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): August 18, 2020


Better Choice Company Inc.

(Exact name of Registrant as Specified in its Charter)


Delaware
333-161943
26-2754069
(State or other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

164 Douglas Rd E,
Oldsmar, Florida
  
 
34677
(Address of Principal Executive Offices)
  
(Zip Code)

(Registrant's Telephone Number, Including Area Code): (646) 846-4280

N/A
(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:

☐
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)

☐
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:

 
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
N/A
N/A
N/A

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 August 18, 2020, Better Choice Company Inc., a Delaware corporation (the “Company”), announced its financial results for the quarter ended June 30, 2020. A copy of the press release is attached hereto as Exhibit 99.1.
 
Item 7.01.
Regulation FD Disclosure
 
On August 18, 2020, at 8:30 am EDT, the Company will host a conference call to discuss results for the six months ended June 30, 2020. Interested parties, including analysts, investors and the media, may listen live via the details below.
 
Event:
Better Choice Second Quarter 2020 Financial Results Conference Call
   
Date:
Tuesday, August 18, 2020
   
Time:
8:30 a.m. Eastern Time
   
Live Call:
+1-877-407-4018 (U.S. Toll-Free) or +1-201-689-8471 (International)
 
Webcast:
https://ir.betterchoicecompany.com/

The information in this Form 8-K shall not be deemed to be "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
Cautionary Note Regarding Forward-Looking Statements
 
This Current Report on Form 8-K contains statements that constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Management's projections and expectations are subject to a number of risks and uncertainties that could cause actual performance to differ materially from that predicted or implied. Forward-looking statements may be identified by the use of words such as "expect," "anticipate," "believe," "estimate," "potential," "should" or similar words intended to identify information that is not historical in nature. Forward-looking statements contained herein include, among others, statements concerning management's expectations about future events and the Company’s operating plans and performance, the effects of the COVID-19 outbreak, including levels of consumer, business and economic confidence generally, the regulatory environment, litigation, sales, and the expected benefits of acquisitions, and such statements are based on the current beliefs and expectations of the Company’s management, as applicable, and are subject to known and unknown risks and uncertainties. There are a number of risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements. These statements speak only as of the date they are made, and the Company does not intend to update or otherwise revise the forward-looking information to reflect actual results of operations, changes in financial condition, changes in estimates, expectations or assumptions, changes in general economic or industry conditions or other circumstances arising and/or existing since the preparation of this Current Report on Form 8-K or to reflect the occurrence of any unanticipated events. For further information regarding the risks associated with the Company’s business, please refer to the Company’s filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the most recent fiscal year end, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Item 9.01.
Financial Statements and Exhibits
 
(d)
Exhibits.

Exhibits
Description

 
Press Release., dated August 18, 2020

2
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.
Better Choice Company Inc.



 

By:
/s/ Werner von Pein
  

Name:
Werner von Pein
  

Title:
Chief Executive Officer
  



 
August 18, 2020

 


3
Exhibit 99.1


Better Choice Company Reports Second Quarter 2020 Financial Results
--

NEW YORK, NY, August 18, 2020 -- Better Choice Company, Inc. (OTCQB: BTTR) (the “Company” or “Better Choice”), an animal health and wellness company, today reported its financial results for the second quarter ended June 30, 2020.

“We are excited to share our second quarter 2020 results with the investor community. We have made significant progress at Better Choice in the first half of 2020, including integrating the recent Halo acquisition, expanding our e-commerce platform and accelerating our international business in Asia,” said Werner von Pein, CEO of Better Choice.

“The e-commerce and direct-to-consumer channels account for approximately 60% of our sales. Recent events surrounding COVID-19 have accelerated the shift toward online purchases of pet products, and Better Choice is well positioned in these channels of trade and in a strong position to benefit from this secular tailwind. We expect e-commerce could grow 20%+ annually over the medium term. Our international business is equally as exciting and is currently doing annual run-rate sales of approximately $10 million. We began shipping our products directly to mainland China in June, after receiving our product import registrations from the Chinese government earlier this year. Currently, we are shipping around eight containers per month and generating approximately $500,000 in monthly sales under this initiative. We continue to expect growth in Asia and are excited by the first-mover advantage Better Choice has in the continent.”

Operational Updates


 •
Launched mainland China platform and initiated first shipments overseas

•
Launched e-commerce platform on Target.com and Walmart.com

•
Successfully onboarded nine new customers in the Food-Drug-Mass channel

•
BTTR continues to lead in product innovation, including vegan

Financial Results for the Second Quarter and Year-to-Date 2020


 •
Year-to-date 2020 net revenue of $22.2mm reflects a ~190% increase over the comparable period in 2019. The majority of this increase is attributable to the Halo acquisition completed in December 2019

•
Second quarter 2020 net revenue of $9.9mm reflects a ~143% increase over the comparable period in 2Q19. The majority of this increase is also attributable to the Halo acquisition.

Conference Call and Webcast Information

The Company will host a conference call and audio webcast on Tuesday, August 18th at 8:30 a.m. ET to answer questions about the Company's operational and financial highlights for the second quarter of 2020.

Event:
Better Choice Second Quarter 2020 Financial Results Conference Call
Date:
Tuesday, August 18, 2020
Time:
8:30 a.m. Eastern Time
Live Call:
+1-877-407-4018 (U.S. Toll-Free) or +1-201-689-8471 (International)
Webcast:
https://ir.betterchoicecompany.com/

For interested individuals unable to join the conference call, a dial-in replay of the call will be available until September 1, 2020 and can be accessed by dialing +1-844-512-2921 (U.S. Toll Free) or +1-412-317-6671 (International) and entering replay pin number: 13708359.
 
Better Choice Company Inc.
Condensed Consolidated Statements of Operations and Comprehensive Loss
(unaudited)
(Dollars in thousands, except share and per share amounts)

   
Six Months Ended June 30,
    
Three Months Ended June 30,
  
   
2020
    
2019
    
2020
    
2019
  
                         
Net sales
  
$
22,167
    
$
7,635
    
$
9,941
    
$
4,084
  
Cost of goods sold
    
13,886
      
4,082
      
5,817
      
2,421
  
Gross profit
    
8,281
      
3,553
      
4,124
      
1,663
  
Operating expenses:
                                
General and administrative
    
19,650
      
7,174
      
11,594
      
5,211
  
Share-based compensation
    
5,504
      
4,212
      
3,020
      
4,006
  
Sales and marketing
    
3,807
      
5,597
      
1,848
      
3,412
  
Customer service and warehousing
    
352
      
551
      
162
      
297
  
Total operating expenses
    
29,313
      
17,534
      
16,624
      
12,926
  
Loss from operations
    
(21,032
)
    
(13,981
)
    
(12,500
)
    
(11,263
)
Other expense:
                                
Interest expense, net
    
4,731
      
124
      
2,430
      
62
  
Loss on acquisitions
    
-
      
149,988
      
-
      
149,988
  
Change in fair value of warrant derivative liability
    
2,095
      
193
      
3,474
      
193
  
Total other expense, net
    
6,826
      
150,305
      
5,904
      
150,243
  
Net and comprehensive loss
    
(27,858
)
    
(164,286
)
    
(18,404
)
    
(161,506
)
Preferred dividends
    
68
      
27
      
34
      
27
  
Net and comprehensive loss available to common stockholders
    
(27,926
)
    
(164,313
)
    
(18,438
)
    
(161,533
)
Weighted average number of shares outstanding, basic and diluted
    
48,733,052
      
21,202,188
      
48,939,708
      
30,638,048
  
Loss per share, basic and diluted
  
$
(0.57
)
  
$
(7.75
)
  
$
(0.38
)
  
$
(5.27
)

About Better Choice Company, Inc.
Better Choice Company Inc. is a rapidly growing animal health and wellness company committed to leading the industry shift toward pet products and services that help dogs and cats live healthier, happier and longer lives. We take an alternative, nutrition-based approach to animal health relative to conventional dog and cat food offerings, and position our portfolio of brands to benefit from the mainstream trends of growing pet humanization and consumer focus on health and wellness. We have a demonstrated, multi-decade track record of success selling trusted animal health and wellness products, and leverage our established digital footprint to provide pet parents with the knowledge to make informed decisions about their pet’s health. We sell the majority of our dog food, cat food and treats under the Halo and TruDog brands, which are focused, respectively, on providing sustainably sourced kibble and canned food derived from real whole meat, and minimally processed raw-diet dog food and treats. For more information, please visit https://www.betterchoicecompany.com.

Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. The Company has based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Some or all of the results anticipated by these forward-looking statements may not be achieved. Further information on the Company’s risk factors is contained in our filings with the SEC. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

Company Contact:
Better Choice Company, Inc.
Werner von Pein, CEO

Investor Contact:
Red Chip Companies, Inc
Dave Gentry
407-491-4498
[email protected]