false 0001813452 0001813452 2024-05-09 2024-05-09
 


 
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): May 9, 2024
 
PLANET 13 HOLDINGS INC.
(Exact name of registrant as specified in its charter)
 
Nevada
 
000-56374
 
83-2787199
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
 
2548 West Desert Inn Road, Suite 100
Las Vegas, Nevada
 
89109
(Address of principal executive offices)
 
(Zip Code) 
 
(702) 815-1313
(Registrants telephone number, including area code)      
 
Not applicable
(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 (see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.424)
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: None
 
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.
 


 
 

 
Item 2.02 Results of Operations and Financial Condition.
 
On May 9, 2024, Planet 13 Holdings Inc. (the “Company”) announced via press release its results for the first quarter ended March 31, 2024. A copy of the Company’s press release is hereby furnished and incorporated herein by reference as Exhibit 99.1.
 
Item 9.01. Financial Statements and Exhibits.
 
Exhibit No.
 
Description
     
99.1
 
104
 
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.
 
SIGNATURES
 
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 thereunto duly authorized.
 
 
Planet 13 Holdings Inc.
 
       
Date: May 9, 2024
By:
/s/ Robert Groesbeck
 
 
Name
Robert Groesbeck
 
 
Its:
Co-Chief Executive Officer
 
       
Date: May 9, 2024
By:
/s/ Larry Scheffler
 
 
Name:
Larry Scheffler
 
 
Its:
Co-Chief Executive Officer
 
 
2
 

Exhibit 99.1

 

plth_991img1.jpg

 

Planet 13 Announces Q1 2024 Financial Results

 

 

Q1 2024 Revenue of $22.9 million

 

 

Q1 2024 Net loss of $5.9 million

 

 

Q1 2024 Adjusted EBITDA loss of $0.0 million

 

All figures are reported in United States dollars ($) unless otherwise indicated

 

Las Vegas, Nevada  May 9, 2024  Planet 13 Holdings Inc. (CSE: PLTH) (OTCQX: PLNH) (“Planet 13” or the “Company”), a leading vertically-integrated multi-state cannabis company, today announced its financial results for the three-month period ended March 31, 2024. Planet 13’s financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”).

 

“With the recent news around rescheduling from schedule I to schedule III, it is an exciting time to be in the cannabis industry. The removal of the punishing 280e tax treatment fundamentally alters our cash flow and net income potential. We are preparing to capitalize on this change by instituting a new growth plan aimed at offsetting the continued pricing pressure in the Nevada market. Emblematic of this strategy is the growth from our growing Neighborhood store network which counterbalanced the decline in the Nevada market. With the close of VidaCann we are going to continue adding Neighborhood stores, increasing revenue and operating leverage to allow us to generate more cashflow, particularly as we approach the post 280e tax landscape,” stated Larry Scheffler, Co-CEO of Planet 13.

 

“The beginning of 2024 has seen significant strides in advancing our growth objectives. We opened our DAZED! cannabis lounge in April, and we are on the verge of closing the VidaCann acquisition, giving us a top-10 position in the Florida market. The VidaCann team has driven incredible growth over the last year, and we eagerly anticipate sustaining this momentum as the state moves towards the thrilling possibility of adult-use legalization,” commented Bob Groesbeck, co-CEO of Planet 13. “This is just the start of an exciting multi-year growth plan as we take Planet 13 from a local brand with a global following to a true national brand.”

 

Financial Highlights  Q1  2024

 

Operating Results

 

All comparisons below are to the quarter ended March 31, 2023, unless otherwise noted

 

 

Revenue was $22.9 million as compared to $24.9 million, a decrease of 8.2%. Lower sales at the SuperStore and in wholesale offset growth from the Planet 13 Neighborhood store network.

 

 

Gross profit was $10.5 million or 45.8% as compared to $10.9 million or 43.7%. The improvement in gross margin was driven by a decrease in product discounting at retail.

 

 

Total expenses were $14.1 million as compared to $15.3 million, a decrease of 7.6%

 

 

Net loss of $5.9 million as compared to a net loss of $8.5 million

 

 

Adjusted EBITDA loss of $0.0 million as compared to Adjusted EBITDA loss of $1.3 million. Adjusted EBITDA margin was higher due to better gross margin performance and strong cost control.

 

 

1

 

Balance Sheet

 

All comparisons below are to December 31, 2023, unless otherwise noted

 

 

Cash of $20.8 million as compared to $11.8 million

 

Total assets of $157.4 million as compared to $151.7 million

 

Total liabilities of $45.6 million as compared to $44.1 million

 

Q1 Highlights and Recent Developments

 

For a more comprehensive overview of these highlights and recent developments, please refer to Planet 13’s Managements Discussion and Analysis of the Financial Condition and Results of Operations for the Three Months Ended March 31, 2024 (the “MD&A”).

 

 

On January 22, 2024, Planet 13 entered into a definitive agreement to sell Planet 13 Florida Inc. which holds its redundant Medical Marijuana Treatment Center license in Florida.
 

On February 8, 2024, Planet 13 announced an expansion of the leadership team and board.
  On March 4, 2024, Planet 13 announced the commencement of an underwritten public offering of units.
  On March 7, 2024, Planet 13 closed the previously announced public offering of units.
  On April 5, 2024, Planet 13 announced the opening of DAZED! lounge.
  On April 29, 2024, Planet 13 announced it had received approval from the OMMU for the VidaCann acquisition.
  On April 30, 2024, Planet 13 announced the launch of new Medizin Branded Topicals powered by Planet 13.
  On May 6, 2024, Planet 13 announced the closing of the sale of Planet 13 Florida Inc. which holds its Medical Marijuana Treatment Center license in Florida. 

 

Results of Operations (Summary)

 

The following tables set forth consolidated statements of financial information for the three-month periods ending March 31, 2024, and March 31, 2023.

 

Financial Highlights

 

Results of Operations

 

(Figures in millions

 

For the Three Months Ended

         

and % change based

 

March 31,

   

March 31,

         

on these figures)

 

2024

   

2023

   

change

 
                         

Total Revenue

  $ 22.9     $ 24.9       -8.2 %

Gross Profit

  $ 10.5     $ 10.9       -3.7 %

Gross Profit %

    45.8 %     43.7 %     4.9 %

Operating Expenses

  $ 12.0     $ 12.4       -3.0 %

Operating Expenses %

    52.4 %     49.6 %     5.7 %

Net Loss Before Provision for Income Taxes

  $ (3.5 )   $ (6.1 )     -42.6 %

Net Loss

  $ (5.9 )   $ (8.5 )     -30.7 %

Adjusted EBITDA

  $ (0.0 )   $ (1.3 )     -97.0 %

Adjusted EBITDA Margin %

    -0.2 %     -5.3 %        

 

The Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, is available on the SEC’s website at www.sec.gov or at https://planet13.com/investors/. The Company’s Management Discussion and Analysis for the period and the accompanying financial statements and notes are available under the Company's profile on SEDAR+ at https://www.sedarplus.ca/ and on its website at https://planet13.com/investors/.

 

This news release is not in any way a substitute for reading those financial statements, including the notes to the financial statements.

 

2

 

Conference Call

 

Planet 13 will host a conference call on May 9, 2024 at 6:00 p.m. ET to discuss its first quarter financial results and provide investors with key business highlights, strategy, and outlook. The call will be chaired by Robert Groesbeck, Co-CEO, Larry Scheffler, Co-CEO, and Dennis Logan, CFO.

 

CONFERENCE CALL DETAILS

 

Date: May 9, 2024 | Time: 6:00 p.m. EST

Participant Dial-in: Toll Free 888-506-0062 or International 973-528-0016. Access Code 707676

Replay Dial-in: Toll Free 877-481-4010 or International 919-882-2331

(Available for 2 weeks)

Reference Number: 50504

Listen to webcast: https://www.webcaster4.com/Webcast/Page/2477/50504

 

Non-GAAP Financial Measures

 

There are financial measures included in this press release that are not in accordance with GAAP and therefore may not be comparable to similarly titled measures and metrics presented by other publicly traded companies. These non-GAAP financial measures should be considered as supplemental to, and not a substitute for, our reported financial results prepared in accordance with GAAP. The Company includes EBITDA and Adjusted EBITDA because it believes certain investors use these measures and metrics as a means of assessing financial performance. EBITDA is calculated as net income (loss) before interest, taxes, depreciation and amortization and Adjusted EBITDA is calculated as EBITDA before share-based compensation, the change in fair value of warrants and one-time non-recurring expenses.

 

The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for each of the periods presented:

 

Reconciliation of Non-GAAP Adjusted EBITDA

                       

(Figures in millions

 

For the Three Months Ended

         

and % change based

 

March 31,

   

March 31,

         

on these figures)

 

2024

   

2023

   

change

 
                         

Net Income (Loss)

  $ (5.9 )   $ (8.5 )     -30.7 %

Add impact of:

                       

Interest income, net

  $ (0.0 )   $ (0.1 )     -78.9 %

Provision for income taxes

  $ 2.3     $ 2.3       0.5 %

Depreciation and amortization

  $ 2.1     $ 2.2       -7.9 %

Depreciation included in cost of goods sold

  $ 1.0     $ 1.0       -6.0 %

EBITDA

  $ (0.5 )   $ (3.0 )     -82.2 %

Change in fair value of warrants

  $ -     $ (0.0 )     -100.0 %

Share-based compensation and related premiums

  $ 0.1     $ 0.7       -85.5 %

Professional fees expensed related to M&A activities

  $ 0.0     $ 1.0       -95.2 %

Professional fees expensed related to El Capitan Matter

  $ 0.3     $ -       0.0 %

Adjusted EBITDA

  $ (0.0 )   $ (1.3 )     -97.0 %

 

For more information on Planet 13, visit the investor website (https://planet13.com/investors/).

 

About Planet 13

 

Planet 13 (https://planet13.com) is a vertically integrated cannabis company, with award-winning cultivation, production and dispensary operations across its locations in California, Nevada, Illinois, and upcoming sites in Florida. Home to the nation's largest dispensary, located just off The Strip in Las Vegas, Planet 13 continues to expand its footprint with the recent debut of its first consumption lounge in Las Vegas, DAZED!, and the opening of its first Illinois dispensary in Waukegan, bringing unparalleled cannabis experiences to the Chicago metro area. Planet 13 holds a medical marijuana treatment center license in Florida allowing for state-wide expansion throughout the Sunshine State. Planet 13's mission is to build a recognizable global brand known for world-class dispensary operations and innovative cannabis products. Licensed cannabis activity is legal in the states Planet 13 operates in but remains illegal under U.S. federal law. Planet 13's shares trade on the Canadian Securities Exchange (CSE) under the symbol PLTH and are quoted on the OTCQX under the symbol PLNH.

 

3

 

Cautionary Note Regarding Forward-Looking Information

 

This news release contains forward-looking information and forward-looking statements within the meaning of applicable securities laws. All statements, other than statements of historical fact, are forward-looking statements and are often, but not always, identified by phrases such as “plans”, “expects”, “proposed”, “may”, “could”, “would”, “intends”, “anticipates”, or “believes”, or variations of such words and phrases. In this news release, forward-looking statements relate to our strategic goals or future performance. Such forward-looking statements reflect what management of the Company believes, or believed at the time, to be reasonable assumptions and accordingly readers are cautioned not to place undue reliance upon such forward-looking statements and that actual results may vary from such forward-looking statements. These assumptions, risks and uncertainties which may cause actual results to differ include, among others: final regulatory and other approvals or consents needed to operate our business; fluctuations in general macroeconomic conditions; inflationary pressures; fluctuations in securities markets; expectations regarding the size of the cannabis market in the states in which we currently operate in or contemplate future operations and changing consumer habits in such states; the ability of the Company to successfully achieve its business objectives; plans for expansion; political and social uncertainties including international conflict; inability to obtain adequate insurance to cover risks and hazards; and the presence of laws and regulations that may impose restrictions on cultivation, production, distribution and sale of cannabis and cannabis related products in the states in which we currently operate in or contemplate future operations; employee relations and other risks and uncertainties discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 filed with the U.S. Securities and Exchange Commission at www.sec.gov and on the Company’s issuer profile on SEDAR at www.sedar.com and in the Company’s periodic reports subsequently filed with the U.S. Securities and Exchange Commission and on SEDAR. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

 

For further inquiries, please contact:

 

LodeRock Advisors Inc., Planet 13 Investor Relations

mark.kuindersma@loderockadvisors.com

 

Robert Groesbeck or Larry Scheffler

Co-Chief Executive Officers

ir@planet13lasvegas.com

 

4

 

PLANET 13 HOLDINGS INC.

Interim Condensed Consolidated Balance Sheets

(Unaudited, In United States Dollars)

 

   

March 31,

   

December 31,

 
   

2024

   

2023

 

ASSETS

               

Current Assets:

               

Cash

  $ 20,771,317     $ 11,831,008  

Restricted Cash

    2,050,584       5,450,584  

Accounts Receivable

    1,035,465       1,195,927  

Inventory

    16,998,825       15,760,648  

Assets held for sale

    9,000,000       9,000,000  

Prepaid Expenses and Other Current Assets

    2,893,277       4,072,820  

Total Current Assets

    52,749,468       47,310,987  
                 

Property and Equipment

    67,342,325       67,551,697  

Intangible Assets

    15,253,797       15,253,797  

Right of Use Assets - Operating

    20,516,518       20,054,369  

Long-term Deposits and Other Assets

    800,757       869,853  

Deferred Tax Asset

    725,196       706,038  
                 

TOTAL ASSETS

  $ 157,388,061     $ 151,746,741  
                 

LIABILITIES AND SHAREHOLDERS' EQUITY

               

LIABILITIES

               

Current:

               

Accounts Payable

  $ 1,953,157     $ 2,850,922  

Accrued Expenses

    5,187,413       6,097,641  

Income Taxes Payable

    7,499,412       4,782,538  

Notes Payable - Current Portion

    884,000       884,000  

Operating Lease Liabilities

    779,389       674,594  

Total Current Liabilities

    16,303,371       15,289,695  
                 

Long-Term Liabilities:

               

Operating Lease Liabilities

    25,801,491       25,271,706  

Other Long-term Liabilities

    33,000       33,000  

Deferred Tax Liability

    3,510,826       3,511,559  

Total Liabilities

    45,648,688       44,105,960  
                 

SHAREHOLDERS' EQUITY

               

Common Stock, no par value, 1,500,000,000 shares authorized, 243,291,548 issued and outstanding at March 31, 2024 and 223,317,270 at December 31, 2023

    -       -  

Preferred Stock, no par value, 50,000,000 shares authorized, 0 issued and outstanding at March 31, 2024 and 0 at December 31, 2023

    -       -  

Additional Paid-In Capital

    325,923,704       315,951,343  

Deficit

    (214,184,331 )     (208,310,562 )

Total Shareholders' Equity

    111,739,373       107,640,781  
                 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

  $ 157,388,061     $ 151,746,741  

 

 

5

 

PLANET 13 HOLDINGS INC.

Interim Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited, In United States Dollars)

 

   

Three Months Ended

 
   

March 31,

   

March 31,

 
   

2024

   

2023

 
                 

Revenues, net of discounts

  $ 22,877,471     $ 24,915,396  

Cost of Goods Sold

    (12,392,992 )     (14,032,585 )

Gross Profit

    10,484,479       10,882,811  
                 

Expenses:

               

General and Administrative

    10,024,787       10,955,007  

Sales and Marketing

    1,290,737       1,335,740  

Lease Expense

    774,946       784,636  

Depreciation

    2,059,023       2,235,464  

Total Expenses

    14,149,493       15,310,847  
                 

Loss From Operations

    (3,665,014 )     (4,428,036 )
                 

Other Income (Expense):

               

Interest income, net

    24,562       116,351  

Foreign exchange gain (loss)

    (3,097 )     1,887  

Change in fair value of warrant liability

    -       18,127  

Provision for misappropriated funds

    -       (2,000,000 )

Other Income, net

    113,749       144,609  

Total Other Income

    135,214       (1,719,026 )
                 

Loss Before Provision for Income Taxes

    (3,529,800 )     (6,147,062 )
                 

Provision For Income Taxes

               

Current Tax Expense

    (2,363,860 )     (2,265,088 )

Deferred Tax Recovery

    19,891       (67,999 )
      (2,343,969 )     (2,333,087 )
                 

Net Loss and Comprehensive Loss

  $ (5,873,769 )   $ (8,480,149 )
                 

Loss per Share

               

Basic and diluted loss per share

  $ (0.03 )   $ (0.04 )
                 

Weighted Average Number of Shares of Common Stock

               

Basic and diluted

    228,437,545       221,084,457  

 

 

6

 

PLANET 13 HOLDINGS INC.

Interim Condensed Consolidated Statements of Cash Flows

(Unaudited, In United States Dollars)

 

   

Three Months Ended

 
   

March 31,

   

March 31,

 
   

2024

   

2023

 

CASH USED IN OPERATING ACTIVITIES

               

Net loss

  $ (5,873,769 )   $ (8,480,149 )

Adjustments for items not involving cash:

               

Shared based compensation

    104,338       720,991  

Non-cash lease expense

    235,980       1,279,369  

Depreciation

    3,017,720       3,259,999  

Change in fair value of warrant liability

    -       (18,127 )

Loss on disposal of fixed assets

    66,178       -  

Lease incentive amortization

    27,277       (26,115 )
      (2,422,276 )     (3,264,032 )
                 

Net Changes in Non-cash Working Capital Items

    1,082,151       (3,099,853 )

Repayment of lease liabilities

    (90,826 )     (982,255 )

Total Operating

    (1,430,951 )     (7,346,140 )
                 

FINANCING ACTIVITIES

               

Proceeds from public share issuance

    9,913,856       -  

Total Financing

    9,913,856       -  
                 

INVESTING ACTIVITIES

               

Purchase of property and equipment

    (2,947,190 )     (3,653,373 )

Proceeds from sales of fixed assets

    4,594       -  

Purchase of 51% interest in Planet 13 Illinois

    -       (866,250 )

Total Investing

    (2,942,596 )     (4,519,623 )
                 

NET CHANGE IN CASH DURING THE PERIOD

    5,540,309       (11,865,763 )
                 

CASH

               

Beginning of Period

    17,281,592       38,789,604  
                 

End of Period

  $ 22,821,901     $ 26,923,841  

 

7
v3.24.1.u1
Document And Entity Information
May 09, 2024
Document Information [Line Items]  
Entity, Registrant Name PLANET 13 HOLDINGS INC.
Document, Type 8-K
Document, Period End Date May 09, 2024
Entity, Incorporation, State or Country Code NV
Entity, File Number 000-56374
Entity, Tax Identification Number 83-2787199
Entity, Address, Address Line One 2548 West Desert Inn Road
Entity, Address, Address Line Two Suite 100
Entity, Address, City or Town Las Vegas
Entity, Address, State or Province NV
Entity, Address, Postal Zip Code 89109
City Area Code 702
Local Phone Number 815-1313
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company true
Entity, Ex Transition Period false
Amendment Flag false
Entity, Central Index Key 0001813452

Planet 13 (QX) (USOTC:PLNHF)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Planet 13 (QX) Charts.
Planet 13 (QX) (USOTC:PLNHF)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Planet 13 (QX) Charts.