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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, DC 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): May 17, 2024 (May 17, 2024)
4FRONT
VENTURES CORP.
(Exact name of registrant
as specified in its charter}
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British Columbia |
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000-56075 |
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83-4168417 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
7010 E. Chauncey Lane,
Suite 235
Phoenix, Arizona 85054
(Address of principal executive
offices including zip code)
(602) 633-3067
(Registrant’s telephone
number including area code)
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
(see General Instruction A.2. below):
☐ |
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(s) |
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Name of each exchange on which registered |
Class A Subordinate Voting Shares, no par value |
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FFNTF |
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OTCQX |
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FFNT |
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CSE |
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 7.01. |
Regulation FD Disclosure. |
On May 17, 2024, 4Front Ventures
Corp. issued a press release announcing its financial results for the first quarter of 2024, a copy of which is attached as Exhibit 99.1.
In accordance with
General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall
not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement
or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
|
Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits:
SIGNATURE
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.
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4FRONT |
VENTURES CORP. |
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Date: May 17, 2024 |
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/s/ Andrew Thut |
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Andrew Thut |
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Chief Executive Officer |
Exhibit 99.1
4Front Ventures Reports First Quarter 2024 Results
Q1 2024 Revenue Of $18.8 Million,
Excluding Discontinued Operations
Q1 Adjusted EBITDA1 Of $2.5 Million
On Schedule for Norridge Retail Opening, Matteson Facility Approaching Full Operational Status
Strengthened Balance Sheet With $23 Million Debt Conversion into Equity
Accelerated Innovation and Enhanced Product Offerings with New Launches Including "The Hunt"
in Illinois, and "Mission Flower" in Massachusetts and Illinois
PHOENIX, May 17, 2024 /CNW/ - 4Front Ventures
Corp. (CSE: FFNT) (OTCQX: FFNTF) ("4Front" or the "Company"), a vertically integrated multi-state cannabis operator
and retailer, today announced its results for the quarter ended March 31, 2024. All financial information is presented in U.S. dollars
unless otherwise indicated.
Q1 2024 Financial Highlights
- GAAP revenue from continuing operations of $18.8 million
- Adjusted EBITDA1 of $2.5 million
- $23 million senior secured debt converted to common equity by
largest capital partner
1 Adjusted EBITDA is a non-GAAP measure. See "Note Regarding Non-GAAP Measures, Reconciliation, and Discussion." |
Management Commentary
"We've had an encouraging start to the year,
energized by the fresh dynamics introduced with my recent appointment as CEO," said Andrew Thut of 4Front Ventures. "In just
a few weeks, we've seen tangible improvements in our financial health, evidenced by reduced operational costs and effective management
of working capital." He added, "This quarter, we've made significant strides by converting a substantial portion of our debt
into equity and continue to focus on strengthening our balance sheet and setting the stage for long-term profitability."
"Looking ahead, 4Front is well-positioned for
significant growth. The upcoming launch of our new cultivation and production facility in Matteson, Illinois, is expected to greatly enhance
our supply capabilities by this summer. Alongside the expansion of our retail locations, these developments will drive growth and strengthen
our market presence as we enter the second half of the year. Additionally, we are pleased to announce that we have completed the final
inspection at our Norridge retail store location. We are currently submitting our final applications to the state and anticipate receiving
our license as early as next week."
Mr. Thut continued, "Yesterday, the DOJ proposed
reclassifying cannabis as Schedule III, signaling a significant shift in federal cannabis policy. This change has profound legal and global
implications, facilitates extensive medical research, and corrects historical injustices in cannabis-related law enforcement. It also
alleviates the heavy tax burdens and lowers the operational barriers imposed on legally operating state businesses. This also marks the
first time federal agencies officially recognize cannabis's medicinal benefits. We commend the President's commitment to cannabis reform,
and his opposition to incarceration for cannabis-related offenses. "
Mr. Thut concluded, "While we are encouraged
by progress, there is still more work to be done, and we remain steadfast in our commitment to a strategic plan that builds long-term
value. By investing in growth areas and refining our operational metrics throughout the year, our team remains energized and confident,
and our deep understanding of the cannabis industry's complexities and opportunities positions us to capitalize on its ever-evolving dynamics."
First Quarter 2024 Company Highlights
Strengthened Balance Sheet with $23 Million Debt
Conversion into Equity: The Company converted $23 million of senior secured debt into common stock, reducing annual interest expense
by approximately $3 million.
Continuing Progress at Flagship Matteson, Illinois
Facility: Rapidly approaching full operational status, this development marks a pivotal milestone in the Company's expansion efforts.
The Company anticipates introducing plants to the facility in May, and scaling to full harvest capacity in August. The Company is set
to increase the supply of high quality flower five-fold to power all its downstream product lines by this summer, alleviating supply constraints
in Illinois and paving the way for future retail expansion.
New Chief Executive Officer Appointed: Andrew
Thut was named the new CEO by the Company's board of directors, effective January 8, 2024, succeeding Leo Gontmakher. Thut, who served
as the Company's Chief Investment Officer since October 2014, brings extensive experience in financial management and a robust track record
of business leadership. His previous role as Managing Director at BlackRock Advisors LLC, where he oversaw the BlackRock Small Cap Growth
Fund, saw the fund achieve a ranking within the top five percent of all domestic small-cap growth funds.
Launch of New Marquee Flower Brand, Mission Cannabis,
in Illinois and Massachusetts: The Company launched Mission Cannabis, a brand that leverages advanced cultivation techniques and genetics
to offer products with robust terpene profiles for superior taste and aroma. This launch follows more than five years of dedicated in-house
strain development.
Post-Quarter End Developments
Introduced Crystal Clear Blast to Massachusetts
and Illinois Markets: This innovative vape product marks a significant advancement in the Company's commitment to providing top-quality
cannabis consumption devices, offering precision control through a unique 'blast' button and consistent delivery via a high-flow atomizer.
Retail Expansion Update: Construction of the
new store in Norridge is complete, and the team is prepared for the opening. The store has completed the final inspection, and the team
is now submitting the final requests to the state, anticipating imminent receipt of licensure. The store is poised for strong performance,
boasting a prime location in a large market with an attractive demographic, limited competition, ample parking, and advantageous co-tenancy
with other high-traffic retailers.
Strengthened Management and Operations: The
Company has implemented significant leadership enhancements as part of its strategic initiatives. Matt Stevens, previously the Head of
Cultivation in Massachusetts, will now oversee the critical growth engine at the Matteson facility, leveraging his extensive experience
from the NECC facility. Additionally, Nick Ursul has joined the team to lead Illinois wholesale operations, bringing over 14 years of
senior sales leadership experience from Merck, along with a background in business development from a leading regional cannabis and hemp
testing lab.
Q1 Financial Overview
Revenue was $18.8 million for Q1 2024, compared to
$26.3 million in the corresponding quarter of the previous year and $21.0 for Q4 of 2023. In Massachusetts, revenue decreased from
$9.3 million in Q4 of 2023 to $8.0 million, influenced by seasonal trends and lower flower yields and pricing. In Illinois, revenue slightly
dipped from $8.7 million to $8.5 million, due to similar seasonal factors and market price adjustments.
The company's adjusted EBITDA1 remained
consistent at $2.5 million in Q1 of 2024, mirroring the previous quarter's performance.
1 Adjusted EBITDA is a non-GAAP measure. See "Note Regarding Non-GAAP Measures, Reconciliation, and Discussion." |
As of March 31, 2024, the Company had $2.9 million
in cash and $66.1 million, with future debt maturities totaling $39.7 million. As of April 10, 2024, the Company had 912,923,993 Class
A subordinate voting shares and 1,276,208 Class C multiple voting shares outstanding.
Conference Call
The Company will host a conference call and webcast
today, Friday May 17, 2024, at 8:30 a.m. ET to review its financial and operating results and provide an update on current business trends.
Date: |
Friday, May 17, 2024 |
Time: |
8:30 a.m. Eastern Time |
Webcast: |
Register |
Dial-in: |
1-888-664-6392 (North America Toll-Free) |
The conference call will be available for replay by phone until May 31, 2024, at 1-888-390-0541, replay code: 146608# Additionally, the
webcast will be archived for approximately 90 days following the call and can be accessed via 4Front's Investor Relations website. For
assistance, please contact IR@4FrontVentures.com.
About 4Front Ventures Corp.
4Front is a national, vertically integrated multi-state
cannabis operator with operations in Illinois and Massachusetts and facilities in Washington. Since its founding in 2011, 4Front has built
a strong reputation for its high standards and low-cost cultivation and production methodologies earned through a track record of success
in facility design, cultivation, genetics, growing processes, manufacturing, purchasing, distribution, and retail. To date, 4Front has
successfully brought to market more than 20 different cannabis brands and over 1,800 products, which are strategically distributed through
its fully owned and operated Mission dispensaries and retail outlets in its core markets. As the Company continues to drive value for
its shareholders, its team is applying its decade of expertise in the sector across the cannabis industry value chain and ecosystem. For
more information, visit https://4frontventures.com/.
4FRONT VENTURES CORP. Consolidated Balance Sheets
(unaudited)
(Amounts expressed in thousands of U.S. dollars except for share and per share data)
|
|
March 31,
2024 |
|
December 31,
2023 |
ASSETS |
|
|
|
|
Current assets: |
|
|
|
|
Cash |
|
$2,889 |
|
$3,398 |
Accounts receivable, net |
|
4,098 |
|
3,682 |
Other receivables |
|
766 |
|
735 |
Current portion of lease receivables |
|
4,035 |
|
3,990 |
Inventory |
|
16,377 |
|
17,087 |
Prepaid expenses and other assets |
|
3,186 |
|
3,324 |
Assets held for sale or disposal |
|
1,580 |
|
1,696 |
Total current assets |
|
32,931 |
|
33,912 |
Property, plant, and equipment, net |
|
37,461 |
|
36,549 |
Lease receivables |
|
3,444 |
|
3,963 |
Intangible assets, net |
|
26,308 |
|
26,793 |
Goodwill |
|
41,807 |
|
41,807 |
Right-of-use assets |
|
117,626 |
|
118,511 |
Deposits |
|
2,419 |
|
2,419 |
TOTAL ASSETS |
|
$261,996 |
|
$263,954 |
LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY |
|
|
|
|
LIABILITIES |
|
|
|
|
Current liabilities: |
|
|
|
|
Accounts payable |
|
$13,907 |
|
$11,415 |
Accrued expenses and other current liabilities |
|
8,594 |
|
9,014 |
Taxes payable |
|
40,287 |
|
39,634 |
Derivative liability |
|
6,345 |
|
4,550 |
Current portion of convertible notes |
|
16,320 |
|
15,818 |
Current portion of lease liability |
|
1,669 |
|
1,720 |
Current portion of notes payable and accrued interest |
|
10,054 |
|
9,812 |
Current liabilities held for sale or disposal |
|
12,009 |
|
12,037 |
Total current liabilities |
|
109,185 |
|
104,000 |
Notes payable and accrued interest from related party |
|
28,534 |
|
47,491 |
Long term notes payable |
|
11,193 |
|
11,052 |
Long term accounts payable |
|
1,548 |
|
977 |
Construction finance liability |
|
16,000 |
|
16,000 |
Deferred tax liability |
|
11,882 |
|
11,882 |
Lease liability |
|
124,223 |
|
123,946 |
TOTAL LIABILITIES |
|
302,565 |
|
315,348 |
SHAREHOLDERS' (DEFICIT) EQUITY |
|
|
|
|
Subordinate Voting Shares (no par value, unlimited shares authorized,
914,200,201 and 669,519,349 shares issued and outstanding as of March
31, 2024 and December 31, 2023, respectively) |
|
337,222 |
|
308,952 |
Additional paid-in capital |
|
67,956 |
|
66,948 |
Accumulated Deficit |
|
(445,855) |
|
(427,402) |
Equity attributable to 4Front Ventures Corp. |
|
(40,677) |
|
(51,502) |
Non-controlling interest |
|
108 |
|
108 |
TOTAL SHAREHOLDERS' DEFICIT |
|
(40,569) |
|
(51,394) |
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT |
|
$261,996 |
|
$263,954 |
4FRONT VENTURES CORP. Consolidated Statements of
Operations (unaudited)
(Amounts expressed in thousands of U.S. dollars except for share and per share data)
|
|
Three Months Ended March 31, |
|
|
2024 |
|
2023 |
REVENUE |
|
|
|
|
Revenue from sale of goods |
|
$16,933 |
|
$23,339 |
Real estate income |
|
1,909 |
|
2,940 |
Total revenues |
|
18,842 |
|
26,279 |
Cost of goods sold |
|
(11,268) |
|
(12,713) |
Gross profit |
|
7,574 |
|
13,566 |
OPERATING EXPENSES |
|
|
|
|
Selling, general and administrative expenses |
|
11,714 |
|
14,210 |
Depreciation and amortization |
|
631 |
|
797 |
Total operating expenses |
|
12,345 |
|
15,007 |
Income (loss) from continuing operations |
|
(4,771) |
|
(1,441) |
Other income (expense): |
|
|
|
|
Interest income |
|
5 |
|
14 |
Interest expense |
|
(2,489) |
|
(3,164) |
Change in fair value of derivative liability |
|
763 |
|
— |
Loss on disposal |
|
(5) |
|
— |
Loss on extinguishment of debt |
|
(11,752) |
|
— |
Loss on litigation settlement |
|
— |
|
(3) |
Other |
|
(99) |
|
(150) |
Total other expense, net |
|
(13,577) |
|
(3,303) |
Net income (loss) from continuing operations before income taxes |
|
(18,348) |
|
(4,744) |
Income tax benefit (expense) |
|
— |
|
(3,066) |
Net loss from continuing operations |
|
(18,348) |
|
(7,810) |
Net loss from discontinued operations, net of taxes |
|
(105) |
|
(3,582) |
Net loss |
|
(18,453) |
|
(11,392) |
Net income attributable to non-controlling interest |
|
— |
|
5 |
Net loss attributable to shareholders |
|
$(18,453) |
|
$(11,397) |
Basic and diluted loss per share - continuing operations |
|
$(0.02) |
|
$(0.01) |
Basic and diluted loss per share - discontinued operations |
|
$— |
|
$(0.01) |
Weighted average number of shares outstanding, basic and diluted |
|
831,363,709 |
|
642,140,067 |
Note Regarding Non-GAAP Measures, Reconciliation, and Discussion
In this press release, 4Front refers to certain non-GAAP
financial measures, in addition to GAAP financial measures. 4Front uses these non-GAAP measures to understand and compare operating results
across accounting periods, for financial and operational decision making, for planning and forecasting purposes, and to evaluate the Company's
financial performance.
As there are no standardized methods of calculating
non-GAAP measures, our methods may differ from those used by others, and accordingly, the use of these measures may not be directly comparable
to similarly titled measures used by others. Accordingly, non-GAAP measures are intended to provide additional information and should
not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP.
4Front uses the non-GAAP measure Adjusted EBITDA which,
as defined by the Company, excludes from Net Loss:
- Interest income and expense, including interest expense related
to leases;
- Current income tax expense;
- Non-cash depreciation and amortization expense, including amortization
of leases;
- Non-cash equity-based compensation expense;
- Non-cash impairment charges, as the charges are not expected to
be a recurring business activity;
- Non-cash changes in fair value of derivative liability and contingent
consideration; and
- Loss on disposal of assets and lease terminations and/or losses
on extinguishment of debt.
Although Adjusted EBITDA is frequently used by investors
and securities analysts in their evaluations of companies, Adjusted EBITDA has limitations as an analytical tool, and investors should
not consider it in isolation or as a substitute for, or more meaningful than, amounts determined in accordance with U.S. GAAP.
The closest comparable GAAP measure to Adjusted EBITDA
is Net Loss. A reconciliation of Net Loss to Adjusted EBITDA follows.
Reconciliation of Net Loss to Adjusted EBITDA for
the three months ended March 31, 2024 and 2023:
|
|
For the Three Months Ended
March 31, |
|
|
2024 |
|
2023 |
Net loss (GAAP) |
|
$(18,453) |
|
$(11,392) |
Less: Net loss from discontinued operations, net of taxes |
|
105 |
|
3,582 |
Net loss from continuing operations |
|
(18,348) |
|
(7,810) |
Adjusted for: |
|
|
|
|
Interest income |
|
(5) |
|
(14) |
Interest expense (1) |
|
6,745 |
|
7,361 |
Income tax expense |
|
— |
|
3,066 |
Depreciation and amortization (2) |
|
2,082 |
|
2,276 |
EBITDA (Loss) Income from Continuing Operations (Non-GAAP) |
|
$(9,526) |
|
$4,879 |
|
|
|
|
|
Share-based compensation (3) |
|
1,008 |
|
1,020 |
Change in fair value of derivative liability |
|
(763) |
|
— |
Loss on extinguishment of debt |
|
11,752 |
|
— |
Loss on disposal and lease termination |
|
5 |
|
— |
Adjusted EBITDA (Loss) Income from Continuing Operations (Non-
GAAP) |
|
$2,476 |
|
$5,899 |
(Amounts expressed in thousands of U.S. dollars, unless otherwise stated) |
1) For the current period, interest expense includes interest related to leases of $4.3 million for the three months ended March 31, 2024. Prior year amounts of $4.2 million for the three months ended March 31, 2023 have been reclassified for consistency with the current year presentation. Non-cash interest expense related to leases was previously presented as a reconciling item from EBITDA from Continuing Operations (Non-GAAP) to Adjusted EBITDA from Continuing Operations (Non-GAAP). |
(2) For the current period, depreciation and amortization expense includes amortization related to leases of $0.8 million for the three months ended March 31, 2024. Prior year amounts of $0.9 million for the three months ended March 31, 2023 have been reclassified for consistency with the current year presentation. Non-cash amortization expense related to leases was previously presented as a reconciling item from EBITDA from Continuing Operations (Non-GAAP) to Adjusted EBITDA from Continuing Operations (Non-GAAP). |
(3) Although share-based compensation is an important component of employee and executive compensation, determining the fair value of share-based compensation involves a high degree of judgment and as a result the Company excludes share-based compensation from Adjusted EBITDA because it believes that the expense recorded may bear little resemblance to the actual value realized upon future exercise or termination of any related share-based compensation award. |
Forward-Looking Statements
Statements in this news release that are forward-looking
statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in 4Front's periodic
filings with securities regulators. When used in this news release, words such as "will, could, plan, estimate, expect, intend, may,
potential, believe, should," and similar expressions are forward-looking statements.
Forward-looking statements may include, without limitation,
statements related to future developments and the business and operations of 4Front, statements regarding when or if retail stores or
cultivation and manufacturing facilities will open and be operational, the Company's ability to increase revenue and market share, and
other statements regarding future developments of the business. Although 4Front has attempted to identify important factors that could
cause actual results, performance, or achievements to differ materially from those contained in the forward-looking statements, there
may be other factors that could cause results, performance, or achievements not to be as anticipated, estimated, or intended.
There can be no assurance that forward-looking statements
will prove to be accurate or that management's expectations or estimates of future developments, circumstances, or results will materialize.
As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially
from actual results or events.
Accordingly, readers should not place undue reliance
on forward-looking statements. The forward-looking statements in this news release are made as of the date of this release. 4Front disclaims
any intention or obligation to update or revise such information, except as required by applicable law.
View original content to download multimedia:https://www.prnewswire.com/news-releases/4front-ventures-reports-first-quarter-2024-results-302148687.html
SOURCE 4Front Ventures Corp.
View original content to download multimedia: http://www.newswire.ca/en/releases/archive/May2024/17/c5542.html
%CIK: 0001783875
For further information: 4Front Investor Contacts: Andrew Thut, Chief
Executive Officer, IR@4frontventures.com, 602 633 3067; 4Front Media Contacts: pr@4frontventures.com
CO: 4Front Ventures Corp.
CNW 07:00e 17-MAY-24
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- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
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