Annual report pursuant to Section 13 and 15(d)

Discontinued operation (Tables)

v3.24.1
Discontinued operation (Tables)
12 Months Ended
Dec. 31, 2023
Schedule of property, plant and equipment

Property and equipment are comprised of the following at December 31, 2023 and 2022:

    2023     2022  
Computers   $ 33,626     $ 31,335  
Furniture and fixtures     14,613       14,613  
Machinery and vehicles     -       -  
Gross Property and equipment     48,239       45,948  
Accumulated depreciation and amortization     (46,648 )     (44,942 )
Property and equipment of discontinued operations     -       309,777  
Accumulated depreciation of discontinued operations     -       (163,905 )
                 
Net Property and equipment   $ 1,591     $ 146,878  
Discontinued Operations [Member]  
Schedule of Equity Interest at the Acquisition Date Fair Value

 

         
Cash to acquire an additional 1% equity interest in WCI   $ 25,000  
Fair value of 50% interest (a)     1,250,000  
Investment under the equity method     -  
Total purchase price to be allocated   $ 1,275,000  

 

(a) The estimated fair value of Mentor’s previously held equity interest in WCI is valued at 1.25 times WCI’s projected 2014 revenue.
Schedule of Purchase Price Allocation

Purchase price allocation at 51% of WCI assets and liabilities:

 

       
WCI assets and liabilities:      
Current assets   $ 327,238  
Property and equipment     51,239  
Other assets     816,952  
Current liabilities     (112,810 )
Long-term debt     (1,178,977 )
Net deficit     (96,358 )
Mentor equity rate     51 %
Mentor portion of liabilities in excess of assets     (49,143 )
Goodwill     1,324,143  
Net assets acquired   $ 1,275,000  
Schedule of gain on sale of WCI

 

Cost basis of WCI      
Purchase price allocation at 51% WCI assets and liabilities     1,275,000  
Net investment in 51% earnings     326,735  
Net investment in distributions     (407,124 )

Total WCI Cost Basis

  $ 1,194,611  
         
Sale price of WCI        
Payment at Closing     5,000,000  
Promissory Note Receivable     1,000,000  
Total WCI Sale Price   $ 6,000,000  
         
Gain on sale of WCI        
WCI sale price     6,000,000  
Less WCI cost basis     (1,194,611 )
Total gain on sale of WCI   $ 4,805,389  
Schedule of balance sheet

The following is a summary of the assets and liabilities that were sold effective October 4, 2023, and a reconciliation of the assets and liabilities disclosed in the notes to financial statements that are presented as a discontinued operation on the consolidated balance sheet as of December 31, 2022:

 

    October 4,     December 31,  
    2023(1)     2022  
ASSETS                
Current assets:                
Cash and cash equivalents   $ 369,387     $ 506,499  
Accounts receivable     786,617       686,870  
Other current assets     19,027       233,255  
Total current assets sold - discontinued operation     1,169,030       1,426,625  
Property and equipment     179,673       145,872  
Goodwill(2)     102,040       102,040  
Prepaid Admin Fee – Mentor     -       337,333  
Security deposit     22,477       25,575  
Right of use asset     1,884,632       1,265,486  
Total noncurrent assets sold - discontinued operation     2,009,149       1,730,434  
Total assets   $ 3,357,852     $ 3,302,931  
LIABILITIES AND NET ASSETS                
Current liabilities:                
Accounts -payable trade   $ 38,530     $ 24,557  
Finance lease liability - current     419,073       232,058  
Accrued expenses     597,217       639,373  
Total current liabilities sold - discontinued operation     1,054,820       895,988  
EIDL loan payable     51,797       161,060  
Note payable - Mentor     -       1,081,323  
Long term debt     -       83,876  
Finance lease liability – long-term     1,069,810       575,852  
Operating lease liability - long-term     256,071       370,164  
Total noncurrent liabilities sold - discontinued operation     1,377,677       2,272,274  
Total liabilities     2,432,497       3,168,262  
Total net assets of discontinued operation   $ 925,355     $ 134,669  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.

 

(2) Effective upon the date of sale, October 4, 2023, we deconsolidated our discontinued operation and goodwill of $102,040 previously reported on our consolidated financials.
Schedule of disposal groups, including discontinued operations

The following is a reconciliation of the major classes of financial statement line items constituting net income (loss) from discontinued operations before tax from WCI, our discontinued operation, that is disclosed in the notes to the financial statements and presented in the consolidated statements of net (loss) income for fiscal years December 31, 2023 and 2022:

 

   

December 31,

2023

    December 31,
2022
 
Revenue   $ -     $ 35,074  
Cost of sales     -       -  
Gross profit     -       35,074  
                 
Selling, general and administrative expenses     1,775,210     495,400
                 
Operating income (loss)     (1,775,210 )     (460,326 )
                 
Total other income and (expense)(1)     4,863,129       (145,016 )
                 
Income (loss) before provision for income taxes   $ 3,087,919       (605,342 )
Provision for income taxes     (8,160 )     (6,768 )
Net income (loss) from continued operations     3,079,759       (612,110 )
                 
Net income (loss) from discontinued operations     77,899       245,185  
Net income (loss)     3,157,658       (366,925 )
                 
Gain (loss) attributable to non-controlling interest     -       (104,461 )
Net income (loss) attributable to Mentor     3,157,658       (471,386 )

 

(1) During fiscal year 2023, we recognized a $4,805,389 gain on the sale of our discontinued operations.
Schedule of lease liability

 

Maturity of lease liabilities

October 4, 2023(1)

  Finance leases     Operating leases  
2024     419,073       67,804  
2025     424,735       74,860  
2026     388,723       82,475  
2027     251,571       90,670  
2028     4,781       8,066  
Total     1,488,883       323,875  
                 
Less: Present value discount     (419,073 )     (67,804 )
Total lease liabilities   $ 1,069,810     $ 256,071  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of other receivable

Other receivable consisted of the following:

 

   

October 4,

2023

    December 31,
2022
 
Employee retention tax credits   $ -     $ -  
Accrued sales tax receivable from customers*     20,374       237,243  
Other     -       (6,921 )
                 
Total other receivable   $ 20,374     $ 230,322  

 

* At December 31, 2022, we estimated that our discontinued operation’s accrued sales tax receivable was $237,243 out of the remaining $285,128 that our discontinued operation was entitled to collect at year-end. As of September 30, 2023, our discontinued operation received $206,671 from its customers, and management estimated that an additional $20,374 in accrued sales tax would be received from our discontinued operation’s clients. Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of property, plant and equipment

Property and equipment for our discontinued operation were comprised of the following on October 4, 2023, and December 31, 2022:

 

   

October 4,

2023 (1)

    December 31,
2022
 
Computers   $ -     $ -  
Furniture and fixtures     12,761       12,761  
Machinery and vehicles     380,077       297,016  
Gross Property and equipment     392,838       309,777  
Accumulated depreciation and amortization     (213,165 )     (163,905 )
                 
Net Property and equipment   $ 179,673     $ 145,872  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of lease costs recognized in consolidated statements of operations

Our discontinued operation’s lease costs no longer recognized in our consolidated income statements were as follows:

 

    October 4,
2023
(1)
    December 31,
2022
 
Operating lease cost included in cost of goods   $ -     $ 13,054  
Operating lease cost included in operating costs     60,256       54,571  
Total operating lease cost (1)     60,256       67,625  
Finance lease cost, included in cost of goods:                
Amortization of lease assets     269,470       278,006  
Interest on lease liabilities     56,450       39,931  
Total finance lease cost     325,920       317,937  
Short-term lease cost     -       -  
Total lease cost   $ 386,176     $ 385,562  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of lease amounts of discontinued operations

Lease amounts of our discontinued operations at October 4, 2023 were as follows:

 

    October 4,
2023
(1)
    December 31,
2022
 
Weighted-average remaining lease term – operating leases     4.01 years       4.75 years  
Weighted-average remaining lease term – finance leases     3.49 years       4.63 years  
Weighted-average discount rate – operating leases     6.0 %     6.0 %
Weighted-average discount rate – finance leases     7.5 %     5.5 %

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of finance lease liabilities

Finance lease liabilities were as follows:

 

   

October 4,

2023 (1)

    December 31,
2022
 
Gross finance lease liabilities   $ 1,696,301     $ 897,849  
Less: imputed interest     (207,418 )     (89,939 )
Present value of finance lease liabilities     1,488,883       807,910  
Less: current portion     (419,073 )     (232,058 )
Long-term finance lease liabilities   $ 1,069,810     $ 575,852  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of operating lease liabilities

Operating lease liabilities were as follows:

 

   

October 4,

2023 (1)

    December 31,
2022
 
Gross operating lease liabilities   $ 366,918     $ 428,946  
Less: imputed interest     (43,043 )     (58,782 )
Present value of operating lease liabilities     323,875       370,164  
Less: current portion     (67,804 )     (62,861 )
Long-term operating lease liabilities   $ 256,071     $ 307,303  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of lease maturities

Maturity of lease liabilities

 

12 months ending October 4, 2023 (1)   Finance leases     Operating leases  
2024   $ 419,073     $ 67,804  
2025     424,735       74,860  
2026     388,723       82,475  
2027     251,571       90,670  
2028     4,781       8,066  
Total     1,488,883       323,875  
Less: Current maturities     (419,073 )     (67,804 )
Long-term liability   $ 1,069,810     $ 256,071  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.
Schedule of segment information

  

  Discontinued
Operation
 
October 4, 2023 (1)      
Net sales $ 6,432,907  
Operating income (loss)   178,854  
Interest income   1  
Interest expense   62,770  
Property additions   83,062  
Fixed asset depreciation and amortization   49,260  
Total Assets   3,357,852  
       
December 31, 2022      
Net sales $ 7,670,641  
Operating income (loss)   (830,098 )
Interest income   5  
Interest expense   46,321  
Property additions   63,089  
Fixed asset depreciation and amortization   69,176  
Total Assets   3,302,931  
Schedule of reconciliation of revenue from segments to consolidated

  

   

October 4,

2023 (1)

   

December 31,

2022

 
Operating loss   $ 178,854     $ (830,098 )
Employee retention tax credit (WCI)     6,921       1,350,161  
Interest income     1       5  
Interest expense     (62,770 )     (46,321 )
Gain (loss) on equipment disposals     -       56,455  
Other income     13,139       57,473  
Income before income taxes   $ 136,145     $ 587,675  

 

(1) Effective on the date of sale, October 4, 2023, we reported our discontinued operations financials as of September 30, 2023.