Unique Logistics International Reports Second Quarter Fiscal 2021 Earnings (Quarter ending November 30, 2020 and the six months ending November 30, 2020)

NEW YORK, Feb. 8, 2021 /PRNewswire/ -- Unique Logistics International, Inc. (formerly Innocap, Inc.) a global logistics and freight forwarding company, today announced the filing of its Current Report on Form 10-Q (the "Current Report") which included financial results for the three month and six-month period ending November 30, 2020.

Key Financial Results:


                                                             
         Three Months        
       Six months ended
                                                                  ended
                                                                                         
       November 30,
                                                             
         November 30,                                 2020
                                                                                  2020





            Total revenues                                    
            $124.6 million       
            $182.1 million



            Income from operations (note 1)                     
            $3.0 million         
            $2.5 million



            Net income                                          
            $1.4 million         
            $0.8 million



            Adjusted EBITDA                                     
            $4.7 million         
            $4.8 million







            
              Note 1: 12 months ended May 31, 2020
    Pro-forma Loss from operations $1.4
    million.


                                   
           As of            
          As of

                                 
         November 30,       
         May 31, 2020
                                                     2020





     Total Assets                  
           $69.7 million    
          $34.0 million



     Total Stockholders' Equity     
           $3.9 million     
          $1.1 million

Key Business Highlights:

    1. First 10-Q since the Company's Reverse Merger with Unique Logistics
       Holdings, Inc. and subsidiaries (the "Acquired Business").
    2. Management has successfully integrated the Acquired Business, achieved
       synergies and continues to seek further synergies while expanding our
       business.
    3. An increase in pro-forma revenue from $115.1 million for the 12-month
       period ended May 31, 2020 (pro forma revenue in the 8K/A as filed on
       January 26, 2021) to $182.1 million for the six months period ended
       November 30, 2020.
    4. As evidenced by the revenue increase above, we have successfully
       increased our per customer revenues.

"We have made significant progress with the integration of the Acquired Business in the last quarter. We continue to explore options to grow our business organically as well as through acquisitions", said Sunandan Ray, the Company's Chief Executive Officer. "We look forward to updating shareholders of our progress, regularly."

Adjusted EBITDA is defined by the Company, for the periods presented, to be earnings before interest, factoring fees, taxes, depreciation and amortization, accretion of debt discounts, loss on debt extinguishments, stock-based compensation, and certain other items. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation in the tables attached to this release of income from continuing operations calculated in accordance with accounting principles generally accepted in the United States of America ("GAAP") to Adjusted EBITDA. Adjusted EBITDA is not a measurement of financial performance under GAAP and may not be comparable to other similarly titled measures of other companies. The Company calculated and communicated Adjusted EBITDA in the tables because the Company's management believes it is of importance to investors and lenders by providing additional information with respect to the performance of its fundamental business activities. Management presents Adjusted EBITDA because it believes that Adjusted EBITDA is a useful supplement to net income as an indicator of operating performance. Management also believes that Adjusted EBITDA is an industry-wide financial measure that is useful both to management and investors when evaluating the Company's performance and comparing our performance with the performance of our competitors. Management also uses adjusted EBITDA for planning purposes, as well as to evaluate the Company's performance because it believes that adjusted EBITDA more accurately reflects the Company's results, as it excludes certain items, such as stock-based compensation charges, that management believes are not indicative of the Company's operating performance. The Company believes that Adjusted EBITDA is a performance measure and not a liquidity measure. Adjusted EBITDA should not be considered as an alternative to operating or net income as an indicator of performance or as an alternative to cash flows from operating activities as an indicator of cash flows, in each case as determined in accordance with GAAP, or as a measure of liquidity. In addition, adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and Adjusted EBITDA is defined by the Company for the periods presented to be earnings before interest, factoring fees, taxes, depreciation and amortization, accretion of debt discounts, loss on debt extinguishments, stock-based compensation, and certain other items. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation in the tables attached to this release of loss from continuing operations calculated in accordance with accounting principles generally accepted in the United States of America ("GAAP") to Adjusted EBITDA. Adjusted EBITDA is not a measurement of financial performance under GAAP and may not be comparable to other similarly titled measures of other companies. The Company calculated and communicated Adjusted EBITDA in the tables because the Company's management believes it is of importance to investors and lenders by providing additional information with respect to the performance of its fundamental business activities. Management presents Adjusted EBITDA because it believes that Adjusted EBITDA is a useful supplement to net loss as an indicator of operating performance. Management also believes that Adjusted EBITDA is an industry-wide financial measure that is useful both to management and investors when evaluating the Company's performance and comparing our performance with the performance of our competitors. Management also uses adjusted EBITDA for planning purposes, as well as to evaluate the Company's performance because it believes that adjusted EBITDA more accurately reflects the Company's results, as it excludes certain items, such as stock-based compensation charges, that management believes are not indicative of the Company's operating performance. The Company believes that Adjusted EBITDA is a performance measure and not a liquidity measure. Adjusted EBITDA should not be considered as an alternative to operating or net loss as an indicator of performance or as an alternative to cash flows from operating activities as an indicator of cash flows, in each case as determined in accordance with GAAP, or as a measure of liquidity. In addition, adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. The Company's calculation of Adjusted EBITDA may or may not be consistent with the calculation of this measure by other companies in the same industry. Investors should not view Adjusted EBITDA as an alternative to the GAAP operating measure of net income (loss). In addition, Adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. Management does not intend the presentation of these non-GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with GAAP. These non-GAAP measures should be read only in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP income taxes that can affect cash flows. The Company's calculation of Adjusted EBITDA may or may not be consistent with the calculation of this measure by other companies in the same industry. Investors should not view Adjusted EBITDA as an alternative to the GAAP operating measure of net income (loss). In addition, Adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. Management does not intend the presentation of these non-GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with GAAP. These non-GAAP measures should be read only in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP.

About Unique Logistics International, Inc.

Unique Logistics International, Inc. (OTC: UNQL) through its wholly owned operating subsidiaries, is a global logistics and freight forwarding company providing a range of international logistics services that enable its customers to outsource to the Company sections of their supply chain process. The services provided are seamlessly managed by its network of trained employees and integrated information systems. We enable our customers to share data regarding their international vendors and purchase orders with us, execute the flow of goods and information under their operating instructions, provide visibility to the flow of goods from factory to distribution center or store and when required, update their inventory records.

Important Cautions Regarding Forward-Looking Statements

This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things our plans, strategies and prospects -- both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," and "potential," among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to Conversion Labs, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)


                                                                                                  
     
     UNIQUE LOGISTICS INTERNATIONAL, INC.


                                                                                                  
     
     CONDENSED CONSOLIDATED BALANCE SHEETS




                                                                                                                                            
     
     November 30,                  May 31,

                                                                                                                                                        2020                      2020



                                                                                                                                            
     
     (unaudited)



              
                ASSETS



              Current Assets:



              Cash and cash equivalents                                                                                                                      $
        3,532,960           $
        1,349,363



              Accounts receivable - trade, net                                                                                                                  27,427,464                 7,932,310



              Contract assets                                                                                                                                   12,199,516                 4,837,008



              Factoring reserve                                                                                                                                  8,255,173                   970,724



              Other prepaid expenses and current assets                                                                                                             82,005                    91,671




              Total current assets                                                                                                                              51,497,118                15,181,076






              Property and equipment - net                                                                                                                         185,371                   198,988






              Other long-term assets:



              Goodwill                                                                                                                                           4,773,584                 4,773,584



              Intangible assets - net                                                                                                                            8,398,426                 8,752,000



              Operating lease right-of-use assets - net                                                                                                          4,300,118                 4,770,280



              Deposits and other assets                                                                                                                            512,362                   292,404




              Total other long-term assets                                                                                                                      17,984,490                18,588,268




              Total assets                                                                                                                                  $
        69,666,979          $
        33,968,332






              
                Liabilities and Stockholders' Equity



              Current Liabilities:



              Accounts payable - trade                                                                                                                      $
        37,120,279           $
        9,591,780



              Accrued expenses and other current liabilities                                                                                                     1,688,745                 3,619,216



              Accrued Freight                                                                                                                                   10,358,076                 3,477,380



              Current portion of notes payable                                                                                                                     858,333                   858,333



              Current portion of long-term debt due to related parties                                                                                           6,385,311                 6,380,975



              Current portion of promissory notes                                                                                                                1,169,916                   618,309



              Convertible notes payable, net                                                                                                                     1,273,212



              Current portion of operating lease liability                                                                                                       1,383,251                 1,288,216




              Total current liabilities                                                                                                                         60,237,123                25,834,209






              Other long-term liabilities                                                                                                                          706,674                   848,010



              Long-term-debt due to related parties, net of current portion                                                                                        144,992                   193,328



              Notes payable, net of current portion                                                                                                              1,037,502                 1,466,667



              Promissory notes, net of current portion                                                                                                             626,146                 1,027,753



              Operating lease liability, net of current portion                                                                                                  2,970,933                 3,482,064




              Total long-term liabilities                                                                                                                        5,486,247                 7,017,822






              Total liabilities                                                                                                                                 65,723,370                32,852,031






              Commitments and contingencies





              Stockholders' Equity:



              Series A Convertible Preferred stock, $0.001 par value; 130,000 shares authorized;                                                                       130                       130


              130,000 issued and outstanding as of November 30, 2020 and May 31, 2020



              Series B Convertible Preferred stock, $0.001 par value; 870,000 shares authorized;                                                                       840                       870
    840,000 and


              870,000 issued and outstanding as of November 30, 2020 and May 31, 2020,
    respectively



              Common stock, $0.001 par value; 500,000,000 shares authorized; 357,829,365 and                                                                       357,830


              0 shares issued and outstanding as of November 30, 2020 and May 31, 2020,
    respectively



              Additional paid-in capital                                                                                                                         3,170,273                 1,523,811



              Retained earnings (accumulated deficit)                                                                                                              414,536                 (408,510)




              Total Stockholders' Equity                                                                                                                         3,943,609                 1,116,301




              Total Liabilities and Stockholders' Equity                                                                                                    $
        69,666,979          $
        33,968,332


                                                                  
         
            UNIQUE LOGISTICS INTERNATIONAL, INC.


                                                              
         
          CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                         
          
                (Unaudited)




                                                                
         
           For the Three                                      
     
     For the Six                                     For the Period

                                                                
         
           Months Ended                                       
     
     Months Ended                           
        
         October 28,

                                                                
         
           November 30,                                       
     
     November 30,                                              2019

                                                                                       2020                                                   2020                            
        
         (inception)

                                                                                                                                                                              
        
         Through

                                                                                                                                                                           
        
         November 30,

                                                                                                                                                                                               2019




     
                Revenues:



     Airfreight services                                                                                 $
              72,388,144                      $
            89,887,028               
              $



     Ocean freight and ocean services                                                                              42,601,314                                73,254,180



     Contract logistics                                                                                               838,853                                 1,527,563



     Customs brokerage and other services                                                                           8,811,109                                17,385,916




     Total revenues                                                                                               124,639,420                               182,054,687






     
                Costs and operating expenses:



     Airfreight services                                                                                           68,891,139                                85,628,080



     Ocean freight and ocean services                                                                              38,726,139                                66,592,372



     Contract logistics                                                                                               297,758                                   561,826



     Customs brokerage and other services                                                                           8,357,835                                16,502,717



     Salaries and related costs                                                                                     2,191,247                                 4,292,136



     Professional fees                                                                                                228,739                                   658,480



     Rent and occupancy                                                                                               442,605                                   901,116



     Selling and promotion                                                                                            846,883                                 1,898,311



     Depreciation and amortization                                                                                    191,398                                   382,217



     Fees on factoring agreements                                                                                   1,410,203                                 1,884,263



     Other                                                                                                             16,190                                   238,889                                      15




     Total costs and operating expenses                                                                           121,600,136                               179,540,407                                      15






     Income (loss) from operations                                                                                  3,039,284                                 2,514,280                                    (15)






     
                Other expenses



     Interest                                                                                                       (203,740)                                (236,179)



     Loss on extinguishment of convertible note                                                                   (1,147,856)                              (1,147,856)




     Total other expenses                                                                                         (1,351,596)                              (1,384,035)






     Net income (loss) before income taxes                                                                          1,687,688                                 1,130,245                                    (15)






     Income tax expense                                                                                               290,505                                   307,199






     
                Net income (loss)                                                          $
              
                1,397,183                   $
       
              823,046                            $
      
       (15)






     
                Net income (loss) per common share



     
                - basic                                                                                      $
              0.01                          $
              0.01                               $
     (0.00)




     
                - diluted                                                                                    $
              0.00                          $
              0.00                               $
     (0.00)






     
                Weighted average common shares outstanding



     
                - basic                                                                                         252,603,584                               167,748,635




     
                - diluted                                                                                     8,646,523,725                             9,180,134,802

Adjusted EBITDA

Following is the reconciliation of our consolidated net income to Adjusted EBITDA:


                                                                         For the Three                          For the Six
                                                              Months Ended                          Months Ended

                                                                         November 30,                           November 30,
                                                                                  2020                                   2020






     Net income                                                                       $
     1,400,038                             825,901





     Add Back:



     Income tax expense                                                                    290,505                             307,199



     Depreciation and amortization                                                         191,398                             382,217



     Stock- based compensation                                                              50,000                              50,000



     Loss on extinguishment of convertible notes                                         1,147,856                           1,147,856



     Factoring fees                                                                      1,410,203                           1,884,263



     Interest expense (including accretion of debt discount)                               203,740                             236,179



                                                                                          3,293,702                           4,007,714





     Adjusted EBITDA                                                                     4,690,885                           4,830,760

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SOURCE Unique Logistics International, Inc.