Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Nov. 30, 2023 | Jan. 15, 2024 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001616262 | |
Entity Registrant Name | Rocky Mountain Chocolate Factory, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --02-28 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2024 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Nov. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-36865 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-1535633 | |
Entity Address, Address Line One | 265 Turner Drive | |
Entity Address, City or Town | Durango | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 81303 | |
City Area Code | 970 | |
Local Phone Number | 259-0554 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | RMCF | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 6,315,259 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
Revenues | ||||
Total revenue | $ 7,697,401 | $ 8,825,093 | $ 20,691,265 | $ 22,284,647 |
Costs and Expenses | ||||
Cost of sales | 5,768,598 | 5,727,348 | 15,159,483 | 14,143,256 |
Sales and marketing | 571,910 | 572,961 | 1,487,046 | 1,481,870 |
General and administrative | 1,333,216 | 2,080,611 | 4,952,261 | 7,723,266 |
Depreciation and amortization, exclusive of depreciation and amortization expense of $187,523, $160,006, $541,110 and $480,479, respectively, included in cost of sales | 35,954 | 28,991 | 98,821 | 86,935 |
Total costs and expenses | 8,472,759 | 9,024,312 | 24,018,438 | 25,226,963 |
Loss from Operations | (775,358) | (199,219) | (3,327,173) | (2,942,316) |
Other Income | ||||
Interest Expense | (11,386) | (4,172) | (23,903) | (4,172) |
Interest Income | 30,026 | 7,234 | 67,794 | 13,732 |
Other income, net | 18,640 | 3,062 | 43,891 | 9,560 |
Loss Before Income Taxes | (756,718) | (196,157) | (3,283,282) | (2,932,756) |
Income Tax Provision | 0 | 0 | 0 | 701,659 |
Net Income (Loss) from Continuing Operations | (756,718) | (196,157) | (3,283,282) | (3,634,415) |
Discontinued Operations | ||||
Earnings (loss) from discontinued operations, net of tax | 0 | (15,822) | 69,044 | (333,691) |
Gain on disposal of discontinued operations, net of tax | 0 | 0 | 634,790 | 0 |
Earnings (loss) from discontinued operations, net of tax | 0 | (15,822) | 703,834 | (333,691) |
Consolidated Net Loss | $ (756,718) | $ (211,979) | $ (2,579,448) | $ (3,968,106) |
Basic Earnings (Loss) per Common Share | ||||
Loss from continuing operations (in dollars per share) | $ (0.12) | $ (0.03) | $ (0.51) | $ (0.58) |
Earnings (loss) from discontinued operations (in dollars per share) | 0 | 0 | 0.11 | (0.05) |
Net loss (in dollars per share) | (0.12) | (0.03) | (0.4) | (0.63) |
Diluted Earnings (Loss) per Common Share | ||||
Loss from continuing operations (in dollars per share) | (0.12) | (0.03) | (0.51) | (0.57) |
Earnings (loss) from discontinued operations (in dollars per share) | 0 | 0 | 0.11 | (0.05) |
Net loss (in dollars per share) | $ (0.12) | $ (0.03) | $ (0.4) | $ (0.62) |
Weighted Average Common Shares | ||||
Outstanding - Basic (in shares) | 6,302,159 | 6,227,002 | 6,290,575 | 6,219,362 |
Dilutive Effect of Employee | ||||
Stock Awards (in shares) | 0 | 0 | 0 | |
Weighted Average Common Shares - Diluted | ||||
Outstanding - Diluted (in shares) | 6,302,159 | 6,227,002 | 6,290,575 | 6,219,362 |
Product [Member] | ||||
Revenues | ||||
Total revenue | $ 6,421,701 | $ 7,586,534 | $ 16,453,741 | $ 18,065,947 |
Franchise and Royalty Fees [Member] | ||||
Revenues | ||||
Total revenue | 1,275,700 | 1,238,559 | 4,237,524 | 4,218,700 |
Franchise [Member] | ||||
Costs and Expenses | ||||
Costs | 576,833 | 476,566 | 1,869,815 | 1,344,382 |
Retail [Member] | ||||
Costs and Expenses | ||||
Costs | $ 186,248 | $ 137,835 | $ 451,012 | $ 447,254 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Unaudited) (Parentheticals) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
Amortization expense included in cost of goods sold | $ 187,523 | $ 160,006 | $ 541,110 | $ 480,479 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
Current Assets | ||
Cash and cash equivalents | $ 2,082,128 | $ 4,717,068 |
Accounts receivable, less allowance for doubtful accounts of $598,704 and $666,315, respectively | 3,355,044 | 2,055,694 |
Notes receivable, current portion, less current portion of the valuation allowance of $43,158 and $35,173, respectively | 298,700 | 23,698 |
Refundable income taxes | 45,990 | 344,885 |
Inventories | 3,670,076 | 3,639,780 |
Other | 628,040 | 340,847 |
Current assets held for sale | 0 | 83,004 |
Total current assets | 10,079,978 | 11,204,976 |
Property and Equipment, Net | 7,634,552 | 5,710,739 |
Other Assets | ||
Notes receivable, less current portion and valuation allowance of $30,793 and $38,778, respectively | 862,827 | 94,076 |
Goodwill, net | 575,608 | 575,608 |
Intangible assets, net | 244,748 | 265,927 |
Lease right of use asset | 1,868,664 | 2,355,601 |
Other | 14,006 | 14,054 |
Long-term assets held for sale | 0 | 1,765,846 |
Total other assets | 3,565,853 | 5,071,112 |
Total Assets | 21,280,383 | 21,986,827 |
Current Liabilities | ||
Line of credit | 1,000,000 | 0 |
Accounts payable | 3,287,366 | 2,189,760 |
Accrued salaries and wages | 1,057,057 | 978,606 |
Gift card liabilities | 380,145 | 592,932 |
Other accrued expenses | 541,774 | 162,346 |
Contract liabilities | 154,830 | 161,137 |
Lease liability | 658,265 | 746,506 |
Current liabilities held for sale | 0 | 178,939 |
Total current liabilities | 7,079,437 | 5,010,226 |
Lease Liability, Less Current Portion | 1,212,291 | 1,640,017 |
Contract Liabilities, Less Current Portion | 707,137 | 782,278 |
Long-term liabilities - held for sale | 0 | 184,142 |
Commitments and Contingencies | ||
Stockholders' Equity | ||
Preferred stock, $.001 par value per share; 250,000 authorized; -0- shares issued and outstanding | 0 | 0 |
Common stock, $.001 par value, 46,000,000 shares authorized, 6,303,769 shares and 6,257,137 shares issued and outstanding, respectively | 6,304 | 6,257 |
Additional paid-in capital | 9,948,630 | 9,457,875 |
Retained earnings | 2,326,584 | 4,906,032 |
Total stockholders' equity | 12,281,518 | 14,370,164 |
Total Liabilities and Stockholders' Equity | $ 21,280,383 | $ 21,986,827 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
Accounts receivable, allowance for doubtful accounts | $ 598,704 | $ 666,315 |
Notes receivable, current portion of the valuation allowance | 43,158 | 35,173 |
Financing Receivable, Allowance for Credit Loss, Noncurrent | $ 30,793 | $ 38,778 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 250,000 | 250,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 46,000,000 | 46,000,000 |
Common stock, shares issued (in shares) | 6,303,769 | 6,257,137 |
Common stock, shares outstanding (in shares) | 6,303,769 | 6,257,137 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Cash Flows From Operating Activities | ||
Net income (loss) | $ (2,579,448) | $ (3,968,106) |
Less: Net Income (loss) from discontinued operations, net of tax | 703,834 | (333,691) |
Net Loss from continuing operations | (3,283,282) | (3,634,415) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 639,932 | 567,414 |
Provision for obsolete inventory | 62,678 | 166,255 |
Provision for loss on accounts and notes receivable | 0 | (127,000) |
Loss (gain) on sale or disposal of property and equipment | (37,671) | (14,403) |
Expense recorded for stock compensation | 490,802 | 471,530 |
Deferred income taxes | 0 | 722,163 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,338,521) | (1,176,382) |
Refundable income taxes | 298,895 | 303,779 |
Inventories | 230,135 | (2,102,468) |
Contract Liabilities | (81,448) | 5,281 |
Other current assets | (286,170) | (111,521) |
Accounts payable | 557,770 | 1,952,220 |
Accrued liabilities | 221,757 | (1,245,973) |
Net cash used in operating activities of continuing operations | (2,525,123) | (4,223,520) |
Net cash (used in) provided by operating activities of discontinued operations | (39,242) | 640,102 |
Net cash used in operating activities | (2,564,365) | (3,583,418) |
Cash Flows From Investing Activities | ||
Addition to notes receivable | (49,476) | (58,635) |
Proceeds received on notes receivable | 56,595 | 49,254 |
Proceeds from sale or distribution of assets | 112,131 | 22,289 |
Purchases of property and equipment | (2,617,026) | (778,185) |
Decrease (increase) in other assets | 9,463 | 10,000 |
Net cash used in by investing activities of continuing operations | (2,488,313) | (755,277) |
Net cash provided by (used in) investing activities of discontinued operations | 1,417,738 | (32,547) |
Net cash provided by (used in) investing activities | (1,070,575) | (787,824) |
Cash Flows from Financing Activities | ||
Proceeds from the line of credit | 1,000,000 | 0 |
Net cash provided by financing activities | 1,000,000 | 0 |
Net Decrease in Cash and Cash Equivalents | (2,634,940) | (4,371,242) |
Cash and Cash Equivalents, Beginning of Period | 4,717,068 | 7,587,374 |
Cash and Cash Equivalents, End of Period | $ 2,082,128 | $ 3,216,132 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Feb. 28, 2022 | 6,186,356 | |||
Balance at Feb. 28, 2022 | $ 6,186 | $ 8,806,930 | $ 10,586,810 | $ 19,399,926 |
Consolidated net loss | (3,968,106) | (3,968,106) | ||
Issuance of common stock, vesting of restricted stock units and other (in shares) | 52,420 | |||
Issuance of common stock, vesting of restricted stock units and other | $ 53 | (53) | 0 | |
Equity compensation, restricted stock units and stock options | 471,530 | 471,530 | ||
Balance (in shares) at Nov. 30, 2022 | 6,238,776 | |||
Balance at Nov. 30, 2022 | $ 6,239 | 9,278,407 | 6,618,704 | 15,903,350 |
Balance (in shares) at Aug. 31, 2022 | 6,223,234 | |||
Balance at Aug. 31, 2022 | $ 6,223 | 9,087,530 | 6,830,683 | 15,924,436 |
Consolidated net loss | (211,979) | (211,979) | ||
Issuance of common stock, vesting of restricted stock units and other (in shares) | 15,542 | |||
Issuance of common stock, vesting of restricted stock units and other | $ 16 | (16) | 0 | |
Equity compensation, restricted stock units and stock options | 190,893 | 190,893 | ||
Balance (in shares) at Nov. 30, 2022 | 6,238,776 | |||
Balance at Nov. 30, 2022 | $ 6,239 | 9,278,407 | 6,618,704 | 15,903,350 |
Balance (in shares) at Feb. 28, 2023 | 6,257,137 | |||
Balance at Feb. 28, 2023 | $ 6,257 | 9,457,875 | 4,906,032 | 14,370,164 |
Consolidated net loss | (2,579,448) | (2,579,448) | ||
Issuance of common stock, vesting of restricted stock units and other (in shares) | 46,632 | |||
Issuance of common stock, vesting of restricted stock units and other | $ 47 | (47) | 0 | |
Equity compensation, restricted stock units and stock options | 490,802 | 490,802 | ||
Balance (in shares) at Nov. 30, 2023 | 6,303,769 | |||
Balance at Nov. 30, 2023 | $ 6,304 | 9,948,630 | 2,326,584 | 12,281,518 |
Balance (in shares) at Aug. 31, 2023 | 6,299,825 | |||
Balance at Aug. 31, 2023 | $ 6,300 | 9,782,415 | 3,083,302 | 12,872,017 |
Consolidated net loss | (756,718) | (756,718) | ||
Issuance of common stock, vesting of restricted stock units and other (in shares) | 3,944 | |||
Issuance of common stock, vesting of restricted stock units and other | $ 4 | (4) | 0 | |
Equity compensation, restricted stock units and stock options | 166,219 | 166,219 | ||
Balance (in shares) at Nov. 30, 2023 | 6,303,769 | |||
Balance at Nov. 30, 2023 | $ 6,304 | $ 9,948,630 | $ 2,326,584 | $ 12,281,518 |
Note 1 - Nature of Operations,
Note 1 - Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Business Description and Accounting Policies [Text Block] | 1 Nature of Operations The accompanying consolidated financial statements include the accounts of Rocky Mountain Chocolate Factory, Inc., a Delaware corporation, its wholly owned subsidiaries, Rocky Mountain Chocolate Factory, Inc. (a Colorado corporation), Aspen Leaf Yogurt, LLC (“ALY”), U-Swirl International, Inc. (dissolved in October 2023) ( The Company is an international franchisor, confectionery producer, and retail operator. Founded in 1981, On February 24, 2023, three May 1, 2023, 2023 16 The Company’s revenues are currently derived from three The Company does not not not not not The following table summarizes the number of stores operating under the Rocky Mountain Chocolate brand at November 30, 2023: Stores Open at 2/28/2023 Opened Closed Sold Stores Open at 11/30/2023 Sold, Not Yet Open Total Rocky Mountain Chocolate Factory Company-owned stores 1 1 - - 2 - 2 Franchise stores - Domestic stores and kiosks 153 5 (7 ) (1 ) 150 3 152 International license stores 4 - - - 4 - 4 Co-branded stores 111 3 (1 ) - 113 - 113 Total 269 269 3 271 Basis of Presentation The accompanying consolidated financial statements have been prepared by the Company, without audit, and reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and Securities and Exchange Commission (“SEC”) regulations. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the consolidated financial statements reflect all adjustments (of a normal and recurring nature) which are necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. The results of operations for the three nine November 30, 2023 not These consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's Annual Report on Form 10 February 28, 2023, May 30, 2023. not Subsequent Events Management evaluated all activity of the Company through the issue date of these consolidated financial statements and concluded that no Recent Accounting Pronouncements Except for the recent accounting pronouncements described below, other recent accounting pronouncements are not In June 2016, 2016 13, 326 2016 13 2016 13 2016 13 March 1, 2023. 2016 13 not Accounts and Notes Receivable, Net Accounts receivable represent amounts due from customers in the ordinary course of business and are recorded at the invoiced amount and do not may Related Party Transactions On December 14, 2022 Pursuant to the Settlement Agreement, the Company and ABV-Radoff agreed to a “Standstill Period” commencing on the effective date of the agreement and ending on the date that is forty-five 45 2025 144 not not 4.9% 4.9% On August 3, 2023, August 7, 2023. Liquidity As of November 30, 2023, not 1. November 30, 2023 1. not As a result of our noncompliance, under the terms of the Credit Agreement, the Lender has the option, but not November 30.2023 may not may In addition, the Lender retains the right to act on covenant violations that occur after the date of delivery of any waiver. If the Lender were to decline to grant us a waiver and instead demand repayment in the future, we may may not The Company is exploring various means of strengthening its liquidity position and ensuring compliance with its debt financing covenants, which may |
Note 2 - Supplemental Cash Flow
Note 2 - Supplemental Cash Flow Information | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Cash Flow, Supplemental Disclosures [Text Block] | NOTE 2 Nine Months Ended November 30, 2023 2022 Cash paid (received) for: Interest $ 25,127 $ 25,000 Income taxes (298,895 ) (303,777 ) Supplemental disclosure of non‑cash investing activities Sale of assets in exchange for note receivable $ 1,000,000 $ - |
Note 3 - Revenue From Contracts
Note 3 - Revenue From Contracts With Customers | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | NOTE 3 The Company recognizes revenue from contracts with its customers in accordance with Accounting Standards Codification® (“ASC”) 606, not Initial Franchise Fees, License Fees, Transfer Fees and Renewal Fees The initial franchise services are not The following table summarizes contract liabilities as of November 30, 2023 November 30, 2022: Nine Months Ended November 30: 2023 2022 Contract liabilities at the beginning of the year: $ 943,415 $ 962,571 Revenue recognized (126,948 ) (147,720 ) Contract fees received 45,500 153,000 Contract liabilities at the end of the period: $ 861,967 $ 967,851 At November 30, 2023, not FYE 24 $ 81,725 FYE 25 149,744 FYE 26 137,026 FYE 27 123,907 FYE 28 96,390 Thereafter 273,175 Total $ 861,967 Gift Cards The Company’s franchisees sell gift cards, which do not 606 606, Durango Product Sales of Confectionary Items, Retail Sales and Royalty and Marketing Fees Confectionary items sold to the Company’s franchisees, others and its Company-owned stores sales are recognized at the time of the underlying sale, based on the terms of the sale and when ownership of the inventory is transferred, and are presented net of sales taxes and discounts. Royalties and marketing fees from franchised or licensed locations, which are based on a percent of our franchisees’ sales, are recognized at the time the sales occur. |
Note 4 - Disaggregation of Reve
Note 4 - Disaggregation of Revenue | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Disaggregation of Revenue [Text Block] | NOTE 4 The following table presents disaggregated revenue by method of recognition and segment: Three Months Ended November 30, 2023 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 41,033 $ - $ - $ 41,033 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 6,058,117 - 6,058,117 Retail sales - - 363,584 363,584 Royalty and marketing fees 1,234,667 - - 1,234,667 Total $ 1,275,700 $ 6,058,117 $ 363,584 $ 7,697,401 Three Months Ended November 30, 2022 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 48,965 $ - $ - $ 48,965 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 7,284,940 - 7,284,940 Retail sales - - 301,594 301,594 Royalty and marketing fees 1,189,594 - - 1,189,594 Total $ 1,238,559 $ 7,284,940 $ 301,594 $ 8,825,093 Nine Months Ended November 30, 2023 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 126,948 $ - $ - $ 126,948 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 15,589,341 - 15,589,341 Retail sales - - 864,400 864,400 Royalty and marketing fees 4,110,576 - - 4,110,576 Total $ 4,237,524 $ 15,589,341 $ 864,400 $ 20,691,265 Nine Months Ended November 30, 2022 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 147,720 $ - $ - $ 147,720 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 17,250,750 - 17,250,750 Retail sales - - 815,197 815,197 Royalty and marketing fees 4,070,980 - - 4,070,980 Total $ 4,218,700 $ 17,250,750 $ 815,197 $ 22,284,647 |
Note 5 - Inventories
Note 5 - Inventories | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | NOTE 5 Inventories consist of the following: November 30, 2023 February 28, 2023 Ingredients and supplies $ 2,330,450 $ 2,481,510 Finished candy 1,627,302 1,567,887 Reserve for slow moving inventory (287,676 ) (409,617 ) Total inventories $ 3,670,076 $ 3,639,780 |
Note 6 - Property and Equipment
Note 6 - Property and Equipment, Net | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 6 Property and equipment consist of the following: November 30, 2023 February 28, 2023 Land $ 513,618 $ 513,618 Building 5,108,950 5,151,886 Machinery and equipment 12,160,469 10,152,211 Furniture and fixtures 590,204 512,172 Leasehold improvements 132,027 134,010 Transportation equipment 322,067 476,376 18,827,335 16,940,273 Less accumulated depreciation (11,192,783 ) (11,229,534 ) Property and equipment, net $ 7,634,552 $ 5,710,739 Depreciation expense related to property and equipment totaled $223,477 and $639,931 during the three nine November 30, 2023 three nine November 30, 2022, |
Note 7 - Goodwill and Intangibl
Note 7 - Goodwill and Intangible Assets | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 7 Goodwill and intangible assets consist of the following: November 30, 2023 February 28, 2023 Amortization Period (Years) Gross Carrying Value Accumulated Amortization Gross Carrying Value Accumulated Amortization Intangible assets subject to amortization Store design 10 $ 394,826 $ 272,993 $ 394,826 $ 259,314 Trademarks 5-20 259,339 136,424 259,339 128,924 Total 654,165 409,417 654,165 388,238 Goodwill and intangible assets not subject to amortization Franchising segment- Company stores goodwill $ 360,972 $ 360,972 Franchising goodwill 97,318 97,318 Manufacturing segment-goodwill 97,318 97,318 Trademarks 20,000 20,000 Total 575,608 575,608 Total Goodwill and Intangible Assets $ 1,229,773 $ 409,417 $ 1,229,773 $ 388,238 Amortization expense related to intangible assets totaled $6,852 and $21,179 during the three nine November 30, 2023 three nine November 30, 2022, At November 30, 2023, FYE 24 $ 6,850 FYE 25 27,405 FYE 26 27,405 FYE 27 27,405 FYE 28 27,405 Thereafter 128,278 Total $ 244,748 |
Note 8 - Line of Credit
Note 8 - Line of Credit | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Long-Term Debt [Text Block] | NOTE 8 Revolving Credit Line Pursuant to the Credit Agreement, we have a $4.0 million credit line for general corporate and working capital purposes, of which $3.0 million was available for borrowing (subject to certain borrowing-based limitations) as of November 30, 2023 ( November 30, 2023 February 28, 2023). As of November 30, 2023 not 1. November 30, 2023 1. not 1 |
Note 9 - Stockholders' Equity
Note 9 - Stockholders' Equity | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Equity [Text Block] | NOTE 9 Warrants In connection with a terminated supplier agreement with a former customer of the Company, the Company issued a warrant (the “Warrant”) to purchase up to 960,677 shares of the Company’s common stock (the “Warrant Shares”) at an exercise price of $8.76 per share. The Warrant Shares were to vest in annual tranches in varying amounts following each contract year under the terminated supplier agreement, and was subject to, and only upon, achievement of certain revenue thresholds on an annual or cumulative five six fifth On November 1, 2022, November 30, 2023, no no The Company determined that the grant date fair value of the Warrant was de minimis and did not Stock-Based Compensation Under the Company’s 2007 “2007 may The Company recognized $166,219 and $490,802 of stock-based compensation expense during the three nine November 30, 2023 three nine November 30, 2022, The following table summarizes restricted stock unit activity during the nine November 30, 2023 2022: Nine Months Ended November 30, 2023 2022 Outstanding non-vested restricted stock units as of February 28: 154,131 105,978 Granted 157,145 94,892 Vested (46,632 ) (52,421 ) Cancelled/forfeited (1,762 ) (1,232 ) Outstanding non-vested restricted stock units as of November 30: 262,882 147,217 Weighted average grant date fair value $ 4.92 $ 5.28 Weighted average remaining vesting period (in years) 1.88 2.05 The following table summarizes stock option activity during the nine November 30, 2023 2022: Nine Months Ended November 30, 2023 2022 Outstanding stock options as of February 28: 36,144 - Granted - 36,144 Exercised - - Cancelled/forfeited - - Outstanding stock options as of November 30: 36,144 36,144 Weighted average exercise price 6.49 6.49 Weighted average remaining contractual term (in years) 8.51 9.51 During the nine November 30, 2023, November 30, 2024. During the nine November 30, 2023, February 2026 may August 11, 2026. During the nine November 30, 2022, one third February 29, 2024, February 28, 2025. February 2025 12.5% 200% The Company recognized $166,219 and $490,802 of stock-based compensation expense during the three nine November 30, 2023, three nine November 30, 2022, Except as noted above, restricted stock units generally vest in equal annual installments over a period of five six nine November 30, 2023 2022, November 30, 2023 November 30, 2023 |
Note 10 - Earnings Per Share
Note 10 - Earnings Per Share | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 10 Basic earnings per share is calculated using the weighted-average number of common shares outstanding. Diluted earnings per share reflects the potential dilution that could occur from common shares issuable through the settlement of restricted stock units. Restricted stock units become dilutive within the period granted and remain dilutive until the units vest and are issued as common stock. The weighted-average number of shares outstanding used in the computation of diluted earnings per share does not nine November 30, 2023, nine November 30, 2022, |
Note 11 - Leasing Arrangements
Note 11 - Leasing Arrangements | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | NOTE 11 The Company conducts its retail operations in facilities leased under non-cancelable operating leases of up to ten five ten The Company acts as primary lessee of some franchised store premises, which the Company then subleases to franchisees, but the majority of existing franchised locations are leased by the franchisee directly. In some instances, the Company has leased space for its Company-owned locations that are now occupied by franchisees. When the Company-owned location was sold or transferred, the store was subleased to the franchisee who is responsible for the monthly rent and other obligations under the lease. The Company also leases trucking equipment and warehouse space in support of its production operations. Expense associated with trucking and warehouse leases is included in cost of sales on the consolidated statements of operations. The Company accounts for payments related to lease liabilities on a straight-line basis over the lease term. During the nine November 30, 2023 2022, The lease liability reflects the present value of the Company’s estimated future minimum lease payments over the life of its leases. This includes known escalations and renewal option periods reasonably assured of being exercised. Typically, renewal options are considered reasonably assured of being exercised if the sales performance of the location remains strong. Therefore, the right of use asset and lease liability include an assumption on renewal options that have not not not not November 30, 2023. As of November 30, 2023, FYE 24 $ 191,186 FYE 25 611,988 FYE 26 514,346 FYE 27 242,558 FYE 28 71,671 Thereafter 390,450 Total $ 2,022,199 Less: imputed interest (151,643 ) Present value of lease liabilities: $ 1,870,556 Weighted average lease term 5.4 During the nine November 30, 2023 2022, |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 12 Employment Agreement Payments upon a Change in Control The Company has entered into employment agreements with certain of our current executives which contain, among other things, "change in control" severance provisions. Robert J. Sarlls The employment agreement of Robert J. Sarlls, the Company’s Chief Executive Officer, provides for the following upon “change in control:” if Mr. Sarlls’ employment is involuntarily terminated without cause or if he resigns for good reason on or within 2 15 15 1.409A 3 5 A. Allen Arroyo The employment agreement of A. Allen Arroyo, the Company’s Chief Financial Officer, provides for the following upon “change in control:” If Mr. Arroyo’s employment is involuntarily terminated without cause or if he resigns for good reason on or within 2 9 9 1.409A 3 5 Retirement Agreement Gregory L. Pope, Sr. On May 8, 2023, May 3, 2023 ( December 31, 2023, 26 November 2023, ( not November 30, 2023, Purchase contracts The Company frequently enters into purchase contracts of between six 18 may may may November 30, 2023, not Litigation From time to time, the Company is involved in litigation relating to claims arising out of its operations. The Company records accruals for outstanding legal matters when it believes it is probable that a loss will be incurred and the amount can be reasonably estimated. At November 30, 2023, not |
Note 13 - Operating Segments
Note 13 - Operating Segments | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 13 The Company classifies its business interests into three reportable segments: Franchising, Production, Retail Stores. The accounting policies of the segments are the same as those described in the summary of significant accounting policies in Note 1 Three Months Ended November 30, 2023 Franchising Production Retail Unallocated Total Total revenues $ 1,275,700 $ 6,394,694 $ 363,584 $ - $ 8,033,978 Intersegment revenues - (336,577 ) - - (336,577 ) Revenue from external customers 1,275,700 6,058,117 363,584 - 7,697,401 Segment profit (loss) 299,677 286,858 30,374 (1,373,627 ) (756,718 ) Total assets 1,154,926 12,713,718 493,498 6,918,241 21,280,383 Capital expenditures 20,751 1,134,371 249 128,152 1,283,523 Total depreciation & amortization $ 7,217 $ 188,708 $ 2,445 $ 25,107 $ 223,477 Three Months Ended November 30, 2022 Franchising Production Retail Unallocated Total Total revenues $ 1,239,938 $ 7,629,146 $ 301,594 $ - $ 9,170,678 Intersegment revenues (1,379 ) (344,206 ) - - (345,585 ) Revenue from external customers 1,238,559 7,284,940 301,594 - 8,825,093 Segment profit (loss) 337,225 1,534,725 45,035 (2,113,142 ) (196,157 ) Total assets 1,010,798 13,639,903 624,705 5,428,786 20,704,192 Capital expenditures 15,925 150,735 4,860 - 171,520 Total depreciation & amortization $ 8,432 $ 161,515 $ 1,407 $ 17,643 $ 188,997 Nine Months Ended November 30, 2023 Franchising Production Retail Unallocated Total Total revenues $ 4,238,017 $ 16,385,975 $ 864,400 $ - $ 21,488,392 Intersegment revenues (493 ) (796,634 ) - - (797,127 ) Revenue from external customers 4,237,524 15,589,341 864,400 - 20,691,265 Segment profit (loss) 1,266,668 421,613 60,216 (5,031,779 ) (3,283,282 ) Total assets 1,154,926 12,713,718 493,498 6,918,241 21,280,383 Capital expenditures 52,848 2,166,138 19,761 378,279 2,617,026 Total depreciation & amortization $ 22,793 $ 544,691 $ 5,430 $ 67,018 $ 639,932 Nine Months Ended November 30, 2022 Franchising Production Retail Unallocated Total Total revenues $ 4,222,694 $ 18,143,863 $ 815,197 $ - $ 23,181,754 Intersegment revenues (3,994 ) (893,113 ) - - (897,107 ) Revenue from external customers 4,218,700 17,250,750 815,197 - 22,284,647 Segment profit (loss) 1,756,239 3,062,876 27,947 (7,779,818 ) (2,932,756 ) Total assets 1,010,798 13,639,903 624,705 5,428,786 20,704,192 Capital expenditures 17,106 685,420 5,435 70,224 778,185 Total depreciation & amortization $ 25,871 $ 484,980 $ 4,231 $ 52,332 $ 567,414 |
Note 14 - Contested Solicitatio
Note 14 - Contested Solicitation Of Proxies | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Contested Solicitation Of Proxies and Change In Control Payments [Text Block] | NOTE 14 Contested Solicitation of Proxies During the three nine November 30, 2022, 2022 three nine November 30, 2022, three nine November 30, 2023. |
Note 15 - Income Taxes
Note 15 - Income Taxes | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 15 The Company provides for income taxes pursuant to the liability method. The liability method requires recognition of deferred income taxes based on temporary differences between financial reporting and income tax basis of assets and liabilities, using current enacted income tax rates and regulations. These differences will result in taxable income or deductions in future years when the reported amount of the asset or liability is recovered or settled, respectively. Considerable judgment is required in determining when these events may not. Realization of the Company's deferred tax assets is dependent upon the Company generating sufficient taxable income, in the appropriate tax jurisdictions, in future years, to obtain benefit from the reversal of net deductible temporary differences. The amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income are changed. A valuation allowance to reduce the carrying amount of deferred income tax assets is established when it is more likely than not not not . During the fiscal year ended February 28, 2023, 2022 no not November 30, 2023, |
Note 16 - Discontinued Operatio
Note 16 - Discontinued Operations | 9 Months Ended |
Nov. 30, 2023 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | NOTE 16 On February 24, 2023 May 1, 2023, 1 three 2 May 1, 2023 May 1, 2023, three On October 31, 2023, no The following table discloses the results of operations of the businesses reported as discontinued operations for the three nine November 30, 2023 2022: Three Months Ended November 30, Nine Months Ended November 30, 2023 2022 2023 2022 Total Revenue $ - $ 650,288 $ 212,242 $ 2,542,991 Cost of sales - 142,218 - 528,759 Operating Expenses - 523,892 143,198 1,661,310 Gain on disposal of assets - - (634,790 ) - Other income (expense), net - - - - Earnings (loss) from discontinued operations before income taxes - (15,822 ) 703,834 352,922 Income tax provision (benefit) - - - 686,613 Earnings (loss) from discontinued operations, net of tax $ - $ (15,822 ) $ 703,834 $ (333,691 ) The following table reflects the summary of assets and liabilities held for sale for U-Swirl as of November 30, 2023 February 28, 2023, November 30, February 28, 2023 2023 Accounts and notes receivable, net $ - $ 75,914 Inventory, net - 6,067 Other - 1,023 Current assets held for sale - 83,004 Franchise rights, net - 1,708,336 Intangible assets, net - 48,095 Other - 9,415 Long-term assets held for sale - 1,765,846 Total Assets Held for Sale - 1,848,850 Accounts payable - 125,802 Accrued compensation - 11,205 Accrued liabilities - 11,981 Contract liabilities - 29,951 Current liabilities held for sale - 178,939 Contract liabilities, less current portion - 184,142 Long term liabilities held for sale - 184,142 Total Liabilities Held for Sale $ - $ 363,081 The following table summarizes the gain recognized during the three November 30, 2023 May 1, 2023, Cash proceeds from the sale of assets $ 1,757,738 Notes receivable 1,000,000 Total consideration received 2,757,738 Assets and liabilities transferred Franchise rights 1,703,325 Inventory 6,067 Liabilities (229,431 ) Net assets transferred 1,479,961 Costs associated with the sale of assets 642,987 Gain on disposal of assets $ 634,790 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Nov. 30, 2023 | Nov. 30, 2023 | |
Insider Trading Arr Line Items | ||
Material Terms of Trading Arrangement [Text Block] | 5. Other Information None. | |
Rule 10b5-1 Arrangement Adopted [Flag] | false | |
Rule 10b5-1 Arrangement Terminated [Flag] | false | |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false | |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Nov. 30, 2023 | |
Accounting Policies [Abstract] | |
Nature of Operations Policy [Policy Text Block] | Nature of Operations The accompanying consolidated financial statements include the accounts of Rocky Mountain Chocolate Factory, Inc., a Delaware corporation, its wholly owned subsidiaries, Rocky Mountain Chocolate Factory, Inc. (a Colorado corporation), Aspen Leaf Yogurt, LLC (“ALY”), U-Swirl International, Inc. (dissolved in October 2023) ( The Company is an international franchisor, confectionery producer, and retail operator. Founded in 1981, On February 24, 2023, three May 1, 2023, 2023 16 The Company’s revenues are currently derived from three The Company does not not not not not The following table summarizes the number of stores operating under the Rocky Mountain Chocolate brand at November 30, 2023: Stores Open at 2/28/2023 Opened Closed Sold Stores Open at 11/30/2023 Sold, Not Yet Open Total Rocky Mountain Chocolate Factory Company-owned stores 1 1 - - 2 - 2 Franchise stores - Domestic stores and kiosks 153 5 (7 ) (1 ) 150 3 152 International license stores 4 - - - 4 - 4 Co-branded stores 111 3 (1 ) - 113 - 113 Total 269 269 3 271 |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated financial statements have been prepared by the Company, without audit, and reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and Securities and Exchange Commission (“SEC”) regulations. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the consolidated financial statements reflect all adjustments (of a normal and recurring nature) which are necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. The results of operations for the three nine November 30, 2023 not These consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's Annual Report on Form 10 February 28, 2023, May 30, 2023. not |
Subsequent Events, Policy [Policy Text Block] | Subsequent Events Management evaluated all activity of the Company through the issue date of these consolidated financial statements and concluded that no |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Except for the recent accounting pronouncements described below, other recent accounting pronouncements are not In June 2016, 2016 13, 326 2016 13 2016 13 2016 13 March 1, 2023. 2016 13 not |
Receivable [Policy Text Block] | Accounts and Notes Receivable, Net Accounts receivable represent amounts due from customers in the ordinary course of business and are recorded at the invoiced amount and do not may |
Related Party Transactions, Policy [Policy Text Block] | Related Party Transactions On December 14, 2022 Pursuant to the Settlement Agreement, the Company and ABV-Radoff agreed to a “Standstill Period” commencing on the effective date of the agreement and ending on the date that is forty-five 45 2025 144 not not 4.9% 4.9% On August 3, 2023, August 7, 2023. |
Liquidity [Policy Text Block] | Liquidity As of November 30, 2023, not 1. November 30, 2023 1. not As a result of our noncompliance, under the terms of the Credit Agreement, the Lender has the option, but not November 30.2023 may not may In addition, the Lender retains the right to act on covenant violations that occur after the date of delivery of any waiver. If the Lender were to decline to grant us a waiver and instead demand repayment in the future, we may may not The Company is exploring various means of strengthening its liquidity position and ensuring compliance with its debt financing covenants, which may |
Note 1 - Nature of Operations_2
Note 1 - Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Number of Stores [Table Text Block] | Stores Open at 2/28/2023 Opened Closed Sold Stores Open at 11/30/2023 Sold, Not Yet Open Total Rocky Mountain Chocolate Factory Company-owned stores 1 1 - - 2 - 2 Franchise stores - Domestic stores and kiosks 153 5 (7 ) (1 ) 150 3 152 International license stores 4 - - - 4 - 4 Co-branded stores 111 3 (1 ) - 113 - 113 Total 269 269 3 271 |
Note 2 - Supplemental Cash Fl_2
Note 2 - Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Nine Months Ended November 30, 2023 2022 Cash paid (received) for: Interest $ 25,127 $ 25,000 Income taxes (298,895 ) (303,777 ) Supplemental disclosure of non‑cash investing activities Sale of assets in exchange for note receivable $ 1,000,000 $ - |
Note 3 - Revenue From Contrac_2
Note 3 - Revenue From Contracts With Customers (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | Nine Months Ended November 30: 2023 2022 Contract liabilities at the beginning of the year: $ 943,415 $ 962,571 Revenue recognized (126,948 ) (147,720 ) Contract fees received 45,500 153,000 Contract liabilities at the end of the period: $ 861,967 $ 967,851 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block] | FYE 24 $ 81,725 FYE 25 149,744 FYE 26 137,026 FYE 27 123,907 FYE 28 96,390 Thereafter 273,175 Total $ 861,967 |
Note 4 - Disaggregation of Re_2
Note 4 - Disaggregation of Revenue (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Ended November 30, 2023 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 41,033 $ - $ - $ 41,033 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 6,058,117 - 6,058,117 Retail sales - - 363,584 363,584 Royalty and marketing fees 1,234,667 - - 1,234,667 Total $ 1,275,700 $ 6,058,117 $ 363,584 $ 7,697,401 Three Months Ended November 30, 2022 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 48,965 $ - $ - $ 48,965 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 7,284,940 - 7,284,940 Retail sales - - 301,594 301,594 Royalty and marketing fees 1,189,594 - - 1,189,594 Total $ 1,238,559 $ 7,284,940 $ 301,594 $ 8,825,093 Nine Months Ended November 30, 2023 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 126,948 $ - $ - $ 126,948 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 15,589,341 - 15,589,341 Retail sales - - 864,400 864,400 Royalty and marketing fees 4,110,576 - - 4,110,576 Total $ 4,237,524 $ 15,589,341 $ 864,400 $ 20,691,265 Nine Months Ended November 30, 2022 Revenues recognized over time under ASC 606: Franchising Production Retail Total Franchise fees $ 147,720 $ - $ - $ 147,720 Revenues recognized at a point in time: Franchising Production Retail Total Durango Product sales - 17,250,750 - 17,250,750 Retail sales - - 815,197 815,197 Royalty and marketing fees 4,070,980 - - 4,070,980 Total $ 4,218,700 $ 17,250,750 $ 815,197 $ 22,284,647 |
Note 5 - Inventories (Tables)
Note 5 - Inventories (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | November 30, 2023 February 28, 2023 Ingredients and supplies $ 2,330,450 $ 2,481,510 Finished candy 1,627,302 1,567,887 Reserve for slow moving inventory (287,676 ) (409,617 ) Total inventories $ 3,670,076 $ 3,639,780 |
Note 6 - Property and Equipme_2
Note 6 - Property and Equipment, Net (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | November 30, 2023 February 28, 2023 Land $ 513,618 $ 513,618 Building 5,108,950 5,151,886 Machinery and equipment 12,160,469 10,152,211 Furniture and fixtures 590,204 512,172 Leasehold improvements 132,027 134,010 Transportation equipment 322,067 476,376 18,827,335 16,940,273 Less accumulated depreciation (11,192,783 ) (11,229,534 ) Property and equipment, net $ 7,634,552 $ 5,710,739 |
Note 7 - Goodwill and Intangi_2
Note 7 - Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | November 30, 2023 February 28, 2023 Amortization Period (Years) Gross Carrying Value Accumulated Amortization Gross Carrying Value Accumulated Amortization Intangible assets subject to amortization Store design 10 $ 394,826 $ 272,993 $ 394,826 $ 259,314 Trademarks 5-20 259,339 136,424 259,339 128,924 Total 654,165 409,417 654,165 388,238 Goodwill and intangible assets not subject to amortization Franchising segment- Company stores goodwill $ 360,972 $ 360,972 Franchising goodwill 97,318 97,318 Manufacturing segment-goodwill 97,318 97,318 Trademarks 20,000 20,000 Total 575,608 575,608 Total Goodwill and Intangible Assets $ 1,229,773 $ 409,417 $ 1,229,773 $ 388,238 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | FYE 24 $ 6,850 FYE 25 27,405 FYE 26 27,405 FYE 27 27,405 FYE 28 27,405 Thereafter 128,278 Total $ 244,748 |
Note 9 - Stockholders' Equity (
Note 9 - Stockholders' Equity (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Restricted Stock Unit, Activity [Table Text Block] | Nine Months Ended November 30, 2023 2022 Outstanding non-vested restricted stock units as of February 28: 154,131 105,978 Granted 157,145 94,892 Vested (46,632 ) (52,421 ) Cancelled/forfeited (1,762 ) (1,232 ) Outstanding non-vested restricted stock units as of November 30: 262,882 147,217 Weighted average grant date fair value $ 4.92 $ 5.28 Weighted average remaining vesting period (in years) 1.88 2.05 |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Nine Months Ended November 30, 2023 2022 Outstanding stock options as of February 28: 36,144 - Granted - 36,144 Exercised - - Cancelled/forfeited - - Outstanding stock options as of November 30: 36,144 36,144 Weighted average exercise price 6.49 6.49 Weighted average remaining contractual term (in years) 8.51 9.51 |
Note 11 - Leasing Arrangements
Note 11 - Leasing Arrangements (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] | FYE 24 $ 191,186 FYE 25 611,988 FYE 26 514,346 FYE 27 242,558 FYE 28 71,671 Thereafter 390,450 Total $ 2,022,199 Less: imputed interest (151,643 ) Present value of lease liabilities: $ 1,870,556 Weighted average lease term 5.4 |
Note 13 - Operating Segments (T
Note 13 - Operating Segments (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended November 30, 2023 Franchising Production Retail Unallocated Total Total revenues $ 1,275,700 $ 6,394,694 $ 363,584 $ - $ 8,033,978 Intersegment revenues - (336,577 ) - - (336,577 ) Revenue from external customers 1,275,700 6,058,117 363,584 - 7,697,401 Segment profit (loss) 299,677 286,858 30,374 (1,373,627 ) (756,718 ) Total assets 1,154,926 12,713,718 493,498 6,918,241 21,280,383 Capital expenditures 20,751 1,134,371 249 128,152 1,283,523 Total depreciation & amortization $ 7,217 $ 188,708 $ 2,445 $ 25,107 $ 223,477 Three Months Ended November 30, 2022 Franchising Production Retail Unallocated Total Total revenues $ 1,239,938 $ 7,629,146 $ 301,594 $ - $ 9,170,678 Intersegment revenues (1,379 ) (344,206 ) - - (345,585 ) Revenue from external customers 1,238,559 7,284,940 301,594 - 8,825,093 Segment profit (loss) 337,225 1,534,725 45,035 (2,113,142 ) (196,157 ) Total assets 1,010,798 13,639,903 624,705 5,428,786 20,704,192 Capital expenditures 15,925 150,735 4,860 - 171,520 Total depreciation & amortization $ 8,432 $ 161,515 $ 1,407 $ 17,643 $ 188,997 Nine Months Ended November 30, 2023 Franchising Production Retail Unallocated Total Total revenues $ 4,238,017 $ 16,385,975 $ 864,400 $ - $ 21,488,392 Intersegment revenues (493 ) (796,634 ) - - (797,127 ) Revenue from external customers 4,237,524 15,589,341 864,400 - 20,691,265 Segment profit (loss) 1,266,668 421,613 60,216 (5,031,779 ) (3,283,282 ) Total assets 1,154,926 12,713,718 493,498 6,918,241 21,280,383 Capital expenditures 52,848 2,166,138 19,761 378,279 2,617,026 Total depreciation & amortization $ 22,793 $ 544,691 $ 5,430 $ 67,018 $ 639,932 Nine Months Ended November 30, 2022 Franchising Production Retail Unallocated Total Total revenues $ 4,222,694 $ 18,143,863 $ 815,197 $ - $ 23,181,754 Intersegment revenues (3,994 ) (893,113 ) - - (897,107 ) Revenue from external customers 4,218,700 17,250,750 815,197 - 22,284,647 Segment profit (loss) 1,756,239 3,062,876 27,947 (7,779,818 ) (2,932,756 ) Total assets 1,010,798 13,639,903 624,705 5,428,786 20,704,192 Capital expenditures 17,106 685,420 5,435 70,224 778,185 Total depreciation & amortization $ 25,871 $ 484,980 $ 4,231 $ 52,332 $ 567,414 |
Note 16 - Discontinued Operat_2
Note 16 - Discontinued Operations (Tables) | 9 Months Ended |
Nov. 30, 2023 | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Three Months Ended November 30, Nine Months Ended November 30, 2023 2022 2023 2022 Total Revenue $ - $ 650,288 $ 212,242 $ 2,542,991 Cost of sales - 142,218 - 528,759 Operating Expenses - 523,892 143,198 1,661,310 Gain on disposal of assets - - (634,790 ) - Other income (expense), net - - - - Earnings (loss) from discontinued operations before income taxes - (15,822 ) 703,834 352,922 Income tax provision (benefit) - - - 686,613 Earnings (loss) from discontinued operations, net of tax $ - $ (15,822 ) $ 703,834 $ (333,691 ) November 30, February 28, 2023 2023 Accounts and notes receivable, net $ - $ 75,914 Inventory, net - 6,067 Other - 1,023 Current assets held for sale - 83,004 Franchise rights, net - 1,708,336 Intangible assets, net - 48,095 Other - 9,415 Long-term assets held for sale - 1,765,846 Total Assets Held for Sale - 1,848,850 Accounts payable - 125,802 Accrued compensation - 11,205 Accrued liabilities - 11,981 Contract liabilities - 29,951 Current liabilities held for sale - 178,939 Contract liabilities, less current portion - 184,142 Long term liabilities held for sale - 184,142 Total Liabilities Held for Sale $ - $ 363,081 Cash proceeds from the sale of assets $ 1,757,738 Notes receivable 1,000,000 Total consideration received 2,757,738 Assets and liabilities transferred Franchise rights 1,703,325 Inventory 6,067 Liabilities (229,431 ) Net assets transferred 1,479,961 Costs associated with the sale of assets 642,987 Gain on disposal of assets $ 634,790 |
Note 1 - Nature of Operations_3
Note 1 - Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | |
Nov. 30, 2023 | Aug. 03, 2023 shares | |
Current Ratio, Credit Agreement Requirement | 1.5 | |
Current Ratio | 1.42 | |
Global Value Investment Corp. [Member] | ||
Sale of Stock, Maximum Shares (in shares) | 200,000 |
Note 1 - Nature of Operations a
Note 1 - Nature of Operations and Basis of Presentation - Number of Stores (Details) | Nov. 30, 2023 |
Number of stores | 271 |
Number of stores | (271) |
Stores Opened at 2/28/23 [Member] | |
Number of stores | 269 |
Number of stores | (269) |
Sold [Member] | |
Number of stores | |
Number of stores | |
Stores Open at 08/31/2023 [Member[ | |
Number of stores | 269 |
Number of stores | (269) |
Sold Not Yet Open [Member] | |
Number of stores | 3 |
Number of stores | (3) |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | |
Number of stores | 2 |
Number of stores | (2) |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Opened at 2/28/23 [Member] | |
Number of stores | 1 |
Number of stores | (1) |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Open [Member] | |
Number of stores | 1 |
Number of stores | (1) |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Closed [Member] | |
Number of stores | 0 |
Number of stores | 0 |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Sold [Member] | |
Number of stores | 0 |
Number of stores | 0 |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Open at 08/31/2023 [Member[ | |
Number of stores | 2 |
Number of stores | (2) |
Company Owned Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Sold Not Yet Open [Member] | |
Number of stores | 0 |
Number of stores | 0 |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | |
Number of stores | 152 |
Number of stores | (152) |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Opened at 2/28/23 [Member] | |
Number of stores | 153 |
Number of stores | (153) |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | Open [Member] | |
Number of stores | 5 |
Number of stores | (5) |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | Closed [Member] | |
Number of stores | 7 |
Number of stores | (7) |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | Sold [Member] | |
Number of stores | 1 |
Number of stores | (1) |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Open at 08/31/2023 [Member[ | |
Number of stores | 150 |
Number of stores | (150) |
Franchise Stores - Domestic Stores and Kiosks [Member] | Rocky Mountain Chocolate Factory [Member] | Sold Not Yet Open [Member] | |
Number of stores | 3 |
Number of stores | (3) |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | |
Number of stores | 4 |
Number of stores | (4) |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Opened at 2/28/23 [Member] | |
Number of stores | 4 |
Number of stores | (4) |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Open [Member] | |
Number of stores | 0 |
Number of stores | 0 |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Closed [Member] | |
Number of stores | 0 |
Number of stores | 0 |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Sold [Member] | |
Number of stores | 0 |
Number of stores | 0 |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Open at 08/31/2023 [Member[ | |
Number of stores | 4 |
Number of stores | (4) |
International License Stores [Member] | Rocky Mountain Chocolate Factory [Member] | Sold Not Yet Open [Member] | |
Number of stores | 0 |
Number of stores | 0 |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | |
Number of stores | 113 |
Number of stores | (113) |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Opened at 2/28/23 [Member] | |
Number of stores | 111 |
Number of stores | (111) |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | Open [Member] | |
Number of stores | 3 |
Number of stores | (3) |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | Closed [Member] | |
Number of stores | 1 |
Number of stores | (1) |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | Sold [Member] | |
Number of stores | 0 |
Number of stores | 0 |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | Stores Open at 08/31/2023 [Member[ | |
Number of stores | 113 |
Number of stores | (113) |
Cold Stone Creamery - Co-Branded [Member] | Rocky Mountain Chocolate Factory [Member] | Sold Not Yet Open [Member] | |
Number of stores | 0 |
Number of stores | 0 |
Note 2 - Supplemental Cash Fl_3
Note 2 - Supplemental Cash Flow Information - Supplemental Cash Flow Information (Details) - USD ($) | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Cash paid (received) for: | ||
Interest | $ 25,127 | $ 25,000 |
Income taxes | (298,895) | (303,777) |
Supplemental disclosure of non-cash investing activities | ||
Sale of assets in exchange for note receivable | $ 1,000,000 | $ 0 |
Note 3 - Revenue From Contrac_3
Note 3 - Revenue From Contracts With Customers (Details Textual) | 9 Months Ended |
Nov. 30, 2023 | |
Customers Contracts, Term (Year) | 10 years |
Maximum [Member] | |
Customers Contracts, Term (Year) | 20 years |
Minimum [Member] | |
Franchise Agreement, Term (Year) | 10 years |
Note 3 - Revenue From Contrac_4
Note 3 - Revenue From Contracts With Customers - Contract Liabilities (Details) - USD ($) | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Contract liabilities at the beginning of the year: | $ 943,415 | $ 962,571 |
Revenue recognized | (126,948) | (147,720) |
Contract fees received | 45,500 | 153,000 |
Contract liabilities at the end of the period: | $ 861,967 | $ 967,851 |
Note 3 - Revenue From Contrac_5
Note 3 - Revenue From Contracts With Customers - Remaining Performance Obligation (Details) | Nov. 30, 2023 USD ($) |
Revenue, remaining performance obligation, amount | $ 861,967 |
Note 3 - Revenue From Contrac_6
Note 3 - Revenue From Contracts With Customers - Remaining Performance Obligation 2 (Details) | Nov. 30, 2023 USD ($) |
Revenue, remaining performance obligation, amount | $ 861,967 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-01 | |
Revenue, remaining performance obligation, period (Year) | 3 months |
Revenue, remaining performance obligation, amount | $ 81,725 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-03-01 | |
Revenue, remaining performance obligation, period (Year) | 1 year |
Revenue, remaining performance obligation, amount | $ 149,744 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-03-01 | |
Revenue, remaining performance obligation, period (Year) | 1 year |
Revenue, remaining performance obligation, amount | $ 137,026 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-03-01 | |
Revenue, remaining performance obligation, period (Year) | 1 year |
Revenue, remaining performance obligation, amount | $ 123,907 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-03-01 | |
Revenue, remaining performance obligation, period (Year) | 1 year |
Revenue, remaining performance obligation, amount | $ 96,390 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-03-01 | |
Revenue, remaining performance obligation, period (Year) | 1 year |
Revenue, remaining performance obligation, amount | $ 273,175 |
Note 4 - Disaggregation of Re_3
Note 4 - Disaggregation of Revenue - Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
Revenues | $ 7,697,401 | $ 8,825,093 | $ 20,691,265 | $ 22,284,647 |
Transferred at Point in Time [Member] | ||||
Revenues | 7,697,401 | 8,825,093 | 20,691,265 | 22,284,647 |
Durango Product Sales [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 6,058,117 | 7,284,940 | 15,589,341 | 17,250,750 |
Retail [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 363,584 | 301,594 | 864,400 | 815,197 |
Franchise Fees [Member] | Transferred over Time [Member] | ||||
Revenues | 41,033 | 48,965 | 126,948 | 147,720 |
Royalty and Marketing Fees [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 1,234,667 | 1,189,594 | 4,110,576 | 4,070,980 |
Franchising [Member] | ||||
Revenues | 1,275,700 | 1,238,559 | 4,237,524 | 4,218,700 |
Franchising [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 1,275,700 | 1,238,559 | 4,237,524 | 4,218,700 |
Franchising [Member] | Durango Product Sales [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Franchising [Member] | Retail [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Franchising [Member] | Franchise Fees [Member] | Transferred over Time [Member] | ||||
Revenues | 41,033 | 48,965 | 126,948 | 147,720 |
Franchising [Member] | Royalty and Marketing Fees [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 1,234,667 | 1,189,594 | 4,110,576 | 4,070,980 |
Production [Member] | ||||
Revenues | 6,058,117 | 7,284,940 | 15,589,341 | 17,250,750 |
Production [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 6,058,117 | 7,284,940 | 15,589,341 | 17,250,750 |
Production [Member] | Durango Product Sales [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 6,058,117 | 7,284,940 | 17,250,750 | |
Production [Member] | Factory Sales [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 15,589,341 | |||
Production [Member] | Retail [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Production [Member] | Franchise Fees [Member] | Transferred over Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Production [Member] | Royalty and Marketing Fees [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Retail Segment [Member] | ||||
Revenues | 363,584 | 301,594 | 864,400 | 815,197 |
Retail Segment [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 363,584 | 301,594 | 864,400 | 815,197 |
Retail Segment [Member] | Durango Product Sales [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Retail Segment [Member] | Retail [Member] | Transferred at Point in Time [Member] | ||||
Revenues | 363,584 | 301,594 | 864,400 | 815,197 |
Retail Segment [Member] | Franchise Fees [Member] | Transferred over Time [Member] | ||||
Revenues | 0 | 0 | 0 | 0 |
Retail Segment [Member] | Royalty and Marketing Fees [Member] | Transferred at Point in Time [Member] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Note 5 - Inventories - Inventor
Note 5 - Inventories - Inventories (Details) - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
Ingredients and supplies | $ 2,330,450 | $ 2,481,510 |
Finished candy | 1,627,302 | 1,567,887 |
Reserve for slow moving inventory | (287,676) | (409,617) |
Total inventories | $ 3,670,076 | $ 3,639,780 |
Note 6 - Property and Equipme_3
Note 6 - Property and Equipment, Net (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
Depreciation | $ 223,477 | $ 188,997 | $ 639,931 | $ 567,414 |
Note 6 - Property and Equipme_4
Note 6 - Property and Equipment, Net - Property and Equipment (Details) - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
Property, plant and equipment, gross | $ 18,827,335 | $ 16,940,273 |
Less accumulated depreciation | (11,192,783) | (11,229,534) |
Property and equipment, net | 7,634,552 | 5,710,739 |
Land [Member] | ||
Property, plant and equipment, gross | 513,618 | 513,618 |
Building [Member] | ||
Property, plant and equipment, gross | 5,108,950 | 5,151,886 |
Machinery and Equipment [Member] | ||
Property, plant and equipment, gross | 12,160,469 | 10,152,211 |
Furniture and Fixtures [Member] | ||
Property, plant and equipment, gross | 590,204 | 512,172 |
Leasehold Improvements [Member] | ||
Property, plant and equipment, gross | 132,027 | 134,010 |
Transportation Equipment [Member] | ||
Property, plant and equipment, gross | $ 322,067 | $ 476,376 |
Note 7 - Goodwill and Intangi_3
Note 7 - Goodwill and Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
Amortization of Intangible Assets | $ 6,852 | $ 7,226 | $ 21,179 | $ 21,678 |
Note 7 - Goodwill and Intangi_4
Note 7 - Goodwill and Intangible Assets - Indefinite-lived Intangible Assets (Details) - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
Intangible assets subject to amortization, gross carrying value | $ 654,165 | $ 654,165 |
Intangible assets subject to amortization, accumulated amortization | 409,417 | 388,238 |
Intangible assets not subject to amortization, gross carrying value | 575,608 | 575,608 |
Total Goodwill and Intangible Assets | 1,229,773 | 1,229,773 |
Total Goodwill and Intangible Assets | 409,417 | 388,238 |
Company Stores Goodwill [Member] | ||
Intangible assets not subject to amortization, gross carrying value | 360,972 | 360,972 |
Franchising Goodwill [Member] | ||
Intangible assets not subject to amortization, gross carrying value | 97,318 | 97,318 |
Manufacturing Segment Goodwill [Member] | ||
Intangible assets not subject to amortization, gross carrying value | 97,318 | 97,318 |
Trademarks 1 [Member] | ||
Intangible assets not subject to amortization, gross carrying value | $ 20,000 | 20,000 |
Store Design [Member] | ||
Amortization Period (Year) | 10 years | |
Intangible assets subject to amortization, gross carrying value | $ 394,826 | 394,826 |
Intangible assets subject to amortization, accumulated amortization | 272,993 | 259,314 |
Trademarks [Member] | ||
Intangible assets subject to amortization, gross carrying value | 259,339 | 259,339 |
Intangible assets subject to amortization, accumulated amortization | $ 136,424 | $ 128,924 |
Trademarks [Member] | Minimum [Member] | ||
Amortization Period (Year) | 5 years | |
Trademarks [Member] | Maximum [Member] | ||
Amortization Period (Year) | 20 years |
Note 7 - Goodwill and Intangi_5
Note 7 - Goodwill and Intangible Assets - Estimated Future Amortization Expense (Details) | Nov. 30, 2023 USD ($) |
FYE 24 | $ 6,850 |
FYE 25 | 27,405 |
FYE 26 | 27,405 |
FYE 27 | 27,405 |
FYE 28 | 27,405 |
Thereafter | 128,278 |
Total | $ 244,748 |
Note 8 - Line of Credit (Detail
Note 8 - Line of Credit (Details Textual) $ in Millions | 3 Months Ended | 9 Months Ended | |
Nov. 30, 2023 USD ($) | Nov. 30, 2023 USD ($) | Feb. 28, 2023 | |
Current Ratio, Credit Agreement Requirement | 1.5 | ||
Current Ratio | 1.42 | ||
Wells Fargo Bank [Member] | Line of Credit [Member] | |||
Long-Term Line of Credit | $ 4 | $ 4 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 3 | $ 3 | |
Wells Fargo Bank [Member] | Line of Credit [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.37% | ||
Debt Instrument, Interest Rate, Stated Percentage | 7.68% | 7.68% | 6.92% |
Note 9 - Stockholders' Equity_2
Note 9 - Stockholders' Equity (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 20, 2019 | Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
Share-Based Payment Arrangement, Expense | $ 166,219 | $ 190,892 | $ 490,802 | $ 471,530 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 36,144 | |||
Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 47,446 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Aggregate Grant Date Fair Value | $ 298,582 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Aggregate Grant Date Fair Value | $ 77,267 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 6.29 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 36,144 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 2.14 | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Share-Based Payment Arrangement, Expense | 166,219 | $ 190,893 | $ 490,802 | $ 471,530 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 157,145 | 94,892 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 4.92 | $ 5.28 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 46,632 | 52,421 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 6 months | ||||
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount | 429,481 | $ 429,481 | |||
Restricted Stock Units (RSUs) [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 48,263 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Aggregate Grant Date Fair Value | $ 750,556 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 5.72 | ||||
Restricted Stock Units (RSUs) [Member] | Vesting Annually [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 33% | ||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 6,338 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Aggregate Grant Date Fair Value | $ 32,070 | ||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | Vesting on the Grant Date [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 25% | ||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | Vesting on Last Day of Each Quarter Thereafter [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 25% | ||||
Performance Shares [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 82,953 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Performance Shares, Target Number, Percentage | 12.50% | ||||
Performance Shares [Member] | Vesting on Last Day of Each Quarter Thereafter [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 33.33% | ||||
Performance Shares [Member] | Vesting on Last Day of Current Fiscal Year Ending [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 33.33% | ||||
Share-Based Payment Arrangement [Member] | |||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 950,522 | $ 950,522 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 10 months 17 days | ||||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 6 years | ||||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 131,216 | ||||
Maximum [Member] | Performance Shares [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Performance Shares, Target Number, Percentage | 200% | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 94,892 | ||||
Maximum [Member] | Performance Shares [Member] | Vesting Based Performance [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Performance Shares, Target Number, Percentage | 110% | ||||
Minimum [Member] | Restricted Stock Units (RSUs) [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 5 years | ||||
Minimum [Member] | Performance Shares [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Performance Shares, Target Number, Percentage | 0% | ||||
Minimum [Member] | Performance Shares [Member] | Vesting Based Performance [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Performance Shares, Target Number, Percentage | 75% | ||||
Warrant to Purchase Common Stock [Member] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 8.76 | ||||
Certain Revenue Thresholds, Cumulative Basis Connection with Performance Basis (Year) | 5 years | ||||
Warrants and Rights Outstanding, Term (Month) | 6 months | ||||
Warrant to Purchase Common Stock [Member] | Maximum [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 960,677 |
Note 9 - Stockholders' Equity -
Note 9 - Stockholders' Equity - Restricted Stock Unit Awards Outstanding Under the Plans (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Outstanding non-vested restricted stock units as of February 28: (in shares) | 154,131 | 105,978 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 157,145 | 94,892 |
Vested (in shares) | (46,632) | (52,421) |
Cancelled/forfeited (in shares) | (1,762) | (1,232) |
Outstanding non-vested restricted stock units as of November 30: (in shares) | 262,882 | 147,217 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 4.92 | $ 5.28 |
Weighted average remaining vesting period (Year) | 1 year 10 months 17 days | 2 years 18 days |
Note 9 - Stockholders' Equity_3
Note 9 - Stockholders' Equity - Stock Option Activity (Details) - $ / shares | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Outstanding stock options as of February 28: (in shares) | 36,144 | 0 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 36,144 |
Exercised (in shares) | 0 | 0 |
Cancelled/forfeited (in shares) | 0 | 0 |
Outstanding stock options as of November 30: (in shares) | 36,144 | 36,144 |
Weighted average exercise price (in dollars per share) | $ 6.49 | $ 6.49 |
Weighted average remaining contractual term (in years) (Year) | 8 years 6 months 3 days | 9 years 6 months 3 days |
Note 10 - Earnings Per Share (D
Note 10 - Earnings Per Share (Details Textual) - shares | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 182,875 | 130,367 |
Note 11 - Leasing Arrangement_2
Note 11 - Leasing Arrangements (Details Textual) - USD ($) | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
Operating Lease, Expense | $ 447,498 | $ 438,011 |
Operating Lease, Weighted Average Discount Rate, Percent | 3.30% | |
Lessee, Operating Lease, Liability, to be Paid | $ 2,022,199 | |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 46,250 | $ 636,202 |
Maximum [Member] | ||
Lessee, Operating Lease, Term of Contract (Year) | 10 years | |
Lessee, Operating Lease, Renewal Term (Year) | 10 years | |
Minimum [Member] | ||
Lessee, Operating Lease, Renewal Term (Year) | 5 years |
Note 11 - Leasing Arrangement_3
Note 11 - Leasing Arrangements - Maturities of Lease Liabilities for Operating Leases (Details) | Nov. 30, 2023 USD ($) |
FYE 24 | $ 191,186 |
FYE 25 | 611,988 |
FYE 26 | 514,346 |
FYE 27 | 242,558 |
FYE 28 | 71,671 |
Thereafter | 390,450 |
Total | 2,022,199 |
Less: imputed interest | (151,643) |
Present value of lease liabilities: | $ 1,870,556 |
Weighted average lease term (Year) | 5 years 4 months 24 days |
Note 12 - Commitments and Con_2
Note 12 - Commitments and Contingencies (Details Textual) | 9 Months Ended | |
May 08, 2023 USD ($) shares | Nov. 30, 2023 USD ($) | |
Contractual Obligation | $ 229,000 | |
Maximum [Member] | ||
Purchase Contracts, Term (Month) | 18 months | |
Minimum [Member] | ||
Purchase Contracts, Term (Month) | 6 months | |
Former Senior Vice President of Franchise Development [Member] | ||
Monthly Consulting Fee | $ 22,000 | |
Deferred Compensation Arrangement with Individual, Recorded Liability | $ 345,124 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Accelerated Vesting, Number (in shares) | shares | 8,332 | |
Former Senior Vice President of Franchise Development [Member] | Retirement Bonus [Member] | ||
Retirement Bonus, Number of Bi-weekly Payments | 26 | |
Deferred Compensation Arrangement with Individual, Recorded Liability | $ 12,500 | |
Former Senior Vice President of Franchise Development [Member] | COBRA Payments [Member] | ||
COBRA Payments, Period After Retirement (Month) | 18 months | |
Former Senior Vice President of Franchise Development [Member] | COBRA Payments [Member] | Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Accelerated Vesting, Number (in shares) | shares | 7,500 |
Note 13 - Operating Segments (D
Note 13 - Operating Segments (Details Textual) | 9 Months Ended |
Nov. 30, 2023 | |
Number of Reportable Segments | 3 |
Note 13 - Operating Segments -
Note 13 - Operating Segments - Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | Feb. 28, 2023 | |
Revenues | $ 7,697,401 | $ 8,825,093 | $ 20,691,265 | $ 22,284,647 | |
Segment profit (loss) | (756,718) | (196,157) | (3,283,282) | (2,932,756) | |
Total assets | 21,280,383 | 20,704,192 | 21,280,383 | 20,704,192 | $ 21,986,827 |
Capital expenditures | 1,283,523 | 171,520 | 2,617,026 | 778,185 | |
Total depreciation and amortization | 223,477 | 188,997 | 639,932 | 567,414 | |
Franchising [Member] | |||||
Revenues | 1,275,700 | 1,238,559 | 4,237,524 | 4,218,700 | |
Segment profit (loss) | 299,677 | 337,225 | 1,266,668 | 1,756,239 | |
Total assets | 1,154,926 | 1,010,798 | 1,154,926 | 1,010,798 | |
Capital expenditures | 20,751 | 15,925 | 52,848 | 17,106 | |
Total depreciation and amortization | 7,217 | 8,432 | 22,793 | 25,871 | |
Production [Member] | |||||
Revenues | 6,058,117 | 7,284,940 | 15,589,341 | 17,250,750 | |
Segment profit (loss) | 286,858 | 1,534,725 | 421,613 | 3,062,876 | |
Total assets | 12,713,718 | 13,639,903 | 12,713,718 | 13,639,903 | |
Capital expenditures | 1,134,371 | 150,735 | 2,166,138 | 685,420 | |
Total depreciation and amortization | 188,708 | 161,515 | 544,691 | 484,980 | |
Retail Segment [Member] | |||||
Revenues | 363,584 | 301,594 | 864,400 | 815,197 | |
Segment profit (loss) | 30,374 | 45,035 | 60,216 | 27,947 | |
Total assets | 493,498 | 624,705 | 493,498 | 624,705 | |
Capital expenditures | 249 | 4,860 | 19,761 | 5,435 | |
Total depreciation and amortization | 2,445 | 1,407 | 5,430 | 4,231 | |
Other Segments [Member] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Segment profit (loss) | (1,373,627) | (2,113,142) | (5,031,779) | (7,779,818) | |
Total assets | 6,918,241 | 5,428,786 | 6,918,241 | 5,428,786 | |
Capital expenditures | 128,152 | 0 | 378,279 | 70,224 | |
Total depreciation and amortization | 25,107 | 17,643 | 67,018 | 52,332 | |
Operating Segments [Member] | |||||
Revenues | 8,033,978 | 9,170,678 | 21,488,392 | 23,181,754 | |
Operating Segments [Member] | Franchising [Member] | |||||
Revenues | 1,275,700 | 1,239,938 | 4,238,017 | 4,222,694 | |
Operating Segments [Member] | Production [Member] | |||||
Revenues | 6,394,694 | 7,629,146 | 16,385,975 | 18,143,863 | |
Operating Segments [Member] | Retail Segment [Member] | |||||
Revenues | 363,584 | 301,594 | 864,400 | 815,197 | |
Intersegment Eliminations [Member] | |||||
Revenues | (336,577) | (345,585) | (797,127) | (897,107) | |
Intersegment Eliminations [Member] | Franchising [Member] | |||||
Revenues | 0 | (1,379) | (493) | (3,994) | |
Intersegment Eliminations [Member] | Production [Member] | |||||
Revenues | (336,577) | (344,206) | (796,634) | (893,113) | |
Intersegment Eliminations [Member] | Retail Segment [Member] | |||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Note 14 - Contested Solicitat_2
Note 14 - Contested Solicitation Of Proxies (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2022 | |
Contested Solicitation of Proxies [Member] | |||
Litigation Settlement, Expense | $ 0 | $ 764,000 | $ 2,900,000 |
Note 15 - Income Taxes (Details
Note 15 - Income Taxes (Details Textual) $ in Millions | Nov. 30, 2023 USD ($) |
Deferred Tax Assets, Gross | $ 2 |
Note 16 - Discontinued Operat_3
Note 16 - Discontinued Operations (Details Textual) - USwirl Inc [Member] - Discontinued Operations, Disposed of by Sale [Member] - USD ($) | 3 Months Ended | |
May 01, 2023 | Nov. 30, 2023 | |
Disposal Group, Including Discontinued Operation, Consideration | $ 2,757,738 | $ 2,757,738 |
Proceeds from Sale of Productive Assets | 1,750,000 | 1,757,738 |
Financing Receivable, before Allowance for Credit Loss | $ 1,000,000 | $ 1,000,000 |
Notes Receivable, Term (Year) | 3 years |
Note 16 - Discontinued Operat_4
Note 16 - Discontinued Operations - Discontinued Operations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
May 01, 2023 | Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | Feb. 28, 2023 | |
Current assets held for sale | $ 0 | $ 0 | $ 83,004 | |||
Long-term assets held for sale | 0 | 0 | 1,765,846 | |||
Current liabilities held for sale | 0 | 0 | 178,939 | |||
Long term liabilities held for sale | 0 | 0 | 184,142 | |||
Gain on disposal of assets | 0 | $ 0 | 634,790 | $ 0 | ||
USwirl Inc [Member] | ||||||
Total Revenue | 0 | 650,288 | 212,242 | 2,542,991 | ||
Cost of sales | 0 | 142,218 | 0 | 528,759 | ||
Operating Expenses | 0 | 523,892 | 143,198 | 1,661,310 | ||
Gain on disposal of assets | 0 | 0 | (634,790) | 0 | ||
Other income (expense), net | 0 | 0 | 0 | 0 | ||
Earnings (loss) from discontinued operations before income taxes | 0 | (15,822) | 703,834 | 352,922 | ||
Income tax provision (benefit) | 0 | 0 | 0 | 686,613 | ||
Earnings (loss) from discontinued operations, net of tax | 0 | $ (15,822) | 703,834 | $ (333,691) | ||
Accounts and notes receivable, net | 0 | 0 | 75,914 | |||
Inventory, net | 0 | 0 | 6,067 | |||
Other | 0 | 0 | 1,023 | |||
Current assets held for sale | 0 | 0 | 83,004 | |||
Franchise rights, net | 0 | 0 | 1,708,336 | |||
Intangible assets, net | 0 | 0 | 48,095 | |||
Other | 0 | 0 | 9,415 | |||
Long-term assets held for sale | 0 | 0 | 1,765,846 | |||
Total Assets Held for Sale | 0 | 0 | 1,848,850 | |||
Accounts payable | 0 | 0 | 125,802 | |||
Accrued compensation | 0 | 0 | 11,205 | |||
Accrued liabilities | 0 | 0 | 11,981 | |||
Contract liabilities | 0 | 0 | 29,951 | |||
Current liabilities held for sale | 0 | 0 | 178,939 | |||
Contract liabilities, less current portion | 0 | 0 | 184,142 | |||
Long term liabilities held for sale | 0 | 0 | 184,142 | |||
Total Liabilities Held for Sale | 0 | 0 | 363,081 | |||
Liabilities | 0 | 0 | $ (363,081) | |||
USwirl Inc [Member] | Discontinued Operations, Disposed of by Sale [Member] | ||||||
Total Liabilities Held for Sale | 229,431 | 229,431 | ||||
Proceeds from Sale of Productive Assets | $ 1,750,000 | 1,757,738 | ||||
Financing Receivable, before Allowance for Credit Loss | 1,000,000 | 1,000,000 | 1,000,000 | |||
Disposal Group, Including Discontinued Operation, Consideration | $ 2,757,738 | 2,757,738 | 2,757,738 | |||
Franchise rights | 1,703,325 | 1,703,325 | ||||
Inventory | 6,067 | 6,067 | ||||
Liabilities | (229,431) | (229,431) | ||||
Net assets transferred | 1,479,961 | $ 1,479,961 | ||||
Costs associated with the sale of assets | 642,987 | |||||
Gain on disposal of assets | $ 634,790 |