NOTE 15. SEGMENT INFORMATION |
The
Companys operating and reportable segments are currently organized around the following products that it offers as part
of its core business strategy:
|
· |
Herbs
and Produce Products Includes herbs and leafy greens that are grown using classic Dutch hydroponic farming
methods. |
|
|
|
|
· |
Cannabis
Dispensary, Cultivation and Production Includes cannabis-focused retail, cultivation and production. |
These
two reportable segments, which are described in greater detail below, had previously been reported on a combined basis as they
had been operated and evaluated as one operating segment. The Company experienced significant growth over the last few years in
most of our product areas. As the Company has grown organically, and as the Company previously added to its capabilities through
acquisitions, its products have increased in scale and become more strategically important and distinctly organized and managed
under these two groupings. In addition, Derek Peterson, the Companys Chief Operating Decision Maker (CODM),
reviews results, manages and allocates resources between these two strategic business groupings, and budgets using these business
segments. The Companys CODM reviews revenues including intersegment revenues, gross profit and operating income (loss)
before income taxes when evaluating segment performance and allocating resources to each segment. Accordingly, intersegment revenue
is included in the segment revenues presented in the tables below and is eliminated from revenues and cost of goods sold in the
Eliminations and Other column. The Eliminations and Other column also includes various income and
expense items that the Company does not allocate to its operating segments. These income and expense amounts include the results
of the Companys hydroponic equipment, which are not material, interest income, interest expense, corporate overhead, and
corporate-wide expense items such as legal and professional fees as well as expense items for which the Company has not identified
a reasonable basis for allocation. The accounting policies of the reportable segments are the same as those described in Note
2 - Summary of Significant Accounting Policies of the notes to unaudited consolidated financial statements.
Herbs
and Produce Products
Either
independently or in conjunction with third parties, the Company is a wholesale seller of locally grown hydroponic herbs, produce,
and floral products, which are distributed through major grocery stores throughout the East and Midwest regions of the U.S.
Cannabis
Dispensary, Cultivation and Production
Either
independently or in conjunction with third parties, the Company operates medical marijuana retail dispensaries, medical marijuana
cultivation and production facilities in California and Nevada. The Company owns real property in Nevada on which the Company
plans to build a medical marijuana grow facility. All of our retail dispensaries in California and Nevada offer a broad selection
of medical cannabis products including flowers, concentrates and edibles. The Company also produces and sells a line of medical
cannabis flowers, as well as a line of medical cannabis-extracted products, which include concentrates, cartridges, vape pens
and wax products.
Summarized
financial information concerning the Companys reportable segments is shown in the following tables. Total assets at September
30, 2017 and 2016 exclude intercompany receivable balances eliminated in consolidation.
|
|
For
the Three Months Ended September 30, 2017 |
|
|
|
Herbs
and
Produce
Products
|
|
|
Cannabis
Dispensary, Cultivation and Production |
|
|
Eliminations
and
Other
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Revenues |
|
$ |
1,432,500 |
|
|
$ |
8,673,560 |
|
|
$ |
15,315 |
|
|
$ |
10,121,375 |
|
Cost
of Goods Sold |
|
|
1,192,251 |
|
|
|
6,594,186 |
|
|
|
- |
|
|
|
7,786,437 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
Profit |
|
|
240,249 |
|
|
|
2,079,374 |
|
|
|
15,315 |
|
|
|
2,334,938 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling,
General and Administrative Expenses |
|
|
874,141 |
|
|
|
2,822,488 |
|
|
|
2,541,481 |
|
|
|
6,238,110 |
|
|
|
|
|
|
|
|
|
|
|
. |
|
|
|
|
|
Loss
from Operations |
|
|
(633,892 |
) |
|
|
(743,114 |
) |
|
|
(2,526,166 |
) |
|
|
(3,903,172 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
of Debt Discount |
|
|
- |
|
|
|
- |
|
|
|
(490,068 |
) |
|
|
(490,068 |
) |
Impairment
of Property |
|
|
- |
|
|
|
- |
|
|
|
(138,037 |
) |
|
|
(138,037 |
) |
Loss
on Extinguishment of Debt |
|
|
- |
|
|
|
- |
|
|
|
(1,373,538 |
) |
|
|
(1,373,538 |
) |
Loss
on Fair Market Valuation of Derivatives |
|
|
- |
|
|
|
- |
|
|
|
(1,475,900 |
) |
|
|
(1,475,900 |
) |
Interest
(Expense) Income |
|
|
- |
|
|
|
51 |
|
|
|
(119,701 |
) |
|
|
(119,650 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Other Income (Expense) |
|
|
- |
|
|
|
51 |
|
|
|
(3,597,244 |
) |
|
|
(3,597,193 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
Before Provision for Income Taxes |
|
$ |
(633,892 |
) |
|
$ |
(743,063 |
) |
|
$ |
(6,123,410 |
) |
|
$ |
(7,500,365 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets at September 30, 2017 |
|
$ |
6,914,892 |
|
|
$ |
68,290,922 |
|
|
$ |
12,151,701 |
|
|
$ |
87,357,515 |
|
|
|
For
the Three Months Ended September 30, 2016 |
|
|
|
Herbs
and
Produce
Products
|
|
|
Cannabis
Dispensary, Cultivation and Production |
|
|
Eliminations
and
Other
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Revenues |
|
$ |
2,138,260 |
|
|
$ |
4,769,912 |
|
|
$ |
42,193 |
|
|
$ |
6,950,365 |
|
Cost
of Goods Sold |
|
|
1,921,093 |
|
|
|
3,747,841 |
|
|
|
25,355 |
|
|
|
5,694,289 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
Profit |
|
|
217,167 |
|
|
|
1,022,071 |
|
|
|
16,838 |
|
|
|
1,256,076 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling,
General and Administrative Expenses |
|
|
642,441 |
|
|
|
1,920,468 |
|
|
|
3,379,727 |
|
|
|
5,942,636 |
|
|
|
|
|
|
|
|
|
|
|
. |
|
|
|
|
|
Loss
from Operations |
|
|
(425,274 |
) |
|
|
(898,397 |
) |
|
|
(3,362,889 |
) |
|
|
(4,686,560 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
of Debt Discount |
|
|
- |
|
|
|
- |
|
|
|
(610,089 |
) |
|
|
(610,089 |
) |
Loss from Derivatives Issued with Debt Greater than
Debt Carrying Value |
|
|
- |
|
|
|
- |
|
|
|
(867,000 |
) |
|
|
(867,000 |
) |
Gain
on Fair Market Valuation of Derivatives |
|
|
- |
|
|
|
- |
|
|
|
771,000 |
|
|
|
771,000 |
|
Interest
Expense |
|
|
- |
|
|
|
(250 |
) |
|
|
(159,383 |
) |
|
|
(159,633 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Other Income (Expense) |
|
|
- |
|
|
|
(250 |
) |
|
|
(865,472 |
) |
|
|
(865,722 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
Before Provision for Income Taxes |
|
$ |
(425,274 |
) |
|
$ |
(898,647 |
) |
|
$ |
(4,228,361 |
) |
|
$ |
(5,552,282 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets at September 30, 2016 |
|
$ |
6,725,967 |
|
|
$ |
2,390,233 |
|
|
$ |
60,849,033 |
|
|
$ |
69,965,233 |
|
|
|
For
the Nine Months Ended September 30, 2017 |
|
|
|
Herbs
and
Produce
Products
|
|
|
Cannabis
Dispensary, Cultivation and Production |
|
|
Eliminations
and
Other
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Revenues |
|
$ |
4,126,710 |
|
|
$ |
20,609,917 |
|
|
$ |
52,077 |
|
|
$ |
24,788,704 |
|
Cost
of Goods Sold |
|
|
3,487,795 |
|
|
|
17,100,535 |
|
|
|
- |
|
|
|
20,588,330 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
Profit |
|
|
638,915 |
|
|
|
3,509,382 |
|
|
|
52,077 |
|
|
|
4,200,374 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling,
General and Administrative Expenses |
|
|
2,389,203 |
|
|
|
7,659,968 |
|
|
|
8,604,526 |
|
|
|
18,653,697 |
|
|
|
|
|
|
|
|
|
|
|
. |
|
|
|
|
|
Loss
from Operations |
|
|
(1,750,288 |
) |
|
|
(4,150,586 |
) |
|
|
(8,552,449 |
) |
|
|
(14,453,323 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
of Debt Discount |
|
|
- |
|
|
|
- |
|
|
|
(1,616,338 |
) |
|
|
(1,616,338 |
) |
Impairment
of Property |
|
|
- |
|
|
|
- |
|
|
|
(138,037 |
) |
|
|
(138,037 |
) |
Loss
on Extinguishment of Debt |
|
|
- |
|
|
|
- |
|
|
|
(4,052,133 |
) |
|
|
(4,052,133 |
) |
Gain
on Fair Market Valuation of Derivatives |
|
|
- |
|
|
|
- |
|
|
|
1,122,050 |
|
|
|
1,122,050 |
|
Interest
(Expense) Income |
|
|
- |
|
|
|
51 |
|
|
|
(408,044 |
) |
|
|
(407,993 |
) |
Loss
on Fair Market Valuation of Contingent Consideration |
|
|
- |
|
|
|
(4,426,047 |
) |
|
|
- |
|
|
|
(4,426,047 |
) |
Gain
on Settlement of Contingent Consideration |
|
|
- |
|
|
|
4,991,571 |
|
|
|
- |
|
|
|
4,991,571 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Other Income (Expense) |
|
|
- |
|
|
|
565,575 |
|
|
|
(5,092,502 |
) |
|
|
(4,526,927 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
Before Provision for Income Taxes |
|
$ |
(1,750,288 |
) |
|
$ |
(3,585,011 |
) |
|
$ |
(13,644,951 |
) |
|
$ |
(18,980,250 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets at September 30, 2017 |
|
$ |
6,914,892 |
|
|
$ |
68,290,922 |
|
|
$ |
12,151,701 |
|
|
$ |
87,357,515 |
|
|
|
For
the Nine Months Ended September 30, 2016 |
|
|
|
Herbs
and
Produce
Products
|
|
|
Cannabis
Dispensary, Cultivation and Production |
|
|
Eliminations
and
Other
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Revenues |
|
$ |
9,413,121 |
|
|
$ |
8,669,092 |
|
|
$ |
116,228 |
|
|
$ |
18,198,441 |
|
Cost
of Goods Sold |
|
|
8,758,524 |
|
|
|
6,557,137 |
|
|
|
65,203 |
|
|
|
15,380,864 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
Profit |
|
|
654,597 |
|
|
|
2,111,955 |
|
|
|
51,025 |
|
|
|
2,817,577 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling,
General and Administrative Expenses |
|
|
1,798,051 |
|
|
|
3,772,056 |
|
|
|
7,663,781 |
|
|
|
13,233,888 |
|
|
|
|
|
|
|
|
|
|
|
. |
|
|
|
|
|
Loss
from Operations |
|
|
(1,143,454 |
) |
|
|
(1,660,101 |
) |
|
|
(7,612,756 |
) |
|
|
(10,416,311 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
of Debt Discount |
|
|
- |
|
|
|
- |
|
|
|
(922,621 |
) |
|
|
(922,621 |
) |
Loss
on Extinguishment of Debt |
|
|
- |
|
|
|
- |
|
|
|
(920,797 |
) |
|
|
(920,797 |
) |
Loss from Derivatives Issued with Debt Greater than
Debt Carrying Value |
|
|
- |
|
|
|
- |
|
|
|
(1,355,000 |
) |
|
|
(1,355,000 |
) |
Loss on
Fair Market Valuation of Derivatives |
|
|
- |
|
|
|
- |
|
|
|
(595,700 |
) |
|
|
(595,700 |
) |
Interest
Expense |
|
|
- |
|
|
|
- |
|
|
|
(276,193 |
) |
|
|
(276,193 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Other Income (Expense) |
|
|
- |
|
|
|
- |
|
|
|
(4,070,311 |
) |
|
|
(4,070,311 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
Before Provision for Income Taxes |
|
$ |
(1,143,454 |
) |
|
$ |
(1,660,101 |
) |
|
$ |
(11,683,067 |
) |
|
$ |
(14,486,622 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Assets at September 30, 2016 |
|
$ |
6,725,967 |
|
|
$ |
2,390,233 |
|
|
$ |
60,849,033 |
|
|
$ |
69,965,233 |
|
|