Willamette Valley Vineyards (WVVI) 10-Q 13 Aug 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2024	Aug. 13, 2024
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
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
Series Redeemable Preferred Stock [Member]
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 ($)	Jun. 30, 2024	Dec. 31, 2023
CURRENT ASSETS
Cash and cash equivalents	$ 279,807	$ 238,482
Accounts receivable, net	3,406,955	2,994,829
Inventories	29,492,568	28,314,779
Prepaid expenses and other current assets	295,961	522,854
Income tax receivable	258,583	121,959
Total current assets	33,733,874	32,192,903
Other assets	13,824	13,824
Vineyard development costs, net	8,748,040	8,704,352
Property and equipment, net	52,868,519	53,369,637
Operating lease right of use assets	11,149,416	11,427,433
TOTAL ASSETS	106,513,673	105,708,149
CURRENT LIABILITIES
Accounts payable	1,987,373	2,026,352
Accrued expenses	2,010,175	1,482,254
Investor deposits for preferred stock		718,857
Bank overdraft	744,332	393,416
Line of credit	2,334,415	2,684,982
Note payable	1,049,587	1,100,735
Current portion of long-term debt	536,212	522,798
Current portion of lease liabilities	467,839	450,452
Unearned revenue	1,832,168	1,970,661
Grapes payable		2,446,233
Total current liabilities	10,962,101	13,796,740
Long-term debt, net of current portion and debt issuance costs	10,197,052	6,961,872
Lease liabilities, net of current portion	11,164,165	11,402,714
Deferred income taxes	2,911,618	2,911,618
Total liabilities	35,234,936	35,072,944
SHAREHOLDERS’ EQUITY
Redeemable preferred stock, no par value, 100,000,000 shares authorized, 10,239,573 shares issued and outstanding, liquidation preference $43,620,654, at June 30, 2024 and 10,046,833 shares issued and outstanding, liquidation preference $41,694,357, at December 31, 2023.	44,483,821	42,388,036
Common stock, no par value, 10,000,000 shares authorized, 4,964,529 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively.	8,512,489	8,512,489
Retained earnings	18,282,427	19,734,680
Total shareholders’ equity	71,278,737	70,635,205
LIABILITIES AND SHAREHOLDERS’ EQUITY	$ 106,513,673	$ 105,708,149

CONDENSED BALANCE SHEETS (Una_2

CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred Stock, Par or Stated Value Per Share	$ 0	$ 0
Preferred Stock, Shares Authorized	100,000,000	100,000,000
Preferred Stock, Shares Issued	10,239,573	10,046,833
Preferred Stock, Shares Outstanding	10,239,573	10,046,833
Preferred Stock, Liquidation Preference, Value	$ 43,620,654	$ 41,694,357
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		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
SALES, NET	$ 10,332,358	$ 10,726,243	$ 19,135,438	$ 19,035,183
COST OF SALES	3,860,668	4,475,665	7,391,026	8,306,142
GROSS PROFIT	6,471,690	6,250,578	11,744,412	10,729,041
OPERATING EXPENSES
Sales and marketing	4,338,171	4,350,043	8,365,953	8,333,623
General and administrative	1,596,613	1,591,696	3,444,130	3,061,529
Total operating expenses	5,934,784	5,941,739	11,810,083	11,395,152
INCOME (LOSS) FROM OPERATIONS	536,906	308,839	(65,671)	(666,111)
OTHER INCOME (EXPENSE)
Interest expense, net	(263,694)	(164,610)	(493,381)	(289,032)
Other income, net	2,541	5,135	100,593	78,721
INCOME (LOSS) BEFORE INCOME TAXES	275,753	149,364	(458,459)	(876,422)
INCOME TAX (EXPENSE) BENEFIT	(79,775)	(40,911)	132,632	240,052
NET INCOME (LOSS)	195,978	108,453	(325,827)	(636,370)
Accrued preferred stock dividends	(563,249)	(511,720)	(1,126,426)	(1,023,439)
LOSS APPLICABLE TO COMMON SHAREHOLDERS	$ (367,271)	$ (403,267)	$ (1,452,253)	$ (1,659,809)
Loss per common share after preferred dividends, basic and diluted	$ (0.07)	$ (0.08)	$ (0.29)	$ (0.33)
Weighted-average number of common shares outstanding, basic and diluted	4,964,529	4,964,529	4,964,529	4,964,529

CONDENSED STATEMENTS OF SHAREHO

CONDENSED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Retained Earnings [Member]	Total
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 income			(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	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
Net income				(636,370)
Ending balance, value at Jun. 30, 2023	$ 40,442,768	$ 8,512,489	21,320,561	70,275,818
Ending Balance, Shares at Jun. 30, 2023	9,303,988	4,964,529
Beginning balance, value at Mar. 31, 2023	$ 39,931,048	$ 8,512,489	21,723,828	70,167,365
Beginning Balance, Shares at Mar. 31, 2023	9,303,988	4,964,529
Preferred stock dividends accrued	$ 511,720		(511,720)
Net income			108,453	108,453
Ending balance, value at Jun. 30, 2023	$ 40,442,768	$ 8,512,489	21,320,561	70,275,818
Ending Balance, Shares at Jun. 30, 2023	9,303,988	4,964,529
Beginning balance, value at Dec. 31, 2023	$ 42,388,036	$ 8,512,489	19,734,680	70,635,205
Beginning Balance, Shares at Dec. 31, 2023	10,046,833	4,964,529
Issuance of preferred stock, net	$ 969,359			969,359
Issuance of preferred stock, net, Shares	192,740
Preferred stock dividends accrued	$ 563,177		(563,177)
Net income			(521,805)	(521,805)
Ending balance, value at Mar. 31, 2024	$ 43,920,572	$ 8,512,489	18,649,698	71,082,759
Ending Balance, Shares at Mar. 31, 2024	10,239,573	4,964,529
Beginning balance, value at Dec. 31, 2023	$ 42,388,036	$ 8,512,489	19,734,680	70,635,205
Beginning Balance, Shares at Dec. 31, 2023	10,046,833	4,964,529
Net income				(325,827)
Ending balance, value at Jun. 30, 2024	$ 44,483,821	$ 8,512,489	18,282,427	71,278,737
Ending Balance, Shares at Jun. 30, 2024	10,239,573	4,964,529
Beginning balance, value at Mar. 31, 2024	$ 43,920,572	$ 8,512,489	18,649,698	71,082,759
Beginning Balance, Shares at Mar. 31, 2024	10,239,573	4,964,529
Preferred stock dividends accrued	$ 563,249		(563,249)
Net income			195,978	195,978
Ending balance, value at Jun. 30, 2024	$ 44,483,821	$ 8,512,489	$ 18,282,427	$ 71,278,737
Ending Balance, Shares at Jun. 30, 2024	10,239,573	4,964,529

CONDENSED STATEMENTS OF CASH FL

CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (325,827)	$ (636,370)
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation and amortization	1,666,003	1,541,272
Non-cash lease expense	278,017	405,669
Loan fee amortization	6,624	6,624
Change in operating assets and liabilities:
Accounts receivable	(412,126)	1,009,503
Inventories	(1,177,789)	(550,349)
Prepaid expenses and other current assets	226,893	647
Income taxes receivable	(136,624)	(220,604)
Unearned revenue	(138,493)	(179,516)
Lease liabilities	(221,162)	(376,469)
Grapes payable	(2,446,233)	(1,208,673)
Accounts payable	(59,276)	7,590
Accrued expenses	527,921	53,254
Net cash from operating activities	(2,212,072)	(147,422)
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to vineyard development costs	(126,735)	(203,909)
Additions to property and equipment	(1,061,541)	(1,905,988)
Net cash from investing activities	(1,188,276)	(2,109,897)
CASH FLOWS FROM FINANCING ACTIVITIES
Payment on installment note for property purchase	(51,148)	(49,405)
Proceeds from bank overdraft	350,916
Proceeds from line of credit	(350,567)	1,339,176
Payments on long-term debt	(258,030)	(245,691)
Proceeds from long-term debt	3,500,000	1,025,000
Proceeds from issuance of preferred stock	250,502	402,743
Net cash from financing activities	3,441,673	2,471,823
NET CHANGE IN CASH AND CASH EQUIVALENTS	41,325	214,504
CASH AND CASH EQUIVALENTS, beginning of period	238,482	338,676
CASH AND CASH EQUIVALENTS, end of period	279,807	553,180
NON-CASH INVESTING AND FINANCING ACTIVITIES
Purchases of property and equipment and vineyard development costs included in accounts payable	89,152	377,991
Reduction in investor deposits for preferred stock	718,857	147,511
Accrued preferred stock dividends	1,126,426	1,023,439
Right of use assets obtained in exchange for operating lease liabilities	$ 0	$ 1,090,735

BASIS OF PRESENTATION

BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
BASIS OF PRESENTATION	1) BASIS OF PRESENTATION The accompanying unaudited interim financial statements as of June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 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, 2023 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, 2023. 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 financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2023, as presented in the Company’s Annual Report on Form 10-K. Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the entire year ending December 31, 2024, 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 earnings per share after preferred stock dividends calculation for the periods shown: Schedule of Earnings Per Share Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Numerator Net income (loss) $ 195,978 $ 108,453 $ (325,827 ) $ (636,370 ) Accrued preferred stock dividends (563,249 ) (511,720 ) (1,126,426 ) (1,023,439 ) Net loss applicable to common shares $ (367,271 ) $ (403,267 ) $ (1,452,253 ) $ (1,659,809 ) Denominator Weighted-average number of common shares outstanding basic and diluted 4,964,529 4,964,529 4,964,529 4,964,529 Loss per common share after preferred dividends, basic and diluted $ (0.07 ) $ (0.08 ) $ (0.29 ) $ (0.33 ) Subsequent to the filing of the 2023 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	6 Months Ended
	Jun. 30, 2024
Inventory Disclosure [Abstract]
INVENTORIES	2) INVENTORIES The Company’s inventories, by major classification, are summarized as follows, as of the dates shown: Schedule of Inventories June 30, 2024 December 31, 2023 Winemaking and packaging materials $ 1,832,683 $ 1,113,170 Work-in-process (costs relating to unprocessed and/or unbottled wine products) 14,081,808 15,952,118 Finished goods (bottled wine and related products) 13,578,077 11,249,491 Total inventories $ 29,492,568 $ 28,314,779

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	6 Months Ended
	Jun. 30, 2024
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 June 30, 2024 December 31, 2023 Construction in progress $ 779,587 $ 639,840 Land, improvements, and other buildings 14,992,965 14,491,827 Winery, tasting room buildings, and hospitality center 44,112,526 43,991,586 Equipment 20,423,548 20,103,535 Property and equipment, gross 80,308,626 79,226,788 Accumulated depreciation (27,440,107 ) (25,857,151 ) Property and equipment, net $ 52,868,519 $ 53,369,637 Depreciation expense for the three months ended June 30, 2024 and 2023 was $ 790,970 744,048 1,582,956 1,459,612

DEBT

DEBT	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
DEBT	4) DEBT Line of Credit Facility – 2,000,000 5,000,000 2,334,415 2,684,982 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, 2023, the Company was out of compliance with a debt covenant. The Company has received a waiver from Umpqua Bank waiving this violation until the next measurement date of December 31, 2024. Notes Payable – 1,100,735 Long-Term Debt 10,832,629 7,590,659 As of June 30, 2024, future minimum principal payments of long-term debt are as follows for the years ending December 31: Schedule of Future Minimum Principal Payment for Long-Term Debt Maturities 2024 264,718 2025 7,074,971 2026 578,559 2027 608,636 2028 640,299 Thereafter 1,665,446 Total $ 10,832,629 As of June 30, 2024, the Company had unamortized debt issuance costs of $ 99,365 105,989

INTEREST AND TAXES PAID

INTEREST AND TAXES PAID	6 Months Ended
	Jun. 30, 2024
Other Income and Expenses [Abstract]
INTEREST AND TAXES PAID	5) INTEREST AND TAXES PAID Income taxes zero zero 19,456 Interest 129,539 92,379 264,518 186,184

SEGMENT REPORTING

SEGMENT REPORTING	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
SEGMENT REPORTING	6) SEGMENT REPORTING The Company has identified two 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 profit, directly attributable selling expenses, and contribution margin of the segments for the three and six month periods ended June 30, 2024 and 2023. Sales figures are net of related excise taxes. Schedule of Segment reporting Three Months Ended June 30, Direct Sales Distributor Sales Unallocated Total 2024 2023 2024 2023 2024 2023 2024 2023 Sales, net $ 5,721,172 $ 5,517,998 $ 4,611,186 $ 5,208,245 $ - $ - $ 10,332,358 $ 10,726,243 Cost of sales 1,608,422 1,587,834 2,252,246 2,887,831 - - 3,860,668 4,475,665 Gross profit 4,112,750 3,930,164 2,358,940 2,320,414 - - 6,471,690 6,250,578 Selling expenses 3,596,924 3,563,771 505,367 538,762 235,880 247,510 4,338,171 4,350,043 Contribution margin $ 515,826 $ 366,393 $ 1,853,573 $ 1,781,652 Percent of total sales 55.4 % 51.4 % 44.6 % 48.6 % General and administration expenses 1,596,613 1,591,696 1,596,613 1,591,696 Income from operations $ 536,906 $ 308,839 Six Months Ended June 30, Direct Sales Distributor Sales Unallocated Total 2024 2023 2024 2023 2024 2023 2024 2023 Sales, net $ 10,007,328 $ 9,589,646 $ 9,128,110 $ 9,445,537 $ - $ - $ 19,135,438 $ 19,035,183 Cost of sales 2,903,567 2,877,767 4,487,459 5,428,375 - - 7,391,026 8,306,142 Gross profit 7,103,761 6,711,879 4,640,651 4,017,162 - - 11,744,412 10,729,041 Selling expenses 6,860,305 6,778,273 1,009,792 1,070,503 495,856 484,847 8,365,953 8,333,623 Contribution margin (deficit) $ 243,456 $ (66,394 ) $ 3,630,859 $ 2,946,659 Percent of total sales 52.3 % 50.4 % 47.7 % 49.6 % General and administration expenses 3,444,130 3,061,529 3,444,130 3,061,529 Loss from operations $ (65,671 ) $ (666,111 ) There were no no 10,000

SALE OF PREFERRED STOCK

SALE OF PREFERRED STOCK	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
SALE OF PREFERRED STOCK	7) SALE OF PREFERRED STOCK On July 1, 2022, the Company filed a shelf Registration Statement on Form S-3 (the “July 2022 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 June 2022 Form S-3 is not to exceed $20,000,000. From August 1, 2022 to November 1, 2022 the Company filed with the SEC four 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 an aggregate of 1,076,578 shares of Series A Redeemable Preferred Stock having proceeds not to exceed and aggregate of $5,636,714. Each of these Prospectus Supplements established that our shares of preferred stock were to be sold in one to three offering periods offering prices including $5.15 per share, $5.25 per share and $5.35 per share. Net proceeds of $3,558,807 have been received under these offerings as of June 30, 2024 for the issuance of Preferred Stock. On June 30, 2023, 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 727,835 shares of Series A Redeemable Preferred Stock having proceeds not to exceed $3,530,000. 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 $4.85 per share and concluding with an offering of $5.35 per share. On October 27, 2023, 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 288,659 shares of Series A Redeemable Preferred Stock having proceeds not to exceed $1,400,000. This Prospectus Supplement established that our shares of preferred stock were to be sold in one offering period with an offering price of $4.85 per share. Net proceeds of $3,938,066 have been received under these offering as of June 30, 2024 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 June 30, 2024 and December 31, 2023 was $ 953,072 1,480,138 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.

LEASES

LEASES	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
LEASES	8) LEASES We determine if an arrangement is a lease at inception. On our condensed balance sheets, our operating leases are included in Operating lease right-of-use assets (ROU), Current 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 Six Months Ended Six Months Ended June 30, 2024 June 30, 2023 Lease Cost Operating lease cost - Vineyards $ 229,564 $ 229,564 Operating lease cost - Other 496,980 439,965 Short-term lease cost 18,527 18,800 Total lease cost $ 745,071 $ 688,329 Other Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases - Vineyard $ 230,964 $ 228,264 Operating cash flows from operating leases - Other $ 388,941 $ 404,201 Weighted-average remaining lease term - Operating leases in years 15.39 10.52 Weighted-average discount rate - Operating leases 7.89 % 5.48 % Right-of-use assets obtained in exchange for new operating lease obligations were zero 1,090,735 As of June 30, 2024, maturities of lease liabilities were as follows: Schedule of Maturities of Lease Liabilities Operating Years Ended December 31, Leases 2024 $ 670,488 2025 1,326,705 2026 1,299,824 2027 1,354,008 2028 1,339,747 Thereafter 14,912,963 Total minimal lease payments 20,903,735 Less present value adjustment (9,271,731 ) Operating lease liabilities 11,632,004 Less current lease liabilities (467,839 ) Lease liabilities, net of current portion $ 11,164,165

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	9) COMMITMENTS AND CONTINGENCIES Litigation Grape Purchases

BASIS OF PRESENTATION (Tables)

BASIS OF PRESENTATION (Tables)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Schedule of Earnings Per Share	The following table presents the earnings per share after preferred stock dividends calculation for the periods shown: Schedule of Earnings Per Share Three months ended June 30, Six months ended June 30, 2024 2023 2024 2023 Numerator Net income (loss) $ 195,978 $ 108,453 $ (325,827 ) $ (636,370 ) Accrued preferred stock dividends (563,249 ) (511,720 ) (1,126,426 ) (1,023,439 ) Net loss applicable to common shares $ (367,271 ) $ (403,267 ) $ (1,452,253 ) $ (1,659,809 ) Denominator Weighted-average number of common shares outstanding basic and diluted 4,964,529 4,964,529 4,964,529 4,964,529 Loss per common share after preferred dividends, basic and diluted $ (0.07 ) $ (0.08 ) $ (0.29 ) $ (0.33 )

INVENTORIES (Tables)

INVENTORIES (Tables)	6 Months Ended
	Jun. 30, 2024
Inventory Disclosure [Abstract]
Schedule of Inventories	The Company’s inventories, by major classification, are summarized as follows, as of the dates shown: Schedule of Inventories June 30, 2024 December 31, 2023 Winemaking and packaging materials $ 1,832,683 $ 1,113,170 Work-in-process (costs relating to unprocessed and/or unbottled wine products) 14,081,808 15,952,118 Finished goods (bottled wine and related products) 13,578,077 11,249,491 Total inventories $ 29,492,568 $ 28,314,779

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	6 Months Ended
	Jun. 30, 2024
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 June 30, 2024 December 31, 2023 Construction in progress $ 779,587 $ 639,840 Land, improvements, and other buildings 14,992,965 14,491,827 Winery, tasting room buildings, and hospitality center 44,112,526 43,991,586 Equipment 20,423,548 20,103,535 Property and equipment, gross 80,308,626 79,226,788 Accumulated depreciation (27,440,107 ) (25,857,151 ) Property and equipment, net $ 52,868,519 $ 53,369,637

DEBT (Tables)

DEBT (Tables)	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Schedule of Future Minimum Principal Payment for Long-Term Debt Maturities	As of June 30, 2024, future minimum principal payments of long-term debt are as follows for the years ending December 31: Schedule of Future Minimum Principal Payment for Long-Term Debt Maturities 2024 264,718 2025 7,074,971 2026 578,559 2027 608,636 2028 640,299 Thereafter 1,665,446 Total $ 10,832,629

SEGMENT REPORTING (Tables)

SEGMENT REPORTING (Tables)	6 Months Ended
	Jun. 30, 2024
Segment Reporting [Abstract]
Schedule of Segment reporting	The following table outlines the sales, cost of sales, gross profit, directly attributable selling expenses, and contribution margin of the segments for the three and six month periods ended June 30, 2024 and 2023. Sales figures are net of related excise taxes. Schedule of Segment reporting Three Months Ended June 30, Direct Sales Distributor Sales Unallocated Total 2024 2023 2024 2023 2024 2023 2024 2023 Sales, net $ 5,721,172 $ 5,517,998 $ 4,611,186 $ 5,208,245 $ - $ - $ 10,332,358 $ 10,726,243 Cost of sales 1,608,422 1,587,834 2,252,246 2,887,831 - - 3,860,668 4,475,665 Gross profit 4,112,750 3,930,164 2,358,940 2,320,414 - - 6,471,690 6,250,578 Selling expenses 3,596,924 3,563,771 505,367 538,762 235,880 247,510 4,338,171 4,350,043 Contribution margin $ 515,826 $ 366,393 $ 1,853,573 $ 1,781,652 Percent of total sales 55.4 % 51.4 % 44.6 % 48.6 % General and administration expenses 1,596,613 1,591,696 1,596,613 1,591,696 Income from operations $ 536,906 $ 308,839 Six Months Ended June 30, Direct Sales Distributor Sales Unallocated Total 2024 2023 2024 2023 2024 2023 2024 2023 Sales, net $ 10,007,328 $ 9,589,646 $ 9,128,110 $ 9,445,537 $ - $ - $ 19,135,438 $ 19,035,183 Cost of sales 2,903,567 2,877,767 4,487,459 5,428,375 - - 7,391,026 8,306,142 Gross profit 7,103,761 6,711,879 4,640,651 4,017,162 - - 11,744,412 10,729,041 Selling expenses 6,860,305 6,778,273 1,009,792 1,070,503 495,856 484,847 8,365,953 8,333,623 Contribution margin (deficit) $ 243,456 $ (66,394 ) $ 3,630,859 $ 2,946,659 Percent of total sales 52.3 % 50.4 % 47.7 % 49.6 % General and administration expenses 3,444,130 3,061,529 3,444,130 3,061,529 Loss from operations $ (65,671 ) $ (666,111 )

LEASES (Tables)

LEASES (Tables)	6 Months Ended
	Jun. 30, 2024
Leases [Abstract]
Schedule of Lease Cost and Information	The following tables provide lease cost and other lease information: Schedule of Lease Cost and Information Six Months Ended Six Months Ended June 30, 2024 June 30, 2023 Lease Cost Operating lease cost - Vineyards $ 229,564 $ 229,564 Operating lease cost - Other 496,980 439,965 Short-term lease cost 18,527 18,800 Total lease cost $ 745,071 $ 688,329 Other Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases - Vineyard $ 230,964 $ 228,264 Operating cash flows from operating leases - Other $ 388,941 $ 404,201 Weighted-average remaining lease term - Operating leases in years 15.39 10.52 Weighted-average discount rate - Operating leases 7.89 % 5.48 %
Schedule of Maturities of Lease Liabilities	As of June 30, 2024, maturities of lease liabilities were as follows: Schedule of Maturities of Lease Liabilities Operating Years Ended December 31, Leases 2024 $ 670,488 2025 1,326,705 2026 1,299,824 2027 1,354,008 2028 1,339,747 Thereafter 14,912,963 Total minimal lease payments 20,903,735 Less present value adjustment (9,271,731 ) Operating lease liabilities 11,632,004 Less current lease liabilities (467,839 ) Lease liabilities, net of current portion $ 11,164,165

BASIS OF PRESENTATION (Details)

BASIS OF PRESENTATION (Details) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Accounting Policies [Abstract]
Net income (loss)	$ 195,978	$ (521,805)	$ 108,453	$ (744,823)	$ (325,827)	$ (636,370)
Accrued preferred stock dividends	(563,249)		(511,720)		(1,126,426)	(1,023,439)
Net loss applicable to common shares	$ (367,271)		$ (403,267)		$ (1,452,253)	$ (1,659,809)
Weighted-average number of common shares outstanding basic and diluted	4,964,529		4,964,529		4,964,529	4,964,529
Loss per common share after preferred dividends, basic and diluted	$ (0.07)		$ (0.08)		$ (0.29)	$ (0.33)

INVENTORIES (Details)

INVENTORIES (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Winemaking and packaging materials	$ 1,832,683	$ 1,113,170
Work-in-process (costs relating to unprocessed and/or unbottled wine products)	14,081,808	15,952,118
Finished goods (bottled wine and related products)	13,578,077	11,249,491
Total inventories	$ 29,492,568	$ 28,314,779

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Construction in progress	$ 779,587	$ 639,840
Land, improvements, and other buildings	14,992,965	14,491,827
Winery, tasting room buildings, and hospitality center	44,112,526	43,991,586
Equipment	20,423,548	20,103,535
Property and equipment, gross	80,308,626	79,226,788
Accumulated depreciation	(27,440,107)	(25,857,151)
Property and equipment, net	$ 52,868,519	$ 53,369,637

PROPERTY AND EQUIPMENT, NET (_2

PROPERTY AND EQUIPMENT, NET (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation	$ 790,970	$ 744,048	$ 1,582,956	$ 1,459,612

DEBT (Details)

DEBT (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
2024	$ 264,718
2025	7,074,971
2026	578,559
2027	608,636
2028	640,299
Thereafter	1,665,446
Total	$ 10,832,629	$ 7,590,659

DEBT (Details Narrative)

DEBT (Details Narrative) - USD ($)	Jun. 30, 2024	Dec. 31, 2023	Nov. 30, 2022	Dec. 31, 2005
Debt Disclosure [Abstract]
Line of Credit Facility, Maximum Borrowing Capacity			$ 5,000,000	$ 2,000,000
Line of Credit Facility, Fair Value of Amount Outstanding	$ 2,334,415	$ 2,684,982
Notes Payable, Current	1,049,587	1,100,735
Long-Term Debt, Gross	10,832,629	7,590,659
Unamortized Debt Issuance Expense	$ 99,365	$ 105,989

INTEREST AND TAXES PAID (Detail

INTEREST AND TAXES PAID (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Other Income and Expenses [Abstract]
Income Taxes Paid	$ 0	$ 0	$ 0	$ (19,456)
Income Taxes Paid	0	0	0	19,456
Interest Paid, Including Capitalized Interest, Operating and Investing Activities	$ 129,539	$ 92,379	$ 264,518	$ 186,184

SEGMENT REPORTING (Details)

SEGMENT REPORTING (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting Information [Line Items]
Sales, net	$ 10,332,358	$ 10,726,243	$ 19,135,438	$ 19,035,183
Cost of sales	3,860,668	4,475,665	7,391,026	8,306,142
Gross profit	6,471,690	6,250,578	11,744,412	10,729,041
Selling expenses	4,338,171	4,350,043	8,365,953	8,333,623
General and administration expenses	1,596,613	1,591,696	3,444,130	3,061,529
Loss from operations	536,906	308,839	(65,671)	(666,111)
Direct Sales [Member]
Segment Reporting Information [Line Items]
Sales, net	5,721,172	5,517,998	10,007,328	9,589,646
Cost of sales	1,608,422	1,587,834	2,903,567	2,877,767
Gross profit	4,112,750	3,930,164	7,103,761	6,711,879
Selling expenses	3,596,924	3,563,771	6,860,305	6,778,273
Contribution margin (deficit)	$ 515,826	$ 366,393	$ 243,456	$ (66,394)
Percent of total sales	55.40%	51.40%	52.30%	50.40%
Distributor Sales [Member]
Segment Reporting Information [Line Items]
Sales, net	$ 4,611,186	$ 5,208,245	$ 9,128,110	$ 9,445,537
Cost of sales	2,252,246	2,887,831	4,487,459	5,428,375
Gross profit	2,358,940	2,320,414	4,640,651	4,017,162
Selling expenses	505,367	538,762	1,009,792	1,070,503
Contribution margin (deficit)	$ 1,853,573	$ 1,781,652	$ 3,630,859	$ 2,946,659
Percent of total sales	44.60%	48.60%	47.70%	49.60%
Unallocated [Member]
Segment Reporting Information [Line Items]
Sales, net
Cost of sales
Gross profit
Selling expenses	235,880	247,510	495,856	484,847
General and administration expenses	$ 1,596,613	$ 1,591,696	$ 3,444,130	$ 3,061,529

SEGMENT REPORTING (Details Narr

SEGMENT REPORTING (Details Narrative)	3 Months Ended		6 Months Ended
	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) Number	Jun. 30, 2023 USD ($)
Segment Reporting Information [Line Items]
Number of Operating Segments | Number			2
Revenues	$ 10,332,358	$ 10,726,243	$ 19,135,438	$ 19,035,183
Direct Sales [Member]
Segment Reporting Information [Line Items]
Revenues	5,721,172	5,517,998	10,007,328	9,589,646
Direct Sales [Member] | Bulk Wine And Grape [Member]
Segment Reporting Information [Line Items]
Revenues	$ 0	$ 0	$ 0	$ 10,000

SALE OF PREFERRED STOCK (Detail

SALE OF PREFERRED STOCK (Details Narrative) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Equity [Abstract]
Gift Card Liability	$ 953,072	$ 1,480,138

LEASES (Details)

LEASES (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Operating lease cost - Vineyards	$ 229,564	$ 229,564
Operating lease cost - Other	496,980	439,965
Short-term lease cost	18,527	18,800
Total lease cost	745,071	688,329
Operating cash flows from operating leases - Vineyard	230,964	228,264
Operating cash flows from operating leases - Other	$ 388,941	$ 404,201
Operating Lease, Weighted Average Remaining Lease Term	15 years 4 months 20 days	10 years 6 months 7 days
Operating Lease, Weighted Average Discount Rate, Percent	7.89%	5.48%

LEASES (Details 2)

LEASES (Details 2) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Leases [Abstract]
2024	$ 670,488
2025	1,326,705
2026	1,299,824
2027	1,354,008
2028	1,339,747
Thereafter	14,912,963
Total minimal lease payments	20,903,735
Less present value adjustment	(9,271,731)
Operating lease liabilities	11,632,004
Less current lease liabilities	(467,839)	$ (450,452)
Lease liabilities, net of current portion	$ 11,164,165	$ 11,402,714

LEASES (Details Narrative)

LEASES (Details Narrative) - USD ($)

1 Months Ended

6 Months Ended

Jan. 31, 2023

May 31, 2022

Feb. 28, 2022

Sep. 30, 2021

Feb. 29, 2020

Dec. 31, 2018

Jan. 31, 2018

Sep. 30, 2017

Jul. 31, 2008

Feb. 28, 2007

Dec. 31, 2004

Dec. 31, 1999

Jun. 30, 2024

Jun. 30, 2023

Business Combination, Separately Recognized Transactions [Line Items]

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

$ 0

$ 1,090,735

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 two five year extensions have been exercised. The lease contains a formula-based escalation provision with a maximum increase of 4% every three years. This property is referred to as the Meadowview Vineyard and includes approximately 49 acres of producing vineyards.

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. This property is referred to as the Peter Michael Vineyard and includes approximately 69 acres of producing vineyards.

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. This property includes 54 acres of producing vineyards and 2 additional plantable acres.

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%. This property is referred to as part of Ingram Vineyard and includes 93 acres of producing vineyards and 17 additional plantable acres.

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. This lease contains an annual payment that remains constant throughout the term of the lease. This property is referred to as part of Bernau Estate Vineyard and includes 9 acres of producing vineyards.

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. For right of use asset and liability calculations the Company has not included the renewal option.

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. For right of use asset and liability calculations the Company has not included the renewal option.

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. For right of use asset and liability calculations the Company has concluded it is reasonably certain to extend available options through February 2040.

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. For right of use asset and liability calculations the Company has not included the renewal option.

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. For right of use asset and liability calculations the Company has concluded it is reasonably certain to extend available options through May 2042.

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. For right of use asset and liability calculations the Company has concluded it is reasonably certain to extend available options through January 2042.

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. For right of use asset and liability calculations the Company has concluded it is reasonably certain to extend available options through August 2041.

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