Item 2.02 Results of Operations and Financial Condition.
On June 21, 2022, Body and Mind Inc. (the “Company” or “BaM”) issued a news
release announcing its financial results for the third fiscal quarter ended
April 30, 2022. The information regarding the financial results for the third
fiscal quarter ended April 30, 2022 of the Company contained in Item 7.01 below
is responsive to this Item 2.02 and is incorporated into this Item 2.02 by
reference.
The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed
“filed” for purposes of Section 18 of the U.S. Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the
Exchange Act, except as expressly set forth by specific reference in such a
filing.
Item 7.01 Regulation FD Disclosure.
On June 21, 2022, the Company issued a news release to report its financial
results for the third fiscal quarter ended April 30, 2022.
Q3 FY2022 Financial Summary (results expressed in USD$ unless otherwise
indicated):
· Reported Q3 FY2022 revenue of $7.88 million, a 10% increase over Q3 FY2021
revenue of $7.16 million;
· Q3 FY2022 Gross profit of $2.91 million; · Q3 FY2022 Net Operating Loss of $1.34 million; · Q3 FY2022 Net Loss of $2.46 million; · Basic and Diluted loss per share of $0.02; · Adjusted EBITDA loss of 0.78 million*; · Inventory of $4.32 million as of April 30, 2022;
· At April 30, 2022, BaM had $3.71 million in cash and a working capital
surplus of $2.42 million;
· Total Assets were $52.99 million, Total Current Liabilities were $9.44
million and Total Liabilities were $22.70 million at April 30, 2022;
· 113,349,464 shares of common stock outstanding as of April 30, 2022
(113,349,464 as of June 20, 2022).
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Operational Milestones for Q3 FY2022:
California:
· Amended definitive agreement for the acquisition of the Seaside dispensary
to have $1.25 million of the purchase price switched from cash to common stock
(see June 21, 2022 press release);
· The Company took over management of Seaside dispensary operations
effective December 1, 2021;
· Local and state approval of change in ownership of the Seaside dispensary
licenses received;
· Received state licenses for a manufacturing and distribution facility in
development stage with local approvals previously received.
Ohio:
· Increased production capacity and received approval to use the kitchen at
the Ohio production facility;
· Body and Mind branded extract products sold through wholesale on Ohio
dispensary shelves with an expanded product line in progress;
· Secured high quality biomass for extract products to produce shatter,
sugar and live resin offerings.
Arkansas:
· Received first concentrate extracts from third-party extractor using Body
and Mind biomass;
· Cultivation operations achieved steady state of operations with flower and
extracted product sales through wholesale to other dispensaries and sales in the
attached Body and Mind dispensary.
Michigan:
· Expended brands and offerings at the Body and Mind dispensary in Muskegon;
· Paused the Manistee cultivation and production facility construction for
evaluation.
Illinois
? The Company has management agreements with two entities that have been
identified in the Illinois Department of Financial and Professional Regulation
(IDFPR) results of the Social Equity Justice Lottery as recipients of
Conditional Adult-Use Cannabis Dispensary Licenses (Conditional Licenses) in the
greater Chicago-area BLS region;
? Final license awards by the Illinois Department of Financial and
Professional Regulation (IDFPR) anticipated on or before July 22, 2022 as
outlined by a June 10th IDFPR press release;
? Identified and advanced real estate opportunities for dispensary locations.
“Our team continues to expand retail and wholesale operations as our newer
facilities in Ohio, Arkansas and Michigan ramp up with increased product
offerings,” stated Michael Mills, CEO of Body and Mind. “Our Arkansas
cultivation has reached a steady state and our perpetual harvest and innovative
craft cannabis strains have driven increased visits to our dispensary as well as
growing our wholesale operations. We applaud the recent announcement that
winning dispensary licenses in Chicago will be released in late July and look
forward to bringing our retail expertise to the important Illinois market. Our
most recent quarter saw an impact on earnings from our previous Michigan
construction expenses as well as a dip in margins due to systemic economic
impacts. Our recent debt extension and reduced cash payment for the Seaside
acquisition provide flexibility as we plan for future expansion and we are
excited to continue to expand our wholesale Body and Mind products and retail
locations across new markets.”
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*Adjusted EBITDA is a Non-GAAP metric used by management that does not have any
standardized meaning prescribed by U.S. GAAP and may not be comparable to
similar measures presented by other companies. Management defines the Adjusted
EBITDA as the income (loss) from operations, as reported, before interest,
taxes, and adjusted for removing other non-cash items, including the stock-based
compensation expense, depreciation, and further adjustments to remove
acquisition related costs or gains. Management believes Adjusted EBITDA is a
useful financial metric to assess its operating performance on a cash adjusted
basis before the impact of non-cash items and acquisition activities. The most
comparable financial measure calculated and presented in accordance with U.S.
GAAP is net income (loss) from operations, which was presented above prior to
the Adjusted EBITDA figure.
The unaudited condensed consolidated interim financial statements for the
quarter ended April 30, 2022 are available on SEDAR and EDGAR and should be read
in connection with this news release.
The Company will be holding an earning call on Tuesday June 21, 2022 at 5:00
p.m. Eastern
Conference Call Participant Details
Confirmation #: 30671046 Local: Toronto: 416-764-8659
North American Toll Free: 1-888-664-6392
Encore Replay
Encore Replay Local: (+1) 416 764 8677
Encore Replay North American Toll Free: (+1) 888 390 0541
Encore Replay Entry Code: 671046 #
Encore Replay Expiration Date: 06/28/2022
A copy of the news release is attached as Exhibit 99.1 hereto.
The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed
“filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act, or the Exchange Act, except as
expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Description
99.1 News Release dated June 21, 2022.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded
within the inline XBRL document)
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