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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 10-Q

 

(Mark One)

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended August 31, 2024

 

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ___________ to ____________

 

Commission file number        000-26331                                 

 

GREYSTONE LOGISTICS, INC.
(Exact name of registrant as specified in its charter)

 

Oklahoma 75-2954680
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

 

1613 East 15th Street, Tulsa, Oklahoma 74120
(Address of principal executive offices) (Zip Code)

 

(918) 583-7441
(Registrant's telephone number, including area code)

 

N/A
(Former name, former address and former fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

N/A

N/A

N/A

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  ☒  No  ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes  ☒  No  ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐ Accelerated filer ☐
Non-accelerated filer Smaller reporting company
  Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

Indicate by checkmark whether the registrant is a shell company (as defined in rule 12b-2 of the Exchange Act).

Yes    No  ☒

 

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:

October 18, 2024 - 28,279,701

 

 

 

GREYSTONE LOGISTICS, INC.

FORM 10-Q

For the Period Ended August 31, 2024

 

 

Page

PART I. FINANCIAL INFORMATION

 
     

Item 1.

Financial Statements  
     
 

Consolidated Balance Sheets (Unaudited) As of August 31, 2024 and May 31, 2024

1

     
 

Consolidated Statements of Income (Unaudited) For the Three Months Ended August 31, 2024 and 2023

2

     
 

Consolidated Statements of Changes in Equity (Unaudited) For the Three Months Ended August 31, 2024 and 2023

3

     
 

Consolidated Statements of Cash Flows (Unaudited) For the Three Months Ended August 31, 2024 and 2023

4

     
 

Notes to Consolidated Financial Statements (Unaudited)

5

     

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

14
     

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

19

     

Item 4.

Controls and Procedures

20

     

PART II. OTHER INFORMATION

 
     

Item 1.

Legal Proceedings

20

     

Item 1A.

Risk Factors

20

     

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

20

     

Item 3.

Defaults Upon Senior Securities

20

     

Item 4.

Mine Safety Disclosures

20

     

Item 5.

Other Information

20

     

Item 6.

Exhibits

20

     

SIGNATURES

21

 

 

PART I. FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

 

Greystone Logistics, Inc.

Consolidated Balance Sheets

(Unaudited)

 

   

August 31, 2024

   

May 31, 2024

 

Assets

               

Current Assets:

               

Cash

  $ 3,884,673     $ 5,798,641  

Accounts receivable -

               

Trade

    3,458,712       4,158,381  

Related parties

    487,148       265,570  

Other

    1,781,836       2,107,108  

Inventory

    3,722,429       3,871,626  

Prepaid expenses

    590,590       585,423  

Total Current Assets

    13,925,388       16,786,749  

Property, Plant and Equipment, net

    32,256,659       30,066,119  

Right-of-Use Operating Lease Assets

    5,327,121       5,403,441  

Total Assets

  $ 51,509,168     $ 52,256,309  
                 

Liabilities and Equity

               

Current Liabilities:

               

Current portion of long-term debt

  $ 2,336,625     $ 2,362,212  

Current portion of financing leases

    14,505       19,171  

Current portion of operating leases

    239,543       286,221  

Accounts payable and accrued expenses

    3,938,560       3,670,332  

Deferred revenue

    22,964       840,945  

Preferred dividends payable

    51,507       -  

Total Current Liabilities

    6,603,704       7,178,881  

Long-Term Debt, net of current portion and debt issuance costs

    10,531,524       11,080,736  

Financing Leases, net of current portion

    2,950       3,972  

Operating Leases, net of current portion

    5,144,161       5,167,013  

Deferred Tax Liability

    5,058,708       4,844,958  

Equity:

               

Preferred stock, $0.0001 par value, cumulative, 20,750,000 shares authorized, 50,000 shares issued and outstanding, liquidation preference of $5,000,000

    5       5  
Common stock, $0.0001 par value, 5,000,000,000 shares authorized, 28,279,701 shares issued and outstanding     2,828       2,828  

Additional paid-in capital

    53,533,272       53,533,272  

Accumulated deficit

    (29,367,984

)

    (29,555,356

)

Total Equity

    24,168,121       23,980,749  

Total Liabilities and Equity

  $ 51,509,168     $ 52,256,309  
 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

 

 

Greystone Logistics, Inc.

Consolidated Statements of Income

For the Three Months Ended August 31, 2024 and 2023

(Unaudited)

 

   

2024

   

2023

 

Sales

  $ 13,460,647     $ 17,413,671  
                 

Cost of Sales

    11,557,753       13,368,909  
                 

Gross Profit

    1,902,894       4,044,762  
                 

Selling, General and Administrative Expenses

    1,820,191       1,212,951  
                 

Gain on involuntary conversion (See Note 4)

    (741,821 )     -  
                 

Operating Income

    824,524       2,831,811  
                 

Other Income (Expense):

               

Other income, net

    19,389       1,599  

Interest expense

    (294,709 )     (342,191 )
                 

Income before Income Taxes

    549,204       2,491,219  

Provision for Income Taxes

    (213,750

)

    (747,000

)

Net Income

    335,454       1,744,219  
                 

Preferred Dividends

    (148,082

)

    (146,199

)

                 

Net Income Attributable to Common Stockholders

  $ 187,372     $ 1,598,020  
                 

Income Per Share of Common Stock -

               

Basic

  $ 0.01     $ 0.06  

Diluted

  $ 0.01     $ 0.05  
                 

Weighted Average Shares of Common Stock Outstanding -

               

Basic

    28,279,701       28,279,701  

Diluted

    28,775,996       32,107,754  

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

 

 

 

Greystone Logistics, Inc.

Consolidated Statements of Changes in Equity

For the Three Months Ended August 31, 2024 and 2023

(Unaudited)

 

   

Preferred Stock

   

Common Stock

   

Additional

   

Accumulated

   

Total

Stockholders’

 
   

Shares

   

Amount

   

Shares

   

Amount

   

Paid-in Capital

   

Deficit

   

Equity

 

Balances, May 31, 2023

    50,000     $ 5       28,279,701     $ 2,828     $ 53,533,272     $ (33,995,621

)

  $ 19,540,484  
                                                         

Preferred dividends ($2.92 per share)

    -       -       -       -       -       (146,199 )     (146,199 )
                                                         

Net income

    -       -       -       -       -       1,744,219       1,744,219  
                                                         

Balances, August 31, 2023

    50,000     $ 5       28,279,201     $ 2,828     $ 53,533,272     $ (32,397,601 )   $ 21,138,504  
                                                         

Balances, May 31, 2024

    50,000     $ 5       28,279,201     $ 2,828     $ 53,533,272     $ (29,555,356 )   $ 23,980,749  
                                                         

Preferred dividends ($2.96 per share)

    -       -       -       -       -       (148,082 )     (148,082 )
                                                         

Net income

    -       -       -       -       -       335,454       335,454  
                                                         

Balances, August 31, 2024

    50,000     $ 5       28,279,701     $ 2,828     $ 53,533,272     $ (29,367,984 )   $ 24,168,121  

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

 

 

Greystone Logistics, Inc.

Consolidated Statements of Cash Flows

For the Three Months Ended August 31, 2024 and 2023

(Unaudited)

 

   

2024

   

2023

 

Cash Flows from Operating Activities:

               

Net income

  $ 335,454     $ 1,744,219  

Adjustments to reconcile net income to net cash provided by operating activities -

               

Gain on involuntary conversion

    (741,821 )     -  

Depreciation and amortization

    1,264,911       1,402,408  

Change in deferred taxes

    213,750       747,000  

Decrease in trade accounts receivable

    1,766,762       1,483,283  

Increase in related party receivables

    (221,578

)

    (11,843 )

Decrease (increase) in inventory

    149,197       (823,700 )

Decrease (increase) in prepaid expenses

    (5,167 )     27,465  

Increase in accounts payable and accrued liabilities

    156,758       660,722  

Decrease in deferred revenue

    (817,981 )     -  

Net cash provided by operating activities

    2,100,285       5,229,554  
                 

Cash Flows from Investing Activities:

               

Purchase of property and equipment

    (3,335,901

)

    (673,081

)

                 

Cash Flows from Financing Activities:

               

Principal payments on long-term debt and financing leases

    (581,777

)

    (548,166

)

Principal payments on revolving loan

    -       (1,500,000  

Payments for debt issuance costs

    -       (13,085 )

Dividends paid on preferred stock

    (96,575

)

    (134,414

)

Net cash used in financing activities

    (678,352 )     (2,195,665  

Net Increase (Decrease) in Cash

    (1,913,968 )     2,360,808  

Cash, beginning of period

    5,798,641       695,951  

Cash, end of period

  $ 3,884,673     $ 3,056,759  

Non-cash Activities:

               

Capital expenditures in accounts payable

  $ 272,750     $ 295,381  

Preferred dividend accrual

  $ 51,507     $ 146,199  

Supplemental information:

               

Interest paid

  $ 293,478     $ 345,926  

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

 

 

Greystone Logistics, Inc.

Notes to Consolidated Financial Statements

(Unaudited)

 

 

Note 1. Basis of Financial Statements

 

In the opinion of Greystone Logistics, Inc. (“Greystone” or the “Company”), the accompanying unaudited consolidated financial statements contain all adjustments and reclassifications, which are of a normal recurring nature, necessary to present fairly its financial position as of August 31, 2024, and the results of its operations and cash flows for the three months ended August 31, 2024 and 2023. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of and for the fiscal year ended May 31, 2024, and the notes thereto included in Greystone’s Annual Report on Form 10-K for such period, as filed with the Securities and Exchange Commission. The results of operations for the three months ended August 31, 2024 and 2023 are not necessarily indicative of the results to be expected for the full fiscal year.

 

The unaudited consolidated financial statements of Greystone include its wholly owned subsidiaries, Greystone Manufacturing, L.L.C. (“GSM”) and Plastic Pallet Production, Inc. (“PPP”). All material intercompany accounts and transactions have been eliminated in the unaudited consolidated financial statements.

 

 

Note 2. Earnings Per Share

 

Basic earnings per share is based on the weighted-average effect of all common shares issued and outstanding and is calculated by dividing net income attributable to common stockholders by the weighted-average shares outstanding during the period. Diluted earnings per share is calculated by dividing net income attributable to common stockholders by the weighted-average number of common shares used in the basic earnings per share calculation plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive common shares outstanding.

 

Greystone excludes equity instruments from the calculation of diluted earnings per share if the effect of including such instruments is anti-dilutive. Instruments which have an anti-dilutive effect as of August 31 are as follows:

 

   

2024

   

2023

 

Preferred stock convertible into common stock

    3,333,333       -  

 

 

The following tables set forth the computation of basic and diluted earnings per share for the three months ended August 31, 2024 and 2023:

 

   

2024

   

2023

 

Basic earnings per share of common stock:

               

Numerator -

               

Net income attributable to common stockholders

  $ 187,372     $ 1,598,020  

Denominator -

               

Weighted-average shares outstanding - basic

    28,279,701       28,279,701  

Income per share of common stock - basic

  $ 0.01     $ 0.06  
                 

Diluted earnings per share of common stock:

               

Numerator -

               

Net income attributable to common stockholders

  $ 187,372     $ 1,598,020  

Add: Preferred stock dividends for assumed conversion

    -       146,199  

Net income attributable to common stockholders

  $ 187,372     $ 1,744,219  

Denominator -

               

Weighted-average shares outstanding - basic

    28,279,701       28,279,701  

Incremental shares from assumed conversion of options, warrants and preferred stock, as appropriate

    496,295       3,828,053  

Weighted average common stock outstanding - diluted

    28,775,996       32,107,754  

Income per share of common stock - diluted

  $ 0.01     $ 0.05  

 

 

Note 3. Inventory

 

Inventory consisted of the following:

 

   

August 31,

   

May 31,

 
   

2024

   

2024

 

Raw materials

  $ 1,985,224     $ 2,040,348  

Finished goods

    1,737,205       1,831,278  

Total inventory

  $ 3,722,429     $ 3,871,626  

 

 

Note 4. Property, Plant and Equipment

 

A summary of property, plant and equipment for Greystone is as follows:

 

   

August 31,

2024

   

May 31,

2024

 

Production machinery and equipment

  $ 70,339,386     $ 68,532,989  

Plant buildings and land

    3,930,207       2,289,233  

Leasehold improvements

    1,658,751       1,658,751  

Furniture and fixtures

    542,057       542,057  
      76,470,401       73,023,030  
                 

Less: Accumulated depreciation and amortization

    (44,213,742

)

    (42,956,911

)

                 

Net Property, Plant and Equipment

  $ 32,256,659     $ 30,066,119  

 

 

Property, plant and equipment includes production equipment with a carrying value of $1,317,020 as of August 31, 2024, which has not been placed into service.

 

Depreciation expense, including amortization expense related to financing leases, for the three months ended August 31, 2024 and 2023 was $1,256,831 and $1,395,000, respectively.

 

In February 2024, one of the Company’s storage warehouses caught fire with damage to finished goods inventory valued at $1,326,752 and the building with a net book value of $161,850. As of May 31, 2024, the Company recorded an insurance receivable of $2,058,602 as an estimate for damage to the inventory and building, which resulted in a gain from the involuntary conversion of $593,647 for the fiscal year ended May 31, 2024. The insurer and the Company finalized the claim value for the inventory as well as a prior claim for equipment damage from an electrical storm occurring in December 2022, resulting in an additional gain from the involuntary conversion of $741,821 for the three months ended August 31, 2024. As of August 31, 2024, Other receivables of $1,781,836, as shown on the consolidated balance sheet, is the outstanding balance due from the insurer. The other receivable was fully funded on September 13, 2024 by the insurer.

 

 

Note 5. Related Party Transactions/Activity

 

Yorktown Management & Financial Services, LLC

Yorktown Management & Financial Services, LLC (“Yorktown”), an entity wholly owned by Warren F. Kruger, Greystone’s CEO, President, Chairman of the Board and a significant stockholder of Greystone, owns and rents to Greystone (1) grinding equipment used to grind raw materials for Greystone’s pallet production and (2) extruders for pelletizing recycled plastic into pellets for resale and for use as raw material in the manufacture of pallets. GSM pays weekly rental fees to Yorktown of $27,500 for use of Yorktown’s grinding equipment and pelletizing equipment. Rental fees were $357,500 for each of the three months ended August 31, 2024 and 2023.

 

Greystone leases administrative office space from Yorktown at a monthly rental of $6,250 per month under a six-year lease. Total rent expenses were $18,750 and $17,700 for the three months ended August 31, 2024 and 2023, respectively.

 

Greystone Real Estate, L.L.C. (GRE)

GRE owns two primary manufacturing facilities occupied by Greystone and is wholly owned by Robert B. Rosene, Jr., a member of Greystone’s Board of Directors. Effective August 1, 2022, Greystone and GRE entered into a non-cancellable ten-year lease agreement with a five-year extension for the use of these manufacturing facilities at the initial rate of $44,500 per month, increasing 5.00% per month every fifth year. Rental payments to GRE totaled $133,500 for each of the three months ended August 31, 2024 and 2023.

 

 

TriEnda Holdings, L.L.C.

TriEnda Holdings, L.L.C. (“TriEnda”) is a manufacturer of plastic pallets, protective packaging and dunnage utilizing thermoform processing for which Mr. Kruger, Greystone’s President, CEO, Chairman of the Board and a significant stockholder of Greystone, serves TriEnda as the non-executive Chairman of the Board and is a partner in a partnership which has a majority ownership interest in TriEnda. Greystone may purchase pallets from TriEnda for resale or sell Greystone pallets to TriEnda. Greystone purchases from TriEnda during the three months ended August 31, 2024 totaled $42,840. During the three months ended August 31, 2024 and 2023, Greystone sales to TriEnda totaled $269,504 and $51,195, respectively. As of August 31, 2024 and May 31, 2024, TriEnda owed $369,848 and $143,290, respectively, to Greystone.

 

Green Plastic Pallets

Greystone sells plastic pallets to Green Plastic Pallets (“Green”), an entity that is owned by James Kruger, brother to Warren Kruger, Greystone’s President, CEO, Chairman of the Board and a significant stockholder of Greystone. Greystone had sales to Green of $46,920 and $52,020 for the three months ended August 31, 2024 and 2023, respectively. The account receivable due from Green as of August 31, 2024 and May 31, 2024, was $117,300 and $122,280, respectively.

 

 

Note 6. Long-term Debt

 

Debt as of August 31, 2024 and May 31, 2024 was as follows:

 

   

August 31,

   

May 31,

 
   

2024

   

2024

 

Term loans dated July 29, 2022, payable to International Bank of Commerce, prime rate of interest plus 0.5% but not less than 4.50%, maturing July 29, 2027

  $ 12,041,817     $ 12,519,501  
                 

Term loan payable to First Interstate Bank, interest rate of 3.70%, monthly principal and interest payments of $27,593, due March 19, 2025, secured by certain equipment

    190,541       271,061  
                 

Term loan payable to First Interstate Bank, interest rate of 3.50%, monthly principal and interest payments of $5,997, due August 10, 2028, secured by certain real estate

    702,121       709,916  
                 

Other

    23,874       33,964  

Total long-term debt

    12,958,353       13,534,442  

Debt issuance costs, net of amortization

    (90,204 )     (91,494 )

Total debt, net of debt issuance costs

    12,868,149       13,442,948  

Less: Current portion of long-term debt

    (2,336,625 )     (2,362,212 )

Long-term debt, net of current portion

  $ 10,531,524     $ 11,080,736  

 

 

The prime rate of interest as of August 31, 2024, was 8.50%.

 

Debt Issuance Costs consists of the amounts paid to third parties in connection with the issuance and modification of debt instruments. These costs are shown on the consolidated balance sheet as a direct reduction to the related debt instrument. Amortization of these costs is included in interest expense. Greystone recorded amortization of debt issuance costs of $1,290 and $1,460 for the three months ended August 31, 2024 and 2023, respectively.

 

Restated and Amended Loan Agreement between Greystone and IBC

On July 29, 2022, Greystone and GSM (each a “Borrower” and together, the “Borrowers”) entered into an Amended and Restated Loan Agreement (“IBC Restated Loan Agreement”) with International Bank of Commerce (“IBC”) that provided for the consolidation of certain term loans and a renewed revolver loan. 

 

The IBC term loans require equal monthly payments of principal and interest in such amounts sufficient to amortize the principal balance of the loans over the remaining lives. The monthly payments of principal and interest on the IBC term loans may vary due to changes in the prime rate of interest. As of August 31, 2024, the aggregate payments for the IBC term loans are approximately $254,000 per month.

 

The IBC Restated Loan Agreement, dated July 29, 2022, as amended, provided for IBC to make certain term loans to Greystone to consolidate all existing term loans and provide additional funding for the purchase of equipment and renewal of the revolving loan in the aggregate principal amount of $6,000,000 (the “Revolving Loan”), subject to borrowing base limitations. The Revolving Loan has an interest rate of the greater of 7.50% through February 4, 2025 and 6.50% beginning February 5, 2025 or prime rate of interest plus 0.50% and a maturity date of February 5, 2026. As of August 31, 2024, Greystone’s available revolving loan borrowing capacity was approximately $4,125,000.

 

The IBC Restated Loan Agreement includes customary events of default, including events of default relating to non-payment of principal and other amounts owing under the IBC Restated Loan Agreement from time to time, inaccuracy of representations, violation of covenants, defaults under other agreements, bankruptcy and similar events, the death of a guarantor, certain material adverse changes relating to a Borrower or guarantor, certain judgments or awards against a Borrower, or government action affecting a Borrower’s or guarantor’s ability to perform under the IBC Restated Loan Agreement or the related loan documents. In addition, without prior written consent, Greystone shall not declare or pay any dividends, redemptions, distributions and withdrawals with respect to its equity interest other than distributions to holders of its preferred stock in the aggregate of $1,000,000 in any fiscal year.  Among other things, a default under the IBC Restated Loan Agreement would permit IBC to cease lending funds under the IBC Restated Loan Agreement and require immediate repayment of any outstanding notes with interest and any unpaid accrued fees.

 

 

The IBC Restated Loan Agreement is secured by a lien on substantially all assets of the Borrowers.  Warren F. Kruger, the Company’s President, CEO and Chairman of the Board and a significant stockholder of Greystone, and Robert B. Rosene, Jr., a member of the Company’s Board of Directors, have provided limited guaranties of the Borrowers’ obligations under the IBC Restated Loan Agreement. Mr. Kruger’s guarantee is limited to 32.4% of all debt obligations to IBC. Mr. Rosene’s limited guaranty is the lesser of (i) $3,500,000 less all amounts paid on the principal amount of the loans after the date of the agreement excluding payments on the revolver and (ii) the amount owed to IBC of the loans outstanding from time to time including accrued interest and fees.

 

Loan Agreement with First Interstate Bank, formerly Great Western Bank

On August 23, 2021, Greystone entered into a loan agreement with First Interstate Bank (“FIB Loan Agreement”) to include prior commercial loans and subsequent loans. GSM is a named guarantor under the FIB Loan Agreement.

 

The FIB Loan Agreement includes customary representations and warranties and affirmative and negative covenants which include (i) requiring the Borrowers to maintain a debt service coverage ratio of 1:25 to 1:00 as of the end of each fiscal year end and debt to tangible net worth ratio of 4:00 to 1:00 as of the end of each fiscal year end with a decrease of 0.50 in the ratio each year thereafter until reaching a minimum ratio of 3:00 to 1:00. In addition, the FIB Loan Agreement provides that Greystone shall not, without prior consent of the bank, incur or assume additional indebtedness or capital leases.

 

The FIB Loan Agreement is secured by a mortgage on one of Greystone’s warehouses. 

 

Maturities

Maturities of Greystone’s long-term debt for the years subsequent to August 31, 2024, are $2,336,625, $2,305,530, $7,762,751, and $553,447.

 

 

Note 7. Leases

 

Financing Leases

The outstanding liability for financing leases, as of August 31, 2024 and May 31, 2024, was as follows:

 

   

August 31,

2024

   

May 31,

2024

 

Non-cancellable financing leases

  $ 17,455     $ 23,143  

Less: Current portion

    (14,505

)

    (19,171

)

Non-cancellable financing leases, net of current portion

  $ 2,950     $ 3,972  

 

 

The production equipment under the non-cancelable financing leases as of August 31, 2024 and May 31, 2024 was as follows:

 

   

August 31,

2024

   

May 31,

2024

 

Production equipment under financing leases

  $ 97,047     $ 176,565  

Less: Accumulated amortization

    (59,294 )     (119,759 )

Production equipment under financing leases, net

  $ 37,753     $ 56,806  

 

Amortization of the carrying amount of $4,045 and $7,699 was included in depreciation and amortization expense for the three months ended August 31, 2024 and 2023, respectively.

 

Operating Leases

Greystone recognized a lease liability for each lease based on the present value of remaining minimum fixed rental payments, using a discount rate that approximates the rate of interest for a collateralized loan over a similar term. A right-of-use asset is recognized for each lease, valued at the lease liability. Minimum fixed rental payments are recognized on a straight-line basis over the life of the lease as costs and expenses on the consolidated statements of income. Variable and short-term rental payments are recognized as costs and expenses as they are incurred.

 

Greystone has two non-cancellable operating leases for (i) two buildings owned by GRE with a 120-month term, a 60-month renewal option and a discount rate of 6.0% and (ii) the corporate offices located in Tulsa, OK with a 72-month lease and a discount rate of 8.5%. The leases are single term with constant monthly rental rates.

 

The outstanding liability for right to use assets under operating leases as of August 31, 2024 and May 31, 2024, is as follows:

 

   

August 31, 2024

   

May 31, 2024

 

Liability under operating leases

  $ 5,383,704     $ 5,453,234  

Less: Current portion

    (239,543 )     ( 286,221 )

Long-term portion of liability under operating leases

  $ 5,144,161     $ 5,167,013  

 

 

Lease Summary Information

Lease summary information as of and for the periods ending August 31, 2024 and 2023 was as follows:

 

   

2024

   

2023

 

Lease Expense

               

Financing lease expense -

               

Amortization of right-of-use assets

  $ 4,045     $ 7,699  

Interest on lease liabilities

    203       600  

Operating lease expense

    159,635       183,957  

Short-term lease expense

    385,095       360,353  

Total

  $ 548,978     $ 552,609  
                 

Other Information

               

Cash paid for amounts included in the measurement of lease liabilities for finance leases -

               

Operating cash flows

  $ 203     $ 600  

Financing cash flows

  $ 5,656     $ 9,947  

Cash paid for amounts included in the measurement of lease liabilities for operating leases -

               

Operating cash flows

  $ 153,541     $ 177,217  

Weighted-average remaining lease term (in years) -

               

Financing leases

    1.0       1.6  

Operating leases

    12.5       13.9  

Weighted-average discount rate -

               

Financing leases

    3.9 %     4.3 %

Operating leases

    6.1 %     6.0 %

 

Future minimum lease payments under non-cancelable leases as of August 31, 2024, are approximately:   

      

   

Financing

Leases

   

Operating

Leases

 

Twelve months ending August 31, 2025

  $ 14,818     $ 609,000  

Twelve months ending August 31, 2026

    3,009       609,000  

Twelve months ending August 31, 2027

    -       611,230  

Twelve months ending August 31, 2028

    -       635,760  

Twelve months ending August 31, 2029

    -       635,760  

Thereafter

    -       4,604,150  

Total future minimum lease payments

    17,827       7,704,900  

Less: Imputed interest

    372       2,321,196  

Present value of minimum lease payments

  $ 17,455     $ 5,383,704  

 

 

Note 8. Deferred Revenue

 

Advances from customers pursuant to a contract for the sale of plastic pallets is recognized as deferred revenue. Revenue is recognized by Greystone as pallets are shipped to the customer. Revenue related to prior advances totaled $817,981 and $-0- during the three months ended August 31, 2024 and 2023, respectively. The unrecognized balance of deferred revenue as of August 31, 2024 and May 31, 2024, was $22,964 and $840,945, respectively.

 

 

 

Note 9. Revenue and Revenue Recognition

 

Greystone’s principal product is plastic pallets produced from recycled plastic resin. Sales are primarily to customers in the continental United States of America. International sales are made to customers in Canada and Mexico which totaled approximately $170,000 and $137,000 during the three months ended August 31, 2024 and 2023, respectively.

 

Greystone’s customers include stocking and non-stocking distributors and direct sales to end-user customers. Sales to the following categories of customers for the three months ended August 31, 2024 and 2023, respectively, were as follows:

 

Category

 

2024

   

2023

 

End-user customers

    76 %     85 %

Distributors

    24 %     15 %

 

 

Note 10. Fair Value of Financial Instruments

 

The following methods and assumptions are used in estimating the fair-value disclosures for financial instruments:

 

Debt: The carrying amount of notes with floating rates of interest approximate fair value. Fixed rate notes are valued based on cash flows using estimated rates of comparable notes. The carrying amounts reported on the consolidated balance sheets approximate fair value.

 

 

Note 11. Concentrations, Risks and Uncertainties

 

Greystone derived approximately 76% and 85% of its total sales during the three months ended August 31, 2024 and 2023, respectively, from a limited number of customers, generally ranging from 2 to 4. The loss of a material amount of business from one or more of these customers could have a material adverse effect on Greystone.

 

Greystone purchases damaged pallets from its customers at a price based on the value of the raw material content in the pallet. A majority of these purchases, totaling $189,156 and $211,220 during the three months ended August 31, 2024 and 2023, respectively, is from one of its major customers.

 

 

Note 12. Commitments

 

As of August 31, 2024, Greystone had commitments totaling $330,209 toward the purchase of production equipment.

 

 

 

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.

 

Forward-Looking Statements and Material Risks

 

This Quarterly Report on Form 10-Q includes certain statements that may be deemed "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, that address activities, events or developments that Greystone expects, believes or anticipates will or may occur in the future, including decreased costs, securing financing, the profitability of Greystone, potential sales of pallets or other possible business developments, are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties. The forward-looking statements contained in this Quarterly Report on Form 10-Q could be affected by any of the following factors: Greystone's prospects could be affected by changes in availability of raw materials, competition, rapid technological change and new legislation regarding environmental matters; Greystone may not be able to secure additional financing necessary to sustain and grow its operations; and a material portion of Greystone's business is and will be dependent upon a few large customers and there is no assurance that Greystone will be able to retain such customers. These risks and other risks that could affect Greystone's business are more fully described in Greystone's Annual Report on Form 10-K for the fiscal year ended May 31, 2024, which was filed with the Securities and Exchange Commission on September 13, 2024, as the same may be updated from time to time. Actual results may vary materially from the forward-looking statements. The results of operations for the three months ended August 31, 2024, are not necessarily indicative of the results for the fiscal year ending May 31, 2024. Greystone undertakes no duty to update any of the forward-looking statements contained in this Quarterly Report on Form 10-Q.

 

Results of Operations

 

General to All Periods

 

The unaudited consolidated statements include Greystone Logistics, Inc., and its two wholly owned subsidiaries, Greystone Manufacturing, L.L.C. (“GSM”) and Plastic Pallet Production, Inc. (“PPP”). All material intercompany accounts and transactions have been eliminated.

 

Sales

 

Greystone's primary focus is to provide quality plastic pallets to its existing customers while continuing its marketing efforts to broaden its customer base. Greystone's existing customers are primarily located in the United States and engaged in the beverage, pharmaceutical and other industries. Greystone has generated, and plans to continue to generate, interest in its pallets by attending trade shows sponsored by industry segments that would benefit from Greystone's products. Greystone hopes to gain wider product acceptance by marketing the concept that the widespread use of plastic pallets could greatly reduce the destruction of trees on a worldwide basis. Greystone’s marketing is conducted through contract distributors, its President and other employees.

 

 

Personnel

 

Greystone had full-time equivalents of approximately 168 and 177 regular employees and 72 and 116 temporary employees as of August 31, 2024 and 2023, respectively. Full-time equivalent is a measure based on time worked.

 

Three Months Ended August 31, 2024 Compared to Three Months Ended August 31, 2023

 

Sales

Sales for the three months ended August 31, 2024, were $13,460,647 compared to $17,413,671for the three months ended August 31, 2023, representing a decrease of $3,953,024, or 23%. The reduction in sales for the three months ended August 31, 2024, compared to the prior period is primarily attributable to an approximate 43% decrease in demand from one of its significant customers, which was offset somewhat by an increase in demand from another of its significant customers. The increase in demand from the latter customer was due to a newly designed plastic pallet to specifically meet the customer’s needs.

 

Greystone generally has a limited number of customers, generally 2 to 4, that accounted for approximately 76% and 85% of sales during the three months ended August 31, 2024 and 2023, respectively. Greystone is not able to predict the future needs of these major customers and will continue its efforts to increase sales through the addition of new customers developed through Greystone’s marketing efforts.

 

Cost of Sales

The cost of sales for the three months ended August 31, 2024, was $11,557,753, or 86% of sales, compared to $13,368,909, or 77% of sales, for the three months ended August 31, 2023. The increase in the ratio of cost of sales to sales for the three months ended August 31, 2024, over the prior period was primarily the result of an approximate 30% decrease in production of plastic pallets. Due to Greystone’s inflexible manufacturing costs, the gross profit margin is directly affected by variations in the quantity of plastic pallets produced.

 

Gross Profit

Gross profit for the three months ended August 31, 2024, was $1,902,894, or 14% of sales, compared to $4,044,762, or 23% of sales, for the three months ended August 31, 2023. The principal reason for decrease in gross profit margin for the three months ended August 31, 2024, over the prior period was the decline in production as discussed above.

 

Gain from Involuntary Conversion

During the three months ended August 31, 2024, the Company and the insurer agreed on the amount of settlements on certain casualty losses occurring in fiscal years 2024 and 2023. As of August 31, 2024, the outstanding balance on the receivable from the insurer is $1,781,836 as shown in Other receivable on the consolidated balance sheet. The payments resulted in a gain of $741,821.

 

 

Selling, General and Administrative Expenses

Selling, general and administrative expenses were $1,820,191, or 13.5% of sales, for the three months ended August 31, 2024 compared to $1,212,951, or 7.0% of sales, for the three months ended August 31, 2023, representing an increase of $607,240. The increase is primarily due to bonuses paid during the three months ended August 31, 2024.

 

Other Income (Expenses)

Other income, generally from interest income and the sale of scrap material, was $19,389 and $1,599 for the three months ended August 31, 2024 and 2023.

 

Interest expense was $294,709 for the three months ended August 31, 2024, compared to $342,191 for the three months ended August 31, 2023, representing a decrease of $47,482. This decrease is due to the continuing payments on the principal of outstanding debt.

 

Provision for Income Taxes

The provision for income taxes was $216,750 and $747,000 for the three months ended August 31, 2024 and 2023, respectively. The effective tax rate differs from federal statutory rates due principally to state income taxes, charges (income) which have no tax benefit (expense), and changes in the valuation allowance.

 

Based upon a review of its income tax filing positions, Greystone believes that its positions would be sustained upon an audit by the Internal Revenue Service and does not anticipate any adjustments that would result in a material change to its financial position. Therefore, no reserves for uncertain income tax positions have been recorded.

 

Net Income

Greystone recorded net income of $498,733 for the three months ended August 31, 2024, compared to $1,744,219 for three months ended August 31, 2023, primarily for the reasons discussed above.

 

Net Income Attributable to Common Stockholders

The net income attributable to common stockholders for the three months ended August 31, 2024, was $350,651, or $0.02 per share, compared to $1,598,020, or $0.06 per share, for the three months ended August 31, 2023, primarily for the reasons discussed above.

 

 

Liquidity and Capital Resources

 

A summary of cash flows for the three months ended August 31, 2024, was as follows:         

 

Cash provided by operating activities   $ 2,100,285  
         
Cash used in investing activities   $ (3,335,901 )
         
Cash used in financing activities   $ (678,352 )

 

The contractual obligations and rents of Greystone are as follows:

         

   

Total

   

Less than

1 year

   

1-3 years

   

4-5 years

   

Thereafter

 

Long-term debt

  $ 12,958,353     $ 2,336,625     $ 10,068,281     $ 553,447     $ -  

Financing leases

  $ 17,827     $ 14,818     $ 3,009     $ -     $ -  

Operating leases

  $ 7,704,900     $ 609,000     $ 1,220,230     $ 1,271,520     $ 4,604,150  

Commitments

  $ 330,209     $ 330,209     $ -     $ -     $ -  

 

Greystone had a working capital of $7,321,684 as of August 31, 2024. To provide for the funding to meet Greystone's operating activities and contractual obligations as of August 31, 2024, Greystone will have to continue to produce positive operating results or explore various options including additional long-term debt and equity financing. However, there is no guarantee that Greystone will continue to create positive operating results or be able to raise sufficient capital to meet these obligations.

 

A substantial amount of Greystone’s debt financing has resulted primarily from bank notes which are guaranteed by certain officers and directors of Greystone. Greystone continues to be dependent upon its officers and directors to secure, or possibly provide, additional financing and there is no assurance that its officers and directors will continue to do so, or that they will do so on terms that are acceptable to Greystone. As such, there is no assurance that funding will be available for Greystone to continue operations.

 

Greystone has 50,000 outstanding shares of cumulative 2003 Preferred Stock with a liquidation preference of $5,000,000 and a preferred dividend rate of the prime rate of interest plus 3.25%. Greystone does not anticipate that it will make cash dividend payments to any holders of its common stock unless and until the financial position of Greystone improves through increased revenues, another financing transaction or otherwise. Pursuant to the IBC Restated Loan Agreement, as discussed in Note 6 to the unaudited consolidated financial statements, Greystone may pay dividends on its preferred stock in an amount not to exceed $1,000,000 per year.

 

Off-Balance Sheet Arrangements

 

Greystone does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

 

 

Critical Accounting Policies and Estimates

 

Greystone believes that the following critical policies affect Greystone’s more significant judgments and estimates used in preparation of Greystone’s financial statements.

 

General

The preparation of unaudited consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Recognition of Revenues

Revenue is recognized at the point in time a good or service is transferred to a customer and the customer obtains control of that good or receives the service performed. Sales arrangements with customers are short-term in nature involving single performance obligations related to the delivery of goods and generally provide for transfer of control at the time of shipment. In limited circumstances, where acceptance of the goods is subject to approval by the customer, revenue is recognized upon approval by the customer unless, historically, there have been insignificant rejections of goods by the customer.

 

Accounts receivable

Trade receivables are carried at the original invoice amount less an  allowance for credit losses. Management determines the allowance by regularly evaluating individual customer receivables and considering a customer’s financial condition, credit history and current economic conditions. Trade receivables are written off against the allowance when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. The Company generally does not charge interest on past due accounts.   

 

Inventory

Inventory consists of finished pallets and raw materials which are stated at the lower of average cost or net realizable value. Management applies overhead costs to inventory based on an analysis of the Company's expense categories. The specific costs are then applied to inventory based on production during the period. Management relies on estimates and assumptions regarding the specific costs to include in the production costs, as well as the period to use in determining inventory production.

 

Income Taxes

Greystone accounts for income taxes under the liability method, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the consolidated financial statements and tax bases of assets and liabilities and tax loss carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse.

 

 

A deferred tax asset is recognized for tax-deductible temporary differences and operating losses using the applicable enacted tax rate. In assessing the realizability of deferred tax assets, management considers the likelihood of whether it is more likely than not the net deferred tax asset will be realized. Based on this evaluation, management will provide a valuation allowance if it is determined more likely than not the associated asset will not be recognized. Based on this, management has determined that Greystone will be able to realize the full effect of the deferred tax assets as of August 31, 2024, and, accordingly, no valuation allowance was recorded. As of May 31, 2024, management determined that Greystone would not be able to realize the full effect of deferred taxes and a valuation allowance of $793,337 was recorded. The primary reason for no valuation allowance as of August 31, 2024, was the expiration of outstanding net operating losses during the current fiscal year ending May 31, 2025.

 

New Accounting Pronouncements

 

Management does not believe that any recently issued, but not yet effective, accounting standards could have a material effect on the accompanying unaudited consolidated financial statements. As new accounting pronouncements are issued, Greystone will adopt those that are applicable under the circumstances.

 

Recent accounting pronouncements issued by the Financial Accounting Standards Board, the American Institute of Certified Public Accountants and the SEC did not or are not believed by management to have a material effect on Greystone’s unaudited consolidated financial statements.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

Not applicable.

 

Item 4. Controls and Procedures.

 

As of the end of the period covered by this Quarterly Report on Form 10-Q, Greystone carried out an evaluation under the supervision of Greystone's Chief Executive Officer (CEO) of the effectiveness of Greystone's disclosure controls and procedures pursuant to the Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (“Exchange Act”).  Based on an evaluation as of August 31, 2024, Greystone’s CEO and CFO concluded that Greystone’s disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Exchange Act) were not effective as of August 31, 2024, as a result of a weakness in the design of internal controls over financial reporting identified below.

 

Management has determined that a material weakness exists due for the following reasons:

 

 

The Company has an ineffective control environment due to a lack of the necessary corporate accounting resources with SEC financial reporting experience to ensure consistent, complete and accurate financial reporting, as well as disclosure controls and procedures.

 

The Company has limited resources to ensure that necessary internal controls are implemented and followed throughout the Company. The limited resources result in inadequate internal controls relating to the authorization, recognition, capture, and review of transactions, facts, circumstances and events that could have a material impact on the Company’s financial reporting process.

 

During the three months ended August 31, 2024, there were no changes in Greystone's internal control over financial reporting that have materially affected, or that are reasonably likely to materially affect, Greystone's internal control over financial reporting.

 

 

PART II. OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

None.

 

Item 1A. Risk Factors.

 

Not applicable.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

None.

 

Item 3. Defaults Upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosures.

 

Not applicable.

 

 

Item 5. Other Information.

 

None.

 

 

Item 6. Exhibits.

 

The following exhibits are filed or furnished as part of this Quarterly Report on Form 10-Q.

 

 

31.1*

   

Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, and Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 
 

31.2*

   

Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) promulgated under the Securities Exchange Act of 1934, as amended, and Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 
 

32.1**

   

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 
 

32.2**

   

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 
 

101.INS*

   

Inline XBRL Instance Document.

 
 

10. SCH*

   

Inline XBRL Taxonomy Extension Schema Document.

 
 

101.CAL*

   

Inline XBRL Taxonomy Extension Calculation Linkbase.

 
 

101.DEF*

   

Inline XBRL Taxonomy Extension Definition Linkbase.

 
 

101.LAB*

   

Inline XBRL Taxonomy Extension Labels Linkbase.

 
 

101.PRE*

   

Inline XBRL Taxonomy Extension Presentation Linkbase.

 
 

104*

   

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

*

Filed herewith.

**

Furnished herewith.

 

 

 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

  GREYSTONE LOGISTICS, INC.  
  (Registrant)  
     
Date: October 18, 2024 /s/ Warren F. Kruger  
  Warren F. Kruger, President and Chief
  Executive Officer (Principal Executive Officer)
     
     
Date: October 18, 2024 /s/ Warren F. Kruger  
  Warren F. Kruger, Interim Chief Financial Officer
  (Principal Financial Officer and Principal Accounting Officer)

 

21

Exhibit 31.1

 

CERTIFICATION

 

I, Warren F. Kruger, certify that:

 

 

1.

I have reviewed this quarterly report on Form 10‑Q for the three months ended August 31, 2024, of Greystone Logistics, Inc.;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a‑15(e) and 15d‑15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

October 18, 2024 /s/ Warren F. Kruger
  Warren F. Kruger
  President and Chief Executive Officer
  (principal executive officer)

 

 

Exhibit 31.2

 

CERTIFICATION

 

I, Warren F. Kruger, certify that:

 

 

1.

I have reviewed this quarterly report on Form 10‑Q for the three months ended August 31, 2024, of Greystone Logistics, Inc.;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a‑15(e) and 15d‑15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

October 18, 2024 /s/ Warren F. Kruger  
  Warren F. Kruger  
  Interim Chief Financial Officer
  (principal financial officer and accounting officer)

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES‑OXLEY ACT OF 2002

 

 

In connection with the quarterly report of Greystone Logistics, Inc. (the “Company”) on Form 10‑Q for the period ended August 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Warren F. Kruger, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002, that:

 

 

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

October 18, 2024 /s/ Warren F. Kruger
  Warren F. Kruger
  President and Chief Executive Officer
  (principal executive officer)

 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Report and shall not be considered filed as part of the Report.

 

 

Exhibit 32.2

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES‑OXLEY ACT OF 2002

 

 

In connection with the quarterly report of Greystone Logistics, Inc. (the “Company”) on Form 10‑Q for the period ended August 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Warren F. Kruger, Interim Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002, that:

 

 

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

October 18, 2024 /s/ Warren F. Kruger
  Warren F. Kruger
  Chief Financial Officer
  (principal financial officer and accounting officer)

 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Report and shall not be considered filed as part of the Report.

 

 
v3.24.3
Document And Entity Information - shares
3 Months Ended
Aug. 31, 2024
Oct. 18, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Aug. 31, 2024  
Document Transition Report false  
Entity File Number 000-26331  
Entity Registrant Name GREYSTONE LOGISTICS, INC.  
Entity Incorporation, State or Country Code OK  
Entity Tax Identification Number 75-2954680  
Entity Address, Address Line One 1613 East 15th Street  
Entity Address, City or Town Tulsa  
Entity Address, State or Province OK  
Entity Address, Postal Zip Code 74120  
City Area Code 918  
Local Phone Number 583-7441  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   28,279,701
Entity Central Index Key 0001088413  
Current Fiscal Year End Date --05-31  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q1  
Amendment Flag false  
v3.24.3
Consolidated Balance Sheets (Unaudited) - USD ($)
Aug. 31, 2024
May 31, 2024
Current Assets:    
Cash $ 3,884,673 $ 5,798,641
Accounts receivable -    
Other 1,781,836 2,107,108
Inventory 3,722,429 3,871,626
Prepaid expenses 590,590 585,423
Total Current Assets 13,925,388 16,786,749
Property, Plant and Equipment, net 32,256,659 30,066,119
Right-of-Use Operating Lease Assets 5,327,121 5,403,441
Total Assets 51,509,168 52,256,309
Current Liabilities:    
Current portion of long-term debt 2,336,625 2,362,212
Current portion of financing leases 14,505 19,171
Current portion of operating leases 239,543 286,221
Accounts payable and accrued expenses 3,938,560 3,670,332
Deferred revenue 22,964 840,945
Preferred dividends payable 51,507 0
Total Current Liabilities 6,603,704 7,178,881
Long-Term Debt, net of current portion and debt issuance costs 10,531,524 11,080,736
Financing Leases, net of current portion 2,950 3,972
Operating Leases, net of current portion 5,144,161 5,167,013
Deferred Tax Liability 5,058,708 4,844,958
Equity:    
Preferred stock, $0.0001 par value, cumulative, 20,750,000 shares authorized, 50,000 shares issued and outstanding, liquidation preference of $5,000,000 5 5
Common stock, $0.0001 par value, 5,000,000,000 shares authorized, 28,279,701 shares issued and outstanding 2,828 2,828
Additional paid-in capital 53,533,272 53,533,272
Accumulated deficit (29,367,984) (29,555,356)
Total Equity 24,168,121 23,980,749
Total Liabilities and Equity 51,509,168 52,256,309
Nonrelated Party [Member]    
Accounts receivable -    
Trade 3,458,712 4,158,381
Related Party [Member]    
Accounts receivable -    
Trade $ 487,148 $ 265,570
v3.24.3
Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($)
Aug. 31, 2024
May 31, 2024
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.0001 $ 0.0001
Preferred Stock, Shares Authorized (in shares) 20,750,000 20,750,000
Preferred Stock, Shares Issued (in shares) 50,000 50,000
Preferred Stock, Shares Outstanding (in shares) 50,000 50,000
Preferred Stock, Liquidation Preference, Value $ 5,000,000  
Common Stock, Par or Stated Value Per Share (in dollars per share) $ 0.0001 $ 0.0001
Common Stock, Shares Authorized (in shares) 5,000,000,000 5,000,000,000
Common Stock, Shares, Issued (in shares) 28,279,701 28,279,701
Common Stock, Shares, Outstanding (in shares) 28,279,701 28,279,701
v3.24.3
Consolidated Statements of Income (Unaudited) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Sales $ 13,460,647 $ 17,413,671
Cost of Sales 11,557,753 13,368,909
Gross Profit 1,902,894 4,044,762
Selling, General and Administrative Expenses 1,820,191 1,212,951
Gain on involuntary conversion (See Note 4) (741,821) 0
Other Income (Expense):    
Operating Income 824,524 2,831,811
Other income 19,389 1,599
Interest expense (294,709) (342,191)
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest 549,204 2,491,219
Provision for Income Taxes 213,750 747,000
Net Income 335,454 1,744,219
Preferred Dividends 148,082 146,199
Net Income Attributable to Common Stockholders $ 187,372 $ 1,598,020
Income Per Share of Common Stock -    
Basic (in dollars per share) $ 0.01 $ 0.06
Diluted (in dollars per share) $ 0.01 $ 0.05
Weighted Average Shares of Common Stock Outstanding -    
Basic (in shares) 28,279,701 28,279,701
Diluted (in shares) 28,775,996 32,107,754
v3.24.3
Consolidated Statements of Changes in Equity (Unaudited) - USD ($)
Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balances (in shares) at May. 31, 2023 50,000 28,279,701      
Balances at May. 31, 2023 $ 5 $ 2,828 $ 53,533,272 $ (33,995,621) $ 19,540,484
Preferred dividends 0 0 0 (146,199) (146,199)
Net income $ 0 $ 0 0 1,744,219 1,744,219
Balances, August 31, 2023 (in shares) at Aug. 31, 2023 50,000 28,279,201      
Balances, August 31, 2023 at Aug. 31, 2023 $ 5 $ 2,828 53,533,272 (32,397,601) 21,138,504
Balances (in shares) at May. 31, 2024 50,000 28,279,201      
Balances at May. 31, 2024 $ 5 $ 2,828 53,533,272 (29,555,356) 23,980,749
Preferred dividends 0 0 0 (148,082) (148,082)
Net income $ 0 $ 0 0 335,454 335,454
Balances, August 31, 2023 (in shares) at Aug. 31, 2024 50,000 28,279,701      
Balances, August 31, 2023 at Aug. 31, 2024 $ 5 $ 2,828 $ 53,533,272 $ (29,367,984) $ 24,168,121
v3.24.3
Consolidated Statements of Changes in Equity (Unaudited) (Parentheticals) - $ / shares
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Preferred Stock, Dividends Per Share, Declared (in dollars per share) $ 2.96 $ 2.92
v3.24.3
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended 12 Months Ended
Aug. 31, 2024
Aug. 31, 2023
May 31, 2024
Cash Flows from Operating Activities:      
Net income $ 335,454 $ 1,744,219  
Adjustments to reconcile net income to net cash provided by (used in) operating activities –      
Gain on involuntary conversion 741,821 (0)  
Depreciation and amortization 1,264,911 1,402,408  
Change in deferred taxes 213,750 747,000  
Decrease in trade accounts receivable 1,766,762 1,483,283  
Increase in related party receivables (221,578) (11,843)  
Decrease (increase) in inventory 149,197 (823,700)  
Decrease (increase) in prepaid expenses (5,167) 27,465  
Increase in accounts payable and accrued liabilities 156,758 660,722  
Decrease in deferred revenue (817,981) 0  
Net cash provided by operating activities 2,100,285 5,229,554  
Cash Flows from Investing Activities:      
Purchase of property and equipment (3,335,901) (673,081)  
Cash Flows from Financing Activities:      
Principal payments on long-term debt and financing leases (581,777) (548,166)  
Principal payments on revolving loan (0) 1,500,000  
Payments for debt issuance costs 0 (13,085)  
Dividends paid on preferred stock (96,575) (134,414)  
Net cash used in financing activities (678,352) (2,195,665)  
Net Increase (Decrease) in Cash (1,913,968) 2,360,808  
Cash, beginning of period 5,798,641 695,951 $ 695,951
Cash, end of period 3,884,673 3,056,759 $ 5,798,641
Non-cash Activities:      
Capital expenditures in accounts payable 272,750 295,381  
Preferred dividend accrual 51,507 146,199  
Supplemental information:      
Interest paid $ 293,478 $ 345,926  
v3.24.3
Note 1 - Basis of Financial Statements
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Basis of Accounting [Text Block]

Note 1. Basis of Financial Statements

 

In the opinion of Greystone Logistics, Inc. (“Greystone” or the “Company”), the accompanying unaudited consolidated financial statements contain all adjustments and reclassifications, which are of a normal recurring nature, necessary to present fairly its financial position as of August 31, 2024, and the results of its operations and cash flows for the three months ended August 31, 2024 and 2023. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of and for the fiscal year ended May 31, 2024, and the notes thereto included in Greystone’s Annual Report on Form 10-K for such period, as filed with the Securities and Exchange Commission. The results of operations for the three months ended August 31, 2024 and 2023 are not necessarily indicative of the results to be expected for the full fiscal year.

 

The unaudited consolidated financial statements of Greystone include its wholly owned subsidiaries, Greystone Manufacturing, L.L.C. (“GSM”) and Plastic Pallet Production, Inc. (“PPP”). All material intercompany accounts and transactions have been eliminated in the unaudited consolidated financial statements.

 

v3.24.3
Note 2 - Earnings Per Share
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

Note 2. Earnings Per Share

 

Basic earnings per share is based on the weighted-average effect of all common shares issued and outstanding and is calculated by dividing net income attributable to common stockholders by the weighted-average shares outstanding during the period. Diluted earnings per share is calculated by dividing net income attributable to common stockholders by the weighted-average number of common shares used in the basic earnings per share calculation plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive common shares outstanding.

 

Greystone excludes equity instruments from the calculation of diluted earnings per share if the effect of including such instruments is anti-dilutive. Instruments which have an anti-dilutive effect as of August 31 are as follows:

 

   

2024

   

2023

 

Preferred stock convertible into common stock

    3,333,333       -  

 

 

The following tables set forth the computation of basic and diluted earnings per share for the three months ended August 31, 2024 and 2023:

 

   

2024

   

2023

 

Basic earnings per share of common stock:

               

Numerator -

               

Net income attributable to common stockholders

  $ 187,372     $ 1,598,020  

Denominator -

               

Weighted-average shares outstanding - basic

    28,279,701       28,279,701  

Income per share of common stock - basic

  $ 0.01     $ 0.06  
                 

Diluted earnings per share of common stock:

               

Numerator -

               

Net income attributable to common stockholders

  $ 187,372     $ 1,598,020  

Add: Preferred stock dividends for assumed conversion

    -       146,199  

Net income attributable to common stockholders

  $ 187,372     $ 1,744,219  

Denominator -

               

Weighted-average shares outstanding - basic

    28,279,701       28,279,701  

Incremental shares from assumed conversion of options, warrants and preferred stock, as appropriate

    496,295       3,828,053  

Weighted average common stock outstanding - diluted

    28,775,996       32,107,754  

Income per share of common stock - diluted

  $ 0.01     $ 0.05  

 

v3.24.3
Note 3 - Inventory
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Inventory Disclosure [Text Block]

Note 3. Inventory

 

Inventory consisted of the following:

 

   

August 31,

   

May 31,

 
   

2024

   

2024

 

Raw materials

  $ 1,985,224     $ 2,040,348  

Finished goods

    1,737,205       1,831,278  

Total inventory

  $ 3,722,429     $ 3,871,626  

 

v3.24.3
Note 4 - Property, Plant and Equipment
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Property, Plant and Equipment Disclosure [Text Block]

Note 4. Property, Plant and Equipment

 

A summary of property, plant and equipment for Greystone is as follows:

 

   

August 31,

2024

   

May 31,

2024

 

Production machinery and equipment

  $ 70,339,386     $ 68,532,989  

Plant buildings and land

    3,930,207       2,289,233  

Leasehold improvements

    1,658,751       1,658,751  

Furniture and fixtures

    542,057       542,057  
      76,470,401       73,023,030  
                 

Less: Accumulated depreciation and amortization

    (44,213,742

)

    (42,956,911

)

                 

Net Property, Plant and Equipment

  $ 32,256,659     $ 30,066,119  

 

 

Property, plant and equipment includes production equipment with a carrying value of $1,317,020 as of August 31, 2024, which has not been placed into service.

 

Depreciation expense, including amortization expense related to financing leases, for the three months ended August 31, 2024 and 2023 was $1,256,831 and $1,395,000, respectively.

 

In February 2024, one of the Company’s storage warehouses caught fire with damage to finished goods inventory valued at $1,326,752 and the building with a net book value of $161,850. As of May 31, 2024, the Company recorded an insurance receivable of $2,058,602 as an estimate for damage to the inventory and building, which resulted in a gain from the involuntary conversion of $593,647 for the fiscal year ended May 31, 2024. The insurer and the Company finalized the claim value for the inventory as well as a prior claim for equipment damage from an electrical storm occurring in December 2022, resulting in an additional gain from the involuntary conversion of $741,821 for the three months ended August 31, 2024. As of August 31, 2024, Other receivables of $1,781,836, as shown on the consolidated balance sheet, is the outstanding balance due from the insurer. The other receivable was fully funded on September 13, 2024 by the insurer.

 

v3.24.3
Note 5 - Related Party Transactions Activity
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Related Party Transactions Disclosure [Text Block]

Note 5. Related Party Transactions/Activity

 

Yorktown Management & Financial Services, LLC

Yorktown Management & Financial Services, LLC (“Yorktown”), an entity wholly owned by Warren F. Kruger, Greystone’s CEO, President, Chairman of the Board and a significant stockholder of Greystone, owns and rents to Greystone (1) grinding equipment used to grind raw materials for Greystone’s pallet production and (2) extruders for pelletizing recycled plastic into pellets for resale and for use as raw material in the manufacture of pallets. GSM pays weekly rental fees to Yorktown of $27,500 for use of Yorktown’s grinding equipment and pelletizing equipment. Rental fees were $357,500 for each of the three months ended August 31, 2024 and 2023.

 

Greystone leases administrative office space from Yorktown at a monthly rental of $6,250 per month under a six-year lease. Total rent expenses were $18,750 and $17,700 for the three months ended August 31, 2024 and 2023, respectively.

 

Greystone Real Estate, L.L.C. (GRE)

GRE owns two primary manufacturing facilities occupied by Greystone and is wholly owned by Robert B. Rosene, Jr., a member of Greystone’s Board of Directors. Effective August 1, 2022, Greystone and GRE entered into a non-cancellable ten-year lease agreement with a five-year extension for the use of these manufacturing facilities at the initial rate of $44,500 per month, increasing 5.00% per month every fifth year. Rental payments to GRE totaled $133,500 for each of the three months ended August 31, 2024 and 2023.

 

 

TriEnda Holdings, L.L.C.

TriEnda Holdings, L.L.C. (“TriEnda”) is a manufacturer of plastic pallets, protective packaging and dunnage utilizing thermoform processing for which Mr. Kruger, Greystone’s President, CEO, Chairman of the Board and a significant stockholder of Greystone, serves TriEnda as the non-executive Chairman of the Board and is a partner in a partnership which has a majority ownership interest in TriEnda. Greystone may purchase pallets from TriEnda for resale or sell Greystone pallets to TriEnda. Greystone purchases from TriEnda during the three months ended August 31, 2024 totaled $42,840. During the three months ended August 31, 2024 and 2023, Greystone sales to TriEnda totaled $269,504 and $51,195, respectively. As of August 31, 2024 and May 31, 2024, TriEnda owed $369,848 and $143,290, respectively, to Greystone.

 

Green Plastic Pallets

Greystone sells plastic pallets to Green Plastic Pallets (“Green”), an entity that is owned by James Kruger, brother to Warren Kruger, Greystone’s President, CEO, Chairman of the Board and a significant stockholder of Greystone. Greystone had sales to Green of $46,920 and $52,020 for the three months ended August 31, 2024 and 2023, respectively. The account receivable due from Green as of August 31, 2024 and May 31, 2024, was $117,300 and $122,280, respectively.

 

v3.24.3
Note 6 - Long-term Debt
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Long-Term Debt [Text Block]

Note 6. Long-term Debt

 

Debt as of August 31, 2024 and May 31, 2024 was as follows:

 

   

August 31,

   

May 31,

 
   

2024

   

2024

 

Term loans dated July 29, 2022, payable to International Bank of Commerce, prime rate of interest plus 0.5% but not less than 4.50%, maturing July 29, 2027

  $ 12,041,817     $ 12,519,501  
                 

Term loan payable to First Interstate Bank, interest rate of 3.70%, monthly principal and interest payments of $27,593, due March 19, 2025, secured by certain equipment

    190,541       271,061  
                 

Term loan payable to First Interstate Bank, interest rate of 3.50%, monthly principal and interest payments of $5,997, due August 10, 2028, secured by certain real estate

    702,121       709,916  
                 

Other

    23,874       33,964  

Total long-term debt

    12,958,353       13,534,442  

Debt issuance costs, net of amortization

    (90,204 )     (91,494 )

Total debt, net of debt issuance costs

    12,868,149       13,442,948  

Less: Current portion of long-term debt

    (2,336,625 )     (2,362,212 )

Long-term debt, net of current portion

  $ 10,531,524     $ 11,080,736  

 

 

The prime rate of interest as of August 31, 2024, was 8.50%.

 

Debt Issuance Costs consists of the amounts paid to third parties in connection with the issuance and modification of debt instruments. These costs are shown on the consolidated balance sheet as a direct reduction to the related debt instrument. Amortization of these costs is included in interest expense. Greystone recorded amortization of debt issuance costs of $1,290 and $1,460 for the three months ended August 31, 2024 and 2023, respectively.

 

Restated and Amended Loan Agreement between Greystone and IBC

On July 29, 2022, Greystone and GSM (each a “Borrower” and together, the “Borrowers”) entered into an Amended and Restated Loan Agreement (“IBC Restated Loan Agreement”) with International Bank of Commerce (“IBC”) that provided for the consolidation of certain term loans and a renewed revolver loan. 

 

The IBC term loans require equal monthly payments of principal and interest in such amounts sufficient to amortize the principal balance of the loans over the remaining lives. The monthly payments of principal and interest on the IBC term loans may vary due to changes in the prime rate of interest. As of August 31, 2024, the aggregate payments for the IBC term loans are approximately $254,000 per month.

 

The IBC Restated Loan Agreement, dated July 29, 2022, as amended, provided for IBC to make certain term loans to Greystone to consolidate all existing term loans and provide additional funding for the purchase of equipment and renewal of the revolving loan in the aggregate principal amount of $6,000,000 (the “Revolving Loan”), subject to borrowing base limitations. The Revolving Loan has an interest rate of the greater of 7.50% through February 4, 2025 and 6.50% beginning February 5, 2025 or prime rate of interest plus 0.50% and a maturity date of February 5, 2026. As of August 31, 2024, Greystone’s available revolving loan borrowing capacity was approximately $4,125,000.

 

The IBC Restated Loan Agreement includes customary events of default, including events of default relating to non-payment of principal and other amounts owing under the IBC Restated Loan Agreement from time to time, inaccuracy of representations, violation of covenants, defaults under other agreements, bankruptcy and similar events, the death of a guarantor, certain material adverse changes relating to a Borrower or guarantor, certain judgments or awards against a Borrower, or government action affecting a Borrower’s or guarantor’s ability to perform under the IBC Restated Loan Agreement or the related loan documents. In addition, without prior written consent, Greystone shall not declare or pay any dividends, redemptions, distributions and withdrawals with respect to its equity interest other than distributions to holders of its preferred stock in the aggregate of $1,000,000 in any fiscal year.  Among other things, a default under the IBC Restated Loan Agreement would permit IBC to cease lending funds under the IBC Restated Loan Agreement and require immediate repayment of any outstanding notes with interest and any unpaid accrued fees.

 

 

The IBC Restated Loan Agreement is secured by a lien on substantially all assets of the Borrowers.  Warren F. Kruger, the Company’s President, CEO and Chairman of the Board and a significant stockholder of Greystone, and Robert B. Rosene, Jr., a member of the Company’s Board of Directors, have provided limited guaranties of the Borrowers’ obligations under the IBC Restated Loan Agreement. Mr. Kruger’s guarantee is limited to 32.4% of all debt obligations to IBC. Mr. Rosene’s limited guaranty is the lesser of (i) $3,500,000 less all amounts paid on the principal amount of the loans after the date of the agreement excluding payments on the revolver and (ii) the amount owed to IBC of the loans outstanding from time to time including accrued interest and fees.

 

Loan Agreement with First Interstate Bank, formerly Great Western Bank

On August 23, 2021, Greystone entered into a loan agreement with First Interstate Bank (“FIB Loan Agreement”) to include prior commercial loans and subsequent loans. GSM is a named guarantor under the FIB Loan Agreement.

 

The FIB Loan Agreement includes customary representations and warranties and affirmative and negative covenants which include (i) requiring the Borrowers to maintain a debt service coverage ratio of 1:25 to 1:00 as of the end of each fiscal year end and debt to tangible net worth ratio of 4:00 to 1:00 as of the end of each fiscal year end with a decrease of 0.50 in the ratio each year thereafter until reaching a minimum ratio of 3:00 to 1:00. In addition, the FIB Loan Agreement provides that Greystone shall not, without prior consent of the bank, incur or assume additional indebtedness or capital leases.

 

The FIB Loan Agreement is secured by a mortgage on one of Greystone’s warehouses. 

 

Maturities

Maturities of Greystone’s long-term debt for the years subsequent to August 31, 2024, are $2,336,625, $2,305,530, $7,762,751, and $553,447.

 

v3.24.3
Note 7 - Leases
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Lessee, Operating Leases [Text Block]

Note 7. Leases

 

Financing Leases

The outstanding liability for financing leases, as of August 31, 2024 and May 31, 2024, was as follows:

 

   

August 31,

2024

   

May 31,

2024

 

Non-cancellable financing leases

  $ 17,455     $ 23,143  

Less: Current portion

    (14,505

)

    (19,171

)

Non-cancellable financing leases, net of current portion

  $ 2,950     $ 3,972  

 

 

The production equipment under the non-cancelable financing leases as of August 31, 2024 and May 31, 2024 was as follows:

 

   

August 31,

2024

   

May 31,

2024

 

Production equipment under financing leases

  $ 97,047     $ 176,565  

Less: Accumulated amortization

    (59,294 )     (119,759 )

Production equipment under financing leases, net

  $ 37,753     $ 56,806  

 

Amortization of the carrying amount of $4,045 and $7,699 was included in depreciation and amortization expense for the three months ended August 31, 2024 and 2023, respectively.

 

Operating Leases

Greystone recognized a lease liability for each lease based on the present value of remaining minimum fixed rental payments, using a discount rate that approximates the rate of interest for a collateralized loan over a similar term. A right-of-use asset is recognized for each lease, valued at the lease liability. Minimum fixed rental payments are recognized on a straight-line basis over the life of the lease as costs and expenses on the consolidated statements of income. Variable and short-term rental payments are recognized as costs and expenses as they are incurred.

 

Greystone has two non-cancellable operating leases for (i) two buildings owned by GRE with a 120-month term, a 60-month renewal option and a discount rate of 6.0% and (ii) the corporate offices located in Tulsa, OK with a 72-month lease and a discount rate of 8.5%. The leases are single term with constant monthly rental rates.

 

The outstanding liability for right to use assets under operating leases as of August 31, 2024 and May 31, 2024, is as follows:

 

   

August 31, 2024

   

May 31, 2024

 

Liability under operating leases

  $ 5,383,704     $ 5,453,234  

Less: Current portion

    (239,543 )     ( 286,221 )

Long-term portion of liability under operating leases

  $ 5,144,161     $ 5,167,013  

 

 

Lease Summary Information

Lease summary information as of and for the periods ending August 31, 2024 and 2023 was as follows:

 

   

2024

   

2023

 

Lease Expense

               

Financing lease expense -

               

Amortization of right-of-use assets

  $ 4,045     $ 7,699  

Interest on lease liabilities

    203       600  

Operating lease expense

    159,635       183,957  

Short-term lease expense

    385,095       360,353  

Total

  $ 548,978     $ 552,609  
                 

Other Information

               

Cash paid for amounts included in the measurement of lease liabilities for finance leases -

               

Operating cash flows

  $ 203     $ 600  

Financing cash flows

  $ 5,656     $ 9,947  

Cash paid for amounts included in the measurement of lease liabilities for operating leases -

               

Operating cash flows

  $ 153,541     $ 177,217  

Weighted-average remaining lease term (in years) -

               

Financing leases

    1.0       1.6  

Operating leases

    12.5       13.9  

Weighted-average discount rate -

               

Financing leases

    3.9 %     4.3 %

Operating leases

    6.1 %     6.0 %

 

Future minimum lease payments under non-cancelable leases as of August 31, 2024, are approximately:   

      

   

Financing

Leases

   

Operating

Leases

 

Twelve months ending August 31, 2025

  $ 14,818     $ 609,000  

Twelve months ending August 31, 2026

    3,009       609,000  

Twelve months ending August 31, 2027

    -       611,230  

Twelve months ending August 31, 2028

    -       635,760  

Twelve months ending August 31, 2029

    -       635,760  

Thereafter

    -       4,604,150  

Total future minimum lease payments

    17,827       7,704,900  

Less: Imputed interest

    372       2,321,196  

Present value of minimum lease payments

  $ 17,455     $ 5,383,704  

 

v3.24.3
Note 8 - Deferred Revenue
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Deferred Revenue [Text Block]

Note 8. Deferred Revenue

 

Advances from customers pursuant to a contract for the sale of plastic pallets is recognized as deferred revenue. Revenue is recognized by Greystone as pallets are shipped to the customer. Revenue related to prior advances totaled $817,981 and $-0- during the three months ended August 31, 2024 and 2023, respectively. The unrecognized balance of deferred revenue as of August 31, 2024 and May 31, 2024, was $22,964 and $840,945, respectively.

 

 

v3.24.3
Note 9 - Revenue and Revenue Recognition
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

Note 9. Revenue and Revenue Recognition

 

Greystone’s principal product is plastic pallets produced from recycled plastic resin. Sales are primarily to customers in the continental United States of America. International sales are made to customers in Canada and Mexico which totaled approximately $170,000 and $137,000 during the three months ended August 31, 2024 and 2023, respectively.

 

Greystone’s customers include stocking and non-stocking distributors and direct sales to end-user customers. Sales to the following categories of customers for the three months ended August 31, 2024 and 2023, respectively, were as follows:

 

Category

 

2024

   

2023

 

End-user customers

    76 %     85 %

Distributors

    24 %     15 %

 

v3.24.3
Note 10 - Fair Value of Financial Instruments
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Financial Instruments Disclosure [Text Block]

Note 10. Fair Value of Financial Instruments

 

The following methods and assumptions are used in estimating the fair-value disclosures for financial instruments:

 

Debt: The carrying amount of notes with floating rates of interest approximate fair value. Fixed rate notes are valued based on cash flows using estimated rates of comparable notes. The carrying amounts reported on the consolidated balance sheets approximate fair value.

 

v3.24.3
Note 11 - Concentrations, Risks and Uncertainties
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Concentration Risk Disclosure [Text Block]

Note 11. Concentrations, Risks and Uncertainties

 

Greystone derived approximately 76% and 85% of its total sales during the three months ended August 31, 2024 and 2023, respectively, from a limited number of customers, generally ranging from 2 to 4. The loss of a material amount of business from one or more of these customers could have a material adverse effect on Greystone.

 

Greystone purchases damaged pallets from its customers at a price based on the value of the raw material content in the pallet. A majority of these purchases, totaling $189,156 and $211,220 during the three months ended August 31, 2024 and 2023, respectively, is from one of its major customers.

 

v3.24.3
Note 12 - Commitments
3 Months Ended
Aug. 31, 2024
Notes to Financial Statements  
Commitments Disclosure [Text Block]

Note 12. Commitments

 

As of August 31, 2024, Greystone had commitments totaling $330,209 toward the purchase of production equipment.

 

 

v3.24.3
Insider Trading Arrangements
3 Months Ended
Aug. 31, 2024
Insider Trading Arr Line Items  
Material Terms of Trading Arrangement [Text Block]

Item 5. Other Information.

 

None.

 

Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.24.3
Note 2 - Earnings Per Share (Tables)
3 Months Ended
Aug. 31, 2024
Notes Tables  
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]
   

2024

   

2023

 

Preferred stock convertible into common stock

    3,333,333       -  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
   

2024

   

2023

 

Basic earnings per share of common stock:

               

Numerator -

               

Net income attributable to common stockholders

  $ 187,372     $ 1,598,020  

Denominator -

               

Weighted-average shares outstanding - basic

    28,279,701       28,279,701  

Income per share of common stock - basic

  $ 0.01     $ 0.06  
                 

Diluted earnings per share of common stock:

               

Numerator -

               

Net income attributable to common stockholders

  $ 187,372     $ 1,598,020  

Add: Preferred stock dividends for assumed conversion

    -       146,199  

Net income attributable to common stockholders

  $ 187,372     $ 1,744,219  

Denominator -

               

Weighted-average shares outstanding - basic

    28,279,701       28,279,701  

Incremental shares from assumed conversion of options, warrants and preferred stock, as appropriate

    496,295       3,828,053  

Weighted average common stock outstanding - diluted

    28,775,996       32,107,754  

Income per share of common stock - diluted

  $ 0.01     $ 0.05  
v3.24.3
Note 3 - Inventory (Tables)
3 Months Ended
Aug. 31, 2024
Notes Tables  
Schedule of Inventory, Current [Table Text Block]
   

August 31,

   

May 31,

 
   

2024

   

2024

 

Raw materials

  $ 1,985,224     $ 2,040,348  

Finished goods

    1,737,205       1,831,278  

Total inventory

  $ 3,722,429     $ 3,871,626  
v3.24.3
Note 4 - Property, Plant and Equipment (Tables)
3 Months Ended
Aug. 31, 2024
Notes Tables  
Property, Plant and Equipment [Table Text Block]
   

August 31,

2024

   

May 31,

2024

 

Production machinery and equipment

  $ 70,339,386     $ 68,532,989  

Plant buildings and land

    3,930,207       2,289,233  

Leasehold improvements

    1,658,751       1,658,751  

Furniture and fixtures

    542,057       542,057  
      76,470,401       73,023,030  
                 

Less: Accumulated depreciation and amortization

    (44,213,742

)

    (42,956,911

)

                 

Net Property, Plant and Equipment

  $ 32,256,659     $ 30,066,119  
v3.24.3
Note 6 - Long-term Debt (Tables)
3 Months Ended
Aug. 31, 2024
Notes Tables  
Schedule of Long-Term Debt Instruments [Table Text Block]
   

August 31,

   

May 31,

 
   

2024

   

2024

 

Term loans dated July 29, 2022, payable to International Bank of Commerce, prime rate of interest plus 0.5% but not less than 4.50%, maturing July 29, 2027

  $ 12,041,817     $ 12,519,501  
                 

Term loan payable to First Interstate Bank, interest rate of 3.70%, monthly principal and interest payments of $27,593, due March 19, 2025, secured by certain equipment

    190,541       271,061  
                 

Term loan payable to First Interstate Bank, interest rate of 3.50%, monthly principal and interest payments of $5,997, due August 10, 2028, secured by certain real estate

    702,121       709,916  
                 

Other

    23,874       33,964  

Total long-term debt

    12,958,353       13,534,442  

Debt issuance costs, net of amortization

    (90,204 )     (91,494 )

Total debt, net of debt issuance costs

    12,868,149       13,442,948  

Less: Current portion of long-term debt

    (2,336,625 )     (2,362,212 )

Long-term debt, net of current portion

  $ 10,531,524     $ 11,080,736  
v3.24.3
Note 7 - Leases (Tables)
3 Months Ended
Aug. 31, 2024
Notes Tables  
Schedule of Financing Lease [Table Text Block]
   

August 31,

2024

   

May 31,

2024

 

Non-cancellable financing leases

  $ 17,455     $ 23,143  

Less: Current portion

    (14,505

)

    (19,171

)

Non-cancellable financing leases, net of current portion

  $ 2,950     $ 3,972  
   

August 31,

2024

   

May 31,

2024

 

Production equipment under financing leases

  $ 97,047     $ 176,565  

Less: Accumulated amortization

    (59,294 )     (119,759 )

Production equipment under financing leases, net

  $ 37,753     $ 56,806  
Schedule of Operating Lease [Table Text Block]
   

August 31, 2024

   

May 31, 2024

 

Liability under operating leases

  $ 5,383,704     $ 5,453,234  

Less: Current portion

    (239,543 )     ( 286,221 )

Long-term portion of liability under operating leases

  $ 5,144,161     $ 5,167,013  
Lease, Cost [Table Text Block]
   

2024

   

2023

 

Lease Expense

               

Financing lease expense -

               

Amortization of right-of-use assets

  $ 4,045     $ 7,699  

Interest on lease liabilities

    203       600  

Operating lease expense

    159,635       183,957  

Short-term lease expense

    385,095       360,353  

Total

  $ 548,978     $ 552,609  
                 

Other Information

               

Cash paid for amounts included in the measurement of lease liabilities for finance leases -

               

Operating cash flows

  $ 203     $ 600  

Financing cash flows

  $ 5,656     $ 9,947  

Cash paid for amounts included in the measurement of lease liabilities for operating leases -

               

Operating cash flows

  $ 153,541     $ 177,217  

Weighted-average remaining lease term (in years) -

               

Financing leases

    1.0       1.6  

Operating leases

    12.5       13.9  

Weighted-average discount rate -

               

Financing leases

    3.9 %     4.3 %

Operating leases

    6.1 %     6.0 %
Finance Lease, Liability, to be Paid, Maturity [Table Text Block]
   

Financing

Leases

   

Operating

Leases

 

Twelve months ending August 31, 2025

  $ 14,818     $ 609,000  

Twelve months ending August 31, 2026

    3,009       609,000  

Twelve months ending August 31, 2027

    -       611,230  

Twelve months ending August 31, 2028

    -       635,760  

Twelve months ending August 31, 2029

    -       635,760  

Thereafter

    -       4,604,150  

Total future minimum lease payments

    17,827       7,704,900  

Less: Imputed interest

    372       2,321,196  

Present value of minimum lease payments

  $ 17,455     $ 5,383,704  
v3.24.3
Note 9 - Revenue and Revenue Recognition (Tables)
3 Months Ended
Aug. 31, 2024
Notes Tables  
Disaggregation of Revenue [Table Text Block]

Category

 

2024

   

2023

 

End-user customers

    76 %     85 %

Distributors

    24 %     15 %
v3.24.3
Note 2 - Earnings Per Share - Schedule of Anti-dilutive Shares (Details) - shares
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Preferred Stock Into Common Stock [Member]    
Preferred stock convertible into common stock (in shares) 3,333,333 0
v3.24.3
Note 2 - Earning Per Share - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Net income attributable to common stockholders $ 187,372 $ 1,598,020
Basic (in shares) 28,279,701 28,279,701
Basic (in dollars per share) $ 0.01 $ 0.06
Preferred Stock Dividends, Income Statement Impact $ (0) $ 146,199
Net income allocated to common stockholders $ 187,372 $ 1,744,219
Incremental shares from assumed conversion of options, warrants and preferred stock, as appropriate (in shares) 496,295 3,828,053
Weighted average common stock outstanding - diluted (in shares) 28,775,996 32,107,754
Diluted (in dollars per share) $ 0.01 $ 0.05
v3.24.3
Note 3 - Inventory - Summary of Inventory (Details) - USD ($)
Aug. 31, 2024
May 31, 2024
Raw materials $ 1,985,224 $ 2,040,348
Finished goods 1,737,205 1,831,278
Total inventory $ 3,722,429 $ 3,871,626
v3.24.3
Note 4 - Property, Plant and Equipment (Details Textual) - USD ($)
3 Months Ended 12 Months Ended
Aug. 31, 2024
Aug. 31, 2023
May 31, 2024
Feb. 28, 2024
Depreciation Expense, Including Amortization Related to Financing Leases $ 1,256,831 $ 1,395,000    
Property, Plant and Equipment, Net 32,256,659   $ 30,066,119  
Gain on involuntary conversion 741,821 $ (0)    
Other Receivables, Net, Current 1,781,836   2,107,108  
Fire [Member]        
Inventory, Finished Goods, Net of Reserves 1,326,752      
Insurance Settlements Receivable       $ 2,058,602
Gain on involuntary conversion     $ 593,647  
Electrical Storm [Member]        
Gain on involuntary conversion 741,821      
Machinery and Equipment [Member]        
Deposit Assets $ 1,317,020      
Building [Member] | Fire [Member]        
Property, Plant and Equipment, Net       $ 161,850
v3.24.3
Note 4 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($)
Aug. 31, 2024
May 31, 2024
Property, Plant and Equipment, Gross $ 76,470,401 $ 73,023,030
Less: Accumulated depreciation and amortization (44,213,742) (42,956,911)
Net Property, Plant and Equipment 32,256,659 30,066,119
Machinery and Equipment [Member]    
Property, Plant and Equipment, Gross 70,339,386 68,532,989
Plant Buildings and Land [Member]    
Property, Plant and Equipment, Gross 3,930,207 2,289,233
Leasehold Improvements [Member]    
Property, Plant and Equipment, Gross 1,658,751 1,658,751
Furniture and Fixtures [Member]    
Property, Plant and Equipment, Gross $ 542,057 $ 542,057
v3.24.3
Note 5 - Related Party Transactions Activity (Details Textual) - USD ($)
3 Months Ended
Aug. 01, 2022
Jan. 01, 2017
Aug. 31, 2024
Aug. 31, 2023
May 31, 2024
TriEnda Holdings LLC [Member]          
Related Party Transaction, Purchases from Related Party     $ 42,840    
Related Party Transaction, Purchases from Related Party     269,504 $ 51,195  
Yorktown [Member] | Grinding and Pelletizing Equipment [Member]          
Weekly Rental Expenses     27,500    
Operating Lease, Expense     357,500    
Yorktown [Member] | Office Space Lease [Member]          
Operating Lease, Expense     18,750 17,700  
Monthly Rental Expense, Renewal   $ 6,250      
Greystone Real Estate L L C [Member]          
Operating Lease, Expense     133,500 133,500  
Greystone Real Estate L L C [Member] | Manufacturing Facilities Lease [Member]          
Lessee, Operating Lease, Term of Contract 10 years        
Lessee, Operating Lease, Renewal Term 5 years        
Monthly Rent Expense $ 44,500        
Monthly Rent Expense, Monthly Increase Every Fifth Year, Percent 5.00%        
TriEnda Holdings LLC [Member]          
Accounts Receivable, after Allowance for Credit Loss     369,848   $ 143,290
Green Plastic Pallets [Member]          
Related Party Transaction, Purchases from Related Party     46,920 $ 52,020  
Accounts Receivable, after Allowance for Credit Loss     $ 117,300   $ 122,280
v3.24.3
Note 6 - Long-term Debt (Details Textual)
3 Months Ended 12 Months Ended
Feb. 05, 2025
Aug. 31, 2024
USD ($)
Aug. 31, 2023
USD ($)
May 31, 2024
Jul. 29, 2022
USD ($)
Aug. 23, 2021
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]   us-gaap:PrimeRateMember   us-gaap:PrimeRateMember    
Amortization of Debt Issuance Costs   $ 1,290 $ 1,460      
Debt Instrument, Debt Service Coverage Ratio           1.25
Debt Instrument, Debt to Tangible Net Worth Ratio           4
Long-Term Debt, Maturities, Repayments of Principal in Next Rolling 12 Months   2,336,625        
Long-Term Debt, Maturities, Repayments of Principal in Rolling Year Two   2,305,530        
Long-Term Debt, Maturities, Repayments of Principal in Rolling Year Three   7,762,751        
Long-Term Debt, Maturities, Repayments of Principal in Rolling Year Four   553,447        
Minimum [Member]            
Debt Instrument, Debt to Tangible Net Worth Ratio           3
Revolving Credit Facility [Member]            
Line of Credit Facility, Maximum Borrowing Capacity   $ 4,125,000     $ 6,000,000  
Debt Instrument, Interest Rate, Stated Percentage   7.50%        
Revolving Credit Facility [Member] | Forecast [Member]            
Debt Instrument, Interest Rate, Stated Percentage 6.50%          
Debt Instrument, Basis Spread on Variable Rate 0.50%          
Debt Interest [Member]            
Debt Instrument, Interest Rate, Effective Percentage   8.50%        
I B C Loan Agreement [Member]            
Debt Instrument, Periodic Payment   $ 254,000        
Debt Instrument, Covenant, Maximum Amount of Unauthorized Distributions   $ 1,000,000        
v3.24.3
Note 6 - Long-term Debt - Summary of Long-term Debt (Details) - USD ($)
Aug. 31, 2024
May 31, 2024
Long-Term Debt, Gross $ 12,958,353 $ 13,534,442
Debt issuance costs, net of amortization 90,204 91,494
Total debt, net of debt issuance costs 12,868,149 13,442,948
Less: Current portion of long-term debt (2,336,625) (2,362,212)
Long-term debt, net of current portion 10,531,524 11,080,736
Term Loans Due July 29, 2027 [Member]    
Long-Term Debt, Gross 12,041,817 12,519,501
Term Loan Payable Due March 19, 2025 [Member]    
Long-Term Debt, Gross 190,541 271,061
Term Loan Payable Due August 10, 2028 [Member]    
Long-Term Debt, Gross 702,121 709,916
Other Debt [Member]    
Long-Term Debt, Gross $ 23,874 $ 33,964
v3.24.3
Note 6 - Long-term Debt - Summary of Long-term Debt (Details) (Parentheticals) - USD ($)
3 Months Ended 12 Months Ended
Aug. 31, 2024
May 31, 2024
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] us-gaap:PrimeRateMember us-gaap:PrimeRateMember
Term Loans Due July 29, 2027 [Member]    
Debt Instrument, Maturity Date Jul. 29, 2027 Jul. 29, 2027
Term Loans Due July 29, 2027 [Member] | Minimum [Member]    
Debt Instrument, Basis Spread on Variable Rate 0.50% 0.50%
Term Loans Due July 29, 2027 [Member] | Maximum [Member]    
Debt Instrument, Basis Spread on Variable Rate 4.50% 4.50%
Term Loan Payable Due March 19, 2025 [Member]    
Debt Instrument, Maturity Date Mar. 19, 2025 Mar. 19, 2025
Debt Instrument, Interest Rate, Stated Percentage 3.70% 3.70%
Debt Instrument, Periodic Payment $ 27,593 $ 27,593
Term Loan Payable Due August 10, 2028 [Member]    
Debt Instrument, Maturity Date Aug. 10, 2028 Aug. 10, 2028
Debt Instrument, Interest Rate, Stated Percentage 3.50% 3.50%
Debt Instrument, Periodic Payment $ 5,997 $ 5,997
v3.24.3
Note 7 - Leases (Details Textual) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Finance Lease, Right-of-Use Asset, Amortization $ 4,045 $ 7,699
Equipment One [Member]    
Finance Lease, Right-of-Use Asset, Amortization $ 4,045 $ 7,699
Two Buildings [Member]    
Lessee, Operating Lease, Term of Contract 120 months  
Lessee, Operating Lease, Renewal Term 60 months  
Lessee, Operating Lease, Discount Rate 6.00%  
Corporate Offices [Member]    
Lessee, Operating Lease, Term of Contract 72 months  
Lessee, Operating Lease, Discount Rate 8.50%  
v3.24.3
Note 7 - Leases - Schedule of Financing Lease (Details) - USD ($)
Aug. 31, 2024
May 31, 2024
Non-cancellable financing leases $ 17,455  
Production equipment under financing leases 97,047 $ 176,565
Less: Current portion (14,505) (19,171)
Less: Accumulated amortization (59,294) (119,759)
Non-cancellable financing leases, net of current portion 2,950 3,972
Production equipment under financing leases, net 37,753 56,806
Non-cancellable Leases [Member]    
Non-cancellable financing leases 17,455 23,143
Less: Current portion (14,505) (19,171)
Non-cancellable financing leases, net of current portion $ 2,950 $ 3,972
v3.24.3
Note 7 - Leases - Schedule of Operating Lease (Details) - USD ($)
Aug. 31, 2024
May 31, 2024
Liability under operating leases $ 5,383,704 $ 5,453,234
Less: Current portion (239,543) (286,221)
Operating Leases, net of current portion $ 5,144,161 $ 5,167,013
v3.24.3
Note 7 - Leases - Summary of Lease Activity (Details) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Amortization of right-of-use assets $ 4,045 $ 7,699
Interest on lease liabilities 203 600
Operating lease expense 159,635 183,957
Short-term lease expense 385,095 360,353
Total 548,978 552,609
Operating cash flows 203 600
Financing cash flows 5,656 9,947
Operating cash flows $ 153,541 $ 177,217
Financing leases (Year) 1 year 1 year 7 months 6 days
Operating leases (Year) 12 years 6 months 13 years 10 months 24 days
Financing leases 3.90% 4.30%
Operating leases 6.10% 6.00%
v3.24.3
Note 7 - Leases - Summary of Liability Maturity (Details) - USD ($)
Aug. 31, 2024
May 31, 2024
2025, financing leases $ 14,818  
2025, operating leases 609,000  
2026, financing leases 3,009  
2026, operating leases 609,000  
2027, financing leases 0  
2027, operating leases 611,230  
2028, financing leases 0  
2028, operating leases 635,760  
2029, financing leases 0  
2029, operating leases 635,760  
Thereafter, Finance Lease 0  
Thereafter, Operating leases 4,604,150  
Total future minimum lease payments, Finance Lease 17,827  
Total future minimum lease payments, Operating leases 7,704,900  
Present value discount, Finance Lease 372  
Present value discount, Operating leases 2,321,196  
Present value of minimum lease payments, Finance Lease 17,455  
Liability under operating leases $ 5,383,704 $ 5,453,234
v3.24.3
Note 8 - Deferred Revenue (Details Textual) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
May 31, 2024
Revenue from Contract with Customer, Excluding Assessed Tax $ 13,460,647 $ 17,413,671  
Pallets [Member]      
Revenue from Contract with Customer, Excluding Assessed Tax 817,981 $ 0  
Deferred Revenue, Current $ 22,964   $ 840,945
v3.24.3
Note 9 - Revenue and Revenue Recognition (Details Textual) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Revenue from Contract with Customer, Excluding Assessed Tax $ 13,460,647 $ 17,413,671
Non-US [Member]    
Revenue from Contract with Customer, Excluding Assessed Tax $ 170,000 $ 137,000
v3.24.3
Note 9 - Revenue and Revenue Recognition - Disaggregation of Revenue (Details) - Customer Concentration Risk [Member]
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Revenue from Contract with Customer Benchmark [Member] | End User Customers [Member]    
Percentage 76.00% 85.00%
Revenue, Product and Service Benchmark [Member] | Distributors [Member]    
Percentage 24.00% 15.00%
v3.24.3
Note 11 - Concentrations, Risks and Uncertainties (Details Textual) - USD ($)
3 Months Ended
Aug. 31, 2024
Aug. 31, 2023
One Customer [Member]    
Purchases From Customers $ 189,156 $ 211,220
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Two to Four Customers [Member]    
Concentration Risk, Percentage 76.00% 85.00%
v3.24.3
Note 12 - Commitments (Details Textual)
Aug. 31, 2024
USD ($)
Purchase Obligation $ 330,209

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