Item 2. Management’s Discussion and Analysis
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The
following discussion and analysis summarizes the significant factors affecting the consolidated operating results, financial condition,
liquidity and cash flows of our Company as of and for the periods presented below. The following discussion and analysis of our financial
condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and
related notes included in this Quarterly Report on Form 10-Q and the audited financial statements and notes thereto as of and for the
year ended December 31, 2020 and the related Management’s Discussion and Analysis of Financial Condition and Results of Operations,
both of which are contained in our Registration Statement on Form S-1 filed with the Securities and Exchange Commission, or SEC, on June
1, 2021, as amended, and declared effective on September 14, 2021. Unless the context requires otherwise, references in this Quarterly
Report on Form 10-Q to “we,” “us,” and “our” refer to Ezfill Holdings, Inc.
Forward-Looking
Statements
The
information in this discussion contains forward-looking statements and information within the meaning of Section 27A of the Securities
Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act,
which are subject to the “safe harbor” created by those sections. These forward-looking statements include, but are not limited
to, statements concerning our strategy, future operations, future financial position, future revenues, projected costs, prospects and
plans and objectives of management. The words “anticipates,” “believes,” “estimates,” “expects,”
“intends,” “may,” “plans,” “projects,” “will,” “would” and similar
expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying
words. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements and you should
not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions
and expectations disclosed in the forward-looking statements that we make. These forward-looking statements involve risks and uncertainties
that could cause our actual results to differ materially from those in the forward-looking statements, including, without limitation,
the risks set forth in our filings with the SEC. The forward-looking statements are applicable only as of the date on which they are
made, and we do not assume any obligation to update any forward-looking statements.
Overview
We
were incorporated under the laws of Delaware in March 2019. We are in the business of operating mobile fueling trucks and are
headquartered in Miami, Florida. EzFill provides its customers the ability to have fuel delivered to their vehicles (cars, boats,
trucks) without leaving their home or office and to construction sites, generators and reserve tanks.
Our
mobile fueling solution gives our fleet, consumer and other customers the ability to fuel their vehicles with the touch of an
app or regularly scheduled service, and without the inconvenience of going to the gas station.
Our
consumer business was impacted significantly in 2020 by the COVID-19 pandemic and has largely returned in 2021 for residential fueling
but is still in the process of recovering at office parks to pre-pandemic levels as employees gradually return to the office.
Results
of Operations
The
following table sets forth our results of operations for the three and nine months ended September 30, 2021 and 2020:
Three
Months Ended
September
30,
Nine
Months Ended
September
30,
2021
2020
2021
2020
Revenues
$ 1,863,599
$ 1,121,133
$ 5,236,016
$ 2,460,174
Cost of sales
1,825,739
1,064,362
5,057,628
2,417,456
Operating expenses
1,794,575
641,945
4,705,108
2,719,394
Depreciation and amortization
237,788
127,298
589,662
324,234
Operating loss
(1,994,504 )
(712,472 )
(5,116,382 )
(3,000,910 )
Other income (expense)
(379,100 )
(11,712 )
(613,311 )
(70,931 )
Net loss
$ (2,373,603 )
$ (724,184 )
$ (5,729,693 )
$ (3,071,841 )
Non-GAAP
Financial Measures
Adjusted
EBITDA is a non-GAAP financial measure which we use in our financial performance analyses. This measure should not be considered a substitute
for GAAP-basis measures, nor should it be viewed as a substitute for operating results determined in accordance with GAAP. We believe
that the presentation of Adjusted EBITDA, a non-GAAP financial measure that excludes the impact of net interest expense, taxes, depreciation,
amortization, and stock compensation expense, provides useful supplemental information that is essential to a proper understanding of
our financial results. Non-GAAP measures are not formally defined by GAAP, and other entities may use calculation methods that differ
from ours for the purposes of calculating Adjusted EBITDA. As a complement to GAAP financial measures, we believe that Adjusted EBITDA
assists investors who follow the practice of some investment analysts who adjust GAAP financial measures to exclude items that may obscure
underlying performance and distort comparability.
14
The
following is a reconciliation of net loss to the non-GAAP financial measure referred to as Adjusted EBITDA for the three and nine months
ended September 30, 2021 and 2020:
Three
Months Ended
September
30,
Nine
Months Ended
September
30,
2021
2020
2021
2020
Net loss
$ (2,373,604 )
$ (724,184 )
$ (5,729,693 )
$ (3,071,841 )
Interest expense
533,773
11,712
767,984
70,931
Depreciation and amortization
237,788
127,298
589,662
324,234
Stock compensation
385,030
268,949
1,211,543
1,471,508
Adjusted EBITDA
$ (1,217,013 )
$ (316,225 )
$ (3,160,504 )
$ (1,205,168 )
Gallons delivered
580,462
481,587
1,731,289
1,032,932
Three
months ended September 30, 2021, compared to the three months ended September 30, 2020
Revenues
We
generated revenues of $1,863,599 for the three months ended September 30, 2021, compared to $1,121,133 for the three months ended September
30, 2020, an increase of $742,466 or 66%. This increase is primarily due to a 21% increase in gallons delivered as well as an increase
in the average price per gallon.
Cost
of sales was $1,825,739 for the three months ended September 30, 2021, resulting in a gross profit of $37,859, compared to $1,064,362
for the prior year. The $761,378 or 72% increase in cost of sales is due to the increase in sales.
Operating
Expenses
We
incurred operating expenses of $1,794,575 during the three months ended September 30, 2021, as compared to $641,945 during the prior
year, an increase of $1,152,630 or 180%. This increase was primarily due to increases in payroll, technology spending and insurance.
Depreciation
and Amortization
Amortization
increased in the current year as a result of the acquisition of a technology license.
Other
Income (Expense)
Other
income in the current year resulted from the forgiveness of a loan under the Paycheck Protection Program. Interest expense increased
due to warrants and shares issued in connection with new debt as well as the early repayment of debt and the resulting write-off of unamortized
debt discounts.
Net
Losses
We
sustained a net loss of $2,373,603 for the three months ended September 30, 2021, as compared to $724,184 for the prior year,
an increase of $1,649,420 or 228% as a result of the above.
Nine
months ended September 30, 2021 compared to the Nine months ended September 30, 2020
Revenues
We
generated revenues of $5,236,016 for the nine months ended September 30, 2021, compared to $2,460,174 for the nine months ended September
30, 2020, an increase of $2,775,842 or 113%. This increase is due to a 68% increase in gallons delivered as well as an increase in the
average price per gallon.
Cost
of sales was $5,057,628 for the nine months ended September 30, 2021, compared to $2,417,456 for the prior year. The $2,640,173
or 109% increase in cost of sales is due to the increase in sales.
15
Operating
Expenses
We
incurred operating expenses of $4,705,108 during the nine months ended September 30, 2021, as compared to $2,719,394 during the prior
year, an increase of $1,985,714 or 73%. This increase was primarily due to increases in payroll, technology spending, insurance, truck
maintenance and marketing.
Depreciation
and Amortization
Amortization
increased in the current year as a result of the acquisition of a technology license.
Other
Income (Expense)
Other
income in the current year resulted from the forgiveness of a loan under the Paycheck Protection Program. Interest expense increased
due to warrants and shares issued in connection with new debt as well as the early repayment of debt and the resulting write-off of unamortized
debt discounts.
Net
Losses
We
sustained a net loss of $5,729,693 for the nine months ended September 30, 2021, as compared to $3,071,841 for the prior year, an increase
of $2,657,853 or 87% as a result of the above.
Liquidity
and Capital Resources
Cash
Flow Activities
As
of September 30, 2021, we had an accumulated deficit of $(13,685,693). We have incurred net losses since inception and have funded
operations primarily through sales of our common stock and issuance of notes payable, including to related parties. As of September 30,
2021, we had $20,650,989 in cash as compared to December 31, 2020, when we had $882,870 in cash.
Operating
Activities
Net
cash used in operating activities was $(3,412,763) for the nine months ended September 30, 2021, which was made up primarily by
the net loss and partially offset by an increase in stock-based compensation of $1,211,543, warrants and shares to lenders of
$248,011, and depreciation and amortization of $589,663. Net cash used in operating activities was $(816,057) during the prior
year, which was made up primarily by the net loss and partially offset by depreciation and amortization of $324,235, stock-based compensation
of $1,471,508, and loss on settlement of $300,000.
Investing
Activities
During
the nine months ended September 30, 2021 and 2020, we used $813,283 and $87,661, respectively, for the acquisition of fixed assets. The
amount for 2021 includes deposits on 33 fuel trucks purchased during the quarter.
Financing
Activities
We
generated $23,994,165 of cash flows from financing activities during the nine months ended September 30, 2021, including
$28,750,000 less related expense of $(3,500,426) from the Initial Public Offering, $2,650,000 from new debt borrowings and $115,000
from issuance of stock, less $4,020,409 for the repayment of debt. During the same period of the prior year, we generated $1,260,812
from financing activities, $174,673 from new debt and $1,307,209 from the sale of shares, less $221,070 for the repayment of debt.
Sources
of Capital
From
inception to September 30, 2021, we have funded our activities through capital contributions from issuances of notes payable and the
sale of securities pursuant to the exemption provided by Regulation D, by sale of securities to accredited investors.
The
Company has sustained a net loss since inception and does not have sufficient revenues and income to fully fund the operations. As a
result, the Company has relied on loans from stockholders and others as well as stock sales to fund its activities to date. For the nine
months ended September 30, 2021, the Company had a net loss of $5,729,693. At September 30, 2021, the Company had an accumulated deficit
of $13,685,693 and a working capital surplus of $19,513,450. The Company anticipates that it will continue to incur losses
in future periods until the Company is successful in significantly increasing its revenues, if ever. However, the Company has mitigated
the previously reported going concern issue by raising approximately $25,250,000 in net proceeds from its Initial Public Offering.
16
Off-Balance
Sheet Arrangements
We
do not have any off-balance sheet arrangements as defined in Regulation S-K Item 303(a)(4).
Item
3. Quantitative and Qualitative Disclosures About Market Risk
Not
required for smaller reporting companies.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.