Q2 2023 Results – MJ Shareholders https://mjshareholders.com The Ultimate Marijuana Business Directory Thu, 24 Aug 2023 16:52:04 +0000 en-US hourly 1 https://wordpress.org/?v=6.5.5 SLANG Worldwide Announces Second Quarter 2023 Financial Results https://mjshareholders.com/slang-worldwide-announces-second-quarter-2023-financial-results/ Thu, 24 Aug 2023 16:52:04 +0000 https://cannabisfn.com/?p=2973997

Ryan Allway

August 24th, 2023

News, Top News


Strongest adjusted margins1 to date of 54%, demonstrating an increase from adjusted gross margins of 43% in Q2 of 2022

Adjusted gross profit1 of $4.5 million in Q2 2023, compared with $4.3 million in Q2 2022, representing a 6.3% increase year-over-year

Continued strong sales growth in Vermont, with revenue increasing by $1.8 million and $3.87 million, for the three month and six-month periods respectively ending June 30, 2023

$11.23 million in cash and restricted cash at August 15, 2023

Toronto, Ontario–(Newsfile Corp. – August 24, 2023) – SLANG Worldwide Inc(CNSX: SLNG) (OTCQB: SLGWF) (“SLANG” or the “Company“), a leading global cannabis consumer packaged goods (CPG) company with a diversified portfolio of popular brands, today released financial results for the three and six months ended June 30, 2023. All figures in this press release are stated in Canadian dollars unless otherwise noted.

“In Q2 2023, SLANG achieved another significant milestone with our strongest adjusted gross margins to date, showcasing our dedication to driving financial results across all areas of the business. We also used the quarter to introduce a compelling range of new high-margin products, which will continue to position us as leaders in a rapidly evolving cannabis market,” commented John Moynan, Chief Executive Officer of SLANG. “Our capacity to reduce operating expenses, streamline our vertically integrated operations, and introduce new higher-margin revenue channels in our Core Markets continues to drive our margin expansion and enhance our bottom-line growth. With a strong operational infrastructure in place to advance new growth initiatives, we are strategically focused on constant innovation for our customers in order to deliver today’s most demanded cannabis brands to key cannabis markets nationwide.”

“SLANG maintained strong sales growth in Vermont, increasing revenue by $1.8 million and $3.87 million, for the respective three month and six-month periods ending June 30, 2023. Our wholesale sales in Vermont in Q2 2023 also grew by 380% from Q1, showing strong growth momentum quarter-over-quarter. Despite Colorado’s slower growth, we are still outperforming our competitors in the state, with O.pen maintaining its #1 ranking by the BDSA as the top-performing vape cartridge brand in the state throughout Q2. For the first six months of 2023, we increased sales of O.pen cartridges in Colorado by 16% to 415,082 units from the comparable period of 2022 as our portfolio of leading brands has continued to drive solid sales performance.”

Second Quarter 2023 Operational Highlights and Growth Drivers:

  • Reported continued strong growth in Vermont, with revenue increasing by $1.8 million and $3.87 million, for the three month and six-month periods respectively ending June 30, 2023.
  • SLANG increased wholesale sales in Vermont in Q2 2023 by 380% from the first quarter of 2023, showing strong quarter-over-quarter growth momentum.
  • In Colorado, O.pen maintained its #1 ranking by the BDSA as the top-performing vape cartridge brand in Colorado throughout Q2. For the first six months of 2023, we increased unit sales of O.pen cartridges by 16% from the comparable period of 2022.
  • In June, launched the new 2-gram disposable cartridge in Colorado, exceeding our initial sales goal by 241%, selling over 7,200 new 2-gram disposable cartridges in the first month alone, and producing over $570,000 in sales through August 21, 20232.
  • Post-quarter end, the Company launched its first line of fast-acting cannabis-infused gummies under its Alchemy Naturals all-natural THC gummy brand in Vermont.

Second Quarter 2023 Financial Summary:

  • Revenue from continuing operations for the three months ended June 30, 2023, was $8.44 million, compared with $9.87 million in the three months ended June 30, 2022. The year-over-year decline was primarily driven by a reduction of $1.63 million in our Distribution sales and $0.96 million in our Emerging Market sales, partially offset by a $1.05 million increase in Core Market sales driven by growth in Vermont. For the six months ended June 30, 2023, revenue from continuing operations increased 5.6% to $19.3 million from $18.2 million in the prior year six-month period.
  • Gross profit of $4.4 million (52% gross margin) in Q2 2023, compared with $4.5 million (43% gross margin) in Q2 2022. Adjusted gross profit1 was $4.5 million (54% adjusted gross margin) in Q2 2023, compared with $4.3 million (43% adjusted gross margin) in Q2 2022, representing a 6.3% increase year-over-year.
  • EBITDA1 of $(1.2) million in Q2 2023, compared with $(1.1) million in Q2 2022. The reduction in EBITDA is primarily attributable to a $0.28 million reduction in gross profit offset by a $0.21 million reduction in operating expenses, both of which exclude depreciation costs.
  • Adjusted EBITDA1 of $(0.76) million in Q2 2023, compared with $(0.70 million) in Q2 2022. The reduction in Adjusted EBITDA is primarily attributable to a $0.19 million increase in operating expenses (excluding depreciation expenses, expected credit losses and share based payments), offset by $0.13 million increase in adjusted gross profit, excluding depreciation costs.
  • $10.07 million in cash and restricted cash on June 30, 2023, compared to $11.67 million in cash and restricted cash on March 31, 2023. The Company received an additional $1.63 million in ERTC (Employee Retention Tax Credit) from the Internal Revenue Service post quarter-end. As of August 15, 2023, SLANG had $11.23 million in cash and restricted cash compared to $11.92 million on December 31, 2022.

Second Quarter 2023 Financial Review

The consolidated financial statements were prepared in accordance with IFRS. The following is a selected presentation of the Income Statement for the three and six months ended June 30, 2023.

(In thousands of Canadian dollars except per share data and percentages) For the three months ended For the six months ended
  30-Jun-23 30-Jun-22 30-Jun-23 30-Jun-22
Net Operating Revenue From Continuing Operations 8,436 9,868 19,259 18,242  
Cost of goods sold 3,900 5,601 9,041 10,336  
Gross Profit Before Fair Value Adjustment of Biological Assets 4,536 4,267 10,218 7,906  
Realized fair value amounts included in inventory sold (609 ) (580 ) (1,032 ) (1,094 )
Unrealized gain on changes in fair value of biological assets 419 806 876 1,336  
Gross Profit 4,346 4,493 10,062 8,148  
Gross Profit Margin 52%   46%   52%   45%  
Operating expenses 6,235 7,087 12,015 14,573  
Operating Loss (1,889 ) (2,594 ) (1,953 ) (6,425 )
Other items (Impairment, FV adjustment, FX, gains/losses, taxes, etc.) (1,647 ) (951 ) (3,912 ) (1,633 )
Total Comprehensive Loss (3,536 ) (3,545 ) (5,865 ) (8,058 )
Earnings Per Share From Continuing Operations          
Basic (0.01 ) (0.03 ) (0.03 ) (0.09 )
Diluted (0.01 ) (0.03 ) (0.03 ) (0.08 )
(In thousands of Canadian dollars) For the three months ended For the six months ended  
  30-Jun-23 30-Jun-22 30-Jun-23 30-Jun-22  
Net Operating Revenue From Continuing Operations 8,436 9,868 19,259 18,242  
Cost of Goods Sold 3,900 5,601 9,041 10,336  
Realized fair value amounts included in inventory sold (609 ) (580 ) (1,032 ) (1,094 )
Unrealized gain on fair value of biological assets 419 806 876 1,336  
Cost of Goods Sold 4,090 5,375 9,197 10,094  
Gross Profit 4,346 4,493 10,062 8,148  
Gross Profit Margin 52%   46%   52%   45%  
Gross Profit before FV adjustment 4,536 4,267 10,218 7,906  
Gross Profit Margin before FV adjustment 54%   43%   53%   43%  
(In thousands of Canadian dollars) For the three months ended For the six months ended  
  30-Jun-23 30-Jun-22 30-Jun-23 30-Jun-22  
Total Comprehensive Loss (3,536 ) (3,545 ) (5,865 ) (8,058 )
EBITDA (Non-IFRS) (1,168 ) (1,096 ) (490 ) (3,455 )
Adjusted EBITDA (Non-IFRS) (762 ) (704 ) (22 ) (2,348 )

See the Company’s management’s discussion and analysis for the three and six months ended June 30, 2023 (the “Q2 2023 MD&A“) for a detailed reconciliation of EBITDA and Adjusted EBITDA to Operating Income / (Loss). SLANG’s financial statements and the Q2 2023 MD&A are available on SEDAR+ at www.sedarplus.ca, and on the Company’s Investor Relations website at www.slangww.com.

Non-IFRS Measures

EBITDA, Adjusted EBITDA, adjusted gross profit and adjusted gross margin are non-IFRS financial measures that the Company uses to assess its operating performance. EBITDA is defined as net earnings (loss) before net finance costs, income tax expense (benefit) and depreciation and amortization expense. Management defines Adjusted EBITDA as EBITDA adjusted for other non-cash items such as the impact of unrealized fair values, share based compensation expense, impairments, one-time gains and losses, and one-time revenues and expenses. Management defines adjusted gross profit as gross profit before fair value adjustment of biological assets. This data is furnished to provide additional information and are non-IFRS measures and do not have any standardized meaning prescribed by IFRS. The Company uses these non-IFRS measures to provide shareholders and others with supplemental measures of its operating performance. The Company also believes that securities analysts, investors and other interested parties, frequently use these non-IFRS measures in the evaluation of companies, many of which present similar metrics when reporting their results. As other companies may calculate these non-IFRS measures differently than the Company, these metrics may not be comparable to similarly titled measures reported by other companies. We caution readers that Adjusted EBITDA should not be substituted for determining net loss as an indicator of operating results, or as a substitute for cash flows from operating and investing activities. During 2022, the Company updated its definition of Adjusted EBITDA to include the impact of fair value amounts included in inventory sold and unrealized gain on changes in fair value of biological assets.

Conference Call Details

Management plans to host an investor conference call today, August 24, at 10:00 am ET to discuss the results.

Timing: Thursday, August 24, 2023 at 10:00 am ET
Dial In: 1(888) 440-5983 (US toll-free) or 1(646) 960-0202 (international)
Conference ID: 6291438
Webcast: A live webcast can be accessed via the Company’s website at www.slangww.com or https://events.q4inc.com/attendee/459259871

About SLANG Worldwide

SLANG Worldwide Inc. is the industry leader in branded cannabis consumer packaged goods, with a diversified portfolio of five distinct brands and products distributed across the U.S. Operating in 13 legal cannabis markets nationwide, SLANG specializes in acquiring and developing market-proven regional brands, as well as launching innovative new brands to seize global market opportunities and match evolving consumer tastes. The Company has over a decade of experience operating in the nascent and highly regulated cannabis sector, and its partners enjoy the benefits of that experience, with access to the SLANG playbook for successful operations, sales and marketing. Its strong product pipeline from uniquely positioned and scalable brands like O.pen, Alchemy Naturals, Ceres, Firefly, and partnerships with brands like Greenhouse Seed Company have a proven track record of success with the brands consistently ranking among the top performers in the states where SLANG operates. Learn more at slangww.com.

Forward-Looking Statements

This news release contains statements that constitute “forward-looking statements.” Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management of SLANG at this time, are inherently subject to significant business, economic and competitive risks, uncertainties and contingencies that could cause actual results to differ materially from those expressed or implied in such statements. Investors are cautioned not to put undue reliance on forward-looking statements. Applicable risks and uncertainties include, but are not limited to regulatory risks, risks related to the COVID-19 global pandemic, changes in laws, resolutions and guidelines, market risks, concentration risks, operating history, competition, the risks associated with international and foreign operations and the other risks identified under the headings “Risk Factors” in SLANG’s annual information form dated April 27, 2022 and other disclosure documents available on SEDAR+ at www.sedarplus.ca. SLANG is not under any obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

Financial Outlook

This news release contains a financial outlook within the meaning of applicable Canadian securities laws. The financial outlook has been prepared by management of the Company to provide an outlook for the Company’s sales in certain markets during the period of July and August 2023, as well as cash balances and may not be appropriate for any other purpose. The financial outlook has been prepared based on a number of assumptions including the assumptions discussed under the heading “Forward-Looking Statements”. The actual results of the Company’s operations for any period will likely vary from the amounts set forth in these projections and such variations may be material. The Company and its management believe that the financial outlook has been prepared on a reasonable basis. However, because this information is highly subjective and subject to numerous risks, including the risks discussed under the heading “Forward-Looking Statements”, it should not be relied on as necessarily indicative of future results.

Third Party Information

This press release includes market and industry data that has been obtained from third party sources, including industry publications. The Company believes that the industry data is accurate and that its estimates and assumptions are reasonable, but there is no assurance as to the accuracy or completeness of this data. Third party sources generally state that the information contained therein has been obtained from sources believed to be reliable, but there is no assurance as to the accuracy or completeness of included information. Although the data is believed to be reliable, the Company has not independently verified any of the data from third party sources referred to in this press release or ascertained the underlying economic assumptions relied upon by such sources.

Reader Advisory

Neither the Canadian Securities Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

Company Contact
Mikel Rutherford, CFO
833-752-6499

Media and Investor Inquiries
Investors@SLANGww.com

KCSA Strategic Communications
Phil Carlson
SLANG@kcsa.com

________________________
1 See “Non IFRS measures”.
Preliminary and unaudited financial results are subject to customary financial statement procedures by the Company and its auditors. Actual results could be affected by subsequent events or determinations. While the Company believes there is a reasonable basis for these preliminary financial results, the results involve known and unknown risks and uncertainties that may cause actual results to differ materially. These preliminary fiscal results represent forward-looking information. See “Forward-Looking Statements” and “Financial Outlook”.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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AYR Wellness Reports Second Quarter 2023 Results https://mjshareholders.com/ayr-wellness-reports-second-quarter-2023-results/ Thu, 17 Aug 2023 15:09:54 +0000 https://cannabisfn.com/?p=2973973

Ryan Allway

August 17th, 2023

News, Top News


Revenue up 18% Y/Y to $116.7 Million, Excluding Discontinued Operations

Company Delivers Record Adjusted EBITDA1 of $29.4 Million, up 78% Y/Y, 12% Sequentially, with Adjusted EBITDA Margin of 25%

GAAP Loss from Operations Improved 81% Y/Y, 79% Sequentially to $(4.5) Million, Excluding Discontinued Operations

MIAMI, Aug. 17, 2023 (GLOBE NEWSWIRE) — AYR Wellness Inc. (CSE: AYR.A, OTCQX: AYRWF) (“AYR” or the “Company”), a leading vertically integrated U.S. multi-state cannabis operator (“MSO”), is reporting financial results for the second quarter ended June 30, 2023. Unless otherwise noted, all results are presented in U.S. dollars.

The following financial measures are reported as results from continuing operations due to the sale of the Company’s business in Arizona in March 2023, which are reported as discontinued operations. All historical comparisons have been restated accordingly.

David Goubert, President & CEO of AYR, said, “The second quarter represented a meaningful step in AYR’s journey towards generating meaningful cash flow, as we simultaneously got leaner and more efficient while continuing to lay the foundation for revenue growth. We generated record Adjusted EBITDA, up 78% year-over-year with an Adjusted EBITDA margin of 25% and improved our GAAP loss from operations by 81% year-over-year to a loss of $4.5 million. Our efforts around cost savings and optimization accelerated margin expansion ahead of our expectations, and we believe these efforts will enable us to maintain Adjusted EBITDA margin in the mid-twenties for the second half as we unlock working capital through aggressive inventory management throughout the remainder of the year.

“We have also made meaningful progress on improving our liquidity profile in the second quarter. Along with the amendments to various earnout considerations completed in May, we also reached contingent agreements to extend the maturity of $69 million in promissory notes by two years and recently refinanced and upsized our Gainesville cultivation facility mortgage. As a result of the collective amendments to the vendor notes, contingent promissory notes and earn-out payments, and refinancing and upsizing of our Gainesville facility mortgage, we have extended the payment terms of more than $120 million of obligations, inclusive of the $69 million of contingent agreements. These important milestones reflect our commitment to strengthening AYR’s balance sheet, as we are intently focused on improving our working capital and liquidity.

“We are positioning AYR for sustainable long-term growth and profitability across all our markets, while prioritizing the financial health of the Company. As we look to the rest of the year, we plan to accelerate our cash generation via our 2023 optimization plan, making strides in inventory optimization, continuing to align our production with demand, and developing further synergies within our supply chain, retail, wholesale and purchasing functions. Additionally, we believe our ongoing initiatives to grow our Florida footprint, improve operations in New Jersey, and build out retail footprints in Ohio, Illinois, and Connecticut will enable us to accelerate growth in the quarters ahead.”

Second Quarter Financial Summary (excludes results from AZ for all periods) ($ in millions, excl. margin items)

  Q2 2022 Q1 2023 Q2 2023 % Change
Q2/Q2
% Change
Q2/Q1
Revenue $98.9   $117.7   $116.7   18.0%   -0.8%  
Gross Profit $36.0   $48.3   $56.6   57.2%   17.3%  
Adjusted Gross Profit1 $51.5   $65.3   $69.1   34.0%   5.8%  
Operating Loss $(23.7)   $(21.7)   $(4.5)   80.8%   79.1%  
Adjusted EBITDA1 $16.5   $26.3   $29.5   78.1%   11.8%  
Adjusted EBITDA Margin1 16.7%   22.4%   25.2%   854bps   284bps  

1Adjusted EBITDA, Adjusted Gross Profit and Adjusted EBITDA Margin are non-GAAP measures, and accordingly are not standardized measures and may not be comparable to similar measures used by other companies. See Definition and Reconciliation of Non-GAAP Measures below. For a reconciliation of Operating Loss to Adjusted EBITDA as well as Gross Profit to Adjusted Gross Profit, see the reconciliation tables appended to this release.

Second Quarter and Recent Highlights

  • Retail Updates
    • Opened the Company’s 86th retail location, subsequent to quarter end.
    • Q2 retail sales increased 1% sequentially from Q1, with total transactions up 6%.
    • The Company has opened 10 Florida stores thus far in 2023, bringing its Florida store total to 62 open locations to date. The Company plans to exit 2023 with a total of Florida 64 stores, compared to 52 to start the year.
    • Completed re-brand of full fleet of Florida stores to AYR Cannabis Dispensary.
    • Announced agreement to acquire third Ohio dispensary license.
    • Announced an exclusive licensing and retail agreement in Florida with Kiva Confections, a global leader in cannabis edibles. As previously announced, the agreement will bring Kiva’s collection of award-winning cannabis edibles to the Florida market for the first time via AYR’s retail locations across the state.
  • Corporate Updates
    • Closed the acquisition of Tahoe Hydroponics, an award-winning cultivator and one of Nevada’s top producers of high-quality cannabis flower.
    • As previously announced, reached an agreement to amend the terms of contingent consideration under the membership interest purchase agreements of GSD NJ, LLC and Sira Naturals Inc.
    • As previously announced, reached contingent agreements to defer approximately $69 million of promissory note payments.
    • Subsequent to quarter end, closed a $40 million refinancing and upsizing of its existing mortgage for its Gainesville cultivation facility, contributing a net $14 million of cash proceeds. The new loan carries an interest rate of 5-year FHLB Rate + 4%.

Financing and Capital Structure

  • The Company deployed $6.7 million of capital expenditures in Q2 and ended the quarter with a cash balance of $60.0 million.
  • The Company has approximately 77.2 million fully diluted shares outstanding based on a treasury method calculation.i
  • Subsequent to the quarter end, the Company closed on a $40 million refinancing and upsizing of its existing mortgage for its Gainesville cultivation facility. Following the July 7, 2023, paydown of its existing $25.3 million mortgage, the Company had a pro forma cash balance of $74 million.
  • In 2023, the Company filed an application with the U.S. Internal Revenue Service (“IRS”) for the employee retention credit (“ERC”), as originally enacted through the U.S. Coronavirus Aid, Relief, and Economic Security Act. The Company anticipates receiving $12.3 million relating to its ERC application.

Outlook

The Company remains committed to its financial health and is positioning itself to achieve sustainable long-term growth and profitability across all markets of operation. AYR expects to generate revenue and Adjusted EBITDA growth in the second half of 2023 and into 2024 and to generate positive GAAP cash flow from operations for the calendar year 2023.

AYR’s expectations for future results are based on the assumptions and risks detailed in its Management’s Discussion and Analysis (“MD&A”) for the period ended June 30, 2023, as filed on SEDAR+ and with the U.S. Securities and Exchange Commission (“SEC”).

Conference Call

AYR management will host a conference call today, followed by a question-and-answer period.

Date: Thursday, August 17, 2023
Time: 8:30 a.m. ET
Toll-free dial-in number: (800) 319-4610
International dial-in number: (604) 638-5340
Conference ID: 10022068

Please dial into the conference call 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact the Company’s investor relations team at ir@ayrwellness.com.

The conference will be broadcast live and available for replay here.

A telephonic replay of the conference call will also be available for one month until end of day Sunday, September 17, 2023.

Toll-free replay number: (855) 669-9658
International replay number: (412) 317-0088
Replay ID: 0257

Financial Statements

Certain financial information reported in this news release is extracted from AYR’s Consolidated Financial Statements and MD&A for the quarter ended June 30, 2023. AYR files its financial statements and MD&A on SEDAR+ and with the SEC. All financial information contained in this news release is qualified in its entirety by reference to such financial statements and MD&A.

Definition of GAAP
“GAAP” means generally accepted accounting principles.

Definition and Reconciliation of Non-GAAP Measures

The Company reports certain non-GAAP measures that are used to evaluate the performance of its businesses and the performance of their respective segments, as well as to manage their capital structures. As non-GAAP measures generally do not have a standardized meaning, they may not be comparable to similar measures presented by other issuers. Securities regulators require such measures to be clearly defined and reconciled with their most comparable GAAP measures.

Rather, these are provided as additional information to complement those GAAP measures by providing further understanding of the results of the operations of the Company from management’s perspective. Accordingly, these measures should not be considered in isolation, nor as a substitute for analysis of the Company’s financial information reported under GAAP. Non-GAAP measures used to analyze the performance of the Company’s businesses include “Adjusted EBITDA,” and “Adjusted Gross Profit.”

The Company believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company’s performances and may be useful to investors because they allow for greater transparency with respect to key metrics used by management in its financial and operational decision-making. These financial measures are intended to provide investors with supplemental measures of the Company’s operating performances and thus highlight trends in the Company’s core businesses that may not otherwise be apparent when solely relying on the GAAP measures.

Adjusted EBITDA

“Adjusted EBITDA” represents (loss) income from continuing operations, as reported under GAAP, before interest and tax, adjusted to exclude non-core costs, other non-cash items, including depreciation and amortization, and further adjusted to remove non-cash stock-based compensation, impairment expense, the accounting for the incremental costs to acquire cannabis inventory in a business combination, acquisition and transaction related costs, and start-up costs.

Adjusted Gross Profit

“Adjusted Gross Profit” represents gross profit, as reported, adjusted to exclude the accounting for the incremental costs to acquire cannabis inventory in a business combination, interest, depreciation and amortization, start-up costs and other non-core costs.

A reconciliation of how AYR calculates Adjusted EBITDA and Adjusted Gross Profit is provided in the tables appended below. Additional reconciliations of Adjusted EBITDA, Adjusted Gross Profit and other disclosures concerning non-GAAP measures are provided in our MD&A for the three months ended June 30, 2023.

Forward-Looking Statements

Certain statements are forward-looking statements within the meaning of applicable securities laws, including, but not limited to, those statements relating to the Company and its financial capacity and availability of capital and other statements that are not historical facts. These statements are based upon certain material factors, assumptions, and analyses that were applied in drawing a conclusion or making a forecast or projection, including experience of the Company, as applicable, and perception of historical trends, current conditions, and expected future developments, as well as other factors that are believed to be reasonable in the circumstances. Forward-looking statements are provided for the purpose of presenting information about management’s current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies, and outlook of the Company. Forward-looking statements are often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “project”, “expect”, “target”, “continue”, “forecast”, “design”, “goal” or negative versions thereof and other similar expressions.

Forward-looking estimates and assumptions involve known and unknown risks and uncertainties that may cause actual results to differ materially. While AYR believes there is a reasonable basis for these assumptions, such estimates may not be met. These estimates represent forward-looking information. Actual results may vary and differ materially from the estimates.

Assumptions and Risks

Forward-looking information in this release is subject to the assumptions and risks as described in our MD&A for the quarter ended June 30, 2023, and Annual Information Form as of and for the year ended December 31, 2022.

Additional Information

For more information about the Company’s Q2 and 2023 operations and outlook, please view AYR’s corporate presentation posted in the Investors section of the Company’s website at www.ayrwellness.com.

About AYR Wellness Inc.

AYR Wellness is a vertically integrated, U.S. multi-state cannabis business. The Company operates simultaneously as a retailer with 85+ licensed dispensaries and a house of cannabis CPG brands.

AYR is committed to delivering high-quality cannabis products to its patients and customers while acting as a Force for Good for its team members and the communities that the Company serves. For more information, please visit www.ayrwellness.com.

Company Contact:

Jon DeCourcey
Head of Investor Relations
T: (786) 885-0397
Email: ir@ayrwellness.com

Media Contact:

Robert Vanisko
VP, Public Engagement
T: (786) 885-0397
Email: comms@ayrwellness.com

Investor Relations Contact:

Sean Mansouri, CFA
Elevate IR
T: (786) 885-0397
Email: ir@ayrwellness.com

Ayr Wellness Inc.
Unaudited Interim Condensed Consolidated Balance Sheets
(Expressed in United States Dollars, in thousands, except share amounts)
    As of
    June 30, 2023
  December 31, 2022
 
ASSETS  
Current    
  Cash $ 60,030   $ 76,827  
  Accounts receivable, net   8,692     7,738  
  Inventory   99,374     99,810  
  Prepaid expenses, deposits, and other current assets   13,277     8,702  
  Assets held-for-sale       260,625  
  Total Current Assets   181,373     453,702  
Non-current    
  Property, plant, and equipment, net   308,558     302,680  
  Intangible assets, net   717,199     744,709  
  Right-of-use assets – operating, net   119,321     121,340  
  Right-of-use assets – finance, net   43,367     43,222  
  Goodwill   94,108     94,108  
  Deposits and other assets   6,254     8,009  
TOTAL ASSETS $ 1,470,180   $ 1,767,770  
       
LIABILITIES AND SHAREHOLDERS’ EQUITY    
Liabilities    
Current    
  Trade payables $ 18,475   $ 26,671  
  Accrued liabilities   36,620     25,470  
  Lease liabilities – operating – current portion   8,365     7,906  
  Lease liabilities – finance – current portion   10,402     9,529  
  Contingent consideration – current portion       63,429  
  Purchase consideration payable       2,849  
  Income tax payable   69,727     46,006  
  Debts payable – current portion   75,948     40,523  
  Liabilities held-for-sale       43,841  
  Accrued interest payable – current portion   5,710     2,581  
  Total Current Liabilities   225,247     268,805  
Non-current    
  Deferred tax liabilities, net   72,413     72,413  
  Lease liabilities – operating – non-current portion   116,826     118,086  
  Lease liabilities – finance – non-current portion   21,600     24,016  
  Construction finance liabilities   36,422     36,181  
  Contingent consideration – non-current portion       26,661  
  Debts payable – non-current portion   112,891     136,315  
  Senior secured notes, net of debt issuance costs   244,318     244,682  
  Accrued interest payable – non-current portion       4,763  
  Other long term liabilities   25,021     524  
TOTAL LIABILITIES   854,738     932,446  
       
Commitments and contingencies    
       
Shareholders’ equity    
  Multiple Voting Shares – no par value, unlimited authorized. Issued and outstanding – 3,696,486 shares        
  Subordinate, Restricted, and Limited Voting Shares – no par value, unlimited authorized. Issued and outstanding – 63,718,487 and 60,909,492 shares, respectively        
  Exchangeable Shares: no par value, unlimited authorized. Issued and outstanding – 9,710,707 and 6,044,339 shares, respectively        
  Additional paid-in capital   1,364,162     1,349,713  
  Treasury stock – 645,300 shares   (8,987 )   (8,987 )
  Accumulated other comprehensive income   3,266     3,266  
  Accumulated deficit   (735,204 )   (510,668 )
  Equity of Ayr Wellness Inc.   623,237     833,324  
  Noncontrolling interest   (7,795 )   2,000  
TOTAL SHAREHOLDERS’ EQUITY   615,442     835,324  
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,470,180   $ 1,767,770  
Ayr Wellness Inc.
Unaudited Interim Condensed Consolidated Statements of Operations
(Expressed in United States Dollars, in thousands)
    Three Months Ended     Six Months Ended
    June 30, 2023
  June 30, 2022
      June 30, 2023
  June 30, 2022
 
               
Revenues, net of discounts $ 116,737   $ 98,914       $ 234,402   $ 198,417  
               
Cost of goods sold excluding fair value items   60,090     59,656         129,473     116,314  
Incremental costs to acquire cannabis inventory in business combinations       3,212             5,731  
Cost of goods sold   60,090     62,868         129,473     122,045  
               
Gross profit   56,647     36,046         104,929     76,372  
               
Operating expenses            
  Selling, general, and administrative   46,929     47,792         98,980     96,821  
  Depreciation and amortization   11,867     11,233         27,481     22,115  
  Acquisition expense   2,402     2,722         4,642     4,168  
  (Gain) loss on sale of assets   (12 )   (2,000 )       47     (2,000 )
Total operating expenses   61,186     59,747         131,150     121,104  
               
Loss from operations   (4,539 )   (23,701 )       (26,221 )   (44,732 )
               
Other income (expense), net            
  Fair value (loss) gain on financial liabilities   (3,866 )   1,701         23,731     31,780  
  Interest expense, net   (10,496 )   (6,913 )       (18,061 )   (13,220 )
  Interest income   233     11         399     40  
  Other, net   352             631      
Total other income (expense), net   (13,777 )   (5,201 )       6,700     18,600  
               
Income (loss) from continuing operations before income taxes and noncontrolling interest   (18,316 )   (28,902 )       (19,521 )   (26,132 )
               
Income taxes            
  Current tax provision   (12,887 )   (9,678 )       (24,065 )   (19,247 )
  Deferred tax benefit       1,089             696  
Total income taxes   (12,887 )   (8,589 )       (24,065 )   (18,551 )
               
Net loss from continuing operations   (31,203 )   (37,491 )       (43,586 )   (44,683 )
               
Discontinued operations            
  Gain (loss) from discontinued operations, net of taxes (including loss on disposal of $180,194 for the six months ended June 30, 2023)   559     (2,758 )       (184,686 )   (4,759 )
Loss from discontinued operations   559     (2,758 )       (184,686 )   (4,759 )
               
Net loss   (30,644 )   (40,249 )       (228,272 )   (49,442 )
  Net loss attributable to noncontrolling interest   (711 )   (1,892 )       (3,736 )   (3,508 )
  Net loss attributable to Ayr Wellness Inc. $ (29,933 ) $ (38,357 )     $ (224,536 ) $ (45,934 )
               
Basic and diluted net loss per share            
  Continuing operations $ (0.42 ) $ (0.52 )     $ (0.56 ) $ (0.60 )
  Discontinued operations   0.01     (0.04 )       (2.59 )   (0.07 )
  Total basic and diluted net loss per share $ (0.41 ) $ (0.56 )     $ (3.15 ) $ (0.67 )
               
Weighted average number of shares outstanding (basic and diluted)   72,756     68,625         71,390     68,108  
               
Ayr Wellness Inc.
Unaudited Interim Condensed Consolidated Statements of Cash Flows
(Expressed in United States Dollars, in thousands)
  Six Months Ended
  June 30, 2023
  June 30, 2022
 
Operating activities    
Consolidated net loss $ (228,272 ) $ (49,442 )
Less: Loss from discontinued operations (Note 4)   (4,492 )   (4,759 )
Net loss from continuing operations before noncontrolling interest   (223,780 )   (44,683 )
Adjustments for:    
Fair value gain on financial liabilities   (23,731 )   (31,780 )
Stock-based compensation   10,008     19,381  
Stock-based compensation – related parties       707  
Depreciation and amortization   17,783     7,294  
Amortization on intangible assets   29,010     28,234  
Incremental costs to acquire cannabis inventory in a business combination       5,731  
Deferred tax benefit       (696 )
Amortization on financing costs   1,145     1,146  
Amortization on financing premium   (1,509 )   (1,509 )
Loss (gain) on disposal of property, plant, and equipment   47     (2,000 )
Loss on the disposal of Arizona business   180,194      
Changes in operating assets and liabilities, net of business combinations:    
Accounts receivable   (1,254 )   2,193  
Inventory   736     (3,294 )
Prepaid expenses, deposits, and other current assets   1,550     713  
Trade payables   (8,770 )   2,460  
Accrued liabilities   (1,215 )   (4,575 )
Accrued interest payable   (2,044 )   (3,714 )
Lease liabilities – operating   1,219     1,078  
Income tax payable   23,416     (8,005 )
Cash provided by (used in) continuing operations   2,805     (31,319 )
Cash provided by (used in) discontinued operations   2,180     (3,553 )
Cash provided by (used in) operating activities   4,985     (34,872 )
     
Investing activities    
Purchase of property, plant, and equipment   (13,939 )   (48,429 )
Capitalized interest   (5,464 )   (7,168 )
Cash paid for business combinations and asset acquisitions, net of cash acquired   (1,500 )   (11,465 )
Cash paid for business combinations and asset acquisitions, working capital   (2,600 )   (2,812 )
Proceeds from the sale of assets, net of transaction costs       27,591  
Cash received (paid) for bridge financing   (73 )   1,258  
Advances to related corporation       (5,907 )
Deposits for business combinations, net of cash on hand       (2,825 )
Purchase of intangible asset   (1,500 )   (1,000 )
Cash used in investing activities from continuing operations   (25,076 )   (50,757 )
Proceeds from sale of Arizona – discontinued operation   18,084      
Cash received for working capital – discontinued operations   840      
Cash provided by (used in) investing activities of discontinued operations   (44 )   3,166  
Cash used in investing activities   (6,196 )   (47,591 )
     
Financing activities    
Proceeds from exercise of options       300  
Proceeds from notes payable, net of financing costs   10,000     51,713  
Proceeds from financing transaction, net of financing costs       27,599  
Payment for settlement of contingent consideration   (10,000 )   (10,000 )
Deposits paid for financing lease and note payable       (924 )
Tax withholding on stock-based compensation awards   (321 )   (3,996 )
Repayments of debts payable   (13,778 )   (6,563 )
Repayments of lease liabilities – finance (principal portion)   (5,177 )   (4,561 )
Repurchase of Equity Shares       (8,430 )
Cash provided by (used in) financing activities by continuing operations   (19,276 )   45,138  
Cash used in financing activities from discontinued operations   (123 )   (274 )
Cash provided by (used in) financing activities   (19,399 )   44,864  
     
Net decrease in cash   (20,610 )   (37,599 )
Cash, beginning of the period   76,827     154,342  
Cash included in assets held-for-sale   3,813      
Cash, end of the period $ 60,030   $ 116,743  
     
Supplemental disclosure of cash flow information:    
Interest paid during the period, net   23,110     26,049  
Income taxes paid during the period   959     30,680  
Non-cash investing and financing activities:    
Recognition of right-of-use assets for operating leases   3,134     23,002  
Recognition of right-of-use assets for finance leases   3,858     23,342  
Issuance of promissory note related to business combinations   1,580     16,000  
Conversion of convertible note related to business combination   2,800      
Issuance of Equity Shares related to business combinations and asset acquisitions   115     6,352  
Issuance of Equity Shares related to settlement of contingent consideration   4,647     11,748  
Issuance of promissory note related to settlement of contingent consideration   14,000     14,934  
Settlement of contingent consideration   37,713      
Capital expenditure disbursements for cultivation facility   241      
Cancellation of Equity Shares       78  
Extinguishment of note payable related to sale of Arizona business   22,505      
Extinguishment of accrued interest payable related to sale of Arizona business   1,165      
Reduction of lease liabilities related to sale of Arizona business   16,734      
Reduction of right-of-use assets related to sale of Arizona business   16,739      
     
Ayr Wellness Inc.
Unaudited Interim Consolidated Adjusted EBITDA and Gross Profit Reconciliation
(Expressed in United States Dollars, in thousands)
         
  Three Months Ended Six Months Ended
  June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
  $     $     $     $  
Loss from continuing operations (GAAP) (4,539 )   (23,701 )   (26,221 )   (44,732 )
         
Incremental costs to acquire cannabis inventory in a business combination     3,212         5,731  
Interest (within cost of goods sold “COGS”) 763     742     1,514     1,204  
Depreciation and amortization (from statement of cash flows) 21,756     18,394     46,793     35,528  
Acquisition and transaction costs 2,402     2,722     4,642     4,168  
Stock-based compensation, non-cash 4,424     9,727     10,008     20,088  
Start-up costs1 2,235     3,862     5,962     7,106  
(Gain) loss on sale of assets (12 )   (2,000 )   47     (2,000 )
Other2 2,417     3,543     13,037     5,466  
  33,985     40,202     82,003     77,291  
         
Adjusted EBITDA from continuing operations (non-GAAP) 29,446     16,500     55,782     32,559  
         
         
         
1 These are set-up costs to prepare a location for its intended use. Start-up costs are expensed as incurred and are not indicative of ongoing operations
2 Other non-core costs including non-operating adjustments, severance costs and non-cash inventory write-downs
         
         
         
  Three Months Ended Six Months Ended
  June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
  $     $     $     $  
Gross profit (GAAP) 56,647     36,046     104,929     76,372  
         
Incremental costs to acquire cannabis inventory in a business combination     3,212         5,731  
Interest (within COGS) 763     742     1,514     1,204  
Depreciation and amortization (within COGS) 9,889     7,161     19,313     13,413  
Start-up costs (within COGS) 748     1,154     3,010     2,752  
Other (within COGS) 1,013     3,215     5,577     4,052  
         
Adjusted Gross Profit from continuing operations (non-GAAP) 69,060     51,530     134,343     103,524  
         

[iIncludes pending M&A and contingent considerations related to GSD and Sira Naturals purchase considerations. Excludes AYR granted but unvested service-based LTIP shares totaling 4.8 million.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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Decibel Announces Record Second Quarter Results with $30.9 Million of Net Revenue, $7.3 Million of Adjusted EBITDA, and Positive Free Cash Flow https://mjshareholders.com/decibel-announces-record-second-quarter-results-with-30-9-million-of-net-revenue-7-3-million-of-adjusted-ebitda-and-positive-free-cash-flow/ Thu, 17 Aug 2023 15:06:26 +0000 https://cannabisfn.com/?p=2973971

Ryan Allway

August 17th, 2023

News, Top News, Top Story


Most profitable pure play public cannabis company in Canada1,2

CALGARY, ABAug. 17, 2023 /CNW/ – Decibel Cannabis Company Inc. (the “Company” or “Decibel”) (TSX-V: DB) (OTCQB: DBCCF), a market leader in premium cannabis and extract manufactured products, is pleased to announce its interim financial results for the three and six month periods ending June 30, 2023.

Decibel Cannabis Logo (CNW Group/Decibel Cannabis Company Inc.)
Decibel Cannabis Logo (CNW Group/Decibel Cannabis Company Inc.)

“Our strong second quarter sequential net revenue growth, driven by demand for our core products and international exports, continues to exceed our publicly-stated targets.” said Paul Wilson, CEO of Decibel. “We continue to highlight the success in our new, unique and innovative product strategy, demonstrated through clear consumer preference to our infused pre-roll strategy. In 2023, our industry leading brand, General Admission, has grown category share to 49%3 (+6% YTD3) in light of significant category competition through new competitive brands: +50 Brands3 (+56% YTD3) & New SKU’s: +156 SKU’s3 (+62% YTD3). Currently the infused pre-roll segment makes up ~34% of the Canadian pre-roll category3, in established US markets it makes up ~60% (California & Arizona YTD Sales ’233). We continue to see tailwinds for our core business that will further reinforce our Canadian market position and international presence.”

Second Quarter Highlights

  • Record National Market Share(4) of 7.5% in Q2 2023 which placed Decibel as the 2nd largest licensed producer in Canada by market share.
  • Record Net Revenue of $30.9 million in the second quarter of 2023, with sequential growth of 14% over the prior quarter, and year over year growth of 66%. Net revenue improvement was driven by net Canadian recreational sales through growth in demand for vapes and infused products, increased manufacturing capacity, international sales, and the launch of the Company’s new brand Vox and General Admission Edibles near the end of the quarter.
  • Gross Margin Before Fair Value Adjustments was 42% in the second quarter of 2023, compared to 49% in the prior quarter and 41% in the first quarter of 2022. The second quarter was impacted by a $754 thousand write off of aged product and increased temporary labour of $0.9 million to meet market demand as the Company is in the process of expanding manufacturing capacity.
  • Record Adjusted EBITDA(2) of $7.3 million in the second quarter of 2023, with sequential growth of 8% over the prior quarter and year over year growth of 126%.
  • Positive Free Cash Flow(2) of $0.5 million in the second quarter of 2023, with sequential decline of 75% over the prior quarter and a year over year decline of 51%. During the quarter, the Company reduced accounts payable by $4.2 from the prior quarter, which negatively impacted Free Cash Flow.
  • Record Adjusted Net Income(2) of $4.3 million in the second quarter of 2023, with sequential growth of 27% over the prior quarter and a year over year improvement of $4.2 million.
  • Adjusted Earnings Per Share (“Adjusted EPS”)(5): of $0.01 Adjusted EPS in the second quarter, consistent with the prior quarter and a year over year improvement of $0.01.

Year to Date Highlights

  • Net Revenue of $58.0 million, an increase of 65% over 2022.
  • Adjusted EBITDA(2) of $14.1 million, an increase of 147% over 2022.
  • Positive Free Cash Flow(2) of $2.3 million, a decrease of 14% over 2022 driven by a $3.7 million reduction in accounts payable.
  • Adjusted EPS(4) of $0.02, an increase of $0.02 over 2022.
Notes:
1 Based on reported “Adjusted EBITDA”2 for the interim period ended June 30, 2023, as set forth in publicly available filings on SEDAR+ of pure play Canadian cannabis companies listed on the Toronto Stock Exchange or the TSX Venture Exchange. See “Cautionary Statements – Notes about Comparables“.
2 Non-GAAP financial measure. Refer to “Cautionary Statements – Non-GAAP Measures” for further details.
3 Data provided by Headset.
4 HiFyre Retail Analytics, Licensed Producer Sales over Time Nationally.
5 Non-GAAP ratio. Refer to “Cautionary Statements – Non-GAAP Measures” for further details.
Summary Highlights1
Three months ended Six months ended
June 30 June 30
2023 2022 2023 2022
(thousands of Canadian dollars, except where noted)
Gross Canadian recreational sales 1,2 $46 715 $24 105 $87 275 $45 885
Net Canadian recreational sales 1,2 $28 148 $16 409 $53 128 $31 000
International sales 2 $1 136 $1 766
Retail sales 1,2 $1 610 $2 147 $3 141 $4 206
Number of retail stores 6 6 6 6
Total
Gross revenue $49 461 $26 252 $92 182 $50 091
Net revenue $30 894 $18 556 $58 035 $35 206
Gross profit before fair value adjustments $13 062 $7 689 $26 428 $13 494
Gross margin before fair value adjustments 42 % 41 % 46 % 38 %
Adjusted EBITDA 3 $7 302 $3 230 $14 066 $5 689
Net (loss) and comprehensive (loss) ($423) ($2 112) ($992) ($6 484)
Adjusted net income 3 $4 263 $89 $7 611 ($1 581)
Cash flow from operations $922 $1 777 $3 237 $4 761
Free cash flow 3 $458 $939 $2 287 $2 664
Per Share Metrics
Income (loss) per share ($0,01) ($0,02)
Adjusted EPS 4 $0,01 $0,02
In the table above, wholesale inventory transferred to the retail stores and subsequently sold of $721 thousand and $1.4 million for the three and six month periods, has been eliminated from retail sales and attributed to Gross Canadian recreational sales and Net Canadian recreational sales to provide a more accurate depiction of business performance.
2 Supplementary financial measure. Refer to “Cautionary Statements – Non-GAAP Measures” for further details.
3 Non-GAAP financial measure. Refer to “Cautionary Statements – Non-GAAP Measures” for further details.
4 Non-GAAP ratio. Refer to “Cautionary Statements – Non-GAAP Measures” for further details.

Link to Decibel’s Investor Presentation

Decibel’s interim financial statements for the three and six month periods ending June 30, 2023 (“Financial Statements”) and related Management’s Discussion & Analysis for three and six month periods ending June 30, 2023, are available under the Company’s profile at www.sedar.com.

As of June 30, 2023, Decibel was in compliance with all of its financial covenants under its credit facilities and expects to remain in compliance for the remainder of its twelve-month forecast period.

About Decibel 

Decibel is a consumer-focused cannabis company focused on delivering products that delight customers through a commitment to robust innovation and product quality. Leading brands General Admission, Qwest, and Vox are among its portfolio sold both across Canada and beginning to extend towards new countries to create a global footprint. Decibel operates a processing and manufacturing facility in Calgary, Alberta, and two cultivation facilities in Creston, British Columbia, and Battleford, Saskatchewan.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statements 

Non-GAAP Measures 

This press release contains certain financial performance measures that are not recognized or defined under IFRS (termed Non-GAAP Measures”). As a result, this data may not be comparable to data presented by other licensed producers and cannabis companies. For an explanation of these measures to related comparable financial information presented in the Financial Statements prepared in accordance with IFRS, refer to the discussion below. The Company believes that these Non-GAAP Measures are useful indicators of operating performance and are specifically used by management to assess the financial and operational performance of the Company. Accordingly, these Non-GAAP Measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. 

Non-GAAP Financial Measures 

Adjusted EBITDA is a non-GAAP financial measure that is calculated as net loss and comprehensive loss excluding unrealized gain on changes in fair value of biological assets, change in fair value of biological assets realized through inventory sold, depreciation and amortization expense, share-based compensation, other income, finance costs, foreign exchange loss, non-cash production costs and severance payments. Non-cash production costs relate to amortization expense allocations included in production costs. This non-GAAP financial measure should be considered together with other financial information prepared in accordance with IFRS to enable investors to evaluate the Decibel’s operating results, underlying performance and prospects in a manner similar to Decibel’s management.

Adjusted EBITDA
Three months ended Six months ended
June 30 June 30
2023 2022 2023 2022
(thousands of Canadian dollars)
Net income (loss) (423) (2 112) (992) (6 484)
Unrealized loss on changes in fair value of biological assets (gain) (471) (4 181) (4 425) (7 431)
Change in fair value of biological assets realized through inventory sold 5 157 6 382 13 028 12 334
Depreciation and amortization 468 1 022 1 684 1 819
Share-based compensation 173 862 571 2 093
Other (income) (50) (46) (117) (53)
Transaction costs (1) 10
Finance costs 742 808 1 439 1 828
Foreign exchange loss 134 152 244 117
Non-cash cost of goods sold 1 572 255 2 634 908
Other adjustments 89 548
Adjusted EBITDA 7 302 3 230 14 066 5 689

Adjusted Net Income is a non-GAAP financial measure that is calculated as net loss and comprehensive loss excluding unrealized gain on changes in fair value of biological assets and change in fair value of biological assets realized through inventory sold. Adjusted EPS is a non-GAAP ratio that is calculated as net loss and comprehensive loss excluding unrealized gain on changes in fair value of biological assets and change in fair value of biological assets realized through inventory sold, divided by the weighted average common shares outstanding.  These measures intended to provide a proxy for the Company’s net income and comprehensive income and is used to compare Decibel to its competitors and derive expectations of future financial performance of the Company and should be considered together with other financial information prepared in accordance with IFRS to enable investors to evaluate the Decibel’s operating results, underlying performance and prospects in a manner similar to Decibel’s management.2

Adjusted EPS
Three months ended Six months ended
June 30 June 30
2023 2022 2023 2022
(thousands of Canadian dollars)
Net (loss) and comprehensive (loss) (423) (2 112) (992) (6 484)
Unrealized gain on changes in fair value of biological assets (471) (4 181) (4 425) (7 431)
Change in fair value of biological assets realized through inventory sold 5 157 6 382 13 028 12 334
Adjusted net income (loss) 4 263 89 7 611 (1 581)
Weighted average number of shares outstanding 408 984 777 404 054 387 408 984 777 404 053 519
Adjusted EPS $0,01 $0,02

Free Cash Flow is a non-GAAP financial measure that is calculated as cash flow from operations less cash used in investing activities. This non-GAAP financial measure should be considered together with other financial information prepared in accordance with IFRS to enable investors to evaluate the Decibel’s operating results, underlying performance and prospects in a manner similar to Decibel’s management.

Free cash flow
Three months ended Six months ended
June 30 June 30
2023 2022 2023 2022
(thousands of Canadian dollars)
Cash provided by operating activities (used in) 922 1 777 3 237 4 761
Cash provided by investing activities (used in) (464) (838) (950) (2 097)
Free cash flow 458 939 2 287 2 664

Supplementary Financial Measures

Retail Sales is a supplementary financial measure that is intended to provide a more accurate depiction of the revenue earned by the Company’s retail operations. Inventory transferred directly from the Company’s wholesale operations to the Company’s retail operations is removed from Retail Revenue as presented in the Financial Statements.

International Sales is a supplementary financial measure intended to provide a more accurate depiction of international sales earned by the Company’s wholesale operations.

Gross Canadian Recreational Sales is a supplementary financial measure intended to provide a more accurate depiction of gross revenue earned by the Company’s wholesale operations. Inventory transferred directly from the Company’s wholesale operations to the Company’s retail operations is added to Gross Canadian Recreational Sales as found in the Financial Statements to arrive at Gross Canadian Recreational Sales.

Net Canadian Recreational Sales is a supplementary financial measure intended to provide a more accurate depiction of net revenue earned by the Company’s wholesale operations. Inventory transferred directly from the Company’s wholesale operations to the Company’s retail operations is added to Net Canadian Recreational Sales as found in the Financial Statements to arrive at Net Canadian Recreational Sales.

Forward Looking Information

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

In this news release, forward-looking statements relate to, among other things: that the Company has strong momentum heading into 2023; expectations that demand for Decibel’s products will grow; the Company’s expectations for continued growth and momentum in the second half of 2023, the Company’s expectations for additional catalysts late summer and early fall and the timing and results of the same; the Company’s expectation that it will remain in compliance with all of its financial covenants under its credit facilities for the remainder of its twelve-month forecast period and its other business plans and expectations. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, the Company assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

Forward-looking statements and FOFI (as defined herein) are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: risks relating to delays, regulatory changes and impacts, capital requirements, construction impacts, the ability to obtain and maintain licences to retail cannabis products; review of the Company’s production facilities by Health Canada and maintenance of licences (including any amendments thereto) from Health Canada in respect thereof; future legislative and regulatory developments involving cannabis; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the labour market generally and the ability to access, hire and retain employees; general business, economic, competitive, political and social uncertainties; the risk that the Company may not be able to meet consumer demand; the risk that the Company may not improve its operational capacity when anticipated, or at all; the risk that Decibel may not remain in compliance with its financial covenants for the remainder of its twelve-month forecast period; and the delay or failure to receive board, regulatory or other approvals, including any approvals of the TSX Venture Exchange, as applicable.

With respect to forward-looking statements and FOFI contained in this press release, Decibel has made assumptions regarding, but not limited to: growth of the brand and recognition in Canada will lead to growth internationally; demand for Decibel‘s products; Decibel’s ability to enter new markets and industry verticals; Decibel’s ability to attract, develop and retain key personnel; Decibel’s ability to raise additional capital and to execute on its expansion plans; the timelines for new product launches, Decibel’s ability to continue investing in infrastructure and implement scalable controls, systems and processes to support its growth; the impact of competition; the changes and trends in Decibel’s industry or the global economy; the Company’s ability to generate sufficient cash flow from operations and obtain financing, if needed, on acceptable terms or at all; the general economic, financial market, regulatory and political conditions in which the Company operates; the ability of the Company to ship its products and maintain supply chain stability; consumer interest in the Company’s products; anticipated and unanticipated costs; government regulation of the Company’s activities and products; the timely receipt of any required regulatory approvals; the Company’s ability to conduct operations in a safe, efficient and effective manner; the Company’s construction plans and timeframe for completion of such plans; and the changes in laws, rules, regulations, and global standards.

Any financial outlook or future oriented financial information (in each case “FOFI”) contained in this news release regarding prospective financial position, including, but not limited to: anticipated revenue growth and Decibel’s expectations that it will remain in compliance with its financial covenants for the remainder of its twelve-month forecast period, is based on reasonable assumptions about future events, including those described above, based on an assessment by management of the relevant information that is currently available. The actual results will likely vary from the amounts set forth herein and such variations may be material.

Readers are cautioned that the foregoing list of assumptions and risk factors is not exhaustive. The forward-looking statements and FOFI contained herein are expressly qualified in their entirety by this cautionary statement. The forward-looking statements and FOFI included in this news release are made as of the date hereof and Decibel does not undertake any obligation to publicly update such forward-looking statements and FOFI to reflect new information, subsequent events or otherwise unless so required by applicable securities laws.

Notes About Comparables

This news release outline’s the Company’s performance relative to third-party issuer metrics (the “Comparables“). The Comparables were considered to be an appropriate basis for comparison with Decibel as they are publicly provided by similar pure play issuers. The information relating to the Comparables has been obtained or derived from public sources, see “Market, Independent Third Party and Industry Data”. Comparables may be affected by, among other things, the size of the business, capital structure, principal market served, historical performance and growth expectations, which can vary significantly among Decibel and the issuers providing the Comparables. In addition certain Comparables may be calculated differently by other issuers, see “Non-GAAP Measures”. Accordingly, an investment decision should not be made in reliance on the Comparables.

Market, Independent Third Party and Industry Data

Certain market, independent third party and industry data contained in this news release is based upon information from government or other independent industry publications and reports or based on estimates derived from such publications and reports. Government and industry publications and reports generally indicate that they have obtained their information from sources believed to be reliable, but Decibel has not conducted its own independent verification of such information. This news release also includes certain data derived from independent third parties. While Decibel believes this data to be reliable, market and industry data is subject to variations and cannot be verified with complete certainty due to limits on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties inherent in any statistical survey. Decibel has not independently verified any of the data from independent third party sources referred to in this news release or ascertained the underlying assumptions relied upon by such sources.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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Glass House Brands Reports Record Second Quarter 2023 Financial Results https://mjshareholders.com/glass-house-brands-reports-record-second-quarter-2023-financial-results/ Mon, 14 Aug 2023 23:03:26 +0000 https://cannabisfn.com/?p=2973963

Ryan Allway

August 14th, 2023

News, Top News, Top Story


Cash increased to $22.7 million from $16.4 million in Q1 2023, as operating cash flow reached a record $8.3 million

– Adjusted EBITDA1 was $9.5 million versus a $0.1 million loss in Q1 2023

-Revenue was $44.7 million, up 54% sequentially and 171% year-over-year

-Gross margin was 55% versus 41% in Q1 2023, and 2% in the prior year period

-Q2 Biomass production2 was up 311% year-on-year and biomass revenue increased 358% year-on-year

-Cost per Equivalent Dry Pound of Production3 was $139 per pound, down 12% versus Q2 2022

-Average selling price was $340 per pound, up 43% versus last year, and 17% versus Q1 2023

-Conference Call to be held today August 14, 2023 at 5:00 p.m. ET

LONG BEACH, CA and TORONTOAug. 14, 2023 /CNW/ – Glass House Brands Inc. (“Glass House” or the “Company”) (NEO: GLAS.A.U) (NEO: GLAS.WT.U) (OTCQX: GLASF) (OTCQX: GHBWF), one of the fastest-growing, vertically integrated cannabis companies in the U.S., today reported financial results for its second quarter ending June 30, 2023.

Glass House Brands Inc. Logo (CNW Group/Glass House Brands Inc.)

Second Quarter 2023 Highlights
(Unless otherwise stated, all results and dollar references are in U.S. dollars)

  • Net Sales of $44.7 million increased 171% from $16.5 million in Q2 2022 and up 54% sequentially from $29.0 million in Q1 2023;
  • Gross Profit was $24.4 million compared to $0.3 million in Q2 2022 and $12.0 million in Q1 2023;
  • Gross Margin was 55%, compared to 2% in Q2 2022 and 41% in Q1 2023;
  • Adjusted EBITDAwas $9.5 million, compared to $(9.8) million in Q2 2022 and $(0.1) million in Q1 2023;
  • Cost per Equivalent Dry Pound of Production3 was $139 a decrease of 12% compared to the same period last year and down 29% sequentially versus Q1 2023;
  • Equivalent Dry Pound Productionwas 103,336 pounds, up 311% year-over-year and up 115% sequentially;
  • Cash balance was $22.7 million at quarter-end, up 39% from Q1 2023 quarter end.

Management Commentary

“The second quarter of 2023 was the best in our history. We achieved record levels of operating cash flow, exceeded Q2 guidance across several operating metrics and marked our first quarter of positive adjusted EBITDA1,” stated Kyle Kazan, Co-Founder, Chairman and CEO of Glass House.

“In Q2 2023, we saw our biomass revenues and pounds sold more than quadruple versus the previous year. Revenues from our retail dispensaries doubled to $10 million year-over-year, due to growth from acquisitions. Consolidated gross margin surpassed 50% and cultivation cost per pound3 fell by 12% versus last year. Finally, Adjusted EBITDA1 flipped to a positive $9.5 million compared to negative $9.8 million a year ago.

“I believe that our position as a vertically-integrated California cannabis company with a competitive core competency in the cost-efficient cultivation of premium flower is the reason why we’ve been able to persevere in this difficult market environment. We value our retail and brand businesses for the revenues and market awareness they provide, and we see potential for our brands to create significant shareholder value over the long term.”

Kazan concluded, “We anticipate this momentum will continue through the remainder of 2023, and surpassing our second quarter guidance by significant margins only builds our confidence.”

Second Quarter 2023 Operational Highlights

Subsequent Events

Q2 2023 Financial Results Discussion

Net revenues for Q2 2023 were $44.7 million, 171% growth versus Q2 2022 and a 54% sequential increase versus Q1 2023. This result was 12% higher than the high end of our Q2 guidance range of $38 million to $40 million.

Wholesale biomass revenue of $30.6 million increased 358% versus Q2 2022 and was up 112% sequentially versus Q1 2023. In the quarter, product sold increased 354% year-on-year to 90,174 pounds of equivalent dry weight. The increase in weight available for sale was driven by a 311% increase in production2 versus last year to 103,336 pounds as a result of incremental production from the Company’s SoCal farm.

Retail revenue in Q2 2023 of $10.1 million increased 108% year-over-year and was up 7% on a sequential basis. The year-over-year increase was primarily a result of incremental revenues from four retail locations we acquired in Q3 2022, and from three new stores – Farmacy Isla Vista which opened in mid-December last year, Farmacy Santa Ynez which opened in January, as well as NHC Turlock which opened in late April.

Wholesale CPG revenues were $4.0 million, a decrease of 20% compared to the prior year and a 24% decline sequentially. We had expected negative sequential growth in our CPG wholesale sales due to the financial difficulties of HERBL, one of the state’s largest distributors, along with the challenges facing all brands in the current California marketplace. We are currently distributing our CPG product via our co-packer who is providing distribution service to our retail accounts. For our own stores, we now sell direct and treat this as an intercompany transaction instead of booking the sale through the distributor; and this reduced Q2 CPG revenue by $1.1 million – accounting for almost the entire sequential decline in CPG sales. Without the change, CPG sales would likely have been about flat.

Consolidated gross profit was $24.4 million, or 55% of net revenues, compared to $0.3 million, or 2%, in Q2 2022 and $12.0 million, or 41% in Q1 2023. This is the highest gross margin percent ever achieved by Glass House. The two key drivers were wholesale biomass average selling price reaching $340 per pound, well above $290 per pound in the first quarter, and cost of production3 falling to $139 per pound in Q2 from $196 per pound in Q1 2023.

General and administrative expenses were $13.1 million for the quarter compared to $11.4 million in Q1 2023. The $1.7 million increase was primarily attributable to bad debt expense of $1.1 million as a result of HERBL ceasing business operations and to increased wholesale biomass taxes paid to Ventura County due to the large sequential increase in wholesale biomass revenues.

Sales and marketing expenses were $1.0 million, up 11% year-on-year and 53% sequentially. Professional fees were $2.2 million, down 18% year-on-year and up 47% from Q1 2023. The sequential increase in professional fees was due to increased legal fees related to litigation, the Turlock acquisition and expenses related to our annual shareholders meeting. Our plan all along has been to limit growth in SG&A spending as we increased revenue to improve cash flow and profitability.

Depreciation and amortization in Q2 2023 was $3.6 million, down 7% from Q1 2023.

Adjusted EBITDA1 was $9.5 million in Q2 2023, compared to adjusted EBITDA loss of $(0.1) million in Q1 2023. This was driven by top-line growth, higher gross margins, and disciplined management of operating expenses.

We generated $8.3 million of cash from operations in Q2 2023 versus cash generated from operations of $4.5 million in Q1 2023 and cash usage of $7.8 million in Q2 2022. In Q2, cash impact from net income turned positive for the first time, reaching $2.5 million from negative $4.1 million in Q1. Cash flow also benefited by $5.3 million because there was no income tax paid in the quarter.

Capital spending was $0.2 million in Q2, as there were no major spending projects in the quarter. Q1 capital spending was $1.1 million.

2023 Outlook

The Company is providing the following guidance for 2023 based on the strength of our second quarter results and current trends from the first half of 2023.

2023 Cash Flow and EBITDA
Based on our current wholesale average selling price, which we assume maintains for the balance of the year, we expect to have positive operating cash flow and positive adjusted EBITDA1 in Q3 and Q4.

Q3 2023 Outlook
We expect Q3 2023 revenue to be between $45 million and $47 million. The increase vs. Q2 2023 is being driven by projected low-to-mid single digit percent growth in wholesale biomass revenue with pricing projected to increase slightly to above the Q2 2023 average selling price of $340 per pound as a seasonally favorable increase in the percentage of flowers and smalls relative to trim offsets a seasonal dip in prices due to increased summer output from outdoor and mixed light farms. We also assume that CPG and Retail revenue will collectively be flat relative to Q2 due to the continued difficult retail environment. Production2 is expected at 100,000 to 103,000 pounds, roughly in line with Q2 levels. While the second half of the year is usually our highest in terms of production, we do not expect the typical seasonal uptick in Q3 compared to Q2 this year due to efficiency improvements in post-harvest processing that boosted Q2 production by approximately 10,000 pounds and because unusually low sunlight levels in May, June and the first half of July reduced the normal seasonal lift in biomass bulk harvests that we typically see in Q3. As a reminder, plants harvested today are the cumulative result of sunlight in the preceding 60-90 days.

We expect consolidated gross margin percent to be flat to up slightly versus Q2’s 55% as cost of production3 is projected to decline to $120 per pound, a 14% reduction from $139 per pound in Q2. Gross margin for CPG and Retail are projected to be flat to up slightly.

In addition, we expect adjusted EBITDA1 to be similar to Q2 and expect operating cash flow to be about $4 million to $6 million, which is lower than the Q2 level of $8 million.

We expect non-expansion capex to be below $1 million.

2023 Fiscal Year
We are raising our revenue guidance to $165 to $170 million4 for 2023 due to higher than projected wholesale biomass production. We are increasing our wholesale revenue projection to a range of $105 to $110 million from $100 million. Projected average selling price per pound remains at approximately $330 per pound, while we are raising our biomass production2 estimate to 350,000 to 355,000 pounds, an increase of 35,000 to 40,000 pounds over our previous guidance. We are maintaining our cost of productionestimate at $140 per pound, with second half cost of production projected at $120 per pound or below. This is still an 8% decrease vs. the same period in 2022. This guidance represents an 84% increase for production at the mid-point of guidance and a 2% reduction in costs vs. FY 2022.

Revenue projections for our Retail and CPG businesses remain unchanged at $40 million and $20 million, respectively.

None of the above guidance includes any impact from the ongoing retrofit of Greenhouse 5, which began in early July. We expect to have plants in Greenhouse 5 by early 2024, with the first sale projected for Q2 2024. Once operational, we expect Greenhouse 5 will increase our cultivation capacity by roughly 250,000 pounds to a total of 600,000 pounds. At current pricing, Greenhouse 5 is capable of producing over $80 million of incremental revenue annually and over $30 million in incremental EBITDA1.

Financial results and analyses will be available on the Company’s website on the ‘Investors’ and ‘News & Events’ drop down menus (www.glasshousebrands.com) and SEDAR+ (www.sedarplus.ca).

Unless otherwise stated, all results are in U.S. dollars.

Net Income / (Loss)

 (000’s) 

Q2 2022

Q1 2023

Q2 2023

 Revenues, net 

$                  16,473

$                  29,022

$                  44,665

 Cost of goods sold 

$                  16,219

$                  17,066

$                  20,293

 Gross profit 

$                       254

$                  11,956

$                  24,372

 % of Net Sales 

2 %

41 %

55 %

 Expenses: 

 General and administrative 

$                  10,875

$                  11,386

$                  13,054

 Sales and marketing 

$                       898

$                       652

$                       997

 Professional fees 

$                    2,670

$                    1,500

$                    2,200

 Depreciation and amortization                                       

$                    2,837

$                    3,836

$                    3,569

 Impairment 

$                  23,007

$                    1,328

 Total expenses 

$                  17,281

$                  40,382

$                  21,149

 Gain (Loss) from Operations 

$                 (17,028)

$                 (28,425)

$                    3,223

 Interest Expense 

$                    1,571

$                    2,080

$                    2,547

 Other expense 

$                   (6,139)

$                    5,858

$                  20,336

 Total other expense 

$                   (4,568)

$                    7,938

$                  22,883

 Provision for income taxes 

$                    1,733

$                    2,422

$                    5,246

 Net income (Loss) 

$                 (14,192)

$                (38,785)

$                (24,905)

Adjusted EBITDA

 (000’s) 

Q2 2022

Q1 2023

Q2 2023

 Net income (loss) 

$                 (14,192)

$                (38,785)

$                 (24,905)

 Interest 

$                    1,571

$                    2,080

$                    2,547

 Depreciation and amortization  

$                    2,837

$                    3,836

$                    3,569

 Taxes 

$                    1,733

$                    2,422

$                    5,246

 EBITDA (non-GAAP) 

$                   (8,052)

$                (30,447)

$                (13,544)

 Share-based Compensation Expense 

$                    3,491

$                    1,631

$                    1,532

 Stock Appreciation Rights Expense 

$                         92

$                            –

$                         14

 Loss on Equity Method Investments 

$                         73

$                    2,264

$                        (36)

 (Gain) Loss on Change in Fair Value of Derivative Liabilities    

$                         53

$                        (13)

$                       143

 Impairment Expense 

$                            –

$                  23,007

$                    1,328

 Loss on Extinguishment of Debt 

$                            –

$                            –

$                            –

 Loss on Disposition of Subsidiary 

$                            –

$                            –

$                            –

 Non-Operational Startup Costs 

$                         99

$                            –

$                            –

 Change in Fair Value of Contingent Liabilities 

$                   (6,314)

$                    3,410

$                  19,100

 Non-Operational Notes Receivable Bad Debt Reserve 

$                            –

$                            –

$                            –

 Loan Amendment Fee 

$                            –

$                            –

$                    1,000

 Acquisition Related Professional Fees 

$                       792

$                            –

$                            –

 Adjusted EBITDA (non-GAAP) 

$                   (9,766)

$                      (149)

$                    9,538

Select Balance Sheet Information

 (000’s) 

Q2 2022

Q1 2023

Q2 2023

 Cash, Cash Equivalents and Restricted Cash 

$                  17,451

$                  16,368

$                  22,690

 Accounts receivable, net 

3,652

3,681

3,589

 Prepaid expenses and other current assets 

5,327

4,627

4,317

 Inventory 

12,252

14,681

16,699

 Current portion of notes receivable 

6,061

1,301

 Total Current assets 

$                  44,744

$                  40,658

$                  47,295

 Operating and finance lease right-of-use assets, net 

3,610

10,562

12,212

 Investments 

6,869

1,982

2,018

 Property, plant and equipment, net 

212,648

214,473

211,134

 Intangible Assets, Net and Goodwill 

34,975

47,036

46,797

 Deferred Tax Asset 

773

1,160

1,569

 Other assets 

3,627

3,711

3,574

 Total Assets 

$                307,246

$                319,584

$                324,599

 Accounts payable and accrued liabilities 

$                  11,918

$                  25,852

$                  28,032

 Income taxes payable 

7,070

9,412

14,736

 Contingent earnout liability 

44,056

18,059

32,714

 Shares payable 

2,757

8,596

8,595

 Current portion of operating and finance lease liabilities 

561

1,123

1,506

 Current portion of notes payable 

9,490

48

49

 Total current liabilities 

$                  75,852

$                  63,090

$                  85,632

 Operating and finance lease liabilities, net of current portion        

3,085

9,560

10,855

 Other non-current liabilities 

1,631

4,877

5,013

 Deferred tax liabilities 

 Notes payable, net of current portion 

61,886

62,887

63,632

 Total Liabilities 

$                142,455

$                140,414

$                165,132

 Preferred Equity Series B and C 

58,299

59,839

 APIC, Accumulated Deficit and Non-Controlling Int. 

164,791

120,871

99,629

 Total Shareholders’ Equity 

164,791

179,170

159,468

 Total Liabilities and Shareholders’ Equity 

$                307,246

$                319,584

$                324,599

Equity Table

 (000’s) 

 Q2 23 

 Q1 23 

 Change 

 Comments 

 Total Equity and Exchangeable Shares 

70,030

68,376

1,654

 Plus Performance RSU’s (1.3M), Exercise of RSU’s and Convertible Notes 

 Total Warrants 

 Series C 

1,000

1,000

 Exercise price of $5.00 with an expiration date of  August 2027 

 Series B 

10,000

10,000

 Exercise price of $5.00 with an expiration date of  August 2027 

 Series A 

2,654

2,654

 Exercise price of $10.00 with an expiration date of June 2024 

 SPAC 

30,665

30,665

 Exercise price of $11.50 with an expiration date of June 2026 

 Total Warrants 

44,319

44,319

 Stock Options 

1,436

1,452

(17)

 Exercise Price between $2.26 and $4.60 with expiration dates from October
2024 to October 2026 

 RSU’s 

1,663

1,874

(211)

 Up to 3-year vesting through 2026 

 Total 

3,099

3,326

(227)

 Share Price at Quarter End 

$                3.30

$               2.75

$               0.55

 Convertible Debentures 

 Series A 

$            11,895

$           11,895

$                     –

 8% semi annual interest, cash or shares, higher of 10 day VWAP 5 trading
days prior to pay date or $4.08, Maturity 4/15/27 

 Series B 

$              4,111

$             4,111

$                     –

 8% semi annual interest, cash or shares, lower of 10 day VWAP 5 trading
days prior to pay date or $10.00, Maturity 4/15/27 

 Total 

$            16,006

$           16,006

$                     –

 # of Shares if converted assuming share price at quarter end 

4,161

4,410

(249)

Select Cash Flow Information

 (000’s) 

Q2 2022

Q1 2023

Q2 2023

 Net Income (Loss) 

$                 (14,192)

$                (38,785)

$                (24,905)

 Share-based compensation 

$                    3,491

$                    1,631

$                    1,532

 Depreciation and amortization 

$                    2,837

$                    3,836

$                    3,569

 Other 

$                   (5,683)

$                  29,246

$                  22,260

 Cash From Net Income (Loss) 

$                 (13,547)

$                  (4,071)

$                    2,456

 Accounts receivable 

$                       277

$                    2,053

$                     (924)

 Prepaid expenses and other current assets                           

$                    2,428

$                    3,720

$                       310

 Inventory  

$                   (2,316)

$                  (2,623)

$                  (1,768)

 Other assets  

$                        (27)

$                       (48)

$                         (6)

 Accounts payable and accrued liabilities  

$                    3,671

$                    3,432

$                    2,800

 Income taxes payable 

$                    1,589

$                    1,862

$                    5,324

 Other 

$                       149

$                       133

$                         73

 Working Capital Impact 

$                    5,770

$                    8,529

$                    5,808

 Operating Cash Flow 

$                  (7,777)

$                    4,458

$                    8,265

 Purchases of property and equipment  

$                  (7,596)

$                  (1,090)

$                     (206)

 Other 

$                  (3,744)

$                       (45)

$                     (233)

 Net Investing Activities 

$                (11,340)

$                  (1,135)

$                     (438)

 Distributions to Preferred Shareholders 

$                      (860)

$                  (1,367)

$                  (1,376)

 Other 

$                  12,595

$                       269

$                     (129)

 Net Financing Activities 

$                  11,735

$                  (1,099)

$                  (1,505)

 Cash Change 

$                   (7,381)

$                    2,225

$                    6,322

 Cash and cash equivalents, beginning of period 

$                  24,833

$                  14,144

$                  16,368

 Cash and Cash, Equivalents, End of Period 

$                  17,451

$                  16,368

$                  22,690

 Revenue 

 (000’s $) 

Q122

Q222

Q322

Q422

Q123

Q223

FY21

FY22

 Retail (B2C) 

$     4,858

$     4,839

$     6,440

$   10,593

$     9,373

$   10,073

$   21,734

$   26,731

 Wholesale CPG (B2B) 

$     3,992

$     4,945

$     7,862

$     5,989

$     5,182

$     3,954

$   25,543

$   22,788

 Wholesale (Biomass (B2B) 

$     5,122

$     6,689

$   13,954

$   15,607

$   14,467

$   30,639

$   22,169

$   41,373

 Total 

$   13,972

$   16,473

$   28,257

$   32,189

$   29,022

$   44,665

$   69,447

$   90,891

 Sequential % Change 

 Retail (B2C) 

-5 %

0 %

33 %

64 %

-12 %

7 %

 Wholesale CPG (B2B) 

-41 %

24 %

59 %

-24 %

-13 %

-24 %

 Wholesale (Biomass (B2B) 

-21 %

31 %

109 %

12 %

-7 %

112 %

 Total 

-24 %

18 %

72 %

14 %

-10 %

54 %

 % change to LY 

 Retail (B2C) 

-3 %

-24 %

23 %

106 %

93 %

108 %

50 %

23 %

 Wholesale CPG (B2B) 

-31 %

-19 %

13 %

-11 %

30 %

-20 %

93 %

-11 %

 Wholesale (Biomass (B2B) 

14 %

8 %

180 %

140 %

182 %

358 %

8 %

87 %

 Total 

-8 %

-12 %

65 %

75 %

108 %

171 %

44 %

31 %

 Gross Profit 

 (000’s $) 

Q122

Q222

Q322

Q422

Q123

Q223

FY21

FY22

 Retail (B2C) 

$     2,084

$     2,037

$     2,651

$     4,482

$     4,871

$     5,487

$     9,419

$   11,253

 Wholesale CPG (B2B) 

$        655

$          89

$     1,078

$       (917)

$        921

$        239

$     5,174

$        905

 Wholesale (Biomass (B2B) 

$       (400)

$    (1,872)

$     5,011

$     6,661

$     6,165

$   18,646

$     1,427

$     9,400

 Total 

$     2,339

$        254

$     8,726

$   10,219

$   11,956

$   24,372

$   16,019

$   21,538

 % of Revenue 

 Retail (B2C) 

43 %

42 %

41 %

42 %

52 %

54 %

43 %

42 %

 Wholesale CPG (B2B) 

16 %

2 %

14 %

-15 %

18 %

6 %

20 %

4 %

 Wholesale (Biomass (B2B) 

-8 %

-28 %

36 %

43 %

43 %

61 %

6 %

23 %

 Total 

17 %

2 %

31 %

32 %

41 %

55 %

23 %

24 %

 Wholesale Biomass Production and Cost per Pound 

Q122

Q222

Q322

Q422

Q123

Q223

FY21

FY22

 Equivalent Dry Pounds of Production 

16,729

25,173

74,624

75,344

48,099

103,336

96,785

191,870

 % change to LY 

7 %

9 %

164 %

153 %

188 %

311 %

79 %

98 %

 Cost per Equivalent Dry Pounds 

$        238

$        159

$        134

$        127

$        196

$        139

$

$        189

$        143

      of Production 

 % change to LY 

-2 %

-18 %

-25 %

-24 %

-18 %

-12 %

-14 %

-24 %

 Ending Operational Canopy (000 sq. ft) 

332

332

959

959

959

959

332

959

 Wholesale Biomass Sold and Average Selling Price per Pound 

Q122

Q222

Q322

Q422

Q123

Q223

FY21

FY22

 Equivalent Dry Pounds Sold 

17,894

19,859

68,512

66,127

49,923

90,174

69,153

172,392

 % change to LY 

41 %

38 %

265 %

184 %

179 %

354 %

235 %

149 %

 Equivalent Dry Pounds Sold  

$        188

$        237

$        204

$        236

$        290

$        340

$

$        233

$        218

      Average Selling price 

 % change to LY 

-29 %

-30 %

7 %

29 %

54 %

43 %

-58 %

-6 %

 Equivalent Dry Pounds Average Selling Price excludes the impact of cultivation tax. 


Conference Call

The Company will host a conference call to discuss the results today, August 14, 2023 at 5:00 p.m. Eastern Time.

Webcast:             Register Here
Dial-In Number:  1-888-664-6392
Conference ID:   96853256
Replay:               1-888-390-0541
Replay Code:      853256#
(replay available until 12:00 midnight Eastern Time Monday, August 21, 2023)

Non-GAAP Financial Measures

Glass House defines EBITDA as Net Loss (GAAP) adjusted for interest and financing costs, income taxes, depreciation, and amortization. Adjusted EBITDA is defined as EBITDA excluding share-based compensation, stock appreciation rights expense, loss (income) on equity method investments, change in fair value of derivative liabilities, change in fair value of contingent liabilities, acquisition related professional fees, and non-operational start-up costs.

EBITDA and Adjusted EBITDA are presented because management has evaluated the financial results both including and excluding the adjusted items and believe that the supplemental non-GAAP financial measures presented provide additional perspective and insights when analyzing the core operating performance of the business. Such supplemental non-GAAP financial measures are not standardized financial measures under U.S. GAAP used to prepare the Company’s financial statements and might not be comparable to similar financial measures disclosed by other companies and, thus, should only be considered in conjunction with the GAAP financial measures presented herein.

The Company has provided a table above that provides a reconciliation of the Company’s net loss to Adjusted EBITDA for the three months ended June 30, 2023 compared to three months ended June 30, 2022 and three months ended March 31, 2023.

Footnotes and Sources:

  1. EBITDA and Adjusted EBITDA are non-GAAP financial measures that are not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Please see “Non-GAAP Financial Measures” herein for further information and for a reconciliation of such non-GAAP measures to the closest GAAP measure.
  2. Includes all dry production (flower, smalls and trim) plus equivalent dry weight for wet weight and fresh frozen not converted into dry weight by the Company.
  3. Cost per Equivalent Dry Pound of Production, is the application of a subset of Costs of Goods Sold for cannabis biomass production (including all expenses from nursery and cultivation to curing and trimming – the point at which product is ready for sales as wholesale cannabis or to be transferred to CPG) applied to the Company’s metric of dry production which includes all dry production (flower, smalls and trim) plus equivalent dry weight for wet weight and fresh frozen that is not converted into dry goods by the Company.
  4. The Company has provided guidance that 2023 revenues will reach $165 to $170 million. The statement assumes the following in revenues from each source: 1) Annualized wholesale biomass sales of $105 to $110 million; 2) Annualized retail revenues of $40 million; 3) Annualized wholesale CPG revenues of $20 million.

 

ABOUT GLASS HOUSE

Glass House is one of the fastest-growing, vertically integrated cannabis companies in the U.S., with a dedicated focus on the California market and building leading, lasting brands to serve consumers across all segments. From its greenhouse cultivation operations to its manufacturing practices, from brand-building to retailing, the company’s efforts are rooted in the respect for people, the environment, and the community that co-founders Kyle Kazan, Chairman and CEO, and Graham Farrar, Board Member and President, instilled at the outset. Through its portfolio of brands, which includes Glass House FarmsPLUS ProductsAllswell, Forbidden Flowers, and Mama Sue Wellness, Glass House is committed to realizing its vision of excellence: outstanding cannabis products, produced sustainably, for the benefit of all. For more information and company updates, visit www.glasshousebrands.com and https://glasshousebrands.com/press-releases/.

Forward Looking Statements
This news release contains certain forward-looking information and forward-looking statements, as defined in applicable securities laws (collectively referred to herein as “forward-looking statements”). Forward-looking statements reflect current expectations or beliefs regarding future events or the Company’s future performance or financial results. All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “continues”, “forecasts”, “projects”, “predicts”, “intends”, “anticipates”, “targets” or “believes”, or variations of, or the negatives of, such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved. Forward-looking statements in this news release include, without limitation, the company’s: potential to create significant shareholder value from its brands over the long-term; projection that the current momentum in its operating business will continue through the remainder of 2023; projection of producing positive cashflow and positive Adjusted EBITDA in both Q3 and Q4 2023; guidance that revenues will be $45 to $47 million in Q3 2023; projection that Q3 pricing will increase slightly to above the Q2 23 average selling price of $340 per pound as a seasonally favorable increase in the percentage of flowers and smalls relative to trim offsets a seasonal dip in prices due to increased summer output from outdoor and mixed light farms; guidance that Q3 2023 CPG and Retail revenue will collectively be flat compared to Q2 2023; projection that Q3 2023 wholesale biomass production will be 100,000 to 103,000 pounds, roughly in line with Q2 levels; guidance that Q3 consolidated gross margin percent will be flat to up slightly versus Q2’s 55% with cost of production projected to decline to $120 per pound; guidance that Q3 2023 adjusted EBITDA will be similar to Q2 2023 and that Q3 2023 operating cash flow will be about $4 to $6 million; guidance that Q3 2023 non-expansion capex will be below $1 million; guidance that fiscal year 2023 revenues will reach $165 to $170 million due to higher than initially projected wholesale biomass production; guidance that fiscal year 2023 wholesale biomass revenue will be $105 to $110 million; projection that fiscal year 2023 average selling price per pound will be $330 per pound; estimate that fiscal year 2023 biomass production will reach 350,000 to 355,000 pounds; guidance that fiscal year 2023 cost of production will be $140 per pound, with second half 2023 cost of production at $120 per pound or below; guidance that fiscal year 2023 retail revenues will be $40 million and fiscal year 2023 CPG revenues will be $20 million; projection that Glass House will have plants in Greenhouse 5 by early 2024, with the first sale from Greenhouse 5 projected for Q2 2024; ability to fund its planned retrofit of Greenhouse 5; projection that once operational, Greenhouse 5 will increase cultivation capacity by roughly 250,000 pounds to a total of 600,000 pounds; projection that at current pricing, Greenhouse 5 is capable of producing over $80 million of incremental revenue annually and over $30 million in incremental EBITDA. All forward-looking statements, including those herein are qualified by this cautionary statement.

Although the Company believes that the expectations expressed in such statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the statements. There are certain factors that could cause actual results to differ materially from those in the forward-looking information, including financial and operational results not proving to be as expected or on the timelines expected; the Company not completing certain proposed acquisition or financing transactions at all, or on the timelines expected; the Company not achieving the synergies expected; and other risks disclosed in the Company’s Annual Information Form and other public filings on SEDAR+ at www.sedarplus.ca. Accordingly, readers should not place undue reliance on forward-looking statements.

For more information on the Company, investors are encouraged to review the Company’s public filings on SEDAR+ at www.sedarplus.ca. The forward-looking statements and financial outlooks contained in this news release speak only as of the date of this news release or as of the date or dates specified in such statements. The Company disclaims any intention or obligation to update or revise any forward- looking information, whether as a result of new information, future events or otherwise, other than as required by law.

SOURCE Glass House Brands Inc.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


]]>
Jones Soda Reports Second Quarter 2023 Results https://mjshareholders.com/jones-soda-reports-second-quarter-2023-results/ Wed, 09 Aug 2023 16:47:05 +0000 https://cannabisfn.com/?p=2973950

Ryan Allway

August 9th, 2023

News, Top News, Top Story


Bottom Line Continued to Improve with Further Reductions in Operating Expenses and Gross Margin Expanding by 440 Basis Points

SEATTLE, Aug. 09, 2023 (GLOBE NEWSWIRE) — Jones Soda Co. (CSE: JSDA, OTCQB: JSDA) (“Jones Soda” or the “Company”), the original craft soda known for its unconventional flavors and user-submitted photo labels, announced its financial results for the second quarter ended June 30, 2023.

Second Quarter 2023 Financial Summary vs. Year-Ago Quarter

  • Revenue was $4.8 million compared to $6.0 million. The second quarter of 2023 included approximately $400,000 in revenue from the Company’s new cannabis business.
  • Gross profit as a percentage of revenue increased 440 basis points to 32.4% compared to 28.0%.
  • Net loss improved to $1.0 million, or $(0.01) per share, compared to a net loss of $1.4 million, or $(0.02) per share.
  • Adjusted EBITDA1 improved to approximately $(729,000) compared to $(1.1) million.

Management Commentary

“I’m proud to report Jones Soda sustained its momentum in the second quarter with strong gross margin expansion and further improvements to our bottom line,” said David Knight, the new President, and CEO of Jones Soda. “While the Company’s strong performance in the first half of 2022 continued to present a difficult year-over-year revenue comparison, our Q2 sales revenue numbers were in-line with expectations, and I believe our team made significant progress setting us up for success in the back-half of the year. While I’ve only been at the helm of Jones Soda for approximately six weeks, the operational rigor and determination throughout the organization has me excited about the Company’s potential future growth trajectory.

“From a core bottled soda perspective, we continue to expand our retail presence across multiple channels by building upon relationships with existing customers and establishing new relationships with potential customers. In particular, we are returning to individual bottle sales with one of our major retailers, which we believe will help increase sales velocity in the back-half of 2023. We believe our pricing strategy has also held up with consumers, and our focus on product costs, warehousing and freight continue to improve margins. Additionally, we continue to be aggressive with our unique and targeted promotional strategies. I believe that the reception we received from our customers regarding our PRIDE labels in June proves that our marketing team understands what resonates best with our customer base, and we intend to continue to leverage these tactics to further expand brand awareness and gain market share.

“Turning to Mary Jones, our revenues from cannabis products doubled to approximately $400,000 in Q2 2023 from $200,000 in Q1 2022. During the second quarter of 2023, we continued to grow our product portfolio with the addition of two new flavors in two new formats. We’re also pleased to report that we remain on track with our footprint expansion as we expect to be fully operational in three new states by the end of the year. We believe we have only begun to scratch the surface within the cannabis industry, and we are highly confident in our ability to unlock the significant upside we see in this business to further bolster our consolidated financial performance.

“Overall, I’m very pleased with the progress we’ve made through the first half of the year and believe that we are on track for an even better back-half of the year. It is clear to me that Jones Soda has significant brand equity in the broader consumer environment. I firmly believe we have the right team and right strategy in place to capitalize on the power of our brand as we further scale our business across industries with innovative product offerings. Ultimately, we believe this will translate into significant value for our stakeholders and we look forward to delivering on those expectations.”

Second Quarter 2023 Financial Results

Revenue in the second quarter of 2023 was $4.8 million compared to $6.0 million in the prior year period. The decrease in the current quarter was primarily attributable to the prior year period having approximately $1,000,000 in revenues from core bottle soda sales from a one-time inventory stocking event with one of our largest retailers in 2022 that was not repeated in 2023. In addition, the Company’s cannabis segment generated approximately $400,000 in revenue in the second quarter of 2023 compared to $200,000 in revenue in the first quarter of 2023 and no revenue in the second quarter of 2022.

Gross profit as a percentage of revenue increased 440 basis points to 32.4% for the second quarter of 2023 compared to 28.0% in the year-ago period. This increase was primarily driven by continued strategic pricing adjustments, along with lower freight costs and raw material costs.

Net loss for the second quarter of 2023 improved to $1.0 million, or $(0.01) per share, compared to a net loss of $1.4 million, or $(0.02) per share, in the second quarter of 2022. The improvement in net loss was primarily attributable to the expansion in gross profit margin and a decrease in total operating expenses in the second quarter of 2023 compared to the same quarter of 2022.

Adjusted EBITDA1 improved to $(729,000) in the second quarter of 2023 compared to $(1.1) million in the second quarter of 2022, mostly as a result of the aforementioned gross profit margin expansion and lower total operating expenses.

At June 30, 2023, cash and cash equivalents totaled $5.1 million compared to $8.0 million at December 31, 2022.

_______________________
1 Adjusted EBITDA is defined as net income (loss) from operations before interest expense, interest income, taxes, depreciation, amortization and stock-based compensation and is a non-GAAP measure (reconciliation provided below).

Conference Call

Jones Soda will hold a conference call today at 4:30 p.m. Eastern time to discuss its results for the second quarter ended June 30, 2023.

Date: Wednesday, August 9, 2023
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
Toll-free dial-in number: 1-844-826-3035
International dial-in number: 1-412-317-5195
Conference ID: 10181555

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Gateway Group at 1-949-574-3860.

The conference call will be broadcast live and available for replay here and via the investor relations section of the Company’s website at www.jonessoda.com.

A replay of the conference call will be available after 7:30 p.m. Eastern time on the same day through August 16, 2023.

Toll-free replay number: 1-844-512-2921
International replay number: 1-412-317-6671
Replay ID: 10181555

Presentation of Non-GAAP Information

This press release contains disclosure of the Company’s Adjusted EBITDA which is not a United States Generally Accepted Accounting Principle (“GAAP”) financial measure. The difference between Adjusted EBITDA (a non-GAAP measure) and Net Loss (the most comparable GAAP financial measure) is the exclusion of interest expense and income, income tax expense, depreciation and amortization expense and stock-based compensation. We have included a reconciliation of Adjusted EBITDA to Net Loss under “Jones Soda Co. Non-GAAP Reconciliation” at the end of this press release. This non-GAAP measure should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP. Adjusted EBITDA has certain limitations in that it does not take into account the impact of certain expenses to our consolidated statements of operations. In addition, because Adjusted EBITDA may not be calculated identically by all companies, the presentation here may not be comparable to other similarly titled measures of other companies. We believe that Adjusted EBITDA provides useful information to investors about the Company’s results attributable to operations, in particular by eliminating the impact of non-cash charges related to stock-based compensation, amortization and depreciation that is consistent with the manner in which management evaluates the Company’s performance. These adjustments to the Company’s GAAP results are made with the intent of providing a more complete understanding of the Company’s underlying operational results and provide supplemental information regarding the Company’s current ability to generate cash flow. Adjusted EBITDA is not intended to be considered in isolation or as a replacement for, or superior to Net Loss as an indicator of the Company’s operating performance, or cash flow, as a measure of its liquidity. Adjusted EBITDA should be reviewed in conjunction with Net Loss as calculated in accordance with GAAP.

About Jones Soda Co.

Jones Soda Co.® (CSE: JSDA, OTCQB: JSDA) is a leading craft soda manufacturer with subsidiaries dedicated to cannabis products. The Company markets and distributes premium craft sodas under the Jones® Soda and Lemoncocco® brands, and a variety of cannabis products under the Mary Jones brand. Jones’ mainstream soda line is sold across North America in glass bottles, cans and on fountains through traditional beverage outlets, restaurants and alternative accounts. The Company is headquartered in Seattle, Washington. For more information, visit www.jonessoda.com.

Forward-Looking Statements Disclosure

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all passages containing words such as “will,” “aims,” “anticipates,” “becoming,” “believes,” “continue,” “estimates,” “expects,” “future,” “intends,” “plans,” “predicts,” “projects,” “targets,” or “upcoming.” Forward-looking statements also include any other passages that are primarily relevant to expected future events or that can only be evaluated by events that will occur in the future. Forward-looking statements are based on the opinions and estimates of management at the time the statements are made and are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated or implied in the forward-looking statements. Factors that could affect the Company’s actual results, including its financial condition and results of operations, include, among others: its ability to successfully execute on its growth strategies and operating plans for the future; the Company’s ability to continue to effectively utilize the proceeds from its financings completed in 2022; the Company’s ability to continue to develop and market THC/CBD-infused and/or cannabis-infused beverages and edibles, and comply with the laws and regulations governing cannabis, hemp or related products, and the timing and costs of the development of these new product lines; the Company’s ability to manage operating expenses and generate sufficient cash flow from operations; the Company’s ability to create and maintain brand name recognition and acceptance of its products; the Company’s ability to adapt and execute its marketing strategies; the Company’s ability to compete successfully against much larger, well-funded, established companies currently operating in the beverage industry generally and in the craft beverage segment specifically; the Company’s ability to respond to changes in the consumer beverage marketplace, including potential reduced consumer demand due to health concerns (including obesity) and legislative initiatives against sweetened beverages (including the imposition of taxes); its ability to develop and launch new products and to maintain brand image and product quality; the Company’s ability to maintain and expand distribution arrangements with distributors, independent accounts, retailers or national retail accounts; its ability to manage inventory levels and maintain relationships with manufacturers of its products; its ability to maintain a consistent and cost-effective supply of raw materials and flavors and to manage factors affecting its supply chain; its ability to attract, retain and motivate key personnel; its ability to protect its intellectual property; the impact of future litigation and the Company’s ability to comply with applicable regulations; its ability to maintain an effective information technology infrastructure, fluctuations in freight and fuel costs; the impact of currency rate fluctuations; its ability to access the capital markets for any future equity financing; the Company’s ability to maintain disclosure controls and procedures and internal control over financial reporting; dilutive and other adverse effects from future potential securities issuances; and any actual or perceived limitations by being traded on the OTCQB Marketplace. More information about factors that potentially could affect the Company’s operations or financial results is included in its most recent annual report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”) on March 29, 2023 and in the other reports filed with the SEC since that that date. Readers are cautioned not to place undue reliance upon these forward-looking statements that speak only as to the date of this release. Except as required by law, the Company undertakes no obligation to update any forward-looking or other statements in this press release, whether as a result of new information, future events or otherwise.

Company Contact:

David Knight
President and CEO
1-206-624-3357

Investor Relations Contact:

Cody Cree
Gateway Group
1-949-574-3860
JSDA@gateway-grp.com

 
JONES SODA CO.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
(Unaudited)
 
    June 30, 2023   December 31, 2022
ASSETS     (In thousands, except share data)
Current assets:            
Cash and cash equivalents   $ 5,076     $ 7,971  
Accounts receivable, net of allowance of $145 and $110, respectively     3,532       3,170  
Inventory     2,538       2,621  
Prefunded insurance premiums from financing     204       612  
Prepaid expenses and other current assets     1,186       601  
Total current assets     12,536       14,975  
Fixed assets, net of accumulated depreciation of $333 and $309, respectively   121       127  
Total assets   $ 12,657     $ 15,102  
LIABILITIES AND SHAREHOLDERS’ EQUITY            
Current liabilities:            
Accounts payable   $ 1,039     $ 1,070  
Accrued expenses     1,556       1,643  
Insurance premium financing     204       612  
Taxes payable     2       10  
Total current liabilities     2,801       3,335  
Total liabilities     2,801       3,335  
Shareholders’ equity:            
Common stock, no par value:            
Authorized — 800,000,000 issued and outstanding shares — 101,058,135 shares and 100,263,135 shares, respectively     90,110       89,680  
Accumulated other comprehensive income     333       287  
Accumulated deficit     (80,587 )     (78,200 )
Total shareholders’ equity     9,856       11,767  
Total liabilities and shareholders’ equity   $ 12,657     $ 15,102  
             
JONES SODA CO.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
                       
  Three months ended June 30,   Six months ended June 30,
  2023     2022     2023     2022  
  (Unaudited)   (Unaudited)
   
Revenue $ 4,806     $ 6,015     $ 8,676     $ 10,538  
Cost of goods sold   3,247       4,328       5,982       7,614  
Gross profit   1,559       1,687       2,694       2,924  
Gross profit %   32.4%       28.0%       31.1%       27.7%  
                       
Operating expenses:                      
Selling and marketing   1,080       1,076       2,112       2,219  
General and administrative   1,508       1,882       2,964       3,404  
    2,588       2,958       5,076       5,623  
Loss from operations   (1,029 )     (1,271 )     (2,382 )     (2,699 )
Interest income   18       2       18       4  
Interest expense         (146 )           (377 )
Other income (expense), net   4       (11 )     (1 )     (11 )
Loss before income taxes   (1,007 )     (1,426 )     (2,365 )     (3,083 )
Income tax expense, net   (17 )     (9 )     (22 )     (16 )
Net loss $ (1,024 )   $ (1,435 )   $ (2,387 )   $ (3,099 )
                       
Net loss per share – basic and diluted $ (0.01 )   $ (0.02 )   $ (0.02 )   $ (0.04 )
Weighted average common shares outstanding – basic and diluted   100,880,113       95,303,482       100,667,058       87,539,631  
                       
JONES SODA CO.
NON-GAAP RECONCILIATION
(Unaudited, in thousands)
               
  Three months ended June 30,   Six months ended June 30,
  2023     2022     2023     2022  
GAAP net income (loss) $ (1,024 )   $ (1,435 )   $ (2,387 )   $ (3,099 )
Stock based compensation   274       117       540       386  
Interest income   (18 )     (2 )     (18 )     (4 )
Interest expense         146             377  
Income tax expense, net   17       9       22       16  
Depreciation and Amortization   22       18       30       34  
Non-GAAP Adjusted EBITDA $ (729 )   $ (1,147 )   $ (1,813 )   $ (2,290 )
                       

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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Endexx Announces Record Fiscal Second Quarter 2023 https://mjshareholders.com/endexx-announces-record-fiscal-second-quarter-2023/ Mon, 22 May 2023 16:34:29 +0000 https://cannabisfn.com/?p=2973151

Ryan Allway

May 22nd, 2023

News, Top News


Endexx Consolidated Q2 Year-over-Year Quarterly Sales Increased 865%

CAVE CREEK, AZ, May 22, 2023 (GLOBE NEWSWIRE) — via NewMediaWire – Endexx® Corporation (OTC: EDXC), a provider of innovative plant-based wellness and nutritional products, today announced the filing of its Form 10-Q for its second quarter ending March 31, 2023.  Endexx reported the consolidated second quarter unaudited revenue has grown 865% “Year-over-Year” (YOY) from USD $254,686 in the second quarter of last fiscal year to USD $2,457,354 in the second quarter of the current fiscal year, a $2,202,668 (865%) increase. The Q2 unaudited consolidated financial statement, including Hyla™ and CBD Unlimited™, reports that revenue has grown nearly 9x. The strength of international and domestic sales of Hyla’s organically processed, plant-based, all-natural, zero-nicotine vape products is increasing as the market for nicotine-based vape products is under regulatory scrutiny, both internationally and in the USA. Over ten thousand points of distribution have been added to the distribution complex in the first six months of fiscal 2023. Endexx also reported USD $2,949,063 in consolidated revenues in its first six months of fiscal 2023 compared to USD $529,277 in the same period of fiscal 2022, a 557% increase. For the same comparative periods, gross profits increased from USD $175,530 to USD $586,512, an increase of USD $410,782 or (234%).

“Endexx’s acquisition of the controlling interest of Hyla has generated its greatest revenue increase in the company’s history,” stated CEO Todd Davis.  Davis added, “International distribution and expansion has set the stage for a massive revenue expansion for Endexx over the coming quarters and years ahead.”

Endexx is completing its audited consolidation of Hyla into Endexx.

www.endexx.com & www.cbdunlimited.com & www.tryhyla.com

About Endexx Corporation

Endexx® is a Consumer Products (CPG) company specializing in plant-based formulations and innovative delivery systems, focused on creating “Better Products for a Better You”©. Our focus is on developing the most innovative and effective products using all-natural plant-based ingredients. Our companies:  CBD Unlimited™ and Hyla™ harness the power of plants and deliver clean ingredient formulations with innovative technology systems.

Safe Harbor Notice

This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to financial results and plans for future development activities and are thus prospective. Forward-looking statements include all statements that are not statements of historical fact regarding intent, belief or current expectations of the company, its directors or its officers. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond the company’s ability to control. Actual results may differ materially from those projected in the forward-looking statements. Among the factors that could cause actual results to differ materially from those indicated in the forward-looking statements are risks and uncertainties associated with the company’s business and finances in general, including the ability to continue and manage its growth, competition, global economic conditions and other factors discussed in detail in the Company’s periodic filings with the Securities and Exchange Commission. The company undertakes no obligation to update any forward-looking statements.

Contact:

For further investor and media information, contact:
Endexx Corporation
Todd Davis
Chairman & CEO
Endexx@endexx.com
480-595-6900

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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AYURCANN Reports Q2 2023 Financial Results Featuring a 37% Increase In Year-Over-Year Gross Revenue https://mjshareholders.com/ayurcann-reports-q2-2023-financial-results-featuring-a-37-increase-in-year-over-year-gross-revenue/ Mon, 27 Feb 2023 19:26:07 +0000 https://cannabisfn.com/?p=2972715

Ryan Allway

February 27th, 2023

News, Top News


Toronto, Ontario, Feb. 27, 2023 (GLOBE NEWSWIRE) — Ayurcann Holdings Corp. (CSE: AYUROTCQB: AYURFFSE: 3ZQ0) (“Ayurcann” or the “Company”), a leading Canadian cannabis extraction company specializing in the processing and co-manufacturing of pharma grade cannabis and hemp to produce various derivative cannabis 2.0 and 3.0 products in the recreational market, is pleased to announce its financial and operational results for the three-months ended December 31, 2022, the highlights of which are included in this news release. All figures are reported in Canadian dollars. The Company’s full set of consolidated financial statements for the three-months ended December 31, 2022 and accompanying management’s discussion and analysis can be accessed by visiting the Company’s website at www.ayurcann.com and its profile page on SEDAR at www.sedar.com.

FINANCIAL HIGHLIGHTS FOR THE THREE-MONTHS ENDED DECEMBER 31, 2022

  • Gross revenue increased to $4,408,997 for the period (compared to $3,211,244 for the same period last year), representing an increase of 37%
  • Gross margin, calculated based on net revenue, was 44%
  • Continued sales growth quarter-over-quarter with gross revenue $4,408,997 for Q2 2023 (compared to $3,358,213 for Q1 2023), representing an increase of 31%
  • Expanded team and new partnerships, adding expertise to enable innovation and production efficiencies.
  • Successfully grew our product offerings to 50 stock keeping units (“SKUs”) across the country and became a top seller of new and existing innovation including1:
    • In the 1G VAPE Category:
      • ACROSS CANADA – #8
      • ONTARIO – #5
      • ALBERTA – #9
      • SASKATCHEWAN – #3
    • In the 1×0.5G PREROLLS:
      • ACROSS CANADA – #1
      • ONTARIO – #1 (Supplier and SKU)
      • SASKATCHEWAN – #3 (Supplier and SKU)
      • MANITOBA – #3 Supplier / #2 SKU

“As we continue to expand to more markets across the country with our offerings, we are thrilled to report consistent growth in our revenue and market share despite the price compression that continues to impact the cannabis industry. Ayurcann is proud to have generated an increase in revenue from its business-to-consumer strategy. Ayurcann is selling products across the country and has 6,500 products listed for sale (the “Product Offerings”) throughout the vape, concentrate, oil and flower sectors (the “Sectors”). The increase in revenue, combined with the growth of our in-house brands, continues to have a positive impact on the future development of Ayurcann,” said Igal Sudman, Chief Executive Officer of Ayurcann.

OPERATIONAL HIGHLIGHTS FOR THE THREE-MONTHS ENDED DECEMBER 31, 2022

  • Over 6,500 Product Offerings throughout New Brunswick, Ontario, Manitoba, Saskatchewan, Alberta, and British Columbia with over 40 new SKUs being launched over the next three to six months, continuing to provide innovation to consumers.
  • Top selling Company brands: Fuego, Hustle & Shake, and Xplor, are consistent performers in the provinces they are listed in.
  • Consistently offered new SKUs to the market, reflecting the reliability and value that Ayurcann has brought to the recreational cannabis market in Canada.

“With a focus for innovation and growth of new product offerings, combined with our current Product Offerings, we are confident that we can grow market share in the Sectors across the country to help grow our top line revenues,” further added Mr. Sudman.

For further information, please contact:

Igal Sudman, Chairman and Chief Executive Officer
Ayurcann Holdings Corp.
Tel: 905-492-3322.
Email: info@ayurcann.com

Investor Relations:

Email: ir@ayurcann.com

About Ayurcann:

Ayurcann is a leading post-harvest solution provider with a focus on providing and creating custom processes and pharma grade products for the adult use cannabis industry in Canada. Ayurcann is striving to become a partner of choice for leading Canadian cannabis brands by providing best-in-class, proprietary services including ethanol extraction, formulation, product development and custom manufacturing.

For more information about Ayurcann, please visit www.ayurcann.com and its profile page on SEDAR at www.sedar.com.

Neither the Canadian Securities Exchange nor its Regulation Services Provider have reviewed or accept responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking statements. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as plansstrategyexpects or does not expectintendscontinuesanticipates or does not anticipate, or believes, or variations of such words and phrases or may contain statements that certain actions, events or results will be takenwill launch or will be launchingwill includewill allowwill be made will continuewill occur or will be achieved. The forward-looking information and forward-looking statements contained herein include, but are not limited to, statements regarding: the Company launching new SKUs upon the timelines disclosed herein; the Company gaining market share across the country, allowing the Company to grow its revenue; the Company’s expanded team providing innovation and product efficiencies; automation tools increasing workflow and efficiencies; and the ability of the Company to become the partner of choice for leading Canadian and international cannabis brands.

Forward-looking information in this news release are based on certain assumptions and expected future events, namely: the Company will expand and be able to maintain production capacity; continued approval of the Company’s activities by the relevant governmental and regulatory authorities; the continued growth of the Company, including its in-house brands and top-line revenue; the Company’s successful implementation of its strategy to expand market share in the cannabis industrythe Company’s continuing ability to meet the requirements necessary to remain listed on the Canadian Securities Exchange and alternative exchanges; the Company selling its products in compliance with applicable laws and regulations; the Company successfully launching and distributing the new SKUs; the Company growing its exposure, consumer and retail partnerships and securing additional product listings and market share throughout the country; the Company maintaining a continuous path of growth; the Company’s in-house brands and revenue having a positive impact on the Company’s future developmentthe Company maintaining and creating new relationships with retail distributors; the Company’s expanded team and automation tools providing innovation, increasing workflow and efficiencies; and the Company becoming the partner of choice for leading Canadian and international cannabis brands.

These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including but not limited to: the Company’s inability to expand and/or maintain production capacity; the potential inability of the Company to continue as a going concern; the risks associated with the cannabis industry in general; increased competition in the cannabis extraction market; the potential future unviability of the cannabis market; risks associated with potential governmental and/or regulatory action with respect to the cannabis industry; the Company’s inability to obtain continued regulatory approvals; the Company’s inability to meet the requirements necessary to remain listed on the Canadian Securities Exchange and alternative exchanges; the Company’s inability to sell its cannabis flower products pursuant to applicable laws and regulations; the Company’s inability to grow and/or increase sales and/or revenue and/or its in-house brands; the Company’s inability to secure funds for the integration, development and distribution of new and existing SKUs; the Company’s inability to secure additional product listings for its new SKUs and grow its market share across the country; the Company’s inability to secure additional partnerships; the Company’s inability to innovate, increase workflows and/or create efficiencies; and the Company’s inability to become the partner of choice for leading Canadian and international cannabis brands.

Readers are cautioned that the foregoing list is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions, or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated.

Forward-looking statements contained in this news release are expressly qualified by this cautionary statement and reflect the Company’s expectations as of the date hereof and are subject to change thereafter. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events, or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required by applicable law.

1 Based on reporting by Hyfyre IQ™ as of February 23, 2023.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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Humble & Fume Inc. Announces Financial Results for Second Quarter Fiscal 2023 https://mjshareholders.com/humble-fume-inc-announces-financial-results-for-second-quarter-fiscal-2023/ Thu, 23 Feb 2023 20:24:28 +0000 https://cannabisfn.com/?p=2972718

Ryan Allway

February 23rd, 2023

News, Top News


New Leadership Team is Focused on Accelerating Growth and Margin Enhancement

Highlights include:

  • A new leadership team has been introduced with a focus on the following:
  • Q2 saw a decrease in operating expenses of $2 million or 30% year over year and $3.5 million or 27% for the six months year over year in the North American accessories and Canada cannabis business. This is offset by increased costs of $4.4 million and $8.5 million relating to expanding the California cannabis distribution business for three and six months, respectively.
  • Q2 saw continued growth of our California cannabis distribution business, generating revenue of a quarter-over-quarter increase of 177%.
  • Q2 saw gross margin improve to 17.1% compared to 11.9% in Q1 2022. Our focus on driving efficiencies in our North American accessories business reduced overall inventory by 14% or $1.5 million. The team continues to focus on margin-enhancing products and opportunities.

TORONTOFeb. 23, 2023 /PRNewswire/ – Humble & Fume Inc. (CSE: HMBL) (OTCQX: HUMBF) (“Humble” or the “Company”), a leading North American distributor of cannabis and cannabis accessories, today reported its second-quarter fiscal 2023 (“Q2 2023”) financial and operating results for the six and three months ended December 31, 2022.

“I want to acknowledge the effort made by our prior leadership team,” said CEO Jakob Ripshtein. “The past twelve months was a challenging adjustment period for our business.”

In Q2, the company saw a quarter-over-quarter revenue increase of 177% in its California cannabis distribution business. Operating expenses decreased by $2 million or 30% year over year in the North American accessories and Canada cannabis business and decreased by $3.5 million or 27% for the six months year over year. However, increased costs of $4.4 million and $8.5 million relating to expanding the California cannabis distribution business for three and six months, respectively, offset these savings.

“The progress we have made in addressing our inventory concerns is encouraging, but we are confident there is more we can do in this area,” said Mr. Ripshtein.

Gross margin improved to 17.1% compared to 11.9% in Q1 2022, thanks to driving efficiencies in the North American accessories business that reduced overall inventory by 14% or $1.5 million.

Mr. Ripshtein continued, “Our focus on margin-enhancing products and opportunities includes the introduction of a proactive, rigorous approach to address inventory levels further. We will concentrate on high-velocity, margin-enhancing SKUs, which are expected to provide working capital and gross profit benefits.”

The company’s new leadership team is focused on accelerating the growth of the cannabis business, driving change management to develop effective and efficient operations, margin enhancement within the North American accessories business, and prioritizing white-label offerings to deliver a differentiated service to customers that generate accretive margins.

Mr. Ripshtein concluded, “Our commitment to providing the best possible service to our customers goes hand in hand with ensuring that we are disciplined in addressing the task at hand inside our business. We must accelerate growth opportunities, drive efficiencies at every touchpoint, and deliver long-term shareholder value.”

The financial statements, notes to the financial statements, and Management’s Discussion and Analysis for the six and three months ended December 31, 2022, are available on the SEDAR website at www.sedar.com.

About Humble & Fume Inc.

Humble & Fume Inc. is a leading North American distributor of cannabis and cannabis accessories, supported by a customer-centric sales team and strong fulfillment infrastructure. As the only fully-integrated cannabis distribution solution, Humble bridges the gap for retailers, licensed cannabis producers, multi-state operators, and cannabis consumers to maximize sales penetration, and increase financial performance. With over 20 years of North American operating experience, Humble has cultivated extensive vendor and customer relationships, distributing premium cannabis consumables and consumption devices. The Company is comprised of subsidiaries that represents its vertical integration across North AmericaHumble+FumeB.O.B. Headquarters Inc.Windship Trading LLCHumble+ Cannabis Solutions and Fume Labs Inc.

Non-IFRS Financial Measures

EBITDA and Adjusted EBITDA are financial measures that are not defined under IFRS. We define EBITDA as net income (loss), or “earnings”, before interest, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA before: (i) fair value adjustments on biological assets and fair value adjustments on sale of inventory; (ii) share-based compensation expense; (iii) RTO listing expense; and (iv) goodwill impairment losses. We believe Adjusted EBITDA is a useful measure to assess the performance of the Company as it provides more meaningful operating results by excluding the effects of expenses that are not reflective of our operating business performance and other one-time or non- recurring expenses, and also provide additional perspective and insights when analyzing the core operating performance of the business. These supplemental non-IFRS financial measures should not be considered superior to, as a substitute for or as an alternative to, and should only be considered in conjunction with, the IFRS financial measures presented herein.

Forward-Looking Information and Statements

This news release contains “forward-looking information” within the meaning of applicable securities laws relating to the proposed listing on the CSE, the focus of the Company’s business, and intentions of those subject to early warning disclosure requirements. Any such forward-looking statements may be identified by words such as “expects”, “anticipates”, “intends”, “contemplates”, “believes”, “projects”, “plans” and similar expressions. Readers are cautioned not to place undue reliance on forward-looking statements. Statements about, among other things, Humble & Fume Inc.’s strategic plans including future growth opportunities and strategies in the United States are all forward-looking information. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance, or achievements to be materially different from those implied by such statements. Although such statements are based on management’s reasonable assumptions, there can be no assurance that such forward-looking statements will occur as described herein. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances or actual results unless required by applicable law. Readers are encouraged to refer to the Company’s disclosure available on its SEDAR profile (at www.sedar.com) for information as to the risks and other factors which may effect the Company’s business objectives and strategic plans.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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RIV Capital Reports Fiscal Second Quarter 2023 Financial Results https://mjshareholders.com/riv-capital-reports-fiscal-second-quarter-2023-financial-results/ Tue, 29 Nov 2022 19:28:38 +0000 https://www.cannabisfn.com/?p=2970232

Ryan Allway

November 29th, 2022

News, Top News


– Receives all regulatory approvals for the final closing of the previously announced Etain Transaction, which is expected to occur by year end

TORONTONov. 29, 2022 /PRNewswire/ – RIV Capital Inc. (“RIV Capital” or the “Company“) (CSE: RIV) (OTC: CNPOF), an acquisition and investment firm with a focus on building a leading multistate platform with one of the strongest portfolios of brands in key strategic U.S. markets, today released its financial results for the three and six months ended September 30, 2022 (“FQ2 2023”).

FQ2 2023 Highlights

  • Received New York State Cannabis Control Board (“CCB”) and New York State Office of Cannabis Management (“OCM”) approval for Etain, LLC’s change of control request, clearing the path for the Company to complete the final closing of the previously announced acquisition of ownership and control of Etain IP LLC and Etain, LLC (collectively, “Etain”) (the “Etain Acquisition”)
  • Entered into a lease agreement with Zephyr, a leading California-based developer, for the development and operation of a planned new flagship cannabis cultivation and manufacturing facility in Buffalo, New York
  • $165 million of cash on-hand to, among other things, support the completion of the Etain Acquisition, the expansion and development of Etain’s cultivation and processing facilities, and to pursue new growth opportunities
  • Reported a net loss of $142.3 million, including a goodwill impairment charge of $138.9 million related to the Etain Acquisition

“Having cleared all regulatory hurdles, we are eager to complete the final closing of the Etain Acquisition before the end of 2022, establishing RIV Capital as a strongly positioned, vertically integrated cannabis operator in New York,” said Mark Sims, President and CEO of RIV Capital. “With the long-awaited drafts of New York cannabis market regulations approved for publication last week, we are looking forward to continuing to work with the State to help create an efficient market where registered organizations can operate effectively. We intend to provide our feedback during the public review period and continue to work with the regulators to support the creation of rules that are mutually beneficial for all stakeholders.”

“The draft regulations further support our thesis that there will be a robust wholesale market in New York, where the most successful companies will be those that can build the strongest brands. New York continues to offer us the best platform to launch our brand-focused strategy, and our expanding cultivation footprint designed to support the premium New York market provides RIV Capital with attractive wholesale opportunities.”

Eddie Lucarelli, Chief Financial Officer of RIV Capital, added, “In this environment where access to capital and liquidity continues to be challenging for many cannabis companies, we believe we remain well positioned with a strong balance sheet to execute our expansion strategy in New York and simultaneously evaluate other growth and capital allocation opportunities.”

Strategic and Operational Update

On November 21, 2022, RIV Capital announced that the CCB and OCM approved Etain, LLC’s change of control request, clearing the path for the Company to complete the final closing of the Etain Acquisition, as all necessary regulatory approvals have been obtained. Final closing of the Etain Acquisition remains subject to customary closing conditions and is expected to occur by the end of calendar year 2022.

Etain’s cultivation and production infrastructure in Chestertown, New York continues to undergo a significant expansion to increase cultivation capacity and support the development of new product formats. The Company expects construction on the entire expansion to be substantially complete before the end of the first quarter of calendar year 2023, with cultivation coming online in the second quarter of calendar year 2023 and a first harvest expected soon after in the third quarter of calendar year 2023.

During FQ2 2023, RIV Capital entered into a lease agreement with Zephyr for the development and operation of a planned new flagship indoor cannabis cultivation and manufacturing facility in Buffalo, New York, designed with premier cultivation and production infrastructure specifically tailored to support the New York market. Under the lease agreement relating to the facility, RIV Capital will lease two buildings totaling approximately 75,000 square feet. Importantly, the Company plans to designate and make available approximately 10,000 square feet of the new facility for social equity licensees. The Company believes that supporting the State’s initiatives for an equitable cannabis industry will further strengthen the broader New York market, while securing new wholesale opportunities and other potential partnerships. Zephyr began initial work on the development of the new flagship facility in October 2022. The lease is contingent on receipt of regulatory and other necessary approvals, including completion of any environmental remediation pursuant to the New York State Brownfield Program. Operation of the flagship facility is also subject to receipt of regulatory approval from the CCB and OCM.

The Company recognizes that the current market in New York faces operational challenges, many of which result from the uncertainty created by the prolonged roll-out of regulations for the adult-use market. On November 21, 2022, the CCB and OCM published draft regulations for New York’s adult-use cannabis market that are subject to a 60-day public comment period. Etain, LLC intends to submit comments to the CCB and OCM on the draft regulations as part of the review process, with the intent of supporting the development of regulations that are mutually beneficial to all stakeholders.

Management continues to strongly believe in the significant market opportunity in New York: in addition to being well aligned with RIV Capital’s growth strategy, management believes the State’s social equity retail license program presents a particularly attractive opportunity for the Company’s future wholesale business.

RIV Capital’s long-term strategy is to build a leading multi-state operating and brand platform, with New York serving as the foundation. In the near term, the Company is primarily focused on its New York operations and will continue to execute on its expansion plans, keeping the evolving regulatory climate in mind. The Company intends to develop and expand new brands and products designed to resonate with the New York consumer, with plans to offer Etain’s popular product line as one of its core brands, which will include new form factors and SKUs.

While management’s focus is on operationalizing New York, the Company continues to explore M&A opportunities and believes that RIV Capital’s strong liquidity puts the Company in a favourable position to build its US platform as regional and broader markets evolve.

The Company continues to evaluate its capital allocation strategy, given its existing cash resources and plans for expansion of the Chestertown facility and development of the Buffalo site. As part of that process, the Company may consider a repurchase of its Class A common shares, subject to the requirements of applicable law and stock exchange requirements and receipt of applicable approvals. Any such action would be subject to further determination of the Board of Directors of the Company and there can be no assurance any such steps will be pursued by the Company.

Additionally, effective October 3, 2022, Amanda Rico was appointed Chief Human Resources Officer of RIV Capital. Ms. Rico brings extensive HR experience to RIV Capital’s management team, having held a variety of HR focused roles across The Scotts Miracle-Gro Company (“ScottsMiracle-Gro”). Prior to joining RIV Capital, Ms. Rico most recently served as the Vice President of Human Resource Operations at ScottsMiracle-Gro. In this role, she was responsible for managing all HR Operations for the company, primarily supporting The Hawthorne Gardening division. As an HR professional with over 17 years of experience, she has worked in various industries, bringing a unique perspective to supporting people operations and passion for creating a diverse and inclusive culture.

Impairment Charge

The Company is required to review the carrying value of goodwill and intangible assets annually for impairment or more frequently when there are indicators that impairment may have occurred.

As the Company identified indicators that an impairment of its cash generating unit (“CGU“) represented by Etain (the “Etain CGU“) may have occurred, the Company conducted an impairment test as at September 30, 2022, by comparing the recoverable amount of the Etain CGU to its carrying amount. The recoverable amount was represented by the estimated fair value (less costs to sell) of the Etain CGU, which was based upon an updated financial forecast for the business and an updated discount rate applied to projected cash flows to account for the enhanced risk and uncertainty attached to the New York market. Based on the foregoing, the Company recognized an impairment charge of $138.9 million for the Etain CGU for FQ2 2023.

While the Company remains optimistic about the New York market, the discounted cash flow analysis used for the impairment assessment considered, among other things, the delay in the development of the regulated market for adult-use cannabis in New York relative to initial expectations, as well as increased uncertainty regarding registered organizations’ pathway to participation in such market. The Company believes that these developments have contributed to proposed transactions involving New York cannabis license holders being abandoned and values implied by recently announced transactions involving comparable businesses being lower than the purchase price paid in the Etain Acquisition. In addition, the Company believes that market-based perceptions of the value of New York cannabis licenses have also been negatively impacted by the perceived proliferation of the unregulated market that has developed (particularly within New York City) and lack of enforcement to curtail such activities.

The impairment charge is an adjustment that does not affect the Company’s current cash position or cash flow from operating activities. There is no guarantee as to whether further impairment charges will or will not occur in the future. Additional information regarding the impairment of the Etain CGU is available in the Company’s unaudited condensed interim consolidated financial statements (the “Interim Consolidated Financial Statements“), available under the Company’s profile on SEDAR at www.sedar.com and on the Company’s website at www.rivcapital.com/investors.

FQ2 2023 Financial Results

The following is a summary of the Company’s financial results the three and six months ended September 30, 2022 and 2021. Unless otherwise indicated, all financial highlights summarized in tables in this press release are presented in thousands of dollars, except share and per share amounts. All references to “$” are to United States dollars.

Summary Operating Results(1)(2)
Three months
ended
Sep. 30, 2022
Three months
ended
Sep. 30, 2021
Six months
ended
Sep. 30, 2022
Six months
ended
Sep. 30, 2021
Revenue $ 1,977 $ – $ 3,405 $ –
Excise taxes (124) (211)
Total revenue, net 1,853 3,194
Cost of goods sold 906 1,689
Gross profit excluding fair value items 947 1,505
Fair value items included in gross profit (58) (94)
Gross profit 889 1,411
Selling, general, and administrative expenses 4,840 4,035 10,369 6,064
Impairment of goodwill 138,937 138,937
Operating loss (142,888) (4,035) (147,895) (6,064)
Other income (loss) (1,557) (18) 600 (26,448)
Loss before taxes (144,445) (4,053) (147,295) (32,512)
Income tax recovery (2,121) (2,870) (1,497) (6,819)
Net loss $ (142,324) $ (1,183) $ (145,798) $ (25,693)
Other comprehensive income (loss) 390 (6,609) (4,159) (3,423)
Total comprehensive loss $ (141,934) $ (7,792) $ (149,957) $ (29,116)
Loss per share – basic $ (0.84) $ (0.01) $ (0.88) $ (0.18)
Loss per share – diluted $ (0.84) $ (0.01) $ (0.88) $ (0.18)
(1) The operating results reported by the Company for the six months ended September 30, 2022, include the operating results for Etain, LLC from April 23, 2022, to September 30, 2022. The revenue and net loss reported by the Company for the six months ended September 30, 2022, would not have been materially different had the initial closing of the Etain Acquisition been effected April 1, 2022, instead of April 22, 2022.
(2)  The Company changed its presentation currency from the Canadian dollar to the U.S. dollar, effective April 1, 2022. Comparative period results have been restated to reflect current period presentation.

The Company reported revenue, net of excise taxes, of $1.9 million for the three months ended September 30, 2022, compared to $1.3 million for the previous quarter (the Company did not report revenue for any reporting periods ended on or prior to March 31, 2022). Retail revenue of $1.9 million was generated from Etain, LLC’s dispensaries in ManhattanKingstonSyracuse, and Yonkers, and wholesale revenue of $0.1 million was generated from sales of Etain-branded products to other registered organizations in New York.

The Company reported cost of goods sold (which excludes unrealized fair value changes included in biological assets and realized fair value changes included in inventory sold) of $0.9 million for the three months ended September 30, 2022, compared to $0.8 million for the previous quarter (the Company did not report cost of goods sold for any reporting periods ended on or prior to March 31, 2022). The unrealized loss on changes in fair value of biological assets and fair value gain included in inventory sold were not material for the quarter.

Based on the foregoing, the Company reported a gross profit of $0.9 million for the three months ended September 30, 2022, compared to a gross profit of $0.5 million for the previous quarter (the Company did not report gross profit for any reporting periods ended on or prior to March 31, 2022).

The Company reported operating expenses of $4.8 million for the three months ended September 30, 2022, compared with operating expenses of $4.0 million for the same period last year. The increase in operating expenses relative to the comparative period was primarily due to the significant increase in the size and scope of general and administrative functions of the Company to support its strategic shift to the U.S. cannabis market and as a result of the Etain Acquisition, as well as legal fees incurred in respect of litigation matters.

As noted above, the Company recognized a goodwill impairment charge of $138.9 million for the three months ended September 30, 2022.

The Company reported other loss of $1.6 million for the three months ended September 30, 2022, compared with other loss of a nominal amount for the same period last year. The following factors contributed to the Company’s reported results, among other items:

  • Royalty, interest, and lease income was $0.1 million for the three months ended September 30, 2022, compared with $0.3 million for the same period last year. The decrease in royalty, interest, and lease income relative to the comparative period was primarily attributable to the Company no longer recognizing royalty, interest, or lease income for certain investees due to challenges in the underlying business performance of those investees or as a result of dispositions of these financial assets.
  • Share of loss from associates was $0.5 million for the three months ended September 30, 2022, compared with $0.4 million for the same period last year.
  • The net change in fair value of financial assets at fair value through profit or loss (“FVTPL“) was a decrease of $1.4 million for the three months ended September 30, 2022, compared with an increase of $0.5 million for the same period last year.
  • Accretion and interest expense was $4.3 million for the three months ended September 30, 2022, compared with $0.9 million for the same period last year. The increase in accretion expense relative to the comparative period was primarily attributable to the accretion expense recognized on the convertible notes issued to The Hawthorne Collective, Inc. and accretion expense recognized on the deferred consideration payable.
  • Unrealized foreign exchange gain was $4.4 million for the three months ended September 30, 2022, compared with $1.8 million for the same period last year. The increase in unrealized foreign exchange gain was primarily attributable to foreign-denominated cash deposits held by the Company and certain of its subsidiaries.

The Company reported an income tax recovery of $2.1 million for the three months ended September 30, 2022, compared with an income tax recovery of $2.9 million for the same period last year. Income tax recovery for the period included a tax expense of $0.2 million related to the estimated taxable profits of Etain, LLC for which the Company is responsible.

Based on the foregoing, the Company reported a net loss of $142.3 million, and a basic and diluted loss per share of $0.84 for the three months ended September 30, 2022, compared with a net loss of $1.2 million, and a basic and diluted loss per share of $0.01 for the same period last year.

The net change in fair value of financial assets at fair value through other comprehensive income (net of tax expense or recovery) was an increase of $1.0 million for the three months ended September 30, 2022, compared with an increase of $0.3 million for the same period last year. The Company also reported a downward adjustment as a result of foreign currency translation of $0.6 million for the three months ended September 30, 2022, compared with a downward adjustment of $7.0 million for the same period last year. The recognition of the foreign currency translation adjustment was due to the shift in the Company’s presentation currency from Canadian dollars to U.S. dollars effective April 1, 2022.

Based on the foregoing, the Company reported a total comprehensive loss of $141.9 million for the three months ended September 30, 2022, compared with a total comprehensive loss of $7.8 million for the same period last year.

Summary Cash Flows and Financial Position Data
Six months
ended
Sep. 30, 2022
Six months
ended
Sep. 30, 2021
Net cash flows from operating activities $ (7,278) $ (20,519)
Net cash flows from investing activities (168,096) 85,442
Net cash flows from financing activities 23,994 145,015
Net increase (decrease) in cash $ (151,380) $ 209,938
Effect of foreign exchange rate movements on cash
held
(1,906) 5,635
Cash, beginning of fiscal period 318,706 101,695
Cash, end of fiscal period $ 165,420 $ 317,268
As at

Sep. 30, 2022

As at

Mar. 31, 2022

Current assets $ 183,792 $ 330,190
Non-current assets 155,405 36,021
Total assets $ 339,197 $ 366,211
Current liabilities $ 45,973 $ 3,946
Non-current liabilities 142,906 97,551
Total liabilities $ 188,879 $ 101,497
Total shareholders’ equity $ 150,318 $ 264,714

FQ2 2023 Portfolio Updates

The following represents a brief summary of other developments in the RIV Capital portfolio during and subsequent to FQ2 2023:

  • BioLumic Inc. (“BioLumic“) announced an exclusive partnership with Fluence, a leading global provider of energy-efficient lighting solutions for commercial cannabis and food production, to deliver BioLumic’s cutting-edge UV Light Signals through Fluence’s industry-leading LED products.
  • High Beauty, Inc. (“High Beauty“) completed the initial closing of a financing round that triggered automatic conversion mechanisms pursuant to the senior secured convertible promissory note agreement between High Beauty and the Company. Accordingly, the convertible promissory note with a face value of $0.8 million that the Company purchased in December 2019 converted into 1,000,017 shares of High Beauty based on a conversion price that was a 20.0% discount to the price per share implied by High Beauty’s raise.
  • Dynaleo Inc. announced the launch of Canada’s first Delta 8 soft chew under the Sunshower brand, and Canada’s first large format CBG soft chew offering from DynaWellness.
  • Headset, Inc. expanded access to its competitive intelligence tool, Headset Insights, to businesses in Massachusetts and Florida; and augmented its suite of cannabis market and intelligence solutions with the launch of Bridge Signal, which provides a secure and reliable way to access competitive intelligence in real-time, without the interruptions that alternative web-scraping models may encounter.
  • LeafLink International decided to temporarily suspend operations in Canada in light of ongoing limitations on the company’s growth prospects driven primarily by certain regulatory restrictions, until such time that the Canadian regulatory framework evolves to allow more direct transactions between producers and retailers, or there are further developments in international cannabis markets.

This press release should be read in conjunction with the Company’s Interim Consolidated Financial Statements and management’s discussion and analysis (“MD&A“) for FQ2 2023, which are available under the Company’s profile on SEDAR at www.sedar.com and on the Company’s website at www.rivcapital.com/investors.

For more information regarding the Company and its portfolio companies, please refer to the MD&A and the Company’s annual information form (“AIF”) dated June 10, 2022, also available under the Company’s profile on SEDAR at www.sedar.com and on the Company’s website at www.rivcapital.com/investors.

About RIV Capital

RIV Capital is an acquisition and investment firm with a focus on building a leading multistate platform with one of the strongest portfolios of brands in key strategic U.S. markets. Backed by in-house expertise and cannabis domain knowledge, RIV Capital aims to grow its own brands and partner with established U.S. cannabis operators and brands to bring them to new markets and build market share. RIV Capital established the foundational building blocks of its active U.S. strategy with the announced Etain Acquisition. Through its strategic relationship with The Hawthorne Collective, Inc. (“The Hawthorne Collective“), a subsidiary of ScottsMiracle-Gro, RIV Capital is The Hawthorne Collective’s preferred vehicle for cannabis-related investments not under the purview of other ScottsMiracle-Gro subsidiaries.

Forward-Looking Statements 

This news release contains statements which constitute “forward-looking information” within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of RIV Capital and its portfolio companies with respect to future business activities and operating performance. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding the Company’s strategies, objectives, goals, opportunities and plans, including in respect of Etain; the Company’s expectations regarding the regulations for the New York market and its intentions to provide feedback on the recently released New York cannabis market regulations; the Company’s liquidity position, including its ability to finance the second closing of the Etain Acquisition and long-term expansion plans with cash on-hand; the Company’s ability to appropriately scale Etain’s existing infrastructure, processes and systems; the Company’s expectations regarding the U.S. cannabis market; the Company’s expectations of the anticipated benefits of the Etain Acquisition, and the structure thereof, and strategic rationales for acquiring Etain, including expectations regarding legal cannabis market opportunities in New York, the benefits of the New York cannabis market and the value of New York cannabis licenses; the Company’s expectations regarding the impairment and whether or not further impairment charges will or will not occur in the future; expectations regarding the launch of adult-use sales in the state of New York; expectations regarding expansion and timing thereof; expectations regarding the construction of Etain’s Chestertown facility, including the timing of the first harvest; plans to update Etain’s existing retail locations and the potential to build new locations; the Company’s investment in Etain, including the timing and cash required for completion of the second closing of the Etain Acquisition; the Company’s expectations regarding Etain’s position in the New York cannabis market; the Company’s expectations and plans regarding Etain’s business, including its market share, sales, brand, products and locations; the Company’s expectations regarding growth opportunities; challenges faced by the existing U.S. medical cannabis market; the Company’s expectations with respect to the development of the Buffalo facility, including the size and expected timing for completion of such facility and expectations related to the lease agreement with Zephyr; the Company’s intention to, and the anticipated benefits of, supporting New York state cannabis equity initiatives; the Company’s expectations regarding its capital allocation strategy and its intentions regarding a potential repurchase of its Class A common shares; and expectations for other economic, business, and/or competitive factors.

Investors are cautioned that forward-looking information is not based on historical fact but instead reflects management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although RIV Capital believes that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of RIV Capital or its portfolio companies.

Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: satisfaction of other conditions to closing, in respect of the Etain Acquisition; the Company’s ability to execute its go-forward strategy; stock market volatility; changes in the business activities, focus and plans of the Company, Etain and the Company’s investees and the timing associated therewith; the timing of any changes to federal laws in the U.S. to allow for the general cultivation, distribution, and possession of cannabis; regulatory and licensing risks; changes in cannabis industry growth and trends; changes in general economic, business and political conditions, including changes in the financial markets; litigation risks; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; risks relating to anti-money laundering laws; compliance with extensive government regulation, including RIV Capital’s interpretation of such regulation; public opinion and perception of the cannabis industry; divestiture risks; and the risk factors set out in RIV Capital’s MD&A and AIF filed with the Canadian securities regulators and available on RIV Capital’s profile on SEDAR at www.sedar.com.

The Company has invested in and acquired, and intends to in the future invest in and/or acquire, companies that are involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplace in the United States. Local state laws where such operations occur permit such activities, however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the U.S. Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable U.S. federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with recreational and medicinal cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect the Company’s operations and financial performance.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although RIV Capital has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. RIV Capital does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

This article was published by CFN Enterprises Inc. (OTCQB: CNFN), owner and operator of CFN Media, the industry’s leading agency and digital financial media network dedicated to the burgeoning CBD and legal cannabis industries. Call +1 (833) 420-CNFN for more information.

About Ryan Allway

Mr. Allway has over a decade of experience in the financial markets as both a private investor and financial journalist. He has been actively involved in the cannabis industry since its inception, covering public and private companies.


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