Our Business
Transcription
Our Business
Gilla Inc. Investor Presentation OTCQB: GLLA www.gillainc.com Safe Harbor This presentation provides a summary description of Gilla Inc. (“Gilla”) and its business, all of which is available in the public disclosure record of management, but does not purport to be complete. Prospective investors are encouraged to obtain independent legal advice concerning any investment in securities of Gilla and should not base their decision on whether to invest in either Company upon the material provided herein. There are no representations or warranties made herein by Gilla or any financial advisors and agents of Gilla (the “Agents”). There are certain risks inherent in an investment in the securities of Gilla which prospective investors should carefully consider before investing in the securities of Gilla. This presentation is not, and under no circumstances is it to be construed as, an advertisement or a public offering of securities of Gilla. No securities regulatory authority or similar authority has reviewed or in any way passed upon the presentation or the merits of these securities and any representation to the contrary is an offence. This presentation has been prepared for information purposes only in an effort by management to summarize the public disclosure record of Gilla. No representation, warranty or undertaking, express or implied, is made and no responsibility or liability is accepted by Gilla or any of its Agents as to the accuracy or completeness of the information contained herein or any other information, representation, warranty or undertaking, express or implied, made by Gilla in connection with the offering of securities described herein. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 2 Gilla aims to become a global leader in the manufacturing and distribution of E-liquid brands and proprietary recipes for the vapor industry. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 3 The Opportunity 1. Consumers Shifting to Vaporizers • • Vaporizers are growing 3x faster than E-cigarettes Better user experience U.S. E-Liquid Market (Millions) $3,000 $2,500 2. Industry Ripe For Consolidation • • • • • 3. $2,000 $1,500 Fragmented E-liquid industry $1,000 Hundreds of independent (“mom/pop”) $500 manufacturers $2014 2015 2017 2019 2021 2023 Limited expertise operating larger Imported E-liquids U.S. Manufactured E-liquids businesses Adhere to self-governed manufacturing standards No current market leader or existing/natural consolidator or buyer 2025 Attractive Acquisition Valuations • • • 4. Manufacturers have limited access to growth capital Interested in exiting to “cash-in” on recent growth Limited buyers given size of targets and early days of the industry Recurring Revenue & High Margins • • Consumers require E-liquid on a regular basis Significantly less expensive then combustible cigarettes reducing price sensitivity Private and Confidential - Gilla Inc. (OTCQB:GLLA) 4 The Strategy Establish Significant Private Label Clientele Acquire Scalable Manufacturing Platform • E Vapor Labs: Daytona, FL based E-liquid facility Establish Online Retail Channel • Legion of Vape and VaporLiq Establish Global Distribution Platform • Gilla Europe: Multinational distribution platform Acquire & Develop New Brands • Low cost customer acquisition, operational synergies, consolidate sales efforts, and improve margins Add Manufacturing Platforms • • Reduce jurisdictional risk Efficiency in distribution/logistics Private and Confidential - Gilla Inc. (OTCQB:GLLA) 5 Recent Announcements Gilla Appoints Chief Marketing Officer and Leading Sales Team (Feb. 22, 2016) Gilla announced that it had appointed an industry veteran, Austin Hopper, as the Company’s Chief Marketing Officer. Mr. Hopper will utilize his experience in the vape industry to lead and execute on Gilla’s global marketing strategy as the Company embarks on a new stage of growth. In joining Gilla, Mr. Hopper also brings his leading sales team that has achieved over $2 million in monthly sales of ELiquids. Gilla Forms Gilla Europe; Acquires Leading E-Cig Management Team (Jan. 6, 2016) Gilla announced that it had formed Gilla Europe Kft. in Budapest, Hungary and has hired a leading Ecig sales and distribution team having a platform that accesses over 25 European countries and covering over 30 languages. The distribution platform was providing exclusive services to a leading cig-a-like brand and had built sales to over $3 million per year. Gilla Closes Acquisition of The Mad Alchemist E-Liquid Brand (Dec. 2, 2015) Gilla acquired all of the assets, rights and title to own and operate The Mad Alchemist and the Replicant E-liquid brands available online and in vape shops in the United States, Canada, Europe and United Arab Emirates. The total purchase price of the assets was $500,000 payable to the vendor over a period of 30 months from the closing in common stock and cash. The Company also agreed to a tiered quarterly earn-out based on the gross profit stream of the acquired brands up to a maximum of 25% of such stream. Gilla Closes Acquisition of Craft Vapes E-Liquid Brand (Nov. 3, 2015) Gilla acquired all of the assets, rights and title to own and operate the Craft Vapes, Craft Clouds, and Miss Pennysworth’s Elixirs E-liquid brands available online and in vape shops in the United States, the United Kingdom and France. At closing, Gilla issued to the vendor 1,000,000 common shares valued at $150,000; paid to the vendor $23,000 in cash for inventory and equipment; and agreed to a tiered quarterly earn-out based on the gross profit stream of the acquired brands up to a maximum of 25% of such stream. Gilla Surpasses Q3 Expectations; Provides Q4 Guidance (Oct. 8, 2015) Gilla surpassed its expectation of $750,000 in the third quarter of 2015 with total revenues of over $800,000 recorded in the period. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 6 Shifting Landscape Consumer demand has drastically shifted from “cig-a-like” E-cigarettes to Vaporizers, Tanks and Mods. Cig-a-like Vaporizers • • • • • • • Limited power Limited flavor capacity Lower conversion rate (5.6%) compared to vaporizers (9.6%) Big tobacco is a large player in the E-cig space with control over c-store distribution channel Better performance Better affordability Attractive “vaping lifestyle” Vape Shops • • • • More than 19,000 globally ½ in the United States Robust assortment of flavors and products Vaping experts are educating users E-Liquid Demand • • US E-liquid industry is expected to grow to $2.8B by 2025 Growing demand for US $2.8B manufactured E-liquid by 2025 Private and Confidential - Gilla Inc. (OTCQB:GLLA) 7 Our Business Developing & Expanding New E-liquid Brands Recently acquired Florida based 10,000 sq. ft. facility with room for expansion • • Current capacity: 30,000 bottles a day Skilled workforce and knowledgeable management team Key Attributes • • • • In house branding and marketing team • Brand/logo design • Vape hardware and apparel design Flavoring solutions • USA sourced ingredients • 500 base flavor options • Custom flavoring through a “mixologist” Fulfilment services • Customized labeling and bottling • Outsourced hardware supply • Warehousing and shipping Expertise of launching new brands rapidly Private and Confidential - Gilla Inc. (OTCQB:GLLA) 8 Our Business Private Label Clientele Clientele Includes Major Global Tobacco Companies • • • Focus on C-store channel GRE is a global cigarette manufacturer based in North America with products in over 150,000 points of sale worldwide Increased manufacturing efficiency by producing for smaller vape brands GRE Tobacco Other Clientele Private and Confidential - Gilla Inc. (OTCQB:GLLA) 9 Our Business Our Product Portfolio Established In-House Expertise In New Brand Development Private and Confidential - Gilla Inc. (OTCQB:GLLA) 10 Our Business Brand Promotion - Online Strategy Creative Design • • • • • Website design User interface design Mobile optimization Integrated payment processing Packaging design Social Media Managment • • • • Strategy development Social networking services Create and manage social feeds Community monitoring Affiliate-Based Marketing • • Lead generation Drive targeted traffic Private and Confidential - Gilla Inc. (OTCQB:GLLA) 11 Our Business Multinational Distribution Platform Distribution Network • • Current reach of 30 countries International logistics and supply chain management platform Sales Support • • • Multilingual call center Multinational payment processing systems Country managers for all of Europe and North America Infrastructure • • • In-house developed ERP systems Best-in-class manufacturing and quality assurance Strategically located distribution hubs Private and Confidential - Gilla Inc. (OTCQB:GLLA) 12 Our Business Economics of Our E-Liquid Manufacturing Retail 96%-98% Margins Distributor Wholesale 81%-88% Margins 91%-94% Margins Private Label 48%-75% Margins All margins are based on a 30ml E-liquid bottle Private and Confidential - Gilla Inc. (OTCQB:GLLA) 13 Our Business A Scalable Revenue Model Vape Shops Bottles/Month Shelf Space Revenue/Year Gross Margin/Year 1 1K - 2K 10% $9.6K - $19.2K $8.1K - $16.2K 100 100K - 200K 10% $960K - $1.9M $810K - $1.6M 500 500K - 1.0M 10% $4.8M - $9.6M $4.1M - $8.1M 2,000 2.0M - 4.0M 10% $19.2M- $38.4M $16.2M - $32.4M A 1% increase in shelf space equates to an additional $960 - $1,920 in revenue per vape shop annually Private and Confidential - Gilla Inc. (OTCQB:GLLA) 14 Consolidation Strategy Selectively pursue financially and strategically accretive targets • • • • Net positive cash-flow Growing sales Access to new/unique customer base/markets Product and/or industry experience Consolidate operations and expertise to leverage • • • • • • Operational/cost synergies Consolidation of manufacturing facilities Current private label expertise to improve margins Customer base to introduce additional revenue streams (hardware etc.) “Best of Breed” flavors across the customer base Online marketing across the board to develop customer base Management “tailor-made” for execution of consolidation strategy • • • CEO with over 17 years of experience in public company management and business development in the gaming and technology sectors CFO having completed in excess of $3B in principal investments and advised on a further $4B of M&A for third party clients COO with over 10 years of experience in the logistics and distribution businesses Private and Confidential - Gilla Inc. (OTCQB:GLLA) 15 Key Investment Highlights High growth E-liquid industry • • US E-liquid industry is expected to grow to $2.8B by 2025 According to a leading Wells Fargo analyst, vapor consumption (including hardware and “cig-a-like” products) could surpass combustible cigarettes in 10 years High margin manufacturing business • • E-liquid portfolio of 6 premium brands with 2 in late development Margins in excess of 75% on premium E-liquid brands Pure play investment vehicle • • • Listed in the US on the OTCQB: GLLA Only public company focused on E-liquids Plans to up-list to the NASDAQ and dual list in Canada to improve liquidity and valuation Strategic and well developed consolidation strategy • • • • Strong pipeline of accretive targets Opportunity to expand product verticals, grow revenues and profitability by leveraging expertise and consolidating operations Proven and well suited management team Utilize public vehicle Private and Confidential - Gilla Inc. (OTCQB:GLLA) 16 Key Financial Highlights Key Financial Information Revenue Gilla Owned Brands OEM Other Total Revenue 31-Dec-15 $ 78,750 $ 157,500 236,250 31-Mar-16 157,500 $ 834,750 290,250 1,282,500 30-Jun-16 831,563 $ 486,469 498,000 1,816,031 30-Sep-16 1,402,500 $ 827,250 665,700 2,895,450 31-Dec-16 2017 2018 2019 2,071,875 $ 18,131,250 $ 40,456,875 $ 57,900,000 1,175,063 7,503,375 9,398,063 10,644,000 798,600 3,534,650 3,919,050 4,143,450 4,045,538 29,169,275 53,773,988 72,687,450 Cost of Goods Sold Gilla Owned Brands OEM Other Total COGS 14,063 105,000 119,063 28,125 565,125 82,800 676,050 94,922 322,594 137,700 555,216 196,875 545,625 181,800 924,300 316,406 771,938 221,400 1,309,744 3,023,438 4,843,875 1,002,600 8,869,913 7,010,156 5,792,063 1,150,800 13,953,019 10,125,000 6,373,500 1,266,000 17,764,500 Total Other Expenses EBITDA 707,738 (590,551) 1,325,798 (719,348) 1,488,440 (227,625) 1,697,741 273,409 1,794,343 941,450 9,177,020 11,122,342 12,673,265 27,147,704 15,488,419 39,434,531 Depreciation / Amortization Depreciation EBIT 2,805 (593,356) 6,485 (725,833) 6,323 (233,948) 6,165 267,244 11,011 930,440 63,425 11,058,918 98,158 27,049,546 127,229 39,307,302 Interest Expense Tax Net Income 80,794 (674,150) $ 85,322 17,261 (828,416) $ 102,834 13,554 (350,336) $ 90,725 55,843 120,676 $ 92,179 209,565 628,696 $ Key Revenue and GM Assumptions Gilla Owned Brands (Gross Margin: 82%) # of Stores Reached % of Shelf Space OEM # of Hardware sold (Gross Margin: 32%) # of E-liquid bottles sold to Vape Stores (Gross Margin: 53%) $ Revenue from 3rd Party Liquid Clients (Gross Margin: 32%) Other Revenue New - Ecig Revenues (Gross Margin: 65%) Distribution Revenues (Gross Margin: 40%) $ 236,788 105,000 105,000 2,705,532 6,736,137 9,800,576 8,116,597 $ 20,208,410 $ 29,401,727 31-Dec-15 31-Mar-16 30-Jun-16 30-Sep-16 31-Dec-16 2017 2018 2019 50 5.0% 100 5.0% 225 7.5% 350 10.0% 450 12.5% 850 22.5% 1,250 30.0% 1,650 30.0% 150,000 200,000 7,500 7,500 675,000 7,500 25,313 300,000 7,500 52,500 600,000 7,500 84,375 900,000 30,000 806,250 5,700,000 30,000 1,869,375 6,000,000 30,000 2,700,000 6,000,000 - 270,000 20,250 450,000 48,000 570,000 87,000 660,000 126,000 2,840,000 631,500 3,000,000 835,500 3,000,000 1,039,500 Private and Confidential - Gilla Inc. (OTCQB:GLLA) 17 Capital Structure Capital Structure # of Shares Current Shares Outstanding* Warrants Outstanding Warrants Outstanding (Average exercise price of $0.27) Current Acquisitions (Assumed to be issued at $0.15) Fully Diluted Shares Outstanding 100,521,239 Current Raise ($1.15M convertible at $0.10)** Current Raise (Full warrant at $0.20 exercise price) ** 11,500,000 11,500,000 Fully Diluted Shares Outstanding (Post-Financing) *Inside Ownership of 24% **50% of the Current Raise Closed 7,227,373 1,333,333 109,081,945 132,081,945 Private and Confidential - Gilla Inc. (OTCQB:GLLA) 18 Contact Graham Simmonds Chief Executive Officer T: 1 647 503 6602 M: 1 416 843 2281 graham@gillainc.com Ashish Kapoor Chief Financial Officer T: 1 647 503 6603 M: 1 416 523 3350 ashish@gillainc.com Canada (Corporate Office) 70 York St. Suite 1610 Toronto, ON M5J 1S9 U.S.A. (Sales Office) 475 Fentress Blvd. Unit L Daytona Beach, FL 32114 Private and Confidential - Gilla Inc. (OTCQB:GLLA) 19 Appendix Management & Board J. Graham Simmonds, Chairman of the Board of Directors and CEO Mr. Simmonds has served as Chairman of the Board of Directors since May 14, 2015 and as Chief Executive Officer of the Company since November 15, 2012. Mr. Simmonds has over 18 years of experience in public company management and business development projects within both the gaming and technology sectors. Mr. Simmonds is licensed and/or has previously been licensed/registered with a number of horse racing and gaming commissions in the United States and Canada. Mr. Simmonds developed and launched the first in-home digital video horseracing service in North America and is a former director and partner in eBet Technologies Inc., a licensed ADW operator and software developer for the online horse racing industry in the United States. He is the founder and CEO of Baymount Incorporated, a diversified investment, financial advisory and venture capital firm focused in opportunities within the horse racing, gaming and technology industries and former chairman and CEO of DealNet Capital Corp., a consumer finance company. Ashish Kapoor, Chief Financial Officer Mr. Kapoor has served as the Company’s Chief Financial Officer since November 15, 2012. Mr. Kapoor has over 15 years of experience in providing capital markets advisory and assurance services as a finance professional. After obtaining his Chartered Accountant designation at Ernst & Young, Mr. Kapoor has gained over 10 years of experience in investment banking, advising client across various industries. As a senior vice president at Macquarie Capital Markets Canada Ltd., Mr. Kapoor was responsible for the Canadian telecom, media, entertainment and technology investment banking and principal investing group. During his 10 years at Macquarie, Mr. Kapoor completed in excess of $3B in successful principal investments and advised on a further $4B of mergers and acquisitions for third party clients. Mr. Kapoor was formerly the CFO of DealNet Capital Corp., a consumer finance company, and Transeastern Power Trust, an independent power producer focussed on renewable energy sources. Mr. Kapoor obtained his Chartered Accountant designation as part of the Ernst & Young’s Toronto practice and was awarded the Gold Medal for first place in Ontario, and the Bronze Medal for third place in Canada on the 2000 Chartered Accountancy Uniform Final Examination. Mr. Kapoor is also a CFA Charter holder and holds a Masters of Accounting and a Bachelor of Arts degree from University of Waterloo. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 20 Appendix Management & Board Balint Antal, Managing Director of Europe Mr. Antal has served as the Company’s Managing Director of Europe since January 6, 2016. Mr. Antal has over 14 years of experience in logistics and distribution, business development and management in IT, real estate and international commerce sectors. After a few years as a quality manager of an IT company providing services for the largest international bank, Mr. Antal successfully built and operated his own companies; including E-Distribution Kft., a leading European E-cigarette distributor where he built a 20-plus-person team in Hungary providing customer service, E-commerce, IT services and the logistics, warehousing and distribution services generating sales of over $3M per year. In the Hungarian real estate sector, Mr. Antal built over $5M of annual income through the development of commercial properties providing land development, financial, sales and rental, and management services. Mr. Antal holds a Masters of Business Administration and Management from Corvinas University. Austin Hopper, Managing Director of North America Mr. Hopper has served as the Company’s Managing Director of North America since February 22, 2016. In 2002, Mr. Hopper found himself at the epicenter of the emerging vaping industry when he began working at Space Jam. This new and dynamic market was the perfect fit for Mr. Hopper’s personal sales approach and natural showmanship, and soon Space Jam was a stratospheric success. Mr. Hopper repeated the trick by helping to launch Cosmic Fog, before turning his attention to the just launched Cuttwood. Within a year, Mr. Hopper helped turn that struggling start-up into arguably the world’s biggest E-liquid brand. Danny Yuranyi, Director, Chief Procurement Officer Mr. Yuranyi has served as a director of the Company since November 15, 2012. Prior to that, he was president of DY Consulting, a consulting firm. Mr. Yuranyi has over 30 years of experience in the transportation, logistics, and distribution businesses having successfully built and operated his own companies on a number of occasions. Mr. Yuranyi has held senior positions with Loomis and Gelco Express which was later sold to Air Canada. After helping build a division of Gelco Express from $1M to more than $12M in annualized sales, Mr. Yuranyi left to start a new business of his own called United Messengers which quickly grew to become the largest same-day messenger service in Canada. Most recently, Mr. Yuranyi has invested in building distribution relationships with European brands in the energy drink and bottled water businesses.. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 21 Appendix Management & Board Henry J. Kloepper, Lead Independent Director Mr. Kloepper has served as the Company’s Lead Independent Director since April 13, 2013 and is currently the Chairman of the Compensation and Governance Committees. Mr. Kloepper is a leading financier and has been involved in investment banking and corporate finance for over 30 years. He brings a rounded knowledge of the capital markets, strategic growth, and investments. Mr. Kloepper is currently the CEO of Houston Lake Mining Inc., interim CEO of NWT Uranium Corp., and chair of Unique Broadband Systems Inc. Mr. Kloepper was previously a director and president of Mogul Energy International Inc. and has held executive positions with Award Capital, JP Morgan, Citibank, Bank of America, and North American Trust in the US, Canada, and Europe. Gerald Goldberg, Chairman of the Audit Committee Mr. Goldberg has served as a director of the Company since June 29, 2016 and is currently the Chairman of the Audit Committee. Mr. Goldberg is a Chartered Professional Accountant and is a senior partner in the accounting firm of Schwartz Levitsky Feldman LLP, in Toronto. Mr. Goldberg was previously a partner in Grant Thornton and its predecessor firm for over 15 years. Mr. Goldberg has over 30 years of experience in the service, distribution, retail, mining, natural resources and oil & gas, real estate, not-for-profit entities and manufacturing industries, with a strong emphasis in taxation and business advisory services. He is also active in corporate finance and development and has been involved in the structure and design of numerous innovative financing instruments, tax shelters and syndications, both in Canada and the United States. He is actively involved with the audit of various publicly listed companies in both Canada and abroad. Mr. Goldberg also has tremendous experience as an independent director, chairman and member of the audit committee of publicly listed companies, non-for-profit companies, educational and other institutions, organizations and companies. Dr. Blaise A. Aguirre, Director Dr. Aguirre has served as a director of the Company since November 7, 2014. Dr. Aguirre, an internationally known expert, author and lecturer in child and adolescent psychiatry, is the founding medical director of 3East at McLean Hospital, and is an assistant professor of psychiatry at Harvard Medical School. He served as an independent director of Investors Capital Holdings Ltd. from October 28, 2011 until its sale to RCS Capital Company (RCAP:NYSE) in 2014. Previously, Dr. Aguirre was a broker with Investors Capital Company having obtained his series 7 and 63 securities licenses. Dr. Aguirre sits on the board of directors that oversees the annual running of the Illinois Marathon in Champaign, IL. He was a member of the Medical Advisory Board of IVPCARE Inc. prior to their buyout by Walgreens. Dr. Aguirre has developed and maintains enduring relationships with institutional money managers and venture capitalists and has developed expertise as a small cap stock analyst. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 22 Appendix Management & Board Christopher Rich, Director Mr. Rich has served as a director of the Company since November 7, 2014. Mr. Rich is a successful television, film and theater actor and producer. He studied acting at the University of Texas and later at Cornell University, where he received a master’s degree in theater arts. He began his performing career in New York performing on stage in many off-Broadway and regional productions. Mr. Rich has appeared in many television series, most notably on Murphy Brown and Reba. On the big screen, he starred in The Joy Luck Club, Flight of the Intruder, and the independent art film Prisoners of Inertia with Amanda Plummer. He has appeared in numerous television movies, with credits including Going Home opposite Jason Robards in one of his last performances. Mr. Rich appeared in the Company’s Charlie’s Club original online series called “Find Him. Bring Him In.” Stanley D. Robinson, Director Mr. Robinson has served as a director of the Company since October 29, 2008. In addition, Mr. Robinson was most recently a Geologist/Exploration Manager with Kilo Goldmines Ltd., a position he held since January 2007. He is an exploration geologist with over 30 years of experience in Africa (Angola, Democratic Republic of Congo, Ghana, Tanzania, Burkina Faso), Canada and South America. Mr. Robinson’s principal technical expertise is in the management of gold and base metal exploration projects, from grassroots to feasibility stage, geological interpretations with an emphasis on structure and alteration, and in the identification of projects with economic potential. He has extensive experience in managing exploration projects in remote locations and in climatic environments that range from permafrost to tropical and semi-desert. Private and Confidential - Gilla Inc. (OTCQB:GLLA) 23