Gold Flora Corp.

CIK:0001876945|SEC Filings

Interim Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenues, net	$ 32,621	$ 31,960	$ 96,416	$ 62,569
Cost of goods sold	19,138	20,646	65,656	43,269
Gross profit	13,483	11,314	30,760	19,300
Selling, general, and administrative expenses	23,008	25,617	62,740	43,222
Change in fair value of earn out liability	0	0	0	4,375
Total operating expenses	23,008	25,617	62,740	47,597
Loss from operations	(9,525)	(14,303)	(31,980)	(28,297)
Other (income) expense
Notes payable and convertible notes payable interest expense	1,261	3,181	2,831	6,329
Finance lease liability interest expense	3,347	3,373	10,082	8,549
Other interest expense	0	0	381	0
Amortization of debt discount	444	278	800	1,495
Loss on extinguishment of debt	0	1,440	0	1,440
Gain on bargain purchase price	0	(49,026)	0	(49,026)
Other (income) expense, net	2,044	(3,316)	6,482	(4,918)
Total other (income) expense, net	7,096	(44,070)	20,576	(36,131)
Net income (loss) before income taxes	(16,621)	29,767	(52,556)	7,834
Income tax expense	(2,265)	(6,807)	(3,988)	(8,321)
Net loss	(18,886)	22,960	(56,544)	(487)
Net income (loss) attributable to non-controlling interest	(55)	19	(243)	(44)
Net income (loss) attributable to Gold Flora Corporation	(18,831)	22,941	(56,301)	(443)
Dividend on preferred stock	0	(31)	0	(825)
Net income (loss) attributable to Gold Flora Corporation	$ (18,831)	$ 22,910	$ (56,301)	$ (1,268)
Per share – basic and diluted
Net income (loss) per share - Basic (in dollars per share)	$ (0.07)	$ 0.08	$ (0.20)	$ (0.01)
Net income (loss) per share - diluted (in dollars per share)	$ (0.07)	$ 0.08	$ (0.20)	$ (0.01)
Weighted average number of shares outstanding - basic (in shares)	287,643,120	273,642,363	287,590,030	154,766,984
Weighted average number of shares outstanding - diluted (in shares)	287,643,120	300,318,094	287,590,030	154,766,984

Interim Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Operating activities:
Net loss	$ (56,544)	$ (487)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	12,985	10,197
Gain on bargain purchase price	0	(49,026)
Impairment expense	0	0
Legal Settlement	892	0
Loss on extinguishment of debt	0	1,440
Non-cash operating lease expense	(356)	625
Non-cash interest expense on finance leases added to principal	1,087	1,903
Non-cash interest expense on convertible notes payable added to principal	0	0
Gain on forgiveness of convertible debentures	0	(301)
Change in fair value of earnout liability	0	4,375
Deferred income taxes	(2,308)	4,109
Reserve for inventory	760	0
Debt discount amortization	295	18
Debt issue cost amortization	505	1,477
Share-based compensation	366	567
Bad debt expense	707	328
Change in operating assets and liabilities:
Accounts receivable	(3,677)	619
Prepaid expenses and other current assets	(497)	(165)
Deposits and other long term assets	(52)	(39)
Inventory	(1,168)	(1,024)
Accounts payable and accrued liabilities	24,530	(5,636)
Accrued interest and taxes payable	16,689	6,199
Net cash used in operating activities	(5,786)	(24,821)
Investing activities:
Cash received from asset sale	0	0
Receipt of cash from notes receivable	133	48
Issuance of notes receivable	0	38
Purchase of property and equipment and construction costs	(2,183)	(764)
Cash received from acquisition	0	55,306
Net cash (provided by) used in investing activities	(2,050)	54,552
Financing activities:
Proceeds from convertible notes, net of issue costs	0	0
Proceeds from exercise of options	2	0
Payment of convertible notes	0	(1,234)
Repayment of notes	(8,634)	(4,696)
Proceeds from notes	5,786	5,000
Principal repayments of finance lease liability	(2,189)	(1,095)
Payment of acquisition payable	0	0
Contributions, net	0	3
Distributions, net	0	0
Payment of earnout liability	0	(2,000)
Proceeds from Lease incentive payments received	499	1,371
Net cash used in financing activities	(4,536)	(2,651)
Net decrease in cash and cash equivalents	(12,372)	27,080
Cash and cash equivalents, beginning of period	22,538	5,217
Cash and cash equivalents, end of period	10,166	32,297
Supplemental cash flow disclosure:
Cash paid for interest	12,200	14,112
Cash paid for taxes	5,870	8,321
Non-cash investing and financing activities:
Obtaining Property and Equipment relating to a Finance Lease Liability	0	3,383
Capital Expenditures Incurred but Not yet Paid	2,745	0
Other current assets reclassed to property and equipment	0	2,175
Termination of leases	649	0
Equity issued to offset accrued expense	0	472
Reclass of equipment deposits to property and equipment	0	1,044
Conversion of preferred dividends payable to equity	0	8,553
Recognition of right-of-use assets and lease liabilities for operating leases	0	2,064
Accretion of dividends payable	0	825
Shares issued for conversion of debt	0	27,460
Conversion of earn out liability to notes payable	0	2,200
Accrued interest added to principle of notes payable	840	2,348
Debt issued to finance insurance premiums	$ 2,284	$ 0

Interim Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 10,166	$ 22,538
Accounts receivable, Net	4,743	1,773
Inventory	18,780	18,372
Current portion of notes receivable	326	459
Assets held for sale	237	362
Indemnification assets	3,194	3,194
Prepaid expenses and other current assets	8,946	6,165
Total current assets	46,392	52,863
Property and equipment, net	37,470	39,166
Finance lease asset	57,433	60,400
Notes receivable, net of current portion	208	208
Intangible assets, net	42,707	46,101
Operating lease right-of-use assets	21,414	23,655
Deposits and other long term assets	4,071	3,973
Total assets	209,695	226,366
Current liabilities:
Accounts payable and accrued liabilities	54,617	27,342
Accrued interest	1,372	1,365
Current portion of taxes payable	17,665	14,135
Due to related party	2,005	2,005
Consideration payable	4,128	4,342
Current portion of notes payable	24,084	18,952
Current portion of operating lease liabilities	3,070	2,562
Current portion of finance lease liabilities	3,508	2,990
Liabilities held for sale	151	282
Total current liabilities	110,600	73,975
Notes payable, net of current portion	4,768	9,189
Convertible notes payable	21,803	20,546
Operating lease liabilities, net of current portion	22,718	25,817
Finance lease liabilities, net of current portion	84,001	85,122
Taxes payable, net of current portion	26,277	13,751
Deferred tax liability	2,842	5,150
Security deposits and other long term liabilities	110	64
Total liabilities	273,119	233,614
Commitments and contingencies
Shareholders' deficit
Shares of common stock, par value $0.01 per share, 450,000,000 shares of common stock authorized 287,644,766 issued and outstanding at September 30, 2024 and 287,478,982 at December 31, 2023	2,876	2,874
Additional paid in capital	100,943	100,577
Accumulated deficit	(167,134)	(110,833)
Total shareholders' deficit attributable to the Company	(63,315)	(7,382)
Non-controlling interest	(109)	134
Total shareholders' deficit	(63,424)	(7,248)
Total liabilities and shareholders' deficit	$ 209,695	$ 226,366