Exousia Bio, Inc.

What they do

Until November 17, 2025, the company sought to develop a financial education platform for younger users featuring an immersive video game called TwoPlus1. On that date it closed a Plan and Agreement of Reorganization with the shareholders of Exousia Ai, Inc., a Florida corporation, acquiring 100% of Exousia AI's stock for 62,223,000 newly issued common shares. Exousia AI, now its wholly owned subsidiary, is described as a clinical-stage biotechnology company developing new ways to exploit the therapeutic potential of exosomes, initially focused in oncology. The company changed its name to Exousia Bio, Inc. effective January 31, 2026, and says substantially all prospective operations relate to Exousia AI and that it has not yet generated revenue from that business plan.

Revenue drivers

• Legacy educational gaming (discontinued focus) — Revenue of $11,500 in 2024 and $3,750 in 2025 is tied to the prior TwoPlus1 financial education platform; after the November 2025 reorganization the company states it has not generated revenue under the exosome business plan.
• Exosome therapeutics (pre-revenue) — The adopted business plan is preclinical/clinical-stage oncology development; no product sales, licensing or collaboration revenue has been reported.
• Recent quarterly revenue — Reported revenue was $0.00 in each of the quarters ended 2025-05-31, 2025-08-31, 2025-11-30 and 2026-02-28.

Recent performance

Annual revenue fell from $11,500 in 2024 to $3,750 in 2025, and reported quarterly revenue has been $0.00 for the four quarters ended February 28, 2026. Annual net income was $51,395 in 2025, compared with a net loss of $25,807 in 2024 and a net loss of $56,421 in 2023, though diluted EPS was $0 in each year. Operating cash flow was negative $38,111 in 2023, negative $12,484 in 2024 and negative $4,528 in 2025. At February 28, 2026, the company reported total assets of $22.1 million, total liabilities of $261,023, shareholder equity of $21.8 million, and no cash and cash equivalents.

Strategy

Following the November 17, 2025 acquisition, the company adopted Exousia AI's business plan, focused on developing ways to exploit the therapeutic potential of exosomes in oncology. On January 16, 2026 it amended its articles to rename itself Exousia Bio, Inc., increased authorized common stock to 100,000,000 shares, authorized 1,000,000 preferred shares, and designated one share of Series X Preferred Stock with voting power equal to two times the sum of all outstanding common and any other voting preferred stock. That single Series X share was issued in January 2026 to majority holder Exousia Pro Holding Management, LLC for stability and continuity of strategic control. On January 20, 2026 the company issued a $250,000 convertible note to GBII Partners Inc. bearing 15% interest, secured by pledged shares, with a 3,333,334-share reserve. The company also entered a rescission agreement cancelling 21,000,000 Progenicyte Japan shares and a Service Agreement with ProgeniX effective May 1, 2026.

Risks

• No revenue under new business plan — The company states it has not yet generated revenue from the exosome business plan, and the most recent four reported quarters each showed $0.00 revenue.
• Zero cash reported — The February 28, 2026 balance sheet shows $0.00 in cash and cash equivalents against $261,023 of liabilities, implying reliance on external financing.
• Convertible note dilution and default terms — The $250,000 GBII note carries 15% interest (18% on default), matured March 26, 2026, and converts at 50% of market price before maturity with further discounts after, plus a 3,333,334-share reserve and pledged collateral.
• Control concentrated in one holder; early-stage governance — The 62,223,000 acquisition shares went to Exousia Pro Holding Management, LLC (41,223,000) and Progenicyte Japan (21,000,000, later rescinded), and a single Series X share gives its holder voting power equal to two times all outstanding voting stock.

Outlook

The company says its forward-looking statements concern completing an initial business combination, financing that combination, and performance of the prospective target, and it describes itself as a development-stage company with limited operating history under the current plan. It has stated an intention to implement a formal cybersecurity risk management program, which it said it intended to do before the end of 2025. It also disclosed a Service Agreement with ProgeniX effective May 1, 2026. Management notes in the 10-Q that it assumes no obligation to update forward-looking statements except as required by law.