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SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2026
SUBSEQUENT EVENTS  
SUBSEQUENT EVENTS

NOTE 16 – SUBSEQUENT EVENTS

 

Management of the Company has evaluated the events that have occurred through the date of the filing of this Quarterly Report on Form 10-Q. 

 

Monti, et al. v. Garcia, et al.

 

On July 31, 2026, Lifted, together with Thomas Monti and The Happy Cactus Apothecary LLC, filed a complaint in the United States District Court for the Southern District of Texas challenging the legality of certain reinstated Schedule I definitions adopted by the Texas Department of State Health Services relating to hemp-derived cannabinoids. The complaint seeks declaratory and injunctive relief, alleging, among other things, that the challenged definitions are preempted by federal law and violate the Due Process and Commerce Clauses of the United States Constitution. Concurrent with the complaint, the plaintiffs filed an emergency motion for a temporary restraining order and expedited preliminary injunction seeking to enjoin enforcement of the challenged definitions while the litigation is pending. The litigation is in its preliminary stages, and the Company is unable to predict the ultimate outcome.

 

Delta Beverages, Inc., et al. v. Canepa, et al.

 

On July 30, 2026, Lifted and other parties filed an action in the United States District Court for the Northern District of Ohio challenging the constitutionality of certain provisions of Ohio Senate Bill 56. The complaint seeks declaratory and injunctive relief, and the plaintiffs simultaneously moved for a temporary restraining order to prohibit enforcement of the challenged provisions during the pendency of the litigation. The litigation is in its preliminary stages, and the Company is unable to predict the ultimate outcome.

 

Federal Regulatory Actions Affecting Kratom-Derived Products

 

On July 29, 2025, during a joint press conference, the FDA announced that it had recommended to the DEA that 7-hydroxymitragynine (“7-OH”), a concentrated alkaloid derived from the kratom plant, be classified as a Schedule I controlled substance under the Controlled Substances Act (“CSA”). Since that time, the FDA and the DEA have continued to express concerns regarding products containing 7-OH. In July 2026, HHS initiated a Request for Information regarding proposed scheduling thresholds for 7-OH, and the DEA issued two notices of intent to issue temporary scheduling orders, which were published in the Federal Register. The first proposal would temporarily place 7-OH into Schedule I when present above specified concentration or dosage thresholds in botanical kratom and certain processed products. The second would place mitragynine pseudoindoxyl, MGM-15, and MGM-16 into Schedule I without concentration thresholds. Under the standard rulemaking process, the DEA generally would publish a proposed rule, provide an opportunity for public comment, and subsequently issue a final rule. Alternatively, the CSA authorizes the DEA to issue a temporary scheduling order if it determines that 7-OH presents an imminent hazard to public safety, which could become effective upon publication in the Federal Register and generally remain in effect for up to two years, subject to extension while permanent scheduling proceedings are pending. If either proposal is finalized, or if the DEA issues a temporary scheduling order, the manufacture, distribution, and sale of certain kratom-derived products sold by the Company could be materially restricted or prohibited, which could materially reduce the Company’s revenue, potentially by approximately half or more. Based on these developments, the Company recorded an inventory reserve of $1,434,458 against its kratom-derived inventory as of June 30, 2026. The Company continues to monitor these regulatory developments and will evaluate their impact as the rulemaking process progresses. There can be no assurance that the regulatory positions of the FDA, HHS, or the DEA regarding 7-OH or related kratom-derived compounds will be resolved in a manner favorable to the Company. Any Schedule I placement or other significant federal restrictions applicable to products sold by the Company could materially and adversely affect the Company’s business, financial condition, results of operations, and cash flows.

 

Agreement to Sell Real Property

 

On July 22, 2026, Lifted entered into a binding agreement to sell its real property located at 5511 95th Avenue, Kenosha, Wisconsin for a purchase price of $1,500,000. The transaction is subject to customary closing conditions and is expected to close on September 16, 2026. If the transaction is completed, Lifted expects to use the net sale proceeds to repay the outstanding mortgage loan with Surety Bank, including the $836,358 principal balance as of June 30, 2026, accrued interest, and any applicable prepayment penalty. The remaining proceeds are expected to be added to Lifted’s working capital. As discussed in NOTE 6 – ASSETS HELD FOR SALE, the property was classified as held for sale as of June 30, 2026 at a carrying amount of $1,294,211, and no impairment loss was recognized.