Business Description

1606 Corp., a Nevada corporation (the “ Company ,” “ we ,” or “ us ”) was incorporated in Nevada in February 2021 as a spin-off from Singlepoint Inc. in April 2021. We started by offering a tobacco- and nicotine-free smoking alternative called “1606 Original Hemp.” We started to sell hemp, aroma-free cigarettes, first by reselling the star brand, and eventually our own brand called “TRUZ.” The brands expanded to include “Singlez,” an individually packeted version of the TRUZ hemp cigarettes. This business has been discontinued. In August of 2023, we decided to use our knowledge of the cannabidiol (“ CBD ”) industry to move into AI chatbots specifically made for the CBD industry. We partnered with ARXT Labs to create a proprietary Chatbot using AI to answer customer questions and recommend a product based on their answers and preferences. We then signed a distribution contract with Cool Blue Distribution to sell the service to CBD companies as well as offer their CBD expertise through Cool Blue’s owner, Don Flanagan. In late 2023, we debuted our first chat bot, “chatCBDW by CBDW AI,” and began signing up customers to test and implement the bot on their CBD websites. In April of 2024, we debuted our Chatbot for the public company vertical, “IRChat.” IRChat is a chatbot that is able to go on a public company’s website and pull-down vital information for investors and shareholders. Examples of this vital information include SEC fillings, company updates and press releases, and general information on the company from its website. In July of 2024, CEO, Greg Lambrecht stepped down and Austen Lambrecht was appointed by the board as the new CEO. In September of 2024, we signed an LOI to acquire a minority equity position of Adnexus, an AI biotech company that specializes in the development of pharmaceuticals. Adnexus has been recognized for its groundbreaking work in leveraging AI to drive early drug discovery and develop critical treatments for infectious diseases including HIV and SARS-COV-2. As of the date hereof, the LOI has expired and the Company has no plans to move forward. With our corporate headquarters located in Phoenix, Arizona, our executive team experienced in CBD products, and our board’s knowledge of the technology and AI spaces, we believe we are positioned to become the market leader for AI Bot technology. While the Company continues to maintain its AI chatbot technology, the Company's strategic focus has shifted toward the acquisition and development of power infrastructure and energy assets to support data center and AI-related operations, as described below. In November 2025, the Company signed a non-binding LOI with Sim Agro Inc. (" Sim Agro "), a privately held power plant operations and energy infrastructure company with international experience in high-efficiency generation projects, including operations across India, Europe, South Korea, the Middle East, and the United States. As originally contemplated, Sim Agro would acquire a controlling interest in the Company, creating a public platform for Sim Agro's strategic expansion into power generation and data center infrastructure. Negotiations remain ongoing as of the date of this report, and no definitive agreement has been executed. There can be no assurance that the parties will reach a definitive agreement or that such transaction will be consummated. On March 12, 2026, the Company entered into a Purchase and Sale Agreement to acquire certain real property and related assets in Angelina County, Texas (see Note 8 to the financial statements). Upon the closing of the Sim Agro transaction, if completed, Sim Agro is expected to oversee operations of the Texas generation facility and support the Company's broader infrastructure platform. The Property consists of approximately 132 acres of real property located in Lufkin, Angelina County, Texas, together with improvements, equipment, permits, warranties, and related documents. The site includes a 55-megawatt power generation facility and a 50,000-square-foot climate-controlled warehouse that the Company believes is suitable for data center deployment. The Company intends to utilize the Property as a behind-the-meter captive power asset to support AI and data center infrastructure operations. The total purchase price under the PSA is $11,168,864, consisting of $7,000,000 in cash at closing and the assumption of a mechanic's and materialman's lien (the " Sim Agro Lien ").…