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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): August 9, 2021

 

 

 

BIOHITECH GLOBAL, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware 001-36843 46-2336496
(State of Organization)  (Commission File Number)  (I.R.S. Employer
Identification No.)

 

80 Red Schoolhouse Road, Suite 101, Chestnut Ridge, NY 10977

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: 845-262-1081

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

 

Securities registered pursuant to Section 12(b) of the Act: 

 

Title of each class Trading
Symbol(s)
Name of each exchange on which
registered
Common Stock, $0.0001 par value per share BHTG NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 2.02. Results of Operations and Financial Condition.

  

On August 9, 2021, the Registrant issued a press release announcing its results for the three and six months ended June 30, 2021. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference. 

 

The information in this Form 8-K, including the accompanying exhibit, is being furnished under Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing. 

 

We do not have, and expressly disclaim, any obligation to release publicly any updates or any changes in our expectations or any change in events, conditions, or circumstances on which any forward-looking statement is based.

 

The press release included in this Current Report is available on our website located at www.biohitech.com, although we reserve the right to discontinue that availability at any time.

 

Item 9.01. Financial Statements and Exhibits.

 

Number Description
99.1 Press Release from BioHiTech Global, Dated August 9, 2021, entitled “BioHiTech Global Reports Second Quarter 2021 Financial Results with Record Revenue”
104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: August 10, 2021 BIOHITECH GLOBAL, INC.
       
  By: /s/ Brian C. Essman
    Name: Brian C. Essman
    Title: Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)

 

 

Exhibit 99.1

 

    BIOHITECH GLOBAL, Inc.
    80 Red Schoolhouse Road, Suite 101
    Chestnut Ridge, NY 10977

 

BIOHITECH GLOBAL REPORTS SECOND QUARTER 2021 FINANCIAL RESULTS WITH RECORD REVENUE

 

Third Consecutive Quarter of Record Revenue

 

Conference Call to be held Today, August 9, 2021, at 4:30pm

 

CHESTNUT RIDGE, NY – August 9, 2021 – BioHiTech Global, Inc. (“BioHiTech” or the “Company”) (NASDAQ: BHTG), a sustainable technology and services company, today announces financial results for its fiscal second quarter ending June 30, 2021.

 

Q2 2021 Financial Highlights

 

· The Company continued its revenue growth in the quarter ended June 30, 2021, with total revenues of $3.5 million increasing 14% over the first quarter of 2021, 38% over the fourth quarter of 2020 and 171% over the comparative second quarter of 2020. Total revenues of $3.5 million mark the third consecutive quarter of record revenue since the Company went public in 2015.

 

· Second quarter 2021 Digester and Corporate line of business revenues increased by over 700% from $381,000 to $3,078,000 versus Q2 2020, driven by Carnival Cruise Lines equipment sales.

 

Corporate Highlights Q2 2021

 

· May 2021 - BioHiTech received additional purchase orders totaling approximately $2.3 million for the Company's Revolution Series™ Digesters for 16 additional ships from Carnival Corporation.

 

· May 2021 - West Virginia signed Senate Bill 368 into law, effectively eliminating solid waste assessment fees for mixed waste processing and resource recovery facilities, such as BioHiTech’s Martinsburg, WV HEBioT Plant, helping to make renewable energy a more attractive investment and making the development of renewable facilities economically viable.

 

· June 2021 - BioHiTech entered into a project management services agreement with Lone Cypress Energy Services to evaluate and develop new High-Efficiency Biological Treatment projects. The two companies are exploring additional uses of Solid Recovered Fuel as well as other potential fuels that could be developed.

 

Tony Fuller, BioHiTech’s CEO commented: “Our second quarter 2021 performance demonstrates consistent execution across both our complementary waste technology solutions. Revenue of $3.5 million represents our third straight quarter of record revenue since we went public in 2015. This growth was largely driven by digester purchases by Carnival Corporation as we continue to fulfil orders across the expanse of the Carnival brands.

 

“Our complementary waste technology solutions are but two of many, both deployed and those yet to be developed or deployed, in the broad spectrum of solutions. Our vision is to drive sustainability and lead improved environmental outcomes, reduce carbon emissions, reduce landfill usage, and create alternative fuels from that which had been destined for a landfill. Action and deep commitment are needed to reverse damaging impacts of climate change. We are more driven than ever to provide real-world solutions that make immediate impacts.

 

 

 

“The continued expansion of our relationship with Carnival Corporation is encouraging as we support their commitment to drive sustainability through environmentally friendly food waste disposal. Moreover, our digester data analytics platform provides real-time waste transparency which promote changes in supply chain management, purchasing, handling, and food preparation, reducing food waste at its source. We are actively engaged in opportunities across not only the maritime sector but also retail, healthcare, government, hospitality, food service, and others, which we hope to convert into new client wins in the coming quarters.

 

“We are keenly focused on driving client utilization of our EPA-recognized Solid Recovered Fuel (SRF) which we produce at our Martinsburg, WV HEBioT plant. This facility is capable of processing 110,000 tons of municipal solid waste annually while producing 50,000 – 60,000 tons of SRF for use by cement manufacturers and others as a replacement for coal. We have improved plant operations throughout the quarter as our investment in solving past inefficiencies and curing mechanical and operational issues sets the stage for reliability in process and consistency in production. Maintenance and repairs shutdowns at our SRF customer led to weaker than anticipated performance. Those issues have been largely resolved, and we expect more consistent production, delivery, and sales growth in the coming quarters.

 

“With the passage of West Virginia’s Senate Bill 368 into law in May 2021, the state effectively eliminated solid waste assessment fees for mixed waste processing and resource recovery facilities such as ours in Martinsburg, WV. This is most promising for our expansion plans into additional communities within the state. We expect this to drive positive and near-term environmental impact through landfill diversion, transportation, and fuel conservation. This bodes well for BioHiTech and our stakeholders as we forge ahead to make renewable energy the norm and leverage the opportunities offered by the state’s actions to make the development of additional renewable facilities economically more attractive.

 

“To those ends, in June, we entered into a project management services agreement with Lone Cypress Energy Services, a firm specializing in the development of waste-to-energy solutions. Together we are evaluating and developing new plans for HEBioT projects. We are also exploring additional uses of our SRF. This includes additional projects in connection with hydrogen and other renewable technologies including the use of our feedstock for gasification and bioplastics.

 

“In summary, we are executing on our growth plans, our corporate objectives and our overarching goals of 2021. We continue to drive record revenue. We are smartly leveraging our expense structure. We have significantly improved plant operations. We have engaged with and learned from our shareholders as we have shared our story. And we have strengthened our team and executed at record levels. As always, I look forward to elaborating more on our progress in our earnings conference call later this afternoon and throughout the quarter,” concluded Mr. Fuller.

 

Financial Results for the Quarter ended June 30, 2021

 

The Company continued its revenue growth in the quarter ended June 30, 2021, with total revenues of $3.5 million increasing 14% over the first quarter of 2021, 38% over the fourth quarter of 2020 and 171% over the comparative second quarter of 2020. Total revenues of $3.5 million mark the third consecutive new quarterly high since the Company went public in 2015. During the second quarter of 2021, all of the business lines reported revenue growth over the first quarter of 2021.

 

 

 

The overall contribution (revenues, less direct costs) increased to 14% of revenue in the second quarter of 2021, as compared to 8% in the comparative second quarter of 2020, however decreased from 29% in the first quarter of 2021 primarily driven by supply chain pressures and an increase in stainless steel prices in equipment sales.

 

Selling, general and administrative expenses as a percentage of revenues increased to 58% in the second quarter of 2021, as compared to 54% in the first quarter of 2021 and decreased as compared to 149% in the comparative second quarter of 2020. The increase in the second quarter was the result of a decrease of $190,000 in the Digester and Corporate line offset by an increase of $305,264 in the HEBioT line.

 

The loss from operations as a percentage of revenue decreased to 59% in in the second quarter of 2021, as compared to 186% in the comparative second quarter of 2020, and decreased from 42% in the first quarter of 2021.

 

The Company continues to achieve growth in the Digester and Corporate line of business that has been driven by sales to Carnival Corporation such that the second quarter revenues increased in the second quarter of 2021 by 15% to $3.1 million as compared to the first quarter revenues of $2.7 million.

 

The revenues of the HEBioT line have continued to be hampered by maintenance and repairs shutdowns at its SRF customer resulting in a 7% increase in revenues to $377,000 during the second quarter of 2021 as compared to the first quarter of 2021. As compared to the second quarter of 2020, the second quarter of 2021 Digester and Corporate line of business revenues increased by over 700% from $381,000 to $3.1 million driven by Carnival Corporation equipment sales, while the HEBioT line decreased by 58% from $893,000 to $377,000 due to the continuing maintenance and repairs shutdowns at its SRF customer, as well as by an adjustment in 2020 relating to a take-or-pay provision in the SRF customer’s contract.

 

For the three months ended June 30, 2021, the Company had a consolidated loss attributable to the parent of $2.4 million, a consolidated net loss of $3.1 million and incurred a consolidated loss from operations of $2.0 million and for the six months ended June 30, 2021 used net cash in consolidated operating activities of $4.2 million.

 

At June 30, 2021, unrestricted cash was $2.3 million.

 

Conference Call to be held Monday, August 9, 2021, at 4:30 PM ET

 

Mr. Tony Fuller, Chief Executive Officer of BioHiTech, will host a conference call on Monday, August 9, 2021, at 4:30 p.m. EDT to discuss the Company's financial results for the second quarter ended June 30, 2021. Also joining Mr. Fuller on the call from management will be Brian Essman, Chief Financial Officer. Following management’s formal remarks, there will be a live question-and-answer session.

 

Participants are asked to pre-register for the call via the following link:

https://dpregister.com/sreg/10159374/ec2df07762

 

Please note that registered participants will receive their dial-in number upon registration and will dial directly into the call without delay. Those without Internet access or who are unable to pre-register may dial in by calling 1-866-652-5200 (domestic) or 1-412-317-6060 (international). All callers should dial in approximately 10 minutes prior to the scheduled start time and ask to be joined into the BioHiTech Global call.

 

The conference call will be available through a live webcast found here.

 

 

 

It will also be broadcast live through the Company’s website with the following link:

http://investors.biohitechglobal.com/events-and-webcasts

 

A webcast replay of the call will be available approximately one hour after the end of the call through November 9, 2021. The webcast replay can be accessed through the above links or by calling 1-877-344-7529 (domestic) or 1-412-317-0088 (international) and using access code 10159374. A telephonic replay of the call will be available through August 23, 2021.

 

About BioHiTech Global

 

BioHiTech Global, Inc. (NASDAQ: BHTG), is a technology services company focused on providing cost-effective solutions that improve environmental outcomes. Our technologies for waste management include the patented processing of municipal solid waste into a valuable renewable fuel, biological disposal of food waste on-site, and proprietary real-time data analytics tools to reduce food waste generation. When used individually or in combination, our solutions lower the carbon footprint associated with waste transportation and can reduce or virtually eliminate landfill usage. Our unique solutions enable businesses and municipalities of all sizes to solve everyday problems in a smarter and more cost-effective way while reducing their impact on the environment. For more information, please visit www.biohitech.com.

 

Forward Looking Statements

 

Statements in this document contain certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. These statements, including statements about the estimated future results, contract value, additional purchase orders or deliveries, and the ability of the Company’s products to improve environmental outcomes and achieve corporate sustainability goals, are based on many assumptions and estimates and are not guarantees of future performance. These statements may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of BioHiTech Global, Inc. to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. BioHiTech Global, Inc. assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. Our actual results may differ materially from the results anticipated in these forward-looking statements due to a variety of factors, including, without limitation those set forth as "Risk Factors" in our filings with the Securities and Exchange Commission ("SEC"). There may be other factors not mentioned above or included in the BioHiTech's SEC filings that may cause actual results to differ materially from those projected in any forward-looking statement. BioHiTech Global, Inc. assumes no obligation to update any forward-looking statements as a result of new information, future events or developments, except as required by securities laws.

 

Company Contact:

BioHiTech Global, Inc.

Lisa Giovannielli

VP, Corporate Communications

O: 888.876.9300

E: lgiovannielli@biohitech.com

 

Investors: 

ir@biohitech.com

 

Financial Tables Follow

 

 

 

BioHiTech Global, Inc. and Subsidiaries

Condensed Consolidated Statements of

Operations and Comprehensive Loss (Unaudited)

 

    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2021     2020     2021     2020  
Revenue                                
Equipment sales   $ 2,630,993     $     $ 4,897,506     $ 323,116  
Rental, service and maintenance     447,427       356,033       868,656       827,126  
HEBioT     376,554       892,899       729,102       1,383,031  
Management advisory and other fees (related party)           25,000             100,000  
Total revenue     3,454,974       1,273,932       6,495,264       2,633,273  
Operating expenses                                
Equipment sales     1,806,324             3,042,340       146,404  
Rental, service and maintenance     297,463       151,695       553,172       412,530  
HEBioT processing     879,491       1,020,277       1,556,768       1,832,704  
Selling, general and administrative     2,012,397       1,897,442       3,658,354       3,815,865  
Depreciation and amortization     501,098       569,764       1,002,931       1,184,966  
Total operating expenses     5,496,773       3,639,178       9,813,565       7,392,469  
Loss from operations     (2,041,799 )     (2,365,246 )     (3,318,301 )     (4,759,196 )
Other expenses                                
Interest (income)     (123 )     (5,355 )     (310 )     (17,622 )
Interest expense     1,031,011       1,025,319       2,059,416       2,037,610  
Loss from unconsolidated entity     2,746             32,749        
Total other expenses     1,033,634       1,019,964       2,091,855       2,019,988  
Net loss     (3,075,433 )     (3,385,210 )     (5,410,156 )     (6,779,184 )
Net loss attributable to non-controlling interests     (695,229 )     (720,329 )     (1,395,739 )     (1,543,006 )
Net loss attributable to Parent     (2,380,204 )     (2,664,881 )     (4,014,417 )     (5,236,178 )
Other comprehensive income                                
Foreign currency translation adjustment     (5,369 )     (1,437 )     (16,044 )     (30,136 )
Comprehensive loss   $ (2,385,573 )   $ (2,666,318 )   $ (4,030,461 )   $ (5,266,314 )
                                 
Net loss attributable to Parent   $ (2,380,204 )   $ (2,664,881 )   $ (4,014,417 )   $ (5,236,178 )
Less – preferred stock dividends     (175,169 )     (204,941 )     (358,024 )     (382,313 )
Net loss – common shareholders     (2,555,373 )     (2,869,822 )     (4,372,441 )     (5,618,491 )
Net loss per common share - basic and diluted   $ (0.09 )   $ (0.16 )   $ (0.17 )   $ (0.32 )
Weighted average number of common shares outstanding - basic and diluted     28,259,677       17,437,068       26,301,029       17,406,788  

 

 

 

 

BioHiTech Global, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

 

    June 30,        
    2021     December 31,  
    (Unaudited)     2020  
Assets                
Current Assets                
Cash   $ 2,279,060     $ 2,403,859  
Restricted cash     3,808,751       1,884,691  
Accounts receivable, net of allowance for doubtful accounts of $181,565 and $151,459 as of June 30, 2021 and December 31, 2020, respectively     1,847,746       1,574,047  
Inventory     1,381,338       695,110  
Prepaid expenses and other current assets     259,374       184,274  
Total Current Assets     9,576,269       6,741,981  
Restricted cash     2,603,440       2,607,945  
Equipment on operating leases, net     1,158,558       1,311,755  
HEBioT facility, equipment, fixtures and vehicles, net     35,330,255       35,946,225  
License and capitalized MBT facility development costs     8,037,859       8,072,471  
Other assets     1,924,203       2,006,048  
Total Assets   $ 58,630,584     $ 56,686,425  
                 
Liabilities and Stockholders’ Equity                
Current Liabilities                
Accounts payable   $ 2,720,443     $ 2,492,606  
Accrued expenses and liabilities     1,332,718       2,515,724  
Accrued interest payable     1,344,293       1,279,018  
Customer deposits     2,026,555       1,802,725  
Current portion of notes, bonds, debts and borrowings     10,992,863       10,120,457  
Deferred revenue     268,871       138,961  
Total Current Liabilities     18,685,743       18,349,491  
Non-current portion of notes, bonds, debts and borrowings     29,352,846       29,645,227  
Accrued interest (related party)     1,896,467       1,807,857  
Non-current lease liabilities     1,157,414       1,216,861  
Liabilities to non-controlling interests to be settled in subsidiary membership units           1,585,812  
Total Liabilities     51,092,470       52,605,248  
Series A redeemable convertible preferred stock, 333,401 shares designated and issued, and 95,312 and 125,312 outstanding as of June 30, 2021 and December 31, 2020, respectively     476,560       626,553  
Commitments and Contingencies                
Stockholders' Equity                
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; 3,209,210 designated; 1,936,214 issued; 542,673 and 848,292 outstanding as of June 30, 2021 and December 31, 2020, respectively:     5,057,942       6,621,576  
Common stock, $0.0001 par value, 50,000,000 shares authorized, 28,348,684 and 23,354,130 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively     2,835       2,334  
Additional paid in capital     69,682,816       60,253,664  
Accumulated deficit     (68,852,919 )     (64,419,802 )
Accumulated other comprehensive (loss)     (159,858 )     (143,814 )
Stockholders’ equity attributable to Parent     5,730,816       2,313,958  
Stockholders’ equity attributable to non-controlling interests     1,330,738       1,140,666  
Total Stockholders’ Equity     7,061,554       3,454,624  
Total Liabilities and Stockholders’ Equity   $ 58,630,584     $ 56,686,425  

 

 

 

BioHiTech Global, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows (Unaudited)

 

    Six Months Ended  
    June 30,  
    2021     2020  
Cash flows from operating activities:                
Net loss   $ (5,410,156 )   $ (6,779,184 )
Adjustments to reconcile net loss to net cash used in operations:                
Depreciation and amortization     1,002,931       1,184,966  
Amortization of operating lease right of use assets     38,996       53,552  
Provision for bad debts     30,000       61,119  
Share based employee and vendor compensation     345,488       707,653  
Interest resulting from amortization of financing costs and discounts     219,437       265,776  
Loss from unconsolidated entity     32,749        
Changes in operating assets and liabilities     (519,750 )     593,507  
Net cash used in operating activities     (4,260,305 )     (3,912,611 )
Cash flow from investing activities:                
Purchases of facility, equipment, fixtures and vehicles     (184,914 )     (50,731 )
Refund of deposit           5,000  
MBT facility development costs incurred     (28,388 )     (36,996 )
Net cash used in investing activities     (213,302 )     (82,727 )
Cash flows from financing activities:                
Proceeds from the sales of common stock     6,895,618        
Proceeds from the sale of Series F convertible preferred stock units           1,560,450  
Proceeds from Payroll Protection Program Loan           421,300  
Repayment of Senior secured note     (625,000 )      
Repayments of long-term debt     (2,163 )     (2,496 )
Related party advances, net           725,000  
Net cash provided by financing activities     6,268,455       2,704,254  
Effect of exchange rate on cash (restricted and unrestricted)     (92 )     (20,208 )
Net change in cash (restricted and unrestricted)     1,794,756       (1,311,292 )
Cash - beginning of period (restricted and unrestricted)     6,896,495       5,536,952  
Cash - end of period (restricted and unrestricted)   $ 8,691,251     $ 4,225,660  
                 
Supplementary cash flow information (cash paid during the periods):                
Interest   $ 1,524,097     $ 1,491,867  
Income taxes            
                 
Supplementary Disclosure of Non-Cash Investing and Financing Activities:                
Transfer of inventory to leased equipment   $ 54,000     $ 67,604  
Acquisition of right of use leased asset and creation of lease liability           412,647  
Accrual of Series A preferred stock dividends     24,821       35,109  
Payment of Series A preferred stock dividends in common stock     79,181       25,000  
Payment of preferred stock dividends in common stock     390,460        
Issuance of subsidiary membership interest in exchange for liabilities due non-controlling interest entity     1,918,947        
Exchange of subsidiary non-controlling interest in exchange for liabilities owed Company by non-controlling interest entity     333,135        
                 
Reconciliation of Cash and Restricted Cash:                
Cash   $ 2,279,060     $ 342,182  
Restricted cash (current)     3,808,751       1,237,097  
Restricted cash (non-current)     2,603,440       2,646,381  
Total cash and restricted cash at the end of the period   $ 8,691,251     $ 4,225,660