California
|
0-32565
|
87-0673375
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
1330 Lake Robbins Drive, Suite 250
|
||
The Woodlands, TX
|
77380
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
☐ |
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))
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
||
Common Stock
|
RIBT
|
NASDAQ Capital Market
|
Item 2.02 |
Results of Operations and Financial Condition.
|
Item 9.01 |
Financial Statements and Exhibits
|
Exhibit No.
|
Description
|
|
Press Release issued November 5, 2020.
|
RICEBRAN TECHNOLOGIES
|
||
Date: November 5, 2020
|
By:
|
/s/ Todd T. Mitchell
|
Todd T. Mitchell
|
||
Chief Financial Officer
|
||
(Duly Authorized Officer)
|
• |
Golden Ridge ramping up production after challenging period: Golden Ridge ran well below capacity for most of the third quarter as we were unable to acquire grain economically. We have balanced
our commodity exposure, installed new leadership, and are reinvigorating operations. Losses mitigated toward the end of the quarter and operations continued to improve in October.
|
• |
Core SRB business returns to growth and margin expansion: Quarterly SRB revenue grew year-over-year and was up double-digits from levels in the second quarter of 2020, driven by demand for
higher-ASP and higher-margin SRB derivatives. We are getting a double-digit price increase from our largest SRB customer which will be fully implemented by the beginning of the first quarter of 2021, and we are focused on accelerating
growth through potential product expansion.
|
• |
MGI revenues scaling on the back of capacity expansion: Revenue from MGI was up 45% in the quarter compared to a year ago driven by customer growth as we leveraged prior investments in capacity
expansion. Notably, incremental capacity was taken up by a customer who is now purchasing products from all three of our companies, highlighting the business’ fit with our overall strategy.
|
• |
Adjusted EBITDA losses narrow to lowest levels in two years: Despite lower than expected revenue, net losses narrowed to $2.8 million in the third quarter from $3.3 million a year ago, due to a 50%
reduction in SG&A. As a result, adjusted EBITDA (Non-GAAP) losses of $1.8 million in the third quarter declined $1.1 million from $2.9 million in the second quarter. With our SG&A run -rate now under $2 million per quarter, and
results for Golden Ridge expected to improve, adjusted EBITDA losses should narrow further in the fourth quarter.
|
• |
Company is focused on maintaining a strong balance sheet: Capital resources and operating liquidity remain solid with $3.9 million in cash on hand and an incremental $1.0 million in available
borrowing capacity at the end of the third quarter. A reacceleration in commercial activity at Golden Ridge should have a positive impact on working capital and overall liquidity.
|
• |
Revenue: Revenues of $5.2 million decreased 3% from $5.3 million in the third quarter of 2019. The year-over-year decrease in revenue included a 50% decline in revenues from Golden Ridge, which was
only partially offset by mid-single-digit growth in core RiceBran revenue, and mid-double-digit growth at MGI. Golden Ridge’s decline was due to high levels of downtime as we could not acquire grain economically for much of the quarter.
Core RiceBran growth was driven by strong demand for SRB derivatives, while MGI’s growth reflects our successful sales efforts to utilize increased capacity. Year-to-date revenues grew 8% to $19.4 million from $17.9 million for the same
period in 2019.
|
• |
Gross Losses: Gross losses were $0.8 million in the third quarter of 2020 compared to gross losses of $0.4 million in the third quarter of 2019. The increase in gross loss was primarily
attributable to Golden Ridge due to higher input commodity prices, $0.5 million in expenses related to the resolution of contract disputes, and the impact of higher downtime during the quarter compared to the same period a year ago.
Year-to-date gross losses were $2.4 million up from $0.3 million for the same period in 2019. Over 100% of gross losses year-to-date is attributable to Golden Ridge.
|
• |
SG&A: SG&A expenses decreased to $1.9 million from $3.8 million in the third quarter of 2019, a decrease of $1.9 million. There were about $0.3 million in non-recurring expenses in the
third quarter of 2019, and $0.1 million in losses in the third quarter of 2020 due to hurricane damage to our Lake Charles facility. The rest of this decline reflects cost-cutting initiatives that began in the first quarter of 2020 as well
as actions in the third quarter to achieve another $2 million in annualized savings. Year-to-date SG&A dropped 34% to $7.0 million from $10.6 million for the same period in 2019.
|
• |
Net Loss and Adj. EBITDA: Net loss for the third quarter of 2020 was $2.8 million, compared to a net loss of $3.3 million in
the third quarter of 2019. Adjusted EBITDA (Non-GAAP) losses were $1.8 million in the third quarter of 2020, compared to adjusted EBITDA losses of $3.4 million in the third quarter of 2019. Adjusted EBITDA losses also declined $1.0
million from $2.9 million in the second quarter of 2020. Year-to-date net losses were $9.8 million compared to $10.2 million in the comparable period, and adjusted EBITDA losses were $6.7 million compared to $8.1 million.
|
• |
Liquidity: Capital resources and operating liquidity remain adequate with $3.9 million in cash and an incremental $1.0 million in available borrowing capacity at the end of the third quarter of
2020. Management drew down $1.0 million in term loan funding and raised $0.7 million, net of issuance costs, through the sales of common shares in the third quarter of 2020. Management remains focused on maintaining adequate liquidity and
expects to fund operations through a combination of activities including the utilization of our term loan and ATM equity facilities when necessary.
|
• |
Direct Dial-in number for US/Canada: (212) 271-4615
|
• |
Toll Free Dial-in number for US/Canada: (800) 908-8375
|
• |
Dial-In number for international callers: (212) 271-4615
|
• |
Participants will ask for the RiceBran Technologies Q3 2020 Financial Results Call
|
• |
The call will also be available for replay by accessing http://public.viavid.com/index.php?id=142229.
|
3 Months Ended
|
9 Months Ended
|
|||||||||||||||||||||||
9/30/20
|
9/30/19
|
% Chg.
|
9/30/20
|
9/30/19
|
% Chg.
|
|||||||||||||||||||
Revenue
|
$
|
5,160
|
$
|
5,300
|
(3
|
%)
|
$
|
19,393
|
$
|
17,883
|
8
|
%
|
||||||||||||
Cost of Goods Sold
|
(5,955
|
)
|
(5,659
|
)
|
5
|
%
|
(21,817
|
)
|
(18,143
|
)
|
20
|
%
|
||||||||||||
Gross (Loss) Profit
|
(795
|
)
|
(359
|
)
|
121
|
%
|
(2,424
|
)
|
(260
|
)
|
832
|
%
|
||||||||||||
Gross Margin
|
(15
|
%)
|
(7
|
%)
|
(12
|
%)
|
(1
|
%)
|
||||||||||||||||
Selling, General & Admin.
|
(1,875
|
)
|
(3,835
|
)
|
(51
|
%)
|
(7,040
|
)
|
(10,598
|
)
|
(34
|
%)
|
||||||||||||
Operating (Loss)
|
(2,670
|
)
|
(4,194
|
)
|
(36
|
%)
|
(9,464
|
)
|
(10,858
|
)
|
(13
|
%)
|
||||||||||||
Interest Income (Expense)
|
(70
|
)
|
10
|
(800
|
%)
|
(176
|
)
|
2
|
(8900
|
%)
|
||||||||||||||
Other Income (Expense)
|
(26
|
)
|
858
|
(103
|
%)
|
(108
|
)
|
860
|
(113
|
%)
|
||||||||||||||
Loss Before Income Taxes
|
(2,766
|
)
|
(3,326
|
)
|
(17
|
%)
|
(9,748
|
)
|
(9,996
|
)
|
(2
|
%)
|
||||||||||||
Taxes
|
(8
|
)
|
-
|
-
|
(8
|
)
|
-
|
-
|
||||||||||||||||
Net Loss - Cont. Ops.
|
(2,774
|
)
|
(3,326
|
)
|
(17
|
%)
|
(9,756
|
)
|
(9,996
|
)
|
(2
|
%)
|
||||||||||||
Disc. Ops.
|
-
|
-
|
-
|
-
|
(216
|
)
|
(100
|
%)
|
||||||||||||||||
Net Loss
|
$
|
(2,774
|
)
|
$
|
(3,326
|
)
|
(17
|
%)
|
$
|
(9,756
|
)
|
$
|
(10,212
|
)
|
(4
|
%)
|
||||||||
Basic & Diluted Loss per Share:
|
||||||||||||||||||||||||
Cont. Ops.
|
(0.07
|
)
|
(0.10
|
)
|
(0.30
|
)
|
(0.24
|
)
|
(0.31
|
)
|
(23
|
%)
|
||||||||||||
Disc. Ops.
|
-
|
-
|
-
|
-
|
(0.01
|
)
|
(100
|
%)
|
||||||||||||||||
Weighted Average Shares Outstanding (Basic & Diluted)
|
40,824,281
|
33,057,010
|
23
|
%
|
40,279,866
|
31,947,087
|
26
|
%
|
3 Months Ended
|
9 Months Ended
|
|||||||||||||||||||||||
9/30/20
|
9/30/19
|
% Chg.
|
9/30/20
|
9/30/19
|
% Chg.
|
|||||||||||||||||||
Net Loss
|
$
|
(2,774
|
)
|
$
|
(3,326
|
)
|
(17
|
%)
|
$
|
(9,756
|
)
|
$
|
(9,996
|
)
|
(2
|
%)
|
||||||||
Interest Expense (income)
|
70
|
(10
|
)
|
(800
|
%)
|
176
|
(2
|
)
|
(8900
|
%)
|
||||||||||||||
Depreciation and Amortization
|
703
|
498
|
41
|
%
|
1,977
|
1,371
|
44
|
%
|
||||||||||||||||
EBITDA
|
(2,001
|
)
|
(2,838
|
)
|
(29
|
%)
|
(7,603
|
)
|
(8,627
|
)
|
(12
|
%)
|
||||||||||||
|
||||||||||||||||||||||||
Other Income (Expense)
|
26
|
(858
|
)
|
(103
|
%)
|
108
|
(860
|
)
|
(113
|
%)
|
||||||||||||||
Share Based Comp
|
153
|
282
|
(46
|
%)
|
817
|
925
|
(12
|
%)
|
||||||||||||||||
Acquisition Related
|
-
|
27
|
(100
|
%)
|
-
|
508
|
(100
|
%)
|
||||||||||||||||
Adjusted EBITDA
|
$
|
(1,822
|
)
|
$
|
(3,387
|
)
|
(46
|
%)
|
$
|
(6,678
|
)
|
$
|
(8,054
|
)
|
(17
|
%)
|
3 Months Ended
|
9 Months Ended
|
|||||||||||||||
9/30/20
|
9/30/19
|
9/30/20
|
9/30/19
|
|||||||||||||
Cash Flow from Operations
|
||||||||||||||||
Net Loss - Cont. Ops.
|
$
|
(2,774
|
)
|
$
|
(3,326
|
)
|
$
|
(9,756
|
)
|
$
|
(9,996
|
)
|
||||
Adjustments to reconcile net losses to net cash used in operating activities:
|
||||||||||||||||
Depreciation
|
647
|
479
|
1,804
|
1,332
|
||||||||||||
Amortization
|
56
|
19
|
173
|
39
|
||||||||||||
Share Based Comp
|
153
|
282
|
817
|
925
|
||||||||||||
Loss on disposition of property and equipment
|
305
|
-
|
305
|
-
|
||||||||||||
Loss on involuntary conversion of assets
|
(208
|
)
|
-
|
100
|
-
|
|||||||||||
Settlement with sellers of Golden Ridge
|
-
|
(849
|
)
|
-
|
(849
|
)
|
||||||||||
Other
|
89
|
168
|
(18
|
)
|
166
|
|||||||||||
Changes in operating assets and liabilities (net of acquisitions)
|
||||||||||||||||
Accounts Receivable
|
270
|
559
|
1,360
|
(215
|
)
|
|||||||||||
Inventories
|
344
|
393
|
(767
|
)
|
388
|
|||||||||||
Accounts Payable
|
(450
|
)
|
77
|
(651
|
)
|
(271
|
)
|
|||||||||
Commodities Payable
|
356
|
(1,128
|
)
|
(275
|
)
|
(1,896
|
)
|
|||||||||
Other
|
355
|
90
|
(320
|
)
|
(308
|
)
|
||||||||||
Net Cash Flow from Operations
|
$
|
(857
|
)
|
$
|
(3,236
|
)
|
$
|
(7,228
|
)
|
$
|
(10,685
|
)
|
||||
Cash Flow from Investing
|
||||||||||||||||
Plant, Property & Equipment purchases
|
(217
|
)
|
(1,194
|
)
|
(1,060
|
)
|
(3,513
|
)
|
||||||||
Proceeds from Insurance
|
250
|
-
|
250
|
-
|
||||||||||||
Proceeds from sale of property
|
15
|
-
|
15
|
-
|
||||||||||||
Acquisition of MGI
|
-
|
28
|
-
|
(3,767
|
)
|
|||||||||||
Net Cash Flow from Investing - Cont. Ops.
|
48
|
(1,166
|
)
|
(795
|
)
|
(7,280
|
)
|
|||||||||
Net Cash Flow from Investing - Disc. Ops.
|
-
|
(475
|
)
|
-
|
(475
|
)
|
||||||||||
Cash Flow from Financing
|
||||||||||||||||
Proceeds from Stock Issuance, net
|
657
|
-
|
657
|
11,593
|
||||||||||||
Proceeds from Warrants Exercised
|
-
|
-
|
12
|
1,990
|
||||||||||||
Proceeds from Options Exercised
|
-
|
9
|
-
|
156
|
||||||||||||
Net Change in Debt
|
695
|
1,144
|
2,800
|
1,122
|
||||||||||||
Net Cash Flow from Financing
|
1,352
|
1,153
|
3,469
|
14,861
|
||||||||||||
Net Change in Cash
|
543
|
(3,724
|
)
|
(4,554
|
)
|
(3,579
|
)
|
|||||||||
BOP Cash Balance
|
3,347
|
7,414
|
8,444
|
7,269
|
||||||||||||
Net Change in Cash
|
543
|
(3,724
|
)
|
(4,554
|
)
|
(3,579
|
)
|
|||||||||
EOP Cash Balance
|
$
|
3,890
|
$
|
3,690
|
$
|
3,890
|
$
|
3,690
|
Period Ended
|
||||||||
9/30/20
|
12/31/19
|
|||||||
Assets
|
||||||||
Cash and Cash Equivalents
|
$
|
3,890
|
$
|
8,444
|
||||
Accounts Receivable, net
|
2,446
|
3,738
|
||||||
Inventory
|
1,665
|
898
|
||||||
Other Current Assets
|
1,619
|
691
|
||||||
Total Current Assets
|
9,620
|
13,771
|
||||||
PP&E, Net
|
17,289
|
19,077
|
||||||
Operating Lease right-of-use assets
|
2,527
|
2,752
|
||||||
Goodwill & Intangibles
|
4,692
|
4,865
|
||||||
Other Long-term Assets
|
-
|
27
|
||||||
Total Assets
|
$
|
34,128
|
$
|
40,492
|
||||
Liabilities and Shareholders' Equity
|
||||||||
Accounts Payable
|
$
|
845
|
$
|
833
|
||||
Commodities Payable
|
554
|
829
|
||||||
Accruals & Prepayments
|
1,318
|
1,773
|
||||||
Leases, Current
|
423
|
410
|
||||||
Debt, Current
|
2,716
|
1,967
|
||||||
Total Current Liabilities
|
5,856
|
5,812
|
||||||
Leases, Not Current
|
2,535
|
2,864
|
||||||
Debt, Not Current
|
2,264
|
73
|
||||||
Total Liabilities
|
10,655
|
8,749
|
||||||
Preferred Stock
|
112
|
112
|
||||||
Common Stock
|
320,297
|
318,811
|
||||||
Accumulated Deficit
|
(296,936
|
)
|
(287,180
|
)
|
||||
Total Shareholders’ Equity
|
23,473
|
31,743
|
||||||
Total Liabilities and Shareholders’ Equity
|
$
|
34,128
|
$
|
40,492
|
:#]GL5.'G8=?91W/Z#]*]