Item 1. Financial Statements
Item
1. Financial Statements (unaudited)
RANGE
IMPACT, INC.
CONSOLIDATED
FINANCIAL STATEMENTS
(Unaudited)
CONSOLIDATED
UNAUDITED BALANCE SHEETS AS OF SEPTEMBER 30, 2024 AND DECEMBER 31, 2023
4
CONSOLIDATED
UNAUDITED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND SEPTEMBER 30, 2023
5
CONSOLIDATED
UNAUDITED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND
SEPTEMBER 30, 2023
6
CONSOLIDATED
UNAUDITED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024 AND SEPTEMBER 30, 2023
7
NOTES
TO THE CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
8
3
RANGE
IMPACT, INC.
CONSOLIDATED
BALANCE SHEETS
September
30, 2024
(unaudited)
December
31, 2023
Assets
Current
Assets
Cash
and cash equivalents
$ 244,586
$ 2,176,581
Accounts
receivable
4,133,776
7,185,411
Contract
assets
697,039
247,310
Prepaid
expenses
29,975
115,324
Current
assets of discontinued operations
-
219
Total
current assets
5,105,376
9,724,845
Long-term
Assets
Property
and equipment, net of accumulated depreciation
4,585,235
13,301,902
Goodwill
751,421
751,421
Deposits
-
1,442
Long
term assets of discontinued operations
-
8,534
Total
long-term assets
5,336,656
14,063,299
Total
Assets
$ 10,442,032
$ 23,788,144
Liabilities
and Stockholders’ Equity
Current
Liabilities
Accounts
payable
$ 1,099,753
$ 3,714,014
Line
of credit
2,100,000
2,400,000
Current
portion of long-term debt
1,458,215
2,755,792
Accrued
expenses
112,101
101,283
Total
current liabilities
4,770,069
8,971,089
Long-term
Liabilities
Long-term
debt, net of current portion
2,403,824
5,250,027
Total
long-term debt
2,403,824
5,250,027
Total
liabilities
7,173,893
14,221,116
Stockholders’
Equity
Common
stock, par value $ 0.001 per share; 1,000,000,000 shares authorized; 104,727,189 and 101,023,485 shares issued and outstanding, respectively
104,727
101,023
Additional
paid-in-capital
57,605,070
56,547,804
Accumulated
deficit
( 54,441,658 )
( 47,081,799 )
Total
stockholders’ equity
3,268,139
9,567,028
Total
Liabilities and Stockholders’ Equity
$ 10,442,032
$ 23,788,144
See
accompanying notes to the consolidated financial statements.
4
RANGE
IMPACT, INC.
CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited)
2024
2023
2024
2023
Three
Months Ended
September
30,
Nine
Months Ended
September
30,
2024
2023
2024
2023
Revenues
$ 2,171,655
$ 5,455,633
$ 8,431,286
$ 12,468,787
Cost
of services
2,564,583
2,597,867
8,954,289
8,116,918
Gross
profit (loss)
( 392,928 )
2,857,766
( 523,003 )
4,351,869
Operating
expenses:
General
and administrative
473,942
1,057,055
2,115,542
2,419,001
Total
operating expenses
473,942
1,057,055
2,115,542
2,419,001
Income
(loss) from operations
( 866,870 )
1,800,711
( 2,638,545 )
1,932,868
Other
income (expense):
Gain
on bargain purchase
-
1,875,150
-
1,875,150
Other
income
33,586
4,621
52,176
4,621
Loss
on sale of fixed assets
( 3,751,680 )
-
( 3,751,680 )
-
Interest
expense
( 155,404 )
( 135,467 )
( 496,322 )
( 244,101 )
Total
other income (expense)
( 3,873,498 )
1,744,304
( 4,195,826 )
1,635,670
Income
(loss) from continuing operations before income taxes
( 4,740,368 )
3,545,015
( 6,834,371 )
3,568,538
Income
tax expense attributable to continuing operations
2,955
-
59,555
-
Income
(loss) from continuing operations
( 4,743,323 )
3,545,015
( 6,893,926 )
3,568,538
Loss
from discontinued operations
( 177,015 )
( 140,840 )
( 465,933 )
( 354,461 )
Net
income (loss)
$ ( 4,920,338 )
$ 3,404,175
$ ( 7,359,859 )
$ 3,214,077
Net
income (loss) per share – basic and diluted from continuing operations
$ ( 0.05 )
$ 0.04
$ ( 0.07 )
$ 0.04
Weighted
average number of common shares outstanding – basic and diluted
103,148,561
83,531,308
102,442,788
80,742,455
Net income (loss) per share – basic and diluted from discontinued operations
$ 0.00
$ 0.00
$ 0.00
$ 0.00
Weighted average number of common shares outstanding – basic and diluted
103,148,561
83,531,308
102,442,788
80,742,455
See
accompanying notes to the consolidated financial statements.
5
RANGE
IMPACT, INC.
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)
(Unaudited)
Number
of Shares
Amount
Paid-in
Capital
Accumulated
Deficit
Total
Three
Months Ended September 30, 2024
Common
Stock
Additional
Number
of Shares
Amount
Paid-in
Capital
Accumulated
Deficit
Total
Balance
as of June 30, 2024
104,727,189
$ 104,727
$ 57,600,580
$ ( 49,521,320 )
$ 8,183,987
Shares
issued for cash
-
-
-
-
-
Stock
based compensation
-
-
4,490
-
4,490
Net
loss
-
-
-
( 4,920,338 )
( 4,920,338 )
Balance
as of September 30, 2024
104,727,189
$ 104,727
$ 57,605,070
$ ( 54,441,658 )
$ 3,268,139
Three
Months Ended September 30, 2023
Common
Stock
Additional
Number
of Shares
Amount
Paid-in
Capital
Accumulated
Deficit
Total
Balance
as of June 30, 2023
80,850,148
$ 80,850
$ 53,517,367
$ ( 50,402,952 )
$ 3,195,265
Shares
issued for cash
6,666,667
6,667
993,333
-
1,000,000
Fair
value of vested stock options
-
-
17,830
-
17,830
Net
income
-
-
-
3,404,175
3,404,175
Balance
as of September 30, 2023
87,516,815
$ 87,517
$ 54,528,530
$ ( 46,998,777 )
$ 7,617,270
Nine
Months Ended September 30, 2024
Common
Stock
Additional
Number
of Shares
Amount
Paid-in
Capital
Accumulated
Deficit
Total
Balance
as of December 31, 2023
101,023,485
$ 101,023
$ 56,547,804
$ ( 47,081,799 )
$ 9,567,028
Shares
issued for cash
3,703,704
3,704
996,296
-
1,000,000
Stock
based compensation
-
-
60,970
-
60,970
Net
loss
-
-
-
( 7,359,859 )
( 7,359,859 )
Balance
as of September 30, 2024
104,727,189
$ 104,727
$ 57,605,070
$ ( 54,441,658 )
$ 3,268,139
Nine
Months Ended September 30, 2023
Common
Stock
Additional
Number
of Shares
Amount
Paid-in
Capital
Accumulated
Deficit
Total
Balance
as of December 31, 2022
78,116,814
$ 78,117
$ 53,074,180
$ ( 50,212,854 )
$ 2,939,443
Balance
78,116,814
$ 78,117
$ 53,074,180
$ ( 50,212,854 )
$ 2,939,443
Shares
issued for cash
9,400,001
9,400
1,400,600
-
1,410,000
Fair
value of vested stock options
-
-
53,750
-
53,750
Net
income
-
-
-
3,214,077
3,214,077
Net
income (loss)
-
-
-
3,214,077
3,214,077
Balance
as of September 30, 2023
87,516,815
$ 87,517
$ 54,528,530
$ ( 46,998,777 )
$ 7,617,270
Balance
87,516,815
$ 87,517
$ 54,528,530
$ ( 46,998,777 )
$ 7,617,270
See
accompanying notes to the consolidated financial statements.
6
RANGE
IMPACT, INC.
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(Unaudited)
2024
2023
Nine
Months Ended September 30,
2024
2023
Cash
flows from operating activities:
Net
income (loss)
$ ( 7,359,859 )
$ 3,214,077
Adjustments
to reconcile net loss to net cash (used in) operating activities:
Gain
on bargain purchase
-
( 1,875,150 )
Net
loss on Collins Building asset disposal
3,043,799
-
Net loss on sale of assets
707,881
-
Gain
on disposition of business
( 100 )
-
Fair
value of vested stock options
60,970
53,750
Depreciation
1,594,152
1,069,845
Changes
in operating assets and liabilities:
Accounts
receivable
3,024,835
( 1,915,848 )
Unbilled
receivables
26,800
( 49,148 )
Contract
assets
( 449,729 )
-
Prepaid
expenses and other current assets
85,349
( 102,198 )
Accounts
payable
( 2,614,262 )
690,475
Accrued
expenses
10,818
-
Deposits
1,442
( 11,084 )
Deposits
from discontinued operations
8,534
-
Net
cash (used in) operating activities
( 1,859,370 )
1,074,719
Cash
flows from investing activities:
Equipment
purchases
-
( 1,134,417 )
Cash
paid in consideration for Collins Building acquisition
-
( 1,000,000 )
Long-term
debt issued for Collins Building acquisition
-
( 4,035,250 )
Net
proceeds from sale of assets
270,000
-
Net
insurance proceeds from casualty loss
160,000
-
Net
proceeds from disposition of Graphium Biosciences
100
-
Cash
paid for acquisition of land
-
( 976,858 )
Net
cash provided by (used in) investing activities
430,100
( 7,146,525 )
Cash
flows from financing activities:
Issuance
of shares for cash
1,000,000
1,410,000
Proceeds
from notes issued in acquisition of Collins Building
-
4,035,250
Proceeds
from long-term debt
-
383,202
Repayment
of long-term debt
( 1,202,944 )
( 1,072,729 )
Proceeds
from (repayment of) line of credit
( 300,000 )
1,900,000
Net
cash provided by (used in) financing activities
( 502,944 )
6,655,723
Net
increase (decrease) in cash and cash equivalents
( 1,932,214 )
583,917
Cash
and cash equivalents - beginning of period
2,176,800
442,369
Cash
and cash equivalents - end of period
$ 244,586
$ 1,026,286
Supplemental
disclosure of cash flow information:
Cash
paid during the period for:
Interest
$ 43,303
$ 244,101
Supplemental schedule of Non-Cash Investing and Financing Activities:
Debt forgiveness related to Collins Building asset disposal
$ 2,940,836
$ -
See
accompanying notes to the consolidated financial statements.
7
RANGE
IMPACT, INC.
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
THREE
AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(Unaudited)
1.
BUSINESS OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Range
Impact, Inc. (the “Company”, “we”, “us”, or “our”), was incorporated in the State of
Nevada on June 29, 2007.
Originally
founded in 2007 as Legend Mining Inc., the Company began operations as a mineral extraction exploration business. In 2011, the Company
changed its name to Stevia First Corp and pursued a new strategy focused on developing stevia-based additives for the food and beverage
industry. In 2015, the Company changed its name to Vitality Biopharma, Inc. and pursued a new strategy focused on developing cannabinoid-based
prodrugs anticipated to treat inflammatory conditions of the gastrointestinal tract.
In
October 2021, the Company changed its name to Malachite Innovations, Inc. and formed two wholly-owned operating subsidiaries: (i) Graphium
Biosciences, Inc., a Nevada corporation (“Graphium”), into which the Company contributed all of its drug development assets;
and (ii) Daedalus Ecosciences, Inc., a Nevada corporation (“Daedalus”), which was formed to serve as a holding company for
the Company’s future impact investing businesses.
In
May 2022, the Company acquired Range Environmental Resources, Inc., a West Virginia corporation (“Range Environmental”)
and Range Natural Resources, Inc., a West Virginia corporation (“Range Natural” and together with Range Environmental,
the “Range Reclamation Entities”). The Range Reclamation Entities provide land reclamation and water restoration
services to mining and non-mining customers throughout the Appalachian region with the goal of returning land to pre-mining
conditions or repurposing the land for natural, commercial, agricultural or recreational use. The Range Reclamation Entities’
water restoration services seek to improve the water quality in rivers, streams and discharges through novel and innovative
treatment applications to help customers meet their various regulatory standards and requirements. From May 2022 to June 2024, Range
Natural engaged subcontractors who controlled and were responsible for mining and selling coal to third-party customers
incidental to the reclamation and repurposing of mine sites.
In
August 2023, the Company acquired Collins Building & Contracting, Inc., a West Virginia corporation (“Collins Building”),
an environmental services business primarily focusing on the reclamation of abandoned mine land sites in West Virginia, as described
in more detail in Note 3.
In
December 2023, the Company changed its name to Range Impact, Inc., and reorganized into five operating business segments: (i) Range Reclaim;
(ii) Range Water; (iii) Range Security; (iv) Range Land; and (v) Drug Development.
In
January 2024, the Company added Range Minerals as its sixth operating business segment. Range Minerals was previously reported within
the Range Reclaim operating business segment. The Drug Development segment was also renamed Graphium Biosciences.
In
August 2024, the Company sold substantially all of the assets of Collins Building to the previous shareholder of Collins Building in
exchange for the cancellation of all remaining debt owed to the previous shareholder, as described in more detail in Note 2.
In
September 2024, the Company sold Graphium and all of its drug development assets. The Company is no longer in the cannabinoid drug development
business, as described in more detail in Note 2.
Going
Concern
The
accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement
of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, during the nine
months ended September 30, 2024, the Company incurred a net loss of $ 7,359,859 and $ 1,859,370 of cash was used by the Company’s
operating activities. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one
year of the date that the financial statements are issued. The financial statements do not include any adjustments that might be necessary
should the Company be unable to continue as a going concern.
The
ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future,
collecting outstanding accounts receivable, and/or raising additional capital to meet its obligations and repay its liabilities
arising from normal business operations when they come due. The Company estimates, as of September 30, 2024, that it may not have
sufficient funds to operate the business for 12 months given its cash balance of $ 244,568
and expected revenues to be generated by the Range Reclamation Entities. The Company is actively seeking additional financing
and other sources of capital to fund its currently estimated level of operations. However, these estimates could differ if the
Company encounters unanticipated difficulties, or if its estimates of the amount of cash necessary to operate its business prove to
be wrong, and the Company uses its available financial resources faster than it currently expects. No assurance can be given that
any future financing or capital, if needed, will be available or, if available, that it will be on terms that are satisfactory to
the Company.
Basis
of Presentation
The
consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: CLV Azurite Land LLC, Collins
Building & Contracting, Inc., Graphium Biosciences, Inc. (sold in September 2024), Range Environmental Resources, Inc., Range
Land, LLC, Range Minerals, LLC, Range Natural Resources, Inc., Range Reclaim, LLC, Range Security, LLC, Range Security Resources, LLC,
Range Water, LLC, Terra Preta, LLC, Aether Credit Ventures, Inc. (dissolved in November 2023), Pristine Stream Ventures, Inc. (dissolved
in November 2023), NextGen AgriTech, Inc. (dissolved in November 2023), and Daedalus Ecosciences, Inc. (merged into Range Impact, Inc.
in December 2022), and have been prepared in accordance with accounting principles generally accepted in the United States of America.
Intercompany balances and transactions have been eliminated in consolidation.
Reclassifications
Certain
prior period amounts have been reclassified to conform with the current period’s presentation.
Use
of Estimates
The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual
results could differ from those estimates.
8
Discontinued
Operations
During
the third quarter of 2024, the Company sold its wholly-owned subsidiary Graphium Biosciences, Inc. In accordance with GAAP, assets and
liabilities of discontinued operations are presented separately in the Consolidated Balance Sheets, and results of discontinued operations
are reported as a separate component of consolidated net loss in the Consolidated Statements of Operations, for all periods presented,
resulting in changes to the presentation of certain prior period amounts.
Refer
to Note 2 for additional discussion of discontinued operations and disposition of assets. All other notes to these consolidated financial
statements present the results of continuing operations and exclude amounts related to discontinued operations for all periods presented.
Business
Combinations
Business
combinations are accounted for using the purchase method of accounting under ASC 805, “Business Combinations.” This method
requires the Company to record assets and liabilities of the businesses acquired at their estimated fair values as of the acquisition
date. Any excess of the cost of the acquisition over the fair value of the net assets acquired is recorded as goodwill. Any excess of
the fair value of the net assets acquired over the cost of the acquisition is accounted for as a bargain purchase gain. Determining the
fair value requires management to make estimates and assumptions including discount rates, rates of return on assets, and long-term sales
growth rates.
Revenue
Recognition
The
Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers”. The core principle
of the ASC 606 revenue standard is that a company should recognize revenue by analyzing the following five steps: (1) identify the
contract with the customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4)
allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) each
performance obligation is satisfied.
The
Company primarily invoices customers and recognizes revenue on a periodic basis for equipment and labor hours provided to a customer
on a particular job based on an agreed-upon hourly rate sheet or a fixed amount for a project. The Company also invoices customers and
recognizes revenue for equipment mobilization fees and materials and supplies required to complete a project. The Company invoices for
the sales of chemicals, stone and other products and recognizes revenue when the products are delivered to the customer’s designated
site or when control of these products is transferred to its customers, in an amount that reflects the consideration the Company expects
to be entitled to in exchange for those products. Sales taxes and other taxes that the Company collects concurrent with revenue producing
activities are excluded from revenue. Costs for equipment, labor and chemicals are generally expensed as incurred since the projects
are generally short-term and not subject to a contract. The Company also invoices customers for the provision of environmental security
services at an agreed-upon hourly rate for each project. All revenue is recognized at a point in time.
The
Company recognizes revenue on reclamation contracts over time as performance obligations are satisfied due to the
continuous transfer of control to the customer. The Company’s contracts are generally accounted for as a single performance
obligation since the Company is providing a significant service of integrating components into a single project. The Company
recognizes revenue using a cost-based input method by which actual costs incurred relative to total estimated contract costs
determine, as a percentage, progress toward contract completion. This percentage is applied to the contract price to determine the
amount of revenue to recognize. The Company believes the cost-based input method is the most faithful depiction of performance
because it directly measures the value of the services transferred to the customer.
Contract
Estimates
Due
to the nature of the Company’s performance obligations, the estimation of total revenue and cost at completion is subject to many
variables and requires significant judgment. Since a significant change in one or more of these variables could affect the profitability
of contracts, the Company reviews and updates contract-related estimates regularly through a review process in which the Company reviews
the progress and execution of performance obligations and the estimated cost at completion.
The
Company recognizes adjustments in estimated profit on contracts under the cumulative catch-up method. Under this method, the impact of
the adjustment on profit recorded to date is recognized in the period the adjustment is identified. Revenue and profit in future periods
of contract performance is recognized using the adjusted estimate. If at any time the estimate of contract profitability indicates an
anticipated loss on the contract, a provision for the entire loss is recognized in the period it is identified.
Contract
Modifications
Contract
modifications can occur during the performance of the Company’s contracts. Contracts may be modified to account for changes in
contract specifications or requirements. In most instances, contract modifications are for goods or services that are not distinct, and,
therefore, are accounted for as part of the existing contract.
Cost
and Expense Recognition
Contract
costs include all direct labor, materials, equipment mobilization, subcontractor, and equipment costs, and those indirect costs related
to contract performance, such as indirect labor, tools and supplies. Costs are recognized as incurred.
The
Company recognizes a portion of its revenue from contracts for financial reporting purposes over time. Progress toward completion of
the Company’s contracts is measured by the percentage of cost incurred to date compared to estimated total costs for each
contract. This method is used because management considers total cost to be the best available measure of progress on contracts.
Because of inherent uncertainties in estimating costs, it is at least reasonably possible that the estimates used will change
significantly over the course of the contract’s performance.
9
Revenue
earned over time compared to a point in time is as follows for the three and nine months ended September 30, 2024 and 2023.
SCHEDULE
OF REVENUE EARNED OVERTIME COMPARED TO A POINT IN TIME
Three
Months Ended
September 30, 2024
Three
Months Ended
September 30, 2023
Earned
over time
$ 13,572
$ -
Point
in time
2,158,083
5,455,633
Total
revenue
2,171,655
5,455,633
Nine
Months Ended
September 30, 2024
Nine
Months Ended
September 30, 2023
Earned
over time
$ 2,063,407
$ -
Point
in time
6,367,879
12,468,787
Total
revenue
8,431,286
12,468,787
Cost
of Services
Contract
costs include all direct labor, materials, subcontractor, and equipment costs and those indirect costs related to contract performance,
such as indirect labor, tools and supplies. For construction contracts, costs are generally recognized as incurred. Under certain circumstances,
costs incurred in the period related to future activity on contracts may be capitalized.
Costs
incurred that do not contribute to satisfying performance obligations are excluded from the cost input calculation for revenue recognition.
Excluded costs include both uninstalled materials and abnormal costs. Abnormal costs comprise wasted materials, wasted or rework labor
and other resources to fulfill a contract that were not reflected in the price of the contract. A limited allowance for material overages
and labor inefficiencies is typically included in our contract costs estimates (and by extension, in the contract price).
Cash
and Cash Equivalents
The
Company considers all highly liquid investments with an original maturity of three months or less at the date of acquisition to be cash
equivalents. From time to time, the Company’s cash account balances exceed the balances covered by the Federal Deposit Insurance
Corporation. The Company has never suffered a loss due to such excess balances.
Accounts
Receivable
Included
as a component of accounts receivable are contract receivables that represent the Company’s unconditional right, subject only to
the passage of time, to receive consideration arising from performance obligations under reclamation contracts with customers. Billed
contract receivables have been invoiced to customers based on contracted amounts. Contract receivables were $ 209,656 at September 30,
2024 and $ 2,100,255 as of December 31, 2023. Trade accounts receivable are stated at the amount management expects to collect from the
balances outstanding as of September 30, 2024 or December 31, 2023 in the consolidated balance sheets. Based on management’s assessment,
it has concluded that losses on balances outstanding as of those dates will be immaterial and therefore, no allowances were recorded
for the nine months ended September 30, 2024 or the nine months ended September 30, 2023. Accounts receivable, including contract receivables,
were $ 4,133,776 and $ 7,185,411 at September 30, 2024 and December 31, 2023, respectively. No credit loss expense was accrued in either
the nine months ended September 30, 2024 or the nine months ended September 30, 2023 and there is no allowance for doubtful accounts
as of September 30, 2024 or December 31, 2023.
Contract
Assets
Billing
practices are governed by the contract terms of each project based upon costs incurred, achievement of milestones or predetermined schedules.
Billings do not necessarily correlate with revenue recognized over time using the percentage-of-completion method. Contract assets include
unbilled amounts typically resulting from revenue under long-term contracts when the percentage-of-completion method of revenue recognition
is utilized, and revenue recognition exceeds the amount billed to the customer. The Company’s contract assets are reported on a
contract-by-contract basis at the end of each reporting period. The Company classifies contract assets as current or noncurrent based
on whether the revenue is expected to be recognized sooner or later than one year from the balance sheet date.
Details
of contract assets arising from reclamation contracts in process as of September 30, 2024 and December 31, 2023 are as follows:
SCHEDULE
OF CONTRACT ASSETS
September
30, 2024
December
31, 2023
Costs
incurred on contracts in progress
$ 2,208,920
$ 425,634
Estimated
earnings
620,649
340,528
Revenue
earned on contracts in progress
2,829,569
766,162
Less:
Billings to date
( 2,132,530 )
( 518,852 )
Total
contract assets
$ 697,039
$ 247,310
10
Inventory
On
May 1, 2024, Range Natural Resources, Inc. (“Range Natural”) contracted with a mining contractor (the
“Contractor”) at the Fola mining site in West Virginia. Contractor subcontracted the mining work to a subcontractor
(“Subcontractor”). As of June 30, 2024, Contractor failed to perform. On June 30, 2024, Range Natural agreed to assume
the liability of $ 725,429
due from the Contractor to the Subcontractor in exchange for the ownership of the coal that had been mined by the Subcontractor. The
inventory value of $ 725,429 at
June 30, 2024 was the cost of the inventory to the Contractor. During the quarter ended September 30, 2024, that inventory was sold
in the normal course and no inventory remains as of September 30, 2024.
Property
& Equipment
Property
and equipment is carried at cost. Expenditures for maintenance and repairs are charged to cost of services. Additions and betterments
are capitalized. The cost and related accumulated depreciation of equipment sold or otherwise disposed of are removed from the accounts
and any gain or loss is reflected in the current year’s earnings.
SCHEDULE
OF PROPERTY AND EQUIPMENT
September
30, 2024
December
31, 2023
Equipment
$ 6,294,100
$ 13,835,929
Land
1,008,897
1,563,797
Buildings
-
199,500
Property
and equipment, gross
Accumulated
depreciation
( 2,717,762 )
( 2,297,324 )
Net
book value
4,585,235
13,301,902
Depreciation
expense
$ 1,594,152
$ 1,781,573
See
Note 2 for more details on the change in buildings, property and equipment.
The
Company provides for depreciation of its buildings, property and equipment using the straight-line method for both financial reporting
and federal income tax purposes over the estimated six-year useful lives of the assets.
The
Company assesses the recoverability of its property and equipment by determining whether the depreciation of the assets over their remaining
lives can be recovered through projected future cash flows generated by the assets. There were no assets identified for impairment.
Land
Land
is carried at cost. The Company assesses the recoverability of its land by determining whether the cost of the land can be recovered
through projected future cash flows generated by the land. No land was identified for impairment.
Delivery
Costs
Delivery
costs are classified as cost of sales.
Goodwill
U.S.
GAAP requires that goodwill be tested for impairment annually and more frequently if events or changes in circumstances indicate that
it is more likely than not (i.e., a likelihood greater than 50%) that the reporting unit is impaired. During interim periods, ASC 350
requires companies to focus on those events and circumstances that affect the significant inputs used to determine the fair value of
the reporting unit to determine whether an interim quantitative impairment test is required.
The
Company performed its quarterly impairment test for goodwill on September 30, 2024. The Company first assessed certain qualitative factors
to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount, and whether
it is therefore necessary to perform the quantitative impairment test. The qualitative analysis
indicated that a quantitative impairment test was not necessary .
Income
Taxes
The
Company follows the asset and liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities
are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their
respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates
is recognized as income (loss) in the period that includes the enactment date.
Leases
The
Company determines whether a contract is, or contains, a lease at inception. Right-of-use assets represent the Company’s right
to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease payments
arising from the lease. Right-of-use assets and lease liabilities are recognized at lease commencement based upon the estimated present
value of unpaid lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available
at lease commencement in determining the present value of unpaid lease payments. As of September 30, 2024, the Company had no material
lease commitments for longer than one year.
Stock-Based
Compensation
The
Company periodically issues stock options and restricted stock awards to employees and non-employees in non-capital raising transactions
for services. The Company accounts for such grants issued and vesting based on ASC 718, Compensation-Stock Compensation whereby the value
of the award is measured on the date of grant and recognized for employees as compensation expense on the straight-line basis over the
vesting period. Recognition of compensation expense for non-employees is in the same period and manner as if the Company had paid cash
for the services. The Company recognizes the fair value of stock-based compensation within its Consolidated Statements of Operations
with classification depending on the nature of the services rendered.
11
The
fair value of the Company’s stock options is estimated using the Black-Scholes-Merton Option Pricing model, which uses certain
assumptions related to risk-free interest rates, expected volatility, expected life of the stock options or restricted stock, and future
dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes-Merton Option Pricing model and based
on actual experience. The assumptions used in the Black-Scholes-Merton Option Pricing model could materially affect compensation expense
recorded in future periods.
Basic
and Diluted Income (Loss) Per Share
Basic
income (loss) per share is computed by dividing the net income (loss) applicable to common stockholders by the weighted average number
of outstanding common shares during the period. Shares of restricted stock are included in the basic weighted average number of common
shares outstanding from the time they vest. Diluted income (loss) per share is computed by dividing net income (loss) applicable to common
stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have
been outstanding if all dilutive potential common shares had been issued. Diluted income (loss) per share excludes all potential common
shares if their effect is anti-dilutive. The following potentially dilutive shares were excluded from the shares used to calculate diluted
earnings per share as their inclusion would be anti-dilutive:
SCHEDULE
OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE
September
30, 2024
December
31, 2023
Options
11,599,210
11,392,544
Warrants
3,166,667
3,313,335
Total
14,765,877
14,705,879
Anti-dilutive
loss per share
14,765,877
14,705,879
Patents
and Patent Application Costs
Although
the Company believes that its patents and underlying technology have continuing value, the amount of future benefits to be derived from
the patents is uncertain. Accordingly, patent costs are expensed as incurred.
Research
and Development
Research
and development costs consist primarily of fees paid to consultants and outside service providers, patent fees and costs, and other expenses
relating to the acquisition, design, development and testing of the Company’s treatments and product candidates. Research and development
costs are expensed as incurred.
Fair
Value of Financial Instruments
FASB
ASC 825, “Financial Instruments” requires that the Company disclose estimated fair values of financial instruments.
Financial instruments held by the Company include, among others, accounts receivable, accounts payable , line of credit and
long-term debt. The carrying amounts reported in the balance sheets for assets and liabilities qualifying as financial instruments
are a reasonable estimate of fair value.
Segments
As
of September 30, 2024, the Company has five
operating business segments: (i) Range Reclaim; (ii) Range Minerals; (iii) Range Water; (iv) Range Security; and (v) Range Land.
Previously, beginning in October 2021, the Company began operating under two segments: (A) the Drug Development segment, which
reports the operating results of the Company’s broad portfolio of glycosylated cannabinoid prodrugs operating under the name
Graphium Biosciences, and (B) the Range Reclaim segment, which reports the operating results of our land reclamation, water
restoration and incidental coal mining services to customers throughout Appalachia. The Range Water, Range Security and Range Land
business segments began operations in 2023. Beginning in January 2024, Range Minerals, which was previously reported within the
Range Reclaim operating business segment, was separately reported as its own operating business segment focused on coal mining,
using subcontractors, and related reclamation activities, and the Drug Development segment was renamed Graphium Biosciences.
Graphium Biosciences was sold in September 2024 and therefore the drug development business segment named Graphium Biosciences is no
longer reported as an operating business segment of the Company.
12
In
accordance with the “Segment Reporting” Topic of the ASC 280, the Company’s chief operating decision-maker has been
identified as the Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance
for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to
report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers,
and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation
under “Segment Reporting” due to their similar customer base and similarities in: economic characteristics; nature of products
and services; and procurement, manufacturing, and distribution processes.
Recent
Accounting Pronouncements
In
November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.”
This ASU enhances reportable segment disclosures on both an annual and interim basis primarily in regards to the disclosure of significant
segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within the reported measure(s)
of segment profit or loss. In addition, the ASU requires disclosure, by segment, of other items included in the reported measure(s) of
segment profit or loss, including qualitative information describing the composition, nature and type of each item. The ASU also expands
disclosure requirements related to the CODM, including how the reported measure(s) of segment profit or loss are used to assess segment
performance and allocate resources, and the method used to allocate overhead for significant segment expenses. All current required annual
segment reporting disclosures under Topic 280 are now effective for interim periods. The ASU is effective for fiscal years beginning
after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The
Company is evaluating the impact of adopting this ASU.
In
December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU
enhances income tax disclosures by providing information to better assess how an entity’s operations, related tax risks, tax planning
and operational opportunities affect its tax rate and prospects for future cash flows. This ASU requires additional disclosures to the
annual effective tax rate reconciliation including specific categories and further disaggregated reconciling items that meet the quantitative
threshold. Additionally, the ASU requires disclosures relating to income tax expense and payments made to federal, state, local and foreign
jurisdictions. This ASU is effective for fiscal years and interim periods beginning after December 15, 2024. The Company is evaluating
the impact of adopting this ASU.
2.
DISPOSALS AND DISCONTINUED OPERATIONS
On
August 22, 2024, substantially all assets of Collins Building were sold to its previous owner in exchange for the cancellation of
all remaining debt owed by the Company to the previous owner arising from the Company’s acquisition of Collins Building in
August 2023. Any projects related to Collins Building will be completed either by subcontractors or with equipment and resources of
Range Environmental. The Company recognized a net loss on the Collins Building sale of $ 3,043,799 . This sale did not constitute a discontinued operation as the Company has ongoing business and is still operating
with active contracts and completion of work in progress. Only certain assets were sold and debts forgiven.
On
September 30, 2024, the Company sold all of its common stock of Graphium Biosciences to a newly-formed entity, Placer Biosciences,
Inc. (“Placer”) owned by two former officers of the Company, in exchange for a warrant to purchase 1,000
shares of Placer’s common stock (then representing 25 % of the outstanding shares of Placer) at $ .01
par value per share and cash proceeds of $ 100 ,
with the cash proceeds reflected within “Net proceeds from disposition of Graphium Biosciences” in the
investing activities of the Consolidated Statements of Cash Flows, and recognized a gain on sale of $ 100 ,
included within “Loss from discontinued operations” on the Consolidated Statements of Operations. The warrant to
purchase Placer’s shares expires September 30, 2034.
During
the quarter ended September 30, 2024, Range Environmental suffered a casualty loss on a piece of equipment. Insurance proceeds of
$ 160,000
were received for this loss. In addition, several pieces of equipment no longer needed for current or foreseeable operations were
sold for a net price of $ 270,000 .
The proceeds from these transactions are shown within “Cash flows from investing activities” and the losses from these transactions are shown within “Cash flows
from operating activities” on
the Consolidated Statements of Cash Flows.
During
the quarter ended September 30, 2024, the biochar ovens owned by our wholly-owned subsidiary, Terra Preta, LLC, were dismantled since they were no longer being used for small batch biochar
production. The resulting loss is included within “Cash flows from operating
activities” on the Consolidated Statements of Cash Flows.
Assets
and Liabilities of Discontinued Operations
As
previously described, assets and liabilities of discontinued operations are presented separately in the Consolidated Balance Sheets for
all periods presented. At September 30, 2024 and December 31, 2023, these balances consisted of current and long-term assets.
The
following table presents a reconciliation of the carrying amounts of the major classes of these assets and liabilities to the current
and long-term assets and liabilities of discontinued operations as presented on the Company’s Consolidated Balance Sheets:
SCHEDULE
OF DISCONTINUING OPERATIONS BALANCE SHEET AND INCOME STATEMENT
September
30, 2024
(unaudited)
December
31, 2023
Assets
Current
Assets
Cash
and cash equivalents
$ -
$ 219
Current
assets of discontinued operations
$ -
$ 219
Long-term
Assets
Long
term assets of discontinued operations
$ -
$ 8,534
13
Loss
from Discontinued Operations
Discontinued
operations for the three and nine months ended September 30, 2024 and three and nine months September 30, 2023 consists of results from
Graphium Biosciences operations.
The
following table provides details about the major classes of line items constituting “Loss from discontinued operations” presented
on the Company’s Consolidated Statements of Operations:
2024
2023
2024
2023
Three
Months Ended
September
30,
Nine
Months Ended
September
30,
2024
2023
2024
2023
Operating
expenses:
Research
and development
177,015
140,840
465,933
354,461
Total
operating expenses
177,015
140,840
465,933
354,461
Loss
from discontinued operations
( 177,015 )
( 140,840 )
( 465,933 )
( 354,461 )
3.
ACQUISITION OF COLLINS BUILDING & CONTRACTING
On
August 31, 2023, the Company entered into a stock purchase agreement with the owner of Collins Building & Contracting, Inc. (“Collins
Building”) pursuant to which the owner agreed to sell all of the outstanding common stock of Collins Building to the Company in
exchange for (a) cash consideration of $1,000,000, (b) a five-year secured promissory note in the principal amount of $2,000,000, bearing
interest at 7.0% per annum (the “First Promissory Note”), and (c) a two-year secured promissory note in the principal amount
of $2,035,250, bearing interest at 8.25% per annum (the “Second Promissory Note”) . The First Promissory Note is secured by
the acquired real property and quarry infrastructure, and the Second Promissory Note is secured by the acquired equipment.
The
Company accounted for the transaction as a business combination in accordance ASC 805 “Business Combinations”. The Company
has performed an allocation of the purchase price paid for the assets acquired and the liabilities assumed. The fair values of the assets
acquired are set forth below. Because the fair values exceeded the purchase price, a gain on the purchase of $ 1,875,150 was recognized.
The allocation of the purchase price is based on management’s estimates and a third-party assessment of the fair value of the equipment
purchased.
SCHEDULE
OF BUSINESS ACQUISITION ALLOCATION OF PURCHASE PRICE
Fair
value of assets acquired:
Equipment
$ 6,156,000
Land
554,900
Buildings
199,500
Total
assets acquired
6,910,400
Less:
Gain on bargain purchase price
( 1,875,150 )
Purchase
price
$ 5,035,250
Cash
consideration
1,000,000
Long-term
notes issued to the seller
4,035,250
Total
purchase price
$ 5,035,250
Acquisition
transaction costs incurred
$ 167,212
As
discussed in Note 2, on August 22, 2024, almost all of the equipment, as well as the land and buildings acquired on
August 31, 2023, were sold to the previous owner of Collins Building in consideration of the full and complete cancellation of
the First Promissory Note and the Second Promissory Note.
Collins
Building’s operations contributed revenues of $ 0
and net loss of $ 8,136
to the Company’s consolidated revenues and net operating loss for the three months ended September 30, 2024. For the nine
months ended September 30, 2024, Collins Building’s operations contributed no
revenue and a net operating loss of $ 552,972 .
The losses stem primarily from depreciation of equipment and buildings purchased as part of the Collins Building acquisition.
Collins Building contributed no
revenue to the Company’s consolidated revenues for the three months and nine months ended September 30, 2023. The Company
recorded the revenue generated from reclamation services on abandoned mine land, which was historically the core business of Collins
Building, as revenue of Range Environmental. A gain on bargain purchase of $ 1,875,150
offset by $ 88,271
of depreciation expense was recorded for Collins Building for the three and nine months ended September 30, 2023.
14
4.
GOODWILL
Goodwill
is $ 751,421 at September 30, 2024 and at December 31, 2023. The goodwill as of both dates represents the value of the Range Reclamation
Entities’ employee relations. Goodwill by reportable segment is as follows:
SCHEDULE OF GOODWILL
September
30, 2024
December
31, 2023
Environmental
Services:
Beginning
Balance
$ 751,421
$ 751,421
Acquisitions
-
-
Adjustments
-
-
Ending
Balance
$ 751,421
$ 751,421
5.
STOCK OPTIONS
Stock
options issued during the three months ended September 30, 2024 and the three months ended September 30, 2023
No
stock options were granted to directors, advisors, and employees during the three months ended September 30, 2024.
During
the three months ended September 30, 2023, the Company granted options to an outside advisor to purchase 100,000 shares of the Company’s
common stock with exercise prices of $ 0.1337 per share that expire five years from the date of grant. Options to purchase all 100,000
shares vested upon grant. The fair value of that option award was estimated on the date of grant using the Black-Scholes-Merton Option
Pricing model based on the following assumptions: (i) volatility rate of 273.24 %, (ii) discount rate of 4.27 %, (iii) zero expected dividend
yield, and (iv) expected life of 5 years, which is the term of the options. The total fair value of the option grants at their grant
dates was approximately $ 13,340 which was allocated to general and administrative expenses for the three months ended September 30,
2023.
During
the three months ended September 30, 2024, the Company recorded $ 4,490
in stock-based compensation expense. During the three months ended September 30, 2023, total stock-based compensation expense
related to vested stock options was $ 17,830 .
At September 30, 2024, there was $ 56,480
of unamortized cost of the outstanding stock-based awards.
A
summary of the Company’s stock option activity during the nine months ended September 30, 2024 is as follows:
SUMMARY
OF STOCK OPTION ACTIVITY
Shares
Weighted
Average
Exercise
Price
Balance
outstanding at December 31, 2023
11,392,544
$ 0.47
Granted
250,000
0.38
Exchanged
-
-
Exercised
-
-
Expired
( 43,334 )
3.63
Forfeited
-
-
Balance
outstanding at September 30, 2024
11,599,210
$ 0.45
Balance
exercisable at September 30, 2024
11,374,210
$ 0.45
At
September 30, 2024, the 11,599,210 outstanding stock options had $ 677,480 of intrinsic value.
15
A
summary of the Company’s stock options outstanding as of September 30, 2024 is as follows:
SCHEDULE
OF STOCK OPTION OUTSTANDING
Number
of Options
Weighted
Average Exercise Price
Weighted
Average Grant- Date Stock Price
Options
Outstanding, September 30, 2024
100,000
$ 0.1337
$ 0.1337
3,050,000
$ 0.18
$ 0.18
1,550,000
$ 0.212
$ 0.212
1,150,000
$ 0.277
$ 0.277
750,000
$ 0.30
$ 0.30
2,000,000
$ 0.35
$ 0.35
250,000
$ 0.38
$ 0.38
1,664,542
$ 0.50
$ 0.50
128,000
$ 0.96
$ 0.96
350,834
$ 1.50
- 1.95
$ 1.50
- 1.95
597,500
$ 2.00
- 2.79
$ 2.00
- 2.79
8,334
$ 3.30
- 3.50
$ 3.30
- 3.50
11,599,210
A
summary of the Company’s stock options outstanding and exercisable as of September 30, 2024 is as follows:
SCHEDULE
OF STOCK OPTIONS OUTSTANDING AND EXERCISABLE
Number
of Options
Weighted
Average Exercise Price
Weighted
Average Grant- Date Stock Price
Options
Outstanding and Exercisable, September 30, 2024
100,000
$ 0.1337
$ 0.1337
2,950,000
$ 0.18
$ 0.18
1,550,000
$ 0.212
$ 0.212
1,150,000
$ 0.277
$ 0.277
750,000
$ 0.30
$ 0.30
2,000,000
$ 0.35
$ 0.35
125,000
$ 0.38
$ 0.38
1,664,542
$ 0.50
$ 0.50
128,000
$ 0.96
$ 0.96
350,834
$ 1.50
- 1.95
$ 1.50
- 1.95
597,500
$ 2.00
- 2.79
$ 2.00
- 2.79
8,334
$ 3.30
- 3.50
$ 3.30
- 3.50
11,374,210
6.
WARRANTS
A
summary of warrants to purchase common stock issued during the nine months ended September 30, 2024 is as follows:
SCHEDULE
OF WARRANTS ACTIVITY
Shares
Weighted
Average
Exercise
Price
Balance
outstanding and exercisable at December 31, 2023
3,313,335
$ 0.66
Granted
-
-
Exercised
-
-
Expired
( 146,668 )
3.00
Balance
outstanding and exercisable at September 30, 2024
3,166,667
$ 0.56
At
September 30, 2024, the 3,166,667 outstanding stock warrants had no intrinsic value.
7.
NOTES PAYABLE
The
Company had no notes payable outstanding as of September 30, 2024, or December 31, 2023.
8.
LINE OF CREDIT
In
November 2022, the Company secured a bank line of credit with a limit of $ 1,000,000 .
In November 2023, the Company amended and restated this line of credit. The line of credit, as amended, has a maturity date of November
30, 2024 , and bears interest at one percent ( 1 %)
above the bank’s prime rate ( prime
rate plus one percent margin equaled 9.00 %
at September 30, 2024). The Company is currently in discussions to extend the maturity date. As of September 30, 2024, the balance
due under the line of credit was $ 1,000,000 .
As of December 31, 2023, the balance due under the line of credit was $ 1,000,000 .
In
June 2023, Range Environmental secured a bank loan with a limit of $ 1,000,000 .
In November 2023, the loan amount was increased to $ 1,400,000
pursuant to which principal and accrued interest payments are required in March, June, September and December 2024. The loan has a
maturity date of December
31, 2024 , and bears interest at the bank’s prime rate (prime rate equaled 8.00 %
at September 30, 2024). The Company is currently in discussions to extend the maturity date. As of September 30, 2024, the balance
due under the loan was $ 1,100,000 .
As of December 31, 2023, the balance due under the loan was $ 1,400,000 .
16
9.
LONG-TERM DEBT OBLIGATIONS
Long-term
debt consists of debt on vehicles and equipment, which serves as the collateral.
Interest
rates on the equipment financings range from 3.69 % to 9.95 % for 2024 and mature between 2025 through 2029 .
A
summary of payments due under the long-term debt by year is as follows:
SCHEDULE
OF MATURITIES OF LONG TERM DEBT
Equipment
Financing
Collins
Promissory
Notes
2024
– due between October 1, 2024 and September 30, 2025
$ 1,458,215
$ -
2025
– due between October 1, 2025 and September 30, 2026
802,723
-
2026
– due between October 1, 2026 and September 30, 2027
789,266
-
2027
– due between October 1, 2027 and September 30, 2028
583,844
-
2028
and later – due on October 1, 2028 and thereafter
227,991
-
Total
long-term debt
$ 3,862,039
$ -
10.
MAJOR CUSTOMER AND CONCENTRATION OF CREDIT RISK
Sales
to the Company’s two largest customers constituted 31 % and 75 % of total sales for the three months ended September 30, 2024 and
the nine months ended September 30, 2024, respectively. Sales to the Company’s largest customer were 95 % and 93 % of total sales
for the three months ended September 30, 2023 and the nine months ended September 30, 2023, respectively.
Accounts
receivable from the same customers were 92 % of total accounts receivable as of September 30, 2024 and 70 % as of December 31, 2023.
11.
EARNINGS PER COMMON SHARE
The
following table sets forth the computation of basic and diluted earnings per share.
SCHEDULE
OF BASIC AND DILUTED EARNINGS PER SHARE
Three
Months Ended
September
30,
Nine
Months Ended
September
30,
2024
2023
2024
2023
Earnings
Per Share - Basic
Net
(loss)/income
$ ( 4,920,338 )
$ 3,404,175
$ ( 7,359,859 )
$ 3,214,077
Weighted
average shares of common stock outstanding - Basic
103,148,561
83,531,308
102,442,788
80,742,455
Earnings
Per Share - Basic
$ ( 0.05 )
$ 0.04
$ ( 0.07 )
$ 0.04
Earnings
Per Share - Diluted
Weighted
average shares of common stock outstanding - Basic
103,148,561
83,531,308
102,442,788
80,742,455
Weighted
average shares of common stock - Diluted
103,148,561
83,531,308
102,442,788
80,742,455
Earnings
Per Share - Diluted
$ ( 0.05 )
$ 0.04
$ ( 0.07 )
$ 0.04
12.
COMMITMENTS AND CONTINGENCIES
From
time to time, the Company is involved in legal matters arising in the ordinary course of business. While the Company believes that such
matters are currently not material, there can be no assurance that matters arising in the ordinary course of business for which the Company
is, or could be, involved in litigation, will not have an adverse effect on its business, financial condition or results of operations.
13.
SEGMENT INFORMATION
ASC
280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with
the Company’s internal organizational structure as well as information about services, categories, business segments and major
customers in financial statements. The Company has five reportable segments that are based on the following business units: (i) Range
Reclaim; (ii) Range Minerals; (iii) Range Water; (iv) Range Security; and (v) Range Land. As described in Note 2, the Company’s
Graphium Biosciences segment was reported as discontinued operations during the third quarter of 2024. As such, results of this segment
are excluded from the table below, which only reflects continuing operations for all periods presented. In accordance with the “Segment
Reporting” Topic of the ASC, the Company’s chief operating decision-maker has been identified as the Company’s Chief
Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire
Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected
segment information quarterly and to report annually entity-wide disclosures about products and services, major customers and the countries
in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation under “Segment
Reporting” due to their similar customer base and similarities in (i) economic characteristics, (ii) nature of products and services,
and (iii) procurement, manufacturing and distribution processes.
The
five reportable segments that result from applying the aggregation criteria are as follows:
●
Range
Reclaim – land reclamation, water restoration and land repurposing
●
Range
Minerals – subcontracted mining and reclamation activities
●
Range
Water – biochar product development and water solutions business
●
Range
Security – security services on mine land being reclaimed and repurposed for non-fossil fuel uses
●
Range
Land – mine land being acquired, reclaimed and repurposed for non-fossil fuel uses
The
Company had no inter-segment sales for the periods presented.
17
Summarized
financial information concerning the Company’s reportable segments is shown as below:
SCHEDULE
OF FINANCIAL INFORMATION OF REPORTABLE SEGMENT
By
Categories
For the Three Months Ended September 30, 2024
Range Reclaim
Range Minerals
Range Water
Range Security
Range Land
Corporate
Total
Sales
$ 723,932
$ 1,295,848
$ -
151,875
$ -
$ -
$ 2,171,655
Gross profit
( 865,643 )
392,453
-
80,262
-
-
( 392,928 )
Net income (loss)
( 4,964,461 )
331,899
3,364
68,167
-
( 182,292 )
( 4,743,323 )
Total assets
5,317,911
3,055,640
-
302,374
1,008,897
757,210
10,442,032
Depreciation
314,389
-
-
2,891
-
-
317,280
Interest expense
131,827
-
-
-
-
23,577
155,404
Tax expense
-
-
-
-
2,955
2,955
Capital expenditures for long-lived assets
$ -
-
$ -
-
$ -
$ -
$ -
For
the Three Months Ended September 30, 2023
Range
Reclaim
Range
Water
Range
Security
Range
Land
Corporate
Total
Sales
$ 5,299,415
$ -
$ 156,218
$ -
$ -
$ 5,455,633
Gross profit
2,784,912
-
72,854
-
-
2,857,766
Net income (loss)
4,048,527
( 15,376 )
50,555
-
( 538,691 )
3,545,015
Total assets
17,227,868
14,498
136,835
1,009,988
443,441
18,832,630
Depreciation
370,404
640
2,891
-
-
373,935
Interest expense
93,933
-
-
-
41,534
135,467
Tax expense
-
-
-
-
-
-
Capital expenditures
for long-lived assets
$ 349,898
$ -
$ -
$ 976,858
$ -
$ 1,326,756
For the Nine Months Ended September 30, 2024
Range Reclaim
Range Minerals
Range Water
Range Security
Range Land
Corporate
Total
Sales
$ 4,280,872
$ 3,416,081
$ -
$ 734,333
$ -
$ -
$ 8,431,286
Gross profit
( 1,698,174 )
750,107
-
425,064
-
-
( 523,003 )
Net income (loss)
( 6,590,761 )
484,354
( 35,372 )
357,709
-
( 1,109,856 )
( 6,893,926 )
Total assets
5,317,911
3,055,640
-
302,374
1,008,897
757,210
10,442,032
Depreciation
1,584,200
-
1,279
8,673
-
-
1,594,152
Interest expense
286,000
-
-
-
-
210,322
496,322
Tax expense
-
-
-
-
59,555
59,555
Capital expenditures for long-lived assets
$ -
$ -
$ -
$ -
$ -
$ -
$ -
For the Nine Months Ended September 30, 2023
Range Reclaim
Range Water
Range Security
Range Land
Corporate
Total
Sales
$ 12,170,394
$ -
$ 298,393
$ -
$ -
$ 12,468,787
Gross profit
4,213,178
-
138,691
-
-
4,351,869
Net income (loss)
4,669,092
( 53,656 )
71,000
-
( 1,117,898 )
3,568,538
Total assets
17,227,868
14,498
136,835
1,009,988
443,441
18,832,630
Depreciation
1,061,569
1,066
7,210
-
-
1,069,845
Interest expense
199,744
-
224
-
44,133
244,101
Tax expense
-
-
-
-
-
-
Capital expenditures for long-lived assets
$ 1,066,389
$ 15,350
$ 52,674
$ 976,858
$ -
$ 2,111,271
14.
SUBSEQUENT EVENTS
None.
18
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.