NOTE 20. SEGMENT INFORMATION | During 2018, the Company acquired additional real property and determined that a previously insignificant operating segment “Real Estate and Construction” is now significant and is a reportable segment requiring disclosure in accordance with ASC 280. Prior period information below has been revised to conform to current period presentation. We are now organized into three reportable segments: · Herbs and Produce Products · Cannabis Dispensary, Cultivation and Production · Real Estate and Construction Our segment net revenue and contributions to consolidated net revenue for each of the last two fiscal years were as follows: Total Revenue % of Total Revenue Year Ended December 31, Year Ended December 31, 2018 2017 2018 2017 Herbs and Produce Products $ 5,585,447 $ 5,701,233 17.8 % 15.9 % Cannabis Dispensary, Cultivation and Production 25,978,118 30,031,046 82.9 % 83.9 % Real Estate 62,574 - 0.2 % -% Other and Eliminations (292,521 ) 68,565 (0.9 )% 0.2 % Total $ 31,333,618 $ 35,800,844 100.0 % 100.0 % See “Note 2 – Summary of Significant Accounting Policies” “Item 1A. Risk Factors” Herbs and Produce Products Either independently or in conjunction with third parties, we are a retail seller of locally grown hydroponic herbs and produce, which are distributed through major grocery stores throughout the East, West and Midwest regions of the U.S. Cannabis Dispensary, Cultivation and Production Either independently or in conjunction with third parties, we operate medical marijuana retail and adult use dispensaries and a medical marijuana and adult use cultivation in California. In addition, we operate four retail medical and adult use marijuana dispensary facilities in Nevada, and have in various stages of construction, medical marijuana and adult use cultivation and production facilities in Nevada. We own real property in Nevada on which we plan to build a medical and adult use marijuana dispensary. All of our retail dispensaries in California and Nevada offer a broad selection of medical and adult use cannabis products including flowers, concentrates and edibles. We also produce and sell a line of medical and adult use cannabis flowers, as well as a line of medical and adult use cannabis-extracted products, which include concentrates, cartridges, vape pens and wax products. Real Estate We own real property in Nevada on which we plan to build a medical and adult use marijuana dispensary. Additionally, we own properties in California that are in various stages of construction for medical marijuana and adult use cultivation and production facilities and dispensaries. Summarized financial information concerning the Company’s reportable segments is shown in the following tables. Total asset amounts at December 31, 2018 and 2017 excludes intercompany receivable balances eliminated in consolidation. For the Year Ended December 31, 2018 Herbs and Produce Products Cannabis Dispensary, Cultivation and Production Real Estate Eliminations and Other Total Total Revenues $ 5,585,447 $ 25,978,118 $ 62,574 $ (292,521 ) $ 31,333,618 Cost of Goods Sold 4,232,875 14,091,651 - 575,564 18,900,090 Gross Profit 1,352,572 11,886,467 62,574 (868,085 ) 12,433,528 Depreciation & Amortization 522,669 4,272,592 31,061 232,468 5,058,790 Stock-Based Compensation - - - 603,117 603,117 Selling, General and Administrative Expenses (All Other) 3,682,386 15,221,640 984,845 17,753,596 37,642,467 Loss from Operations (2,852,483 ) (7,607,765 ) (953,332 ) (19,457,266 ) (30,870,846 ) Other Income (Expense): Impairment of Property (77,556 ) - - - (77,556 ) Impairment of Intangible Assets - - - - - Loss on Extinguishment of Debt - - - - - Loss from Derivatives Issued with Debt Greater Than Debt Carrying Value - - - - - Gain (Loss) on Fair Market Valuation of Derivatives - - - - - Interest Expense, Net - (524,271 ) (793,690 ) (11,774,973 ) (13,092,934 ) Share of Loss in Joint Venture - - - (662,222 ) (662,222 ) Gain on Sale of Assets - - - 5,229,680 5,229,680 Gain on Settlement of Contingent Consideration - - - - - Gain (Loss) on Fair Market Valuation of Contingent Consideration - - - - - Gain on Sale of Assets - - - - - Total Other Income (Expense) (77,556 ) (524,271 ) (793,690 ) (7,207,515 ) (8,603,032 ) Loss Before Provision for Income Taxes $ (2,930,039 ) $ (8,132,036 ) $ (1,747,022 ) $ (26,664,781 ) $ (39,473,878 ) Total Assets at December 31, 2018 $ 15,109,512 $ 78,307,074 $ 15,109,512 $ 22,494,829 $ 131,020,927 Capital Expenditures $ 1,036,566 $ 8,062,552 $ 13,229,942 $ 3,079,650 $ 25,408,710 For the Year Ended December 31, 2017 Herbs and Produce Products Cannabis Dispensary, Cultivation and Production Real Estate Eliminations and Other Total Total Revenues $ 5,701,233 $ 30,031,046 68,565 $ - $ 35,800,844 Cost of Goods Sold 5,211,658 25,112,113 - - 30,323,771 Gross Profit 489,575 4,918,933 68,565 - 5,477,073 Selling, General and Administrative Expenses 3,123,037 10,843,210 334,813 11,056,031 25,357,091 Loss from Operations (2,633,462 ) (5,924,277 ) (266,248 ) (11,056,031 ) (19,880,018 ) Other Income (Expense): Amortization of Debt Discount - - - (2,138,762 ) (2,138,762 ) (Loss) Gain on Extinguishment of Debt (18 ) 187 30 (7,144,487 ) (7,144,288 ) Loss on Fair Market Valuation of Derivatives - - - (3,494,550 ) (3,494,550 ) Interest (Expense) Income - 110 1 (542,775 ) (542,664 ) Impairment of Property - - - (138,037 ) (138,037 ) Impairment of Intangibles (757,467 ) - - - (757,467 ) Loss from Derivatives Issued with Debt Greater than Debt Carrying Value - - - - - Gain on Settlement of Contingent Consideration - 4,991,571 - - 4,991,571 Loss on Fair Market Valuation of Contingent Consideration - (4,426,047 ) - - (4,426,047 ) Share of Loss in Joint Venture - - - - - Gain on Sale of Assets - - - - - Total Other Income (Expense) (757,485 ) 565,821 31 (13,458,611 ) (13,650,244 ) Loss Before Provision for Income Taxes $ (3,390,947 ) $ (5,358,456 ) $ (266,217 ) $ (24,514,642 ) $ (33,530,262 ) Total Assets at December 31, 2017 $ 5,847,286 $ 69,844,546 $ 1,791,889 $ 20,704,078 $ 98,187,799 Note that in 2018, Herbs & Produce revenue and cost of goods sold each include $1.11 million of intercompany transactions that were eliminated within the consolidation. As of December 31, 2018, total assets associated with the Other & Eliminations segment included $8.48 million of investments in unconsolidated affiliates accounted for under the equity method of accounting. |