LOWLF Lowell Farms Inc (QB)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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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, 2024

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Lowell Farms Inc.

(Exact name of registrant as specified in its charter)

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19 Quail Run Circle – Suite B

Salinas, California 93907

(Address of Principal Executive Offices) (Zip Code)

(831) 998-8214

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

_______________________________

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:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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. ☐

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.

EXHIBIT 99.1

Lowell Farms Inc. Announces Unaudited Third Quarter 2024 Financial and Operational Results

SALINAS, Calif., Nov. 14, 2024 (GLOBE NEWSWIRE) -- Lowell Farms Inc. (the “Company”) (CSE: LOWL; OTCQX: LOWLF), a California cannabis company with advanced distribution and production capabilities including extraction, manufacturing, sales and brand management, and recently added retail dispensary management services, announces unaudited revenue and operating results for the third quarter of 2024 (ended September 30, 2024). All figures stated are in US Dollars.

Third Quarter Financial Highlights:

• Net revenue generated for the quarter ended September 30, 2024 decreased 48% to $3.2 million, as compared to $6.2 million for the third quarter last year. Net revenue decreased 8% from $3.5 million in the second quarter of 2024.
  • CPG revenue decreased 26% for the quarter ended September 30, 2024 compared to the quarter ended September 30, 2023 and decreased 7% compared to the second quarter of 2024.
  • Bulk Product revenue from self-grown wholesale products was $nil million for the quarter ended September 30, 2024 compared to $1.2 million for the quarter ended September 30, 2023, reflecting our exit from the cultivation facility in January 2024.
• Gross margin for the quarter ended September 30, 2024 was negative 29.0% representing a gross loss of $0.9 million, reflecting the sell through of higher cost inventory associated with the cultivation facility which adversely impacted cost of goods sold by $0.6 million in the third quarter. This compares sequentially to a gross margin of negative 15.7% representing a gross loss of $0.6 million for the quarter ended June 30, 2024.
• Operating loss for the quarter ended September 30, 2024 was $2.8 million, compared to operating loss of $2.9 million for the quarter ended September 30, 2023 and $2.2 million for the second quarter of 2024.
• Net loss was $3.6 million for the quarter ended September 30, 2024, compared to a net loss of $20.2 million for the quarter ended September 30, 2023, and a net loss of $0.8 million for the second quarter of 2024. In the current quarter a tax provision of $0.4 million was recognized related to the filing of the 2023 tax return while a $15.7 million charge was recorded in the third quarter ended September 30, 2023 related to the sale of the Lowell brands and other income of $2.3 million was recognized in the second quarter of 2024 related to the reversal of a rent accrual associated with the cultivation facility as a result of a judicial ruling.
• Adjusted EBITDA for the quarter ended September 30, 2024 was negative $2.1 million compared to adjusted EBITDA of negative $1.4 million for the quarter ended September 30, 2023 and adjusted EBITDA of negative $1.9 million for the second quarter of 2024. Adjusted EBITDA is a non-GAAP financial measure. See “Use of Non-GAAP Financial Information'' below for further information and a detailed reconciliation to Net Loss, the closest comparable GAAP measure.
  

“We’re happy to share the progress Lowell Farms made towards expanding our footprint into the California retail market. This strategic move marks a new chapter for us, enabling us to further showcase the strength of our brand portfolio, now in our own retail spaces and deliver an enhanced customer experience,” said Co-Founder and Chief Executive Officer Mark Ainsworth. “As we focus on strategic, selective growth, we’re confident that this expansion will solidify Lowell’s position in the market, bringing us closer to our vision for sustainable and meaningful growth.”

Subsequent events to the third quarter ended September 30, 2024:

• Lowell Farms Announces Management Services Agreements and Option to Purchase Two Southern California-Based Cannabis Retail Locations
  • https://ir.lowellfarms.com/news-events/press-releases/detail/127/lowell-farms-announces-management-services-agreements-and

Operational Highlights and Ongoing Initiatives:

• Lowell Farm Services
  • Lowell Farms processing facility in Salinas Valley.
    • We realized no Lowell Farm Services revenue during Q3, similar to Q2, which compares to $0.5 million in the prior year.
    • This decrease throughout the year was due to the company's exit from the cultivation in the first quarter of 2024.
    • Cashflow was negatively impacted by $0.7 million in Q3 associated with the unused processing facility.
• California Market Trends
  • Owned and Portfolio Brands
    • Sales of owned brands generated revenue of $2.2 million in the third quarter of 2024, compared to approximately $2.6 million for the second quarter of 2024.
      • Contributing factors include significant decrease in California market purchasing trends, delayed product rollouts and promotional activities.
      • Lowell Herb Co.
        • The Lowell Herb Co. branded 35's product line generated $686k in the third quarter 2024, compared to $682k in the second quarter 2024.
        • The Infused 35’s products showed a decline, quarter over quarter, from approximately $147k in the second quarter of 2024 to $134k in the third quarter of 2024.
    • Third-Party Brands
      • The Company re-engaged the third-party brand model strategy and pursued like-minded brands to increase revenues and maximize operational efficiency.
        • Sales of third-party brands generated revenue of approximately $827k for the third quarter of 2024 compared to $778k in the second quarter of 2024.
        • In the third quarter of 2024, Lowell brought on three additional third-party brands to continue to round the portfolio offerings to retail partners and consumers.

Q3 2024 Financial Results Earnings Conference Call Details:
The conference call with management at 5:30 p.m. EDT on Thursday, November 14, can be accessed using the following dial-in information:

Please dial-in at least 10 minutes before the call to register.

The conference call will be webcast live and archived on the investor relations section of the Lowell Farms website at https://ir.lowellfarms.com/.

ABOUT LOWELL FARMS INC.
Lowell Farms Inc. (CSE:LOWL; OTCQX:LOWLF) (the “Company”) is a California-based cannabis company with advanced production capabilities supporting the supply chain, including extraction, manufacturing, brand sales, marketing, and distribution. Lowell Farms has an exclusive portfolio of award-winning brands, including Lowell Herb Co, House Weed, Moon, Cypress Cannabis, and Original Pot Co. for licensed retailers statewide.

Lowell Farms Inc. Media Contact
pr@lowellfarms.com

Lowell Farms Inc. Investor Relations Contact
Bill Mitoulas
416.479.9547
ir@lowellfarms.com

Lowell Farms Inc. Company Contact
Mark Ainsworth
ir@lowellfarms.com

Forward-Looking Information and Statements
This news release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions, but instead represent only the Company’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved.” The forward-looking information and forward-looking statements contained herein may include, but are not limited to, the anticipated growth of Lowell Farm Services and the ability of the Company to successfully achieve its business objectives and expectations for other economic, business, and/or competitive factors. There can be no assurance that such forward-looking information and statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such forward-looking information and statements. This forward-looking information and statements reflect the Company’s current beliefs and are based on information currently available to the Company and on assumptions the Company believes are reasonable.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: general business, economic, competitive, political and social uncertainties; general capital market conditions and market prices for securities; operating and development costs; competition; changes in legislation or regulations affecting the Company; the timing and availability of external financing on acceptable terms; the available funds of the Company and the anticipated use of such funds; favorable production levels and outputs; the stability of pricing of cannabis products; the level of demand for cannabis product; the availability of third-party service providers and other inputs for the Company’s operations; lack of qualified, skilled labor or loss of key individuals; and risks and delays resulting from the COVID-19 pandemic. A description of additional assumptions used to develop such forward-looking information and a description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in the Company’s disclosure documents, such as the Company’s annual information form filed on the SEDAR website at www.sedar.com and the Company's Form 10 filed on the SEC website at www.sec.com. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking information as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Forward-looking information contained in this news release is expressly qualified by this cautionary statement.

The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. However, the Company expressly disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.

Neither the Canadian Securities Exchange nor its Regulation Service Provider has reviewed, or accepts responsibility for the adequacy or accuracy of, the content of this news release.

Use of Non-GAAP Financial Information

EBITDA is net income (loss), excluding the effects of income taxes (recovery); net interest expense; depreciation and amortization; and adjusted EBITDA also includes noncash fair value adjustments on investments; unrealized foreign currency gains/losses; share-based compensation expense; and other transactional and special expenses, such as out-of-period insurance recoveries and acquisition costs and expenses related to the markup of acquired finished goods inventory, which are inconsistent in amount and frequency and are not what we consider as typical of our continuing operations. Management believes this measure provides useful information as it is a commonly used measure in the capital markets and as it is a close proxy for repeatable cash generated by operations. We use adjusted EBITDA internally to understand, manage, make operating decisions related to cash flow generated from operations and evaluate our business. In addition, we use adjusted EBITDA to help plan and forecast future periods.

This measure is not necessarily comparable to similarly titled measures used by other companies.

A reconciliation of this measure to Net Loss is provided below.

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