8-K

Laird Superfood, Inc. (LSF)

8-K 2021-11-10 For: 2021-11-10
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): November 10, 2021

Laird Superfood, Inc.

(Exact name of registrant as specified in its charter)

Delaware 1-39537 81-1589788
(State or other jurisdiction<br> <br>of incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)
275 W. Lundgren Mill Drive, Sisters, Oregon 97759
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(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (888) 670-6796

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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>symbol Name of each exchange<br> <br>on which registered
Common Stock, par value $0.001 per share LSF NYSE American

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 November 10, 2021, Laird Superfood, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2021. The press release is being furnished as Exhibit 99.1 hereto and is incorporated by reference herein.

The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit<br>No. Description
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99.1 Press release dated November 10, 2021.
104 Cover Page Interactive Data File (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 hereunto duly authorized.

Date: November 10, 2021 Laird Superfood, Inc.
By: /s/ Valerie Ells
Name: Valerie Ells
Title: Chief Financial Officer

EX-99.1

Exhibit 99.1

LOGO

Laird Superfood Reports Third Quarter 2021 Financial Results

Net Sales Increase 45% Year Over Year to $10.9 Million

Direct-To-Consumer Sales Up 108% Year Over Year

SISTERS, Oregon – November 10, 2021 Laird Superfood, Inc. (NYSE American: LSF) (“Laird Superfood,” “we” and “our”), today reported financial results for its third quarter ended September 30, 2021.

Third Quarter 2021Highlights

Net Sales increased 45% year over year to $10.9 million.
Online sales contributed 58% of net sales, increasing 70% year over year with direct-to-consumer up 108%.
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Wholesale sales contributed 41% of net sales, increasing 21% year over year, with continued traction in coffee<br>creamers.
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Gross profit was $3.2 million and gross margin was 29.4% compared to gross profit of $1.8 million and<br>gross margin of 23.4% in the prior year period.
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Net loss attributable to common stockholders was $5.4 million, or $0.59 per diluted share, compared to a net<br>loss of $4.0 million, or $0.86 per diluted share, in the prior year period.
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“In the third quarter, we delivered solid growth across our portfolio,” said Paul Hodge Jr., Co-Founder, President and Chief Executive Officer of Laird Superfood. “The power of our digitally native brand continued to be reflected in our direct-to-consumer sales, which rose 108%, fueled by our expanding product offerings and the ongoing strength of customer metrics around conversion and retention, including leading performance from the newest cohorts. Our new products in hydration and beverage supplements continue to grow at a strong pace, and we remain highly encouraged by results from the recently acquired Picky portfolio,” continued Hodge. “Operationally, we are hyper focused on efficiency and have made solid progress on several initiatives to move towards profitability as we continue rapidly scaling our powerful omnichannel platform. We remain steadfast in our vision of delivering better for you, plant-based alternatives for every moment of consumers’ daily ritual.”

For the Three Months Ended September 30, 2021

Three months ended September 30,
2021 2020
% of Total % of Total
Coffee creamers 60 % 70 %
Hydration and beverage enhancing supplements 12 % 14 %
Coffee, tea, and hot chocolate products 16 % 29 %
Harvest snacks and other food items 17 % 0 %
Other 4 % 2 %
Gross sales 109 % 115 %
Shipping income 2 % 0 %
Returns and discounts ) (11 %) ) (15 %)
Sales, net 100 % 100 %
Three months ended September 30,
2021 2020
% of Total % of Total
Online 58 % 50 %
Wholesale 41 % 49 %
Food service 1 % 1 %
Sales, net 100 % 100 %

All values are in US Dollars.

Net sales increased 45% to $10.9 million in the third quarter of 2021 compared to $7.5 million in the third quarter of 2020, primarily driven by strong gains in direct-to-consumer (“DTC”) sales. Growth was broad based, including solid increases in Coffee creamers and Hydration and beverage enhancing supplements from both legacy offerings as well as recent product launches, plus the addition of Harvest Snacks.

Grossprofit was $3.2 million, an 82% increase compared to the prior year period of $1.8 million. Gross margin was 29.4% of net sales in the third quarter of 2021, compared to 23.4% of net sales in the prior year period. The year over year increase in gross margin reflected several factors, including optimization of inventory cost and DTC parcel cost, as well as improvement in liquid creamer disposals, partially offset by elevated wholesale fulfilment related expenses.

Operating expenses were $8.5 million compared to $5.1 million in the year ago period and reflect General and Administrative expense increases of $2.0 million, with $0.8 million attributable to increased non-cash expenses, such as stock-based compensation and amortization of intangibles, as well as increased insurance expense, professional fees and personnel costs. Sales and Marketing expense further contributed with increases of $1.2 million, primarily due to advertising and marketing fees.

Loss from operations was $5.3 million in the third quarter of 2021, compared to a loss of $3.4 million in the prior year period.

Net loss attributable to common stockholders was $5.4 million, or $0.59 per diluted share, in the third quarter of 2021, compared to net loss attributable to common stockholders of $4.0 million, or $0.86 per diluted share, in the prior year period.

Valerie Ells, Chief Financial Officer, commented, “Our continued focus on optimization helped drive favorable trends in margins and expense levels during the third quarter, along with robust sales growth. We are very pleased with the direction and progress towards our long-term targets. Our balance sheet remains strong with nearly $40 million of cash and investments and effectively zero debt, and we remain focused on maximizing the leverage across our business to continue driving forward toward profitability, while maintaining strong growth rates.”

For the Nine Months Ended September 30, 2021

Nine months ended September 30,
2021 2020
% of Total % of Total
Coffee creamers 60 % 72 %
Hydration and beverage enhancing supplements 14 % 16 %
Coffee, tea, and hot chocolate products 19 % 22 %
Harvest snacks and other food items 12 % 0 %
Other 4 % 2 %
Gross sales 110 % 112 %
Shipping income 1 % 1 %
Returns and discounts ) (11 %) ) (13 %)
Sales, net 100 % 100 %

All values are in US Dollars.

Nine months ended September 30,
2021 2020
% of Total % of Total
Online 60 % 54 %
Wholesale 38 % 44 %
Food service 2 % 2 %
Sales, net 100 % 100 %

All values are in US Dollars.

Net sales increased 48% to $27.4 million in the first nine months of 2021 compared to $18.5 million in the first nine months of 2020. **** Year-to-date growth in net sales was due to growth in both online and wholesale channels, and broad based with all categories showing strong double-digit increases.

Gross profit was $7.2 million, an increase of 41% compared to the prior year period of $5.1 million. Gross margin was 26.3% of net sales in the first nine months of 2021, compared to 27.6% of net sales in the prior year period. The year over year decrease in gross margin was primarily due to the full period impact from the launch of a free shipping initiative for direct online purchases made on lairdsuperfood.com combined with increased co-packing and distribution expenses associated with our liquid creamer product line, partially offset by optimization of DTC shipping costs.

Operating expenses were $24.2 million compared to $13.5 million in the first nine months of 2020 and reflect General and Administrative expense increases of $6.4 million, with $2.4 million attributable to increased non-cash expenses, such as stock-based compensation and amortization of intangibles, as well as increased personnel costs, insurance expense, professional fees, and reserves against prepaid assets. Sales and Marketing expense further contributed with increases of $3.7 million, primarily due to advertising and marketing fees.

Loss from operations was $16.9 million in the first nine months of 2021, compared to a loss of $8.4 million in the prior year period.

Net loss attributable to common stockholders was $17.0 million, or $1.90 per diluted share, in the first nine months of 2021, compared to net loss attributable to common stockholders of $10.0 million, or $2.26 per diluted share, in the prior year period.

Balance Sheet and Cash FlowHighlights

The Company had $39.7 million of cash, cash equivalents, and investment securities as of September 30, 2021 and total outstanding debt was $51,000. Net cash used in operating activities was $14.2 million for the nine months ended September 30, 2021, compared to $7.1 million in the comparative prior year period.

Capital expenditures totaled $1.0 million for the nine months ended September 30, 2021, compared to $0.9 million in the prior year period.

Conference Call and Webcast Details

The Company will host a conference call and webcast at 5:00 p.m. ET today to discuss results. The live conference call can be accessed by dialing (833) 772-0381 from the U.S. or (236) 384-2050 internationally. The conference I.D. code is 3562448. Alternatively, participants may access the live webcast on the Laird Superfood Investor Relations website at https://investors.lairdsuperfood.com under “Events.”

About Laird Superfood

Laird Superfood, Inc. creates award-winning, plant-based superfood products that are both delicious and functional. The Company’s products are designed to enhance your daily ritual and keep consumers fueled naturally throughout the day. The Company was co-founded in 2015 by the world’s most prolific big-wave surfer, Laird Hamilton. Laird Superfood’s offerings are environmentally conscientious, responsibly tested, and made with real ingredients. Shop all products online at lairdsuperfood.com and join the Laird Superfood community on social media for the latest news and daily doses of inspiration.

Forward-Looking Statements

This press release and the earnings call referencing this press release contain “forward-looking” statements, as that term is defined under the federal securities laws, including but not limited to statements regarding Laird Superfood’s future financial performance, including our outlook for fiscal year 2021. These forward-looking statements are based on Laird Superfood’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties, assumptions and changes in circumstances that may cause Laird Superfood’s actual results, performance or achievements to differ materially from those expressed or implied in any forward-looking statement. We expressly disclaim any obligation to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

The risks and uncertainties referred to above include, but are not limited to:(1) our limited operating history and ability to become profitable; (2) our reliance on third parties for raw materials and production of some of our products; (3) our ability to manage our growth and scale our manufacturing and processing capabilities effectively, including our human resource requirements; (4) our future capital needs; (5) our ability to retain and grow our customer base; (6) our reliance on independent distributors for a substantial portion of our sales; (7) our ability to evaluate and measure our business, prospects and performance metrics; (8) our ability to compete and succeed in a highly competitive and evolving industry; (9) the health of the premium organic and natural food industry as a whole; (10) risks related to our intellectual property rights and developing a strong brand; (11) our reliance on key personnel, including Laird Hamilton and Gabrielle Reece; (12) regulatory risks; (13) risks associated with the COVID-19 pandemic, including those related to any variant strains of the virus that may emerge; (14) risks related to our international operations; (15) the risk of substantial dilution from future issuances of our equity securities; and (16) the other risks described in our most recent Annual Report on Form 10-K and our other filings with the Securities and Exchange Commission.

Contact

ICR

Reed Anderson

646-277-1260

Reed.Anderson@icrinc.com

LAIRD SUPERFOOD, INC.

STATEMENTS OF OPERATIONS

For the Three Months For the Nine Months
Ended September 30, Ended September 30,
2021 2020 2021 2020
Sales, net $ 10,865,914 $ 7,490,642 $ 27,443,394 $ 18,498,497
Cost of goods sold (7,667,075 ) (5,734,144 ) (20,225,269 ) (13,384,880 )
Gross profit 3,198,839 1,756,498 7,218,125 5,113,617
General and administrative
Salaries, wages and benefits 1,252,664 1,031,425 3,478,362 2,652,500
Stock-based compensation 911,467 290,148 2,766,071 589,600
Professional fees 551,368 274,244 1,504,438 647,422
Insurance expense 537,174 89,136 1,560,395 146,197
Office expense 235,109 142,269 628,388 364,518
Occupancy 68,251 57,378 187,729 167,151
Merchant service fees 171,050 103,306 429,307 248,355
Netsuite subscription expense 64,886 33,173 194,024 90,491
Impairment on property, plant and equipment 8,317 8,317 239,734
Other expense 453,838 197,740 1,303,398 504,864
Total general and administrative expenses 4,254,124 2,218,819 12,060,429 5,650,832
Research and product development
Salaries, wages and benefits 118,105 54,454 304,653 202,287
Stock-based compensation 7,864 2,310 16,816 6,694
Product development expense 107,418 43,589 520,210 141,506
Other expense 9,217 2,526 16,464 13,503
Total research and product development expenses 242,604 102,879 858,143 363,990
Sales and marketing
Salaries, wages and benefits 589,941 613,961 1,854,020 2,057,517
Stock-based compensation 65,441 520,022 162,536 630,456
Advertising 1,954,377 1,140,369 5,313,881 3,146,592
General marketing 1,131,023 312,402 3,079,181 883,286
Amazon selling fee 196,053 179,425 609,171 575,313
Travel expense 11,828 4,908 32,188 78,872
Other expense 66,090 45,543 182,788 148,911
Total sales and marketing expenses 4,014,753 2,816,630 11,233,765 7,520,947
Total expenses 8,511,481 5,138,328 24,152,337 13,535,769
Operating loss (5,312,642 ) (3,381,830 ) (16,934,212 ) (8,422,152 )
Other income (expense)
Interest and dividend income 10,721 20,496 36,246 51,521
Gain on sale of<br>available-for-sale securities 6,250 13,927
Total other income (expense) 10,721 26,746 36,246 65,448
Loss before income taxes (5,301,921 ) (3,355,084 ) (16,897,966 ) (8,356,704 )
Income tax expense (49,777 ) (86,495 )
Net loss $ (5,351,698 ) $ (3,355,084 ) $ (16,984,461 ) $ (8,356,704 )
Less deemed dividend of beneficial conversion feature (825,366 )
Less deemed dividend on warrant discount (645,939 ) (825,366 )
Net loss attributable to Laird Superfood, Inc. common stockholders $ (5,351,698 ) $ (4,001,023 ) $ (16,984,461 ) $ (10,007,436 )
Net loss per share attributable to Laird Superfood, Inc. common stockholders:
Basic $ (0.59 ) $ (0.86 ) $ (1.90 ) $ (2.26 )
Diluted $ (0.59 ) $ (0.86 ) $ (1.90 ) $ (2.26 )
Weighted-average shares of common stock outstanding used in computing net loss per share of common<br>stock, basic and diluted 9,001,912 4,672,041 8,954,875 4,427,114

LAIRD SUPERFOOD, INC.

STATEMENTS OF CASH FLOWS

For the Nine Months Ended September 30,
2021 2020
Cash flows from operating activities
Net loss $ (16,984,461 ) $ (8,356,704 )
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation 454,400 344,162
Amortization 243,578 7,599
Loss on disposal of equipment 5,600
Stock-based compensation 3,142,517 1,320,433
Reserve for prepaid assets 179,000
Restricted stock awards 62,431
Impairment on property, plant and equipment 8,317 239,734
Gain on sale of investment securities available-for-sale 13,927
Changes in operating assets and liabilities:
Accounts receivable (72,150 ) (397,669 )
Inventory (3,314,086 ) (1,441,766 )
Prepaid expenses and other current assets 1,137,741 (1,582,315 )
Deferred rent 267,787 270,731
Deposits 2,601 33,009
Accounts payable 184,722 1,613,754
Payroll liabilities 81,694 207,675
Accrued expenses 333,246 567,103
Deferred taxes 86,495
Net cash from operating activities (14,242,999 ) (7,097,896 )
Cash flows from investing activities
Purchase of property, plant, and equipment (1,039,350 ) (874,764 )
Proceeds from sale of property, equipment, and software 700
Deposits on equipment to be acquired (462,507 )
Purchase of software (141,546 )
Acquisition of a business, net of cash acquired (note 2) (10,449,587 )
Sale of investment securities<br>available-for-sale 516,459
Proceeds from maturities of investment securities available-for-sale 4,475,000
Net cash from investing activities (12,092,290 ) 4,116,695
Cash flows from financing activities
Issuance of common stock 66,104,477
Issuance of preferred stock 10,000,006
Common stock issuance costs (82,043 ) (1,131,291 )
Preferred stock issuance costs (147,721 )
Withholding tax payments for share based compensation (219,157 )
Restricted stock units issued 31
Repurchased common stock (20,532 )
Stock options exercised 485,916 119,838
Net cash from financing activities 184,747 74,924,777
Net change in cash and cash equivalents (26,150,542 ) 71,943,576
Cash and cash equivalents beginning of period 57,208,080 1,004,109
Cash and cash equivalents end of period $ 31,057,538 $ 72,947,685
Supplemental disclosures of non-cashinformation
Unrealized gain (loss) on<br>available-for-sale securities $ (22,049 ) $ 924
Purchases of equipment included in deposits at the beginning of the period $ $ 14,699

LAIRD SUPERFOOD, INC.

BALANCE SHEET

As of
September 30, 2021 December 31, 2020
Assets
Current assets
Cash and cash equivalents $ 31,057,538 $ 57,208,080
Accounts receivable, net 956,870 839,659
Investment securities<br>available-for-sale 8,688,251 8,706,844
Inventory 10,335,990 6,295,898
Prepaid expenses and other current assets, net 1,767,744 2,847,319
Deposits 563,580 97,674
Total current assets 53,369,973 75,995,474
Noncurrent assets
Property and equipment, net 4,139,199 3,513,488
Intangible assets, net 4,965,060 137,092
Goodwill 6,486,000
Deferred rent 2,428,859 2,696,646
Total noncurrent assets 18,019,118 6,347,226
Total assets $ 71,389,091 $ 82,342,700
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable $ 1,548,009 $ 1,315,964
Payroll liabilities 813,798 722,915
Accrued expenses 1,185,900 704,543
Total current liabilities 3,547,707 2,743,422
Long-term liabilities
Deferred tax liability, net 86,495
Note payable 51,000 51,000
Total long-term liabilities 137,495 51,000
Total liabilities 3,685,202 2,794,422
Stockholders’ equity
Common stock, $0.001 par value, 100,000,000 shares authorized as of September 30, 2021 and<br>December 31, 2020; 9,402,959 and 9,037,499 issued and outstanding at September 30, 2021, respectively; 9,247,758 and 8,892,886 issued and outstanding at December 31, 2020, respectively $ 9,037 $ 8,893
Additional paid-in capital 116,614,323 111,452,346
Accumulated other comprehensive income (loss) (7,842 ) 14,207
Accumulated deficit (48,911,629 ) (31,927,168 )
Total stockholders’ equity 67,703,889 79,548,278
Total liabilities and stockholders’ equity $ 71,389,091 $ 82,342,700