MDLK 10-Q/A

ModuLink Inc. (MDLK)

10-Q/A 2026-08-21 For: 2026-06-30

View Original

Added on August 21, 2026

nevada		45-5692180
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		N/A		N/A

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

		Page

	PART I - FINANCIAL INFORMATION	1

Item 1.	Financial Statements	1

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

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24

Item 4.	Controls and Procedures	21

	PART II - OTHER INFORMATION	25

Item 1.	Legal Proceedings	25

Item 1A.	Risk Factors	25

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25

Item 3.	Defaults Upon Senior Securities	25

Item 4.	Mine Safety Disclosures	25

Item 5.	Other Information	25

Item 6.	Exhibits	26

	SIGNATURES	27

	·	Adverse changes in economic and political policies of the PRC government could have a material and adverse effect on overall economic growth in China and Hong Kong, which could materially and adversely affect our business. Please see “Risk Factors-We face the risk that changes in the policies of the PRC government could have a significant impact upon the business we may be able to conduct in Hong Kong and the profitability of such business.” and “Substantial uncertainties and restrictions with respect to the political and economic policies of the PRC government and PRC laws and regulations could have a significant impact upon the business that we may be able to conduct in the PRC and accordingly on the results of our operations and financial condition.”
	·	We are a holding company with operations conducted through our wholly owned subsidiaries based in Hong Kong and an affiliated company in Australia. We will set up joint-venture entities for property development projects. This structure presents unique risks as our investors may never directly hold equity interests in our Hong Kong subsidiaries and will be dependent upon contributions from our subsidiaries to finance our cash flow needs. Any limitation on the ability of our subsidiaries to make payments to us could have a material adverse effect on our ability to conduct business. We are currently focused on reinvesting our earnings to support future growth and innovation. As a result, we do not anticipate paying dividends in the foreseeable future. Please see “Risk Factors - Because our holding company structure creates restrictions on the payment of dividends or other cash payments, our ability to pay dividends or make other payments is limited.”
	·	There is a possibility that the PRC could prevent our cash maintained in Hong Kong from leaving or the PRC could restrict the deployment of the cash into our business or for the payment of dividends. We rely on dividends from our Hong Kong subsidiary for our cash and financing requirements, such as the funds necessary to service any debt we may incur. Any such controls or restrictions may adversely affect our ability to finance our cash requirements, service debt or make dividend or other distributions to our shareholders. Please see “Risk Factors - Our Hong Kong subsidiary may be subject to restrictions on paying dividends or making other payments to us, which may restrict its ability to satisfy liquidity requirements, conduct business and pay dividends to holders of our common stock.”; “Risk Factors - PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay or prevent us from using the proceeds we receive from offshore financing activities to make loans to or make additional capital contributions to our Hong Kong subsidiary, which could materially and adversely affect our liquidity and our ability to fund and expand business.”; “Risk Factors - Because our holding company structure creates restrictions on the payment of dividends or other cash payments, our ability to pay dividends or make other payments is limited.” and “Transfers of Cash to and from our Subsidiaries.”
	·	PRC regulation of loans to and direct investments in PRC entities by offshore holding companies may delay or prevent us from using the proceeds of the offering to make loans or additional capital contributions to our operating subsidiaries in Hong Kong. Substantial uncertainties exist with respect to the interpretation of the PRC Foreign Investment Law and how it may impact the viability of our current corporate structure, corporate governance and business operations. Please see “Risk Factors- PRC regulation of loans to and direct investment in PRC entities by offshore holding companies and governmental control of currency conversion may delay or prevent us from using the proceeds we receive from offshore financing activities to make loans to or make additional capital contributions to our Hong Kong subsidiaries, which could materially and adversely affect our liquidity and our ability to fund and expand business.”
	·	The legal and regulatory environment in Hong Kong has continued to evolve in recent years. While Hong Kong maintains a separate legal system from mainland China, government authority in mainland China may change Hong Kong’s rules and regulations with little to no advance notice, and can intervene and influence our operations and business activities in Hong Kong. We are currently not required to obtain approval from Chinese authorities to list on U.S. exchanges. However, if our subsidiaries or the holding company were required to obtain approval in the future, or we erroneously conclude that approvals were not required, or we were denied permission from Chinese authorities to operate or to list on U.S. exchanges, we will not be able to continue listing on a U.S. exchange and the value of our common stock would likely significantly decline or become worthless, which would materially affect the interest of the investors. There is a risk that the Chinese government may intervene or influence our operations, or may exert more control over offerings conducted overseas and/or foreign investment in Hong Kong-based issuers, which could result in a material change in our operations and/or the value of our securities. Further, any actions by the Chinese government to exert more oversight and control over offerings that are conducted overseas and/or foreign investment in China-based issuers would likely significantly limit or completely hinder our ability to offer or continue to offer securities to investors and cause the value of such securities to significantly decline or be worthless. Please see “Risk Factors-We face the risk that changes in the policies of the PRC government could have a significant impact upon the business we may be able to conduct in the Hong Kong and the profitability of such business.” and “Substantial uncertainties and restrictions with respect to the political and economic policies of the PRC government and PRC laws and regulations could have a significant impact upon the business that we may be able to conduct in Hong Kong and accordingly on the results of our operations and financial condition.” and “The Chinese government exerts substantial influence over the manner in which we must conduct our business activities. We are currently not required to obtain approval from Chinese authorities to list on U.S exchanges. However, to the extent that the Chinese government exerts more control over offerings conducted overseas and/or foreign investment in China-based issuers over time and if our PRC subsidiaries or the holding company were required to obtain approval in the future and were denied permission from Chinese authorities to list on U.S. exchanges, we will not be able to continue listing on U.S. exchange and the value of our common stock may significantly decline or become worthless, which would materially affect the interest of the investors.”

	·	Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment.
	·	We may become subject to a variety of laws and regulations in the PRC regarding privacy, data security, cybersecurity, and data protection. We may be liable for improper use or appropriation of personal information provided by our customers. Please see “Risk Factors- The Chinese government exerts substantial influence over the manner in which we must conduct our business activities. We are currently not required to obtain approval from Chinese authorities to list on U.S exchanges. However, to the extent that the Chinese government exerts more control over offerings conducted overseas and/or foreign investment in China-based issuers over time and if our PRC subsidiaries or the holding company were required to obtain approval in the future and were denied permission from Chinese authorities to list on U.S. exchanges, we will not be able to continue listing on U.S. exchange and the value of our common stock may significantly decline or become worthless, which would materially affect the interest of the investors.”
	·	Under the Enterprise Income Tax Law of the PRC (“EIT Law”), we may be classified as a “Resident Enterprise” of China. Such classification will likely result in unfavorable tax consequences to us and our non-PRC shareholders. Please see “Risk Factors- Our global income may be subject to PRC taxes under the PRC Enterprise Income Tax Law, which could have a material adverse effect on our results of operations.”
	·	Failure to comply with PRC regulations relating to the establishment of offshore special purpose companies by PRC residents may subject our PRC resident Shareholders to personal liability, may limit our ability to acquire Hong Kong and PRC companies or to inject capital into our Hong Kong subsidiary, may limit the ability of our Hong Kong subsidiaries to distribute profits to us or may otherwise materially and adversely affect us.
	·	The recent joint statement by the SEC and PCAOB, and the Holding Foreign Companies Accountable Act all call for additional and more stringent criteria to be applied to emerging market companies upon assessing the qualification of their auditors, especially the non-U.S. auditors who are not inspected by the PCAOB. Trading in our securities may be prohibited under the Holding Foreign Companies Accountable Act if the PCAOB determines that it cannot inspect or investigate completely our auditor, and that as a result an exchange may determine to delist our securities. The Consolidated Appropriations Act, 2023 amended the HFCAA and reduced the number of consecutive non-inspection years required for triggering the prohibitions under the HFCAA from three years to two thus reducing the time before our securities may be prohibited from trading or being delisted. Pursuant to the HFCAA, the Public Company Accounting Oversight Board (PCAOB) issued its report notifying the Commission that it is unable to inspect or investigate completely accounting firms headquartered in mainland China or Hong Kong due to positions taken by authorities in mainland China and Hong Kong. This report was vacated on December 15, 2022. Our auditor is not subject to the determinations announced by the PCAOB on December 16, 2021. However, in the event the Chinese authorities subsequently take a position disallowing the PCAOB to inspect our auditor, then we would need to change our auditor to avoid having our securities delisted. Please see “Risk Factors- The Holding Foreign Companies Accountable Act requires the Public Company Accounting Oversight Board (PCAOB) to be permitted to inspect the issuer's public accounting firm within three years. This three-year period was shortened to two upon the enactment of the Consolidated Appropriations Act, 2023. There are uncertainties under the PRC Securities Law relating to the procedures and requisite timing for the U.S. securities regulatory agencies to conduct investigations and collect evidence within the territory of the PRC. If the U.S. securities regulatory agencies are unable to conduct such investigations, they may suspend or de-register our registration with the SEC and delist our securities from applicable trading market within the US.”
	·	You may be subject to PRC income tax on dividends from us or on any gain realized on the transfer of shares of our common stock. Please see “Risk Factors- Dividends payable to our foreign investors and gains on the sale of our shares of common stock by our foreign investors may become subject to tax by the PRC.”
	·	We face uncertainties with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies. Please see “Risk Factors- We and our shareholders face uncertainties with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies.”
	·	We are organized under the laws of the State of Nevada as a holding company that conducts its business through a number of subsidiaries organized under the laws of foreign jurisdictions such as Hong Kong and the British Virgin Islands. This may have an adverse impact on the ability of U.S. investors to enforce a judgment obtained in U.S. Courts against these entities, bring actions in Hong Kong against us or our management or to effect service of process on the officers and directors managing the foreign subsidiaries. Please see “Risk Factors- It may be difficult for stockholders to enforce any judgment obtained in the United States against us, which may limit the remedies otherwise available to our stockholders.”
	·	U.S. regulatory bodies may be limited in their ability to conduct investigations or inspections of our operations in China.
	·	There are significant uncertainties under the EIT Law relating to the withholding tax liabilities of our PRC subsidiary, and dividends payable by our PRC subsidiary to our offshore subsidiaries may not qualify to enjoy certain treaty benefits. Please see “Risk Factors- Our global income may be subject to PRC taxes under the PRC Enterprise Income Tax Law, which could have a material adverse effect on our results of operations.”

Contents	Page

Unaudited Interim Financial Statements as of and for the three and six months ended June 30, 2026 and 2025

Consolidated Balance Sheets	F-1

Consolidated Statements of Operations and Comprehensive Loss	F-2

Consolidated Statements of Stockholders’ Equity	F-3

Consolidated Statements of Cash Flows	F-4

Notes to Unaudited Consolidated Financial Statements	F-5 – F-18


	Note(s)	June 30, 2026 (Unaudited)			December 31, 2025 (Audited)

ASSETS

Current Assets
Cash and bank balance		$	113,845		$	152,786
Accounts receivable	4		186,660			1,900
Prepaid expenses and other current assets, net	6		152,970			64,846
Amount due from a related company	7		–			58,219
Amount due from an associate	8		183,968			165,388
Amount due from immediate holding company	9		17,534			16,334
Amount due from a director	16		47,264			–
Loan receivable	10		160,531			156,954
Total Current Assets			862,772			616,427

Equipment, net	11		34,981			44,940
Investment in an associate	12		3			3
Long term prepayment	13		18,077			18,077
Total Non-Current Assets			53,061			63,020
TOTAL ASSETS		$	915,833		$	679,447

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current Liabilities
Accounts payable	14	$	41,597		$	33,461
Accrued expenses and other payables			54,487			82,880
Contract liabilities	5		77,545			187,100
Tax liabilities			55,500			55,500
Amount due to related companies	15		273,336			227,801
Amount due to directors	16		135,675			10,386
Notes payable	17		137,595			132,260
Total Current Liabilities			775,735			729,388

TOTAL LIABILITIES			775,735			729,388

STOCKHOLDERS’ EQUITY
Preferred stock: Series A Convertible Preferred Shares, $0.001 par value, 10,000,000 shares authorized, shares issued and outstanding: 210,250 and 200,000 as of June 30, 2026 and December 31, 2025, respectively			210			200
Common stock, $0.001 par value, 6,000,000,000 shares authorized, shares issued and outstanding: 3,969,933,920 as of June 30, 2026 and December 31, 2025			3,969,934			3,969,934
Additional paid-in capital			490,400			99,410
Exchange reserve			366			366
Accumulated deficit			(4,415,377	)		(4,119,851	)
Non-controlling interest			94,565			–
TOTAL STOCKHOLDERS’ EQUITY	19		140,098			(49,941	)

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	915,833		$	679,447


		Three months ended June 30,			Six months ended June 30,			Three months ended June 30,			Six months ended June 30,
	Note(s)	2026			2026			2025			2025
REVENUES
Service income	22	$	359,954		$	511,794		$	338,887		$	767,983

COST OF REVENUES
Cost of services			(265,607	)		(401,339	)		(297,346	)		(676,896	)

GROSS PROFIT			94,347			110,455			41,541			91,087

OPERATING EXPENSES
General and administrative			(184,034	)		(388,201	)		(313,352	)		(560,465	)
Total operating expenses			(184,034	)		(388,201	)		(313,352	)		(560,465	)

LOSS FROM OPERATIONS			(89,687	)		(277,746	)		(271,811	)		(469,378	)

OTHER INCOME
Gain on bargain purchase of an acquisition			28,477			28,477			–			–
Interest income			1,789			3,578			1,961			3,899
Interest expense			(2,708	)		(5,334	)		(2,501	)		(4,926	)
Total other income (expenses)			27,558			26,721			(540	)		(1,027	)

SHARING OF ASSOCIATE LOSS			(9,618	)		(29,587	)		–			–

NET LOSS BEFORE INCOME TAX			(71,747	)		(280,612	)		(272,351	)		(470,405	)
Income tax	23		–			–			–			(8,822	)

NET LOSS			(71,747	)		(280,612	)		(272,351	)		(479,227	)

OTHER COMPREHENSIVE INCOME
Other comprehensive income			–			–			–			–

COMPREHENSIVE LOSS		$	(71,747	)	$	(280,612	)	$	(272,351	)	$	(479,227	)

ATTRIBUTABLE TO
- Stockholders of the Company			(86,661	)		(295,526	)		(272,351	)		(479,227	)
- Non-controlling shareholders			14,914			14,914			–			–
Net Loss		$	(71,747	)	$	(280,612	)		(272,351	)		(479,227	)
NET LOSS PER ORDINARY SHARE – BASIC	21	$	(0.000018	)	$	(0.000071	)	$	(0.000069	)	$	(0.000121	)

NET LOSS PER ORDINARY SHARE – DILUTED	21	$	(0.000009	)	$	(0.000035	)	$	(0.000034	)	$	(0.000060	)


	Common stock (i)				Preferred stock				Additional paid-in capital		Exchange		Accumulated						Non-Controlling		Total
	Shares		Amount		Shares		Amount		(Note 1)		reserve		deficit			Total			Interest		equity
Balance as of January 1, 2026		3,969,933,920	$	3,969,934		200,000	$	200	$	99,410	$	366	$	(4,119,851	)	$	(49,941	)	$	–	$	(49,941	)
Net loss for the period		–		–		–		–		–		–		(208,865	)		(208,865	)		–		(208,865	)
Balance as of March 31, 2026		3,969,933,920	$	3,969,934		200,000	$	200	$	99,410	$	366	$	(4,328,716	)	$	(258,806	)		–	$	(258,806	)
Share issuance		–		–		3,750		4		299,996		–		–			300,000			–		300,000
Acquisition of a subsidiary		–		–		6,500		6		90,994		–		–			91,000			79,651		170,651
Net (loss) / profit for the period		–		–		–		–		–		–		(86,661	)		(86,661	)		14,914		(71,747	)
Balance as of June 30, 2026		3,969,933,920	$	3,969,934		210,250	$	210	$	490,400	$	366	$	(4,415,377	)	$	9,380		$	94,565	$	140,098


	Six months ended June 30,
	2026			2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss before income tax	$	(280,612	)	$	(470,405	)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation of equipment		12,540			4,740
Gain on bargain purchase of an acquisition		(28,477	)		–
Changes in operating assets and liabilities:
Accounts receivable		(162,837	)		(153,847	)
Prepaid expenses and other current assets, net		30,668			24,617
Amount due from an associate		(18,580	)		(158,063	)
Amounts due from related companies		58,219			(66,284	)
Amount due from immediate holding company		(1,200	)		–
Accounts payable		(2,059	)		276,863
Contract liabilities		(109,555	)		5,523
Accrued expenses and other payables		(28,392	)		(307,964	)
Amount due to related companies		45,535			(200,795	)
Amount due to directors		122,930			–
Notes payable		5,335			4,926
Net cash used in operating activities		(356,485	)		(1,040,689	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment		(1,765	)		(5,073	)
Net cash inflow from acquisition of a subsidiary		22,886			–
Net cash provided by (used in) investing activities		21,121			(5,073	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from share issuance		300,000			1,069,230
Loan receivable		(3,577	)		(3,691	)
Net cash provided by financing activities		296,423			1,065,539

NET (DECREASE) INCREASE IN CASH		(38,941	)		19,777

CASH, BEGINNING OF PERIOD		152,786			382,127

CASH, END OF PERIOD	$	113,845		$	401,904


	Place of	Ownership/Control interest attributable to the Company
Name	Incorporation	June 30, 2026	December 31, 2025	Principal activities
ModuLink Investment Limited (“MIL”) (i)	British Virgin Islands	100%	100%	Holding company
ModuLink Corporation Limited (“MCL”) (ii)	Hong Kong	100%	100%	Holding company and provision of intergroup management services
Zenith Integrated Modular Limited (“ZIML”) (iii)	Hong Kong	100%	100%	Provision of construction and engineering services
Zenith AY Modular Buildings Company Limited (“ZAMBCL”) (iv)	Hong Kong	100%	100%	Provision of project management services in overseas (vi)
ModuLink InnoTech Limited (“MITL”) (v)	Hong Kong	100%	100%	Provision of technology management services
ASA Robotics Limited (“ASA”) (vii)	Hong Kong	60%	-	Provision of robotics and AI healthcare solutions
ModuLink Innotech Pty Limited (“MIPL”) (viii)	Australia	80%	80%	Provision of AI healthcare and smart living solutions

i)	ModuLink Investment Limited was incorporated on March 13, 2025 in the British Virgin Islands.

ii)	ModuLink Corporation Limited was incorporated on June 26, 2024 in Hong Kong.

iii)	ZIML was incorporated on August 13, 2021, as a wholly owned subsidiary of a Hong Kong limited company, which was beneficially held by Anthony Hin Wah TAM (“Mr. TAM”), a major shareholder, director and chairman of the Company. On August 1, 2024, a share swap agreement was executed among ZIML, MCL, the Hong Kong entity held by Mr. TAM, and two other major shareholders of MIL. Pursuant to this agreement, Mr. TAM exchanged his entire ultimate shareholding in ZIML for a 50% equity interest in MCL prior to private placements to other shareholders. After the transaction, ZIML became the wholly-owned subsidiary of MCL.

iv)	ZAMBCL was incorporated on March 4, 2024, and was jointly owned by a Hong Kong company, which was beneficially held by Sai Kit AU-YEUNG (“Mr. AU-YEUNG”) (70%) and ZIML (30%). Mr. AU-YEUNG is also a major shareholder, director and chief financial officer of the Company. On August 1, 2024, a share swap agreement was signed among ZAMBCL, MCL, ZIML, Mr. AU YEUNG and his company. Pursuant to this agreement, Mr. AU-YEUNG transferred his 70% shareholding in ZAMBCL in exchange for a 25% equity interest in MCL prior to private placements to other shareholders. After the transaction, ZAMBCL became the wholly-owned subsidiary of ZIML.

v)	MITL was incorporated on December 17, 2021, and was jointly owned a Hong Kong limited company, which was beneficially held by Wah FU (“Mr. FU”) (40%) and ZIML (60%). Mr. FU is a major shareholder, director and chief executive officer of the Company. On August 1, 2024, a share swap agreement was executed among MITL, MCL, ZIML, Mr. FU and his company. Pursuant to this agreement, Mr. FU exchanged his 40% shareholding in MITL for a 25% equity interest in MCL prior to private placements to other shareholders. After the transaction, MITL became the wholly-owned subsidiary of ZIML.

vi)	ZAMBCL has not commenced business during the six months ended June 30, 2026.

vii)	ASA Robotics Limited, a Hong Kong-based robotics and intelligent automation company, was acquired by the Company on April 23, 2026, through the acquisition of a 60% equity interest.

viii)	MIPL was incorporated on September 15, 2025 and has not commenced business during the six months ended June 30, 2026.

Schedule of accounts receivable
	June 30, 2026		December 31, 2025
Accounts receivable	$	186,660	$	1,900
Less: provision for credit losses		–		–
Total	$	186,660	$	1,900

Schedule of billings in excess of costs
	June 30, 2026			December 31, 2025
Contract costs incurred plus estimated earnings	$	1,471,770		$	1,106,982
Less: Progress billings		(1,549,315	)		(1,294,082	)
Contract liabilities	$	(77,545	)	$	(187,100	)


	June 30, 2026		December 31, 2025
Prepaid expenses	$	118,055	$	29,932
Other receivables		34,915		34,914
	$	152,970	$	64,846

Schedule of equipment, net
	June 30, 2026			December 31, 2025
Office equipment	$	5,597		$	5,387
Computer equipment		34,107			29,891
Furniture and Fixtures		25,151			12,346
Leasehold improvement		14,819			14,819
Less: accumulated depreciation		(44,693	)		(17,503	)
Total	$	34,981		$	44,940


Ownership/Control interest	40%			40%
Non-current assets	$	222,546		$	–
Current assets		1,215			–
Non-current liabilities		–			–
Current liabilities		(373,607	)		–
Net liabilities (100%)	$	(149,846	)	$	–

Group’s share of net liabilities (40%)	$	(59,938	)	$	–


	Six months ended June 30, 2026			Six months ended June 30, 2025
Revenue	$	–		$	–
Loss from continuing operations		(78,731	)		–
Other comprehensive income		4,763			–
Total comprehensive loss (100%)	$	(73,968	)	$	–

Group’s share of comprehensive loss (40%)	$	(29,587	)	$	–

Schedule of accounts receivable
	June 30, 2026		December 31, 2025
Accounts payable	$	41,597	$	33,461


	June 30, 2026		December 31, 2025
Zenith (PMS) Limited	$	41,781	$	–
AY Consulting Services Company		231,555		227,801
Total	$	273,336	$	227,801

Schedule of notes payable
					Outstanding Amount (including accrued interest)
Name of Note Holder		Principal Amount	Date of Issuance		June 30, 2026	December 31, 2025
Zenith (Hong Kong) Engineering Limited	$	75,000	Oct 2, 2017	$	50,278	$	48,329
Zenith (Hong Kong) Engineering Limited		65,000	Nov 17, 2019		87,317		83,931
	$	140,000		$	137,595	$	132,260

Schedule of related party transaction
	Three months ended June 30,		Six months ended June 30,		Three months ended June 30,		Six months ended June 30,
	2026		2026		2025		2025
Project and design management service fees paid to Zenith (PMS) Limited	$	–	$	57,692	$	134,615	$	269,230
Subcontracting construction service fees paid to Zenith (PMS) Limited	$	–	$	–	$	130,188	$	130,188
Product development fees paid to Leidenford Ltd.	$	11,538	$	23,072	$	11,538	$	23,076

Schedule of revenue
	Three months ended June 30,		Six months ended June 30,		Three months ended June 30,		Six months ended June 30,
	2026		2026		2025		2025

Design and build services	$	220,452	$	364,790	$	250,015	$	550,034
Project design and management services		–		–		88,872		217,949
AI healthcare solutions and sales of other goods		139,502		147,004		–		–
Total	$	359,954	$	511,794	$	338,887	$	767,983

Schedule of identifiable assets acquired and liabilities assumed
Cash and cash equivalents	$	22,886
Accounts receivable		21,923
Other current assets		166,057
Equipment		816
Total identifiable assets acquired	$	211,682

Accounts payable and accrued liabilities	$	(12,554	)
Total liabilities assumed	$	(12,554	)

Identifiable net assets acquired	$	199,128
Less: Noncontrolling interest		(79,651	)
Less: Fair value of consideration transferred		(91,000	)
Gain on bargain purchase	$	28,477

Name		Position
TAM, Hin Wah Anthony		Chairman
FU, Wah		Chief Executive Officer
AU-YEUNG, Sai Kit		Chief Financial Officer and Secretary
WONG, Ho Man Alex		Non-Executive Director
FUNG, Kwai Kin		Non-Executive Director

(1)	ModuLink Inc., a Nevada corporation, is our parent holding company and conducts no business operations.
(2)	ModuLink Investment Limited, a British Virgin Islands limited company, is a holding company.
(3)	ModuLink Corporation Limited, a Hong Kong limited liability company, focuses on strategic planning and providing intergroup management services serving its subsidiaries.
(4)	Zenith Integrated Modular Limited, a Hong Kong limited liability company, provides design, engineering and holistic project management services, including project planning, procurement, logistics, assembly and installation.
(5)	ModuLink InnoTech Limited, a Hong Kong limited liability company, is a technology development company focused on Air-to-Water (A2W) technology and building management systems with built-in software to enable real-time monitoring and control.
(6)	Zenith AY Modular Buildings Company Limited, a Hong Kong limited liability company, is an investment holding and project investment company
(7)	ModuLink Australia Pty. Limited., an Australian limited liability company, is a project management company that facilitates project development in Australia. Each of Zenith AY Modular Buildings Company Limited and Zenith (PMS) Limited, a Hong Kong company, hold 40% and 60% of the outstanding securities of ModuLink Australia Pty. Ltd. TAM, Hin Wah Anthony, our Chairman of the Board, is the director and controlling shareholder of Zenith (PMS) Limited.
(8)	ModuLink Innotech Pty. Limited, an Australian limited liability company, provides AI healthcare and smart living solutions in Australia. ModuLink InnoTech Limited holds 80% equity interest in ModuLink Innotech Pty. Limited.
(9)	ASA Robotics Limited is a Hong Kong limited liability company specializing in advanced robotics and AI automation solutions for healthcare and industrial applications. The Company completed the acquisition of 60% interest in ASA Robotics Limited pursuant to the terms of the Share Purchase Agreement on April 23, 2026.

	Three Months Ended June 30,
	2026			2025
Revenues:
Design and build services	$	220,452		$	250,015
Project design and management services		–			88,872
AI healthcare solutions and sales of goods		139,502			–
Total revenue		359,954			338,887
Cost of revenue		(265,607	)		(297,346	)
Gross profit		94,347			41,541
Operating expenses:
General and administrative expenses		(184,034	)		(313,352	)
Loss from operation		(89,687	)		(271,811	)
Other income / (expenses), net		27,558			(540	)
Sharing of associate loss		(9,618	)		–
Loss before income taxes		(71,747	)		(272,351	)
Income tax expense		–			–
Net Loss	$	(71,747	)	$	(272,351	)

	Three months ended June 30, 2026				Three months ended June 30, 2025
Customer	Revenues		Percentage of revenues		Revenues		Percentage of revenues

An individual customer based in Hong Kong	$	220,452		100%	$	250,015		74%

Zenith (HK) Engineering Limited		–		–		88,872		26%
Total:	$	220,452		100%	$	338,887		100%

	Six Months Ended June 30,
	2026			2025
Revenues:
Design and build services	$	364,790		$	550,034
Project design and management services		–			217,949
AI healthcare solutions and sales of goods		147,004			–
Total revenue		511,794			767,983
Cost of revenue		(401,339	)		(676,896	)
Gross profit		110,455			91,087
Operating expenses:
General and administrative expenses		(388,201	)		(560,465	)
Loss from operation		(277,746	)		(469,378	)
Other income / (expenses), net		26,721			(1,027	)
Sharing of associate loss		(29,587	)		–
Loss before income taxes		(280,612	)		(470,405	)
Income tax expense		–			(8,822	)
Net Loss	$	(280,612	)	$	(479,227	)

	Six months ended June 30
	2026			2025
Net cash used in operating activities	$	(356,485	)	$	(1,040,689	)
Net cash provided by (used in) investing activities	$	21,121		$	(5,073	)
Net cash provided by financing activities	$	296,423		$	1,065,539
Net (decrease) increase in cash	$	(38,941	)	$	19,777
Cash and cash equivalents, beginning of period	$	152,786		$	382,127
Cash and cash equivalents, beginning of period	$	113,845		$	401,904

	June 30, 2026		December 31, 2025
Year-end HKD:US$ exchange rate		0.1282		0.1282
Average HKD:US$ exchange rate		0.1282		0.1282

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

Exhibit No.		Description

3.1		Amended and Restated Articles of Incorporation (1)
3.2		Bylaws (1)
4.1		Specimen certificate evidencing shares of Common Stock (2)
10.1		Stock Purchase Agreement Stock, dated January 22, 2025, by and among International Endeavors Corporation, a Nevada corporation, Raymond Valdez, ModuLink Inc., a British Virgin Islands corporation, and Zenith (Hong Kong) Engineering Limited, a Hong Kong limited liability company (1)
10.2		Debt Purchase and Assignment Agreement, dated January 30, 2025, by and between Bearcreek Resources, a Montana corporation, and Zenith (Hong Kong) Engineering Limited, a Hong Kong limited liability company (1)
10.3		Debt Purchase and Assignment Agreement, dated January 30, 2025, by and between Tala Media Corp., a Wyoming corporation, and Zenith (Hong Kong) Engineering Limited, a Hong Kong limited liability company (1)
10.4		Waiver and Amendment Agreement, dated February 28, 2025, by and between International Endeavors Corporation, a Nevada corporation, and Zenith (Hong Kong) Engineering Limited, a Hong Kong limited liability company (1)
10.5		Share Exchange Agreement, dated March 28, 2025, by and among International Endeavors Corporation, a Nevada corporation, ModuLink Investment Limited (“ModuLink”), a British Virgin Islands corporation, and the shareholders of ModuLink(1)
10.6		Agency Cooperation Agreement, dated January 1, 2025, by and between GAC Energy Technology Co., Ltd. and ModuLink InnoTech Limited (3)
10.7		CRCC – Kwan Lee – Paul Y. JV Works Order of Lok Ma Chau Loop, dated December 11, 2021 (1)
10.8		Design Services Management Agreement, dated August 1, 2024, by and between Zenith Integrated Modular Limited and Zenith (Hong Kong) Engineering Limited, a Hong Kong limited liability company (1)
10.9		Design and Project Services Management Agreement, dated August 1, 2024, by and between Zenith Integrated Modular Limited and Zenith (PMS) Limited, a Hong Kong limited liability company (1)
10.10		Written Description of the Oral Agreement for Product Development Services (4)
10.11		Share Purchase Agreement dated January 26, 2026 by and among the Company, ModuLink Innotech Limited, and Wah Shing Lam and ASA Robotics Limited (5)
10.12		Securities Purchase Agreement dated May 5, 2026 between the Company and individual investors (6)
31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended *
31.2		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended *
32.1		Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
32.2		Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
101.INS*		Inline XBRL Instance Document
101.SCH*		Inline XBRL Taxonomy Extension Schema Document
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (formatted in iXBRL, and included in exhibit 101)

*	Filed herewith.
(1)	Incorporated by reference to the Exhibits to the Registration Statement on Form 10-12G filed with the Securities and Exchange Commission on May 30, 2025.
(2)	Incorporated by reference to the Exhibits to the Registration Statement on Form 10-12G/A filed with the Securities and Exchange Commission on July 3, 2025.
(3)	Incorporated by reference to the Exhibits to the Registration Statement on Form 10-12G/A filed with the Securities and Exchange Commission on August 12, 2025.
(4)	Incorporated by reference to the Exhibits to the Registration Statement on Form 10-12G/A filed with the Securities and Exchange Commission on September 18, 2025.
(5)	Incorporated by reference to the Exhibits to the Form 8-K filed with the Securities and Exchange Commission on January 30, 2026.
(6)	Incorporated by reference to the Exhibits to the Form 8-K filed with the Securities and Exchange Commission on May 8, 2026.