Greenland Energy Co

Notes to Condensed Consolidated Financial Statements

1. Nature of Operations and Organization

Greenland Energy Company (the “Company”, “we”, “our”, “Greenland”) formerly known as Pelican Holdco, Inc. was incorporated on September 5, 2025 under the laws of the State of Texas and was formed solely for the purpose of completing the transactions contemplated by the Agreement and Plan of Merger, dated September 9, 2025 (“Business Combination Agreement”), as amended from time to time, by and among the Company, Pelican Acquisition Corporation, a Cayman Islands exempted company (“Pelican”), Pelican Merger Sub, Inc., a Texas corporation and wholly owned subsidiary of the Company, Greenland Exploration Limited, a Texas corporation (“Greenland Exploration”), Greenland Merger Sub, Inc., a Texas corporation and wholly owned subsidiary of the Company., March GL Company, a Texas corporation (“March GL”) and March GL Merger Sub, Inc., a Texas corporation and wholly-owned subsidiary of the Company.

On March 25, 2026, the parties completed the business combination as contemplated by the Business Combination Agreement (“Business Combination”) resulting in Pelican, Greenland Exploration and March GL becoming wholly-owned subsidiaries of the Company. The Company and its wholly-owned subsidiaries (collectively, “Greenland Energy”) are focused on the advancement and development of its oil and gas exploration activities in the territory of Greenland. The Company has selected December 31 as its fiscal year-end and following the closing of the business combination, the Company’s common stock began trading on The Nasdaq Global Market under the symbol “GLND.”

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP, for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission, or the SEC. Accordingly, certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial position, results of operations, changes in stockholders’ equity and cash flows for the periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full fiscal year or for any future period. The December 31, 2025 condensed balance sheet was derived from the audited financial statements of March GL, the predecessor entity and accounting acquirer in the business combination.

These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and related notes included in the Company’s Registration Statement on Form S-1, as amended, (File No. 333-294995) filed with the SEC on April 23, 2026 which includes the financial statements of March GL, Greenland Exploration and Pelican.

Principles of Consolidation

The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All transactions and balances between the Company and its subsidiaries have been eliminated upon consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

Exploration Costs and Prepaid Exploration Costs

Exploration costs are expensed as incurred unless such costs qualify for capitalization under U.S. GAAP. Amounts paid in advance for exploration-related goods or services are recorded as prepaid exploration costs until the related goods or services are received, at which time such amounts are expensed or capitalized based on the nature of the underlying activity.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets once the assets are placed in service. Expenditures for maintenance and repairs are expensed as incurred, while expenditures that materially extend the useful life of an asset or improve its functionality are capitalized. Upon retirement or disposal, the related cost and accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized in the statement of operations.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of March 31, 2026 the Company hadno cash equivalents andno restricted cash.

Emerging Growth Company

The Company is an emerging growth company and has elected to take advantage of the extended transition period for complying with new or revised accounting standards applicable to public companies. Accordingly, the Company may adopt new or revised accounting standards on the timeline applicable to private companies, and its financial statements may not be comparable to those of companies that comply with public company effective dates.

Operating Segments

ASC Topic 280, Segment Reporting, establishes standards for companies to report financial statement information about operating segments, products and services, geographic areas, and major customers. Operating segments are defined as components of an enterprise that engage in business activities from which they may earn revenues and incur expenses, and for which discrete financial information is available that is regularly reviewed by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance.

The Company’s CODM has been identified as the Chief Executive Officer, who reviews the Company’s assets, operating results, and financial metrics on a consolidated basis to make decisions regarding resource allocation and to assess overall financial performance. Based on this evaluation, management has determined that the Company operates as a single reportable segment.

The CODM assesses performance for the single operating segment and allocates resources based primarily on net income (loss), which is reported on the accompanying statement of operations, and total assets, which are reported on the balance sheet. Because the Company has not generated revenues and has not commenced drilling operations as of March 31, 2026, the CODM does not review discrete profitability measures or operating results by geographic area or activity.

Risks and Uncertainties

The Company is subject to risks and uncertainties common to companies in the oil and gas exploration industry, including, but not limited to, risks associated with exploration and development activities, the ability to obtain required permits and approvals, availability and cost of drilling services and equipment, commodity price volatility, access to capital, dependence on third-party contractors and service providers, environmental and regulatory matters, operations in remote geographic locations, and the successful execution of the Company’s business plan.

The Company’s operations and financial results may also be affected by general economic conditions, changes in capital markets, inflation, interest rates, geopolitical developments, regulatory changes, and other factors outside of the Company’s control.

3. Business Combination Accounting

The Company accounted for the Business Combination of the Company, Pelican, Greenland Exploration and March GL under ASC 805, Business Combinations, and related guidance and determined that March GL is the accounting acquirer. Accordingly, the historical financial statements of the Company for periods prior to the closing of the Business Combination reflect the historical financial statements of March GL, with March GL’s assets, liabilities and results of operations reflected at historical carrying values.

The Business Combination was accounted for as a reverse recapitalization. Under this method of accounting, Greenland, Pelican, Greenland Exploration and the related merger subsidiaries were treated as the acquired entities for financial reporting purposes. The transaction was treated as the equivalent of March GL issuing equity for the net assets of Greenland, Pelican and Greenland Exploration, accompanied by a recapitalization. Accordingly, no goodwill or other intangible assets were recognized.

Following the closing of the Business Combination, Greenland became the successor SEC registrant and publicly traded parent company. The condensed consolidated financial statements following the closing include the accounts of Greenland Energy Company and its consolidated subsidiaries. Common shares and per-share amounts for periods prior to the Business Combination have been retrospectively adjusted, where applicable, to reflect the exchange ratio established in the Business Combination.

Transaction costs directly attributable to the recapitalization were recorded as a reduction of additional paid-in capital to the extent of proceeds received, while costs not directly attributable to the equity issuance or recapitalization were expensed as incurred.

The elements of the business combination as reported in the condensed consolidated statement of stockholders’ equity consist of:

4. Prepaid Expenses, and Other Current Assets

Prepaid expenses and other current assets consisted of the following as of March 31, 2026

Prepaid insurance primarily relates to insurance policies purchased in connection with the Company’s operations as a public company and is amortized over the related policy period. Prepaid exploration costs represent amounts paid in advance for exploration-related activities and services. Such amounts will be expensed or capitalized as the related goods or services are received, based on the nature of the underlying activity and the Company’s accounting policy for exploration and development costs*.*

5. Property and Equipment

Property and equipment consisted of the following as of March 31, 2026:

Property and equipment are stated at cost, less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets. Field equipment consists of equipment acquired for use in the Company’s exploration and operational activities.

No depreciation expense was recorded for the three months ended March 31, 2026, as the related assets were not yet placed in service.

6. Accounts payable and accrued expenses

Accounts payable and accrued expenses consisted of the following as of March 31, 2026:

Accounts payable primarily consist of vendor invoices and costs incurred in connection with the Company’s business combination, public company activities, and pre-exploration-related activities. Accrued professional fees primarily consist of legal, accounting, audit, advisory and other professional service costs incurred but not yet paid as of March 31, 2026.

7. Related Party Transactions

As of March 31, 2026, the amounts owed to related parties consist of notes payable of $775,000 and unpaid transaction costs related to the Business Combination of $306,250. The unpaid transaction costs will be settled through issuance of 35,000 shares.

The notes payable included in due to related parties are unsecured, non-interest bearing, and due on demand, unless otherwise specified by the underlying agreements. The Company did not incur any material interest expense related to these balances during the three months ended March 31, 2026.

Subsequent to March 31, 2026, the Company fully settled the $1,081,250 of related party balances outstanding as of March 31, 2026 through cash payments and the issuance of 35,000 shares of common stock. Following these settlements, no related party balances remained outstanding.

8. Stockholders’ Equity

As of March 31, 2026, the Company is authorized to issue 500,000,000 shares of common stock, par value $0.0001 per share, and 10,000,000 shares of preferred stock, par value $0.0001 per share. As of March 31, 2026,26,110,251 shares of common stock were issued and outstanding, andno shares of preferred stock were issued and outstanding.

During the three months ended March 31, 2026, prior to the closing of the Business Combination, March GL Company collected $90,000 of previously outstanding subscription receivables and issued 925,842 shares of common stock, resulting in an increase to common stock and additional paid-in capital of $581,883.

As of March 31, 2026, the Company had 1,500,000 warrants outstanding to purchase shares of common stock at an exercise price of $15.00 per share. The warrants expire ten years after the completion of the Business Combination. As of March 31, 2026, the warrants had no intrinsic value, as the exercise price exceeded the market price of the Company’s common stock on that date.

9. Net Loss Per Share

Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share gives effect to all potentially dilutive securities outstanding during the period, if any, using the treasury stock method or if-converted method, as applicable.

For the three months ended March 31, 2026, basic and diluted net loss per share were the same because the effect of potentially dilutive securities would have been anti-dilutive due to the Company’s net loss.

The following table presents the computation of basic and diluted net loss per share:

As of March 31, 2026, potentially dilutive securities consisted of 1,500,000 warrants to purchase common stock. These securities were excluded from the computation of diluted net loss per share for the three months ended March 31, 2026 because their effect would have been anti-dilutive.

10. Income Taxes

The Company accounts for income taxes in accordance with ASC 740, Income Taxes. For the three months ended March 31, 2026, income taxes were evaluated and determined to be immaterial. The Company is currently in a cumulative loss position and expects to maintain a full valuation allowance against any deferred tax assets. Accordingly, no income tax expense or benefit has been recorded for the period presented.

The Company will continue to evaluate its income tax position, including deferred tax assets, valuation allowance, and any related tax provision, in connection with its year-end financial reporting process.

11. Commitments and Contingencies

The Company may become subject to claims, legal proceedings and other contingencies arising in the ordinary course of business. Management is not currently aware of any matters that are expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows.

The Company has entered into, and may in the future enter into, agreements with vendors, consultants, advisors and service providers in connection with its public company operations and planned exploration activities. Certain of these agreements may include payment obligations, termination provisions, indemnification obligations or other commitments. The Company records liabilities for commitments and contingencies when losses are probable and reasonably estimable.

As of March 31, 2026, management has not identified any commitments or contingencies requiring recognition or disclosure in the accompanying condensed consolidated financial statements, other than amounts reflected in accounts payable, accrued expenses, due to related parties, or disclosed elsewhere in these notes.

12. Subsequent Events

Subsequent to March 31, 2026, the Company filed amendments to its Registration Statement on Form S-1, Registration No. 333-294995, with the Securities and Exchange Commission. On April 27, 2026, the Registration Statement was declared effective. On April 29, 2026, the Company completed the related public offering of 16,250,000 shares of common stock,1,250,000 pre-funded warrants to purchase common stock, and 17,500,000 common warrants to purchase common stock. The combined public offering price was $4.00 per share and accompanying common warrant, and $3.9999 per pre-funded warrant and accompanying common warrant. The Company received gross proceeds of approximately $70 million before deducting placement agent fees and offering expenses. The common warrants are exercisable at $5.00 per share and expire five years from the date of issuance. The common warrants began trading on The Nasdaq Global Market under the symbol “GLNDW” on April 28, 2026.

On April 30, 2026, the holder of the Company’s pre-funded warrants exercised, on a cashless basis, pre-funded warrants to purchase 1,250,000 shares of common stock. Pursuant to the cashless exercise formula, the Company issued 1,249,962 shares of common stock. Following the exercise, no pre-funded warrants remained outstanding.

On April 29, 2026, the Company approved grants of nonqualified stock options to certain directors and executive officers pursuant to the Company’s 2026 Omnibus Incentive Plan. The grants cover an aggregate of 1,600,000 shares of common stock, have an exercise price of $3.36 per share, a contractual term of ten years, and vest in three equal annual installments on each of the first three anniversaries of the grant date.

Other than as disclosed above or elsewhere in these condensed consolidated financial statements, management has not identified any subsequent events that would require recognition or disclosure in the condensed consolidated financial statements.