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Grove, Inc. (GRVI) SEC Filing 10-Q Quarterly Report for the period ending Thursday, March 31, 2022

Grove, Inc.

CIK: 1775194 Ticker: GRVI

EXHIBIT 99.1

  

Grove, Inc. Announces Second Quarter Financial Results

$10.7 Million in Second Quarter Revenue, a 156% Increase Over Prior Year

$1.5 Million Adjusted EBITDA for Second Quarter

 

HENDERSON, NV / February 15, 2022 / Grove, Inc. (NASDAQ:GRVI) ("Grove" or the "Company"), a global innovator in hemp, health, and wellness, today announced financial results for the second quarter period ended December 31, 2021.  Investors are encouraged to read the Company’s quarterly report on Form 10-Q which will be filed with the Securities and Exchange Commission (the “SEC”), contains additional information, and will be posted at https://groveinc.io/

.

 

Year to Date Financial Highlights

 

 

·

Revenues rose to $19.1 million from $7.1 million, a 167% increase.

 

·

$0.04 basic earnings per share compared to loss of $0.06.

 

·

$2.9 million in adjusted EBITDA.

 

·

103,750 shares of Grove common stock repurchased with cash flow from operations.

 

Allan Marshall, Chief Executive Officer of Grove, stated, “Our team continues to perform and drive growth across all parts of our business, with a 169% increase year over year even with substantial headwinds.  We face shortages and rising prices on all raw materials, employee shortages, higher wages, drastic increases in shipping cost across all parts of the business. However, we were able to maintain growth and profits offsetting increased costs with higher volumes and pricing power.

 

Our Upexi Amazon aggregation business launch is beginning to come together, and we are seeing multiple submissions a week from companies looking to be acquired. Our strong cash flow gives us great flexibility to expand the Brand aggregation business and become more active with acquisitions this year” 

 

 
1

 

 

Liquidity and Capital Resources

 

 

 

As of

December 31,

2021

 

 

As of

June 30,

2021

 

Current assets

 

$ 12,097,966

 

 

$ 18,293,083

 

Current liabilities

 

$ 5,262,529

 

 

$ 5,819,161

 

Working capital

 

$ 6,835,437

 

 

$ 12,473,922

 

 

Cash Flows

 

 

 

Six Months Ended

December 31,

 

 

 

2021

 

 

2020

 

Cash flows provided by (used in) operating activities

 

$ 1,212,609

 

 

$ (669,321 )

Cash flows (used in) provided by investing activities

 

 

(8,999,854 )

 

 

241,785

 

Cash flows (used in) financing activities

 

 

(151,004 )

 

 

738,000

 

Net decrease in cash during period

 

$ (7,938,249 )

 

$ 310,464

 

 

About Grove, Inc.

Grove, Inc. is a global innovator in hemp, health and wellness. The company has an array of in-house brands, and operates in multiple verticals including SaaS programmatic ad technology, and a wholly owned division dedicated to acquiring high growth e-commerce brands. The company sells to numerous consumer markets including the botanical, beauty, pet care, and functional foods sectors. It seeks to take advantage of an emerging worldwide trend in consumer health products selling through Amazon and E-commerce.

 

Company Contact

Andrew Norstrud

Email: investorinfo@cbd.io

Phone: (702) 332-5591

 

Investor Relations Contact

TraDigital IR

John McNamara

Email: john@tradigitalir.com

Phone: (917) 658-2602

 

Forward-Looking Statements

 

This press release contains statements that constitute "forward-looking statements," including with respect to the Company's business strategy, product development and industry trends. No assurance can be given that the offering will be completed on the terms described, or at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's registration statement and preliminary prospectus for the offering filed with the SEC. Copies are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

 
2

 

 

Use of Non-GAAP Financial Measures

 

The Company discloses and uses the above-mentioned non-GAAP financial measures internally as a supplement to GAAP financial information to evaluate its operating performance, for financial planning purposes, to establish operational goals, for compensation plans, to measure debt service capability, for capital expenditure planning and to determine working capital needs and believes that these are useful financial measures also used by investors. Non-GAAP adjusted EBITDA is defined as GAAP net income or net loss before interest, taxes, depreciation and amortization (EBITDA) adjusted for the non-cash stock compensation and stock option expense, acquisition, integration & restructuring expenses, charges and gains or losses from extinguishment of debt and other non-cash items. Non-GAAP EBITDA and non-GAAP adjusted EBITDA are not terms defined by GAAP and, as a result, the Company’s measure of non-GAAP EBITDA and non-GAAP adjusted EBITDA might not be comparable to similarly titled measures used by other companies. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flow that either excludes or includes amounts that are not normally included in the most directly comparable measure calculated and presented in accordance with GAAP. The non-GAAP financial measures discussed above, however, should be considered in addition to, and not as a substitute for, or superior to net income or net loss as reported for GAAP on the Consolidated Statements of Operations, cash and cash flows on the Consolidated Statement of Cash Flows or other measures of financial performance prepared in accordance with GAAP, and as reflected on the Company’s financial statements prepared in accordance with GAAP. These non-GAAP financial measures are not a substitute for or presented in lieu of financial measures provided by GAAP and all measures and disclosures of financial information pursuant to GAAP should be read to obtain a comprehensive and thorough understanding of the Company’s financial results. The reconciliations of non-GAAP EBITDA and non-GAAP adjusted EBITDA to GAAP operating income (loss) and/or GAAP net income (net loss) referred to in the highlights or elsewhere are provided in the schedules that are a part of this document.

 

Reconciliation of Non-GAAP Adjusted EBITDA to GAAP Net Income (Net Loss)

Six Months Ended December 31,

 

 

 

 

 

 

 

2021

 

 

2020

 

Net income (Net loss) GAAP

 

$ 576,544

 

 

$ (706,553 )

Income tax

 

 

235,033

 

 

 

-

 

Interest expense, net

 

 

42,561

 

 

 

84,740

 

Depreciation and amortization

 

 

914,511

 

 

 

503,244

 

Stock compensation

 

 

1,479,293

 

 

 

354,817

 

Gain on SBA PPP loan extinguishment

 

 

(300,995 )

 

 

-

 

Loss on sale of asset

 

 

-

 

 

 

6,292

 

Non-GAAP adjusted EBITDA

 

$ 2,946,947

 

 

$ (242,540 )

 

 
3

 

   

GROVE, INC.

CONDENSED CONSOLDIATED BALANCE SHEETS (UNAUDITED)

 

 

 

 

 

 

 

 

 

December 31,

 

 

June 30,

 

 

 

2021

 

 

2021

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash

 

$ 6,595,962

 

 

$ 14,534,211

 

Accounts receivable, net of allowance for doubtful accounts of $92,500 and $57,500, respectively

 

 

1,247,218

 

 

 

1,277,662

 

Inventory

 

 

3,681,428

 

 

 

2,094,952

 

Prepaid expenses and other receivables

 

 

573,358

 

 

 

386,258

 

Total current assets

 

 

12,097,966

 

 

 

18,293,083

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

7440,332

 

 

 

2,832,400

 

Intangible assets, net

 

 

5,189,234

 

 

 

1,845,166

 

Goodwill

 

 

8,533,923

 

 

 

2,413,813

 

Deferred tax asset

 

 

1,225,917

 

 

 

1,403,591

 

Other assets

 

 

69,068

 

 

 

49,068

 

Right-of-use asset

 

 

648,626

 

 

 

417,443

 

Total other assets

 

 

23,107,100

 

 

 

8,961,481

 

 

 

 

 

 

 

 

 

 

Total assets

 

$ 35,205,066

 

 

$ 27,254,564

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$ 895,846

 

 

$ 1,604,723

 

Accrued compensation

 

 

679,000

 

 

 

1,020,936

 

Deferred revenue

 

 

959,329

 

 

 

485,973

 

Accrued liabilities

 

 

873,585

 

 

 

296,021

 

Acquisition payable

 

 

600,000

 

 

 

1,764,876

 

Current portion of notes payable

 

 

1,006,197

 

 

 

447,100

 

Current portion of operating lease payable

 

 

248,572

 

 

 

199,532

 

Total current liabilities

 

 

5,262,529

 

 

 

5,819,161

 

 

 

 

 

 

 

 

 

 

Operating lease payable, net of current portion

 

 

395,085

 

 

 

217,430

 

Notes payable, net of current portion

 

 

26,766

 

 

 

-

 

Total long-term liabilities

 

 

421,851

 

 

 

217,430

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

 

 

 

 

 

 

Preferred stock, $0.001 par value, 100,000,000 shares authorized, and 500,000 and 500,000 shares issued and outstanding, respectively

 

 

500

 

 

 

500

 

Common stock, $0.001 par value, 100,000,000 shares authorized, and 15,711,339 and 15,262,394 shares issued and outstanding, respectively

 

 

16,378

 

 

 

15,262

 

Additional paid in capital

 

 

33,097,300

 

 

 

25,372,247

 

Accumulated deficit

 

 

(3,593,492 )

 

 

(4,170,036 )

Total stockholders' equity

 

 

29,520,686

 

 

 

21,217,973

 

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

$ 35,205,066

 

 

$ 27,254,564

 

 

 
4

 

 

GROVE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

 

 

 

Three Month's Ended

December 31,

 

 

Six Month's Ended

December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

 

10,666,781

 

 

 

4,164,894

 

 

 

19,116,535

 

 

 

7,102,336

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of Revenue

 

 

3,956,358

 

 

 

2,234,259

 

 

 

7,023,734

 

 

 

3,853,467

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

6,710,423

 

 

 

1,930,635

 

 

 

12,092,801

 

 

 

3,248,869

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

1,852,118

 

 

 

459,446

 

 

 

3,363,805

 

 

 

824,704

 

General and administrative expenses

 

 

4,740,705

 

 

 

1,714,484

 

 

 

8,175,853

 

 

 

3,427,546

 

 

 

 

6,592,823

 

 

 

2,173,930

 

 

 

11,539,658

 

 

 

4,252,250

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

 

117,600

 

 

 

(243,295 )

 

 

553,143

 

 

 

(1,003,381 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense), net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest (expense) income, net

 

 

(26,605 )

 

 

(42,049 )

 

 

(42,561 )

 

 

(84,740 )

Other (expense) income, net

 

 

-

 

 

 

4

 

 

 

-

 

 

 

(6,292 )

Settlement of cancelled lease

 

 

-

 

 

 

387,860

 

 

 

-

 

 

 

387,860

 

Gain on SBA PPP loan extinguishment

 

 

-

 

 

 

-

 

 

 

300,995

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense), net

 

 

(26,605 )

 

 

345,815

 

 

 

258,434

 

 

 

296,828

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income tax

 

 

90,995

 

 

 

102,520

 

 

 

811,577

 

 

 

(706,553 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

 

(26,162 )

 

 

-

 

 

 

(235,033 )

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

 

64,833

 

 

 

102,520

 

 

 

576,544

 

 

 

(706,553 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per share

 

$ 0.00

 

 

$ 0.01

 

 

$ 0.04

 

 

$ (0.06 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted income (loss) per share

 

$ 0.00

 

 

$ 0.01

 

 

$ 0.03

 

 

$ (0.06 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

16,378,006

 

 

 

13,455,013

 

 

 

15,915,154

 

 

 

11,830,013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fully diluted weighted average shares outstanding

 

 

17,685,717

 

 

 

13,455,013

 

 

 

17,453,141

 

 

 

11,830,013

 

 

 
5

 


The following information was filed by Grove, Inc. (GRVI) on Wednesday, February 16, 2022 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-Q Quarterly Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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Inside Grove, Inc.'s 10-Q Quarterly Report:

Financial Statements, Disclosures and Schedules

Inside this 10-Q Quarterly Report

Cover
Condensed Consoldiated Balance Sheets
Condensed Consoldiated Balance Sheets (Parenthetical)
Condensed Consolidated Statements Of Cash Flows (Unaudited)
Condensed Consolidated Statements Of Operations (Unaudited)
Condensed Consolidated Statements Of Stockholders' Equity (Unaudited)
Accrued Liabilities
Accrued Liabilities (Details)
Accrued Liabilities (Tables)
Acquisition
Acquisition (Details )
Acquisition (Details 1)
Acquisition (Details 2)
Acquisition (Details Narrative)
Acquisition (Tables)
Background Information
Convertible Promissory Notes And Notes Payable
Convertible Promissory Notes And Notes Payable (Details 1)
Convertible Promissory Notes And Notes Payable (Details Narrative)
Convertible Promissory Notes And Notes Payable (Details)
Convertible Promissory Notes And Notes Payable (Tables)
Equity Transactions
Equity Transactions (Details Narrative)
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Details 1)
Goodwill And Intangible Assets (Details 2)
Goodwill And Intangible Assets (Details Narrative)
Goodwill And Intangible Assets (Details)
Goodwill And Intangible Assets (Tables)
Income Taxes
Income Taxes (Details Narrative)
Inventory
Inventory (Details Narrative)
Inventory (Details)
Inventory (Tables)
Operating Leases
Operating Leases (Details 1)
Operating Leases (Details 2)
Operating Leases (Details Narrative)
Operating Leases (Details)
Operating Leases (Tables)
Prepaid Expense And Other Current Assets
Prepaid Expense And Other Current Assets (Details)
Prepaid Expense And Other Current Assets (Tables)
Property And Equipment
Property And Equipment (Details Narrative)
Property And Equipment (Details)
Property And Equipment (Tables)
Related Party Transactions
Related Party Transactions (Details Narrative)
Risks And Uncertainties
Stock Based Compensation
Stock Based Compensation (Details 1)
Stock Based Compensation (Details Narrative)
Stock Based Compensation (Details)
Stock Based Compensation (Tables)
Subsequent Events
Subsequent Events (Details Narrative)

Material Contracts, Statements, Certifications & more

Grove, Inc. provided additional information to their SEC Filing as exhibits

Ticker: GRVI
CIK: 1775194
Form Type: 10-Q Quarterly Report
Accession Number: 0001477932-22-003371
Submitted to the SEC: Mon May 16 2022 9:25:56 AM EST
Accepted by the SEC: Mon May 16 2022
Period: Thursday, March 31, 2022
Industry: Medicinal Chemicals And Botanical Products

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