Subsequent Event – Business Combination	9 Months Ended
Sep. 30, 2025
Subsequent Events [Abstract]
Subsequent Event – Business Combination	Note 8. Subsequent Event – Business Combination The Company entered into a stock purchase agreement (the “Purchase Agreement”) dated September 15, 2025, among the Company, Arps, and the shareholders of Arps (the “Arps Shareholders”). On October 3, 2025, the Company, Arps and the Arps Shareholders completed the closing under the Purchase Agreement. As a result, Arps became a wholly-owned subsidiary of the Company. The Company repaid approximately $1.3 million of certain existing debt of Arps, including an asset-based revolving facility, and is in the process of refinancing a $2.2 million mortgage loan (the “Mortgage”). The Company utilized a portion of its secured receivables financing facility, which had been recently increased to $2.5 million, to effect the debt repayment. To obtain the forbearance agreement from the existing mortgage lender, the Company provided its guaranty of the Mortgage loan and issued restricted shares of its common stock, valued at $100,000, to the Arps Shareholders in exchange for continuing their guarantees with the mortgage lender. Prior to the closing, the Arps Shareholders reduced the outstanding balance of the revolving facility as required by the Purchase Agreement. The Company and Arps have agreed to repay the advances made by the Arps Shareholders within six months of the Closing, secured by a second mortgage on real estate owned by Arps. Arps, which currently operates a dairy processing facility in Defiance, Ohio, had commenced construction on a 44,000-square foot new facility but was unable to complete construction. The Company plans to complete construction and installation of the processing equipment in the new facility in 2026 (the “New Facility”). In October 2025, the Company incurred additional lease financing of $245,000 to procure equipment. The Company has commenced manufacturing of certain of its own products at Arps’ existing facility and expects to expand production during the fourth quarter of 2025 and into 2026, thereby eliminating fees previously paid to third-party manufacturers, reducing freight costs, enabling the more efficient procurement of ingredients, and lowering cold storage costs. To obtain the forbearance from Arps’ existing mortgage lender, WesBanco Bank, Inc., until January 1, 2026, the Company provided its guaranty of the Mortgage loan. The outstanding balance of the Mortgage was $2,198,000 as of October 3, 2025. Concurrently with the Company’s acquisition of Arps, certain advances to Arps from its former shareholders were formalized with the Company assuming joint and several responsibility for the obligations. The Company and Arps issued notes in the aggregate principal amount of $800,000 to the Arps Shareholders, which consisted of $400,000 of debt previously owed by Arps (the “Existing Loans”) and $400,000 representing the recent advances used to reduce the outstanding balance of the revolving facility (the “New Advances”). The Existing Loans are to be repaid by April 3, 2026 and may be convertible into shares of the Company’s common stock at the option of the Company, using the 15-day volume-weighted average trading price to determine the value of the shares. If the New Advances are not paid by January 3, 2026, interest shall accrue at the rate of 7% per annum from October 3, 2025.

Subsequent Event – Business Combination

9 Months Ended

Sep. 30, 2025

Note 8. Subsequent Event – Business Combination

The Company entered into a stock purchase agreement (the “Purchase Agreement”) dated September 15, 2025, among the Company, Arps, and the shareholders of Arps (the “Arps Shareholders”). On October 3, 2025, the Company, Arps and the Arps Shareholders completed the closing under the Purchase Agreement. As a result, Arps became a wholly-owned subsidiary of the Company.

The Company repaid approximately $1.3 million of certain existing debt of Arps, including an asset-based revolving facility, and is in the process of refinancing a $2.2 million mortgage loan (the “Mortgage”). The Company utilized a portion of its secured receivables financing facility, which had been recently increased to $2.5 million, to effect the debt repayment. To obtain the forbearance agreement from the existing mortgage lender, the Company provided its guaranty of the Mortgage loan and issued restricted shares of its common stock, valued at $100,000, to the Arps Shareholders in exchange for continuing their guarantees with the mortgage lender. Prior to the closing, the Arps Shareholders reduced the outstanding balance of the revolving facility as required by the Purchase Agreement. The Company and Arps have agreed to repay the advances made by the Arps Shareholders within six months of the Closing, secured by a second mortgage on real estate owned by Arps.

Arps, which currently operates a dairy processing facility in Defiance, Ohio, had commenced construction on a 44,000-square foot new facility but was unable to complete construction. The Company plans to complete construction and installation of the processing equipment in the new facility in 2026 (the “New Facility”). In October 2025, the Company incurred additional lease financing of $245,000 to procure equipment.

The Company has commenced manufacturing of certain of its own products at Arps’ existing facility and expects to expand production during the fourth quarter of 2025 and into 2026, thereby eliminating fees previously paid to third-party manufacturers, reducing freight costs, enabling the more efficient procurement of ingredients, and lowering cold storage costs.

To obtain the forbearance from Arps’ existing mortgage lender, WesBanco Bank, Inc., until January 1, 2026, the Company provided its guaranty of the Mortgage loan. The outstanding balance of the Mortgage was $2,198,000 as of October 3, 2025.

Concurrently with the Company’s acquisition of Arps, certain advances to Arps from its former shareholders were formalized with the Company assuming joint and several responsibility for the obligations. The Company and Arps issued notes in the aggregate principal amount of $800,000 to the Arps Shareholders, which consisted of $400,000 of debt previously owed by Arps (the “Existing Loans”) and $400,000 representing the recent advances used to reduce the outstanding balance of the revolving facility (the “New Advances”). The Existing Loans are to be repaid by April 3, 2026 and may be convertible into shares of the Company’s common stock at the option of the Company, using the 15-day volume-weighted average trading price to determine the value of the shares. If the New Advances are not paid by January 3, 2026, interest shall accrue at the rate of 7% per annum from October 3, 2025.