Original News Release
SEDAR Interim Financial Statements
GURU ORGANIC ENERGY CORP. 1 INTERIM CONDENSED FINANCIAL STATEMENTS For the three-month periods ended January 31, 2026 and 2025 These interim condensed consolidated financial statements have not been reviewed by the Company's independent auditors. GURU ORGANIC ENERGY CORP. 2 Table of Contents Interim Condensed Consolidated Financial Statements of GURU Organic Energy Corp. Interim Condensed Consolidated Statements of Financial Position ......................... 3 Interim Condensed Consolidated Statements of Loss and Comprehensive Loss ..... 4 Interim Condensed Consolidated Statements of Changes in Equity ......................... 5 Interim Condensed Consolidated Statements of Cash Flows .................................... 6 Notes to the Interim Condensed Consolidated Financial Statements ....................... 7 GURU ORGANIC ENERGY CORP. 3 Interim Condensed Consolidated Statements of Financial Position As at January 31, 2026 and October 31, 2025 January 31, October 31, 2026 2025 ASSETS Current Assets: Cash and cash equivalents 8,208,897 $ 8,530,498 $ Short-term investments 20,000,000 20,000,000 Trade and other receivables 2,084,051 2,979,052 Income taxes receivable 6,701 6,926 Refundable investment tax credits 6,250 75,000 Inventories 5,986,502 6,020,809 Prepaid expenses 874,776 306,103 37,167,177 37,918,388 Fixed assets 683,742 784,120 Right-of-use assets 742,194 836,919 Other assets 100,226 252,893 Long-term deposit 48,250 48,250 Deferred tax assets 318,914 348,705 39,060,503 $ 40,189,275 $ LIABILITIES & SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable and accrued liabilities 8,476,209 $ 9,281,172 $ Current portion of lease liabilities 410,060 409,469 8,886,269 9,690,641 Lease liabilities 406,366 509,767 9,292,635 10,200,408 Shareholders' Equity Share capital (note 7) 80,046,471 80,046,471 Contributed surplus 2,572,783 2,404,387 Deficit (52,883,264) (52,593,369) Accumulated other comprehensive income 31,878 131,378 29,767,868 29,988,867 39,060,503 $ 40,189,275 $ See accompanying notes to interim condensed consolidated financial statements. GURU ORGANIC ENERGY CORP. 4 Interim Condensed Consolidated Statements of Loss and Comprehensive Loss Three-month periods ended January 31, 2026 and 2025 January 31, January 31, 2026 2025 Net revenue (note 8) 8,826,000 $ 7,694,587 $ Cost of goods sold 3,269,753 3,115,760 Gross profit 5,556,247 4,578,827 Selling, general and administration expenses (note 9) 6,062,976 6,066,391 Net financial income (note 11) (235,575) (227,672) 5,827,401 5,838,719 Loss before income taxes (271,154) (1,259,892) Income tax expense: Deferred 18,741 23,591 18,741 23,591 Net loss (289,895) (1,283,483) Other comprehensive income (loss): Item that may be reclassified subsequently to consolidated statements of loss: Foreign operations - foreign currency translation differences (99,500) 121,573 Total comprehensive loss (389,395) (1,161,910) Basic & diluted loss per share (note 12) (0.01) $ (0.04) $ See accompanying notes to interim condensed consolidated financial statements. Three-month periods ended GURU ORGANIC ENERGY CORP. 5 Interim Condensed Consolidated Statements of Changes in Equity Three-month periods ended January 31, 2026 and 2025 Accumulated other comprehensive income (loss) - Contributed foreign currency Number Amount surplus Deficit translation Total Balance as of October 31, 2025 30,104,414 80,046,471 $ 2,404,387 $ (52,593,369) $ 131,378 $ 29,988,867 $ Net loss - - - (289,895) - (289,895) Stock-based co
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mpensation expense (note 14) - - 168,396 - - 168,396 Foreign operations - foreign currency translation differences - - - - (99,500) (99,500) Balance as of January 31, 2026 30,104,414 80,046,471 2,572,783 (52,883,264) 31,878 29,767,868 Balance as of October 31, 2024 30,343,277 80,508,900 1,805,735 (51,495,181) 111,270 30,930,724 Net loss - - - (1,283,483) - (1,283,483) Stock-based compensation expense (note 14) - - 155,831 - - 155,831 Share buy-back (note 7) (4,568) (12,120) - 4,598 - (7,522) Foreign operations - foreign currency translation differences - - - - 121,573 121,573 Balance as of January 31, 2025 30,338,709 80,496,780 1,961,566 (52,774,066) 232,843 29,917,123 See accompanying notes to interim condensed consolidated financial statements. Share capital GURU ORGANIC ENERGY CORP. 6 Interim Condensed Consolidated Statements of Cash Flows Three-month periods ended January 31, 2026 and 2025 January 31, January 31, 2026 2025 Cash provided by (used in): Operating: Net loss (289,895) $ (1,283,483) $ Adjustments for: Depreciation and amortization (note 10) 347,769 274,861 Income tax 18,741 23,591 Net financial income (note 11) (235,575) (227,672) Stock-based compensation expense (note 14) 168,396 155,831 Gain on disposal of right-of-use asset and lease - 5,769 Net change in non-cash operating working capital (note 13) (30,601) 519,607 (21,165) (531,496) Financing: Share buy-back - (10,664) Interest and financing fees paid (7,739) (9,254) Payment of lease obligation (102,810) (93,537) (110,549) (113,455) Investing: Interest income received (paid) (167,861) 279,709 (167,861) 279,709 Effect of movements in exchange rate on cash held (22,026) 18,199 Cash and cash equivalents, beginning of period 8,530,498 25,510,969 Decrease in cash and cash equivalents (321,601) (347,043) Cash and cash equivalents, end of period 8,208,897 25,163,926 Cash, cash equivalents, and short-term investments, end of period 28,208,897 25,163,926 See accompanying notes to interim condensed consolidated financial statements. Additional cash flow information is presented in note 13. Three-month periods ended GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 7 GURU Organic Energy Corp. (the "Company" or "GURU") was incorporated under the Canada Business Corporations Act and is listed on the Toronto Stock Exchange. The Company is domiciled in Montréal, Quebec, Canada, where its administrative offices are located. These interim condensed consolidated financial statements comprise the Company and its wholly owned subsidiaries, GURU Beverage Inc. and GURU Beverage Co. (together, the "Group"). The Group produces, markets, and distributes energy drinks for sale in the Canadian and U.S. markets. 1. Basis of accounting: These interim condensed consolidated financial statements of the Company have been prepared in accordance with International Accounting Standard ("IAS") 34, Interim Financial Reporting, as issued by the International Accounting Standards Board ("IASB"). These interim condensed consolidated financial statements do not include all of the disclosures required for annual consolidated financial statements prepared in accordance with IFRS Accounting Standards ("IFRS") and should be read in conjunction with the annual audited consolidated financial statements of the Company for the year ended October 31, 2025. The interim condensed consolidated financial statements of the Company for the three-month
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periods ended on January 31, 2026 and 2025 were authorized by the Board of Directors (the "Board") for issuance on March 11, 2026. a) Operating segment: The Company operates in a single operating segment, the production, marketing and distribution of energy drinks. b) Seasonality of interim operations: In Canada, GURU’s sales are somewhat seasonal, tending to be higher in the spring through the fall, from the middle of the second quarter through the end of the fourth quarter, and somewhat lower in winter, from the start of the first quarter through the middle of the second quarter. In contrast, the U.S. market, with its overall warmer climate, generally does not see the same type of seasonal sales trend. 2. Functional and presentation currency and basis of measurement: These interim condensed consolidated financial statements are presented in Canadian dollars, the Company’s functional currency. These financial statements have been prepared on a historical cost basis, except for certain financial instruments that are measured at fair value as described in our accounting policies and for lease liabilities that are measured at present value of minimum lease payments as per IFRS 16. GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 8 3. Use of significant accounting judgements, estimates and assumptions: The preparation of the Company’s interim condensed consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. These assumptions and estimates are reviewed on an ongoing basis. Revisions to accounting estimates are recognized prospectively. The Company’s main judgments, estimates, and assumptions are the same as those applied and described in the Company's audited consolidated financial statements for the year ended October 31, 2025. 4. Material accounting policies: Material accounting policies applied in these interim condensed consolidated financial statements are the same as those applied to the Company’s annual audited consolidated financial statements for the year ended October 31, 2025. 5. Standards issued but not yet effective: IFRS 18, Presentation and Disclosure in Financial Statements On April 9, 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements to improve reporting of financial performance. IFRS 18 replaces IAS 1 Presentation of Financial Statements. It carries forward many requirements from IAS 1 unchanged. The new Accounting Standard introduces significant changes to the structure of a company’s income statement, more discipline and transparency in presentation of management's own performance measures (commonly referred to as 'non-GAAP measures’), and less aggregation of items into large, single numbers. The main impacts of the new Accounting Standard include: • Introducing a newly defined ‘operating profit’ subtotal and a requirement for all income and expenses to be allocated between three new distinct categories based on a company’s main business activities (i.e. operating, investing and financing); • Requiring disclosure about management performance measures (MPMs); an
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d • Adding new principles for aggregation and disaggregation of information. IFRS 18 applies for annual reporting periods beginning on or after January 1, 2027. Earlier application is permitted. The extent of the impact of adoption of this new IFRS has not yet been determined and the Company will not adopt by anticipation. GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 9 IFRS 9 and IFRS 7 Financial Instruments and Financial Instruments: Disclosure - Amendments to the Classification and Measurement of Financial Instruments In May 2024, the IASB issued Amendments to the Classification and Measurement of Financial Instruments, which amend IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures. The standard amendments clarify the recognition and derecognition date of certain financial assets and liabilities. Also, they clarify the treatment of non-recourse financial assets and contractually linked instruments, and they introduce additional disclosures for financial assets and liabilities with contractual terms that reference a contingent event, and equity instruments classified at fair value through other comprehensive income. The amendments are effective for years beginning on or after January 1, 2026. The extent of the impact of adoption of this new IFRS has not yet been determined. Amendments to IFRS 9 – Accounting for Electronic Payments In May 2023, the IASB issued amendments to IFRS 9 Financial Instruments to clarify when trade receivables and payables should be recognized or derecognized when settled through electronic payments. The amendments reinforce that: • Financial instruments are recognized when an entity becomes a party to a contract; • A financial asset is derecognized when rights to cash flows expire, or the asset is transferred; and • A financial liability is derecognized when it is settled. An exception allows earlier derecognition of financial liabilities if, after initiating an electronic payment, the company cannot withdraw or cancel the payment, no longer has access to the cash, and settlement risk is insignificant. This exception does not apply to cheques and must be assessed per payment system. The amendments are effective for annual reporting periods beginning on or after January 1, 2026. The extent of the impact of adoption of this new IFRS has not yet been determined. 6. Credit facilities: The Company has a committed revolving operating credit facility to a maximum authorized amount of CAD 10,000,000 expiring March 30, 2026. Subsequent to the quarter end, the Company entered into an amendment to its credit facility, extending its maturity to March 30, 2027. The operating credit facility can be used in the form of Canadian dollar loans bearing interest at the prime rate plus 0.50%, Canadian dollar bankers’ acceptances bearing interest at 1.75%, American dollar loans bearing interest at the US base rate plus 0.50%, or American dollar LIBOR loans bearing interest at the LIBOR rate plus 1.75%. As at January 31, 2026, the credit facilities were unused (October 31, 2025 – nil). GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 10 The Company also has an uncommitted credit that can be used in the form of foreign exchange contracts or interest rate swaps for a maximum amount of USD 100,000. This credit facility was unused as at January 31, 2026 (October 31, 2
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025 - nil). The Company has a letter of credit for a maximum available of $2,500,000, of which an amount of EUR 300,000 (CAD 483,600) has been used as of January 31, 2026 (October 31, 2025 - EUR 300,000; CAD 485,070). The credit facilities noted above are secured by a movable hypothec on the universality of the Company's present and future assets located in the province of Quebec to a maximum of $25,000,000, a first-ranking security on all present and future property in all other Canadian provinces and in the United States, and an unlimited corporate guarantee of its US subsidiary. These credit facilities are subject to certain financial covenants which were met as at January 31, 2026. 7. Share capital: From July 25, 2025, to July 24, 2026, the Company is authorized to repurchase for cancellation up to 1,514,144 common shares, representing approximately 5% of the Company’s outstanding shares as of July 14, 2025. Repurchases are conducted in the normal course of business at market prices through the facilities of the TSX and/or alternative Canadian trading systems, in compliance with TSX rules and policies and applicable exemptions from Canadian securities laws. For the three-month period ended January 31, 2026, the Company did not repurchase any common shares (January 31, 2025 – 4,568 common shares at $1.65 per share for $7,522). January 31, October 31, 2026 2025 Issued 30,104,414 (2025 - 30,104,414 common shares) 80,046,471 $ 80,046,471 $ As at GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 11 8. Net revenue and non-current assets by geography: The following tables include net revenue and non-current assets other than deferred tax assets by geography: Net revenue: Non-current assets other than deferred tax assets: 9. Selling, general and administration expenses: 10. Additional information on interim condensed consolidated statement of loss and comprehensive loss: January 31, January 31, 2026 2025 Canada 7,171,369 $ 5,607,780 $ United States 1,654,631 2,086,807 8,826,000 7,694,587 Three-month periods ended January 31, October 31, 2026 2025 Canada 1,574,412 $ 1,922,182 $ United States - - 1,574,412 1,922,182 As at January 31, January 31, 2026 2025 Selling and marketing 2,993,843 $ 3,240,399 $ General and administration expenses 3,069,133 2,825,992 6,062,976 6,066,391 Three-month periods ended January 31, January 31, 2026 2025 Employee total compensation expense 1,843,135 $ 1,702,778 $ Depreciation and amortization 347,769 274,861 Three-month periods ended GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 12 11. Net financial income: 12. Loss per share: For the three-month periods ended January 31, 2026 and 2025, the diluted loss per share calculation did not take into consideration the potential dilutive effect of the stock options, RSUs and DSUs (refer to note 14), as they are anti-dilutive. 13. Additional cash flow information: The following details the change in non-cash operating working capital: January 31, January 31, 2026 2025 Interest on lease liabilities 7,739 $ 9,255 $ Bank and financing fees 15,051 13,962 Foreign exchange (gain) loss (33,500) 30,983 Interest revenue (224,865) (279,709) Net change in fair value of stock warrant obligations - (2,163) (235,575) (227,672) Three-month periods ended January 31, January 31, 2026 2025 Net loss (289,895) $ (1,283,483) $ Basic weighted average
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number of common shares 30,104,414 30,343,222 (0.01) $ (0.04) $ Basic loss per share Three-month periods ended January 31, January 31, 2026 2025 Trade and other receivables 882,401 $ (252,967) $ Refundable investment tax credits 68,750 (6,250) Inventories 2,711 846,768 Prepaid expenses (570,106) (164,837) Accounts payable and accrued liabilities (414,357) 96,893 (30,601) 519,607 Three-month periods ended GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 13 14. Stock based incentive plan: Stock-based incentive plan The Company may grant its key employees, directors, and consultants stock options to purchase common shares, restricted share units ("RSUs") and deferred share units ("DSUs"). The omnibus incentive plan (the "Plan") provides for the granting of options to purchase common shares, RSUs and DSUs where at any given time the number of stock options, RSUs and DSUs reserved for issuance should not exceed 10% of the Company’s issued and outstanding common shares. Under the Plan, options generally vest over a period of four years and expire ten years from the grant date, RSUs generally vest over a period of three years, and DSUs are fully vested when granted. As at January 31, 2026, 1,105,212 stock options, RSUs and/or DSUs were available for issuance (October 31, 2025 – 1,200,020). Changes in the number of outstanding options, RSUs and DSUs related to the Plan were as follows: (i) During fiscal years ending October 31, 2024 and October 31, 2025, and the three-month period ended January 31, 2026, the Company issued 631,849 options and 200,000 conditional RSUs subject to the attainment of specified non-market performance conditions to be met within the next one to four fiscal years. The stock-based compensation expense recognized in fiscal 2026 to date related to these conditional options and RSUs amounted to $52,901 (2025 - $27,026). For the three-month period ended January 31, 2026, stock-based compensation expense amounted to $62,205 for options (2025 - $93,911), $89,942 for RSUs (2025 - $45,670), and $16,249 for DSUs (2025 - $16,250). RSU(i) DSU Weighted average Number exercise price (ii) Number Number Outstanding as at October 31, 2025 1,043,953 2.30 $ 651,985 114,483 Granted 9,862 6.32 $ 82,375 2,571 Outstanding as at January 31, 2026 1,053,815 2.34 $ 734,360 117,054 Exercisable as at January 31, 2026 96,003 5.70 $ 234,781 - Outstanding as at October 31, 2024 1,082,470 2.53 $ 129,871 137,396 Granted 131,785 2.28 $ 527,789 31,384 Exercised/settled (35,828) 2.48 $ - (54,297) Forfeited (134,474) 4.10 $ (5,675) - Outstanding as at October 31, 2025 1,043,953 2.30 $ 651,985 114,483 Exercisable as at October 31, 2025 252,742 3.26 $ 44,053 - Option (i) GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 14 The fair value of the options granted during the three-month periods ended January 31, 2026 and 2025 was calculated using the Black-Scholes option model with the following assumptions and results: The risk-free interest rate is based on the yield of a risk-free Canadian government security with a maturity equal to the expected life of the option from the date of the grant. Expected volatility is based on the historical volatility of the Company’s share price. In the prior year, expected volatility was based on the average historical volatility of comparable public companies, as the Company did not h
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ave sufficient historical share price data to develop a reliable estimate. The Company does not anticipate paying any cash dividends in the foreseeable future and, therefore, uses an expected dividend yield of zero in the option-pricing model. 15. Financial Instruments Financial risks a) Liquidity risk: Liquidity risk refers to the Company’s ability to meet its financial obligations when they come due. The Company is exposed to liquidity risk with respect to its contractual obligations and financial liabilities. The Company manages liquidity risk by continuously monitoring forecasted and actual cash flows and matching maturity profiles of financial assets and liabilities. The Company holds cash in high interest saving accounts bearing interest at 2.75% and fixed- rate short-term investments bearing interest between 3.13% and 3.55% with major North American financial institutions. The Company’s objective is to maintain a balance between continuity of funding and flexibility through borrowing facilities available through the Company’s bank and other lenders. The Company’s policy is to ensure adequate funding is available from operations and other sources as required. January 31, January 31, 2026 2025 Weighted average fair value of options at grant date 3.58 $ 0.88 $ Weighted average share price 5.68 1.71 Weighted average exercise price 6.32 1.71 Risk-free interest rate 3.13% 3.12% Dividend yield - - Expected volatility 65% 46% Expected life 7 years 7 years GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 15 The following are the contractual maturities of financial obligations: (i) Contractual cash flows include principal and interest. Capital management The Company’s capital is composed of shareholders' equity, credit facilities, and long-term debt. The Company's objective in managing its capital is to ensure a sufficient liquidity position to finance its operations, to maximize the preservation of capital and to deliver competitive returns on invested capital. To fund its activities, the Company has relied on private financing, credit facilities and long-term debt. The Company manages its excess cash to ensure that it has sufficient reserves to fund its operations and capital expenditures. The Company is not subject to any capital requirements imposed by a regulator. b) Credit risk: Credit risk refers to the risk that one party to a financial asset will cause a financial loss for the Company by failing to discharge an obligation. The Company's credit risk is mainly related to cash and cash equivalents, short-term investments, trade and other receivables. Management believes the credit risk of its cash and cash equivalents and short-term investments is limited given the Company deals with major North American financial institutions. The Company provides credit to its clients in the normal course of its operations. It carries out, on a continuing basis, credit checks on its clients and maintains provisions for expected credit losses which, once they materialize, are consistent with management's forecasts. However, the Carrying Contractual Less than 1 to As at January 31, 2026 amount cash flows 1 year 5 years Accounts payables and accrued liabilities 8,476,209 $ 8,476,209 $ 8,476,209 $ - $ Lease liabilities, 816,426 841,451 431,915 409,536 including current portion(i) Carrying Contractual Less than 1 to amount cash flows 1 year 5 years Accounts payables and accrued liab
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ilities 9,281,172 9,281,172 9,281,172 - Lease liabilities, 919,236 951,116 434,954 516,162 including current portion(i) As at October 31, 2025 GURU ORGANIC ENERGY CORP. Notes to Consolidated Financial Statements Three-month periods ended January 31, 2026 and 2025 16 Company deals with a majority of well-established distributors, thus reducing its credit risk. As of the current balance sheet date, 46% (2025 - 46%) of accounts receivable are concentrated with three (2025 - three) clients who represent together 35% of the three-month net revenues (2025 - 69%). The Company does not normally require a guarantee for trade receivables; expected credit loss is considered negligible. The carrying amount of financial assets, net of any impairment provisions, represents the Company’s maximum credit exposure. c) Currency risk: Currency risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company realizes sales and purchases in foreign currency. Consequently, some assets and liabilities are exposed to foreign exchange fluctuations. At period-end, the Company’s exposure to net monetary assets denominated in foreign currencies was not significant to the Company’s financial position. d) Interest rate risk: The Company's credit facility and cash equivalents have a variable rate based on the bank's prime rate plus a margin. As a result, the Company is exposed to interest rate risk due to fluctuations in the bank's prime rate during the period. Sensitivity analysis for interest rate risk An increase or decrease of 100 basis points in the interest rate would not have a material impact on the Company’s consolidated statement of loss and comprehensive loss for the three-month periods ended January 31, 2026 and 2025. Fair value measurement The Company has determined that the fair values of cash and cash equivalents, short-term investments, trade and other receivables, and accounts payable and accrued liabilities approximate their respective carrying amounts at the consolidated statement of financial position date due to the short-term maturity of those instruments. e) Tariff and Other Trade Measures Following recent global trade developments, including tariff-related announcements by the United States and retaliatory measures by Canada and other jurisdictions, the Company continues to monitor the evolving trade environment and its potential effects on its supply chain and cost structure. Although the Company is not currently subject to any implemented tariffs that materially affect its operations, management is assessing the possible direct and indirect impacts of tariffs, and other trade protectionist actions in the jurisdictions in which it operates. Given the inherent uncertainty and fluidity of international trade policies, the Company will continue to evaluate developments and respond accordingly.
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