Item 2. Management’s Discussion and Analysis
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
following discussion should be read in conjunction with our condensed consolidated unaudited financial statements and notes to our unaudited
financial statements included elsewhere in this report. This discussion contains forward-looking statements that involve risks and uncertainties.
Actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors discussed
elsewhere in this report.
Overview
Based
on our diversified expertise in manufacturing, marketing, distribution, and technology services in a wide variety of consumer products,
including tobacco products, medical devices, and beverages, around the world, we have an innovative and consumer-focused approach to
brand portfolio management, resting on a strong understanding of consumers domestically, and we have established a footprint in more
than 50 key, international markets.
Since
2021, we continue under our 2019 five-year manufacturing and distribution agreement with an unrelated party to manufacture, distribute,
and sell condoms, electronic tobacco products, cigars, energy drinks, water beverages, and related merchandise, all using the HUSTLER®
brand name.
Results
of Operations for the Three Months Ended September 30, 2023, Compared to the Three Months Ended September 30, 2022
Sales
and Cost of Sales
During
the three months ended September 30, 2023 and 2022, we had net sales of $766,512 and $477,018, respectively, an increase of $289,494
or 60.7%. We had cost of sales of $112,094 and $170,108, respectively, for gross profit of $654,418 and $306,910, respectively. Revenues
are derived from the design, manufacture, and delivery of certain licensed products in accordance with our GloBrands-HUSTLER® distribution
agreement. The increase in revenue in the current period is due to additional income from the licensing of novelties in an international territory.
Operating
Expenses
During
the three months ended September 30, 2023 and 2022, employee costs were $149,100 and $139,750 respectively, an increase of $9,350 or
6.7%. Employee costs increased in the current period due to additional labor needed based on the current business level.
Selling,
general, and administrative expenses (S,G&A”)were $505,169 and $293,891, respectively, an increase of $211,278 or 71.8%. The
increase in S,G&A expenses period over period was the result of additional marketing spending to support the brand.
Other
Expense
Other
expenses during the three months ended September 30, 2023 and 2022, consisted of $192,487 and $179,342 of interest expense and a gain
of $25,265 and a loss of $1,156 on derivative valuation, respectively.
Net
Loss
Our
net loss from continuing operations for the three months ended September 30, 2023, was $167,073 compared to $307,230 for the three months
ended September 30, 2022, a decrease of $140,157. Our net loss decreased in the current period mainly due to the increase of our gross
margin.
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Results
of Operations for the Nine Months Ended September 30, 2023, Compared to the Nine Months Ended September 30, 2022
Sales
and Cost of Sales
During
the nine months ended September 30, 2023 and 2022, we had net sales of $1,438,432 and $1,695,707, respectively, a decrease of $257,275
or 15.2%. We had cost of sales of $467,811 and $580,960, respectively, for gross profit of $970,621 and $1,114,746, respectively. Revenues
are derived from the design, manufacture, and delivery of certain licensed products in accordance with our GloBrands-HUSTLER® distribution
agreement. The decrease in revenue in the current period is due to a decrease in the sale of Vape products in California due to their
ban on flavored tobacco in 2022.
Operating
Expenses
During
the nine months ended September 30, 2023 and 2022, employee costs were $422,902 and $406,751, respectively, an increase of $16,151 or
4%.
Selling,
general, and administrative expenses were $794,362 and $987,662, respectively, a decrease of $193,300 or 19.6%. The decrease in S,G&A
expenses period over period was the result of our efforts to control costs.
Other
Expense
Other
expenses during the nine months ended September 30, 2023 and 2022, consisted of $562,546 and $527,774 of interest expense and a loss
of $19,238 and $35,105 on derivative valuation, respectively. We also recognized a gain on the forgiveness of debt of $13,000 and other
income of $1,124, in the current period.
Net
Loss
Our
net loss from continuing operations for the nine months ended September 30, 2023, was $814,303 compared to $842,546 for the nine months
ended September 30, 2022, a decrease of $28,243 or 3.4%.
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Liquidity
and Capital Resources
We
have had a history of losses from operations, as our expenses have been greater than our revenue. Our accumulated deficit was approximately
$80 million at September 30, 2023. As of September 30, 2023, we had current assets of $1.8 million and current liabilities of approximately
$42 million, resulting in a working capital deficit of approximately $42 million at September 30, 2023.
Operating
Activities
During
the nine months ended September 30, 2023, operations provided $33,008 of net cash, comprised of a loss of $929,087, noncash items totaling
$195,833 consisting primarily of losses recognized from the changes in fair values of derivative liabilities and debt discount amortization,
and changes in working capital totaling $766,262. During the nine months ended September 30, 2022, operations generated $168,030 of net
cash, comprised of a loss from continuing operations of $931,863, noncash items totaling $243,194 consisting primarily of losses recognized
from the changes in fair values of derivative liabilities and debt discount amortization, and changes in working capital totaling $971,483.
Investing
Activities
During
the nine months ended September 30, 2023, we used $8,414 for investing activities for the purchase of equipment. We had no investing
activity in the prior period.
Financing
Activities
During
the nine months ended September 30, 2023, financing activities used $19,273 of cash, compared to using $132,952 of cash during the nine
months ended September 30, 2022. Cash used in financing consisted of repayments of related-party loans.
Our
Capital Resources and Anticipated Requirements
Our
monthly operating costs are approximately $35,000 per month, excluding approximately $50,000 of accruing interest expense and capital
expenditures. We continue to focus on generating revenue and reducing our monthly business expenses through cost reductions and operational
streamlining. We have only recently begun to generate enough cash to sustain our day-to-day operations, and we expect to access external
capital resources in the future to fund any new projects we may undertake. We cannot assure that we will be successful in obtaining such
capital.
If
we seek infusions of capital from investors, it is unlikely that we will be able to obtain additional debt financing. If we did incur
additional debt, we would be required to devote additional cash flow to servicing the debt and securing the debt with assets.
Our
issuance of additional shares for equity or for conversion of debt could dilute the value of our common stock and existing stockholders’
positions.
Convertible
Debentures and Note Payable
We
currently have an outstanding amended, restated, and consolidated secured convertible debenture with Tekfine, LLC, an unrelated entity,
with a maturity date of April 30, 2027, to the extent not previously converted. The amended debenture had a total outstanding principal
balance of $2.4 million, with accrued interest of $1.8 million as of September 30, 2023. We also have four additional convertible debentures
with Tekfine with maturity dates ranging from December 8, 2022, until December 30, 2022, totaling $275,000, unless earlier converted.
The convertible debentures and accrued interest are convertible into shares of our common stock at the lower of $100 or $0.10 (depending
on the instrument) or the lowest bid price for the 20 trading days prior to conversion.
As
of September 30, 2023, there is $21,882 of short-term advances due to related parties. The advances are due on demand and included in
current liabilities. No demand for payment has been made.
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Going
Concern
These
interim unaudited financial statements have been prepared on the going concern basis, which assumes that adequate sources of financing
will be obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly,
the interim unaudited financial statements do not include any adjustments related to the recoverability of assets and classification
of assets and liabilities that might be necessary should we not be unable to continue as a going concern.
Critical
Accounting Policies
We
have identified the policies outlined below as critical to our business operations and an understanding of our results of operations.
Refer to Note 2 – Summary of Significant Accounting Policies for discussion.
ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As
a smaller reporting company, we are not required to provide the information required by this item.
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