UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number
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(Exact name of registrant as specified in its charter) |
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(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
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th Street, |
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(Address of principal executive offices) |
(Zip Code) |
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(Registrant's telephone number, including area code) |
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N/A |
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(Former name, former address and former fiscal year, if changed since last report) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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N/A |
N/A |
N/A |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer ☐ |
Accelerated filer ☐ |
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Smaller reporting company |
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Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by checkmark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act).
Yes
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:
October 15, 2026 –
FORM 10-Q
For the Period Ended August 31, 2026
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Page |
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Item 1. |
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Consolidated Balance Sheets (Unaudited) As of August 31, 2026 and May 31, 2026 |
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Item 2. |
Management's Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. |
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Item 4. |
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Item 1. |
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Item 1A. |
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Item 2. |
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Item 3. |
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Item 4. |
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Item 5. |
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Item 6. |
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Greystone Logistics, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
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August 31, |
May 31, |
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2026 |
2026 |
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Assets |
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Current Assets: |
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Cash |
$ | $ | ||||||
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Accounts receivable - |
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Trade |
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Related parties |
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Inventory |
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Prepaid expenses |
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Total Current Assets |
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Property, Plant and Equipment, net |
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Right-to-use Assets |
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Total Assets |
$ | $ | ||||||
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Liabilities and Equity |
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Current Liabilities: |
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Accounts payable and accrued expenses |
$ | $ | ||||||
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Current portion of revolver loan |
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Current portion of long-term debt |
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Current portion of operating leases |
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Deferred revenue |
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Total Current Liabilities |
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Finance Obligation |
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Operating Leases, net of current portion |
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Deferred Tax Liability |
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Total Liabilities |
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| Commitments and Contingencies (Note 13) | ||||||||
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Equity: |
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| Preferred stock, $ |
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Common stock, $ |
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Additional paid-in capital |
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Accumulated deficit |
( |
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Total Equity |
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Total Liabilities and Equity |
$ | $ | ||||||
The accompanying notes are an integral part of these unaudited consolidated financial statements.
Greystone Logistics, Inc. and Subsidiaries
Consolidated Statements of Operations
For the Three Months Ended August 31, 2026 and 2025
(Unaudited)
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2026 |
2025 |
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Sales |
$ | $ | ||||||
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Cost of sales |
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Gross profit (loss) |
( |
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Selling, general and administrative expenses |
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Operating loss |
( |
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Other income (expense): |
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Other income |
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Interest expense |
( |
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Loss before income taxes |
( |
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Benefit (provision) for income taxes |
( |
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Net loss |
$ | ( |
) | $ | ( |
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Net loss attributable to common stockholders |
$ | ( |
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Net loss per share of common stock - |
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Basic |
$ | ( |
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Diluted |
$ | ( |
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Weighted average shares of common stock outstanding |
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Basic |
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Diluted |
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The accompanying notes are an integral part of these unaudited consolidated financial statements.
Greystone Logistics, Inc. and Subsidiaries
Consolidated Statements of Changes in Equity
For the Three Months Ended August 31, 2026 and 2025
(Unaudited)
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Preferred Stock |
Common Stock |
Treasury Stock |
Additional |
Accumulated |
Stockholders' |
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Shares |
Amount |
Shares |
Amount |
Shares |
Amount |
paid-In Capital |
Deficit |
Equity |
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Balances, May 31, 2025 |
$ | $ | $ | ( |
) | $ | $ | ( |
) | $ | ||||||||||||||||||||||||||
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Repurchase of common stock |
- | - | - | - | ( |
) | ( |
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Net loss |
- | - | - | ( |
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Balances, August 31, 2025 |
$ | $ | $ | ( |
) | $ | $ | ( |
) | $ | ||||||||||||||||||||||||||
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Balances, May 31, 2026 |
$ | $ | $ | $ | $ | ( |
) | $ | ||||||||||||||||||||||||||||
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Net loss |
- | - | - | ( |
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Balances, August 31, 2026 |
$ | $ | $ | $ | $ | ( |
) | $ | ||||||||||||||||||||||||||||
The accompanying notes are an integral part of these unaudited consolidated financial statements.
Greystone Logistics, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
For the Three Months Ended August 31, 2026 and 2025
(Unaudited)
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2026 |
2025 |
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Cash Flows from Operating Activities: |
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Net loss |
$ | ( |
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Adjustments to reconcile net loss to net cash provided by (used in) operating activities |
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Depreciation and amortization |
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Change in deferred taxes |
( |
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Effects of changes in operating assets and liabilities: |
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Trade accounts receivable |
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Related parties receivable |
( |
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Inventory |
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Operating lease expense |
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Prepaid expenses |
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Accounts payable and accrued expenses |
( |
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Net cash provided by operating activities |
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Cash Flows from Investing Activities: |
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Purchase of property, plant and equipment |
( |
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Net cash used in investing activities |
( |
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Cash Flows from Financing Activities: |
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Principal payments on long-term debt and financing leases |
( |
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Repurchase of common stock |
( |
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Dividends paid on preferred stock |
( |
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Net cash used in financing activities |
( |
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Net (Decrease) Increase in Cash |
( |
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Cash, Beginning of Period |
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Cash, End of Period |
$ | $ | ||||||
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2026 |
2025 |
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Non-Cash Activities: |
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Capital expenditures in accounts payable |
$ | $ | ||||||
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Supplemental Information: |
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Interest paid |
$ | $ | ||||||
The accompanying notes are an integral part of these unaudited consolidated financial statements.
Notes to Consolidated Financial Statements
(Unaudited)
Note 1. BASIS OF FINANCIAL STATEMENTS
In the opinion of Greystone Logistics, Inc. (“Greystone” or the “Company”), the accompanying unaudited consolidated financial statements contain all adjustments and reclassifications, which are of a normal recurring nature, necessary to present fairly its financial position as of August 31, 2026, and the results of its operations and cash flows for the three months ended August 31, 2026 and 2025. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of and for the fiscal year ended May 31, 2026, and the notes thereto included in Greystone’s Annual Report on Form 10-K for such period, as filed with the Securities and Exchange Commission. The results of operations for the three months ended August 31, 2026 and 2025 are not necessarily indicative of the results to be expected for the full fiscal year.
The unaudited consolidated financial statements of Greystone include its wholly owned subsidiaries, Greystone Manufacturing, L.L.C. (“GSM”) and Plastic Pallet Production, Inc. (“PPP”). All material intercompany accounts and transactions have been eliminated in the unaudited consolidated financial statements.
Certain prior-year amounts have been reclassified to conform to the current-year presentation. During fiscal 2026, the Company refined its classification of depreciation expense based on the functional use of the underlying assets. Certain depreciation expense previously included in cost of goods sold has been reclassified to operating expenses. These reclassifications had no effect on previously reported operating loss, net loss, loss per share, total assets, total liabilities, stockholders’ equity, or cash flows.
Note 2. GOING CONCERN AND MANAGEMENT'S PLAN
The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve months following the date these consolidated financial statements are available. At August 31, 2026, the Company has an accumulated deficit of $(
In addition, the Company was not in compliance with certain financial covenants under its debt agreements as of May 31, 2026. On July 5, 2026, the Company entered into a Fifth Amendment to its Amended and Restated Loan Agreement with International Bank of Commerce (“IBC”), pursuant to which IBC waived certain existing covenant violations through the amendment date and suspended testing of specified financial covenants through November 30, 2026. The amendment also provides for interest-only payments on certain debt obligations for a period of seven months through calendar year 2026. As of the date these consolidated financial statements were issued, IBC had not exercised its rights to accelerate the indebtedness and the Company was in compliance with the amended agreement. However, management’s forecasts indicate that compliance with certain financial covenants when testing resumes may require additional amendments, waivers, or other accommodations from the lender. There can be no assurance that such accommodations, if necessary, will be obtained. Due to the covenant violations existing at May 31, 2026, and expected noncompliance within the next twelve months, all outstanding long-term debt has been classified as current in the accompanying balance sheets.
Management has developed plans intended to improve liquidity and operating performance, including expanding its customer base, increasing sales to existing customers, pursuing new customer opportunities, implementing enhanced inventory and production management practices, controlling operating expenditures, adjusting product pricing where appropriate, and continuing discussions with lenders regarding future financing arrangements and covenant requirements.
Management has evaluated these conditions and events and determined that, although its plans may improve liquidity and operating performance, the successful execution of those plans depends on replacing a substantial portion of the lost customer revenue and obtaining continued lender support. Because it is unclear whether the Company will be successful in accomplishing these objectives, management cannot conclude that it is probable that its plans will alleviate these conditions.
Accordingly, management has concluded that substantial doubt exists regarding the Company’s ability to continue as a going concern within one year after the date these consolidated financial statements are issued. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Note 3. LOSS PER SHARE
Basic loss per share is based on the weighted-average effect of all common shares issued and outstanding and is calculated by dividing net loss attributable to common stockholders by the weighted-average shares outstanding during the period. Diluted loss per share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of common shares used in the basic loss per share calculation plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive common shares outstanding. Warrants exercisable into common stock totaling $
The following tables set forth the computation of basic and diluted loss per share for the three months ended August 31:
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August 31, |
August 31, |
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2026 |
2025 |
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Numerator - |
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Net loss attributable to common stockholders |
$ | ( |
) | $ | ( |
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Denominator - |
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Weighted-average shares outstanding - basic |
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Loss per share of common stock - basic |
$ | ( |
) | $ | ( |
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Diluted loss per share of common stock: |
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Numerator - |
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Net loss attributable to common stockholders |
$ | ( |
) | $ | ( |
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Denominator - |
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Weighted-average shares outstanding - basic |
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Incremental shares from assumed conversion of options warrants, as appropriate |
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Weighted average common stock outstanding - diluted |
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Loss per share of common stock - diluted |
$ | ( |
) | $ | ( |
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Note 4. INVENTORY
Inventory consisted of the following:
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August 31, |
May 31, |
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2026 |
2026 |
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Raw materials |
$ | $ | ||||||
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Finished goods |
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Total inventory |
$ | $ | ||||||
Note 5. PROPERTY, PLANT, AND EQUIPMENT
A summary of property, plant and equipment for Greystone is as follows:
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August 31, |
May 31, |
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2026 |
2026 |
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Production machinery and equipment |
$ | $ | ||||||
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Plant buildings and land |
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Leasehold improvements |
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Furniture and fixtures |
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Construction in progress |
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Less: Accumulated depreciation and amortization |
( |
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( |
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Net Property, Plant and Equipment |
$ | $ | ||||||
Property, plant and equipment includes production equipment with a carrying value of $
Depreciation expense, including amortization expense related to financing leases, for the three months ended August 31, 2026 and 2025 was $
Note 6. RELATED PARTY TRANSACTIONS
Transactions with Warren F. Kruger, President, Chief Executive Officer, Chief Financial Officer and Chairman of the Board
Yorktown Management & Financial Services, LLC (“Yorktown”), an entity wholly owned by Warren F. Kruger, owns and rents to Greystone (1) grinding equipment used to grind raw materials for Greystone’s pallet production and (2) extruders for pelletizing recycled plastic into pellets for resale and for use as raw material for manufacturing pallets. Greystone compensates Yorktown for the use of equipment as discussed below.
Rental fees. GSM pays weekly rental fees of $
Yorktown provides administrative office space for Greystone in Tulsa, Oklahoma under a -year lease at a rental rate of $
Note 6. RELATED PARTY TRANSACTIONS (cont.)
Transactions with TriEnda Holdings, L.L.C.
TriEnda Holdings, L.L.C. (“TriEnda”) is a manufacturer of plastic pallets, protective packaging and dunnage utilizing thermoform processing of which Warren F. Kruger is the non-executive chairman of the board of directors of Kruger Family Holdings, LLC (“KFH”), which owns a majority interest in TriEnda. Greystone may purchase pallets from TriEnda for resale or sell Greystone pallets to TriEnda. During fiscal year 2026, Greystone began a service of disassembling and grinding of certain items for TriEnda. During the three months ended August 31, 2026 and 2025, Greystone purchases from TriEnda totaled $
Durakon Industries, Inc. is a Mexican subsidiary of TriEnda Holdings, LLC with which the Company also does business. Sales to Durakon totaled $
Transactions with Green Plastic Pallets
Green Plastic Pallets (“Green”) is an entity owned by James Kruger, a brother to Warren F. Kruger. Green purchased pallets from Greystone totaling $
Transactions with Robert B. Rosene, Jr., Director
Greystone Real Estate, L.L.C. (“GRE”) is an entity wholly owned by Mr. Rosene. Prior to April 2026, GRE owned two primary manufacturing facilities occupied by Greystone. Effective August 1, 2022, Greystone and GRE entered into a non-cancellable -year lease agreement with a -year extension for the use of these manufacturing facilities at the initial rate of $
Effective April 23, 2026, the Company sold certain real property to Mr. Rosene, a member of the Company’s Board of Directors and the sole member of GRE for $
Note 7. LONG-TERM DEBT
Debt as of August 31, 2026 and May 31, 2026 was as follows:
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August 31, 2026 |
May 31, 2026 |
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Term loans payable to International Bank of Commerce, prime rate of interest plus |
$ | $ | ||||||
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Term loan payable to First Interstate Bank, interest rate of |
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Revolving loan, payable to International Bank of Commerce, prime rate of interest plus |
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Total Debt |
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Less: Debt issuance costs, net of amortization |
( |
) | ( |
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Total debt, net of debt issuance costs |
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Less: Current portion of long-term debt |
( |
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) | ||||
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Long-term debt, net of current portion |
$ | $ | ||||||
As of August 31, 2026, the prime rate of interest was
Note 7. LONG-TERM DEBT (cont.)
The revolving loan and term loans contain financial covenant requirements and cross-default provisions. The Company was not in compliance with certain financial covenants as of May 31, 2026. On July 5, 2026, the Company entered into a Fifth Amendment to its Amended and Restated Loan Agreement with International Bank of Commerce (“IBC”), pursuant to which IBC waived existing covenant violations through the amendment date and suspended testing of certain financial covenants through November 30, 2026. As of the issuance date of these consolidated financial statements, IBC had not exercised its rights to accelerate the indebtedness and the Company remained in compliance with the terms of the amended agreement. Management’s forecasts indicate that compliance with certain financial covenants upon the resumption of covenant testing may require additional amendments, waivers, or other accommodations from the lender. While IBC has waived specified covenant violations through the amendment date and suspended covenant testing through November 30, 2026, management has determined it is not probable the covenant violations will be cured when testing resumes after November 30, 2026. As such all of the long-term debt has been classified as current.
Debt issuance costs consist of the amounts paid to third parties in connection with the issuance and modification of debt instruments. These costs are shown on the consolidated balance sheet as a direct reduction to the related debt instrument. Amortization of these costs is included in interest expense. Greystone recorded amortization of debt issuance costs of $
Restated and Amended Loan Agreement between Greystone and IBC
On July 29, 2022, Greystone and GSM (collectively, the “Borrowers”) entered into an Amended and Restated Loan Agreement with IBC (the “IBC Restated Loan Agreement”), which consolidated all existing term loans, provided additional funding for equipment purchases and renewed the revolving loan in the aggregate principal amount of $
On February 5, 2024, Greystone and IBC entered into a Second Amendment to the IBC Restated Loan Agreement, which, among other things, extended the maturity date of the Revolving Loan from July 29, 2024 to February 5, 2026, increased the permitted distributions to holders of preferred stock to $
Prior to January 9, 2026, the IBC term loans required equal monthly payments of principal and interest in amounts sufficient to amortize the principal balance of the loans over their remaining lives. The monthly payments of principal and interest on the IBC term loans may vary due to changes in the prime rate of interest. Aggregate payments for the IBC term loans were approximately $
On July 5, 2026, Greystone and IBC entered into a Fifth Amendment to the IBC Restated Loan Agreement for the term loans and revolving loan. Under the Fifth Amendment, IBC waived existing covenant defaults and events of default related to specified financial covenants through the amendment date and suspended testing of certain financial covenants through November 30, 2026, after which covenant compliance testing resumes. The Fifth Amendment also extended the maturity date of the Revolving Loan from July 5, 2026 to February 5, 2027 and reduced the aggregate available borrowing to $
The IBC Restated Loan Agreement is secured by a lien on substantially all assets of the Company. Warren F. Kruger, the Company’s President, Chief Executive Officer, Chief Financial Officer, and Chairman of the Board, provided a limited guaranty of the Borrowers’ obligations under the IBC Restated Loan Agreement. In connection with the Fifth Amendment described above, Warren F. Kruger’s prior limited guaranty was replaced with an unlimited guaranty and the Warren F. Kruger Trust also signed a new unlimited guaranty.
Note 7. LONG-TERM DEBT (cont.)
The IBC Restated Loan Agreement contains customary representations, warranties, and affirmative and negative covenants. Among other requirements, the Borrowers must maintain a minimum debt service coverage ratio of
Loan Agreement with First Interstate Bank, formerly Great Western Bank
On August 23, 2021, Greystone and First Interstate Bank entered into a loan agreement (the “FIB Loan Agreement”) in connection with certain prior loans and a mortgage loan to refinance certain land and buildings located in Bettendorf, IA.
The FIB Loan Agreement includes customary representations and warranties and affirmative and negative covenants which include (i) requiring the Borrowers to maintain a debt service coverage ratio of to 1:00 as of the end of each fiscal year end and debt to tangible net worth ratio of to 1:00 as of the end of each fiscal year end with a decrease of
The FIB Loan Agreement is secured by a mortgage on one of Greystone’s warehouses.
Maturities
Due to the covenant violations existing at May 31, 2026, and expected noncompliance within the next twelve months, all outstanding long-term debt has been classified as current in the accompanying balance sheets.
Note 8. LEASES
Financing Leases
There was no outstanding liability for financing leases as of August 31, 2026 and May 31, 2026.
The production equipment under the non-cancelable financing leases is as follows:
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August 31, |
May 31, |
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2026 |
2026 |
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Production equipment under financing leases |
$ | $ | ||||||
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Less: Accumulated amortization |
( |
) | ( |
) | ||||
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Production equipment under financing leases, net |
$ | $ | ||||||
Amortization of the carrying amount of $
Operating Leases
Greystone recognized a lease liability for each lease based on the present value of remaining minimum fixed rental payments, using a discount rate that approximates the rate of interest for a collateralized loan over a similar term. A right-of-use asset is recognized for each lease, valued at the lease liability. Minimum fixed rental payments are recognized on a straight-line basis over the life of the lease as costs and expenses on the consolidated statements of operations. Variable and short-term rental payments are recognized as costs and expenses as they are incurred. As of August 31, 2026, Greystone had two non-cancellable operating leases remaining for (i) two buildings owned by Greystone Real Estate, L.L.C. (GRE), a related party, on a year lease with a year renewal option, which management has determined is reasonably certain to exercise, and a discount rate of
Note 8. LEASES (cont.)
The outstanding liability for right to use assets under operating leases is as follows:
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August 31, |
May 31, |
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2026 |
2026 |
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Liability under operating leases |
$ | $ | ||||||
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Less: Current portion |
( |
) | ( |
) | ||||
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Long-term portion of liability under operating leases |
$ | $ | ||||||
Lease Summary Information
Lease summary information as of and for the three month period ending is as follows:
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August 31, |
August 31, |
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2026 |
2025 |
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Lease Expense |
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Financing lease expense - |
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Amortization of right-of-use assets |
$ | $ | ||||||
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Interest on lease liabilities |
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Operating lease expense |
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Short-term lease expense |
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Total |
$ | $ | ||||||
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Other Information |
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Cash paid for amounts included in the measurement of lease liabilities for finance leases - |
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Operating cash flows |
$ | $ | ||||||
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Financing cash flows |
$ | $ | ||||||
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Cash paid for amounts included in the measurement of lease liabilities for operating leases - |
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Operating cash flows |
$ | $ | ||||||
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Weighted-average remaining lease term (in years) - |
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Financing leases |
N/A | |||||||
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Operating leases |
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Weighted-average discount rate - |
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Financing leases |
N/A | % | ||||||
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Operating leases |
% | % | ||||||
Note 8. LEASES (cont.)
Future minimum lease payments under non-cancelable leases as of August 31, 2026, are approximately:
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Operating |
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Leases |
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Twelve months ending August 31, 2027 |
$ | |||
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Twelve months ending August 31, 2028 |
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Twelve months ending August 31, 2029 |
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Twelve months ending August 31, 2030 |
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Twelve months ending August 31, 2031 |
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Thereafter |
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Total future minimum lease payments |
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Less: Imputed interest |
( |
) | ||
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Present value of minimum lease payments |
$ | |||
Finance Obligation
April 23, 2026, the Company entered into an agreement with Robert B. Rosene, Jr., a member of the Company’s Board of Directors and the sole member of GRE, to sell certain commercial real estate located in Bettendorf, Iowa for proceeds of approximately $
Management evaluated the transaction under ASC 842 and concluded that the transfer of the property does not qualify for sale accounting. Accordingly, the transaction is accounted for as a financing obligation. The Company continues to recognize the underlying property within property, plant and equipment and recognizes a financial obligation for the proceeds received reflected on the statement of cash flows as financing activities. Payments made under the arrangement which totaled $
At August 31, 2026, the carrying amount of the property subject to the arrangement was approximately $
Note 9. DEFERRED REVENUE
Advances from customers pursuant to a contract for the sale of plastic pallets is recognized as deferred revenue. Revenue is recognized by Greystone as pallets are shipped to the customer. Revenue related to prior advances totaled $
Note 10. REVENUE AND REVENUE RECOGNITION
Greystone’s principal product is plastic pallets produced from recycled plastic resin. During the three months ended August 31, 2026, the Company has seen a growth in an additional revenue stream related to bin processing for a related party, TriEnda Holdings, L.L.C. (Note 6); however, this service is not expected to be a material revenue source throughout fiscal year 2027. Pallet sales are primarily to customers in the continental United States of America. International pallet sales are made to customers in Canada, Mexico, and other Central America countries which totaled approximately $
Greystone’s pallet customers include stocking and non-stocking distributors and direct sales to end-user customers. During the three months ended August 31, 2026, the Company saw a shift in the nature of customer compared to the three months ended August 31, 2025 due to the loss of a major customer. Sales to the following categories of customers for the three months ended August 31, 2026 and 2025, respectively, were as follows:
|
2026 |
2025 |
|||||||
|
End-user customers |
% | % | ||||||
|
Distributors |
% | % | ||||||
Note 11. FAIR VALUE OF FINANCIAL INSTRUMENTS
The following methods and assumptions are used in estimating the fair-value disclosures for financial instruments:
Cash, Accounts Receivable, and Accounts Payable: The carrying amounts reported in the consolidated balance sheets for cash, accounts receivable, and accounts payable approximate fair value due to the short-term maturity of these instruments.
Debt: The carrying amount of notes with floating rates of interest approximate fair value. Fixed rate notes are valued based on cash flows using estimated rates of comparable notes. The carrying amounts reported on the consolidated balance sheets approximate fair value.
Note 12. CONCENTRATIONS, RISKS, AND UNCERTAINTIES
Greystone derived approximately
Greystone is subject to litigation, claims, and other commitments and contingencies arising in the ordinary course of business. Although the asserted value of these matters may be significant, the Company currently does not expect that the ultimate resolution of any open matters will have a material adverse effect on its consolidated financial position or results of operations.
Note 13. COMMITMENTS
As of August 31, 2026, Greystone had outstanding commitments totaling approximately $
The Company has a $230,000 letter of credit required for insurance purposes. In September 2026, the Company increased the letter of credit to $390,000.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Forward-Looking Statements and Material Risks
This Quarterly Report on Form 10-Q includes certain statements that may be deemed "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, that address activities, events or developments that Greystone expects, believes or anticipates will or may occur in the future, including decreased costs, securing financing, the profitability of Greystone, potential sales of pallets or other possible business developments, are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties. The forward-looking statements contained in this Quarterly Report on Form 10-Q could be affected by any of the following factors: Greystone's prospects could be affected by changes in availability of raw materials, competition, rapid technological change and new legislation regarding environmental matters; Greystone may not be able to secure additional financing necessary to sustain and grow its operations; and a material portion of Greystone's business is and will be dependent upon a few large customers and there is no assurance that Greystone will be able to retain such customers. These risks and other risks that could affect Greystone's business are more fully described in Greystone's Annual Report on Form 10-K for the fiscal year ended May 31, 2026, which was filed with the Securities and Exchange Commission on August 31, 2026, as the same may be updated from time to time. Actual results may vary materially from the forward-looking statements. The results of operations for the three months ended August 31, 2026, are not necessarily indicative of the results for the fiscal year ending May 31, 2027. Greystone undertakes no duty to update any of the forward-looking statements contained in this Quarterly Report on Form 10-Q.
Results of Operations
General to All Periods
The unaudited consolidated statements include Greystone Logistics, Inc., and its two wholly owned subsidiaries, Greystone Manufacturing, L.L.C. (“GSM”) and Plastic Pallet Production, Inc. (“PPP”). All material intercompany accounts and transactions have been eliminated.
Sales
Greystone's primary focus is to provide quality plastic pallets to its existing customers while continuing its marketing efforts to broaden its customer base. As part of its efforts to diversify its customer base and revenue streams, the Company has expanded its bin processing services during the three months ended August 31, 2026. Although demand for these services, the majority of which was from a related party, increased during the period, management does not currently expect bin processing revenues to constitute a material portion of consolidated revenues during fiscal year 2027. Greystone's existing customers are primarily located in the United States and engaged in the beverage, pharmaceutical and other industries. Greystone has generated, and plans to continue to generate, interest in its pallets by attending trade shows sponsored by industry segments that would benefit from Greystone's products. Greystone hopes to gain wider product acceptance by marketing the concept that the widespread use of plastic pallets could greatly reduce the destruction of trees on a worldwide basis. Greystone’s marketing is conducted through contract distributors, its President and other employees.
Personnel
Greystone had full-time equivalents of approximately 95 and 143 regular employees as of August 31, 2026 and 2025, respectively. With the reduction in the production schedule that began in fiscal year 2026, due to loss of a major customer, the Company has significantly reduced the temporary personnel service that previously provided additional production personnel on an as needed basis, prior to the reduction in production, at any point in time, the Company could have between 65-70 temporary employees. Full-time equivalent is a measure based on time worked.
Three Months Ended August 31, 2026 Compared to Three Months Ended August 31, 2025
Sales
During the three months ended August 31, 2026, total sales decreased $5,411,485, or 50%. Sales decreased primarily due to reductions of approximately $6,800,000 from the lost major customer. This was offset by additional miscellaneous fluctuations among other existing customers, specifically a related party, TriEnda, with an increase in sales of approximately $950,000. No significant new or other lost customers were reported during the period.
A limited number of customers, generally ranging from one to three, one of which was a related party, accounted for approximately 42% and 63% of total sales during the three months ended August 31, 2026 and 2025, respectively. Greystone is not able to predict the future needs of these major customers and will continue its efforts to increase sales through the addition of new customers developed through Greystone’s marketing efforts.
Results of Operations (cont.)
Cost of Sales
The cost of sales for the three months ended August 31, 2026, was $6,099,892 or 115% of sales, compared to $10,229,018 or 95% of sales, for the three months ended August 31, 2025. The increase in the ratio of cost of sales to sales for the three months ended August 31, 2026, over the prior period was primarily the result of reduced production during the three months ended August 31, 2026, specifically, the Company capitalized less overhead costs as fewer pallets were produced due to loss of customers described above. Due to Greystone’s inflexible manufacturing costs, the gross profit margin is directly affected by variations in the quantity of plastic pallets produced.
Gross Profit (Loss)
Gross profit (loss) for the three months ended August 31, 2026, was $(778,804), or (15)% of sales, compared to $503,555, or 5% of sales, for the three months ended August 31, 2025. The principal reason for decrease in gross profit margin for the three months ended August 31, 2026, over the prior period was the decline in production as discussed above.
Selling, General and Administrative Expenses
Selling, general and administrative expenses were $1,103,477, or 21% of sales, for the three months ended August 31, 2026 compared to $1,728,539, or 16% of sales, for the three months ended August 31, 2025, representing a decrease of $625,062. The decrease is primarily due to continued tight control of other expenses given the loss of a major customer.
Other Income (Expenses)
Other income, generally from interest income and the sale of scrap material, was $3,269 and $5,119 for the three months ended August 31, 2026 and 2025, respectively.
Interest expense was $281,843 for the three months ended August 31, 2026, compared to $229,829 for the three months ended August 31, 2025, representing an increase of $52,014. This increase is due to the increased borrowing on the revolving loan with International Bank of Commerce at August 31, 2026, compared to August 31, 2025 as well as the interest charges associated with the new finance obligation related to the failed sale-leaseback transaction.
Benefit (Provision) for Income Taxes
The benefit (provision) for income taxes was $(398,140) and $350,672 for the three months ended August 31, 2026 and 2025, respectively. The significant change in provision primarily reflects an increase to the valuation allowance as management has determined that Greystone will not be able to realize the full effect of the deferred tax assets as of August 31, 2026. As a result, the current year provision reflects an expense associated with the increased allowance, whereas the prior year included income tax benefit associated with the pretax loss. The effective tax rate differs from federal statutory rates due principally to state income taxes, charges (income) which have no tax benefit (expense), and changes in the valuation allowance, and provision to return adjustments primarily attributable to fixed assets depreciation and lease accounting.
Based upon a review of its income tax filing positions, Greystone believes that its positions would be sustained upon an audit by the Internal Revenue Service and does not anticipate any adjustments that would result in a material change to its financial position. Therefore, no reserves for uncertain income tax positions have been recorded.
Net Loss
Greystone recorded net loss of $(2,558,995) for the three months ended August 31, 2026, compared to net loss of $(1,099,022) for three months ended August 31, 2025, primarily for the reasons discussed above.
Net Loss Attributable to Common Stockholders
The net loss attributable to common stockholders for the three months ended August 31, 2026, was $(2,558,995) or $(0.09) per share, compared to net loss attributable to common stockholders of $(1,099,022), or $(0.04) per share, for the three months ended August 31, 2025, primarily for the reasons discussed above.
Liquidity and Capital Resources
A summary of cash flows for the three months ended August 31, 2026, was as follows:
|
Cash provided by operating activities |
$ | 81,326 | ||
|
Cash used in investing activities |
$ | (220,143 | ) | |
|
Cash used in financing activities |
$ | (12,565 | ) |
The contractual obligations and rents of Greystone as of August 31, 2026 were as follows:
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Less than |
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|
Total |
1 year |
2-3 years |
4-5 years |
Thereafter |
||||||||||||||||
|
Revolving loan |
$ | 2,200,000 | $ | 2,200,000 | $ | - | $ | - | $ | - | ||||||||||
|
Long-term debt |
$ | 10,857,925 | $ | 2,031,396 | $ | 6,449,927 | $ | 2,376,602 | $ | - | ||||||||||
|
Operating leases |
$ | 6,486,900 | $ | 611,230 | $ | 1,271,520 | $ | 1,146,520 | $ | 3,457,630 | ||||||||||
|
Finance obligation |
$ | 944,124 | $ | 202,675 | $ | 417,594 | $ | 323,855 | $ | - | ||||||||||
Greystone had a working capital deficit of $(8,761,289) as of August 31, 2026.
Greystone’s principal debt obligations include a $3,500,000 revolving loan, subject to borrowing base limitations, and several term notes. Due to the covenant violations existing at May 31, 2026, and expected noncompliance within the next twelve months, all outstanding long-term debt has been classified as current in the accompanying balance sheets. To provide for the funding to meet Greystone's operating activities and contractual obligations as of August 31, 2026, Greystone will have to produce positive operating results or explore various options including additional long-term debt and equity financing. However, there is no guarantee that Greystone will continue to create positive operating results or be able to raise sufficient capital to meet these obligations.
A substantial portion of debt financing that Greystone has received through August 31, 2026, has been provided by loans or through bank loan guarantees from the officers and directors of Greystone. Greystone continues to be dependent upon its officers and directors to provide and/or secure additional financing and there is no assurance that its officers and directors will continue to do so, or that they will do so on terms that are acceptable to Greystone.
During the year ended May 31, 2025, the Company paid $606,737 to repurchase 519,124 shares of outstanding common stock under a plan announced by the Board on June 28, 2024. During the first quarter of fiscal 2026, covering the three-month period ended August 31, 2025, the Company repurchased an additional 89,876 shares for $123,147 under the same program. No additional activity occurred during fiscal 2026. As disclosed in the Form 8-K filed on June 28, 2024, the Board’s intent in authorizing the program was to employ strategic buybacks as a means of enhancing shareholder value.
During fiscal year 2026, the Company lost a major customer, which represented a significant portion of consolidated revenues. This change is expected to impact future sales values and will reduce operating cash flows in both the current and subsequent periods. In response, management plans to continue its efforts to expand the present market area and increase sales to its existing customers and seek new customer opportunities. Management also intends to continue tight control over all expenditures and an increased emphasis on inventory and production management. This will lead to decreased labor needs and the discontinued use of temporary labor. Management plans to make sales price adjustments in the future as necessary to correspond with current contribution margins. Management successfully negotiated with lenders to provide for interest‑only payments on certain debt obligations through December 31, 2026 as part of its liquidity management efforts. The revolving loan as well as the term loans are subject to certain financial covenants as well as cross default provisions. Greystone was not in compliance with certain financial covenants as of May 31, 2026. On July 5, 2026, the Company entered into a Fifth Amendment to its Amended and Restated Loan Agreement with International Bank of Commerce (“IBC”), pursuant to which IBC waived existing covenant violations through the amendment date and suspended testing of certain financial covenants through November 30, 2026. As of the issuance date of these consolidated financial statements, IBC had not exercised its rights to accelerate the indebtedness and the Company remained in compliance with the terms of the amended agreement. The Company continues to work with IBC regarding its future financing arrangements and covenant requirements. Management’s forecasts indicate that compliance with certain financial covenants upon the resumption of covenant testing may require additional amendments, waivers, or other accommodations from the lender. While IBC has waived specified covenant violations through the amendment date and suspended covenant testing through November 30, 2026, there can be no assurance that additional waivers or amendments, if needed, will be obtained on acceptable terms. Additionally, as of August 31, 2026, the Company is also in default related to term loans with First Interstate Bank and no waiver has been obtained. Therefore, all of the long term debt has been classified as current.
Liquidity and Capital Resources (cont.)
Management believes that the successful execution of its business plan and debt modifications would alleviate the substantial doubt about the Company’s ability to continue as a going concern. However, there can be no assurance that these plans will be successful. Because it is unclear whether the Company will be successful in accomplishing these objectives, there is uncertainty about the Company’s circumstances, which creates substantial doubt about its ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.
Off-Balance Sheet Arrangements
As of August 31, 2026, the Company had an outstanding letter of credit for $230,000 for insurance purposes. Greystone does not have any additional off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Critical Accounting Policies and Estimates
Greystone believes that the following critical policies affect Greystone’s more significant judgments and estimates used in preparation of Greystone’s consolidated financial statements.
General
The preparation of unaudited consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Going Concern Assessment
The Company evaluates, at each reporting period, whether conditions or events raise substantial doubt about its ability to continue as a going concern within one year after the date the consolidated financial statements are issued. This evaluation requires significant management judgment and involves the consideration of numerous factors, including operating results, liquidity, working capital levels, debt maturities, compliance with debt covenants, forecasted cash flows, anticipated capital raising activities, and other financing arrangements.
Management's assessment incorporates assumptions regarding future revenues, gross margins, operating expenses, capital expenditures, availability of financing, and the timing and success of planned corrective actions. Because these assumptions are inherently uncertain and involve estimates about future events, actual results may differ materially from those projected. Changes in operating performance, delays in obtaining financing, the inability to restructure or refinance debt obligations, or other adverse developments could materially affect management's conclusions regarding the Company's ability to continue as a going concern.
Where substantial doubt is identified, management must also evaluate whether its plans are probable of being effectively implemented and probable of mitigating the conditions giving rise to the substantial doubt. The Company's conclusions regarding going concern represent one of the most significant judgments utilized in preparing the consolidated financial statements. The Company's going concern assessment is particularly sensitive to assumptions regarding future operating cash flows, the resolution of debt defaults, the availability of financing from both third-party and related-party sources, and the successful execution of management's liquidity improvement initiatives. Small changes in these assumptions could have a material impact on management's conclusions regarding the Company's ability to continue as a going concern.
Revenue Recognition
Revenue is recognized at the point in time a good or service is transferred to a customer and the customer obtains control of that good or receives the service performed. Sales arrangements with customers are short-term in nature involving single performance obligations related to the delivery of goods and generally provide for transfer of control at the time of shipment. In limited circumstances, where acceptance of the goods is subject to approval by the customer, revenue is recognized upon approval by the customer unless, historically, there have been insignificant rejections of goods by the customer.
Accounts Receivable
Trade receivables are carried at the original invoice amount less an allowance for credit losses. Management determines the allowance by regularly evaluating individual customer receivables and considering a customer’s financial condition, credit history and current economic conditions. Trade receivables are written off against the allowance when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. The Company generally does not charge interest on past due accounts.
Inventory
Inventory consists of finished pallets and raw materials which are stated at the lower of average cost or net realizable value. Management applies overhead costs to inventory based on an analysis of the Company's expense categories. The specific costs are then applied to inventory based on production during the period. Management relies on estimates and assumptions regarding the specific costs to include in the production costs, as well as the period to use in determining inventory production.
Income Taxes
Greystone accounts for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the consolidated financial statements and tax bases of assets and liabilities and tax loss carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse.
Income Taxes (cont.)
A deferred tax asset is recognized for tax-deductible temporary differences and operating losses using the applicable enacted tax rate. In assessing the realizability of deferred tax assets, management considers the likelihood of whether it is more likely than not the net deferred tax asset will be realized. Based on this evaluation, management will provide a valuation allowance if it is determined more likely than not the associated asset will not be recognized. Management has determined that as of August 31, 2026, Greystone will not be able to realize the full effect of the deferred tax assets so a valuation allowance of $2,452,066 has been recorded. As of May 31, 2026, a valuation allowance of $1,757,711 was recorded. As of August 31, 2026 and May 31, 2026, there was approximately $350,000 of prepaid tax expenses related to fiscal year 2026.
Related-Party Transactions
The Company enters into transactions with certain related parties, including officers, directors, principal shareholders, and entities affiliated with such individuals. Management evaluates these arrangements to determine the appropriate accounting treatment and disclosure requirements under applicable accounting standards. The Company has historically engaged in financing and other transactions with related parties that have been significant to its operations and liquidity. Judgments regarding the economic substance, valuation, classification, and disclosure of these transactions are highly dependent upon the specific terms of each arrangement and may materially affect the presentation of the Company's consolidated financial statements and liquidity disclosures.
Significant judgment is required in identifying related parties, assessing the substance of transactions, determining whether transactions are conducted on terms comparable to those available from unrelated third parties, evaluating classification within the consolidated financial statements, and determining the adequacy of related disclosures. In addition, management must assess whether certain transactions contain financing elements or otherwise require specialized accounting consideration.
Amounts due to or from related parties, related-party financing arrangements, guarantees, leases, asset transfers, and other affiliated transactions may require management to estimate fair values or evaluate market-based assumptions. Because many related-party arrangements are negotiated outside normal market conditions, determining the appropriate accounting treatment may involve significant judgment. Changes in facts and circumstances, additional information regarding the nature of relationships, or revised assumptions regarding valuation could materially affect reported results and related disclosures.
New Accounting Pronouncements
Management does not believe that any recently issued, but not yet effective, accounting standards could have a material effect on the accompanying unaudited consolidated financial statements. As new accounting pronouncements are issued, Greystone will adopt those that are applicable under the circumstances.
Recent accounting pronouncements issued by the Financial Accounting Standards Board, the American Institute of Certified Public Accountants and the SEC did not or are not believed by management to have a material effect on Greystone’s unaudited consolidated financial statements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
Item 4. Controls and Procedures.
As of the end of the period covered by this Quarterly Report on Form 10-Q, Greystone carried out an evaluation under the supervision of and with the participation of Greystone’s management, including Greystone’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of Greystone's disclosure controls and procedures pursuant to the Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (“Exchange Act”). Based on an evaluation as of August 31, 2026, our management concluded that Greystone’s disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Exchange Act) were not effective as of August 31, 2026, as a result of a weakness in the design of internal controls over financial reporting identified below.
Management has determined that a material weakness exists due for the following reasons:
|
● |
The Company has an ineffective control environment due to a lack of the necessary corporate accounting resources with SEC financial reporting experience to ensure consistent, complete and accurate financial reporting, as well as disclosure controls and procedures. The Company has outsourced the financial reporting function to a qualified accounting firm; however, the Company does not have the internal resources to maintain appropriate disclosure controls and procedures. |
|
● |
The Company has limited resources to ensure that necessary internal controls are implemented and followed throughout the Company. The limited resources result in inadequate internal controls relating to the authorization, recognition, capture, and review of transactions, facts, circumstances and events that could have a material impact on the Company’s financial reporting process. |
|
● |
The Company has not properly identified or accounted for multiple significant equity transactions, requiring significant reclassifications to equity. |
During the three months ended August 31, 2026, there were no changes in Greystone's internal control over financial reporting that have materially affected, or that are reasonably likely to materially affect Greystone's internal control over financial reporting.
None.
Not applicable.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Clawback Policy Disclosure
During the quarter ended August 31, 2026, the Company did not identify any accounting restatements that would trigger a recovery of incentive-based compensation under its clawback policy adopted pursuant to Rule 10D-1 of the Securities Exchange Act of 1934. Accordingly, no recoveries were made during the period. The Company has performed a recovery analysis in accordance with its clawback policy and determined that no incentive-based compensation was subject to recovery during the applicable period.
Cybersecurity Incident Disclosure
During the quarter ended August 31, 2026, the Company did not identify any material cybersecurity incidents. The Company continues to monitor and manage cybersecurity risks through its established governance and risk management framework.
The following exhibits are filed or furnished as part of this Quarterly Report on Form 10-Q.
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31.1* |
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32.1** |
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101.INS* |
Inline XBRL Instance Document. |
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10. SCH* |
Inline XBRL Taxonomy Extension Schema Document. |
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101.CAL* |
Inline XBRL Taxonomy Extension Calculation Linkbase. |
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101.DEF* |
Inline XBRL Taxonomy Extension Definition Linkbase. |
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101.LAB* |
Inline XBRL Taxonomy Extension Labels Linkbase. |
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101.PRE* |
Inline XBRL Taxonomy Extension Presentation Linkbase. |
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104* |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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* |
Filed herewith. |
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** |
Furnished herewith. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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GREYSTONE LOGISTICS, INC. |
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(Registrant) |
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Date: October 15, 2026 |
/s/ Warren F. Kruger |
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Warren F. Kruger, President, Chief |
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Executive Officer, Chief Financial Officer, and Chairman of the Board (Principal Executive Officer) |
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