U.S. Global Investors, Inc. (the "Company" or "U.S. Global") has made forward-looking statements concerning the Company's performance, financial condition, and operations in this report. The Company from time to time may also make forward-looking statements in its public filings and press releases. Such forward-looking statements are subject to various known and unknown risks and uncertainties and do not guarantee future performance. Actual results could differ materially from those anticipated in such forward-looking statements due to a number of factors, some of which are beyond the Company's control, including: (i) the volatile and competitive nature of the investment management industry, (ii) changes in domestic and foreign economic conditions, including significant economic disruptions from COVID-19 or other epidemics, pandemics or outbreaks and the actions taken in connection therewith, (iii) the effect of government regulation on the Company's business, and (iv) market, credit, and liquidity risks associated with the Company's investment management activities. Due to such risks, uncertainties, and other factors, the Company cautions each person receiving such forward-looking information not to place undue reliance on such statements. All such forward-looking statements are current only as of the date on which such statements were made.
FACTORS AFFECTING OUR BUSINESS
The rapid spread of COVID-19 and actions taken in response had a significant detrimental effect on the global and domestic economies and financial markets. Market declines affect the Company's assets under management, and thus its revenues and also the valuation of the Company's corporate investments. Should this emerging macro-economic risk reoccur and continue for an extended period, there could be an adverse material financial impact to the Company's business and investments, including a material reduction in its results of operations.
COVID-19-related circumstances (e.g., remote work arrangements) did not adversely affect the Company's ability to maintain operations, including financial reporting systems, internal controls over financial reporting, and disclosure controls and procedures.
BUSINESS SEGMENTS The Company, with principal operations located inSan Antonio, Texas , manages two business segments: (1) the Company offers a broad range of investment management products and services to meet the needs of individual and institutional investors, and (2) the Company invests for its own account in an effort to add growth and value to its cash position.
The following is a brief discussion of the Company's business segments.
Investment Management Services
The Company provides advisory services for threeU.S. -based exchange-traded fund ("ETF") clients and receives monthly advisory fees based on the net asset values of the funds. Information on theU.S. -based ETFs can be found at www.usglobaletfs.com, including the prospectus, performance and holdings. The Company also serves as investment advisor to one European-based ETF and receives a monthly advisory fee based on the net asset value of the fund. The European-based ETF is not available to U.S. investors. The ETFs' authorized participants are not required to give advance notice prior to redemption of shares in the ETFs, and the ETFs do not charge a redemption fee. The Company generates operating revenues from managing and servicing U.S. Global Investors Funds ("USGIF" or the "Funds"). These revenues are largely dependent on the total value and composition of assets under its management. Fluctuations in the markets and investor sentiment directly impact the asset levels of the Funds, thereby affecting income and results of operations. Detailed information regarding the Funds managed by the Company within USGIF can be found on the Company's website, www.usfunds.com, including the prospectus and performance information for each Fund. The mutual fund shareholders in USGIF are not required to give advance notice prior to redemption of shares in the Funds. AtMarch 31, 2022 , total assets under management, including ETF and USGIF clients, were approximately$4.1 billion versus$4.6 billion atMarch 31, 2021 , a decrease of$537.0 million , or 11.7 percent. During the nine months endedMarch 31, 2022 , average assets under management, including ETF and USGIF clients, were$4.0 billion versus$3.0 billion during the nine months endedMarch 31, 2021 . AtJune 30, 2021 , the Company's prior fiscal year end, total assets under management, including ETF and USGIF clients, were approximately$4.2 billion , and has decreased$161.8 million , or 3.8 percent, during the nine months endedMarch 31, 2022 . Page 20
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The following tables summarize the changes in assets under management for USGIF
for the three and nine months ended
Changes in Assets Under Management Three Months Ended March 31, 2022 2021 (dollars in thousands) Equity Fixed Income Total Equity Fixed Income Total Beginning Balance$ 388,834 $ 73,392 $ 462,226 $ 427,794 $ 82,024 $ 509,818 Market appreciation (depreciation) 14,385 (1,633 ) 12,752 (24,074 ) (234 ) (24,308 ) Dividends and distributions - (56 ) (56 ) - (98 ) (98 ) Net shareholder redemptions (13,109 ) (3,639 ) (16,748 ) (2,116 ) (2,255 ) (4,371 ) Ending Balance$ 390,110 $ 68,064 $ 458,174 $ 401,604 $ 79,437 $ 481,041 Average investment management fee 0.94 % 0.00 % 0.79 % 0.95 % 0.00 % 0.79 % Average net assets$ 377,400 $ 70,638 $ 448,038 $ 417,345 $ 81,905 $ 499,250 Changes in Assets Under Management Nine Months Ended March 31, 2022 2021 (dollars in thousands) Equity Fixed Income Total Equity Fixed Income Total Beginning Balance$ 433,380 $ 75,842 $ 509,222 $ 343,214 $ 82,683 $ 425,897 Market appreciation (depreciation) (11,610 ) (1,828 ) (13,438 ) 66,319 120 66,439 Dividends and distributions (61,309 ) (225 ) (61,534 ) (16,243 ) (316 ) (16,559 ) Net shareholder purchases (redemptions) 29,649 (5,725 ) 23,924 8,314 (3,050 ) 5,264 Ending Balance$ 390,110 $ 68,064 $ 458,174 $ 401,604 $ 79,437 $ 481,041 Average investment management fee 0.94 % 0.00 % 0.79 % 0.92 % 0.00 % 0.76 %
Average net assets
As shown above, USGIF period-end assets under management were lower atMarch 31, 2022 , compared toMarch 31, 2021 . Average net assets for the three and nine months in the current fiscal year were lower than the same periods in the previous fiscal year. The equity funds had net market appreciation for the three months endedMarch 31, 2022 , and net market depreciation for the three months endedMarch 31, 2021 . The fixed income funds had net market depreciation for the three months endedMarch 31, 2022 , and 2021. Both the equity funds and fixed income funds had net market depreciation for the nine months endedMarch 31, 2022 , and net market appreciation for the nine months endedMarch 31, 2021 . In total, there were net shareholder redemptions for the three months endedMarch 31, 2022 , and 2021. There were net shareholder purchases for the equity funds, and net shareholder redemptions for the fixed income funds for the nine months endedMarch 31, 2022 , and 2021. The average annualized investment management fee rate (total advisory fees, excluding performance fees, as a percentage of average assets under management) was 79 basis points for the nine months endedMarch 31, 2022 , and 76 basis points for the same period in the prior year. The average investment management fee for the equity funds was 94 basis points for the nine months endedMarch 31, 2022 , and 92 basis points for the same period in the prior year. The Company has agreed to contractually or voluntarily limit the expenses of the Funds. Therefore, the Company waived or reduced its fees and/or agreed to pay expenses of the Funds. Due to fee waivers, the average investment management fee for the fixed income funds was minimal for both periods. Investment Activities Management believes it can more effectively manage the Company's cash position by broadening the types of investments used in cash management and continues to believe that such activities are in the best interest of the Company. The Company's investment activities are reviewed and monitored by Company compliance personnel, and various reports are provided to certain investment advisory clients. Written procedures are in place to manage compliance with the code of ethics and other policies affecting the Company's investment practices. This source of revenue does not remain consistent and is dependent on market fluctuations, the Company's ability to participate in investment opportunities, and timing of transactions. As ofMarch 31, 2022 , the Company held investments carried at fair value of$25.2 million and a cost basis of$22.4 million . The fair value of these investments is approximately 40.3 percent of the Company's total assets atMarch 31, 2022 . In addition, the Company held other investments of approximately$4.2 million and held-to-maturity debt investments of$1.0 million . Investments recorded at fair value on a recurring basis were approximately$25.2 million atMarch 31, 2022 , compared to approximately$35.3 million atJune 30, 2021 , the Company's prior fiscal year end, which is a decrease of approximately$10.1 million . See Note 2, Investments, to the Consolidated Financial Statements of this Quarterly Report on Form 10-Q, for further information regarding investment activities. Page 21
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RESULTS OF OPERATIONS - Three months ended
The Company posted a net loss of$846,000 ($0.06 per share) for the three months endedMarch 31, 2022 , compared with net income of$8.6 million ($0.57 per share) for the three months endedMarch 31, 2021 , a decrease in net income of approximately$9.5 million . The change is primarily due to a decrease in unrealized investment gain (loss) on corporate investments in the current quarter compared to the same quarter last year, as discussed further below. Operating Revenues Total consolidated operating revenues for the three months endedMarch 31, 2022 , decreased$180,000 , or 2.8 percent, compared with the three months endedMarch 31, 2021 . This decrease was primarily attributable to the following: • Advisory fees decreased by$175,000 , or 2.8 percent, primarily as a result of lower average assets under management USGIF and a decrease in base management fees received, and a change from performance fees earned to performance fees paid. Advisory fees are comprised of two components: base management fees and performance fees. • Base management fees increased$101,000 . The majority of this increase was from ETF unitary management fees, which increased$202,000 as the result of an increase in ETF average assets under management, primarily for the Jets ETF, and the addition of the Jets ETF UCITS product inEurope and the Sea toSky Cargo ETF. This increase was offset by a decrease in USGIF management fees, which decreased$101,000 as the result of a decrease in USGIF average assets under management. • Performance fees for USGIF paid in the current quarter were$120,000 compared to$156,000 earned in the corresponding quarter in the prior year, an unfavorable change of$276,000 . The performance fee, which applies to the USGIF equity funds only, is a fulcrum fee that is adjusted upwards or downwards by 0.25 percent when there is a performance difference of 5 percent or more between a fund's performance and that of its designated benchmark index over the prior rolling 12 months. Operating Expenses Total consolidated operating expenses for the three months endedMarch 31, 2022 , increased$595,000 , or 19.4 percent, compared with the three months endedMarch 31, 2021 . The increase in operating expenses was primarily attributable to an increase in general and administrative expenses of$612,000 , or 40.1 percent, compared to prior quarter, primarily due to increased fund expenses and higher consulting and professional fees, somewhat offset by a decrease in employee compensation of$123,000 , or 8.5 percent. Advertising costs increased$94,000 primarily due to the launch of two new ETF products. Other Income (Loss) Total consolidated other loss for the three months endedMarch 31, 2022 , was$3.6 million , compared to other income of$8.4 million for the three months endedMarch 31, 2021 , an unfavorable change of approximately$12.0 million , or 143.0 percent. This change was primarily due to the following factors: • Investment loss was$3.5 million for the three months endedMarch 31, 2022 , compared to investment income of$8.4 million for the three months endedMarch 31, 2021 , a change of approximately$11.9 million . This was primarily due to unrealized losses of$4.5 million in the current quarter. The same quarter in the prior year had unrealized gains of$7.1 million and realized gains on sales of securities of$563,000 . This change was somewhat offset by an increase in dividends and interest income of$235,000 . • There was$173,000 in losses from equity method investments for the three months endedMarch 31, 2022 , compared to$64,000 in losses for the three months endedMarch 31, 2021 , an increase of$109,000 . The Company's equity method investment was dissolved as ofMarch 31, 2022 . • There was$59,000 in other income for the three months endedMarch 31, 2022 , compared to$33,000 in other income for the three months endedMarch 31, 2021 , an increase of$26,000 . The increase was primarily due to consulting fees earned in the amount of$30,000 from HIVE Blockchain Technologies Ltd. ("HIVE") for the three months endedMarch 31, 2022 . There were no consulting fees earned from HIVE for the three months endedMarch 31, 2021 .Frank Holmes serves on the board as executive chairman of HIVE and held shares and options atMarch 31, 2022 . EffectiveAugust 31, 2018 ,Mr. Holmes was named Interim CEO and Interim Executive Chairman of HIVE. EffectiveDecember 22, 2020 ,Mr. Holmes became the Executive Chairman of HIVE. Page 22
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Table of Contents Provision for Income Taxes A tax benefit of$246,000 was recorded for the three months endedMarch 31, 2022 , compared to tax expense of$3.1 million for the three months endedMarch 31, 2021 . The tax benefit in the current quarter was primarily the result of unrealized losses on corporate investments. The tax expense in the same quarter in the prior year was primarily the result of realized gains on sales of securities and an increase in valuation of certain investments, which increased the related deferred tax liability.
RESULTS OF OPERATIONS - Nine months ended
The Company posted net income of$5.1 million ($0.34 per share) for the nine months endedMarch 31, 2022 , compared with net income of$27.2 million ($1.81 per share) for the nine months endedMarch 31, 2021 , a decrease in net income of approximately$22.1 million . The change is primarily due to a decrease in realized and unrealized investment gains in the current period compared to the same period last year, offset by an increase in operating income compared to the same period last year, as discussed further below. Operating Revenues Total consolidated operating revenues for the nine months endedMarch 31, 2022 , increased$4.9 million , or 34.6 percent, compared with the nine months endedMarch 31, 2021 . This increase was primarily attributable to the following: • Advisory fees increased by$5.0 million , or 35.0 percent, primarily as a result of higher average assets under management in the ETFs and an increase in base management fees received. Advisory fees are comprised of two components: base management fees and performance fees. • Base management fees increased$5.0 million . The majority of this increase was from ETF unitary management fees, which increased$5.0 million as the result of an increase in ETF average assets under management, primarily for the Jets ETF. • Performance fees for USGIF earned in the current period were$209,000 compared to$280,000 in the corresponding period in the prior year, a decrease of$71,000 . The performance fee, which applies to the USGIF equity funds only, is a fulcrum fee that is adjusted upwards or downwards by 0.25 percent when there is a performance difference of 5 percent or more between a fund's performance and that of its designated benchmark index over the prior rolling 12 months. Operating Expenses Total consolidated operating expenses for the nine months endedMarch 31, 2022 , increased$930,000 , or 9.3 percent, compared with the nine months endedMarch 31, 2021 . The increase in operating expenses was primarily attributable to an increase in general and administrative expenses of$1.4 million , or 35.4 percent, primarily due to higher consulting and professional fees, increased fund expenses, and higher directors' fees and expenses, primarily due to amortization of stock options. This is offset by a decrease in employee compensation of$669,000 , or 11.9 percent, primarily as a result of a decrease in bonuses, somewhat offset by amortization of employee stock options. Bonuses in same period last year related to realized investment gains and positive company and fund performance. Other Income (Loss) Total consolidated other loss for the nine months endedMarch 31, 2022 , was$2.0 million , compared to$31.1 million in income for the nine months endedMarch 31, 2021 , a change of approximately$33.1 million , or 106.4 percent. This change was primarily due to the following factors: • Investment loss was$2.0 million for the nine months endedMarch 31, 2022 , compared to investment income of$30.1 million for the nine months endedMarch 31, 2021 , a change of approximately$32.1 million . This was primarily due to unrealized losses on equity securities of$4.9 million and realized gains on sales of securities of$1.8 million in the current period, whereas the same period in the prior year had unrealized gains of$13.6 million on equity securities and realized gains on sales of securities of$15.6 million . • There was$206,000 in losses from equity method investments for the nine months endedMarch 31, 2022 , compared to$420,000 in income for the nine months endedMarch 31, 2021 , a change of$626,000 . The Company's equity method investment was dissolved as ofMarch 31, 2022 . • For the nine months endedMarch 31, 2021 , there was a gain of$444,000 , due to extinguishment of debt related to forgiveness of the Paycheck Protection Program ("PPP") loan and accrued interest. See further information on the PPP loan in Note 6, Borrowings, to the Consolidated Financial Statements of this Quarterly Report on Form 10-Q. • There was$174,000 in other income for the nine months endedMarch 31, 2022 , compared to$92,000 in other income for the three months endedMarch 31, 2021 , an increase of$82,000 . The increase was primarily due to consulting fees earned in the amount of$90,000 from HIVE Blockchain Technologies Ltd. ("HIVE") for the nine months endedMarch 31, 2022 . There were no consulting fees earned from HIVE for the nine months endedMarch 31, 2021 .Frank Holmes serves on the board as executive chairman of HIVE and held shares and options atMarch 31, 2022 . EffectiveAugust 31, 2018 ,Mr. Holmes was named Interim CEO and Interim Executive Chairman of HIVE. EffectiveDecember 22, 2020 ,Mr. Holmes became the Executive Chairman of HIVE. Page 23
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Table of Contents Provision for Income Taxes A tax expense of$1.2 million was recorded for the nine months endedMarch 31, 2022 , compared to tax expense of$8.2 million for the nine months endedMarch 31, 2021 . The tax expense in the current period was primarily the result of operating income, offset by a decrease in valuation of certain investments, which decreased the related deferred tax liability. The tax expense in the same period in the prior year was primarily the result of realized gains on sales of securities and an increase in valuation of certain investments, which increased the related deferred tax liability.
LIQUIDITY AND CAPITAL RESOURCES
AtMarch 31, 2022 , the Company had net working capital (current assets minus current liabilities) of approximately$31.8 million , an increase of$10.2 million , or 47.2 percent, sinceJune 30, 2021 , and a current ratio (current assets divided by current liabilities) of 7.6 to 1. With approximately$26.8 million in cash and cash equivalents, an increase of$12.3 million , or 85.4 percent sinceJune 30, 2021 , and$7.7 million in securities carried at fair value on a recurring basis, excluding convertible securities, which together comprise approximately 55.2 percent of total assets, the Company has adequate liquidity to meet its current obligations. The increase in cash, and accordingly, net working capital, was primarily due to net cash provided by operating activities of$9.1 million , proceeds on sales of investments of$2.9 million , and proceeds from principal paydowns of$2.3 million . Consolidated shareholders' equity atMarch 31, 2022 , was$57.2 million , an increase of$2.9 million , or 5.3 percent sinceJune 30, 2021 . The increase was primarily due to net income of$5.1 million for the nine months endedMarch 31, 2022 , offset by a decrease in other comprehensive income (loss) of$1.8 million , and dividends declared of$1.0 million . The Company also has access to a$1 million credit facility, which can be utilized for working capital purposes. The credit agreement requires the Company to maintain certain covenants; the Company has been in compliance with these covenants during the current fiscal year. The credit agreement will expire onMay 31, 2022 , and the Company intends to renew annually. The credit facility is collateralized by approximately$1 million , included in restricted cash on the balance sheet, held in deposit in a money market account at the financial institution that provided the credit facility. As ofMarch 31, 2022 , this credit facility remained unutilized by the Company. Investment advisory contracts pursuant to the Investment Company Act of 1940 and related affiliated contracts in theU.S. , by law, may not exceed one year in length and, therefore, must be renewed at least annually after an initial two-year term. The investment advisory and related contracts between the Company and USGIF have been renewed throughSeptember 2022 . The advisory agreement for theU.S. -based ETFs has been renewed throughSeptember 2022 . The primary cash requirements are for operating activities. The Company also uses cash to purchase investments, pay dividends and repurchase Company stock. The cash outlays for investments and dividend payments are discretionary and management or the Board may discontinue as deemed necessary. The stock repurchase plan is approved throughDecember 31, 2022 , but may be suspended or discontinued at any time. Cash and securities recorded at fair value on a recurring basis, excluding convertible securities, of approximately$34.5 million are available to fund current activities.
Management believes current cash reserves, investments, and financing available will be sufficient to meet foreseeable cash needs for operating activities.
The rapid spread of COVID-19 and actions taken in response had a significant detrimental effect on the global and domestic economies and financial markets. Market declines affect the Company's assets under management, and thus its revenues and also the valuation of the Company's corporate investments. Should this emerging macro-economic risk reoccur and continue for an extended period, there could be an adverse material financial impact to the Company's business and investments, including a material reduction in its results of operations. CRITICAL ACCOUNTING ESTIMATES For a discussion of other critical accounting policies that the Company follows, please refer to the notes to the consolidated financial statements included in the Annual Report on Form 10-K for the year endedJune 30, 2021 . Page 24 --------------------------------------------------------------------------------
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