NON-CONTROLLING INTERESTS

3 Months Ended

Mar. 31, 2026

Noncontrolling Interest [Abstract]

NON-CONTROLLING INTERESTS

12. NON-CONTROLLING INTERESTS

(a) ENP Investments is a limited liability corporation (“LLC”) that manufactures and distributes golf, turf and ornamental agriculture products in Mendota, Illinois. The Company owns a 65% interest in ENP Investments through its wholly-owned subsidiary NanoChem. An unrelated party (“NCI”) owns the remaining 35% interest in ENP Investments. ENP Mendota is a wholly owned subsidiary of ENP Investments. ENP Mendota is a LLC that leases warehouse space. For financial reporting purposes, the assets, liabilities and earnings of both of the LLC’s are consolidated into these financial statements. The NCI’s ownership interest in ENP Investments is recorded in non-controlling interests in these condensed interim consolidated financial statements. The non-controlling interest represents NCI’s interest in the earnings and equity of ENP Investments. ENP Investments is allocated to the TPA segment. See Note 13.

ENP Investments makes cash distributions to its equity owners based on formulas defined within its Ownership Interest Purchase Agreement dated October 1, 2018. Distributions are defined in the Ownership Interest Purchase Agreement as cash on hand to the extent it exceeds current and anticipated long-term and short-term needs, including, without limitation, needs for operating expenses, debt service, acquisitions, reserves, and mandatory distributions, if any.

From the effective date of acquisition onward, the minimum distributions requirements under the Ownership Interest Purchase Agreement were satisfied. The total distribution from the effective date of acquisition onward was $4,862,387.

Balance, December 31, 2024	$	3,270,514
Distribution		(841,708	)
Non-controlling interest share of income		1,425,782
Balance, December 31, 2025		3,854,588
Non-controlling interest share of loss		(41,937	)
Balance, March 31, 2026	$	3,812,651

During the three months ended March 31, 2026, the Company had sales of $895,953 (2025 - $830,483) to NCI. At March 31, 2026, the NCI had a balance of $7,554,641 included within Accounts Receivable (December 31, 2025 – $6,652,611).

b) 317 Mendota was a LLC that owned real estate that the Company occupied part of while the excess was rented out. In October 2025, the Company sold the building but continues to rent from the new owner (see Note 3). 317 Mendota was dissolved in March 2026. In connection with the dissolution, the Company received $72,953 in cash. The transaction was accounted for as an equity transaction, with the Company’s share recorded as capital in excess of par value; no gain or loss was recognized in the consolidated statements of operations. The Company owned an 80% interest in 317 Mendota and an unrelated party (“317 NCI”) owned the remaining 20% interest in 317 Mendota. For financial reporting purposes, the assets, liabilities and earnings of 317 Mendota were consolidated into these financial statements. The 317 NCI’s ownership interest in 317 Mendota was recorded in non-controlling interests in these condensed interim consolidated financial statements. The non-controlling interest represented 317 NCI’s interest in the earnings and equity of 317 Mendota.

Balance, December 31, 2024	$	63,540
Distribution		(150,000	)
Non-controlling interest share of income		155,119
Balance, December 31, 2025		68,659
Distribution		(68,659	)
Balance, March 31, 2026	$	-