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Note 2 - Discontinued Operations
9 Months Ended
Sep. 30, 2025
Notes to Financial Statements  
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

NOTE 2 DISCONTINUED OPERATIONS

 

In July 2024, the Company’s Board of Directors approved a plan to implement a strategic cost savings initiative, primarily related to the Company’s Birmingham laboratory. In September 2024, the Company transferred certain pieces of computer hardware with alternative use to the Pittsburgh laboratory, which conducts the Company’s oncology drug discovery business, while the rest of the laboratory equipment and inventories from the Birmingham laboratory were marketed for sale and the related product and service lines were discontinued. The Company executed a sales agreement for all remaining laboratory equipment and inventories from the Birmingham laboratory and all items were removed from the laboratory premises as of September 30, 2024. As of September 30, 2024, the Company vacated and ceased use of the Birmingham laboratory and office space. The Company’s lease continued through August 2025. The Company concluded that, in aggregate, the disposal of the assets comprising the former Birmingham operating segment met the criteria for discontinued operations presentation in the third quarter of 2024.

 

On March 14, 2025, the Company entered into an asset purchase agreement (the “APA”) and closed the transactions contemplated therein with DeRoyal Industries, Inc., a Tennessee corporation (“DeRoyal”), to sell and assign to DeRoyal assets and liabilities exclusively related to the business of providing products for automated, direct-to-drain medical fluid disposal, including the Company’s STREAMWAY® product line (the “Eagan Business”). These assets were operated by the Company’s wholly owned subsidiary, Skyline Medical, and were previously reported in the Company’s Eagan operating segment. The purchased assets exclusively related to the Eagan Business included but were not limited to cash, certain accounts receivable, inventories, patents, fixed assets, and real property leased by the Company and exclusively used in connection with the Eagan Business. The total purchase price for the purchased assets was $625,000, plus the assumption of certain liabilities related to the Eagan Business including the lease for the office and warehouse space located at 2915 Commers Drive Suite 900 Eagan, MN 55121, certain accounts payable, and contract liabilities associated with the Eagan Business. The ongoing activities of the former Eagan operating segment are limited to wind down activities.

 

As a result of these developments, the former Birmingham and Eagan operating segments have been reclassified to discontinued operations in these condensed consolidated financial statements for all periods presented.

 

 

 

 

 

The following table presents a reconciliation of the carrying amounts of the major classes of assets and liabilities to the current assets and liabilities of discontinued operations as presented in the Company’s condensed consolidated balance sheets:

 

   

September 30,

2025

   

December 31,

2024

 

Assets:

               

Cash

  $ -     $ 122,851  

Accounts receivable, net

    -       746,266  

Inventories

    -       339,968  

Prepaid expense and other assets

    14,348       52,318  

Total current assets of discontinued operations

    14,348       1,261,403  
                 

Property and equipment, net

    -       21,882  

Intangibles, net

    -       159,158  

Lease right-of-use assets

    -       17,266  

Other long-term assets

    -       4,031  

Total assets of discontinued operations

  $ 14,348     $ 1,463,740  
                 

Liabilities:

               

Accounts payable

  $ 6,183     $ 97,780  

Accrued expenses and other liabilities

    303,863       248,086  

Contract liabilities

    -       80,909  

Lease liability

    -       106,609  

Total current liabilities of discontinued operations

    310,046       533,384  
                 

Other long-term liabilities

    -       23,487  

Total liabilities

  $ 310,046     $ 556,871  

 

The following table provides details about the major classes of line items constituting the loss from discontinued operations presented in the Company’s condensed consolidated statements of net loss:         

         

    Three Months Ended
September 30,
    Nine Months Ended
September 30,
 
   

2025

   

2024

   

2025

   

2024

 

Revenue

 

$

-    

$

342,747    

$

157,179    

$

969,002  

Cost of sales

    -       187,246       122,800       491,338  

Gross profit from discontinued operations

    -       155,501       34,379       477,664  
                                 

Operating expenses:

                               

General and administrative

    5,106       329,345       209,447       942,772  

Operations, research and development

    -       153,856       125,495       960,663  

Sales and marketing

    -       173,983       130,318       455,242  

Total operating expenses

    5,106       657,184       465,260       2,358,677  

Total operating (loss) from discontinued operations

    (5,106

)

    (501,683

)

    (430,881

)

    (1,881,013

)

Gain/(loss) on disposal of discontinued operations

    -       (463,127 )     172,451       (463,127 )

Other income

    -       -

 

    4,300       -

 

Net (loss) from discontinued operations

 

$

(5,106

)

 

$

(964,810

)

 

$

(254,130

)

 

$

(2,344,140

)

 

The gain on disposal of discontinued operations for the nine months ended September 30, 2025 represents the gain on assets sold and liabilities assumed by DeRoyal related to the former Eagan operating segment. The loss on disposal of discontinued operations for the three and nine months ended September 30, 2024 represents the loss on impairment of assets sold, including laboratory equipment and inventories, and impairment of other non-current assets related to the former Birmingham operating segment.