Item 9A. Controls and Procedures
ITEM
9A. CONTROLS AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures
With
the participation of the principal executive officer and principal financial officer of Parks! America, Inc. (the “Registrant”),
the Registrant’s management has evaluated the effectiveness of the Registrant’s disclosure controls and procedures, as required
by Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the fiscal year
covered by this Annual Report on Form 10-K. Based upon that evaluation, the Registrant’s principal executive officer and principal
financial officer have concluded that the Registrant’s disclosure controls and procedures were effective as of the end of the fiscal
year covered by this Annual Report on Form 10-K.
22
Management’s Annual Report on Internal Control over Financial Reporting
Overview
Management
of the Company is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over
financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the
supervision of, the Company’s principal executive and principal financial officers and effected by the Company’s board of
directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with accounting principles generally accepted in the United States and includes
those policies and procedures that:
1.
Pertain
to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets
of the Company;
2.
Provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
accounting principles generally accepted in the United States and that receipts and expenditures of the Company are being made only
in accordance with authorizations of management and directors of the Company; and
3.
Provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s
assets that could have a material effect on the financial statements.
Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Even those systems determined
to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Because of the
inherent limitations of internal control, there is a risk that material misstatements may not be prevented or detected on a timely basis
by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process.
Therefore, it is possible to design safeguards into the process to reduce this risk.
Management
based its assessment of the Company’s internal control over financial reporting on criteria established in Internal Control
– Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its
assessment, management has concluded that the Company’s disclosure controls and procedures and internal control over financial
reporting are effective as of September 28, 2025.
Changes in Internal Control over Financial Reporting
There
has been no change in our internal control over financial reporting, as defined in Rules 13a-15(f) of the Exchange Act, during our most
recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial
reporting as of September 28, 2025.
ITEM
9B. OTHER INFORMATION
Security
Trading Plans of Directors and Executive Office r s
None of the Company’s directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement
or a non-Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended September 28, 2025, as such terms are defined
under Item 408(a) or Regulation S-K.
ITEM
9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not
applicable
23
PART
III
ITEM
10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
Information
required by Item 10 with respect to directors, the audit committee, audit committee financial experts and Section 16(a) beneficial
ownership reporting compliance is included under the headings “Proposal 1. Election of Directors,” “Corporate
Governance” and in the biographies of the directors contained in “Proposal 1. Election of Directors,” in our
definitive proxy statement for our annual meeting of stockholders (the “2026 Proxy
Statement”) which are incorporated herein by reference. With regard to the information required by this item regarding
compliance with Section 16(a) of the Exchange Act, we will provide disclosure of delinquent Section 16(a) reports, if any, in our
2026 Proxy Statement under the heading “Other Information - Delinquent Section 16(a) Reports’, and such disclosure, if
any, is incorporated herein by reference. The information required by Item 10 with respect to insider trading arrangements and
policies is included under the heading “Proposal 1. Election of Directors,” “Corporate Governance” in the
2026 Proxy Statement, and such disclosure is incorporated herein by reference. The 2026 Proxy Statement will be filed within 120
days after the end of our fiscal year.
The
information required by this Item 10 regarding the Company’s executive officers is set forth under the heading
“Information on Directors, Nominees, and Executive Officers” in “Proposal 1. Election of Directors” of the 2026 Proxy Statement.
Parks!
America, Inc. has adopted a Code of Conduct which applies to all employees, including our principal executive officer, principal financial
officer and its Board of Directors. The code of conduct is a code of ethics as defined in Item 406 of SEC Regulation S-K. The codes of
conduct are available on the Corporate Governance section under Investor Relations on our website at www.parksamerica.com . Any
amendment to, or waiver from, a provision of the code of conduct will be posted to the above-referenced website.
There
were no changes to the process by which stockholders may recommend nominees to the Board of Directors during the last year.
Stock
Option and Award Plan
A
Stock Option and Award Plan (the “Plan”) providing for incentive stock options and performance bonus awards for executives,
employees, and directors was approved by our Board of Directors on February 1, 2005, however, the Plan expired and therefore was not
submitted to the stockholders for approval. The Plan was established to set aside five million (5,000,000) shares for award of stock
options, including qualified incentive stock options and performance stock bonuses. To date, no grants or awards were made pursuant to
the Plan and the Plan expired and we did not submit the Plan for consideration to the Company’s stockholders.
ITEM
11. EXECUTIVE COMPENSATION
The
information required by this item is set forth in our 2026 Proxy Statement to be filed within 120 days of the end of the fiscal year
ended September 28, 2025, under Proposal 1. Election of Directors (i) under the heading “Director Compensation,” and (ii)
under the heading “Executive Compensation,” and is incorporated herein by reference. The material incorporated herein by
reference to the information set forth under the heading “Director Compensation” and “Executive Compensation” of
the 2026 Proxy Statement shall be deemed furnished, and not filed, in this Annual Report on Form 10-K and shall not be deemed
incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as
amended, as a result of this furnishing except to the extent that it is specifically incorporated by reference by the
Company.
ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Information
regarding security ownership of certain beneficial owners and management is incorporated herein by reference to the material under the
heading “Item 1. Election of Directors – Security Ownership of Certain Beneficial Owners and Management” of the 2026 Proxy
Statement.
ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Information
regarding certain relationships and related transactions and director independence is incorporated herein by reference to the
material under the headings “Corporate Governance” and “Certain Relationships and Related Transactions” of
the 2026 Proxy Statement.
ITEM
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Audit
Fees and Audit-Related Fees
Information
regarding principal accountant fees and services is incorporated herein by reference to the material under the heading “Proposal 2,
Ratification of Appointment of the Auditor”
of the 2026 Proxy Statement.
24
PART
IV
ITEM
15. EXHIBITS
3.1
Articles
of Incorporation of Great American Family Parks, Inc. dated July 17, 2002 (incorporated by reference to the Registration Statement
on Form SB-2 filed with the Securities and Exchange Commission on August 4, 2005).
3.2
Amended
Articles of Incorporation of Great American Family Parks, Inc. dated January 26, 2004 (incorporated by reference to the Registration
Statement on Form SB-2 filed with the Securities and Exchange Commission on August 4, 2005).
3.3
Bylaws
of Great American Family Parks, Inc. dated January 30, 2004 (incorporated by reference to the Registration Statement on Form SB-2
filed with the Securities and Exchange Commission on August 4, 2005).
3.4
Great
American Family Parks 2005 Stock Option Plan dated February 1, 2005 (incorporated by reference to the Registration Statement on Form
SB-2 filed with the Securities and Exchange Commission on August 4, 2005).
3.5
Amended
Bylaws of the Company, as of January 17, 2011 (incorporated by reference to the Annual Report on Form 10-KT filed by the Company
on December 29, 2012).
3.6
Amended
Bylaws of the Company as of June 12, 2012 (incorporated by reference to the Report on Form 8-K filed by with the Securities and Exchange
Commission on July 16, 2012).
3.7
Certificate of Amendment to the Articles of Incorporation of Parks! America, Inc., filed with the Secretary of State of the State of Nevada on April 10, 2025 (effecting the Reverse Stock Split as of April 30, 2025, and incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed with the SEC on April 30, 2025).
3.8
Certificate of Amendment to the Articles of Incorporation of Parks! America, Inc., filed with the Secretary of State of the State of Nevada on April 10, 2025 (effecting the Forward Stock Split as of April 30, 2025, and incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K filed with the SEC on April 30, 2025).
4.1*
Description of Securities Registered Under Section 12 of the Exchange Act.
10.1
Loan Agreement between AggieLand-Parks, Inc. and Cendera Bank, N.A. (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on October 4, 2024).
10.2
Promissory Note made by AggieLand-Parks, Inc. in favor of Cendera Bank, N.A. (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed with the SEC on October 4, 2024).
10.3
Deed of Trust Security Agreement and Financing Statement made by AggieLand-Parks, Inc. in favor of Cendera Bank, N.A. (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed with the SEC on October 4, 2024).
10.4
Letter from Parks! America, Inc. to Rebecca (Becky) McGraw relating to employment, dated December 23, 2024. (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 10-Q filed with the SEC on May 9, 2025. ***
14.1
Code of Conduct (incorporated by reference to Exhibit 14.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended September 29, 2024 filed with the SEC on December 13, 2024).
14.2*
Amended and Restated Policy on Insider Trading.
21.1*
Subsidiaries
of the Registrant.
23.1*
Consent of GBQ Partners LLC dated December 12, 2025.
31.1*
Certification
by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, promulgated pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
31.2*
Certification
by Chief Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, promulgated pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.
32.1**
Certification
by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title
18 of the United States Code, promulgated pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.1**
Certification
by Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title
18 of the United States Code, promulgated pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS
Inline
XBRL Instance Document
101.SCH
Inline
XBRL Taxonomy Extension Schema Document
101.CAL
Inline
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline
XBRL Taxonomy Extension Definitions Linkbase Document
101.LAB
Inline
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline
XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document)
*
Filed
herewith
**
Furnished
herewith
***
Indicates
management contract or compensatory plan or arrangement.
25
SIGNATURES
In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf as of December
12, 2025 by the undersigned, thereunto duly authorized.
PARKS!
AMERICA, INC.
By:
/s/
Geoffrey Gannon
Geoffrey
Gannon
President
(Principal
Executive Officer)
In
accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities
and on the dates indicated.
SIGNATURE
TITLE
DATE
By:
/s/
Geoffrey Gannon
President
and Director
Geoffrey
Gannon
(Principal
Executive Officer)
December
12, 2025
By:
/s/
Andrew Kuhn
Andrew
Kuhn
Director
December
12, 2025
By:
/s/
Jacob McDonough
Jacob
McDonough
Secretary
and Director
December
12, 2025
By:
/s/
Matthew Hansen
Matthew
Hansen
Director
December
12, 2025
By:
/s/
Rebecca S. McGraw
Chief
Financial Officer
Rebecca
S. McGraw
(Principal
Financial Officer)
December
12, 2025
26
ITEM
8
PARKS!
AMERICA, INC. and SUBSIDIARIES
INDEX
TO CONSOLIDATED FINANCIAL STATEMENTS
Consolidated
Financial Statements of Parks! America and Subsidiaries
Page
Report of Independent Registered Public Accounting Firm PCAOB ID 1808
F-2
Consolidated Balance Sheets as of September 28, 2025 and September 29, 2024
F-3
Consolidated Statements of Operations for the years ended September 28, 2025 and September 29, 2024
F-4
Consolidated Statement of Changes in Stockholders’ Equity for the years ended September 28, 2025 and September 29, 2024
F-5
Consolidated Statements of Cash Flows for the years ended September 28, 2025 and September 29, 2024
F-6
Notes to the Consolidated Financial Statements
F-7
F- 1
B oard
of Directors and Shareholders
Parks!
America, Inc.
Report
of Independent Registered Public Accounting Firm
Opinion
on the Consolidated Financial Statements
We
have audited the accompanying consolidated balance sheets of Parks! America, Inc. (the “Company”) as of September 28, 2025
and September 29, 2024, the related consolidated statements of operations, stockholders’ equity, and cash flows for the years then
ended, and related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated
financial statements present fairly, in all material respects, the financial position of the Company as of September 28, 2025 and September
29, 2024, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally
accepted in the United States of America.
Basis
for Opinion
These
consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion
on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting
Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with
the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part
of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing
an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our
audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence
regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles
used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that our audits provide a reasonable basis for our opinion.
Critical
Audit Matters
Critical
audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be
communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and
(2) involved our especially challenging, subjective, or complex judgments. We determined that there were no critical audit matters.
/s/
GBQ Partners LLC
GBQ
Partners LLC
We
have served as the Company’s auditor since 2020.
Columbus,
Ohio
December
12, 2025
F- 2
PARKS!
AMERICA, INC. and SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS
September
28, 2025
September
29, 2024
ASSETS
Cash
and cash equivalents
$ 3,877,394
$ 2,489,294
Short-term
investments
—
835,074
Accounts
receivable, net
18,293
63,784
Inventories, net
313,556
372,401
Prepaid
expenses
231,678
396,308
Total
current assets
4,440,921
4,156,861
Property
and equipment, net
15,023,230
14,829,612
Intangible
assets, net
22,615
33,011
Deferred
tax asset, net
—
156,012
Other
assets
12,676
18,575
TOTAL
ASSETS
$ 19,499,442
$ 19,194,071
LIABILITIES
AND STOCKHOLDERS’ EQUITY
Current
liabilities
Accounts
payable
$ 92,608
$ 1,281,966
Other
current liabilities
667,243
466,155
Current
portion of long-term debt, net
397,830
809,892
Total
current liabilities
1,157,681
2,558,013
Long-term
debt, net
2,787,718
2,687,831
Deferred
tax liability, net
288,901
—
TOTAL
LIABILITIES
4,234,300
5,245,844
STOCKHOLDERS’
EQUITY
Preferred stock, par
value $ .001 – authorized: 10,000,000 shares; zero
shares issued and outstanding
—
—
Common
stock, par value $ .001 – authorized: 300,000,000 shares; 753,577 and 757,660 shares issued and outstanding, respectively (1)
754
757
Capital in excess
of par (1)
5,093,567
5,234,732
Retained
earnings
10,170,821
8,712,738
TOTAL
STOCKHOLDERS’ EQUITY
15,265,142
13,948,227
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
$ 19,499,442
$ 19,194,071
(1) Prior period amounts have been adjusted to reflect the Reverse/Forward Stock Split that became effective on April 30, 2025. Refer to Note
7, Stockholders Equity for further information about the Reverse/Forward Stock Split.
The
accompanying notes are an integral part of these consolidated financial statements.
F- 3
PARKS!
AMERICA, INC. and SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS
For
the Fiscal Years Ended September 28, 2025 and September 29, 2024
2025
2024
Park
revenue
$ 10,276,919
$ 9,679,326
Sale
of animals
194,656
232,934
Total
revenue
$ 10,471,575
9,912,260
Cost of sales (exclusive of depreciation and amortization)
1,325,860
1,412,678
Selling,
general and administrative
6,840,160
6,886,327
Depreciation
and amortization
885,996
871,967
Contested
proxy and related matters, net
( 670,814 )
2,040,810
Tornado
expenses and write-offs, net
—
( 53,755 )
Legal
settlement
—
75,000
Other
operating expenses, net
29,296
62,734
Income
(loss) from operations
$ 2,061,077
( 1,383,501 )
Other
(income), net
( 78,573 )
( 132,948 )
Interest
expense
219,341
229,244
Income
(loss) before income taxes
1,920,309
( 1,479,797 )
Income
tax expense (benefit)
462,226
( 385,316 )
NET
INCOME (LOSS)
$ 1,458,083
$ ( 1,094,481 )
NET
INCOME (LOSS) PER COMMON SHARE - BASIC AND DILUTED (1)
$ 1.93
$ ( 1.45 )
Weighted
average shares outstanding - basic and diluted (1)
755,740
756,770
(1)
Prior
period amounts have been adjusted to reflect the Reverse/Forward Stock Split that became effective on April 30, 2025. Refer to Note
7, Stockholders Equity for further information about the Reverse/Forward Stock Split.
The
accompanying notes are an integral part of these consolidated financial statements.
F- 4
PARKS!
AMERICA, INC. and SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For
the Fiscal Years Ended September 28, 2025 and September 29, 2024
Shares
(1)
Amount
(1)
of
Par (1)
Earnings
Total
Common
Stock Issued
Capital
in Excess
Retained
Shares
(1)
Amount
(1)
of
Par (1)
Earnings
Total
Balance
at October 1, 2023
755,179
755
5,177,234
9,807,219
14,985,208
Net
loss
—
—
—
( 1,094,481 )
( 1,094,481 )
Stock-based compensation expense
2,091
2
57,498
—
57,500
Balance
at September 29, 2024
757,270
757
5,234,732
8,712,738
13,948,227
Balance
757,270
757
5,234,732
8,712,738
13,948,227
Net
income
—
—
—
1,458,083
1,458,083
Net
income (loss)
—
—
—
1,458,083
1,458,083
Reverse/Forward Stock Split (2)
( 3,693 )
( 3 )
( 141,165 )
—
( 141,168 )
Balance
at September 28, 2025
753,577
754
5,093,567
10,170,821
15,265,142
Balance
753,577
754
5,093,567
10,170,821
15,265,142
(1) Prior
period amounts have been adjusted to reflect the Reverse/Forward Stock Split that became
effective on April 30, 2025. Refer to Note 7, Stockholders Equity for further information
about the Reverse/Forward Stock Split.
(2) Cash paid for fractional shares. Refer to Note 7, Stockholders
Equity for further information about the Reverse/Forward Stock Split.
The
accompanying notes are an integral part of these consolidated financial statements.
F- 5
PARKS!
AMERICA, INC. and SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CASH FLOWS
For
the Fiscal Years Ended September 28, 2025 and September 29, 2024
2025
2024
CASH
FLOWS FROM OPERATING ACTIVITIES
Net
income (loss)
$ 1,458,083
$ ( 1,094,481 )
Adjustments
to reconcile net income (loss) to net cash provided by operating activities:
Depreciation
and amortization expense
885,996
871,967
Amortization of debt issuance costs
6,288
48,219
Stock-based
compensation
—
57,500
Interest
accrued on certificates of deposit
( 3,368 )
( 35,074 )
Deferred
income taxes
444,913
( 388,341 )
Loss
on disposal of property and equipment, net
29,296
62,734
Change
in operating assets and liabilities:
Accounts receivable, net
45,491
( 27,612 )
Inventories, net
58,845
46,748
Prepaid expenses and other
170,529
162,370
Accounts payable
( 1,189,358 )
1,202,614
Other current liabilities
201,088
( 105,188 )
Net
cash provided by operating activities
2,107,803
801,456
CASH
FLOWS FROM INVESTING ACTIVITIES:
Proceeds from maturity
of short-term investments
838,442
200,000
Purchases of short-term investments
—
( 1,000,000 )
Acquisition
of property and equipment
( 1,276,822 )
( 906,955 )
Proceeds
from the disposition of property and equipment
178,308
74,392
Net
cash used in investing activities
( 260,072 )
( 1,632,563 )
CASH
FLOWS FROM FINANCING ACTIVITIES:
Payoff
of 2020 Term Loan
( 2,389,544 )
—
Proceeds
from 2025 Term Loan
2,500,000
—
Proceeds
from Term Loan
2,500,000
—
Payments
on 2020 Term Loan
—
( 503,121 )
Payments
on 2021 Term Loan
( 280,447 )
( 269,865 )
Payments
on 2025 Term Loan
( 87,756 )
—
Payments
on Term Loan
( 87,756 )
—
Payments
for 2025 Term Loan debt issuance costs
( 60,716 )
—
Payments
of Term Loan debt issuance costs
( 60,716 )
—
Payment
of lines of credit fees
—
( 5,000 )
Reverse/Forward Stock Split payments of fractional shares
( 141,168 )
—
Net
cash used in financing activities
( 459,631 )
( 777,986 )
NET
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
1,388,100
( 1,609,093 )
CASH
AND CASH EQUIVALENTS:
Beginning
of period
2,489,294
4,098,387
End
of period
$ 3,877,394
$ 2,489,294
SUPPLEMENTAL
CASH FLOW INFORMATION:
Cash
paid for interest
$ 201,729
$ 187,663
Cash
(refunded) for income taxes
$ ( 68,842 )
$ ( 338,290 )
The
accompanying notes are an integral part of these consolidated financial statements.
F- 6
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
1. BACKGROUND AND BASIS OF PRESENTATION
Description
of Business
Parks!
America, Inc. (“Parks!” or the “Company”) owns and operates through wholly owned subsidiaries three regional
safari parks and is in the business of acquiring, developing and operating local and regional entertainment assets and attractions in
the United States. The Company’s wholly owned subsidiaries are Wild Animal Safari, Inc. a Georgia corporation (“Wild Animal
– Georgia”), Wild Animal, Inc., a Missouri corporation (“Wild Animal – Missouri”), and Aggieland-Parks,
Inc., a Texas corporation (“Aggieland Wild Animal – Texas”). Wild Animal – Georgia owns and operates the Wild
Animal Safari Pine Mountain located in Pine Mountain, Georgia (the “Georgia Park”). Wild Animal – Missouri owns and
operates the Wild Animal Safari Springfield located in Strafford, Missouri (the “Missouri Park”). Aggieland Wild Animal –
Texas owns and operates the Aggieland Safari located near Bryan/College Station, Texas (the “Texas Park”).
Terms
that are commonly used in the Company’s Notes to the Consolidated Financial Statements are defined as follows:
●
“2020 Term Loan” – Term loan credit agreement, dated as of April 27, 2020, between the Company and First Financial
Bank.
●
“2021 Term Loan” – Term loan credit agreement, dated as of June 18, 2021, between the Company and Synovus Bank.
●
“2025 Term Loan” – Term loan credit agreement, dated as of September 30, 2024, between the Company and Cendera Bank
N.A.
●
“ Adjusted EBITDA” – Net income (loss) appearing
on the Consolidated Statements of Operations net of Income tax expense/(benefit), Interest expense, Depreciation and amortization and
other significant items.
●
“Adjusted net income (loss)” – Net income
(loss) appearing on the Consolidated Statements of Operations excluding significant non-recurring or non-operational items. Adjusted
net income (loss) is also presented on a diluted per share basis.
●
“EPS” – Earnings per share.
●
“Fiscal 2026” – The 52 weeks ending September
27, 2026.
●
“Fiscal 2025” – The 52 weeks ended September
28, 2025.
●
“ Fiscal 2024” – The 52 weeks ended September
29, 2024.
●
“ GAAP” – Accounting principles generally
accepted in the United States.
●
“Reverse/Forward Stock Split” – 1-for-500 reverse stock split immediately followed by 5-for-1 forward stock split effective
on April 30, 2025.
●
“SEC” – The United States Securities and
Exchange Commission.
In
2005, the Company entered its current business with the purchase of an animal attraction located in Pine Mountain, Georgia. Parks!
America is domiciled in the state of Nevada and its headquarters is in Pine Mountain, Georgia. In 2008, the Company adopted its
current name “Parks! America” and its current stock symbol “PRKA.”
Prior
to and on May 1, 2025, the Company’s common stock traded on the OTC Pink Market. Effective May 2, 2025, the Company’s
common stock began and continues to be traded on the OTCQX Market. As a result of the Reverse/Forward Stock Split, effective on
April 30, 2025, the Company’s common stock was traded on a post-split basis under the symbol “PRKAD” for 20
trading days, including the effective date, after which it reverted to “PRKA.”
Basis
of Presentation
The
Consolidated Financial Statements include the accounts of Parks! America, Inc. and its wholly owned subsidiaries (Wild Animal –
Georgia, Wild Animal – Missouri and Aggieland Wild Animal – Texas). All intercompany transactions and balances have been
eliminated.
The
accompanying Consolidated Financial Statements have been prepared in accordance with GAAP. In the opinion of management, all material adjustments are of a normal and recurring nature
necessary for a fair presentation of the results have been reflected for the periods presented. In the opinion of management, all disclosures
made are adequate to make the information presented not misleading.
Change in Capital Structure
As described fully in Note 7, Stockholders Equity ,
effective April 30, 2025, the Company effected a 1-for-500 reverse stock split of the shares of the Company’s common stock, followed
immediately by a 5-for-1 forward stock split of the shares of the Company’s common stock, herein referred to as the Reverse/Forward
Stock Split. All prior period share and per share amounts presented in the Consolidated Financial Statements and accompanying
notes, including, but not limited to, shares issued and outstanding, dollar amounts of common stock, capital in excess of par, and earnings/(loss)
per share, have been retroactively adjusted for all periods presented in order to reflect this change in capital structure. There were
no changes to the total number of authorized shares of common stock or their respective par values per share as a result of this change.
NOTE
2. SIGNIFICANT ACCOUNTING POLICIES
Fiscal
Year End
The
Company’s fiscal year-end is the Sunday closest to September 30. This fiscal calendar aligns the Company’s fiscal periods
closely with the seasonality of its business. The period from October through early March is geared towards maintenance and preparation
for the next busy season, which typically begins in the latter half of March through early September. The high season typically ends
after the Labor Day holiday weekend. The fiscal periods in this report are presented as follows, unless the context otherwise requires:
Fiscal
Year
Ended
Weeks
2025
September
28, 2025
52
2024
September
29, 2024
52
Seasonality
The
Company’s parks are open year-round and we experience increased seasonal attendance, typically beginning in the latter half of
March through early September, and historically have realized a significant portion of our annual park revenue during our third and
fourth fiscal quarters. The Company generated approximately 64.0 %
and 61.4 %
of our annual park revenue in the third and fourth fiscal quarters of Fiscal 2025 and Fiscal 2024,
respectively.
Accounting
Method
The
Company recognizes income and expenses based on the accrual method of accounting.
Use
of Estimates
Management
uses estimates and assumptions in preparing financial statements in accordance with GAAP. Those estimates and assumptions affect the
reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.
Actual results could vary from the estimates that were assumed in preparing these financial statements.
F- 7
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Cash
and Cash Equivalents
The
Company maintains its cash and cash equivalents with high credit quality financial institutions. The Company considers all highly liquid
financial instruments with maturities of three months or less to be cash equivalents. The Company maintains cash and cash equivalents
in deposit accounts which may at times exceed federally insured limits. As of September 28, 2025 and September 29, 2024, cash and cash
equivalents consisted of cash on deposit and money market accounts.
Short-term
Investments
The
Company periodically invests in certificates of deposit and classifies its certificates of deposit as cash and cash equivalents or short-term
investments and reassesses the appropriateness of the classification of its investments at the end of each reporting period. Certificates
of deposit held for investment with an original maturity date greater than three months are carried at amortized cost and reported as
short-term investments on the consolidated balance sheets. As of September 28, 2025 the Company had no
short-term investments. As of September 29, 2024, the Company
had $ 835,074 in
two certificates of deposit, including accrued interest, classified as short-term investments. These certificates of deposit secure lines
of credit, as detailed in Note 6, Lines of Credit .
Financial and Concentrations Risk
The Company does not have any concentration or related
financial credit risks. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits.
Accounts
Receivable
The
parks are primarily a payment upfront business, therefore, the Company typically carries limited accounts receivable balances. The
Company had accounts receivable of $ 18,293 , $ 63,784 and
$ 36,172 as of September 28, 2025, September 29, 2024 and October 1, 2023, respectively. The accounts receivable balance as of
September 29, 2024 includes a receivable in the amount of $ 50,000
for insurance proceeds from directors and officers insurance as more fully described in Note 3, Contested Proxy and Related
Matters.
Inventory
Inventory
consists of gift shop items, animal food, and concession and park supplies, and is stated at the lower of cost or net realizable
value. Cost is determined based on the first-in, first-out method. The Company maintains an inventory obsolescence reserve to reduce the carrying value of inventory for items that
are slow-moving, excess, or obsolete. The reserve is based on management’s assessment of current inventory levels, historical usage,
forecasted demand, and market conditions. Adjustments to the reserve are recorded in cost of goods sold in the period identified. The
Company recorded an inventory reserve for obsolescence in the amount of $ 49,000 as of September 28, 2025 and September 29, 2024, respectively.
Prepaid
Expenses
The
Company prepays certain expenses primarily due to contractual requirements. Prepaid expenses consisted of the following:
SCHEDULE OF PREPAID EXPENSES
September
28, 2025
September
29, 2024
Prepaid
insurance
$ 145,144
$ 272,213
Prepaid
income taxes
33,796
118,695
Prepaid
advertising and marketing
24,108
—
Other
28,630
5,400
Total
prepaid expenses
$ 231,678
$ 396,308
F- 8
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Property
and Equipment
Property
and equipment are recorded at cost, less accumulated depreciation. Additions and substantial improvements are capitalized and include
expenditures that materially extend the useful lives of the existing facilities and equipment. Maintenance and repairs that do not materially
improve or extend the useful lives of the respective assets are expensed as incurred. As of the balance sheet dates, Property and equipment,
net consisted of the following:
SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT
September
28, 2025
September
29, 2024
Depreciable
Lives
Land
6,260,506
$ 6,389,470
not
applicable
Mineral
rights
276,000
276,000
25
years
Ground
improvements
3,433,711
3,255,128
7 - 25
years
Buildings
and structures
4,938,115
4,014,706
10 - 39
years
Animal
shelters and habitats
3,766,540
3,532,143
10 - 39
years
Park
animals
1,100,472
1,236,921
5 - 25
years
Equipment
- concession and related
513,616
512,967
3 - 15
years
Equipment
and vehicles - yard and field
713,974
744,538
3 - 15
years
Vehicles
- buses and rental
355,177
307,726
3 - 5
years
Rides
and entertainment
152,156
152,156
5 - 7
years
Furniture
and fixtures
27,160
27,160
5 - 10
years
Construction
in progress
87,319
288,305
Property
and equipment, cost
21,624,746
20,737,220
Less:
Accumulated depreciation
( 6,601,516 )
( 5,907,608 )
Property
and equipment, net
$ 15,023,230
$ 14,829,612
Depreciation
is recorded using the straight-line method over the estimated useful lives of the assets, which range from three to thirty-nine years.
Depreciation expense for the years ended September 28, 2025 and September 29, 2024 totaled $ 875,600 and $ 860,772 , respectively.
Intangible
Assets
Intangible
assets consist primarily of a site master plan, website domains and tradename registrations, which are record at cost of $ 68,803 and
amortized over their estimated useful lives ranging from three 3
years to ten
years . Amortization expense was $ 10,396 and $ 11,195
for the years ended September 28, 2025 and September 29, 2024 , respectively. Accumulated amortization was $ 46,141 and $ 35,745
as of September 28, 2025 and September 29, 2024.
Scheduled future amortization of intangible assets
is as follows as of September 28, 2025:
SCHEDULE
OF FUTURE AMORTIZATION OF INTANGIBLE ASSETS
Fiscal years ending
2026
$ 10,396
2027
2,405
2028
2,405
2029
2,405
2030
2,405
Thereafter
2,646
Total
$ 22,662
Impairment
of Property and Equipment
P roperty
and equipment are subject to a review for impairment if events or changes in circumstances indicate that the carrying amount
of an asset may not be recoverable. Impairment is assessed at the individual park level which is the lowest
level of identifiable cash flows and the Company considers the estimated undiscounted cash flows over the asset’s remaining life.
If estimated undiscounted cash flows are insufficient to recover the investment, an impairment loss is recognized equal to the difference
between the estimated fair value of the asset and its carrying value, net of salvage and any costs of disposition. During Fiscal 2025
and Fiscal 2024, the Company recognized no impairment for property and equipment of the individual park locations.
Fair Value
Fair value is the price that would be received to
sell an asset or paid to transfer a liability in an orderly transaction between market participants, or an exit price. Inputs to valuation
techniques used to measure fair value may be observable or unobservable, and valuation techniques used to measure fair value should maximize
the use of relevant observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three broad levels
based on the ranks of the quality and reliability of inputs used to determine the fair values. Level 1 inputs consist of quoted prices
in active markets for identical assets or liabilities. Level 2 inputs consist of quoted prices for similar assets and liabilities in active
markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices
that are observable and market-corroborated inputs which are derived principally from or corroborated by observable market data. Level
3 inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable. A financial
instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair
value measurement.
Assets and liabilities
recognized or disclosed at fair value on a recurring basis include our term debt. As of September 29, 2024, the fair value of the
Company’s short-term investments approximated their carrying values given their remaining duration was 45 days or less. As of
September 28, 2025 and September 29, 2024, the fair value of the Company’s long-term debt was $ 3.21
million and $ 3.24
million, respectively. The measurement of the fair value of long-term debt is based upon inquiries of the financial institutions
holding the respective loans and is considered a Level 2 fair value measurement. The respective carrying values of cash and cash
equivalents, accounts receivable, accounts payable, and accrued liabilities approximate fair value because of the short maturity of
these instruments.
Other
Current Liabilities
Other
current liabilities consisted of the following:
SCHEDULE OF OTHER CURRENT LIABILITIES
September
28, 2025
September
29, 2024
Accrued
compensation
$ 178,128
$ 145,726
Accrued
professional fees
155,800
75,499
Deferred
revenue
149,286
115,950
Accrued
property taxes
106,688
67,751
Accrued
sales taxes
42,115
32,866
Accrued
interest
13,360
2,382
Other
21,866
25,981
Other
current liabilities
$ 667,243
$ 466,155
F- 9
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Revenue
Recognition
Revenue
from park admission fees is recognized at the point in time control transfers to the customer, which is generally when the customer accepts
access to the park and the Company is entitled to payment. Park admission revenue for annual season passes is deferred and recognized
as revenue on a pro-rata basis over the term of the season pass. Park admission fee revenue from advance online ticket purchases is deferred
until the customers visit the park. Advance online tickets can generally be used anytime during the one-year period from the date of
purchase. Revenue from retail and concession sales is generally recognized upon the concurrent receipt of payment and delivery of goods
to the customer. The Company excludes taxes assessed by governmental agencies from revenue, including sales-related taxes,
that are imposed on and concurrent with revenue-producing activities.
Contract Liabilities
Contract
liabilities consist of payments received in advance of the transfer of control to the customer. Deferred revenue consists of
advance online admission tickets and annual season passes paid by customers prior to performance of these services or transfer
of control of the product. The following table summarizes the deferred revenue associated with payments received in advance of the
transfer of control to the customer reported in Other current liabilities in the Consolidated Balance Sheets and amounts
recognized through Park revenue for each period presented. All deferred revenue as of September 28, 2025 is expected to be
recognized in Park revenue during Fiscal 2026 as customers visit the parks or the one-year period expires from date of purchase.
SCHEDULE
OF DEFERRED REVENUE
Fiscal 2025
Fiscal 2024
Deferred revenue beginning of period
$ 115,950
$ 143,511
Deferred revenue recognized in period
( 115,950 )
( 143,511 )
Revenue deferred in period
149,286
115,950
Deferred revenue end of period
$ 149,286
$ 115,950
Animal sales are reported as a separate revenue line
item. The Company periodically sells surplus animals created from the natural breeding process that occurs within the parks. Animal sales
are recognized at a point in time when control transfers to the customer, which is generally determined when title, ownership and risk
of loss pass to the customer, all of which generally occurs upon delivery of the animal. Based on the Company’s assessment of control
indicators, sales are recognized when animals are delivered to the customer.
The
Company provides disaggregation of revenue based on geography in Note 12, Business Segments as it believes this best depicts how
the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.
Cost of Sales
Cost of sales are comprised principally of costs of
animal food sold resale to customers to feed the animals in the drive-through safari and cost of non-resale animal food, costs of gift
shop merchandise, food service and concessions, freight and delivery costs and cost of purchased animals sold.
Selling, General and Administrative Expenses
Selling, general and administrative
expenses are comprised principally of payroll and benefit costs, advertising and marketing costs, insurance, professional fees, transaction
processing fees, utilities, outside services, vehicle expenses, park maintenance, animal expenses and other administrative expenses.
Advertising
and Marketing Expenses
Production
costs for outdoor billboards are expensed in the month they are completed. All other advertising, promotion and marketing programs
are expensed as incurred. Certain prepaid costs incurred through year end for the following fiscal year advertising programs
are included within “Prepaid expenses” in the Consolidated Balance Sheet. Advertising and marketing expenses for the
years ended September 28, 2025 and September 29, 2024 totaled $ 875,320
and $ 875,977 ,
respectively.
Stock-Based
Compensation
The
Company recognizes stock-based compensation costs on a straight-line basis over the requisite service period associated with the
grant. The Company previously awarded shares to its Board of Directors for service on the Board which vested immediately. The shares issued to the Board
were “restricted” and were not to be re-sold unless an exemption is available, such as the exemption afforded by Rule
144 promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The Company recognizes the expense
based on the fair market value at time of the grant. The Company typically awarded its annual Director compensation at the end of
each calendar year. There were no outstanding awards as of September 28, 2025 and September 29, 2024.
Transactions
with Related Parties
The
Company’s Board of Directors closely monitors and approves transactions with related parties.
A portion of the Company’s
long-term debt is secured by a cash collateral reserve of $ 2.5 million established by Focused Compounding. See Note 5, Long-term Debt . As of September 28, 2025,
Focused Compounding owned 41.27 % of the outstanding common stock of the Company. Focused Compounding is controlled by Geoffrey Gannon
and Andrew Kuhn, who are each on the Company’s Board of Directors and Mr. Gannon serves as the Company’s President.
On
September 4, 2025, Wild Animal – Georgia sold approximately 50
acres of land not used in the park operations to a management employee of the Georgia Park. The real estate purchase agreement
provided for arms-length terms and conditions, as well as a condition that the land will be used for a single-family residence and
the purchaser will not operate any business on the property that would compete with the operations of the Company. The Company
recognized a gain on the sale in the amount of $ 15,774 .
The gain is included within Other operating expenses, net in the accompanying Consolidated Statement of Operations.
F- 10
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Income
Taxes
The
Company utilizes the asset and liability method of accounting for income taxes, which requires the recognition of deferred tax assets
and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method,
deferred tax assets and liabilities are determined based on the differences between the financial reporting basis and the tax basis of
the assets and liabilities and are measured using the enacted tax rates and laws. Management periodically reviews the Company’s
deferred tax assets to determine whether their value can be realized based on available evidence. A valuation allowance is established
when management believes it is more likely than not that such tax benefits will not be realized. Changes in valuation allowances from
period to period are included in the Company’s income tax provision in the period of change.
The Company follows the guidance in FASB ASC 740 with
respect to accounting for uncertainty in income taxes. A tax position is recognized as a benefit only if it is “more-likely-than-not”
that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is
the largest amount of tax benefit that is greater than fifty percent likely of being realized on examination. For tax positions not meeting
the “more-likely-than-not” test, no tax benefit is recorded. The Company has no unrecognized tax benefits under guidance related
to tax uncertainties. Any tax penalties or interest expense will be recognized in income tax expense. No interest and penalties related
to unrecognized tax benefits were accrued as of September 28, 2025 or September 29, 2024.
Earnings (Loss) per share
The numerator for both basic and diluted EPS is
net income (loss) attributable to the Company. The denominator for basic EPS is based upon the number of weighted average
shares of the Company’s stock outstanding during the reporting periods. The denominator for diluted EPS is based upon the
number of weighted average shares of the Company’s common stock and common shares equivalent outstanding during the reporting
periods using the treasury stock method in accordance with ASC 260, Earnings per Share .
The following table summarizes the components of basic
and diluted EPS:
SCHEDULE OF EARNING
PER SHARE BASIC AND DILUTED
Fiscal 2025
Fiscal 2024
Net income (loss)
$ 1,458,083
$ ( 1,094,481 )
Basic weighted average shares outstanding
755,740
756,770
Diluted weighted average shares outstanding
755,740
756,770
Earnings (loss) per share
Basic
$ 1.93
$ ( 1.45 )
Diluted
$ 1.93
$ ( 1.45 )
Dividend
Policy
The
Company has not yet adopted a policy regarding payment of dividends.
Recently
Adopted Accounting Pronouncements
In
November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures
(“ASU 2023-07”). ASU 2023-07 requires enhanced disclosures about significant segment expenses regularly provided to
the chief operating decision maker that are included within each reported measure of segment profit or loss, and requires all annual
disclosures currently required by Topic 280 to be included in interim periods. ASU No. 2023-07 is to be applied retrospectively for
all periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim
periods within fiscal years beginning after December 15, 2024. The Company adopted ASU 2023-07 for the fiscal year ended September
28, 2025. See Note 12, Segment Reporting .
Recently
Issued Accounting Pronouncements Not Yet Adopted
In
December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which includes
requirements that an entity disclose specific categories in the rate reconciliation and provide additional information for reconciling
items that are greater than five percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income
rate. The standard also requires that entities disclose income (or loss) from continuing operations before income tax expense (or benefit)
and income tax expense (or benefit) each disaggregated between domestic and foreign. ASU 2023-09 is effective for the annual periods
beginning after December 15, 2024. The Company is currently assessing the impact of ASU 2023-09 on the Company’s consolidated financial
statement disclosures.
In
March 2024, FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU
2024-02”), which is intended to simplify the Codification and draw a distinction between authoritative and non-authoritative literature.
ASU 2024-02 is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied
on either a prospective or retroactive basis. The Company is currently assessing the impact of ASU 2024-02 on the Company’s consolidated
financial statements.
In
November 2024, FASB issued ASU 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures
(Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). Under ASU 2024-03, a public entity would
be required to disclose information about purchases of inventory, employee compensation, depreciation, intangible asset amortization,
and depletion for each income statement line item that contains those expenses. ASU 2024-03 is effective for annual reporting periods
beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. ASU 2024-03 allows for early adoption
and requires either prospective adoption to financial statements issued for reporting periods after the effective date of ASU 2024-03
or retrospectively to any or all prior periods presented in the financial statements. The Company is currently assessing the impact of
ASU 2024-03 on the Company’s consolidated financial statement disclosures.
Except
as noted, the Company does not expect recently issued accounting standards or interpretations to have a material impact on the Company’s
financial position, results of operations, cash flows or financial statement disclosures.
F- 11
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
3. CONTESTED PROXY AND RELATED MATTERS
On
December 22, 2023, Focused Compounding Fund, LP (together with the participants in its solicitation, “Focused Compounding”)
submitted documents to the Company providing notice as to a demand that the Company hold a special meeting of stockholders (the “Special
Meeting”). The Special Meeting was held for the purpose of asking stockholders to consider and vote upon five proposals, including
a proposal for the removal of all directors currently serving on the Board of Directors and a proposal for the election of a new Board
of Directors comprised entirely of Focused Compounding’s slate of three candidates. The Special Meeting was held on February 26,
2024 and Focused Compounding’s proposal to reconstitute the Board of Directors received the votes of a majority of shareholders
who voted, but not a sufficient majority for approval under Nevada law, so it did not pass.
On
January 19, 2024 following Focused Compounding’s submission to the Company, the Company adopted a rights plan (the “Rights
Plan”), which provided, among other things, that if specified events occurred, the Company’s stockholders would be entitled
to purchase additional shares of the Company’s common stock. On January 18, 2025, the Rights Plan expired pursuant to its terms.
On
March 1, 2024, Focused Compounding filed a Complaint in the Eighth Judicial District Court of Clark County against the Company and each
of the members of its Board of Directors, alleging that the defendants were contemplating efforts to entrench themselves as members of
the Board.
On
June 6, 2024 the Company held its annual meeting of stockholders (the “2024 Annual Meeting”). The purpose of the 2024 Annual
Meeting was for the Company’s stockholders to elect seven nominees to serve on the Company’s Board of Directors (the “Board”),
as well as consider additional proposals. The Company and Focused Compounding each submitted proxies soliciting the Company’s stockholders
to vote for their respective proposed director nominees. The nominees for director included six nominees proposed by the Company and
four nominees proposed by Focused Compounding. At the 2024 Annual Meeting, the Company’s stockholders elected four nominees proposed
by Focused Compounding and three nominees proposed by the Company.
On
June 14, 2024, the Company announced that Lisa Brady stepped down as its President and Chief Executive Officer, and the Company’s
Board had appointed Geoffrey Gannon as the Company’s President. Mr. Gannon is also the Portfolio Manager at Focused Compounding.
The Company engaged legal counsel specializing in activist stockholder matters, as well as
several other consultants, during this proxy contest. Contested proxy and related matters, net was a credit of $ 670,814
for the year ended September 28, 2025 compared to contested proxy and related matters expense, net of $ 2.04
million for the year ended September 29, 2024. The $ 670,814
credit for the year ended September 28, 2025 included $ 567,157
of insurance proceeds received under the Company’s directors and officers insurance related to this matter. These proceeds were used to pay
certain legal bills associated with the contested proxy and related matters. In addition, a credit of $ 103,657
was recognized from the reversal of previously accrued contested proxy legal fees that were waived as part of the full settlement of
outstanding invoices.
NOTE
4. TORNADO EXPENSES AND ASSET WRITE-OFFS
In
March 2023, the Company’s Georgia Park experienced extensive damage, caused by an EF-3 tornado and over nine inches of rain,
resulting in more than 4,500 fallen trees and damage to many of the animal enclosures, fencing and other park infrastructure. The
walkabout adventure zoo portion of the property was particularly hard hit. The Georgia Park was closed for
20 days, including for most of its traditionally busy Spring Break period, which has historically accounted for approximately 10 %- 15 %
of the Georgia Park’s annual revenue. The drive-through safari section of the Georgia Park reopened on April 15, 2023. The
walkabout adventure zoo portion of the park reopened in phases, starting with the first phase on May 2, 2023.
As
part of the severe weather and tornado damage rebuilding projects, the Company completed capital expenditures of approximately
$ 60,000
and incurred approximately $ 197,000
for construction in progress of the restroom facility replacement during the year ended September 29, 2024. The Company incurred
approximately $ 594,000 of additional capital expenditures to complete the restroom facility replacement during the year ended
September 28, 2025. The restroom facility was placed in service in February 2025 right before the start of the busy Spring Break
period.
While
no severe weather and tornado related expenses or asset write-offs were recorded during the year ended September 29, 2024, the Company
received the final insurance proceeds of $ 53,755 .
F- 12
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
5. LONG-TERM DEBT
On June
18, 2021 , through our wholly owned
subsidiary Wild Animal – Georgia, we completed a refinancing transaction with Synovus Bank. The 2021 Term Loan included an
original principal amount of $ 1.95 million.
The 2021 Term Loan bears interest at a rate of 3.75 %
per annum and is payable
in monthly installments of approximately
$ 26,480 ,
based on a seven-year amortization period. The 2021 Term Loan has a maturity date of June
18, 2028 . The 2021 Term Loan is secured by a
security deed on the assets of Wild Animal – Georgia. We paid a total of approximately $ 1,514 in
fees and expenses in connection with the 2021 Refinancing. The outstanding balance of the 2021 Term Loan was $ 0.83
million and $ 1.11 million as of September
28, 2025 and September 29, 2024, respectively.
On April
27, 2020 , through our wholly owned
subsidiary Aggieland-Parks Inc., we acquired Aggieland Wild Animal – Texas. In part, this acquisition was financed with the 2020
Term Loan from First Financial Bank
(“First Financial”). The 2020 Term Loan in the original principal amount of $ 5.0 million from First Financial is secured
by substantially all the Aggieland Wild Animal – Texas assets, as well as guarantees from the Company and its subsidiaries.
The 2020 Term Loan had an interest rate of 5.0 %
per annum, had a maturity date of April
27, 2031 , and required interest only monthly
payments through April 2021. The 2020 Term Loan required monthly payments of approximately $ 53,213 beginning
in May 2021. We paid a total of approximately $ 62,375 in
fees and expenses in connection with the 2020 Term Loan. On June 30, 2021, the Company used the incremental proceeds of the 2021
Term Loan, combined with additional funds, to pay down $ 1.0 million
against the 2020 Term Loan, which had an outstanding balance of $ 2.39
million as of September 29, 2024. On
September 30, 2024, the 2020 Term Loan with First Financial was fully paid off with the proceeds of the 2025 Term Loan.
On September
30, 2024 , Aggieland-Parks, Inc. completed a
refinancing transaction for the 2025 Term Loan with Cendera Bank N.A. The 2025 Term Loan provided an original principal amount of
$ 2.5 million,
the proceeds of which were used to repay all the indebtedness under the 2020 Term Loan and bears interest at a daily adjusted rate
equal to the Prime Rate minus 0.5 %.
The initial interest rate was 7.25 %. As of September 28, 2025 the effective interest rate was at 6.75 %. The
2025 Term Loan has a term of 10 years, with a 15-year amortization, and a balloon payment of the outstanding principal balance due
September 30, 2034. The initial monthly loan
payment was $ 23,200
and has been reduced with the decrease in the effective interest rate to $ 22,277 as of September 28, 2025. Aggieland-Parks,
Inc., paid approximately $ 60,716 of
fees and expenses in connection with the 2025 Term Loan. The outstanding balance of the 2025 Term Loan was $ 2.41 million as of September 28, 2025.
The 2025 Term Loan is secured by substantially all the assets of
Aggieland-Parks, Inc., as well as a cash collateral reserve of $ 2.5 million
established by Focused Compounding Fund, LP, with Cendera Bank N.A. Geoffrey Gannon and Andrew Kuhn control Focused Compounding Fund, LP,
and each serves on the Board of the Company, and Mr. Gannon serves as the Company’s President. Focused Compounding did not receive a
fee or any other benefit in connection with establishing the above-described cash collateral reserve. See Note 5, Long-term Debt to the Consolidated Financial Statements.
Interest
expense of $ 219,341
and $ 229,244 for the
years ended September 28, 2025 and September 29, 2024, respectively, includes amortization of debt issuance costs of $6,072 and
$48,219, respectively. Amortization of debt issuance costs for the year ended September 29, 2024
includes $ 37,331
attributed to the write off of the unamortized balance of the 2020 Term Loan debt issuance costs and $ 5,000
of line-of-credit fee amortization.
The
following table represents the aggregate of the Company’s outstanding long-term debt:
SCHEDULE OF OUTSTANDING LONG TERM DEBT
September
28, 2025
September
29, 2024
Loan
principal outstanding
$ 3,240,788
$ 3,498,535
Less:
unamortized debt issuance costs
( 55,240 )
( 812 )
Gross
long-term debt
3,185,548
3,497,723
Less
current portion of long-term debt
( 397,830 )
( 809,892 )
Long-term
debt, net
$ 2,787,718
$ 2,687,831
As
of September 28, 2025, the scheduled future principal maturities, by fiscal year, are as follows:
SCHEDULE OF MATURITIES OF LONG-TERM DEBT
Fiscal years ending
2026
$ 397,830
2027
415,605
2028
355,250
2029
129,526
2030
138,674
Thereafter
1,803,903
Total
$ 3,240,788
F- 13
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
6. LINES OF CREDIT
On
October 19, 2023, the Company, through its wholly owned subsidiary Aggieland Wild Animal – Texas, entered a line of credit of up
to $ 350,000 with First Financial (the “2023 First Financial LOC”). The 2023 First Financial LOC matured on October 11, 2024
and carried an interest rate of 5.6 % on any utilized portion. The 2023 First Financial LOC was secured by a $ 350,000 certificate of deposit
issued by First Financial, which also matured on October 11, 2024 and paid an effective interest rate of 3.6 %. The Company paid a $ 500
origination fee for the 2023 First Financial LOC. The Company did not renew with 2023 First Financial LOC when the underlying certificate
of deposit matured and the proceeds from the certificate of deposit were transferred to the Aggieland Wild Animal – Texas operating
account.
On
October 24, 2023, the Company, through its wholly owned subsidiary Wild Animal – Georgia, entered a line of credit of up to $ 450,000
with Synovus (the “2023 Synovus LOC”). The 2023 Synovus LOC matured on October 24, 2024 and carried an interest rate of 7.75 %
on any utilized portion. The 2023 Synovus LOC was secured by a $ 450,000 certificate of deposit issued by Synovus, which matured on November
13, 2024 and paid an effective interest rate of 5.25 %. The Company paid a $ 4,500 origination fee for the 2023 Synovus LOC. The Company
did not renew with 2023 Synovus LOC when the underlying certificate of deposit matured and the proceeds from the certificate of deposit
transferred to in the Wild Animal – Georgia operating account.
As
of September 29, 2024 and through their respective maturities, the Company had not made any borrowings against either of these lines
of credit. Interest expense for the years ended September 28, 2025 and September 29, 2024, includes none and $ 5,000 of line of credit
fee amortization, respectively.
NOTE
7. STOCKHOLDERS’ EQUITY
Common
Stock
At
the annual shareholder meeting held on March 7, 2025, the stockholders voted to approve the amendments to the Company’s Articles
of Incorporation to effect a 1 for 500 reverse stock split of the Company’s common stock followed immediately by an amendment to
the Company’s Restated Articles of Incorporation to effect a 5 for 1 forward stock split of the Company’s Common Stock, herein
referred to as the Reverse/Forward Stock Split.
On
April 1, 2025, the Board of Directors authorized the implementation of the Reverse/Forward Stock Split.
On
April 10, 2025, the Company filed a certificate of amendment to the Company’s Articles of Incorporation (“Charter”)
with the Secretary of State of the State of Nevada to effect a 1-for-500 reverse stock split of the shares of the Company’s common
stock, par value $ 0.001 per share followed immediately by the filing of a certificate of amendment to the Charter with the Secretary
of State of the State of Nevada to effect a 5-for-1 forward stock split of the Company Common Stock.
The
immediate goal of the Reverse/Forward Stock Split was to reduce excessive administrative costs associated with having a disproportionately
large number of stockholders who owned relatively few shares.
No fractional shares were issued in connection with the Reverse/Forward Stock Split. Instead, the Company paid cash (without interest)
to any stockholder who would be entitled to receive a fractional share as a result of the Reverse/Forward Stock Split as follows:
(i)
Stockholders
who held fewer than 500 shares immediately prior to the Reverse Stock Split were paid in cash (without interest) an amount equal
to such number of shares of Company Common Stock held multiplied by the average of the closing sales prices of the Company Common
Stock quoted on the National Quotation Bureau pink sheets for the five consecutive trading days immediately preceding the Effective
Date of the Reverse Stock Split ; and
(ii)
Any
remaining stockholders who would have been entitled to receive fractions of a share as a result of the Reverse/Forward Stock Split
were paid in cash (without interest) an amount equal to such fractions multiplied by the average of the closing sales prices of the
Company Common Stock quoted on the National Quotation Bureau pink sheets for the five consecutive trading days immediately preceding
the effective date of the Reverse/Forward Stock Split (with such average closing sales prices being adjusted to give effect to the
Reverse/Forward Stock Split).
All
prior period outstanding share amounts and per share amounts have been adjusted to reflect the Reverse/Forward Stock Split that became
effective on April 30, 2025.
Stock-based
compensation
Shares
of common stock issued for service to the Company are valued based on market price on the date of the award and vest immediately.
On
December 4, 2023, the Company declared its annual compensation award to seven directors for their service on the Board of Directors.
Seven directors were awarded $ 10,000
each and three directors received a total of $ 10,000
for serving as committee chairpersons and as a non-employee officer, with such compensation to be paid all in shares of the
Company’s common stock, all in cash or a combination thereof, at each director’s election. Five directors elected to
receive compensation in all shares and two directors elected to receive compensation in all cash. Based on the closing stock price
on December 4, 2023, a total of 2,091
shares were issued and immediately vested on February 2, 2024. The total compensation award cost of $ 80,000 ,
comprised of $ 57,500
in stock-based compensation and $ 22,500
of cash payments, was recorded for the year ended September 29, 2024. These costs are included within Selling, general and
administrative expenses in the Consolidated Statements of Operations.
Officers,
directors and their controlled entities own approximately 42.36 % of the outstanding common stock of the Company as of September 28,
2025.
F- 14
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
8. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES
Loan
Guarantee by Focused Compounding
The
2025 Term Loan with Cendera Bank is secured by substantially all the assets of Aggieland-Parks, Inc., as well as a cash collateral
reserve of $ 2.5 million established by Focused Compounding. See Note 5, Long Term Debt for additional
information regarding the 2025 Term Loan. As of September 28, 2025, Focused Compounding owned 41.27 % of the outstanding common stock
of the Company. Focused Compounding is controlled by Geoffrey Gannon and Andrew Kuhn, who are each on the Company’s Board of
Directors and Mr. Gannon serves as the Company’s President.
Land
Sale
On
September 4, 2025, Wild Animal – Georgia sold approximately 50 acres of land not used in the park operations to a management
employee of the Georgia Park. The real estate purchase agreement provided for arms-length terms and conditions, as well as a
condition that the land will be used for a single-family residence and the purchaser will not operate any business on the property
that would compete with the operations of the Company. The Company recognized a gain on the sale in the amount of $ 15,774 .
The gain is included within Other operating expenses, net in the accompanying Consolidated Statement of Operations.
F- 15
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025
NOTE
9. INCOME TAXES
The Company reported income
(loss) before income taxes in the amount of $ 1,920,309
and $( 1,479,797 )
for the year ended September 28, 2025 and September 29, 2024, respectively.
The components of the provision
for (benefit from) income taxes consisted of the following:
SCHEDULE OF PROVISION FOR INCOME TAX
September
28, 2025
September
29, 2024
For
the year ended
September
28, 2025
September
29, 2024
Current:
Federal
$ 5,658
$ ( 1,610 )
State
11,655
4,635
Total
current
17,313
3,025
Deferred:
Federal
370,402
( 290,287 )
State
74,511
( 98,054 )
Total
deferred
444,913
( 388,341 )
Total provision (benefit)
$ 462,226
$ ( 385,316 )
A reconciliation of the federal corporate income tax rate and the effective tax rate on income (loss) before income taxes consists of the following:
SCHEDULE
OF FEDERAL CORPORATE STATUTORY INCOME TAX RATE AND THE EFFECTIVE RATE
September
28, 2025
September
29, 2024
For
the year ended
September
28, 2025
September
29, 2024
Federal
statutory rate
21.0 %
21.0 %
State
taxes, net of federal benefit
4.3
4.3
Non-deductible
expenses
0.1
( 0.1 )
Permanent differences
( 0.5 )
—
Change
in valuation allowance
( 0.8
)
0.7
Other
—
0.1
Effective
income tax rate
24.1 %
26.0 %
Deferred tax assets and
liabilities arise from temporary differences between financial reporting and tax reporting bases of assets and liabilities, and
operating loss carryforwards for tax purposes. The components of deferred income tax assets and liabilities are as follows:
SCHEDULE
OF DEFERRED INCOME TAX ASSETS AND LIABILITIES
September
28, 2025
September
29, 2024
Deferred
tax assets (liabilities)
Net
operating loss carryforwards
$ 1,314,603
$ 1,388,557
Accrued
liabilities
40,809
266,269
Inventory
11,711
—
Property
and equipment
( 1,571,584 )
( 1,397,861 )
Intangibles
assets
( 267 )
( 2,434 )
Valuation
allowance
( 84,173 )
( 98,519 )
Net deferred tax (liability) asset
$ ( 288,901 )
$ 156,012
GAAP
requires a valuation allowance be recorded against a deferred tax asset (liability) if it is more likely than not that the tax
benefit associated with the asset will not be realized in the future. As shown in the table above, the Company had a valuation
allowance of $ 84,173
and $ 98,519
as of September 28, 2025 and September 29, 2024, respectively. This valuation allowance is based on the Company’s State of
Missouri net operating loss carryforwards totaling $ 2.66
million as of September 28, 2025, which expire in varying amounts from 2030 through 2045. While significantly improved during the
year ended September 28, 2025, due to the Company’s history of losses in the State of Missouri, the Company has established a
full valuation allowance against the related net operating loss carryforward asset as of September 28, 2025 and September 29, 2024, respectively.
F- 16
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
9. INCOME TAXES (CONTINUED)
The
Company had net operating loss carryforwards available for federal and State of Georgia tax purposes of $ 5.64
million and $ 1.10 million ,
respectively, as of September 28, 2025. Each of these has an indefinite carryforward period; however, each is limited to offset 80 %
of taxable income any period applied.
The
Company follows guidance issued by the FASB ASC 740 with respect to accounting for uncertainty in income taxes. A tax position is recognized
as a benefit only if it is “more-likely-than-not” that the tax position would be sustained in a tax examination, with a tax
examination being presumed to occur. The amount recognized is the largest amount of tax benefit that is greater than fifty percent likely
of being realized on examination. For tax positions not meeting the “more-likely-than-not” test, no tax benefit is recorded.
The Company has no unrecognized tax benefits under guidance related to tax uncertainties. The Company does not anticipate its unrecognized
tax benefits will significantly change in the next twelve months. Any tax penalties or interest expense will be recognized in income
tax expense. No interest and penalties related to unrecognized tax benefits were accrued as of September 28, 2025 and September 29, 2024.
The
Company and one of its subsidiaries files income tax returns in the U.S. federal jurisdiction and various state jurisdictions. The Company
is open to federal and state tax audits until the applicable statute of limitations expire; however, the Company currently has no federal
or state income tax examinations underway. The tax years 2021 through 2024 remain open to examination by the major taxing jurisdictions
in which the Company and its subsidiaries operate.
NOTE
10. COMMITMENTS AND CONTINGENCIES
On
December 16, 2022, the Company received notice that on August 10, 2022 a former employee of Aggieland Wild Animal – Texas, filed
a Complaint in the 361st District Court of Brazos County, Texas (case no. 22-001839-CV-361), alleging the Company and Aggieland-Parks,
Inc. committed several instances of employment discrimination. The Complaint sought unspecified economic, compensatory and punitive damages,
as well as attorney’s fees and costs. On June 3, 2024, the Company and the former employee entered into a settlement agreement
and mutual release of claims related to this matter and the Company paid the former employee $ 75,000 .
On
March 1, 2024, Focused Compounding Fund, LP (“Focused Compounding”) filed a Complaint in the Eighth Judicial District Court
of Clark County, Nevada (case no. A-24-888295-B) against the Company and each of the members of its Board of Directors, alleging that
the defendants were contemplating efforts to entrench themselves as members of the Board of Directors. Simultaneously with filing its
Complaint, Focused Compounding sought a Preliminary Injunction that would require the Company and its Directors to take various actions.
On June 20, 2024, Focused Compounding, the Company and the named defendants agreed to a stipulation dismissing with prejudice any and
all claims by and between the parties outlined in the initial Complaint in light of the results of the Company’s annual meeting
of stockholders held on June 6, 2024. See Note 3, Contested Proxy and Related Matters for additional information.
Except
as noted above, the Company is not a party to any pending legal proceedings, nor is its property the subject of a pending legal proceeding,
that is not in the ordinary course of business or otherwise material to the financial condition of its business. None of the Company’s
directors, officers or affiliates is involved in a proceeding adverse to its business or has a material interest adverse to its business.
F- 17
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025
NOTE 11. MAJOR VENDORS
The Company has two major vendors, exclusive to the
Georgia Park, that accounted for approximately 24.8 % of cost of sales for the year end September 28, 2025. The Company had one major vendor, exclusive to the Georgia Park, that accounted for approximately 10.2 % of cost
of sales for the year ended September 29, 2024. The Company expects to maintain
relationship with these vendors but would have replacements available if ties to these two suppliers were discontinued.
NOTE
12. BUSINESS SEGMENTS
The
Company identifies our operating segments to be the individual parks: Georgia Park, Missouri Park and Texas Park and operates in three
reportable segments.
Management
reviews operating results, evaluates performance and makes operating decisions, including allocating resources, on a park-by-park basis.
Discrete financial information and operating results are prepared at the individual park level for use by the President and Chief Executive
Officer, who is the Chief Operating Decision Maker (“CODM”) of the Company. The CODM uses segment operating income/(loss),
defined as park earnings before interest, taxes, depreciation and amortization, and free cash flow as the reportable segment profitability
measure to assess performance and allocate resources.
Significant
segment expenses are expenses which are regularly provided to the CODM and are included in segment operating income/(loss). These consist
of segment cost of animal food, merchandise and food, other revenue driven costs, personnel costs, advertising and marketing and all other segment expenses. Segment
cost of sales includes cost of animal feed and cost of gift shop merchandise, food and concessions. Other revenue driven costs include
credit card fees and other revenue processing fees. Personnel costs include fixed and variable wages, benefits costs and employer payroll
taxes. Other segment expenses include animal expenses, park and vehicle maintenance, insurance, utilities, outside services, operating
supplies and other miscellaneous expenses. The Company does not allocate corporate expenses to our segments.
The
following tables set forth, for the periods indicated, certain segment information the Company’s reportable segments:
SCHEDULE OF REVENUE BY REPORTING SEGMENTS
Georgia
Park
Missouri
Park
Texas
Park
Total
Fiscal
Year Ended September 28, 2025
Georgia
Park
Missouri
Park
Texas
Park
Consolidated
Total
revenue
$ 5,917,423
$ 2,189,656
$ 2,364,496
$ 10,471,575
Less
significant expense categories (1) :
Cost
of animal food, merchandise and food (1)
789,293
232,363
304,204
1,325,860
Other
revenue driven costs (1) (2)
115,195
43,081
47,492
205,768
Personnel
costs (1) (3)
1,377,831
726,050
688,096
2,791,977
Advertising
and marketing (1)
301,687
240,204
333,429
875,320
Other
segment expenses (1) (4)
1,077,753
372,367
453,578
1,903,698
Segment
income
$ 2,255,664
$ 575,591
$ 537,697
$ 3,368,952
Segment
operating income as percentage of total revenue
38.1 %
26.3 %
22.7 %
32.2 %
Georgia
Park
Missouri
Park
Texas
Park
Total
Fiscal
Year Ended September 29, 2024
Georgia
Park
Missouri
Park
Texas
Park
Consolidated
Total
revenue
$ 5,960,259
$ 2,036,280
$ 1,915,721
$ 9,912,260
Less
significant expense categories (1):
Cost
of animal food, merchandise and food (1)
747,473
276,729
388,476
1,412,678
Other
revenue driven costs (1) (2)
158,815
46,632
46,729
252,176
Personnel
costs (1) (3)
1,328,979
659,088
653,428
2,641,495
Advertising
and marketing (1)
340,586
225,087
310,304
875,977
Other
segment expenses (1) (4)
1,089,527
371,525
443,863
1,904,915
Segment
income
$ 2,294,879
$ 457,219
$ 72,921
$ 2,825,019
Segment
operating income as percentage of total revenue
38.5 %
22.5 %
3.8 %
28.5 %
(1) The significant
expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(2) Other revenue driven costs include credit
card fees and other revenue processing costs driven by sales volume.
(3) Personnel costs include fixed
and variable wages, benefits and employer taxes.
(4) Other segment expenses include all
other operating expenses, including animal expenses, park and vehicle maintenance, insurance, utilities, outside services, operating
supplies and other miscellaneous expenses.
F- 18
PARKS!
AMERICA, INC. and SUBSIDIARIES
NOTES
TO THE CONSOLIDATED FINANCIAL STATEMENTS
September
28, 2025 and September 29, 2024
NOTE
12. BUSINESS SEGMENTS (CONTINUED)
The
table below sets forth, for the periods indicated, a reconciliation of reporting consolidated segment income to Income before income
taxes:
SCHEDULE
OF RECONCILIATION OF REPORTING SEGMENT INCOME TO INCOME BEFORE INCOME TAXES
September
28, 2025
September
29, 2024
Fiscal
Years Ended
September
28, 2025
September
29, 2024
Consolidated
segment income
$ 3,368,952
$ 2,825,019
Less:
Unallocated
corporate expenses (1)
1,063,397
1,211,764
Depreciation
and amortization
885,996
871,967
Contested
proxy and related matters, net
( 670,814 )
2,040,810
Tornado
expenses and write-offs, net
—
( 53,755 )
Legal
settlement
—
75,000
Other
operating expenses, net
29,296
62,734
Other
(income), net
( 78,573 )
( 132,948 )
Interest
expense
219,341
229,244
Income
(loss) before income taxes
$ 1,920,309
$ ( 1,479,797 )
(1)
Unallocated
corporate expenses include corporate personnel costs, director fees and compensation, directors and officers insurance, computer
software and services, professional fees and public company related expenses.
Additional
Segment Data
SCHEDULE OF ADDITIONAL SEGMENT DATA
September
28, 2025
September
29, 2024
Fiscal
Years Ended
September
28, 2025
September
29, 2024
Depreciation
and amortization:
Georgia
Park
$ 396,987
$ 357,522
Missouri
Park
218,429
231,734
Texas
Park
268,923
281,055
Corporate
1,657
1,656
Total
depreciation and amortization
$ 885,996
$ 871,967
September
28, 2025
September
29, 2024
Fiscal
Years Ended
September
28, 2025
September
29, 2024
Capital
expenditures:
Georgia
Park
$ 1,038,800
$ 593,515
Missouri
Park
116,538
100,428
Texas
Park
121,484
213,012
Total
capital expenditures
$ 1,276,822
$ 906,955
September
28, 2025
September
29, 2024
As
of
September
28, 2025
September
29, 2024
Total
assets:
Georgia
Park
$ 8,043,972
$ 7,520,918
Missouri
Park
3,299,882
3,399,324
Texas
Park
8,135,982
7,812,661
Corporate
19,606
461,168
Total assets
$ 19,499,442
$ 19,194,071
Total assets
$ 19,499,442
$ 19,194,071
F- 19