Company Announcements

First Organic Revenue Growth quarter since Q4 2020. Improved Profitability.

TORONTO , Aug. 27, 2024 /CNW/ - EMERGE Commerce Ltd. (TSXV: ECOM) ("EMERGE" or the "Company") today announced results for its three months ended June 30, 2024. Copies of the interim financial statements and MD&A are available on the Company's profile on SEDAR at www.sedar.com.

Q2 2024 Financial Highlights

• Q2 GMS ¹ increased by 5% to $8.4M compared to $8.0M in Q2 2023
• Q2 Revenue increased by 9.4% to $5.2M compared to $4.7M in Q2 2023. Excluding Carnivore Club, a brand that is actively eliminating loss-making revenue, EMERGE revenue growth was 14%, driven by truLOCAL and the golf business.
• Q2 Gross Profit increased by 13% to $2.1M compared to $1.9M in Q2 2023
• Q2 Gross Margin improved to 41% compared to 39% in Q2 2023
• Q2 Adjusted EBITDA¹ improved to $(73K) compared to $(346K) in Q2 2023
• Q2 Net loss improved to $(549K) compared to $(2.0M). The majority of the net loss was attributable to a one-time non-cash modification expense related to the restructured convertible note. Excluding the one-time charge, Net loss for Q2 2024 would have been $(251K)
• Cash on hand at June 30, 2024 was $2.2M

Ghassan Halazon, Founder and CEO, EMERGE commented, "Q2 was a major turning point for EMERGE, as we delivered our first quarter of positive organic revenue growth since late 2020, following a multi-year comedown from the artificially high pandemic levels. Across the spectrum, we delivered materially improved metrics, including year-over-year growth in GMS, Revenue, Gross Profit, Adjusted EBITDA and Net Income. We remain focused on delivering on the "return-to-revenue-growth" plan that we articulated earlier in the year, and see continued momentum in Q3 to date. Both truLOCAL and our golf business saw healthy YoY organic revenue growth. Meanwhile, Carnivore Club, our smallest brand, is a business we have actively been optimizing for profitability, while shrinking "loss-making" revenue. Excluding Carnivore Club, our Q2 revenue grew 14% year over year. Our more streamlined portfolio strategy this year has meant that most of management's time and energy has been spent on optimizing the existing brands directly, re-igniting growth, and improving profitability. Finally, I would like to take this opportunity to offer my sincere gratitude to our unrelenting team, Board, shareholders and trusted partners as we deliver this breakthrough quarter, and look to build on this momentum for the balance of 2024 and beyond."

Brand-Level Commentary

truLOCAL, our premium meat subscription service, and EMERGE's largest business by revenue, saw healthy organic growth in Q2.

Management believes truLOCAL represents an outsized strategic opportunity for the Company with a large total addressable market. We view it as an anchor asset that we can build around in the food tech space at large where we have big ambitions. truLOCAL's future growth is expected to come from a mix of consumer subscription revenue growth (core business), B2B initiatives & partnerships, geographical expansion, and acquisition opportunities down the line.

The golf vertical, which includes UnderPar and JustGolfStuff, continues to perform well. The golf business has gained from the weakening macro climate which has resulted in more golf courses returning to the marketplace platform, in some cases for the first time in years, offering more aggressive deals to seek customers.

Carnivore Club, EMERGE's smallest business, continues to be optimized for profitability, which includes the elimination of loss-making revenue.

Excluding Carnivore Club, EMERGE's Q2 2024 revenue increased by approximately 14%.

Outlook

EMERGE is seeing strong sales momentum through Q3 to date, and continues to execute towards a return to organic revenue growth plan in 2024, with a substantially improved profitability profile and reduced overall debt levels.

The recent interest rate cuts, as well as the highly anticipated upcoming rate reductions, are expected to result in meaningful cash savings for the business.

Top Priorities

The Company's top priorities in the near-term are to i) continue to drive organic growth, ii) extract further operational efficiencies, and iii) opportunistically explore avenues to further pay down debt and reduce interest expense.

Voluntary Option Cancellations

EMERGE announces the voluntary cancellation of certain stock options (the "Options") pursuant to the Company's omnibus equity incentive plan.

A total of 2,334,390 Options were voluntarily cancelled by certain directors and officers of the Company. The Options were previously issued with an effective price of between $0.11 and $0.79 per share. Prior to this cancellation, each vested Option entitled the holder to receive one common share of the Company.

Management Transition

As part of the Company's strategy to operate a leaner HQ team to support our more streamlined brand portfolio, Fazal Khaishgi will be stepping down from his role as Chief Operating Officer by November 2024. EMERGE has no plans to replace this position.

"On behalf of the EMERGE team, I'd like to extend our sincere gratitude to Fazal for his true partnership over the years, having played an instrumental role from our foundational stages until this point. We will continue to work closely with Fazal throughout the transition period, and wish him nothing but the best in his future endeavours," commented Halazon.

Conference Call

Management will host a conference call on Tuesday, August 27 at 8:30 am ET to discuss its second quarter results. To access the conference call, please dial (437) 900-0527 or (888) 510-2154 and provide conference ID 21130.

Alternatively, the conference call can be accessed online at: https://app.webinar.net/37Ao90x9G2v

Selected Financial Highlights

The tables below set out selected financial information and should be read in conjunction with the Company's consolidated financial statements and MD&A for the three months ended June 30, 2024, which are available on SEDAR.

Results from WholesalePet, BattlBox, and WagJag have been reclassified to discontinued operations.

The following table highlights Adjusted EBITDA and a reconciliation of the Company's reported results to its adjusted measures:

The following table highlights GMS and a reconciliation of the Company's reported results to its adjusted measures:

About EMERGE

EMERGE (TSXV: ECOM) is a premium e-commerce brand portfolio in Canada and the U.S. Our subscription and marketplace e-commerce properties provide our members with access to unique offerings across grocery and golf verticals. Our grocery businesses include truLOCAL.ca, our premium meat subscription brand, and Carnivore Club, our artisanal meat brand. Our golf businesses include UnderPar, our discounted experiences brand, and JustGolfStuff, our golf products & apparel brand.

To learn more visit https://www.emerge-commerce.com/

Follow EMERGE:
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Cautionary notice

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Non-GAAP Measures

This press release makes reference to certain non-GAAP measures. These non-GAAP measures are not recognized measures under IFRS, do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing a further understanding of results of operations from management's perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of the financial information of the Company reported under IFRS. Gross Merchandise Sales ("GMS"), EBITDA, and Adjusted EBITDA should not be construed as alternatives to revenue or net income/loss determined in accordance with IFRS. GMS, EBITDA and Adjusted EBITDA do not have any standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers.

GMS as defined by management is the total dollar value of customer purchases of goods and services, excluding applicable taxes and net of discounts and refunds. Management believes GMS provides a useful measure for the dollar volume of e-commerce transactions made through our platforms and an indicator for our business performance.

Earnings before interest, taxes, depreciation and amortization ("EBITDA") and Adjusted EBITDA as defined by management means earnings before interest and financing costs, income taxes, depreciation and amortization, transaction costs, foreign exchange gains/losses, discontinued operations, unrealized gains/losses on contingent consideration and share-based compensation. Management believes that Adjusted EBITDA is a useful measure because it provides information about the operating and financial performance of EMERGE and its ability to generate ongoing operating cash flow to fund future working capital needs and fund future capital expenditures or acquisitions.

A reconciliation of the adjusted measures is included in the Company's management discussion & analysis for the twelve months ended December 31, 2023 in the section "Non-GAAP Financial Measures" available through SEDAR at  www.sedar.com .

Notice regarding forward-looking statements

This press release may contain certain forward-looking information and statements ("forward-looking information") within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including without limitation statements containing the words "believes", "anticipates", "plans", "intends", "will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. Readers are cautioned to not place undue reliance on forward-looking information.  Actual results and developments may differ materially from those contemplated by these statements.  The Company undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Company, its securities, or financial or operating results (as applicable).  Although the Company believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond the Company's control, including the risk factors discussed in the Company's MD&A, Prospectus Supplement and Annual Information Form and are available through SEDAR at  www.sedar.com . The forward-looking information contained in this press release are expressly qualified by this cautionary statement and are made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.

On Behalf of the Board
Ghassan Halazon
Director, President and CEO

SOURCE Emerge Commerce Ltd.