RESTATEMENT OF PREVIOUSLY ISSUED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | NOTE 2 – RESTATEMENT OF PREVIOUSLY ISSUED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS As previously disclosed on Form 8-K filed on September 20, 2022, the Company determined that the Company’s previously issued condensed consolidated financial statements for the period ended November 30, 2021 should no longer be relied upon due to errors in such condensed consolidated financial statements related to certain liabilities and expenses incurred that the Company failed to accrue for within the proper reporting periods, resulting primarily in the exclusion of certain general and administrative expenses from the statement of operations in the condensed financial statements. The following errors were identified as part of the restatement: A. The Company discovered expenses and liabilities incurred during the three and six month periods ended November 30, 2021 that it failed to accrue for properly. The additional expenses are primarily related to unpaid and unrecorded utility charges, professional fees and other operating expenses. B. The Company discovered that it did not properly record approximately $ 72,000 The following reflects the restatement adjustments recorded in connection with the Company’s restatement of its consolidated financial statements: Restatement of Previously Issued Condensed Consolidated Financial Statements - Schedule of Prior Period Adjustments Balance Sheet As of November 30, 2021 As previously reported Total Adjustments As Restated Reference ASSETS Current Assets Cash and cash equivalents $ 4,572,774 $ — $ 4,572,774 Accounts receivable, net 1,385,185 — 1,385,185 Inventories, net 1,825,636 4,809 1,830,445 A Prepaid expenses 134,209 — 134,209 Income tax receivable 5,701 (2,573 ) 3,128 A Total current assets 7,923,505 2,236 7,925,741 A Leasehold assets 11,688,920 — 11,688,920 Property and equipment, net 2,316,494 12,721 2,329,215 A Property and equipment held for sale, net 433,410 — 433,410 Leasehold, utilities, and ERP deposits 657,490 64,283 721,773 A, B Other assets Intangible assets, net 273,968 — 273,968 Total Assets $ 23,293,787 $ 79,240 $ 23,373,027 A, B LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 677,791 $ (19,889 ) $ 657,902 A Accrued commissions 63,076 (4,997 ) 58,079 A Accrued payroll liabilities 614,483 — 614,483 Accrued liabilities 394,745 (497 ) 394,248 A Customer deposits and prepayments 117,754 — 117,754 Other accrued liabilities 389,213 382,451 771,664 A Current portion of long-term lease liabilities 1,224,648 — 1,224,648 Current portion of long-term debt 876,404 — 876,404 Total current liabilities 4,358,114 357,068 4,715,182 A Long-term debt 2,594,618 — 2,594,618 Long-term leasehold liabilities 11,359,230 — 11,359,230 Total liabilities 18,311,962 357,068 18,669,030 A Stockholders' equity Common stock, no par value, 20,000,000 shares authorized, 4,229,193 and 3,811,142 shares issued and outstanding at November 30, 2021, respectively 12,292,728 — 12,292,728 Accumulated deficit (7,310,903 ) (277,828 ) (7,588,731 ) A, B Total stockholders' equity 4,981,825 (277,828 ) 4,703,997 A, B TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 23,293,787 $ 79,240 $ 23,373,027 A, B Previously Reported Total Adjustments Statement of Operations For the three months ended November 30, 2021 As previously reported Total Adjustments As Restated Reference Net sales $ 2,961,965 $ — $ 2,961,965 Cost of revenue 1,356,874 (15,595 ) 1,341,279 A Gross profit 1,605,091 15,595 1,620,686 A Operating expenses Selling, general and administrative 4,161,890 (274,742 ) 3,887,148 A Research & development 5,580 — 5,580 Total operating expenses 4,167,470 (274,742 ) 3,892,728 A Operating loss (2,562,379 ) 290,337 (2,272,042 ) A Gain on sale of property and equipment 4,598,095 — 4,598,095 Interest expense (18,303 ) — (18,303 ) Other income, net 173,274 — 173,274 Income before income taxes 2,190,687 290,337 2,481,024 A Income tax provision (benefit) 2,775 (4,600 ) (1,825 ) A Net income $ 2,187,912 $ 294,937 $ 2,482,849 A Net income per common share: Basic $ 0.58 $ 0.08 $ 0.66 A Weighted average number of common shares, basic 3,784,000 — 3,784,000 Diluted $ 0.57 $ 0.08 $ 0.65 A Weighted average number of common shares, diluted 3,819,616 — 3,819,616 For the six months ended November 30, 2021 As previously reported Total Adjustments As Restated Net Sales $ 6,721,140 $ — $ 6,721,140 Cost of revenue 2,706,849 103,581 2,810,430 A Gross profit 4,014,291 (103,581 ) 3,910,710 A Operating expenses Selling, general and administrative 8,292,576 245,124 8,537,700 A Research & development 14,845 — 14,845 Total operating expenses 8,307,421 245,124 8,552,545 A Operating loss (4,293,130 ) (348,705 ) (4,641,835 ) A Gain on sale of property and equipment 4,598,095 — 4,598,095 Forgiveness of PPP loans 588,534 — 588,534 Interest expense (29,579 ) — (29,579 ) Other income, net 285,303 72,127 357,430 B Income before income taxes 1,149,223 (276,578 ) 872,645 A, B Income tax provision (benefit) 6,350 1,250 7,600 A Net income $ 1,142,873 $ (277,828 ) $ 865,045 A, B Net income per common share Basic $ 0.30 $ (0.07 ) $ 0.23 A, B Weighted average number of common shares, basic 3,785,997 — 3,785,997 Diluted $ 0.30 $ (0.07 ) $ 0.23 A, B Weighted average number of common shares, diluted 3,814,909 — 3,814,909 Statement of Cash Flows For the six months ended November 30, 2021 As previously reported Total Adjustments As Restated Reference Cash flows relating to operating activities Net income $ 1,142,873 $ (277,828 ) $ 865,045 A, B Adjustments to reconcile net income to net cash used in operating activities: Forgiveness of Paycheck Protection Program Loan (588,534 ) — (588,534 ) Depreciation and amortization 294,597 — 294,597 Gain on disposal of property and equipment (4,598,095 ) — (4,598,095 ) Stock-based compensation 69,369 — 69,369 Non-cash lease costs 159,248 — 159,248 (Increase) decrease in: Accounts receivable, net (230,540 ) — (230,540 ) Inventories, net (272,326 ) (4,809 ) (277,135 ) A Prepaid expenses 64,136 — 64,136 Rent, utility deposits, & ERP deposits (225,682 ) (64,283 ) (289,965 ) A, B Income taxes receivable 12,356 2,573 14,929 A (Increase) decrease in: Accounts payable 94,041 (19,889 ) 74,152 A Accrued liabilities and customer deposits (262,052 ) 376,958 114,906 A Net cash used in operating activities $ (4,340,609 ) $ 12,722 $ (4,327,887 ) A, B Cash flows relating to investing activities Purchases of property and equipment (181,707 ) (12,722 ) (194,429 ) A Proceeds from the sale of property and equipment 4,797,924 — 4,797,924 Net cash provided by investing activities $ 4,616,217 $ (12,722 ) $ 4,603,495 A Cash flows relating to financing activities Proceeds from Paycheck Protection Program $ 264,476 $ — $ 264,476 Net cash provided by financing activities $ 264,476 $ — $ 264,476 Increase in cash and cash equivalents 540,084 — $ 540,084 Cash and cash equivalents, beginning of period 4,032,690 — 4,032,690 Cash and cash equivalents, end of period $ 4,572,774 $ — $ 4,572,774 Supplemental disclosure of cash flow information Cash paid for income taxes, net of refunds $ 10,606 $ — $ 10,606 Cash paid for interest $ — $ — $ — Segment Information-Ice Cream For the three months ended November 30, 2021 As previously reported Total Adjustments As Restated Reference Revenue, net $ 1,979,616 $ — $ 1,979,616 Gross Margin $ 1,128,655 $ (24,512 ) $ 1,104,143 A Gross Margin % 57.0 % (1.2 %) 55.8 % A Operating loss $ (1,922,873 ) $ 190,542 $ (1,732,331 ) A Depreciation expense $ 106,747 $ — $ 106,747 Amortization expense $ 5,733 $ — $ 5,733 Capital expenditures $ 57,074 $ 11,053 $ 68,127 A For the six months ended November 30, 2021 As previously reported Total Adjustments As Restated Revenue, net $ 4,935,371 $ — $ 4,935,371 Gross Margin $ 3,137,845 $ (97,522 ) $ 3,040,323 A Gross Margin % 63.6 % (2.0 %) 61.6 % A Operating loss $ (3,138,091 ) $ (222,329 ) $ (3,360,420 ) A Depreciation expense $ 214,639 $ — $ 214,639 Amortization expense $ 11,466 $ — $ 11,466 Capital expenditures $ 181,707 $ 12,722 $ 194,429 A Segment Information-Measurement For the three months ended November 30, 2021 As previously reported Total Adjustments As Restated Revenue, net $ 982,349 $ — $ 982,349 Gross Margin $ 476,436 $ 40,107 $ 516,543 A Gross Margin % 48.5 % 4.1 % 52.6 % A Operating loss $ (639,506 ) $ 99,795 $ (539,711 ) A Depreciation expense $ 6,493 $ — $ 6,493 Amortization expense $ 26,145 $ — $ 26,145 Capital expenditures $ — $ — $ — For the six months ended November 30, 2021 As previously reported Total Adjustments As Restated Revenue, net $ 1,785,769 $ — $ 1,785,769 Gross Margin $ 876,446 $ (6,059 ) $ 870,387 A Gross Margin % 49.10 % (0.3 %) 48.8 % A Operating loss $ (1,155,039 ) $ (126,376 ) $ (1,281,415 ) A Depreciation expense $ 16,200 $ — $ 16,200 Amortization expense $ 52,292 $ — $ 52,292 Capital expenditures $ — $ — $ — Segment Information- Assets As of November 30, 2021 As previously reported Total Adjustments As Restated Ice Cream Segment $ 9,898,380 $ 81,814 $ 9,980,194 A, B Measurement Segment $ 2,270,087 $ (2,574 ) $ 2,267,513 A Corporate assets 11,125,320 — 11,125,320 Total Assets $ 23,293,787 $ 79,240 $ 23,373,027 A, B |