aout-8k_20220314.htm
false 0001808997 0001808997 2022-03-14 2022-03-14

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 14, 2022

 

American Outdoor Brands, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

Delaware

 

001-39366

 

84-4630928

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

 

 

 

1800 North Route Z, Suite A

Columbia, Missouri

 

 

 

 

65202

(Address of principal executive offices)

 

 

 

(Zip Code)

(800) 338-9585

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

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

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

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

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

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, Par Value $0.001 per Share

 

AOUT

 

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 §CRF 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company  

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

 

 

 

 


 

 

Item 7.01.       Regulation FD Disclosure.

 

On March 10, 2022, we announced that we have entered into an agreement to acquire substantially all of the assets of the Grilla Grills business of Fahrenheit Technologies, Inc., a Michigan corporation (“FTI”), pursuant to an Asset Purchase Agreement by and among our indirect subsidiary, AOB Products Company, a Missouri corporation, FTI, and the shareholder of FTI set forth therein. The acquisition was financed using both cash on hand and availability from our existing line of credit.

On March 14, 2022, we issued a press release announcing the closing of the acquisition of substantially all of the assets of Grilla Grills. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 7.01.

Item 9.01.Financial Statements and Exhibits.

 

(d)Exhibits.

 

Exhibit

Number

 

Description

 

 

 

99.1

 

Press release from the Registrant, dated March 14, 2022, entitled “American Outdoor Brands Completes Previously Announced Acquisition of Grilla Grills”

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 


 

 

SIGNATURES

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

 

 

AMERICAN OUTDOOR BRANDS, INC.

 

 

 

 

Date: March 14, 2022

By:

 

/s/ H. Andrew Fulmer

 

 

 

 

H. Andrew Fulmer

 

 

 

 

Executive Vice President, Chief Financial

Officer, and Treasurer

 

 

 

aout-ex991_6.htm

 

Exhibit 99.1

1800 N Route Z, Suite A

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

 

Contact:  

Liz Sharp, VP, Investor Relations

lsharp@aob.com

(573) 303-4620

American Outdoor Brands Completes

Previously Announced Acquisition of Grilla Grills

 

COLUMBIA, Mo., March 14, 2022 – American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an industry leading provider of products and accessories for rugged outdoor enthusiasts, today announced that it has completed the acquisition of substantially all of the assets of Grilla Grills® (“Grilla”), a provider of high-quality, barbecue grills, Wi-Fi-enabled wood pellet grills, smokers, accessories, and modular outdoor kitchens for $27 million in cash, or approximately $24 million after factoring in the future tax benefit resulting from the asset purchase. The acquisition of Grilla will allow American Outdoor Brands to enter the estimated $7 billion, U.S. barbecue grill market with an authentic, direct-to-consumer brand that can benefit from the company’s Dock & Unlock™ strategy and drive growth in the company’s outdoor lifestyle product category.

 

The signing of the definitive purchase agreement for the acquisition was previously announced on March 10, 2022, and a copy of that announcement can be found at https://ir.aob.com/news-releases/news-release-details/american-outdoor-brands-acquire-grilla-grills.

 

Grilla is a provider of high-quality, barbecue grills; Wi-Fi-enabled wood pellet grills; smokers; accessories; and modular outdoor kitchens. Established in 2015, the product of founders in the construction and automotive industries, Grilla produces innovative, feature-rich outdoor grills and accessories that incorporate modern designs, and are built from durable materials for longevity and durability. Grilla keeps its products popular and affordable by selling directly to consumers, primarily online and through two retail locations in Holland, Michigan and Dallas, Texas.  For more information on the full line of Grilla products, visit www.grillagrills.com.

 

About American Outdoor Brands, Inc.

American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT) is an industry leading provider of outdoor products and accessories, including hunting, fishing, camping, shooting, and personal security and defense products, for rugged outdoor enthusiasts.  The company produces innovative, top quality products under its brands Caldwell®; Wheeler®; Tipton®; Frankford Arsenal®; Hooyman®; BOG®; MEAT!; Uncle Henry®; Old Timer®; Imperial®; Crimson Trace®; LaserLyte®; Lockdown®; ust®; BUBBA®; and Schrade®.  For more information about all the brands and products from American Outdoor Brands, Inc., visit www.aob.com.