U-Swirl (SWRL) 10-Q 15 Jul 15 2016 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	May. 31, 2015	Jun. 30, 2015
Entity Registrant Name	U-SWIRL, INC.
Entity Central Index Key	1,355,304
Current Fiscal Year End Date	--02-29
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Common Stock, Shares Outstanding (in shares)		22,065,484
Document Type	10-Q
Document Period End Date	May 31, 2015
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Amendment Flag	false

Consolidated Balance Sheets (Cu

Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	May. 31, 2015	Feb. 28, 2015
Current Assets
Cash	$ 3,158,590	$ 2,348,121
Accounts receivable, less allowance for doubtful accounts of $65,860 and $59,860, respectively	262,354	267,140
Notes receivable, including current maturities	76,056	73,247
Inventory	91,585	97,669
Prepaid expenses	50,358	58,058
Total Current Assets	3,638,943	2,844,235
Leasehold Improvements, Property and Equipment, net	1,390,410	1,542,642
Other Assets
Notes receivable, less current portion	119,795	139,998
Deposits	69,661	75,798
Goodwill and other intangible assets, net	7,713,766	7,795,175
Other assets	185,303	264,295
Total Other Assets	8,088,525	8,275,266
Total Assets	13,117,878	12,662,143
Current Liabilities
Accounts payable and accrued liabilities	3,056,625	2,732,233
Accounts payable, related party	119,568	95,209
Current portion of long-term debt, related party	7,391,526	7,470,146
Total Current Liabilities	10,567,719	10,297,588
Deferred rent	54,846	63,224
Deferred revenue	627,289	805,860
Notes payable, related party	63,492	69,783
Total Liabilities	$ 11,313,346	$ 11,236,455
Commitments and Contingencies
Stockholders’ Equity
Preferred stock; $0.001 par value; 25,000,000 shares authorized, no shares issued and outstanding
Common stock; $0.001 par value; 100,000,000 shares Authorized, 22,065,484 and 21,815,484 shares issued and outstanding, respectively	$ 22,065	$ 21,815
Common stock payable	608	608
Additional paid-in capital	11,211,058	11,111,808
Accumulated deficit	(9,429,199)	(9,708,543)
Total Stockholders’ Equity	1,804,532	1,425,688
Total Liabilities and Stockholders’ Equity	$ 13,117,878	$ 12,662,143

Consolidated Balance Sheets (C3

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)	May. 31, 2015	Feb. 28, 2015
Allowance for doubtful accounts	$ 65,860	$ 59,860
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	25,000,000	25,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	22,065,484	21,815,484
Common stock, shares outstanding (in shares)	22,065,484	21,815,484

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Revenues
Café sales, net of discounts	$ 1,030,957	$ 1,478,188
Franchise royalties and fees	1,077,418	1,022,891
Total revenues	2,108,375	2,501,079
Café Operating Costs
Food, beverage and packaging costs	306,108	478,293
Labor and related expenses	250,586	327,924
Occupancy and related expenses	191,442	221,564
Franchise development	207,877	116,356
Marketing and advertising	128,391	148,730
General and administrative	556,378	654,352
Depreciation and amortization	$ 203,177	226,100
Asset acquisition expenses		124,551
Fair value adjustment	$ (85,612)	(176,203)
Total costs and expenses	1,758,347	2,121,667
Income from Operations	350,028	379,412
Other income (expense)
Interest expense	(8,008)	$ (2,849)
Interest income	2,999
Other expense, net	(5,009)	$ (2,849)
Income from continuing operations before income taxes	345,019	$ 376,563
Provision for income taxes	65,675
Net income	$ 279,344	$ 376,563
Basic earnings per common share (in dollars per share)	$ 0.01	$ 0.02
Diluted earnings per common share (in dollars per share)	$ 0.01	$ 0.02
Weighted average common shares outstanding (in shares)	22,665,873	20,614,668
Dilutive effect of stock options and warrants (in shares)	8,126	2,693,865
Weighted average common shares outstanding, assuming dilution (in shares)	22,673,999	23,308,533

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Cash flows from operating activities
Net income	$ 279,344	$ 376,563
Adjustments to reconcile net income to net cash used by operating activities
Depreciation and amortization	203,177	226,100
Fair value adjustment	(85,612)	(176,203)
Accrued interest on notes payable, related party	6,627
Stock-based compensation	99,500	82,449
Provision for loss on accounts receivable	6,000
Loss on asset disposals and the sale of property and equipment	64,521
Changes in operating assets and liabilities
Accounts receivable, net	(1,214)	878,038
Inventory	6,084	(40,965)
Prepaid expenses	7,700	(425)
Deposits	6,137	(7,753)
Accounts payable and accrued liabilities	324,392	910,826
Accounts payable, related party	24,359	(94,132)
Deferred rent	(8,378)	(24,277)
Deferred revenue	(178,571)	(190,033)
Net cash provided by operating activities	754,066	1,940,188
Cash flow from investing activities
Accounts receivable, related party		(1,639)
Proceeds received on notes receivable	17,394
Other assets	69,338	$ 69,338
Purchases of goodwill and other intangible assets	(8,205)
Purchases of property and equipment	(16,198)	$ (39,672)
Net cash provided by investing activities	62,329	28,027
Cash flows from financing activities
Proceeds from exercise of stock warrants		919,456
Payments on long term debt	(5,926)	(84,515)
Net cash provided (used) by financing activities	(5,926)	834,941
Net change in cash	810,469	2,803,156
Cash, beginning of period	2,348,121	701,748
Cash, end of period	3,158,590	3,504,904
Supplemental disclosure of cash flow information
Interest paid	1,381	$ 1,725
Income tax paid	$ 4,780

Note 1 - Description of Busines

Note 1 - Description of Business	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Nature of Operations [Text Block]	1. DESCRIPTION OF BUSINESS U-Swirl, Inc. was incorporated in the state of Nevada on November 14, 2005. Its wholly-owned subsidiary is U-Swirl International, Inc. (“U-Swirl”), which was incorporated in the state of Nevada on September 4, 2008 (collectively referred to as the “Company”). A former wholly-owned subsidiary, Moxie Consumer Products, LLC (“Moxie”), a Nevada limited liability company which was organized in the state of Nevada on February 11, 2014 was transferred to new ownership in October 2014. In September 2008, the Company acquired the worldwide rights to the U-Swirl Frozen Yogurt TM In January 2013, the Company entered into agreements to acquire Aspen Leaf Yogurt café assets, consisting of leasehold improvements, property and equipment, for six Aspen Leaf Yogurt cafés and the franchise rights to Yogurtini self-serve frozen yogurt chains from Rocky Mountain Chocolate Factory, Inc. (“RMCF”) in exchange for a 60% controlling ownership interest in the Company, a warrant that allows RMCF to maintain its pro rata ownership interest if existing stock options and/or warrants are exercised, and notes payable totaling $900,000 (the “Rocky Mountain Transaction”). As a result of the change in control occurring in connection with the aforementioned transactions, the Company has been deemed to have been acquired by RMCF. Following the Rocky Mountain Transaction, the Company retained a significant minority interest of the issued and outstanding common stock. Due to the significant minority interest, the fair value increments and decrements have not been included in the accompanying financial statements. As the accounting acquirer, RMCF will consolidate the Company’s results of operations in its financial statements. RMCF trades on the NASDAQ Global Market under the trading symbol “RMCF”. In October 2013, the Company acquired the franchise rights to nine self-serve frozen yogurt cafés and license agreements to two self-serve frozen yogurt cafés from Josie’s Frozen Yogurt, LLC (“Josie’s”). In January 2014, the Company entered into business acquisitions with two operators and franchisors of self-serve frozen yogurt cafés, CherryBerry Enterprises, LLC (“CherryBerry”) and Yogli Mogli, LLC (“Yogli Mogli”), thereby adding 182 cafés. CherryBerry and certain affiliates were acquired for approximately $4.25 million in cash and 4,000,000 shares of the Company’s common stock (the “CherryBerry Acquisition”). Yogli Mogli was acquired for $2.15 million in cash and 277,778 shares of the Company’s common stock (the “Yogli Mogli Acquisition”). Subsequent to the transaction date Yogli Mogli did not complete the anticipated funding of the gift card liability. As a result, the Company has not issued any of the Yogli Mogli shares. As described in Note 17 of our 10K filing for the year ended February 28, 2015, the Company does not anticipate that the shares will be issued. As of May 31, 2015 those shares had not been issued and the Company has recorded an assumed liability associated with the gift card liability. The Company also entered into an asset acquisition with another operator and franchisor of self-serve frozen yogurt cafés, Fuzzy Peach Franchising, LLC (“Fuzzy Peach”), in February 2014, thereby adding 17 cafés. The Company paid $481,000 at closing, plus an earn-out, based upon royalty income generated by Fuzzy Peach cafés over the next twelve months, that could increase the purchase price by up to another $349,000. RMCF provided the funding for these acquisitions through a related party convertible note, which is secured by all of the Company’s assets. As of May 31, 2015 we had recorded a liability of $146,257 in accounts payable and accrued liabilities associated with the Fuzzy Peach earn out obligation. As of May 31, 2015 the Company had the following locations: Locations Company-owned Cafés CherryBerry 1 Yogli Mogli 1 U-Swirl 5 Aspen Leaf Yogurt 2 Franchised and licensed Cafés Fuzzy Peach 20 Josie’s 7 CherryBerry 128 Yogli Mogli 22 U-Swirl 29 Aspen Leaf Yogurt 10 Yogurtini 23 Let’s Yo! 12 Total 260

Note 2 - Summary of Significant

Note 2 - Summary of Significant Accounting Policies	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Significant Accounting Policies [Text Block]	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated balance sheet as of February 28, 2015, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended February 28, 2015. Use of Estimates Fair Value Measurements Level 1: Quoted prices are available in active markets for identical assets or liabilities; Level 2: Quoted prices in active markets for similar assets and liabilities that are observable for the asset or liability; or Level 3: Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations. The Company has consistently applied the valuation techniques discussed below in all periods presented. The following table presents the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of May 31, 2015 and February 28, 2015 by level within the fair value hierarchy: February 28, 2015 Level 1 Level 2 Level 3 Total Liabilities Convertible Note $ - $ - $ 6,903,400 $ 6,903,400 May 31, 2015 Level 1 Level 2 Level 3 Total Liabilities Convertible Note $ - $ - $ 6,824,414 $ 6,824,414 The Company determined the fair value of the Convertible Note using the income valuation technique. Because of the hybrid nature of the Convertible Note, the Company first valued the debt host contract, or straight “bond”, component using a discounted cash flow analysis, and then valued the compound embedded derivative features using a Flexible Monte Carlo simulation. See Note 8 for discussion of the embedded features. Significant inputs to the valuation model include the coupon rate, effective yield, volatility, expected return and implied equity value. In addition, the following inputs were used in the Flexible Monte Carlo simulation to value the compound embedded derivative scenarios using different conversion dates, conversion rates, likelihood of default, conversion behavior and dilution of stock price on conversion. The Company’s Convertible Note is included in the Level 3 fair value hierarchy because not all the significant inputs are directly or indirectly observable. The following table summarizes the valuation techniques, models and significant unobservable inputs used for the Company’s Convertible Note (broken into its components), categorized within Level 3 of the fair value hierarchy: Liabilities at Fair Value Fair Value at May 31, 2015 Fair Value at February 28, 2015 Valuation Techniques / Model Unobservable Inputs Bond component $ 6,305,214 $ 6,241,896 Income approach using discounted cash flow model Effective yield 12.75% Embedded conversion features $ 488,884 $ 637,814 Income approach using flexible Monte Carlo simulation Expected return of 0% Implied Equity Value ranging from 5% - 10% Total $ 6,794,098 $ 6,879,710 Significant increases (decreases) in the unobservable inputs used in the fair value measurements would result in a significantly lower (higher) fair value measurement. The following table sets forth a reconciliation of changes in the fair value of the Convertible Note classified as Level 3 in the fair value hierarchy: Balance, February 28, 2015 $ 6,879,710 Purchases - Payments - Unrealized gain (85,612 ) Subtotal 6,794,098 Undrawn commitment fees 30,316 Balance, May 31, 2015 $ 6,824,414 New Accounting Pronouncements In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements—Going Concern.” This guidance requires management to evaluate whether there are conditions or events that raise substantial doubt about an entity's ability to continue as a going concern. If such conditions or events exist, disclosures are required that enable users of the financial statements to understand the nature of the conditions or events, management's evaluation of the circumstances and management's plans to mitigate the conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. We will be required to perform an annual assessment of our ability to continue as a going concern when this standard becomes effective for us in the first quarter of our fiscal year ended February 28, 2017. The adoption of this guidance is not expected to impact our financial position, results of operations or cash flows.

Note 3 - Accounts Receivable

Note 3 - Accounts Receivable	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Loans, Notes, Trade and Other Receivables Disclosure [Text Block]	3. ACCOUNTS RECEIVABLE Accounts receivable consisted of the following at May 31, 2015 and February 28, 2015: May 31, 2015 February 28, 2015 Accounts receivable, trade $ 299,574 $ 249,652 Allowance for doubtful accounts (65,860 ) (59,860 ) Accounts receivable, other 28,640 77,348 Accounts receivable, net $ 262,354 $ 267,140 At February 28, 2015, accounts receivable, other consists primarily of a receivable owed to us by Moxie as a result of our change in management. The receivable consisted of specific customer accounts receivable collected after the change in management and due to the Company as a part of the release of interest in Moxie assets. At May 31, 2015, accounts receivable, other consists primarily of gift cards receivable.

Note 4 - Inventory

Note 4 - Inventory	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Inventory Disclosure [Text Block]	4. INVENTORY As of May 31, 2015 and February 28, 2015, inventory consisted of the following: May 31, 2015 February 28, 2015 Food and beverages $ 62,309 $ 62,462 Paper products/Supplies 29,276 35,207 Total Inventory $ 91,585 $ 97,669

Note 5 - Leasehold Improvements

Note 5 - Leasehold Improvements, Property and Equipment	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Property, Plant and Equipment Disclosure [Text Block]	5. LEASEHOLD IMPROVEMENTS, PROPERTY AND EQUIPMENT Leasehold improvements, property and equipment consisted of the following as of May 31, 2015 and February 28, 2015: May 31, 2015 February 28, 2015 Café equipment $ 1,220,380 $ 1,300,449 Furniture and fixtures 530,754 524,167 Computer equipment 162,284 166,747 Leasehold improvements 1,639,748 1,724,951 Asset impairment (290,640 ) (290,640 ) 3,262,526 3,425,674 Less: accumulated depreciation (1,872,116 ) (1,883,032 ) Leasehold improvements, property and equipment, net $ 1,390,410 $ 1,542,642 Depreciation expense for the three months ended May 31, 2015 and 2014 was $113,563 and $134,712, respectively.

Note 6 - Goodwill and Intangibl

Note 6 - Goodwill and Intangible Assets	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Goodwill and Intangible Assets Disclosure [Text Block]	6. GOODWILL AND INTANGIBLE ASSETS Intangible assets at May 31, 2015 and February 28, 2015 consist of the following: May 31, 2015 February 28, 2015 Amortization Period Gross Carrying Value Accumulated Amortization Gross Carrying Value Accumulated Amortization Intangible assets subject to amortization Trademark/Non-competition agreements 5-20 Years 456,000 35,548 456,000 30,814 Franchise Rights 20 Years 5,858,496 495,711 5,850,290 410,830 Total 6,314,496 531,259 6,306,290 441,644 Intangible assets not subject to amortization Franchising segment- Company stores goodwill 23,000 - 23,000 - Franchising goodwill 1,907,529 - 1,907,529 - Total Goodwill 1,930,529 - 1,930,529 - Total intangible assets $ 8,245,025 $ 531,259 $ 8,236,819 $ 441,644 Amortization expense related to intangible assets totaled $89,614 and $91,388 during the three months ended May 31, 2015 and 2014, respectively. At May 31, 2015, annual amortization of intangible assets, based upon our existing intangible assets and current useful lives, is estimated to be the following: 2016 278,389 2017 400,114 2018 416,214 2019 422,700 2020 410,155 Thereafter 3,855,665 Total $ 5,783,237

Note 7 - Deferred Revenue

Note 7 - Deferred Revenue	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Deferred Revenue Disclosure [Text Block]	7. DEFERRED REVENUE The Company deferred franchisee fees, area development agreement fees and rebate income of $627,289 and $805,860 as of May 31, 2015 and February 28, 2015, respectively.

Note 8 - Notes Payable, Related

Note 8 - Notes Payable, Related Party	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Debt Disclosure [Text Block]	8. NOTES PAYABLE, RELATED PARTY In July 2013, the Company executed promissory notes with RMCF for the purchase and installation of equipment necessary to convert two company-owned cafés into co-branded RMCF and U-Swirl cafés. Interest accrues on the notes at the rate of 6% per annum, compounded annually and capitalized during the course of construction. The notes require monthly payments of principal and interest over a five-year period beginning in October 2013. Payment of the notes is secured by a security interest in all of the equipment purchased with the proceeds of the notes. On January 16, 2014, the Company entered into a loan and security agreement (the “Loan Agreement”) with RMCF pursuant to which RMCF agreed to loan the Company up to $7,750,000. As of May 31, 2015, the Company had borrowed $8,038,616 under this Loan Agreement and repaid $2,497,529, for a net principal balance of $5,541,087. Interest accrues on the unpaid principal balance of the loan at the rate of 9% per annum, and is included in the principal balance. Principal and interest are due January 16, 2016. The outstanding principal and interest is convertible at prices of $0.90 and $0.45 per share of preferred stock, respectively, subject to adjustments upon the occurrence of certain events. Payment of the loan is secured by a security interest in all of the Company’s assets. All payments of principal, interest and fees are payable in cash, shares of Series A Convertible Preferred Stock (the “Preferred Stock”), or a combination thereof, at the option of RMCF. The Preferred Stock to be designated will pay cumulative dividends equal to 9% of the stated value of the Preferred Stock, have a liquidation preference, vote with the Company’s common stock on all matters submitted for a vote of holders of common stock, and be convertible at the option of the holder into shares of the Company’s common stock. The Company may prepay up to $2,100,000 of the outstanding amounts due to RMCF under the Loan Agreement at its option and without penalty in cash from the proceeds raised from (i) advances on rebates from its yogurt suppliers; and (ii) the exercise of outstanding stock options and warrants. The Company also has the option to redeem all of the amounts owed under the Loan Agreement at any time after January 16, 2015 at the rate of 108% of the total amounts owed, by making payment in cash, shares of Preferred Stock, or a combination thereof, at the option of RMCF. Mandatory prepayment of the loan is required upon the receipt of proceeds from the disposition of any of the Company’s assets, the issuance of any equity securities by the Company (other than upon exercise of outstanding stock options or warrants), the issuance of any debt securities by the Company, or the receipt of insurance proceeds. In the event of default, RMCF may charge interest on all amounts due under the Loan Agreement at the default rate of 15% per annum, accelerate payment of all amounts due under the Loan Agreement, and foreclose on its security interest. The loan covenants required the Company to maintain consolidated adjusted EBITDA of $1,804,000 for the twelve months ended May 31, 2015. At May 31, 2015 the Company had reported $1,532,000 of adjusted EBITDA. In the event of default, RMCF may charge interest on all amounts due under the loan agreement with the Company at the default rate of 15% per annum, accelerate payment of all amounts due under the Loan Agreement, and foreclose on its security interest. At May 31, 2015 the conversion of the loan into preferred stock as settlement of the obligation would result in approximately 68% more preferred shares issued when compared to the amount issuable if the Company was compliant with the loan covenants. As discussed in Note 1, the Convertible Note contains a compound embedded derivative related to the conversion feature, equity indexed interest payments, down-round protection default conversion option, default interest and optional redemption feature. The Company records the Convertible Note at fair value. The unrealized gain of $85,612 during the three months ended May 31, 2015 represents the change in the fair value adjustment of the convertible note’s derivative feature and is included in the accompanying Consolidated Statements of Operations. The fair value adjustment includes interest payable under the Convertible Note. The Company is required to pay an undrawn commitment fee equal to 0.10% multiplied by the average daily difference between the loan commitment and the aggregate outstanding loan. The undrawn commitment fee is payable in cash or preferred stock at $0.45 per share. RMCF may convert outstanding principal, or any portion thereof, into shares of preferred stock by dividing the principal to be converted by $0.90 per share. The conversion price is subject to adjustment for traditional recapitalizations. In the event of default, RMCF has the right to convert the Convertible Note into shares of preferred stock at the lessor of $0.45 or the implied equity value, as defined in the loan agreement, multiplied by 3. RMCF also entered into a management services agreement with the Company for $542,500 which will be due on January 16, 2016 and the expense associated with this service agreement will be expensed until the fee is due. The management fee is convertible into preferred stock at $0.45 per share. The management services agreement is for services to be provided through January 16, 2016. The amount due is included in Notes Payable Related Party. As of May 31, 2015 and February 28, 2015, the convertible note due to RMCF consisted of the following: May 31, 2015 February 28, 2015 Principal $ 5,541,087 $ 5,541,087 Undrawn commitment fees 30,316 23,690 Fair value adjustment 1,253,011 1,338,623 Balance $ 6,824,414 $ 6,903,400 Less: current maturities (6,824,414 ) (6,903,400 ) Long-term obligations $ - $ - As of May 31, 2015 and February 28, 2015, notes payable due to RMCF consisted of the following: May 31, 2015 February 28, 2015 Convertible note, secured, due 1/16/16 - principal $ 5,571,403 $ 5,564,776 Construction Loans, secured, due 9/15/18 - principal 88,104 94,030 Management services payable 542,500 542,500 Fair Value Adjustment 1,253,011 1,338,623 Balance $ 7,455,018 $ 7,539,929 Less: current maturities (7,391,526 ) (7,470,146 ) Long-term obligations $ 63,492 $ 69,783 The following table summarizes annual maturities of our notes payable as of May 31, 2015: Amount 2016 $ 7,385,234 2017 25,741 2018 27,329 2019 16,714 Total minimum payments 7,455,018 Less: current maturities (7,391,526 ) Long-term obligations $ 63,492

Note 9 - Franchise Royalties an

Note 9 - Franchise Royalties and Fees	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Franchise Royalties and Fees [Text Block]	9. FRANCHISE ROYALTIES AND FEES During the three months ended May 31, 2015 and 2014, the Company recognized the following franchise royalties and fees: May 31, 2015 May 31, 2014 Royalty income $ 593,851 $ 706,550 Franchise fee income 177,500 12,000 Rebate income from purveyors that supply products to franchisees 184,989 170,708 Marketing fees 121,078 133,633 Franchise royalties and fees $ 1,077,418 $ 1,022,891

Note 10 - Occupancy and Related

Note 10 - Occupancy and Related Expenses	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Occupancy and Related Expenses [Text Block]	10. OCCUPANCY AND RELATED EXPENSES Occupancy and related expenses consist of the following for the three months ended May 31, 2015 and 2014: May 31, 2015 May 31, 2014 Rent $ 124,048 $ 125,299 Real estate taxes, insurance and CAM fees 36,719 48,027 Utilities 30,675 48,238 Occupancy and related expenses $ 191,442 $ 221,564

Note 11 - Stockholders' Equity

Note 11 - Stockholders' Equity	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Shareholders' Equity and Share-based Payments [Text Block]	11. STOCKHOLDERS’ EQUITY During the three months ended May 31, 2015 and 2014 the Company issued 200,000 and 250,000 shares, respectively, of restricted common stock to its non-employee directors for services pursuant to its Non-Employee Director Compensation Program (the “Program”). Stock granted pursuant to the Program is immediately vested on the grant date. During the three months ended May 31, 2015 the Company issued 50,000 shares of restricted common stock to its CEO for director related services. These shares were issued at the same terms as the award for non-employee directors. Associated with these awards the Company has recorded stock-based compensation expense during the three months ended May 31, 2015 and 2014 of $99,500 and $77,500, respectively, representing the estimated fair value on the date of grant. The fair value of each stock option grant is estimated on the date of grant using a Black-Scholes option pricing model. Options awarded in November 2011 and expensed until vested, in November 2013, were valued using the following assumptions: volatility rate of 123.53% - 125.65%; risk-free interest rate of 0.40% - 1.09% based on a U.S. Treasury rate of 3 years; and a 3-year expected option life (simplified method). The Company did not recognize any expense during the three months ended May 31, 2015 associated with previously awarded restricted stock, compared to $4,845 of expense recognized in the three months ended May 31, 2014.

Note 12 - Stock Options

Note 12 - Stock Options	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	12. STOCK OPTIONS On June 27, 2007, the stockholders of our Company adopted the 2007 Stock Option Plan which currently permits the granting of options to purchase up to 1,544,002 shares. The 2007 Stock Option Plan will remain in effect until it is terminated by the board of directors except that no incentive stock option will be granted after June 26, 2017. On April 20, 2011, the stockholders of our Company adopted the 2011 Stock Option Plan which permits the granting of options to purchase up to 750,000 shares. There was no stock option activity during the three months ended May 31, 2015 or 2014.

Note 13 - Warrants

Note 13 - Warrants	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Warrants [Text Block]	13. WARRANTS In April 2014, the Company called its outstanding Class C Warrants for redemption. Pursuant to a notice of redemption, the holders of the Class C Warrants were given until the close of business on May 22, 2014 to exercise their outstanding warrants at $0.60 per share. Thereafter, any remaining unexercised warrants were cancelled and represent only the right to receive a redemption price of $0.05 per warrant. During the quarter ended May 31, 2014 a total of 1,515,882 Class C Warrants and 44,312 underwriter’s warrants were exercised for gross proceeds of $930,799. The Company deposited $11,343 with the warrant redemption agent to pay the warrant redemption price for the 226,865 Class C Warrants that were not exercised prior to the redemption date. On April 21, 2014, the Company and RMCF agreed to modify the warrant issued to RMCF in January 2013, which allowed RMCF to maintain its pro-rata ownership interest if existing stock options and/or warrants were exercised. Under that warrant, RMCF had the right to purchase 1.5 times the number of shares of common stock issued upon exercise of the Company’s Class C warrant. Pursuant to the modification, RMCF agreed to exercise that portion of the warrant which corresponded to the exercise of the Class C warrant to the fullest extent possible on a “cashless exercise” basis immediately after the redemption date for the Class C Warrants. A total of 565,261 shares of common stock were issued to RMCF as a result. The following is a summary of the Company’s warrant activity: Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Life Average Intrinsic Value Outstanding - February 28, 2015 550,000 $ 1.24 .86 years $ 5,625 Granted - - Exercised - - Forfeited/Cancelled - - Outstanding - May 31, 2015 550,000 $ 1.24 0.62 years $ 4,125 Exercisable - May 31, 2015 400,000 $ 0.88 0.61 years $ 4,125 During the three months ended May 31, 2015 and 2014, the Company expensed $0 and $0 related to stock warrants issued, respectively.

Note 14 - Related Party Transac

Note 14 - Related Party Transactions	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Related Party Transactions Disclosure [Text Block]	14. RELATED PARTY TRANSACTIONS As of May 31, 2015 and February 28, 2015, the Company owed $119,568 and $95,209, respectively, to RMCF for inventories and various operating expenses. See also Note 8, Notes Payable, Related Party.

Note 15 - Subsequent Events

Note 15 - Subsequent Events	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Subsequent Events [Text Block]	15. SUBSEQUENT EVENTS Management evaluated all activity of the Company through the issue date of the financial statements and concluded that no subsequent events have occurred that would require recognition or disclosure in the financial statements.

Note 16 - Asset Acquisition Exp

Note 16 - Asset Acquisition Expenses	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Business Acquisition, Integration, Restructuring and Other Related Costs [Text Block]	16. ASSET ACQUISITION EXPENSES On January 17, 2014, the Company entered into an Asset Purchase Agreement with CherryBerry, which was the franchisor of self-serve frozen yogurt retail stores branded as “CherryBerry.” Pursuant to the CherryBerry Purchase Agreement, the Company purchased certain assets of CherryBerry used in its business of franchising frozen yogurt stores, including all of its franchise rights and one company-owned store. The Company also entered into an Asset Purchase Agreement with Yogli Mogli, which was the franchisor of self-serve frozen yogurt retail stores branded as “Yogli Mogli”. Pursuant to the Yogli Mogli Purchase Agreement, the Company purchased certain assets of Yogli Mogli used in its business of franchising frozen yogurt stores, including all of its franchise rights and four company-owned stores. On February 20, 2014 the Company entered into an Asset Purchase Agreement to acquire the business assets of Fuzzy Peach Franchising, LLC. The acquisition of all intellectual property and worldwide franchise and license rights included the rights associated with 17 Fuzzy Peach Frozen Yogurt stores. Associated with these transactions, the Company recorded net restructuring charges of $124,551 during the three months ended May 31, 2014. Restructuring and acquisition charges incurred were comprised of the following for the three months ended May 31: 2014 Professional fees $ 104,876 Severance/transitional compensation 16,550 Other 3,125 Total $ 124,551 No restructuring and asset acquisition charges were incurred during the three months ended May 31, 2015.

Note 17 - Contingencies

Note 17 - Contingencies	3 Months Ended
	May. 31, 2015
Notes to Financial Statements
Contingencies Disclosure [Text Block]	17. CONTINGENCIES The CherryBerry selling parties entered into a one-year lock-up agreement with respect to the 4,000,000 shares of the Company’s common stock (the “CB Shares”) payable at the closing of the CherryBerry Acquisition. The CB Shares payable gave the selling parties voting rights and rights to dividends as of the acquisition date and were therefore included in the calculation of net loss per common share. The CB Shares were issued to the selling parties in February 2015. Following expiration of the lock-up period, if any of the CherryBerry selling parties desire to sell their CB Shares, they must first offer such shares to the Company and then to RMCF, at a price equal to the average of the market prices at the time of sale. If the proceeds from the sale of any of the CB Shares is less than $0.50 per share and the CherryBerry selling parties comply with other terms of the agreement, the Company has agreed to pay a shortfall payment. If the Company was required to pay the shortfall payment at May 31, 2015, the shortfall payment would approximate $480,000. The Company determined the likelihood of incurring the liability to be less than probable and has not recorded a contingent liability at May 31, 2015.

Significant Accounting Policies

Significant Accounting Policies (Policies)	3 Months Ended
	May. 31, 2015
Accounting Policies [Abstract]
Basis of Accounting, Policy [Policy Text Block]	Basis of Presentation The consolidated balance sheet as of February 28, 2015, included herein was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended February 28, 2015.
Use of Estimates, Policy [Policy Text Block]	Use of Estimates
Fair Value of Financial Instruments, Policy [Policy Text Block]	Fair Value Measurements Level 1: Quoted prices are available in active markets for identical assets or liabilities; Level 2: Quoted prices in active markets for similar assets and liabilities that are observable for the asset or liability; or Level 3: Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations. The Company has consistently applied the valuation techniques discussed below in all periods presented. The following table presents the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of May 31, 2015 and February 28, 2015 by level within the fair value hierarchy: February 28, 2015 Level 1 Level 2 Level 3 Total Liabilities Convertible Note $ - $ - $ 6,903,400 $ 6,903,400 May 31, 2015 Level 1 Level 2 Level 3 Total Liabilities Convertible Note $ - $ - $ 6,824,414 $ 6,824,414 The Company determined the fair value of the Convertible Note using the income valuation technique. Because of the hybrid nature of the Convertible Note, the Company first valued the debt host contract, or straight “bond”, component using a discounted cash flow analysis, and then valued the compound embedded derivative features using a Flexible Monte Carlo simulation. See Note 8 for discussion of the embedded features. Significant inputs to the valuation model include the coupon rate, effective yield, volatility, expected return and implied equity value. In addition, the following inputs were used in the Flexible Monte Carlo simulation to value the compound embedded derivative scenarios using different conversion dates, conversion rates, likelihood of default, conversion behavior and dilution of stock price on conversion. The Company’s Convertible Note is included in the Level 3 fair value hierarchy because not all the significant inputs are directly or indirectly observable. The following table summarizes the valuation techniques, models and significant unobservable inputs used for the Company’s Convertible Note (broken into its components), categorized within Level 3 of the fair value hierarchy: Liabilities at Fair Value Fair Value at May 31, 2015 Fair Value at February 28, 2015 Valuation Techniques / Model Unobservable Inputs Bond component $ 6,305,214 $ 6,241,896 Income approach using discounted cash flow model Effective yield 12.75% Embedded conversion features $ 488,884 $ 637,814 Income approach using flexible Monte Carlo simulation Expected return of 0% Implied Equity Value ranging from 5% - 10% Total $ 6,794,098 $ 6,879,710 Significant increases (decreases) in the unobservable inputs used in the fair value measurements would result in a significantly lower (higher) fair value measurement. The following table sets forth a reconciliation of changes in the fair value of the Convertible Note classified as Level 3 in the fair value hierarchy: Balance, February 28, 2015 $ 6,879,710 Purchases - Payments - Unrealized gain (85,612 ) Subtotal 6,794,098 Undrawn commitment fees 30,316 Balance, May 31, 2015 $ 6,824,414
New Accounting Pronouncements, Policy [Policy Text Block]	New Accounting Pronouncements In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements—Going Concern.” This guidance requires management to evaluate whether there are conditions or events that raise substantial doubt about an entity's ability to continue as a going concern. If such conditions or events exist, disclosures are required that enable users of the financial statements to understand the nature of the conditions or events, management's evaluation of the circumstances and management's plans to mitigate the conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. We will be required to perform an annual assessment of our ability to continue as a going concern when this standard becomes effective for us in the first quarter of our fiscal year ended February 28, 2017. The adoption of this guidance is not expected to impact our financial position, results of operations or cash flows.

Note 1 - Description of Busin24

Note 1 - Description of Business (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Schedule of Franchisor Disclosure [Table Text Block]	Locations Company-owned Cafés CherryBerry 1 Yogli Mogli 1 U-Swirl 5 Aspen Leaf Yogurt 2 Franchised and licensed Cafés Fuzzy Peach 20 Josie’s 7 CherryBerry 128 Yogli Mogli 22 U-Swirl 29 Aspen Leaf Yogurt 10 Yogurtini 23 Let’s Yo! 12 Total 260

Note 2 - Summary of Significa25

Note 2 - Summary of Significant Accounting Policies (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]	February 28, 2015 Level 1 Level 2 Level 3 Total Liabilities Convertible Note $ - $ - $ 6,903,400 $ 6,903,400 May 31, 2015 Level 1 Level 2 Level 3 Total Liabilities Convertible Note $ - $ - $ 6,824,414 $ 6,824,414
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block]	Liabilities at Fair Value Fair Value at May 31, 2015 Fair Value at February 28, 2015 Valuation Techniques / Model Unobservable Inputs Bond component $ 6,305,214 $ 6,241,896 Income approach using discounted cash flow model Effective yield 12.75% Embedded conversion features $ 488,884 $ 637,814 Income approach using flexible Monte Carlo simulation Expected return of 0% Implied Equity Value ranging from 5% - 10% Total $ 6,794,098 $ 6,879,710
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]	Balance, February 28, 2015 $ 6,879,710 Purchases - Payments - Unrealized gain (85,612 ) Subtotal 6,794,098 Undrawn commitment fees 30,316 Balance, May 31, 2015 $ 6,824,414

Note 3 - Accounts Receivable (T

Note 3 - Accounts Receivable (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]	May 31, 2015 February 28, 2015 Accounts receivable, trade $ 299,574 $ 249,652 Allowance for doubtful accounts (65,860 ) (59,860 ) Accounts receivable, other 28,640 77,348 Accounts receivable, net $ 262,354 $ 267,140

Note 4 - Inventory (Tables)

Note 4 - Inventory (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Schedule of Inventory, Current [Table Text Block]	May 31, 2015 February 28, 2015 Food and beverages $ 62,309 $ 62,462 Paper products/Supplies 29,276 35,207 Total Inventory $ 91,585 $ 97,669

Note 5 - Leasehold Improvemen28

Note 5 - Leasehold Improvements, Property and Equipment (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Property, Plant and Equipment [Table Text Block]	May 31, 2015 February 28, 2015 Café equipment $ 1,220,380 $ 1,300,449 Furniture and fixtures 530,754 524,167 Computer equipment 162,284 166,747 Leasehold improvements 1,639,748 1,724,951 Asset impairment (290,640 ) (290,640 ) 3,262,526 3,425,674 Less: accumulated depreciation (1,872,116 ) (1,883,032 ) Leasehold improvements, property and equipment, net $ 1,390,410 $ 1,542,642

Note 6 - Goodwill and Intangi29

Note 6 - Goodwill and Intangible Assets (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Schedule of Intangible Assets and Goodwill [Table Text Block]	May 31, 2015 February 28, 2015 Amortization Period Gross Carrying Value Accumulated Amortization Gross Carrying Value Accumulated Amortization Intangible assets subject to amortization Trademark/Non-competition agreements 5-20 Years 456,000 35,548 456,000 30,814 Franchise Rights 20 Years 5,858,496 495,711 5,850,290 410,830 Total 6,314,496 531,259 6,306,290 441,644 Intangible assets not subject to amortization Franchising segment- Company stores goodwill 23,000 - 23,000 - Franchising goodwill 1,907,529 - 1,907,529 - Total Goodwill 1,930,529 - 1,930,529 - Total intangible assets $ 8,245,025 $ 531,259 $ 8,236,819 $ 441,644
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]	2016 278,389 2017 400,114 2018 416,214 2019 422,700 2020 410,155 Thereafter 3,855,665 Total $ 5,783,237

Note 8 - Notes Payable, Relat30

Note 8 - Notes Payable, Related Party (Tables)	3 Months Ended
	May. 31, 2015
RMCF [Member]
Notes Tables
Convertible Debt [Table Text Block]	May 31, 2015 February 28, 2015 Principal $ 5,541,087 $ 5,541,087 Undrawn commitment fees 30,316 23,690 Fair value adjustment 1,253,011 1,338,623 Balance $ 6,824,414 $ 6,903,400 Less: current maturities (6,824,414 ) (6,903,400 ) Long-term obligations $ - $ -
Schedule of Long-term Debt Instruments [Table Text Block]	May 31, 2015 February 28, 2015 Convertible note, secured, due 1/16/16 - principal $ 5,571,403 $ 5,564,776 Construction Loans, secured, due 9/15/18 - principal 88,104 94,030 Management services payable 542,500 542,500 Fair Value Adjustment 1,253,011 1,338,623 Balance $ 7,455,018 $ 7,539,929 Less: current maturities (7,391,526 ) (7,470,146 ) Long-term obligations $ 63,492 $ 69,783
Schedule of Long-term Debt Instruments [Table Text Block]	Amount 2016 $ 7,385,234 2017 25,741 2018 27,329 2019 16,714 Total minimum payments 7,455,018 Less: current maturities (7,391,526 ) Long-term obligations $ 63,492

Note 9 - Franchise Royalties 31

Note 9 - Franchise Royalties and Fees (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Summary of Franchise Royalties and Fees [Table Text Block]	May 31, 2015 May 31, 2014 Royalty income $ 593,851 $ 706,550 Franchise fee income 177,500 12,000 Rebate income from purveyors that supply products to franchisees 184,989 170,708 Marketing fees 121,078 133,633 Franchise royalties and fees $ 1,077,418 $ 1,022,891

Note 10 - Occupancy and Relat32

Note 10 - Occupancy and Related Expenses (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Occupancy and Related Expenses [Table Text Block]	May 31, 2015 May 31, 2014 Rent $ 124,048 $ 125,299 Real estate taxes, insurance and CAM fees 36,719 48,027 Utilities 30,675 48,238 Occupancy and related expenses $ 191,442 $ 221,564

Note 13 - Warrants (Tables)

Note 13 - Warrants (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Schedule of Share-based Compensation, Activity [Table Text Block]	Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Life Average Intrinsic Value Outstanding - February 28, 2015 550,000 $ 1.24 .86 years $ 5,625 Granted - - Exercised - - Forfeited/Cancelled - - Outstanding - May 31, 2015 550,000 $ 1.24 0.62 years $ 4,125 Exercisable - May 31, 2015 400,000 $ 0.88 0.61 years $ 4,125

Note 16 - Asset Acquisition E34

Note 16 - Asset Acquisition Expenses (Tables)	3 Months Ended
	May. 31, 2015
Notes Tables
Restructuring and Related Costs [Table Text Block]	2014 Professional fees $ 104,876 Severance/transitional compensation 16,550 Other 3,125 Total $ 124,551

Note 1 - Description of Busin35

Note 1 - Description of Business (Details Textual)	1 Months Ended
	Feb. 28, 2015shares	Feb. 28, 2014USD ($)	Jan. 31, 2014USD ($)shares	Jan. 31, 2013USD ($)	May. 31, 2015USD ($)	Feb. 20, 2014	Jan. 17, 2014	Oct. 31, 2013
Rocky Mountain Chocolate Factory Inc [Member]
Sale of Stock, Percentage of Ownership after Transaction				60.00%
Debt Instrument, Face Amount				$ 900,000
Josie's [Member] | Franchise Rights [Member]
Number of Stores								9
Josie's [Member] | Licensing Agreements [Member]
Number of Stores								2
Cherry Berry and Yogli Mogli [Member]
Number of Stores			182
Cherry Berry [Member]
Number of Stores							1
Business Combination, Consideration Transferred			$ 4,250,000
Stock Issued During Period, Shares, Acquisitions | shares	4,000,000		4,000,000
Yogli Mogli [Member]
Number of Stores							4
Business Combination, Consideration Transferred			$ 2,150,000
Stock Issued During Period, Shares, Acquisitions | shares			277,778
Fuzzy Peach Frozen Yogurt [Member]
Number of Stores		17				17
Payments to Acquire Businesses, Gross		$ 481,000
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High		$ 349,000
Business Combination, Contingent Consideration, Liability					$ 146,257
Number of Stores					260

Note 1 - Description of Busin36

Note 1 - Description of Business - Number of Locations (Details)	May. 31, 2015
Entity Operated Units [Member] | Cherry Berry [Member]
Number of Stores	1
Entity Operated Units [Member] | Yogli Mogli [Member]
Number of Stores	1
Entity Operated Units [Member] | U Swirl Inc [Member]
Number of Stores	5
Entity Operated Units [Member] | Aspen Leaf [Member]
Number of Stores	2
Franchised Units [Member] | Cherry Berry [Member]
Number of Stores	128
Franchised Units [Member] | Yogli Mogli [Member]
Number of Stores	22
Franchised Units [Member] | U Swirl Inc [Member]
Number of Stores	29
Franchised Units [Member] | Aspen Leaf [Member]
Number of Stores	10
Franchised Units [Member] | Fuzzy Peach Frozen Yogurt [Member]
Number of Stores	20
Franchised Units [Member] | Josie's [Member]
Number of Stores	7
Franchised Units [Member] | Yogurtini [Member]
Number of Stores	23
Let's Yo! [Member]
Number of Stores	12
Number of Stores	260

Note 2 - Summary of Significa37

Note 2 - Summary of Significant Accounting Policies - Fair Value of Assets and Liabilities Measured on a Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($)	May. 31, 2015	Feb. 28, 2015
Fair Value, Inputs, Level 3 [Member]
Liabilities
Convertible Note	$ 6,824,414	$ 6,903,400
Convertible Note	$ 6,824,414	$ 6,903,400

Note 2 - Summary of Significa38

Note 2 - Summary of Significant Accounting Policies - Summary of the Valuation Techniques, Models, and Significant Unobservable Inputs Broken Into Components (Details) - USD ($)	May. 31, 2015	Feb. 28, 2015
Income Approach Valuation Technique [Member] | Bond Component [Member]
Liabilities at Fair Value	$ 6,305,214	$ 6,241,896
Income Approach Valuation Technique [Member] | Embedded Conversion Features [Member]
Liabilities at Fair Value	488,884	637,814
Liabilities at Fair Value	$ 6,794,098	$ 6,879,710

Note 2 - Summary of Significa39

Note 2 - Summary of Significant Accounting Policies - Summary of the Valuation Techniques, Models, and Significant Unobservable Inputs Broken Into Components (Details) (Parentheticals) - Income Approach Valuation Technique [Member]	May. 31, 2015
Bond Component [Member]
Effective yield	12.75%
Embedded Conversion Features [Member] | Minimum [Member]
Implied Equity Value	5.00%
Embedded Conversion Features [Member] | Maximum [Member]
Implied Equity Value	10.00%
Embedded Conversion Features [Member]
Expected return	0.00%

Note 2 - Summary of Significa40

Note 2 - Summary of Significant Accounting Policies - Reconciliation of Changes in the Fair Value of the Convertible Note (Details)	3 Months Ended
	May. 31, 2015USD ($)
Balance, February 28, 2015	$ 6,879,710
Unrealized gain	(85,612)
Subtotal	6,794,098
Undrawn commitment fees	30,316
Balance, May 31, 2015	$ 6,824,414

Note 3 - Accounts Receivable -

Note 3 - Accounts Receivable - Accounts Receivable (Details) - USD ($)	May. 31, 2015	Feb. 28, 2015
Accounts receivable, trade	$ 299,574	$ 249,652
Allowance for doubtful accounts	(65,860)	(59,860)
Accounts receivable, other	28,640	77,348
Accounts receivable, net	$ 262,354	$ 267,140

Note 4 - Inventory - Inventory

Note 4 - Inventory - Inventory (Details) - USD ($)	May. 31, 2015	Feb. 28, 2015
Food and beverages	$ 62,309	$ 62,462
Paper products/Supplies	29,276	35,207
Total Inventory	$ 91,585	$ 97,669

Note 5 - Leasehold Improvemen43

Note 5 - Leasehold Improvements, Property and Equipment (Details Textual) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Depreciation	$ 113,563	$ 134,712

Note 5 - Leasehold Improvemen44

Note 5 - Leasehold Improvements, Property and Equipment - Leasehold Improvements, Property and Equipment (Details) - USD ($)	May. 31, 2015	Feb. 28, 2015
Cafe Equipment [Member]
Property and equipment	$ 1,220,380	$ 1,300,449
Furniture and Fixtures [Member]
Property and equipment	530,754	524,167
Computer Equipment [Member]
Property and equipment	162,284	166,747
Leasehold Improvements [Member]
Property and equipment	1,639,748	1,724,951
Property and equipment	3,262,526	3,425,674
Asset impairment	(290,640)	(290,640)
Less: accumulated depreciation	(1,872,116)	(1,883,032)
Leasehold improvements, property and equipment, net	$ 1,390,410	$ 1,542,642

Note 6 - Goodwill and Intangi45

Note 6 - Goodwill and Intangible Assets (Details Textual) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Amortization of Intangible Assets	$ 89,614	$ 91,388

Note 6 - Goodwill and Intangi46

Note 6 - Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($)	3 Months Ended
	May. 31, 2015	Feb. 28, 2015
Trademark and Non-Competition Agreements [Member] | Minimum [Member]
Intangible assets subject to amortization
Trademark/Non-competition agreements	5 years
Trademark and Non-Competition Agreements [Member] | Maximum [Member]
Intangible assets subject to amortization
Trademark/Non-competition agreements	20 years
Trademark and Non-Competition Agreements [Member]
Intangible assets subject to amortization
Trademark/Non-competition agreements	$ 456,000	$ 456,000
Trademark/Non-competition agreements	35,548	30,814
Intangible assets not subject to amortization
Trademark/Non-competition agreements	$ 35,548	30,814
Franchise Rights [Member]
Intangible assets subject to amortization
Trademark/Non-competition agreements	20 years
Trademark/Non-competition agreements	$ 5,858,496	5,850,290
Trademark/Non-competition agreements	495,711	410,830
Intangible assets not subject to amortization
Trademark/Non-competition agreements	495,711	410,830
Company Stores Goodwill [Member]
Intangible assets not subject to amortization
Company stores goodwill	23,000	23,000
Franchising Goodwill [Member]
Intangible assets not subject to amortization
Company stores goodwill	1,907,529	1,907,529
Trademark/Non-competition agreements	6,314,496	6,306,290
Trademark/Non-competition agreements	531,259	441,644
Total Goodwill	$ 1,930,529	$ 1,930,529
Total Goodwill
Total intangible assets	$ 8,245,025	$ 8,236,819
Trademark/Non-competition agreements	$ 531,259	$ 441,644

Note 6 - Goodwill and Intangi47

Note 6 - Goodwill and Intangible Assets - Annual Amortization of Intangible Assets (Details)	May. 31, 2015USD ($)
2,016	$ 278,389
2,017	400,114
2,018	416,214
2,019	422,700
2,020	410,155
Thereafter	3,855,665
Total	$ 5,783,237

Note 7 - Deferred Revenue (Deta

Note 7 - Deferred Revenue (Details Textual) - USD ($)	May. 31, 2015	Feb. 28, 2015
Deferred Revenue, Noncurrent	$ 627,289	$ 805,860

Note 8 - Notes Payable, Relat49

Note 8 - Notes Payable, Related Party (Details Textual)	1 Months Ended	3 Months Ended	12 Months Ended	16 Months Ended
	Jul. 31, 2013	May. 31, 2015USD ($)$ / shares	May. 31, 2015USD ($)$ / shares	May. 31, 2015USD ($)$ / shares	Feb. 28, 2015USD ($)	Jan. 16, 2014USD ($)
Notes Payable Related Party [Member]
Debt Instrument, Interest Rate, Stated Percentage	6.00%
Debt Instrument, Term	5 years
Loan Agreement [Member] | RMCF [Member] | Principal [Member]
Debt Instrument, Convertible, Conversion Price | $ / shares		$ 0.90	$ 0.90	$ 0.90
Loan Agreement [Member] | RMCF [Member] | Interest [Member]
Debt Instrument, Convertible, Conversion Price | $ / shares		$ 0.45	$ 0.45	$ 0.45
Loan Agreement [Member] | RMCF [Member] | Conversion Price Per Share If Paid Out Via Implied Equity Value [Member]
Debt Instrument Convertible Conversion Multiple		3	3	3
Loan Agreement [Member] | RMCF [Member]
Debt Instrument, Interest Rate, Stated Percentage		9.00%	9.00%	9.00%
Notes Payable Related Parties Maximum Borrowing Capacity						$ 7,750,000
Proceeds from Notes Payable				$ 8,038,616
Repayments of Notes Payable				2,497,529
Notes Payable, Related Parties		$ 5,541,087	$ 5,541,087	$ 5,541,087
Notes Payable Related Parties Maximum Prepayment Amount		$ 2,100,000
Debt Instrument, Redemption Price, Percentage		108.00%
Default Interest Rate		15.00%	15.00%	15.00%
Debt Instrument, Loan Covenants, Required EBITDA		$ 1,804,000	$ 1,804,000	$ 1,804,000
Debt Instrument, Default Rate		15.00%
Fair Value, Liabilities Measured on Recurring Basis, Change in Unrealized Gain (Loss)		$ 85,612
Undrawn Commitment Fee Percentage		0.10%	0.10%	0.10%
Undrawn Commitment Fee Preferred Stock Price Per Share | $ / shares		$ 0.45
Management Services Agreement [Member] | RMCF [Member]
Debt Issuance Cost		$ 542,500
RMCF [Member]
Notes Payable, Related Parties		$ 7,455,018	$ 7,455,018	$ 7,455,018	$ 7,539,929
Preferred Stock, Dividend Rate, Percentage		9.00%
Earnings Before Interest, Taxes, Depreciation, and Amortization			$ 1,532,000
Debt Instrument, Loan Covenants, Preferred Shares Issued		68.00%

Note 8 - Notes Payable, Relat50

Note 8 - Notes Payable, Related Party - Convertible Notes Payable Due to RMCF (Details) - Scenario, Unspecified [Domain] - USD ($)	3 Months Ended	12 Months Ended
	May. 31, 2015	Feb. 28, 2015
Convertible Debt [Member] | RMCF [Member]
Debt Instrument, Face Amount	$ 5,541,087	$ 5,541,087
Debt Issuance Cost	30,316	23,690
Fair value adjustment	1,253,011	1,338,623
Notes Payable, Related Parties	6,824,414	6,903,400
Less: current maturities	$ (6,824,414)	$ (6,903,400)
Long-term obligations
RMCF [Member]
Fair value adjustment	$ 1,253,011	$ 1,338,623
Notes Payable, Related Parties	7,455,018	7,539,929
Less: current maturities	(7,391,526)	(7,470,146)
Long-term obligations	63,492	69,783
Long-term obligations	$ 63,492	$ 69,783

Note 8 - Notes Payable, Relat51

Note 8 - Notes Payable, Related Party - Notes Payable Due to RMCF (Details) - USD ($)	3 Months Ended	12 Months Ended
	May. 31, 2015	Feb. 28, 2015
Convertible Debt [Member] | RMCF [Member] | Principal [Member]
Notes Payable, Related Parties	$ 5,571,403	$ 5,564,776
Convertible Debt [Member] | RMCF [Member]
Notes Payable, Related Parties	6,824,414	6,903,400
Fair value adjustment	1,253,011	1,338,623
Less: current maturities	$ (6,824,414)	$ (6,903,400)
Long-term obligations
Construction Loans Secured Due 9/15/18 [Member] | RMCF [Member] | Principal [Member]
Notes Payable, Related Parties	$ 88,104	$ 94,030
Management Services Payable [Member] | RMCF [Member]
Notes Payable, Related Parties	542,500	542,500
RMCF [Member]
Notes Payable, Related Parties	7,455,018	7,539,929
Fair value adjustment	1,253,011	1,338,623
Less: current maturities	(7,391,526)	(7,470,146)
Long-term obligations	63,492	69,783
Long-term obligations	$ 63,492	$ 69,783

Note 8 - Notes Payable, Relat52

Note 8 - Notes Payable, Related Party - Notes Payable Due to RMCF (Details) (Parentheticals) - Principal [Member] - RMCF [Member]	3 Months Ended
	May. 31, 2015
Convertible Debt [Member]
Due date of maturity	Jan. 16, 2016
Construction Loans Secured Due 9/15/18 [Member]
Due date of maturity	Sep. 15, 2018

Note 8 - Notes Payable, Relat53

Note 8 - Notes Payable, Related Party - Notes Payable Obligations and Related Accrued Interest (Details) - USD ($)	May. 31, 2015
2,016	$ 7,385,234
2,017	25,741
2,018	27,329
2,019	16,714
Total minimum payments	7,455,018
Less: current maturities	(7,391,526)
Long-term obligations	$ 63,492

Note 9 - Franchise Royalties 54

Note 9 - Franchise Royalties and Fees - Franchise Royalties and Fees (Details) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Royalty income	$ 593,851	$ 706,550
Franchise fee income	177,500	12,000
Rebate income from purveyors that supply products to franchisees	184,989	170,708
Marketing fees	121,078	133,633
Franchise royalties and fees	$ 1,077,418	$ 1,022,891

Note 10 - Occupancy and Relat55

Note 10 - Occupancy and Related Expenses - Occupancy and Related Expenses (Details) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Rent	$ 124,048	$ 125,299
Real estate taxes, insurance and CAM fees	36,719	48,027
Utilities	30,675	48,238
Occupancy and related expenses	$ 191,442	$ 221,564

Note 11 - Stockholders' Equity

Note 11 - Stockholders' Equity (Details Textual) - USD ($)	3 Months Ended
	May. 31, 2015	May. 31, 2014
Restricted Stock [Member] | Chief Executive Officer [Member]
Stock Issued During Period, Shares, Issued for Services	50,000
Restricted Stock [Member]
Allocated Share-based Compensation Expense	$ 0	$ 4,845
Stock Issued During Period, Shares, Issued for Services	200,000	250,000
Share-based Compensation	$ 99,500	$ 77,500
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum	123.53%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum	125.65%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum	0.40%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum	1.09%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term	3 years
Share-based Compensation	$ 99,500	$ 82,449

Note 12 - Stock Options (Detail

Note 12 - Stock Options (Details Textual) - shares	May. 31, 2015	Apr. 20, 2011
Stock Option Plan 2007 [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	1,544,002
Stock Option Plan 2011 [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized		750,000

Note 13 - Warrants (Details Tex

Note 13 - Warrants (Details Textual) - USD ($)	Apr. 21, 2014	May. 31, 2015	May. 31, 2014	Feb. 28, 2015	May. 23, 2014	Apr. 30, 2014
Class C Warrants [Member] | RMCF [Member]
Class of Warrant or Right Exercised in Period	565,261
Class C Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 0.60
Class of Warrant or Right Redemption Price of Cancelled Warrants					$ 0.05
Class of Warrant or Right Exercised During Period			1,515,882
Warrant Redemption Deposit			$ 11,343
Class of Warrant or Right Forfeited or Cancelled During Period			226,865
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right	1.5
Underwriters Warrants [Member]
Class of Warrant or Right Exercised During Period			44,312
Class C Warrants and Underwriters Warrants [Member]
Proceeds from Warrant Exercises			$ 930,799
Related to Stock Warrants Issued [Member]
Allocated Share-based Compensation Expense		$ 0	0
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 1.24		$ 1.24
Proceeds from Warrant Exercises			$ 919,456

Note 13 - Warrants - Warrant Ac

Note 13 - Warrants - Warrant Activity (Details) - USD ($)	3 Months Ended	12 Months Ended
	May. 31, 2015	Feb. 28, 2015
Outstanding - February 28, 2015 (in shares)	550,000	550,000
Outstanding - February 28, 2015 (in dollars per share)	$ 1.24	$ 1.24
Outstanding - February 28, 2015	226 days	313 days
Outstanding - February 28, 2015	$ 4,125	$ 5,625
Exercisable (in shares)	400,000
Exercisable (in dollars per share)	$ 0.88
Exercisable	222 days
Exercisable	$ 4,125

Note 14 - Related Party Trans60

Note 14 - Related Party Transactions (Details Textual) - USD ($)	May. 31, 2015	Feb. 28, 2015
RMCF [Member]
Due to Related Parties, Current	$ 119,568	$ 95,209
Due to Related Parties, Current	$ 119,568	$ 95,209

Note 16 - Asset Acquisition E61

Note 16 - Asset Acquisition Expenses (Details Textual)	3 Months Ended
	May. 31, 2015USD ($)	May. 31, 2014USD ($)	Feb. 28, 2014	Feb. 20, 2014	Jan. 17, 2014
Business Acquisitions [Member]
Restructuring Charges	$ 0	$ 124,551
Cherry Berry [Member]
Number of Stores					1
Yogli Mogli [Member]
Number of Stores					4
Fuzzy Peach Frozen Yogurt [Member]
Number of Stores			17	17
Restructuring Charges		$ 124,551
Number of Stores	260

Note 16 - Asset Acquisition E62

Note 16 - Asset Acquisition Expenses - Restructuring and Acquisition Charges (Details)	3 Months Ended
	May. 31, 2014USD ($)
Professional fees	$ 104,876
Severance/transitional compensation	16,550
Other	3,125
Total	$ 124,551

Note 17 - Contingencies (Detail

Note 17 - Contingencies (Details Textual) - USD ($)	1 Months Ended
	Feb. 28, 2015	Jan. 31, 2014	May. 31, 2015
Cherry Berry [Member]
Stock Issued During Period, Shares, Acquisitions	4,000,000	4,000,000
Business Combination, Contingent Consideration, Sale of Stock, Price Per Share, Maxium			$ 0.50
Business Combination Shortfall Payment			$ 480,000