mwk-8k_20201109.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 or 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 9, 2020

 

Mohawk Group Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter) 

 

 

 

 

 

 

Delaware

 

001-38937

 

83-1739858

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Mohawk Group Holdings, Inc.
37 East 18th Street, 7th Floor

New York, NY 10003

(Address of Principal Executive Offices)(Zip Code)

(347) 676-1681
(Registrant’s telephone number, including area code)

N/A

(Former Name, or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities Registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol

 

Name of each exchange on which registered

Common Stock, $0.0001 par value

 

MWK

 

The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 


 

Item 2.02. Results of Operations and Financial Condition.

On November 9, 2020, Mohawk Group Holdings, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2020. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 2.02, including the press release attached hereto as Exhibit 99.1, is intended to be furnished under Item 2.02 and Item 9.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the 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 Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

 

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Number

Description

99.1

Press Release issued by Mohawk Group Holdings, Inc., dated November 09, 2020

 

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

MOHAWK GROUP HOLDINGS, INC.

 

 

 

 

 

 

 

 

 

Date:  November 09, 2020

By:

/s/ Yaniv Sarig

 

 

 

Yaniv Sarig

 

 

 

President and Chief Executive Officer

 

 

 

 

mwk-ex991_8.htm


Exhibit 99.1

 

 

 

Mohawk Group Reports Third Quarter 2020 Results

 

Net Revenue Grew 45% Year-Over-Year to $58.8 Million

 

Net Loss Improved to $0.8 Million, Adjusted EBITDA Improved to $5.1 Million

 

 

 

NEW YORK, November 9, 2020 – Mohawk Group Holdings, Inc. (NASDAQ: MWK) (“Mohawk” or the “Company”) today announced results for the third quarter ended September 30, 2020. 

 

Third Quarter 2020 Highlights

 

8 new products launched in the third quarter compared to 3 in the third quarter of 2019.

 

Net revenue grew 45% to $58.8 million, compared to $40.6 million in the third quarter of 2019.

 

Gross margin improved to 47.8% versus 43.2% in the third quarter of 2019.

 

Operating income increased to $0.1 million compared to an operating loss of $(14.1) million in the third quarter of 2019.

 

Contribution margin improved to 19.1% from 8.0% in the third quarter of 2019.

 

Excluding non-cash stock-based compensation of $4.9 million in the third quarter of 2020 and $11.4 million in the third quarter of 2019, fixed operating expenses for the third quarter decreased as a percentage of net revenue to 10.5% compared to 14.6% in the third quarter of 2019.

 

Net loss of $(0.8) million improved from a net loss of $(15.0) million in the third quarter of 2019.

 

Adjusted EBITDA improved to $5.1 million versus a loss of $(2.7) million in the third quarter of 2019.

 

Total cash balance at September 30, 2020 increased by $20.2 million from June 30, 2020 to $37.4 million, while reducing our revolving credit facility and term loan debt by $5.9 million.

 


Yaniv Sarig, Co-Founder and Chief Executive Officer, commented, “The third quarter was an exciting one for Mohawk, as we saw solid revenue growth and Adjusted EBITDA profitability growth. E-commerce adoption continues to accelerate and we feel very well positioned to capitalize on this trend. In the third quarter we also successfully executed on the acquisition of Truweo, a wellness brand, and we are pleased with the integration of the brand into our portfolio. We are already expanding the brand’s offerings through our core business model by developing several new products that we expect to launch in the first quarter of 2021. We expect to continue to invest in our M&A strategy in the coming quarters by acquiring and integrating additional accretive e-commerce businesses into our platform while continuing to grow the number of new products we develop and launch.”

Outlook

For full year 2020, the Company continues to expect net revenue to be in the range of $175.0 million to $185.0 million driven primarily by continued growth of its existing product portfolio, new products launched in 2020, and the positive contribution from wholesale personal protective equipment (“PPE”).  The Company continues to expect to generate positive Adjusted EBITDA in the fourth quarter of 2020 and for the full year 2020.

 


The most directly comparable GAAP financial measure for Adjusted EBITDA is net loss and we expect to report a net loss for the three months ending December 31, 2020 and for the twelve months ending December 31, 2020, due primarily to quarterly interest expense, net and stock-based compensation expense.

 

Non-GAAP Financial Measures

For more information on our non-GAAP financial measures and a reconciliation of GAAP to non-GAAP measures, please see the “Non-GAAP Financial Measures and Reconciliations” section below.


Webcast and Conference Call Information

 

Mohawk will host a live conference call to discuss financial results today, November 9, 2020, at 5:00 p.m. Eastern Time. To access the call, participants from within the U.S. should dial (877) 295-1077 and participants from outside the U.S. should dial (470) 495-9485 and provide the conference ID: 3541208. Participants may also access the call through a live webcast at https://ir.mohawkgp.com/investor-relations. Please visit the website at least 15 minutes prior to the start of the call to register and download any necessary software. The archived online replay will be available for a limited time after the call in the Investor Relations section of Mohawk’s website.


About Mohawk Group Holdings, Inc.

Mohawk Group Holdings, Inc., together with its subsidiaries (“Mohawk”), is a rapidly growing technology-enabled consumer products company that uses machine learning, natural language processing, and data analytics to design, develop, market and sell products. Mohawk predominantly operates through online retail channels such as Amazon, and Walmart. Mohawk has seven owned and operated brands: hOme, Vremi, Xtava, Truweo, Holonix, Aussie Health and RIF6. Mohawk sells products in multiple categories, including home and kitchen appliances, kitchenware, environmental appliances (i.e., dehumidifiers and air conditioners), personal protective equipment, beauty-related products and, to a lesser extent, consumer electronics. Mohawk was founded on the premise that if a company selling consumer packaged goods was founded today, it would apply artificial intelligence and machine learning, the synthesis of massive quantities of data and the use of social proof to validate high caliber product offerings as opposed to over-reliance on brand value and other traditional marketing tactics.

Forward Looking Statements

All statements other than statements of historical facts included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements including, in particular, the statements about our expected 2020 net revenue, our expected Adjusted EBITDA and net loss for the fourth quarter of 2020 and full year 2020, our ability to leverage our tech enabled business model, our ability to continue to invest in our software platform to drive efficiencies, our ability to capitalize on the adoption of e-commerce and the shift to online consumer spending, our ability to expand Truweo’s product offerings, the expected timing of new product launches, including the expected launch of new products for the Truweo brand in the first quarter of 2021, expectations regarding continued investment in our M&A strategy in the future, our ability to integrate additional e-commerce businesses into our platform, our ability to acquire accretive e-commerce businesses, our ability to grow the number of new products we develop and launch and our ability to continue to maintain or grow our existing product portfolio, including our ability to maintain or grow sales of PPE.

These forward-looking statements are based on management’s current expectations and beliefs and are subject to uncertainties and factors, all of which are difficult to predict and many of which are beyond our control and could cause actual results to differ materially and adversely from those described in the forward-looking statements. These risks include, but are not limited to, those related to the impact of the COVID-19


pandemic including its impact on consumer demand, our cash flows, financial condition and revenue growth rate; our supply chain including sourcing, manufacturing, warehousing and fulfillment; our ability to manage expenses, working capital and capital expenditures efficiently; our business model and our technology platform; our ability to disrupt the consumer products industry; our ability to grow market share in existing and new product categories, including PPE; our ability to generate profitability and stockholder value; international tariffs and trade measures; inventory management, product liability claims, recalls or other safety and regulatory concerns; reliance on third party online marketplaces; seasonal and quarterly variations in our revenue; acquisitions of other companies and technologies and our ability to integrate any such companies and technologies with our business and other factors discussed in the “Risk Factors” section of our most recent periodic reports filed with the Securities and Exchange Commission (“SEC”), all of which you may obtain for free on the SEC’s website at www.sec.gov.

Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

 

Investor Contact:

Ilya Grozovsky, Mohawk Group

ilya@mohawkgp.com

917-905-1699

 

 

 



MOHAWK GROUP HOLDINGS, INC.

 

MOHAWK GROUP HOLDINGS, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and per share data

 

 

 

 

 

December 31, 2019

 

 

September 30, 2020

 

ASSETS

 

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

Cash

 

$

30,353

 

 

$

37,385

 

Accounts receivable—net

 

 

1,059

 

 

 

8,516

 

Inventory

 

 

36,212

 

 

 

18,791

 

Prepaid and other current assets

 

 

5,395

 

 

 

7,343

 

Total current assets

 

 

73,019

 

 

 

72,035

 

PROPERTY AND EQUIPMENT—net

 

 

175

 

 

 

132

 

GOODWILL AND OTHER INTANGIBLES—net

 

 

1,055

 

 

 

16,700

 

OTHER NON-CURRENT ASSETS

 

 

175

 

 

 

174

 

TOTAL ASSETS

 

$

74,424

 

 

$

89,041

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

 

Credit facility

 

$

21,657

 

 

$

13,418

 

Accounts payable

 

 

21,064

 

 

 

14,538

 

Term loan

 

 

3,000

 

 

 

6,500

 

Accrued and other current liabilities

 

 

7,505

 

 

 

12,334

 

Total current liabilities

 

 

53,226

 

 

 

46,790

 

OTHER LIABILITIES

 

 

4

 

 

 

2,480

 

TERM LOANS

 

 

10,467

 

 

 

6,350

 

Total liabilities

 

 

63,697

 

 

 

55,620

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

 

 

Common stock, par value $0.0001 per share—500,000,000 shares authorized and

   17,736,649 shares outstanding at December 31, 2019; 500,000,000 shares

   authorized and 21,844,944 shares outstanding at September 30, 2020

 

 

2

 

 

 

2

 

Additional paid-in capital

 

 

140,477

 

 

 

181,971

 

Accumulated deficit

 

 

(129,809

)

 

 

(148,581

)

Accumulated other comprehensive income

 

 

57

 

 

 

29

 

Total stockholders’ equity

 

 

10,727

 

 

 

33,421

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

74,424

 

 

$

89,041

 

 



 

 

MOHAWK GROUP HOLDINGS, INC.

Condensed Consolidated Statements of Operations

(Unaudited)

(in thousands, except share and per share data)

 

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

NET REVENUE

 

$

40,603

 

 

$

58,783

 

 

$

88,817

 

 

$

144,212

 

COST OF GOODS SOLD

 

 

23,076

 

 

 

30,688

 

 

 

52,859

 

 

 

78,218

 

GROSS PROFIT

 

 

17,527

 

 

 

28,095

 

 

 

35,958

 

 

 

65,994

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and distribution

 

 

18,111

 

 

 

18,944

 

 

 

41,094

 

 

 

51,472

 

Research and development

 

 

3,226

 

 

 

1,846

 

 

 

7,731

 

 

 

6,578

 

General and administrative

 

 

10,261

 

 

 

7,199

 

 

 

23,932

 

 

 

23,554

 

TOTAL OPERATING EXPENSES:

 

 

31,598

 

 

 

27,989

 

 

 

72,757

 

 

 

81,604

 

OPERATING INCOME (LOSS)

 

 

(14,071

)

 

 

106

 

 

 

(36,799

)

 

 

(15,610

)

INTEREST EXPENSE—net

 

 

875

 

 

 

934

 

 

 

3,368

 

 

 

3,120

 

OTHER EXPENSE (INCOME)—net

 

 

21

 

 

 

(23

)

 

 

53

 

 

 

(4

)

LOSS BEFORE INCOME TAXES

 

 

(14,967

)

 

 

(805

)

 

 

(40,220

)

 

 

(18,726

)

PROVISION FOR INCOME TAXES

 

 

8

 

 

 

 

 

 

23

 

 

 

46

 

NET LOSS

 

$

(14,975

)

 

$

(805

)

 

$

(40,243

)

 

$

(18,772

)

Net loss per share, basic and diluted

 

$

(0.99

)

 

$

(0.05

)

 

$

(3.10

)

 

$

(1.18

)

Weighted-average number of shares outstanding, basic and diluted

 

 

15,134,422

 

 

 

17,090,050

 

 

 

12,971,641

 

 

 

15,903,517

 



MOHAWK GROUP HOLDINGS, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

(in thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2019

 

 

2020

 

OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net loss

 

$

(40,243

)

 

$

(18,772

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

136

 

 

 

179

 

Provision for sales returns

 

 

236

 

 

 

77

 

Amortization of deferred financing costs and debt discounts

 

 

914

 

 

 

914

 

Stock-based compensation

 

 

24,747

 

 

 

17,472

 

Other

 

 

101

 

 

 

5

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(1,784

)

 

 

(7,492

)

Inventory

 

 

4,944

 

 

 

17,235

 

Prepaid and other current assets

 

 

(2,307

)

 

 

(320

)

Accounts payable, accrued and other liabilities

 

 

110

 

 

 

(1,698

)

Cash (used in) provided by operating activities

 

 

(13,146

)

 

 

7,600

 

INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Purchase of Truweo assets

 

 

 

 

 

(14,032

)

Purchase of fixed assets

 

 

(48

)

 

 

(33

)

Purchase of Aussie Health Co. assets

 

 

(1,105

)

 

 

 

Proceeds on sale of fixed assets

 

 

6

 

 

 

 

Cash used in investing activities

 

 

(1,147

)

 

 

(14,065

)

FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Proceeds from exercise of stock options

 

 

2

 

 

 

12

 

Proceeds from initial public offering, net of issuance costs

 

 

30,554

 

 

 

 

Proceeds from issuance of common stock from follow-on public offering, net of issuance costs

 

 

 

 

 

23,416

 

Repayment of note payable related to Aussie Health acquisition

 

 

 

 

 

(207

)

Taxes paid related to net settlement upon vesting of restricted common stock

 

 

 

 

 

(112

)

Borrowings from Mid Cap credit facility

 

 

69,740

 

 

 

99,508

 

Repayments from Mid Cap credit facility

 

 

(71,082

)

 

 

(108,278

)

Repayments from Horizon term loan

 

 

 

 

 

(1,000

)

Debt issuance costs from Mid Cap credit facility

 

 

(581

)

 

 

 

Debt issuance costs from Horizon term loan

 

 

(900

)

 

 

 

Deferred offering costs

 

 

 

 

 

(139

)

Insurance obligation payments

 

 

(1,818

)

 

 

(2,357

)

Insurance financing proceeds

 

 

3,833

 

 

 

2,660

 

Capital lease obligation payments

 

 

(42

)

 

 

(4

)

Cash provided by financing activities

 

 

29,706

 

 

 

13,499

 

EFFECT OF EXCHANGE RATE ON CASH

 

 

1

 

 

 

3

 

NET CHANGE IN CASH AND RESTRICTED CASH FOR PERIOD

 

 

15,414

 

 

 

7,037

 

CASH AND RESTRICTED CASH AT BEGINNING OF PERIOD

 

 

20,708

 

 

 

30,789

 

CASH AND RESTRICTED CASH AT END OF PERIOD

 

$

36,122

 

 

$

37,826

 

RECONCILIATION OF CASH AND RESTRICTED CASH

 

 

 

 

 

 

 

 

CASH

 

$

35,686

 

 

$

37,385

 

RESTRICTED CASH—Prepaid and other assets

 

 

307

 

 

 

312

 

RESTRICTED CASH—Other non-current assets

 

 

129

 

 

 

129

 

TOTAL CASH AND RESTRICTED CASH

 

$

36,122

 

 

$

37,826

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

2,467

 

 

$

2,321

 

Cash paid for taxes

 

$

15

 

 

$

45

 

Non-cash consideration paid to contractors

 

$

 

 

$

1,013

 

Non-cash barter exchange of inventory for advertising credits

 

$

 

 

$

889

 

NON-CASH INVESTING AND FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Note payable on acquisition of Truweo

 

$

 

 

$

2,455

 

Note payable on acquisition of Aussie Health

 

$

195

 

 

$

 

 

 

 

 

 

 


Non-GAAP Financial Measures and Reconciliations

In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release and accompanying tables include certain non-GAAP financial measures. The non-GAAP financial measures contained herein are a supplement to the corresponding financial measures prepared in accordance with U.S. GAAP. The non-GAAP financial measures presented exclude the items described below. Management believes that adjustments for these items assist investors in making comparisons of period-to-period operating results. Furthermore, management also believes that these items are not indicative of the Company’s on-going core operating performance. These non-GAAP financial measures have certain limitations in that they do not reflect all of the costs associated with the operations of the Company’s business as determined in accordance with GAAP.

Therefore, investors should consider non-GAAP financial measures in addition to, and not as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP. The non-GAAP financial measures presented by the Company may be different from the non-GAAP financial measures used by other companies.

The Company has presented the following non-GAAP measures to assist investors in understanding the Company’s core net operating results on an on-going basis: (i) Contribution margin; (ii) Contribution margin as a percentage of net revenue; (iii) Adjusted EBITDA; (iv) Adjusted EBITDA as a percentage of net revenue and (v) cash burn. These non-GAAP financial measures may also assist investors in making comparisons of the Company’s core operating results with those of other companies.

As used herein, Contribution margin represents operating loss plus general and administrative expenses, research and development expenses and fixed sales and distribution expenses including stock-based compensation expense. As used herein, Contribution margin as a percentage of net revenue represents Contribution margin divided by net revenue. As used herein, EBITDA represents net loss plus depreciation and amortization, interest expense, net and income tax expense. As used herein, Adjusted EBITDA represents EBITDA plus stock-based compensation expense and other expense, net.  As used herein, Adjusted EBITDA as a percentage of net revenue represents Adjusted EBITDA divided by net revenue. Contribution margin, EBITDA and Adjusted EBITDA do not represent and should not be considered as alternatives to loss from operations or net loss, as determined under GAAP.

We present Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue because we believe each of these measures provides an additional metric to evaluate our operations and, when considered with both our GAAP results and the reconciliation to net loss, provides useful supplemental information for investors. We use Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue, together with financial measures prepared in accordance with GAAP, such as sales and gross margins, to assess our historical and prospective operating performance, to provide meaningful comparisons of operating performance across periods, to enhance our understanding of our operating performance and to compare our performance to that of our peers and competitors.

We believe EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue are useful to investors in assessing the operating performance of our business without the effect of non-cash items, while Contribution margin and Contribution margin as a percentage of net revenue are useful to investors in assessing the operating performance of our products as they represent our operating results without the effects of fixed costs and non-cash items.  Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue, should not be considered in isolation or as alternatives to net loss, loss from operations or any other measure of financial performance calculated and prescribed in accordance with GAAP. Neither EBITDA, Adjusted EBITDA nor Adjusted EBITDA as a percentage of net revenue should be considered a measure of discretionary cash available to us to invest in the growth of our business. Our Contribution margin, Contribution margin as a percentage of net revenue, EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue may not be comparable to similar titled measures in other organizations because other organizations may not calculate Contribution margin, EBITDA, Adjusted EBITDA or Adjusted EBITDA as a percentage of net revenue in the same manner as we do. Our presentation of Contribution margin and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by the expenses that are excluded from such terms or by unusual or non-recurring items.

We recognize that EBITDA, Adjusted EBITDA and Adjusted EBITDA as a percentage of net revenue, have limitations as analytical financial measures. For example, neither EBITDA nor Adjusted EBITDA reflects:

 

our capital expenditures or future requirements for capital expenditures or mergers and acquisitions;

 

the interest expense or the cash requirements necessary to service interest expense or principal payments, associated with indebtedness;


 

depreciation and amortization, which are non-cash charges, although the assets being depreciated and amortized will likely have to be replaced in the future, or any cash requirements for the replacement of assets; or

 

changes in cash requirements for our working capital needs.

Additionally, Adjusted EBITDA excludes non-cash expense for stock-based compensation, which is and will remain a key element of our overall long-term incentive compensation package.

The following table represents a reconciliation of EBITDA and Adjusted EBITDA to net loss, which is the most directly comparable financial measure presented in accordance with GAAP (in thousands):

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

 

(in thousands)

 

 

(in thousands)

 

Net loss

 

$

(14,975

)

 

$

(805

)

 

$

(40,243

)

 

$

(18,772

)

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

 

8

 

 

 

 

 

 

23

 

 

 

46

 

Interest expense, net

 

 

875

 

 

 

934

 

 

 

3,368

 

 

 

3,120

 

Depreciation and amortization

 

 

41

 

 

 

100

 

 

 

136

 

 

 

179

 

EBITDA

 

 

(14,051

)

 

 

229

 

 

 

(36,716

)

 

 

(15,427

)

Other expense (income), net

 

 

21

 

 

 

(23

)

 

 

53

 

 

 

(4

)

Stock-based compensation expense

 

 

11,374

 

 

 

4,861

 

 

 

24,747

 

 

 

17,472

 

Adjusted EBITDA

 

$

(2,656

)

 

$

5,067

 

 

$

(11,916

)

 

$

2,041

 

Adjusted EBITDA as a percentage of net revenue

 

 

(6.5

)%

 

 

8.6

%

 

 

(13.4

)%

 

 

1.4

%

 

 

We also recognize that Contribution margin and Contribution margin as a percentage of net revenue have limitations as analytical financial measures. For example, Contribution margin does not reflect:

 

general and administrative expenses necessary to operate our business;

 

research and development expenses necessary for the development, operation and support of our software platform; or

 

the fixed costs portion of our sales and distribution expenses including stock-based compensation expense

The following table provides a reconciliation of Contribution Margin to operating loss, which is the most directly comparable financial measure presented in accordance with GAAP (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

 

(in thousands)

 

 

(in thousands)

 

Operating (loss) income

 

$

(14,071

)

 

$

106

 

 

$

(36,799

)

 

$

(15,610

)

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

 

10,261

 

 

 

7,199

 

 

 

23,932

 

 

 

23,554

 

Research and development expenses

 

 

3,226

 

 

 

1,846

 

 

 

7,731

 

 

 

6,578

 

Sales and distribution fixed expenses, including

   stock-based compensation expense

 

 

3,814

 

 

 

2,058

 

 

 

9,308

 

 

 

5,970

 

Contribution margin

 

$

3,230

 

 

$

11,209

 

 

$

4,172

 

 

$

20,492

 

Contribution margin as a percentage of net revenue

 

 

8.0

%

 

 

19.1

%

 

 

4.7

%

 

 

14.2

%


 

  We believe each of our products goes through three core phases as follows:

 

i.

Launch phase: During this phase, we leverage our technology to target opportunities identified using AIMEE. During this period of time, and due to the combination of discounts and investment in marketing, our net margin for a product could be as low as negative 35%. In general, a     product may stay in the launch phase on average for 3 months.

 

ii.

Sustain phase: Our goal is for every product we launch to enter the sustain phase and become profitable, with a target average of positive 10% net margin (i.e. contribution margin). Over time, our products benefit from economies of scale stemming from purchasing power both with manufacturers and with fulfillment providers.

 

iii.

Liquidate phase: If a product does not enter the sustain phase or if the customer satisfaction of the product (i.e., ratings) are not satisfactory, then it will go to the liquidate phase and we will sell the remaining inventory.

 

The following table breaks out our quarterly results of operations by our product phases including our SaaS business line :

 

 

 

Three months ended September 30, 2020 (in thousands) (unaudited)

 

 

Sustain

 

Launch

 

SaaS

 

Liquidate

 

Other

 

Fixed

Costs

 

Stock-based compensation expense

 

Total

NET REVENUE

 

$41,598

 

$5,029

 

$340

 

$2,496

 

$9,320

 

$ -

 

$ -

 

$58,783

COST OF GOODS SOLD

 

19,849

 

2,753

 

-

 

1,806

 

6,280

 

-

 

-

 

30,688

GROSS PROFIT

 

21,749

 

2,276

 

340

 

690

 

3,040

 

-

 

-

 

$28,095

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and distribution

 

11,898

 

2,023

 

147

 

1,042

 

1,833

 

1,253

 

748

 

18,944

Research and development

 

-

 

-

 

-

 

-

 

-

 

1,068

 

778

 

1,846

General and administrative

 

-

 

-

 

-

 

-

 

-

 

3,864

 

3,335

 

7,199

 

 

 

Three months ended September 30, 2019 (in thousands) (unaudited)

 

 

Sustain

 

Launch

 

SaaS

 

Liquidate

 

Other

 

Fixed

Costs

 

Stock-based compensation expense

 

Total

NET REVENUE

 

$36,162

 

$2,771

 

$316

 

$1,341

 

$13

 

$ -

 

$ -

 

$40,603

COST OF GOODS SOLD

 

21,801

 

1,983

 

-

 

420

 

(1,128)

 

-

 

-

 

23,076

GROSS PROFIT

 

14,361

 

788

 

316

 

$921

 

$1,141

 

-

 

-

 

$17,527

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and distribution

 

11,249

 

1,637

 

138

 

480

 

793

 

1,393

 

2,421

 

18,111

Research and development

 

-

 

-

 

-

 

-

 

-

 

1,306

 

1,920

 

3,226

General and administrative

 

-

 

-

 

-

 

-

 

-

 

3,228

 

7,033

 

10,261

 

 

 

Nine months ended September 30, 2020 (in thousands) (unaudited)

 

 

Sustain

 

Launch

 

SaaS

 

Liquidate

 

Other

 

Fixed Costs

 

Stock-based compensation expense

 

Total

NET REVENUE

 

$102,549

 

$16,838

 

$1,048

 

$8,568

 

$15,209

 

$ -

 

$ -

 

$144,212

COST OF GOODS SOLD

 

52,726

 

9,390

 

-

 

6,190

 

9,912

 

-

 

-

 

78,218

GROSS PROFIT

 

49,823

 

7,448

 

1,048

 

$2,378

 

$5,297

 

-

 

-

 

$65,994


OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and distribution

 

30,178

 

7,502

 

364

 

4,269

 

3,247

 

4,151

 

1,761

 

51,472

Research and development

 

-

 

-

 

-

 

-

 

-

 

3,347

 

3,231

 

6,578

General and administrative

 

-

 

-

 

-

 

-

 

-

 

11,074

 

12,480

 

23,554

 

 

 

Nine months ended September 30, 2019 (in thousands) (unaudited)

 

 

Sustain

 

Launch

 

SaaS

 

Liquidate

 

Other

 

Fixed Costs

 

Stock-based compensation expense

 

Total

NET REVENUE

 

$76,922

 

$6,875

 

$1,274

 

$3,706

 

$40

 

$ -

 

$ -

 

$88,817

COST OF GOODS SOLD

 

46,933

 

4,658

 

-

 

2,394

 

(1,126)

 

-

 

-

 

52,859

GROSS PROFIT

 

29,989

 

$2,217

 

$1,274

 

1,312

 

1,166

 

-

 

-

 

$35,958

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and distribution

 

24,977

 

3,570

 

414

 

2,044

 

782

 

4,089

 

5,218

 

41,094

Research and development

 

-

 

-

 

-

 

-

 

-

 

3,779

 

3,952

 

7,731

General and administrative

 

-

 

-

 

-

 

-

 

-

 

8,355

 

15,577

 

23,932

 

 

The following table provides summarized quarterly information from our condensed statement of cash flows for three months ended March 31, 2019 and 2020, three months ended June 30, 2019 and 2020,  three months ended September 30, 2019 and 2020, and nine months ended September 30, 2019 and 2020:

 

 

 

Three months ended

 

Nine Months Ended

 

 

March 31, 2019

 

June 30, 2019

 

September 30, 2019

 

September 30, 2019

Operating activities:

 

 

 

 

 

 

 

 

Net loss

 

$ (8,389)

 

$ (16,879)

 

$ (14,975)

 

$ (40,243)

Total adjustments to reconcile net loss to net cash used in operating activities

 

1,879

 

12,473

 

11,782

 

26,134

Cash (used in) provided by working capital (changes in assets and liabilities)

 

(5,414)

 

41

 

6,336

 

963

Cash (used in) provide by operating activities

 

(11,924)

 

(4,365)

 

3,143

 

(13,146)

 

 

 

 

 

 

 

 

 

Cash used in investing activities

 

(10)

 

(11)

 

(1,126)

 

(1,147)

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

 

Proceeds from initial public offering, less issuance costs

 

 

30,902

 

(348)

 

30,554

Net proceeds from (payments to) MidCap Credit Facility, including debt issuance costs

 

5,520

 

(1,618)

 

(5,244)

 

(1,342)

All other financing activities

 

(892)

 

1,652

 

(266)

 

494

Cash provided by (used in) financing activities

 

4,628

 

30,936

 

(5,858)

 

29,706

Effect of exchange rate on cash

 

1

 

 

(1)

 

1

Net change in cash and restricted cash for period

 

$ (7,305)

 

$ 26,560

 

$ (3,842)

 

$ 15,414


 

 

 

 

Three months ended

 

Nine Months Ended

 

 

March 31, 2020

 

June 30, 2020

 

September 30, 2020

 

September 30, 2020

Operating activities:

 

 

 

 

 

 

 

 

Net loss

 

$ (15,030)

 

$ (2,937)

 

$ (805)

 

$ (18,772)

Total adjustments to reconcile net loss to net cash used in operating activities

 

7,901

 

5,450

 

5,296

 

18,647

Cash (used in) provided by working capital (changes in assets and liabilities)

 

(9,962)

 

5,655

 

12,032

 

7,725

Cash (used in) provide by operating activities

 

(17,091)

 

8,168

 

16,523

 

7,600

 

 

 

 

 

 

 

 

 

Cash used in investing activities

 

(18)

 

(1)

 

(14,046)

 

(14,065)

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

 

Proceeds from equity offering, less issuance costs

 

(139)

 

139

 

23,416

 

23,416

Net proceeds from (payments to) MidCap Credit Facility, including debt issuance costs

 

2,021

 

(5,863)

 

(4,928)

 

(8,770)

Payments to term loan with Horizon

 

 

 

(1,000)

 

(1,000)

All other financing activities

 

(1,079)

 

703

 

229

 

(147)

Cash provided by (used in) financing activities

 

803

 

(5,021)

 

17,717

 

13,499

Effect of exchange rate on cash

 

3

 

(2)

 

2

 

3

Net change in cash and restricted cash for period

 

$ (16,303)

 

$ 3,144

 

$ 20,196

 

$ 7,037