Upexi(US:UPXI)2022-05-16 13:25PART I - FINANCIAL INFORMATION 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 Presents Grove, Inc.'s unaudited condensed consolidated financial statements and notes, detailing revenue growth, net loss, and cash flow changes Condensed Consolidated Balance Sheets 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 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 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 quarter24 - The company repurchased 467,765 shares of common stock for $1,975,888 during the nine months ended March 31, 202224 Condensed Consolidated Statements of Cash Flows 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 purchases27 - 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 $150,00027 Notes to the Unaudited Condensed Consolidated Financial Statements This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements Note 1. Background Information 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 platform29106 - 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 statements3536 Note 2. Acquisitions 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 goodwill394044 - 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 goodwill454649 - 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