Transactions with Affiliates and Affiliated Entities |
12 Months Ended |
|---|---|
Apr. 30, 2026 | |
| Related Party Transactions [Abstract] | |
| Transactions with Affiliates and Affiliated Entities | Note 10 — Transactions with Affiliates and Affiliated Entities CEO Transition Agreement On March 16, 2026, the Company, Mr. David Namdar, its current Chief Executive Officer, and Abound LLC, a Puerto Rico limited liability company pursuant to which Mr. Namdar performs services for the Company, entered into an agreement ("Transition Agreement"), approved by the Board, that awarded Mr. Namdar (a) a $0.4 million consulting fee for services Mr. Namdar performed for the Company since August 5, 2025, but for which the Company had not provided compensation, (b) a $50,000 monthly consulting fee as compensation for services provided until his separation from the Company, and (c) a lump sum cash payment ("Cash Incentive Award"), in lieu of an equity incentive award, equal in amount to the product of 132,000 shares of the Company's common stock multiplied by the greater of the 30-trading day average stock price of the Company's common stock on (x) March 16, 2026 or (y) the date of separation, which is the earlier of (a) the Company's next annual meeting of stockholders, (b) the appointment by the Board of a new or interim chief executive officer of the Company, or (c) August 31, 2026. In addition, the Company will pay Mr. Namdar $0.9 million at the date of separation in exchange for restrictive conditions, including confidentiality, non-compete, non-solicitation, non-disparagement and non-assistance to litigants restrictions. The Company recorded compensation expense of $1.4 million within "Selling, general and administrative expenses" in the Consolidated Statements of Operations and Comprehensive Income and paid $0.5 million in cash to Mr. Namdar through Abound LLC. In addition, the Company recognized a $0.6 million liability for the Cash Incentive Award, presented within "Other current related party liabilities, at fair value" in the Consolidated Balance Sheets. AMA Controlled by a Former Board Member Mr. Hans Thomas, a member of the Board until March 2026, owns the majority of the Asset Manager. Under the AMA (Note 1), the Company incurred management fees of $5.0 million during the period from June 7, 2025 through April 30, 2026, presented as "Management fees to affiliate" in the Consolidated Statements of Operations and Comprehensive Income, of which the Company paid $4.6 million. At April 30, 2026, the Company accrued unpaid asset management fees of $0.4 million within "Other current related party liabilities" in the Consolidated Balance Sheets, and the Asset Manager and its affiliates hold all of the Asset Manager Warrants and exercised all of the 2,376,236 Strategic Advisor Warrants issued to them during the period from June 7, 2025 through April 30, 2026 in a cashless exercise. See Note 12 for recent activities related to the AMA and the Company's Asset Manager. Seller Note Payable to Employee The Company issued the Tax Indemnification Note to, and created the Escrow Deposit for the potential benefit of, the Selling Fat Panda Shareholders, one of whom is the President of Fat Panda, a current employee of the Company. In addition, the Company issued the Fat Panda Promissory Notes to the President of Fat Panda (Note 2). During the period from June 7, 2025 through April 30, 2026, the Company incurred interest expense totaling $0.1 million, presented as "Interest expense to affiliate" in the Consolidated Statements of Operations and Comprehensive Income, of which the Company paid $0.1 million. See Note 5 for additional detail regarding these notes payable, which the Company presents as "Related party note payable" in the Consolidated Balance Sheets. The Company does not reflect the Escrow Deposit in these Consolidated Financial Statements as a third-party administrator controls those funds; however, the release of the Escrow Deposit, which depends upon finalization of working capital adjustments at the Acquisition Date, may impact the purchase price the Company paid for Fat Panda in the Fat Panda Acquisition (Note 2). Agreements and Transaction with a Board Member On June 19, 2024, Mr. Nicholas J. Etten, a member of the Board, and the Company entered into a consulting agreement, replaced on July 28, 2025 with a new consulting agreement (the "2025 Agreement"), whereby Mr. Etten would provide advisory services related to acquisition sourcing, strategic consulting, and investor coordination, and would be compensated at a rate of $2,500 per week, subject to downward adjustment based on hours worked. During the period from June 7, 2025 through January 1, 2026, the Company paid $0.1 million to Mr. Etten for consulting services under these agreements. In April 2026, the Company identified excess payments totaling $6,300 to Mr. Etten that Mr. Etten returned to the Company. Mr. Etten terminated the 2025 Agreement on February 2, 2026 with effect from January 1, 2026. At April 30, 2026, there were no amounts payable to Mr. Etten under the 2025 Agreement. See Note 12 for information regarding Mr. Etten's resignation as a member of the Board.
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