0001185185-25-000479 | 10-Q | XBRL Viewer | Innovative Food Holdings INC

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)

3 Months Ended

Mar. 31, 2025

Schedule of Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities at March 31, 2025 and December 31, 2024 are as follows:

	March 31, 2025		December 31, 2024
	(unaudited)
Trade payables and accrued liabilities	$	4,813,312	$	5,829,506
Accrued payroll and commissions		176,078		824,116
Total	$	4,989,390	$	6,653,622

ACCRUED SEPARATION COSTS – RELATED PARTIES

3 Months Ended

Mar. 31, 2025

ACCRUED SEPARATION COSTS – RELATED PARTIES

13. ACCRUED SEPARATION COSTS – RELATED PARTIES

On February 3, 2023, the Company entered into a Severance Note, an Agreement and General Release, and a Side Letter thereto (the “SK Agreements”) with Sam Klepfish, its prior CEO and a current board member. The SK Agreements provide, among other things, for Mr. Kelpfish’s resignation from all positions with the Company and its subsidiaries on February 28, 2023, except that Mr. Klepfish will remain a director and member of the board of the Company, confidentiality and non-disparagement conditions, nomination of Mr. Klepfish for future election to the board of directors at least through the 2024 general meeting of shareholders based on certain minimum stock ownership and Board Observer rights when Mr. Klepfish is no longer a director but maintains certain minimum agreed upon stock ownership. The payment terms are $250,000 upon effectiveness and an additional $1,000,000 payable in weekly payments of $6,410.26 from March 8, 2023 through March 6, 2026. The $250,000 was paid into an escrow account with the requirement that they are released to Mr. Klepfish on his separation date. The $1,000,000 portion is in the form of an unsecured, non-interest bearing note payable to Mr. Klepfish. The SK Agreements also call for the delivery of 400,000 shares of the Company’s common stock valued at $168,000 based upon the closing price of the Company’s common stock on Mr. Klepfish’s separation date of February 28, 2023; in addition, for delivery on June 1, 2027 of additional shares of the Company’s common stock equal to the greater of (i) the number of shares with an aggregate fair market value of $400,000 on such date, or (ii) 266,666 shares. The Company also agreed to pay a total of $1,199 of the Consolidated Omnibus Reconciliation Act (“COBRA”) insurance costs on behalf of Mr. Klepfish over eighteen months. The total amount accrued in connection with the SK Agreements was $1,819,199.

On February 28, 2023, the Company entered into a separation agreement (the “Wiernasz Separation Agreement”) with Justin Wiernasz, a director and previous Director of Strategic Acquisitions. Pursuant to the Wiernasz Separation Agreement, the Company agreed to a payment of $100,000 in cash as follows: $33,333 upon execution of the agreement, $33,333 on March 15, 2023, and $33,334 on April 15, 2023. The Company also agreed to make the COBRA insurance payments on behalf of Mr. Wiernasz in the amount of $2,548 per month for twelve months with a maximum of $26,451. The total amount accrued in connection with the Wiernasz Separation Agreement was $126,451.

On February 6, 2024, the Company entered into a separation agreement (the “Tang Separation Agreement”) with Richard Tang, its Chief Financial Officer, effective as of December 31, 2023. Pursuant to the Tang Separation Agreement, the Company has agreed to pay to Mr. Tang, in equal installments over a five-month period, the gross sum of $113,918. In addition, Mr. Tang may submit for reimbursement up to $4,000 of legal expenses connected with the review of the Tang Separation Agreement. The severance payment will be made in the following installments: (i) $25,890 to be paid the week of March 4, 2024; (ii) $5,178 to be paid each successive week for seventeen weeks beginning the week of March 11, 2024, until the severance payment is completed. In addition, if Tang timely elects to continue his group health insurance benefits under COBRA, the Company will reimburse Tang’s group health insurance premiums for the lesser of: (a) the period of time Employee is eligible to continue his group health insurance benefits under COBRA and (b) the five-month period immediately following the separation date. Reimbursements will be paid within thirty days of when Mr. Tang submits a request for reimbursement and supporting documentation.

During the three months ended March 31, 2025 and 2024, the Company paid cash in the amount of $83,333 and $83,333, respectively, to Mr. Klepfish in connection with the SK Agreements.

During the three months ended March 31, 2025 and 2024, the Company made the following payments in connection with the Wiernasz Separation Agreement: The Company made COBRA payments on behalf of Mr. Weirnasz in the amount of $0 and $967, respectively.

During the three months ended March 31, 2025 and 2024, the Company made the following payments in connection with the Tang Separation Agreement: The Company paid cash to Mr. Tang in the amount of $0 and $41,125, respectively; and COBRA payments on behalf of Mr. Tang in the amount of $0 and $2,885, respectively.

The following table represents the amounts accrued, paid, and outstanding on these agreements as of March 31, 2025:

	Total		Paid / Issued			Balance		Current		Non-current
Mr. Klepfish:
Cash – through March 6, 2026	$	1,000,000	$	(692,308	)	$	307,692	$	307,692	$	-
Cash - upon agreement execution		250,000		(250,000	)		-		-		-
Stock - June 1, 2027		400,000		-			400,000		-		400,000
Stock - Issued in April 2023		168,000		(168,000	)		-		-		-
COBRA - over eighteen months		1,199		-			1,199		1,199		-
Total – Mr. Klepfish	$	1,819,199	$	(1,110,308	)	$	708,891	$	308,891	$	400,000

Mr. Wiernasz:
Cash - three equal payments	$	100,000	$	(100,000	)	$	-	$	-	$	-
COBRA - over eighteen months		26,451		(26,451	)		-		-		-
Total - Mr. Wiernasz	$	126,451	$	(126,451	)	$	-	$	-	$	-

Mr. Tang:
Cash – over seventeen weeks	$	113,918	$	(113,918	)	$	-	$	-	$	-
COBRA - over five months		14,495		(14,495	)		-		-		-
Total - Mr. Tang	$	128,413	$	(128,413	)	$	-	$	-	$	-

Total Company	$	2,074,063	$	(1,365,172	)	$	708,891	$	308,891	$	400,000

RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Parentheticals) (Details) - USD ($)					3 Months Ended
	Sep. 12, 2024	Oct. 14, 2020	Mar. 31, 2020	Aug. 23, 2019	Mar. 31, 2025
Finance Lease #1 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Parentheticals) (Details) [Line Items]
Payable		sixty monthly installments of $9,942
Interest Rate		6.01%
Principal payments					$ 28,658
Interest Payments					1,167
Original amount		$ 514,173
Finance Lease #2 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Parentheticals) (Details) [Line Items]
Payable			eighty-four monthly installments of $2,188
Interest Rate			5.44%
Principal payments					5,862
Interest Payments					702
Original amount			$ 152,548
Finance Lease #3 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Parentheticals) (Details) [Line Items]
Payable				eighty-four monthly installments of $1,148
Interest Rate				5.00%
Principal payments					3,196
Interest Payments					248
Original amount				$ 80,413
Finance Lease #4 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Parentheticals) (Details) [Line Items]
Payable	sixty monthly payments in the minimum amount of $2,846
Interest Rate	6.01%
Principal payments					1,580
Interest Payments					$ 2,154
Original amount	$ 180,740

RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES

3 Months Ended

Mar. 31, 2025

Disclosure Text Block [Abstract]

RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES

9. RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES

The Company has operating leases for offices, warehouses, vehicles, and office equipment. The Company’s leases have remaining lease terms of 1 year to 3 years, some of which include options to extend.

The Company’s lease expense for the three months ended March 31, 2025 and 2024 was entirely comprised of operating leases and amounted to $70,866 and $8,165, respectively.

The Company’s ROU asset amortization for the three months ended March 31, 2025 and 2024 was $61,469 and $4,175, respectively. The difference between the lease expense and the associated ROU asset amortization consists of interest.

The weighted-average discount rate for operating leases was 7.00% at March 31, 2025 and December 31, 2024. The weighted-average remaining lease term of operating leases was 2.63 and 2.85 years at March 31, 2025 and December 31, 2024, respectively.

Right of use assets – operating leases are summarized below:

	March 31, 2025		December 31, 2024
	(unaudited)
Building	$	515,460	$	565,931
Vehicles		121,626		128,158
Warehouse equipment		4,322		7,950
Office equipment		2,599		3,437
Right of use assets, net	$	644,007	$	705,476

Operating lease liabilities are summarized below:

	March 31, 2025			December 31, 2024
	(unaudited)
Building	$	519,842		$	567,684
Vehicles		121,626			128,158
Warehouse equipment		4,322			7,950
Office equipment		2,599			3,437
Lease liability	$	648,389		$	707,229
Less: current portion		(241,317	)		(239,660	)
Lease liability, non-current	$	407,072		$	467,569

Maturity analysis under these lease agreements are as follows:

For the period ended March 31, 2026	$	278,963
For the period ended March 31, 2027		279,983
For the period ended March 31, 2028		118,509
For the period ended March 31, 2029		34,950
For the period ended March 31, 2030		-
Total	$	712,405
Less: Present value discount		(64,016	)
Lease liability	$	648,389

STOCK APPRECIATION RIGHTS LIABILITY

3 Months Ended

Mar. 31, 2025

Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract]

STOCK APPRECIATION RIGHTS LIABILITY

14. STOCK APPRECIATION RIGHTS LIABILITY

Effective May 15, 2023, the Company issued 1,500,000 stock appreciation rights (the “Smallwood SARs”) to Brady Smallwood, its Chief Operating Officer (“COO”). See Note 17. The Smallwood SARs were valued utilizing the Black-Scholes valuation model, and had an aggregate fair value of $9,794 upon issuance; this amount was charged to operations and credited to stock appreciation rights liability. The Smallwood SARs are revalued each quarter, and any gain or loss in the fair value is charged to non-cash compensation expense.

The change in valuation of the Smallwood SARs is summarized in the table below:

May 15, 2023 - fair value	$	9,794
(Gain) Loss on revaluation		245,226
December 31, 2023 -fair value	$	255,020
(Gain) Loss on revaluation		1,098,130
December 31, 2024 - fair value	$	1,353,150
(Gain) Loss on revaluation		60,595
March 31, 2025 - fair value	$	1,413,745

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Computation of Basic and Diluted EPS (Details) - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Schedule Of Computation Of Basic And Diluted Eps Abstract
Income from continuing operations	$ (430,436)	$ 1,425,874
Basic EPS
Income available to common shareholders, Amount		$ 1,425,874
Income available to common shareholders, Shares (in Shares)	53,962,273	49,707,036
Income available to common shareholders, Per share (in Dollars per share)	$ (0.008)	$ 0.029
Effect of dilutive securities
Options, Amount		$ 0
Options, Shares (in Shares)		165,505
Executive compensation plan, Amount		$ 0
Executive compensation plan, Shares (in Shares)		731,350
Diluted EPS, Amount		$ 1,425,874
Diluted EPS, Shares (in Shares)	53,962,273	50,603,891
Diluted EPS, Per share (in Dollars per share)	$ (0.008)	$ 0.028

RIGHT OF USE ASSETS – FINANCING LEASES - Schedule Lease, Cost (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule Lease, Cost (Details) [Line Items]
Leased Assets, Gross	$ 1,141,014	$ 1,141,014
Less: accumulated depreciation	(646,624)	(616,741)
Total	494,390	524,273
Vehicles [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule Lease, Cost (Details) [Line Items]
Leased Assets, Gross	404,858	404,858
Equipment [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule Lease, Cost (Details) [Line Items]
Leased Assets, Gross	$ 736,156	$ 736,156

DISCONTINUED OPERATIONS (Tables)

3 Months Ended

Mar. 31, 2025

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Disposal Groups, Including Discontinued Operations

The following information presents the major classes of line item of assets and liabilities included as part of discontinued operations in the consolidated balance sheets:

	March 31,		December 31,
	2025		2024
Current assets - discontinued operations:	(unaudited)
Cash	$	-	$	49,315
Total current assets - discontinued operations	$	-	$	49,315

	Three Months Ended
	March 31,		March 31,
	2025		2024
	(unaudited)		(unaudited)
Revenue	$	-	$	236,817
Cost of goods sold		-		(184,818	)
Gross margin		-		51,999

Selling, general, and administrative expenses		-		(67,311	)

Interest income		-		-
Loss from discontinued operations, net of tax	$	-	$	(15,312	)

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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+ Details

RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES (Details) [Line Items]
Operating Lease, Expense	$ 70,866	$ 8,165
Operating Lease, Right-of-Use Asset, Periodic Reduction	$ 61,469	$ 4,175
Operating Lease, Weighted Average Discount Rate, Percent	7.00%		7.00%
Operating Lease, Weighted Average Remaining Lease Term	2 years 7 months 17 days		2 years 10 months 6 days
Minimum [Member]
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES (Details) [Line Items]
Lessee, Operating Lease, Term of Contract	1 year
Maximum [Member]
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES (Details) [Line Items]
Lessee, Operating Lease, Term of Contract	3 years

ACCRUED SEPARATION COSTS – RELATED PARTIES (Tables)

3 Months Ended

Mar. 31, 2025

Schedule of Related Party Transactions

The following table represents the amounts accrued, paid, and outstanding on these agreements as of March 31, 2025:

	Total		Paid / Issued			Balance		Current		Non-current
Mr. Klepfish:
Cash – through March 6, 2026	$	1,000,000	$	(692,308	)	$	307,692	$	307,692	$	-
Cash - upon agreement execution		250,000		(250,000	)		-		-		-
Stock - June 1, 2027		400,000		-			400,000		-		400,000
Stock - Issued in April 2023		168,000		(168,000	)		-		-		-
COBRA - over eighteen months		1,199		-			1,199		1,199		-
Total – Mr. Klepfish	$	1,819,199	$	(1,110,308	)	$	708,891	$	308,891	$	400,000

Mr. Wiernasz:
Cash - three equal payments	$	100,000	$	(100,000	)	$	-	$	-	$	-
COBRA - over eighteen months		26,451		(26,451	)		-		-		-
Total - Mr. Wiernasz	$	126,451	$	(126,451	)	$	-	$	-	$	-

Mr. Tang:
Cash – over seventeen weeks	$	113,918	$	(113,918	)	$	-	$	-	$	-
COBRA - over five months		14,495		(14,495	)		-		-		-
Total - Mr. Tang	$	128,413	$	(128,413	)	$	-	$	-	$	-

Total Company	$	2,074,063	$	(1,365,172	)	$	708,891	$	308,891	$	400,000

NOTES PAYABLE - Schedule of Maturities of Long-Term Debt (Details)	Dec. 31, 2024 USD ($)
Schedule Of Maturities Of Long Term Debt Abstract
2025	$ 148,868
2026	184,967
2027	201,256
2028	219,050
2029	231,728
Thereafter	8,228,623
Total	$ 9,214,492

MAJOR CUSTOMERS

3 Months Ended

Mar. 31, 2025

Risks and Uncertainties [Abstract]

MAJOR CUSTOMERS

20. MAJOR CUSTOMERS

During the three months ended March 31, 2025 and 2024, the Company’s largest customer, U.S. Foods, Inc. and its affiliates, accounted for approximately 34% and 49% of total sales, respectively; Sam’s Club, a membership-based warehouse retailer and subsidiary of Walmart Inc. represented 19% and 0% of total sales, respectively; and Gate Gourmet, the leading global provider of airline catering solutions and provisioning services for airlines, represented 12% and 17% of total sales, respectively.

ACCOUNTS RECEIVABLE

3 Months Ended

Mar. 31, 2025

Receivables [Abstract]

ACCOUNTS RECEIVABLE

5. ACCOUNTS RECEIVABLE

At March 31, 2025 and December 31, 2024, accounts receivable consists of:

	March 31, 2025			December 31, 2024
	(unaudited)
Accounts receivable from customers	$	7,534,672		$	9,079,234
Allowance for credit losses		(40,002	)		(40,002	)
Accounts receivable, net	$	7,494,670		$	9,039,232

During the three months ended March 31, 2025 and 2024, the Company charged the amount of $27,555 and $22,882 to provision for credit losses, respectively.

PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE - Schedule of Disclosure of Long-Lived Assets Held-for-Sale (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Long-Lived Assets Held-for-Sale [Line Items]
Assets held for sale	$ 5,941,933	$ 5,941,933
Land [Member]
Long-Lived Assets Held-for-Sale [Line Items]
Assets held for sale	871,372	871,372
Building [Member]
Long-Lived Assets Held-for-Sale [Line Items]
Assets held for sale	5,070,561	5,070,561
Furniture and Fixtures [Member]
Long-Lived Assets Held-for-Sale [Line Items]
Assets held for sale	$ 0	$ 0

STOCK APPRECIATION RIGHTS LIABILITY (Tables)

3 Months Ended

Mar. 31, 2025

Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract]

Schedule of Assumption Utilized in the Valuation of the Smallwood SARs

The change in valuation of the Smallwood SARs is summarized in the table below:

May 15, 2023 - fair value	$	9,794
(Gain) Loss on revaluation		245,226
December 31, 2023 -fair value	$	255,020
(Gain) Loss on revaluation		1,098,130
December 31, 2024 - fair value	$	1,353,150
(Gain) Loss on revaluation		60,595
March 31, 2025 - fair value	$	1,413,745

ACCOUNTS RECEIVABLE (Tables)

3 Months Ended

Mar. 31, 2025

Receivables [Abstract]

Schedule of Accounts Receivable

At March 31, 2025 and December 31, 2024, accounts receivable consists of:

	March 31, 2025			December 31, 2024
	(unaudited)
Accounts receivable from customers	$	7,534,672		$	9,079,234
Allowance for credit losses		(40,002	)		(40,002	)
Accounts receivable, net	$	7,494,670		$	9,039,232

PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE (Details) - Race Track Road Property [Member]	Feb. 14, 2024 USD ($)
PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE (Details) [Line Items]
Proceeds from Sale, Property, Held-for-Sale	$ 2,455,000
Gain (Loss) on Disposition of Property Plant Equipment	1,807,516
Payments to Acquire Property, Plant, and Equipment	353,815
Expenses related to sale of Property	165,755
Sales Commissions and Fees	147,300
Excise and Sales Taxes	17,185
Clearance Fees	$ 1,270

EQUITY - Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award (Details)	3 Months Ended
	Mar. 31, 2025 $ / shares shares
Stock Price Target 1.23 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 1.23
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.40%
Maximum Number Of Shares \| shares	131,085
Stock Price Target 1.63 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 1.63
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.30%
Maximum Number Of Shares \| shares	98,313
Stock Price Target 2.04 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.04
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.20%
Maximum Number Of Shares \| shares	65,542
Stock Price Target 2.45 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.45
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.15%
Maximum Number Of Shares \| shares	49,157
Stock Price Target 2.86 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.86
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.15%
Maximum Number Of Shares \| shares	49,157
Stock Price Target 3.27 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 3.27
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.10%
Maximum Number Of Shares \| shares	32,771
Stock Price Target 3.68 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 3.68
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.10%
Maximum Number Of Shares \| shares	32,771
Stock Price Target 4.08 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 4.08
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.10%
Maximum Number Of Shares \| shares	32,771

NOTES PAYABLE (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Debt Disclosure [Abstract]
Interest Payable	$ 91,235	$ 91,347

STOCK APPRECIATION RIGHTS LIABILITY - Schedule of Assumption Utilized in the Valuation of the Smallwood SARs (Details) - Stock Appreciation Rights (SARs) [Member] - USD ($)	3 Months Ended	8 Months Ended	12 Months Ended
	Mar. 31, 2025	Dec. 31, 2023	Dec. 31, 2024
STOCK APPRECIATION RIGHTS LIABILITY - Schedule of Assumption Utilized in the Valuation of the Smallwood SARs (Details) [Line Items]
Balance	$ 1,353,150	$ 9,794	$ 255,020
(Gain) Loss on revaluation	60,595	245,226	1,098,130
Balance	$ 1,413,745	$ 255,020	$ 1,353,150

Accounting Policies, by Policy (Policies)

3 Months Ended

Mar. 31, 2025

Accounting Policies [Abstract]

Business Activity

We provide difficult-to-find specialty foods primarily to both Professional Chefs through our relationships with producers, growers, makers and distributors of these products worldwide. The distribution of these products primarily originates from our two warehouses and those of our drop ship partners, and is driven by our proprietary technology platform. In addition, we provide value-added services through our team of food specialists and Chef Advisors who offer customer support, menu ideas, and preparation guidance.

Restructuring

During the fourth quarter of 2023, we made the decision to focus more on our Business to Business (B2B) activities and less on our Direct to Consumer (“D2C”) products. Our subsidiaries GROW and Oasis were sold effective December 29, 2023; Haley Food Group, Inc. (“Haley”) was sold effective February 26, 2024; and the igourmet platform and its D2C components were sold effective August 6, 2024. We continue to operate the B2B component, which remains part of our continuing operations. On October 8, 2024, we sold substantially all of the assets of Mouth. The activities of P Innovations (“Plantbelly”) were abandoned. See Note 2.

Discontinued Operations

Pursuant to the guidance of Accounts Standards Codification (“ASC”) 205-20, Presentation of Financial Statements – Discontinued Operations, the accounts of our discontinued entities GROW, Oasis, Haley, Plantbelly, and Mouth have been included in “Net loss from discontinued operations” in our consolidated statements of operations. Additionally, the assets and liabilities of these entities have been presented as discontinued operations in our consolidated balance sheets. On December 29, 2023, the Company completed the sales of its Grow and Oasis subsidiaries; on February 26, 2024, the Company completed the sale of its Haley subsidiary (see Note 4); and on October 8, 2024, the Company completed the sale of substantially all of the assets of Mouth. In addition, the operations of Plantbelly have been abandoned. The only remaining discontinued operations on the Company’s balance sheet at December 31, 2024 is cash in the amount of $49,315 held by Mouth. See Note 2.

Reclassifications

Certain amounts presented in the financial statements of the prior period have been reclassified to conform with the current period presentation of discontinued operations. See Note 2.

Use of Estimates

The preparation of these unaudited consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate these estimates, including those related to revenue recognition and concentration of credit risk. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Accounts subject to estimate and judgements are allowances for doubtful accounts, allowances for slow moving & obsolete inventory, income taxes, intangible assets, operating and finance right of use assets and liabilities, and equity-based instruments. Actual results may differ from these estimates under different assumptions or conditions. We believe our estimates have not been materially inaccurate in past years, and our assumptions are not likely to change in the foreseeable future.

Concentrations of Credit Risk

Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, consist primarily of cash, cash equivalents and trade receivables. The Company places its cash and temporary cash in investments with credit quality institutions. At times, such investments may be in excess of applicable government mandated insurance limit. As of March 31, 2025 and December 31, 2024, the Company’s largest customer, U.S. Foods, Inc. and its affiliates, accounted for approximately 14% and 10% of accounts receivable, respectively; Sam’s Club, a membership-based warehouse retailer and subsidiary of Walmart Inc. represented 24% and 34% of accounts receivable, respectively; and Gate Gourmet, the leading global provider of airline catering solutions and provisioning services for airlines, represented 19% and 15% of accounts receivable, respectively.

The Company maintains cash balances in excess of Federal Deposit Insurance Corporation limits. At March 31, 2025 and December 31, 2024, the total cash in excess of these limits was $0 and $1,016,918, respectively.

Accounts Receivable

The Company provides an allowance for credit losses equal to the estimated uncollectible amounts pursuant to the guidance of Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit Losses (Topic 326) as codified in ASC 326, Financial Instruments – Credit Losses. Under ASC 326, the Company utilizes a current and expected credit loss (CECL) impairment model. ASU 2016-13 became effective for us on January 1, 2023. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. It is reasonably possible that the Company’s estimate of the allowance for doubtful accounts will change. Accounts receivable are presented net of an allowance for doubtful accounts of $40,002 at March 31, 2025 and December 31, 2024.

Inventories

Inventory

Inventory is valued at the lower of cost or market and is determined by the first-in, first-out method. The Company adjusts inventory based upon bi-weekly cycle counts and upon the expiration date of food products. In addition, the Company records an allowance for obsolete or slow moving inventory based upon historical loss history and management’s judgment.

Leases

The Company accounts for leases in accordance with Financial Accounting Standards Board (“FASB”) ASC 842, Leases. The Company determines if an arrangement is a lease at inception. Operating lease right-of-use assets (“ROU assets”) and short-term and long-term lease liabilities are included on the face of the consolidated balance sheet. Finance lease ROU assets are presented within other assets, and finance lease liabilities are presented within current and long-term liabilities.

ROU assets represent the right of use to an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components, which are accounted for as a single lease component. For lease agreements with terms less than 12 months, the Company has elected the short-term lease measurement and recognition exemption, and it recognizes such lease payments on a straight-line basis over the lease term.

Revenue Recognition

The Company recognizes revenue upon product delivery. All of our products are shipped either same day or overnight or through longer shipping terms to the customer and the customer takes title to product and assumes risk and ownership of the product when it is delivered. Shipping charges to customers and sales taxes collectible from customers, if any, are included in revenues.

For revenue from product sales (i.e., specialty foodservice and e-commerce), the Company recognizes revenue in accordance with FASB ASC Topic 606, Revenue from Contracts with Customers. A five-step analysis must be met as outlined in Topic 606: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations, and (v) recognize revenue when (or as) performance obligations are satisfied. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company defers any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.

Warehouse and logistics services revenues are primarily comprised of inventory management, order fulfilment and warehousing services. Warehouse and logistics services revenues are recognized at the point in time when the services are rendered to the customer.

Deferred Revenue

Deferred revenue relates to a long-term lease agreement under which the Company received a one-time upfront payment associated with the installation of a telecommunications tower on a building owned by the Company. This lease has a 50-year term, and revenue is being recognized on a straight-line basis over the life of the lease

The following table represents the changes in deferred revenue as reported on the Company’s consolidated balance sheets:

Balance as of December 31, 2023	$	351,500
Cash payments received		-
Net sales recognized		(1,900	)
Balance as of March 31, 2024 (unaudited)	$	349,600
Balance as of December 31, 2024		349,600
Cash payments received		-
Net sales recognized		(1,900	)
Balance as of March 31, 2025 (unaudited)	$	347,700

Disaggregation of Revenue

The following table represents a disaggregation of revenue for the three months ended March 31, 2025 and 2024:

	Three Months Ended
	March 31,
	2025		2024
	(unaudited)		(unaudited)
Digital Channels	$	8,299,715	$	8,908,936
National Distribution		6,562,167		2,811,095
Local Distribution		4,433,618		2,355,045
Direct-to-Consumer		-		1,234,866
Other Services		253,066		208,211
Total	$	19,548,566	$	15,518,153

Cost of goods sold

Cost of Goods Sold

We have included in cost of goods sold all costs which are directly related to the generation of revenue. These costs include primarily the cost of food and raw materials, packing and handling, shipping, and delivery costs.

We have also included all payroll costs as cost of goods sold in our leasing and logistics services business.

Basic and Diluted Income Per Share

Basic and Diluted Earnings Per Share

Basic net earnings per share is based on the weighted average number of shares outstanding during the period, while fully-diluted net earnings per share is based on the weighted average number of shares of common stock and potentially dilutive securities assumed to be outstanding during the period using the treasury stock method. Potentially dilutive securities consist of options and warrants to purchase common stock and shares issuable under executive compensation plan. Basic and diluted net loss per share is computed based on the weighted average number of shares of common stock outstanding during the period.

The Company uses the treasury stock method to calculate the impact of outstanding stock options and warrants. Stock options and warrants for which the exercise price exceeds the average market price over the period have an anti-dilutive effect on earnings per common share and, accordingly, are excluded from the calculation.

Dilutive Shares at March 31, 2025:

Stock Options

None.

Restricted Stock Awards

At March 31, 2025, there were 300,000 unvested restricted stock awards remaining from grants in a prior year. Those 300,000 restricted stock awards will vest as follows: 125,000 restricted stock awards will vest contingent upon the attainment of a stock price of $2.00 per share for 20 straight trading days, and an additional 175,000 restricted stock awards will vest contingent upon the attainment of a stock price of $3.00 per share for 20 straight trading days. The fair value of these RSUs at the date of the grants will be charged to operations upon vesting. At March 31, 2025, none of these RSU were vested. There was no charge to operations for these RSUs during the three months ended March 31, 2025.

Stock-based Compensation

At March 31, 2025, there were a total of 1,142,989 shares of common stock potentially issuable to the Company’s executive officers pursuant to compensation plans and contingent upon the achievement of certain performance goals; see Notes 16 and 17. Of these, 798,8991 shares have vested and are included in fully-diluted shares outstanding during the three months ended March 31, 2025; 344,098 have not vested, and are excluded from the calculation of fully-diluted shares outstanding during the three months ended March 31, 2025. During the three months ended March 31, 2025, the amount of $101,201 was charged to stock-based compensation. See note 17.

Computation of basic and diluted EPS:

The Company recorded a net loss for the three months ended March 31, 2025, and all of potentially issuable shares are anti-dilutive. There is no difference between EPS and fully-diluted EPS for the three months ended March 31, 2025.

Dilutive shares at March 31, 2024:

Stock Options:

The following table summarizes the options outstanding and the related prices for the options to purchase shares of the Company’s common stock issued by the Company at March 31, 2024:

				Weighted average
Exercise Price		Number of Options		Remaining contractual life (years)
$	0.41		125,000		0.07
$	0.50		125,000		0.07
$	0.60		50,000		1.75
$	1.00		50,000		1.75
$	1.25		130,000		2.25
$	1.75		130,000		2.25
			610,000		1.27

Restricted Stock Awards:

At March 31, 2024, there are 300,000 unvested restricted stock awards remaining from grants in a prior year. Those 300,000 restricted stock awards will vest as follows: 125,000 restricted stock awards will vest contingent upon the attainment of a stock price of $2.00 per share for 20 straight trading days, and an additional 175,000 restricted stock awards will vest contingent upon the attainment of a stock price of $3.00 per share for 20 straight trading days. The fair value of these RSUs at the date of the grants will be charged to operations upon vesting. At March 31, 2024, none of these RSU were vested. There was no charge to operations for these RSUs during the three months ended March 31, 2024.

Stock-based Compensation:

At March 31, 2024, there were a total of 3,910,534 shares of common stock potentially issuable to the Company’s executive officers pursuant to compensation plans and contingent upon the achievement of certain performance goals; see notes 16 and 17.

The following table illustrates the computation of basic and diluted EPS:

	For the three months ended March 31, 2024
	Income		Shares		Per-Share
	(Numerator)		(Denominator)		Amount
Income from continuing operations	$	1,425,874

Basic EPS
Income available to common shareholders		1,425,874		49,707,036	$	0.029

Effect of dilutive securities
Options		-		165,505
Executive compensation plan		-		731,350

Diluted EPS	$	1,425,874.00		50,603,891	$	0.028

New Accounting Pronouncements

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”. The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The ASU is effective for annual reporting periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024 with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company does not believe the adoption of this guidance will have a material effect on its Consolidated Financial Statements and segment disclosures.

In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses (DISE)” which requires disaggregated disclosure of income statement expenses for public business entities. The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company does not believe the adoption of this guidance will have a material effect on its Consolidated Financial Statements and segment disclosures.

Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2025	May 08, 2025
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Mar. 31, 2025
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q1
Entity Information [Line Items]
Entity Registrant Name	INNOVATIVE FOOD HOLDINGS, INC.
Entity Central Index Key	0000312257
Entity File Number	000-09376
Entity Tax Identification Number	20-1167761
Entity Incorporation, State or Country Code	FL
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	2528 S. 27th Ave
Entity Address, City or Town	Broadview
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60155
Entity Phone Fax Numbers [Line Items]
City Area Code	239
Local Phone Number	596-0204
Entity Listings [Line Items]
Title of 12(b) Security	None
Entity Common Stock, Shares Outstanding		54,785,684

EQUITY (Details) - USD ($)																							3 Months Ended		12 Months Ended
EQUITY (Details) - USD ($)	Mar. 14, 2025	Mar. 07, 2025	Mar. 03, 2025	Feb. 06, 2025	Jan. 31, 2025	Jan. 14, 2025	Jan. 13, 2025	Jan. 13, 2025	Jan. 09, 2025	Dec. 16, 2024	Nov. 13, 2024	Oct. 07, 2024	Sep. 19, 2024	Jul. 31, 2024	Jul. 30, 2024	Jul. 25, 2024	May 28, 2024	Apr. 17, 2024	Feb. 26, 2024	Jan. 01, 2024	Nov. 07, 2023	May 15, 2023	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
EQUITY (Details) [Line Items]
Common Stock, Shares, Issued																							56,831,090		56,009,032
Common Stock, Shares, Outstanding																							53,986,793		53,164,735
Common Stock Issued, but not Outstanding																							2,844,297		2,844,297
Stock Issued During Period, Shares, Period Increase (Decrease)																							798,091		738,032
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period							24,026		60,000
Stock Issued During Period, Shares, Acquisitions																			21,126
Share Price (in Dollars per share)																			$ 1				$ 1.87
Income (Loss) from Subsidiaries, Net of Tax (in Dollars)																			$ 21,126
Share-Based Payment Arrangement, Expense (in Dollars)																							$ 101,201		$ 23,875
Stock Price Target Descriptions Per Share																							The total number of shares vested for achievement of the $1.80 and $2.00 price targets
Share classified as common stock issuable																							487,566
Share of common stock unvested																							196,627
Stock price target and vested descriptions per share														the price target of $1.23 per share under the CFO Stock Plan was achieved and 131,085 shares of common stock vested pursuant to this plan.									the price target of $1.63 per share under the CFO Stock Plan was achieved and 98,313 shares of common stock vested; and on March 10, 2025, the price target of $2.04 per share under the CFO Stock Plan was achieved and 65,542 shares of common stock vested. The total number of shares vested for achievement of the $1.63 and $2.04 price targets was 163,855; these share are classified as common stock issuable on the Company’s balance sheet at March 31, 2025.
Share-Based Payment Arrangement, Noncash Expense (in Dollars)																							$ 101,201	$ 103,235
Haley Food Group, Inc. [Member]
EQUITY (Details) [Line Items]
Subsidiary, Ownership Percentage, Parent																			100.00%
Stock Repurchased During Period, Shares																			21,126
Minimum [Member]
EQUITY (Details) [Line Items]
Preferred Stock, Redemption Price Per Share (in Dollars per share)																						$ 1.5
Maximum [Member]
EQUITY (Details) [Line Items]
Preferred Stock, Redemption Price Per Share (in Dollars per share)																						$ 2
Options at $1.25 [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period									130,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares									130,000
Option exercise price (in Dollars per share)									$ 1.25														$ 1.25
Options at $1.75 [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares									130,000
Option exercise price (in Dollars per share)									$ 1.75														1.75
Share-Based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit (in Dollars per share)									$ 1.75
Options at $1.00 [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period							50,000	24,026
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares								50,000
Option exercise price (in Dollars per share)							$ 1	$ 1															$ 1
Exercise Price One Member
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares									130,000
Stock Appreciation Rights (SARs) [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period																						1,500,000
Share-Based Payment Arrangement, Noncash Expense (in Dollars)																						$ 9,794
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding (in Dollars)																							$ 1,413,746
SARs Priced At150 [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period																						750,000
Shares Issued, Price Per Share (in Dollars per share)																						$ 1.5
SARs Priced At200 [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period																						750,000
Shares Issued, Price Per Share (in Dollars per share)																						$ 2
Share-Based Payment Arrangement, Option [Member]
EQUITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period																							310,000
Share-Based Payment Arrangement, Expense (in Dollars)																							$ 0		2,034
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Intrinsic Value (in Dollars)																							0
Chief Executive Officer [Member]
EQUITY (Details) [Line Items]
Common Stock, Shares, Issued	530,665																				678,302
Share-Based Payment Arrangement, Amount Capitalized (in Dollars)																							660,541
Share-Based Payment Arrangement, Expense (in Dollars)																							58,283		58,283
Shares Issued, Shares, Share-Based Payment Arrangement, before Forfeiture																					296,831
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation				57,350																	0.6
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period			243,783		243,783
Stock Price Target (in Dollars per share)			$ 2		$ 1.8					$ 1.6		$ 1.4	$ 0.8		$ 1.2
Obligation, net				73,735
Chief Operating Officer [Member]
EQUITY (Details) [Line Items]
Common Stock, Shares, Issued	133,632
Share-Based Payment Arrangement, Amount Capitalized (in Dollars)																							199,951
Share-Based Payment Arrangement, Expense (in Dollars)																							$ 19,043		$ 19,043
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation	112,151
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period		73,735				73,735					98,313					147,470		196,627
Stock Price Target (in Dollars per share)		$ 2.03				$ 1.74					$ 1.45					$ 1.16		$ 0.87
Obligation, net	133,632
Stock Price Target Descriptions Per Share																							The total number of shares vested for achievement of the $1.74, and $2.03 price targets was 147,470; these shares are classified as common stock issuable on the Company’s balance sheet at March 31,
Share of common stock unvested																							147,471
Chief Financial Officer [Member]
EQUITY (Details) [Line Items]
Common Stock, Shares, Issued	73,735
Share-Based Payment Arrangement, Amount Capitalized (in Dollars)																				$ 238,747
Share-Based Payment Arrangement, Expense (in Dollars)																							$ 23,875
Stock Price Target (in Dollars per share)																	$ 1
Mr. Smallwood [Member]
EQUITY (Details) [Line Items]
Share-Based Payment Arrangement, Noncash Expense (in Dollars)																							$ 60,595
Stock Price Target 0.60 [Member]
EQUITY (Details) [Line Items]
Stock Price Target (in Dollars per share)																							$ 0.6
Maximum Number of Shares															975,133								975,133
Common Stock to be issued [Member] \| Chief Executive Officer [Member]
EQUITY (Details) [Line Items]
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation				444,468
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period										243,783		365,675	731,350		365,675		487,567
Obligation, net				530,665

PROPERTY AND EQUIPMENT (Tables)

3 Months Ended

Mar. 31, 2025

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

A summary of property and equipment at March 31, 2025 and December 31, 2024 is as follows:

	March 31, 2025			December 31, 2024
	(unaudited)
Land	$	208,140		$	208,140
Building		1,019,655			904,593
Computer and Office Equipment		270,971			260,702
Warehouse Equipment		655,622			617,587
Furniture and Fixtures		952,870			952,870
Vehicles		277,353			277,353
Total before accumulated depreciation		3,384,611			3,221,245
Less: accumulated depreciation		(1,694,527	)		(1,636,367	)
Total	$	1,690,084		$	1,584,878

SALE OF ASSETS

3 Months Ended

Mar. 31, 2025

Sale Of Assets Abstract

SALE OF ASSETS

3. SALE OF ASSETS

On February 14, 2024, the Company sold its property located at 28411 Race Track Road, Bonita Springs, Florida, for net cash proceeds of $2,101,185, net of the payoff of principal and interest in the amount of $356,215 on Maple Mark Term Loan 2. A gain in the amount of $1,807,516 was recorded on this transaction.

LINE OF CREDIT - Schedule of Line of Credit (Parentheticals) (Details) - USD ($)		3 Months Ended
	Jun. 06, 2022	Mar. 31, 2025	Mar. 31, 2024
Line of Credit Facility [Line Items]
Repaid amount		$ 500,000	$ 0
Paid interest		$ 204,813	$ 228,970
Line of Credit Facility, Interest Rate Description	the greater of (a) the Base Rate (the rate of interest per annum quoted in the “Money Rates” section of The Wall Street Journal from time to time and designated as the “Prime Rate”) plus 0.25% per annum and (b) 5.50% per annum
Line of Credit [Member]
Line of Credit Facility [Line Items]
Amount available under the MapleMark revolver	$ 1,500,000
Interest rate		7.75%
Borrowed amount		$ 500,000
Repaid amount		500,000
Paid interest		$ 1,804

LINE OF CREDIT (Tables)

3 Months Ended

Mar. 31, 2025

Line of Credit [Abstract]

Schedule of Line of Credit

		March 31, 2025		December 31, 2024
		(unaudited)
On June 6, 2022, the Company entered into a revolving credit facility with MapleMark (the “MapleMark Revolver”) with a maturity date of August 25, 2025. The amount available under the MapleMark Revolver is $1,500,000. Principal and interest payments due under the MapleMark Revolver are payable monthly. Amounts due under the MapleMark Revolver bear interest at the greater of (a) the Base Rate (the rate of interest per annum quoted in the “Money Rates” section of The Wall Street Journal from time to time and designated as the “Prime Rate”) plus 0.25% per annum and (b) 5.50% per annum. At March 31, 2025, the interest rate was 7.75%. During the three months ended March 31, 2025, the Company borrowed the amount of $500,000 under the MapleMark Revolver, and repaid the amount of $500,000. During the three months ended March 31, 2025, the Company paid interest in the amount of $1,804 on the MapleMark Revolver.	$	-	$	-

LINE OF CREDIT - Schedule of Line of Credit (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Line of Credit [Member]
Line of Credit Facility [Line Items]
Line of credit	$ 0	$ 0

ACCOUNTS RECEIVABLE - Schedule of Accounts Receivable (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Schedule Of Accounts Receivable Abstract
Accounts receivable from customers	$ 7,534,672	$ 9,079,234
Allowance for credit losses	(40,002)	(40,002)
Accounts receivable, net	$ 7,494,670	$ 9,039,232

PROPERTY AND EQUIPMENT - Schedule of Property, Plant and Equipment (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	$ 3,384,611	$ 3,221,245
Less: accumulated depreciation	(1,694,527)	(1,636,367)
Total	1,690,084	1,584,878
Land [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	208,140	208,140
Building [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	1,019,655	904,593
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	270,971	260,702
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	655,622	617,587
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	952,870	952,870
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment, gross	$ 277,353	$ 277,353

Pay vs Performance Disclosure - USD ($)	3 Months Ended
Pay vs Performance Disclosure - USD ($)	Mar. 31, 2025	Mar. 31, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ (430,436)	$ 1,425,874

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Section 50
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (g)(3)
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-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Subparagraph (a)
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/exampleRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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Reference 29: http://www.xbrl.org/2003/role/disclosureRef
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 35: http://www.xbrl.org/2003/role/disclosureRef
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Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
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-Subparagraph (SX 210.9-04(22))
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-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

INTANGIBLE ASSETS - Schedule of Indefinite-lived Intangible Assets (Details) - Trade Names [Member] - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2025	Dec. 31, 2024
Indefinite-Lived Intangible Assets [Line Items]
Indefinite-lived intangibles, gross	$ 217,000	$ 217,000
Indefinite-lived intangibles, Accumulated Amortization	0	0
Indefinite-lived intangibles, Net	$ 217,000	$ 217,000

INVENTORY (Tables)

3 Months Ended

Mar. 31, 2025

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory consists primarily of specialty food products. At March 31, 2025 and December 31, 2024, inventory consisted of the following:

	March 31, 2025		December 31, 2024
	(unaudited)
Finished goods inventory	$	6,796,302	$	6,290,488
Allowance for slow moving & obsolete inventory		-		-
Finished goods inventory, net	$	6,796,302	$	6,290,488

RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES (Tables)

3 Months Ended

Mar. 31, 2025

Disclosure Text Block [Abstract]

Schedule of Lease, Cost

Right of use assets – operating leases are summarized below:

	March 31, 2025		December 31, 2024
	(unaudited)
Building	$	515,460	$	565,931
Vehicles		121,626		128,158
Warehouse equipment		4,322		7,950
Office equipment		2,599		3,437
Right of use assets, net	$	644,007	$	705,476

Operating lease liabilities are summarized below:

	March 31, 2025			December 31, 2024
	(unaudited)
Building	$	519,842		$	567,684
Vehicles		121,626			128,158
Warehouse equipment		4,322			7,950
Office equipment		2,599			3,437
Lease liability	$	648,389		$	707,229
Less: current portion		(241,317	)		(239,660	)
Lease liability, non-current	$	407,072		$	467,569

Schedule of Lessee, Operating Lease, Liability, Maturity

Maturity analysis under these lease agreements are as follows:

For the period ended March 31, 2026	$	278,963
For the period ended March 31, 2027		279,983
For the period ended March 31, 2028		118,509
For the period ended March 31, 2029		34,950
For the period ended March 31, 2030		-
Total	$	712,405
Less: Present value discount		(64,016	)
Lease liability	$	648,389

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2025
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) - USD ($)		3 Months Ended		299 Months Ended
	Jun. 13, 2023	Mar. 31, 2025	Mar. 31, 2024	Jun. 13, 2048	Dec. 31, 2024	Jun. 06, 2022
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Discount		$ 1,284	$ 1,283
accrued interest		91,235			$ 91,347
Maple Mark Term Loan 1 [Member]
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Amount						$ 5,324,733
interest payments	$ 61,715	$ 197,087
Maple Mark Term Loan 3 [Member]
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Amount	$ 9,057,840
Payments				$ 80,025
	June 13, 2048
Interest rate	Amounts outstanding under the Maple Mark Term Loan 3 will bear interest at the rate equal to the lesser of (a) the maximum lawful rate, or (b) the greater of (i) WSJP (the “Prime Rate” as published by The Wall Street Journal) plus 1.25% per annum or (ii) 4.50% per annum.
Interest		9.50%
Discount	$ 385,803	$ 1,284
accrued interest		72,273
Principal [Member] \| Maple Mark Term Loan 3 [Member]
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Principal payments		30,403
Convertible Debt [Member]
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Amount		$ 20,000
Interest		1.90%
accrued interest		$ 18,962
accrued		96
GO Acquisition [Member]
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Amount		$ 350,000
Interest		6.00%
Principal payments		$ 15,201
interest payments		$ 3,295
Monthly instalments		$6,766
Principal [Member] \| Maple Mark Term Loan 1 [Member]
NOTES PAYABLE - Schedule of Debt (Parentheticals) (Details) [Line Items]
Principal payments	$ 5,324,733

ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) - USD ($)				3 Months Ended		4 Months Ended
	Feb. 06, 2024	Feb. 28, 2023	Feb. 03, 2023	Mar. 31, 2025	Mar. 31, 2024	Jul. 07, 2024
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs			$ 250,000
Former CEO And Director [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				$ 83,333
Debt Instrument, Face Amount			1,000,000
Debt Instrument, Periodic Payment			$ 6,410.26
Shares Issued, Shares, Share-Based Payment Arrangement, before Forfeiture (in Shares)			400,000
Shares Issued, Value, Share-Based Payment Arrangement, before Forfeiture			$ 168,000
Severance Costs			$ 1,819,199
Director of Strategic Acquisitions [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Severance Costs		$ 126,451
Insurance Payments Monthly		2,548
Former CFO [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				41,125
Severance Costs	$ 113,918
Mr Klepfish [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs					$ 83,333
Mr. Tang [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				0	41,125
Shares To Be Delivered On June 1, 2027 [Member] \| Former CEO And Director [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Shares Issued, Shares, Share-Based Payment Arrangement, before Forfeiture (in Shares)			266,666
Shares Issued, Value, Share-Based Payment Arrangement, before Forfeiture			$ 400,000
Insurance, Other [Member] \| Former CEO And Director [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Severance Costs			$ 1,199
Insurance, Other [Member] \| Director of Strategic Acquisitions [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				967
Severance Costs		26,451
Insurance, Other [Member] \| Former CFO [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				2,885
Insurance, Other [Member] \| Mr Wiernasz [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				0	967
Insurance, Other [Member] \| Mr. Tang [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs				$ 0	$ 2,885
Cash [Member] \| Director of Strategic Acquisitions [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Severance Costs		100,000
Payment Due Upon Execution Of Agreement [Member] \| Director of Strategic Acquisitions [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs		33,333
Payment Due March 15, 2023 [Member] \| Director of Strategic Acquisitions [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs		33,333
Payment Due On April 15, 2023 [Member] \| Director of Strategic Acquisitions [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs		$ 33,334
Legal Fees [Member] \| Former CFO [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Severance Costs	4,000
Payment Due March 4, 2024 [Member] \| Former CFO [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs	$ 25,890
Payment Due March 11, 2024 [Member] \| Former CFO [Member]
ACCRUED SEPARATION COSTS – RELATED PARTIES (Details) [Line Items]
Payments Of Separation Costs						$ 5,178

SEGMENTS (Details)	3 Months Ended
SEGMENTS (Details)	Mar. 31, 2025
Segment Reporting [Abstract]
Number of Reportable Segments	1

Consolidated Balance Sheets (Parentheticals) - $ / shares	Mar. 31, 2025	Dec. 31, 2024
Statement of Financial Position [Abstract]
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares outstanding	53,986,793	53,164,735
Common stock, shares issued	56,831,090	56,009,032
Common stock to be issued, shares	798,891	738,032
Treasury stock, shares	2,644,297	2,644,297

DISCONTINUED OPERATIONS - Schedule of Disposal Groups, Including Discontinued Operations (Details) - Discontinued Operations [Member] - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash	$ 0		$ 49,315
Total current assets - discontinued operations	0		$ 49,315
Revenue	0	$ 236,817
Cost of goods sold	0	(184,818)
Gross margin	0	51,999
Selling, general, and administrative expenses	0	(67,311)
Interest income	0	0
Loss from discontinued operations, net of tax	$ 0	$ (15,312)

SUBSEQUENT EVENTS (Details)	May 01, 2025 USD ($)
Subsequent Event [Member]
SUBSEQUENT EVENTS (Details) [Line Items]
Loss Contingency, Accrual, Current	$ 210,000

INVENTORY

3 Months Ended

Mar. 31, 2025

Inventory Disclosure [Abstract]

INVENTORY

6. INVENTORY

Inventory consists primarily of specialty food products. At March 31, 2025 and December 31, 2024, inventory consisted of the following:

	March 31, 2025		December 31, 2024
	(unaudited)
Finished goods inventory	$	6,796,302	$	6,290,488
Allowance for slow moving & obsolete inventory		-		-
Finished goods inventory, net	$	6,796,302	$	6,290,488

NOTES PAYABLE (Tables)

3 Months Ended

Mar. 31, 2025

Debt Disclosure [Abstract]

Schedule of Debt

	March 31, 2025			December 31, 2024
	(unaudited)
On June 6, 2022, the Company entered into a term loan agreement with MapleMark (the “MapleMark Term Loan 1”) for the original amount of $5,324,733. On June 13, 2023, the Company entered into a term loan with MapleMark Bank (the “MapleMark Term Loan 3”) in the amount of $9,057,840. Principal and interest due on the MapleMark Term Loan 1 in the amounts of $5,324,733 and $61,715, respectively, were paid with proceeds of the MapleMark Term Loan 3. The MapleMark Term Loan 3 is payable in monthly installments of $80,025 commencing July 1, 2023 and continuing through June 13, 2048. Amounts outstanding under the Maple Mark Term Loan 3 will bear interest at the rate equal to the lesser of (a) the maximum lawful rate, or (b) the greater of (i) WSJP (the “Prime Rate” as published by The Wall Street Journal) plus 1.25% per annum or (ii) 4.50% per annum. At March 31, 2025, the interest rate was 9.50%. The MapleMark Term Loan 3 matures on June 13, 2048. The MapleMark Term Loan 3 contains negative covenants that, subject to certain exceptions, limits the ability of the Company and its subsidiaries to, among other things, incur additional indebtedness, make restricted payments, pledge their assets as security, make investments, loans, advances, guarantees and acquisitions, undergo fundamental changes and enter into transactions with affiliates. The MapleMark Term Loan 3 also provides that the Company and its subsidiaries on a consolidated basis, meet a Fixed Charge Coverage Ratio as described in detail in the MapleMark Term Loan 3. The MapleMark Term Loan 3 contains events of default that are customary for a facility of this nature, including (subject in certain cases to grace periods and thresholds) nonpayment of principal, nonpayment of interest, fees or other amounts, material inaccuracy of representations and warranties, violation of covenants, cross-default to certain other existing indebtedness, bankruptcy or insolvency events, and certain judgment defaults as specified in the Term Loan Agreements. If an event of default occurs, the maturity of the amounts owed under the Term Loan Agreements may be accelerated. The obligations under the Term Loan Agreements are guaranteed by the Company and Innovative Food Properties LLC and are secured by mortgages on their real estate located in Florida, Illinois, and Pennsylvania and substantially all of their assets, in each case, subject to certain exceptions and permitted liens. The Company created a discount on the MapleMark Term Loan 3 for costs in the amount of $385,803 which will be amortized over the life of the loan. During the three months ended March 31, 2025, the Company amortized $1,284 of these costs to interest expense. During the three months ended March 31, 2025, the Company made principal payments and interest payments in the amount of $30,403 and $197,087, respectively, on this loan. At March 31, 2025, accrued interest on this note was $72,273.	$	8,864,709		$	8,895,112

A note payable in the amount of $20,000. The note was due in January 2006 and the Company is currently accruing interest on this note at 1.9%. During the three months ended March 31, 2025, the Company accrued interest in the amount of $96 on this note. At March 31, 2025, accrued interest on this note was $18,962.	$	20,000		$	20,000

A note payable in the amount of $350,000 issued in connection with the GO Acquisition (the GO Note”). The GO Note is payable in 60 equal monthly instalments of $6,766 and bears interest at the rate of 6.0%. During the three months ended March 31, 2025, the Company made principal and interest payments on the GO note in the amount of $15,201 and $3,295, respectively.	$	329,783		$	344,984
Total	$	9,214,492		$	9,260,096
Discount		(376,086	)		(377,370	)
Net of discount	$	8,838,406		$	8,882,726

Current portion	$	179,981		$	190,052
Long-term maturities, net of discount		8,658,425			8,692,674
Total	$	8,838,406		$	8,882,726

Schedule of Maturities of Long-Term Debt

Aggregate maturities of notes payable as of March 31, 2025 are as follows:

2025		148,868
2026		184,967
2027		201,256
2028		219,050
2029		231,728
Thereafter		8,228,623
Total	$	9,214,492

STOCK APPRECIATION RIGHTS LIABILITY (Details) - Stock Appreciation Rights (SARs) [Member]	May 15, 2023 USD ($) shares
STOCK APPRECIATION RIGHTS LIABILITY (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period \| shares	1,500,000
Share-Based Payment Arrangement, Noncash Expense \| $	$ 9,794

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) - $ / shares				3 Months Ended
	Jan. 13, 2025	Jan. 13, 2025	Jan. 09, 2025	Mar. 31, 2025
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Number of Options				610,000
Weighted Average Remaining Contractual Life (years)				1 year 3 months 7 days
Options at $0.41 [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Exercise Price				$ 0.41
Number of Options				125,000
Weighted Average Remaining Contractual Life (years)				25 days
Options at $0.50 [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Exercise Price				$ 0.5
Number of Options				125,000
Weighted Average Remaining Contractual Life (years)				25 days
Options at $0.60 [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Exercise Price				$ 0.6
Number of Options				50,000
Weighted Average Remaining Contractual Life (years)				1 year 9 months
Options at $1.00 [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Exercise Price	$ 1	$ 1		$ 1
Number of Options				50,000
Weighted Average Remaining Contractual Life (years)				1 year 9 months
Options at $1.25 [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Exercise Price			$ 1.25	$ 1.25
Number of Options				130,000
Weighted Average Remaining Contractual Life (years)				2 years 3 months
Options at $1.75 [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Dilutive Shares (Details) [Line Items]
Exercise Price			$ 1.75	$ 1.75
Number of Options				130,000
Weighted Average Remaining Contractual Life (years)				2 years 3 months

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Schedule Of Accounts Payable And Accrued Liabilities Abstract
Trade payables and accrued liabilities	$ 4,813,312	$ 5,829,506
Accrued payroll and commissions	176,078	824,116
Total	$ 4,989,390	$ 6,653,622

NOTES PAYABLE

3 Months Ended

Mar. 31, 2025

Debt Disclosure [Abstract]

NOTES PAYABLE

16. NOTES PAYABLE

	March 31, 2025			December 31, 2024
	(unaudited)
On June 6, 2022, the Company entered into a term loan agreement with MapleMark (the “MapleMark Term Loan 1”) for the original amount of $5,324,733. On June 13, 2023, the Company entered into a term loan with MapleMark Bank (the “MapleMark Term Loan 3”) in the amount of $9,057,840. Principal and interest due on the MapleMark Term Loan 1 in the amounts of $5,324,733 and $61,715, respectively, were paid with proceeds of the MapleMark Term Loan 3. The MapleMark Term Loan 3 is payable in monthly installments of $80,025 commencing July 1, 2023 and continuing through June 13, 2048. Amounts outstanding under the Maple Mark Term Loan 3 will bear interest at the rate equal to the lesser of (a) the maximum lawful rate, or (b) the greater of (i) WSJP (the “Prime Rate” as published by The Wall Street Journal) plus 1.25% per annum or (ii) 4.50% per annum. At March 31, 2025, the interest rate was 9.50%. The MapleMark Term Loan 3 matures on June 13, 2048. The MapleMark Term Loan 3 contains negative covenants that, subject to certain exceptions, limits the ability of the Company and its subsidiaries to, among other things, incur additional indebtedness, make restricted payments, pledge their assets as security, make investments, loans, advances, guarantees and acquisitions, undergo fundamental changes and enter into transactions with affiliates. The MapleMark Term Loan 3 also provides that the Company and its subsidiaries on a consolidated basis, meet a Fixed Charge Coverage Ratio as described in detail in the MapleMark Term Loan 3. The MapleMark Term Loan 3 contains events of default that are customary for a facility of this nature, including (subject in certain cases to grace periods and thresholds) nonpayment of principal, nonpayment of interest, fees or other amounts, material inaccuracy of representations and warranties, violation of covenants, cross-default to certain other existing indebtedness, bankruptcy or insolvency events, and certain judgment defaults as specified in the Term Loan Agreements. If an event of default occurs, the maturity of the amounts owed under the Term Loan Agreements may be accelerated. The obligations under the Term Loan Agreements are guaranteed by the Company and Innovative Food Properties LLC and are secured by mortgages on their real estate located in Florida, Illinois, and Pennsylvania and substantially all of their assets, in each case, subject to certain exceptions and permitted liens. The Company created a discount on the MapleMark Term Loan 3 for costs in the amount of $385,803 which will be amortized over the life of the loan. During the three months ended March 31, 2025, the Company amortized $1,284 of these costs to interest expense. During the three months ended March 31, 2025, the Company made principal payments and interest payments in the amount of $30,403 and $197,087, respectively, on this loan. At March 31, 2025, accrued interest on this note was $72,273.	$	8,864,709		$	8,895,112

A note payable in the amount of $20,000. The note was due in January 2006 and the Company is currently accruing interest on this note at 1.9%. During the three months ended March 31, 2025, the Company accrued interest in the amount of $96 on this note. At March 31, 2025, accrued interest on this note was $18,962.	$	20,000		$	20,000

A note payable in the amount of $350,000 issued in connection with the GO Acquisition (the GO Note”). The GO Note is payable in 60 equal monthly instalments of $6,766 and bears interest at the rate of 6.0%. During the three months ended March 31, 2025, the Company made principal and interest payments on the GO note in the amount of $15,201 and $3,295, respectively.	$	329,783		$	344,984
Total	$	9,214,492		$	9,260,096
Discount		(376,086	)		(377,370	)
Net of discount	$	8,838,406		$	8,882,726

Current portion	$	179,981		$	190,052
Long-term maturities, net of discount		8,658,425			8,692,674
Total	$	8,838,406		$	8,882,726

There was a total of $91,235 and $91,347 accrued interest on notes payable at March 31, 2025 and December 31, 2024, respectively.

Aggregate maturities of notes payable as of March 31, 2025 are as follows:

For the period ended December 31,

2025		148,868
2026		184,967
2027		201,256
2028		219,050
2029		231,728
Thereafter		8,228,623
Total	$	9,214,492

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/470/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1C

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1C

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1C

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1I

+ Details

RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lease, Cost (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lease, Cost (Details) [Line Items]
Right of Use Asset, Operating Lease	$ 644,007	$ 705,476
Operating Lease, Liability	648,389	707,229
Less: current portion	(241,317)	(239,660)
Lease liability, non-current	407,072	467,569
Building [Member]
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lease, Cost (Details) [Line Items]
Right of Use Asset, Operating Lease	515,460	565,931
Operating Lease, Liability	519,842	567,684
Vehicles [Member]
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lease, Cost (Details) [Line Items]
Right of Use Asset, Operating Lease	121,626	128,158
Operating Lease, Liability	121,626	128,158
Equipment [Member]
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lease, Cost (Details) [Line Items]
Right of Use Asset, Operating Lease	4,322	7,950
Operating Lease, Liability	4,322	7,950
Office Equipment [Member]
RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lease, Cost (Details) [Line Items]
Right of Use Asset, Operating Lease	2,599	3,437
Operating Lease, Liability	$ 2,599	$ 3,437

Consolidated Statements of Stockholders’ Equity - USD ($)	Common Stock	Common Stock To Be Issued	Additional Paid-in Capital	Treasury Stock	Accumulated Deficit	Total
Balance at Dec. 31, 2023	$ 5,251	$ 0	$ 42,762,811	$ (1,141,370)	$ (38,821,278)	$ 2,805,414
Balance (in Shares) at Dec. 31, 2023	52,538,100	0		2,623,171
Shares returned to treasury from sale of subsidiary			(21,124)	$ (2)		(21,126)
Shares returned to treasury from sale of subsidiary (in Shares)				21,126
Fair value of shares under compensation plan			103,235			103,235
Net income (loss)					1,425,874	1,425,874
Balance at Mar. 31, 2024	$ 5,251	$ 0	42,844,922	$ (1,141,372)	(37,395,404)	4,313,397
Balance (in Shares) at Mar. 31, 2024	52,538,100	0		2,644,297
Balance at Dec. 31, 2024	$ 5,598	$ 74	45,520,121	$ (1,141,372)	(36,209,764)	8,174,657
Balance (in Shares) at Dec. 31, 2024	56,009,032	738,032		2,644,297
Shares issued in cashless conversion of options	$ 8		(8)
Shares issued in cashless conversion of options (in Shares)	84,026
Fair value of shares under compensation plan			101,201			101,201
Shares earned under compensation plans		$ 79	(79)
Shares earned under compensation plans (in Shares)		798,891
Shares issued under compensation plans	$ 74	$ (74)
Shares issued under compensation plans (in Shares)	738,032	(738,032)
Net income (loss)					(430,436)	(430,436)
Balance at Mar. 31, 2025	$ 5,680	$ 79	$ 45,621,235	$ (1,141,372)	$ (36,640,200)	$ 7,845,422
Balance (in Shares) at Mar. 31, 2025	56,831,090	798,891		2,644,297

INTANGIBLE ASSETS (Tables)

3 Months Ended

Mar. 31, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-lived Intangible Assets

	March 31, 2025 (unaudited)
			Accumulated
	Cost		Amortization		Net
Total Trade Names	$	431,565	$	28,771	$	402,794

	December 31, 2024
			Accumulated
	Gross		Amortization		Net
Total Trade Names	$	431,565	$	7,193	$	424,372

Schedule of Indefinite-lived Intangible Assets

The Company acquired certain intangible assets pursuant to the acquisitions through Artisan. The following is the net book value of these assets:

	March 31, 2025 (unaudited)
			Accumulated
	Gross		Amortization		Net
Total Trade Names	$	217,000	$	-	$	217,000

	December 31, 2024
			Accumulated
	Cost		Amortization		Net
Total Trade Names	$	217,000	$	-	$	217,000

SEGMENTS

3 Months Ended

Mar. 31, 2025

Segment Reporting [Abstract]

SEGMENTS

18. SEGMENTS

The CODM has determined that the Company operates in one reportable segment: the delivery of specialty foods. This determination was made based upon the characteristics of our business and the information used by the CODM in order monitor the business and allocate resources.

The analysis of the Company’s segments is determined by the Chief Operating Decision Maker (“CODM”). The Company’s CODM is a group consisting of our executive management team: Bill Bennett, CEO; Brady Smallwood, COO; and Gary Schubert, CFO.

The CODM uses net income to monitor budget versus actual results. The CODM also uses revenue by category to monitor the growth of the business in each of our target markets.

The following table presents our segment results:

	March 31,						March 31,
	2025						2024
	Amount			%			Amount			%			$ Change			% Change
Revenue:
Digital Channels	$	8,299,715			42.5	%	$	8,908,936			57.4	%	$	(609,221	)		-7.0	%
National distribution	$	6,562,167			33.6	%	$	2,811,095			18.1	%	$	3,751,072	)		133.4	%
Local distribution	$	4,433,618			22.7	%	$	2,355,045			15.2	%	$	2,078,573			88.3	%
Direct to consumer	$	-			-	%	$	1,234,866			8.0	%	$	(1,234,866	)		-100.0	%
Other services	$	253,066			1.3	%	$	208,211			1.3	%	$	44,855			21.5	%
Total revenue	$	19,548,566			100.0	%	$	15,518,153			100.0	%	$	4,030,413			26.0	%

Cost of sales	$	15,062,759			77.1	%	$	11,713,219			75.5	%	$	3,349,540			28.6	%
Gross margin	$	4,485,807			22.9	%	$	3,804,934			24.5	%	$	680,873			17.9	%

Cash OpEx:
Payroll & related costs	$	2,852,101			14.6	%	$	2,474,852			15.9	%	$	377,249			15.2	%
Computer and IT	$	101,769			0.5	%	$	138,656			0.9	%	$	(36,887	)		-26.6	%
Office, facility, vehicles	$	481,211			2.5	%	$	221,373			1.4	%	$	259,838			117.4	%
Insurance	$	149,973			0.8	%	$	195,670			1.3	%	$	(45,697	)		-23.4	%
Commissions	$	-			0.0	%	$	147,300			0.9	%	$	(147,300	)		0.0	%
Travel & entertainment	$	20,400			0.1	%	$	51,942			0.3	%	$	(31,542	)		-60.7	%
Advertising & marketing	$	3,758			0.0	%	$	22,472			0.1	%	$	(18,714	)		-83.3	%
Banking and credit card processing	$	8,546			0.0	%	$	1,629			0.0	%	$	6,917			424.6	%
Professional fees	$	762,489			3.9	%	$	290,432			1.9	%	$	472,057			162.5	%
	$	4,380,247			22.4	%	$	3,544,326			22.8	%	$	835,921			23.62	%
Non-cash OpEx:
Bad debt expense	$	27,555			0.1	%	$	22,882			0.1	%	$	4,673			20.4	%
Share based compensation	$	161,796			0.8	%	$	222,133			1.4	%	$	(60,337	)		-27.2	%
Depreciation & amortization	$	108,302			0.6	%	$	110,261			0.7	%	$	(1,959	)		-1.8	%
Taxes & fees	$	31,077			0.2	%	$	79,238			0.5	%	$	(48,161	)		-60.8	%
	$	328,730			1.7	%	$	434,514			2.8	%	$	(105,784	)		-24.3	%
Non-Operating (Income) Expense:
Interest expense	$	209,166			1.1	%	$	215,450			1.4	%	$	(6,284	)		-2.9	%
(Gain) loss on sale of subsidiaries	$	-			0.0	%	$	(21,126	)		-0.1	%	$	21,126			-100.0	%
(Gain) loss on sale of assets	$	-			0.0	%	$	(1,807,516	)		-11.6	%	$	1,807,516			-100.0	%
Other (income) expense	$	(1,900	)		0.0	%	$	(1,900	)		0.0	%	$	(1,314	)		69.2	%
Total other (income) expense	$	207,266			1.1	%	$	(1,615,092	)		-10.4	%	$	1,821,044			-112.8	%

Net income (loss) from continuing operations	$	(430,436	)		-2.2	%	$	1,441,186			9.3	%	$	(1,871,622	)		-129.9	%

Other segment disclosures:
Segment assets	$	25,136,372					$	19,049,823
Expenditures for segment assets	$	163,366					$	1,406

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

INVENTORY - Schedule of Inventory (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Schedule Of Inventory Abstract
Finished goods inventory	$ 6,796,302	$ 6,290,488
Allowance for slow moving & obsolete inventory	0	0
Finished goods inventory, net	$ 6,796,302	$ 6,290,488

SALE OF ASSETS (Details) - USD ($)		3 Months Ended
SALE OF ASSETS (Details) - USD ($)	Feb. 14, 2024	Mar. 31, 2025	Mar. 31, 2024
Sale Of Assets Abstract
Proceeds from Sale, Property, Held-for-Sale	$ 2,101,185
Payments to Acquire Property, Plant, and Equipment	356,215
Gain (Loss) on Disposition of Property Plant Equipment	$ 1,807,516	$ 0	$ 1,807,516

MAJOR CUSTOMERS (Details) - Customer Concentration Risk [Member] - Revenue Benchmark [Member]	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
U.S. Foods, Inc. [Member]
MAJOR CUSTOMERS (Details) [Line Items]
Concentration Risk, Percentage	34.00%	49.00%
Walmart Inc. [Member]
MAJOR CUSTOMERS (Details) [Line Items]
Concentration Risk, Percentage	19.00%	0.00%
Gate Gourmet [Member]
MAJOR CUSTOMERS (Details) [Line Items]
Concentration Risk, Percentage	12.00%	17.00%

SALE OF SUBSIDIARIES

3 Months Ended

Mar. 31, 2025

Equity Method Investments and Joint Ventures [Abstract]

SALE OF SUBSIDIARIES

4. SALE OF SUBSIDIARY

On February 26, 2024, the Company sold 100% of the equity interests in Haley for the return of 21,126 shares of the Company’s common stock held by the buyer. Haley had no assets or liabilities at the time of the sale. The Company valued the 21,126 shares of common stock at the market price on the date of the acquisition of $1.00 per sale and recorded a gain in the amount of $21,126 on this transaction.

RIGHT OF USE ASSETS – FINANCING LEASES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Disclosure Text Block [Abstract]
Finance Lease, Right-of-Use Asset, Amortization	$ 29,883	$ 24,915
Finance Lease, Weighted Average Discount Rate, Percent	5.78%		5.83%
Finance Lease, Weighted Average Remaining Lease Term	2 years 4 months 24 days		2 years 9 months 18 days

EQUITY - Schedule of share-based compensation, stock options, activity (Details) - Share-Based Payment Arrangement, Option [Member]	3 Months Ended
	Mar. 31, 2025 $ / shares shares
EQUITY - Schedule of share-based compensation, stock options, activity (Details) [Line Items]
Number of shares options outstanding \| shares	310,000
Weighted Average Exercise Price options outstanding \| $ / shares	$ 1.42
Number of shares options exercisable \| shares	0
Weighted Average Exercise Price Options exercisable \| $ / shares	$ 0
Number of shares Options Granted \| shares	0
Weighted Average Exercise Price Options Granted \| $ / shares	$ 0
Number of shares Options Exercised \| shares	(310,000)
Weighted Average Exercise Price Options Exercised \| $ / shares	$ 1.42
Number of shares Cancelled / Expired \| shares	0
Weighted Average Exercise Price Cancelled / Expired \| $ / shares	$ 0
Number of shares options outstanding \| shares	0
Weighted Average Exercise Price options outstanding \| $ / shares	$ 0

EQUITY - Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions (Details) - Stock Appreciation Rights (SARs) [Member]	3 Months Ended	12 Months Ended
	Mar. 31, 2025	Dec. 31, 2024
EQUITY - Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions (Details) [Line Items]
Dividends		0.00%
Minimum [Member]
EQUITY - Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions (Details) [Line Items]
Volatility	135.88%	86.58%
Rsk-free interest rates	3.89%	3.66%
Expected term (years)	1 year 9 months	2 years
Maximum [Member]
EQUITY - Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions (Details) [Line Items]
Volatility		131.55%
Rsk-free interest rates		4.71%
Expected term (years)		2 years 9 months

COMMITMENTS AND CONTINGENT LIABILITIES

3 Months Ended

Mar. 31, 2025

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENT LIABILITIES

21. COMMITMENTS AND CONTINGENCIES

Litigation

From time to time, the Company has become and may become involved in certain lawsuits and legal proceedings which arise in the ordinary course of business, or as the result of current or previous investments, or current or previous subsidiaries, or current or previous employees, or current or previous directors, or as a result of acquisitions and dispositions or other corporate activities. The Company intends to vigorously defend its positions. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our financial position or our business and the outcome of these matters cannot be ultimately predicted.

RELATED PARTY TRANSACTIONS

3 Months Ended

Mar. 31, 2025

RELATED PARTY TRANSACTIONS

19. RELATED PARTY TRANSACTIONS

Payments to Prior Executive Officers under Separation Agreements

Three months ended March 31, 2025:

The Company paid cash in the amount of $83,333 to Mr. Klepfish, its prior CEO, in connection with the SK Agreements.

Three months ended March 31, 2024:

The Company paid cash in the amount of $83,333 to Mr. Klepfish.

The Company made Cobra payments on behalf of Mr. Weirnasz, its prior Director of Strategic Acquisitions and previous board member, in the amount of $967.

The Company made cash payments to Mr. Tang, its prior CFO, in the amount of $41,125, and made Cobra payments on behalf of Mr. Tang in the amount of $2,885.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Details) [Line Items]
Financing lease obligations	$ 198,844	$ 287,388
Current portion	110,994	147,797
Long-term maturities	87,850	139,591
Finance Lease #1 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Details) [Line Items]
Financing lease obligations	58,620	87,278
Finance Lease #2 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Details) [Line Items]
Financing lease obligations	47,687	53,549
Finance Lease #3 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Details) [Line Items]
Financing lease obligations	17,733	20,929
Finance Lease #4 [Member]
RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease (Details) [Line Items]
Financing lease obligations	$ 74,804	$ 125,632

PROPERTY AND EQUIPMENT

3 Months Ended

Mar. 31, 2025

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT

7. PROPERTY AND EQUIPMENT

A summary of property and equipment at March 31, 2025 and December 31, 2024 is as follows:

	March 31, 2025			December 31, 2024
	(unaudited)
Land	$	208,140		$	208,140
Building		1,019,655			904,593
Computer and Office Equipment		270,971			260,702
Warehouse Equipment		655,622			617,587
Furniture and Fixtures		952,870			952,870
Vehicles		277,353			277,353
Total before accumulated depreciation		3,384,611			3,221,245
Less: accumulated depreciation		(1,694,527	)		(1,636,367	)
Total	$	1,690,084		$	1,584,878

Depreciation expense for property and equipment amounted to $58,160 and $85,345 for the three months ended March 31, 2025 and 2024, respectively. Depreciation expense for property and equipment is recorded in selling, general & administrating expenses on the Company’s statement of operations. During the three months ended March 31, 2025 and 2024, the Company acquired property and equipment in the amount of $163,366 and $1,406, respectively.

ACCRUED SEPARATION COSTS – RELATED PARTIES - Schedule of Related Party Transactions (Details)	Mar. 31, 2025 USD ($)
Related Party Transaction [Line Items]
Total	$ 2,074,063
Paid / Issued	(1,365,172)
Balance	708,891
Current	308,891
Non-current	400,000
Former CEO And Director [Member]
Related Party Transaction [Line Items]
Total	1,819,199
Paid / Issued	(1,110,308)
Balance	708,891
Current	308,891
Non-current	400,000
Director of Strategic Acquisitions [Member]
Related Party Transaction [Line Items]
Total	126,451
Paid / Issued	(126,451)
Balance	0
Current	0
Non-current	0
Chief Financial Officer [Member]
Related Party Transaction [Line Items]
Total	128,413
Paid / Issued	(128,413)
Balance	0
Current	0
Non-current	0
Cash Payment Due March 6, 2026 [Member] \| Former CEO And Director [Member]
Related Party Transaction [Line Items]
Total	1,000,000
Paid / Issued	(692,308)
Balance	307,692
Current	307,692
Payment Due Upon Execution Of Agreement [Member] \| Former CEO And Director [Member]
Related Party Transaction [Line Items]
Total	250,000
Paid / Issued	(250,000)
Balance	0
Current	0
Non-current	0
Payment Due Upon Execution Of Agreement [Member] \| Director of Strategic Acquisitions [Member]
Related Party Transaction [Line Items]
Total	100,000
Paid / Issued	(100,000)
Balance	0
Current	0
Non-current	0
Payment Due Upon Execution Of Agreement [Member] \| Chief Financial Officer [Member]
Related Party Transaction [Line Items]
Total	113,918
Paid / Issued	(113,918)
Balance	0
Current	0
Non-current	0
Shares To Be Delivered On June 1, 2027 [Member] \| Former CEO And Director [Member]
Related Party Transaction [Line Items]
Total	400,000
Paid / Issued	0
Balance	400,000
Current	0
Non-current	400,000
Shares Issued April 2023 [Member] \| Former CEO And Director [Member]
Related Party Transaction [Line Items]
Total	168,000
Paid / Issued	(168,000)
Balance	0
Current	0
Non-current	0
Insurance, Other [Member] \| Former CEO And Director [Member]
Related Party Transaction [Line Items]
Total	1,199
Paid / Issued	0
Balance	1,199
Current	1,199
Non-current	0
Insurance, Other [Member] \| Director of Strategic Acquisitions [Member]
Related Party Transaction [Line Items]
Total	26,451
Paid / Issued	(26,451)
Balance	0
Current	0
Non-current	0
Insurance, Other [Member] \| Chief Financial Officer [Member]
Related Party Transaction [Line Items]
Total	14,495
Paid / Issued	(14,495)
Balance	0
Current	0
Non-current	$ 0

RIGHT OF USE ASSETS – FINANCING LEASES (Tables)

3 Months Ended

Mar. 31, 2025

RIGHT OF USE ASSETS – FINANCING LEASES (Tables) [Line Items]

Schedule Lease, Cost

Right of use assets – operating leases are summarized below:

	March 31, 2025		December 31, 2024
	(unaudited)
Building	$	515,460	$	565,931
Vehicles		121,626		128,158
Warehouse equipment		4,322		7,950
Office equipment		2,599		3,437
Right of use assets, net	$	644,007	$	705,476

Operating lease liabilities are summarized below:

	March 31, 2025			December 31, 2024
	(unaudited)
Building	$	519,842		$	567,684
Vehicles		121,626			128,158
Warehouse equipment		4,322			7,950
Office equipment		2,599			3,437
Lease liability	$	648,389		$	707,229
Less: current portion		(241,317	)		(239,660	)
Lease liability, non-current	$	407,072		$	467,569

Schedule of Finance Lease

Financing lease liabilities are summarized below:

	March 31, 2025		December 31, 2024
	(unaudited)
Financing lease obligation under a lease agreement for warehouse furniture and equipment truck dated October 14, 2020 in the original amount of $514,173 payable in sixty monthly installments of $9,942 including interest at the rate of 6.01%. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amount of $28,658 and $1,167, respectively.	$	58,620	$	87,278

Financing lease obligation under a lease agreement for a truck dated March 31, 2020 in the original amount of $152,548 payable in eighty-four monthly installments of $2,188 including interest at the rate of 5.44%. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amounts of $5,862 and $702, respectively.	$	47,687	$	53,549

Financing lease obligation under a lease agreement for a truck dated August 23, 2019 in the original amount of $80,413 payable in eighty-four monthly installments of $1,148 including interest at the rate of 5.0%. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amounts of $3,196 and $248, respectively.	$	17,733	$	20,929

Financing lease obligation under a lease agreement for warehouse equipment dated September 12, 2024 in the original amount of $180,740 payable in sixty monthly payments in the minimum amount of $2,846 including interest at the rate of 6.01%. The amount of the monthly payments is based upon the amount of supplies and materials the Company purchases from the lessor each month. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amounts of $1,580 and $2,154, respectively.	$	74,804	$	125,632

Total	$	198,844	$	287,388

Current portion	$	110,994	$	147,797
Long-term maturities		87,850		139,591
Total	$	198,844	$	287,388

Schedule of Finance Lease, Liability, Maturity

2026	$	110,994
2027		43,817
2028		16,826
2029		17,865
2030		9,342
Total	$	198,844

Financing Lease [Member]

RIGHT OF USE ASSETS – FINANCING LEASES (Tables) [Line Items]

Schedule Lease, Cost

The Company has financing leases for vehicles and warehouse equipment. Right of use asset – financing leases are summarized below:

	March 31, 2025			December 31, 2024
	(unaudited)
Vehicles	$	404,858		$	404,858
Warehouse Equipment		736,156			736,156
Total before accumulated depreciation		1,141,014			1,141,014
Less: accumulated depreciation		(646,624	)		(616,741	)
Total	$	494,390		$	524,273

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Disaggregation of Revenue (Details) - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Disaggregation of Revenue [Line Items]
Revenue	$ 19,548,566	$ 15,518,153
Digital Channels [Member]
Disaggregation of Revenue [Line Items]
Revenue	8,299,715	8,908,936
National Distribution [Member]
Disaggregation of Revenue [Line Items]
Revenue	6,562,167	2,811,095
Local Distribution [Member]
Disaggregation of Revenue [Line Items]
Revenue	4,433,618	2,355,045
Direct to Consumer [Member]
Disaggregation of Revenue [Line Items]
Revenue	0	1,234,866
Other Services [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 253,066	$ 208,211

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

EQUITY - Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award (Details) - $ / shares		3 Months Ended
	Jul. 30, 2024	Mar. 31, 2025
Stock Price Target 0.60 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 0.6
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		2.00%
Maximum Number of Shares	975,133	975,133
Stock Price Target 0.80 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 0.8
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		1.50%
Maximum Number of Shares		731,350
Stock Price Target 1.00 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 1
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		1.00%
Maximum Number of Shares		487,567
Stock Price Target 1.20 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 1.2
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		0.75%
Maximum Number of Shares		365,675
Stock Price Target 1.40 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 1.4
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		0.75%
Maximum Number of Shares		365,675
Stock Price Target 1.60 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 1.6
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		0.50%
Maximum Number of Shares		243,783
Stock Price Target 1.80 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 1.8
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		0.50%
Maximum Number of Shares		243,783
Stock Price Target 2.00 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target		$ 2
Number of Shares Issued and Outstanding on Grant Date Multiplied by:		0.50%
Maximum Number of Shares		243,783

Consolidated Statements of Cash Flows - USD ($)	3 Months Ended		12 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Cash flows used in operating activities:
Net income (loss)	$ (430,436)	$ 1,425,874
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Gain on disposition of assets	0	(1,807,516)
(Gain) Loss on sale of subsidiaries	0	(21,126)
Depreciation and amortization	109,621	110,260
Amortization of right of use asset	61,469	4,175
Amortization of discount on notes payable	1,284	1,283
Stock based compensation	101,201	103,235
Value of stock appreciation rights	60,595	118,898
Provision for credit losses	27,555	22,882
Changes in assets and liabilities:
Accounts receivable, net	1,517,007	175,436
Inventory and other current assets, net	(617,206)	71,054
Accounts payable and accrued liabilities	(1,664,232)	(3,144,335)
Accrued separation costs - related parties	(83,333)	(128,610)
Deferred revenue	(2,092)	(84,548)
Operating lease liability	(58,840)	(4,175)
Net cash used in operating activities	(977,407)	(3,157,213)
Cash flows from investing activities:
Acquisition of property and equipment	(163,366)	(1,406)
Cash received from disposition of asset, net of loan payoff	0	2,101,185
Net cash provided by (used in) investing activities	(163,366)	2,099,779
Cash flows from financing activities:
Principal payments on debt	(45,604)	(22,708)
Principal payments financing leases	(88,544)	(49,977)
Cash received from line of credit	500,000	0
Principal payments on line of credit	(500,000)	0
Net cash used in financing activities	(134,148)	(72,685)
Decrease in cash and cash equivalents	(1,274,921)	(1,130,119)
Cash and cash equivalents at beginning of period	2,380,195	5,422,335	$ 5,422,335
Cash and cash equivalents at end of period - continuing operations	1,105,274	4,187,011
Cash and cash equivalents at end of period - discontinued operations	0	105,205
Cash and cash equivalents at end of period	1,105,274	4,292,216	$ 2,380,195
Cash paid during the period for:
Interest	204,813	228,970
Taxes	0	0
Non-cash investing and financing activities:
Reclassify fixed assets as held for sale	0	5,941,933
Principal and accrued interest paid from escrow to Maple Mark Bank	0	353,815
Issuance of common stock under compensation plans	74	0
Issuance of stock for cashless exercise of options	$ 8	$ 0

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

3 Months Ended

Mar. 31, 2025

Payables and Accruals [Abstract]

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

12. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities at March 31, 2025 and December 31, 2024 are as follows:

	March 31, 2025		December 31, 2024
	(unaudited)
Trade payables and accrued liabilities	$	4,813,312	$	5,829,506
Accrued payroll and commissions		176,078		824,116
Total	$	4,989,390	$	6,653,622

Consolidated Balance Sheets - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Current assets
Cash and cash equivalents	$ 1,105,274	$ 2,330,880
Accounts receivable, net	7,494,670	9,039,232
Inventory, net	6,796,302	6,290,488
Other current assets	349,918	238,526
Assets held for sale	5,941,933	5,941,933
Current assets - discontinued operations	0	49,315
Total current assets	21,688,097	23,890,374
Property and equipment, net	1,690,084	1,584,878
Right of use assets - operating leases, net	644,007	705,476
Right of use assets - finance leases, net	494,390	524,273
Amortizable intangible assets, net	402,794	424,372
Tradenames and other unamortizable intangible assets	217,000	217,000
Total assets	25,136,372	27,346,373
Current liabilities
Accounts payable and accrued liabilities	4,989,390	6,653,622
Accrued separation costs, related parties, current portion	308,891	334,532
Accrued interest	91,155	91,347
Deferred revenue	347,700	349,600
Stock appreciation rights liability	1,413,745	1,353,150
Notes payable - current portion	179,981	190,052
Lease liability - operating leases, current	241,317	239,660
Lease liability - finance leases, current	110,994	147,797
Contingent liability, current	54,430	54,430
Total current liabilities	7,737,603	9,414,190
Note payable, net of discount	8,658,425	8,692,674
Accrued separation costs, related parties, non-current	400,000	457,692
Lease liability - operating leases, non-current	407,072	467,569
Lease liability - finance leases, non-current	87,850	139,591
Total liabilities	17,290,950	19,171,716
Commitments & Contingencies (see note 21)	0	0
Stockholders’ equity
Common stock: $0.0001 par value; 500,000,000 shares authorized; 56,831,090 and 56,009,032 shares issued, and 53,986,793 and 53,164,735 shares outstanding at March 31, 2025 and December 31, 2024, respectively	5,680	5,598
Common stock to be issued; 798,891 and 738,032 shares at March 31, 2025 and December 31, 2024, respectively	79	74
Additional paid-in capital	45,621,235	45,520,121
Treasury stock: 2,644,297 shares outstanding at March 31, 2025 and December 31, 2024	(1,141,372)	(1,141,372)
Accumulated deficit	(36,640,200)	(36,209,764)
Total stockholders’ equity	7,845,422	8,174,657
Total liabilities and stockholders’ equity	$ 25,136,372	$ 27,346,373

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Tables)

3 Months Ended

Mar. 31, 2025

Accounting Policies [Abstract]

Schedule of Deferred Revenue, by Arrangement, Disclosure

The following table represents the changes in deferred revenue as reported on the Company’s consolidated balance sheets:

Balance as of December 31, 2023	$	351,500
Cash payments received		-
Net sales recognized		(1,900	)
Balance as of March 31, 2024 (unaudited)	$	349,600
Balance as of December 31, 2024		349,600
Cash payments received		-
Net sales recognized		(1,900	)
Balance as of March 31, 2025 (unaudited)	$	347,700

Schedule of Disaggregation of Revenue

The following table represents a disaggregation of revenue for the three months ended March 31, 2025 and 2024:

	Three Months Ended
	March 31,
	2025		2024
	(unaudited)		(unaudited)
Digital Channels	$	8,299,715	$	8,908,936
National Distribution		6,562,167		2,811,095
Local Distribution		4,433,618		2,355,045
Direct-to-Consumer		-		1,234,866
Other Services		253,066		208,211
Total	$	19,548,566	$	15,518,153

Schedule of Dilutive Shares

The following table summarizes the options outstanding and the related prices for the options to purchase shares of the Company’s common stock issued by the Company at March 31, 2024:

				Weighted average
Exercise Price		Number of Options		Remaining contractual life (years)
$	0.41		125,000		0.07
$	0.50		125,000		0.07
$	0.60		50,000		1.75
$	1.00		50,000		1.75
$	1.25		130,000		2.25
$	1.75		130,000		2.25
			610,000		1.27

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

The following table illustrates the computation of basic and diluted EPS:

	For the three months ended March 31, 2024
	Income		Shares		Per-Share
	(Numerator)		(Denominator)		Amount
Income from continuing operations	$	1,425,874

Basic EPS
Income available to common shareholders		1,425,874		49,707,036	$	0.029

Effect of dilutive securities
Options		-		165,505
Executive compensation plan		-		731,350

Diluted EPS	$	1,425,874.00		50,603,891	$	0.028

INTANGIBLE ASSETS (Details) - USD ($)			3 Months Ended
INTANGIBLE ASSETS (Details) - USD ($)	Oct. 14, 2024	Aug. 06, 2024	Mar. 31, 2025	Mar. 31, 2024
INTANGIBLE ASSETS (Details) [Line Items]
Disposal Group, Including Discontinued Operation, Intangible Assets		$ 947,650
Proceeds from Sale of Intangible Assets		617,000
Other Significant Noncash Transaction, Value of Consideration Received		330,650
Gain (Loss) on Disposition of Intangible Assets		834,463
Payments to Acquire Intangible Assets		113,187
Finite-Lived Intangible Assets Acquired	$ 431,565
Finite-Lived Intangible Assets, Remaining Amortization Period	60 months
Amortization of Intangible Assets			$ 21,578	$ 0
Customer Lists, Domains, and Trademarks [Member]
INTANGIBLE ASSETS (Details) [Line Items]
Proceeds from Sale of Productive Assets		$ 700,000
Customer Relationships [Member]
INTANGIBLE ASSETS (Details) [Line Items]
Finite-Lived Intangible Assets Acquired	$ 198,593
Customer Lists [Member]
INTANGIBLE ASSETS (Details) [Line Items]
Finite-Lived Intangible Assets Acquired	$ 232,972
Artisan [Member]
INTANGIBLE ASSETS (Details) [Line Items]
Indefinite-Lived Trade Names			$ 217,000

RELATED PARTY TRANSACTIONS (Details) - USD ($)	3 Months Ended
RELATED PARTY TRANSACTIONS (Details) - USD ($)	Mar. 31, 2025	Mar. 31, 2024
Former CEO And Director [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Payments Of Separation Costs	$ 83,333
Mr Klepfish [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Payments Of Separation Costs		$ 83,333
Former CFO [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Payments Of Separation Costs	41,125
Insurance, Other [Member] \| Director of Strategic Acquisitions [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Payments Of Separation Costs	967
Insurance, Other [Member] \| Former CFO [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Payments Of Separation Costs	$ 2,885

SEGMENTS (Tables)

3 Months Ended

Mar. 31, 2025

Segment Reporting [Abstract]

Schedule of Our Segment

The following table presents our segment results:

	March 31,						March 31,
	2025						2024
	Amount			%			Amount			%			$ Change			% Change
Revenue:
Digital Channels	$	8,299,715			42.5	%	$	8,908,936			57.4	%	$	(609,221	)		-7.0	%
National distribution	$	6,562,167			33.6	%	$	2,811,095			18.1	%	$	3,751,072	)		133.4	%
Local distribution	$	4,433,618			22.7	%	$	2,355,045			15.2	%	$	2,078,573			88.3	%
Direct to consumer	$	-			-	%	$	1,234,866			8.0	%	$	(1,234,866	)		-100.0	%
Other services	$	253,066			1.3	%	$	208,211			1.3	%	$	44,855			21.5	%
Total revenue	$	19,548,566			100.0	%	$	15,518,153			100.0	%	$	4,030,413			26.0	%

Cost of sales	$	15,062,759			77.1	%	$	11,713,219			75.5	%	$	3,349,540			28.6	%
Gross margin	$	4,485,807			22.9	%	$	3,804,934			24.5	%	$	680,873			17.9	%

Cash OpEx:
Payroll & related costs	$	2,852,101			14.6	%	$	2,474,852			15.9	%	$	377,249			15.2	%
Computer and IT	$	101,769			0.5	%	$	138,656			0.9	%	$	(36,887	)		-26.6	%
Office, facility, vehicles	$	481,211			2.5	%	$	221,373			1.4	%	$	259,838			117.4	%
Insurance	$	149,973			0.8	%	$	195,670			1.3	%	$	(45,697	)		-23.4	%
Commissions	$	-			0.0	%	$	147,300			0.9	%	$	(147,300	)		0.0	%
Travel & entertainment	$	20,400			0.1	%	$	51,942			0.3	%	$	(31,542	)		-60.7	%
Advertising & marketing	$	3,758			0.0	%	$	22,472			0.1	%	$	(18,714	)		-83.3	%
Banking and credit card processing	$	8,546			0.0	%	$	1,629			0.0	%	$	6,917			424.6	%
Professional fees	$	762,489			3.9	%	$	290,432			1.9	%	$	472,057			162.5	%
	$	4,380,247			22.4	%	$	3,544,326			22.8	%	$	835,921			23.62	%
Non-cash OpEx:
Bad debt expense	$	27,555			0.1	%	$	22,882			0.1	%	$	4,673			20.4	%
Share based compensation	$	161,796			0.8	%	$	222,133			1.4	%	$	(60,337	)		-27.2	%
Depreciation & amortization	$	108,302			0.6	%	$	110,261			0.7	%	$	(1,959	)		-1.8	%
Taxes & fees	$	31,077			0.2	%	$	79,238			0.5	%	$	(48,161	)		-60.8	%
	$	328,730			1.7	%	$	434,514			2.8	%	$	(105,784	)		-24.3	%
Non-Operating (Income) Expense:
Interest expense	$	209,166			1.1	%	$	215,450			1.4	%	$	(6,284	)		-2.9	%
(Gain) loss on sale of subsidiaries	$	-			0.0	%	$	(21,126	)		-0.1	%	$	21,126			-100.0	%
(Gain) loss on sale of assets	$	-			0.0	%	$	(1,807,516	)		-11.6	%	$	1,807,516			-100.0	%
Other (income) expense	$	(1,900	)		0.0	%	$	(1,900	)		0.0	%	$	(1,314	)		69.2	%
Total other (income) expense	$	207,266			1.1	%	$	(1,615,092	)		-10.4	%	$	1,821,044			-112.8	%

Net income (loss) from continuing operations	$	(430,436	)		-2.2	%	$	1,441,186			9.3	%	$	(1,871,622	)		-129.9	%

Other segment disclosures:
Segment assets	$	25,136,372					$	19,049,823
Expenditures for segment assets	$	163,366					$	1,406

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2025

Accounting Policies [Abstract]

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES

1. NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited interim consolidated financial statements include those of Innovative Food Holdings, Inc. and all of its wholly-owned subsidiaries (collectively, “we,” “our,” “us” or the “Company”) and have been prepared in accordance with generally accepted accounting principles pursuant to Regulation S-X of the Securities and Exchange Commission and with the instructions to Form 10-Q. Certain information and footnote disclosures normally included in audited consolidated financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. Accordingly, these interim financial statements should be read in conjunction with the Company’s audited financial statements and related notes as contained in Form 10-K for the year ended December 31, 2024. In the opinion of management, the interim unaudited consolidated financial statements reflect all adjustments, including normal recurring adjustments, necessary for fair presentation of the interim periods presented. The results of the operations for the three months ended March 31, 2025 are not necessarily indicative of the results of operations to be expected for the full year.

Business Activity

Restructuring

Discontinued Operations

Reclassifications

Certain amounts presented in the financial statements of the prior period have been reclassified to conform with the current period presentation of discontinued operations. See Note 2.

Use of Estimates

Concentrations of Credit Risk

Accounts Receivable

Inventory

Leases

Revenue Recognition

Deferred Revenue

The following table represents the changes in deferred revenue as reported on the Company’s consolidated balance sheets:

Balance as of December 31, 2023	$	351,500
Cash payments received		-
Net sales recognized		(1,900	)
Balance as of March 31, 2024 (unaudited)	$	349,600
Balance as of December 31, 2024		349,600
Cash payments received		-
Net sales recognized		(1,900	)
Balance as of March 31, 2025 (unaudited)	$	347,700

Disaggregation of Revenue

The following table represents a disaggregation of revenue for the three months ended March 31, 2025 and 2024:

	Three Months Ended
	March 31,
	2025		2024
	(unaudited)		(unaudited)
Digital Channels	$	8,299,715	$	8,908,936
National Distribution		6,562,167		2,811,095
Local Distribution		4,433,618		2,355,045
Direct-to-Consumer		-		1,234,866
Other Services		253,066		208,211
Total	$	19,548,566	$	15,518,153

Cost of Goods Sold

We have also included all payroll costs as cost of goods sold in our leasing and logistics services business.

Basic and Diluted Earnings Per Share

Dilutive Shares at March 31, 2025:

Stock Options

None.

Restricted Stock Awards

Stock-based Compensation

Computation of basic and diluted EPS:

Dilutive shares at March 31, 2024:

Stock Options:

The following table summarizes the options outstanding and the related prices for the options to purchase shares of the Company’s common stock issued by the Company at March 31, 2024:

				Weighted average
Exercise Price		Number of Options		Remaining contractual life (years)
$	0.41		125,000		0.07
$	0.50		125,000		0.07
$	0.60		50,000		1.75
$	1.00		50,000		1.75
$	1.25		130,000		2.25
$	1.75		130,000		2.25
			610,000		1.27

Restricted Stock Awards:

Stock-based Compensation:

The following table illustrates the computation of basic and diluted EPS:

	For the three months ended March 31, 2024
	Income		Shares		Per-Share
	(Numerator)		(Denominator)		Amount
Income from continuing operations	$	1,425,874

Basic EPS
Income available to common shareholders		1,425,874		49,707,036	$	0.029

Effect of dilutive securities
Options		-		165,505
Executive compensation plan		-		731,350

Diluted EPS	$	1,425,874.00		50,603,891	$	0.028

New Accounting Pronouncements

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES - Schedule of Deferred Revenue, by Arrangement, Disclosure (Details) - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Schedule Of Deferred Revenue By Arrangement Disclosure Abstract
Balance	$ 349,600	$ 351,500
Cash payments received	0	0
Net sales recognized	(1,900)	(1,900)
Balance	$ 347,700	$ 349,600

SEGMENTS - Schedule of Our Segment (Details) - Operating Segments [Member] - USD ($)	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Segment Reporting Information [Line Items]
Total revenue	$ 19,548,566	$ 15,518,153
% of total revenue	100.00%	100.00%
Change in total revenue	$ 4,030,413
% of change in total revenue	26.00%
Cost of sales	$ 15,062,759	$ 11,713,219
% of Cost of sales	77.10%	75.50%
Change in cost of sales	$ 3,349,540
% of change in Cost of sales	28.60%
Gross margin	$ 4,485,807	$ 3,804,934
% of Gross margin	22.90%	24.50%
Change in Gross margin	$ 680,873
% of change in Gross margin	17.90%
Payroll & related costs	$ 2,852,101	$ 2,474,852
% of Payroll & related costs	14.60%	15.90%
Change in Payroll & related costs	$ 377,249
% of change in Payroll & related costs	15.20%
Insurance	$ 149,973	$ 195,670
% of Insurance	0.80%	1.30%
Change in Insurance	$ (45,697)
% of change in Insurance	(23.40%)
Commissions	$ 0	$ 147,300
% of Commissions	0.00%	0.90%
Change in Commissions	$ (147,300)
% of change in Commissions	0.00%
Travel & entertainment	$ 20,400	$ 51,942
% of Travel & entertainment	0.10%	0.30%
Change in Travel & entertainment	$ (31,542)
% of change in Travel & entertainment	(60.70%)
Advertising & marketing	$ 3,758	$ 22,472
% of Advertising & marketing	0.00%	0.10%
Change in Advertising & marketing	$ (18,714)
% of change in Advertising & marketing	(83.30%)
Banking and credit card processing	$ 8,546	$ 1,629
% of Banking and credit card processing	0.00%	0.00%
Change in Banking and credit card processing	$ 6,917
% of change in Banking and credit card processing	424.60%
Professional fees	$ 762,489	$ 290,432
% of Professional fees	3.90%	1.90%
Change in Professional fees	$ 472,057
% of change in Professional fees	162.50%
Total Cash Operating Expenses	$ 4,380,247	$ 3,544,326
% of Total Cash Operating Expenses	22.40%	22.80%
Change in Total Cash Operating Expenses	$ 835,921
% of change in Total Cash Operating Expenses	23.62%
Bad debt expense	$ 27,555	$ 22,882
% of Bad debt expense	0.10%	0.10%
Change in Bad debt expense	$ 4,673
% of change in Bad debt expense	20.40%
Share based compensation	$ 161,796	$ 222,133
% of Share based compensation	0.80%	1.40%
Change in Share based compensation	$ (60,337)
% of change in Share based compensation	(27.20%)
Depreciation & amortization	$ 108,302	$ 110,261
% of Depreciation & amortization	0.60%	0.70%
Change in Depreciation & amortization	$ (1,959)
% of change in Depreciation & amortization	(1.80%)
Taxes & fees	$ 31,077	$ 79,238
% of Taxes & fees	0.20%	0.50%
Change in Taxes & fees	$ (48,161)
% of change in Taxes & fees	(60.80%)
Total Non-recurring expenses	$ 328,730	$ 434,514
% of Total Non-recurring expenses	1.70%	2.80%
Change in Total Non-recurring expenses	$ (105,784)
% of change in Total Non-recurring expenses	(24.30%)
Interest expense	$ 209,166	$ 215,450
% of Interest expense	1.10%	1.40%
Change in Interest expense	$ (6,284)
% of change in Interest expense	(2.90%)
(Gain) loss on sale of subsidiaries	$ 0	$ (21,126)
% of (Gain) loss on sale of subsidiaries	0.00%	(0.10%)
Change in (Gain) loss on sale of subsidiaries	$ 21,126
% of change in (Gain) loss on sale of subsidiaries	(100.00%)
(Gain) loss on sale of assets	$ 0	$ (1,807,516)
% of (Gain) loss on sale of assets	0.00%	(11.60%)
Change in (Gain) loss on sale of assets	$ 1,807,516
% of change in (Gain) loss on sale of assets	(100.00%)
Other (income) expense	$ (1,900)	$ (1,900)
% of Other (income) expense	0.00%	0.00%
Change in Other (income) expense	$ (1,314)
% of change in Other (income) expense	69.20%
Total other (income) expense	$ 207,266	$ (1,615,092)
% of Total other (income) expense	1.10%	(10.40%)
Change in Total other (income) expense	$ 1,821,044
% of change in Total other (income) expense	(112.80%)
Net income (loss) from continuing operations	$ (430,436)	$ 1,441,186
% of Net income (loss) from continuing operations	(2.20%)	9.30%
Change in Net income (loss) from continuing operations	$ (1,871,622)
% of change in Net income (loss) from continuing operations	(129.90%)
Segment assets	$ 25,136,372	$ 19,049,823
Expenditures for segment assets	163,366	1,406
Computer Equipment [Member]
Segment Reporting Information [Line Items]
Computer and IT, Office, facility, vehicles	$ 101,769	$ 138,656
% of Computer and IT, Office, facility, vehicles	0.50%	0.90%
Change in Computer and IT, Office, facility, vehicles	$ (36,887)
% of change in Computer and IT, Office, facility, vehicles	(26.60%)
Office Equipment [Member]
Segment Reporting Information [Line Items]
Computer and IT, Office, facility, vehicles	$ 481,211	$ 221,373
% of Computer and IT, Office, facility, vehicles	2.50%	1.40%
Change in Computer and IT, Office, facility, vehicles	$ 259,838
% of change in Computer and IT, Office, facility, vehicles	117.40%
Digital Channels [Member]
Segment Reporting Information [Line Items]
Total revenue	$ 8,299,715	$ 8,908,936
% of total revenue	42.50%	57.40%
Change in total revenue	$ (609,221)
% of change in total revenue	(7.00%)
National Distribution [Member]
Segment Reporting Information [Line Items]
Total revenue	$ 6,562,167	$ 2,811,095
% of total revenue	33.60%	18.10%
Change in total revenue	$ 3,751,072
% of change in total revenue	133.40%
Local Distribution [Member]
Segment Reporting Information [Line Items]
Total revenue	$ 4,433,618	$ 2,355,045
% of total revenue	22.70%	15.20%
Change in total revenue	$ 2,078,573
% of change in total revenue	88.30%
Direct to Consumer [Member]
Segment Reporting Information [Line Items]
Total revenue	$ 0	$ 1,234,866
% of total revenue	0.00%	8.00%
Change in total revenue	$ (1,234,866)
% of change in total revenue	(100.00%)
Other Services [Member]
Segment Reporting Information [Line Items]
Total revenue	$ 253,066	$ 208,211
% of total revenue	1.30%	1.30%
Change in total revenue	$ 44,855
% of change in total revenue	21.50%

PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE (Tables)

3 Months Ended

Mar. 31, 2025

Property And Equipment Held For Sale Disclosure Abstract

Schedule of Disclosure of Long-Lived Assets Held-for-Sale

The net book value of these assets consisted of the following at March 31, 2025 and December 31, 2024:

	March 31,		December 31,
	2025		2024
	(unaudited)
Land	$	871,372	$	871,372
Building		5,070,561		5,070,561
Furniture, fixtures, and equipment		-		-
Total	$	5,941,933	$	5,941,933

EQUITY - Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award (Details)	3 Months Ended
	Mar. 31, 2025 $ / shares shares
Stock Price Target 0.87 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 0.87
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.40%
Maximum Number Of Shares \| shares	196,627
Stock Price Target 1.16 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 1.16
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.30%
Maximum Number Of Shares \| shares	147,470
Stock Price Target 1.45 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 1.45
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.20%
Maximum Number Of Shares \| shares	98,313
Stock Price Target 1.74 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 1.74
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.15%
Maximum Number Of Shares \| shares	73,735
Stock Price Target 2.03 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.03
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.15%
Maximum Number Of Shares \| shares	73,735
Stock Price Target 2.32 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.32
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.10%
Maximum Number Of Shares \| shares	49,157
Stock Price Target 2.61 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.61
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.10%
Maximum Number Of Shares \| shares	49,157
Stock Price Target 2.90 [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock Price Target \| $ / shares	$ 2.9
Number Of Shares Issued And Outstanding On Grant Date Multiplied By	0.10%
Maximum Number Of Shares \| shares	49,157

SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2025

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

22. SUBSEQUENT EVENTS

On May 1, 2025, the Company agreed to a settlement in the amount of $210,000 in connection with a contractual dispute with High-Impact Analytics, LLC. This amount has been charged to operations and accrued on the Company’s balance sheet at March 31, 2025.

INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS

11. INTANGIBLE ASSETS

The Company acquired certain intangible assets pursuant to the acquisitions of Artisan Specialty Foods, Inc. (“Artisan”), igourmet, and Mouth. These assets include non-compete agreements, customer relationships, trade names, internally developed technology, and goodwill. The Company has also capitalized the development of its website.

Other Amortizable Intangible Assets

On August 6, 2024, the Company signed an agreement to sell intangible assets of its consumer e-commerce business igourmet, generally consisting of customer lists, domains, and trademarks for cash of $700,000. The purchase price was $947,650, consisting of the following: The Company received cash of $617,000. The buyer also assumed liabilities of $330,650. The intangible assets sold were fully amortized on the Company’s balance sheet, and the Company recognized a gain on the sale of $834,463, net of acquisition costs in the amount of $113,187.

On October 14, 2024, the Company acquired certain assets of Goldan Organics, Inc. (the “GO Transaction”). See note 5. Pursuant to the GO Transaction, the Company recorded an intangible asset in the amount of $198,593 representing the client base of Golden Organics. On December 19, 2024, the Company acquired, through its subsidiary Golden Organics, Inc., certain assets of LoCo Food Distribution, LLC , Inc. (the “LoCo Transaction”). See Note 5. Pursuant to the LoCo Transaction, the Company recorded an intangible asset in the amount of $232,972 representing a customer list. The total amount of intangible assets obtained in the GO and LOCO transactions was $431,565. This amount is being amortized over a period of 60 months.

	March 31, 2025 (unaudited)
			Accumulated
	Cost		Amortization		Net
Total Trade Names	$	431,565	$	28,771	$	402,794

	December 31, 2024
			Accumulated
	Gross		Amortization		Net
Total Trade Names	$	431,565	$	7,193	$	424,372

Total amortization expense for the three months ended March 31, 2025 and 2024 was $21,578 and $0, respectively.

Other Non-Amortizable Intangible Assets

Other non-amortizable intangible assets consist of $217,000 of trade names held by Artisan. The Company followed the guidance of ASC 360, Property, Plant, and Equipment, in assessing these assets for impairment. ASC 360 states that impairment testing should be completed whenever events or changes in circumstances indicate the asset’s carrying value may not be recoverable. In management’s judgment, there are no indications that the carrying value of these trade names may not be recoverable, and it determined that impairment testing was not required.

The Company acquired certain intangible assets pursuant to the acquisitions through Artisan. The following is the net book value of these assets:

	March 31, 2025 (unaudited)
			Accumulated
	Gross		Amortization		Net
Total Trade Names	$	217,000	$	-	$	217,000

	December 31, 2024
			Accumulated
	Cost		Amortization		Net
Total Trade Names	$	217,000	$	-	$	217,000

RIGHT OF USE ASSETS – FINANCING LEASES

3 Months Ended

Mar. 31, 2025

Disclosure Text Block [Abstract]

RIGHT OF USE ASSETS – FINANCING LEASES

10. RIGHT OF USE ASSETS – FINANCING LEASES

The Company has financing leases for vehicles and warehouse equipment. Right of use asset – financing leases are summarized below:

	March 31, 2025			December 31, 2024
	(unaudited)
Vehicles	$	404,858		$	404,858
Warehouse Equipment		736,156			736,156
Total before accumulated depreciation		1,141,014			1,141,014
Less: accumulated depreciation		(646,624	)		(616,741	)
Total	$	494,390		$	524,273

Depreciation expense related to right of use assets for the three months ended March 31, 2025 and 2024 was $29,883 and $24,915, respectively.

The weighted-average interest rate for financing leases was 5.78% at March 31, 2025 and 5.83 % at December 31, 2024. The weighted-average remaining lease term of financing leases was 2.40 and 2.80 years at March 31, 2025 and December 31, 2024, respectively.

Financing lease liabilities are summarized below:

	March 31, 2025		December 31, 2024
	(unaudited)
Financing lease obligation under a lease agreement for warehouse furniture and equipment truck dated October 14, 2020 in the original amount of $514,173 payable in sixty monthly installments of $9,942 including interest at the rate of 6.01%. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amount of $28,658 and $1,167, respectively.	$	58,620	$	87,278

Financing lease obligation under a lease agreement for a truck dated March 31, 2020 in the original amount of $152,548 payable in eighty-four monthly installments of $2,188 including interest at the rate of 5.44%. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amounts of $5,862 and $702, respectively.	$	47,687	$	53,549

Financing lease obligation under a lease agreement for a truck dated August 23, 2019 in the original amount of $80,413 payable in eighty-four monthly installments of $1,148 including interest at the rate of 5.0%. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amounts of $3,196 and $248, respectively.	$	17,733	$	20,929

Financing lease obligation under a lease agreement for warehouse equipment dated September 12, 2024 in the original amount of $180,740 payable in sixty monthly payments in the minimum amount of $2,846 including interest at the rate of 6.01%. The amount of the monthly payments is based upon the amount of supplies and materials the Company purchases from the lessor each month. During the three months ended March 31, 2025, the Company made principal and interest payments on this lease obligation in the amounts of $1,580 and $2,154, respectively.	$	74,804	$	125,632

Total	$	198,844	$	287,388

Current portion	$	110,994	$	147,797
Long-term maturities		87,850		139,591
Total	$	198,844	$	287,388

There was no accrued interest on financing leases at three months ended March 31, 2025 and December 31, 2024.

Aggregate maturities of lease liabilities:

For the twelve months ended March 31,

2026	$	110,994
2027		43,817
2028		16,826
2029		17,865
2030		9,342
Total	$	198,844

Consolidated Statements of Operations - USD ($)	3 Months Ended
Consolidated Statements of Operations - USD ($)	Mar. 31, 2025	Mar. 31, 2024
Income Statement [Abstract]
Revenue	$ 19,548,566	$ 15,518,153
Cost of goods sold	15,062,759	11,713,219
Gross margin	4,485,807	3,804,934
Selling, general and administrative expenses	4,708,977	3,978,840
Total operating expenses	4,708,977	3,978,840
Operating income (loss)	(223,170)	(173,906)
Other income (expense:)
Interest expense, net	(209,166)	(215,450)
Gain on sale of assets	0	1,807,516
Gain (loss) on sale of subsidiary	0	21,126
Other leasing income	1,900	1,900
Total other income (expense)	(207,266)	1,615,092
Net income (loss) before taxes	(430,436)	1,441,186
Income tax expense	0	0
Net income (loss) from continuing operations	(430,436)	1,441,186
Net income (loss) from discontinued operations	0	(15,312)
Consolidated net income (loss)	$ (430,436)	$ 1,425,874
Net income (loss) per share from continuing operations - basic (in Dollars per share)	$ (0.008)	$ 0.029
Net income (loss) per share from continuing operations - diluted (in Dollars per share)	(0.008)	0.028
Net (loss) per share from discontinued operations - basic (in Dollars per share)	0	0
Net (loss) per share from discontinued operations - diluted (in Dollars per share)	$ 0	$ 0
Weighted average shares outstanding - basic (in Shares)	53,962,273	49,707,036
Weighted average shares outstanding - diluted (in Shares)	53,962,273	50,603,891

EQUITY (Tables)

3 Months Ended

Mar. 31, 2025

EQUITY (Tables) [Line Items]

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions

The change in valuation of the Smallwood SARs is summarized in the table below:

May 15, 2023 - fair value	$	9,794
(Gain) Loss on revaluation		245,226
December 31, 2023 -fair value	$	255,020
(Gain) Loss on revaluation		1,098,130
December 31, 2024 - fair value	$	1,353,150
(Gain) Loss on revaluation		60,595
March 31, 2025 - fair value	$	1,413,745

Schedule of share-based compensation, stock options, activity

	Number of Shares			Weighted Average Exercise Price
Options outstanding at December 31, 2024		310,000		$	1.42

Granted		-		$	-
Exercised		(310,000	)	$	1.42
Cancelled / Expired		-		$	-

Options outstanding at March 31, 2025 (unaudited)		-		$	-
Options exercisable at March 31, 2025 (unaudited)		-		$	-

Stock Appreciation Rights (SARs) [Member]

EQUITY (Tables) [Line Items]

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions

	March 31,			December 31,
	2025			2024
Volatility		135.88	%		86.58 - 131.55	%
Dividends	$	-		$	0
Risk-free interest rates		3.89	%		3.66 - 4.71	%
Remaining expected term (years)		1.75			2 - 2.75

Chief Executive Officer [Member]

EQUITY (Tables) [Line Items]

Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award

		Number of Shares Granted - Lower of:
		Number of Shares Issued			Maximum
		and Outstanding on			Number of
Stock Price Target		Grant Date Multiplied by:			Shares
$	0.60		2.00	%		975,133
$	0.80		1.50	%		731,350
$	1.00		1.00	%		487,567
$	1.20		0.75	%		365,675
$	1.40		0.75	%		365,675
$	1.60		0.50	%		243,783
$	1.80		0.50	%		243,783
$	2.00		0.50	%		243,783

Chief Operating Officer [Member]

EQUITY (Tables) [Line Items]

Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award

		Number of Shares Granted - Lower of:
		Number of Shares Issued			Maximum
		and Outstanding on			Number of
Stock Price Target		Grant Date Multiplied by:			Shares
$	0.87		0.40	%		196,627
$	1.16		0.30	%		147,470
$	1.45		0.20	%		98,313
$	1.74		0.15	%		73,735
$	2.03		0.15	%		73,735
$	2.32		0.10	%		49,157
$	2.61		0.10	%		49,157
$	2.90		0.10	%		49,157

Chief Financial Officer [Member]

EQUITY (Tables) [Line Items]

Schedule of Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award

		Number of Shares Granted - Lower of:
		Number of Shares Issued			Maximum
		and Outstanding on			Number of
Stock Price Target		Grant Date Multiplied by:			Shares
$	1.23		0.40	%		131,085
$	1.63		0.30	%		98,313
$	2.04		0.20	%		65,542
$	2.45		0.15	%		49,157
$	2.86		0.15	%		49,157
$	3.27		0.10	%		32,771
$	3.68		0.10	%		32,771
$	4.08		0.10	%		32,771

RIGHT OF USE ASSETS – FINANCING LEASES - Schedule of Finance Lease, Liability, Maturity (Details)	Mar. 31, 2025 USD ($)
Schedule Of Finance Lease Liability Maturity Abstract
2026	$ 110,994
2027	43,817
2028	16,826
2029	17,865
2030	9,342
Total	$ 198,844

SALE OF SUBSIDIARIES (Details) - USD ($)	Feb. 26, 2024	Mar. 31, 2025
SALE OF SUBSIDIARIES (Details) [Line Items]
Stock Issued During Period, Shares, Acquisitions	21,126
Share Price (in Dollars per share)	$ 1	$ 1.87
Income (Loss) from Subsidiaries, Net of Tax (in Dollars)	$ 21,126
Haley Food Group, Inc. [Member]
SALE OF SUBSIDIARIES (Details) [Line Items]
Subsidiary, Ownership Percentage, Parent	100.00%
Stock Repurchased During Period, Shares	21,126

- Definition

Number of shares that have been repurchased during the period and have not been retired and are not held in treasury. Some state laws may govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock.

+ References + Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	3 Months Ended
PROPERTY AND EQUIPMENT (Details) - USD ($)	Mar. 31, 2025	Mar. 31, 2024
Property, Plant and Equipment [Abstract]
Depreciation	$ 58,160	$ 85,345
Payments to Acquire Productive Assets	$ 163,366	$ 1,406

ACCOUNTS RECEIVABLE (Details) - USD ($)	3 Months Ended
ACCOUNTS RECEIVABLE (Details) - USD ($)	Mar. 31, 2025	Mar. 31, 2024
Receivables [Abstract]
Accounts Receivable, Credit Loss Expense (Reversal)	$ 27,555	$ 22,882

RIGHT OF USE (“ROU”) ASSETS AND LEASE LIABILITIES – OPERATING LEASES - Schedule of Lessee, Operating Lease, Liability, Maturity (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Schedule Of Lessee Operating Lease Liability Maturity Abstract
For the period ended March 31, 2026	$ 278,963
For the period ended March 31, 2027	279,983
For the period ended March 31, 2028	118,509
For the period ended March 31, 2029	34,950
For the period ended March 31, 2030	0
Total	712,405
Less: Present value discount	(64,016)
Lease liability	$ 648,389	$ 707,229

DISCONTINUED OPERATIONS

3 Months Ended

Mar. 31, 2025

Discontinued Operations and Disposal Groups [Abstract]

DISCONTINUED OPERATIONS

2. DISCONTINUED OPERATIONS

During the fourth quarter of fiscal 2023, in connection with an analysis of the Company’s sales mix and profitability by service offering, management made the strategic decision to focus on the Company’s B2B service offering and to allocate fewer resources to and in some cases to sell certain of the Company’s subsidiaries involved in its D2C service offerings. Pursuant to this strategy, on December 29, 2023, the Company completed the sales of its Grow and Oasis subsidiaries; on February 26, 2024, the Company completed the sale of its Haley subsidiary (see Note 4); and on October 8, 2024, the Company sold substantially all of the assets of Mouth. In addition, the operations of Plantbelly were abandoned.

The following information presents the major classes of line item of assets and liabilities included as part of discontinued operations in the consolidated balance sheets:

	March 31,		December 31,
	2025		2024
Current assets - discontinued operations:	(unaudited)
Cash	$	-	$	49,315
Total current assets - discontinued operations	$	-	$	49,315

The following information presents the major classes of line items constituting the after-tax loss from discontinued operations in the consolidated statements of operations:

	Three Months Ended
	March 31,		March 31,
	2025		2024
	(unaudited)		(unaudited)
Revenue	$	-	$	236,817
Cost of goods sold		-		(184,818	)
Gross margin		-		51,999

Selling, general, and administrative expenses		-		(67,311	)

Interest income		-		-
Loss from discontinued operations, net of tax	$	-	$	(15,312	)

There were no major classes of line items which constituted significant operating and investing cash flow activities in the consolidated statements of cash flows relating to discontinued operations.

EQUITY

3 Months Ended

Mar. 31, 2025

Stockholders' Equity Note [Abstract]

EQUITY

17. EQUITY

Common Stock

As of March 31, 2025, total number of shares of common stock issued and outstanding was 56,831,090 and 53,986,793, respectively. As of December 31, 2024, total number of shares of common stock issued and outstanding was 56,009,032 and 53,164,735, respectively. At March 31, 2025 and December 31, 2024, a total of 2,844,297 shares of common stock, respectively, were deemed issued but not outstanding. At March 31, 2025 and December 31, 2024, an additional 798,091 and 738,032 shares, respectively, were classified as common stock to be issued. These shares represent shares of common stock vested under the Company’s executive stock compensation plans, and are in the process of being administratively issued.

For the three months ended March 31, 2025:

On January 9, 2025, the Company issued 60,000 shares of common stock pursuant to the cashless exercise of options held by an ex-employee to purchase 130,000 shares of common stock at a price of $1.25 per share and an additional 130,000 shares of common stock at a price of $1.75 per share. There was no gain or loss recorded on this transaction.

On January 13, 2025, the Company issued 24,026 shares of common stock pursuant to the cashless exercise of options held by an ex-employee to purchase 50,000 shares of common stock at a price of $1.00 per share. There was no gain or loss recorded on this transaction.

On March 14, 2025, the Company issued the following shares of common stock to its executive officers pursuant to executive compensation plans: 530,665 shares were issued to its CEO; 133,632 shares were issued to its COO; and 73,735 shares were issued to its CFO. These shares were classified as shares to be issued on the Company’s balance sheet at December 31, 2024. There was no gain or loss recorded on this transaction.

For the three months ended March 31, 2024:

Common Stock Received from Sale of Subsidiary

On February 26, 2024, the Company sold 100% of the equity interests in Haley for the return of 21,126 shares of the Company’s common stock held by the buyer. (see note 3). The Company Haley had no assets or liabilities at the time of the sale; the Company valued the 21,126 shares of common stock at the market price on the date of the acquisition of $1.00 per sale and recorded a gain in the amount of $21,126 on this transaction.

Share based executive compensation plans

CEO Stock Plan

On February 3, 2023, the Company entered into an employment agreement with Bill Bennett to become the Company’s CEO. On November 3, 2023, the Company recognized that the hiring of Mr. Bennett was protracted, and the original employment agreement calculated the number of shares of common stock to be granted in connection with the CEO Stock Plan on the basis of the number of shares of common stock outstanding as of October 2022, which did not take into consideration the number of shares that were issued to a departing executive and to certain other employees of the Company thereafter. Accordingly, the number of shares issuable to Mr. Bennett at each price target was adjusted, effective as of the original date of the plan. Pursuant to this agreement, Mr. Bennett was provided with an incentive compensation plan (the “CEO Stock Plan”) whereby Mr. Bennett would be granted shares of the Company’s common stock upon the common stock meeting certain price points at various 60-day volume weighted prices, as described below:

		Number of Shares Granted - Lower of:
		Number of Shares Issued			Maximum
		and Outstanding on			Number of
Stock Price Target		Grant Date Multiplied by:			Shares
$	0.60		2.00	%		975,133
$	0.80		1.50	%		731,350
$	1.00		1.00	%		487,567
$	1.20		0.75	%		365,675
$	1.40		0.75	%		365,675
$	1.60		0.50	%		243,783
$	1.80		0.50	%		243,783
$	2.00		0.50	%		243,783

The value of the CEO Stock Plan was determined via a Monte Carlo market-based performance stock awards model to be $660,541. This amount will be recorded as a charge to additional paid-in capital on a straight-line basis over 34 months. During the three months ended March 31, 2025 and 2024, the amount of $58,283 was charged to operations pursuant to the CEO Stock Plan.

On November 7, 2023, the Company issued 678,302 shares of common stock, net of 296,831 shares withheld for income tax purposes, to its Chief Executive Officer pursuant the achievement of the $0.60 price target in the CEO Stock Plan.

On March 19, 2024, 731,350 shares of common stock vested pursuant to the achievement of the $0.80 price target. These shares were issued on July 9, 2024.

On May 28, 2024, 487,567 shares of common stock vested pursuant to the achievement of the $1.00 price target. These shares were issued on July 9, 2024.

On July 30, 2024, the price target of $1.20 per share under the CEO Stock Plan was achieved and 365,675 shares of common stock vested; on October 7, 2024, the price target of $1.40 per share under the CEO Stock Plan was achieved and 365,675 shares of common stock vested; on December 16, 2024, the price target of $1.60 per share under the CEO Stock Plan was achieved and 243,783 shares of common stock vested. The total number of shares vested at for achievement of the $1.20, $1.40, and $1.60 price targets was 975,133. On February 6, 2025, a total of 530,665 shares of common stock were issued in satisfaction of this obligation, net of 444,468 shares withheld for taxes.

On January 31, 2025, the price target of $1.80 per share under the CEO Stock Plan was achieved and 243,783 shares of common stock vested, and on March 3, 2025, the price target of $2.00 per share under the CEO Stock Plan was achieved and 243,783 shares of common stock vested. The total number of shares vested for achievement of the $1.80 and $2.00 price targets was 487,566; these share are classified as common stock issuable on the Company’s balance sheet at March 31, 2025.

There are no shares unvested under the CEO Stock Plan at March 31, 2025.

COO Stock Plan

On April 14, 2023, the Company entered into an employment agreement with Brady Smallwood to become the Company’s COO, effective May 15, 2023. Pursuant to this agreement, Mr. Smallwood was provided with an incentive compensation plan (the “COO Stock Plan”) whereby Mr. Smallwood would be granted shares of the Company’s common stock upon the common stock meeting certain price points at various 60-day volume weighted prices, as described below:

		Number of Shares Granted - Lower of:
		Number of Shares Issued			Maximum
		and Outstanding on			Number of
Stock Price Target		Grant Date Multiplied by:			Shares
$	0.87		0.40	%		196,627
$	1.16		0.30	%		147,470
$	1.45		0.20	%		98,313
$	1.74		0.15	%		73,735
$	2.03		0.15	%		73,735
$	2.32		0.10	%		49,157
$	2.61		0.10	%		49,157
$	2.90		0.10	%		49,157

The value of the COO Stock Plan was determined via a Monte Carlo market-based performance stock awards model to be $199,951. This amount will be recorded as a charge to additional paid-in capital on a straight-line basis over 31.5 months. During the three months ended March 31, 2025 and 2024, the amount of $19,043 was charged to operations pursuant to the COO Stock Plan.

On April 17, 2024, 196,627 shares of common stock vested pursuant to the achievement of the $0.87 price target. These shares were issued on July 9, 2024.

On July 25, 2024, the price target of $1.16 per share under the COO Stock Plan was achieved and 147,470 shares of common stock vested pursuant to this plan; on November 13, 2024, the price target of $1.45 per share under the COO Stock Plan was achieved, and 98,313 shares of common stock vested. On March 14, 2025, 133,632 shares of common stock were issued in satisfaction of these obligations, net of 112,151 shares withheld for taxes.

On January 14, 2025, the price target of $1.74 per share under the COO Stock Plan was achieved and 73,735 shares of common stock vested; and on March 7, 2025, the price target of $2.03 per share under the COO Stock Plan was achieved, and 73,735 shares of common stock vested. The total number of shares vested for achievement of the $1.74, and $2.03 price targets was 147,470; these shares are classified as common stock issuable on the Company’s balance sheet at March 31, 2025.

At March 31, 2025, a total of 147,471 shares of common stock remain unvested under the COO Stock Plan.

CFO Stock Plan

On December 29, 2023, the Company entered into an employment agreement with Gary Schubert to become the Company’s CFO effective January 1, 2024. Pursuant to this agreement, Mr. Schubert was provided with an incentive compensation plan (the “CFO Stock Plan”) whereby Mr. Schubert would be granted shares of the Company’s common stock upon the common stock meeting certain price points at various 60-day volume weighted prices, as described below:

		Number of Shares Granted - Lower of:
		Number of Shares Issued			Maximum
		and Outstanding on			Number of
Stock Price Target		Grant Date Multiplied by:			Shares
$	1.23		0.40	%		131,085
$	1.63		0.30	%		98,313
$	2.04		0.20	%		65,542
$	2.45		0.15	%		49,157
$	2.86		0.15	%		49,157
$	3.27		0.10	%		32,771
$	3.68		0.10	%		32,771
$	4.08		0.10	%		32,771

The value of the CFO Stock Plan was determined via a Monte Carlo market-based performance stock awards model to be $238,747 at inception (see “Stock Plan Valuation” section below). This amount will be amortized over the 30-month life of the plan beginning January 1, 2024. During the three months ended March 31, 2025 and 2024, the amount of $23,875 was charged to operations pursuant to the CFO Stock Plan.

On July 31, 2024, the price target of $1.23 per share under the CFO Stock Plan was achieved and 131,085 shares of common stock vested pursuant to this plan. On February 6, 2025, 73,735 shares of common stock were issued in satisfaction of this obligation, net of 57,350 shares withheld for taxes.

On December 27, 2024, the price target of $1.63 per share under the CFO Stock Plan was achieved and 98,313 shares of common stock vested; and on March 10, 2025, the price target of $2.04 per share under the CFO Stock Plan was achieved and 65,542 shares of common stock vested. The total number of shares vested for achievement of the $1.63 and $2.04 price targets was 163,855; these share are classified as common stock issuable on the Company’s balance sheet at March 31, 2025.

At March 31, 2025, a total of 196,627 shares of common stock remain unvested under the CFO Stock Plan.

Stock Appreciation Rights

Effective May 15, 2023, the Company issued 1,500,000 stock appreciation rights (the “Smallwood SARs”) to Brady Smallwood, its COO. The Smallwood SARs vest upon issuance, and expire on December 31, 2026; 750,000 of the Smallwood SARs are priced at $1.50 per share, and 750,000 are priced at $2.00 per share. It is the Company’s intention to settle the Smallwood SARs in cash if the stock price exceeds the $1.50 and $2.00 per share price prior to the expiration date. The Smallwood SARs were valued utilizing the Black-Scholes valuation model, and had an aggregate fair value of $9,794 upon issuance; this amount was charged to operations and credited to stock appreciation rights liability. The Smallwood SARs are revalued each quarter, and any gain or loss in the fair value is charged to non-cash compensation expense. At March 31, 2025, the Smallwood SARs had a fair value of $1,413,746; the increase in fair value in the amount of $60,595 during the three months ended March 31, 2025 was charged to non-cash compensation. See Note 14.

The Smallwood SARs were valued using the Black-Scholes valuation model utilizing the following variables:

	March 31,			December 31,
	2025			2024
Volatility		135.88	%		86.58 - 131.55	%
Dividends	$	-		$	0
Risk-free interest rates		3.89	%		3.66 - 4.71	%
Remaining expected term (years)		1.75			2 - 2.75

Options

Transactions involving stock options are summarized as follows:

	Number of Shares			Weighted Average Exercise Price
Options outstanding at December 31, 2024		310,000		$	1.42

Granted		-		$	-
Exercised		(310,000	)	$	1.42
Cancelled / Expired		-		$	-

Options outstanding at March 31, 2025 (unaudited)		-		$	-
Options exercisable at March 31, 2025 (unaudited)		-		$	-

Aggregate intrinsic value of options outstanding and exercisable at March 31, 2025 was $0. Aggregate intrinsic value represents the difference between the Company’s closing stock price on the last trading day of the fiscal period, which was $1.87 at March 31, 2025 and the exercise price multiplied by the number of options outstanding.

During the three months ended March 31, 2025 and 2024, the Company charged the amount of $0 and $2,034, respectively, to operations for the vesting of stock options.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Paragraph 14
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 13
-Subparagraph (i)
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

NOTES PAYABLE - Schedule of Debt (Details) - USD ($)	Mar. 31, 2025	Dec. 31, 2024
NOTES PAYABLE - Schedule of Debt (Details) [Line Items]
Notes payable	$ 9,214,492	$ 9,260,096
Discount	(376,086)	(377,370)
Total	8,838,406	8,882,726
Current portion	179,981	190,052
Long-term maturities	8,658,425	8,692,674
Maple Mark Term Loan 3 [Member]
NOTES PAYABLE - Schedule of Debt (Details) [Line Items]
Notes payable	8,864,709	8,895,112
Convertible Debt [Member]
NOTES PAYABLE - Schedule of Debt (Details) [Line Items]
Convertible Note Payable	20,000	20,000
GO Acquisition [Member]
NOTES PAYABLE - Schedule of Debt (Details) [Line Items]
Convertible Note Payable	$ 329,783	$ 344,984

PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE

3 Months Ended

Mar. 31, 2025

Property And Equipment Held For Sale Disclosure Abstract

PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE

8. PROPERTY AND EQUIPMENT CLASSIFIED AS HELD FOR SALE

Assets held for sale include the net book value of property and equipment the Company plans to sell within the next year. Long lived assets that meet the criteria are held for sale and reported at the lower of their carrying value or fair value less estimated cost to sell.

As of December 31, 2023, the Company classified the land, building, leasehold improvements, and certain equipment located at 28411 Race Track Road, Bonita Springs, Florida, 34135 (the “Race Track Road Property”) as held for sale. On February 14, 2024, the Company finalized the sale of the Race Track Road Property for cash in the amount of $2,455,000. The Company recorded a gain on the sale in the amount of $1,807,516. Proceeds of the sale in the amount of $353,815 were used to pay the mortgage and accrued interest on the Race Track Road Property. Total expenses related to the sale were $165,755, including a commission of $147,300, state taxes of $17,185, and closing fees of $1,270.

As of December 31, 2024, the Company classified the land and building located at 220 Oak Hill Road, Mountain Top, Pennsylvania, as held for sale.

The net book value of these assets consisted of the following at March 31, 2025 and December 31, 2024:

	March 31,		December 31,
	2025		2024
	(unaudited)
Land	$	871,372	$	871,372
Building		5,070,561		5,070,561
Furniture, fixtures, and equipment		-		-
Total	$	5,941,933	$	5,941,933

LINE OF CREDIT

3 Months Ended

Mar. 31, 2025

Line of Credit [Abstract]

LINE OF CREDIT

15. LINE OF CREDIT

		March 31, 2025		December 31, 2024
		(unaudited)
On June 6, 2022, the Company entered into a revolving credit facility with MapleMark (the “MapleMark Revolver”) with a maturity date of August 25, 2025. The amount available under the MapleMark Revolver is $1,500,000. Principal and interest payments due under the MapleMark Revolver are payable monthly. Amounts due under the MapleMark Revolver bear interest at the greater of (a) the Base Rate (the rate of interest per annum quoted in the “Money Rates” section of The Wall Street Journal from time to time and designated as the “Prime Rate”) plus 0.25% per annum and (b) 5.50% per annum. At March 31, 2025, the interest rate was 7.75%. During the three months ended March 31, 2025, the Company borrowed the amount of $500,000 under the MapleMark Revolver, and repaid the amount of $500,000. During the three months ended March 31, 2025, the Company paid interest in the amount of $1,804 on the MapleMark Revolver.	$	-	$	-

INTANGIBLE ASSETS - Schedule of Finite-lived Intangible Assets (Details) - Trade Names [Member] - USD ($)	Mar. 31, 2025	Dec. 31, 2024
Finite-Lived Intangible Assets [Line Items]
Intangible asset, gross	$ 431,565	$ 431,565
Intangible asset, Accumulated Amortization	28,771	7,193
Intangible asset, Net	$ 402,794	$ 424,372

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Cash (in Dollars)			$ 49,315
Cash, Uninsured Amount (in Dollars)	$ 0		1,016,918
Accounts Receivable, Allowance for Credit Loss (in Dollars)	$ 40,002		40,002
Property, Plant and Equipment, Useful Life	50 years
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number	344,098
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant	1,142,989
Incremental Common Shares Attributable to Dilutive Effect of Contingently Issuable Shares	7,988,991
Share-Based Payment Arrangement, Expense (in Dollars)	$ 101,201		$ 23,875
Restricted Stock [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number	300,000	300,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted	300,000	300,000
Share-Based Payment Arrangement, Tranche One [Member] \| Restricted Stock [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted	125,000	125,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights	vest contingent upon the attainment of a stock price of $2.00 per share for 20 straight trading days	vest contingent upon the attainment of a stock price of $2.00 per share for 20 straight trading days
Share-Based Payment Arrangement, Tranche Two [Member] \| Restricted Stock [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number	175,000	175,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights	vest contingent upon the attainment of a stock price of $3.00 per share for 20 straight trading days	will vest contingent upon the attainment of a stock price of $3.00 per share for 20 straight trading days
Customer Concentration Risk [Member] \| U.S. Foods, Inc. [Member] \| Accounts Receivable [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Concentration Risk, Percentage	14.00%		10.00%
Customer Concentration Risk [Member] \| Walmart Inc. [Member] \| Accounts Receivable [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Concentration Risk, Percentage	24.00%		34.00%
Customer Concentration Risk [Member] \| Gate Gourmet [Member] \| Accounts Receivable [Member]
NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Concentration Risk, Percentage	19.00%		15.00%