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EX-99.2 - EARNINGS CALL SCRIPT - cbdMD, Inc.ycbd_ex992.htm
8-K - CURRENT REPORT - cbdMD, Inc.ycbd_8k.htm
 
Exhibit 99.1
cbdMD Reports Fiscal September 30, 2020 Results
Fiscal Year Net Sales Increased 77% To Record $41.9 Million
e-Commerce Direct-to-Consumer Sales Jump 106% to $30.5 Million
 
CHARLOTTE, N.C. – December 22, 2020 - (BUSINESS WIRE) -- cbdMD, Inc. (NYSE American: YCBD, YCBDpA), one of the nation’s leading and most highly trusted and recognized cannabidiol (CBD) brands, today announced its financial results for the fourth quarter and fiscal year ended September 30, 2020.
 
Commenting on today results, Chairman and co-CEO Martin A. Sumichrast said, “We believe cbdMD is now one of the most successful CBD companies in world, with two of the most recognized and valuable CBD brands, cbdMD and Paw CBD. We are committed to continuing to deliver on our financial goals. We have grown quarterly sales over 900% in eight fiscal quarters. We have remained focused on our core competency, which is e-commerce direct-to-consumer sales, which increased to $30.5 million, or 73% of total net sales in fiscal 2020, a 106% increase from the prior year. We have also maintained one of the strongest balance sheets in the CBD industry and we believe we have more than ample enough capital to execute on our 2021 strategy. In fact, we have recently more than doubled our liquidity, which now stands today at approximately $30 million in cash, with virtually no debt. To put this into context, we built two brands in two years with less cash than we have in the bank today. In addition, we dramatically reduced our non-GAAP adjusted loss from operations from over $10 million in the first half of fiscal 2020 to approximately $1.3 million in the second half of fiscal 2020. Earlier this year we set a goal of achieving positive adjusted operating income during calendar year 2020, a non-GAAP financial measure. We are presently confident we will reach this milestone in early fiscal 2021. However, based upon marketing opportunities that may arise during the year, achieving this goal may be extended later into the fiscal year. While we have not committed to any financial guidance, we do expect continued robust sales growth in fiscal 2021.”
 
Financial Highlights:
 
Fiscal 2020:
 
Net sales increased by 77% year-over-year to a record of $41.9 million in fiscal 2020, from $23.6 million in fiscal 2019.
 
Our gross profit margin increased to 63% in fiscal 2020 from 61% in fiscal 2019. Our non-GAAP adjusted gross margin totaled 67.7% for fiscal 2020, after approximately $2.2 million in non-cash inventory adjustments for the year, as compared to 61% for fiscal 2019.
 
Our loss from operations was $17.6 million in fiscal 2020 as compared to $14.8 million in fiscal 2019, of which approximately $11.7 million, or 67%, was recorded in the first half of fiscal 2020 and approximately $5.8 million was recorded in the second half of the fiscal year.
 
Our non-GAAP adjusted loss from operations in fiscal 2020 was approximately $11.5 million, of which $10.2 million, or 89%, was recorded in the first half of fiscal 2020, and approximately $1.3 million, or 11%, was recorded for the second half of the fiscal year. Our non-GAAP adjusted loss from operations in fiscal 2019 was approximately $11.5 million.
 
Net income attributable to common shareholders for fiscal 2020 was approximately $12.2 million, or $0.28 per share, as compared to a net loss for fiscal 2019 of approximately $50.4 million, or $2.82 per share. The increase in fiscal 2020 was principally attributable to a decrease of approximately $29.8 million in the non-cash contingent liability which is associated with earnout shares which may be issued under the terms of the December 2018 acquisition of Cure Based Development (which owned the cbdMD brand).
 
At September 30, 2020, we had working capital of approximately $16.0 million and cash on hand of approximately $14.8 million as compared to working capital of approximately $12 million and cash on hand of approximately $4.7 million at September 30, 2019. Our working capital position has been further bolstered subsequent to year end following our receipt of approximately $15.8 million in net proceeds from our December 2020 sale of shares of our 8.0% Series A Cumulative Convertible Preferred Stock in a firm commitment underwritten public offering. As a result, as of today we have approximately $30 million in cash on hand.
 
We reported record e-commerce, direct to consumer (DTC) net sales of $30.5 million, or 73% of total net sales in fiscal 2020, an increase of $15.6 million, or 106% increase from fiscal 2019.
 
Our CBD pet brand, Paw CBD, reported approximately $4.5 million in net sales in fiscal 2020, which was the brand’s first full fiscal year.
 
 
 
 
For the Quarter Ended September 30, 2020:
 
Our net sales for the fourth quarter of fiscal 2020 increased by 23% year-over-year to a record of $11.7 million from $9.5 million in the fourth quarter of fiscal 2019.
 
Our gross profit margin for the quarter decreased to 54% in the fourth quarter of fiscal 2020 from 57% in the fourth quarter of fiscal 2019, which was principally attributable to an approximate $1.66 million in non-cash inventory adjustment during the quarter. Our non-GAAP adjusted gross margin totaled 68% for the fourth quarter of fiscal 2020 as compared to approximately 57% in the fourth quarter of fiscal 2019.
 
Our loss from operations was approximately $4.5 million compared to $5.2 million from the prior year’s quarter.
 
Our non-GAAP adjusted operating loss was approximately $1.06 million, compared to a $4.1 million non-GAAP adjusted operating loss from the prior year’s quarter.
 
We reported record fourth quarter fiscal 2020 e-commerce, direct to consumer (DTC) net sales of $8.6 million, an increase of $3.2 million, or 58%, from the fourth quarter of fiscal 2019.
 
Our pet brand, Paw CBD, which was launched in the fourth quarter of fiscal 2019 reported approximately $1.67 million in net sales in the fourth quarter of fiscal 2020.
 
cbdMD, Inc. will host a conference call at 4:15 p.m., Eastern Time, on Tuesday, December 22, 2020, to discuss the company’s September 30, 2020 fourth quarter and fiscal year-end financial results and business progress.
 
CONFERENCE CALL DETAILS
 
Tuesday, December 22, 2020, 4:15 p.m. Eastern Time
 
Domestic:
1-888-506-0062
International:
1-973-528-0011
Replay dial in – Available through January 20, 2020
 
Domestic:
1-877-481-4010
International:
1-919-882-2331
Replay Passcode:
39191
Webcast/Webcast Replay link- available through December 23, 2020:
https://www.webcaster4.com/Webcast/Page/2206/39191
 
About cbdMD, Inc.
 
cbdMD, Inc. is one of the leading, most highly trusted, and most recognized cannabidiol (CBD) brands, whose current products include CBD tinctures, CBD capsules, CBD gummies, CBD topicals, CBD bath bombs and CBD pet products. cbdMD is also a proud partner of Bellator MMA and Life Time, Inc., and has one of the largest rosters of professional sports athletes who are part of “Team cbdMD.” To learn more about cbdMD and our comprehensive line of over 100 SKUs of U.S. produced, Non-THC1 CBD products, please visit www.cbdMD.com, follow cbdMD on Instagram and Facebook, or visit one of the 6,000 retail outlets that carry cbdMD products.
 
1 Non-THC is defined as below the level of detection using validated scientific analytical tools.
 
 
 
 
Forward-Looking Statements
 
This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements can be identified by the use of words such as ''should,'' ''may,'' ''intends,'' ''anticipates,'' ''believes,'' ''estimates,'' ''projects,'' ''forecasts,'' ''expects,'' ''plans,'' and ''proposes.'' These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. You are urged to carefully review and consider any cautionary statements and other disclosures, including the statements made under the heading "Risk Factors" in cbdMD, Inc.'s Annual Report on Form 10-K for the fiscal year ended September 30, 2020 as filed with the Securities and Exchange Commission (the "SEC") and our other filings with the SEC. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are generally outside the control of cbdMD, Inc. and are difficult to predict. cbdMD, Inc. does not undertake any duty to update any forward-looking statements except as may be required by law. The information which appears on our websites and our social media platforms, including, but not limited to, Instagram and Facebook, is not part of this press release.
 
Non-GAAP Financial Measures
 
This press release includes certain financial measures that exclude the impact of certain items and therefore have not been calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). cbdMD, Inc. has included adjusted income (loss) from operations and adjusted gross profit because management uses these measures to assess operating performance, in order to highlight trends in our business that may not otherwise be apparent when relying on financial measures calculated in accordance with GAAP. The adjusted income (loss) from operations and the adjusted gross profit margin have not been prepared in accordance with GAAP. These non-GAAP financial measures should not be considered as alternatives to, or more meaningful than, net income (loss) from operations and gross profit as indicators of our operating performance. Further, these non-GAAP financial measures, as presented by cbdMD, Inc., may not be comparable to similarly titled measures reported by other companies. cbdMD, Inc. has attached to this press release a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures.
 
Contact:
 
PR:
 
cbdMD, Inc.
Lauren Greene
Communications Specialist
Lauren.Greene@cbdMD.com
(843) 743-9999
 
Investors:
 
cbdMD, Inc.
John Weston
Director of Investor Relations
John.Weston@cbdMD.com
(704) 249-9515
 
 
 
 
CBDMD, INC.
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2020 AND 2019
 
 
 
2020
 
 
2019
 
Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
  Cash and cash equivalents
 $14,824,644 
 $4,689,966 
  Accounts receivable
  911,482 
  1,425,697 
  Accounts receivable other
  - 
  160,137 
  Accounts receivable – discontinued operations
  447,134 
  1,080,000 
  Marketable securities
  26,472 
  198,538 
  Investment other securities
  250,000 
  600,000 
  Deposits
  40,198 
  6,850 
  Merchant reserve
  - 
  519,569 
  Inventory
  4,603,360 
  4,301,586 
  Inventory prepaid
  288,178 
  903,458 
  Deferred issuance costs
  - 
  93,954 
  Prepaid software
  174,308 
  206,587 
  Prepaid equipment deposits
  40,197 
  868,589 
  Prepaid sponsorship expense
  1,203,300 
  - 
  Prepaid expenses and other current assets
  902,979 
  688,104 
Total current assets
  23,712,252 
  15,743,035 
 
    
    
Other assets:
    
    
  Property and equipment, net
  3,183,487 
  1,715,557 
  Operating lease right-of-use assets
  6,851,357 
  - 
  Deposits for facilities
  790,708 
  754,533 
  Intangible assets, net
  21,635,000 
  21,635,000 
  Goodwill
  54,669,997 
  54,669,997 
Total other assets
  87,130,549 
  78,775,087 
 
    
    
Total assets
 $110,842,801 
 $94,518,122 
 
 
 
 
CBDMD, INC.
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2020 AND 2019
(continued)
 
 
 
2020
 
 
2019
 
Liabilities and shareholders' equity
 
 
 
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
  Accounts payable
 $2,850,421 
 $3,021,271 
  Deferred revenue
  45,141 
  - 
  Accrued expenses
  2,724,779 
  681,269 
  Operating leases – short term liabilities
  1,159,098 
  - 
  Paycheck Protection Program Loan
  854,000 
  - 
  Note payable
  55,639 
  - 
  Customer deposit – related party
  - 
  7,339 
Total current liabilities
  7,689,078 
  3,709,878 
 
    
    
Long term liabilities
    
    
  Long term liabilities
  264,367 
  363,960 
  Paycheck Protection Program loan
  602,100 
  - 
  Operating leases – long term liabilities
  6,010,208 
  - 
  Contingent liability
  16,200,000 
  50,600,000 
  Deferred tax liability
  895,000 
  2,240,300 
Total long-term liabilities
  23,971,675 
  53,204,260 
 
    
    
Total liabilities
  31,660,753 
  56,914,138 
 
    
    
cbdMD, Inc. shareholders' equity:
    
    
Preferred stock, authorized 50,000,000 shares, $0.001 par value, 500,000 and 0 shares issued and outstanding, respectively
  500 
  - 
Common stock, authorized 150,000,000 shares, $0.001 par value,
    
    
  52,130,870 and 27,720,356 shares issued and outstanding, respectively
  52,131 
  27,720 
Additional paid in capital
  126,517,784 
  97,186,524 
Accumulated deficit
  (47,388,367)
  (59,610,260)
Total cbdMD, Inc. shareholders' equity
  79,182,048 
  37,603,984 
 
    
    
Total liabilities and shareholders' equity
 $110,842,801 
 $94,518,122 
 
    
    
 
 
 
 
CBDMD, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED SEPTEMBER 30, 2020 AND 2019
 
 
 
2020
 
 
2019
 
Sales
 $43,172,778 
 $28,023,848 
Sales related party
  - 
  55,596 
Total Gross Sales
  43,172,778 
  28,079,444 
Allowances
  (1,289,044)
  (4,427,893)
      Net sales
  41,883,734 
  23,595,955 
      Net sales related party
  - 
  55,596 
Total Net Sales
  41,883,734 
  23,651,551 
Costs of sales
  15,514,727 
  9,136,677 
      Gross profit
  26,369,006 
  14,514,873 
 
    
    
    Operating expenses excluding impairment losses
  43,950,862 
  28,875,186 
     Impairment of intangible assets
  - 
  436,578 
Operating expenses
  43,950,862 
  29,311,764 
      Income (loss) from operations
  (17,581,856)
  (14,796,891)
Realized and unrealized gain (loss) on marketable securities
  (172,066)
  (102,716)
Impairment on investment other securities
  (760,000)
  (502,560)
(Increase) decrease of contingent liability
  29,780,000 
  (32,461,680)
Interest income
  39,877 
  75,071 
      Income (loss) before provision for income taxes
  11,305,955 
  (47,788,776)
Benefit from (provision for) income taxes
  1,345,300 
  2,359,000 
      Net Income (loss) from continuing operations
  12,651,255 
  (45,429,776)
      Net Income (loss) from discontinued operations, net of tax
      (Note 16)
  (48,983)
  (5,927,773)
 
    
    
Net Income (loss)
 $12,602,272 
 $(51,357,549)
Net Income (loss) attributable to non-controlling interest from discontinued operations (Note 16)
  - 
  (929,323)
Preferred dividends
  366,850 
  - 
Net Income (loss) attributable to common shareholders
 $12,235,422 
 $(50,428,226)
 
    
    
Net Income (Loss) per share
    
    
Basic earnings (loss) per share
 $0.28 
 $(2.82)
Diluted earnings (loss) per share
 $0.28 
 $- 
 
    
    
Weighted average number of shares basic
  44,140,360 
  17,887,247 
Weighted average number of shares diluted
  45,171,674 
  - 
 
 
 
 
CBDMD, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE YEARS ENDED SEPTEMBER 30, 2020 AND 2019
 
 
 
2020
 
 
2019
 
 
 
 
 
 
 
 
Net Income (Loss)
 $12,602,272 
 $(51,357,549)
  Comprehensive Income (Loss)
  12,602,272 
  (51,357,549)
 
    
    
Comprehensive Income (loss) attributable to non-controlling interest
  - 
  (929,323)
Preferred dividends
  (366,850)
    
Comprehensive Income (Loss) attributable to cbdMD, Inc. common shareholders
 $12,235,422 
 $(50,428,226)
 
    
    
 
 
 
 
 
 
CBDMD, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED SEPTEMBER 30, 2020 AND 2019
 
 
 
2020
 
 
2019
 
Cash flows from operating activities:
 
 
 
 
 
 
Net income (loss)
 $12,602,272 
 $(51,357,549)
Adjustments to reconcile net loss to net
    
    
  cash used by operating activities:
    
    
  Stock based compensation
  1,900,194 
  2,458,530 
  Restricted stock expense
  138,000 
  230,000 
  Depreciation and amortization
  720,755 
  289,574 
  Issuance of stock / warrants for services
  338,400 
  289,750 
  Realized and unrealized (gain)/loss on marketable securities
  172,066 
  2,439,996 
  Impairment on investment other securities
  760,000 
  502,560 
  Inventory impairment
  233,372 
  - 
  Impairment on discontinued operations asset
  45,783 
  3,398,438 
  Payment in-kind interest
  - 
  (30,000)
  Loss on sale of property and equipment -discontinued operations
  - 
  39,013 
  Severance agreement
  489,381 
  - 
  Increase/(decrease) in contingent liability
  (29,780,000)
  32,461,680 
  Intangible impairment
  - 
  436,578 
  Non-cash consideration received for services provided
  132,657 
  (470,000)
  Non-cash lease expense
  1,180,213 
  - 
Changes in operating assets and liabilities:
    
    
  Accounts receivable
  514,352 
  60,155 
  Accounts receivable - related party
  - 
  (462,137)
  Other accounts receivable
  - 
  2,737 
  Inventory
  (535,146)
  (3,123,437)
  Note receivable – related party
  - 
  156,147 
  Deposits
  (938,112)
  (761,383)
  Merchant reserve
  386,912 
  (93,316)
  Prepaid inventory
  615,280 
  (903,458)
  Proceeds from sale of securities
  - 
  410,094 
  Prepaid rent
  - 
  180,000 
  Prepaid expenses and other current assets
  645,796 
  (963,044)
  Accounts payable and accrued expenses
  1,479,189 
  2,280,726 
  Accounts payable and accrued expenses – related party
  - 
  (7,502)
  Operating lease liability
  (1,045,285)
  - 
  Deferred Revenue/customer deposits
  37,802 
  (416,619)
  Collection on discontinued operations accounts receivable
  587,083 
  - 
  Deferred tax liability
  (1,345,300)
  (2,425,000)
     Cash used by operating activities
  (10,664,336)
  (15,377,467)
 
    
    
Cash flows from investing activities:
    
    
   Net cash used for merger
  - 
  (916,555)
   Purchase of other investment securities
  (250,000)
  - 
   Purchase of intangible assets
  - 
  (50,000)
   Purchase of property and equipment
  (1,320,095)
  (1,198,618)
Cash used by investing activities
  (1,570,095)
  (2,133,850)
 
    
    
 
 
 
 
CBDMD, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED SEPTEMBER 30, 2020 AND 2019
(continued)
 
Cash flows from financing activities:
 
 
 
 
 
 
   Proceeds from issuance of common stock
  16,766,106 
  19,009,897 
   Proceeds from issuance of preferred stock
  4,421,928 
  - 
   Proceeds from Paycheck Protection Program loan
  1,456,100 
  - 
   Preferred dividend distribution
  (366,850)
  - 
   Proceeds from Note payable
  29,629 
  - 
   Payments on Note payable – related party
  - 
  (764,300)
   Deferred issuance costs
  62,197 
  (326,868)
Cash provided by financing activities
  22,369,110 
  17,918,729 
Net increase in cash
  10,134,678 
  407,413 
Cash and cash equivalents, beginning of year
  4,689,966 
  4,282,553 
Cash and cash equivalents, end of year
 $14,824,644 
 $4,689,966 
 
 
 
cbdMD, Inc.
SUPPLEMENTAL FINANCIAL INFORMATION
RECONCILIATION OF NON-GAAP ADJUSTED INCOME (LOSS) FROM OPERATIONS
(Unaudited)
 
 
 
Fiscal Year Ended September 30
 
 
Three Months Ended September 30
 
 
 
2020
 
 
2019
 
 
2020
 
 
2019
 
GAAP (loss) from operations
 $(17,581,856)
 $(14,796,891)
 $(4,531,073)
 $(5,286,154)
Adjustments:
    
    
    
    
Depreciation
  720,754 
  289,574 
  221,360 
  17,453 
Employee and director stock compensation (1)
  1,985,803 
  2,688,529 
  537,943 
  1,136,158 
Other non-cash stock compensation for services (2)
  338,400 
  289,750 
  253,950 
  - 
Non-cash inventory adjustment (3)
  2,207,000 
  - 
  1,663,000 
  - 
Write down of legacy accounts receivables (4)
  102,000 
  - 
  102,000 
  - 
Accrual for severance
  489,381 
  - 
  489,381 
  - 
Accrual / expenses for discretionary bonus
  200,000 
  - 
  200,000 
  - 
Non-GAAP adjusted (loss) from operations
 $(11,583,516)
 $(11,529,036)
 $(1,063,439)
 $(4,132,543)
 
    
    
    
    
(1)
Represents non-cash expense related to options, warrants, restricted stock expenses that have been amortized during the period.
(2)
Represents non-cash expense related to options, warrants, restricted stock expenses that have been amortized during the period.
(3)
Amount represents an operating expense related to inventory loss related to issues tied to physical inventory issues, regulatory changes impacting labels and packaging, write-off of raw materials and a net realized valuation adjustment on non-core finished goods.
(4)
Write down of legacy accounts receivable.
 
 
 
 
cbdMD, Inc.
SUPPLEMENTAL FINANCIAL INFORMATION
RECONCILIATION OF NON-GAAP ADJUSTED GROSS PROFIT MARGIN
(Unaudited)
 
 
 
Fiscal Year Ended September 30
 
 
Three Months Ended September 30
 
 
 
2020
 
 
2019
 
 
2020
 
 
2019
 
Total net sales
 $41,883,734 
 $23,651,551 
 $11,699,917 
 $9,544,137 
Cost of sales
  15,514,728 
  9,136,677 
  5,334,090 
  4,127,491 
Gross profit
 $26,369,006 
 $14,514,873 
 $6,366,359 
 $5,416,646 
Gross profit margin
  63.0%
  61.4%
  54.4%
  56.8%
Adjustments:
    
    
    
    
Non-cash inventory adjustment (1)
  1,974,000 
  - 
  1,663,000 
  - 
Non-GAAP adjusted gross profit
 $28,343,539 
 $14,514,873 
 $8,029,359 
 $5,416,646 - 
Non-GAAP adjusted gross profit margin
  67.7%
  61.4%
  68.6%
  56.8%
 
(1)
Amount represents an operating expense related to inventory loss related to issues tied to physical inventory issues, write-off of scrap material and a net realized valuation adjustment on non-core finished goods.