EX-99.1 3 ex_461004.htm EXHIBIT 99.1 ex_461004.htm

 

Exhibit 99.1

PRESS RELEASE                                    

holley01.jpg
 

1801 Russellville Road

Bowling Green, Kentucky 42101

Holley.com

 

HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

 


 

Operational improvements and cost initiatives to drive 2023 margin and free cash flow improvement

 

Company reaches covenant relief agreement with financial partners and reduces interest rate risk

 

Provides outlook and guidance for full year 2023

 

BOWLING GREEN, KY – March 9, 2023 – Holley Inc. (NYSE: HLLY), the leading platform serving performance automotive enthusiasts, today announced financial results for its fourth quarter and full year ended December 31, 2022.

 

Full Year 2022 Highlights vs. Prior Year Period

 

Net Sales decreased 0.6% to $688.4 million in 2022 compared to $692.9 million in 2021

 

Gross Profit decreased 11.6% to $253.7 million in 2022 compared to $286.8 million in 2021

 

Net Income of $73.8 million, or $0.14 per diluted share, in 2022 compared to a Net Loss of $(27.1) million, or $(0.30) per diluted share, in 2021 

 

Adjusted Net Income1 of $7.9 million, in 2022 compared to Adjusted Net Income1 of $61.8 million reported in 2021

 

Adjusted EBITDA1 of $114.7 million in 2022 compared to $169.5 million in 2021

 

Fourth Quarter Highlights vs. Prior Year Period

 

Net Sales decreased 14.3% to $154.2 million compared to $179.8 million in the prior year's fourth quarter

 

Gross Profit decreased 36.8% to $47.3 million compared to $74.7 million in the prior year's fourth quarter

 

Net Loss of $(15.2) million, or $(0.13) per diluted share, compared to a Net Loss of $(18.0) million, or $(0.16) per diluted share, in the prior year's fourth quarter 

 

Adjusted Net Loss1 of $(22.6) million, compared to Adjusted Net Income1 of $9.0 million reported in the prior year's fourth quarter

 

Adjusted EBITDA1 of $15.1 million compared to $36.1 million in the prior year's fourth quarter

 

1See "Use and Reconciliation of Non-GAAP Financial Measures" below.

 

“Despite ongoing supply-chain disruptions and demand normalization impacting financial results during the quarter, we remain encouraged by the underlying strength of our core enthusiast base and are confident that Holley remains a clear leader in the performance enthusiast automotive space,” said Michelle Gloeckler, Holley’s Interim President and Chief Executive Officer. “We are intently focused on strategically aligning our cost structure, delivering strong free cash flow, and returning the Company’s growth and margin performance to historical levels. ” 

 

Key Operating Metrics and Strategic Highlights

 

 

Record DTC sales of $149 million in 2022, up 27% or $32 million compared to 2021

 

Holley event attendance of 106,000 individuals in 2022, an increase of 16.9% year-over-year

 

Past due orders reduced during the fourth quarter but remain elevated in our Electronics category

 

$30 million of savings in 2023 driven by operational improvements and cost initiatives to help offset cost headwinds

 

 

 

“2022 was a challenging year for Holley, and one that surfaced many areas of improvement for the broader organization,” said Matthew Rubel, Executive Chairman of the Board. “We are extremely focused heading into 2023, with dedicated efforts to realize additional cost savings and M&A synergy capture, prioritize key product categories and platforms, and return to operational excellence through the refinement of our organizational structure.”

 

“I believe that we are well positioned to take this business to the next level and that our team is highly capable of executing Holley’s strategic vision, which is to inspire and enable enthusiasts in their automotive adventures by bringing innovation, discovery, and fun to motor life,” said Gloeckler. “New products are our Company’s lifeblood, and we are positioned to capitalize on many new opportunities such as the modification of electric vehicles and electric powertrain conversions in the future. Our superior engineering capabilities and unparalleled understanding of the performance enthusiast consumer will benefit this effort and position Holley to remain a leader in the attractive growth market.”

 

Significant Subsequent Events

The Company reached an agreement with its lending group to amend the net leverage covenant applicable to the revolver. The terms of the agreement now call for a net leverage ratio, as defined in the credit agreement, of 7.25x in Q1 and Q2 of 2023, 6.50x in Q3 of 2023, 5.75x in Q4 of 2023 and Q1 of 2024 before returning to the original agreement level of 5.0x in Q2 of 2024 and thereafter. Additional covenant information is available in the Company’s supplemental earnings materials and full details of the agreement can be found in the Company’s Form 8-K filed on March 8, 2023. 

 

In an effort to reduce exposure to floating interest rates, Holley entered into a costless interest rate collar that hedged $500 million in debt by capping 3-Month SOFR at 5.0%, subject to a floor on 3-Month SOFR of 2.8%, through mid-February of 2026.

 

Full Year 2023 Outlook

 

Holley is providing the following outlook for the full-year 2023:

 

 

Net Sales in the range of $625-$675 million

 

Adjusted EBITDA of $108-$122 million

 

Capital Expenditures in the range of $10-$15 million

 

Depreciation and Amortization Expense of $23-$25 million

 

Interest Expense in the range of $60-$65 million

 

“While 2022 results were challenged by multiple factors, the management team at Holley is committed to making the necessary changes to stabilize our Company and drive improved operating and financial performance,” said Jesse Weaver, Holley’s Chief Financial Officer. “Heading into 2023, we believe we are well-equipped to execute our well-defined strategy. There is incredible depth in our leadership, and we have the needed financial flexibility to align our cost structure to current market demand.  Despite a normalization to pre-COVID trend growth levels, our end markets remain strong, and Holley is an unquestioned leader across key product categories. We’ve taken several steps to fully capture acquisition synergies, improve our freight strategy, and right size our operating structure. In total, we expect these efforts to deliver approximately $30 million of year-over-year cost savings in 2023, with $15 million coming from SG&A as the result of a recent reduction in force and expected synergy capture and $15 million in gross margin largely driven by improved shipping costs as the result of a recently negotiated contract with a new 3rd party logistics provider. The organization is laser-focused on restoring profitability, optimizing inventories, driving innovation, and de-leveraging our balance sheet in 2023 and beyond.”

 

Conference Call

A conference call and audio webcast has been scheduled for 8:30 a.m. Eastern Time today to discuss these results. Investors, analysts, and members of the media interested in listening to the live presentation are encouraged to join a webcast of the call available on the investor relations portion of the Company’s website at investor.holley.com. For those that cannot join the webcast, you can participate by dialing 877-407-4019 (Toll Free) or 201-689-8337 (Toll) using the access code of 13736184.

 

For those unable to participate, a telephone replay recording will be available until Thursday, March 16, 2023. To access the replay, please call 877-660-6853 (Toll Free) or 201-612-7415 (Toll) and enter confirmation code 13736184. A web-based archive of the conference call will also be available at the Company’s website.

 

 

 

About Holley Inc.

Holley Inc. (NYSE: HLLY) is a leading designer, marketer, and manufacturer of high-performance products for car and truck enthusiasts. Holley offers the largest portfolio of iconic brands that deliver innovation and inspiration to a large and diverse community of millions of avid automotive enthusiasts who are passionate about the performance and personalization of their classic and modern cars. Holley has disrupted the performance category by putting the enthusiast consumer first, developing innovative new products, and building a robust M&A process that has added meaningful scale and diversity to its platform. For more information on Holley, visit https://www.holley.com.

 

Forward-Looking Statements

Certain statements in this press release may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Holley’s future financial or operating performance. For example, projections of future revenue and adjusted EBITDA and other metrics are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “or” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Holley and its management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: 1) the ability of Holley to grow and manage growth profitably which may be affected by, among other things, competition; to maintain relationships with customers and suppliers: and to retain its management and key employees; 2) costs related to Holley becoming a public company; 3) disruptions to Holley's operations, including as a result of cybersecurity incidents; 4) changes in applicable laws or regulations; 5) the outcome of any legal proceedings that may be instituted against Holley; 6) general economic and political conditions, including political tensions and war (such as the ongoing conflict in Ukraine); 7) the possibility that Holley may be adversely affected by other economic, business and/or competitive factors; 8) Holley’s estimates of its financial performance; 9) the impact of the novel coronavirus disease pandemic and its effect on business and financial conditions; 10) our ability to anticipate and manage through disruptions and higher costs in manufacturing, supply chain, logistical operations, and shortages of certain company products in distribution channels; and 11) other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Annual Report on Form 10-K for the year ended December 31, 2021 filed with the U.S. Securities and Exchange Commission (“SEC”) on March 15, 2022, and that are otherwise described or updated from time to time in Holley’s filings with the SEC. Although Holley believes the expectations reflected in the forward-looking statements are reasonable, nothing in this press release should be regarded as a representation by any person that the forward-looking statements or projections set forth herein will be achieved or that any of the contemplated results of such forward looking statements or projections will be achieved. There may be additional risks that Holley presently does not know or that Holley currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Holley undertakes any duty to update these forward-looking statements, except as otherwise required by law.

 

Investor Relations:

Ross Collins / Stephen Poe

Alpha IR Group

312-445-2870

HLLY@alpha-ir.com

 

 

 

[Financial Tables to Follow]

 

 

 

 

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

(Unaudited)

 

   

For the thirteen weeks ended

   

For the year ended

 
   

December 31,

         

Variance

   

Variance

   

December 31,

         

Variance

   

Variance

 
   

2022

   

2021

   

($)

   

(%)

    2022     2021    

($)

   

(%)

 

Net Sales

  $ 154,165     $ 179,801     $ (25,636 )  

-14.3%

    $ 688,415     $ 692,847     $ (4,432 )  

-0.6%

 

Cost of Goods Sold

    106,908       105,071       1,837    

1.7%

      434,757       406,040       28,717    

7.1%

 

Gross Profit

    47,257       74,730       (27,473 )  

-36.8%

      253,658       286,807       (33,149 )  

-11.6%

 

Selling, General, and Administrative

    48,196       37,700       10,496    

27.8%

      150,728       116,793       33,935    

29.1%

 

Research and Development Costs

    6,687       8,113       (1,426 )  

-17.6%

      29,083       28,280       803    

2.8%

 

Amortization of Intangible Assets

    3,698       3,608       90    

2.5%

      14,683       13,999       684    

4.9%

 

Impairment of Indefinite-Lived Intangible Assets

                   

      2,395             2,395    

nm

 

Acquisition and Restructuring Costs

    1,266       1,791       (525 )  

-29.3%

      4,513       23,668       (19,155 )  

-80.9%

 

Related Party Acquisition and Management Fee Costs

                   

            25,789       (25,789 )  

-100.0%

 

Other Operating Expense

    920       752       168    

22.3%

      1,514       755       759    

100.5%

 

Operating Expense

    60,767       51,964       8,803    

16.9%

      202,916       209,284       (6,368 )  

-3.0%

 

Operating Income (Loss)

    (13,510 )     22,766       (36,276 )  

nm

      50,742       77,523       (26,781 )  

-34.5%

 

Change in Fair Value of Warrant Liability

    (5,909 )     15,307       (21,216 )  

nm

      (57,021 )     32,580       (89,601 )  

nm

 

Change in Fair Value of Earn-Out Liability

    (1,449 )     2,009       (3,458 )  

nm

      (10,731 )     8,875       (19,606 )  

nm

 

Loss on Early Extinguishment of Debt

          12,225       (12,225 )  

-100.0%

      -       13,650       (13,650 )  

-100.0%

 

Interest Expense

    13,447       8,032       5,415    

67.4%

      40,227       39,128       1,099    

2.8%

 

Non-Operating Expense (Income)

    6,089       37,573       (31,484 )  

-83.8%

      (27,525 )     94,233       (121,758 )  

nm

 

Income (Loss) Before Income Taxes

    (19,599 )     (14,807 )     (4,792 )  

32.4%

      78,267       (16,710 )     94,977    

nm

 

Income Tax Expense (Benefit)

    (4,373 )     3,174       (7,547 )  

nm

      4,493       10,429       (5,936 )  

-56.9%

 

Net Income (Loss)

  $ (15,226 )   $ (17,981 )   $ 2,755    

-15.3%

    $ 73,774     $ (27,139 )   $ 100,913    

nm

 

Comprehensive Income (Loss):

                                                           

Foreign Currency Translation Adjustment

    (2,248 )     42       (2,290 )  

nm

      (990 )     30       (1,020 )  

nm

 

Pension Liability Gain

    302       388       (86 )  

-22.2%

      302       388       (86 )  

-22.2%

 

Total Comprehensive Income (Loss)

  $ (17,172 )   $ (17,551 )   $ 379    

-2.2%

    $ 73,086     $ (26,721 )   $ 99,807    

nm

 

Common Share Data:

                                                           

Basic Net Income (Loss) per Share

  $ (0.13 )   $ (0.16 )   $ 0.03    

-18.8%

    $ 0.63     $ (0.30 )   $ 0.93    

nm

 

Diluted Net Income (Loss) per Share

  $ (0.13 )   $ (0.16 )   $ 0.03    

-18.8%

    $ 0.14     $ (0.30 )   $ 0.44    

nm

 

Weighted Average Common Shares Outstanding - Basic

    117,148       115,807       1,341    

1.2%

      116,763       89,960       26,803    

29.8%

 

Weighted Average Common Shares Outstanding - Diluted

    117,179       115,807       1,372    

1.2%

      117,248       89,960       27,288    

30.3%

 

nm - not meaningful

                                                           

 

 

 

 

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEET

(In thousands)

(Unaudited)

 

   

December 31,

 
   

2022

   

2021

 

Assets

               

Total Current Assets

  $ 324,963     $ 291,717  

Property, Plant and Equipment, Net

    52,181       51,495  

Goodwill

    418,121       411,383  

Other Intangibles, Net

    424,855       438,461  

Right-of-Use Assets

    29,522        

Total Assets

  $ 1,249,642     $ 1,193,056  
                 

Liabilities and Stockholders' Equity

               

Total Current Liabilities

  $ 101,259     $ 91,795  

Long-Term Debt, Net of Current Portion

    643,563       637,673  

Deferred Taxes

    58,390       70,045  

Other Noncurrent Liabilities

    30,440       89,056  

Total Liabilities

    833,652       888,569  
                 

Common Stock

    12       12  

Additional Paid-In Capital

    368,122       329,705  

Accumulated Other Comprehensive Loss

    (944 )     (256 )

Retained Earnings (Accumulated Deficit)

    48,800       (24,974 )

Total Stockholders' Equity

    415,990       304,487  

Total Liabilities and Stockholders' Equity

  $ 1,249,642     $ 1,193,056  

 

 

 

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

   

For the thirteen weeks ended

   

For the year ended

 
   

December 31,

   

December 31,

 
   

2022

   

2021

   

2022

   

2021

 

Operating Activities

                               

Net Income (Loss)

  $ (15,226 )   $ (17,981 )   $ 73,774     $ (27,139 )

Adjustments to Reconcile to Net Cash

    17,465       21,300       (5,155 )     93,003  

Changes in Operating Assets and Liabilities

    (2,091 )     (6,653 )     (56,307 )     (44,281 )

Net Cash provided by (used in) Operating Activities

    148       (3,334 )     12,312       21,583  
                                 

Investing Activities

                               

Capital Expenditures, Net of Dispositions

    (1,430 )     (4,724 )     (12,702 )     (14,869 )

Acquisitions / Divestitures, net

    1,742       (57,434 )     (12,335 )     (119,220 )

Net Cash provided by (used in) Investing Activities

    312       (62,158 )     (25,037 )     (134,089 )
                                 

Financing Activities

                               

Net Change in Debt

    8,307       57,090       3,517       (45,942 )

Recapitalization

                      132,299  

Payment of acquisition contingent consideration

          (9,200 )           (9,200 )

Payments from Stock-Based Award Activities

                (1,050 )      

Proceeds from Issuance of Common Stock Due to Exercise of Warrants

                383        

Net Cash provided by Financing Activities

    8,307       47,890       2,850       77,157  
                                 

Effect of Foreign Currency Rate Fluctuations on Cash

    777             (300 )      
                                 

Net Change in Cash and Cash Equivalents

    9,544       (17,602 )     (10,175 )     (35,349 )
                                 

Cash and Cash Equivalents

                               

Beginning of Period

    16,606       53,927       36,325       71,674  

End of Period

  $ 26,150     $ 36,325     $ 26,150     $ 36,325  

 

 

 

Holley believes EBITDA, Adjusted EBITDA, Adjusted Net Income, and Organic Sales are useful to investors in evaluating the Company’s financial performance. In addition, Holley uses these measures internally to establish forecasts, budgets and operational goals to manage and monitor its business. Holley believes that these non-GAAP and other financial measures help to depict a more realistic representation of the performance of the underlying business, enabling the Company to evaluate and plan more effectively for the future.

 

HOLLEY INC. and SUBSIDIARIES

USE AND RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(In thousands)

(Unaudited)

 

   

For the thirteen weeks ended

   

For the year ended

 
   

December 31,

   

December 31,

 
   

2022

   

2021

   

2022

   

2021

 

Net Income (Loss)

  $ (15,226 )   $ (17,981 )   $ 73,774     $ (27,139 )
                                 

Adjustments:

                               

Interest Expense

    13,447       8,032       40,227       39,128  

Income Taxes

    (4,373 )     3,174       4,493       10,429  

Depreciation

    2,607       4,199       10,107       11,527  

Amortization

    3,698       3,608       14,683       13,999  

EBITDA

    153       1,032       143,284       47,944  
                                 

Acquisition and Restructuring Costs

    1,266       1,791       4,513       6,495  

Earn-Out from Simpson Acquisition

                      17,173  

Impairment of Indefinite-Lived Intangible Assets

                2,395        

Change in Fair Value of Warrant Liability

    (5,909 )     15,307       (57,021 )     32,580  

Change in Fair Value of Earn-Out Liability

    (1,449 )     2,009       (10,731 )     8,875  

Loss on Early Extinguishment of Debt

          12,225             13,650  

Product Rationalization

    4,519             4,519        

Equity-Based Compensation Expense

    14,877       2,215       24,395       4,963  

Related Party Acquisition and Management Fee Costs

                      25,789  

Notable Items

    741       757       1,838       11,270  

Other Expense

    920       752       1,514       755  

Adjusted EBITDA

  $ 15,118     $ 36,088     $ 114,706     $ 169,494  

 

   

For the thirteen weeks ended

   

For the year ended

 
   

December 31,

   

December 31,

 
   

2022

   

2021

   

2022

   

2021

 

Net Income (Loss)

  $ (15,226 )   $ (17,981 )   $ 73,774     $ (27,139 )

Special items:

                               

 

                1,892        

Adjust for: Change in Fair Value of Warrant Liability

    (5,909 )     15,307       (57,021 )     32,580  

Adjust for: Change in Fair Value of Earn-Out Liability

    (1,449 )     2,009       (10,731 )     8,875  

Adjust for: Earn-Out from Simpson Acquisition

                      17,173  

Adjust for: Loss on Early Extinguishment of Debt

          9,658             10,784  

Adjust for: Fees paid related to the Business Combination

                      19,561  

Adjusted Net Income (Loss)

  $ (22,584 )   $ 8,993     $ 7,914     $ 61,834  

 

 

 

   

13 Weeks Ended

 
   

December 31, 2022

 

Net Sales

    154,165  

Less: Sales from Acquisitions within 365 Days of Purchase (Non-Comparable to Prior Year)

    (7,322 )

Organic Sales (Comparable to Prior Year Period Net Sales)

  $ 146,843  

 

                 
   

2023 Forecast

 
   

Low Range

   

High Range

 

Net Sales

  $ 625,000     $ 675,000  

Adjusted EBITDA

    108,000       122,000  

Depreciation and Amortization

    23,000       25,000  

Interest Expense

    60,000       65,000  

Capital Expenditures

    10,000       15,000  

 

Holley defines EBITDA as earnings before (a) interest expense, (b) income taxes and (c) depreciation and amortization. Holley defines Adjusted EBITDA as EBITDA plus (i) acquisition integration and restructuring costs, (ii) an adjustment in 2021 due to a change in the fair value of the Simpson acquisition contingent consideration payable, (iii) impairment of indefinite-lived intangible assets (iv) changes in the fair value of the warrant liability, (v) changes in the fair value of the earn-out liability, (vi) loss on the early extinguishment of debt (vii) product rationalization initiatives aimed at eliminating unprofitable or slow-moving stock keeping units, (viii) compensation expense related to equity awards, (ix) related party acquisition and management fee costs, (x) notable items that in 2022 consist primarily of non-cash adjustments related to the adoption of ASC 842, "Leases," and in 2021 consist primarily of the amortization of the fair market value increase in inventory due to acquisitions, and (xi) other expenses, which for 2022 includes a $1.0 million loss on the sale of a business and for all periods includes net losses from disposal of fixed assets and foreign currency transactions. We have included within the definition of Adjusted EBITDA impairment of indefinite-lived intangible assets, changes in the fair value of warrant liabilities, changes in the fair value of the earn-out liability, and losses from the early extinguishment of debt, as management believes such matters, when they occur, do not directly reflect the performance of the underlying business.

 

Holley calculates Adjusted Net Income by excluding the after-tax effect of items considered by management to be special items from the earnings reported under U.S. GAAP. Management uses this measure to focus on on-going operations and believes that it is useful to investors because it enables them to perform meaningful comparisons of past and present consolidated operating results. Holley believes that using this information, along with net income, provides for a more complete analysis of the results of operations.

 

Organic sales, or sales excluding the impact of acquisitions, excludes the impact from sales from acquisitions within 365 days of the consummation of such acquisition. Holley believes organic sales provides investors with useful supplemental information regarding Holley's underlying sales trends.

 

EBITDA, Adjusted EBITDA, Adjusted Net Income, and organic sales are not prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and may be different from non-GAAP and other financial measures used by other companies. These measures should not be considered as measures of financial performance under GAAP, and the items excluded from or included in these metrics are significant components in understanding and assessing Holley’s financial performance. These metrics should not be considered as alternatives to net income or any other performance measures derived in accordance with GAAP.

 

A forecast for full year 2023 Adjusted EBITDA is provided on a non-GAAP basis only because certain information necessary to calculate the most comparable GAAP measure is unavailable due to the uncertainty and inherent difficulty of predicting the occurrence and the future financial statement impact of certain items. Therefore, as a result of the uncertainty and variability of the nature and amount of future adjustments, which could be significant, Holley is unable to provide a reconciliation of these measures without unreasonable effort.