Willamette Valley Vineyards (WVVI) 10-Q 12 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 12, 2023
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2023
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-37610
Entity Registrant Name	WILLAMETTE VALLEY VINEYARDS, INC.
Entity Central Index Key	0000838875
Entity Tax Identification Number	93-0981021
Entity Incorporation, State or Country Code	OR
Entity Address, Address Line One	8800 Enchanted Way
Entity Address, Address Line Two	S.E.
Entity Address, City or Town	Turner
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97392
City Area Code	(503)
Local Phone Number	588-9463
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		4,964,529
Common Stock [Member]
Title of 12(b) Security	Common Stock,
Trading Symbol	WVVI
Security Exchange Name	NASDAQ
Redeemable Preferred Stock
Title of 12(b) Security	Series A Redeemable Preferred Stock
Trading Symbol	WVVIP
Security Exchange Name	NASDAQ

CONDENSED BALANCE SHEETS (Unaud

CONDENSED BALANCE SHEETS (Unaudited) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
CURRENT ASSETS
Cash and cash equivalents	$ 154,340	$ 338,676
Accounts receivable, net	3,130,092	4,226,948
Inventories	22,569,545	22,201,499
Prepaid expenses and other current assets	595,440	454,085
Income tax receivable	818,732	557,224
Total current assets	27,268,149	27,778,432
Other assets	13,824	13,824
Vineyard development costs, net	8,427,327	8,448,925
Property and equipment, net	53,014,612	53,547,245
Operating lease right of use assets	9,385,346	8,895,556
TOTAL ASSETS	98,109,258	98,683,982
CURRENT LIABILITIES
Accounts payable	1,493,759	3,067,886
Accrued expenses	1,326,933	1,428,380
Investor deposits for preferred stock		147,511
Bank overdraft	316,339
Line of credit	1,178,078	166,617
Current portion of note payable	1,176,519	1,201,038
Current portion of long-term debt	503,304	496,970
Current portion of lease liabilities	824,973	768,818
Unearned revenue	1,381,986	1,442,401
Grapes payable		1,208,673
Total current liabilities	8,201,891	9,928,294
Long-term debt, net of current portion and debt issuance costs	7,333,173	6,446,447
Lease liabilities, net of current portion	8,966,352	8,506,830
Deferred income taxes	3,440,477	3,440,477
Total liabilities	27,941,893	28,322,048
SHAREHOLDERS’ EQUITY
Redeemable preferred stock, no par value, 10,000,000 shares authorized, 9,303,988 shares issued and outstanding, liquidation preference $39,123,269, at March 31, 2023 and 9,185,666 shares issued and outstanding, liquidation preference $38,120,514, at December 31, 2022.	39,931,048	38,869,075
Common stock, no par value, 10,000,000 shares authorized, 4,964,529 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively.	8,512,489	8,512,489
Retained earnings	21,723,828	22,980,370
Total shareholders' equity	$ 70,167,365	$ 70,361,934

CONDENSED BALANCE SHEETS (Una_2

CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share	$ 0	$ 0
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	9,303,988	9,185,666
Preferred Stock, Shares Outstanding	9,303,988	9,185,666
Preferred Stock, Liquidation Preference, Value	$ 39,123,269	$ 38,120,514
Common Stock, Par or Stated Value Per Share	$ 0	$ 0
Common Stock, Shares Authorized	10,000,000	10,000,000
Common Stock, Shares, Issued	4,964,529	4,964,529
Common Stock, Shares, Outstanding	4,964,529	4,964,529

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
SALES, NET	$ 8,308,940	$ 6,242,318
COST OF SALES	3,830,477	2,522,289
GROSS PROFIT	4,478,463	3,720,029
OPERATING EXPENSES
Sales and marketing	3,983,580	2,477,727
General and administrative	1,469,833	1,378,534
Total operating expenses	5,453,413	3,856,261
LOSS FROM OPERATIONS	(974,950)	(136,232)
OTHER INCOME (EXPENSE)
Interest income		2,389
Interest expense	(124,422)	(91,446)
Other income	73,586	89,024
LOSS BEFORE INCOME TAXES	(1,025,786)	(136,265)
INCOME TAX  BENEFIT	280,963	37,323
NET LOSS	(744,823)	(98,942)
Accrued preferred stock dividends	(511,719)	(466,612)
NET LOSS APPLICABLE TO COMMON SHAREHOLDERS	$ (1,256,542)	$ (565,554)
Loss per common share after preferred dividends, basic and diluted	$ (0.25)	$ (0.11)
Weighted-average number of common shares outstanding, basic and diluted	4,964,529	4,964,529

CONDENSED STATEMENTS OF SHAREHO

CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($)	Redeemable Preferred Stock	Common Stock [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2021	$ 30,956,192	$ 8,512,489	$ 25,493,313	$ 64,961,994
Beginning Balance, Shares at Dec. 31, 2021	7,523,539	4,964,529
Issuance of preferred stock, net	$ 4,904,330			4,904,330
Issuance of preferred stock, net, Shares	960,323
Preferred stock dividends accrued	$ 466,612		(466,612)
Net loss			(98,942)	(98,942)
Ending balance, value at Mar. 31, 2022	$ 36,327,134	$ 8,512,489	24,927,759	69,767,382
Ending Balance, Shares at Mar. 31, 2022	8,483,862	4,964,529
Beginning balance, value at Dec. 31, 2022	$ 38,869,075	$ 8,512,489	22,980,370	70,361,934
Beginning Balance, Shares at Dec. 31, 2022	9,185,666	4,964,529
Issuance of preferred stock, net	$ 550,254			550,254
Issuance of preferred stock, net, Shares	118,322
Preferred stock dividends accrued	$ 511,719		(511,719)
Net loss			(744,823)	(744,823)
Ending balance, value at Mar. 31, 2023	$ 39,931,048	$ 8,512,489	$ 21,723,828	$ 70,167,365
Ending Balance, Shares at Mar. 31, 2023	9,303,988

STATEMENTS OF CASH FLOWS (Unaud

STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (744,823)	$ (98,942)
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation and amortization	767,393	449,721
Non-cash lease expense	205,775	148,837
Loan fee amortization	3,312	3,312
Change in operating assets and liabilities:
Accounts receivable	1,096,856	992,727
Inventories	(368,046)	(1,043,967)
Prepaid expenses and other current assets	(141,355)	(12,625)
Income tax receivable	(261,508)	(37,323)
Unearned revenue	(60,415)	(80,960)
Lease liabilities	(179,888)	(82,779)
Grapes payable	(1,208,673)	(1,388,601)
Accounts payable	(287,113)	602,683
Accrued expenses	(101,447)	(122,387)
Net cash from operating activities	(1,279,932)	(670,304)
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to vineyard development costs	(19,232)	(108,345)
Additions to property and equipment	(1,480,944)	(5,030,471)
Net cash from investing activities	(1,500,176)	(5,138,816)
CASH FLOWS FROM FINANCING ACTIVITIES
Payment on installment note for property purchase	(24,519)	(23,101)
Proceeds from bank overdraft	316,339
Proceeds from line of credit	1,011,461
Payments on long-term debt	(110,252)	(116,814)
Proceeds from long-term debt	1,000,000
Proceeds from issuance of preferred stock	402,743	769,908
Net cash from financing activities	2,595,772	629,993
NET CHANGE IN CASH AND CASH EQUIVALENTS	(184,336)	(5,179,127)
CASH AND CASH EQUIVALENTS, beginning of period	338,676	13,747,285
CASH AND CASH EQUIVALENTS, end of period	154,340	8,568,158
NON-CASH INVESTING AND FINANCING ACTIVITIES
Purchases of property and equipment and vineyard development costs included in accounts payable	4,015	1,680,560
Reduction in investor deposits for preferred stock	147,511	4,134,422
Accrued preferred stock dividends	511,719	466,612
Right of use assets obtained in exchange for operating lease liabilities	$ 695,565	$ 1,600,552

BASIS OF PRESENTATION

BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
BASIS OF PRESENTATION	1) BASIS OF PRESENTATION The accompanying unaudited interim condensed financial statements as of March 31, 2023 and for the three months ended March 31, 2023 and 2022 have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial statements. The financial information as of December 31, 2022 is derived from the audited financial statements presented in the Willamette Valley Vineyards, Inc. (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Report”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the accompanying financial statements include all adjustments necessary (which are of a normal recurring nature) for the fair statement of the results of the interim periods presented. The accompanying unaudited interim condensed financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022, as presented in the Company’s Annual Report on Form 10-K. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the entire year ending December 31, 2023, or any portion thereof. The Company’s revenues include direct to consumer sales and national sales to distributors. These sales channels utilize shared resources for production, selling, and distribution. Basic loss per share after preferred stock dividends are computed based on the weighted-average number of common shares outstanding each period. The following table presents the loss per share after preferred stock dividends calculation for the periods shown: Schedule of Earnings Per Share Three months ended March 31, 2023 2022 Numerator Net loss $ (744,823 ) $ (98,942 ) Accrued preferred stock dividends (511,719 ) (466,612 ) Net loss applicable to common shareholders $ (1,256,542 ) $ (565,554 ) Denominator Weighted-average number of common shares outstanding basic and diluted 4,964,529 4,964,529 Loss per common share after preferred dividends, basic and diluted $ (0.25 ) $ (0.11 ) Subsequent to the filing of the 2022 Report there were no accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”) that would have a material effect on the Company’s unaudited interim condensed financial statements.

INVENTORIES

INVENTORIES	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
INVENTORIES	2) INVENTORIES The Company’s inventories, by major classification, are summarized as follows, as of the dates shown: Schedule of Inventory March 31, 2023 December 31, 2022 Winemaking and packaging materials $ 1,652,894 $ 1,162,850 Work-in-process (costs relating to unprocessed and/or unbottled wine products) 11,569,481 12,047,579 Finished goods (bottled wine and related products) 9,347,170 8,991,070 Total inventories $ 22,569,545 $ 22,201,499

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT, NET	3) PROPERTY AND EQUIPMENT, NET The Company’s property and equipment consists of the following, as of the dates shown: Schedule of Property and Equipment, Net March 31, 2023 December 31, 2022 Construction in progress $ 2,052,851 $ 2,037,128 Land, improvements, and other buildings 14,491,827 14,491,827 Winery buildings and hospitality center 40,893,225 40,806,365 Equipment 18,897,043 18,805,695 Property and equipment, gross 76,334,946 76,141,015 Accumulated depreciation (23,320,334 ) (22,593,770 ) Property and equipment, net $ 53,014,612 $ 53,547,245 Depreciation expense for the three months ended March 31, 2023 and 2022 was $ 726,564 378,634

DEBT

DEBT	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
DEBT	4) DEBT Line of Credit Facility – 2,000,000 interest at prime less 0.5%, with a floor of 3.25% 1,178,078 The line of credit agreement includes various covenants, which among other things, requires the Company to maintain minimum amounts of tangible net worth, debt-to-equity, and debt service coverage, as defined, and limits the level of acquisitions of property and equipment. As of December 31, 2022, the Company was out of compliance with a debt covenant. The Company has received a waiver from Umqua Bank waiving this violation until the next measurement date of December 31, 2023. Notes Payable – 1,176,519 1,201,038 Long-Term Debt 7,952,402 7,062,654 5,000,000 3,012,500 2,000,000 As of March 31, 2023, the Company had unamortized debt issuance costs of $ 115,925 119,237 The Company believes that cash flow from operations and funds available under the Company’s existing credit facilities will be sufficient to meet the Company’s short-term needs. The Company will continue to evaluate funding mechanisms to support our long-term funding requirements.

INTEREST AND TAXES PAID

INTEREST AND TAXES PAID	3 Months Ended
	Mar. 31, 2023
Other Income and Expenses [Abstract]
INTEREST AND TAXES PAID	5) INTEREST AND TAXES PAID Income Taxes 19,456 no Interest 93,805 87,977

SEGMENT REPORTING

SEGMENT REPORTING	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
SEGMENT REPORTING	6) SEGMENT REPORTING The Company has identified two operating segments, Direct Sales and Distributor Sales, based upon their different distribution channels, margins and selling strategies. Direct Sales include retail sales in the tasting rooms, wine club sales, internet sales, on-site events, kitchen and catering sales and other sales made directly to the consumer without the use of an intermediary, including sales of bulk wine or grapes. Distributor Sales include all sales through a third party where prices are given at a wholesale rate. The two segments reflect how the Company’s operations are evaluated by senior management and the structure of its internal financial reporting. The Company evaluates performance based on the gross profit of the respective business segments. Selling expenses that can be directly attributable to the segment, including depreciation of segment specific assets, are included, however, centralized selling expenses and general and administrative expenses are not allocated between operating segments. Therefore, net income (loss) information for the respective segments is not available. Discrete financial information related to segment assets, other than segment specific depreciation associated with selling, is not available and that information continues to be aggregated. The following table outlines the sales, cost of sales, gross margin, directly attributable selling expenses, and contribution margin of the segments for the three month periods ending March 31, 2023 and 2022. Sales figures are net of related excise taxes. Schedule of Segment reporting Three Months Ended March 31, Direct Sales Distributor Sales Unallocated Total 2023 2022 2023 2022 2023 2022 2023 2022 Sales, net $ 4,071,649 $ 2,957,308 $ 4,237,291 $ 3,285,010 $ — $ — $ 8,308,940 $ 6,242,318 Cost of Sales 1,289,933 748,292 2,540,544 1,773,997 — — 3,830,477 2,522,289 Gross Profit 2,781,716 2,209,016 1,696,747 1,511,013 — — 4,478,463 3,720,029 Selling and Marketing Expenses 3,214,501 1,852,044 531,741 478,505 237,338 147,178 3,983,580 2,477,727 Contribution Margin $ (432,785 ) $ 356,972 $ 1,165,006 $ 1,032,508 Percent of Sales 49.0% 47.4 51.0 52.6 General and Administration Expenses 1,469,833 1,378,534 1,469,833 1,378,534 Loss from Operations $ (974,950 ) $ (136,232 ) Direct sales include $ 10,000 10,500

SALE OF PREFERRED STOCK

SALE OF PREFERRED STOCK	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
SALE OF PREFERRED STOCK	7) SALE OF PREFERRED STOCK On January 24, 2020, the Company filed a shelf Registration Statement on Form S-3 (the “2020 Form S-3”) with the United States Securities and Exchange Commission (the “SEC”) pertaining to the potential future issuance of one or more classes or series of debt, equity, or derivative securities. The maximum aggregate offering amount of securities sold pursuant to the January 2020 Form S-3 was not to exceed $20,000,000. The Company subsequently filed with the SEC prospectus supplement on June 10, 2020, pursuant to which the Company sold an aggregate of 1,902,155 On June 11, 2021, the Company filed with the SEC an additional Prospectus Supplement to the 2020 Form S-3, pursuant to which the Company sold an aggregate of 1,918,939 shares of its Series A Redeemable Preferred Stock for aggregate proceeds of $9,008,334 net of acquisition costs. On July 1, 2022, the Company filed a new shelf Registration Statement on Form S-3 (the “July 2022 Form S-3”) with the SEC pertaining to the potential future issuance of one or more classes or series of debt, equity, or derivative securities. The maximum aggregate offering amount of securities sold pursuant to the June 2022 Form S-3 is not to exceed $20,000,000. On August 1, 2022 and September 1 2022, the Company filed with the SEC Prospectus Supplements to the July 2022 Form S-3, pursuant to which the Company proposed to offer and sell, on a delayed or continuous basis, up to 213,158 shares of Series A Redeemable Preferred Stock having proceeds not to exceed $1,097,765 and up to 284,995 shares of Series A Redeemable Preferred Stock having proceeds not to exceed $1,467,729, respectively. Each of these Prospectus Supplements established that our shares of preferred stock were to be sold in three offering periods with three separate offering prices beginning with an offering price of $5.15 per share and concluding with an offering of $5.35 per share. On October 3, 2022, the Company filed with the SEC a Prospectus Supplement to the July 2022 Form S-3, pursuant to which the Company proposed to offer and sell, on a delayed or continuous basis, up to 233,564 shares of Series A Redeemable Preferred Stock having proceeds not to exceed $1,226,211. This Prospectus Supplement established that our shares of preferred stock were to be sold in two offering periods with two separate offering prices beginning with an offering price of $5.25 per share and concluding with an offering of $5.35 per share. On November 1, 2022, the Company filed with the SEC a Prospectus Supplement to the July 2022 Form S-3, pursuant to which the Company proposed to offer and sell, on a delayed or continuous basis, up to 344,861 shares of Series A Redeemable Preferred Stock having proceeds not to exceed $1,845,009. This Prospectus Supplement established that our shares of preferred stock were to be sold in one offering period with an offering price of $5.35 per share. Net proceeds of $3,558,807 have been received under these offerings as of March, 31 2023 for the issuance of Preferred Stock. Shareholders have the option to receive dividends as cash or as a gift card for purchasing Company products. The amount of unused dividend gift cards at March 31, 2023 and December 31, 2022 was $ 967,074 1,106,970 Dividends accrued but not paid will be added to the liquidation preference of the stock until the dividend is declared and paid. At any time after June 1, 2021, the Company has the option, but not the obligation, to redeem all of the outstanding preferred stock in an amount equal to the original issue price plus accrued but unpaid dividends and a redemption premium equal to 3% of the original issue price.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	8) COMMITMENTS AND CONTINGENCIES We determine if an arrangement is a lease at inception. On our balance sheet, our operating leases are included in Operating lease right-of-use assets (ROU), Curren t portion of lease liabilities, and Lease liabilities, net of current portion. The Company does not currently have any finance leases. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. For leases that do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. Lease expense for operating lease payments is recognized on a straight-line basis over the lease term. Significant judgment may be required when determining whether a contract contains a lease, the length of the lease term, the allocation of the consideration in a contract between lease and non-lease components, and the determination of the discount rate included in our leases. We review the underlying objective of each contract, the terms of the contract, and consider our current and future business conditions when making these judgments. Operating leases – Vineyard In December 1999 1,500,000 20-year In December 2004 727,000 15-year In February 2007 11 year In July 2008 34-year In March 2017 25-year Operating Leases – Non-Vineyard In September 2018 three years In January 2018 In February 2020 5 years In March 2021 10 years In February 2022 10 years In May 2022 10 years In January 2023 10 years The following tables provide lease cost and other lease information: Schedule of Lease Cost and Information Three Months Ended March 31, 2023 Lease Cost Operating lease cost - Vineyards $ 114,782 Operating lease cost - Other 219,982 Short-term lease cost 3,575 Total lease cost $ 338,339 Other Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases - Vineyard $ 113,921 Operating cash flows from operating leases - Other $ 194,955 Weighted-average remaining lease term - Operating leases in years 10.81 Weighted-average discount rate - Operating leases 5.36 % Right-of-use assets obtained in exchange for new operating lease obligations were $ 695,565 1,600,552 As of March 31, 2023, maturities of lease liabilities were as follows: Schedule of Maturities of Lease Liabilities Operating Years Ended December 31, Leases 2023 $ 984,539 2024 1,331,274 2025 1,248,775 2026 1,208,161 2027 1,262,347 Thereafter 7,104,070 Total minimal lease payments 13,139,166 Less present value adjustment (3,347,841 ) Operating lease liabilities 9,791,325 Less current lease liabilities (824,973 ) Lease liabilities, net of current portion $ 8,966,352 Litigation Grape Purchases

BASIS OF PRESENTATION (Tables)

BASIS OF PRESENTATION (Tables)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
The following table presents the loss per share after preferred stock dividends calculation for the periods shown:	The following table presents the loss per share after preferred stock dividends calculation for the periods shown: Schedule of Earnings Per Share Three months ended March 31, 2023 2022 Numerator Net loss $ (744,823 ) $ (98,942 ) Accrued preferred stock dividends (511,719 ) (466,612 ) Net loss applicable to common shareholders $ (1,256,542 ) $ (565,554 ) Denominator Weighted-average number of common shares outstanding basic and diluted 4,964,529 4,964,529 Loss per common share after preferred dividends, basic and diluted $ (0.25 ) $ (0.11 )

INVENTORIES (Tables)

INVENTORIES (Tables)	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Schedule of Inventory	The Company’s inventories, by major classification, are summarized as follows, as of the dates shown: Schedule of Inventory March 31, 2023 December 31, 2022 Winemaking and packaging materials $ 1,652,894 $ 1,162,850 Work-in-process (costs relating to unprocessed and/or unbottled wine products) 11,569,481 12,047,579 Finished goods (bottled wine and related products) 9,347,170 8,991,070 Total inventories $ 22,569,545 $ 22,201,499

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment, Net	The Company’s property and equipment consists of the following, as of the dates shown: Schedule of Property and Equipment, Net March 31, 2023 December 31, 2022 Construction in progress $ 2,052,851 $ 2,037,128 Land, improvements, and other buildings 14,491,827 14,491,827 Winery buildings and hospitality center 40,893,225 40,806,365 Equipment 18,897,043 18,805,695 Property and equipment, gross 76,334,946 76,141,015 Accumulated depreciation (23,320,334 ) (22,593,770 ) Property and equipment, net $ 53,014,612 $ 53,547,245

SEGMENT REPORTING (Tables)

SEGMENT REPORTING (Tables)	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Schedule of Segment reporting	The following table outlines the sales, cost of sales, gross margin, directly attributable selling expenses, and contribution margin of the segments for the three month periods ending March 31, 2023 and 2022. Sales figures are net of related excise taxes. Schedule of Segment reporting Three Months Ended March 31, Direct Sales Distributor Sales Unallocated Total 2023 2022 2023 2022 2023 2022 2023 2022 Sales, net $ 4,071,649 $ 2,957,308 $ 4,237,291 $ 3,285,010 $ — $ — $ 8,308,940 $ 6,242,318 Cost of Sales 1,289,933 748,292 2,540,544 1,773,997 — — 3,830,477 2,522,289 Gross Profit 2,781,716 2,209,016 1,696,747 1,511,013 — — 4,478,463 3,720,029 Selling and Marketing Expenses 3,214,501 1,852,044 531,741 478,505 237,338 147,178 3,983,580 2,477,727 Contribution Margin $ (432,785 ) $ 356,972 $ 1,165,006 $ 1,032,508 Percent of Sales 49.0% 47.4 51.0 52.6 General and Administration Expenses 1,469,833 1,378,534 1,469,833 1,378,534 Loss from Operations $ (974,950 ) $ (136,232 )

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Schedule of Lease Cost and Information	The following tables provide lease cost and other lease information: Schedule of Lease Cost and Information Three Months Ended March 31, 2023 Lease Cost Operating lease cost - Vineyards $ 114,782 Operating lease cost - Other 219,982 Short-term lease cost 3,575 Total lease cost $ 338,339 Other Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases - Vineyard $ 113,921 Operating cash flows from operating leases - Other $ 194,955 Weighted-average remaining lease term - Operating leases in years 10.81 Weighted-average discount rate - Operating leases 5.36 %
Schedule of Maturities of Lease Liabilities	As of March 31, 2023, maturities of lease liabilities were as follows: Schedule of Maturities of Lease Liabilities Operating Years Ended December 31, Leases 2023 $ 984,539 2024 1,331,274 2025 1,248,775 2026 1,208,161 2027 1,262,347 Thereafter 7,104,070 Total minimal lease payments 13,139,166 Less present value adjustment (3,347,841 ) Operating lease liabilities 9,791,325 Less current lease liabilities (824,973 ) Lease liabilities, net of current portion $ 8,966,352

BASIS OF PRESENTATION (Details)

BASIS OF PRESENTATION (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accounting Policies [Abstract]
Net loss	$ (744,823)	$ (98,942)
Accrued preferred stock dividends	(511,719)	(466,612)
Net loss applicable to common shareholders	$ (1,256,542)	$ (565,554)
Weighted-average number of common shares outstanding basic and diluted	4,964,529	4,964,529
Loss per common share after preferred dividends, basic and diluted	$ (0.25)	$ (0.11)

INVENTORIES (Details)

INVENTORIES (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Winemaking and packaging materials	$ 1,652,894	$ 1,162,850
Work-in-process (costs relating to unprocessed and/or unbottled wine products)	11,569,481	12,047,579
Finished goods (bottled wine and related products)	9,347,170	8,991,070
Total inventories	$ 22,569,545	$ 22,201,499

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Construction in progress	$ 2,052,851	$ 2,037,128
Land, improvements, and other buildings	14,491,827	14,491,827
Winery buildings and hospitality center	40,893,225	40,806,365
Equipment	18,897,043	18,805,695
Property and equipment, gross	76,334,946	76,141,015
Accumulated depreciation	(23,320,334)	(22,593,770)
Property and equipment, net	$ 53,014,612	$ 53,547,245

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 726,564	$ 378,634

DEBT (Details Narrative)

DEBT (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2005
Debt Disclosure [Abstract]
Line of Credit Facility, Maximum Borrowing Capacity	$ 5,000,000		$ 2,000,000
Line of Credit Facility, Interest Rate Description	interest at prime less 0.5%, with a floor of 3.25%
Line of Credit Facility, Fair Value of Amount Outstanding	$ 1,178,078
Notes Payable, Current	1,176,519	$ 1,201,038
Long-Term Debt, Gross	7,952,402	7,062,654
Line of Credit Facility, Maximum Amount Outstanding During Period	3,012,500	2,000,000
Unamortized Debt Issuance Expense	$ 115,925	$ 119,237

INTEREST AND TAXES PAID (Detail

INTEREST AND TAXES PAID (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Other Income and Expenses [Abstract]
Income Taxes Paid	$ 19,456	$ 0
Interest Paid, Including Capitalized Interest, Operating and Investing Activities	$ 93,805	$ 87,977

SEGMENT REPORTING (Details)

SEGMENT REPORTING (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Sales, net	$ 8,308,940	$ 6,242,318
Cost of Sales	3,830,477	2,522,289
Gross Profit	4,478,463	3,720,029
Selling and Marketing Expenses	3,983,580	2,477,727
General and Administration Expenses	1,469,833	1,378,534
Loss from Operations	(974,950)	(136,232)
Direct Sales [Member]
Segment Reporting Information [Line Items]
Sales, net	4,071,649	2,957,308
Cost of Sales	1,289,933	748,292
Gross Profit	2,781,716	2,209,016
Selling and Marketing Expenses	3,214,501	1,852,044
Contribution Margin	$ (432,785)	$ 356,972
Percent of Sales	49%	47.40%
Distributor Sales [Member]
Segment Reporting Information [Line Items]
Sales, net	$ 4,237,291	$ 3,285,010
Cost of Sales	2,540,544	1,773,997
Gross Profit	1,696,747	1,511,013
Selling and Marketing Expenses	531,741	478,505
Contribution Margin	$ 1,165,006	$ 1,032,508
Percent of Sales	51%	52.60%
Unallocated [Member]
Segment Reporting Information [Line Items]
Sales, net
Cost of Sales
Gross Profit
Selling and Marketing Expenses	237,338	147,178
General and Administration Expenses	$ 1,469,833	$ 1,378,534

SEGMENT REPORTING (Details Narr

SEGMENT REPORTING (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Revenues	$ 8,308,940	$ 6,242,318
Direct Sales [Member]
Segment Reporting Information [Line Items]
Revenues	4,071,649	2,957,308
Direct Sales [Member] | Bulk Wine And Grape [Member]
Segment Reporting Information [Line Items]
Revenues	$ 10,000	$ 10,500

SALE OF PREFERRED STOCK (Detail

SALE OF PREFERRED STOCK (Details Narrative) - USD ($)	Mar. 31, 2023	Dec. 31, 2022	Jun. 10, 2020
Accumulated Other Comprehensive Income (Loss) [Line Items]
Unused Gift Cards	$ 967,074	$ 1,106,970
Redeemable Preferred Stock
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares to be Issued			1,902,155

LEASES (Details)

LEASES (Details)	3 Months Ended
	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost - Vineyards	$ 114,782
Operating lease cost - Other	219,982
Short-term lease cost	3,575
Total lease cost	338,339
Operating cash flows from operating leases - Vineyard	113,921
Operating cash flows from operating leases - Other	$ 194,955
Operating Lease, Weighted Average Remaining Lease Term	10 years 9 months 22 days
Operating Lease, Weighted Average Discount Rate, Percent	5.36%

LEASES (Details 2)

LEASES (Details 2) - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
2023	$ 984,539
2024	1,331,274
2025	1,248,775
2026	1,208,161
2027	1,262,347
Thereafter	7,104,070
Total minimal lease payments	13,139,166
Less present value adjustment	(3,347,841)
Operating lease liabilities	9,791,325
Less current lease liabilities	(824,973)	$ (768,818)
Lease liabilities, net of current portion	$ 8,966,352	$ 8,506,830

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)

1 Months Ended

3 Months Ended

Jan. 31, 2023

May 31, 2022

Feb. 28, 2022

Mar. 31, 2021

Feb. 29, 2020

Dec. 31, 2018

Jan. 31, 2018

Mar. 31, 2017

Jul. 31, 2008

Feb. 28, 2007

Dec. 31, 2004

Dec. 31, 1999

Mar. 31, 2023

Mar. 31, 2022

Business Combination, Separately Recognized Transactions [Line Items]

Right-of-Use Asset Obtained in Exchange for Operating Lease Liability

$ 695,565

$ 1,600,552

Tualatin Vineyards [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In December 2004, under a sale-leaseback agreement, the Company sold approximately 75 acres of the Tualatin Vineyards property with a net book value of approximately $551,000 for approximately $727,000 cash and entered into a 15-year operating lease agreement, with three five-year extension options, for the vineyard portion of the property. The first five year extension has been exercised. The lease contains a formula-based escalation provision with a maximum increase of 4% every three years.

In December 1999, under a sale-leaseback agreement, the Company sold approximately 79 acres of the Tualatin Vineyards property with a net book value of approximately $1,000,000 for approximately $1,500,000 cash and entered into a 20-year operating lease agreement, with three five-year extension options, and contains an escalation provision of 2.5% per year. The Company extended the lease in January 2019 until January 2025.

Sale Leaseback Transaction, Date

December 2004

December 1999

Sale Leaseback Transaction, Historical Cost

$ 727,000

$ 1,500,000

Sale Leaseback Transaction, Lease Period

15 years

20 years

Elton Vineyards [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In February 2007, the Company entered into a lease agreement for 59 acres of vineyard land at Elton Vineyard. In June 2021, the company entered into a new 11 year lease for this property. The lease contains an escalation provision tied to the CPI not to exceed 2% per annum.

Sale Leaseback Transaction, Date

February 2007

Sale Leaseback Transaction, Lease Period

11 years

Eola Hills [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In July 2008, the Company entered into a 34-year lease agreement with a property owner in the Eola Hills for approximately 110 acres adjacent to the existing Elton Vineyards site. These 110 acres are being developed into vineyards. Terms of this agreement contain rent increases, that rises as the vineyard is developed, and contains an escalation provision of CPI plus 0.5% per year capped at 4%.

Sale Leaseback Transaction, Date

July 2008

Sale Leaseback Transaction, Lease Period

34 years

Dundee [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In March 2017, the Company entered into a 25-year lease for approximately 17 acres of agricultural land in Dundee, Oregon. These acres are being developed into vineyards. This lease contains an annual payment that remains constant throughout the term of the lease.

Sale Leaseback Transaction, Date

March 2017

Sale Leaseback Transaction, Lease Terms

P25Y

McMinnville [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In September 2018, the Company renewed an existing lease for three years, with two one-year renewal options, for its McMinnville tasting room. In May 2022 the Company amended the lease to extend the lease to August 2025 with one three year renewal option and defined payments over the term of the lease.

Sale Leaseback Transaction, Date

September 2018

Sale Leaseback Transaction, Lease Period

3 years

Maison Bleue [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In January 2018, the Company assumed a lease, through December 2022, for its Maison Bleue tasting room in Walla Walla, Washington. In January 2023, the Company entered into a new lease to December 2027 with one five year renewal option, and defined payments over the term of the lease.

Sale Leaseback Transaction, Date

January 2018

Willamette Wineworks [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In February 2020, the Company entered into a lease for 5 years, with three five-year renewal options for a retail wine facility in Folsom, California, referred to as Willamette Wineworks. The lease contains an escalation provision tied to the CPI not to exceed 3% per annum with increases not allowed in any year being carried forward to the following years.

Sale Leaseback Transaction, Date

February 2020

Sale Leaseback Transaction, Lease Period

5 years

Retail Wine Facility [Member]

Business Combination, Separately Recognized Transactions [Line Items]

Sale Leaseback Transaction, Description of Asset(s)

In January 2023, the Company entered into a lease for 10 years, with three five-year renewal options for a retail wine facility in Bend, Oregon. The lease defines the payments over the term of the lease

In May 2022, the Company entered into a lease for 10 years, with two five-year renewal options for a retail wine facility in Happy Valley, Oregon. The lease defines the payments over the term of the lease and option periods.

In February 2022, the Company entered into a lease for 10 years, with three five-year renewal options for a retail wine facility in Lake Oswego, Oregon. The lease defines the payments over the term of the lease and option periods.

In March 2021, the Company entered into a lease for 10 years, with two five-year renewal options for a retail wine facility in Vancouver, Washington. The lease defines the payments over the term of the lease and option periods.

Sale Leaseback Transaction, Date

January 2023

May 2022

February 2022

March 2021

Sale Leaseback Transaction, Lease Period

10 years

10 years

10 years

10 years