Unique Logistics International Reports Second Quarter Fiscal 2021 Earnings (Quarter ending November 30, 2020 and the six months ending November 30, 2020)

NEW YORK, Feb. 8, 2021 /PRNewswire/ -- Unique Logistics International, Inc. (formerly Innocap, Inc.) a global logistics and freight forwarding company, today announced the filing of its Current Report on Form 10-Q (the "Current Report") which included financial results for the three month and six-month period ending November 30, 2020.

Key Financial Results:



Three Months
ended

November 30,
2020

Six months ended

November 30,
2020





Total revenues


$124.6 million

$182.1 million

Income from operations (note 1)


$3.0 million

$2.5 million

Net income


$1.4 million

$0.8 million

Adjusted EBITDA


$4.7 million

$4.8 million

 

 

Note 1: 12 months ended May 31, 2020
Pro-forma Loss from operations $1.4
million.




 



As of

November 30,
2020

As of

May 31, 2020





Total Assets


$69.7 million

$34.0 million

Total Stockholders' Equity


$3.9 million

$1.1 million

Key Business Highlights:

  1. First 10-Q since the Company's Reverse Merger with Unique Logistics Holdings, Inc. and subsidiaries (the "Acquired Business").
  2. Management has successfully integrated the Acquired Business, achieved synergies and continues to seek further synergies while expanding our business.
  3. An increase in pro-forma revenue from $115.1 million for the 12-month period ended May 31, 2020 (pro forma revenue in the 8K/A as filed on January 26, 2021) to $182.1 million for the six months period ended November 30, 2020.
  4. As evidenced by the revenue increase above, we have successfully increased our per customer revenues.

"We have made significant progress with the integration of the Acquired Business in the last quarter. We continue to explore options to grow our business organically as well as through acquisitions", said Sunandan Ray, the Company's Chief Executive Officer. "We look forward to updating shareholders of our progress, regularly."

Adjusted EBITDA is defined by the Company, for the periods presented, to be earnings before interest, factoring fees, taxes, depreciation and amortization, accretion of debt discounts, loss on debt extinguishments, stock-based compensation, and certain other items. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation in the tables attached to this release of income from continuing operations calculated in accordance with accounting principles generally accepted in the United States of America ("GAAP") to Adjusted EBITDA. Adjusted EBITDA is not a measurement of financial performance under GAAP and may not be comparable to other similarly titled measures of other companies. The Company calculated and communicated Adjusted EBITDA in the tables because the Company's management believes it is of importance to investors and lenders by providing additional information with respect to the performance of its fundamental business activities. Management presents Adjusted EBITDA because it believes that Adjusted EBITDA is a useful supplement to net income as an indicator of operating performance. Management also believes that Adjusted EBITDA is an industry-wide financial measure that is useful both to management and investors when evaluating the Company's performance and comparing our performance with the performance of our competitors. Management also uses adjusted EBITDA for planning purposes, as well as to evaluate the Company's performance because it believes that adjusted EBITDA more accurately reflects the Company's results, as it excludes certain items, such as stock-based compensation charges, that management believes are not indicative of the Company's operating performance. The Company believes that Adjusted EBITDA is a performance measure and not a liquidity measure. Adjusted EBITDA should not be considered as an alternative to operating or net income as an indicator of performance or as an alternative to cash flows from operating activities as an indicator of cash flows, in each case as determined in accordance with GAAP, or as a measure of liquidity. In addition, adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and Adjusted EBITDA is defined by the Company for the periods presented to be earnings before interest, factoring fees, taxes, depreciation and amortization, accretion of debt discounts, loss on debt extinguishments, stock-based compensation, and certain other items. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation in the tables attached to this release of loss from continuing operations calculated in accordance with accounting principles generally accepted in the United States of America ("GAAP") to Adjusted EBITDA. Adjusted EBITDA is not a measurement of financial performance under GAAP and may not be comparable to other similarly titled measures of other companies. The Company calculated and communicated Adjusted EBITDA in the tables because the Company's management believes it is of importance to investors and lenders by providing additional information with respect to the performance of its fundamental business activities. Management presents Adjusted EBITDA because it believes that Adjusted EBITDA is a useful supplement to net loss as an indicator of operating performance. Management also believes that Adjusted EBITDA is an industry-wide financial measure that is useful both to management and investors when evaluating the Company's performance and comparing our performance with the performance of our competitors. Management also uses adjusted EBITDA for planning purposes, as well as to evaluate the Company's performance because it believes that adjusted EBITDA more accurately reflects the Company's results, as it excludes certain items, such as stock-based compensation charges, that management believes are not indicative of the Company's operating performance. The Company believes that Adjusted EBITDA is a performance measure and not a liquidity measure. Adjusted EBITDA should not be considered as an alternative to operating or net loss as an indicator of performance or as an alternative to cash flows from operating activities as an indicator of cash flows, in each case as determined in accordance with GAAP, or as a measure of liquidity. In addition, adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. The Company's calculation of Adjusted EBITDA may or may not be consistent with the calculation of this measure by other companies in the same industry. Investors should not view Adjusted EBITDA as an alternative to the GAAP operating measure of net income (loss). In addition, Adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. Management does not intend the presentation of these non-GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with GAAP. These non-GAAP measures should be read only in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP income taxes that can affect cash flows. The Company's calculation of Adjusted EBITDA may or may not be consistent with the calculation of this measure by other companies in the same industry. Investors should not view Adjusted EBITDA as an alternative to the GAAP operating measure of net income (loss). In addition, Adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. Management does not intend the presentation of these non-GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with GAAP. These non-GAAP measures should be read only in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP.

About Unique Logistics International, Inc.

Unique Logistics International, Inc. (OTC: UNQL) through its wholly owned operating subsidiaries, is a global logistics and freight forwarding company providing a range of international logistics services that enable its customers to outsource to the Company sections of their supply chain process. The services provided are seamlessly managed by its network of trained employees and integrated information systems. We enable our customers to share data regarding their international vendors and purchase orders with us, execute the flow of goods and information under their operating instructions, provide visibility to the flow of goods from factory to distribution center or store and when required, update their inventory records.

Important Cautions Regarding Forward-Looking Statements

This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things our plans, strategies and prospects -- both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to Conversion Labs, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language. 

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

UNIQUE LOGISTICS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS




November 30,

2020


May 31,

2020



(unaudited)



ASSETS





Current Assets:





Cash and cash equivalents

$

3,532,960

$

1,349,363

Accounts receivable – trade, net


27,427,464


7,932,310

Contract assets


12,199,516


4,837,008

Factoring reserve


8,255,173


970,724

Other prepaid expenses and current assets


82,005


91,671

Total current assets


51,497,118


15,181,076






Property and equipment – net


185,371


198,988






Other long-term assets:





Goodwill


4,773,584


4,773,584

Intangible assets – net


8,398,426


8,752,000

Operating lease right-of-use assets – net


4,300,118


4,770,280

Deposits and other assets


512,362


292,404

Total other long-term assets


17,984,490


18,588,268

Total assets

$

69,666,979

$

33,968,332






Liabilities and Stockholders' Equity





Current Liabilities:





Accounts payable – trade

$

37,120,279

$

9,591,780

Accrued expenses and other current liabilities


1,688,745


3,619,216

Accrued Freight


10,358,076


3,477,380

Current portion of notes payable


858,333


858,333

Current portion of long-term debt due to related parties


6,385,311


6,380,975

Current portion of promissory notes


1,169,916


618,309

Convertible notes payable, net


1,273,212


-

Current portion of operating lease liability


1,383,251


1,288,216

Total current liabilities


60,237,123


25,834,209






Other long-term liabilities


706,674


848,010

Long-term-debt due to related parties, net of current portion


144,992


193,328

Notes payable, net of current portion


1,037,502


1,466,667

Promissory notes, net of current portion


626,146


1,027,753

Operating lease liability, net of current portion


2,970,933


3,482,064

Total long-term liabilities


5,486,247


7,017,822






Total liabilities


65,723,370


32,852,031






Commitments and contingencies










Stockholders' Equity:





Series A Convertible Preferred stock, $0.001 par value; 130,000 shares authorized;

130,000 issued and outstanding as of November 30, 2020 and May 31, 2020


130


130

Series B Convertible Preferred stock, $0.001 par value; 870,000 shares authorized;
840,000 and

870,000 issued and outstanding as of November 30, 2020 and May 31, 2020,
respectively


840


870

Common stock, $0.001 par value; 500,000,000 shares authorized; 357,829,365 and

0 shares issued and outstanding as of November 30, 2020 and May 31, 2020,
respectively


357,830


-

Additional paid-in capital


3,170,273


1,523,811

Retained earnings (accumulated deficit)


414,536


(408,510)

Total Stockholders' Equity


3,943,609


1,116,301

Total Liabilities and Stockholders' Equity

$

69,666,979

$

33,968,332

 

UNIQUE LOGISTICS INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)




For the Three

Months Ended

November 30,

2020


For the Six

Months Ended

November 30,

2020


For the Period

October 28,

2019

(inception)

Through

November 30,

2019

Revenues: 







Airfreight services

$

72,388,144

$

89,887,028

$

-

Ocean freight and ocean services


42,601,314


73,254,180


-

Contract logistics


838,853


1,527,563


-

Customs brokerage and other services


8,811,109


17,385,916


-

Total revenues


124,639,420


182,054,687


-








Costs and operating expenses:







Airfreight services


68,891,139


85,628,080


-

Ocean freight and ocean services


38,726,139


66,592,372


-

Contract logistics


297,758


561,826


-

Customs brokerage and other services


8,357,835


16,502,717


-

Salaries and related costs


2,191,247


4,292,136


-

Professional fees


228,739


658,480


-

Rent and occupancy


442,605


901,116


-

Selling and promotion


846,883


1,898,311


-

Depreciation and amortization


191,398


382,217


-

Fees on factoring agreements


1,410,203


1,884,263


-

Other


16,190


238,889


15

Total costs and operating expenses


121,600,136


179,540,407


15








Income (loss) from operations


3,039,284


2,514,280


(15)








Other expenses







Interest


(203,740)


(236,179)


-

Loss on extinguishment of convertible note


(1,147,856)


(1,147,856)


-

Total other expenses


(1,351,596)


(1,384,035)


-








Net income (loss) before income taxes


1,687,688


1,130,245


(15)








Income tax expense


290,505


307,199


-








Net income (loss)

$

1,397,183

$

823,046

$

(15)








Net income (loss) per common share







– basic

$

0.01

$

0.01

$

(0.00)

– diluted

$

0.00

$

0.00

$

(0.00)








Weighted average common shares outstanding







– basic


252,603,584


167,748,635


-

– diluted


8,646,523,725


9,180,134,802


-

 

Adjusted EBITDA

Following is the reconciliation of our consolidated net income to Adjusted EBITDA:



For the Three
Months Ended

November 30,
2020



For the Six
Months Ended

November 30,
2020











Net income


$

1,400,038




825,901











Add Back:









Income tax expense



290,505




307,199


Depreciation and amortization



191,398




382,217


Stock- based compensation



50,000




50,000


Loss on extinguishment of convertible notes



1,147,856




1,147,856


Factoring fees



1,410,203




1,884,263


Interest expense (including accretion of debt discount)



203,740




236,179





3,293,702




4,007,714











Adjusted EBITDA



4,690,885




4,830,760


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SOURCE Unique Logistics International, Inc.