Financial Data and Key Metrics Changes - Revenue for the first fiscal quarter ending September 30, 2022, totaled $11.6 million, an increase of 199% compared to $3.9 million for the same period the prior year, driven by growth across most product categories and sales platforms [9][20] - Cost of revenue during the quarter was $5.5 million, an increase of 334% compared to $1.3 million for the same period the prior year, primarily related to acquisitions [21] - Gross profit for the quarter was $6 million, an increase of $3.4 million compared to the same period in the prior year, with gross margins declining to 52% due to increased discounts and distributor sales [22] - Operating expenses totaled $9 million, an increase of 159% compared to $3.5 million for the same period in the prior year, driven by increased sales and marketing, distribution costs, and general administrative costs [23] - The company reported net losses from continuing operations of $2.7 million compared to net income of approximately $511,000 for the same period the previous year [24] - Cash and cash equivalents were $3.3 million, with stockholder's equity at $27 million as of the end of September 2022 [25] Business Line Data and Key Metrics Changes - The company has successfully closed several acquisitions, including Cygnet Online, VitaMedica Corporation, Interactive Offers, and LuckyTail, contributing to revenue growth [10][11][12] - VitaMedica has been a leading revenue driver with triple-digit growth year-over-year, primarily from Amazon sales [11] - LuckyTail entered the $200 billion pet market, showing double-digit year-over-year growth [12] Market Data and Key Metrics Changes - The company is focusing on high-margin growth areas and dependable sales visibility, particularly in health, wellness, pet, beauty, and toys [7][10] - The sale of select CBD assets for approximately $23.5 million is aimed at streamlining the business and focusing on essential consumer goods [13] Company Strategy and Development Direction - The company aims to project over $100 million in revenues for calendar 2023, reflecting effective execution of its business model and management expertise [9][33] - The strategy includes a balanced approach of growth with a focus on cost control while investing more in marketing and brand advertising for future growth [30] - The company is strategically positioned for success in various markets, with a focus on recession-resistant products [31] Management's Comments on Operating Environment and Future Outlook - Management acknowledges macroeconomic challenges but remains optimistic about strong direct-to-consumer sales [10] - The company expects to see continued growth in revenue across its brands and business segments, with a leaner operational structure post-CBD asset sale [29][31] - Management anticipates that acquisition opportunities are improving, with valuations aligning with strategic guidelines [32] Other Important Information - The company obtained a $3 million mortgage at an interest rate of 4.8% to reduce outstanding short-term acquisition loans, increasing available funds for future acquisitions [26] - The elimination of a $15 million senior secured debt facility is expected to reduce annualized interest expenses by approximately $900,000 [27] Q&A Session Summary Question: Capital allocation priorities post-CBD asset divestiture - Management is considering reinvesting in the business and sees more attractive acquisition multiples, indicating a preference for acquisitions over stock buybacks at this time [35][38] Question: Competitive landscape in the brand aggregator space - Management notes that competitors with high debt are struggling, creating more acquisition opportunities with favorable valuations [41][42] Question: Potential for revenue guidance exceeding $100 million - The guidance includes current operations, with potential for additional revenue from future accretive acquisitions [43]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ____________ Commission file number 333-255266 UPEXI, INC. (Exact name of registrant as specified in its charter) Nevada 83-3378978 (State or other jurisdiction ...

[PART I - FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section presents Grove, Inc.'s interim condensed consolidated financial statements and management's analysis for the period [Item 1. Interim Condensed Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Interim%20Condensed%20Consolidated%20Financial%20Statements) Presents Grove, Inc.'s unaudited condensed consolidated financial statements and notes, detailing revenue growth, net loss, and cash flow changes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section details Grove, Inc.'s financial position, showing changes in assets, liabilities, and equity | Metric | March 31, 2022 | June 30, 2021 | Change | % Change | | :--------------------------------------- | :------------- | :------------ | :------- | :------- | | Total assets | $33,153,043 | $27,254,564 | $5,898,479 | 21.64% | | Current assets | $10,261,207 | $18,293,083 | $(8,031,876) | -43.91% | | Cash | $4,502,986 | $14,534,211 | $(10,031,225) | -69.02% | | Total current liabilities | $4,373,141 | $5,819,161 | $(1,446,020) | -24.85% | | Total stockholders' equity | $28,416,494 | $21,217,973 | $7,198,521 | 33.93% | [Condensed Consolidated Statements of Operations](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section outlines Grove, Inc.'s financial performance, including revenue, gross profit, and net income (loss) for the periods Three Months Ended March 31, 2022 vs 2021 | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Change | % Change | | :--------------------------------- | :-------------------------------- | :-------------------------------- | :------- | :------- | | Revenue | $10,271,588 | $6,347,514 | $3,924,074 | 61.82% | | Gross profit | $6,086,806 | $3,396,712 | $2,690,094 | 79.20% | | Income (loss) from operations | $(60,499) | $1,015,304 | $(1,075,803) | -105.96% | | Net income (loss) | $(52,667) | $966,763 | $(1,019,430) | -105.48% | | Basic income (loss) per share | $(0.00) | $0.07 | $(0.07) | -100.00% | | Diluted income (loss) per share | $(0.00) | $0.07 | $(0.07) | -100.00% | Nine Months Ended March 31, 2022 vs 2021 | Metric | Nine Months Ended March 31, 2022 | Nine Months Ended March 31, 2021 | Change | % Change | | :--------------------------------- | :------------------------------- | :------------------------------- | :------- | :------- | | Revenue | $29,388,123 | $13,449,850 | $15,938,273 | 118.50% | | Gross profit | $18,179,607 | $6,645,581 | $11,534,026 | 173.56% | | Income (loss) from operations | $492,644 | $11,923 | $480,721 | 4031.88% | | Net income (loss) | $523,877 | $260,210 | $263,667 | 101.33% | | Basic income (loss) per share | $0.03 | $0.02 | $0.01 | 50.00% | | Diluted income (loss) per share | $0.03 | $0.02 | $0.01 | 50.00% | [Condensed Consolidated Statements of Stockholders' Equity](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) This section details changes in Grove, Inc.'s equity, reflecting stock issuances, repurchases, and net income (loss) - Total stockholders' equity increased from **$21,217,973** as of June 30, 2021, to **$28,416,494** as of March 31, 2022, primarily due to common stock issuances for acquisitions and stock-based compensation, partially offset by common stock repurchases and a net loss in the most recent quarter[24](index=24&type=chunk) - The company repurchased **467,765 shares** of common stock for **$1,975,888** during the nine months ended March 31, 2022[24](index=24&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section presents Grove, Inc.'s cash inflows and outflows from operating, investing, and financing activities Cash Flow Activities | Cash Flow Activity (Nine Months Ended March 31) | 2022 | 2021 | Change | | :----------------------------------------------- | :----------- | :----------- | :----------- | | Net cash provided by operating activities | $2,166,545 | $97,628 | $2,068,917 | | Net cash (used in) provided by investing activities | $(10,071,882) | $94,954 | $(10,166,836) | | Net cash (used in) provided by financing activities | $(2,125,888) | $1,038,080 | $(3,163,968) | | Net (decrease) increase in cash | $(10,031,225) | $1,230,662 | $(11,261,887) | | Cash, end of period | $4,502,986 | $2,118,179 | $2,384,807 | - Investing activities for the nine months ended March 31, 2022, primarily included **$2,574,589** for the acquisition of VitaMedica, **$1,854,193** for Interactive Offers, and **$5,649,100** for property and equipment purchases[27](index=27&type=chunk) - Financing activities for the nine months ended March 31, 2022, included a common stock repurchase of **$1,975,888** and repayment of notes payable of **$150,000**[27](index=27&type=chunk) [Notes to the Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [Note 1. Background Information](index=8&type=section&id=Note%201.%20Background%20Information) Details Grove, Inc.'s business operations in CBD, health/wellness products, and advertising, along with recent accounting standard adoptions - Grove, Inc. is engaged in developing, producing, marketing, and selling raw materials, white label products, and end consumer products containing Cannabidiol (CBD), as well as health and wellness products not containing CBD, and also operates an advertising platform[29](index=29&type=chunk)[106](index=106&type=chunk) - The company adopted ASU 2020-06 (Debt with Conversion and Other Options) and ASU 2019-12 (Income Taxes) at the beginning of its 2022 fiscal year, neither of which had a significant impact on the condensed consolidated financial statements[35](index=35&type=chunk)[36](index=36&type=chunk) [Note 2. Acquisitions](index=9&type=section&id=Note%202.%20Acquisitions) Outlines Grove, Inc.'s acquisitions of VitaMedica and Interactive Offers, detailing transaction values, goodwill, and pro forma financial impacts - Effective August 1, 2021, Grove, Inc. acquired VitaMedica Corporation, an online seller of supplements, for an estimated fair value of **$3,556,589**, consisting of common stock, promissory notes, and cash, resulting in **$1,271,780** in goodwill[39](index=39&type=chunk)[40](index=40&type=chunk)[44](index=44&type=chunk) - Effective October 1, 2021, the company acquired Interactive Offers, LLC, a programmatic advertising platform, for **$6,700,000**, consisting of common stock, cash, and a potential earnout payment, resulting in **$4,848,330** in goodwill[45](index=45&type=chunk)[46](index=46&type=chunk)[49](index=49&type=chunk) - Pro forma net income (loss) for the nine months ended March 31, 2022, considering both acquisitions as if they occurred on July 1, 2020, would have been a loss of **$(402,951)**, compared to the reported net income of **$523,877

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 or UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to _______ Commission File Number 333-255266 GROVE, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to _______ Commission File Number 333-255266 GROVE, INC. (Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) ...

10-K 1 grvi_10k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ____________ Commission file number 333-255266 GROVE, INC. (Exact name of registrant as specified in its charter) (State or other j ...