v3.25.2
Note 2 - Discontinued Operations
12 Months Ended
Dec. 31, 2024
Notes to Financial Statements  
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

NOTE 2 DISCONTINUED OPERATIONS

 

In July 2024, the Company’s Board of Directors approved a plan to implement a strategic cost savings initiative, primarily related to the Company’s Birmingham laboratory. In August 2024, the Company explored options for the leased Birmingham laboratory and office space, including potential sublease arrangements. In September 2024, the Company transferred certain pieces of computer hardware with alternative use to the Pittsburgh laboratory, while the rest of the laboratory equipment and inventories from the Birmingham laboratory were marketed for sale and the related product and service lines were discontinued. The Company executed a sales agreement for all remaining laboratory equipment and inventories from the Birmingham laboratory and all items were removed from the laboratory premises as of September 30, 2024. As of September 30, 2024, the Company vacated and ceased use of the Birmingham laboratory and office space. The Company’s lease continues through August 2025. The Company concluded that, in aggregate, the disposal of these assets comprising the former Birmingham operating segment met the criteria for discontinued operations presentation in the third quarter of 2024.

 

On March 14, 2025, the Company entered into an asset purchase agreement (the “APA”) and closed the transactions contemplated therein with DeRoyal to sell and assign to DeRoyal assets and liabilities exclusively related to the business of providing products for automated, direct-to-drain medical fluid disposal, including the Company’s STREAMWAY® product line (the “Eagan Business”). These assets were operated by the Company’s wholly owned subsidiary, Skyline Medical, and were previously reported in the Company’s former Eagan operating segment. The purchased assets exclusively related to the Eagan Business included but were not limited to cash, certain accounts receivable, inventories, patents, fixed assets, and real property leased by the Company and exclusively used in connection with the Eagan Business. The total purchase price included cash, plus the assumption of certain liabilities related to the Eagan Business including the lease for the office and warehouse space located at 2915 Commers Drive Suite 900 Eagan, MN 55121, certain accounts payable, and contract liabilities associated with the Eagan Business. The ongoing activities of the former Eagan operating segment are limited to wind down activities.

 

As a result of these developments, the former Birmingham and Eagan operating segments have been reclassified to discontinued operations in these consolidated financial statements for all periods presented.

 

The following table presents a reconciliation of the carrying amounts of the major classes of assets and liabilities to the current assets and liabilities of discontinued operations as presented in the Company’s consolidated balance sheets:

 

   

December 31,

2024

   

December 31,

2023

 

Assets:

               

Cash

    122,851       371,366  

Accounts receivable, net

    746,266       253,748  

Inventories

    339,968       433,714  

Prepaid expense and other assets

    52,318       144,134  

Total current assets of discontinued operations

    1,261,403       1,202,962  
                 

Property and equipment, net

    21,882       766,337  

Intangibles, net

    159,158       191,781  

Lease right-of-use assets

    17,266       185,246  

Other long-term assets

    4,031       25,617  

Total assets of discontinued operations

  $ 1,463,740     $ 2,371,943  
                 

Liabilities:

               

Accounts payable

  $ 97,780     $ 128,528  

Accrued expenses and other liabilities

    248,086       240,803  

Contract liabilities

    80,909       38,260  

Lease liability

    106,609       110,367  

Total current liabilities of discontinued operations

    533,384       517,958  
                 

Lease liability – net of current portion

    -       75,571  

Other long-term liabilities

    23,487       5,459  

Total liabilities

  $ 556,871     $ 598,988  

 

 

 

 

 

 

The following table provides details about the major classes of line items constituting the loss from discontinued operations presented in the Company’s consolidated statements of net loss:

 

    Year Ended December 31,  
   

2024

   

2023

 

Revenue

  $ 1,571,795     $ 1,287,497  

Cost of sales

    751,147       439,436  

Gross profit (loss) from discontinued operations

    820,648       848,061  
                 

Operating expenses:

               

General and administrative expense

    1,039,950       1,565,595  

Operations expense

    1,115,595       1,666,018  

Sales and marketing expense

    637,400       388,419  

Loss on impairment of property and equipment

    -       162,905  

Total operating expenses

    2,792,945       3,782,937  

Total operating (loss) from discontinued operations

    (1,972,297 )     (2,934,876 )

Loss on disposal of discontinued operations

    (463,127 )     -  

Other income (expense)

    (4,309 )     (811 )

Net (loss) from discontinued operations

  $ (2,439,733 )   $ (2,935,687 )

 

The loss on disposal of discontinued operations represents the loss on impairment of assets sold, including laboratory equipment and inventories, and impairment of other non-current assets.