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Subsequent Events

6 Months Ended

Dec. 31, 2025

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 22 — SUBSEQUENT EVENTS

The Company evaluated all events and transactions that occurred after December 31, 2025 up through the date the unaudited condensed consolidated financial statements were issued, and unless disclosed below, there are not any material subsequent events that require disclosure in these unaudited condensed consolidated financial statements.

Proposed disposal of a subsidiary

On January 9, 2026, the Board of Directors recommended the sale of 100% of the issued and outstanding shares of American Bear Logistics Corp. (“ABL Chicago”) to an unaffiliated third party for nominal consideration of $1.00, with the purchaser assuming all liabilities of ABL Chicago. The decision was driven by ABL Chicago’s recurring operating challenges and negative net asset position. The Company determined that divesting ABL Chicago will allow management to focus resources on core operations and eliminate exposure to ABL Chicago ’s ongoing and contingent liabilities.

The transaction is subject to the satisfaction of customary closing conditions, including stockholder approval at the Annual Meeting scheduled for February 12, 2026. On February 12, 2026, the sale of 100% of the issued and outstanding shares of ABL Chicago was duly approved and adopted. The closing is anticipated to occur in the third quarter of fiscal 2026.

As of December 31, 2025, the major classes of assets and liabilities of ABL Chicago to be disposed of were as follows:

		Amount

Cash		$	151,691
Accounts receivable, net			2,157,121
Prepaid expenses and other current assets			1,880,187
Property and equipment, net			149,916
Right-of-use assets - operating lease and finance lease			2,066,455
Other assets			15,741
Total Asset		$	6,421,111

Accounts payable and accrued expenses			2,783,603
Lease liabilities - operating lease and finance lease			2,536,643
Loan payable			2,133,313
Other liabilities			3,841,579
Total liabilities		$	11,295,138

As of December 31, 2025, ABL Chicago had a net liability position of approximately $4.9 million.

Because the disposal would be completed after the period end, no adjustment has been made to the accompanying condensed consolidated financial statements. The Company will evaluate the accounting impact of the transaction, including any gain or loss on disposal and discontinued operations presentation, upon closing.

Nasdaq Minimum Bid Price Notification

On January 7, 2026, the Company received a deficiency notice from Nasdaq indicating that its common stock failed to maintain a minimum bid price of $1.00 per share over the previous 30 consecutive business days, as required by Nasdaq Listing Rule 5550(a)(2). The Company has 180 calendar days, or until July 7, 2026, to regain compliance by maintaining a closing bid price of at least $1.00 for a minimum of ten consecutive business days.

If compliance is not achieved by the deadline, the Company may be eligible for an additional 180-day grace period, provided it meets other listing requirements and signals its intent to cure the deficiency, potentially through a reverse stock split. Failure to regain compliance or qualify for an extension will result in a delisting notification, which the Company may appeal. The notice currently has no immediate impact on the listing or trading of the Company’s common stock.

Authorized common stock and preferred stock

On February 12, 2026, the Company’s stockholders approved an amendment to the Company’s Articles of Incorporation to increase the authorized shares of Common Stock to 2,000,000,000 shares and authorize 1,000,000,000 shares of “blank check” preferred stock. This authorization grants the Board of Directors the express authority to determine the voting rights, designations, preferences, and qualifications of such preferred stock without further stockholder action.