SHF Holdings, Inc.

Greetings and welcome to Safe Harbor Financial's third quarter 2024 earnings conference call. As a reminder, this conference has been recorded. It is now my pleasure to turn the call over to Phil Carson from KCFA. Thank you. You may begin.

Thank you. Hello, everyone, and welcome to the third quarter nine months 2024 earnings conference call for Safe Harbor Financial. Before we start, please note that remarks made today include forward-looking statements, including statements with respect to the company's outlook, and the company's expectations regarding its market opportunities and other financial operational matters. Each forward-looking statement discussed on today's call is subject to risks and uncertainties that could cause actual results to differ materially from those projected in such statements. Actual results and the timing of certain events may differ materially from the results or timing predicted or implied by such forward-looking statements and reported results should not be considered as an indication for future performance. Additional information regarding these factors appears under the heading risk factors in the company's filings with the Securities and Exchange Commission or the SEC, which are available at www.sec.gov and on our website at ir.shfinancial.org. Forward-looking statements in this call will speak only as of today's date and the company undertakes no obligation to update or revise any of these statements. Also during the call, Safe Harbor will present both GAAP and non-GAAP financial measures The reconciliation of non-GAAP to GAAP measures is included in today's earnings press release, which you can find on the company's investment relations website or on the SEC website. All dollar amounts expressed today are in U.S. currency. Presenting today will be Sundy Seyfried, Chief Executive Officer, and Jim Benavides, Chief Financial Officer of State Harbor. I'll now turn the call over to Sundy. Sundy, please go ahead.

Thank you, Phil, and welcome, everyone, to our third quarter and nine months of 2024 earnings call. Throughout the third quarter of 2024, we continue to build our credibility as a trusted financial partner for the businesses operating in and around the cannabis industry. And I am pleased to say that our best in class financial services platform remains the industry standard as cannabis related businesses look to ensure regulatory compliance in this fast changing sector. Financial highlights for the third quarter 2024 include net income which increased 147% year-over-year to $354,000 compared to a net loss of $748,000 for the year-ago period. Third quarter and nine months 2024 loan interest income increased 48% and 143.5% year-over-year respectively. Meanwhile, third quarter and nine months 2024 operating expenses decreased by 13%. and 66% year over year, respectively. Revenues for the third quarter of 2024, in which we experienced a decline from the second quarter in our fee, loan, and investment income, was negatively impacted by challenging market conditions for cannabis-related businesses. During the quarter, headwinds were seen across much of the cannabis sector, resulting in flat, slightly decreased sales. Factors affecting sales included pricing pressures, excess supply, and increased competition as new states continue to legalize. Despite these challenges, which specific to Safe Harbor included lower deposit activity, we managed to increase net income and cash flow. One additional factor impacting Canada's sales that is highly controversial is the emerging market of CBD and THC derivatives from hemp. These are not regulated at the state level, but rather under the Hemp Farm Bill. While it is a new market and Safe Harbor continues to determine if it is a market into which we can expand, the lack of regulation makes providing compliant financial services to the hemp industry a higher risk. The cannabis market continues to grow with 24 states now legalizing adult use and 38 states legalizing medicinal use. In 2023, Delaware, Minnesota, and Ohio legalized adult use cannabis with the increased market size being realized in 2024. The continued legalization of adult-use cannabis at the state level is good for our business model, allowing for additional national growth. We continue to focus on new markets as they ramp up to assist early licensees with their financial needs. Legalization at the state level is one thing, but the implementation of a legal market certainly lags legalization. According to an industry report from Grandview Research, the cannabis market size is expected to reach $33.6 billion in 2024, with a CAGR growth rate of 12.1% from 2024 through 2030. We believe Safe Harbor is well positioned to continue to take advantage of this expected market growth year over year. Safe Harbor is making competitive changes that we believe will make us more attractive to incoming cannabis entities. One of the initiatives responsible for this positive activity is that we've started to waive or reduce fees with other internal programs that operators may choose to neutralize such fees, ranging from minimum balances to ATM placement programs. We are able to lead with competitive pricing as we continue to see lending income compensate for decreased depository revenue. In the long run, the programs in place, we believe, will replace and even increase the income loss due to the programs. Subsequent to the end of third quarter, we originated a new $1.07 million secured credit facility for a Missouri-based cannabis operator. The facility is secured by a portfolio that includes four retail dispensaries and a manufacturing facility in Missouri. And this is the first tranche of a $5 million commitment to refinance existing senior debt. The refinancing reduces the operator's borrowing costs and will enable them to optimize their operations within the state's growing cannabis market. This is an example of executing on our strategy to offer cannabis operators access to capital with competitive pricing in our evolving industry. It also grows our credit portfolio further delivering value to investors. Throughout our history, Safe Harbor has shown its commitment to a more inclusive and equitable cannabis industry by supporting the development and growth of minority-owned small businesses and entrepreneurs from underserved communities. In July, we announced a new partnership with BiBookie, a Denver-based consulting firm dedicated to aiding social equity and minority entrepreneurs in the cannabis sector. Under this partnership, BIPOCAN will offer its full suite of membership benefits valued at $600 to all existing Safe Harbor social equity clients at no additional cost. Additionally, BIPOCAN members will receive a 75% discount on application fees for financial services, complementing Safe Harbor's existing social equity discount program. By providing these businesses with access to reliable financial services and resources, Safe Harbor and BIPOCAN, aims to create a more inclusive and equitable cannabis industry. Before handing over to Jim to review our financial results, I will speak briefly on the recent election results as well as the upcoming hearing on reclassification. With the election now behind us and President-elect Trump coming back to the White House in January, we hope that both sides can find middle ground and support cannabis-related businesses. While President-elect Trump has stated that he will leave it up to the states to decide on whether cannabis should be legalized, we are confident that he sees the opportunity for this industry through job creation and additional potential revenue streams. We are looking forward to 2025 and beyond for the potential opportunities for the cannabis industry. As we have previously said, we believe rescheduling cannabis from Schedule 1 to Schedule 3 will be a positive for our industry in several ways. and we will know more soon as the DEA has scheduled a December 2nd hearing to review expert opinions on the proposed rescheduling of cannabis. As you likely know, reclassification would reduce tax burdens under Section 280E, which has the potential to strengthen the balance sheets of our customers as well as our balance sheet. Reclassification would also help level the playing field for cannabis businesses relative to other sectors. As a first mover in our industry, Safe Harbor is well positioned to capitalize on the evolution of the regulatory environment. We view these developments as positive steps towards federal cannabis reform, and Safe Harbor is monitoring this closely. To recap, we are concentrating our efforts to expand the growth of our customer base, continue to deliver best-in-class service, and develop innovative offerings, all of which we are confident will result in higher capacity for lending. Our near-term growth strategy remains to acquire account portfolios from banks, looking to exit the business as well as expanding our deposit base and adapting our platform to meet demands of CRVs. Furthermore, we are striving to be more competitive with our pricing structure by weight and ease on higher balances. As we continue to execute on our business strategy, we remain focused on driving our bottom line by looking at generating additional revenue streams while decreasing overall expenses. I'd now like to hand the call over to Jim to discuss our financial results for third quarter ended September 30th, 2024. Jim?

Thanks, Sundy, and good afternoon, everyone. For the three months ended September 30th, 2024, Safe Harbor reported revenue of $3.5 million, down 19.6% from $4.3 million in the comparable prior year period. For the nine months ended September 30, 2024, State Harbor reported total revenue of $11.6 million, a decrease of 11.6% from $13.1 million for the comparable prior year period. In the third quarter of 2024, revenue for deposit, activity, and onboarding was $1.6 million, a decrease of 26% versus the comparable prior year period. And for the nine months ended September 30, 2024, revenue for deposit, activity, and onboarding revenue was $4.9 million, a decrease of more than 29.6% versus the comparable prior year period. Revenue earned in the three months ended December 30, 2024 for investment income was $475,000, a decrease of approximately 60% versus the comparable prior year period. And for the nine months ended September 30, 2024, investment income was $1.75 million, a decrease of 56.5% versus the comparable prior year period. In the third quarter, loan interest income grew 48% versus the comparable prior year period to $1.3 million. And for the nine months ended September 30, 2024, loan interest income grew 143.5% versus the comparable prior year period to $4.8 million. Moving down the income statement, for the three months ended September 30, 2024, total operating expenses were $3.3 million, compared to $3.8 million for the comparable prior year period. The decrease in operating expenses was largely driven by decreases in compensation and employee benefit expense and decreases in general and administrative expenses. For the nine months ended 30 September of 2024, total operating expenses were $10.89 versus $32.1 million in the prior year period. Operating expenses for the nine months ended September 30, 2023 included an impairment charge of $16.9 million. Excluding the impairment charges, Total operating expenses for the nine months ended September 30, 2023 were $15.2 million. When excluding the impairment charges taken in 2023, for the nine months ended September 30, 2024, the business reduced expenses by approximately $4.4 million for the period ending September 30, 2024 versus the comparable prior year period. Net income in the third quarter of 2024 was $354,000 compared to a net loss of $748,000 in the comparable prior year period. And for the nine months ended September 30, 2024, the company reported net income of $3.3 million versus a net loss of $19.8 million for the nine months ended September 30, 2023. When adjusting net income for interest, taxes, and depreciation and amortization expense, and further adjustments to exclude non-cash, unusual, and or infrequent costs, we compute an adjusted EBITDA, which management believes is a better measure to evaluate our operating performance. A reconciliation of net income to adjusted EBITDA is provided in the press release and AK file earlier today. Adjusted EBITDA for the quarter ended September 30, 2024, was $764,000 versus $1.05 million in the comparable prior year period. And for the nine months ended September 30, 2024, the company reported adjusted EBITDA of $2.8 million versus $2.3 million in the comparable prior year nine months ended September 30, 2023. Moving to the balance sheet, at September 30, 2024, the company reported cash and cash equivalents of $5.9 million compared to $4.9 million at December 31, 2023. Cash provided by operating activities through the third quarter of 2024 was $3.2 million compared to cash used in operating activities of $225,000 in the comparable prior year period. Turning to our liquidity, the company reported a net working capital deficit on September 30, 2024 of $2.5 million versus a deficit of $135,000 at December 31, 2023. Our working capital deficit of $2.5 million includes $7.3 million recorded for the forward purchase liability which may be paid in common stock to the company. Excluding the liability that may be paid in common stock versus cash, the company would have a positive working capital of approximately $4.8 million. Looking ahead to the balance of 2024, we expect to report full-year revenue for 2024 in the range of $15 to $15.5 million. I'd now like to turn the call

over to the operator for question and answering sessions.

Thank you. We will now begin the question and answer session. At this time, I would like to remind everyone in order to ask a question, press the star and then the number one on your telephone keypad. If you are called upon to ask your question and are listening by a loudspeaker on your device, please pick up your handset and ensure that your phone is not on mute when asking your question. Now we will pause for a moment to compile the question and answer roster.