SNDL Inc

F:VY4

Earnings Call Transcript 2021-Q4

[Operator]

Good morning, and welcome to Sundial Growers Full-year and Fourth Quarter 2021 Financial Results Conference Call. Yesterday, Sundial issued a press release announcing their financial results for the full-year and fourth quarter ended on December 31, 2021. This press release is available on the Company’s website at sndlgroup.com and filed on EDGAR and SEDAR as well.

The webcast replay of the conference call will also be available on the sndlgroup.com website. Sundial has also posted a supplementation presentation on its website and a letter to shareholders from Sundial CEO, Zach George. Both can be found on the sndlgroup.com website.

Presenting on this morning’s call, we Zach George, Chief Executive Officer, Jim Keough, Chief Financial Officer, and Andrew Stordeur, President and Chief Operating Officer.

Before we start, I would like to remind investors that certain matters discussed in today’s conference call, or answers that maybe given to questions, could constitute Forward-Looking Statements. Actual results could differ materially from those anticipated.

Risks factors that could affect results are detailed in the Company’s financial reports and other public filings that are made available on SEDAR and EDGAR. Additionally, all financial figures mentioned are in Canadian dollars, unless otherwise indicated. We will now make prepared remarks, and then we will move on to analyst questions.

I would now like to turn the call over to Zach George.

[Zach George, Chief Executive Officer]

Good morning, everyone. And thank you for joining us on our full-year and fourth quarter 2021 earnings call. 2021 was a transformational year for Sundial. Our team has taken Sundial from a position of financial distress to achieving sequential records for adjusted EBITDA for the last two reported quarters.

We ended 2021 with no outstanding debt, and CAD 1.1 billion between cash, marketable securities and long-term investments. We still have significant work ahead and are focused on continuous improvement in all areas of our business.

Sundial is working to become a leading regulated products platform by leveraging consumer insights and innovation to deliver best-in-class products. Sundial has a financial and operational scale to be a legitimate contender to build and own a meaningful relationship with the Canadian consumer.

We are beginning to see positive momentum across most of our key operating segments and I’m excited by a few small but important wins that we are experiencing in early 2022. We remain committed to our goal of becoming free cash flow positive net of investment commitments within the 2022 calendar year as we seek to create sustainable long-term value for our shareholders.

Before going further, I would like to address Sundial’s delay in reporting our filings for the year ended December 31 2021. The principal reason for the delay is that significant amount of additional work and in-depth procedures required to be performed by Sundial and its external auditor as 2021 is the first year that we were required to have an auditor attestation of our internal controls over financial reporting under Section 404 B of the Sarbanes-Oxley Act, commonly referred to as SOX.

Our strong internal control environment helps optimize operations, protect cash flow, and effect good cash management policies. SOX compliance requires establishing and maintaining a strong, robust and pervasive internal control environment for large public companies. The goal is to protect shareholders and the public from accounting errors and fraudulent practices and improve the accuracy of corporate disclosures.

The requirement to be SOX compliant at December 31 2021 was a function of the rapid growth in scale and level of corporate activity Sundial has achieved over the last two years. I take responsibility for this. As our corporate activity levels have placed our Finance and Audit teams under significant stress.

We are committed to investing in our finance functions to support the new scale and complexity of our business. SOX compliance typically takes 12 to 24-months or more for mature companies to implement and we were required to achieve compliance in significantly less time.

This work is ongoing and continuous. SOX compliance requires heightened levels of corporate controls and processes that will ultimately benefit Sundial’s shareholders to best practices in risk management.

Now let’s turn our focus to business results. We continue to focus on improving our supply chain and manufacturing processes in the context of Canada’s competitive and challenging operating environment. We have done a comprehensive review of our portfolio to focus on our most profitable and higher margin SKUs, which have yielded an improved gross margin.

In 2021, we saw some dramatic improvements in our cultivation results. Seeing a new high watermark for weighted potency averages each sequential quarter. In terms of our retail operations, the SpiritLeaf acquisition demonstrates our commitment to owning the relationship with the consumer.

In our obsession to delight consumers, we launched a multi store pilot program to improve the consumer experience through assortment, price and engagement. Year-to-date, our Sundial branded share has grown in both corporate and franchise partner locations.

With corporate stores leading the growth at 16.5% market share for Sundial products and franchise partner locations at 3.2%. The combined market share of 4.7% represents a 78% increase in Sundial acquired SpiritLeaf in July of 2021.

I’m also excited to announce that SpiritLeaf has launched a private label brand SpiritLeaf Selects. SpiritLeaf has also received the 2022 franchisees choice designation from the Canadian Franchise Association for a third consecutive year.

This designation is part of the CFAs annual awards program to recognize franchising top performing organizations and celebrate the mutually rewarding relationship between a franchise system and its franchisees.

In 2021 Sundial deployed capital into several cannabis related investments totaling more than CAD 575 million, including CAD 395 million to the SunStream Bancorp joint venture. Since SunStream was founded 12-months ago, there have been approximately 26 debt issuances, of which SunStream financed 8% or about 30%.

In consideration of the larger investment opportunity, Sundial increase its commitment to SunStream to CAD 538 million through July 2021. And we began to explore a public offering of the portfolio to raise additional third-party capital.

The nascent North American cannabis industry continues to evolve and find its way through material volatility. We have witnessed price compression share price declines, capital access constraints, and merger and acquisition activity across the industry.

We are currently seeing merger and acquisition activity impacts SunStream’s credit portfolio. We believe that this activity will increase the risk adjusted returns in the portfolio, but it also creates uncertainty over the near-term construction of the portfolio given the possibility of principal repayments.

We have also seen multiple sponsors come to market with cannabis focused financing vehicles over the last several months that have either failed or have not traded well. These circumstances have created attractive opportunities, but have also resulted in the decision to delay the specialty finance company’s previously intended initial public offering.

We are continuing to build on and benefit from the SunStream strategy and see an opportunity to help manage a $600 million to $800 million U.S. portfolio providing Sundial with a predictable stream of income while preserving optionality to take all or a portion of the portfolio public. Sundial’s board is keenly focused on unlocking value to the strategic positioning of this joint venture. And we expect to continue to be very active with the partnership in 2022.

With the completion of the Alcanna acquisition at the end of March, Sundial is now the largest private sector cannabis and liquor retailer in Canada. With an industry leading balance sheet and access to capital. Sundial can own the customer relationship while diversifying and stabilizing revenue profit streams with the addition of Alcanna.

The acquisition enables Sundial to further leverage retail opportunities and become a trusted partner in the regulated product industry. We will increase our distribution in cannabis, while enhancing our scale and expertise in retail operations, including liquor.

Sundial has commenced and will continue the post acquisition integration work throughout the remainder of 2022. We expect to realize significant synergies from the Alcanna transaction and I’m thrilled to be working with our new colleagues who are steeped in retail experience.

I would also like to address the reverse share split topic once more. Sundial continues to monitor market sentiment and developments in the cannabis industry, and we are committed to the maintenance of our NASDAQ listing.

If there is no significant change to market conditions, Sundial intends to implement a reverse share split in the third quarter of 2022, subject to prior shareholder approval, expected to be obtained at our 2022 Annual General Meeting.

Sundial was currently subject to a trading blackout period that prohibits the company from affecting any transactions in Sundial stock, including a buyback program until our first quarter results are released in May.

Sundial did revise the consideration in the Alcanna transaction to include approximately 54 million in cash, which reduced the number of shares required to be issued having a similar impact to a share repurchase program.

2021 was an exciting, productive and volatile year for the Sundial team. And I’m pleased with the transformation we have made to position our stakeholders for long-term success. I know that I speak for the entire management team and our Board of Directors when I say that we are working hard every day to take full advantage of the opportunities at Sundial to enhance long-term shareholder value.

Thank you all and I will now turn the call over to Jim for commentary on our financial results.

[Jim Keough, Chief Financial Officer]

Thanks, Zack and good morning everyone. I want to remind you that all amounts discussed today are Canadian dollars unless otherwise stated. On this call, certain amounts that I will refer to are non-IFRS GAAP measures. Please refer to Sundial’s management’s discussion and analysis for the definitions of these measures.

I know Zack address the delay in filing under Canadian law for the year ended December 31, 2021. But I want to emphasize four things. First, our auditors have again issued an unqualified opinion on our financial statements. Second, our filing date complies with U.S. law. Third, we are committed to building a best-in-class finance department and company at Sundial. We will continue to invest in our finance and IT functions to support the growth of our business. And fourth, we are actively remediating and refining the internal control matters that we have disclosed in our reports for the long-term benefit of our stakeholders.

So Sundial determine the beginning in Q1 2021, we had two reportable segments, cannabis operations and investments and with our SpiritLeaf acquisition midyear, we have expanded to include a third segment, retail operations. Now with our exciting acquisition of Alcanna in Q1 2022, we will be adding a fourth segment liquor retail.

Before jumping into the individual segment results, I will start with our consolidated results of operations and adjusted EBITDA. We are pleased that we achieved record adjusted EBITDA from continuing operations for the full-year 2021 with CAD 32.1 million compared to an adjusted EBITDA loss of CAD 25.6 million in the previous year.

While, we have made continued progress on cultivation outcomes and profitability improvements in our two cannabis segments. The increase in adjusted EBITDA was due primarily to the introduction of our investment segment, which contributed CAD 32.9 million from our investment in the SunStream Joint Venture, CAD 13.1 million of interest in fee revenue on loans held directly by Sundial and CAD 20.2 million of realized gains from marketable security sold.

Adjusted EBITDA from continuing operations for Q4 2021 was also a record at CAD 18.4 million, compared to a loss of CAD 5.6 million for Q4 2020. In 2021, net loss from continuing operations was CAD 230 million, compared to a net loss from continuing operations of CAD 206 million for the previous year.

The 2021 net loss includes CAD 155 million of non-cash provisions, being a CAD 60 million non-recurring impairment charge on the old cultivation facility, a CAD 78 million change in estimate of the fair value of derivative warrants and a CAD 17 million charge for inventory impairment.

In Q4 2021, we recorded a net loss from continuing operations of CAD 54.8 million, compared to a loss of CAD 64.1 million in the fourth quarter of the previous year. General and administrative expenses or G&A were 20% higher at CAD 38.4 million in 2021, compared to CAD 32 million in the previous year. The increase was primarily due to the inclusion of SpiritLeaf results after acquisition in the third quarter.

G&A for Q4 2021 was CAD 11.6 million, compared to CAD 6.5 million in the fourth quarter of 2020. Again, reflecting the addition of the SpiritLeaf retail operations. In 2021, sales and marketing expenses, including SpiritLeaf after the date of acquisition decreased by 12%, compared to the previous year, from CAD 5.7 million to CAD 5 million.

Sundial continues to focus on cost discipline, specifically when it comes to brand development and promotional expenses, targeting sales and marketing investments on priority strains and formats in select markets.

For the fourth quarter of 2021, sales and marketing expenses were CAD 1.5 million, compared to CAD 2.3 million in the previous fourth quarter. During the year ended December 31, 2021, the company raised CAD 1.2 billion through a combination of registered direct offerings, warrant exercises and at the market offerings. This has transformed Sundial’s balance sheet to a position of strength and a source of opportunity.

As of December 31, 2021, the company had an unrestricted cash balance of CAD 558 million, and at April 25, 2022, unrestricted cash was CAD 378 million. Total common shares outstanding were 2.4 billion on April 25, 2022. In addition, our investment portfolio of secured debt and hybrid securities totals CAD 597 million at April 25, 2022.

Now, let’s turn to cannabis cultivation and production. Gross margin for the year ended December 31, 2021, was negative CAD 15.5 million, compared to negative CAD 49.9 million for the year ended December 31, 2020.

The improvement of CAD 34.4 million was due to a lower inventory impairment provision compared to the prior period due to our commitment to delivering profitable product offerings to the consumer, as well as Sundial’s ongoing focus on cost optimization.

Reduction of harvested inventory subject to potential impairment, and offering the most competitive and profitable strains and brands to its customers against the backdrop of industry-wide price compression, and high relative operating costs at our old facility. This demonstrates substantial progress on our path to sustainable positive gross margins, which are critical to our success.

Net revenue from cultivation and production operations for 2021 was CAD 40 million, compared to CAD 60.9 million in the previous year, reflecting industry oversupply, price compression, and our comprehensive portfolio review and SKU rationalization.

In Q4 2021, net revenue from cultivation and production operations was CAD 12.8 million, compared to CAD 13.9 million in the prior year. Wholesale sales to licensed producers were reduced in 2021 to CAD 9.8 million from CAD 18 million in 2020 as we concentrated on retail sales. As for the results of our retail operations, gross retail revenue from July 20, 2021, the date of acquisition of SpiritLeaf to December 31, 2021 was CAD 16.1 million.

Cannabis retail revenue comprise CAD 10.2 million of retail cannabis sales consumers at corporate owned SpiritLeaf retail cannabis stores and CAD 4.3 million of revenue from SpiritLeaf franchisees representing royalty revenue, advertising revenue, franchise fees and other revenues such as accessories, which totaled CAD 1.6 million. Gross revenue for the fourth quarter of 2021 was CAD 10 million.

System-wide sales for the SpiritLeaf network were CAD 74.9 million from July 20 to December 31, 2021 and CAD 41.4 million for the fourth quarter of 2021. System-wide retail sales represent the aggregate revenue earned by franchise SpiritLeaf retail cannabis stores and corporate owns SpiritLeaf retail cannabis stores, and do not represent revenues that accrue to the company.

The company receives all revenues from corporate owned SpiritLeaf retail cannabis stores, and royalties and advertising fees accrue from the franchised retail cannabis stores. The franchise revenue bears little overhead burden. Gross margin for retail operations from July 20 through December 20, 2021 was CAD 8.5 million.

Now let’s turn our focus to our investment segment. Sundial’s investment income is reported as income from operations. Sundial intends to continue investing a significant allocation of our available capital in a targeted portfolio of attractive risk return opportunities in the cannabis industry in debt, equity and hybrid investments.

Summarizing the deployment of capital in our investment segment to-date, in 2021, the company deployed capital into more than a dozen cannabis related investments totaling CAD 578 million, including CAD 396 million to the SunStream Bancorp, Inc., joint venture. In the fourth quarter of 2021, CAD 89 million was directed to these investments, including CAD 72 million to SunStream.

Our investment portfolio generated a net CAD 1.6 million in investment income for the full-year of 2021, including interest fees and gains and losses on marketable securities. Unrealized losses of CAD 65 million during 2021 were primarily due to publicly disclosed strategic investments, in Village Farms International, Inc. and The Valens Company Inc.

The company’s portfolio of secured credit related investments through direct strategic investments and through the SunStream Joint Venture currently generates a weighted average annualized rate of return from interest of 12.3%.

Recent developments and volatility throughout the North American Cannabis industry including share price decline, challenging access to capital, distressed companies and merger and acquisition activity have created significant opportunities for Sundial’s direct cannabis related investments and the SunStream Bancorp credit portfolio.

Revenue from investments in the fourth quarter of 2021 was negative CAD 19 million, including unrealized losses on marketable securities of CAD 44 million due to share price fluctuations from our equity cannabis related investments.

Now, I would like to invite Andrew Stordeur, President and COO of Sundial to provide remarks related to cannabis operations.

[Andrew Stordeur, President and Chief Operating Officer]

Thank you, Jim. 2021 marked our third year of operation at our facility in old Alberta, and was a transformational year for Sundial with our cannabis operations function. While we continue to enhance and develop our supply chain processes, I’m pleased with our team’s consistent execution and commitment to operations excellence through our three pillars, people, process and plans.

Now, let me walk you through some of the key highlights from the fourth quarter and full-year 2021. In terms of people in 2021, we reconfigured our supply and operations teams to adapt to the industry dynamics. We invested in operations in end-to-end supply chain leadership capability at our old facility.

This improves your demand planning and forecast accuracy will also driving the proper discipline around cost optimization. On an equivalent year-over-year basis, our cultivation and production costs reduced by 27% compared to an 18% reduction in grams harvested.

Our second pillar is around process. We implemented several improvements inside our indoor grow rooms, primarily focused on room environment, plant maintenance and fertigation. We also invested in processing automation, increasing throughput and quality metrics on preroll production. Our OEE or Overall Equipment Effectiveness, so improvements primarily on our preroll production line as we increase throughput by 67% in 2021 versus the previous year.

Our packaging efficiency also improved by 60% from April 2021. When comparing the average minutes required to pack an individual 1.5 gram preroll format. Our OTIF&E or On Time In Full with No Errors, which measures how well we are serving our customers also showed material progress. Q4 2021, OTIF&E is 91.5%, up from 78.9% in the same period of the prior year. 2021 total OTIF&E is 93.2% up from 73.2% in 2020.

Our average weight of potency achieved on flour lots fully tested in olds set a record in the fourth quarter of 2021 at 22.4%, THC potency. Our average way to potency results continue to increase with January and February 2022 results coming in at 23.3% THC and 24.3% THC respectively, representing an increase of 3.6%, compared to January 2021 and 4.9% compared to February 2021.

Further, in January 2022, our yield was up to 58% versus January 2021 at 61 grams per square foot and was up 21% of February 2020 versus February 2021 also at 61 grams per square foot. These improvements are starting to show in our product mix in March improvement as our reliance on the discount segment contributed 14% of our brand mix in the fourth quarter 2021 versus 24% in third quarter 2021 and greater than 30% in first and second quarters of 2021.

Moving forward into 2022, our cannabis products mix will continue to compete in the core and premium segments. While we look to be opportunistic with competing in the high volume segments of value in discount. Ensuring optionality as a seller and a buyer within the wholesale market is a focus area for cannabis operations business, and will be a key driver for improving product margin.

Our third pillar is around plants. Over the past year, the team has made tremendous progress in diversifying and improving our genetic library and continuing to build out our R&D capability. We have made progress with our premium product aspirations by becoming the number three premium flower brand in Quebec, as well as the number two premium preroll brand in that market with 20% share of the same amount of flower and 40% share in the premium preroll segment, as measured by QC industry data.

In 2021, we were the first to launch infused prerolls with our caviar cones under our award winning Top Leaf brand. Since launch Top Leaf has released three different Caviar Cones offerings. Caviar Cones were the number one concentrate SKU at launch in Alberta and British Columbia. After year-end Caviar Cones remain the highest selling concentrate SKU as measured by SPPD Sales Per Point of Distribution within the province of Ontario.

In Q4, our commercial team was able to increase our priority SKU distribution growth nationally versus Q3 by over 1082 points of distribution as per internal CRM reporting. In Q4, priority SKUs represented 77% of Sundial’s recreational revenue versus 54% in Q3.

Moving forward in 2022, our cannabis operations priorities will build off the progress made in 2021 and focused on five key initiatives. Our first initiative is cultivation excellence. This will be achieved through continuous operational improvements and indoor premium growing facility in olds. We have improved all aspects of our cultivation consistency in 2021 and we will look to build on this momentum in 2022.

Secondly, we are focused on cost optimization. Leveraging automation through all aspects of our end-to-end supply chain will allow us to remain competitive while also driving higher quality metrics as you push for sustainable profitability in our cannabis operations.

We anticipate the need to increase our facility utilization, as realized synergies through key partnerships and growth opportunities that will spread our fixed costs over more extensive cultivation processing base.

Our third initiative is an enhanced portfolio. While remain focused on the inhalable segments, we will right size our vape strategy with a more focused portfolio under our Palmetto brand. We will also look for further opportunities to premiumize the category with high potency high terpene offerings such as live-resin under our Top Leaf brand. After year-end, we have launched several new cultivars nationally under our Palmetto, Sundial, and Top Leaf portfolio brands including flower, preroll, milled flower and concentrates.

Vertical integration is our fourth initiative. Increasing our branded portfolio through our store network will allow us to better control the end-to-end supply chain and take advantage of the profit pools as both a licensed producer and a retailer. SpiritLeaf Selects is a great example of this initiative, SpiritLeaf Selects is a private label brand of cannabis products, now available in SpiritLeaf stores.

Private Label offerings will allow Sundial to remain agile and responding to market demand around specific SKU and cultivar popularity to drive penetration further. We will be enhancing our omni-channel experience across our entire portfolio. Whether direct-to-store, in-store or ecommerce, we will provide a consistent experience approach.

Finally, our fifth initiative is analytics and insights. With over 180 retail locations and thousands of daily shopper transactions, we have a unique ability as one of the largest vertically integrated players in Canadian cannabis. This data will support a better shopping experience for consumers with optimal assortment, price and promotion, while also supporting our customers nationally, through actionable insights that allow them to make more money in retail.

We are developing a comprehensive and world-class training program for bud tenders nationally to give them the tools and capabilities to be successful. The strategy should support our goal of increasing our market share in our corporate stores, and our franchise partner stores.

In summary, we have the resources to sustain and win in the Canadian cannabis market over the long-term. We continue to drive further costs out of the business while also invest in capability and operational improvements as a critical enabler to unlocking value for our consumers and customers.

I will now turn the call back to Zach for closing remarks.

[Zach George, Chief Executive Officer]

Sundial remains focused on building long-term shareholder value through the constant improvement in our cultivation practices and outcomes. Increasing the efficiency of all aspects of our supply chain, accretive deployment of our cash resources, the expansion of our retail distribution network and further streamlining of our operating structure and enhanced offering of high quality brands. Thanks again for joining us today.

[Operator]

We will now begin the analyst question-and-answer session. [Operator Instructions] Our first question comes from Frederico Gomes of ATB Capital Markets. Please go ahead.

[Frederico Gomes, ATB Capital Markets]

Hi good morning. Congrats on the quarter and thanks for taking my questions. First question is just from your retail segment and the footprint there. You have 104 SpiritLeaf stores today. So it seems like the base of new stores has slowed down. So could you comment on why is that and what are your expectations for the number of stores by the end of the year and what would be the mix in terms of corporate and franchises? Thank you.

[Zach George, Chief Executive Officer]

Good morning and thanks for the question. So as you know, we are dealing with a very volatile and dynamic environment in every segment of the industry in Canada. So we are not going to give guidance at this point, but you are right to point out that we are not focused on an aggressive rollout of doors into a market as already, obviously very saturated.

And when you look at the performance of our other public peers, you can see that that saturation, along with oversupply of flower and other products is really starting to bite in terms of profitability. So we are taking a cautious approach and we are expecting more consolidation, but we are also expecting this trickle of closures that we are starting to see to increase into the end of the year, which should take a lot of pressure off surviving retailers.

[Frederico Gomes, ATB Capital Markets]

Great, thank you. And then maybe just thinking about the broader macro environment that we are seeing right now in terms of inflation. So how are you thinking about that and the impact that inflation could have in your credit portfolio and the real rate of return that you are getting there. Thank you.

[Zach George, Chief Executive Officer]

Yes, I think where you see it, you have to get beyond the macro, but we are seeing inflationary pressure at many levels of our business. The borrowers that are the source of that credit exposure are feeling the same. So I think what you are going to see is a credit quality, impact, where in many cases, because of the oversupply and market saturation we see in Canada, and the emerging pressure that you are seeing in individual mature states in the U.S.

It has been very difficult to pass price through to the consumer. We think that that will come but it’s going to take more time. So in the meantime, we are doing everything possible to support our staff, make sure that we are competitive with wages and there will be some investment required to get to the other side.

But while we are seeing the price of most consumer goods increased quite dramatically, we are not seeing that just yet across the board in cannabis. In fact, in Canada we are still seeing in many pockets sort of a race to the bottom on pricing and we expect that to change materially over the next 12-months.

[Frederico Gomes, ATB Capital Markets]

Thanks that is helpful. And then maybe if I could just one last question on Alcanna, what is your outlook in terms of growth there? I know that some more mature business, Liquor Retail, but did you expect to invest in that business to grow there or it is just about nuking those cash flows as you go forward? Thank you.

[Zach George, Chief Executive Officer]

Yes, we couldn’t be more excited about the colleagues that we have brought into this transaction and their deep experience in retail. So yes, the retail infrastructure and team that has over two decades of experience in the retail landscape, and in the regulated products, landscape.

And so we are still heads down working through integration, but what I would say is really two things, when you look at the last two years through the pandemic, you had off premise consumption, really skyrocket as bars and restaurants were less accessible in Canada and so that drove massive sales increases.

So we expect those to moderate, but at the same time, there is a number of initiatives that we are looking at right now that we think can stabilize and meaningfully improve profitability at that core business on the liquor side, and we are working on those initiatives now and expect to be sharing those in the coming quarters.

[Frederico Gomes, ATB Capital Markets]

Thank you. I will hop back in the queue.

[Operator]

[Operator Instructions] This concludes the question-and-answer session. I would like to turn the conference back over to Zach for any closing remarks.

[Zach George, Chief Executive Officer]

Thanks for everyone’s time today. We look forward to updating you in the near future on our progress. Thank you.

[Operator]

This concludes today’s conference call. You may disconnect your lines. Thank you for participating and have a pleasant day.