
PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) The company reported a Q3 2023 net loss of $0.5 million, a reversal from a $0.5 million net income in Q3 2022 Condensed Consolidated Balance Sheets Key Balance Sheet Items | Balance Sheet Items | Sep 30, 2023 | Jun 30, 2023 | | :--- | :--- | :--- | | Total Current Assets | $27,288,855 | $26,818,342 | | Total Assets | $35,465,200 | $35,280,827 | | Total Current Liabilities | $4,911,041 | $4,191,717 | | Total Liabilities | $5,588,220 | $4,903,057 | | Total Stockholders' Equity | $29,876,980 | $30,377,770 | - Cash and cash equivalents decreased to $6.99 million as of September 30, 2023, from $8.16 million as of June 30, 202314 Condensed Consolidated Statements of (Loss) Income Key Income Statement Items | Income Statement Items | Q3 2023 | Q3 2022 | | :--- | :--- | :--- | | Net Revenue | $8,235,514 | $8,923,288 | | Gross Profit | $6,198,326 | $6,899,624 | | (Loss) Income from Operations | ($1,036,279) | $777,092 | | Net (Loss) Income | ($500,181) | $497,168 | | Diluted EPS | ($0.01) | $0.01 | - The company shifted from an operating income of $777,092 in Q3 2022 to an operating loss of $1,036,279 in Q3 202317 Condensed Consolidated Statements of Cash Flows Key Cash Flow Items | Cash Flow Items | Q3 2023 | Q3 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $292,348 | $879,197 | | Net cash (used in) investing activities | ($1,536,610) | ($267,042) | | Net cash (used in) by financing activities | ($3,656) | ($3,476) | | Net (decrease) increase in cash | ($1,185,694) | $371,348 | - The net decrease in cash, cash equivalents, and restricted cash was approximately $1.19 million for Q3 202322 Notes to Condensed Consolidated Financial Statements - The company operates through wholly-owned subsidiaries in diverse sectors including investment services, food products, and fintech27 - USCF Investments' revenue is concentrated, with the USO and UNG funds accounting for 67% of its fund management revenue33 - The company is involved in multiple legal proceedings related to its subsidiary USCF, with no accrual for potential losses recorded148159 - U.S. investment fund management is the primary profit driver, while the new U.S. fintech segment incurred a net loss of $1.45 million165 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Q3 2023 revenue declined to $8.2 million, resulting in a $1.0 million operating loss due to lower AUM and fintech investments Results of Operations - Consolidated revenue decreased by $0.7 million to $8.2 million in Q3 2023, driven by lower AUM and unfavorable currency translation171 - Operating income saw a $1.8 million negative swing from a $0.8 million profit in Q3 2022 to a $1.0 million loss in Q3 2023173 - Net loss for Q3 2023 was approximately $0.5 million, a $1.0 million decrease from the prior-year quarter's net income177 Segment Performance Segment Results (Q3 2023 vs Q3 2022) | Segment | Q3 2023 Revenue | Q3 2022 Revenue | Q3 2023 Net Income/(Loss) | Q3 2022 Net Income/(Loss) | | :--- | :--- | :--- | :--- | :--- | | USCF Investments | $5.0M | $5.4M | $2.0M (pre-tax) | $1.8M (pre-tax) | | Gourmet Foods | $1.7M | $1.9M | $22k | $0.2M | | Brigadier Security | $0.5M | $0.6M | $61k | $107k | | Original Sprout | $0.8M | $0.8M | ($322k) | ($20k) | | Marygold (U.K.) | $127k | $133k | ($68k) | $10k | | Marygold (U.S.A.) | $401 | $0 | ($1.45M) | ($641k) | - The Marygold (U.S.A.) fintech segment incurred operating expenses of $1.45 million in Q3 2023 due to app development and launch costs206 - Original Sprout's net loss widened significantly to $322k from $20k year-over-year due to higher marketing expenses197198199 Liquidity and Capital Resources - As of September 30, 2023, the company held $7.0 million in cash and cash equivalents, down from $8.2 million at June 30, 2023209 - The company maintains a strong working capital position of $22.4 million despite significant investments in its fintech subsidiary210 - Future plans include growing business units, expanding fintech services, and pursuing strategic acquisitions207 Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, The Marygold Companies is not required to provide this information - The company is not required to provide information for this item as it qualifies as a "smaller reporting company"216 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of the quarter's end - The company's principal executive and financial officers concluded that disclosure controls and procedures were effective218 - No significant changes were made to the company's internal control over financial reporting during the quarter219 PART II. OTHER INFORMATION Item 1. Legal Proceedings The company's subsidiary USCF faces ongoing lawsuits related to 2020 oil market events, with no loss accrual recorded - Subsidiary USCF and its fund USO are defendants in a consolidated class action lawsuit related to 2020 oil market volatility229230 - Multiple derivative actions alleging breaches of fiduciary duty have been filed and are currently stayed233234236 - The company has not recorded any accrual for these legal matters due to their unpredictable nature232243 Item 1A. Risk Factors No material changes to risk factors have occurred since the last Annual Report on Form 10-K - The company states there have been no material changes to the risk factors disclosed in its Annual Report on Form 10-K245 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds None - None246 Item 3. Defaults Upon Senior Securities None - None247 Item 4. Mine Safety Disclosures Not applicable - Not applicable248 Item 5. Other Information None - None249 Item 6. Exhibits This section lists filed exhibits, including required CEO/CFO certifications and XBRL data files - The report includes CEO and CFO certifications pursuant to the Sarbanes-Oxley Act of 2002251 - Exhibits include Inline XBRL data files for financial reporting251