC…

• Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025

Text added vs the prior filing · source: 10-Q · 2026-08-14

• Our management, with the participation of our principal executive officer and our principal financial officer, evaluated the effectiveness of our disclosure controls and procedures, as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of t…

• The conclusion that our disclosure controls and procedures were not effective reflects material weaknesses that arise from the size and structure of the Company. We do not have a sufficient number of accounting personnel to permit segregation of duties, we do not have an audit committee or an indepe…

• Management intends to remediate these weaknesses as resources permit, including by adding independent directors, establishing an audit committee, and increasing internal accounting capacity. We cannot provide assurance as to when remediation will be complete.

• There were no changes in our internal control over financial reporting during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting, other than changes in the composition of our board of directors a…

Text removed vs the prior filing · source: 10-Q · 2026-05-29

• Our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Ba…

• There were no changes in our internal control over financial reporting during the quarter ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Text added vs the prior filing · source: 10-Q · 2026-08-14

• As a smaller reporting company, we are not required to provide the information otherwise required by this Item. However, our business, financial condition and prospects changed materially during the quarter as a result of the change of control and the intellectual property acquisition described in N…

• ● We have no revenue, no commercial operations and a history of losses, and there is substantial doubt about our ability to continue as a going concern.

• ● The acquired patents and design registrations are registered only in the Republic of Korea. The corresponding technologies are not protected by registration outside Korea, and third parties may practice them freely in the United States and other markets we intend to serve.

• ● Registration of the assignments with the Korean Intellectual Property Office was not complete as of June 30, 2026. Until registration is complete, our ownership may be more difficult to enforce against third parties in Korea.

• ● We granted Sundori Drone Co., Ltd. a royalty-free, perpetual, exclusive license back to the assigned intellectual property within the Republic of Korea. We therefore cannot exploit the assigned intellectual property in Korea.

Text removed vs the prior filing · source: 10-Q · 2026-05-29

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