The Company reports discontinued operations by applying the following criteria in accordance with ASC 205-20, Presentation of Financial Statements – Discontinued Operations: (1) Component of an entity; (2) Held for sale criteria; and (3) Strategic shift.

On July 25, 2025, the Company entered into a Debt Satisfaction Agreement (the “DSA”) with Bridgetown Spirits and three individuals (the “Buyers”), including Geoffrey Gwin, the President of Bridgetown Spirits, pursuant to which the Company transferred to the Buyers all 530,000 shares of its Bridgetown Spirits common stock held by the Company in exchange for the satisfaction of outstanding amounts payable by the Company to the Buyers totaling $0.4 million. As a result of the foregoing, Bridgetown Spirits was no longer a subsidiary of the Company.

In connection with the DSA, Bridgetown Spirits issued a Senior Secured Original Issue Discount Promissory Note and Security Agreement (the “Note”) in the principal amount of $0.1 million payable to the Company with an original issue discount of $25,000. The Note is receivable as follows: (i) $50,000 was received in April 2026, and the remaining $50,000 was received in July 2026. The Note was secured by the assets of Bridgetown Spirits. The Note is included in prepaid expenses and other current assets on the consolidated balance sheet as of December 31, 2025.

The operating results of Bridgetown have been classified as discontinued operations during the nine months ended September 30, 2025. The consolidated statement of operations for the prior period has been adjusted to reflect comparable information.

Income and expense related to Bridgetown Spirits were as follows for the nine months ended September 30, 2025:

There was a 47% non-controlling interest in Bridgetown Spirits prior to the disposal date. All of the net loss attributable to non-controlling interests in the consolidated statements of operations is related to Bridgetown Spirits.

On November 17, 2025, the Company and minority partners of Nimble entered into a Dissolution Agreement, whereby the relationships contemplated by the LLC Agreement were terminated and Nimble was subsequently dissolved on November 25, 2025.

The operating results of Nimble have been classified as discontinued operations during the nine months ended September 30, 2025. The consolidated statement of operations for the prior period has been adjusted to reflect comparable information.

Income and expense related to Nimble and its subsidiaries were as follows for the nine months ended September 30, 2025:

(Dollars in thousands)	2025
Title fees	$	160
Total net revenues		160
Compensation and benefits		102
General and administrative expenses		10
Other operating expenses		22
Total operating expenses		134
Net income from discontinued operations	$	26