v3.26.1
Discontinued Operations
12 Months Ended
Feb. 28, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

NOTE 16 – DISCONTINUED OPERATIONS

On February 24, 2023 and May 1, 2023, the Company entered into agreements to sell: 1) all operating assets and inventory associated with the Company’s three U-Swirl Company-owned locations, and 2) all franchise rights and intangible assets associated with the franchise operations of U-Swirl, respectively. The May 1, 2023 sale was completed pursuant to an Asset Purchase Agreement (the “Asset Purchase Agreement”), dated May 1, 2023, by and among the Company, as guarantor, U Swirl as seller, LLC (“Purchaser”), a related company of Fosters Freeze, Inc., a California corporation. Pursuant to the Asset Purchase Agreement, on the closing date, Purchaser paid to U-Swirl $2.75 million, consisting of approximately (i) $1.75 million in cash and (ii) $1.0 million evidenced by a three-year secured promissory note in the aggregate original principal amount of $1.0 million. As a result of these asset sales,

the activities of the Company’s subsidiary, U-Swirl, which were previously recorded to the U-Swirl operating segment are reported as discontinued operations in the consolidated statement of operations, consolidated balance sheet and consolidated statement of cash flows for all periods presented. The majority of the assets and liabilities of U-Swirl met the accounting criteria to be classified as held for sale and were aggregated and reported on separate lines of the respective statements.

On October 31, 2023, the Company filed a certificate of dissolution with the Secretary of State of the State of Nevada with respect to U-Swirl. As a result, U-Swirl is effectively fully dissolved and no longer in legal existence.

The following table discloses the results of operations of the businesses reported as discontinued operations for the years ended February 28 or 29, 2026, 2025, and 2024, respectively (amounts in thousands):

 

 

FOR THE YEARS ENDED FEBRUARY 28 or 29,

 

($'s in thousands)

 

2026

 

 

2025

 

 

2024

 

Total Revenue

 

$

 

 

$

 

 

$

212

 

Cost of sales

 

 

 

 

 

 

 

 

 

Operating Expenses

 

 

 

 

 

 

 

 

143

 

Gain on disposal of assets

 

 

 

 

 

 

 

 

(635

)

Other expense, net

 

 

 

 

 

 

 

 

 

Earnings from discontinued operations before
   income taxes

 

 

 

 

 

 

 

 

704

 

Income tax provision

 

 

 

 

 

 

 

 

 

Earnings (loss) from discontinued operations, net of tax

 

$

 

 

$

 

 

$

704

 

 

There were no assets or liabilities held for sale for U-Swirl as of February 28 or 29, 2026, 2025, and 2024, respectively:

 

The following table summarizes the gain recognized during the year ended February 29, 2024 related to the sale of assets on May 1, 2023, as described above (amounts in thousands):

 

Cash proceeds from the sale of assets

 

$

1,749

 

Accounts receivable

 

 

9

 

Notes receivable

 

 

1,000

 

 

 

 

Total consideration received

 

 

2,758

 

 

 

 

Assets and liabilities transferred

 

 

 

Franchise rights

 

 

1,703

 

Inventory

 

 

6

 

Liabilities

 

 

(229

)

 

 

 

Net assets transferred

 

 

1,480

 

 

 

 

Costs associated with the sale of assets

 

 

643

 

 

 

 

Gain on disposal of assets

 

$

635