Cover
Cover - shares | 3 Months Ended | |
Apr. 03, 2022 | May 16, 2022 | |
Cover [Abstract] | ||
Entity Registrant Name | BT BRANDS, INC. | |
Entity Central Index Key | 0001718224 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --01-03 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Apr. 3, 2022 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 6,461,118 | |
Entity File Number | 333-233233 | |
Entity Incorporation State Country Code | WY | |
Entity Tax Identification Number | 90-1495764 | |
Entity Interactive Data Current | Yes | |
Entity Address Address Line 1 | 405 Main Avenue West | |
Entity Address Address Line 2 | Suite 2D | |
Entity Address City Or Town | West Fargo | |
Document Quarterly Report | true | |
Entity Address Postal Zip Code | 58078 | |
Document Transition Report | false | |
Entity Address State Or Province | ND | |
City Area Code | 307 | |
Local Phone Number | 291-9885 | |
Security 12b Title | Common Stock, $0.002 per share | |
Trading Symbol | BTBD | |
Security Exchange Name | NASDAQ |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Apr. 03, 2022 | Jan. 02, 2022 |
CURRENT ASSETS | ||
Cash | $ 11,073,645 | $ 12,385,632 |
Marketable securities | 254,100 | 0 |
Receivables | 15,830 | 72,251 |
Inventory | 97,850 | 79,510 |
Prepaid expenses and other current assets | 51,110 | 27,186 |
Total current assets | 11,492,535 | 12,564,579 |
PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS, NET | 2,411,600 | 1,592,338 |
LAND AND BUILDINGS HELD FOR SALE | 258,751 | 258,751 |
OPERERATING LEASE RIGHT-OF-USE ASSET | 615,701 | 0 |
INVESTMENT IN RELATED COMPANY | 304,000 | 75,000 |
GOODWILL | 200,000 | 0 |
OTHER ASSETS, net | 131,546 | 15,059 |
Total assets | 15,414,133 | 14,505,727 |
CURRENT LIABILITIES | ||
Accounts payable | 403,328 | 291,973 |
Current maturities of long-term debt | 171,357 | 169,908 |
Current operating lease obligation | 34,400 | 0 |
Accrued expenses | 360,085 | 254,341 |
Income taxes payable | 198,749 | 209,088 |
Total current liabilities | 1,167,919 | 925,310 |
LONG-TERM DEBT, LESS CURRENT PORTION | 2,790,728 | 2,833,064 |
NONCURRENT OPERATING LEASE OBLIGATION | 582,117 | 0 |
DEFERRED INCOME TAXES | 94,000 | 119,000 |
Total liabilities | 4,634,764 | 3,877,374 |
COMMITMENTS AND CONTINGENCIES | 0 | |
SHAREHOLDERS' EQUITY | ||
Preferred stock, $.001 par value, 2,000,000 shares authorized, no shares outstanding at April 3, 2022 and January 2, 2022 | 0 | 0 |
Common stock, $.002 par value, 50,000,000 authorized, 6,461,118 and 6,447,506 shares issued and outstanding at April 3, 2022 and January 2, 2022, respectively | 12,922 | 12,895 |
Additional paid-in capital | 11,324,035 | 11,215,696 |
Accumulated deficit | (557,588) | (600,238) |
Total shareholders' equity | 10,779,369 | 10,628,353 |
Total liabilities and shareholders' equity | $ 15,414,133 | $ 14,505,727 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 03, 2022 | Jan. 02, 2022 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, shares par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares par value | $ 0.002 | $ 0.002 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares Issued | 6,461,118 | 6,447,506 |
Common stock, shares outstanding | 6,461,118 | 6,447,506 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
CONSOLIDATED STATEMENTS OF INCOME (Unaudited) | ||
SALES | $ 2,073,195 | $ 1,940,872 |
Restaurant operating expenses | ||
Food and paper costs | 721,583 | 731,954 |
Labor costs | 607,710 | 565,492 |
Occupancy costs | 174,638 | 136,548 |
Other operating expenses | 119,867 | 123,209 |
Depreciation and amortization expenses | 69,415 | 54,836 |
General and administrative expenses | 291,061 | 105,338 |
Total costs and expenses | 1,984,274 | 1,717,377 |
Income from operations | 88,921 | 223,495 |
INTEREST EXPENSE | (28,271) | (38,571) |
INCOME BEFORE TAXES | 60,650 | 184,924 |
INCOME TAXES | (18,000) | (50,000) |
NET INCOME | $ 42,650 | $ 134,924 |
NET INCOME PER COMMON SHARE - Basic and Diluted | $ 0.01 | $ 0.03 |
WEIGHTED AVERAGE SHARES USED IN COMPUTING PER COMMON SHARE AMOUNTS - Basic and Diluted | 6,455,434 | 4,047,502 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($) | Total | Common Stock | Additional Paid-in Capital | Accumulated (Deficit) |
Balance, shares at Jan. 03, 2021 | 4,047,502 | |||
Balance, amount at Jan. 03, 2021 | $ (702,323) | $ 8,095 | $ 497,671 | $ (1,208,089) |
Net income | 134,924 | $ 0 | 0 | 134,924 |
Stock-based compensation | 0 | |||
Balance, shares at Apr. 04, 2021 | 4,047,502 | |||
Balance, amount at Apr. 04, 2021 | (567,399) | $ 8,095 | 497,671 | (1,073,165) |
Balance, shares at Jan. 02, 2022 | 6,447,506 | |||
Balance, amount at Jan. 02, 2022 | 10,628,353 | $ 12,895 | 11,215,696 | (600,238) |
Net income | 42,650 | 0 | 0 | 42,650 |
Stock-based compensation | 33,500 | $ 0 | 33,500 | 0 |
Exercise of common stock warrants, shares | 13,612 | |||
Exercise of common stock warrants, amount | 74,866 | $ 27 | 74,839 | 0 |
Balance, shares at Apr. 03, 2022 | 6,461,118 | |||
Balance, amount at Apr. 03, 2022 | $ 10,779,369 | $ 12,922 | $ 11,324,035 | $ (557,588) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net Income | $ 42,650 | $ 134,924 |
Adjustments to reconcile net income to net cash provided by operating activities- | ||
Depreciation and amortization | 69,415 | 56,301 |
Amortization of debt issuance premium included interest expense | 1,350 | 0 |
Deferred taxes | (25,000) | 10,000 |
Stock-based compensation | 33,500 | 0 |
Unrealized loss on available-for-sale securities | 6,746 | 0 |
Changes in operating assets and liabilities, net of acquisition - | ||
Receivables | 56,421 | 14,483 |
Inventory | (8,291) | (7,018) |
Prepaid expenses and other current assets | (23,924) | (7,143) |
Other assets | (10,000) | 0 |
Accounts payable | 111,355 | 178,716 |
Accrued expenses | 93,511 | (177,971) |
Income taxes payable | (10,339) | 40,000 |
Net cash provided by operating activities | 337,394 | 242,292 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisition of assets of Keegan's Seafood Grille | (1,150,000) | |
Purchase of property and equipment | (10,164) | (40,709) |
Investment in related company | (229,000) | |
other assets | (32,000) | |
Purchase of marketable securities | (260,846) | |
Net cash used in investing activities | (1,682,010) | (40,709) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from exercise of common stock warrants | 74,866 | 0 |
Principal payments on long-term debt | (42,237) | (62,729) |
Net cash provided by (used in) financing activities | 32,629 | (62,729) |
CHANGE IN CASH | (1,311,987) | 138,854 |
CASH, BEGINNING OF PERIOD | 12,385,632 | 1,321,244 |
CASH, END OF PERIOD | 11,073,645 | 1,460,098 |
SUPPLEMENTAL DISCLOSURES | ||
Cash paid for interest | $ 26,291 | $ 37,106 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Apr. 03, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying Condensed Consolidated Balance Sheet as of April 3, 2022, does not include all of the disclosures required by GAAP. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of January 2, 2022, and the related notes thereto included in the Company's Form 10-K for the fiscal year ended January 2, 2022. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and the differences could be material. The Company BT Brands, Inc. (the "Company") was incorporated as Hartmax of NY Inc. on January 19, 2016. Effective on July 30, 2018, the Company acquired 100% of BTND, LLC. Business As of April 3, 2022, we owned and operated eleven restaurants, including nine Burger Time fast-food restaurants, one Dairy Queen fast-food restaurant, and Keegan's Seafood Grille ("Keegan's"), a dine-in restaurant located in Florida. Our fast-food restaurants are all located in the North Central region of the United States. Our Burger Time restaurants feature a wide variety of burgers and other affordable foods such as chicken sandwiches, pulled pork sandwiches, sides, and soft drinks. Our Dairy Queen restaurant offers the established Dairy Queen menu consisting of burgers, chicken, sides, ice cream, other desserts, and various beverages. Keegan's Seafood Grille has operated in Indian Rocks Beach, Florida, for more than thirty-five years and offers a variety of traditional fresh seafood items for lunch and dinner. The menu at Keegan's includes beer and wine. Our revenues are derived principally from the sale of food and beverages at our restaurants, and branded retail merchandise accounts for an insignificant portion of our income. The Company's Dairy Queen store is operated under a franchise agreement with International Dairy Queen. The Company pays royalty and advertising payments to the franchisor as required by the franchise agreement. Fiscal Year Period The Company's fiscal year is a 52/53-week year, ending on the Sunday closest to December 31. Most years consist of four 13-week accounting periods comprising the 52-week year. All references to years in this report refer to the 13-week periods in the respective fiscal year periods. The fiscal year 2022 is 52 weeks ending January 1, 2023. Cash Fair Value of Financial Instruments The Company's accounting for fair value measurements of assets and liabilities, including available-for-sale securities, is that they are recognized or disclosed at fair value in the statements on a recurring or nonrecurring basis, adhere to the Financial Accounting Standards Board (FASB) fair value hierarchy that prioritizes the input to valuation techniques used to measure fair value. The hierarchy prioritizes unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: · Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. · Level 2 inputs are inputs other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the entire term of the asset or liability. · Level 3 Inputs are unobservable inputs for the asset or liability. The level in the fair value hierarchy within which a fair measurement in its entirety falls is based on the lowest level input that is significant to fair value measurement in its entirety. The carrying values of cash, receivables, accounts payable and other financial working capital items approximate fair value due to the short maturity nature of these instruments. Equity investments in marketable securities are carried at fair value. At April 3, 2022, the $6,745 reduction from cost to fair value was not considered material and is included in general and administrative expenses. On April 3, 2022, the cost of marketable securities consisted of a single Nasdaq-listed level-one security with a cost of $260,845. This investment is reflected in the accompanying financial statements at April 3, 2022, at the level-one fair value quoted in an active market of $254,100. Receivables Receivables consist mainly of rebates due from a primary vendor. Inventory Inventory consists of food, beverages and supplies and is stated at lower of cost (first-in, first-out method) or net realizable value. Property and Equipment Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives, ranging from three to thirty years. The Company reviews long-lived assets to determine if the carrying value of these assets is recoverable based on estimated cash flows. Assets are evaluated at the lowest level for which cash flows can be identified at the restaurant level. In determining future cash flows, estimates are made by the Company for future operating results of each restaurant. If such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying value of the assets exceeds the fair value of the assets. Goodwill Goodwill is the excess of the purchase price over the estimated fair value of acquired business assets. In accordance with GAAP, goodwill is not amortized. The Company periodically assesses goodwill for impairment. Management has estimated there is no impairment of goodwill at April 3, 2022, Assets Held for Sale Income Taxes Ths Company provides for income taxes under (Accounting Standards Codification (ASC), 740), Accounting for Income Taxes. ASC 740 uses an asset and liability approach in accounting for income taxes. Deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities. They are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. The deferred tax assets are reviewed periodically for recoverability, and valuation allowances are adjusted as necessary. As of April 3, 2022, the Company estimates a current tax provision at the combined federal and state statutory rate of approximately 27.5% The Company has no accrued interest or penalties relating to income tax obligations. The Company currently has no federal or state examinations in progress, nor has it had any federal or state tax examinations since its inception. All periods since inception remain open for inspection. Per Common Share Amounts Net income per common share is computed by dividing net income or loss by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share is calculated by dividing net income by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. Common stock equivalents are excluded from the computation of diluted per share amounts if their effect is anti-dilutive. There were no dilutive shares as of the periods ending in 2022 and 2021. Other Assets Other assets include intangible assets that are the allocated fair value of trademarks and other assets purchased in the acquisition of Keegan's and the acquired Dairy Queen franchise. Where appropriate, the cost of intangible assets is amortized over the estimated useful life. |
ACQUISITION
ACQUISITION | 3 Months Ended |
Apr. 03, 2022 | |
ACQUISITION | |
NOTE 2 - ACQUISITION | NOTE 2 – ACQUISITION Restaurant Acquisition - Keegan's On March 2, 2022, the Company, through its 1519BT, LLC subsidiary ("1519BT"), purchased the assets of Keegan’s Seafood Grille, a fresh seafood restaurant located in Indian Rocks Springs, Florida (“Keegan’s). Concurrent with the purchase, the Company entered into a 131-month lease for a location for the approximately 2800 square foot space Keegan's has operated in for more than 35 years. The Company acquired the Keegan's tradename as part of the purchase and will continue to operate under the Keegan's Seafood Grille name. The purchase price was approximately $1.150 million, paid in cash at closing. The Keegan's acquisition was accounted for using the acquisition method of accounting following ASC 805 "Business Combinations." Accordingly, the consolidated statements of operations include the results of these operations from the date of acquisition. The assets acquired were recorded at their estimated fair values based on information available as of April 3, 2022. The Company recorded provisional amounts for the acquired assets including goodwill as of April 3, 2022 and will complete the acquisition accounting once it finalizes its valuation analysis. As a result of the Keegan’s acquisition, the Company provisionally recorded $200,000 in Goodwill, representing the excess of fair value over the purchase price of the identifiable assets, which is expected to be deductible for income tax purposes over fifteen years. The following table presents the preliminary estimate of the fair value of the assets acquired and liabilities assumed in the Keegan's transaction is: Assets acquired: Inventory $ 10,049 Equipment 428,000 Leasehold improvements 450,000 Trademark, website and other intangibles 75,000 Total identifiable assets acquired 963,049 Liabilities assumed: Gift card liability 13,049 Net assets acquired 950,000 Goodwill 200,000 Purchase price $ 1,150,000 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended |
Apr. 03, 2022 | |
PROPERTY AND EQUIPMENT | |
NOTE 3 - PROPERTY AND EQUIPMENT | NOTE 3 - PROPERTY AND EQUIPMENT Property and equipment consisted of the following: April 3, 2022 January 2, 2022 Land $ 485,239 $ 485,239 Equipment 3,082,831 2,674,529 Buildings and leasehold improvements 1,800,014 1,322,085 Total property and equipment 5,368,084 4,481,853 Accumulated depreciation (2,697,733 ) (2,630,764 ) Less - property held for sale (258,751 ) (258,751 ) Net property and equipment $ 2,411,600 $ 1,592,338 Depreciation expense for the 13-week periods in 2022 and 2021 was $68,902 and $54,269, respectively. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Apr. 03, 2022 | |
ACCRUED EXPENSES | |
NOTE 4 - ACCRUED EXPENSES | NOTE 4 - ACCRUED EXPENSES Accrued expenses consisted of the following at: April 3, 2022 January 2, 2022 Accrued real estate taxes $ 73,211 $ 103,615 Accrued bonus compensation 7,000 7,000 Accrued payroll 126,432 44,700 Accrued payroll taxes 14,599 8,424 Accrued sales taxes payable 80,714 50,414 Accrued vacation pay 17,663 17,663 Accrued gift card liability 23,622 10,036 Accrued franchise royalty 2,931 2,614 Other accrued expenses 13,913 9,875 $ 360,085 $ 254,341 |
LONG TERM DEBT
LONG TERM DEBT | 3 Months Ended |
Apr. 03, 2022 | |
LONG TERM DEBT | |
NOTE 5 - LONG TERM DEBT | NOTE 5 - LONG TERM DEBT The Company's long-term debt is as follows: April 3, 2022 January 2, 2022 Three notes payable to a bank dated June 28, 2021 due in monthly installments totaling $22,213 which includes principal and interest at fixed rate of 3.45% through June 28, 2031. Beginning in July 2031, the interest rate will be equal to the greater of the "prime rate" plus .75%, or 3.45%. These notes mature on June 28, 2036. The notes are secured by mortgages on Company owned properties. The notes are guarenteed by BT Brands, Inc. and a shareholder of the Company. $ 2,987,109 $ 3,027,971 Minnesota Small Business Emergency Loan dated April 29, 2020 payable in monthly installments of $458.33 beginning December 15, 2020 which includes principal and interest at 0%. This note is secured by the personal guaranty of a shareholder of the Company. 20,625 22,000 3,007,734 3,049,971 Less - unamortized debt issuance costs (45,649 ) (46,999 ) Current maturities (171,357 ) (169,908 ) $ 2,790,728 $ 2,833,064 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Apr. 03, 2022 | |
STOCK-BASED COMPENSATION | |
NOTE 6 -STOCK-BASED COMPENSATION | NOTE 6 - STOCK-BASED COMPENSATION In 2019, the Company adopted the 2019 BT Brands Incentive Plan (the "2019 Incentive Plan"), under which it may grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance stock units and other stock and cash awards to eligible participants. The number of common shares reserved for issuance is 250,000. As of April 3, 2022, there were 5,000 shares available for a grant under the 2019 Plan. During the year ended January 2, 2022, we issued options to purchase 15,000 shares of common stock under the "2019 Incentive Plan as stock awards to three directors of the Company in connection with their joining the board of directors. The options are exercisable at $5 per share through 2031. In the first quarter of 2022, the company granted 215,750 options to employees and consultants to purchase shares at $2.50 per share. Stock options granted to employees and directors generally vest over two to five years, in monthly or annual installments, as outlined in each agreement. Options expire ten years from the date of grant. Compensation expense equal to the grant date fair value of the options is recognized in general and administrative expense over the applicable service period. Compensation expense for the first-quarter period in 2022 was $33,500 and was zero in the first quarter of 2021. The Company utilizes the Black-Scholes option pricing model when determining the compensation cost associated with stock options issued using the following significant assumptions: ● Stock price – Published trading market values of the Company's common stock as of grant date. ● Exercise price – The stated exercise price of the stock option. ● Expected life – The simplified method ● Expected dividend – The rate of dividends that the Company expects to pay over the term of the stock option. ● Volatility – Estimated volatility. ● Risk-free interest rate – The daily United States Treasury yield curve rate corresponding to the expected life of the award. The Company recognized stock-based compensation expense in its consolidated statements of operations for the three and nine months ended April 3, 2022, as follows: Information regarding the Company's stock options is summarized below: Number of Weighted Average Weighted Average Remaining Contract Term Aggregate Intrinsic Options Exercise Price (In Years) Value Options outstanding at January 2, 2022 15,000 $ 5.00 9.3 $ 0 Granted 215,750 2.50 0 Exercised 0 0 Canceled, forfeited, or expired 0 0 Options outstanding at April 3, 2022 230,750 $ 2.66 9.8 $ 0 Options exercisable at April 3, 2022 58,150 $ 3.13 9.7 $ 0 The Black-Scholes option-pricing model was used to estimate the fair value of the stock options with the following weighted-average assumptions for the period ended April 3, 2022: Fair value of options granted during the period $ 1.392 Expected life (in years) 4.833 Expected dividend $ — Expected stock volatility 63 % Risk-free interest rate 2 % On February 9, 2022, the Board of Directors and its Compensation Committee approved a proposal wherein senior management of the Company will be granted 250,000 shares of common stock as an award upon the Company's share price reaching $8.50 per share. Final approval of the plan is contingent upon shareholder approval of an expanded Incentive Stock Plan which is expected to be proposed at the next meeting of shareholders of the company. |
LEASES
LEASES | 3 Months Ended |
Apr. 03, 2022 | |
LEASES | |
NOTE 7 - LEASES | NOTE 7 – LEASES Concurrent with the acquisition of Keegan's assets, the Company entered into a lease for approximately 2,800 square feet of space the restaurant occupies. The terms of the 131-month lease provide for an initial rent of $5,000 per month with an annual escalation equal to the greater of 3% or the Consumer Price Index. The lease is being accounted for as an operating lease. At the inception of the lease, the Company recorded both an operating lease obligation and a right-of-use asset of $624,000. The present value discounted at 4% of the remaining lease obligation of $616,517 is reflected as a liability in the accompanying financial statements. Because our lease for the Keegan location does not provide an implicit interest rate, we used our incremental borrowing rate of 4% to determine the lease payments' present value. The incremental borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the lease term. Variable lease costs consist primarily of property taxes, insurance, certain utility costs and sales tax. In addition to the operating lease cost, the Company will incur certain variable lease costs, which are expected to average approximately $3,000 per month beginning in April 2022. Following is a schedule of the approximate minimum future lease payments on the operating lease for the Keegans operating location as of April 3, 2022: 2022 $ 50,000 2023 61,650 2024 63,500 2025 67,400 2026 69,400 2027 and thereafter 459,050 Total future minimum lease payments 762,000 Less - interest 145,483 Present value of lease payments $ 616,517 The Company is a party to a month-to-month land lease agreement for one of its Burger Time locations. The net book value of the building located on this land is approximately $ 18,500. The monthly lease payment is $1,600 plus the cost of property taxes. The Company also rents corporate office space in West Fargo, North Dakota, and Minnetonka, Minnesota, for a monthly rent of approximately $2,200. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Apr. 03, 2022 | |
RELATED PARTY TRANSACTIONS | |
NOTE 8 - RELATED PARTY TRANSACTIONS | NOTE 8 - RELATED PARTY TRANSACTIONS Next Gen Ice In 2019, the Company made cash advances to Next Gen Ice, Inc. (NGI) in the form of Series C Notes totaling a principal amount of $179,000 ("Notes"). The Company's CEO, Gary Copperud, is Chairman of the Board of Directors of NGI. The Company's Chief Operating Officer, Kenneth Brimmer, is also a member of the Board of Directors of NGI and serves as Chief Financial Officer of NGI on a part-time contract basis. Mr. Copperud and a limited liability company controlled by him together own approximately 34% of the outstanding equity of NGI. The Notes were modified on March 2, 2020, and the maturity was extended to August 31, 2020. As part of the Note modification, the Company received 179,000 shares of common stock in Next Gen Ice from the founders of NGI, representing approximately 2% of NGI shares outstanding. The Company also holds warrants to purchase 358,000 shares of common stock for $1.00 per share, which were initially set to expire on March 31, 2023. Effective with the Company’s agreement to make an additional investment in February 2022, the expiration date of the 358,000 $1.00 stock purchase warrants was extended by five years to March 31, 2028. The common stock and common stock purchase warrants received by the Company were recorded at a value determined by the Company of $75,000. The Company has determined that its investment in NGI does not have a readily determinable market value. Therefore, it is carried at the cost determined by the Company when the shares and warrants were received. The Notes were repaid in August 2020 with interest. On February 2, 2022, the Company made an additional investment into NGI of $229,000 in NGI Series A1 8% Cumulative Convertible Preferred Stock, including a five-year warrant to purchase 57,250 shares at $1.65 per share. The total value of the Company’s investment in NGI at April 3, 2022, is $304,000, comprised of the $75,000 value determined by the Company for the initial common shares and warrants and the $209,000 cost of the February 2, investment in the NGI Convertible Preferred Stock and Warrants. |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Apr. 03, 2022 | |
CONTINGENCIES | |
NOTE 9 - CONTINGENCIES | NOTE 9 - CONTINGENCIES In the course of its business, the Company may be a party to claims and legal or regulatory actions arising from the conduct of its business. The Company is not aware of any significant asserted or potential claims which could impact its financial position. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Apr. 03, 2022 | |
SUBSEQUENT EVENT | |
NOTE 10 - SUBSEQUENT EVENT | NOTE 10 – SUBSEQUENT EVENT On May 11, 2022, the Company acquired the assets of an operating bakery and coffee shop located in Woods Hole, Massachusetts. The acquired assets have operated as Pie In The Sky Coffee and Bakery (“Pie Coffee”) for more than 20 years, near the Ferry Terminal in Woods Hole. Pie Coffee serves the local Woods Hole market and a significant seasonal market of visitors to Cape Cod and the Ferry Terminal. The Pie Coffee assets were acquired for $1,173,500 of cash. The Company has not yet finalized the allocation of the purchase price. At the time of purchase, we entered into a five-year triple-net lease for the property occupied by Pie Coffee with three 5-year renewal options. The initial rent of $10,000 per month for 24 months increases annually at 3% during the lease term and option periods. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Apr. 03, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements include the accounts of BT Brands, Inc., and its subsidiaries (the "Company,” "we,” "our,” "us,” or "BT Brands") and have been prepared in accordance with the U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Securities and Exchange Commission (“SEC”) requirements for Form 10-Q and Article 10 of Regulation S-X. All intercompany accounts and transactions have been eliminated in consolidation and have been prepared on a basis consistent in all material respects with the accounting policies for the fiscal year ended January 2, 2022. In our opinion, all adjustments, which are normal and recurring in nature, necessary for a fair presentation of our financial position and results of operation have been included. Operating results for interim periods are not necessarily indicative of the results that may be expected for a full fiscal year. The accompanying Condensed Consolidated Balance Sheet as of April 3, 2022, does not include all of the disclosures required by GAAP. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of January 2, 2022, and the related notes thereto included in the Company's Form 10-K for the fiscal year ended January 2, 2022. |
Use of Estimates | The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and the differences could be material. |
The Company | BT Brands, Inc. (the "Company") was incorporated as Hartmax of NY Inc. on January 19, 2016. Effective on July 30, 2018, the Company acquired 100% of BTND, LLC. |
Business | As of April 3, 2022, we owned and operated eleven restaurants, including nine Burger Time fast-food restaurants, one Dairy Queen fast-food restaurant, and Keegan's Seafood Grille ("Keegan's"), a dine-in restaurant located in Florida. Our fast-food restaurants are all located in the North Central region of the United States. Our Burger Time restaurants feature a wide variety of burgers and other affordable foods such as chicken sandwiches, pulled pork sandwiches, sides, and soft drinks. Our Dairy Queen restaurant offers the established Dairy Queen menu consisting of burgers, chicken, sides, ice cream, other desserts, and various beverages. Keegan's Seafood Grille has operated in Indian Rocks Beach, Florida, for more than thirty-five years and offers a variety of traditional fresh seafood items for lunch and dinner. The menu at Keegan's includes beer and wine. Our revenues are derived principally from the sale of food and beverages at our restaurants, and branded retail merchandise accounts for an insignificant portion of our income. The Company's Dairy Queen store is operated under a franchise agreement with International Dairy Queen. The Company pays royalty and advertising payments to the franchisor as required by the franchise agreement. |
Fiscal Year Period | The Company's fiscal year is a 52/53-week year, ending on the Sunday closest to December 31. Most years consist of four 13-week accounting periods comprising the 52-week year. All references to years in this report refer to the 13-week periods in the respective fiscal year periods. The fiscal year 2022 is 52 weeks ending January 1, 2023. |
Cash | Cash and cash flows are reported net of outstanding checks and include amounts on deposit at banks and deposits in transit. At times, the bank deposits exceed the amount insured by the Federal Deposit Insurance Corporation. The Company also maintains cash deposits in brokerage in excess of the insured amount. The Company believes there is not a significant risk related to cash. |
Fair Value of Financial Instruments | The Company's accounting for fair value measurements of assets and liabilities, including available-for-sale securities, is that they are recognized or disclosed at fair value in the statements on a recurring or nonrecurring basis, adhere to the Financial Accounting Standards Board (FASB) fair value hierarchy that prioritizes the input to valuation techniques used to measure fair value. The hierarchy prioritizes unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: · Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. · Level 2 inputs are inputs other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the entire term of the asset or liability. · Level 3 Inputs are unobservable inputs for the asset or liability. The level in the fair value hierarchy within which a fair measurement in its entirety falls is based on the lowest level input that is significant to fair value measurement in its entirety. The carrying values of cash, receivables, accounts payable and other financial working capital items approximate fair value due to the short maturity nature of these instruments. Equity investments in marketable securities are carried at fair value. At April 3, 2022, the $6,745 reduction from cost to fair value was not considered material and is included in general and administrative expenses. On April 3, 2022, the cost of marketable securities consisted of a single Nasdaq-listed level-one security with a cost of $260,845. This investment is reflected in the accompanying financial statements at April 3, 2022, at the level-one fair value quoted in an active market of $254,100. |
Receivables | Receivables consist mainly of rebates due from a primary vendor. |
Inventory | Inventory consists of food, beverages and supplies and is stated at lower of cost (first-in, first-out method) or net realizable value. |
Property and Equipment | Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives, ranging from three to thirty years. The Company reviews long-lived assets to determine if the carrying value of these assets is recoverable based on estimated cash flows. Assets are evaluated at the lowest level for which cash flows can be identified at the restaurant level. In determining future cash flows, estimates are made by the Company for future operating results of each restaurant. If such assets are considered impaired, the impairment to be recognized is measured by the amount by which the carrying value of the assets exceeds the fair value of the assets. |
Goodwill | Goodwill is the excess of the purchase price over the estimated fair value of acquired business assets. In accordance with GAAP, goodwill is not amortized. The Company periodically assesses goodwill for impairment. Management has estimated there is no impairment of goodwill at April 3, 2022, |
Assets Held for Sale | As of April 3, 2022, a property in the St. Louis area, which has a carrying value of $0, and a property in Richmond, Indiana, are held for sale. The Company believes the Richmond property will be sold at or above the current-carrying cost of assets held for sale. |
Income Taxes | Ths Company provides for income taxes under (Accounting Standards Codification (ASC), 740), Accounting for Income Taxes. ASC 740 uses an asset and liability approach in accounting for income taxes. Deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities. They are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. The deferred tax assets are reviewed periodically for recoverability, and valuation allowances are adjusted as necessary. As of April 3, 2022, the Company estimates a current tax provision at the combined federal and state statutory rate of approximately 27.5% The Company has no accrued interest or penalties relating to income tax obligations. The Company currently has no federal or state examinations in progress, nor has it had any federal or state tax examinations since its inception. All periods since inception remain open for inspection. |
Per Common Share Amounts | Net income per common share is computed by dividing net income or loss by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share is calculated by dividing net income by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. Common stock equivalents are excluded from the computation of diluted per share amounts if their effect is anti-dilutive. There were no dilutive shares as of the periods ending in 2022 and 2021. |
Other Assets | Other assets include intangible assets that are the allocated fair value of trademarks and other assets purchased in the acquisition of Keegan's and the acquired Dairy Queen franchise. Where appropriate, the cost of intangible assets is amortized over the estimated useful life. |
ACQUISITION (Tables)
ACQUISITION (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
ACQUISITION (Tables) | |
Fair Value Of the Assets & Liabilities | Assets acquired: Inventory $ 10,049 Equipment 428,000 Leasehold improvements 450,000 Trademark, website and other intangibles 75,000 Total identifiable assets acquired 963,049 Liabilities assumed: Gift card liability 13,049 Net assets acquired 950,000 Goodwill 200,000 Purchase price $ 1,150,000 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment | April 3, 2022 January 2, 2022 Land $ 485,239 $ 485,239 Equipment 3,082,831 2,674,529 Buildings and leasehold improvements 1,800,014 1,322,085 Total property and equipment 5,368,084 4,481,853 Accumulated depreciation (2,697,733 ) (2,630,764 ) Less - property held for sale (258,751 ) (258,751 ) Net property and equipment $ 2,411,600 $ 1,592,338 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | April 3, 2022 January 2, 2022 Accrued real estate taxes $ 73,211 $ 103,615 Accrued bonus compensation 7,000 7,000 Accrued payroll 126,432 44,700 Accrued payroll taxes 14,599 8,424 Accrued sales taxes payable 80,714 50,414 Accrued vacation pay 17,663 17,663 Accrued gift card liability 23,622 10,036 Accrued franchise royalty 2,931 2,614 Other accrued expenses 13,913 9,875 $ 360,085 $ 254,341 |
LONG TERM DEBT (Tables)
LONG TERM DEBT (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
LONG TERM DEBT | |
Schedule of maturities of long-term debt | April 3, 2022 January 2, 2022 Three notes payable to a bank dated June 28, 2021 due in monthly installments totaling $22,213 which includes principal and interest at fixed rate of 3.45% through June 28, 2031. Beginning in July 2031, the interest rate will be equal to the greater of the "prime rate" plus .75%, or 3.45%. These notes mature on June 28, 2036. The notes are secured by mortgages on Company owned properties. The notes are guarenteed by BT Brands, Inc. and a shareholder of the Company. $ 2,987,109 $ 3,027,971 Minnesota Small Business Emergency Loan dated April 29, 2020 payable in monthly installments of $458.33 beginning December 15, 2020 which includes principal and interest at 0%. This note is secured by the personal guaranty of a shareholder of the Company. 20,625 22,000 3,007,734 3,049,971 Less - unamortized debt issuance costs (45,649 ) (46,999 ) Current maturities (171,357 ) (169,908 ) $ 2,790,728 $ 2,833,064 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
STOCK-BASED COMPENSATION (Tables) | |
Company's stock options | Number of Weighted Average Weighted Average Remaining Contract Term Aggregate Intrinsic Options Exercise Price (In Years) Value Options outstanding at January 2, 2022 15,000 $ 5.00 9.3 $ 0 Granted 215,750 2.50 0 Exercised 0 0 Canceled, forfeited, or expired 0 0 Options outstanding at April 3, 2022 230,750 $ 2.66 9.8 $ 0 Options exercisable at April 3, 2022 58,150 $ 3.13 9.7 $ 0 The Black-Scholes option-pricing model was used to estimate the fair value of the stock options with the following weighted-average assumptions for the period ended April 3, 2022: Fair value of options granted during the period $ 1.392 Expected life (in years) 4.833 Expected dividend $ — Expected stock volatility 63 % Risk-free interest rate 2 % |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
LEASES | |
Schedule of future minimum operating lease | 2022 $ 50,000 2023 61,650 2024 63,500 2025 67,400 2026 69,400 2027 and thereafter 459,050 Total future minimum lease payments 762,000 Less - interest 145,483 Present value of lease payments $ 616,517 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Feb. 02, 2022 | Apr. 03, 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Ownership percentage | 100.00% | |
Current Tax rate | 27.50% | |
Additional investment | $ 229,000 | |
Warrant to purchase per shares | $ 1.65 | |
Value of the investment | $ 304,000 | |
Reduction in fair value | $ 6,745 | |
Asset held for sale carrying value | 0 | |
Cost of available-for-sale securities | 260,845 | |
Investment market value | 254,100 | |
Repayment of notes | $ 75,000 | |
Warrant to purchase | 57,250 |
ACQUISITION (Details)
ACQUISITION (Details) - USD ($) | Apr. 03, 2022 | Jan. 02, 2022 |
Assets acquired: | ||
Inventory | $ 10,049 | |
Equipment | 428,000 | |
Leasehold improvements | 450,000 | |
Trademark, website and other intangibles | 75,000 | |
Total identifiable assets acquired | 963,049 | |
Liabilities assumed: | ||
Gift card liability | 13,049 | |
Net assets acquired | 950,000 | |
Goodwill | 200,000 | $ 0 |
Purchase price | $ 1,150,000 |
ACQUISITION (Details Narrative)
ACQUISITION (Details Narrative) - USD ($) | Mar. 02, 2022 | Apr. 03, 2022 | Jan. 02, 2022 |
Goodwill | $ 200,000 | $ 0 | |
Keegan's Seafood Grille [Member] | |||
Purchase price | $ 1,150,000 | ||
Goodwill | $ 200,000 | ||
Description of lease acquisition | 131-month lease for a location for the approximately 2800 square foot space Keegan's has operated in for more than 35 years. |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Apr. 03, 2022 | Jan. 02, 2022 |
PROPERTY AND EQUIPMENT | ||
Land | $ 485,239 | $ 485,239 |
Equipment | 3,082,831 | 2,674,529 |
Buildings and leasehold improvements | 1,800,014 | 1,322,085 |
Total property and equipment | 5,368,084 | 4,481,853 |
Accumulated depreciation | (2,697,733) | (2,630,764) |
Less - property held for sale | (258,751) | (258,751) |
Net property and equipment | $ 2,411,600 | $ 1,592,338 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended |
Apr. 03, 2022 | Jan. 03, 2021 | |
PROPERTY AND EQUIPMENT | ||
Depreciation | $ 68,902 | $ 54,269 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) | Apr. 03, 2022 | Jan. 02, 2022 |
ACCRUED EXPENSES | ||
Accrued real estate taxes | $ 73,211 | $ 103,615 |
Accrued bonus compensation | 7,000 | 7,000 |
Accrued payroll | 126,432 | 44,700 |
Accrued payroll taxes | 14,599 | 8,424 |
Accrued sales taxes payable | 80,714 | 50,414 |
Accrued vacation pay | 17,663 | 17,663 |
Accured gift card liability | 23,622 | 10,036 |
Accured franchise royality | 2,931 | 2,614 |
Other accrued expenses | 13,913 | 9,875 |
Accrued expenses | $ 360,085 | $ 254,341 |
LONGTERM DEBT (Details)
LONGTERM DEBT (Details) - USD ($) | Apr. 03, 2022 | Jan. 02, 2022 |
Notes payable to bank | $ 3,007,734 | $ 3,049,971 |
Less - unamortized debt issuance costs | (45,649) | (46,999) |
Current maturities | (171,357) | (169,908) |
Total | 2,790,728 | 2,833,064 |
April 29, 2020 [Member] | Long Term Debt [Member] | ||
Total | 20,625 | 22,000 |
Juner 28, 2021 [Member] | Long Term Debt [Member] | Shareholders [Member] | ||
Unsecured notes payable | $ 2,987,109 | $ 3,027,971 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) | 3 Months Ended |
Apr. 03, 2022USD ($)$ / sharesshares | |
STOCK-BASED COMPENSATION (Details) | |
Number of Options begining balance | shares | 15,000 |
Number of Options Granted | shares | 215,750 |
Number of Options Exercised | shares | 0 |
Number of Options Canceled, forfeited, or expired | shares | 0 |
Number of Options ending balance | shares | 230,750 |
Numbeer of Options exercisable | shares | 58,150 |
Weighted Average Exercise Price begining | $ / shares | $ 5 |
Weighted Average Exercise Price Granted | $ / shares | 2.50 |
Weighted Average Exercise Price Exercised | $ / shares | 0 |
Weighted Average Exercise Price Canceled, forfeited, or expired | $ / shares | 0 |
Weighted Average Exercise Price ending balance | $ / shares | 2.66 |
Weighted Average Exercise Price exercisable | $ / shares | $ 3.13 |
Remaining Contract term begining | 9 years 3 months 18 days |
Remaining Contract term Ending | 9 years 9 months 18 days |
Remaining Contract term exercisable | 9 years 8 months 12 days |
Aggregate Intrinsic value begining | $ | $ 0 |
Aggregate Intrinsic value Granted | $ | 0 |
Aggregate Intrinsic value ending | $ | 0 |
Aggregate Intrinsic value exercisable | $ | $ 0 |
STOCK-BASED COMPENSATION (Det_2
STOCK-BASED COMPENSATION (Details 1) | 3 Months Ended |
Apr. 03, 2022USD ($)$ / shares | |
STOCK-BASED COMPENSATION (Details) | |
Fair value of options granted during the period | $ / shares | $ 1.392 |
Expected life (in years) | 4 years 9 months 30 days |
Expected dividend | $ | $ 0 |
Expected stock volatility | 63.00% |
Risk-free interest rate | 2.00% |
STOCK-BASED COMPENSATION (Det_3
STOCK-BASED COMPENSATION (Details Narrative) - USD ($) | Feb. 09, 2022 | Jan. 02, 2022 | Apr. 03, 2022 |
STOCK-BASED COMPENSATION (Details) | |||
Common shares reserved for issuance | 250,000 | ||
Shares available for a grant | 5,000 | ||
Options to purchase | 15,000 | ||
Exercisable price | $ 5 | ||
Granted Options to purchase | 250,000 | 215,750 | |
Purchase price per shares | $ 8.50 | $ 2.50 | |
Compensation expense | $ 33,500 |
LEASES (Details)
LEASES (Details) | Apr. 03, 2022USD ($) |
LEASES | |
2022 | $ 50,000 |
2023 | 61,650 |
2024 | 63,500 |
2025 | 67,400 |
2026 | 69,400 |
2027 and thearafter | 459,050 |
Total future minimum lease payments | 762,000 |
Less - interest | 145,483 |
Present value of lease payments | $ 616,517 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) | 3 Months Ended | |
Apr. 03, 2022 | Jan. 02, 2022 | |
Book value | $ 2,411,600 | $ 1,592,338 |
Right-of-use asset | 615,701 | $ 0 |
Keegan Assets [Member] | ||
Lease costs, monthly | $ 3,000 | |
Incremental borrowing rate | 4.00% | |
Remaining lease obligation | $ 616,517 | |
Present value discounted | 4.00% | |
Right-of-use asset | $ 624,000 | |
Annual escalation | 3.00% | |
Monthly lease payment | $ 5,000 | |
Land Lease [Member] | ||
Book value | 18,500 | |
Lease payment, monthly | 1,600 | |
Corporate Office Space [Member] | ||
Monthly rent | $ 2,200 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Mar. 02, 2020 | Apr. 03, 2022 | Feb. 22, 2022 | Dec. 29, 2019 |
Investments | $ 229,000 | |||
Warrants purchase | 57,250 | 358,000 | ||
Cumulative preferred shares | 8.00% | |||
Exercise Price | $ 1.65 | $ 1 | ||
Next Gen Ice, Inc. [Member] | ||||
Debt instrument, principal amount | $ 304,000 | $ 179,000 | ||
Initial common shares value | 75,000 | |||
Warrants cost | $ 209,000 | |||
Loan Modification and Extension Agreement [Member] | Next Gen Ice, Inc. [Member] | ||||
Exercise Price | $ 1 | |||
Ownership percentage | 34.00% | |||
Issuance of warrants | 358,000 | |||
Common stock warrants received | $ 75,000 | |||
Transfer of shares | 179,000 |
SUBSEQUENT EVENT (Details Narra
SUBSEQUENT EVENT (Details Narrative) - Subsequent Event [Member] | May 31, 2022USD ($) |
Initial rent | $ 10,000 |
Cash acquired | $ 1,173,500 |