v3.26.1
Note 2 - Disposal of Membership Interests in LR Kissimmee
3 Months Ended
Mar. 31, 2026
Notes to Financial Statements  
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

Note 2 Disposal of Membership Interests in LR Kissimmee 

 

On February 4, 2026, the Company completed the sale of its 51% membership interest in Horeb Kissimmee Realty LLC ("LR Kissimmee") pursuant to a Membership Interest Purchase Agreement with the holder of the remaining 49% ownership interest. As a result of the transaction, the Company ceased to have any ownership interest in LR Kissimmee.

 

Under the terms of the agreement, the Company is entitled to receive aggregate consideration of $500,000, payable in twelve monthly installments of $41,667 beginning February 28, 2026. In addition, the purchaser agreed to remit $61,200 to the Company representing the Company's proportionate share of an outstanding loan previously made by LR Kissimmee to the purchaser, payable in four quarterly installments of $15,300.

 

Concurrently with the disposition, the Company entered into a Trademark and Brand Licensing Agreement with LR Kissimmee providing LR Kissimmee a non-exclusive, non-transferable license to utilize certain Company trademarks, branding, and technology resources in exchange for a monthly licensing fee of $4,500 for an initial term of one year. The licensing arrangement does not provide the Company with continuing ownership, management authority, or controlling financial interest in LR Kissimmee. The total loss on the disposition of the membership interest in LR Kissimmee was $217,657. 

 

The transaction was undertaken as part of the Company's strategy to divest a non-core office operation, improve liquidity, reduce operating expenses, and reallocate capital toward its core brokerage, technology, and ancillary service businesses. Management indicated that the divested operation represented approximately 10% of the Company's agent base.

 

A summary of the transactions consideration and loss on disposal of LR Kissimmee is as follows:

 

Consideration

Note receivable

$

561,200

Carrying amount of non-controlling interests of LR Kissimmee

1,976,282

2,537,482

Book basis of investment in LR Kissimmee

2,755,139

Loss on disposal of LR Kissimmee

$

(217,657

)

 

A summary of the investment in LR Kissimmee's related assets and liabilities is as follows:

 

As of February 4, 2026

Assets:

Cash

$

411,356

Accounts receivable, net

30,712

Other current assets

137,556

Property and equipment, net

1,963

Right-of-use asset, net

4,894

Intangible assets, net

1,246,164

Goodwill

1,302,652

Total Assets

$

3,135,297

Liabilities:

Accounts payable

$

209,899

Accrued expenses

3,889

Contract liabilities

5,773

Lease liability

10,597

Note payable

150,000

Total liabilities

$

380,158