CEA Industries Inc. (NASDAQ: CEAD, CEADW) (“CEA Industries” or the “Company”), is reporting results for the three and twelve months ended December 31, 2022.

“The market environment for cannabis has continued to face headwinds as operators contend with pricing pressure and inflationary impacts on consumer wallets, ” said Tony McDonald, Chairman and CEO of CEA Industries Inc. “As a result, capital expenditures in the sector have slowed significantly, leading to project and buildout delays which are negatively impacting our business. In response to the challenged environment, we have focused on diversifying our customer base beyond cannabis and have proactively implemented a series of cost saving initiatives to mitigate the pressures. Early signs have already begun to show a positive trend, as reflected by our double-digit sequential reduction in operating expenses in the fourth quarter of 2022.

“Although the economic environment has impacted our business, we remain focused on providing the high-quality products and services our customers expect. Looking ahead, we will continue to evaluate our cost structure to maximize working capital and overall liquidity. We believe our fortified balance sheet and prudent cost management will enable us to withstand the challenged environment and deliver shareholder value.”

Fourth Quarter 2022 Financial Summary (in $ thousands, excl. margin items):

    Q4 2022     Q3 2022     Q4 2021     % QoQ     % YoY  
Revenue   $ 1,461     $ 5,063     $ 3,056       -71 %     -52 %
Gross Profit   $ 151     $ 597     $ 552       -75 %     -73 %
Gross Margin     10.3 %     11.8 %     18.1 %     -150 bps     -780 bps
Operating Expenses   $ 1,434     $ 1,656     $ 1,518       -13 %     -6 %
Net Income/(Loss)   $ (1,272 )   $ (1,042 )   $ (402 )     NA       NA  

Full Year 2022 Financial Summary (in $ thousands, excl. margin items):

    FY 2022     FY 2021     % YoY  
Revenue   $ 11,283     $ 13,639       -17 %
Gross Profit   $ 1,145     $ 2,926       -61 %
Gross Margin     10.1 %     21.5 %     -1,140 bps
Operating Expenses   $ 6,869     $ 4,905       40 %
Net Income/(Loss)   $ (5,497 )   $ (1,338 )     NA  

Fourth Quarter 2022 Financial Results

Revenue in the fourth quarter of 2022 was $1.5 million compared to $3.1 million for the same period in 2021. The decrease was primarily attributed to supply chain and project delays as well as a reduction in the size and number of signed contracts during 2022.

Net bookings in the fourth quarter of 2022 were $206,000 compared to $4.0 million in the year-ago period. The Company’s quarter-end backlog was $5.6 million compared to $10.8 million for the same period in 2021. The decrease in the Company’s net bookings and backlog for the fourth quarter of 2022 was primarily driven by fewer capital projects and expenditures by cannabis growers.

Gross profit in the fourth quarter of 2022 was $0.2 million compared to $0.6 million for the same period in 2021. Gross margin was 10.3% compared to 18.1% in the year ago period. The decrease in gross margin was primarily driven by lower revenue and an increase in variable costs, which include the cost of equipment, external engineering costs, shipping and handling, and travel and warranty costs.

Operating expenses in the fourth quarter of 2022 decreased 6% to $1.4 million compared to $1.5 million for the same period in 2021. The decrease was primarily driven by lower product development expenses.

Net loss in the fourth quarter of 2022 was $1.3 million or $(0.18) per share, compared to a net loss of $0.4 million or $(0.25) per share for the same period in 2021. Net loss per share for the fourth quarter of 2022 was lower than the net loss per share in the year-ago quarter due to higher issued and outstanding shares as of the fourth quarter of 2022.

Cash and cash equivalents were $18.6 million on December 31, 2022, compared to $2.2 million on December 31, 2021, while working capital increased by $15.1 million during this period. The increase was primarily driven by net proceeds from the Company’s sale of common stock and warrants of approximately $22 million in February 2022. At December 31, 2022, the company remained debt free.

Conference Call

CEA management will host a conference call today to discuss its financial and operating results, followed by a question-and-answer session.

Date: Tuesday, March 28, 2023Time: 4:30 p.m. ETDial: 1-973-528-0008Access Code: 901537Webcast URL: https://www.webcaster4.com/Webcast/Page/2893/47830

Interested parties may submit questions to the Company prior to the call by emailing info@ceaindustries.com. For those unable to participate in the conference call at that time, a replay will be available for two weeks in the Investors section of the Company’s website at www.ceaindustries.com beginning on March 28, 2023 at 4:30 p.m. ET.

About CEA Industries Inc.

CEA Industries Inc. (www.ceaindustries.com), is home to industry leaders in supplying the controlled environment agriculture, with complementary and adjacent companies added to its portfolio when aligned with the company’s product and sales initiatives. As the global environment for indoor cultivation continues to develop, CEA Industries was formed to embrace companies that support these ecosystems.

Headquartered in Louisville, Colorado, CEA Industries knows that growth is a team sport. Through future partnerships and mergers and acquisitions, both financial and strategic, CEA Industries will continue its pursuit of companies and products that bring accretive value to its customers.

Forward Looking Statements

This press release may contain statements of a forward-looking nature relating to future events. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. These statements reflect our current beliefs, and a number of important factors could cause actual results to differ materially from those expressed in this press release, including the factors set forth in “Risk Factors” set forth in our annual and quarterly reports filed with the Securities and Exchange Commission (“SEC”), and subsequent filings with the SEC. Please refer to our SEC filings for a more detailed discussion of the risks and uncertainties associated with our business, including but not limited to the risks and uncertainties associated with our business prospects and the prospects of our existing and prospective customers; the inherent uncertainty of product development; regulatory, legislative and judicial developments, especially those related to changes in, and the enforcement of, cannabis laws; increasing competitive pressures in our industry; and relationships with our customers and suppliers. Except as required by the federal securities laws, we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise. The reference to CEA’s website has been provided as a convenience, and the information contained on such website is not incorporated by reference into this press release.

Non-GAAP Financial Measures

To supplement our financial results on U.S. generally accepted accounting principles (“GAAP”) basis, we use non-GAAP measures including net bookings and backlog, as well as other significant non-cash expenses such as stock-based compensation and depreciation expenses. We believe these non-GAAP measures are helpful in understanding our past performance and are intended to aid in evaluating our potential future results. The presentation of these non-GAAP measures should be considered in addition to our GAAP results and are not intended to be considered in isolation or as a substitute for financial information prepared or presented in accordance with GAAP. We believe these non-GAAP financial measures reflect an additional way to view aspects of our operations that, when viewed with our GAAP results, provide a more complete understanding of factors and trends affecting our business.

Media Contact:        

Courtney GwynnMarketing Manager courtney.gwynn@surna.com(720) 531-0311

Investor Contact:

Sean Mansouri, CFAElevate IRinfo@ceaindustries.com(720) 330-2829

CEA Industries Inc.Consolidated Balance Sheets

    December 31,     December 31,  
    2022     2021  
             
ASSETS                
Current Assets                
Cash and cash equivalents   $ 18,637,114     $ 2,159,608  
Accounts receivable, net     2,649       179,444  
Inventory, net     348,411       378,326  
Prepaid expenses and other     1,489,921       1,273,720  
Total Current Assets     20,478,095       3,991,098  
Noncurrent Assets                
Property and equipment, net     68,513       77,346  
Goodwill     -       631,064  
Intangible assets, net     1,830       1,830  
Deposits     14,747       14,747  
Operating lease right-of-use asset     462,874       565,877  
Total Noncurrent Assets     547,964       1,290,864  
                 
TOTAL ASSETS   $ 21,026,059     $ 5,281,962  
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)                
                 
LIABILITIES                
Current Liabilities                
Accounts payable and accrued liabilities   $ 1,207,258     $ 1,345,589  
Deferred revenue     4,338,570       2,839,838  
Accrued equity compensation     89,970       83,625  
Other liabilities     -       37,078  
Current portion of operating lease liability     118,235       100,139  
Total Current Liabilities     5,754,033       4,406,269  
                 
Noncurrent Liabilities                
Operating lease liability, net of current portion     376,851       486,226  
Total Noncurrent Liabilities     376,851       486,226  
                 
TOTAL LIABILITIES     6,130,884       4,892,495  
                 
Commitments and Contingencies (Note 11)     -       -  
                 
TEMPORARY EQUITY                
Series B Redeemable Convertible Preferred Stock, $0.00001 par value; 0 and 3,300 issued and outstanding, respectively     -       3,960,000  
Total Temporary Equity     -       3,960,000  
                 
SHAREHOLDERS’ EQUITY (DEFICIT)                
Preferred stock, $.00001 par value; 25,000,000 and 150,000,000 shares authorized, respectively; 0 shares issued and outstanding     -       -  
Common stock, $0.00001 par value; 200,000,000 and 850,000,000 shares authorized, respectively; 7,953,974 and 1,600,835 shares issued and outstanding, respectively     80       16  
Additional paid in capital     49,173,836       25,211,017  
Accumulated deficit     (34,278,741 )     (28,781,566 )
Total Shareholders’ Equity (Deficit)     14,895,175       (3,570,533 )
                 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)   $ 21,026,059     $ 5,281,962  

CEA Industries Inc.Consolidated Statements of Operations(in US Dollars except share numbers)

    For the Twelve Months Ended December 31,  
    2022     2021  
Revenue, net   $ 11,283,189     $ 13,638,558  
                 
Cost of revenue     10,138,249       10,712,563  
                 
Gross profit     1,144,940       2,925,995  
                 
Operating expenses:                
Advertising and marketing expenses     1,157,871       772,139  
Product development costs     319,987       469,703  
Selling, general and administrative expenses     4,759,865       3,662,668  
Goodwill impairment charges     631,064       -  
Total operating expenses     6,868,787       4,904,510  
                 
Operating loss     (5,723,847 )     (1,978,515 )
                 
Other income (expense):                
Other income (expense), net     191,358       627,592  
Interest income (expense), net     35,314       (2,832 )
Gain on lease termination     -       15,832  
Total other income (expense)     226,672       640,592  
                 
Loss before provision for income taxes     (5,497,175 )     (1,337,923 )
                 
Income taxes     -       -  
                 
Net loss   $ (5,497,175 )   $ (1,337,923 )
                 
Convertible preferred series B stock redemption value adjustment   $ -     $ (2,262,847 )
Convertible preferred series B stock dividends     (35,984 )     (67,447 )
Dividend on redemption of series A preferred stock     -       (20,595 )
Deemed dividend on convertible preferred series B stock on down round     (439,999 )     -  
                 
Net loss available to common shareholders   $ (5,973,158 )   $ (3,688,812 )
                 
Loss per common share – basic and diluted   $ (0.84 )   $ (2.33 )
                 
Weighted average number of common shares outstanding, basic and diluted     7,094,410       1,582,869  

CEA Industries Inc.Consolidated Statements of Cash Flows

    For the Twelve Months Ended         December 31,  
    2022     2021  
Cash Flows From Operating Activities:                
Net loss   $ (5,497,175 )   $ (1,337,923 )
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:                
Depreciation and intangible asset amortization expense     32,442       65,372  
Gain on forgiveness of note payable     -       (517,032 )
Share-based compensation     307,736       369,214  
Common stock issued for other expense     -       67,000  
Provision for doubtful accounts     (54,708 )     16,844  
Provision for excess and obsolete inventory     (20,472 )     (1,666 )
Gain on lease termination     -       (15,832 )
Loss on disposal of assets     4,489       67,567  
Amortization of operating lease ROU asset     103,003       204,521  
Goodwill impairment charges     631,064       -  
                 
Changes in operating assets and liabilities:                
Accounts receivable     231,504       (162,808 )
Inventory     50,387       (49,551 )
Prepaid expenses and other     (216,202 )     (235,897 )
Accounts payable and accrued liabilities     (175,409 )     (476,450 )
Deferred revenue     1,498,732       (884,350 )
Accrued interest     -       2,832  
Deposits     -       (14,747 )
Operating lease liability, net     (91,279 )     (259,475 )
Accrued equity compensation     6,345       (44,809 )
Net cash used in operating activities     (3,189,543 )     (3,207,190 )
                 
Cash Flows From Investing Activities                
Purchases of property and equipment     (30,348 )     (68,657 )
Proceeds from the sale of property and equipment     2,250       11,500  
Net cash used in investing activities     (28,098 )     (57,157 )
                 
Cash Flows From Financing Activities                
Payment of dividends on series B preferred stock     (35,984 )     -  
Redemption of series B preferred stock     (1,980,000 )     -  
Net cash proceeds on sale of common stock and warrants, net of expenses     21,711,131       -  
Cash proceeds from sale of preferred stock and warrants, net of issuance costs     -       2,624,874  
Proceeds from issuance of note payable     -       514,200  
Net cash provided by financing activities     19,695,147       3,139,074  
                 
Net change in cash and cash equivalents     16,477,506       (125,273 )
Cash and cash equivalents, beginning of period     2,159,608       2,284,881  
Cash and  cash equivalents, end of period   $ 18,637,114     $ 2,159,608  
                 
Supplemental cash flow information:                
Interest paid   $ -     $ -  
Income taxes paid   $ -     $ -  
                 
Non-cash investing and financing activities:                
Adjustment of carrying value of series B preferred stock  to redemption value   $ -     $ 2,262,847  
Conversion of series B preferred stock   $ 1,980,000     $ -  
Accrued series B interest payable settled in shares of common stock   $ -     $ 67,447  
Series A preferred stock converted into shares of common stock   $ -     $ 420  
Deemed dividend on series B preferred stock arising on down round   $ 439,999     $ -  
Dividend on redemption of series A preferred stock settled in shares of common stock   $ -     $ 20,595  
Right of Use asset arising on new office lease   $ -     $ 582,838  
Cashless exercise of prefunded warrants   $ 2     $ -  
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