SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe
Harbor” or the “Company”) (NASDAQ: SHFS), a leader in
facilitating financial services and credit facilities to the
regulated cannabis industry, announced today its financial results
for the second quarter and six months ended June 30, 2024.
Second Quarter 2024 Financial and Operational
Summary
- Net Income increased to
approximately $0.9 million, compared to a net loss of approximately
$17.6 million in the same period of 2023;
- Revenue was approximately $4.0
million, compared to approximately $4.6 million for the second
quarter of 2023;
- Operating Expenses decreased to
$3.7 million, compared to $22.5 million in the second quarter of
2023;
- Adjusted EBITDA(1) increased 14.5%
to approximately $0.97 million, compared to approximately $850,000
for the second quarter of 2023(1).
Six-month 2024 Financial &
Operational Summary
- Net Income increased to
approximately $3.0 million, compared to a net loss of approximately
$19.0 million in the first half of 2023;
- Revenue was approximately $8.1
million, compared to approximately $8.8 million for the first half
of 2023;
- Operating Expenses decreased to
approximately $7.5 million, compared to approximately $28.3 million
in the first half of 2023;
- Adjusted EBITDA(1) increased 63.5%
to approximately $2.06 million, compared to approximately $1.26
million for the first half of 2023(1).
(1) Adjusted EBITDA is a non-GAAP financial
metric. A reconciliation of non-GAAP to GAAP measures is included
below in this earnings release.
“During the quarter, we experienced strength
across our business, as well as operated more efficiently, both of
which contributed meaningfully to our strong results,” said Sundie
Seefried, Chief Executive Officer of Safe Harbor Financial. “A
major contributor to our favorable results was our lending
platform, which posted record quarterly loan income of
approximately $1.8 million in the second quarter of 2024, an
increase of over 203% year-over year. This improvement helped to
drive our gross margins substantially higher as we focused on
shifting to higher margin products, which in addition to
streamlining the business, improved improve our bottom-line.”
“During the second quarter we launched our Small
Business Line of Credit Program, exemplifying our commitment to
supporting the capital requirements of the cannabis industry,
addressing the growing demand from small and mid-sized cannabis
businesses, and diversifying our income sources. We also recently
recouped the entire principal from a $3.1 million defaulted loan,
further demonstrating the strength of our underwriting process. The
money collected from this loan also increased our lending capacity,
allowing Safe Harbor to more effectively meet client credit needs,”
added Seefried.
Second Quarter 2024 Operational Highlights
- On April 15, 2024, the Company
appointed CEO Sundie Seefried to the Board of Directors.
- On June 5, 2024, Safe Harbor
announced a new small business line of credit program with the
origination of three new lines of credit.
Subsequent Operational
Highlights
- On July 9, 2024, the Company
announced it successfully exited a $3.1 million loan in default,
collecting 100% of principal, as well as over $200,000 in accrued
interest.
- On July 25, 2024, Safe Harbor
announced it was teaming up with BIPOCann to empower minority-owned
cannabis businesses.
Second Quarter 2024 Financial
Results
For the second quarter ended June 30, 2024,
total revenue was $4.0 million, compared to $4.6 million in the
prior year period. The decrease in revenue was due to a reduction
in deposit activity and onboarding income and was primarily
attributable to the decrease in the number of accounts related to
the Abaca acquisition. For the three months ended June 30, 2024,
PCCU accounted for $1,206,922 of the revenue generated from
deposits, activities, and client onboarding, compared with
$1,385,845 during the same period last year. In Q2 2024, the
Company recognized $121,108 in account hosting expenses, in
accordance with the Commercial Alliance Agreement, compared with
account hosting expenses of $60,833 for Q2 2023.
Operating expenses for the second quarter 2024
decreased to $3.7 million, compared to $22.5 million in the prior
year period, which was comprised of the following:
-
Compensation and employee benefits decreased in the three months
ended June 30, 2024, compared to compared to Q2 2023 due to a
reduction in stock-based compensation and a decrease in the
headcount.
-
Rent expenses decreased in the second quarter of 2024 compared to
the second quarter of 2023 due to reduction in the number of lease
properties.
-
Provision for credit losses decreased in the three months ended
June 30, 2024 to a benefit for this expense item compared to and
expense in the three months ended June 30, 2023 due to a decrease
in the loan loss rate.
-
For the quarter ended June 30, 2024, general and administrative
expenses decreased across various categories including: i)
approximately $345,271 in investment hosting fees due to a
reduction in investment income, and (ii) approximately $206,560 in
amortization and depreciation due to the reduction in the gross
value of intangible assets from impairment recorded in 2023.
-
The Company incurred significant impairment charges to goodwill and
long-lived intangible assets in the second quarter of 2023.
Removing these one-time, non-cash expenses, operating expenses for
the comparable prior year quarter were $5.6 million.
Second quarter 2024 net income was approximately
$0.9 million, compared to a net loss of $17.6 million in the prior
year period. The improvement in net income in Q2 2024 was the
result of lower expenses across the Company and the greater number
of performing loans at better interest rates than the previous
period.
First Six Months 2024 Financial
Results
For the six-months ended June 30, 2024, total
revenue decreased to $8.1 million, compared to approximately $8.8
million in the prior year period. The decrease in revenue for the
first six months of 2024 was due to a reduction in deposit activity
and onboarding income and was primarily attributable to the
decrease in the number of accounts related to the Abaca
acquisition. For the six months ended June 30, 2024, PCCU accounted
for $2,424,598 of the revenue generated from deposits, activities,
and client onboarding. Related to this revenue, the Company
recognized $277,721 in account hosting expenses, in accordance with
the Commercial Alliance Agreement. For the six months ended June
30, 2023, PCCU contributed $2,763,684 to the revenue from similar
sources, with account hosting expenses amounting to $116,258 as per
the Loan Servicing Agreement provisions.
First six-months of 2024 operating expenses
decreased to $7.5 million, compared to $28.3 million in the prior
year period, which was comprised of the following:
-
Compensation and employee benefits decreased in the six-month
period ended June 30, 2024 compared to the six month period ended
June 30, 2023 on account of stock-based compensation and also the
decrease in the headcount.
-
Rent expenses decreased in the six months ended June 30, 2024,
compared to the six months ended June 30, 2023, due to reduction in
the number of lease properties.
-
(Benefit)/ Provision for credit losses decreased in the six months
ended June 30, 2024, compared to the six months ended June 30,
2023, due to a decrease in the estimated loss rate.
-
For the six months of 2024, general and administrative expenses
decreased across various categories including: i) approximately
$632,675 in investment hosting fees due to a reduction in
investment income and ii) approximately $407,165 in amortization
and depreciation due to the reduction in the gross value of
intangible assets from impairment recorded in 2023.
Net income for the first six-months of 2024 was
approximately $3.0 million, compared to a net loss of approximately
$19.0 million in the prior year period. The driver of the net
income produced in the first six months of 2024 was due to lower
expenses across the Company and the greater number of performing
loans at better interest rates than the previous period.
As of June 30, 2024, the Company had cash and
cash equivalents of $6.1 million, compared to $4.9 million at
December 31, 2023.
For more information on the Company’s second
quarter 2024 financial results, please refer to our Form 10-Q for
the quarter ended June 30, 2024 filed with the U.S. Securities
& Exchange Commission (the “SEC”) and accessible at
www.sec.gov.
SHF Holdings,
Inc.CONDENSED CONSOLIDATED BALANCE
SHEETS
|
|
June 30, 2024(Unaudited) |
|
|
December 31, 2023 |
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current
Assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
6,111,982 |
|
|
$ |
4,888,769 |
|
Accounts receivable – trade |
|
|
302,749 |
|
|
|
121,875 |
|
Accounts receivable – related party |
|
|
1,003,251 |
|
|
|
2,095,320 |
|
|
|
|
|
|
|
|
|
|
Prepaid expenses – current portion |
|
|
378,102 |
|
|
|
546,437 |
|
Accrued interest receivable |
|
|
23,250 |
|
|
|
13,780 |
|
Short-term loans receivable, net |
|
|
12,853 |
|
|
|
12,391 |
|
Other current assets |
|
|
- |
|
|
|
82,657 |
|
Total Current
Assets |
|
$ |
7,832,187 |
|
|
$ |
7,761,229 |
|
Long-term loans receivable, net |
|
|
376,809 |
|
|
|
381,463 |
|
Property, plant and equipment, net |
|
|
7,430 |
|
|
|
84,220 |
|
Operating lease right to use assets |
|
|
781,693 |
|
|
|
859,861 |
|
Goodwill |
|
|
6,058,000 |
|
|
|
6,058,000 |
|
Intangible assets, net |
|
|
3,408,036 |
|
|
|
3,721,745 |
|
Deferred tax asset |
|
|
43,793,536 |
|
|
|
43,829,019 |
|
Prepaid expenses – long term position |
|
|
487,500 |
|
|
|
562,500 |
|
Forward purchase receivable |
|
|
4,584,221 |
|
|
|
4,584,221 |
|
Security deposit |
|
|
19,102 |
|
|
|
18,651 |
|
Total
Assets |
|
$ |
67,348,514 |
|
|
$ |
67,860,909 |
|
LIABILITIES AND
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
Current
Liabilities: |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
154,445 |
|
|
$ |
217,392 |
|
Accounts payable-related party |
|
|
103,258 |
|
|
|
577,315 |
|
|
|
|
|
|
|
|
|
|
Accrued expenses |
|
|
949,686 |
|
|
|
1,008,987 |
|
Contract liabilities |
|
|
66,795 |
|
|
|
21,922 |
|
Lease liabilities – current |
|
|
153,357 |
|
|
|
132,546 |
|
Senior secured promissory note – current portion |
|
|
3,072,871 |
|
|
|
3,006,991 |
|
Deferred consideration – current portion |
|
|
2,952,722 |
|
|
|
2,889,792 |
|
Other current liabilities |
|
|
77,315 |
|
|
|
41,639 |
|
Total Current
Liabilities |
|
$ |
7,530,449 |
|
|
$ |
7,896,584 |
|
Warrant liabilities |
|
|
1,822,356 |
|
|
|
4,164,129 |
|
Deferred consideration – long term portion |
|
|
351,000 |
|
|
|
810,000 |
|
Forward purchase derivative liability |
|
|
7,309,580 |
|
|
|
7,309,580 |
|
Senior secured promissory note—long term portion |
|
|
9,450,788 |
|
|
|
11,004,175 |
|
Net deferred indemnified loan origination fees |
|
|
410,035 |
|
|
|
63,275 |
|
Lease liabilities – long term |
|
|
795,062 |
|
|
|
875,447 |
|
Indemnity liability |
|
|
1,218,263 |
|
|
|
1,382,408 |
|
Total
Liabilities |
|
$ |
28,887,533 |
|
|
$ |
33,505,598 |
|
Commitment and
Contingencies (Note 13) |
|
|
|
|
|
|
|
|
Stockholders’
Equity |
|
|
|
|
|
|
|
|
Convertible preferred stock, $.0001 par value, 1,250,000 shares
authorized, 111 and 1,101 shares issued and outstanding on June 30,
2024, and December 31, 2023, respectively |
|
|
- |
|
|
|
- |
|
Class A common stock, $.0001 par value, 130,000,000 shares
authorized, 55,431,001 and 54,563,372 issued and outstanding on
June 30, 2024, and December 31, 2023, respectively |
|
|
5,545 |
|
|
|
5,458 |
|
Additional paid in
capital |
|
|
107,900,303 |
|
|
|
105,919,674 |
|
Retained deficit |
|
|
(69,444,867 |
) |
|
|
(71,569,821 |
) |
Total Stockholders’
Equity |
|
$ |
38,460,981 |
|
|
$ |
34,355,311 |
|
Total Liabilities and
Stockholders’ Equity |
|
$ |
67,348,514 |
|
|
$ |
67,860,909 |
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of
the unaudited condensed consolidated financial statements.
SHF Holdings,
Inc.CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June
30, |
|
|
For the six months ended June
30, |
|
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
$ |
4,037,535 |
|
|
$ |
4,572,508 |
|
|
$ |
8,088,334 |
|
|
$ |
8,752,887 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation and employee
benefits |
|
$ |
2,264,931 |
|
|
$ |
2,540,331 |
|
|
$ |
4,544,969 |
|
|
$ |
6,199,851 |
|
General and administrative
expenses |
|
|
1,001,764 |
|
|
|
1,852,589 |
|
|
|
1,985,984 |
|
|
|
3,391,463 |
|
Impairment of goodwill |
|
|
- |
|
|
|
13,208,276 |
|
|
|
- |
|
|
|
13,208,276 |
|
Impairment of finite-lived
intangible assets |
|
|
- |
|
|
|
3,680,463 |
|
|
|
- |
|
|
|
3,680,463 |
|
Professional services |
|
|
503,727 |
|
|
|
620,735 |
|
|
|
964,677 |
|
|
|
1,069,981 |
|
Rent expense |
|
|
64,198 |
|
|
|
71,001 |
|
|
|
133,635 |
|
|
|
158,743 |
|
Provision (benefit) for credit
losses |
|
|
(97,248 |
) |
|
|
511,880 |
|
|
|
(166,035 |
) |
|
|
578,546 |
|
Total operating expenses |
|
$ |
3,737,372 |
|
|
$ |
22,485,275 |
|
|
$ |
7,463,230 |
|
|
$ |
28,287,323 |
|
Operating income/ (loss) |
|
$ |
300,163 |
|
|
$ |
(17,912,767 |
) |
|
$ |
625,104 |
|
|
$ |
(19,534,436 |
) |
Other income /(expenses) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in the fair value of
deferred consideration |
|
|
211,535 |
|
|
|
(193,065 |
) |
|
|
396,070 |
|
|
|
(384,008 |
) |
Interest expense |
|
|
(168,830 |
) |
|
|
(160,671 |
) |
|
|
(323,002 |
) |
|
|
(803,931 |
) |
Change in fair value of
warrant liabilities |
|
|
1,086,286 |
|
|
|
9,789 |
|
|
|
2,341,773 |
|
|
|
442,937 |
|
Total other income/
(expenses) |
|
$ |
1,128,991 |
|
|
$ |
(343,947 |
) |
|
$ |
2,414,841 |
|
|
$ |
(745,002 |
) |
Net income/ (loss) before
income tax |
|
|
1,429,154 |
|
|
|
(18,256,714 |
) |
|
|
3,039,945 |
|
|
|
(20,279,438 |
) |
Income tax benefit/ (expense),
net |
|
|
(487,627 |
) |
|
|
652,147 |
|
|
|
(48,742 |
) |
|
|
1,261,424 |
|
Net income/ (loss) |
|
$ |
941,527 |
|
|
$ |
(17,604,567 |
) |
|
$ |
2,991,203 |
|
|
$ |
(19,018,014 |
) |
Weighted average shares
outstanding, basic |
|
|
55,431,001 |
|
|
|
43,859,305 |
|
|
|
55,321,711 |
|
|
|
34,815,264 |
|
Basic net income/ (loss) per
share |
|
$ |
0.02 |
|
|
$ |
(0.40 |
) |
|
$ |
0.05 |
|
|
$ |
(0.55 |
) |
Weighted average shares
outstanding, diluted |
|
|
56,485,467 |
|
|
|
43,859,305 |
|
|
|
56,376,177 |
|
|
|
34,815,264 |
|
Diluted income / (loss) per
share |
|
$ |
0.02 |
|
|
$ |
(0.40 |
) |
|
$ |
0.05 |
|
|
$ |
(0.55 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of
the unaudited condensed consolidated financial statements.
SHF Holdings,
Inc.CONDENSED CONSOLIDATED STATEMENTS OF
STOCKHOLDERS’ EQUITY(Unaudited)
FOR THE THREE MONTHS ENDED JUNE 30,
2024
|
|
Preferred Stock |
|
|
Class ACommon Stock |
|
|
AdditionalPaid-in |
|
|
Retained |
|
|
Total Shareholders’ |
|
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Deficit |
|
|
Equity |
|
Balance, March 31, 2024 |
|
|
111 |
|
|
$ |
- |
|
|
|
55,431,001 |
|
|
$ |
5,545 |
|
|
$ |
107,348,166 |
|
|
$ |
(70,386,394 |
) |
|
$ |
36,967,317 |
|
Conversion of PIPE shares |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
Restricted stock units (net of
tax) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
35,478 |
|
|
|
- |
|
|
|
35,478 |
|
Stock compensation cost |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
516,659 |
|
|
|
- |
|
|
|
516,659 |
|
Net Income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
941,527 |
|
|
|
941,527 |
|
Balance, June 30, 2024 |
|
|
111 |
|
|
|
- |
|
|
|
55,431,001 |
|
|
$ |
5,545 |
|
|
$ |
107,900,303 |
|
|
$ |
(69,444,867 |
) |
|
$ |
38,460,981 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FOR THE THREE MONTHS ENDED JUNE 30,
2023
|
|
Preferred Stock |
|
|
Class ACommon Stock |
|
|
AdditionalPaid-in |
|
|
Retained |
|
|
Total Shareholders’ |
|
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Deficit |
|
|
Equity |
|
Balance, March 31, 2023 |
|
|
10,896 |
|
|
$ |
1 |
|
|
|
40,288,817 |
|
|
$ |
4,029 |
|
|
$ |
90,687,265 |
|
|
$ |
(46,695,249 |
) |
|
$ |
43,996,046 |
|
Conversion of PIPE shares |
|
|
(6,675 |
) |
|
|
(1 |
) |
|
|
5,340,000 |
|
|
|
534 |
|
|
|
6,277,642 |
|
|
|
(6,278,174 |
) |
|
|
- |
|
Stock option conversion |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
605,953 |
|
|
|
- |
|
|
|
605,953 |
|
Restricted stock units |
|
|
- |
|
|
|
- |
|
|
|
636,500 |
|
|
|
64 |
|
|
|
352,244 |
|
|
|
- |
|
|
|
352,308 |
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(17,604,567 |
) |
|
|
(17,604,567 |
) |
Balance, June 30, 2023 |
|
|
4,221 |
|
|
$ |
|
|
|
|
46,265,317 |
|
|
$ |
4,627 |
|
|
$ |
97,923,103 |
|
|
$ |
(70,577,990 |
) |
|
$ |
27,349,740 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHF Holdings,
Inc.CONDENSED CONSOLIDATED STATEMENTS OF
STOCKHOLDERS’ EQUITY(Unaudited)
FOR THE SIX MONTHS ENDED JUNE 30,
2024
|
|
Preferred Stock |
|
|
Class ACommon Stock |
|
|
AdditionalPaid-in |
|
|
Retained |
|
|
Total Shareholders’ |
|
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Deficit |
|
|
Equity |
|
Balance, December 31, 2023 |
|
|
1,101 |
|
|
$ |
- |
|
|
|
54,563,372 |
|
|
$ |
5,458 |
|
|
$ |
105,919,674 |
|
|
$ |
(71,569,821 |
) |
|
$ |
34,355,311 |
|
Conversion of PIPE shares |
|
|
(990 |
) |
|
|
- |
|
|
|
792,000 |
|
|
|
79 |
|
|
|
866,170 |
|
|
|
(866,249 |
) |
|
|
- |
|
Restricted stock units (net of
tax) |
|
|
- |
|
|
|
- |
|
|
|
75,629 |
|
|
|
8 |
|
|
|
21,153 |
|
|
|
- |
|
|
|
21,161 |
|
Stock compensation cost |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,093,306 |
|
|
|
- |
|
|
|
1,093,306 |
|
Net Income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
2,991,203 |
|
|
|
2,991,203 |
|
Balance, June 30, 2024 |
|
|
111 |
|
|
|
- |
|
|
|
55,431,001 |
|
|
|
5,545 |
|
|
|
107,900,303 |
|
|
|
(69,444,867 |
) |
|
|
38,460,981 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FOR THE SIX MONTHS ENDED JUNE 30,
2023
|
|
Preferred Stock |
|
|
Class ACommon Stock |
|
|
AdditionalPaid-in |
|
|
Retained |
|
|
Total Shareholders’ |
|
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Deficit |
|
|
Equity |
|
Balance, December 31, 2022 |
|
|
14,616 |
|
|
$ |
1 |
|
|
|
23,732,889 |
|
|
$ |
2,374 |
|
|
$ |
44,806,031 |
|
|
$ |
(39,695,281 |
) |
|
$ |
5,113,125 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative effect from
adoption of CECL |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(581,321 |
) |
|
|
(581,321 |
) |
Conversion of PIPE shares |
|
|
(10,395 |
) |
|
|
(1 |
) |
|
|
10,066,200 |
|
|
|
1,006 |
|
|
|
11,282,369 |
|
|
|
(11,283,374 |
) |
|
|
- |
|
Stock option conversion |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,319,204 |
|
|
|
- |
|
|
|
1,319,204 |
|
Restricted stock units |
|
|
- |
|
|
|
- |
|
|
|
1,266,228 |
|
|
|
127 |
|
|
|
1,209,711 |
|
|
|
- |
|
|
|
1,209,838 |
|
Reversal of deferred
underwriting cost |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
900,500 |
|
|
|
- |
|
|
|
900,500 |
|
Issuance of shares to PCCU
(net of tax) |
|
|
- |
|
|
|
- |
|
|
|
11,200,000 |
|
|
|
1,120 |
|
|
|
38,405,288 |
|
|
|
- |
|
|
|
38,406,408 |
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(19,018,014 |
) |
|
|
(19,018,014 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2023 |
|
|
4,221 |
|
|
$ |
- |
|
|
|
46,265,317 |
|
|
$ |
4,627 |
|
|
$ |
97,923,103 |
|
|
$ |
(70,577,990 |
) |
|
$ |
27,349,740 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of
the unaudited condensed consolidated financial statements.
SHF Holdings,
Inc.CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS(Unaudited)
|
|
|
|
|
|
|
|
|
For the six months endedJune
30, |
|
|
|
2024 |
|
|
2023 |
|
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
Net income/ (loss) |
|
$ |
2,991,203 |
|
|
$ |
(19,018,014 |
) |
Adjustments to reconcile net
income/ (loss) to net cash provided by/ (used in) operating
activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization expense |
|
|
390,499 |
|
|
|
797,664 |
|
Stock compensation expense (net of RSU tax adjustment) |
|
|
1,114,467 |
|
|
|
2,529,042 |
|
Amortization of net deferred indemnified loan origination fees |
|
|
(55,842 |
) |
|
|
(27,923 |
) |
Interest expense |
|
|
- |
|
|
|
803,931 |
|
(Benefit)/ provision for credit losses |
|
|
(166,035 |
) |
|
|
578,546 |
|
Lease expense |
|
|
18,594 |
|
|
|
107,943 |
|
Impairment of goodwill |
|
|
- |
|
|
|
13,208,276 |
|
Impairment of finite-lived intangible assets |
|
|
- |
|
|
|
3,680,463 |
|
Deferred tax expense/(benefit), net |
|
|
45,953 |
|
|
|
(1,261,424 |
) |
Change in the fair value of deferred consideration |
|
|
(396,070 |
) |
|
|
384,008 |
|
Change in fair value of warrant |
|
|
(2,341,773 |
) |
|
|
(442,937 |
) |
Changes in operating assets
and liabilities: |
|
|
|
|
|
|
|
|
Accounts receivable – trade |
|
|
(180,874 |
) |
|
|
(113,122 |
) |
Accounts receivable – related party |
|
|
1,092,069 |
|
|
|
89,372 |
|
Contract assets |
|
|
- |
|
|
|
19,190 |
|
Prepaid expenses |
|
|
243,335 |
|
|
|
78,045 |
|
Accrued interest receivable |
|
|
(9,469 |
) |
|
|
3,036 |
|
Deferred underwriting payable |
|
|
- |
|
|
|
(550,000 |
) |
Other current assets |
|
|
82,657 |
|
|
|
150,817 |
|
Other current liabilities |
|
|
25,203 |
|
|
|
- |
|
Accounts payable |
|
|
(62,950 |
) |
|
|
(1,597,740 |
) |
Accounts payable – related party |
|
|
(474,057 |
) |
|
|
(6,342 |
) |
Accrued expenses |
|
|
(59,296 |
) |
|
|
(440,503 |
) |
Contract liabilities |
|
|
44,873 |
|
|
|
59,386 |
|
Net deferred indemnified loan origination fees |
|
|
402,601 |
|
|
|
8,500 |
|
Security deposit |
|
|
(451 |
) |
|
|
(5,000 |
) |
Net cash provided by (used in) operating activities |
|
|
2,704,637 |
|
|
|
(964,786 |
) |
CASH FLOWS PROVIDED BY
INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
Purchase of property and equipment |
|
|
- |
|
|
|
(208,434 |
) |
Net repayment of loans |
|
|
6,083 |
|
|
|
1,022,120 |
|
Net cash provided by investing activities |
|
|
6,083 |
|
|
|
813,686 |
|
CASH FLOWS USED IN
FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
Repayment of senior secured promissory note |
|
|
(1,487,507 |
) |
|
|
- |
|
Net cash used in financing activities |
|
|
(1,487,507 |
) |
|
|
- |
|
|
|
|
|
|
|
|
|
|
Net increase in cash and cash
equivalents |
|
|
1,223,213 |
|
|
|
(151,100 |
) |
Cash and cash equivalents –
beginning of period |
|
|
4,888,769 |
|
|
|
8,390,195 |
|
Cash and cash equivalents –
end of period |
|
$ |
6,111,982 |
|
|
$ |
8,239,095 |
|
Supplemental
disclosure of cash flow information |
|
|
|
|
|
|
|
|
Interest paid |
|
$ |
325,327 |
|
|
$ |
104,678 |
|
Non-Cash
transactions: |
|
|
|
|
|
|
|
|
Shares issued for the
settlement of PCCU debt obligation |
|
$ |
- |
|
|
$ |
38,406,408 |
|
Cumulative effect from
adoption of CECL |
|
|
- |
|
|
|
581,321 |
|
Reversal of deferred
underwriting cost |
|
|
- |
|
|
|
900,500 |
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of
the unaudited condensed consolidated financial statements.
Reconciliation of Net income (loss) to
non-GAAP EBITDA and Adjusted
EBITDA(Unaudited)
Safe Harbor Financial discloses EBITDA and
Adjusted EBITDA, both of which are non-GAAP financial measures and
are calculated as net income before taxes and depreciation and
amortization expense in the case of EBITDA and further adjusted to
exclude non-cash, unusual and/or infrequent costs in the case of
Adjusted EBITDA. Management of the Company uses this information in
evaluating period over period performance because it believes that
EBITDA and Adjusted EBITDA present important metrics regarding the
Company’s ongoing operating performance. Investors should consider
non-GAAP financial measures only as a supplement to, not as a
substitute for or as superior to, measures of financial performance
prepared in accordance with GAAP.
A reconciliation of net income to non-GAAP
EBITDA and Adjusted EBITDA is as follows:
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
Net (loss)/income |
|
$ |
941,527 |
|
|
$ |
(17,604,567 |
) |
|
$ |
2,991,203 |
|
|
$ |
(19,018,014 |
) |
Interest expense |
|
|
168,830 |
|
|
|
160,671 |
|
|
|
323,002 |
|
|
|
803,931 |
|
Depreciation and
amortization |
|
|
194,790 |
|
|
|
401,350 |
|
|
|
390,499 |
|
|
|
797,664 |
|
Taxes |
|
|
487,627 |
|
|
|
(652,147 |
) |
|
|
48,742 |
|
|
|
(1,261,424 |
) |
EBITDA |
|
$ |
1,792,774 |
|
|
$ |
(17,694,693 |
) |
|
$ |
3,753,446 |
|
|
$ |
(18,677,843 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other adjustments – |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Benefit)/ Provision for credit losses |
|
|
(97,248 |
) |
|
|
511,880 |
|
|
|
(166,035 |
) |
|
|
578,546 |
|
Change in the fair value of warrants |
|
|
(1,086,286 |
) |
|
|
(9,789 |
) |
|
|
(2,341,773 |
) |
|
|
(442,937 |
) |
Change in the fair value of deferred consideration |
|
|
(211,535 |
) |
|
|
193,065 |
|
|
|
(396,070 |
) |
|
|
384,008 |
|
Stock based compensation |
|
|
552,137 |
|
|
|
958,260 |
|
|
|
1,164,261 |
|
|
|
2,529,042 |
|
Impairment of goodwill and finite-lived intangible assets |
|
|
- |
|
|
|
16,888,739 |
|
|
|
- |
|
|
|
16,888,739 |
|
Loan origination fees and costs |
|
|
23,800 |
|
|
|
2,922 |
|
|
|
47,173 |
|
|
|
747 |
|
Adjusted EBITDA |
|
$ |
973,642 |
|
|
$ |
850,384 |
|
|
$ |
2,061,002 |
|
|
$ |
1,260,302 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the period six months and three months ended
June 30, 2024, our EBITDA income improved primarily as a result of
decrease in General and Administrative expenses. This reduction was
driven by lower investment hosting fees, decreased amortization and
depreciation expenses, and reduced business insurance costs.
Additionally, there were decreases in compensation, employee
benefits, marketing expenses, and other insurance costs. These
factors contributing to our financial performance are further
discussed in the “Discussion of our Results of Operations” section
below. Other adjustments include estimated future credit losses not
yet realized, including amounts indemnified to PCCU for loans
funded by them. The Company has entered into a Commercial Alliance
Agreement with PCCU, pursuant to which the Company agreed to
indemnify PCCU for claims associated with CRB activities including
any loan default related losses for loans funded by PCCU. Deferred
loan origination fees and costs represent the change in net
deferred loan origination fees and costs. When included with a new
loan origination, we receive an upfront loan origination fee in
conjunction with new loans funded by our financial institution
partners and incur costs associated with originating a specific
loan. For accounting purposes, the cash received for loan
origination fees and costs is initially deferred and recognized as
interest income utilizing the interest method.
Conference Call Details:
The Company’s Chief Executive
Officer, Sundie Seefried, and Chief Financial
Officer, Jim Dennedy, will host a conference call and
webcast at 4:30 pm ET / 1:30 pm PT on August 14,
2024, to discuss the Company's financial results and provide
investors with key business highlights.
For those interested in listening in to the
conference call, please dial in and ask to join the Safe Harbor
Financial call.
|
Date: |
Wednesday,
August 14, 2024 |
|
Time: |
4:30 p.m. ET / 1:30 p.m. PT |
|
Live webcast and replay: |
https://edge.media-server.com/mmc/p/d2eee4n4 |
|
Participant Dial-In: |
646-307-1963 or 800-715-9871 (Toll Free) |
|
Passcode: |
9502925 |
|
|
|
About Safe HarborSafe Harbor is among the first
service providers to offer compliance, monitoring and validation
services to financial institutions, providing traditional banking
services to cannabis, hemp, CBD, and ancillary operators, making
communities safer, driving growth in local economies, and fostering
long-term partnerships. Safe Harbor, through its financial
institution clients, implements high standards of accountability,
transparency, monitoring, reporting and risk mitigation measures
while meeting Bank Secrecy Act obligations in line with FinCEN
guidance on cannabis-related businesses. Over the past eight years,
Safe Harbor has facilitated more than $23 billion in deposit
transactions for businesses with operations spanning over 41 states
and US territories with regulated cannabis markets. For more
information, visit www.shfinancial.org.
Cautionary Statement Regarding Forward-Looking
StatementsCertain statements contained in this press
release constitute “forward-looking statements'' within the meaning
of federal securities laws. Forward-looking statements may include,
but are not limited to, statements with respect to trends in the
cannabis industry, including proposed changes in U.S and state
laws, rules, regulations and guidance relating to Safe Harbor’s
services; Safe Harbor’s growth prospects and Safe Harbor’s market
size; Safe Harbor’s projected financial and operational
performance, including relative to its competitors and historical
performance; new product and service offerings Safe Harbor may
introduce in the future; the impact volatility in the capital
markets, which may adversely affect the price of the Company’s
securities; the outcome of any legal proceedings that may be
instituted against Safe Harbor; other statements regarding Safe
Harbor’s expectations, hopes, beliefs, intentions or strategies
regarding the future; and the other risk factors discussed in Safe
Harbor’s filings from time to time with the Securities and Exchange
Commission. In addition, any statements that refer to projections,
forecasts or other characterizations of future events or
circumstances, including any underlying assumptions, are
forward-looking statements. The words “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “intends,” “outlook,”
“may,” “might,” “plan,” “possible,” “potential,” “predict,”
“project,” “should,” “would,” and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. Forward-looking
statements are predictions, projections and other statements about
future events that are based on current expectations and
assumptions and, as a result, are subject, are subject to risks and
uncertainties. These forward-looking statements involve a number of
risks and uncertainties (some of which are beyond the control of
Safe Harbor), and other assumptions, that may cause the actual
results or performance to be materially different from those
expressed or implied by these forward-looking statements.
Contact InformationSafe Harbor
MediaNick Callaio, Marketing
Manager720.951.0619Nick@SHFinancial.org
Safe Harbor Investor Relationsir@SHFinancial.org
KCSA Strategic CommunicationsPhil
Carlsonsafeharbor@kcsa.com
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