Beeline Holdings, Inc. quarterly report, Q2 FY2023

Filing summary

Issuer identification: The supplied filing is Eastside Distilling, Inc.’s Form 10-Q for the quarter ended June 30, 2023; it does not identify Beeline Holdings, Inc. as the registrant. Confirm that this is the intended filing.

Business context and reporting period

Eastside manufactures and sells spirits and operates Craft Canning + Printing (Craft C+P), providing digital can printing and beverage co-packing services. The filing reports second-quarter and six-month results through June 30, 2023, compared with the same periods in 2022. The company implemented a 1-for-20 reverse stock split in May 2023; share and per-share comparisons are adjusted for it.

Financial performance and position

  • Revenue: Q2 net sales were $2.66 million, down 45% from $4.86 million. First-half net sales were $5.51 million, down 36% from $8.60 million.
  • Profitability: Gross profit was $26,000 in Q2 versus $1.45 million a year earlier; gross margin fell to 1% from 30%. First-half gross profit was $667,000 versus $2.40 million, with margin of 12% versus 28%. Net loss was $1.64 million in Q2 and $3.24 million for the first half, compared with $1.79 million and $3.82 million, respectively, in 2022.
  • Segment trends: First-half Craft C+P sales rose to $3.38 million from $2.41 million, but the segment had a $164,000 gross loss. Spirits net sales fell to $2.13 million from $6.19 million; 2022 included substantial bulk spirits sales. Spirits gross margin was 39%, down from 45%.
  • Cash flow: First-half operating cash flow was negative $639,000, compared with positive $271,000 in 2022. Investing activities provided $73,000, largely from asset-sale proceeds; financing provided $682,000, primarily from stock issuance. Cash increased by $116,000 to $839,000.
  • Liquidity: Current assets were $6.14 million against current liabilities of $21.94 million, implying negative working capital of about $15.8 million. Stockholders’ deficit was $4.04 million.
  • Debt and leases: The balance sheet reports $7.75 million of notes payable, classified as current and due in April 2024; $3.51 million of current secured credit facilities; and $4.65 million of current related-party notes payable. The filing describes a $4.5 million Aegis secured note due October 6, 2023, with conditional extension options. Lease liabilities totaled $2.61 million.
  • Equity: The company raised $651,000 net through at-the-market stock placements in the first half and reported 1,109,176 common shares outstanding as of August 14, 2023.

Material changes and management commentary

  • Sales fell mainly because prior-year spirits revenue included significant bulk sales. Management reported $600,000 of bulk spirits sales in the first half of 2023 versus $4.1 million in the first half of 2022; Q2 2023 had no bulk sales, compared with $2.6 million in Q2 2022.
  • Craft C+P growth came from digital printing, while mobile canning sales declined. Management said printing volumes and related material costs, scrap, and depreciation pressured segment margins; it also reported printing more than 6.5 million cans in the first half.
  • Management reduced spirits overhead and unprofitable activities and lowered marketing and administrative expenses. It said shipping and some material costs were expected to remain elevated through 2023.
  • The company stated it anticipates a net loss for 2023. It has no quantified revenue or earnings guidance in the supplied filing text.

Liquidity risks, contingencies, and unusual items

  • Management says meeting operating cash needs over the next 12 months depends on revenue and margin improvement, positive operating cash flow, creditor negotiations, and additional financing. It warns that unavailable or unacceptable financing could lead to asset sales, expense cuts, or reduced marketing.
  • The company had an accumulated deficit of $78.3 million and reported that its 2022 auditor’s report included a going-concern explanatory paragraph expressing substantial doubt about the company’s ability to continue as a going concern.
  • Two distributors represented 27% of trade receivables at June 30, 2023; one distributor and one wholesale customer together accounted for 27% of first-half sales.
  • Two disclosed legal matters include a service-provider complaint seeking $285,000 and a lawsuit by a former CEO and chairman. Eastside disputes the claims and says it intends to defend them.
  • Eastside sold 141,000 shares for net proceeds of $600,000 in July 2023. It also reported a $100,000 gain on asset disposals in the first half. The Azuñia brand had been impaired by $7.5 million in 2022; management reported no impairment of the assessed intangible or long-lived assets as of June 30, 2023.

Important facts for investors to verify

  • Verify issuer identity: the filing is for Eastside Distilling, Inc., not Beeline Holdings, Inc.
  • Confirm the status, maturity, extension terms, and classification of the Aegis note, secured facilities, and other current debt, as well as creditor negotiations and financing availability.
  • Track cash burn, working-capital needs, and whether Craft C+P can improve gross margins while digital printing scales.
  • Assess the extent to which reported sales and margin comparisons reflect prior-year bulk spirits sales, and the effect of restructuring and reduced marketing on future demand.
  • Review dilution from equity issuances and the July 2023 placement, and confirm reverse-split-adjusted share counts. The filing refers to the reverse split as effective May 15 in one place and May 12 elsewhere.
  • Monitor the two legal cases and the company’s going-concern and financing risks.