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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): November 30, 2023

 

 

American Outdoor Brands, Inc.

(Exact name of Registrant as Specified in Its 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)

 

Registrant’s Telephone Number, Including Area Code: (800) 338-9585

 

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:

☐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		The 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 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☒

 

 

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Item 2.02 Results of Operations and Financial Condition.

On November 30, 2023, American Outdoor Brands, Inc. issued a press release reporting its financial results for the fiscal quarter ended October 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
Exhibit
Number			Description
99.1			Press release from the Registrant, dated November 30, 2023, reporting American Outdoor Brand, Inc.’s financial results for the fiscal quarter ended October 31, 2023.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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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 thereunto duly authorized.

			AMERICAN OUTDOOR BRANDS, INC.
Date:	November 30, 2023	By:	/s/ H. Andrew Fulmer
			H. Andrew Fulmer Executive Vice President, Chief Financial Officer, and Treasurer

 

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	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, Inc. Reports

Second Quarter Fiscal 2024 Financial Results

COLUMBIA, Mo., November 30, 2023 – American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an industry leading provider of products and accessories for rugged outdoor enthusiasts, today announced financial results for the second quarter of fiscal 2024 ended October 31, 2023.

Second Quarter Fiscal 2024 Financial Highlights

Brian Murphy, President and Chief Executive Officer, said, “Our second quarter results reflect solid performance in net sales and capital management, as well as ongoing progress against our long-term strategic objectives. Net sales grew by 6.4% compared with the second quarter last year, a result that exceeded our expectations and represented growth of more than 21% over our pre-pandemic second quarter of fiscal 2020. Our shooting sports category saw

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

a slight decline in net sales compared with the prior year, consistent with industry trends in that space. That decline was offset by growth in our outdoor lifestyle category, demonstrating the strength of our brands in this growing part of our business. In fact, our outdoor lifestyle category accounted for nearly 60% of our total net sales in the second quarter. We believe this growth reflects our strategy to intentionally place our brands where consumers expect to find them, whether online or in-store. Accordingly, both our e-commerce and our traditional channels delivered net sales growth in the second quarter.

“Retail expansion is an important part of our growth strategy. During the second quarter, we were proud to join forces with Academy Sports + Outdoors to bring Academy customers a select lineup of our MEAT! Your Maker brand meat processing equipment. Originally launched in 2019 as an entirely new, exclusively direct-to-consumer brand of high-quality meat processing equipment, MEAT! quickly developed a loyal following among consumers who appreciate the brand’s premium, professional grade equipment quality, its commitment to user education, its industry-leading lifetime warranty, and its authentic personality. The expansion into Academy marks an important milestone for our MEAT! brand and provides us a great opportunity to introduce this exciting product lineup to new, potential customers through one of the industry’s leading retailers.”

Andrew Fulmer, Chief Financial Officer, said, “In the second quarter of fiscal 2024, we delivered net sales growth; we maintained a strong balance sheet; and we continued to return cash to stockholders through our share repurchase program, all while continuing to navigate market uncertainty stemming from cautious inventory management by retailers, and reduced consumer demand. We continued to maintain a strong balance sheet, ending the quarter with $8.4 million in cash and no debt, after repurchasing approximately $1.5 million of our common stock.”

“We believe our brands remain well positioned to capitalize on positive, long-term consumer outdoor participation trends. As a result, we continue to believe that our net sales for fiscal 2024 could exceed fiscal 2023 net sales by as much as 3.5%. We also believe our solid financial position enables us to continue investing in our business, returning capital to our stockholders, and addressing the exciting growth opportunities we have identified for our company,” concluded Fulmer.

Conference Call and Webcast

The Company will host a conference call and webcast today, November 30, 2023, to discuss its second quarter fiscal 2024 financial and operational results. Speakers on the conference call will include Brian Murphy, President and Chief Executive Officer, and Andrew Fulmer, Chief Financial Officer. The conference call may include forward-looking statements and a discussion of non-GAAP financial measures. The conference call and webcast will begin at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). Those interested in listening to the conference call via telephone may call directly at (833) 630-1956 and ask to join the American Outdoor Brands call. No RSVP is necessary. The conference call audio webcast can also be accessed live on the Company's website at www.aob.com, under the Investor Relations section.

Reconciliation of U.S. GAAP to Non-GAAP Financial Measures

In this press release, certain non-GAAP financial measures, including “non-GAAP net income and “Adjusted EBITDAS” are presented. A reconciliation of these and other non-GAAP financial measures are contained at the end of this press release. From time to time, the Company considers and uses these non-GAAP financial measures as supplemental measures of operating performance in order to provide the reader with an improved understanding

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

of underlying performance trends. The Company believes it is useful for itself and the reader to review, as applicable, both (1) GAAP measures that include (i) amortization of acquired intangible assets, (ii) stock compensation, (iii) facility consolidation costs, (iv) technology implementation, (v) acquisition costs, (vi) stockholder cooperation agreement costs, (vii) income tax adjustments, (viii) interest expense, (ix) income tax expense, and (x) depreciation and amortization; and (2) the non-GAAP measures that exclude such information. The Company presents these non-GAAP measures because it considers them an important supplemental measure of its performance and believes the disclosure of such measures provides useful information to investors regarding the Company’s financial condition and results of operations. The Company’s definition of these adjusted financial measures may differ from similarly named measures used by others. The Company believes these measures facilitate operating performance comparisons from period to period by eliminating potential differences caused by the existence and timing of certain expense items that would not otherwise be apparent on a GAAP basis. These non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for the Company's GAAP measures. The principal limitations of these measures are that they do not reflect the Company's actual expenses and may thus have the effect of inflating its financial measures on a GAAP basis.

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, outdoor cooking, and personal security and defense products, for rugged outdoor enthusiasts. The Company produces innovative, top quality products under its brands BOG®; BUBBA®; Caldwell®; Crimson Trace®; Frankford Arsenal®; Grilla Grills®; Hooyman®; Imperial®; LaserLyte®; Lockdown®; MEAT!; Old Timer®; Schrade®; Tipton®; Uncle Henry®; ust®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit www.aob.com.

 

Safe Harbor Statement

Certain statements contained in this press release may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. All statements other than statements of historical facts contained or incorporated herein by reference in this press release, including statements regarding our future operating results, future financial position, business strategy, objectives, goals, plans, prospects, markets, and plans and objectives for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “targets,” “contemplates,” “projects,” “predicts,” “may,” “might,” “plan,” “would,” “should,” “could,” “may,” “can,” “potential,” “continue,” “objective,” or the negative of those terms, or similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. Specific forward-looking statements in this press release include our strategy to intentionally place our brands where consumers expect to find them, whether online or in-store; our belief that our brands remain well positioned to capitalize on positive, long-term consumer outdoor participation trends; our continued belief that our net sales for fiscal 2024 could exceed fiscal 2023 net sales by as much as 3.5%; and our belief that our solid financial position enables us to continue investing in our business, returning capital to our stockholders, and addressing the exciting growth opportunities we have identified for our company. We caution that these statements are qualified by important risks, uncertainties, and other factors that could cause actual

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

results to differ materially from those reflected by such forward-looking statements. Such factors include, among others, potential disruptions in our ability to source the materials necessary for the production of our products, disruptions and delays in the manufacture of our products, and difficulties encountered by retailers and other components of the distribution channel for our products; economic, social, political, legislative, and regulatory factors; lawsuits and their effect on us; inventory levels, both internally and in the distribution channel, in excess of demand; natural disasters, pandemics, seasonality, news events, political events, and consumer tastes; future investments for capital expenditures; future products and product development; the features, quality, and performance of our products; the success of our strategies and marketing programs; our market share and factors that affect our market share; liquidity and anticipated cash needs and availability; the supply, availability, and costs of materials and components and related tariffs; our ability to maintain and enhance brand recognition and reputation; risks associated with the distribution of our products and overall availability of labor; and other factors detailed from time to time in our reports filed with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended April 30, 2023.

 

 

 

 

 

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
	As of:
	October 31, 2023				April 30, 2023
	(Unaudited)
	(In thousands, except par value and share data)
ASSETS
Current assets:
Cash and cash equivalents	$	8,379			$	21,950
Accounts receivable, net of allowance for credit losses of $129    on October 31, 2023 and $125 on April 30, 2023		40,447				26,846
Inventories		109,123				99,734
Prepaid expenses and other current assets		6,016				7,839
Income tax receivable		301				1,251
Total current assets		164,266				157,620
Property, plant, and equipment, net		8,783				9,488
Intangible assets, net		46,351				52,021
Right-of-use assets		23,736				24,198
Other assets		514				260
Total assets	$	243,650			$	243,587
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	17,805			$	11,544
Accrued expenses		12,271				8,741
Accrued payroll, incentives, and profit sharing		2,932				1,813
Lease liabilities, current		985				904
Total current liabilities		33,993				23,002
Notes and loans payable		—				4,623
Lease liabilities, net of current portion		23,648				24,064
Other non-current liabilities		18				34
Total liabilities		57,659				51,723
Equity:
Preferred stock, $0.001 par value, 20,000,000 shares authorized, no    shares issued or outstanding		—				—
Common stock, $0.001 par value, 100,000,000 shares authorized,    14,605,941 shares issued and 12,966,416 shares outstanding on    October 31, 2023 and 14,447,149 shares issued and 13,233,151    outstanding on April 30, 2023		15				14
Additional paid in capital		274,708				272,784
Retained deficit		(66,411	)			(62,375	)
Treasury stock, at cost (1,481,989 shares on October 31, 2023    and 1,213,998 shares on April 30, 2023)		(22,321	)			(18,559	)
Total equity		185,991				191,864
Total liabilities and equity	$	243,650			$	243,587

 

 

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

 

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
		For the Three Months Ended October 31,								For the Six Months Ended October 31,
		2023				2022				2023				2022
		(Unaudited)
Net sales		$	57,931			$	54,436			$	101,376			$	98,112
Cost of sales			31,441				28,474				55,167				53,111
Gross profit			26,490				25,962				46,209				45,001
Operating expenses:
Research and development			1,675				1,557				3,274				3,313
Selling, marketing, and distribution			15,414				13,924				27,468				25,704
General and administrative			9,423				10,615				19,573				21,679
Total operating expenses			26,512				26,096				50,315				50,696
Operating loss			(22	)			(134	)			(4,106	)			(5,695	)
Other income, net:
Other income, net			53				585				92				826
Interest income/(expense), net			6				(242	)			(7	)			(428	)
Total other income, net			59				343				85				398
Income/(loss) from operations before income taxes			37				209				(4,021	)			(5,297	)
Income tax (benefit)/expense			(40	)			(161	)			15				28
Net income/(loss)		$	77			$	370			$	(4,036	)		$	(5,325	)
Net income/(loss) per share:
Basic		$	0.01			$	0.03			$	(0.31	)		$	(0.40	)
Diluted		$	0.01			$	0.03			$	(0.31	)		$	(0.40	)
Weighted average number of common shares outstanding:
Basic			13,010				13,465				13,100				13,454
Diluted			13,256				13,589				13,100				13,454

 

 

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
	For the Six Months Ended October 31,
	2023				2022
	(In thousands)
Cash flows from operating activities:
Net loss	$	(4,036	)		$	(5,325	)
Adjustments to reconcile net loss to net cash (used in)/provided by    operating activities:
Depreciation and amortization		7,927				8,272
Loss on sale/disposition of assets		7				(5	)
Provision for credit losses on accounts receivable		6				16
Stock-based compensation expense		1,938				1,835
Changes in operating assets and liabilities:
Accounts receivable		(13,607	)			(3,694	)
Inventories		(9,389	)			10,239
Accounts payable		6,331				(4,058	)
Accrued liabilities		3,530				1,823
Other		4,078				(2,936	)
Net cash (used in)/provided by operating activities		(3,215	)			6,167
Cash flows from investing activities:
Payments to acquire patents and software		(761	)			(2,495	)
Proceeds from sale of property and equipment		131				—
Payments to acquire property and equipment		(951	)			(816	)
Net cash used in investing activities		(1,581	)			(3,311	)
Cash flows from financing activities:
Payments on notes and loans payable		(5,000	)			(5,170	)
Payments to acquire treasury stock		(3,762	)			(756	)
Cash paid for debt issuance costs		—				(88	)
Proceeds from exercise of options to acquire common stock,    including employee stock purchase plan		339				287
Payment of employee withholding tax related to restricted stock units		(352	)			(295	)
Net cash used in financing activities		(8,775	)			(6,022	)
Net decrease in cash and cash equivalents		(13,571	)			(3,166	)
Cash and cash equivalents, beginning of period		21,950				19,521
Cash and cash equivalents, end of period	$	8,379			$	16,355
Supplemental disclosure of cash flow information
Cash paid for:
Interest	$	196			$	393
Income taxes	$	(936	)		$	86

 

 

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES (In thousands, except per share data) (Unaudited)
	For the Three Months Ended October 31,								For the Six Months Ended October 31,
	2023				2022				2023				2022
GAAP gross profit	$	26,490			$	25,962			$	46,209			$	45,001
Facility consolidation costs		—				158				—				158
Non-GAAP gross profit	$	26,490			$	26,120			$	46,209			$	45,159
GAAP operating expenses	$	26,512			$	26,096			$	50,315			$	50,696
Amortization of acquired intangible assets		(2,960	)			(3,074	)			(5,921	)			(6,150	)
Stock compensation		(1,005	)			(1,121	)			(1,938	)			(1,835	)
Facility consolidation costs		—				(134	)			—				(134	)
Technology implementation		(66	)			(273	)			(359	)			(1,042	)
Acquisition costs		—				—				—				(47	)
Stockholder cooperation agreement costs		—				(167	)			—				(1,177	)
Other		(204	)			—				(204	)			—
Non-GAAP operating expenses	$	22,277			$	21,327			$	41,893			$	40,311
GAAP operating income/(loss)	$	(22	)		$	(134	)		$	(4,106	)		$	(5,695	)
Amortization of acquired intangible assets		2,960				3,074				5,921				6,150
Stock compensation		1,005				1,121				1,938				1,835
Facility consolidation costs		—				292				—				292
Technology implementation		66				273				359				1,042
Acquisition costs		—				—				—				47
Stockholder cooperation agreement costs		-				167				—				1,177
Other		204				—				204				—
Non-GAAP operating income	$	4,213			$	4,793			$	4,316			$	4,848
GAAP net income/(loss)	$	77			$	370			$	(4,036	)		$	(5,325	)
Amortization of acquired intangible assets		2,960				3,074				5,921				6,150
Stock compensation		1,005				1,121				1,938				1,835
Facility consolidation costs		—				292				—				292
Technology implementation		66				273				359				1,042
Acquisition costs		—				—				—				47
Stockholder cooperation agreement costs		-				167				—				1,177
Other		204				—				204				—
Income tax adjustments		(1,023	)			(1,342	)			(997	)			(1,178	)
Non-GAAP net income	$	3,289			$	3,955			$	3,389			$	4,040
GAAP net loss per share - diluted	$	0.01			$	0.03			$	(0.31	)		$	(0.40	)
Amortization of acquired intangible assets		0.22				0.23				0.45				0.46
Stock compensation		0.08				0.08				0.15				0.14
Facility consolidation costs		—				0.02				—				0.02
Technology implementation		—				0.02				0.03				0.08
Acquisition costs		—				—				—				—
Stockholder cooperation agreement costs		—				0.01				—				0.09
Other		0.02				—				0.02				—
Income tax adjustments		(0.08	)			(0.10	)			(0.08	)			(0.09	)
Non-GAAP net income per share - diluted (a)	$	0.25			$	0.29			$	0.25		(a)	$	0.30
(a) Non-GAAP net income per share does not foot due to rounding.

 

 

 

 

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	1800 N Route Z, Suite A
	Columbia, MO 65202
	(800) 338-9585
	NASDAQ: AOUT

 

 

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME/(LOSS) TO NON-GAAP ADJUSTED EBITDAS (In thousands) (Unaudited)
	For the Three Months Ended October 31,										For the Six Months Ended October 31,
		2023				2022					2023					2022
GAAP net income/(loss)	$		77			$		370			$		(4,036	)		$		(5,325	)
Interest expense			(6	)				242					7					428
Income tax expense			(40	)				(161	)				15					28
Depreciation and amortization			3,935					4,110					7,880					8,272
Stock compensation			1,005					1,121					1,938					1,835
Technology implementation			66					273					359					1,042
Acquisition costs			—					—					—					47
Facility consolidation costs			—					292					—					292
Stockholder cooperation agreement costs			—					167					—					1,177
Other			204					—					204					—
Non-GAAP Adjusted EBITDAS	$		5,241			$		6,414				$	6,367				$	7,796

 

 

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