Aterian, Inc.

Welcome to a Tarion Inc. Q1 earnings report conference call. My name is James, and I'll be your operator for today's call. At this time, all participants are in a listen-only mode. Later, we will conduct a question-and-answer session. During the Q&A session, if you have a question, please press star 1 on your phone. And I'd like to turn the call over to Ilya Gorzovsky, Director of Investor Relations and Corporate Development. Ilya, please go ahead.

Thank you. Thank you for joining us on today's call to discuss Atarian's first quarter 2021 earnings results. On today's call are Yaniv Sarig, co-founder and CEO, and Arturo Rodriguez, our chief financial officer. A copy of today's press release is available on the investor relations sections of Atarian's website at atarian.io. I would like to remind you that certain statements we make in this presentation are forward-looking statements, and these forward-looking statements reflect Atarian's judgment and analysis only as of today, and actual results may differ materially from current expectations based on a number of factors affecting Atarian's business. Accordingly, you should not place undue reliance on these forward-looking statements. For a more thorough discussion of the risks and uncertainties associated with the forward-looking statements to be made in this conference call and webcast, we refer you to the disclaimer regarding forward-looking statements that is included on our first quarter earnings release, as well as our filings with the SEC. We do not undertake any obligation to update or alter any forward-looking statements, whether as a result of new information future events, or otherwise. In addition, the company may refer to certain non-GAAP metrics on this call. Explanation of these metrics can be found in the earnings release filed earlier today. With that, I will turn the call over to Yaniv.

Thanks, Ilya, and good afternoon, everyone. I'm really excited for this first conference call with Ethereum, following our rebranding announcement last week. Changing our company name to Ethereum was an important decision we thoughtfully considered over a significant period of time. First of all, it was about telling our story more concisely. As a company at the intersection of e-commerce, technology, and consumer products, we often found that those new to our story had a difficult time grasping the full breadth of our vision. Thanks to the strong work of our team, our new website does a great job at explaining our business and the differentiation our team is driving the consumer product industry. As many of you are aware, this week, an anonymous short seller made various unfounded claims against our business practices and integrity and offered to reap profits from a decline in our stock. We welcome questions from all our shareholders and have always been proud to showcase what our incredible team has built through the years on the technology, marketing, and supply chain side. Yesterday, we issued a release where we addressed the factual inaccuracies and mischaracterizations. If you wish to spend time with us to learn more about our efforts to build a scalable consumer product platform for e-commerce, please reach out to Uday Grozovsky, our director of IR, whose email can be found at the bottom of our earnings release. We welcome investors to see live demonstration of our ME platform, to answer questions about our business, to go to our go-to-market strategy, all subject to our IFD, of course. We hope that the content we share helps those who are interested in our company understand what our tech platform actually does, the nuances of online marketing, and the efforts we have made to be competitive while remaining compliant with rules and regulations. Q1 was an incredible learning opportunity for our company. While we faced the most difficult supply chain challenges in the history of our firm, despite all our efforts, we were not able to maximize the full potential of our portfolio revenue. Regardless, I know that we learned a lot and improved on many fronts. In my seven years leading this company, I have learned that every time our team is tested, we come out stronger and more capable. To our sourcing, supply chain, and operations team, I've watched you fight through the incredible complexity of daily supply chain disruption, both domestically and internationally, while continuing to work on the supply chain optimization of our recent acquisitions. On behalf of all shareholders, I thank you for your efforts and dedication, as well as our ability to creatively solve difficult problems on the fly. To give more context to the audience today regarding the scale of the crisis, According to Drury, a maritime research and consulting service, the historical shortage of containers in Q4 and Q1 2021 has led to a three- to four-time increase in cost of shipping, while the reliability of marine schedules has plummeted to 55% by September 2020, as reported by Sea Intelligence. Comprised by the increased demand for e-commerce items and continued growth of certain top products, we struggle to keep inventory on hand and missed approximately $6 million in sales for the quarter. Over the past three quarters, we believe that we missed a cumulative approximately $20 million in revenue as a result of inventory shortages. We continue to monitor the challenging international shipping environment and have chosen to remain conservative with our adjusted EBITDA guidance in case shipping rates, container congestion, pricing of last-mile shipping, and other supply chain factors continue to increase and affect our bottom line. We expect to have more clarity on the normalization of the supply chain irregularities in the coming months. As most of you already read in our earnings press release today, we're proud to announce that we're officially adding two new brands to our portfolio. As previously mentioned, we closed the acquisition of Photopaper Direct, a leading online brand in the office and printing business based in the United Kingdom. Photopaper Direct has established itself as a category leader in various internet media product categories and created a strong mode on Amazon. This strong addition to our portfolio further diversifies our product categories as well as our footprint on various marketplaces in Europe. We intend to leverage the company's local team expertise in the European market to accelerate our international expansion. Additionally, we're super excited to announce that Squatty Potty is joining us here in family, adding a nationally loved brand to our portfolio. Squatty Potty has brought to market health and personal care products with a touch of humor and an abundance of caring for others while creating an entire category in the space. According to our estimates, an average of a million searches of Squatty Potty products occur on Amazon.com every month. With a product appearing early on Shark Tank and video ads watched over 30 million times on YouTube, we believe Squatty Potty is poised to continue to dominate the market it's created, which is a significant opportunity expanding the brand's success in the United States into international channels, as well as developing additional products to delight the brand's followers. On a broader note, we continue to pursue our M&A strategy and review new opportunities on a weekly basis. We intend to continue to invest in our team infrastructure and deal flow capabilities to drive growth through the acquisitions. When it comes to launching new products, this quarter marks a record for our company with 21 new products introduced. While initially we projected launching a higher amount of products, we recalibrated in favor of quality and timing and are very happy with our achievements on that front given the complex challenges with blockchain that affected our manufacturing partners as well. Certain products that suffered delays have been put on hold as their launch could have missed seasonality-related windows. Additionally, COVID travel restrictions have prevented our team from being able to completely and fully run quality control procedures, which resulted in some cancellation and delay. Overall, our team have worked tirelessly to overcome these challenges, and I think we made the best possible judgment calls given our expectations versus the reality that's been imposed on us. We're looking forward to the challenges and exciting opportunities ahead in Q2 and beyond. Lastly, I thought it was important on this call to address questions around some of the management team's selling of stocks during the last open trading window. As we mentioned in previous earnings calls, most of management's stock holding, including mine, are in the form of restricted stocks. And as you may know, taxes for these shares are due at a time of vesting, and no individual on the team is able to cover those taxes without selling. Also, we've elected to preserve the company's cash for growth versus covering management's significant tax liabilities. Most of the shares that were sold were done to cover taxes with some individuals choosing to sell additional shares after many years of hard work. It's important to mention, too, that we've required the management team several times to delay the vesting of their shares and even on one occasion to forfeit their shares in order to protect the potential downward pressure on the company's share price that could have resulted from tax-related selling. Our management team includes some of the hardest-working and most dedicated people I've ever had the privilege of partnering with, and they remain extremely invested in the company's long-term success. On a personal note, as part of my long-term wealth planning, and as reported in 2019, I decided to gift a significant portion of my holding in the company to an irrevocable trust on behalf of the benefit of my children. This company is my life's work, and I continue to do everything in my power to lead in a way that drives maximum long-term shareholder value. With that, I'll pass it on to Arti for our finance update.

Thanks, Yaniv, and good afternoon, everyone. Here are the operational performance details of our first quarter. For the first quarter of 2021, net revenue increased 88% to $48.1 million from $25.6 million in the year-ago quarter. This strong gain was primarily from growth in our sustained products of $25.1 million to $42 million from $16.9 million including our recently acquired products, and wholesale revenue of $1.9 million, including $0.6 million of PPE versus zero in the prior year period. The quarter also saw a decrease in launch product revenue of $2.6 million versus prior year period $6.2 million, as the majority of the 21 products launched in the period happened in the late period of March. We suffered from inventory shorts in the quarter, which we estimated to be an impact of approximately $6 million meaning we estimated that we could have sold an additional $6 million with normal inventory levels. Gross margin for the first quarter increased to 54.1% from 40.2% a year ago quarter and increased from 45.6% in Q4 2020. This year-over-year and sequential improvements in gross margin was due to both favorable product mix, including new products acquired pursuant to M&A, and pricing from vendors, offset by wholesale revenue, which carries a much lower gross margin. Our overall Q1 2021 contribution margin was 12.7% as a result of previously mentioned factors, which improved compared to prior year's CM loss of 2.9%. Within CM, our sales and distribution costs were negatively impacted by the supply chain crisis, which drove higher costs and last mile fulfillment, giving the carriers tightness in the quarter. E-commerce platform commissions, online advertising, and logistic expenses, including within sales and distribution expenses, i.e., our variable sales and distribution expenses, as a percentage of their revenue increased to 45.2% for the three months ended March 31st, 2021, as compared to 43.1% for the three months ended March 31st, 2020. We continue to see some of these increased costs impacting our Q2. Q1 2021, which is historically our softest quarter, saw our sustained products contribution margin grow to 18.2% when excluding the $1.8 million non-cash inventory step-up related to M&A versus 6.4% in Q1 2020. We continue to see year-over-year improvement in our product unit economics from mix in pricing. Adjusted EBITDA, which excludes stock-based compensation, change in fair market value of burnout liabilities, Net charges from changes in fair value of warrants and the loss of the issuance of the warrants, amortization inventory step up from acquisitions and other M&A related costs for the first quarter of 2021 improved to a loss of $1.3 million from a loss of $6.4 million in the first quarter of 2020. I would like to highlight, if not for the inventory shortages described earlier, we believe that adjusted EBITDA would have been approximately breakeven. Excluding M&A-related costs from professional fees and transition to the healing solutions, our fixed cost increased approximately $1.5 million as compared to the prior year period. Our headcount rose, as previously mentioned, to 220 people as of March 31, 2020, as we added headcount primarily in customer service and other customer-related roles predominantly in the Philippines. We expect to see our revenue per full-time employee equivalent to be near $1.4 million for 2021 versus 2020s of approximately $1.2 million. This is a continued example of our operating leverage in our technology led business model. Our net loss, which has been impacted from charges of changes in fair value on warrants and losses on the issuance of warrants on a net basis of 50.3 million. As part of our refinancing completed in April, we have amended the warrants to be treated as equity as opposed to debt and expect to avoid these impacts in the future. Turning to the balance sheet at March 31st, 2021, we had cash of 35 million compared to 26.7 million at the end of December 31st, 2020. The increase in cash is strongly driven by financing cash proceeds from the exercise of warrants of $25 million, the high trails note 2 for $14 million, offset by cash portion of the purchase of healing solutions of $15.3 million, repayments on seller notes from SMASH of $4.7 million, working capital uses of $13.6 as we build up for inventory in the summer season, and our cash net loss. The company does have approximately $9.7 million in escrow accounts as of March 31, 2020, related to deposits of certain inventory purchases which have been treated as restricted cash. As previously announced, the company closed its $110 million debt refinancing on April 8. The company views its debt financing as a stepped approach. As we continue to execute our M&A strategy and other strategic initiatives, we do expect opportunities to improve our debt profile over time. The historical SMASH audit, which is for the period of 2018 and 2019, has been completed, and we expect to file our delayed AKA, including PERFORMAS, no later than May 14th. As previously mentioned, the delay was related to the earlier periods, including the opening balance sheet period of December 31st, 2017. The audit results, including the reviewed nine-month period of 9-30-2020, which will be included in the AKA PERFORMAS, are in line with previously disclosed financial results for the SMASH acquisition. For guidance, the full year guidance for 2021 on revenue, the company now expects net revenue to be in the range of $360 million to $390 million, up from $350 million to $380 million, reflecting the addition of Squatty Potty. For the full year 2021 adjusted EBITDA guidance, the company expects adjusted EBITDA to remain in the range of $30 million to $34 million. Adjusted EBITDA increase of Squatty Potty of approximately $2.5 million, based off the timing of closing of that acquisition, is offset by some cautious planning in costs related to the current global crisis in the supply chain. We do expect to raise prices to offset the impacts of this global crisis. The timing and speed of raising prices is always managed, and that can impact the long-term listing position of our products on marketplaces. With that, I'll turn back the call to the operator to open the call for questions.

Very good. We can now begin our question and answer session. If you have a question, please press star 1 on your phone. If you wish to be removed from the question queue, you may press the pound sign or the hash key. And if you're using a speaker phone, you may need to pick up the handset first before pressing the numbers. Once again, if you have a question, pretty special to start one on your phone. Our first question comes from Thomas Fort, DA Davidson.

Great. Thanks for taking my question. So I have one question and one follow-up. So you need at a high level, I wanted to know how you leverage your technology to to identify opportunities to build and buy products to sell in marketplaces, to advertise those products in marketplaces, and then manage logistics for those products?

Sure. Thanks, Tom. So, yeah, so let's touch on all these points. We use technology along the three ways you mentioned. First and foremost, by capturing large amounts of data from different sources, including public sources and APIs, and basically... build through models visibility into different categories of products, what is moving those categories, what are the trends and dislocations in those, and where do we see opportunities to potentially make better products. Once those are defined, we use the software to also build a P&L and a forward-looking forecast for that product based on data that we have accumulated to help us quickly understand the opportunity, qualify it, If we qualify the opportunity, that's when we will engage our sourcing team to leverage the data and the opportunity information that we collected to find the right suppliers to help us get the right product to market. Those suppliers, typically, it's more than one. We try to get products from many suppliers. We compare the cost and other parameters through the software and can compare different scenarios to tell us really what is the best product to launch. Then once we move forward with launching the product, obviously it takes six to eight months from the moment we identify the idea until the product is ready to sell. Once it arrives into the target market, we launch the product basically using marketing across the board to basically outperform the incumbents where we saw certain weakness in the market. And at that point in time, everything flows through the software in terms of managing the P&Ls of the products, the statistics every day of how well they're doing. We automate the marketing on Amazon for those products. And then in certain cases, especially for oversized items, our software also manages the last mile fulfillment, meaning that instead of relying on Amazon's fulfillment centers or Walmart fulfillment centers for that extent, if the item is large, we would typically use our own, sorry, our 3PL partners centers that are connected to our software to manage the last-mile shipping. Does that answer your question?

Yes, it does. Thank you. So then for my follow-up question, you sort of touched on this in your opening remarks, but can you walk through the impact on adjusted EBITDA in the quarter from the inventory shortfalls?

Artie, you want to answer that?

Yeah, thanks, Yaniv. Hey, Tom. So, yeah, we estimated our shorts to be $6 million, and obviously our sustained contribution margin was roughly 18%. So when you multiply those numbers, that's how you get that figure.

Excellent. Thanks, Yaniv. Thanks, Artie.

Thanks, Tom.

Our next question is from Brian Nagel of Oppenheimer.

Good afternoon, guys. A couple of questions. Okay. A couple of questions. So first, my first question is on this, on the supply chain. And I know we talked about this a lot, including last quarter, but, and you mentioned it here again, but could you size, I think that prior question talked about the, the top line impact, but maybe just understand better the, the, the, the impact EBITDA. And then philosophically, is it still, is, are you still basically eating these higher shipping costs or has there been some change there and how, And what are you seeing in terms of just within the supply chain? How much longer do you think these pressures could persist for you?

Artie, you want to take the financial part, and I'll answer on the business side?

Yeah. So, hey, Brian. So, yeah, listen, as you saw, our sales and distribution number was a little higher than prior year period, right, about two points. So we did eat some, right? But I think, you know, as we continue to go through this crisis, you know, this global crisis, everyone does, right? We're expecting to raise prices, as I mentioned, right? And I do think we can offset a good portion of it with pricing increases. The question is just the timing of that, and we have to be delicate not to impact the long-term value of our listings, right? Considering how the marketplaces work, it's not something you just jam through. You've got to sort of do it very thoughtfully and delicately. But that is kind of the plan to sort of really offset the majority of this stuff as we approach Q2 into Q3.

Yeah, if I can add to that, Brian, just to touch more on what Arden said, right? As you know, the marketplaces are very competitive, right? And the dilemma is always, you know, as you kind of see increasing prices of shipping, you know, if you start increasing your price to obviously absorb that and produce better contribution margin, it's going to potentially come at the expense of a more aggressive competitor who is going to try to keep its price low, take more market share from you, and potentially in the long term affect the performance of your product, right? So, you know, on a case-per-case basis, the decision has to be made given many factors. And, you know, we try to find that sweet spot between optimizing for contribution margin and also long-term conserving the market share that we have.

Yep, got it. So just to follow up on that, so Artie, is there a way you could say the actual impact on adjusting EBITDA from the supply chain issues?

Brian, I can't disclose that at this point. I think, you know, we measure the guidance and the EBITDA overall, right? And I think we pointed to Um, and I think you'll see it with the queue. We did mention in the script, there's about a two point impact, right? In the sense of, of what you saw in the sales and distribution side, which I think is probably where, where we saw the impact for Q1 it's last mile, but to quantify what we think the future is, I can't do that right now.

Got it.

I think the question was, uh, on the Q1, right? Sorry, Brian.

Q1. Q1. Yeah.

I thought you meant on the guidance. Got it. Q1.

Yeah. I would say two, two, two points.

Okay, two points. Okay, so we'll do the math. Then I guess my final question, probably more for Yaniv, but just any update on the Truio product within your portfolio?

Yeah, sure. So the Truio product was basically attacked in one of the most aggressive ways by another black hat seller, which has caused it to decline in sales. And, you know, there actually is still evidence of that on Amazon that some of these black hat sellers are still appearing on the page. We're working with Amazon on that problem. Obviously, there was a decline in its sales. And one thing I'd caution is to try to estimate those numbers using some external tools that are very inaccurate from what we've seen. But, again, this is an ongoing issue. We're working with Amazon on this. It's not clear exactly when it will get resolved, but it's one of the most egregious Black Hat attacks that we've seen. And we think it's very, very limited to this category and the nature of these products and cannot necessarily affect other of our products. And again, we're working on resolving that.

Thank you.

Our next question from Marvin Fung of BTIG.

Thank you. Good afternoon. Thanks for taking my questions. A couple for me. Actually, just building on the last question, maybe it would be helpful for investors to also hear how some of the other deals that you've executed have performed. Maybe Smash being the next oldest, you can provide some insight into how that's progressed against your expectations. And then I have a couple of follow-ups.

Yeah. So in general, we don't want to, uh, break, uh, the acquisitions on a regular basis. I can tell you that smash, uh, you know, for the first four months of the year grew a little over 20% versus same time last year. But, but here, let me, let me explain, you know, our, our, our approach, right. And, and, and help understand how we think about this. Right. So look, we manage all our products, whether they acquire the launch as one large portfolio, who uses the same pool of resources, right? So we think of it as what does the data tell us? We have all these different assets. We have a certain amount of resources that we can invest in growth. And our goal is obviously to drive growth across the entire portfolio at the best possible positive CM with the lowest possible fixed cost. I mean, remember, the investments we're making in tech is really to be able to manage thousands and thousands of products over time across many different channels at the optimal fixed cost and with the best decisions on a per product basis around contribution margin or growth or both. To give you an example, if we are at a certain point in time, the data shows us more opportunities in appliances, for example, and we think we need to launch more products in that category and we invest more in the growth there at the expense, for example, of some products that we have in the beauty category. That doesn't mean that those products are not good and we're going to stop selling them or, you know, because, again, as long as they're managed properly and efficiently, that's really the beauty of the model, right? So as you have certain limited resources to invest in growth, whether it's building more products or doubling down on the market in a certain category, that decision is done across the entire portfolio, not per brand, but really based on what the data tells us, right? I can tell you also that, for example, you know, 88%, of the revenue generated by all the products launched by us or acquired grew on an LTM basis, right? So again, we take a portfolio view and 88% of all the revenue generated by all the products has been in a growth pattern, right? So does that make sense? Again, the approach that we take is not as traditional as a certain brand that is in one particular category. We look at this entire portfolio and where the data tells us that there's more that's what will double down growth. That's why it's difficult to necessarily start breaking it down and trying to figure out what does it mean, right, if this product is not growing as much as the other one. Yeah, thank you.

That makes perfect sense. And then moving on, a question, please. So you talked in the release how you're now evaluating an expanded M&A pipeline compared to last quarter. I'm just wondering if you could kind of dive into the dynamics. So is this kind of building on top of the pipeline that you had last quarter? Or has there been actual like some of the prospects from last quarter have actually dropped off? And if you could just help us understand that. And then was Squatty Potty one of the companies that was in the pipeline from last quarter? I'm only asking that to kind of figure if you're actually executing against the pipelines that you're mentioning in these updates. Thank you.

Yeah, that's a great question. That pipeline is obviously revolving, right? Some deals, you know, are going to be moving to LOI. Some of them will close. Some of them will be dismissed, you know, either maybe even after we went into LOI while we did the diligence for certain reasons, right? And so the pipeline revolves, and yes, you know, squatty potty was in that number, right? And so again, you know, some deals we might lose also to someone else, right? And they'll leave the pipeline because the seller on the other side might say that they decided to go and do a deal with someone else, right? So that number is really out there to give a sense of how much revenue we're looking at at any point in time, how much opportunity there is. I mean, it's a drop in the water in the size of the TAM of acquisitions that's out there, but we think it's important to just convey the amount of revenue that we're looking at and are competitive around in terms of just putting on the ROI and closing.

Terrific. And if I could just get one more in just very quickly. You know, with all the supply chain issues out there, are you – Are you still expecting, you know, the number of product launches that you mentioned last quarter, around 70, or should we think about that as a number being affected by all the supply chain issues? Thanks.

Yeah. So, you know, we definitely are still seeing pressure. You know, we're probably planning like 17 to 20 products at this point in the second quarter of 2021. You know, it's a challenging situation for us because at the end of the day, the only way a product is sustainable long-term is it just has to have that sweet spot of quality and price. There's just no other way to make a product successful. And we can't cut corners. And definitely, you know, we want to be cautious not to try to rush too many products that expand with some of the limitations that COVID is creating, not just on us, but also on our suppliers. Our suppliers are having a hard time uh you know making sure that they have all the raw materials uh you know there's delays everywhere it's hard to to get trucks uh you know in various parts uh of the world where we manufacture the products and so you know again we we're doing our best in in working as hard as we can to uh launch as many products but without sacrificing quality uh value for customers and obviously, you know, with the constraints on the supply chain across all sides.

Yeah, okay. That makes perfect sense. Thank you so much, Indy. Appreciate it. Thank you.

Next question from Brian Kinslinger of Alliance Global Partners.

Great. Thanks so much for taking my questions. I'm curious how management inventory works. strategy has changed at all. While much is not in your control right now, obviously after learning more over the last six months, what can you control to limit the inventory shortages? And I guess I wonder, as I've read about owning versus renting containers, is that something that companies like yourself are evaluating the differences?

Thanks for the question. Uh, yeah, you know, obviously inventory management is a crucial piece here. And you know, one of the things I love about the model of the business is that because we control, uh, things like pricing, uh, and the inventory levels that we, uh, you know, can, can allow, for example, the retail platform through which we sell to show customers, it gives a lot of flexibility in terms of trying to basically, uh, as much as possible, uh, you know, control the velocity of sales on a, on a regular basis. Right. And so, you know, oftentimes we might, you know, we might lower the marketing levels, right, or slightly increase the price to adjust and try to do our best to obviously make sure that we have a sustainable supply and demand. Now, again, with the level of disruption that we're seeing here, that becomes a little more challenging as really we've not seen this type of constraints yet. in terms of how long it takes for containers to arrive to the ports, in terms of how difficult it is to find containers. And so our team is doing really, I mean, amazing work and working through lots of solutions, you know, including sometimes, and this goes back to a question that was asked before, right? We, you know, because we're so attuned to the performance of the product and the implication that our performance has over the long-term market share of the product in the space, right? we sometimes have to make tough decisions around paying more for containers that we feel like and at the cost of a contribution margin because we know that being out of stock for too long could open the door for competitors to take too much market share, right? So, again, you know, we're really kind of like turning every stone and on a per product basis managing the inventory given many variables, again, including cost, the effect that losing inventory for too long would have on market share and the amount of CM that we need this product to produce for the company to meet its expectations, right?

And then can you remind us, are there, I know a lot of the global supply issues are shipping from China. Are there, remind us, other areas where you manufacture from, or are there investments being made on alternative geographic locations?

Yeah, there are. There's still nation, right? Definitely the bulk of it is still in China. But there are other areas in Asia. But I think the global supply chain crisis affects pretty much every route, at least to my knowledge, right? It's not something that we could resolve by going to another country. or at least not within also the context of meeting other requirements of the products, right? And so, you know, the best thing we can do is, again, you know, manage visibility for the suppliers as far as we can, try to give them as much visibility into our forecast and our challenges, work with them very closely. Having our own team on the ground in China is extremely helpful from that perspective. And, again, you know, on the other end, you know, optimizing for, you know, for the situation, right, when it comes to marketing spend and price, et cetera, right? So, you know, our team, again, I think is doing the best they can within the situation, and, you know, we'll continue to monitor every development and anything we can take advantage of when it comes to improving that situation.

Great. Last question I have is on M&A. Let's assume, and I don't know the average, but if the average is about four times EBITDA, you're paying on trailing EBITDA, and the earn out is achieved for what you've generally been paying, does that keep it at about four times given the upside they've delivered? Or what does the valuation look like generally after the earn out? Is it much better? How does it change versus what the initial valuation looks like?

Yeah, the deal structure is very, you know, depending on, obviously, negotiations and other things. And, yeah, sometimes, obviously, it can end up being, you know, a higher multiple, right, than that if really the company has done really well, which we're very excited about, right? We're happy to pay, you know, more if the company and the assets that we bought have performed really well, right? So it really is something that's negotiated on a per-deal basis, right? with, again, you know, a certain kind of multiple range upfront and a certain multiple range, you know, on the earn out depending on various things, right? Okay. Great.

Thank you so much.

Thank you.

Next question from Gus Gala of Roth Capital Partners.

Hi, guys. Just a quick question on Squatty Potty. So you guys are raising the guidance at the midpoint by about $10 million, and they delivered $17 million over the first 12 months. Just wanted to understand the gap there.

Artie, you want to take that?

Yep. So I think some of it's timing and seasonality there, Gus, right? So I think, you know, we just closed today, so you're not going to get the full year. That's number one. And number two, there's a little seasonality baked into our business. So we're just, you know, kind of, prudent on that number, but that's kind of how you get there.

Okay, and I have a follow-up here. So, just looking at the short report that came out earlier this week, just wanted to clarify, does Ethereum ever give away product or pay for reviews?

I'm sorry, can you ask the question again? I couldn't hear it.

Oh, sorry. So, I just wanted to know, does Ethereum ever pay for reviews or give away products?

Right now, we don't we do not pay for reviews. You know, we, you know, we do promotions, including sweepstakes, giveaways, and other things like that. And, you know, look, in general, we ask customers for reviews, right, like sometimes, a lot of times, right through the retails, you know, email systems themselves, right, but we never, we don't, we don't make, you know, any, any of these promotions or any benefits that we give contingent on leaving a review, right. So Yeah, the challenge is that those are very separate marketing tactics that people can confuse, right? So we obviously ask consumers for reviews post-purchase with, again, sometimes the retail systems themselves, but we'd never, again, make those promotions or any other type of benefits contingent on leaving reviews.

Okay, great. And one last question. Just regarding the M&A pipeline, can you kind of talk about the average size of the targets looking at the new acquisitions? What's the cash balance going to be at the end of 2Q? And, I mean, how much firepower do you have there, like, with the current cash levels? And how do you think about using stock for M&A?

Adi, you want to speak to that?

Yeah, so I think we said before, Gus, I think, you know, the pipeline is dynamic. There's a lot of different entities in there or opportunities, right? There's some big, there's some small. And depending on what's next, you know, we've said previously we would need to raise money or raise debt to sort of close the next big one or something like that, right, or depending on what's the next one up. I think, you know, excluding the M&A, I think we've got sufficient cash to run the business, right? But if depending on what's in that pipeline, what we decide to go for next, then, you know, we would be faced potentially, you know, doing some type of financing or debt raising.

Great, thanks for taking my questions, guys.

And are there any more questions? So I'll turn the call back to Ilya.

Thank you. The upcoming calendar. Ethereum Management will be participating in the 16th Annual Needham Technology and Media Conference, May 17th to 20th. The 2021 RBC Capital Markets Global Consumer and Retail Conference, June 22nd and 23rd. And the Jefferies Virtual Consumer Conference, June 22nd to 24th. Thank you for joining us on the call today. We look forward to speaking with you on future calls. And this ends our call.

Thank you, ladies and gentlemen. This concludes today's conference. Thank you for your participation. You may now disconnect.