The following discussion and analysis should be read in conjunction with the
financial statements and the accompanying notes thereto and is qualified in its
entirety by the foregoing and by more detailed financial information appearing
elsewhere in this annual report on Form 10-K. See "Consolidated Financial
Statements."

Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.





Introduction



Concierge Technologies, Inc. ("Concierge" or the "Company") conducts business
through its wholly-owned operating subsidiaries operating in the U.S., New
Zealand and Canada. The operations of the Company's wholly-owned subsidiaries
are more particularly described herein but are summarized as follows:

? Wainwright Holdings, Inc. ("Wainwright"), a U.S. based company, is the sole

member of two investment services limited liability company subsidiaries that

manages, operates or is an investment advisor to exchange traded funds

organized as limited partnerships or investment trusts that issue shares that

trade on the NYSE Arca stock exchange.

? Gourmet Foods, Ltd., a New Zealand based company, manufactures and distributes

New Zealand meat pies on a commercial scale and its wholly-owned New Zealand

subsidiary company, Printstock Products Limited, prints specialty wrappers for


    the food industry in New Zealand and Australia. (collectively "Gourmet
    Foods")
  ? Brigadier Security Systems (2000) Ltd. ("Brigadier"), a Canadian based
    company, sells and installs commercial and residential alarm monitoring
    systems.
  ? Kahnalytics, Inc. dba/Original Sprout ("Original Sprout"), a U.S. based
    company, is engaged in the wholesale distribution of hair and skin care
    products under the brand name Original Sprout on a global scale.
  ? Marygold & Co., a newly formed U.S. based company, together with its

wholly-owned limited liability company, Marygold & Co. Advisory Services,

LLC, ( collectively "Marygold") was established by Concierge to explore

opportunities in the financial technology ("Fintech") space, still in the

development stage as of June 30, 2021, and estimated to launch commercial

services in the coming fiscal year. Through June 30, 2021, expenditures have

been limited to developing the business model and the associated application


    development.




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Because the Company conducts its businesses through its wholly-owned operating
subsidiaries, the risks related to our wholly-owned subsidiaries are also risks
that impact the Company's financial condition and results of operations.  See,
"Note 2. Summary of Significant Accounting Policies / Major Customers and
Suppliers - Concentration of Credit Risk" in the consolidated financial
statements for more information. The emergence of a novel coronavirus on a
global scale, known as COVID-19, and related geopolitical events could lead to
increased market volatility, disruption to U.S. and world economies and markets
and may have significant adverse effects on the Company and its wholly-owned
subsidiaries. The financial risk to future operations is largely unknown, (refer
to Part I, Item 1A, for further details.)



Critical Accounting Policies



We have chosen accounting policies that we believe are appropriate to report
accurately and fairly our operating results and financial position, and we apply
those accounting policies in a consistent manner. Our significant policies are
summarized in Note 2 to the Consolidated Financial Statements.



The preparation of financial statements in conformity with GAAP requires us to
make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue and expenses and related disclosures of contingent assets
and liabilities. We base our estimates on historical experience and other
factors we believe to be reasonable under the circumstances, the results of
which form the basis for making judgments about the carrying values of assets
and liabilities that are not readily apparent from other sources. Actual results
may vary from those estimates.



We believe the following accounting policies are the most critical in the
preparation of our financial statements because they involve the most difficult,
subjective or complex judgments about the effect of matters that are inherently
uncertain.

Business Combinations - Purchase Price Allocation





We are a diversified holding company whose activities involve the acquisition of
operating companies through stock purchase or asset purchase transactions. We
account for business combinations using the acquisition method of accounting.
All the assets acquired, liabilities assumed and amounts attributable to
intangible assets, including goodwill, are recorded at their respective fair
values at the date of acquisition. The determination of fair values of
identifiable assets and liabilities involves estimates and the use of valuation
techniques when market value is not readily available. We use various techniques
to determine fair value in such instances, including the income approach and use
of independent valuation firms. Significant estimates used in determining fair
value include, but are not limited to, the amount and timing of future cash
flows, growth rates, discount rates and useful lives. The excess of the purchase
consideration over fair values of identifiable assets and liabilities is
recorded as goodwill. See Note 8 for further detail on goodwill. Management's
estimate of fair value is based on assumptions believed to be reasonable, and
are supported by independent valuations where possible, but nevertheless remain
subjective and subject to future adjustment if actual results differ from the
estimates.



Foreign Subsidiaries



We currently have two wholly-owned subsidiaries that are domiciled in foreign
countries. In the future we may acquire additional foreign subsidiaries. The
financial statements of our foreign subsidiaries are kept in accordance with
their respective local jurisdictions and require adjustment in order to conform
to U.S. GAAP. Additionally, local currencies of these subsidiaries require
conversion to our US dollar in accordance with ASC 830, Foreign Currency
Matters. Due to changing currency translation rates, the value of our assets and
liabilities held in foreign jurisdictions are inherently volatile in nature and
may vary significantly despite our use of averages and estimates.



Revenue Recognition



Our operating subsidiaries derive revenues from a number of sources including
sales of hardware, services, food items, printing, financial services, and
consumer products. The company recognizes the revenue when the product or
service is delivered, or the ownership of the product is deemed to have been
transferred to the buyer. We carefully monitor the outgoings of product
shipments and service completions to ensure revenues are properly recorded. In
the case of continued support services, such as warranty or extended contracts,
the company makes an assessment at each reporting period as to the significance
of the cost of such support or warranty. This estimate is based on historical
experience and careful monitoring of costs throughout the reporting period to
determine if any reserve should be recorded for estimated expenses. We believe
we have made careful and reasonable estimates, however adjustments may be
required in the future if actual results vary from our estimates.

Plan of Operation for the Next Twelve Months





Our plan of operation for the next twelve months is to apply necessary
resources, which may include experienced personnel, cash, or synergistic
acquisitions made with cash, equity or debt, into growing each of our business
units to their potential. Original Sprout is in the initial stages of
transitioning from a largely boutique offering distributed through specialty
wholesalers to a more mainstream product available at traditional outlets and
online and as such we anticipate measurable growth in revenues for the coming
years, though there may be one-time initial expenses associated with the launch
of new sales channels. Additionally, we are expecting moderate growth in
Brigadier through focused management initiatives and consolidation within the
security industry coupled with expanded product offerings. Similarly, we expect
Gourmet Foods to be operating more efficiently under current management and
continue to increase market share through additional product offerings and
channels to market, including the printing and sale of food wrappers by
their newly acquired subsidiary, Printstock. Wainwright will continue to develop
innovative and new fund products to grow its portfolio. In addition to our
long-term mission that is an acquisition strategy based upon identifying and
acquiring profitable, mature, companies of a diverse nature and with in-place
management that produces increased revenue streams, the Company is also focused
upon building expertise and developing Fintech opportunities in the financial
services sector through its development stage subsidiary Marygold and Co. In a
more general sense, the Company is characterizing its business in two
categories: 1) financial services and 2) other consumer-based operating units.
The purpose is to isolate the cyclical, and sometimes volatile, nature of the
financial services business from our other industry segments. As revenues from
financial services fluctuate over time due to varying performance of the
commodities markets, our other operations are expected to be stable and
sustainable by comparison. By these initiatives we seek to:

? continue to gain market share for our wholly-owned subsidiaries' areas of

operation,

? increase our gross revenues and realize net operating profits,

? lower our operating costs by unburdening certain selling expenses to third

party distributors,

? have sufficient cash reserves to pay down accrued expenses and losses,

? attract parties who have an interest in selling their privately held companies

to us,

? achieve efficiencies in accounting and reporting through adoption of standards

used by all subsidiaries on a consistent basis,

? strategically pursue additional company acquisitions, and

? explore opportunities as may present themselves in the Fintech space,

including the launch of services by Marygold and Marygold Advisory Services,

and the creation of new corporate entities as focused subsidiary holdings.






Results of Operations

For the Year Ended June 30, 2021 Compared to the Year Ended June 30, 2020





Financial Summary



The table below summarizes each of Concierge's subsidiaries into one of two
categories. The Wainwright business is included in the "Financial Services"
columns and all other subsidiaries, including Gourmet Food, Brigadier, and
Original Sprout are included in the "Other Operating Units" columns. Corporate
expenses are included in the "Concierge Corporate" column and also includes,
includes losses as a result of Marygold being in the development stage. The
table below is calculated using operating results rounded to the nearest
thousand. The operating results depicted below may differ slightly compared to
the actual results as indicated on our Consolidated Financial Statements as a
result of rounding.



($'s in thousands)                  Financial Services                     

         Other Operating Units                               Concierge

Corporate                                   Consolidated
                         2021         2020             Change              2021         2020             Change               2021         2020             Change               2021         2020             Change
                                                 $('000)        %                                  $('000)         %                                  $('000)        %                                   $('000)        %
Revenue                $ 25,169     $ 15,459     $  9,710        63 %    $ 14,733     $ 11,290     $  3,443         30 %           -            -            -          -      $ 39,902     $ 26,749     $ 13,153        49 %
% of total revenue           63 %         58 %          -         5 %          37 %         42 %          -         (5 )%          -            -            -          -             -            -            -         -
Cost of revenue               -            -            -         -      $  9,241     $  6,483     $  2,758         43 %           -            -            -          -      $  9,241     $  6,483     $  2,758        43 %
Gross profit           $ 25,169     $ 15,459     $  9,710        63 %    $  5,492     $  4,807     $    685         14 %           -            -            -          -      $ 30,661     $ 20,266     $ 10,395        51 %
Operating expenses     $ 15,178     $ 12,769     $  2,409        19 %    $  4,877     $  4,024     $    853         21 %    $  3,189     $  1,557     $  1,632        105 %    $ 23,245     $ 18,350     $  4,895        27 %
% of total operating
expenses                     65 %         69 %          -        (4 )%         21 %         22 %         (1 )%      (1 )%         14 %          8 %          6 %        6 %           -            -            -         -
Income (loss) from
operations             $  9,991     $  2,690     $  7,301       271 %    $    614     $    783     $   (169 )      (22 )%   $ (3,189 )   $ (1,557 )   $ (1,632 )      105 %    $  7,416     $  1,916     $  5,500       287 %
Other income
(expense)              $     19     $    179     $   (160 )     (89 )%   $    213     $    233     $    (20 )       (9 )%   $    (13 )   $      8     $    (21 )      258 %    $    219     $    420     $   (201 )      48 %
Income (loss) before
income taxes           $ 10,010     $  2,869     $  7,141       249 %    $    827     $  1,016     $   (189 )      (19 )%   $ (3,203 )   $ (1,549 )   $ (1,654 )     (107 )%   $  7,635     $  2,336     $  5,299       227 %




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Revenue and Operating Income



Consolidated revenue for the year ended June 30, 2021 was $39.9 million
representing a $13.2 million increase from the prior year revenue of $26.7
million. The increase in consolidated revenues is attributed to the increase in
annual revenues of Wainwright and Gourmet Foods. Wainwright's average Assets
Under Management ("AUM") for the year ended June 30, 2021 was significantly
higher than that of 2020, which resulted in a revenue increase of approximately
$9.7 million. The acquisition of Printstock by Gourmet Foods added an additional
$3.0 million in revenues for 2021, whereas Printstock was acquired in July 2020
and therefore did not contribute revenues during fiscal year ended June
30, 2020. The other operating subsidiaries were relatively stable in revenues
for the year ended June 30, 2021 as compared to 2020. Concierge produced an
operating income for the year ended June 30, 2021 of $7.4 million as compared to
$1.9 million for the year ended June 30, 2020. This represents an increase in
operating income of $5.5 million for the year ended June 30, 2021 when compared
to the year ended June 30, 2020 or approximately 287%.



Other Income (Expenses)



Other income (expense) for the years ended June 30, 2021 and 2020 were
$0.2 million and $0.4 million, respectively, resulting in a net income before
income tax of $7.6 million and $2.3 million, respectively. After giving
consideration to currency translation gain of $332 thousand our comprehensive
income for the year ended June 30, 2021 was $6.2 million as compared to the year
ended June 30, 2020 where there was a currency translation gain of $31 thousand
which resulted in comprehensive income of $1.8 million. Comprehensive gain and
loss are comprised of fluctuations in foreign currency exchange rates and
effects in the valuation of our holdings in New Zealand and Canada.



Income Tax



Provision for income tax for the years ended June 30, 2021 and 2020 are
$1.8 million and $0.6 million, respectively, primarily attributable to our
United States operations through our Wainwright subsidiary. Income tax expense
recorded at the Concierge level totaled $1.5 million for the year ended June 30,
2021, while a tax expense of $0.4 million was recorded for the year ended June
30, 2020.

Net Income

Overall, the net income between the year ended June 30, 2021 as compared to the
year ended June 30, 2020 increased by approximately $4.1 million or
approximately 230% to approximately $5.9 million. The increase in net income for
the year ended June 30, 2021 was primarily attributable to higher fund
management revenue from Wainwright due to a higher amount of AUM.



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Investment Fund Management - Wainwright Holdings





Wainwright was founded as a holding company in March 2004 as a Delaware
corporation with one subsidiary, Ameristock Corporation, which was an investment
adviser to Ameristock Mutual Fund, Inc., a registered 1940 Act large cap value
equity fund. In January 2010, Ameristock Corporation was spun off as a
standalone company. In May 2005, USCF was formed as a single member limited
liability company in the state of Delaware. In June 2013, USCF Advisers was
formed as a Delaware limited liability company and in July 2014, was registered
as an investment adviser under the Investment Advisers Act of 1940, as amended.
In November 2013, the USCF Advisers board of managers formed USCF ETF Trust
("ETF Trust") and in July 2016, the USCF Mutual Funds Trust ("Mutual Funds
Trust" and together with "ETF Trust" the "Trusts") both as open-end management
investment companies registered under the Investment Company Act of 1940, as
amended ("the 1940 Act"). The Trusts are authorized to have multiple segregated
series or portfolios. Wainwright owns all of the issued and outstanding limited
liability company membership interests of its subsidiaries, USCF and USCF
Advisers, each a Delaware limited liability company and are affiliated
companies.  USCF serves as the general partner ("General Partner") for various
limited partnerships ("LP") and sponsor ("Sponsor") as noted below. USCF and
USCF Advisers are subject to federal, state and local laws and regulations
generally applicable to the investment services industry. USCF is a commodity
pool operator ("CPO") subject to regulation by the Commodity Futures Trading
Commission (the "CFTC") and the National Futures Association (the "NFA") under
the Commodities Exchange Act ("CEA"). USCF Advisers is an investment adviser
registered under the Investment Advisers Act of 1940, as amended and has
registered as a CPO under the CEA. Exchange traded products ("ETPs") issued or
sponsored by USCF are required to be registered with the Securities and Exchange
Commission (the "SEC") in accordance with the Securities Act of 1933.
Wainwright operates through USCF and USCF Advisers, which collectively operate
ten exchange-traded products ("ETPs") and exchange traded funds
("ETFs"), regulated by the 1940 Act and 1933 Act, and listed on the NYSE Arca,
Inc. ("NYSE Arca") with a total of approximately $4.5 billion assets under
management as of June 30, 2021. Wainwright and subsidiaries USCF and USCF
Advisers are collectively referred to as "Wainwright" hereafter.



USCF currently serves as the General Partner or the Sponsor to the following
commodity pools, each of which is currently conducting a public offering of its
shares pursuant to the Securities Act of 1933, as amended:



USCF as General Partner for the
following funds
United States   Organized as a
Oil Fund, LP    Delaware limited
("USO")         partnership in May
                2005
United States   Organized as a
Natural Gas     Delaware limited
Fund, LP        partnership in
("UNG")         November 2006
United States   Organized as a
Gasoline Fund,  Delaware limited
LP ("UGA")      partnership in April
                2007
United States   Organized as a
12 Month Oil    Delaware limited
Fund, LP        partnership in June
("USL")         2007
United States   Organized as a
12 Month        Delaware limited
Natural Gas     partnership in June
Fund, LP        2007
("UNL")
United States   Organized as a
Brent Oil Fund, Delaware limited
LP ("BNO")      partnership in
                September 2009

USCF as fund Sponsor - each a series
within the United States Commodity
Index Funds Trust ("USCIF Trust")
United States
Commodity Index
Fund ("USCI")
Series of the
USCIF Trust
created in
April 2010
United States
Copper Index
Fund
("CPER") Series
of the USCIF
Trust created
in November
2010




In addition, USCF served as a Sponsor to the USCF Funds Trust, a Delaware
Statutory Trust that initially launched two series - United States 3X Oil Fund
and United States 3X Short Oil Fund - both of which were liquidated in December
2019.



USCF Advisers, a registered investment adviser, serves as the investment adviser
to the funds listed below within the USCF ETF Trust (the "ETF Trust") and has
overall responsibility for the general management and administration for the ETF
Trust. Pursuant to the current Investment Advisory Agreements, USCF Advisers
provides an investment program for each of series within the ETF Trust and
manages the investment of the assets.



USCF Advisers as fund manager for each
series within the USCF ETF Trust:
USCF           Fund launched May 2018
SummerHaven
Dynamic
Commodity
Strategy No
K-1 Fund
("SDCI")
USCF Midstream Fund launched March 2021
Energy Income
Fund ("UMI")

In addition, USCF Advisers previously served as the investment adviser to the USCF SummerHaven SHPEI Index Fund, which launched in November 2017 and was liquidated in October 2020, and USCF SummerHaven SHPEN Index Fund, which launched in November 2017 and was liquidated in May 2020.

All commodity pools managed by USCF and each series of the ETF Trust managed by USCF Advisers are collectively referred to as the "Funds" hereafter.





Wainwright's revenue and expenses are primarily driven by the amount of AUM.
Wainwright earns monthly management and advisory fees based on agreements with
each Fund as determined by the contractual basis point management fee structure
in each agreement multiplied by the average AUM over the given period. Many of
the company's expenses are dependent upon the amount of AUM. These variable
expenses include Fund administration, custody, accounting, transfer agency,
marketing and distribution, and sub-adviser fees and are primarily determined by
multiplying contractual fee rates by AUM. The total operating expenses are
grouped into the following financial statement line items: General and
Administrative, Marketing, Operations and Salaries and Compensation.



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For the Year Ended June 30, 2021, Compared to the Year Ended June 30, 2020





Revenue



Average AUM for the year ended June 30, 2021 was at $4.9 billion, as compared to
approximately $3.0 billion from the year ended June 30, 2020 primarily due to an
increase in AUM at USO, BNO and USL. As a result, the revenues from management
and advisory fees increased by approximately $9.7 million, or 63%, to
$25.2 million for the year ended June 30, 2021 as compared to the year ended
June 30, 2020 where revenues from management and advisory fees totaled $15.4
million.



Expenses



Wainwright's total operating expenses for the year ended June 30, 2021 increased
by $2.4 million to $15.2 million, or approximately 19%, from $12.8 million for
the year ended June 30, 2020. Variable expenses, as described above, increased
by $1.3 million over the respective twelve-month period due to higher AUM for
the fiscal year which resulted in higher marketing and distribution expenses,
sub-advisory fees and other variable costs. General and Administrative expenses
increased $1.0 million to $3.4 million for the year ended June 30, 2021 from
$2.4 million for the year ended June 30, 2020 due to increases in expense waiver
and legal and professional expenses, partially offset by decreases in travel and
entertainment. Total marketing expenses increased $0.5 million to $2.6 million
for the year ended June 30, 2021 as compared to the prior year period due to an
increase in marketing distribution costs as a result of higher AUM, partially
offset by decreases in advertising and marketing conferences. Other Operating
expenses increased by $0.5 million primarily due to higher fund administration
and sub-adviser fees as result of higher AUM. Employee Salaries and Compensation
expenses were approximately $5.4 million and $4.9 million, an increase of
$0.5 million, for the years ended June 30, 2021 and June 30, 2020, respectively,
due to bonuses and small increases in annual compensation.



Income



Income before income taxes for the year ended June 30, 2020 increased
$7.1 million to $10.0 million from $2.9 million for the year ended June 30, 2020
due to $9.7 million increase in revenue as a result of higher AUM, in addition
to a $2.4 million  increase in operating expenses along with a decrease of
$0.2 million in other income.

Food Products - Gourmet Foods, Ltd.

Gourmet Foods was organized in its current form in 2005 (previously known as
Pats Pantry Ltd). Pats Pantry was founded in 1966 to produce and sell wholesale
bakery products, meat pies and patisserie cakes and slices, in New Zealand.
Gourmet Foods, located in Tauranga, New Zealand, sells substantially all of its
goods to supermarkets and service station chains with stores located throughout
New Zealand. Gourmet Foods also has a large number of smaller independent lunch
bars, cafes and corner dairies among the customer list, however they comprise a
relatively insignificant dollar volume in comparison to the primary accounts of
large distributors and retailers. On July 1, 2020, Gourmet Foods acquired the
New Zealand company, Printstock Products Limited ("Printstock"). Located in
nearby Napier, New Zealand, Printstock prints wrappers for food products,
including those used by Gourmet Foods. Printstock is a wholly-owned subsidiary
of Gourmet Foods and its operating results are consolidated with those of
Gourmet Foods from July 1, 2020 onwards.



Gourmet Foods operates exclusively in New Zealand and thus the New Zealand
dollar is its functional currency. In order to consolidate Concierge's reporting
currency, the US dollar, with that of Gourmet Foods, Concierge records foreign
currency translation adjustments and transaction gains and losses in accordance
with Accounting Standards Codification ("ASC") 830, Foreign Currency Matters.
The translation of New Zealand currency into U.S. dollars is performed for
balance sheet accounts using the exchange rates in effect at the balance sheet
date and for revenue and expense accounts using a weighted average exchange rate
during the period. Gains and losses resulting from foreign currency translations
are included in foreign currency translation (loss) gain on the Condensed
Consolidated Statements of Comprehensive Income as well as accumulated other
comprehensive (loss) income found on the Condensed Consolidated Balance Sheets.

For the Year Ended June 30, 2021, Compared to the Year Ended June 30, 2020





Revenue



Net revenues for the year ended June 30, 2021 were $8.3 million with cost of
goods sold of $5.7 million resulting in a gross profit of $2.6 million, or
approximately 31% gross margin, as compared to the year ended June 30, 2020
where net revenues were $4.7 million and cost of goods sold were $3.2 million
producing a gross profit of $1.5 million, or approximately 32% gross margin. The
increase in revenues is attributed to the acquisition of Printstock in July 2020
which contributed $3 million in net revenues during the year ended June 30, 2021
and contributed no revenues for the year ended June 30, 2020.



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Expenses



General, administrative and selling expenses, including wages and marketing, for
the year ended June 30, 2021 and 2020 were $1.7 million and $1.1 million
producing operating income of $0.8 million and $0.4 million, respectively, or
approximately 10% net operating profit for the year ended June 30, 2021 and 8%
for the year ended June 30, 2020. The depreciation expense and other income
(expense) totaled approximately ($157) thousand for the year ended June 30, 2021
as compared to ($38) thousand for the year ended June 30, 2020.



Income



Income for the year ended June 30, 2021, after income tax of $0.2 million,
resulted in net income of approximately $0.5 million as compared to a net income
of $0.3 million for the year ended June 30, 2020. The increase in revenues and
operating expenses during the year ended June 30, 2021 are attributable to the
acquisition of Printstock and its operating results.

Security Systems - Brigadier Security Systems (2000) Ltd.

Brigadier Security Systems, founded in 1985, is a leading electronic security
company in the province of Saskatchewan.  Brigadier Security Systems has offices
located in the urban areas of Saskatchewan, Brigadier Security in Saskatoon, and
operating as Elite Security in Regina. The company has a combined industry
experience of over 135 years. Brigadier provides comprehensive security
solutions including access control, camera systems, fire alarm monitoring
panels, and intrusion alarms to home and business owners as well as government
offices, schools, and public buildings. Their experience as the provider of
choice on many large notable sites shows a commitment to design, service and
support.  Brigadier specializes, and is certified, in several major
manufacturers' products: Honeywell Security, Panasonic, Avigilon and
JCI/DSC/Kantech security products. The company and staff are recognized for
dedication to customer service with annual awards from SecurTek including being
recipients of the Customer Retention, Service Excellence, and overall best
dealer with the President's Award.  The company demonstrates a commitment to
delivering outstanding quality to customers by the notable facilities,
businesses, and homes they secure.



Brigadier Security Systems is an authorized SecurTek dealer. SecurTek is owned
by SaskTel which is Saskatchewan's leading Information and Communications
Technology (ICT) provider with over 1.4 million customer connections across
Canada. Under the terms of its authorized dealer contract with the monitoring
company, Brigadier earns monthly payments during the term of the monitoring
contract in exchange for performance of customer service activities on behalf of
the monitoring company.



Brigadier operates exclusively in Canada and thus the Canadian dollar is its
functional currency. In order to consolidate Concierge's reporting currency, the
U.S. dollar, with that of Brigadier, Concierge records foreign currency
translation adjustments and transaction gains and losses in accordance with ASC
830, Foreign Currency Matters. The translation of Canadian currency into U.S.
dollars is performed for balance sheet accounts using the exchange rates in
effect at the balance sheet date and for revenue and expense accounts using a
weighted average exchange rate during the period.

For the Year Ended June 30, 2021, Compared to the Year Ended June 30, 2020





Revenue



Net revenues for the year ended June 30, 2021 were $2.7 million with cost of
goods sold of approximately $1.3 million, resulting in a gross profit of
approximately $1.4 million with a gross margin of approximately 53% as compared
to the year ended June 30, 2020 where net revenues were approximately
$2.7 million with cost of goods sold of $1.2 million and a gross profit of
$1.5 million, or approximately 56% gross margin. The decline in profit margin is
an indirect result of the negative effects of the COVID-19 pandemic on the
Brigadier's ability to source hardware timely and to perform installation
services at residential locations. Management believes that this is business
deferred rather than lost, and expects that the eventual resolution of the
pandemic will restore operations to their prior levels.



Expenses



General, administrative and selling expenses for the year ended June 30, 2021
were $1.2 million producing an operating profit of $0.2 million or approximately
11% operating profit margin as compared to the year ended June 30, 2020 where
general, administrative and selling expenses where $1.2 million producing an
operating profit of $0.3 million, or approximately 12% operating profit margin.



Income



Other income (expense) comprised of depreciation, income tax, interest income,
other income (expense) including taxable government subsidies due to COVID-19 of
approximately $137 thousand, impairment to inventory value, and gain on sale of
assets totaling approximately $6 thousand for the year ended June 30, 2021
resulting in income after income taxes of approximately $0.3 million as compared
to income after income taxes of approximately $0.3 million for the year ended
June 30, 2020 with expenses totaling approximately ($12) thousand.



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Beauty Products - Original Sprout

Kahnalytics was founded in 2015 and adopted the dba/Original Sprout in December
2017. Original Sprout formulates and packages various hair and skin care
products that are 100% vegan, tested safe and non-toxic, and marketed globally
through distribution networks to salons, resorts, grocery stores, health food
stores, e-tail sites and on the company's website. The company operates from
warehouse and sales offices located in San Clemente, CA, USA. As a result of the
ongoing COVID-19 pandemic, Original Sprout has made adjustments to its primary
channels to market. Prior to the pandemic Original Sprout relied heavily upon
its wholesale distribution network to place products at retail locations and
generally to make products available to consumers, whereas in the current
environment of social distancing and closures of retail businesses the company
found a significant drop in sales volumes as consumers avoided traditional sales
outlets. In response to this trend, Original Sprout has established new sales
channels with online retailers and also encouraged those national retail chains
who stock the product to also make it available at online shopping carts. The
positive effects of this transition are now being realized while at the same
time the negative effects of the pandemic on the wholesale distribution business
continues to increase for the U.S. market. The result is that sales overall have
been relatively stable during the pandemic, though derived from different
sources. Contributing to lower profit margins and higher expenses during the
current fiscal year are the one-time costs of relocating to a larger facility
during December and January, the disposal of obsolete product, the transition to
new packaging and new product development.

For the Year Ended June 30, 2021, Compared to the Year Ended June 30, 2020





Revenue



Net revenues for the year ended June 30, 2021 were $3.8 million with cost of
goods sold of approximately $2.3 million resulting in a gross profit of
approximately $1.5 million and a gross margin of approximately 40% compared to
the year ended June 30, 2020 were net revenues totaled $3.9 million with cost of
goods sold of approximately $2.1 million resulting in a gross profit of
approximately $1.8 million and a gross margin of approximately 46%.



Expenses



General, administrative and selling expenses for the years ended June 30,
2021 and 2020 were approximately $1.5 million and $1.2 million, respectively,
resulting in operating income of approximately $9 thousand and $500 thousand or
approximately 0.2% and 13%, respectively.



Income

After consideration given to income tax provision, other income, and depreciation expense, the net (loss) income for the years ended June 30, 2021 and 2020 was approximately ($200) thousand and $200 thousand, respectively.

Liquidity and Capital Resources





Concierge is a holding company that conducts its operations through its
subsidiaries. At the holding-company level, its liquidity needs relate to
operational expense, the funding of additional business acquisitions and new
investment opportunities. Our operating subsidiaries' principal liquidity
requirements arise from cash used in operating activities, debt service, and
capital expenditures, including purchases of equipment and services, operating
costs and expenses, and income taxes. Cash is managed at the holding company or
the subsidiary level. There are no limitations or constraints on the movement of
funds between the entities.

As of June 30, 2021, we had $16.1 million of cash and cash equivalents on a consolidated basis as compared to $9.8 million as of June 30, 2020. The increase in cash was due to an increase in higher revenues.





During the past five fiscal years combined, Concierge has invested approximately
$8.2 million in cash towards purchasing and assimilating Gourmet Foods and its
Printstock subsidiary, Brigadier Security Systems and the Original Sprout assets
into the Concierge Technologies group of companies as well as the acquisition
through a stock-for-stock exchange of Wainwright, which provides a significant
revenue stream and value. We have also invested approximately $2.9 million in
the development of Fintech applications through our newly organized subsidiary,
Marygold. Despite these cash investments, our working capital position remains
strong at $19 million and our position has strengthened year-to-year. While
Concierge intends to maintain and improve its revenue stream from wholly owned
subsidiaries, Concierge continues to pursue acquisitions of other profitable
companies which meet its target profile. Provided Concierge's subsidiaries
continue to operate as they are presently, and are projected to operate,
Concierge has sufficient capital to pay its general and administrative expenses
for the coming fiscal year and to adequately pursue its long term business
objectives. However, given the significant economic and financial market
disruptions associated with the COVID-19 pandemic, the Company's results of
operations could be adversely impacted.



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  Table of Contents



Lease Liability



In relation to the adoption of ASC 842, the Company recognized $1,150,916 of
operating lease liabilities on July 1, 2019. The total amount due under these
obligations was $1,120,631 and $770,457 as of June 30, 2021 and June 30, 2020,
respectively. The obligations will amortize over the passage of time through the
recognition of periodic rent expense. See Note 14 for further analysis of this
obligation.



Borrowings



As of June 30, 2021, we had $1.0 million of related-party and third-party
indebtedness on a consolidated basis as compared to $1.0 million as of June 30,
2020. Approximately US$394,898 is owed by Brigadier and secured with the land
and building in Saskatoon purchased in July 2019. The initial principal balance
was CD$525,000 (approximately US$401,000 translated as of the loan date July 1,
2019) with an annual interest rate of 4.14% maturing June 30, 2024. The
short-term portion of principal for this loan due within 12 months as of June
30, 2021 is CD$18,718 (approximately US$15,094) and the long term principal
amount due is CD$471,020 (approximately US$379,804). Interest on the loan is
expensed or accrued as it becomes due. Interest expense on the loan for the year
ended June 30, 2021 and 2020 was US$16,078 and US$16,738, respectively.
Concierge, without inclusion of its subsidiary companies, as of June 30, 2021
and 2020, had $0.6 million of related-party indebtedness. We are not required to
make interest payments on our related party notes until the maturity date.

Current related party notes payable consist of the following:

June 30, 2021

June 30, 2020 Notes payable to shareholder, interest rate of 8%, unsecured and payable on December 31, 2012 (past due)

                3,500               3,500

Notes payable to shareholder, interest rate of 4%, unsecured and payable on May 25, 2022

                              250,000             250,000

Notes payable to shareholder, interest rate of 4%, unsecured and payable on April 8, 2022

                             350,000             350,000
                                                           $       603,500     $       603,500




Investments



Wainwright, from time to time, provides initial investments in the creation of
ETP funds that Wainwright manages. Wainwright classifies these investments as
current assets as these investments are generally sold within one year from the
balance sheet date. As of June 30, 2021 and June 30, 2020, Wainwright did not
hold any initial investment positions. These investments, as applicable, are
described further in Note 7 to our Financial Statements.



Dividends



Our strategy on dividends is to declare and pay dividends only from retained
earnings and only when our Board of Directors deems it prudent and in the best
interests of the company to declare and pay dividends. We paid no dividends
during the years ended June 30, 2021 and 2020.

Off-Balance Sheet Arrangements

At June 30, 2021, and as of September 21, 2021, we have not entered into any transaction, agreement or other contractual arrangement with an entity unconsolidated with us under which we have:





  ? An obligation under a guarantee contract,

? A retained or contingent interest in assets transferred to the unconsolidated

entity or similar arrangement that serves as credit, liquidity or market risk


    support to such entity for such assets,

? An obligation, including a contingent obligation, arising out of a variable

interest in an unconsolidated entity that is held by, and material to, us

where such entity provides financing, liquidity, market risk or credit risk

support to, or engages in leasing, hedging, or research and development

services with us.

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