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Sundial Growers Inc.
Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited - expressed in thousands of Canadian dollars)
Sundial Growers Inc.
Condensed Consolidated Interim Statement of Financial Position
(Unaudited - expressed in thousands of Canadian dollars)
| As at | Note | June 30, 2021 | December 31, 2020 (1) | ||||
| Assets | |||||||
| Current Assets | |||||||
| Cash and cash equivalents | 885,418 | 60,376 | |||||
| Restricted cash | 6 | 52,449 | 5,333 | ||||
| Marketable securities | 7 | 97,419 | - | ||||
| Accounts receivable | 8 | 8,853 | 15,898 | ||||
| Biological assets | 9 | 2,341 | 3,531 | ||||
| Inventory | 10 | 35,194 | 25,613 | ||||
| Prepaid expenses and deposits | 3,202 | 4,622 | |||||
| Investments | 13 | 3,049 | - | ||||
| Assets held for sale | 2,998 | 2,998 | |||||
| 1,090,923 | 118,371 | ||||||
| Non-current assets | |||||||
| Long-term deposits | 7,981 | 2,633 | |||||
| Property, plant and equipment | 11 | 53,409 | 116,928 | ||||
| Intangible assets | 12 | 4,886 | 5,063 | ||||
| Investments | 13 | 62,480 | 51,876 | ||||
| Equity-accounted investees | 14 | 191,599 | - | ||||
| Total assets | 1,411,278 | 294,871 | |||||
| Liabilities | |||||||
| Current liabilities | |||||||
| Accounts payable and accrued liabilities | 24,559 | 23,308 | |||||
| Current portion of lease obligations | 415 | 409 | |||||
| Derivative warrants | 15 | 54,000 | 428 | ||||
| 78,974 | 24,145 | ||||||
| Non-current liabilities | |||||||
| Lease obligations | 804 | 1,031 | |||||
| Total liabilities | 79,778 | 25,176 | |||||
| Shareholders' equity | |||||||
| Share capital | 16(b) | 2,003,013 | 762,046 | ||||
| Warrants | 16(c) | 6,138 | 6,138 | ||||
| Contributed surplus | 64,901 | 59,344 | |||||
| Contingent consideration | 2,279 | 2,279 | |||||
| Accumulated deficit (1) | (744,831 | ) | (558,128 | ) | |||
| Total shareholders' equity | 1,331,500 | 271,679 | |||||
| Non-controlling interest (1) | - | (1,984 | ) | ||||
| Total liabilities and shareholders' equity | 1,411,278 | 294,871 |
Commitments (note 26)
Subsequent events (note 27)
See accompanying notes to the condensed consolidated interim financial statements.
Sundial Growers Inc.
Condensed Consolidated Interim Statement of Loss and Comprehensive Loss
(Unaudited - expressed in thousands of Canadian dollars, except per share amounts)
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||
| Note | 2021 | 2020 | 2021 | 2020 | ||||||||||||||
| Gross revenue | 18 | 12,739 | 24,341 | 24,487 | 40,931 | |||||||||||||
| Excise taxes | 3,588 | 4,147 | 5,445 | 6,731 | ||||||||||||||
| Net revenue | 9,151 | 20,194 | 19,042 | 34,200 | ||||||||||||||
| Cost of sales | 10 | 9,534 | 17,336 | 20,979 | 30,843 | |||||||||||||
| Inventory obsolescence | 10 | 1,651 | 10,026 | 3,405 | 17,741 | |||||||||||||
| Gross margin before fair value adjustments | (2,034 | ) | (7,168 | ) | (5,342 | ) | (14,384 | ) | ||||||||||
| Change in fair value of biological assets | 9 | (331 | ) | (1,756 | ) | (425 | ) | 4,659 | ||||||||||
| Change in fair value realized through inventory | 10 | (456 | ) | (6,213 | ) | (506 | ) | (15,905 | ) | |||||||||
| Gross margin | (2,821 | ) | (15,137 | ) | (6,273 | ) | (25,630 | ) | ||||||||||
| Interest and fee revenue | 19 | 3,344 | - | 6,193 | - | |||||||||||||
| Investment revenue | 19 | 2,362 | - | 15,262 | - | |||||||||||||
| Share of profit of equity-accounted investees | 14 | 3,724 | - | 3,724 | - | |||||||||||||
| General and administrative | 10,086 | 7,735 | 17,179 | 18,343 | ||||||||||||||
| Sales and marketing | 1,315 | 518 | 2,265 | 2,310 | ||||||||||||||
| Research and development | 758 | 36 | 993 | 343 | ||||||||||||||
| Depreciation and amortization | 11,12 | 931 | 1,277 | 1,989 | 1,934 | |||||||||||||
| Share-based compensation | 17 | 4,539 | 3,152 | 7,995 | 3,947 | |||||||||||||
| Restructuring costs | - | 2,363 | - | 5,082 | ||||||||||||||
| Asset impairment | 11 | 60,000 | - | 60,000 | 5,659 | |||||||||||||
| Government subsidies | 20 | - | - | (2,180 | ) | - | ||||||||||||
| Income (loss) from operations | (71,020 | ) | (30,218 | ) | (69,335 | ) | (63,248 | ) | ||||||||||
| Transaction costs | (805 | ) | (1,297 | ) | (4,453 | ) | (2,398 | ) | ||||||||||
| Finance costs | 21 | (40 | ) | (1,002 | ) | (91 | ) | (6,984 | ) | |||||||||
| Change in estimate of fair value of derivative warrants | 15 | 19,810 | 411 | (110,134 | ) | 411 | ||||||||||||
| Foreign exchange gain (loss) | (208 | ) | (599 | ) | (648 | ) | 955 | |||||||||||
| Gain (loss) on disposition of PP&E | (22 | ) | (122 | ) | (139 | ) | 488 | |||||||||||
| Other expenses | 14(b) | (2 | ) | - | (1,932 | ) | - | |||||||||||
| Loss before income tax | (52,287 | ) | (32,827 | ) | (186,732 | ) | (70,776 | ) | ||||||||||
| Net loss from continuing operations | (52,287 | ) | (32,827 | ) | (186,732 | ) | (70,776 | ) | ||||||||||
| Net loss from discontinued operations | 4 | - | (27,593 | ) | - | (33,627 | ) | |||||||||||
| Net loss | (52,287 | ) | (60,420 | ) | (186,732 | ) | (104,403 | ) | ||||||||||
| Gain on translation of foreign operations | - | (1,093 | ) | - | 600 | |||||||||||||
| Comprehensive loss | (52,287 | ) | (61,513 | ) | (186,732 | ) | (103,803 | ) | ||||||||||
| Net loss from continuing operations attributable to: | ||||||||||||||||||
| Sundial Growers Inc. | (52,287 | ) | (32,750 | ) | (186,703 | ) | (70,611 | ) | ||||||||||
| Non-controlling interest | - | (77 | ) | (29 | ) | (165 | ) | |||||||||||
| (52,287 | ) | (32,827 | ) | (186,732 | ) | (70,776 | ) | |||||||||||
| Net loss attributable to: | ||||||||||||||||||
| Sundial Growers Inc. | (52,287 | ) | (60,343 | ) | (186,703 | ) | (104,238 | ) | ||||||||||
| Non-controlling interest | - | (77 | ) | (29 | ) | (165 | ) | |||||||||||
| (52,287 | ) | (60,420 | ) | (186,732 | ) | (104,403 | ) | |||||||||||
| Comprehensive loss attributable to: | ||||||||||||||||||
| Sundial Growers Inc. | (52,287 | ) | (61,436 | ) | (186,703 | ) | (103,638 | ) | ||||||||||
| Non-controlling interest | - | (77 | ) | (29 | ) | (165 | ) | |||||||||||
| (52,287 | ) | (61,513 | ) | (186,732 | ) | (103,803 | ) | |||||||||||
| Net loss per common share attributable to Sundial Growers Inc. | ||||||||||||||||||
| Basic and diluted | 22 | $ | (0.03 | ) | $ | (0.57 | ) | $ | (0.11 | ) | $ | (0.97 | ) |
See accompanying notes to the condensed consolidated interim financial statements.
Sundial Growers Inc.
Condensed Consolidated Interim Statement of Changes in Shareholders' Equity
(Unaudited - expressed in thousands of Canadian dollars)
| Note | Share capital | Warrants | Contributed surplus | Contingent consideration | Accumulated deficit (1) | Accumulated other comprehensive income | Non- controlling interest (1) | Total equity | |||||||||||||||||
| Balance at December 31, 2020 (1) | 762,046 | 6,138 | 59,344 | 2,279 | (558,128 | ) | - | (1,984 | ) | 269,695 | |||||||||||||||
| Net loss | - | - | - | - | (186,703 | ) | - | (29 | ) | (186,732 | ) | ||||||||||||||
| Loss of control of subsidiary | 14(b) | - | - | - | - | - | - | 2,013 | 2,013 | ||||||||||||||||
| Share issuances | 16(b) | 977,425 | - | - | - | - | - | - | 977,425 | ||||||||||||||||
| Share issuance costs | 16(b) | (16,233 | ) | - | - | - | - | - | - | (16,233 | ) | ||||||||||||||
| Derivative warrants exercised | 15 | 277,136 | - | - | - | - | - | - | 277,136 | ||||||||||||||||
| Share-based compensation | 17 | 6 | - | 7,989 | - | - | - | - | 7,995 | ||||||||||||||||
| Employee awards exercised | 2,633 | - | (2,432 | ) | - | - | - | - | 201 | ||||||||||||||||
| Balance at June 30, 2021 | 2,003,013 | 6,138 | 64,901 | 2,279 | (744,831 | ) | - | - | 1,331,500 | ||||||||||||||||
| Balance at March 31, 2021 | 1,675,595 | 6,138 | 60,370 | 2,279 | (692,544 | ) | - | - | 1,051,838 | ||||||||||||||||
| Net loss | - | - | - | - | (52,287 | ) | - | - | (52,287 | ) | |||||||||||||||
| Share issuances | 16(b) | 330,110 | - | - | - | - | - | - | 330,110 | ||||||||||||||||
| Share issuance costs | 16(b) | (2,750 | ) | - | - | - | - | - | - | (2,750 | ) | ||||||||||||||
| Share-based compensation | 17 | 5 | - | 4,534 | - | - | - | - | 4,539 | ||||||||||||||||
| Employee awards exercised | 53 | - | (3 | ) | - | - | - | - | 50 | ||||||||||||||||
| Balance at June 30, 2021 | 2,003,013 | 6,138 | 64,901 | 2,279 | (744,831 | ) | - | - | 1,331,500 |
Sundial Growers Inc.
Condensed Consolidated Interim Statement of Changes in Shareholders' Equity
(Unaudited - expressed in thousands of Canadian dollars)
| Note | Share capital | Warrants | Contributed surplus | Contingent consideration | Accumulated deficit | Accumulated other comprehensive income | Non- controlling interest | Total equity | |||||||||||||||||
| Balance at December 31, 2019 | 509,654 | 27,831 | 30,192 | 2,279 | (360,338 | ) | 6,866 | 4,714 | 221,198 | ||||||||||||||||
| Net loss | - | - | - | - | (104,238 | ) | - | (165 | ) | (104,403 | ) | ||||||||||||||
| Other comprehensive income | - | - | - | - | - | 600 | - | 600 | |||||||||||||||||
| Share issuances | 610 | - | - | - | - | - | - | 610 | |||||||||||||||||
| Dispositions | 4 | (38,447 | ) | - | - | - | 35,456 | (7,466 | ) | - | (10,457 | ) | |||||||||||||
| Share-based compensation | 17 | 51 | - | 3,070 | - | - | - | - | 3,121 | ||||||||||||||||
| Balance at June 30, 2020 | 471,868 | 27,831 | 33,262 | 2,279 | (429,120 | ) | - | 4,549 | 110,669 | ||||||||||||||||
| Balance at March 31, 2020 | 510,314 | 27,831 | 31,378 | 2,279 | (404,233 | ) | 8,559 | 4,626 | 180,754 | ||||||||||||||||
| Net loss | - | - | - | - | (60,343 | ) | - | (77 | ) | (60,420 | ) | ||||||||||||||
| Other comprehensive loss | - | - | - | - | - | (1,093 | ) | - | (1,093 | ) | |||||||||||||||
| Dispositions | 4 | (38,447 | ) | - | - | - | 35,456 | (7,466 | ) | - | (10,457 | ) | |||||||||||||
| Share-based compensation | 17 | 1 | - | 1,884 | - | - | - | - | 1,885 | ||||||||||||||||
| Balance at June 30, 2020 | 471,868 | 27,831 | 33,262 | 2,279 | (429,120 | ) | - | 4,549 | 110,669 |
See accompanying notes to the condensed consolidated interim financial statements.
Sundial Growers Inc.
Condensed Consolidated Interim Statement of Cash Flows
(Unaudited - expressed in thousands of Canadian dollars)
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||
| Note | 2021 | 2020 | 2021 | 2020 | ||||||||||||||
| Cash provided by (used in): | ||||||||||||||||||
| Operating activities | ||||||||||||||||||
| Net loss from continuing operations for the period | (52,287 | ) | (32,827 | ) | (186,732 | ) | (70,776 | ) | ||||||||||
| Items not involving cash: | ||||||||||||||||||
| Change in fair value of biological assets | 331 | 1,756 | 425 | (4,659 | ) | |||||||||||||
| Share-based compensation | 17 | 4,539 | 3,152 | 7,995 | 3,947 | |||||||||||||
| Depreciation and amortization | 11,12 | 2,364 | 2,946 | 4,771 | 5,869 | |||||||||||||
| (Gain) loss on disposition of PP&E | 22 | 122 | 139 | (488 | ) | |||||||||||||
| Inventory obsolescence | 10 | 1,651 | 10,026 | 3,405 | 17,741 | |||||||||||||
| Finance costs | 21 | 29 | (100 | ) | 52 | 1,816 | ||||||||||||
| Change in estimate of fair value of derivative warrants | 15 | (19,810 | ) | (411 | ) | 110,134 | (411 | ) | ||||||||||
| Unrealized foreign exchange (gain) loss | 104 | 583 | 2,009 | (1,186 | ) | |||||||||||||
| Restructuring costs | - | 448 | - | 448 | ||||||||||||||
| Asset impairment | 11 | 60,000 | - | 60,000 | 5,659 | |||||||||||||
| Share of profit of equity-accounted investees | 14(a) | (3,724 | ) | - | (3,724 | ) | - | |||||||||||
| Other expenses | 14(b) | 2 | - | 1,864 | - | |||||||||||||
| Gain on disposition of marketable securities | 7,19 | (4,211 | ) | - | (12,230 | ) | - | |||||||||||
| Unrealized (gain) loss on marketable securities | 7 | 1,849 | - | (3,032 | ) | - | ||||||||||||
| Additions to marketable securities | 7 | (69,593 | ) | - | (106,333 | ) | - | |||||||||||
| Proceeds from disposal of marketable securities | 7 | 8,118 | - | 24,176 | - | |||||||||||||
| Change in non-cash working capital | 234 | 1,799 | (7,667 | ) | 12,024 | |||||||||||||
| Net cash used in operating activities from continuing operations | (70,382 | ) | (12,506 | ) | (104,748 | ) | (30,016 | ) | ||||||||||
| Net cash provided by operating activities from discontinued operations | 4 | - | 756 | - | 4,820 | |||||||||||||
| Net cash used in operating activities | (70,382 | ) | (11,750 | ) | (104,748 | ) | (25,196 | ) | ||||||||||
| Investing activities | ||||||||||||||||||
| Additions to property, plant and equipment | 11 | (1,745 | ) | (117 | ) | (1,864 | ) | (1,793 | ) | |||||||||
| Additions to investments | 13 | (3,000 | ) | - | (13,560 | ) | - | |||||||||||
| Additions to equity-accounted investees | 14(b) | (187,875 | ) | - | (187,875 | ) | - | |||||||||||
| Proceeds from disposal of PP&E | 11 | 55 | 3 | 115 | 2,103 | |||||||||||||
| Change in non-cash working capital | 277 | (2,629 | ) | 37 | (10,690 | ) | ||||||||||||
| Net cash used in investing activities from continuing operations | (192,288 | ) | (2,743 | ) | (203,147 | ) | (10,380 | ) | ||||||||||
| Net cash used in investing activities from discontinued operations | 4 | - | (1,671 | ) | - | (6,617 | ) | |||||||||||
| Net cash used in investing activities | (192,288 | ) | (4,414 | ) | (203,147 | ) | (16,997 | ) | ||||||||||
| Financing activities | ||||||||||||||||||
| Proceeds from convertible notes, net of costs | - | 18,629 | - | 18,629 | ||||||||||||||
| Change in restricted cash | 6 | (52,349 | ) | 2 | (47,116 | ) | 10,497 | |||||||||||
| Repayment of Syndicated Credit Agreement | - | (662 | ) | - | (10,662 | ) | ||||||||||||
| Payments on lease obligations | (122 | ) | (100 | ) | (245 | ) | (219 | ) | ||||||||||
| Proceeds from issuance of shares and registered offerings, net of costs | 16(b) | 327,360 | - | 1,062,448 | - | |||||||||||||
| Proceeds from exercise of derivative warrants | 15 | - | - | 119,318 | - | |||||||||||||
| Proceeds from exercise of employee warrants | 17 | 50 | - | 201 | - | |||||||||||||
| Change in non-cash working capital | (197 | ) | (436 | ) | 382 | (643 | ) | |||||||||||
| Net cash provided by financing activities from continuing operations | 274,742 | 17,433 | 1,134,988 | 17,602 | ||||||||||||||
| Net cash used in financing activities from discontinued operations | 4 | - | (761 | ) | - | (639 | ) | |||||||||||
| Net cash provided by financing activities | 274,742 | 16,672 | 1,134,988 | 16,963 | ||||||||||||||
| Effect of exchange rate changes on cash held in foreign currency | (99 | ) | (36 | ) | (2,051 | ) | 1,522 | |||||||||||
| Change in cash and cash equivalents | 11,973 | 472 | 825,042 | (23,708 | ) | |||||||||||||
| Cash and cash equivalents, beginning of period | 873,445 | 21,157 | 60,376 | 45,337 | ||||||||||||||
| Cash and cash equivalents, end of period | 885,418 | 21,629 | 885,418 | 21,629 | ||||||||||||||
| Cash interest paid | - | 2,655 | - | 3,850 |
See accompanying notes to the condensed consolidated interim financial statements.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
Sundial Growers Inc. ("Sundial" or the "Company") was incorporated under the Business Corporations Act (Alberta) on August 19, 2006.
The Company's head office is located at 300, 919 11th Avenue SW, Calgary, Alberta, Canada.
The principal activities of the Company are the production, distribution and sale of cannabis in Canada pursuant to the Cannabis Act and the deployment of capital to investment opportunities. The Cannabis Act regulates the production, distribution, and possession of cannabis for both medical and adult recreational access in Canada.
Sundial and its subsidiaries currently operate solely in Canada. Through its joint venture SunStream Bancorp Inc. (note 14(a)), the Company also provides growth capital and a strategic support platform that pursues indirect investment opportunities in the global cannabis sector, where lawful, as well as other investment opportunities. The Company also makes portfolio investments in debt and equity securities where deemed strategic.
The Company's common shares trade on the Nasdaq Capital Market ("Nasdaq") under the ticker symbol "SNDL".
The global impact of COVID-19 has contributed to a great deal of uncertainty as to the health of the global economy. The Company has implemented several new pandemic-related procedures and protocols at its facilities, including enhanced screening measures, enhanced cleaning and sanitation processes and frequency, encouraging social distancing measures and directing employees to work from home if possible. The Company believes that it can maintain safe operations with these pandemic-related procedures and protocols in place.
COVID-19 has not had a material impact on the Company's business to date, however, any potential future impact that COVID-19 could have on the Company's business or financial results cannot be reasonably estimated at this time. However, any shutdowns requested or mandated by government authorities in response to the outbreak of COVID-19 that may affect the Company, its suppliers, distribution channels or customers may have a material impact to the Company's planned operations.
The condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34 - Interim Financial Reporting as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"). The condensed consolidated interim financial statements were prepared using the same accounting policies and methods as those disclosed in the audited consolidated financial statements for the year ended December 31, 2020, except as described in note 3. The condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements for the Company for the year ended December 31, 2020 which have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the IASB.
These condensed consolidated interim financial statements were approved and authorized for issue by the Board of Directors ("Board") on August 12, 2021.
These condensed consolidated interim financial statements have been prepared on a historical cost basis, except for biological assets and certain financial instruments (note 23(a)) which are measured at fair value with changes in fair value recorded in earnings.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
These condensed consolidated interim financial statements are presented in Canadian dollars, which is the functional and presentation currency of the Company and its Canadian based subsidiaries.
Subsidiaries are entities controlled by the Company. Control exists when the Company has the power, directly and indirectly, to govern the financial and operating policies of an entity and be exposed to the variable returns from its activities. The financial statements of subsidiaries are included in these condensed consolidated interim financial statements from the date that control commences until the date that control ceases.
| Subsidiaries | Jurisdiction of incorporation | Percentage ownership | ||
| Sprout Technologies Inc. | Alberta, Canada | 100 | % | |
| KamCan Products Inc. | British Columbia, Canada | 100 | % | |
| 2011296 Alberta Inc. | Alberta, Canada | 100 | % | |
| Sundial Deutschland GmbH | Germany | 100 | % | |
| Sundial Portugal, Unipessoal LDA | Portugal | 100 | % | |
| 2657408 Ontario Inc. | Ontario, Canada | 100 | % | |
| NGBA-BC Holdings Ltd. | British Columbia, Canada | 100 | % | |
| Sundial Insurance (Bermuda) Ltd. | Bermuda | 100 | % |
The accounting policies, critical accounting judgements and significant estimates used in the preparation of the Company's audited consolidated financial statements for the year ended December 31, 2020 have been applied in the preparation of these condensed consolidated interim financial statements except as described below.
When the Company loses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any related non-controlling interest and other components of equity. Any resulting gain or loss is recognized in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost.
Interests in equity-accounted investees
The Company's interest in equity-accounted investees comprise interests in an associate and a joint venture.
Associates are those entities in which the Company has significant influence, but not control or joint control, over the financial and operating policies. A joint venture is an arrangement in which the Company has joint control, whereby the Company has rights to the net assets of the arrangement, rather than rights to assets and obligations for its liabilities.
Interests in associates and joint ventures are accounted for using the equity method. They are initially recognized at cost, which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Company's share of the profit or loss and OCI of equity-accounted investees, until the date on which significant influence or joint control ceases.
The Company has secured insurance coverage for its directors and officers through two separate captive insurance structures.
The first structure is a captive cell program entered into with a registered insurer for the purpose of holding and managing the Company's coverage funds through a separate cell account ("Cell Captive"). The Company applies IFRS
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
10 Consolidated Financial Statements in its assessment of control as it relates to the Cell Captive. The Company's accounting policy is to consolidate the Cell Captive. The Cell Captive funds are held as cash and may be invested according to the Company's treasury policy. The funds are disclosed as restricted cash as the Cell Captive must be fully funded at all times. The Company will recognize any gains or losses from fair market value adjustments, interest and/or foreign exchange in the Statement of Loss and Comprehensive Loss.
The second structure is a wholly owned subsidiary, Sundial Insurance (Bermuda) Ltd. ("SIBL"), incorporated to provide separate and additional coverage. The Company applies IFRS 10 Consolidated Financial Statements in its assessment of control as it relates to SIBL. The Company's accounting policy is to consolidate SIBL. The funds are disclosed as restricted cash as the funds were required for initial capitalization of the entity and there is a requirement to maintain minimum capital and surplus in accordance with industry regulations.
On May 15, 2020, the Company entered into an agreement to sell all of the outstanding shares of Project Seed Topco ("Bridge Farm") which closed on June 5, 2020.
The comparative statement of loss and comprehensive loss and statement of cash flows has been re-presented to show the discontinued operation separately from continuing operations.
Results of discontinued operations
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||
| 2021 | 2020 (1) | 2021 | 2020 (2) | |||||||||||||
| Gross revenue | - | 13,108 | - | 22,139 | ||||||||||||
| Net revenue | - | 13,108 | - | 22,139 | ||||||||||||
| Cost of sales | - | 8,651 | - | 15,633 | ||||||||||||
| Gross margin before fair value adjustments | - | 4,457 | - | 6,506 | ||||||||||||
| Change in fair value of biological assets | - | 396 | - | 1,064 | ||||||||||||
| Change in fair value realized through inventory | - | (1,122 | ) | - | (1,122 | ) | ||||||||||
| Gross margin | - | 3,731 | - | 6,448 | ||||||||||||
| General and administrative | - | 4,800 | - | 8,585 | ||||||||||||
| Sales and marketing | - | 930 | - | 1,418 | ||||||||||||
| Depreciation and amortization | - | 1,162 | - | 2,752 | ||||||||||||
| Foreign exchange | - | (667 | ) | - | 1,057 | |||||||||||
| Share-based compensation | - | (1,267 | ) | - | (826 | ) | ||||||||||
| Loss from operations | - | (1,227 | ) | - | (6,538 | ) | ||||||||||
| Finance costs | - | (9,891 | ) | - | (10,083 | ) | ||||||||||
| Loss on contingent consideration | - | (1,491 | ) | - | (2,252 | ) | ||||||||||
| Loss on disposition of Bridge Farm | - | (14,979 | ) | - | (14,979 | ) | ||||||||||
| Loss before income tax | - | (27,588 | ) | - | (33,852 | ) | ||||||||||
| Income tax recovery | - | (5 | ) | - | 225 | |||||||||||
| Net loss (3) | - | (27,593 | ) | - | (33,627 | ) |
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
Effect of disposal on the financial position of the company
| Cash and cash equivalents | 2,963 | |||
| Accounts receivable | 15,641 | |||
| Biological assets | 2,831 | |||
| Inventory | 787 | |||
| Property, plant and equipment | 88,698 | |||
| Goodwill | 11,345 | |||
| Intangible assets | 23,884 | |||
| Accounts payable and accrued liabilities | (22,792 | ) | ||
| Lease obligation | (14,894 | ) | ||
| Deferred tax liability | (3,115 | ) | ||
| Accumulated other comprehensive income | (7,466 | ) | ||
| Net assets and liabilities | 97,882 | |||
| Consideration received | ||||
| Term Debt Facility | 45,000 | |||
| Contingent consideration liability | 34,912 | |||
| Cancellation of common shares | 2,991 | |||
| Total consideration | 82,903 | |||
| Loss on disposition | (14,979 | ) |
Late in the fourth quarter of 2020 the Company began the deployment of capital toward strategic investments. The Company developed an internal capital program to evaluate these and potential future investments, which the Company viewed as a new and separate business line from its cannabis operations.
Based on the allocation of the Company's resources by the chief operating decision maker and the information used to analyze the performance of the business, the Company concluded that beginning in Q1 2021, it had two operating segments: cannabis and investments. For the three and six months ended June 30, 2020, there was only one reportable segment and therefore no comparative segment information.
The Company's reportable segments are organized by business line and are comprised of two reportable operating segments: cannabis operations and investment operations. Cannabis operations include the cultivation, distribution and sale of cannabis for the adult-use market and medical markets in Canada. Investment operations include the deployment of capital to investment opportunities. Certain overhead expenses not directly attributable to either the cannabis operations segment or investment operations segment are reported in a third segment referred to as "Corporate".
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
| Cannabis | Investments | Corporate | Total | |||||||||||||
| As at June 30, 2021 | ||||||||||||||||
| Total assets | 274,091 | 1,134,189 | 2,998 | 1,411,278 | ||||||||||||
| Six months ended June 30, 2021 | ||||||||||||||||
| Net revenue | 19,042 | 21,455 | - | 40,497 | ||||||||||||
| Gross margin | (6,273 | ) | 21,455 | - | 15,182 | |||||||||||
| Share of profit of equity-accounted investees | - | 3,724 | - | 3,724 | ||||||||||||
| Depreciation and amortization | 1,782 | - | 207 | 1,989 | ||||||||||||
| Earnings (loss) before tax | (84,623 | ) | 23,351 | (125,460 | ) | (186,732 | ) | |||||||||
| Three months ended June 30, 2021 | ||||||||||||||||
| Net revenue | 9,151 | 5,706 | - | 14,857 | ||||||||||||
| Gross margin | (2,821 | ) | 5,706 | - | 2,885 | |||||||||||
| Share of profit of equity-accounted investees | - | 3,724 | - | 3,724 | ||||||||||||
| Depreciation and amortization | 828 | - | 103 | 931 | ||||||||||||
| Earnings (loss) before tax | (75,451 | ) | 9,051 | 14,113 | (52,287 | ) |
| As at | June 30, 2021 | December 31, 2020 | ||||
| Letters of credit | - | 5,333 | ||||
| Securities collateral | 36,224 | - | ||||
| Captive insurance | 16,225 | - | ||||
| 52,449 | 5,333 |
Securities collateral is comprised of a cash balance to satisfy margin requirements on the Company's option trading position.
The Company has secured insurance coverage for its directors and officers through two separate captive insurance structures. The first structure is a captive cell program entered into with a registered insurer for the purpose of holding and managing the Company's coverage funds through a separate cell account ("Cell Captive"). The cell account was funded with $12.1 million and is required to be fully funded at all times. The second structure is a wholly incorporated subsidiary, Sundial Insurance (Bermuda) Ltd., which was incorporated to provide separate and additional coverage and initially funded with $4.1 million.
| As at | June 30, 2021 | December 31, 2020 | ||||
| Balance, beginning of year | - | - | ||||
| Additions | 106,333 | - | ||||
| Dispositions | (11,946 | ) | - | |||
| Change in fair value recognized in profit or loss | 3,032 | - | ||||
| Balance, end of period | 97,419 | - |
During the six months ended June 30, 2021, proceeds of $24.2 million were received for dispositions of marketable securities and a gain on disposition of $12.2 million was recognized (note 19).
Marketable securities have been designated as Fair Value Through Profit or Loss ("FVTPL") (note 23).
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three and six months ended June 30, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
The components of marketable securities are as follows:
| As at | June 30, 2021 | December 31, 2020 | ||||
| Equity securities | 98,703 | - | ||||
| Put and call options | (1,284 | ) | - | |||
| 97,419 | - |
| As at | June 30, 2021 | December 31, 2020 | ||||
| Trade receivables | 8,351 | 15,786 | ||||
| Other receivables | 502 | 112 | ||||
| 8,853 | 15,898 |
The Company has calculated expected credit losses ("ECLs") based on lifetime expected credit losses, taking into consideration historical credit loss experience and financial factors specific to the debtors and general economic conditions. Refer to note 23 for credit risk disclosures.
The Company's biological assets consist of cannabis plants in various stages of vegetation, including plants which have not been harvested. The change in carrying value of biological assets are as follows:
| As at | June 30, 2021 | December 31, 2020 | ||||
| Balance, beginning of year | 3,531 | 14,309 | ||||
| Increase in biological assets due to capitalized costs | 13,373 | 39,957 | ||||
| Net change in fair value of biological assets | (425 | ) | 6,496 | |||
| Transferred to inventory upon harvest | (14,138 | ) | (54,388 | ) | ||
| Disposition of Bridge Farm (note 4) | - | (2,831 | ) | |||
| Foreign currency translation | - | (12 | ) | |||
| Balance, end of period | 2,341 | 3,531 |
Biological assets are valued in accordance with IAS 41 and are presented at their fair value less costs to sell up to the point of harvest. This is determined using a model which estimates the expected harvest yield in grams for plants currently being cultivated, and then adjusts that amount for the expected selling price less costs to produce and sell per gram.