Note 8 - Goodwill and Intangible Assets

6 Months Ended

Jun. 30, 2026

Notes to Financial Statements

Intangible Asset and Goodwill [Text Block]

8. Goodwill and Intangible Assets

Goodwill

Goodwill represents the excess of consideration transferred over the fair value of net identifiable assets acquired in a business combination. Goodwill is not amortized but is tested for impairment annually as of October 1, or more frequently if events or changes in circumstances indicate that the carrying value may not be recoverable. The Company has a single reporting unit and performs its goodwill impairment test at the consolidated level. There were no goodwill impairments during the three and six months ended June 30, 2026 or 2025.

The changes in the carrying amount of goodwill for the six months ended June 30, 2026 were as follows:

Balance, January 1, 2026		$	—
Goodwill acquired in the Navitas Acquisition			16,696,021
Goodwill acquired in the Terrasoul Acquisition			15,128,628
Balance, June 30, 2026		$	31,824,649

The goodwill acquired in the Navitas and Terrasoul acquisitions are allocated to the Company’s single reporting unit and reflect the expected synergies from combining their operations with those of the Company, including expanded omnichannel distribution, manufacturing capabilities, enhanced supply chain capabilities, and the strategic value of established brand and consumer relationships in the organic superfoods category. See Note 2 for additional information regarding the business combinations. The measurement periods for the Navitas and Terrasoul acquisitions remain open as of June 30, 2026, and the amounts recorded are preliminary and subject to adjustment during the measurement period, which will not exceed one year from the respective acquisition dates.

Intangible Assets

Intangible assets are comprised of the following as of:

		*June 30, 2026*												*December 31, 2025*
		*Gross Carrying Amount*				*Accumulated Amortization*				*Net Carrying Amount*				*Gross Carrying Amount*				*Accumulated Amortization*				*Net Carrying Amount*
Brand names (10 years)		$	34,300,000			$	(825,092	)		$	33,474,908			$	60,000			$	(22,500	)		$	37,500
Distributor relationships (10 years)			6,700,000				(172,951	)			6,527,049				—			$	—				—
Product portfolios (5-10 years)			2,100,000				(103,010	)			1,996,990				60,000				(22,500	)			37,500
Other intangible assets (3 years)			131,708				(131,708	)			—				131,708				(131,708	)			—
Definite-lived intangible assets			43,231,708				(1,232,761	)			41,998,947				251,708				(176,708	)			75,000
Related party license agreements (indefinite)			132,100				—				132,100				132,100				—				132,100
Total intangible assets		$	43,363,808			$	(1,232,761	)		$	42,131,047			$	383,808			$	(176,708	)		$	207,100

The weighted-average remaining useful life of all the Company’s intangible assets is 9.5 years. For the three and six months ended June 30, 2026, amortization expense was $1.0 million and $1.2 million, respectively. For the three and six months ended June 30, 2025, amortization expense was $35.0 thousand and $80.0 thousand, respectively.

The estimated amortization expense for each of the next five years and thereafter is as follows:

2026 (excluding the six months ended June 30, 2026)			2,260,000
2027			4,520,000
2028			4,520,000
2029			4,520,000
2030			4,520,000
Thereafter			21,658,947
Total		$	41,998,947