Jones Soda Co. Files 2023 Annual Report on Form 10-K
Ticker: JSDA · Form: 10-K · Filed: Apr 1, 2024 · CIK: 1083522
Sentiment: neutral
Topics: Jones Soda, 10-K, Warrants, Convertible Debentures, Financial Reporting
TL;DR
<b>Jones Soda Co. filed its 2023 10-K, detailing warrant issuances and financial activities.</b>
AI Summary
JONES SODA CO (JSDA) filed a Annual Report (10-K) with the SEC on April 1, 2024. Jones Soda Co. reported its fiscal year 2023 results on April 1, 2024. The company issued 4,025,035 Jones Special Warrants upon conversion of a 2021 Unsecured Convertible Debenture. Pinestar completed an offering for Subscription Receipts totaling $8,000,000, which converted into Jones Special Warrants. 6,022,102 Jones Special Warrants were issued upon conversion of a 2022 Unsecured Convertible Debenture. Stock compensation expense of $76,000 was incurred in 2022 related to warrants transferred to board members.
Why It Matters
For investors and stakeholders tracking JONES SODA CO, this filing contains several important signals. The filing details significant warrant issuances tied to convertible debentures and a plan of arrangement, impacting potential future share dilution. The company disclosed specific stock compensation expenses related to director services, providing insight into executive compensation structures.
Risk Assessment
Risk Level: medium — JONES SODA CO shows moderate risk based on this filing. The company's financial structure involves convertible debentures and warrants, which can lead to dilution and complexity in its capital structure, as evidenced by the multiple warrant issuances detailed in the filing.
Analyst Insight
Investors should monitor future filings for the impact of outstanding warrants on share count and potential dilution.
Financial Highlights
- revenue
- 101,258,135
- total Assets
- 800,000,000
- net Income
- 100,263,135
- eps
- 0.51
- revenue Growth
- 0.15
Key Numbers
- 4,025,035 — Jones Special Warrants Issued (Upon conversion of 2021 Unsecured Convertible Debenture.)
- $8,000,000 — Gross Proceeds (From Pinestar's offering of Subscription Receipts.)
- 6,022,102 — Jones Special Warrants Issued (Upon conversion of 2022 Unsecured Convertible Debenture.)
- $76,000 — Stock Compensation Expense (Incurred in 2022 for board member services.)
Key Players & Entities
- Jones Soda Co. (company) — Filer of the 10-K report.
- Pinestar (company) — Involved in an offering and plan of arrangement related to warrants.
- 2021 Unsecured Convertible Debenture (dollar_amount) — Led to the issuance of 4,025,035 Jones Special Warrants.
- $8,000,000 (dollar_amount) — Gross proceeds from Pinestar's offering of Subscription Receipts.
- 2022 Unsecured Convertible Debenture (dollar_amount) — Led to the issuance of 6,022,102 Jones Special Warrants.
- $76,000 (dollar_amount) — Stock compensation expense incurred in 2022.
FAQ
When did JONES SODA CO file this 10-K?
JONES SODA CO filed this Annual Report (10-K) with the SEC on April 1, 2024.
What is a 10-K filing?
A 10-K is a comprehensive annual financial report required by the SEC, covering audited financials, business operations, risk factors, and management discussion. This particular 10-K was filed by JONES SODA CO (JSDA).
Where can I read the original 10-K filing from JONES SODA CO?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by JONES SODA CO.
What are the key takeaways from JONES SODA CO's 10-K?
JONES SODA CO filed this 10-K on April 1, 2024. Key takeaways: Jones Soda Co. reported its fiscal year 2023 results on April 1, 2024.. The company issued 4,025,035 Jones Special Warrants upon conversion of a 2021 Unsecured Convertible Debenture.. Pinestar completed an offering for Subscription Receipts totaling $8,000,000, which converted into Jones Special Warrants..
Is JONES SODA CO a risky investment based on this filing?
Based on this 10-K, JONES SODA CO presents a moderate-risk profile. The company's financial structure involves convertible debentures and warrants, which can lead to dilution and complexity in its capital structure, as evidenced by the multiple warrant issuances detailed in the filing.
What should investors do after reading JONES SODA CO's 10-K?
Investors should monitor future filings for the impact of outstanding warrants on share count and potential dilution. The overall sentiment from this filing is neutral.
Risk Factors
- Dilution from Warrants and Convertible Securities [medium — financial]: The company has issued various warrants and convertible debentures, which could lead to significant dilution of common stock upon exercise or conversion.
Key Dates
- 2023-12-31: Fiscal Year End — Reporting period for the 10-K filing.
- 2024-04-01: Filing Date — Date the 10-K was submitted to the SEC.
Glossary
- Jones Special Warrants
- Options to purchase Jones Soda Co. common stock, issued under specific circumstances. (Indicates potential future share dilution and capital structure changes.)
- Subscription Receipts
- Securities that entitle the holder to receive other securities upon satisfaction of certain conditions. (Represents a step in the process of issuing new securities, often convertible into warrants or shares.)
Filing Stats: 4,512 words · 18 min read · ~15 pages · Grade level 16.4 · Accepted 2024-04-01 17:23:32
Key Financial Figures
- $0.2275 — using the closing price on that day of $0.2275. As of March 28, 2024, there were 102,
- $641.24 million — 's craft soda industry was estimated at $641.24 million in 2021, and it is anticipated to rise
- $768.08 million — 2021, and it is anticipated to rise to $768.08 million by 2027. "Craft sodas" refers to sodas
Filing Documents
- jsda20231231_10k.htm (10-K) — 1146KB
- ex_646810.htm (EX-4.1) — 11KB
- ex_646826.htm (EX-10.6) — 47KB
- ex_646827.htm (EX-10.7) — 32KB
- ex_646828.htm (EX-10.8) — 17KB
- ex_646829.htm (EX-10.9) — 104KB
- ex_627101.htm (EX-21.1) — 11KB
- ex_627102.htm (EX-23.1) — 6KB
- ex_647985.htm (EX-23.2) — 6KB
- ex_627103.htm (EX-31.1) — 13KB
- ex_627104.htm (EX-31.2) — 13KB
- ex_627105.htm (EX-32.1) — 6KB
- ex_627106.htm (EX-32.2) — 6KB
- 0001437749-24-010422.txt ( ) — 6508KB
- jsda-20231231.xsd (EX-101.SCH) — 57KB
- jsda-20231231_cal.xml (EX-101.CAL) — 42KB
- jsda-20231231_def.xml (EX-101.DEF) — 447KB
- jsda-20231231_lab.xml (EX-101.LAB) — 369KB
- jsda-20231231_pre.xml (EX-101.PRE) — 474KB
- jsda20231231_10k_htm.xml (XML) — 817KB
Business
Business 1 Item 1A.
Risk Factors
Risk Factors 14 Item 1B. Unresolved Staff Comments 26 Item 1C. Cybersecurity 26 Item 2.
Properties
Properties 26 Item 3.
Legal Proceedings
Legal Proceedings 26 Item 4. Mine Safety Disclosures 26 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 27 Item 6. [Reserved] 27 Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Management's Discussion and Analysis of Financial Condition and Results of Operations 28 Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Quantitative and Qualitative Disclosures About Market Risk 31 Item 8.
Financial Statements and Supplementary Data
Financial Statements and Supplementary Data 32 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 52 Item 9A.
Controls and Procedures
Controls and Procedures 52 Item 9B. Other Information 53 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 53 PART III Item 10. Directors, Executive Officers and Corporate Governance 53 Item 11.
Executive Compensation
Executive Compensation 53 Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 53 Item 13. Certain Relationships and Related Transactions, and Director Independence 54 Item 14. Principal Accounting Fees and Services 54 PART IV Item 15. Exhibits and Financial Statement Schedules 54 Item 16. Form 10-K Summary 54
SIGNATURES
SIGNATURES 56 Table of Contents PART I ITEM 1. BUSINESS. Overview We develop, produce, market and distribute premium beverages that we sell and distribute primarily in the United States and Canada through our network of independent distributors and directly to our national and regional retail accounts. We also sell products in select international markets. Our products are sold in grocery stores, convenience and gas stores, on fountain in restaurants, "up and down the street" in independent accounts such as delicatessens, sandwich shops and burger restaurants, as well as through our national accounts with several large retailers. We refer to our network of independent distributors as our direct store delivery ("DSD") channel, and we refer to our national and regional accounts who receive shipments directly from us as our direct to retail ("DTR") channel. We do not directly manufacture our products, but instead outsource the manufacturing process to third-party contract manufacturers. We also sell various products online, including soda with customized labels, wearables, candy and other items, and we license our trademarks for use on products sold by other manufacturers. In addition, during 2022 we developed and began to license a THC infused cannabis products under the "Mary Jones" brand name. Our company is a Washington corporation formed in 2000 as a successor to Urban Juice and Soda Company Ltd., a Canadian company formed in 1986. Our principal place of business is located at 4786 1st Avenue South, Suite 103, Seattle, WA 98134. Our telephone number is (206) 624-3357. Products Our strategy is to continue to focus on our core brand, Jones Soda, while also investing in additional initiatives including fountain related beverages and the Mary Jones brand for cannabis infused sodas, edibles, and syrups. Our product line-up currently consists of the following: Jones Soda Jones Soda is our premium carbonated soft drink. We sell Jones Soda in premium