Press Release

Schwazze Announces Second Quarter Results

August 11, 2022
Supporting Materials:

DENVER, Aug. 11, 2022 /PRNewswire/ - Schwazze, (OTCQX: SHWZ) (NEO: SHWZ) ("Schwazze" or the "Company"), today announced financial results for the second quarter ended June 30, 2022 ("Q2 2022").

Q2 2022 Financial Summary:

  • Revenues of $44.3 million increased 44% compared to $30.7 million in second quarter ended June 30, 2021 ("Q2 2021")
  • Retail sales were $38.1 million up 77% when compared to Q2 2021
  • Gross Margin of $25.2 million was up 69% compared to $14.9 million in Q2 2021, this quarter was affected by $0.2M in purchase accounting
  • Net Income was $33.8 million compared to a Net Income of $4.4 million for the same period last year
  • Adjusted EBITDA of $15 million was 33.9% of revenue, compared to $10 million for the same period last year
  • Colorado two year stacked IDs for Q2 2022 compared to Q2 2021 and Q2 2020 for same store sales(1) were 1.8% and one year IDs(1) were (12.7%) comparing Q2 2022 to Q2 2021
    • Average basket size (1) for Q2 2022 was $59.98 down 4.1% compared to Q2 2021
    • Recorded customer visits (1) for Q2 2022 totaled 444,771 down 8.9%, compared to Q2 2021
  • New Mexico two year stacked IDs for Q2 2022 compared to Q2 2021 and Q2 2020 for same store sales(1) were 41.0% and one year IDs(1) were 30.4% comparing Q2 2022 to Q2 2021
    • Average basket size (1) for Q2 2022 was $54.56 down 12.7% compared to Q2 2021
    • Recorded customer visits (1) for Q2 2022 totaled 209,591 up 49.4%, compared to Q2 2021

Accomplishments
Since December 2021, Schwazze has closed acquisitions adding 15 cannabis dispensaries, 10 in New Mexico and five in Colorado as well as four cultivation facilities in New Mexico and one in Colorado and one manufacturing asset in New Mexico.

  • Closed Acquisition of Urban Health & Wellness Assets
  • Listed Common Stock on the NEO Exchange
  • Closed Acquisition of Brow 2 LLC Assets
  • Closed Acquisition of Emerald Fields
  • Added President of New Mexico Division
  • Closed New Mexico Acquisition, Becoming a Regionally Focused MSO
  • Added to Key Senior Leadership Team
  • Closed Acquisition of Drift Assets

Justin Dye, Chairman and CEO of Schwazze stated, "Similar to the rest of the country, the cannabis industry in Colorado is also experiencing a slowdown in growth compared to the last couple of years. Schwazze, however, is demonstrating that our regional strategy, built on a customer first approach, developing significant scale, building brands and leveraging data analytics and technology is not only sound but gaining momentum as demonstrated by revenue and unit sales growth, customer loyalty and by once again outpacing the legacy market growth by approximately 12%.  We believe this model will travel well to other states as we find attractive opportunities. Despite share price weakness driven by broader market influences, we remain bullish on our business and have conviction that as Schwazze continues to deliver superior operating results that our shareholders will be rewarded."

Justin continued, "As we look to the future, we expect continued growth in Colorado and New Mexico through both organic and inorganic means. Our operations continue to mature and gain momentum, and we firmly believe that we are winning in our markets. Our team will continue to focus on growing profitably and generating cash flow from operations.  When positive federal legislation is passed, Schwazze will be well-positioned as a market leader to take advantage of banking services and institutional investment."

Q2 2022 Revenue
Revenues for the three months ended June 30, 2022, totaled $44.3 million, including (i) retail sales of $38.1 million (ii) wholesale sales of $6.1 million and (iii) other operating revenues of $43,750, compared to revenues of $30.7 million, including (i) retail sales of $21.5 million, (ii) wholesale of $9.2 million, and (iii) other operating revenues of $16,844 during the three months ended June 30, 2021, representing an increase of $13.5 million or 44%. This increase was due to increased sale of our products as well as execution of our growth through acquisition initiatives. In the second quarter of 2022, the Company acquired one additional retail dispensary, which generated additional retail revenue. Additionally, recreational marijuana sales became legal in New Mexico in April 2022, which increased sales volume and revenues in New Mexico. Wholesale revenues in Colorado decreased due to increased cultivation capacity in the state resulting in an over-supply of wholesale cannabis materials.

Cost of goods and services for the three months ended June 30, 2022, totaled $19.1 million compared to cost of services of $15.8 million during the three months ended June 30, 2021, representing an increase of $3.3 million or 21%. The increase in cost of goods is driven by the increase in revenue, however not at the same rate. In the quarter, the Company experienced a reduction in costs driven by vertical integration and third-party price negotiations.

Gross profit increased to $25.2 million for Q2 2022 compared to $14.9 million during the same period in 2021. Gross profit margin increased as a percentage of revenue from 48.5% to 56.8%, and net of purchase accounting, the gross margin increased to 57.4%.  This positive result, net of purchase accounting continues to reflect our consolidated purchasing approach, the implementation of our retail playbook, and vertical product sales in New Mexico.

Operating expenses for the three months ended June 30, 2022, totaled $16.1 million, compared to operating expenses of $10.5 million during the three months ended June 30, 2021, representing an increase of $5.6 million or 54%. This increase is due to increased selling, general and administrative expenses, professional service fees, salaries, benefits, and related employment costs driven by growth from acquisitions.

Other income for the three months ended June 30, 2022, totaled $29.2 million compared to $0.2 million during the three months ended June 30, 2021, representing an increase in income of $29 million or 18,435%. The increase in other income is due to the revaluation of the derivative liability related to the Investor Notes, offset by higher interest payments.

The Company generated net income for the three months ended June 30, 2022, of $33.8 million, compared to net income of $4.4 million for the three months ended June 30, 2021.

Adjusted EBITDA for Q2 2022 was $15 million representing 33.9% of revenue, compared to $10 million and 32.6% of revenue for the same period last year. This is derived from Operating Income and adjusting one-time expenses, merger and acquisition and capital raising costs, non-cash related compensation costs, and depreciation and amortization. See the financial table for Adjusted EBITDA below adjustment for details. 

For six months ending June 30, 2022, the Company used cash for operations of ($8.0) million compared to generating cash of $1.4 million for the same period in 2021.  The Company has cash and cash equivalents of $33.9 million at the end of Q2 2022. 

Nancy Huber, CFO for Schwazze commented, "During Q2 we focused on completing integration of our acquisitions and made sure that we used our resources effectively. We are focused on reducing operating and SG&A expenses and judiciously investing growth capital to ensure adequate liquidity and profitability despite difficult market conditions in Colorado, which we believe to be transitory and temporary. Our balance sheet remains strong, and we have ample liquidity.  We are focused on delivering positive cash flow net of acquisition costs for the year while driving organic growth and making smart acquisitions."

2022 Guidance

The Company has revised its guidance for a fourth-quarter 2022 (Q4 2022) annualized run rate, which excludes transactions that are announced but not closed.  Q4 2022 revenue annualized run rate is projected to be $175 million to $200 million, and the Q4 2022 adjusted EBITDA annualized run rate is projected to be from $60 million to $72 million.  

NOTES:

(1)  Schwazze did not own all the assets and entities in part of 2021, 2020 and 2019 and is using unaudited numbers for this comparison.


Adjusted EBITDA represents income (loss) from operations, as reported, before tax, adjusted to exclude non-recurring items, other non-cash items, including stock-based compensation expense, depreciation, and amortization, and further adjusted to remove acquisition and capital raise related costs, and other one-time expenses, such as severance, retention, and employee relocation. The Company uses adjusted EBITDA as it believes it better explains the results of its core business. The Company has not reconciled guidance for adjusted EBITDA to the corresponding GAAP financial measure because it cannot provide guidance for the various reconciling items. The Company is unable to provide guidance for these reconciling items because it cannot determine their probable significance, as certain items are outside of its control and cannot be reasonably predicted. Accordingly, a reconciliation to the corresponding GAAP financial measure is not available without unreasonable effort.

Webcast – August 11, 2022 – 5:00 PM EDT
Investors and stakeholders may participate in the conference call by dialing 416 764 8650 or by dialing North American toll free 1-888-664-6383 or listen to the webcast from the Company's website at https://ir.schwazze.com The webcast will be available on the Company's website and on replay until August 18, 2022, and may be accessed by dialing 1-888-390-0541 / # 575833

Following their prepared remarks, Chief Executive Officer, Justin Dye and Chief Financial Officer, Nancy Huber will answer investor questions. Investors may submit questions in advance or during the conference call itself through the weblink: https://app.webinar.net/lwXbZbBZmKN  This weblink has been posted to the Company's website and will be archived on the website. All Company SEC filings can also be accessed on the Company website at https://ir.schwazze.com/sec-filings

About Schwazze
Schwazze (OTCQX: SHWZ, NEO: SHWZ) is building a premier vertically integrated regional cannabis company with assets in Colorado and New Mexico and will continue to take its operating system to other states where it can develop a differentiated regional leadership position. Schwazze is the parent company of a portfolio of leading cannabis businesses and brands spanning seed to sale. The Company is committed to unlocking the full potential of the cannabis plant to improve the human condition. Schwazze is anchored by a high-performance culture that combines customer-centric thinking and data science to test, measure, and drive decisions and outcomes. The Company's leadership team has deep expertise in retailing, wholesaling, and building consumer brands at Fortune 500 companies as well as in the cannabis sector. Schwazze is passionate about making a difference in our communities, promoting diversity and inclusion, and doing our part to incorporate climate-conscious practices. Medicine Man Technologies, Inc. was Schwazze's former operating trade name. The corporate entity continues to be named Medicine Man Technologies, Inc. Schwazze derives its name from the pruning technique of a cannabis plant to enhance plant structure and promote healthy growth.

Forward-Looking Statements
Such forward-looking statements may be preceded by the words "plan," "will," "may," "continue," "anticipate," "become," "build," "develop," "expect," "believe," "poised," "project," "approximate," "could," "potential," or similar expressions as they relate to Schwazze. Forward-looking statements include the guidance provided regarding the Company's Q4 2022 performance and annual capital spending. Forward-looking statements are not guarantees of future events or performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company's control and cannot be predicted or quantified. Consequently, actual events and results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) our inability to manufacture our products and product candidates on a commercial scale on our own or in collaboration with third parties; (ii) difficulties in obtaining financing on commercially reasonable terms; (iii) changes in the size and nature of our competition; (iv) loss of one or more key executives or scientists; (v) difficulties in securing regulatory approval to market our products and product candidates; (vi) our ability to successfully execute our growth strategy in Colorado and New Mexico and outside the states, (vii) our ability to identify and consummate future acquisitions that meet our criteria, (viii) our ability to successfully integrate acquired businesses and realize synergies therefrom, (ix) the ongoing COVID-19 pandemic, (x) the timing and extent of governmental stimulus programs, (xi) the uncertainty in the application of federal, state and local laws to our business, and any changes in such laws, and (xii) our ability to achieve the target metrics, including our annualized revenue and EBIDTA run rates set out in our Q4 2022 guidance. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company's filings with the Securities and Exchange Commission (SEC), including the Company's Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC's website at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise except as required by law.

 

MEDICINE MAN TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEETS
For the Three Months ended June 30, 2022 and 2021
Expressed in U.S. Dollars

   

June 30,

   

December 31,

 
   

2022

   

2021

 
     

(Unaudited)

     

(Audited)

 

ASSETS

               

Current assets

               

Cash and cash equivalents

 

$

33,862,423

   

$

106,400,216

 

Accounts receivable, net of allowance for doubtful accounts

   

5,753,621

     

3,866,828

 

Inventory

   

19,375,341

     

11,121,997

 

Note receivable - current, net

   

71,667

     

 

Prepaid expenses and other current assets

   

7,743,112

     

2,523,214

 

Total current assets

   

66,806,164

     

123,912,255

 

Non-current assets

               

Fixed assets, net accumulated depreciation of $3,212,679 and $1,988,973, respectively

   

20,955,604

     

10,253,226

 

Goodwill

   

107,969,018

     

43,316,267

 

Intangible assets, net accumulated amortization of $11,930,443 and $7,652,750, respectively

   

105,427,462

     

97,582,330

 

Marketable securities, net of unrealized loss of $13,813 and gain of $216,771, respectively

   

479,741

     

493,553

 

Note receivable – noncurrent, net

   

     

143,333

 

Accounts receivable – litigation

   

290,648

     

303,086

 

Other noncurrent assets

   

1,464,163

     

514,962

 

Operating lease right of use assets

   

14,755,181

     

8,511,780

 

Total non-current assets

   

251,341,817

     

161,118,537

 

Total assets

 

$

318,147,981

   

$

285,030,792

 
                 

LIABILITIES AND STOCKHOLDERS' DEFICIT

               

Current liabilities

               

Accounts payable

 

$

3,222,956

   

$

2,548,885

 

Accounts payable - related party

   

73,387

     

36,820

 

Accrued expenses

   

8,966,821

     

5,592,222

 

Derivative liabilities

   

11,634,721

     

34,923,013

 

Notes payable - related party

   

     

134,498

 

Lease liabilities – current

   

3,795,776

     

 

Income taxes payable

   

863,971

     

2,027,741

 

Total current liabilities

   

28,557,632

     

45,263,179

 

Long term debt

   

121,080,876

     

97,482,468

 

Lease liabilities

   

11,532,286

     

8,715,480

 

Total long-term liabilities

   

132,613,162

     

106,197,948

 

Total liabilities

   

161,170,794

     

151,461,127

 
                 

Stockholders' equity

               

Common stock, $0.001 par value. 250,000,000 shares authorized; 55,995,681 shares issued and 54,446,575 shares outstanding at June 30, 2022 and 45,484,314 shares issued and 44,745,870 shares outstanding as of December 31, 2021.

   

55,996

     

45,485

 

Preferred stock, $0.001 par value. 10,000,000 shares authorized; 86,994 shares issued and 82,594 outstanding at June 30, 2022 and December 31, 2021.

   

87

     

87

 

Additional paid-in capital

   

179,623,469

     

162,815,097

 

Accumulated deficit

   

(20,711,687)

     

(27,773,968)

 

Common stock held in treasury, at cost, 886,459 shares held as of June 30, 2022 and 517,044 shares held as of December 31, 2021

   

(1,990,678)

     

(1,517,036)

 

Total stockholders' equity

   

156,977,187

     

133,569,665

 

Total liabilities and stockholders' equity

 

$

318,147,981

   

$

285,030,792

 


See accompanying notes to the financial statements

 

MEDICINE MAN TECHNOLOGIES, INC.
CONSOLDIATED STATEMENT OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED)
For the Three Months ended June 30, 2022 and 2021
Expressed in U.S. Dollars

   

For the Three Months Ended

   

For the Six Months Ended

 
   

June 30,

   

June 30,

 
   

2022

   

2021

   

2022

   

2021

 
   

(Unaudited)

   

(Unaudited)

   

(Unaudited)

   

(Unaudited)

 

Operating revenues

                               

Retail

 

$

38,138,799

   

$

21,525,816

   

$

64,664,515

   

$

33,342,016

 

Wholesale

   

6,080,843

     

9,186,181

     

11,288,231

     

16,632,445

 

Other

   

43,750

     

16,844

     

88,200

     

94,494

 

Total revenue

   

44,263,392

     

30,728,841

     

76,040,946

     

50,068,955

 

Cost of goods and services

                               

Total cost of goods and services

   

19,106,944

     

15,826,341

     

39,946,995

     

27,913,451

 

Gross profit

   

25,156,448

     

14,902,500

     

36,093,951

     

22,155,504

 

Operating expenses

                               

Selling, general and administrative expenses

   

6,666,044

     

4,797,495

     

13,521,755

     

7,987,134

 

Professional services

   

1,516,544

     

1,519,016

     

4,101,016

     

3,714,124

 

Salaries

   

7,240,368

     

2,992,055

     

12,537,145

     

4,861,413

 

Stock based compensation

   

697,842

     

1,153,018

     

1,688,925

     

2,636,824

 

Total operating expenses

   

16,120,798

     

10,461,584

     

31,848,841

     

19,199,495

 

Income (loss) from operations

   

9,035,650

     

4,440,916

     

4,245,110

     

2,956,009

 

Other income (expense)

                               

Interest  income (expense), net

   

(7,489,205)

     

(1,713,770)

     

(14,791,459)

     

(2,675,053)

 

Unrealized gain (loss) on derivative liabilities

   

36,705,764

     

1,864,741

     

23,288,292

     

610,927

 

Other income (expense)

   

     

     

7

     

 

Gain (loss) on sale of assets

   

     

     

     

292,479

 

Unrealized  gain (loss) on investments

   

(5,264)

     

6,627

     

(13,813)

     

221,257

 

Total other income (expense)

   

29,211,295

     

157,598

     

8,483,027

     

(1,550,390)

 

Provision for income taxes (benefit)

   

4,405,962

     

228,474

     

5,665,856

     

685,088

 

Net income (loss)

 

$

33,840,983

   

$

4,370,040

   

$

7,062,281

   

$

720,531

 
                                 

Less: Accumulated preferred stock dividends for the period

   

(1,766,575)

     

     

(3,510,019)

     

 

Net income (loss) attributable to common stockholders

 

$

32,074,408

   

$

4,370,040

   

$

3,552,262

   

$

720,531

 
                                 

Earnings (loss) per share attributable to common shareholders

                               

Basic earnings (loss) per share

 

$

0.65

   

$

0.10

   

$

0.07

   

$

0.02

 

Diluted earnings (loss) per share

 

$

0.24

   

$

0.08

   

$

0.03

   

$

0.01

 

Weighted average number of shares outstanding - basic

   

49,178,494

     

42,332,144

     

49,178,494

     

42,286,168

 

Weighted average number of shares outstanding - diluted

   

133,481,667

     

53,975,521

     

133,481,667

     

53,886,727

 
                                 

Comprehensive income (loss)

 

$

33,840,983

   

$

4,370,040

   

$

7,062,281

   

$

720,531

 


See accompanying notes to the financial statements

 

MEDICINE MAN TECHNOLOGIES, INC.
STATEMENT OF CASH FLOWS (UNAUDITED)
For the Three Months ended June 30, 2022, and 2021
Expressed in U.S. Dollars

   

For the Six Months Ended

 
   

June 30,

 
   

2022

   

2021

 

Cash flows from operating activities

               

Net income (loss) for the period

   

7,062,281

     

720,531

 

Adjustments to reconcile net income to cash used in operating activities

               

Depreciation and amortization

   

5,501,399

     

4,807,147

 

Gain on change in derivative liabilities

   

(23,288,292)

     

(610,927)

 

Loss (gain) on investment, net

   

13,813

     

(221,257)

 

Loss (gain) on sale of asset

   

     

(292,479)

 

Stock based compensation

   

1,474,380

     

2,636,824

 

Changes in operating assets and liabilities (net of acquired amounts):

               

Accounts receivable

   

(1,677,476)

     

(1,854,067)

 

Inventory

   

3,903,984

     

(3,368,807)

 

Prepaid expenses and other current assets

   

(1,458,786)

     

(1,250,938)

 

Other assets

   

(946,701)

     

(367,593)

 

Operating leases right of use assets and liabilities

   

369,181

     

77,444

 

Accounts payable and other liabilities

   

2,248,013

     

1,169,537

 

Deferred Revenue

   

     

(50,000)

 

Income taxes payable

   

(1,163,770)

     

 

Net cash  provided by (used in) operating activities

   

(7,961,974)

     

1,395,416

 
                 

Cash flows from investing activities:

               

Cash consideration for acquisition of business

   

(95,903,316)

     

(66,082,072)

 

Purchase of fixed assets

   

(7,004,445)

     

(1,203,180)

 

Issuance of notes receivable

   

     

181,911

 

Purchase of intangible assets

   

(2,825)

     

(29,580)

 

Net cash used in investing activities

   

(102,910,586)

     

(67,132,921)

 
                 

Cash flows from financing activities:

               

Proceeds from issuance of debt

   

19,165,362

     

40,348,241

 

Debt issuance and discount costs

   

4,433,042

     

 

Repayment of notes payable

   

     

(5,000,000)

 

Proceeds from issuance of common stock, net of issuance costs

   

14,736,363

     

50,282,798

 

Net cash provided by financing activities

   

38,334,767

     

85,631,039

 
                 

Net increase (decrease) in cash and cash equivalents

   

(72,537,793)

     

19,893,534

 

Cash and cash equivalents at beginning of period

   

106,400,216

     

1,237,235

 

Cash and cash equivalents at end of period

 

$

33,862,423

   

$

21,130,769

 
                 

Supplemental disclosure of cash flow information:

               

Cash paid for interest

 

$

9,004,575

   

$

2,131,495

 

Cash paid for income taxes

   

6,840,000

     

 
                 

Supplemental disclosure of non-cash investing and financing activities:

               

Common stock issued in connection with acquisitions

   

9,900,506

     

 

Issuance of common stock

   

379,146

     

 

Return of common stock

   

551,875

     

 


See accompanying notes to the financial statements

 

MEDICINE MAN TECHNOLOGIES, INC.
Adjusted EBITDA Reconciliation
Non-GAAP measurement
 (UNAUDITED)

 

Three Months Ended

 

Six Months Ended

 

June 30,

 

June 30,

 

2022

2021

 

2022

2021

           

Net income (loss)

$      33,840,983

$        4,370,040

 

$        7,062,281

$           720,531

Interest expense, net

7,489,205

1,713,770

 

14,791,459

2,675,053

Provision for income taxes

4,405,962

228,474

 

5,665,856

685,088

Other (income) expense

(36,700,500)

(1,871,368)

 

(23,274,486)

(1,124,663)

Depreciation and amortization

2,960,603

3,016,579

 

5,501,399

4,807,147

EBITDA (non-GAAP measure)

$      11,996,253

$        7,457,495

 

$        9,746,509

$        7,763,156

Non-cash stock compensation

697,842

1,153,018

 

1,688,925

2,636,824

Deal related expenses

1,656,529

916,471

 

3,913,463

1,662,415

Capital raise related expenses

41,312

230,970

 

605,632

1,182,089

Inventory adjustment to fair market value for purchase accounting

246,613

-

 

6,507,047

2,164,686

One-time cultivation asset impairment

329,210

-

 

329,210

-

Severance

44,537

125,826

 

49,102

142,092

Retention program expenses

-

29,687

 

-

59,375

Employee relocation expenses

332

18,391

 

19,110

38,391

Other non-recurring items

8,840

90,011

 

10,650

217,179

Adjusted EBITDA (non-GAAP measure)

$      15,021,468

$      10,021,869

 

$      22,869,648

$      15,866,207

           

Revenue

44,263,392

30,728,841

 

76,040,946

50,068,955

aEBITDA Percent

33.9 %

32.6 %

 

30.1 %

31.7 %

 

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/schwazze-announces-second-quarter-results-301604597.html

SOURCE Schwazze

Released August 11, 2022

81A43FCC-047F-4245-8138-F851C77535B7
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