lyts20240424

Document And Entity Information

Document And Entity Information	Apr. 25, 2024
Document Information [Line Items]
Entity, Registrant Name	LSI INDUSTRIES INC.
Document, Type	8-K
Document, Period End Date	Apr. 25, 2024
Entity, Incorporation, State or Country Code	OH
Entity, File Number	01-13375
Entity, Tax Identification Number	31-0888951
Entity, Address, Address Line One	10000 Alliance Road
Entity, Address, City or Town	Cincinnati
Entity, Address, State or Province	OH
Entity, Address, Postal Zip Code	45242
City Area Code	513
Local Phone Number	793-3200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	LYTS
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000763532

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) April 25, 2024

LSI INDUSTRIES INC.

(Exact name of Registrant as Specified in its Charter)

(Commission File Number)

10000 Alliance Road, Cincinnati, Ohio

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code (513) 793-3200

(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:

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

Item 2.02 Results of Operation and Financial Condition.

On April 25, 2024, LSI Industries Inc. (“LSI” or the “Company”) issued a press release announcing operating results for the fiscal quarter ending March 31, 2024. A copy of the press release is furnished with this Form 8-K as Exhibit 99.1 and is incorporated by reference herein.

Item7.01.Regulation FD Disclosure.

On April 25, 2024, LSI is hosting a conference call for the benefit of its investors to discuss the results set forth in the press release described in Item 2.02 above. A copy of the presentation, which is available at www.lsicorp.com, related to this conference call is attached as Exhibit 99.2 to this report and is incorporated by reference herein.

LSI’s presentation discloses certain financial results both in accordance with generally accepted accounting principles (“GAAP”) and on a non-GAAP basis with adjustments for certain items. LSI’s management believes that presentation of these non-GAAP financial measures and their related reconciliations are useful to investors because the non-GAAP financial measures provide investors with a basis for comparing the results to financial results from prior periods.

Information in the presentation contains forward-looking statements regarding future events and performance of LSI. All such forward-looking statements are based largely on LSI’s experience and perception of current conditions, trends, expected future developments and other factors, and on management’s expectations, and are subject to risks and uncertainties that could cause actual results to differ materially, including, but not limited to, those factors described in the presentation and in LSI’s filings with the Securities and Exchange Commission. LSI disclaims any intention or obligation to update or revise any financial or other projections or other forward-looking statements, whether because of new information, future events or otherwise.

The information in each of Item 2.02 and Item 7.01 of this Form 8-K and in the press release attached as Exhibit 99.1 and the presentation attached as Exhibit 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in each of Item 2.02 and Item 7.01 of this Form 8-K and each of Exhibit 99.1 and Exhibit 99.2 shall not be incorporated by reference in any filing (whether made before or after the date hereof) or any other document under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in any such filing, except as shall be expressly set forth by specific reference in any such filing or document.

Item9.01 Financial Statements and Exhibits.

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

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.

BY:/s/ James E. Galeese

Executive Vice President, Chief Financial Officer

Dated: April 25, 2024

Ohio		01-13375		31-0888951
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	LYTS	NASDAQ

ExhibitNo.		Description

99.1		LSI Press Release dated April 25, 2024
99.2		Conference Call Presentation
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Domestic Live:	877-407-4018
International Live:	201-689-8471

Domestic Replay:	844-512-2921
International Replay:	412-317-6671

Conference ID:	13745799

10000 Alliance Road, Cincinnati, Ohio	45242
(Address of Principal Executive Offices)	(Zip Code)

	LSI INDUSTRIES INC.

	BY:/s/ James E. Galeese
	James E. Galeese
	Executive Vice President, Chief Financial Officer

Three Months Ended March 31							*(Unaudited)*	Nine Months Ended March 31
2024		2023		% Change			*(In thousands, except per share data)*	2024		2023		% Change
$	108,186	$	117,470		-8	%	Net sales	$	340,632	$	373,343		-9	%

	7,660		7,732		-1	%	Operating income as reported		26,507		26,791		-1	%

	1,021		968		5	%	Long-Term Performance Based Compensation		3,195		2,521		27	%
	141		-		NM		Severance costs and Restructuring costs		529		46		NM
	-		75		NM		Consulting expense: Commercial Growth Initiatives		19		864		NM

$	8,822	$	8,775		1	%	Operating income as adjusted	$	30,250	$	30,222		0	%

$	5,375	$	4,669		15	%	Net income as reported	$	19,309	$	17,347		11	%

$	6,243	$	5,497		14	%	Net income as adjusted	$	21,346	$	20,200		6	%

$	0.18	$	0.16		13	%	Earnings per share (diluted) as reported	$	0.64	$	0.60		8	%

$	0.21	$	0.19		12	%	Earnings per share (diluted) as adjusted	$	0.71	$	0.70		2	%

	*(amounts in thousands)*
	March 31		June 30,
	2024		2023
Working capital	$	77,224	$	73,314
Total assets	$	287,969	$	296,149
Long-term debt	$	12,782	$	31,629
Other long-term liabilities	$	10,489	$	10,380
Shareholders' equity	$	198,437	$	177,578

Three Months Ended									Nine Months Ended
March 31									March 31
2024				2023				*(In thousands, except per share data)*	2024						2023
		Diluted EPS				Diluted EPS		Reconciliation of net income to adjusted net income				Diluted EPS					Diluted EPS
$	5,375	$	0.18	$	4,669	$	0.16	Net income as reported	$	19,309		$	0.64		$	17,347	$	0.60

	767		0.03		769		0.03	Long-Term Performance Based Compensation		2,366			0.08			2,107		0.08

	-		-		59		-	Consulting expense: Commercial Growth Initiatives		13			-			708		0.02

	101		-		-		-	Severance costs and Restructuring costs		390			0.01			38		-

	-		-		-		-	Tax rate difference between reported and adjusted net income		(732	)		(0.02	)		-		-

$	6,243	$	0.21	$	5,497	$	0.19	Net income adjusted	$	21,346		$	0.71		$	20,200	$	0.70

Net Debt to Adjusted EBITDA Ratio	March 31			March 31
*(amounts in thousands)*	2024			2023
Current Maturity of Debt	$	3,571		$	3,571
Long-Term Debt		12,782			46,002
Total Debt	$	16,353		$	49,573
Less: Cash		(7,175	)		(1,350	)
Net Debt	$	9,178		$	48,223
Adjusted EBITDA - Trailing Twelve Months	$	51,496		$	48,117
Net Debt to Adjusted EBITDA Ratio		0.2			1.0

	*(amounts in thousands)*
	March 31		June 30
	2024		2023
Current assets	$	143,485	$	149,876
Property, plant and equipment, net		26,105		25,431
Other assets		118,379		120,842
Total assets	$	287,969	$	296,149

Current maturities of long-term debt	$	3,571	$	3,571
Other current liabilities		62,690		72,991
Long-term debt		12,782		31,629
Other long-term liabilities		10,489		10,380
Shareholders' equity		198,437		177,578
	$	287,969	$	296,149