GLG Life Tech Corporation Reports 2024 Second Quarter Financial Results

VANCOUVER, BC / ACCESSWIRE / August 14, 2024 / GLG Life Tech Corporation (TSX:GLG) ("GLG" or the "Company"), a global leader in the agricultural and commercial development of high-quality zero-calorie natural sweeteners, announces financial results for the three and six months ended June 30, 2024. The complete set of financial statements and management discussion and analysis are available on SEDAR and on the Company's website at www.glglifetech.com.

FINANCIAL SUMMARY

The Company reported revenues of $3.7 million in the second quarter of 2024, compared to $2.0 million in revenue for the second quarter of 2023, an increase of 84%. The Company reported revenues of $7.1 million in the first six months of 2024, compared to $3.6 million in revenue for the first six months of 2023, an increase of 101%. The revenue increases in both the three- and six-month periods was attributable to an increase in international stevia volumes, deriving in part from a base effect from a temporary slow-down in orders from one of the Company's largest customers in early 2023 and in part from success in the Company's efforts to increase revenues, notwithstanding a general market decline in stevia prices in 2024.

The Company continues its efforts to closely manage its SG&A expenses, reducing SG&A by $0.3 million in the second quarter of 2024 and by $0.5 million in the first six months of 2024, relative to the 2023 comparative periods.

For the three months ended June 30, 2024, the Company had a net loss attributable to the Company's shareholders from continuing operations of $3.6 million, an increase of $3.9 million over the comparative period in 2023 ($0.3 million net income). For the six months ended June 30, 2024, the Company had a net loss attributable to the Company's shareholders from continuing operations of $8.0 million, an increase of $4.9 million over the comparative period in 2023 ($3.1 million net loss).

The Company reported a net loss per share from continuing operations of $0.09 for the second quarter of 2024, compared to net income per share of $0.01 for the second quarter of 2023. For the first six months of 2024, the Company reported a net loss per share from continuing operations of $0.21, compared to a net loss per share of $0.08 for the first six months of 2023.

CORPORATE AND SALES DEVELOPMENTS

Subsidiary Transfer Agreement and Special Shareholder Meeting

On February 20, 2024, the Company announced that it had signed an agreement, which, once fully approved, would result in the transfer of its Qingdao Runde Biotechnology Company, Ltd. ("Runde") production facility to Fengyang Xiaogang Hongzhang Health Industrial Park Co. Ltd ("Xiaogang"). This transfer, at the time contingent on necessary shareholder approval, and still contingent on regulatory approval, would eliminate significant bank debt from GLG's balance sheet.

Under the terms of the agreement, for the sale price of one Chinese RMB, one hundred percent of the equity in Runde, currently held by the Company's Anhui Runhai Biotechnology Joint Stock Company, Ltd. ("Runhai") subsidiary, will be transferred to Xiaogang. Xiaogang will thereafter own Runde's tangible assets and will have sole liability for Runde's debts including bank debt. The Company will retain its intellectual property rights, including its proprietary technology and know-how in agriculture and natural sweetener production.

Under supplemental agreements then expected to be signed by Runhai and Xiaogang in the coming weeks (and subsequently signed), Xiaogang will utilize Runde for the benefit of GLG and GLG's customers. Xiaogang will partner with Qingdao Honghongyuan Health Industry Technology Co., Ltd. ("HHY") - the operating entity previously formed to manage Runde's production operations - such that Runde's production continues unchanged under HHY's processes and management. Xiaogang, via HHY, will produce goods at Runde exclusively for GLG, except for domestic China sales. In this manner, GLG's customers will be able to rely on the same production expertise, processes, and highest quality standards remaining in place after this asset transfer becomes fully effective.

The agreement concerning Runde provides that the equity transfer will only become effective upon completion of any regulatory obligations, including putting the agreement forth to the Company's shareholders for a shareholder vote and additional securities-/exchange-related obligations. This agreement was put to shareholder vote at a special shareholder meeting and approved by the shareholders with over 99% of votes cast in favor of the transaction on May 16, 2024. The Company has been working to secure any further necessary regulatory approvals.

On August 13, 2024, Management completed its regulatory review regarding the transfer agreement. Management has determined that no further regulatory review or approvals are required to consummate the transfer, having already obtained the approval of over 99% of the shareholders casting votes at the Company's Special Shareholder Meeting held on May 16, 2024. Management expects to reflect the transfer of Runde, including Runde's assets and debts, in its third quarter interim financial filings.

The Company continues to own and oversee its Runhai stevia and monk fruit manufacturing facility, located in Anhui province. The Company currently centers its stevia and monk fruit production operations at the Runde facility and plans to continue doing so, via Xiaogang and HHY, with the transaction consummated, and with the ability to later augment Runde's operations with production operations at Runhai.

Delisting Review / Delisting from the TSX

On April 3, 2024, the Company announced that the Toronto Stock Exchange ("TSX") had commenced a delisting review, effective April 2, 2024. The TSX provided the Company a 120-day window in which to remedy several long-standing deficiencies, including the Company's financial condition and/or operating results and the Company's share price and market capitalization.

At the time of the announcement, the Company stated that it could not provide any assurance that it would be able to remedy the deficiencies identified by the TSX within the 120-day window or thereafter. Even if the Company were successful in its debt restructuring plans, there was no guarantee that this would be sufficient to address the TSX's financial concerns. Further, even if those concerns were adequately addressed, there was no guarantee that the Company's share price, trading activity, or market capitalization would improve sufficiently to avoid continued TSX concern in those areas. The Company also confirmed that it had been in contact with the TSX Venture Exchange ("TSX-V") regarding an application for a listing on the TSX-V to maintain trading continuity in the event that the Company is delisted from the TSX.

Since that announcement, the Company has been notified by the TSX that it will be delisted effective close of business on September 3, 2024. The Company is pursuing its options to provide a market for the Company's securities. While the Company is continuing to advance its application for a listing on the TSX-V, there is no guarantee that such a listing application will be successful, or that another market for the Company's securities will be available once the Company is delisted from the .

Delay in Filing Financials and Cease Trade Order

As a result of the Company's failure to file its 2023 financials (consisting of annual financial statements, its management discussion and analysis relating to its annual financial statements, and its Annual Information Form and CEO and CFO certifications, all in respect of its year ended December 31, 2023) by March 31, 2024, the British Columbia Securities Commission ("BCSC") issued a failure-to-file cease trade order ("FFCTO"). The failure to file timely resulted from the late-coming court orders regarding Runyang's bankruptcy proceedings and the additional financial and audit work necessitated by those orders.

The delayed 2023 financial filings, which have since been filed on June 27, 2024, also led to a delay in the filing of the Company's first quarter 2024 interim financials, which have since been filed on July 23, 2024. With the Company now current in its filings, Management is pursuing a revocation of the FFCTO. Management cannot at this time provide an expected date for a revocation of the FFCTO nor any assurance that the revocation will be granted.

Final Disposition of Runyang Operations

In the course of the bankruptcy proceedings concerning Runyang, the Chinese court ultimately declared Runyang bankrupt, having liquidated all of its assets. In the fourth quarter of 2023, with Runyang's obligations thereby terminated, the Company realized a significant reduction in its liabilities, substantially outweighing the book value of the liquidated assets.

2024 AGM Voting Results

The Company held its Annual General Meeting on June 28, 2024. The shareholders voted in all four nominated directors, with favorable votes for each exceeding 99%. Dr. Luke Zhang continues as Chairman of the Board and Chief Executive Officer and Mr. Brian Palmieri continues as Vice Chairman of the Board. Madame Liu Yingchun and Mr. Simon Springett continue as directors of the Company.

Company Outlook

In recent quarters, management has placed, and continues to place, particular focus on mitigating the losses that the Company has suffered over the last several years and to ameliorate the Company's financial position. As a result of those sustained losses, the Company lacks the cash necessary to fully fund the business operations and its strategic product initiatives. The Company continues to manage its cash flows carefully to mitigate risk of insolvency. As a result of these efforts, management has been successful in improving the Company's cash flows. Nevertheless, without an infusion of cash in the months ahead, the Company may not be able to realize its strategic plans and could eventually cease to be a going concern.

To address that cash need, management previously negotiated revolving loan facilities with a third party for working capital purposes. In 2020, management also realized the sale of one of its two idle assets; the sale of the "Runhao" facility resulted in significant debt reduction. In 2023, the Company also realized significant debt reduction through the bankruptcy liquidation of its other long-idled asset, "Runyang". In 2024, as of August 13, the Company has finalized the transfer of its "Runde" facility, including Runde's debts and assets (to be reflected in the Company's third quarter interim financial filings), which will bring substantial improvements to its balance sheet, while indirectly maintaining production operations (not under the Company's own name but via HHY) at Runde. Collectively, these efforts to overhaul the Company's balance sheet better position the Company to avail itself of capital resources to support future growth.

The Company's focus on maintaining positive cash flow led the Company to take decisive steps in 2021, 2022 and 2023 to reduce its SG&A costs as well as its production costs. Both its North American operations and Chinese operations significantly reduced SG&A costs. For many years, the Company's production capacity had been far greater than its projected order levels, as it had then sought rapid increases in orders, particularly for Reb A products. The Company's aim transitioned to "right-sizing" its Chinese operations - i.e., to optimize its staffing and production planning to meet the Company's projected production requirements while retaining the ability to accommodate growth in future order volumes - and management made significant progress in this area.

A factor that continues to contribute to the Company's financial situation is the competitive price pressure in the stevia market over the last few years that has reduced mainstream "Reb A" products (such as Reb A 80 and Reb A 97) to the lowest price levels in years. Monk fruit prices have also become highly competitive in the marketplace. To maintain margins at sustainable levels, the Company previously focused on improving production efficiencies, and having made significant progress in that area (prior to transferring Runde's operations to HHY), the Company continues to strive for a mix of products that is weighted more heavily on higher margin, specialty products, and has focused more on higher margin direct sales. These right-sizing and efficiency efforts have enabled the Company to sell its goods at more competitive and/or more profitable prices, although the competitive price pressures remain strong.

Revenue trends have been and remain encouraging, as Management's efforts to increase sales have brought increased revenues in the last three quarters (Q2 and Q1 2024 and Q4 2023) relative to the several prior quarters. While the remainder of the year is impossible to predict with any reasonable certainty, Management currently expects 2024 full-year revenues to meaningfully exceed full-year 2023 revenues. This revenue growth is important to the Company's goals of maintaining positive cash flow and positive EBITDA.

Against this backdrop of sales growth, the Company faces significant regulatory hurdles. It is currently cease-traded, as a result of its delay in filing its 2023 full-year financials (since filed, on June 28, 2024), pursuant to a British Columbia Securities Commission order (the failure-to-file cease trade order or "FFCTO"). As a result of that filing delay, the Company was also delayed in filing its interim first quarter financials for 2024 (filed on July 23, 2024). Further, the Company has been under a delisting review initiated by the TSX, on the basis of the Company's share price and market capitalization remaining lower than the TSX's requirements, as well as the Company's sustained losses over the years and negative working capital situation, that as noted above, has culminated in a decision by the TSX to delist the Company's shares effective close of business September 3, 2024. As also noted above, the Company is pursuing its options to maintain a market for the Company's shares.

As has been previously announced by the Company, the financial filing delays resulted from late-coming court orders in China related to proceedings concerning the Runyang; the court proceedings resulted in the disposal of the Runyang business, including elimination of significant debts previously carried by the Company, such debt elimination far greater than the carried value of the disposed assets. Management has since brought the Company current in its financial reporting requirements. Accordingly, Management is seeking to have the FFCTO rescinded, but cannot at present provide a timeline or any measure of certainty in having the FFCTO rescinded in the near future.

Although the regulatory hurdles are substantial, Management continues to have a positive outlook on the Company's revenue growth in at least the near term. As Management works to have the Company's stock trading again, Management continues to focus on that revenue growth, as well as on maintaining and improving margins and increase cash flows. Management also continues to work on improving the Company's negative working capital situation, and in particular, on options to restructure or otherwise resolve some or all of the remainder of the Company's long-standing bank debt.

SELECTED FINANCIALS

As noted above, the complete set of financial statements and management discussion and analysis for the three and six months ended June 30, 2024, are available on SEDAR and on the Company's website at www.glglifetech.com.

Results from Operations

The following results from operations have been derived from and should be read in conjunction with the Company's annual consolidated financial statements for 2023 and the condensed interim consolidated financial statements for the six-month period ended June 30, 2024.