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Sundial Growers Inc. Condensed Consolidated Interim Financial Statements For the three months ended

Key Takeaway: Sundial Growers Inc. Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2021 (Unaudited - expressed in thousands of Canadian dollars) Sundial Growers Inc. Condensed Consolidated Interim Statement of Financial Position (Unaudited - expre

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Sundial Growers Inc.
Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 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 March 31, 2021 December 31, 2020 (1)
Assets
Current Assets
Cash and cash equivalents 873,445 60,376
Restricted cash 100 5,333
Marketable securities 6 33,582 -
Accounts receivable 7 9,350 15,898
Biological assets 8 2,835 3,531
Inventory 9 32,837 25,613
Prepaid expenses and deposits 5,097 4,622
Assets held for sale 2,998 2,998
960,244 118,371
Non-current assets
Long-term deposits 7,981 2,633
Property, plant and equipment 10 114,039 116,928
Intangible assets 11 4,974 5,063
Investments 12 62,451 51,876
Total assets 1,149,689 294,871
Liabilities
Current liabilities
Accounts payable and accrued liabilities 22,701 23,308
Current portion of lease obligations 416 409
Derivative warrants 13 73,810 428
96,927 24,145
Non-current liabilities
Lease obligations 924 1,031
Total liabilities 97,851 25,176
Shareholders' equity
Share capital 14(b) 1,675,595 762,046
Warrants 14(c) 6,138 6,138
Contributed surplus 60,370 59,344
Contingent consideration 2,279 2,279
Accumulated deficit (1) (692,544 ) (558,128 )
Total shareholders' equity 1,051,838 271,679
Non-controlling interest (1) - (1,984 )
Total liabilities and shareholders' equity 1,149,689 294,871
Commitments (note 24)
Subsequent events (note 25)
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 March 31
Note 2021 2020
Gross revenue 16 11,748 16,590
Excise taxes 1,857 2,584
Net revenue 9,891 14,006
Cost of sales 9 11,445 13,507
Inventory obsolescence 9 1,754 7,715
Gross margin before fair value adjustments (3,308 ) (7,216 )
Change in fair value of biological assets 8 (94 ) 6,415
Change in fair value realized through inventory 9 (50 ) (9,692 )
Gross margin (3,452 ) (10,493 )
Interest and fee revenue 17 2,849 -
Investment revenue 17 12,900 -
General and administrative 7,093 10,608
Sales and marketing 950 1,792
Research and development 235 307
Depreciation and amortization 10,11 1,058 657
Share-based compensation 15 3,456 795
Restructuring costs - 2,719
Asset impairment - 5,659
Government subsidies 18 (2,180 ) -
Income (loss) from operations 1,685 (33,030 )
Transaction costs (3,648 ) (1,101 )
Finance costs 19 (51 ) (5,982 )
Change in estimate of fair value of derivative warrants 13 (129,944 ) -
Foreign exchange gain (loss) (440 ) 1,554
Gain (loss) on disposition of PP&E (117 ) 610
Other expenses 12 (1,930 ) -
Loss before income tax (134,445 ) (37,949 )
Net loss from continuing operations (134,445 ) (37,949 )
Net loss from discontinued operations 4 - (6,034 )
Net loss (134,445 ) (43,983 )
Gain on translation of foreign operations - 1,693
Comprehensive loss (134,445 ) (42,290 )
Net loss from continuing operations attributable to:
Sundial Growers Inc. (134,416 ) (37,861 )
Non-controlling interest (29 ) (88 )
(134,445 ) (37,949 )
Net loss attributable to:
Sundial Growers Inc. (134,416 ) (43,895 )
Non-controlling interest (29 ) (88 )
(134,445 ) (43,983 )
Comprehensive loss attributable to:
Sundial Growers Inc. (134,416 ) (42,202 )
Non-controlling interest (29 ) (88 )
(134,445 ) (42,290 )
Net loss per common share attributable to Sundial Growers Inc.
Basic and diluted 20 $ (0.09 ) $ (0.41 )
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 - - - - (134,416 ) - (29 ) (134,445 )
Loss of control of subsidiary 12 - - - - - - 2,013 2,013
Share issuances 14(b) 647,315 - - - - - - 647,315
Share issuance costs 14(b) (13,483 ) - - - - - - (13,483 )
Derivative warrants exercised 13 277,136 - - - - - - 277,136
Share-based compensation 15 1 - 3,455 - - - - 3,456
Employee awards exercised 2,580 - (2,429 ) - - - - 151
Balance at March 31, 2021 1,675,595 6,138 60,370 2,279 (692,544 ) - - 1,051,838
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 - - - - (43,895 ) - (88 ) (43,983 )
Other comprehensive income - - - - - 1,693 - 1,693
Share issuances 610 - - - - - - 610
Share-based compensation 15 50 - 1,186 - - - - 1,236
Balance at March 31, 2020 510,314 27,831 31,378 2,279 (404,233 ) 8,559 4,626 180,754
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 March 31
Note 2021 2020
Cash provided by (used in):
Operating activities
Net loss from continuing operations for the period (134,445 ) (37,949 )
Items not involving cash:
Change in fair value of biological assets 94 (6,415 )
Share-based compensation 15 3,456 795
Depreciation and amortization 10,11 2,407 2,923
(Gain) loss on disposition of PP&E 117 (610 )
Inventory obsolescence 9 1,754 7,715
Finance costs 19 23 1,916
Change in estimate of fair value of derivative warrants 13 129,944 -
Unrealized foreign exchange (gain) loss 1,905 (1,769 )
Asset impairment - 5,659
Other expenses 12 1,862 -
Gain on disposition of marketable securities 6,17 (8,019 ) -
Unrealized gain on marketable securities 6 (4,881 ) -
Additions to marketable securities 6 (36,740 ) -
Proceeds from disposal of marketable securities 6 16,058 -
Change in non-cash working capital (7,901 ) 10,225
Net cash used in operating activities from continuing operations (34,366 ) (17,510 )
Net cash provided by operating activities from discontinued operations 4 - 4,064
Net cash used in operating activities (34,366 ) (13,446 )
Investing activities
Additions to property, plant and equipment 10 (119 ) (1,676 )
Additions to investments 12 (10,560 ) -
Proceeds from disposal of PP&E 10 60 2,100
Change in non-cash working capital (240 ) (8,061 )
Net cash used in investing activities from continuing operations (10,859 ) (7,637 )
Net cash used in investing activities from discontinued operations 4 - (4,946 )
Net cash used in investing activities (10,859 ) (12,583 )
Financing activities
Change in restricted cash 5,233 10,495
Repayment of Syndicated Credit Agreement - (10,000 )
Payments on lease obligations (123 ) (119 )
Proceeds from issuance of shares and registered offerings, net of costs 14(b) 735,088 -
Proceeds from exercise of derivative warrants 13 119,318 -
Proceeds from exercise of employee warrants 15 151 -
Change in non-cash working capital 579 (207 )
Net cash provided by financing activities from continuing operations 860,246 169
Net cash used in financing activities from discontinued operations 4 - 122
Net cash provided by financing activities 860,246 291
Effect of exchange rate changes on cash held in foreign currency (1,952 ) 1,558
Change in cash and cash equivalents 813,069 (24,180 )
Cash and cash equivalents, beginning of period 60,376 45,337
Cash and cash equivalents, end of period 873,445 21,157
Cash interest paid - 1,195
See accompanying notes to the condensed consolidated interim financial statements.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 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 25) 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.
The potential impact that COVID-19 will 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 May 11, 2021.
These condensed consolidated interim financial statements have been prepared on a historical cost basis, except for biological assets and certain financial instruments which are measured at fair value with changes in fair value recorded in earnings.
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.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
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 is comprised of an interest in an associate.
Associates are those entities in which the Company has significant influence, but not control or joint control, over the financial and operating policies.
Interests in associates 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.
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.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
Results of discontinued operations
Three months ended March 31
2021 2020
Gross revenue - 9,031
Net revenue - 9,031
Cost of sales - 6,982
Gross margin before fair value adjustments - 2,049
Change in fair value of biological assets - 668
Gross margin - 2,717
General and administrative - 3,785
Sales and marketing - 488
Depreciation and amortization - 1,590
Foreign exchange - 1,724
Share-based compensation - 441
Loss from operations - (5,311 )
Finance costs - (192 )
Loss on contingent consideration - (761 )
Loss before income tax - (6,264 )
Income tax recovery - 230
Net loss (1) - (6,034 )
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 months ended March 31, 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".
As at March 31, 2021 Cannabis Investments Corporate Total
Total assets 319,213 827,476 3,000 1,149,689
Three months ended March 31, 2021
Net revenue 9,891 15,749 - 25,640
Depreciation and amortization 954 - 104 1,058
Gross margin (3,452 ) 15,749 - 12,297
Earnings (loss) before tax (9,172 ) 14,300 (139,573 ) (134,445 )
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
As at March 31, 2021 December 31, 2020
Balance, beginning of year - -
Additions 36,740 -
Dispositions (8,039 ) -
Change in fair value recognized in profit or loss 4,881 -
Balance, end of period 33,582 -
During the three months ended March 31, 2021, proceeds of $16.1 million were received for dispositions of marketable securities and a gain on disposition of $8.0 million was recognized (note 17).
Marketable securities have been designated as Fair Value Through Profit or Loss ("FVTPL") (note 21).
As at March 31, 2021 December 31, 2020
Trade receivables 8,502 15,786
Other receivables 848 112
9,350 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 21 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 March 31, 2021 December 31, 2020
Balance, beginning of year 3,531 14,309
Increase in biological assets due to capitalized costs 6,992 39,957
Net change in fair value of biological assets (94 ) 6,496
Transferred to inventory upon harvest (7,594 ) (54,388 )
Disposition of Bridge Farm (note 4) - (2,831 )
Foreign currency translation - (12 )
Balance, end of period 2,835 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.
The fair value measurements for biological assets have been categorized as Level 3 fair values based on the inputs to the valuation technique used. The Company's method of accounting for biological assets attributes value accretion on a straight-line basis throughout the life of the biological asset from initial cloning to the point of harvest.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
Management believes the most significant unobservable inputs and their impact on fair value of biological assets are as follows:
Assumption Input Weighted average input Effect of 10% change ($000s)
March 31 2021 December 31 2020 March 31 2021 December 31 2020
Yield per square foot of growing space (1) Grams 43 45 277 347
Average net selling price (2) $/gram 4.83 5.13 835 1,022
After harvest cost to complete and sell $/gram 1.39 1.32 240 291
These estimates are subject to volatility in market prices and several uncontrollable factors, which could significantly affect the fair value of biological assets in future periods.
The Company estimates the harvest yields for cannabis at various stages of growth. As at March 31, 2021, it is estimated that the Company's biological assets will yield approximately 5,189 kilograms (December 31, 2020 - 5,507 kilograms) of dry cannabis when harvested. During the three months ended March 31, 2021, the Company harvested 5,387 kilograms of dry cannabis (three months ended March 31, 2020 - 10,254 kilograms).
The Company's estimates are, by their nature, subject to change and differences from the anticipated yield will be reflected in the net change in fair value of biological assets in future periods.
As at March 31, 2021 December 31, 2020
Harvested cannabis 27,979 20,358
Cannabis supplies and consumables 4,858 5,255
32,837 25,613
During the three months ended March 31, 2021, inventories of $11.4 million were recognized as an expense (three months ended March 31, 2020 - $13.5 million). During the three months ended March 31, 2021, the Company recognized inventory write downs of $1.8 million (three months ended March 31, 2020 - $14.4 million), of which $1.8 million (three months ended March 31, 2020 - $7.7 million) was recognized as an excess and obsolete inventory provision, and $0.0 million (three months ended March 31, 2020 - $6.7 million) was included in the change in fair value realized through inventory as the fair value component of the excess and obsolete inventory provision.
Sundial Growers Inc.
Notes to the Condensed Consolidated Interim Financial Statements
For the three months ended March 31, 2021
(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)
Land and buildings Production facilities Equipment Right of use assets Construction in progress ("CIP") Total
Cost
Balance at December 31, 2020 8,640 152,937 28,894 1,894 8,819 201,184
Additions - (263 ) (131 ) - - (394 )
Dispositions - - - (128 ) (177 ) (305 )
Balance at March 31, 2021 8,640 152,674 28,763 1,766 8,642 200,485
Accumulated amortization and impairment
Balance at December 31, 2020 - 69,364 8,500 571 5,821 84,256
Depreciation - 928 1,286 104 - 2,318
Dispositions - - - (128 ) - (128 )
Balance at March 31, 2021 - 70,292 9,786 547 5,821 86,446
Net book value
Balance at December 31, 2020 8,640 83,573 20,394 1,323 2,998 116,928
Balance at March 31, 2021 8,640 82,382 18,977 1,219 2,821 114,039
During the three months ended March 31, 2021, depreciation expense of $1.3 million was capitalized to biological assets and inventory (three months ended March 31, 2020 - $2.3 million).
During the three months ended March 31, 2021, the credit to additions relates to the recovery of construction holdbacks and a grant receivable.
Brands and trademarks Patents Total
Cost
Balance at December 31, 2020 and March 31, 2021 5,445 13,551 18,996
Accumulated amortization and impairment
Balance at December 31, 2020 382 13,551 13,933
Depreciation 89 - 89
Balance at March 31, 2021 471 13,551 14,022
Net book value
Balance at December 31, 2020 5,063 - 5,063
Balance at March 31, 2021 4,974 - 4,974
Brands and trademarks consist of intellectual property purchased from Sun 8 Holdings Inc. with a useful life of 15 years and other intellectual property with a useful life of 12 years.
Sundial Growers Inc.
Last updated: May 12, 2021