| DISCONTINUED OPERATIONS |
3. DISCONTINUED OPERATIONS
During the third quarter of fiscal 2025,
the Company committed to a strategic exit of its retail specialty cheese business, which served as the primary component of its national
distribution platform. In connection with this decision, the Company also elected to discontinue its related logistics operations and
specialty cheese cutting activities. As part of this exit, the Company has sold the associated Pennsylvania production and distribution
facility.
Accordingly, the operating results and related assets
and liabilities of the retail specialty cheese business, including igourmet, along with the Company’s logistics subsidiaries (LII
and IFP) and specialty cheese cutting operations, have been reclassified to discontinued operations for all periods presented.
The following information presents the major
classes of line item of assets and liabilities included as part of discontinued operations in the consolidated balance sheets:
| | |
March 31, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
(unaudited) | | |
| |
| Current assets - discontinued operations: | |
| | |
| |
| Cash | |
$ | 16,793 | | |
$ | 85,027 | |
| Accounts receivable | |
| 488 | | |
| 196,672 | |
| Assets held for sale | |
| - | | |
| 6,144,793 | |
| Total current assets - discontinued operations | |
$ | 17,281 | | |
$ | 6,426,492 | |
| | |
March 31, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
(unaudited) | | |
| |
| Noncurrent assets - discontinued operations: | |
| | |
| |
| ROU assets – financing leases, net | |
$ | - | | |
$ | 215,509 | |
| Property and equipment, net | |
| - | | |
| - | |
| Total noncurrent assets - discontinued operations | |
$ | - | | |
$ | 215,509 | |
| | |
March 31, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
(unaudited) | | |
| |
| Current liabilities - discontinued operations: | |
| | |
| |
| Accounts payable and accrued liabilities | |
$ | 20,771 | | |
$ | 40,884 | |
| Deferred revenue | |
| - | | |
| 342,000 | |
| Accrued interest | |
| - | | |
| 64,084 | |
| Notes payable, net | |
| - | | |
| 8,430,656 | |
| Total current liabilities - discontinued operations | |
$ | 20,771 | | |
$ | 8,877,624 | |
The following information presents the major
classes of line items constituting the after-tax loss from discontinued operations in the consolidated statements of operations:
| | |
Three Months Ended | |
| | |
March 31, | | |
March 31, | |
| | |
2026 | | |
2025 | |
| | |
(unaudited) | | |
(unaudited) | |
| Revenue | |
$ | - | | |
$ | 3,942,733 | |
| Cost of goods sold | |
| - | | |
| 3,377,190 | |
| Gross margin | |
| - | | |
| 565,543 | |
| | |
| | | |
| | |
| Selling, general, and administrative expenses | |
| (454,439 | ) | |
| (1,049,169 | ) |
| | |
| | | |
| | |
| Gain on sale of assets | |
| 2,685,277 | | |
| - | |
| Loss on early extinguishment of debt | |
| (608,539 | ) | |
| - | |
| Other expense | |
| (125,414 | ) | |
| (200,629 | ) |
| Income (loss) from discontinued operations, net of tax | |
$ | 1,496,885 | | |
$ | (684,255 | ) |
The following information presents the significant
items related to discontinued operations in the statement of cash flows:
| | |
Three Months Ended | | |
Three Months Ended | |
| | |
March 31, 2026 | | |
March 31, 2025 | |
| Operating activities: | |
| | |
| |
| Adjustment to reconcile net loss to cash | |
| | |
| |
| Net cash provided by (used in) operating activities | |
| | |
| |
| Gain on sale of assets | |
$ | (2,685,277 | ) | |
$ | - | |
| Loss on early extinguishment of debt | |
| 608,539 | | |
| - | |
| Depreciation and amortization | |
| - | | |
| 36,553 | |
| Changes in assets and liabilities: | |
| | | |
| | |
| Accounts receivable, net | |
| 196,184 | | |
| 3,112,423 | |
| Inventory | |
| - | | |
| 2,782,000 | |
| Accounts payable and accrued liabilities | |
| 20,113 | | |
| 2,184,409 | |
| Deferred revenue | |
| 342,000 | | |
| 1,899 | |
| | |
| | | |
| | |
| Investing activities: | |
| | | |
| | |
| Cash paid for purchase of property and equipment | |
| - | | |
| (87,181 | ) |
| Proceeds from sale of fixed assets | |
| 10,000 | | |
| - | |
| Cash received from sale of land and building, net of costs | |
| 8,782,365 | | |
| - | |
| | |
| | | |
| | |
| Financing activities: | |
| | | |
| | |
| Payments on debt | |
| (8,740,846 | ) | |
| (28,658 | ) |
| Payments on financing leases | |
| - | | |
| (54,024 | ) |
|