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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 14, 2023
FLEXIBLE
SOLUTIONS INTERNATIONAL, INC.
(Exact
name of Registrant as specified in its charter)
| Nevada |
|
001-31540 |
|
91-1922863 |
| (State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
No.) |
|
Identification
No.) |
6001
54 Ave.
Tabor,
Alberta T1G 1X4
(Address
of principal executive offices, including Zip Code)
Registrant’s
telephone number, including area code: (250) 477-9969
Check
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-14(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) |
|
Name
of Each Exchange on Which Registered |
| Common
Stock |
|
FSI |
|
NYSE
American |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§203.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§204.12b-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 14, 2023, the Company issued a press release announcing the Company’s financial results for the third quarter ended September
30, 2023.
On
November 15, 2023 the Company held a conference call to discuss its financial results for the quarter ended September 30, 2023, as well
as other information regarding the Company.
| Item
9.01. |
Financial
Statements and Exhibits |
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.
| Date:
November 15, 2023 |
|
|
| |
FLEXIBLE
SOLUTIONS INTERNATIONAL INC. |
| |
|
|
| |
By: |
/s/
Daniel B. O’Brien |
| |
|
Daniel
B. O’Brien, President and Chief Executive |
| |
|
Officer |
EXHIBIT
99.1
NEWS
RELEASE
November
14, 2023
FSI
ANNOUNCES THIRD QUARTER, 2023 FINANCIAL RESULTS
A
Conference call is scheduled for Wednesday November 15th, 2023, 11:00am Eastern Time
See
dial in number below
VICTORIA,
BRITISH COLUMBIA, November 14, 2023 – FLEXIBLE SOLUTIONS INTERNATIONAL, INC. (NYSE Amex: FSI), is the developer and manufacturer
of biodegradable polymers for oil extraction, detergent ingredients and water treatment as well as crop nutrient availability chemistry.
Flexible Solutions also manufactures biodegradable and environmentally safe water and energy conservation technologies. Today the Company
announces financial results for third quarter ended September 30, 2023.
Mr.
Daniel B. O’Brien, CEO, states, “This was a very poor quarter. We are not losing customers but certain customers are ordering
much less as they confront difficult conditions in their markets.” Mr. O’Brien continues, “FSI will have to review
all operating costs and search for lower cost of goods in the fourth quarter and throughout 2024 as we attempt to revert to profitability.”
| |
●
|
Sales
for the third quarter(Q3) were $8,720,621, down approximately 25% when compared to sales of $11,685,107 in the corresponding period
a year ago. |
| |
●
|
Q3,
2023 net loss was $(718,161), or $(0.06) per share, compared to a net income of $1,108,131, or $0.09 per share, in Q3, 2022. |
| |
●
|
The
lower earnings reported for Q3, 2023 were due to higher cost of goods, lower sales and product mix. |
| |
●
|
Basic
weighted average shares used in computing earnings per share amounts were 12,435,532 and 12,384,746 for Q3, 2023 and Q3, 2022 respectively.
|
| |
●
|
Q3,
2023 Non-GAAP operating cash flow: The Company shows 9 months operating cash flow of $3,284,640, or $0.26 per share. This
compares with operating cash flow of $6,227,068, or $0.50 per share, in the corresponding 9 months of 2022 (see the table and notes
that follow for details of these calculations). |
The
NanoChem division and ENP subsidiary continue to be the dominant sources of revenue and cash flow for the Company. New opportunities
continue to unfold in detergent, water treatment, oil field extraction, turf, ornamental and agricultural use to further increase sales
in these divisions.
Conference
call
A
conference call has been scheduled for 11:00 am Eastern Time, 8:00 am Pacific Time, on Wednesday November 15th, 2023.
CEO, Dan O’Brien will be presenting and answering questions on the conference call. To participate in this call please dial
1-800-445-7795 (or 1-785-424-1699) just prior to the scheduled call time. To join the call participants will be requested to give their
name and company affiliation. The conference ID: SOLUTIONS and/ or call title Flexible Solutions International
– Third Quarter, 2023 Financials may be requested
The
above information and following table contain supplemental information regarding income and cash flow from operations for the period
ended September 30, 2023. Adjustments to exclude depreciation, stock option expenses and one time charges are given. This financial information
is a Non-GAAP financial measure as defined by SEC regulation G. The GAAP financial measure most directly comparable is net income.
The
reconciliation of each Non-GAAP financial measure is as follows:
FLEXIBLE
SOLUTIONS INTERNATIONAL, INC.
Consolidated
Statement of Operations
For
The Three Months Ended September 30 and Nine Months Operating Cash Flow
(Unaudited)
| | |
Consolidated Statement of Operations Three Months Ended September 30 | |
| | |
2023 | | |
2022 | |
| Revenue | |
$ | 8,720,621 | | |
$ | 11,685,107 | |
| Income (loss) before income tax – GAAP | |
$ | (284,039 | ) | |
$ | 1,669,992 | |
| Provision for Income tax – net - GAAP | |
$ | (219,712 | ) | |
$ | (349,181 | ) |
| Net income (loss) - controlling interest - GAAP | |
$ | (718,161 | ) | |
$ | 1,108,131 | |
| Net income (loss) per common share – basic. – GAAP | |
$ | (0.06 | ) | |
$ | 0.09 | |
| 3 month weighted average shares used in computing per share amounts – basic.- GAAP | |
| 12,435,532 | | |
| 12,384,746 | |
| | |
Operating Cash Flow Nine Months Ended September 30 | |
| Operating Cash Flow (9 months). NON-GAAP | |
$ | 3,284,640a,b,c | | |
$ | 6,227,068a,b,c | |
| Operating Cash Flow per share excluding non-operating items and items not related to current operations (9 months) – basic. -NON-GAAP | |
$ | 0.26a,b,c | | |
$ | 0.50a,b,c | |
| Non-cash Adjustments (9 month) -GAAP | |
$ | 1,757,644 d | | |
$ | 976,536 d | |
| Shares (9 month basic weighted average) used in computing per share amounts – basic -GAAP | |
| 12,434,669 | | |
| 12,376,818 | |
Notes:
certain items not related to “operations” of the Company’s net income are listed below.
a)
Non-GAAP – Flexible Solutions International, Inc. owns 65% ENP Investments, LLC and ENP Mendota, LLC and 80% of 317 Mendota,
LLC. Therefore Operating Cash Flow NON-GAAP is adjusted by the pre tax net income or loss of the non-controlling interests in
these companies. An adjustment to operating cash flow has been made to account for the use of a pre tax amount versus an after tax amount
which was originally used in that year.
b)
Non-GAAP – amounts exclude certain cash and non-cash items: Depreciation and Stock compensation expense (2023 = $1,757,644,
2022 = $976,536), Gain on acquisition of ENP Peru (2023 = N/A, 2022 = $335,051), Interest expense (2023 = $369,967, 2022 = $190,366),
Interest income (2023 = $58,565, 2022 = $69,354), Gain on investment (2023 = $423,957, 2022 = $213,865), Income tax (2023 = $873,861,
2022 = $1,604,429), and pretax Net income attributable to non-controlling interests (2023 = $689,780, 2022 = $752,910). Although included
in operating expenses these onetime expenditures were not related to operations of FSI. *See the financial statements for all adjustments.
c)
The revenue and gain from the 50% investment in the private Florida LLC announced in January 2019 are not treated as revenue or profit
from operations by Flexible Solutions given the Company only purchased 50% of the LLC. The profit is treated as investment income and
therefore occurs below Operating income in the Statement of Operations. As a result, the gains from all investments, including those
from the Florida LLC, are removed from the calculation to arrive at Operating Cash Flow.
d)
Non-GAAP – amounts represent depreciation and stock compensation expense.
Safe
Harbor Provision
The
Private Securities Litigation Reform Act of 1995 provides a “Safe Harbor” for forward-looking statements. Certain of the
statements contained herein, which are not historical facts, are forward looking statement with respect to events, the occurrence of
which involve risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various
factors. Information concerning potential factors that could affect the company is detailed from time to time in the company’s
reports filed with the Securities and Exchange Commission.
Flexible
Solutions International
6001
54th Ave, Taber, Alberta, CANADA T1G 1X4
Company
Contacts
Jason
Bloom
Toll
Free: 800 661 3560
Fax:
403 223 2905
E-mail:
info@flexiblesolutions.com
If
you have received this news release by mistake or if you would like to be removed from our update list please reply to: info@flexiblesolutions.com
To
find out more information about Flexible Solutions and our products, please visit www.flexiblesolutions.com.
EXHIBIT
99.2
Q3
2023 Speech
Good
morning. I’m Dan O’Brien, CEO of Flexible Solutions.
Safe
Harbor provision:
The
Private Securities Litigation Reform Act of 1995 provides a “Safe Harbor” for forward-looking statements. Certain of the
statements contained herein, which are not historical facts, are forward looking statements with respect to events, the occurrence of
which involve risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various
factors. Information concerning potential factors that could affect the company is detailed from time to time in the company’s
reports filed with the Securities and Exchange Commission.
Welcome
to the FSI conference call for Third Quarter 2023.
First,
I would like to discuss our Company condition and our product lines along with what we think might occur in Q4 2023 and into 2024. I
will comment on our financials afterward.
NanoChem
division: NCS represents approximately 70% of FSI’s revenue. This division makes thermal poly-aspartic acid, called TPA for
short, a biodegradable polymer with many valuable uses. NCS also manufactures SUN 27™ and N Savr 30™ which are used to reduce
nitrogen fertilizer loss from soil. In 2022, NCS started food grade toll operations using the spray dryer we installed over the last
several years.
TPA
is used in agriculture to significantly increase crop yield. It acts by slowing crystal growth between fertilizer ions and other
ions in the soil resulting in the fertilizer remaining available longer for the plants to use.
TPA
is also a biodegradable way of treating oilfield water to prevent pipes from plugging with mineral scale. TPA’s effect is prevention
of mineral scale from minerals that are part of the water fraction of oil as it exits the rock formation. Preventing scale keeps the
oil recovery pipes from clogging.
TPA
is also sold as a biodegradable ingredient in cleaning products, for certain food uses and as a water treatment chemical.
SUN
27™ and N Savr 30™ are nitrogen conservation products. Nitrogen is a critical fertilizer that can be lost through bacterial
breakdown, evaporation and soil runoff.
SUN
27™ is used to conserve nitrogen from attack by soil bacterial enzymes that cause evaporation while N Savr 30™ is effective
at reducing nitrogen loss from leaching.
Food
products: Our IL plant is food grade inspected and we have received our FDA number. We have commercialized one food grade product
based on polyaspartates that was developed fully in house. We have a pipeline of additional products in development that are either our
ideas, toll production of outside ideas or a mixture where an outside idea is being optimized by our team. NCS will focus on food products
equally with our other market verticals because we have determined that this is an area with large markets that we are skilled in servicing
and where we can obtain good margins. We have not received the food product orders we had hoped for in 2023. Although we are still convinced
that this is a viable future business, it may take several more quarters to obtain significant sales.
ENP
Division: ENP represents most of our other revenue. ENP is focused on sales into the greenhouse, turf and golf markets, while, our
NCS sales are into row crop agriculture. The opening of the economy after the pandemic has affected ENP sales into the home gardening
market, especially home cannabis. We expect little revenue growth in 2023 and do not have any clarity regarding 2024.
The
Florida LLC investment: The LLC was profitable again in Q3 2023 and was one area where some revenue growth has occurred in 2023.
The Company is focused on international sales into multiple countries all of which face different issues and respond in varied ways.
Revenue was strong in Q3 but, the remainder of the year cannot be predicted. Also, the LLC remains exposed to high costs of goods while
experiencing difficulty passing all the costs to its customers. As a result, margins are compressed and earnings may not reach historical
levels for some time. Our sales to the LLC grew in the quarter.
Merger
with Lygos did not proceed
On
April 18th 2022, FSI and Lygos announced their intent to merge subject to shareholder approval. The merger was not completed
by the end date of the agreement, September 30 2022, and did not close.
Strategic
investment in Lygos: In December 2020, FSI invested $500,000 in Lygos in return for equity. We made a second investment of $500,000
in June 2021. Lygos is using the investment toward development of a microbial route to aspartic acid using sugar as a feedstock. FSI
will be the major user of aspartic acid derived this way and believes that sustainable aspartic acid will allow us to obtain large new
customers and develop valuable new products that both biodegrade and come from sustainable sources.
Lygos
has recently announced a change of focus to include other organic acids. We anticipate that this may slow their progress toward sustainable
aspartic acid. FSI is researching alternatives to achieve the goal of sustainability while continuing to support Lygos.
Q4
2023 and early 2024
Agricultural
products were not as strong in Q3 2023 as they were in Q3 2022. As a result, total revenue for the quarter was well below the previous
year period. Agriculture customers are showing resistance to spending on inputs when crop prices are not increasing at the rate of inflation.
We think that the remainder of 2023 and all of 2024 could be difficult.
Oil,
gas and industrial sales of TPA have been lower in Q3 2023 and this is likely to continue for the remainder of the year and into 2024.
Customers are reducing inventory and reassessing their needs now that shipping has become reliable again. In addition, the possibility
of reduced hydrocarbon demand could slow our sales over the next several quarters.
Tariffs:
Since 2019, several of our raw materials imported from China have included a 25% tariff. International customers are not charged
the tariffs because we have applied for the export rebates available to recover the tariffs. The tariffs are affecting our cost of goods,
our cash flow and our profits negatively. Rebates can take many years to arrive; we submitted our initial applications more than 4 years
ago. The total dollar amount due back to us is well in excess of $1 MM. We will persevere until we succeed in recovering our funds.
Shipping
and Inventory: Ocean shipping from Asia to the US and ocean shipments from the US to international ports are back to pre-covid speeds
and have settled at prices very close to historic levels. Land transport inside the US is continuing to stabilize but at generally higher
costs. We coped with shipping issues by ordering far ahead and carrying additional inventory in 2022 resulting in costs that we were
unable to pass on to our customers. In 2023, we have been reducing inventory to a more normal level, however, margin increases have been
difficult.
Raw
material prices do not appear to be reverting to historic levels. Instead, they seem to be stabilizing at a new base level that is also
experiencing inflation. Passing price increases, even small inflation related ones, along to customers can take several months, is not
always possible and will probably result in constrained margins for the next year.
We
believe that the sum of the issues we face during the rest of 2023 will result in lower revenue, lower cash flow and lower profits for
the coming quarter and the full year.
Highlights
of the financial results:
We
are not happy with the results for Q3 2023. Year over year revenue and operating cash flow were down. Profits were negatively affected
by product mix, cost of goods and reduced sales volume. We now estimate that year over year revenue, cash flow and profits will be down
significantly in 2023.
The
financials show that our costs have increased as the year progressed. Wages have gone up substantially over the last year to retain staff.
Raw material prices have dropped from the highest levels but not back to historic norms. Volume is down. We have been unable to raise
prices sufficiently to cover costs and maintain our margin goals. Our plans to enter the food industry have been delayed into next year.
Higher interest rates are consuming more of our funds.
FSI
and its subsidiaries will have to examine all our costs and economize where possible. Even more critical is increasing sales in our traditional
businesses and obtaining sales in the food industry to ensure that our wage and other base costs are spread over more revenue dollars.
Sales
for the quarter decreased 25% to 8.72 million, compared with 11.69 million for Q3 2022.
Profits:
Q3 2023 resulted in a loss of $718 thousand or $0.06 per share, compared to a profit of $1.11 million, or $0.09 per share, in Q3
2022.
Operating
Cash Flow: This non-GAAP number is useful to show our progress with non-cash items removed for clarity. For the nine months of 2023,
it was $3.28 million or 26 cents per share down from $6.23 million or 50 cents per share in the 2022 period.
Long
term debt: We continue to pay down our long-term debt according to the terms of the loans. However, we have consolidated all our
debt for ENP and NCS with Stock Yards Bank. This has resulted in increased lines of credit with lower interest rates and reduced interest
rates on our long-term debt. At the same time, we bought all the units we did not already own in ENP Peru Investments LLC and guaranteed
the mortgage held by the LLC. The LLC owns the 5 acres and 60,000 square feet of building in Peru IL on the SW corner of our property.
This action returns full ownership of the 20-acre parcel and 120,000 square feet of buildings to FSI with a mortgage at favorable terms.
Additional
factory space in Illinois: In the second quarter we invested to acquire 80% of an LLC called 317 Mendota that in turn purchased a
large building on 37 acres of land in Mendota IL. We have determined that 240,000 square feet is available for our use or for rental.
The ENP division will move all operations to 60,000 square feet of this building. The remaining 180,000 square feet will be rented as
suitable tenants are found. The NCS division will recover the use of 30,000 sq. ft. in Peru IL from ENP making room for potential growth.
Working
capital is adequate for all our purposes. We have lines of credit with Stock Yards Bank for the ENP and NCS subsidiaries. We are
confident that we can execute our plans with our existing capital.
The
text of this speech will be available as an 8K filing on www.sec.gov by Thursday November 16th. Email or fax copies
can be requested from Jason Bloom at Jason@flexiblesolutions.com.
Thank
you, the floor is open for questions.
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- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
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