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The Marygold Companies Reports Financial Results for 2023 Third Fiscal Quarter

MGLD

-Company Continues to Post Profitable Operating Results, with Strong Balance Sheet and Cash Position-

The Marygold Companies, Inc. (“TMC,” or the “Company”) (NYSE American: MGLD), a diversified global holding firm, today reported financial results for the third fiscal quarter and nine-months ended March 31, 2023.

Net revenue for the three months ended March 31, 2023 was $8.3 million, versus $8.9 million for the comparable prior year period. The Company achieved net income of $153,294 for the current third fiscal quarter, equal to breakeven per diluted share, compared with $870,134 for the quarter ended March 31, 2022, or $0.02 per diluted share.

For the first nine months of the current fiscal year, net revenue was $15.7 million, versus $17.2 million in the comparable period last year. Net income for the nine months ended March 31, 2023 increased to $832,256, equal to $0.02 per diluted share, compared with $12,476, or breakeven per diluted share, in the same period a year ago. Net income for last year’s nine-month period was impacted by a $2.5 million legal settlement.

The Company maintained its strong balance sheet at March 31, 2023, with no debt. Cash and cash equivalents amounted to $9.9 million at the quarter’s end, compared with $12.9 million at June 30, 2022, with the decrease primarily reflecting continued investments in the development of the Company’s new fintech app by its subsidiary Marygold & Co. Total stockholders’ equity at March 31, 2023 rose to $29.9 million, from $29.0 million at June 30, 2022. Total assets were $34.7 million at the close of the 2023 third fiscal quarter, compared with $35.3 million at June 30, 2022.

“The Company again achieved profitable operations for the third fiscal quarter, as we continued to invest in the final stages of development of our Marygold mobile fintech app,” said David Neibert, Chief Operations Officer of The Marygold Companies. “Net income and revenue also were impacted by lower assets under management (AUM) at USCF Investments, which is our largest subsidiary. Average AUM at USCF Investments was approximately $3.7 billion in the 2023 third quarter, compared with $4.4 billion last year, with resulting lower management fees. The lower AUM is attributed to the uncertain, and sometimes volatile, nature of the commodities market in general and not an indication of any USCF operating deficiencies.”

“Our non-financial operations – Food Products, Security Systems and Beauty Products – were profitable overall for the third quarter, with slightly increased revenues as a group. Inflationary pressures again had an impact on margins at these business units, and initiatives are progressing that are intended to enhance the performance of these businesses through product mix changes and entrance into new sales channels,” Neibert added.

Nicholas Gerber, TMC’s Chief Executive Officer, said, “Notwithstanding the uncertain economic environment and turbulence in the commercial banking and financial sector, TMC is performing well and is on target to meet our objectives. We are optimistic about the prospects for each of our operating units and particularly excited by the early results of beta testing for our Marygold mobile fintech app. Marygold has about 11,000 individuals on a wait list who, during May and June, we intend to invite to download and use the app. We expect a formal marketing campaign and open commercial launch of the app in the near future. The entirety of the Marygold app development has been accomplished by the use of internal funds derived from existing profitable consolidated operations. We are extremely proud of that accomplishment and that TMC remains debt-free and without dilutive equity capital raises.”

Business Units

The Company’s USCF Investments subsidiary, www.uscfinvestments.com, acquired in December 2016 and based in Walnut Creek, Calif., serves as manager, operator or investment adviser to 12 exchange traded products, structured as limited partnerships or investment trusts that issue shares trading on the NYSE Arca.

Gourmet Foods, https://gourmetfoodsltd.co.nz/, acquired in August 2015, is a commercial-scale bakery that produces and distributes iconic meat pies and pastries throughout New Zealand under the brand names Pat’s Pantry and Ponsonby Pies. Acquired by Gourmet Foods in July 2020, Printstock Products Limited https://www.printstocknz.com/, is a printer of specialized food wrappers and is located in Napier, New Zealand. Its operations are consolidated with those of Gourmet Foods.

Brigadier Security Systems, www.brigadiersecurity.com, acquired in June 2016 and headquartered in Saskatoon, Canada, provides comprehensive security solutions to homes and businesses, government offices, schools and other public buildings throughout the province under the brands Brigadier Security Systems in Saskatoon and Elite Security in Regina, Canada.

Acquired at the end of 2017, San Clemente, Calif.-based Original Sprout, www.originalsprout.com, produces and distributes a full line of vegan, safe, non-toxic hair and skin care products, including a “reef safe” sun screen, in the U.S. and its territories, the U.K., E.U., Turkey, Middle East, Africa, Taiwan, Mexico, South America, Singapore, Hong Kong, Malaysia, New Zealand, Australia and Canada among other areas.

Marygold & Co., formed in the U.S. during 2019 and operating from offices in Denver, CO, together with its wholly owned subsidiary, Marygold & Co. Advisory Services, LLC, was established to explore opportunities in the financial technology sector. The company continues in the development stage as it works toward introduction of a fintech mobile banking app. https://marygoldandco.com/.

Marygold & Co. (UK) Limited, formed in the U.K. during August 2021, operates through its recently acquired subsidiary, Tiger Financial & Asset Management Limited (“Tiger”), a U.K. based investment adviser. Tiger’s core business is managing clients’ financial wealth across a diverse product range, including cash, national savings, individual savings accounts, unit trusts, insurance company products such as investment bonds and other investment vehicles. http://www.tfam.co.uk/

About The Marygold Companies, Inc.

The Marygold Companies, Inc., which changed its name from Concierge Technologies, Inc. in March 2022, was founded in 1996 and repositioned as a global holding firm in 2015. The Company currently has operating subsidiaries in financial services, food manufacturing, printing, security systems and beauty products, under the trade names USCF Investments, Tiger Financial & Asset Management Limited, Gourmet Foods, Printstock Products, Brigadier Security Systems and Original Sprout, respectively. Offices and manufacturing operations are in the U.S., New Zealand, U.K., and Canada. For more information, visit www.themarygoldcompanies.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of U.S. federal securities laws. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may” “will,” “could,” “should” “believes,” “predicts,” “potential,” “continue” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements, including, but not limited to, a formal marketing campaign and open commercial launch of the app in the near future, involve significant risks and uncertainties that could cause actual results to differ materially from the expected results and, consequently, should not be relied upon as predictions of future events. These forward-looking statements, including the factors disclosed in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on September 28, 2022, and in the Company’s other filings with the Securities and Exchange Commission, are not exclusive. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Except as required by law, the Company disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this press release.

THE MARYGOLD COMPANIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

March 31, 2023

June 30, 2022
(1)

ASSETS

CURRENT ASSETS

Cash and cash equivalents

$

9,858,277

$

12,915,620

Accounts receivable, net

1,089,286

959,350

Accounts receivable - related parties

1,745,159

2,230,874

Inventories

2,386,259

2,200,742

Prepaid income tax and tax receivable

1,034,746

1,166,318

Investments, at fair value

8,703,490

5,065,931

Other current assets

1,138,291

699,547

Total current assets

25,955,508

25,238,382

Restricted cash

417,467

1,013,279

Property, plant and equipment, net

1,288,421

1,391,894

Operating lease right-of-use asset

1,040,356

1,357,686

Goodwill

2,307,202

2,307,202

Intangible assets, net

2,420,029

2,708,896

Deferred tax assets, net - United States

753,078

753,078

Other assets, long - term

552,660

540,160

Total assets

$

34,734,721

$

35,310,577

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts payable and accrued expenses

$

2,414,628

$

2,805,790

Expense waivers – related parties

28,970

70,199

Operating lease liabilities, current portion

578,030

660,957

Purchase consideration payable

604,990

1,237,207

Loans - property and equipment, current portion

33,307

33,496

Total current liabilities

3,659,925

4,807,649

LONG-TERM LIABILITIES

Loans - property and equipment, net of current portion

417,694

459,178

Operating lease liabilities, net of current portion

488,424

743,923

Deferred tax liabilities, net-foreign

260,553

260,553

Total long-term liabilities

1,166,671

1,463,654

Total liabilities

4,826,596

6,271,303

STOCKHOLDERS' EQUITY

Preferred stock, $0.001 par value; 50,000,000 shares authorized

Series B: 49,360 shares issued and outstanding at March 31, 2023 and at June 30, 2022

49

49

Common stock, $0.001 par value; 900,000,000 shares authorized; 39,383,459 shares issued and outstanding at March 31, 2023 and at June 30, 2022

39,384

39,384

Additional paid-in capital

12,359,500

12,313,205

Accumulated other comprehensive loss

(244,490

)

(234,790

)

Retained earnings

17,753,682

16,921,426

Total stockholders' equity

29,908,125

29,039,274

Total liabilities and stockholders' equity

$

34,734,721

$

35,310,577

(1) Derived from audited financial statements

THE MARYGOLD COMPANIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OFINCOME

(UNAUDITED)

Three Months
Ended March 31,
2023

Three Months
Ended March 31,
2022

Nine Months
Ended March 31,
2023

Nine Months
Ended March 31,
2022

Net revenue

Fund management - related party

$

5,022,398

$

5,868,558

$

15,708,004

17,226,969

Food products

1,824,789

1,667,345

5,701,714

6,131,791

Security systems

576,248

555,006

1,870,986

1,888,362

Beauty products

745,468

702,779

2,334,009

2,716,702

Financial services

129,868

-

387,811

-

Net revenue

8,298,771

8,793,688

26,002,524

27,963,824

Cost of revenue

2,194,762

2,065,422

6,449,457

7,132,249

Gross profit

6,104,009

6,728,266

19,553,067

20,831,575

Operating expense

Salaries and compensation

2,354,903

1,969,998

7,530,000

6,677,378

General and administrative expense

1,750,148

1,651,057

5,268,952

4,973,337

Fund operations

1,080,834

1,171,282

3,333,666

3,375,135

Marketing and advertising

612,333

755,403

1,936,504

2,160,180

Depreciation and amortization

139,656

136,909

436,685

424,727

Legal settlement

-

-

-

2,500,000

Total operating expenses

5,937,874

5,684,649

18,505,807

20,110,757

Income from operations

166,135

1,043,617

1,047,260

720,818

Other income (expense):

Interest and dividend income

58,690

5,546

173,875

19,030

Interest expense

(4,887

)

(9,856

)

(16,315

)

(30,142

)

Other income (expense)

(96,390

)

251,767

(67,644

)

46,398

Total other income (expense), net

(42,587

)

247,457

89,916

35,286

Income before income taxes

123,548

1,291,074

1,137,176

756,104

Benefit (provision) of income taxes

29,746

(420,940

)

(304,920

)

(743,628

)

Net income

$

153,294

$

870,134

$

832,256

$

12,476

Weighted average shares of common stock

Basic

40,370,659

38,831,576

40,370,659

38,561,536

Diluted

40,438,348

38,831,576

40,401,952

38,561,536

Net income per common share

Basic

$

0.00

$

0.02

$

0.02

$

0.00

Diluted

$

0.00

$

0.02

$

0.02

$

0.00

THE MARYGOLD COMPANIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

Three Months
Ended March 31,
2023

Three Months
Ended March 31,
2022

Nine Months

Ended March 31,
2023

Nine Months
Ended March 31,
2022

Net income

$

153,294

$

870,134

$

832,256

$

12,476

Other comprehensive (loss) income:

Foreign currency translation (loss) gain

(29,890

)

79,394

(9,700

)

(21,216

)

Comprehensive income (loss)

$

123,404

$

949,528

$

822,556

$

(8,740

)

THE MARYGOLD COMPANIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

FOR THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2023 AND MARCH 31, 2022

(UNAUDITED)

Period Ending March 31, 2023

Preferred Stock (Series B)

Common Stock

Number
of
Shares

Amount

Number of
Shares

Par
Value

Additional
Paid - in
Capital

Accumulated
Other
Comprehensive
(Loss) Income

Retained
Earnings

Total
Stockholders'
Equity

Balance at July 1, 2022

49,360

$

49

39,383,459

$

39,384

$

12,313,205

$

(234,790

)

$

16,921,426

$

29,039,274

Loss on currency translation

-

-

-

-

-

(313,759

)

-

(313,759

)

Stock-based compensation

-

-

-

-

6,700

-

-

6,700

Net income

-

-

-

-

-

-

497,168

497,168

Balance at September 30, 2022

49,360

$

49

39,383,459

$

39,384

$

12,319,905

$

(548,549

)

$

17,418,594

$

29,229,383

Gain on currency translation

-

-

-

-

-

333,949

-

333,949

Stock-based compensation

-

-

-

-

9,704

-

-

9,704

Net income

-

-

-

-

-

-

181,794

181,794

Balance at December 31, 2022

49,360

$

49

39,383,459

$

39,384

$

12,329,609

$

(214,600

)

$

17,600,388

$

29,754,830

Loss on currency translation

-

-

-

-

-

(29,890

)

-

(29,890

)

Stock-based compensation

-

-

-

-

29,891

-

-

29,891

Net income

-

-

-

-

-

-

153,294

153,294

Balance at March 31, 2023

49,360

$

49

39,383,459

$

39,384

$

12,359,500

$

(244,490

)

$

17,753,682

$

29,908,125

Period Ending March 31, 2022

Preferred Stock (Series B)

Common Stock

Number
of
Shares

Amount

Number of
Shares

Par
Value

Additional
Paid - in
Capital

Accumulated
Other
Comprehensive
Income (Loss)

Retained
Earnings

Total
Stockholders'
Equity

Balance at July 1, 2021

49,360

$

49

37,485,959

$

37,486

$

9,330,843

$

142,581

$

15,775,705

$

25,286,664

Loss on currency translation

-

-

-

-

-

(86,168

)

-

(86,168

)

Net loss

-

-

-

-

-

-

(1,880,993

)

(1,880,993

)

Balance at September 30, 2021

49,360

$

49

37,485,959

$

37,486

$

9,330,843

$

56,413

$

13,894,712

$

23,319,503

Loss on currency translation

-

-

-

-

-

(14,442

)

-

(14,442

)

Net income

-

-

-

-

-

-

1,023,335

1,023,335

Balance at December 31, 2021

49,360

$

49

37,485,959

$

37,486

$

9,330,843

$

41,971

$

14,918,047

$

24,328,396

Gain on currency translation

-

-

-

-

-

79,394

-

79,394

Issuance of common stock in public offering, net of issuance costs of $545,090

-

-

1,897,500

1,897

2,982,363

-

-

2,984,260

Net income

-

-

-

-

-

-

870,134

870,134

Balance at March 31, 2022

49,360

$

49

39,383,459

$

39,383

$

12,313,206

$

121,365

$

15,788,181

$

28,262,184

THE MARYGOLD COMPANIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Nine Month Period Ended

March 31,

2023

2022

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income

$

832,256

$

12,476

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

436,685

424,727

Bad debt expense

1,378

3,175

Impairment of inventory value

2,698

3,478

Stock-based compensation

46,295

-

Unrealized loss (gain) on investments

76,604

(116,148

)

Loss on disposal of equipment

-

37,189

Operating lease right-of-use asset - non-cash lease cost

432,089

494,375

Decrease (increase) in current assets:

Accounts receivable, net

(143,455

)

57,416

Accounts receivable - related party

485,715

(308,514

)

Prepaid income taxes and tax receivable

130,860

43,440

Inventories

(187,849

)

(341,966

)

Other current assets

(437,582

)

(551,815

)

(Decrease) increase in current liabilities:

Accounts payable, accrued expenses and legal settlement

(382,048

)

(979,332

)

Operating lease liabilities

(433,306

)

(500,857

)

Expense waivers - related party

(41,229

)

(51,891

)

Net cash provided by (used in) operating activities

819,111

(1,774,247

)

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property, plant and equipment

(73,982

)

(5,224

)

Purchase consideration payable

(616,180

)

-

Proceeds from sale of investments

4,276,765

506,492

Purchase of investments

(7,983,971

)

(1,501,980

)

Net cash (used in) investing activities

(4,397,368

)

(1,000,712

)

CASH FLOWS FROM FINANCING ACTIVITIES:

Repayment of property and equipment loans

(10,737

)

(11,159

)

Principal payments of finance lease liability

(5,573

)

(4,167

)

Payment of issuance cost of common stock

-

(545,090

)

Proceeds from issuance of common stock, net of underwriter discounts

-

3,529,350

Net cash (used in) provided by financing activities

(16,310

)

2,968,934

Effect of exchange rate change on cash and cash equivalents

(58,588

)

(86,305

)

NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH

(3,653,155

)

107,670

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING BALANCE

13,928,899

16,086,944

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, ENDING BALANCE

$

10,275,744

$

16,194,614

Cash and cash equivalents

9,858,277

15,181,335

Restricted cash

417,467

1,013,279

Total cash, cash equivalents and restricted cash shown in statement of cash flows

$

10,275,744

$

16,194,614

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Cash paid during the period for:

Interest paid

$

11,687

$

12,264

Income taxes paid, net

$

195,439

$

833,901

NON CASH INVESTING AND FINANCING ACTIVITIES:

Fair value of warrants of common stock issued to underwriters

$

-

$

132,000

Acquisition of operating right-of-use assets through operating lease liability

$

103,609

$

995,805

Acquisition of equipment through finance lease liability

$

-

$

150,625

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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