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DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE
3 Months Ended
Dec. 31, 2025
Discontinued Operations and Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

 

NOTE 3 DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

 

In March 2025, in connection with the fourth Conversion Agreement (see Note 8), Forward China determined it would not renew the Buying Agency and Supply Agreement (“Sourcing Agreement”), which subsequently expired on May 9, 2025 (see Note 8). Without this agreement, the Company determined it would not continue the OEM segment of the business and committed to a plan to sell the segment. On May 16, 2025, the Company and Forward US entered into a transaction agreement with Forward China, pursuant to which: (i) the Company sold all equity interest in Forward Switzerland and Forward UK and sold certain other net assets related to Forward US’ OEM segment to Forward China to satisfy outstanding payables due to Forward China under the Sourcing Agreement; (ii) the Company and Forward China terminated the Sourcing Agreement and extended the term of the Note Payable (see Note 8) to December 31, 2025; and (iii) the Company paid Forward China $200,000 at closing plus $150,000 on each of July 31, 2025, August 31, 2025 and September 30, 2025. Results of operations for Forward Switzerland and Forward UK were included in the Company’s results of operations through and including May 16, 2025.

 

The sale of the OEM business was considered a strategic shift that had a significant impact on the Company’s operations and financial results. The assets and liabilities of the OEM segment were classified as assets and liabilities held for sale on the condensed consolidated balance sheets at September 30, 2025. The results of operations for the OEM segment have been classified as discontinued operations on the condensed consolidated statements of operations for the three months ended December 31, 2024.

 

The following table presents the major classes of the “income from discontinued operations, net of tax” in our condensed consolidated statement of operations for the quarter ended December 31, 2024.

     
Revenues, net  $1,991,000 
Cost of sales   1,623,000 
Gross profit   368,000 
      
Sales and marketing expenses   145,000 
General and administrative expenses   33,000 
Income from discontinued operations  $190,000 

 

There were no material amounts of depreciation, amortization, investing or financing cash flow activities, or other significant non-cash operating cash flow activities for the discontinued operations in December 31, 2025 or 2024.