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GOING CONCERN | 12 Months Ended
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Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
GOING CONCERN | NOTE 2. GOING CONCERN The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which contemplate continuation of the Company as a going concern and realization of assets and satisfaction of liabilities in the normal course of business and do not include any adjustments that might result from the outcome of any uncertainties related to our going concern assessment. The carrying amounts of assets and liabilities presented in the financial statements do not necessarily purport to represent realizable or settlement values. Conditions Giving Rise to Substantial Doubt The Company currently and historically has reported net losses and cash outflows from operations. Cash and cash equivalents increased to approximately $3.0 million as of December 31, 2025, compared to $2.1 million as of December 31, 2024, driven by increased sales and improved sales margin. Working capital deficit increased from negative $2.2 million as of December 31, 2024, to negative $2.7 million as of December 31, 2025, primarily due to increased trade payable and accrued liabilities. Net losses improved to $3.9 million for the year ended December 31, 2025 from $4.5 million for the year ended December 31, 2024. Cash provided by operating activities was $1.0 million for the year ended December 31, 2025, compared to cash used in operating activities of $3.1 million for the year ended December 31, 2024 Management’s Plans to Alleviate Substantial Doubt Management has developed and initiated several operational and financing plans to mitigate the conditions that raise substantial doubt. Operationally, the Company has engaged a third-party operations consultant to identify cost-saving opportunities, the recommendations of which have been implemented. Management is also evaluating the performance of existing stores and rightsizing or closing underperforming locations as necessary, while pursuing strategic acquisitions to expand the Company’s store base and achieve economies of scale. On the financing front, the Company has secured binding commitments from institutional investors to purchase $8.0 million of its Series A Convertible Preferred Stock. As of December 31, 2025, the Company has received $5.25 million of this committed financing, with the remaining $8.0 million commitment extended to April 1, 2027 pursuant to the Ninth Amendment to the HCMC Series E Securities Purchase Agreement (see Note 17). Additionally, on July 18, 2024, the Company entered into a $7.5 million loan and security agreement with a private lender, of which $4.2 million was used for the acquisition of GreenAcres Market. The loan bears interest at 12% per annum and matures on July 17, 2027. Management believes that the combination of these operational initiatives and committed equity financing will enable the Company to meet its obligations and capital requirements for at least twelve months from the date these financial statements are issued. Conclusion Based on the above, management has concluded that its plans alleviate the substantial doubt raised by the Company’s historical operating results and financial condition. The Company believes its cash on hand and the commitment of $8.0 million raised through its security offering noted above will enable the Company to meet its obligations and capital requirements for at least twelve months from the date these financial statements are issued. Accordingly, no adjustment has been made to the financial statements to account for this uncertainty.

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- Definition The entire disclosure when substantial doubt is raised about the ability to continue as a going concern. Includes, but is not limited to, principal conditions or events that raised substantial doubt about the ability to continue as a going concern, management's evaluation of the significance of those conditions or events in relation to the ability to meet its obligations, and management's plans that alleviated or are intended to mitigate the conditions or events that raise substantial doubt about the ability to continue as a going concern. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 205 -SubTopic 40 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/205-40/tableOfContent + Details
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