v3.26.1
DISPOSALS AND DISCONTINUED OPERATIONS
12 Months Ended
Dec. 31, 2025
Discontinued Operations and Disposal Groups [Abstract]  
DISPOSALS AND DISCONTINUED OPERATIONS

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 to him by the Company arising from the Company’s acquisition of Collins Building in August 2023. Any projects related to Collins Building was to be completed either by subcontractors or with equipment and resources of Range Services. 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 had ongoing business and was still operating with active contracts and completion of work in progress until December 31, 2025. Refer to Note 3 for more information on the Collins Building transaction.

 

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 $0.01 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 year ended December 31, 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 net proceeds 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 for the year ended December 31, 2024.

 

During the year ended December 31, 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 of $12,365 is included within “Cash flows from operating activities” on the Consolidated Statements of Cash Flows for the year ended December 31, 2024.

 

During the year ended December 31, 2025, the Company sold all its common stock of Collins Building & Contracting, Inc. (“Collins Building”) to its previous owner for $1.00. The sale included all uncompleted projects with government entities and obligates the new owner to complete the construction projects. The sale of Collins Building marks a strategic shift away from providing reclamation services to third parties. As the Company will only provide services for its own benefit, revenues and related expenses to reclamation services provided to third parties is included in discontinued operations on the Consolidated Statement of Operations.

 

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. On December 31, 2025 and December 31, 2024, these balances consisted of current assets as well as current liabilities.

 

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:

 

   December 31, 2025   December 31, 2024 
Assets          
           
Current Assets          
Accounts receivable  $-   $3,209,070 
Contract assets        154,354 
Current assets of discontinued operations  $-   $3,363,424 
           
Current Liabilities          
Accounts payable  $-   $221,442 
Accrued expenses  -    35,496 
Current liabilities of discontinued operations  $-   $256,938 

 

 

Loss from Discontinued Operations

 

Discontinued operations for years ended December 31, 2025 and 2024 consists of results from Graphium Biosciences operations as well as Collins Building & Contracting, Inc and reclamation services performed for third parties by Range Environmental Resources, Inc., Range Security Resources, LLC, and Range Natural Resources, Inc.

 

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:

 

   2025   2024 
   December 31 
   2025   2024 
         
Revenue   1,189,915    9,011,081 
Cost of revenues   1,215,076    9,419,997 
General and administrative   -    978,644 
Research and development   -    465,936 
Loss from discontinued operations   (25,161)   (1,853,496)
           
Other income   -    23,943 
Goodwill impairment   -    (751,421) 
Interest expense   -    (361,450) 
Loss on sale of assets   -    (3,677,500) 
Loss from discontinued operations  $(25,161)  $(6,619,924)