Restatement of Previously Issued Consolidated Financial Statements | Restatement of Previously Issued Consolidated Financial Statements Restatement Background In 2020, management began constructing a bulk wine inventory sub-ledger by individual lot. During this process improvement initiative, it was discovered that the Company's cost allocation process applied to historical vintages resulted in an overstatement of the inventory balance and understatement of cost of sales. It should be noted that the custody and recordkeeping of physical inventory have always been properly maintained through physical inventory counts and the restatement error is strictly related to the cost component. As a result of the process above, management performed an additional bulk wine cost allocation analysis at the vintage and brand levels to identify costs related to historical vintages. Through the analysis, costs for each vintage were matched with the sales activity of bulk wine and cased goods, as well as inventory on hand to calculate the restatement impact for the years ended December 31, 2017, 2018, and 2019 and for the quarterly periods in 2020 and 2019. The cumulative impact of correcting misstatements in cost of sales for the periods prior to 2017 has been recorded as an increase to our opening accumulated deficit of approximately $0.5 million, as of January 1, 2017, the beginning of the earliest period presented in the Form 10-K/A for the year ended December 31, 2019. In addition, the impact of correcting the misstatements on the consolidated financial statements as of December 31, 2019 and 2018 and for the years ended December 31, 2019, 2018 and 2017 are reflected within the Form 10-K/A for the year ended December 31, 2019. The impact of correcting the misstatements on the unaudited restated consolidated financial statements for the three months ended March 31, 2020 and 2019 and the three and six months ended June 30, 2020 and 2019 are reflected within the Form 10-Q/A for each of the respective periods. Description of Restatement Tables The following tables present the impact of the adjustments described above to our previously reported consolidated balance sheets as of September 30, 2020 and December 31, 2019 and the consolidated statements of operations, comprehensive loss, cash flows, and changes in equity for the three and nine months ended September 30, 2020 and 2019. Following the restated consolidated financial statement tables, the Company presented reconciliations from the prior periods as previously reported to the restated amounts. The amounts as previously reported were derived from the Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2020 filed on November 6, 2020. CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share amounts and par value) (Unaudited) September 30, 2020 As previously reported Restatement impacts As restated Assets Current assets: Cash and cash equivalents $ 25,474 $ — $ 25,474 Investments available for sale 8,774 — 8,774 Accounts receivable, net 6,274 — 6,274 Inventory 71,402 (5,424) 65,978 Other current assets 3,505 376 3,881 Assets held for sale 588 — 588 Total current assets 116,017 (5,048) 110,969 Property and equipment, net 116,075 — 116,075 Goodwill 1,262 — 1,262 Intangible assets and other non-current assets, net 9,849 — 9,849 Total non-current assets 127,186 — 127,186 Total assets $ 243,203 $ (5,048) $ 238,155 Liabilities Current liabilities: Accounts payable and accrued liabilities $ 11,296 $ — $ 11,296 Customer deposits 1,290 — 1,290 Current portion of long-term debt, net of unamortized loan fees 2,433 — 2,433 Total current liabilities 15,019 — 15,019 Long-term debt, net of current portion and unamortized loan fees 22,437 — 22,437 Deferred tax liability, net 4,095 (1,088) 3,007 Other non-current liabilities 140 — 140 Total non-current liabilities 26,672 (1,088) 25,584 Total liabilities 41,691 (1,088) 40,603 Commitments and Contingencies (Note 14) Equity Common shares, par value $0.01 per share, authorized 150,000,000 shares; 23,243,476 shares issued and outstanding at September 30, 2020 232 — 232 Additional paid-in capital 277,543 — 277,543 Accumulated other comprehensive income 25 — 25 Accumulated deficit (76,288) (3,960) (80,248) Total equity 201,512 (3,960) 197,552 Total liabilities and equity $ 243,203 $ (5,048) $ 238,155 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share amounts and par value) (Unaudited) December 31, 2019 As previously reported Restatement impacts As restated Assets Current assets: Cash and cash equivalents $ 12,986 $ — $ 12,986 Investments available for sale 10,006 — 10,006 Accounts receivable, net 10,131 — 10,131 Inventory 73,498 (4,034) 69,464 Other current assets 1,904 — 1,904 Assets held for sale 2,383 — 2,383 Total current assets 110,908 (4,034) 106,874 Property and equipment, net 119,112 — 119,112 Goodwill 1,262 — 1,262 Intangible assets and other non-current assets, net 10,950 — 10,950 Total non-current assets 131,324 — 131,324 Total assets $ 242,232 $ (4,034) $ 238,198 Liabilities Current liabilities: Accounts payable and accrued liabilities $ 10,368 $ — $ 10,368 Customer deposits 405 — 405 Current portion of long-term debt, net of unamortized loan fees 1,127 — 1,127 Total current liabilities 11,900 — 11,900 Long-term debt, net of current portion and unamortized loan fees 21,054 — 21,054 Deferred tax liability, net 4,178 (1,088) 3,090 Other non-current liabilities 255 — 255 Total non-current liabilities 25,487 (1,088) 24,399 Total liabilities 37,387 (1,088) 36,299 Commitments and Contingencies (Note 14) Equity Common shares, par value $0.01 per share, authorized 150,000,000 shares; 23,243,476 shares issued and outstanding at December 31, 2019 232 — 232 Additional paid-in capital 277,522 — 277,522 Accumulated other comprehensive income 12 — 12 Accumulated deficit (72,921) (2,946) (75,867) Total equity 204,845 (2,946) 201,899 Total liabilities and equity $ 242,232 $ (4,034) $ 238,198 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited) Three Months Ended September 30, 2020 As previously reported Restatement impacts As restated Net sales $ 15,867 $ — $ 15,867 Cost of sales 10,847 564 11,411 Gross profit 5,020 (564) 4,456 Operating expenses: Sales and marketing 3,316 — 3,316 General and administrative 2,602 — 2,602 Total operating expenses 5,918 — 5,918 Net gain on disposal of property and equipment (40) — (40) Restructuring costs 114 — 114 Loss from operations (972) (564) (1,536) Other (expense) income: Interest expense, net (328) — (328) Other income, net 109 — 109 Total other expense, net (219) — (219) Loss before income taxes (1,191) (564) (1,755) Income tax benefit (306) (153) (459) Net loss $ (885) $ (411) $ (1,296) Basic and fully diluted weighted-average shares outstanding 23,243 — 23,243 Basic and fully diluted loss per share $ (0.04) $ (0.02) $ (0.06) CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited) Three Months Ended September 30, 2019 As previously reported Restatement impacts As restated Net sales $ 14,672 $ — $ 14,672 Cost of sales 10,344 177 10,521 Gross profit 4,328 (177) 4,151 Operating expenses: Sales and marketing 4,716 — 4,716 General and administrative 2,833 — 2,833 Total operating expenses 7,549 — 7,549 Net loss on disposal of property and equipment 204 — 204 Impairment charges 625 — 625 Loss from operations (4,050) (177) (4,227) Other (expense) income: Interest expense, net (367) — (367) Other income, net 335 — 335 Total other expense, net (32) — (32) Loss before income taxes (4,082) (177) (4,259) Income tax benefit (963) (47) (1,010) Net loss $ (3,119) $ (130) $ (3,249) Basic and fully diluted weighted-average shares outstanding 23,521 — 23,521 Basic and fully diluted loss per share $ (0.13) $ (0.01) $ (0.14) CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited) Nine Months Ended September 30, 2020 As previously reported Restatement impacts As restated Net sales $ 43,922 $ — $ 43,922 Cost of sales 27,769 1,390 29,159 Gross profit 16,153 (1,390) 14,763 Operating expenses: Sales and marketing 10,729 — 10,729 General and administrative 8,315 — 8,315 Total operating expenses 19,044 — 19,044 Net loss on disposal of property and equipment 137 — 137 Restructuring costs 1,424 — 1,424 Loss from operations (4,452) (1,390) (5,842) Other (expense) income: Interest expense, net (765) — (765) Other income, net 395 — 395 Total other expense, net (370) — (370) Loss before income taxes (4,822) (1,390) (6,212) Income tax benefit (1,455) (376) (1,831) Net loss $ (3,367) $ (1,014) $ (4,381) Basic and fully diluted weighted-average shares outstanding 23,243 — 23,243 Basic and fully diluted loss per share $ (0.14) $ (0.05) $ (0.19) CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited) Nine Months Ended September 30, 2019 As previously reported Restatement impacts As restated Net sales $ 46,192 $ — $ 46,192 Cost of sales 27,497 800 28,297 Gross profit 18,695 (800) 17,895 Operating expenses: Sales and marketing 13,785 — 13,785 General and administrative 8,909 — 8,909 Total operating expenses 22,694 — 22,694 Net loss on disposal of property and equipment 173 — 173 Restructuring costs 76 — 76 Impairment charges 1,860 — 1,860 Loss from operations (6,108) (800) (6,908) Other (expense) income: Interest expense, net (730) — (730) Other income, net 442 — 442 Total other expense, net (288) — (288) Loss before income taxes (6,396) (800) (7,196) Income tax benefit (1,694) (216) (1,910) Net loss $ (4,702) $ (584) $ (5,286) Basic and fully diluted weighted-average shares outstanding 23,564 — 23,564 Basic and fully diluted loss per share $ (0.20) $ (0.02) $ (0.22) CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSES (In thousands) (Unaudited) Three Months Ended September 30, 2020 As previously reported Restatement impacts As restated Net loss $ (885) $ (411) $ (1,296) Other comprehensive loss: Net unrealized holding losses on investments arising during the period, net of tax (16) — (16) Comprehensive loss $ (901) $ (411) $ (1,312) Three Months Ended September 30, 2019 As previously reported Restatement impacts As restated Net loss $ (3,119) $ (130) $ (3,249) Other comprehensive income: Net unrealized holding gains on investments arising during the period, net of tax 2 — 2 Comprehensive loss $ (3,117) $ (130) $ (3,247) Nine Months Ended September 30, 2020 As previously reported Restatement impacts As restated Net loss $ (3,367) $ (1,014) $ (4,381) Other comprehensive income: Net unrealized holding gains on investments arising during the period, net of tax 13 — 13 Comprehensive loss $ (3,354) $ (1,014) $ (4,368) Nine Months Ended September 30, 2019 As previously reported Restatement impacts As restated Net loss $ (4,702) $ (584) $ (5,286) Other comprehensive income: Net unrealized holding gains on investments arising during the period, net of tax 39 — 39 Comprehensive loss $ (4,663) $ (584) $ (5,247) CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) Nine Months Ended September 30, 2020 As previously reported Restatement impacts As restated Net cash flows from operating activities: Net loss $ (3,367) $ (1,014) $ (4,381) Adjustments to reconcile net loss to net cash provided by operations: Depreciation and amortization of property and equipment 5,376 — 5,376 Amortization of intangible assets 965 — 965 Loss on write-down of inventory 2,711 6 2,717 Provision for doubtful accounts 98 — 98 Net loss on disposal of property and equipment 137 — 137 Restructuring charges 1,424 — 1,424 Benefit for deferred income tax (88) — (88) Stock-based compensation 21 — 21 Net change in operating assets and liabilities: Accounts receivable 3,759 — 3,759 Inventory (615) 1,384 769 Other current assets (1,601) (376) (1,977) Other non-current assets 136 — 136 Accounts payable and accrued liabilities (535) — (535) Customer deposits and other payables 894 — 894 Other non-current liabilities (115) — (115) Net cash provided by operating activities 9,200 — 9,200 Net cash flows from investing activities: Purchase of investments available for sale (7,250) — (7,250) Redemptions of investments available for sale 8,500 — 8,500 Acquisition of property and equipment (2,582) — (2,582) Proceeds from disposals of property and equipment 1,940 — 1,940 Net cash provided by investing activities 608 — 608 Net cash flows from financing activities: Proceeds from PPP term loan 3,820 — 3,820 Principal payments on long-term debt (1,140) — (1,140) Net cash provided by financing activities 2,680 — 2,680 Net increase in cash and cash equivalents 12,488 — 12,488 Cash and cash equivalents - beginning of period 12,986 — 12,986 Cash and cash equivalents - end of period $ 25,474 $ — $ 25,474 Supplemental disclosure of cash flow information: Cash paid during the period for: Interest, net of capitalized interest $ 1,242 $ — $ 1,242 Income tax payments, net $ — $ — $ — Non-cash investing activity: Unrealized holding gains on investments, net of tax $ 13 $ — $ 13 Acquisition of property and equipment accrued but not yet paid $ 200 $ — $ 200 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) Nine Months Ended September 30, 2019 As previously reported Restatement impacts As restated Net cash flows from operating activities: Net loss $ (4,702) $ (584) $ (5,286) Adjustments to reconcile net loss to net cash provided by operations: Depreciation and amortization of property and equipment 5,820 — 5,820 Amortization of intangible assets 965 — 965 Loss on write-down of inventory 1,581 — 1,581 Net loss on disposal of property and equipment 173 — 173 Restructuring charges 76 — 76 Impairment charges 1,916 — 1,916 Net change in operating assets and liabilities: Accounts receivable 484 — 484 Inventory (196) 800 604 Other current assets (2,122) (216) (2,338) Other non-current assets (99) — (99) Accounts payable and accrued liabilities (1,952) — (1,952) Customer deposits and other payables 1,021 — 1,021 Other non-current liabilities 14 — 14 Net cash provided by operating activities 2,979 — 2,979 Net cash flows from investing activities Purchase of investments available for sale (7,250) — (7,250) Redemptions of investments available for sale 16,750 — 16,750 Acquisition of property and equipment (4,085) — (4,085) Proceeds from disposals of property and equipment 142 — 142 Net cash provided by investing activities 5,557 — 5,557 Net cash flows from financing activities: Principal payments on long-term debt (855) — (855) Repurchase of common stock (1,725) — (1,725) Payment of contingent consideration (112) — (112) Net cash used in financing activities (2,692) — (2,692) Net increase in cash and cash equivalents 5,844 — 5,844 Cash and cash equivalents - beginning of period 9,376 — 9,376 Cash and cash equivalents - end of period $ 15,220 $ — $ 15,220 Supplemental disclosure of cash flow information Cash paid during the period for: Interest, net of capitalized interest $ 921 $ — $ 921 Income tax payments, net $ — $ — $ — Non-cash investing activity: Unrealized holding gains on investments, net of tax $ 39 $ — $ 39 Acquisition of property and equipment accrued but not yet paid $ 431 $ — $ 431 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In thousands, except share amounts) Accumulated Additional Other Common Stock Paid-In Comprehensive Accumulated Shares Amount Capital Income (Loss) Deficit Total As previously reported Balance, June 30, 2020 23,243,476 $ 232 $ 277,536 $ 41 $ (75,403) $ 202,406 Net loss — — — — (885) (885) Other comprehensive loss — — — (16) — (16) Stock-based compensation — — 7 — — 7 Balance, September 30, 2020 23,243,476 $ 232 $ 277,543 $ 25 $ (76,288) $ 201,512 Restatement impacts Balance, June 30, 2020 — $ — $ — $ — $ (3,549) $ (3,549) Net loss — — — — (411) (411) Other comprehensive loss — — — — — — Stock-based compensation — — — — — — Balance, September 30, 2020 — $ — $ — $ — $ (3,960) $ (3,960) As restated Balance, June 30, 2020 23,243,476 $ 232 $ 277,536 $ 41 $ (78,952) $ 198,857 Net loss — — — — (1,296) (1,296) Other comprehensive loss — — — (16) — (16) Stock-based compensation — — 7 — — 7 Balance, September 30, 2020 23,243,476 232 $ 277,543 $ 25 $ (80,248) $ 197,552 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In thousands, except share amounts) Accumulated Additional Other Common Stock Paid-In Comprehensive Accumulated Shares Amount Capital Income Deficit Total As previously reported Balance, June 30, 2019 23,526,684 $ 235 $ 277,520 $ 18 $ (67,628) $ 210,145 Net loss — — — — (3,119) (3,119) Other comprehensive income — — — 2 — 2 Repurchase of common stock (31,182) — — — (237) (237) Balance, September 30, 2019 23,495,502 $ 235 $ 277,520 $ 20 $ (70,984) $ 206,791 Restatement impacts Balance, June 30, 2019 — $ — $ — $ — $ (2,608) $ (2,608) Net loss — — — — (130) (130) Other comprehensive income — — — — — — Repurchase of common stock — — — — — — Balance, September 30, 2019 — $ — $ — $ — $ (2,738) $ (2,738) As restated Balance, June 30, 2019 23,526,684 $ 235 $ 277,520 $ 18 $ (70,236) $ 207,537 Net loss — — — — (3,249) (3,249) Other comprehensive income — — — 2 — 2 Repurchase of common stock (31,182) — — — (237) (237) Balance, September 30, 2019 23,495,502 $ 235 $ 277,520 $ 20 $ (73,722) $ 204,053 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In thousands, except share amounts) Accumulated Additional Other Common Stock Paid-In Comprehensive Accumulated Shares Amount Capital Income Deficit Total As previously reported Balance, December 31, 2019 23,243,476 $ 232 $ 277,522 $ 12 $ (72,921) $ 204,845 Net loss — — — — (3,367) (3,367) Other comprehensive income — — — 13 — 13 Stock-based compensation — — 21 — — 21 Balance, September 30, 2020 23,243,476 $ 232 $ 277,543 $ 25 $ (76,288) $ 201,512 Restatement impacts Balance, December 31, 2019 — $ — $ — $ — $ (2,946) $ (2,946) Net loss — — — — (1,014) (1,014) Other comprehensive income — — — — — — Stock-based compensation — — — — — — Balance, September 30, 2020 — $ — $ — $ — $ (3,960) $ (3,960) As restated Balance, December 31, 2019 23,243,476 $ 232 $ 277,522 $ 12 $ (75,867) $ 201,899 Net loss — — — — (4,381) (4,381) Other comprehensive income — — — 13 — 13 Stock-based compensation — — 21 — — 21 Balance, September 30, 2020 23,243,476 $ 232 $ 277,543 $ 25 $ (80,248) $ 197,552 CRIMSON WINE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In thousands, except share amounts) Accumulated Additional Other Common Stock Paid-In Comprehensive Accumulated Shares Amount Capital (Loss) Income Deficit Total As previously reported Balance, December 31, 2018 23,714,208 $ 237 $ 277,520 $ (19) $ (64,559) $ 213,179 Net loss — — — — (4,702) (4,702) Other comprehensive income — — — 39 — 39 Repurchase of common stock (218,706) (2) — — (1,723) (1,725) Balance, September 30, 2019 23,495,502 $ 235 $ 277,520 $ 20 $ (70,984) $ 206,791 Restatement impacts Balance, December 31, 2018 — $ — $ — $ — $ (2,154) $ (2,154) Net loss — — — — (584) (584) Other comprehensive income — — — — — — Repurchase of common stock — — — — — — Balance, September 30, 2019 — $ — $ — $ — $ (2,738) $ (2,738) As restated Balance, December 31, 2018 23,714,208 $ 237 $ 277,520 $ (19) $ (66,713) $ 211,025 Net loss — — — — (5,286) (5,286) Other comprehensive income — — — 39 — 39 Repurchase of common stock (218,706) (2) — — (1,723) (1,725) Balance, September 30, 2019 23,495,502 $ 235 $ 277,520 $ 20 $ (73,722) $ 204,053 |