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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): August 14, 2024
EASTSIDE
DISTILLING, INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
001-38182 |
|
20-3937596 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2321
NE Argyle Street, Unit D
Portland,
Oregon 97211
(Address
of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code: (971) 888-4264
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:
Common
Stock, $0.0001 par value |
|
EAST |
|
The
Nasdaq Stock Market LLC |
(Title
of Each Class) |
|
(Trading
Symbol) |
|
(Name
of Each Exchange on Which Registered) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR §230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR §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
August 14, 2024, Eastside Distilling, Inc. (the “Company”) issued a press release announcing financial results for the second
quarter ended June 30, 2024. The text of the press release is furnished as Exhibit 99.1 to this current report.
The
information in this Item 2.02 and Exhibit 99.1 hereto shall not be deemed “filed” for the purposes of or otherwise subject
to the liabilities under Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Unless expressly
incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, the information contained
in this Item 2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any Company filing, whether made before or after
the date hereof, regardless of any general incorporation language in such filing.
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.
Date:
August 14, 2024
|
EASTSIDE
DISTILLING, INC. |
|
|
|
|
By: |
/s/
Geoffrey Gwin |
|
|
Geoffrey
Gwin |
|
|
Chief
Executive Officer and Chief Financial Officer |
Exhibit
99.1
Eastside
Distilling Reports Second Quarter 2024 Financial Results
Company
to Host Conference Call at 5:00 pm ET Wednesday August 14, 2024
PORTLAND,
Oregon, August 14, 2024 /PRNewswire/ — Eastside Distilling, Inc. (NASDAQ: EAST) (“Eastside” or the “Company”),
a consumer-focused beverage company that builds craft inspired experiential brands and high-quality artisanal products around premium
spirits, digital can printing, co-packing and mobile filling, reported second quarter financial results for the period ended June
30, 2024.
Second
Quarter 2024 Highlights:
|
● |
Craft
digitally printed a quarter-record 6.0 million cans representing a +43% increase over the prior year, increasing sales +22% for
the quarter. |
|
|
|
|
● |
Spirits
gross profit improved +84% compared to the prior year quarter with substantial improvement in margins expected through the balance
of the year. |
|
|
|
|
● |
The
Company’s overall operating loss decreased $0.2 million in the quarter over the prior year. |
Financial
Results
Gross
sales for the three months ending June 30, 2024 increased to $3.1 million from $2.8 million for the three months ending June 30, 2023.
Higher digital printing sales were offset by lower mobile canning and spirits sales. Spirits sales fell primarily due to lower
volumes of tequila driven by a realignment of the brand with new distribution partners.
Gross
profit for the three months ending June 30, 2024 increased to $0.2 million from $26,000 for the three months ending June 30, 2023. Consolidated
gross margin was 5% and 1% for the three months ending June 30, 2024 and 2023, respectively. Craft C+P gross margin increased due to
higher printed can volumes. Spirits gross margin increased due to Azuñia tequila and other cost savings on raw materials in 2024.
Operating
costs for the three months ending June 30, 2024 decreased to $1.3 million from $1.4 million for the three months ending June 30, 2023
primarily due to decreased headcount and lower professional fees and sponsorship costs. The Company continues its broad restructuring
in spirits as it realigns investment focusing on the most profitable spirits brands and regions.
Net
loss for the three months ending June 30, 2024 decreased to $1.5 million from $1.6 million for the three months ending June 30, 2023.
The
Company will give further updates on its earnings conference call.
Use
of Non-GAAP Measures
Eastside
Distilling’s management evaluates and makes operating decisions using various financial metrics. In addition to the Company’s
GAAP results, management also considers the non-GAAP measure of adjusted EBITDA as a supplement to GAAP results. Management believes
this non-GAAP measure provides useful information about the Company’s operating results and assists investors in comparing the
Company’s performance across reporting periods on a consistent basis by excluding items that it does not believe are indicative
of its core operating performance.
The
Company defines adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, stock-based compensation, and other
one-time items. The final table below provides a reconciliation of this non-GAAP financial measure with the most directly comparable
GAAP financial measure.
Second
Quarter 2024 Conference Call Details
Date
and Time: Wednesday, August 14, 2024 at 5:00 pm ET
Call-in
Information: Interested parties can access the conference call by dialing (844) 889-4332 or (412) 717-9595.
Live
Webcast Information: Interested parties can access the conference call via a live Internet webcast, which is available in the Conference
Calls section of the Company’s website at https://www.eastsidedistilling.com/conference-calls.
Replay:
A teleconference replay of the call will be available for three days at (877) 344-7529 or (412) 317-0088, replay access code #7830926.
A webcast replay will be available in the Conference Calls section of the Company’s website at https://www.eastsidedistilling.com/conference-calls
for 90 days.
About
Eastside Distilling
Eastside
Distilling, Inc. (NASDAQ: EAST) has been producing high-quality, award-winning craft spirits in Portland, Oregon since 2008. The Company
is distinguished by its highly decorated product lineup that includes Azuñia Tequilas®, Burnside Whiskeys®, Hue-Hue Coffee
Rum®, and Portland Potato Vodkas®. All Eastside spirits are crafted from natural ingredients for highest quality and taste. Eastside’s
Craft Canning + Printing subsidiary is one of the Northwest’s leading independent mobile canning, co-packing and digital can printing
businesses.
Important
Cautions Regarding Forward-Looking Statements
Certain
matters discussed in this press release may be forward-looking statements that reflect our expectations or anticipations rather than
historical fact. Such matters involve risks and uncertainties that may cause actual results to differ materially, including the following:
changes in economic conditions, general competitive factors, the Company’s ongoing financing requirements and ability to achieve
financing, acceptance of the Company’s products in the market, the Company’s success in obtaining new customers, the Company’s
ability to execute its business model and strategic plans, and other risks and related information described from time to time in the
Company’s filings with the Securities and Exchange Commission (“SEC”). A detailed discussion of the most significant
risks can be found in the “Risk Factors” section of the Company’s Annual Report on Form 10-K. The Company assumes no
obligation to update the cautionary information in this press release.
Financial
Summary Tables
The
following financial information should be read in conjunction with the audited financial statements and accompanying notes filed by the
Company with the Securities and Exchange Commission on Form 10-K for the period ended December 31, 2023, which can be viewed at www.sec.gov
and in the investor relations section of the Company’s website at www.eastsidedistilling.com/investors.
Eastside
Distilling, Inc. and Subsidiaries
Consolidated
Balance Sheets
June
30, 2024 and December 31, 2023
Dollars
in thousands, except share and per share
| |
June 30, 2024 | | |
December 31, 2023 | |
| |
(unaudited) | | |
| |
Assets | |
| | | |
| | |
Current assets: | |
| | | |
| | |
Cash | |
$ | 420 | | |
$ | 403 | |
Trade receivables, net | |
| 1,017 | | |
| 559 | |
Inventories | |
| 3,043 | | |
| 3,212 | |
Prepaid expenses and other current assets | |
| 467 | | |
| 363 | |
Total current assets | |
| 4,947 | | |
| 4,537 | |
Property and equipment, net | |
| 4,282 | | |
| 4,768 | |
Right-of-use assets | |
| 2,140 | | |
| 2,602 | |
Intangible assets, net | |
| 4,798 | | |
| 5,005 | |
Other assets, net | |
| 422 | | |
| 568 | |
Total Assets | |
$ | 16,589 | | |
$ | 17,480 | |
| |
| | | |
| | |
Liabilities and Stockholders’ Equity (Deficit) | |
| | | |
| | |
Current liabilities: | |
| | | |
| | |
Accounts payable | |
$ | 2,916 | | |
$ | 2,076 | |
Accrued liabilities | |
| 742 | | |
| 575 | |
Deferred revenue | |
| 51 | | |
| 88 | |
Current portion of secured credit facilities, related party | |
| 3,323 | | |
| - | |
Current portion of secured credit facilities, net of debt issuance costs | |
| 935 | | |
| - | |
Current portion of notes payable | |
| 8,117 | | |
| 486 | |
Current portion of notes payable, related party | |
| 92 | | |
| 92 | |
Current portion of lease liabilities | |
| 909 | | |
| 888 | |
Other current liability, related party | |
| 83 | | |
| - | |
Total current liabilities | |
| 17,168 | | |
| 4,205 | |
Lease liabilities, net of current portion | |
| 1,355 | | |
| 1,824 | |
Secured credit facilities, related party | |
| - | | |
| 2,700 | |
Secured credit facilities, net of debt issuance costs | |
| - | | |
| 342 | |
Notes payable, net of current portion | |
| - | | |
| 7,556 | |
Total liabilities | |
| 18,523 | | |
| 16,627 | |
| |
| | | |
| | |
Stockholders’ equity (deficit): | |
| | | |
| | |
Common stock, $0.0001 par value; 6,000,000 shares authorized as of June 30, 2024 and December 31, 2023; and 1,763,489 shares and 1,705,987 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively | |
| - | | |
| - | |
Preferred stock, $0.0001 par value; 100,000,000 shares authorized; 2,500,000 Series B shares issued and outstanding as of both June 30, 2024 and December 31, 2023 | |
| - | | |
| - | |
Preferred stock, $0.0001 par value; 240,000 shares authorized; 200,000 Series C shares issued and outstanding as of both June 30, 2024 and December 31, 2023 | |
| - | | |
| - | |
Additional paid-in capital | |
| 83,628 | | |
| 83,559 | |
Accumulated deficit | |
| (85,562 | ) | |
| (82,706 | ) |
Total stockholders’ equity (deficit) | |
| (1,934 | ) | |
| 853 | |
Total Liabilities and Stockholders’ Equity (Deficit) | |
$ | 16,589 | | |
$ | 17,480 | |
Eastside
Distilling, Inc. and Subsidiaries
For
the Three and Six Months Ended June 30, 2024 and 2023
(Dollars
and shares in thousands, except per share amounts)
(Unaudited)
Consolidated
Statements of Operations:
| |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Sales | |
$ | 3,061 | | |
$ | 2,757 | | |
$ | 5,548 | | |
$ | 5,636 | |
Less customer programs and excise taxes | |
| 109 | | |
| 96 | | |
| 185 | | |
| 122 | |
Net sales | |
| 2,952 | | |
| 2,661 | | |
| 5,363 | | |
| 5,514 | |
Cost of sales | |
| 2,799 | | |
| 2,635 | | |
| 5,024 | | |
| 4,847 | |
Gross profit | |
| 153 | | |
| 26 | | |
| 339 | | |
| 667 | |
Operating expenses: | |
| | | |
| | | |
| | | |
| | |
Sales and marketing expenses | |
| 262 | | |
| 369 | | |
| 513 | | |
| 880 | |
General and administrative expenses | |
| 1,152 | | |
| 1,194 | | |
| 2,257 | | |
| 2,557 | |
Gain on disposal of property and equipment | |
| (79 | ) | |
| (135 | ) | |
| (199 | ) | |
| (129 | ) |
Total operating expenses | |
| 1,335 | | |
| 1,428 | | |
| 2,571 | | |
| 3,309 | |
Loss from operations | |
| (1,182 | ) | |
| (1,402 | ) | |
| (2,232 | ) | |
| (2,642 | ) |
Other income (expense), net | |
| | | |
| | | |
| | | |
| | |
Interest expense | |
| (308 | ) | |
| (326 | ) | |
| (556 | ) | |
| (655 | ) |
Other income | |
| 2 | | |
| 85 | | |
| 7 | | |
| 56 | |
Total other income (expense), net | |
| (306 | ) | |
| (241 | ) | |
| (549 | ) | |
| (599 | ) |
Loss before income taxes | |
| (1,488 | ) | |
| (1,643 | ) | |
| (2,781 | ) | |
| (3,241 | ) |
Provision for income taxes | |
| - | | |
| - | | |
| - | | |
| - | |
Net loss | |
| (1,488 | ) | |
| (1,643 | ) | |
| (2,781 | ) | |
| (3,241 | ) |
Preferred stock dividends | |
| (37 | ) | |
| (37 | ) | |
| (75 | ) | |
| (75 | ) |
Net loss attributable to common shareholders | |
$ | (1,525 | ) | |
$ | (1,680 | ) | |
$ | (2,856 | ) | |
$ | (3,316 | ) |
| |
| | | |
| | | |
| | | |
| | |
Basic net loss per common share | |
$ | (0.87 | ) | |
$ | (1.96 | ) | |
$ | (1.65 | ) | |
$ | (3.94 | ) |
Basic weighted average common shares outstanding | |
| 1,745 | | |
| 856 | | |
| 1,726 | | |
| 841 | |
Eastside
Distilling, Inc. and Subsidiaries
For
the Three and Six Months Ended June 30, 2024 and 2023
(Dollars
in thousands)
(Unaudited)
Segments:
| |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
(Dollars in thousands) | |
2024 | | |
2023 | | |
2024 | | |
2023 | |
Craft C+P | |
| | | |
| | | |
| | | |
| | |
Sales | |
$ | 2,376 | | |
$ | 1,949 | | |
$ | 4,225 | | |
$ | 3,405 | |
Net sales | |
| 2,332 | | |
| 1,904 | | |
| 4,146 | | |
| 3,381 | |
Cost of sales | |
| 2,342 | | |
| 1,967 | | |
| 4,108 | | |
| 3,545 | |
Gross profit | |
| (10 | ) | |
| (63 | ) | |
| 38 | | |
| (164 | ) |
Total operating expenses | |
| 738 | | |
| 565 | | |
| 1,376 | | |
| 1,314 | |
Net loss | |
$ | (745 | ) | |
$ | (578 | ) | |
$ | (1,335 | ) | |
$ | (1,462 | ) |
Gross margin | |
| 0 | % | |
| -3 | % | |
| 1 | % | |
| -5 | % |
| |
| | | |
| | | |
| | | |
| | |
Spirits | |
| | | |
| | | |
| | | |
| | |
Sales | |
$ | 685 | | |
$ | 808 | | |
$ | 1,323 | | |
$ | 2,231 | |
Net sales | |
| 620 | | |
| 757 | | |
| 1,217 | | |
| 2,133 | |
Cost of sales | |
| 457 | | |
| 668 | | |
| 916 | | |
| 1,302 | |
Gross profit | |
| 163 | | |
| 89 | | |
| 301 | | |
| 831 | |
Total operating expenses | |
| 247 | | |
| 358 | | |
| 481 | | |
| 880 | |
Net loss | |
$ | (85 | ) | |
$ | (238 | ) | |
$ | (176 | ) | |
$ | (17 | ) |
Gross margin | |
| 26 | % | |
| 12 | % | |
| 25 | % | |
| 39 | % |
| |
| | | |
| | | |
| | | |
| | |
Corporate | |
| | | |
| | | |
| | | |
| | |
Total operating expenses | |
$ | 350 | | |
$ | 505 | | |
$ | 714 | | |
$ | 1,115 | |
Net loss | |
$ | (658 | ) | |
$ | (827 | ) | |
$ | (1,270 | ) | |
$ | (1,762 | ) |
Adjusted
EBITDA Reconciliation:
| |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
Net loss | |
$ | (1,488 | ) | |
$ | (1,643 | ) | |
$ | (2,781 | ) | |
$ | (3,241 | ) |
Add: | |
| | | |
| | | |
| | | |
| | |
Interest expense | |
| 308 | | |
| 326 | | |
| 556 | | |
| 655 | |
Depreciation and amortization | |
| 322 | | |
| 410 | | |
| 628 | | |
| 817 | |
EBITDA | |
| (858 | ) | |
| (907 | ) | |
| (1,597 | ) | |
| (1,769 | ) |
Gain on disposal of property and equipment | |
| (79 | ) | |
| (135 | ) | |
| (199 | ) | |
| (129 | ) |
Stock compensation | |
| 9 | | |
| 55 | | |
| 76 | | |
| 166 | |
Adjusted EBITDA | |
$ | (928 | ) | |
$ | (987 | ) | |
$ | (1,720 | ) | |
$ | (1,732 | ) |
| |
| | | |
| | | |
| | | |
| | |
INVESTOR
RELATIONS CONTACT: ir@eastsidedistilling.com
This
information is being distributed to you by: Eastside Distilling, Inc.
2321
NE Argyle Street, Unit D, Portland, Oregon 97211
v3.24.2.u1
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