10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended: June 30, 2022

or

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

For the transition period from _________ to _________

Commission File Number: 001-34767

CLARUS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	58-1972600
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

2084 East 3900 South Salt Lake City, Utah	84124
(Address of principal executive offices)	(Zip code)

(801) 278-5552

(Registrant’s telephone number, including area code)

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $.0001 per share	CLAR	NASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  x No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes  x No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Non-accelerated filer	¨
Accelerated filer	x	Smaller reporting company	¨
		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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

As of July 27, 2022, there were 37,374,595 shares of common stock, par value $0.0001, outstanding.

INDEX

CLARUS CORPORATION

PART I	FINANCIAL INFORMATION	Page
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets – June 30, 2022 and December 31, 2021	3
	Condensed Consolidated Statements of Comprehensive (Loss) Income – Three months ended June 30, 2022 and 2021	4
	Condensed Consolidation Statements of Comprehensive (Loss) Income – Six months ended June 30, 2022 and 2021	5
	Condensed Consolidated Statements of Cash Flows – Six months ended June 30, 2022 and 2021	6
	Condensed Consolidated Statements of Stockholders’ Equity – Three and six months ended June 30, 2022 and 2021	7
	Notes to Condensed Consolidated Financial Statements	9
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	37
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 6.	Exhibits	39
Signature Page		40

2

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CLARUS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except per share amounts)
	June 30, 2022		December 31, 2021
Assets
Current assets
Cash	$	13,888	$	19,465
Accounts receivable, less allowance for
credit losses of $1,288 and $811		70,560		66,180
Inventories		153,056		129,354
Prepaid and other current assets		12,733		11,831
Income tax receivable		624		116
Total current assets		250,861		226,946
Property and equipment, net		42,916		42,826
Other intangible assets, net		63,029		73,683
Indefinite-lived intangible assets		123,851		128,271
Goodwill		115,658		118,090
Deferred income taxes		22,367		22,433
Other long-term assets		19,329		19,578
Total assets	$	638,011	$	631,827
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable	$	31,476	$	31,488
Accrued liabilities		27,103		27,473
Income tax payable		1,723		4,437
Current portion of long-term debt		8,871		9,585
Total current liabilities		69,173		72,983
Long-term debt, net		140,739		131,948
Deferred income taxes		33,445		35,280
Other long-term liabilities		21,628		21,448
Total liabilities		264,985		261,659
Stockholders' Equity
Preferred stock, $0.0001 par value per share; 5,000
shares authorized; none issued		-		-
Common stock, $0.0001 par value per share; 100,000 shares authorized;
41,328 and 41,105 issued and 37,266 and 37,094 outstanding, respectively		4		4
Additional paid in capital		670,586		662,996
Accumulated deficit		(256,130)		(263,342)
Treasury stock, at cost		(25,537)		(24,440)
Accumulated other comprehensive loss		(15,897)		(5,050)
Total stockholders' equity		373,026		370,168
Total liabilities and stockholders' equity	$	638,011	$	631,827
See accompanying notes to condensed consolidated financial statements.

‎

3

CLARUS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(Unaudited)
(In thousands, except per share amounts)
	Three Months Ended
	June 30, 2022		June 30, 2021
Sales
Domestic sales	$	64,073	$	51,876
International sales		50,860		21,433
Total sales		114,933		73,309
Cost of goods sold		71,251		45,288
Gross profit		43,682		28,021
Operating expenses
Selling, general and administrative		35,444		20,704
Transaction costs		821		649
Contingent consideration benefit		(374)		-
Total operating expenses		35,891		21,353
Operating income		7,791		6,668
Other expense
Interest expense, net		(1,728)		(212)
Other, net		(1,343)		(4,461)
Total other expense, net		(3,071)		(4,673)
Income before income tax		4,720		1,995
Income tax expense		956		155
Net income		3,764		1,840
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustment		(17,632)		295
Unrealized gain on hedging activities		622		108
Other comprehensive (loss) income		(17,010)		403
Comprehensive (loss) income	$	(13,246)	$	2,243
Net income per share:
Basic	$	0.10	$	0.06
Diluted		0.09		0.06
Weighted average shares outstanding:
Basic		37,235		31,367
Diluted		39,697		33,190
See accompanying notes to condensed consolidated financial statements.

‎

4

CLARUS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(Unaudited)
(In thousands, except per share amounts)
	Six Months Ended
	June 30, 2022		June 30, 2021
Sales
Domestic sales	$	126,380	$	99,449
International sales		101,829		49,191
Total sales		228,209		148,640
Cost of goods sold		140,275		93,569
Gross profit		87,934		55,071
Operating expenses
Selling, general and administrative		69,619		41,589
Transaction costs		2,022		1,125
Contingent consideration expense		389		-
Total operating expenses		72,030		42,714
Operating income		15,904		12,357
Other expense
Interest expense, net		(2,844)		(450)
Other, net		(1,410)		(4,601)
Total other expense, net		(4,254)		(5,051)
Income before income tax		11,650		7,306
Income tax expense (benefit)		2,577		(211)
Net income		9,073		7,517
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustment		(11,555)		(721)
Unrealized gain on hedging activities		708		1,004
Other comprehensive (loss) income		(10,847)		283
Comprehensive (loss) income	$	(1,774)	$	7,800
Net income per share:
Basic	$	0.24	$	0.24
Diluted		0.23		0.23
Weighted average shares outstanding:
Basic		37,199		31,325
Diluted		39,751		32,970
See accompanying notes to condensed consolidated financial statements.

 
‎

5

CLARUS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
		Six Months Ended
		June 30, 2022		June 30, 2021
	Cash Flows From Operating Activities:
	Net income	$	9,073	$	7,517
	Adjustments to reconcile net income to net cash (used in) provided by operating activities:
	Depreciation of property and equipment		3,709		2,705
	Amortization of other intangible assets		8,057		2,394
	Amortization of debt issuance costs		361		162
	Loss (gain) on disposition of property and equipment		18		(8)
	Noncash lease expense		1,652		698
	Contingent consideration expense		365		-
	Stock-based compensation		6,922		3,350
	Deferred income taxes		276		(710)
	Changes in operating assets and liabilities:
	Accounts receivable		(11,825)		(1,243)
	Inventories		(26,237)		(14,874)
	Prepaid and other assets		(380)		(6,575)
	Accounts payable		5,288		2,434
	Accrued liabilities		(443)		4,375
	Income taxes		(3,112)		137
	Net cash (used in) provided by operating activities		(6,276)		362
	Cash Flows From Investing Activities:
	Proceeds from disposition of property and equipment		298		25
	Purchases of property and equipment		(4,072)		(3,225)
	Net cash used in investing activities		(3,774)		(3,200)
	Cash Flows From Financing Activities:
	Proceeds from revolving credit facilities		61,933		15,217
	Repayments on revolving credit facilities		(54,961)		(20,684)
	Repayments on term loans		(123,542)		(2,000)
	Proceeds from issuance of term loans		125,000		-
	Payment of debt issuance costs		(1,210)		-
	Purchase of treasury stock		(1,097)		(651)
	Proceeds from exercise of stock options		668		1,652
	Cash dividends paid		(1,861)		(1,565)
	Net cash provided by (used in) financing activities		4,930		(8,031)
	Effect of foreign exchange rates on cash		(457)		(138)
	Change in cash		(5,577)		(11,007)
	Cash, beginning of year		19,465		17,789
	Cash, end of period	$	13,888	$	6,782
	Supplemental Disclosure of Cash Flow Information:
	Cash paid for income taxes	$	5,492	$	353
	Cash paid for interest	$	2,339	$	309
	Supplemental Disclosures of Non-Cash Investing and Financing Activities:
	Property and equipment purchased with accounts payable	$	607	$	236
	Lease liabilities arising from obtaining right of use assets	$	1,324	$	3,933
	Unpaid debt issuance costs	$	175	$	217
See accompanying notes to condensed consolidated financial statements.

‎

6

CLARUS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
(In thousands, except per share amounts)
													Accumulated
					Additional								Other		Total
	Common Stock				Paid-In		Accumulated		Treasury Stock				Comprehensive		Stockholders'
	Shares		Amount		Capital		Deficit		Shares		Amount		Income (Loss)		Equity
Balance, December 31, 2020		35,198	$	4	$	513,979	$	(286,100)		(3,970)	$	(23,789)	$	500	$	204,594
Net income		-		-		-		5,677		-		-		-		5,677
Other comprehensive loss		-		-		-		-		-		-		(120)		(120)
Cash dividends ($0.025 per share)		-		-		-		(783)		-		-		-		(783)
Purchase of treasury stock		-		-		-		-		(41)		(651)		-		(651)
Stock-based compensation expense		-		-		1,524		-		-		-		-		1,524
Proceeds from exercise of options		127		-		246		-		-		-		-		246
Balance, March 31, 2021		35,325	$	4	$	515,749	$	(281,206)		(4,011)	$	(24,440)	$	380	$	210,487
Net income		-		-		-		1,840		-		-		-		1,840
Other comprehensive income		-		-		-		-		-		-		403		403
Cash dividends ($0.025 per share)		-		-		-		(782)		-		-		-		(782)
Stock-based compensation expense		-		-		1,826		-		-		-		-		1,826
Proceeds from exercise of options		171		-		1,406		-		-		-		-		1,406
Balance, June 30, 2021		35,496	$	4	$	518,981	$	(280,148)		(4,011)	$	(24,440)	$	783	$	215,180

7

													Accumulated
					Additional								Other		Total
	Common Stock				Paid-In		Accumulated		Treasury Stock				Comprehensive		Stockholders'
	Shares		Amount		Capital		Deficit		Shares		Amount		Income (Loss)		Equity
Balance, December 31, 2021		41,105	$	4	$	662,996	$	(263,342)		(4,011)	$	(24,440)	$	(5,050)	$	370,168
Net income		-		-		-		5,309		-		-		-		5,309
Other comprehensive income		-		-		-		-		-		-		6,163		6,163
Cash dividends ($0.025 per share)		-		-		-		(930)		-		-		-		(930)
Purchase of treasury stock		-		-		-		-		(51)		(1,097)		-		(1,097)
Stock-based compensation expense		-		-		3,367		-		-		-		-		3,367
Proceeds from exercise of options		167		-		126		-		-		-		-		126
Balance, March 31, 2022		41,272	$	4	$	666,489	$	(258,963)		(4,062)	$	(25,537)	$	1,113	$	383,106
Net income		-		-		-		3,764		-		-		-		3,764
Other comprehensive loss		-		-		-		-		-		-		(17,010)		(17,010)
Cash dividends ($0.025 per share)		-		-		-		(931)		-		-		-		(931)
Stock-based compensation expense		-		-		3,555		-		-		-		-		3,555
Proceeds from exercise of options		56		-		542		-		-		-		-		542
Balance, June 30, 2022		41,328	$	4	$	670,586	$	(256,130)		(4,062)	$	(25,537)	$	(15,897)	$	373,026
See accompanying notes to condensed consolidated financial statements.

8

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(in thousands, except per share amounts)

NOTE 1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited condensed consolidated financial statements of Clarus Corporation and subsidiaries (which may be referred to as the “Company,” “Clarus,” “we,” “us” or “our”) as of June 30, 2022 and December 31, 2021 and for the three and six months ended June 30, 2022 and 2021, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments, except otherwise disclosed) necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included. The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be obtained for the year ending December 31, 2022. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (the “SEC”) on March 7, 2022.

Nature of Business

Headquartered in Salt Lake City, Utah, we are a global leading designer, developer, manufacturer and distributor of best-in-class outdoor equipment and lifestyle products focused on the outdoor and consumer enthusiast markets. Our mission is to identify, acquire and grow outdoor “super fan” brands through our unique “innovate and accelerate” strategy. We define a “super fan” brand as a brand that creates the world’s pre-eminent, performance-defining product that the best-in-class user cannot live without. Each of our brands has a long history of continuous product innovation for core and everyday users alike. The Company’s products are principally sold globally under the Black Diamond®, Sierra®, Barnes®, Rhino-Rack® and MAXTRAX® brand names through outdoor specialty and online retailers, our own websites, distributors and original equipment manufacturers.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates relate to the fair value of net assets acquired in business combinations, excess or obsolete inventory, allowance for credit losses, contingent consideration liabilities, and valuation of deferred tax assets. We base our estimates on historical experience, projected future cash flows, and other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates.

Significant Accounting Policies

Accounting Pronouncements adopted during 2022

During the three months and six months ended June 30, 2022, the Company adopted Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU was adopted on a prospective basis. This ASU provides temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-Bank Offered Rate (“LIBOR”) which was phased out in 2021, to alternate reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures.

NOTE 2. ACQUISITIONS

MAXTRAX

On November 26, 2021, Clarus entered into a Share and Unit Purchase Agreement (the “MAXTRAX Purchase Agreement”) to acquire MaxTrax Australia Pty Ltd (“MAXTRAX”), which subsequently closed on December 1, 2021. All United States dollar amounts contained herein are based on the exchange rates in effect for Australian dollars ($AUD) and the market value of the Company’s common stock at the time of closing of the acquisition of MAXTRAX (the “MAXTRAX Acquisition”).

The Company acquired MAXTRAX for an aggregate purchase price of $AUD 49,744 (approximately $35,475), subject to a post-closing adjustment, comprised of $AUD 37,551 (approximately $26,780) cash, 107 shares of the Company’s common stock valued at $2,594, and additional consideration described below. The MAXTRAX Purchase Agreement also provides for the payment of additional consideration in the form of shares of the Company’s common stock valued at $AUD 6,250 (approximately $4,457) split equally on

9

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

June 30, 2022 and 2023. Subsequent to June 30, 2022, approximately 108 shares of the Company’s common stock were issued in accordance with the MAXTRAX Purchase Agreement as additional consideration. The MAXTRAX Purchase Agreement provides for the payment of additional contingent consideration up to $AUD 6,250 (approximately $4,457) in cash if certain future net sales thresholds are met during 2022 and 2023 (the “MAXTRAX Contingent Consideration”). The Company estimated the initial fair value of the MAXTRAX Contingent Consideration to be $AUD 2,307 (approximately $1,644) and has recorded this liability within accrued liabilities and other long-term liabilities. The net sales threshold required for the payment of the 2022 portion of the MAXTRAX Contingent Consideration was met during the 2022 measurement period ended June 30, 2022. See Note 10 for discussion regarding the valuation of the MAXTRAX Contingent Consideration as of June 30, 2022. The acquisition was accounted for as a business combination.

Rhino-Rack

On May 30, 2021, Clarus entered into a Share Sale and Purchase Agreement (the “Purchase Agreement”) to acquire Rhino-Rack Holdings Pty Ltd (“Rhino-Rack”), which subsequently closed on July 1, 2021. All United States dollar amounts contained herein are based on the exchange rates in effect for Australian dollars ($AUD) and the market value of the Company’s common stock at the time of closing of the acquisition of Rhino-Rack (the “Rhino-Rack Acquisition”).

The Company acquired Rhino-Rack for an aggregate purchase price of approximately $AUD 269,696 (approximately $202,488), subject to a post-closing adjustment, comprised of approximately $AUD 191,249 (approximately $143,590) cash, 2,315 shares of the Company’s common stock valued at $55,333, and additional contingent consideration described below. The Purchase Agreement also provides for the payment of additional contingent consideration up to approximately $AUD 10,000 (approximately $7,508) if certain future net sales thresholds are met (the “Rhino-Rack Contingent Consideration”). The Company estimated the initial fair value of the Rhino-Rack Contingent Consideration to be approximately $AUD 4,747 (approximately $3,565) and has recorded this liability within accrued liabilities. The net sales threshold required for the payment of the Rhino-Rack Contingent Consideration was not met during the measurement period ended June 30, 2022. See Note 10 for discussion regarding the valuation of the Rhino-Rack Contingent Consideration as of June 30, 2022. The acquisition was accounted for as a business combination.

The Company believes the acquisitions of MAXTRAX and Rhino-Rack are expected to provide the Company with a greater combined global revenue base, increased gross margins, profitability and free cash flows, and access to increased liquidity to further seek to acquire and grow businesses.

The following table is a reconciliation to the fair value of the purchase consideration and how the purchase consideration is allocated to assets acquired and liabilities assumed which have been estimated at their fair values. The fair value estimates for the purchase price allocation for MAXTRAX and Rhino-Rack are based on the Company’s best estimates and assumptions as of the reporting date and are considered preliminary. Since our initial purchase price allocation for the MAXTRAX acquisition, we have increased the fair value of accrued liabilities assumed and goodwill by $741. These adjustments were made after receiving certain information, which existed as of the date of acquisition, related to the fair value of assumed liabilities and such amounts were recorded during the first quarter of 2022. The fair value measurements of identifiable assets and liabilities, and the resulting goodwill related to the MAXTRAX Acquisition are subject to change and the final purchase price allocations could be different from the amounts presented below. We expect to finalize the valuation of MAXTRAX as soon as practicable, but not later than one year from the date of the acquisition. The fair value measurements for the acquisition of Rhino-Rack have been completed. The excess of purchase consideration over the assets acquired and liabilities assumed is recorded as goodwill. Goodwill for MAXTRAX and Rhino-Rack is included in the Adventure segment. The goodwill consists largely of the growth and profitability expected from these acquisitions.

10

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

	MAXTRAX			Rhino-Rack
	December 1, 2021			July 1, 2021
	Number of Shares	Estimated Fair Value		Number of Shares	Estimated Fair Value
Cash paid	-	$	26,780	-	$	143,590
Issuance of shares of Clarus Corporation	107		2,594	2,315		55,333
Future issuance of shares of Clarus Corporation	-		4,457	-		-
Contingent consideration	-		1,644	-		3,565
Total purchase consideration	107	$	35,475	2,315	$	202,488
Assets acquired and liabilities assumed
Assets
Cash		$	1,869		$	7,513
Accounts receivable			2,791			10,769
Inventories			1,819			27,046
Prepaid and other current assets			883			644
Property and equipment			139			4,619
Other intangible assets			10,341			55,400
Indefinite-lived intangible assets			10,555			72,800
Goodwill			15,199			78,347
Other long-term assets			979			11,468
Total assets			44,575			268,606
Liabilities
Accounts payable and accrued liabilities			2,176			16,511
Income tax payable			251			3,413
Current portion of long-term debt			-			607
Long-term debt			-			2,107
Deferred income taxes			5,863			32,451
Other long-term liabilities			810			11,029
Total liabilities			9,100			66,118
Net Book Value Acquired		$	35,475		$	202,488

The estimated fair value of inventory was recorded at expected sales price less cost to sell plus a reasonable profit margin for selling efforts.

11

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

In connection with the acquisitions, the Company acquired exclusive rights to MAXTRAX’s and Rhino-Rack’s trademarks, customer relationships, and product technologies. The amounts assigned to each class of intangible asset, other than goodwill acquired, and the related average useful lives as of the acquisition dates, are as follows:

	MAXTRAX				Rhino-Rack
			Average				Average
	Gross		Useful Life		Gross		Useful Life
Intangibles subject to amortization
Customer relationships	$	8,986		13.5 years	$	40,400		13.5 years
Product technologies		1,355		7.0 years		15,000		10.0 years
Intangibles not subject to amortization
Trademarks		10,555		N/A		72,800		N/A
	$	20,896		12.6 years	$	128,200		12.6 years

The full amount of goodwill of $15,199 for MAXTRAX and $78,347 for Rhino-Rack is expected to be non-deductible for tax purposes. No pre-existing relationships existed between the Company and MAXTRAX and Rhino-Rack or their sellers prior to the acquisition. MAXTRAX and Rhino-Rack revenue and operating income are included in the Adventure segment.

The following unaudited pro forma results are based on the individual historical results of the Company, MAXTRAX and Rhino-Rack, with adjustments to give effect as if the acquisitions and borrowings used to finance the acquisitions had occurred on January 1, 2020, after giving effect to certain adjustments, including the amortization of intangible assets, depreciation of fixed assets, interest expense and taxes and assumes the purchase price was allocated to the assets purchased and liabilities assumed based on their fair market values at the date of purchase.

	Three Months Ended		Six Months Ended
	June 30, 2021		June 30, 2021
Sales	$	99,083	$	206,092
Net income	$	1,046	$	11,031
Net income per share - basic	$	0.03	$	0.35
Net income per share - diluted	$	0.03	$	0.33

The unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred had the transactions been consummated as of January 1, 2020. Furthermore, such pro forma information is not necessarily indicative of future operating results of the combined companies and should not be construed as representative of the operating results of the combined companies for any future dates or periods.

NOTE 3. INVENTORIES

Inventories, as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Finished goods	$	106,055	$	86,647
Work-in-process		9,721		10,336
Raw materials and supplies		37,280		32,371
	$	153,056	$	129,354

12

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

NOTE 4. PROPERTY AND EQUIPMENT

Property and equipment, net, as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Land	$	4,160	$	4,160
Building and improvements		17,059		16,403
Furniture and fixtures		7,335		6,677
Computer hardware and software		8,314		7,512
Machinery and equipment		34,620		33,581
Construction in progress		4,579		4,312
		76,067		72,645
Less accumulated depreciation		(33,151)		(29,819)
	$	42,916	$	42,826

Depreciation expense for the three months ended June 30, 2022 and 2021 was $1,877 and $1,349, respectively, and for the six months ended June 30, 2022 and 2021 was $3,709 and $2,705, respectively.

NOTE 5. GOODWILL AND INTANGIBLE ASSETS

Goodwill

The following table summarizes the balances in goodwill by segment:

	Outdoor		Precision Sport		Adventure		Total
Balance at December 31, 2021	$	-	$	26,715	$	91,375	$	118,090
Acquisition adjustment		-		-		741		741
Impact of foreign currency exchange rates		-		-		(3,173)		(3,173)
Balance at June 30, 2022	$	-	$	26,715	$	88,943	$	115,658

Indefinite Lived Intangible Assets

The following table summarizes the changes in indefinite lived intangible assets:

Balance at December 31, 2021	$	128,271
Impact of foreign currency exchange rates		(4,420)
Balance at June 30, 2022	$	123,851

13

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

Trademarks classified as indefinite-lived intangible assets by brand as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Black Diamond	$	19,600	$	19,600
PIEPS		2,917		3,166
Sierra		18,900		18,900
Barnes		5,600		5,600
Rhino-Rack		66,659		70,278
MAXTRAX		10,175		10,727
	$	123,851	$	128,271

Other Intangible Assets, net

The following table summarizes the changes in gross other intangible assets:

Gross balance at December 31, 2021	$	104,681
Impact of foreign currency exchange rates		(3,337)
Gross balance at June 30, 2022	$	101,344

Other intangible assets, net of amortization as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022
	Gross		Accumulated Amortization		Net		Weighted Average Useful Life
Intangibles subject to amortization
Customer relationships	$	77,717	$	(29,290)	$	48,427		13.8 years
Product technologies		21,417		(7,320)		14,097		10.2 years
Tradename / trademark		1,263		(758)		505		9.4 years
Core technologies		947		(947)		-		10.0 years
	$	101,344	$	(38,315)	$	63,029		13.0 years
	December 31, 2021
	Gross		Accumulated Amortization		Net		Weighted Average Useful Life
Customer relationships	$	80,078	$	(23,804)	$	56,274		13.8 years
Product technologies		22,393		(5,557)		16,836		10.2 years
Tradename / trademark		1,263		(690)		573		9.4 years
Core technologies		947		(947)		-		10.0 years
	$	104,681	$	(30,998)	$	73,683		12.9 years

14

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

Amortization expense for the three months ended June 30, 2022 and 2021, was $3,937 and $1,197, respectively, and for the six months ended June 30, 2022 and 2021 was $8,057 and $2,394, respectively. Future amortization expense for other intangible assets as of June 30, 2022 is as follows:

Years Ending December 31,	Amortization Expense
2022 (excluding the six months ended June 30, 2022)	$	7,398
2023		12,882
2024		10,840
2025		8,769
2026		6,732
2027		4,917
Thereafter		11,491
	$	63,029

NOTE 6. ACCRUED LIABILITIES AND OTHER LONG-TERM LIABILITIES

Accrued liabilities as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Accrued payroll and related items	$	4,835	$	5,029
Accrued bonus		4,350		3,615
Accrued warranty		1,604		1,529
Current lease liabilities		2,842		2,824
Accrued commissions		692		811
Contingent consideration liabilities		2,148		2,791
Accrued excise tax		980		724
Other		9,652		10,150
	$	27,103	$	27,473

Other long-term liabilities as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Long-term lease liability	$	14,316	$	15,111
Deferred stock consideration for business acquisition		4,703		4,530
Contingent consideration liability		1,504		694
Other		1,105		1,113
	$	21,628	$	21,448

15

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

NOTE 7. LONG-TERM DEBT

Long-term debt as of June 30, 2022 and December 31, 2021, was as follows:

	June 30, 2022		December 31, 2021
Revolving credit facility (a)	$	25,472	$	18,501
Other debt (b)		1,266		1,467
Term loan (c)		123,438		121,874
Debt issuance costs		(566)		(309)
		149,610		141,533
Less current portion		(8,871)		(9,585)
	$	140,739	$	131,948

On January 3, 2022, the Company and certain of its direct and indirect subsidiaries entered into Amendment No. 4 (“Amendment No. 4”) to the existing credit agreement, dated as of May 3, 2019 (the “Existing Credit Agreement”) by and among the Company, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto. Amendment No. 4, among other things, permits (i) the Company to borrow in Australian Dollars and New Zealand Dollars in order to support the operations of the Company in Australia and New Zealand and (ii) provides for addbacks to EBITDA, for debt covenant purposes, (as defined in the Existing Credit Agreement) under the Existing Credit Agreement for expenses relating to activities in respect of acquisitions, dispositions, investments and financings (whether or not these transactions are actually consummated).

On April 18, 2022 (the “Effective Date”), the Company and certain of its direct and indirect subsidiaries entered into an Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent and the lenders party thereto (the “Restated Credit Agreement”) pursuant to which the Existing Credit Agreement was amended and restated in its entirety.

The Restated Credit Agreement provides for borrowings of up to $300,000 under a secured revolving credit facility (the “Revolving Loans”) (including up to $5,000 for letters of credit), and borrowings of up to $125,000 under a secured term loan facility (the “Term Loans”). The Restated Credit Agreement also permits the Company, subject to certain requirements, to arrange with lenders for an aggregate of up to $175,000 of additional revolving and/or term loan commitments (both of which are currently uncommitted), for potential aggregate revolving and term loan commitments under the Restated Credit Agreement of up to $600,000. The Restated Credit Agreement matures on April 18, 2027 (the “Maturity Date”), at which time the revolving commitments thereunder will terminate and all outstanding Revolving Loans and Term Loans, together with all accrued and unpaid interest thereon, must be repaid.

The Term Loans were fully drawn on the Effective Date and cannot be reborrowed. The Restated Credit Agreement provides for quarterly amortization payments of the Term Loans on the last business day of each March, June, September and December, commencing on June 30, 2022. Through and including the payment due on March 31, 2023, the scheduled amortization payment is $1,563 per quarter, and each scheduled amortization payment due thereafter through the Maturity Date is $3,125 per quarter.

The applicable rate for these borrowings will range from 0.50% to 1.625% per annum, in the case of alternate base rate borrowings, and 1.50% to 2.625% per annum, in the case of term benchmark borrowings. The applicable rate was initially 0.875% per annum, in the case of alternate base rate borrowings, and 1.875% per annum, in the case of term benchmark borrowings, however, these initial applicable rates may be adjusted from time to time based upon the level of the Company’s consolidated total leverage ratio.

All obligations under the Restated Credit Agreement are secured by our subsidiary equity interests, as well as accounts receivable, inventory, intellectual property and certain other assets owned by the Company. The Restated Credit Agreement contains restrictions on the Company’s ability to pay dividends or make distributions or other restricted payments if certain conditions in the Restated Credit Agreement are not fulfilled. The Restated Credit Agreement also includes other customary affirmative and negative covenants, including financial covenants relating to the Company’s consolidated total leverage ratio and fixed charge coverage ratio. The Company was in compliance with the debt covenants set forth in the Credit Agreement as of June 30, 2022.

(a)As of June 30, 2022, the Company had drawn $25,472 on the $300,000 revolving commitment that was available under the Restated Credit Agreement, with a maturity date of April 18, 2027. The Company pays interest monthly on any borrowings on the Restated Credit Agreement. As of June 30, 2022 and December 31, 2021, the rates were approximately 3.5% and 2.4%, respectively.

(b)Foreign subsidiaries of the Company have a revolving credit facility and term debt with financial institutions which mature

16

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

between August 22, 2022 and August 8, 2024. The foreign subsidiaries pay interest monthly on any borrowings on the credit facilities as well as monthly payments on the term debt. As of June 30, 2022, the interest rates ranged between approximately 1.3% and 5.0% and as of December 31, 2021, the interest rates ranged between approximately 1.3% and 5.2%. The credit facilities are secured by certain assets of the foreign subsidiaries.

(c)The Company is required to repay the term loan through quarterly payments of $1,563 each beginning with June 30, 2022, increasing to $3,125 each beginning with June 30, 2023, and any remaining obligations will be repaid in full on the maturity date of the Restated Credit Agreement of April 18, 2027. The Company pays interest monthly on any borrowings on the Restated Credit Agreement. As of June 30, 2022 and December 31, 2021, the rates were approximately 3.5% and 2.4%, respectively.

NOTE 8. DERIVATIVE FINANCIAL INSTRUMENTS

The Company’s primary exchange rate risk management objective is to mitigate the uncertainty of anticipated cash flows attributable to changes in foreign currency exchange rates. The Company primarily focuses on mitigating changes in cash flows resulting from sales denominated in currencies other than the U.S. dollar. The Company manages this risk primarily by using currency forward and option contracts. If the anticipated transactions are deemed probable, the resulting relationships are formally designated as cash flow hedges. The Company accounts for these contracts as cash flow hedges and tests effectiveness by determining whether changes in the expected cash flow of the derivative offset, within a range, changes in the expected cash flow of the hedged item.

As of June 30, 2022, the Company held commodity derivative contracts, with remaining maturities of less than one year, to mitigate the risk of commodity price fluctuations associated with raw material costs. The notional amount of the commodity derivative contracts as of June 30, 2022 was 1,264 pounds. These contracts are not designated as accounting hedges and the changes in fair value of the instruments are recognized in earnings. During the three and six months ended June 30, 2022, losses of $(553) were recorded in other, net expense.

As of June 30, 2021, the Company held currency forward contracts to mitigate currency fluctuations related to the cash purchase price of Rhino-Rack totaling $AUD 193,650 with a maturity date of July 1, 2021. These contracts were not designated as accounting hedges and the changes in fair value of the instruments were recognized in earnings. During the three and six months ended June 30, 2021, losses of $(4,513) were recorded in other, net expense.

At June 30, 2022, the Company’s derivative contracts had remaining maturities of less than one year. The counterparties to these transactions had both long-term and short-term investment grade credit ratings. The maximum net exposure of the Company’s credit risk to the counterparties is generally limited to the aggregate unrealized loss of all contracts with that counterparty. At June 30, 2022, there was no such exposure to the counterparties. The Company’s exposure of counterparty credit risk is limited to the aggregate unrealized gain of $1,052 on all contracts at June 30, 2022. The Company’s derivative counterparties have strong credit ratings and as a result, the Company does not require collateral to facilitate transactions.

The Company held the following contracts designated as hedging instruments as of June 30, 2022 and December 31, 2021:

	June 30, 2022
	Notional	Latest
	Amount	Maturity
Foreign exchange contracts - Canadian Dollars	$12,516	February 2023
Foreign exchange contracts - Euros	€ 18,370	February 2023

	December 31, 2021
	Notional	Latest
	Amount	Maturity
Foreign exchange contracts - Canadian Dollars	$14,850	February 2023
Foreign exchange contracts - Euros	€ 20,104	February 2023

For contracts that qualify as effective hedge instruments, the effective portion of gains and losses resulting from changes in fair value of the instruments are included in accumulated other comprehensive loss and reclassified to sales in the period the underlying hedged

17

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

transaction is recognized in earnings. Gains (losses) of $610 and $(422) were reclassified to sales during the three months ended June 30, 2022 and 2021, respectively, and $863 and $(743) were reclassified to sales during the six months ended June 30, 2022 and 2021, respectively.

The following table presents the balance sheet classification and fair value of derivative instruments as of June 30, 2022 and December 31, 2021:

	Classification	June 30, 2022		December 31, 2021
Derivative instruments in asset positions:
Designated forward exchange contracts	Prepaid and other current assets	$	1,605	$	491
Designated forward exchange contracts	Other long-term assets	$	-	$	20
Derivative instruments in liability positions:
Undesignated commodity derivative contracts	Accrued liabilities	$	553	$	-
Designated forward exchange contracts	Other long-term liabilities	$	-	$	24

NOTE 9. ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss (“AOCI”) primarily consists of foreign currency translation adjustments and changes in our forward foreign exchange contracts. The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2022:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of March 31, 2022	$	836	$	277	$	1,113
Other comprehensive (loss) income before reclassifications		(17,632)		1,091		(16,541)
Amounts reclassified from other comprehensive income		-		(469)		(469)
Net current period other comprehensive (loss) income		(17,632)		622		(17,010)
Balance as of June 30, 2022	$	(16,796)	$	899	$	(15,897)

The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2021:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of March 31, 2021	$	464	$	(84)	$	380
Other comprehensive income (loss) before reclassifications		295		(215)		80
Amounts reclassified from other comprehensive income		-		323		323
Net current period other comprehensive income		295		108		403
Balance as of June 30, 2021	$	759	$	24	$	783

18

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2022:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2021	$	(5,241)	$	191	$	(5,050)
Other comprehensive (loss) income before reclassifications		(11,555)		1,371		(10,184)
Amounts reclassified from other comprehensive loss		-		(663)		(663)
Net current period other comprehensive (loss) income		(11,555)		708		(10,847)
Balance as of June 30, 2022	$	(16,796)	$	899	$	(15,897)

The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2021:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2020	$	1,480	$	(980)	$	500
Other comprehensive (loss) income before reclassifications		(721)		435		(286)
Amounts reclassified from other comprehensive income		-		569		569
Net current period other comprehensive (loss) income		(721)		1,004		283
Balance as of June 30, 2021	$	759	$	24	$	783

The effects on net income of amounts reclassified from unrealized gains on cash flow hedges for foreign exchange contracts for the three and six months ended June 30, 2022 and 2021, were as follows:

	Gains (losses) reclassified from AOCI to the Condensed Consolidated Statements of Comprehensive (Loss) Income
Affected line item in the Condensed Consolidated	Three Months Ended				Six Months Ended
Statements of Comprehensive (Loss) Income	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Foreign exchange contracts:
Sales	$	610	$	(422)	$	863	$	(743)
Less: Income tax expense (benefit)		141		(99)		200		(174)
Amount reclassified, net of tax	$	469	$	(323)	$	663	$	(569)
Total reclassifications from AOCI	$	469	$	(323)	$	663	$	(569)

NOTE 10. FAIR VALUE MEASUREMENTS

We measure certain financial assets and liabilities at fair value on a recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, under a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

Level 1 - inputs to the valuation methodology are quoted market prices for identical assets or liabilities in active markets.

Level 2 - inputs to the valuation methodology include quoted prices in markets that are not active or model inputs that are

observable either directly or indirectly for substantially the full term of the asset or liability.

Level 3 - inputs to the valuation methodology are based on prices or valuation techniques that are unobservable.

19

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

Assets and liabilities measured at fair value on a recurring basis at June 30, 2022 and December 31, 2021 were as follows:

	June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Designated forward exchange contracts	$	-	$	1,605	$	-	$	1,605
	$	-	$	1,605	$	-	$	1,605
Liabilities
Undesignated commodity derivative contracts	$	553	$	-	$	-	$	553
Contingent consideration liabilities		-		-		3,652		3,652
	$	553	$	-	$	3,652	$	4,205
	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Designated forward exchange contracts	$	-	$	511	$	-	$	511
	$	-	$	511	$	-	$	511
Liabilities
Designated forward exchange contracts	$	-	$	24	$	-	$	24
Contingent consideration liabilities		-		-		3,485		3,485
	$	-	$	24	$	3,485	$	3,509

Derivative financial instruments are recorded at fair value based on current market pricing models. No nonrecurring fair value measurements existed at June 30, 2022 and December 31, 2021.  

The Company estimated the fair value of contingent consideration liabilities primarily using a series of call options or other valuation methodologies. Significant unobservable inputs used in the valuation include discount rates ranging from 4.8% to 8.0%. Contingent consideration liabilities are remeasured at the estimated fair value at the end of each reporting period with the change in fair value recognized in contingent consideration expense (benefit) in the accompanying condensed consolidated statements of comprehensive income for such period. We measure the initial liability and remeasure the liability on a recurring basis using Level 3 inputs as defined under authoritative guidance for fair value measurements.

The net sales threshold required for the payment of the Rhino-Rack Contingent Consideration was not met during the measurement period ended June 30, 2022. The net sales threshold required for the payment of the 2022 portion of the MAXTRAX Contingent Consideration was met during the 2022 measurement period ended June 30, 2022. Subsequent to June 30, 2022, $AUD 3,125 (approximately $2,148) was paid in cash in accordance with the MAXTRAX Purchase Agreement.

The following table summarizes the changes in contingent consideration liabilities:

	Rhino-Rack		MAXTRAX		Total
Balance at December 31, 2021	$	1,813	$	1,672	$	3,485
Fair value adjustments		(1,810)		2,199		389
Impact of foreign currency exchange rates		(3)		(219)		(222)
Balance at June 30, 2022	$	-	$	3,652	$	3,652

As the contingent consideration liabilities are remeasured to fair value each reporting period, significant increases or decreases in projected sales, discount rates or the time until payment is made would have resulted in a significantly lower or higher fair value measurement. Our determination of fair value of the contingent consideration liabilities could change in future periods based on our ongoing evaluation of these significant unobservable inputs.

20

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

NOTE 11. STOCKHOLDERS’ EQUITY

On August 6, 2018, the Company announced that its Board of Directors approved the initiation of a quarterly cash dividend program of $0.025 per share of the Company’s common stock (the “Quarterly Cash Dividend”) or $0.10 per share on an annualized basis. The declaration and payment of future Quarterly Cash Dividends is subject to the discretion of and approval of the Company’s Board of Directors. On July 29, 2022, the Company announced that its Board of Directors approved the payment on August 19, 2022 of the Quarterly Cash Dividend of $0.025 to the record holders of shares of the Company’s common stock as of the close of business on August 8, 2022.

NOTE 12. EARNINGS PER SHARE

Basic earnings per share is computed by dividing earnings by the weighted average number of common shares outstanding during each period. Diluted earnings per share is computed by dividing earnings by the total of the weighted average number of shares of common stock outstanding during each period, plus the effect of dilutive outstanding stock options and unvested restricted stock grants. Potentially dilutive securities are excluded from the computation of diluted earnings per share if their effect is anti-dilutive to the loss from continuing operations.

The following table is a reconciliation of basic and diluted shares of common stock outstanding used in the calculation of earnings per share:

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Weighted average shares outstanding - basic		37,235		31,367		37,199		31,325
Effect of dilutive stock awards		2,241		1,823		2,338		1,645
Effect of dilutive deferred stock consideration for business acquisition		221		-		214		-
Weighted average shares outstanding - diluted		39,697		33,190		39,751		32,970
Net income per share:
Basic	$	0.10	$	0.06	$	0.24	$	0.24
Diluted		0.09		0.06		0.23		0.23

For the three months ended June 30, 2022 and 2021, equity awards of 1,638 and 1,034, respectively, and for the six months ended June 30, 2022 and 2021, equity awards of 1,484 and 1,017, respectively, were excluded from the calculation of earnings per share for these periods as they were anti-dilutive.

NOTE 13. STOCK-BASED COMPENSATION PLAN

Under the Company’s current 2015 Stock Incentive Plan (the “2015 Plan”), the Company’s Board of Directors has flexibility to determine the type and amount of awards to be granted to eligible participants, who must be employees, directors, officers or consultants of the Company or its subsidiaries. The 2015 Plan allows for grants of incentive stock options, nonqualified stock options, restricted stock awards, stock appreciation rights, and restricted units. The aggregate number of shares of common stock that may be granted through awards under the 2015 Plan to any employee in any calendar year may not exceed 500 shares. The 2015 Plan will continue in effect until December 2025 unless terminated sooner. 

Options Granted:

During the six months ended June 30, 2022, the Company issued stock options for an aggregate of 428 shares under the 2015 Plan to directors and employees of the Company. Of the 428 options, 343 vest and become exercisable over a period of three years, 75 vest in four equal consecutive quarterly tranches from the date of grant and the remaining 10 vest immediately. All of the issued stock options expire ten years from the date of the grant.

21

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

For computing the fair value of the stock-based awards, the fair value of each option grant has been estimated as of the date of grant using the Black-Scholes option-pricing model with the following assumptions:

Options Granted During the Six Months Ended June 30, 2022

Number of options	418	10
Option vesting period	1 - 3 Years	Immediate
Grant price (per share)	$20.21 - $27.65	$21.83
Dividend yield	0.36% - 0.49%	0.46%
Expected volatility (a)	38.6% - 40.8%	39.4%
Risk-free interest rate	1.46% - 2.95%	1.66%
Expected life (years) (b)	5.31 - 6.00	5.50
Weighted average fair value (per share)	$7.95 - $10.41	$8.03

(a)Expected volatility is based upon the Company’s historical volatility.

(b)The expected term was determined based upon the underlying terms of the awards and the category and employment history of employee award recipient.

The grant date fair value of the stock options granted during the six months ended June 30, 2022 was $3,564, which will be recognized over the vesting period of the options.

Market Condition Restricted Shares Granted:

On March 4, 2022, the Company issued and granted to certain employees restricted stock awards of 700 restricted shares under the 2015 Plan, of which 700 restricted shares will vest if, on or before March 4, 2032, the Fair Market Value (as defined in the Plan) of the Company’s common stock shall have equaled or exceeded $50.00 per share for twenty consecutive trading days. For computing the fair value of the restricted shares with a market condition, the fair value of the restricted stock award grant has been estimated as of the date of grant using the Monte-Carlo pricing model with the following assumptions:

	March 4, 2022
Number issued	700
Market condition vesting requirement	$50.00 stock price target
Price on date of grant (per share)	$21.83
Dividend yield	0.46%
Expected volatility	41.0%
Risk-free interest rate	1.74%
Weighted average fair value (per share)	$15.37

Using these assumptions, the fair value of the market condition restricted stock awards granted on March 4, 2022, was approximately $10,761 and the expected term was 4.15 years.

The total non-cash stock compensation expense related to restricted stock, stock options and stock awards recorded by the Company for the three months ended June 30, 2022 and 2021 was $3,555 and $1,826, respectively, and for the six months ended June 30, 2022 and 2021 was $6,922 and $3,350, respectively. For the three and six months ended June 30, 2022 and 2021, the majority of stock-based compensation costs were classified as selling, general and administrative expenses.

As of June 30, 2022, there were 1,615 unvested stock options and unrecognized compensation cost of $7,123 related to unvested stock options, as well as 1,546 unvested restricted stock awards and unrecognized compensation costs of $10,781 related to unvested restricted stock awards.

NOTE 14. COMMITMENTS AND CONTINGENCIES

As a consumer goods manufacturer and distributor, the Company faces the risk of product liability and related lawsuits involving claims for substantial money damages, product recall actions and higher than anticipated rates of warranty returns or other returns of goods. The Company is therefore vulnerable to various personal injury and property damage lawsuits relating to its products and incidental to

22

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

its business.

The Company is involved in various legal disputes and other legal proceedings that arise from time to time in the ordinary course of business. Based on currently available information, the Company does not believe that it is reasonably possible that the disposition of any of the legal disputes the Company or its subsidiaries is currently involved in will have a material adverse effect upon the Company’s consolidated financial condition, results of operations or cash flows. There is a reasonable possibility of loss from contingencies in excess of the amounts accrued by the Company in the accompanying condensed consolidated balance sheets; however, the actual amounts of such possible losses cannot currently be reasonably estimated by the Company at this time. It is possible that, as additional information becomes available, the impact on the Company could have a different effect.

NOTE 15. INCOME TAXES

The Company’s U.S. federal statutory tax rate of 21% and its foreign operations have statutory tax rates of approximately 25% in Austria, 28% in New Zealand, and 30% in Australia.

The difference between the Company’s estimated effective tax rates of 20.3% for the three months ended June 30, 2022, and the U.S. federal statutory tax rate of 21% was due to the impact of foreign tax credits. The difference between the Company’s estimated effective tax rates of 22.1% for the six months ended June 30, 2022, and the U.S. federal statutory tax rate of 21% was due to the impact of foreign earnings taxed at applicable statutory rates and permanent book to tax differences related to incentive stock options and officer compensation limitations.

As of December 31, 2021, the Company’s gross deferred tax asset was $38,184. The Company has recorded a valuation allowance of $4,378, resulting in a net deferred tax asset of $33,806, before deferred tax liabilities of $46,653. The Company has provided a valuation allowance against a portion of the deferred tax assets as of June 30, 2022 and December 31, 2021, because the ultimate realization of those assets did not meet the more-likely-than-not criteria. The majority of the Company’s deferred tax assets consist of NOLs for federal tax purposes. If a change in control were to occur, these could be limited under Section 382 of the Internal Revenue Code of 1986 (“Code”), as amended.

In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible and net operating loss and credit carryforwards expire. The estimates and judgments associated with the Company’s valuation allowance on deferred tax assets are considered critical due to the amount of deferred tax assets recorded by the Company on its consolidated balance sheet and the judgment required in determining the Company’s future taxable income. The need for a valuation allowance is reassessed at each interim reporting period.

As of December 31, 2021, the Company had NOLs and research and experimentation credit for U.S. federal income tax purposes of $60,712 and $2,289, respectively. The Company believes its U.S. Federal NOLs will substantially offset its future U.S. Federal income taxes until expiration.

NOLs available to offset taxable income, subject to compliance with Section 382 of the Code, begin to expire based upon the following schedule:

Net Operating Loss Carryforward Expiration Dates
December 31, 2021
Expiration Dates December 31,	Net Operating Loss Amount
2022	$	39,507
2023		5,712
2024		3,566
2025 and beyond		11,927
Total	$	60,712

23

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

NOTE 16. SEGMENT INFORMATION

We operate our business structure within three segments. These segments are defined based on the internal financial reporting used by our chief operating decision maker to allocate resources and assess performance. Certain significant selling and general and administrative expenses are not allocated to the segments including non-cash stock compensation expense. Each segment is described below:

Our Outdoor segment, which includes Black Diamond Equipment, PIEPS, and SKINourishment, is a global leader in designing, manufacturing, and marketing innovative outdoor engineered equipment and apparel for climbing, mountaineering, trail running, backpacking, skiing, and a wide range of other year-round outdoor recreation activities. Our Outdoor segment offers a broad range of products including: high-performance, activity-based apparel (such as shells, insulation, midlayers, pants and logowear); rock-climbing footwear and equipment (such as carabiners, protection devices, harnesses, belay devices, helmets, and ice-climbing gear); technical backpacks and high-end day packs; trekking poles; headlamps and lanterns; gloves and mittens; and skincare and other sport-enhancing products. We also offer advanced skis, ski poles, ski skins, and snow safety products, including avalanche airbag systems, avalanche transceivers, shovels, and probes.

Our Precision Sport segment, which includes Sierra and Barnes, includes two iconic American manufacturers of a wide range of high-performance bullets and ammunition for both rifles and pistols. These bullets are used for precision target shooting, hunting and military and law enforcement purposes.

Our Adventure segment, which includes Rhino-Rack and MAXTRAX, is a manufacturer of highly-engineered automotive roof racks, trays, mounting systems, luggage boxes, carriers, recovery boards and accessories in Australia and New Zealand and a growing presence in the United States.

As noted above, the Company has a wide variety of technical outdoor equipment and lifestyle products that are sold to a variety of customers in multiple end markets. While there are multiple products sold, the terms and nature of revenue recognition policy is similar for all segments.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

Financial information for our segments, as well as revenue by geography, which the Company believes provides a meaningful depiction how the nature, timing and uncertainty of revenue are affected by economic factors, is as follows:

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Sales to external customers:
Outdoor
Domestic sales	$	27,293	$	25,232	$	52,922	$	50,992
International sales		25,311		19,660		51,204		45,696
Total Outdoor		52,604		44,892		104,126		96,688
Precision Sport
Domestic sales		27,193		26,644		54,636		48,457
International sales		7,994		1,773		13,669		3,495
Total Precision Sport		35,187		28,417		68,305		51,952
Adventure
Domestic sales		9,587		-		18,822		-
International sales		17,555		-		36,956		-
Total Adventure		27,142		-		55,778		-
Total sales to external customers		114,933		73,309		228,209		148,640
Segment operating income:
Outdoor		1,471		657		3,359		4,102
Precision Sport		12,235		10,017		24,015		15,979
Adventure		644		-		2,768		-
Total segment operating income		14,350		10,674		30,142		20,081
Transaction costs		(821)		(649)		(2,022)		(1,125)
Contingent consideration benefit (expense)		374		-		(389)		-
Corporate and other expenses		(7,455)		(7,818)		(13,237)		(11,200)
Interest expense, net		(1,728)		(212)		(2,844)		(450)
Income before income tax	$	4,720	$	1,995	$	11,650	$	7,306

There were no intercompany sales between the Outdoor, Precision Sport, and Adventure segments for the periods presented.

Total assets by segment, as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Outdoor	$	168,811	$	166,751
Precision Sport		153,361		142,549
Adventure		287,934		298,364
Corporate		27,905		24,163
	$	638,011	$	631,827

25

CLARUS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

(Unaudited)

(in thousands, except per share amounts)

Capital expenditures, depreciation and amortization by segment is as follows.

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Capital expenditures:
Outdoor	$	1,089	$	580	$	2,325	$	1,272
Precision Sport		772		1,298		1,222		1,953
Adventure		311		-		525		-
Total capital expenditures	$	2,172	$	1,878	$	4,072	$	3,225
Depreciation:
Outdoor	$	829	$	694	$	1,646	$	1,407
Precision Sport		812		655		1,593		1,298
Adventure		236		-		470		-
Total depreciation	$	1,877	$	1,349	$	3,709	$	2,705
Amortization:
Outdoor	$	250	$	258	$	505	$	517
Precision Sport		693		939		1,385		1,877
Adventure		2,994		-		6,167		-
Total amortization	$	3,937	$	1,197	$	8,057	$	2,394

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MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

Please note that in this Quarterly Report on Form 10-Q Clarus Corporation (which may be referred to as the “Company,” “Clarus,” “we,” “our” or “us”) may use words such as “appears,” “anticipates,” “believes,” “plans,” “expects,” “intends,” “future” and similar expressions which constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are made based on our expectations and beliefs concerning future events impacting the Company and therefore involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements.

Potential risks and uncertainties that could cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied by forward-looking statements in this Quarterly Report on Form 10-Q include, but are not limited to, the overall level of consumer demand on our products; general economic conditions and other factors affecting consumer confidence, preferences, and behavior; disruption and volatility in the global currency, capital and credit markets; the financial strength of the Company’s customers; the Company’s ability to implement its business strategy; the ability of the Company to execute and integrate acquisitions; changes in governmental regulation, legislation or public opinion relating to the manufacture and sale of bullets and ammunition, and the possession and use of firearms and ammunition by our customers; the Company’s exposure to product liability or product warranty claims and other loss contingencies; disruptions and other impacts to the Company’s business, as a result of the COVID-19 global pandemic and government actions and restrictive measures implemented in response; stability of the Company’s manufacturing facilities and suppliers, as well as consumer demand for our products, in light of disease epidemics and health-related concerns such as the COVID-19 global pandemic; the impact that global climate change trends may have on the Company and its suppliers and customers, increased focus on sustainability issues as a result of global climate change, the Company's ability to protect patents, trademarks and other intellectual property rights; any breaches of, or interruptions in, our information systems; the ability of our information technology systems or information security systems to operate effectively, including as a result of security breaches, viruses, hackers, malware, natural disasters, vendor business interruptions or other causes; our ability to properly maintain, protect, repair or upgrade our information technology systems or information security systems, or problems with our transitioning to upgraded or replacement systems; the impact of adverse publicity about the Company and/or its brands, including without limitation, through social media or in connection with brand damaging events and/or public perception; fluctuations in the price, availability and quality of raw materials and contracted products as well as foreign currency fluctuations; ongoing disruptions and delays in the shipping and transportation of our products due to port congestion, container ship availability and/or other logistical challenges; the impact of political unrest, natural disasters or other crises, terrorist acts, acts of war and/or military operations; our ability to utilize our net operating loss carryforwards; changes in tax laws and liabilities, tariffs, legal, regulatory, political and economic risks; the Company’s ability to maintain a quarterly dividend; and any material differences in the actual financial results of the Rhino-Rack acquisition as compared with expectations, including the impact of the acquisition on the Company’s future earnings per share. More information on potential factors that could affect the Company’s financial results is included from time to time in the Company’s public reports filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. All forward-looking statements included in this Quarterly Report on Form 10-Q are based upon information available to the Company as of the date of this Quarterly Report on Form 10-Q, and speak only as of the date hereof. We assume no obligation to update any forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q.

Overview

Headquartered in Salt Lake City, Utah, Clarus is a global leading designer, developer, manufacturer and distributor of best-in-class outdoor equipment and lifestyle products focused on the outdoor and consumer enthusiast markets. Our mission is to identify, acquire and grow outdoor “super fan” brands through our unique “innovate and accelerate” strategy. We define a “super fan” brand as a brand that creates the world’s pre-eminent, performance-defining product that the best-in-class user cannot live without. Each of our brands has a long history of continuous product innovation for core and everyday users alike. The Company’s products are principally sold globally under the Black Diamond®, Sierra®, Barnes®, Rhino-Rack® and MAXTRAX® brand names through outdoor specialty and online retailers, our own websites, distributors and original equipment manufacturers. Our portfolio of iconic brands is well-positioned for sustainable, long-term growth underpinned by powerful industry trends across the outdoor and adventure sport end markets.

One of the key elements of our sustained financial performance is our persistent focus on brand building through product initiatives. Our iconic brands are rooted in performance-defining technologies that enable our customers to have their best days outdoors. We have a long history of technical innovation and product development, backed by an extensive patent portfolio that continues to evolve and advance our markets. We currently employ approximately 120 engineers across the portfolio, focusing on enhancing our customers’

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MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

performance in the most critical moments. Our commitment to quality, rigorous safety, and ultimately best-in-class design is evidenced by outstanding industry recognition, as we have received numerous product awards across our portfolio of super fan brands.

Each of our brands represents a unique customer value proposition. Supported by six decades of proven innovation, Black Diamond, is an established global leader in high-performance, activity-based climbing, skiing, and technical mountain sports equipment. The brand is synonymous with premium performance, safety and reliability. Our Sierra and Barnes brands have been leading specialty manufacturers of bullets and ammunition for over 50 years. Since 1947, Sierra has been dedicated to manufacturing the highest-quality, most accurate bullets in the world for hunting and sport shooting enthusiasts. Barnes traces its history back to 1932, and since 1989 has manufactured technologically-advanced lead-free bullets and premium ammunition for hunters, range shooters, military and law enforcement professionals. Founded in 1992, our Rhino-Rack brand is a globally-recognized designer and distributor of highly-engineered automotive roof racks and accessories to enhance the outdoor enthusiast’s overlanding experience. Founded in 2005, our MAXTRAX brand offers high-quality overlanding and off-road vehicle recovery and extraction tracks for the overland and off-road market.

Clarus, incorporated in Delaware in 1991, acquired Black Diamond Equipment, Ltd. (“Black Diamond Equipment”) in May 2010 and changed its name to Black Diamond, Inc. in January 2011. In October 2012, we acquired PIEPS Holding GmbH and its subsidiaries (collectively, “PIEPS”). On August 14, 2017, the Company changed its name from Black Diamond, Inc. to Clarus Corporation and its stock ticker symbol from “BDE” to “CLAR” on the NASDAQ stock exchange.

On August 21, 2017, the Company acquired Sierra Bullets, L.L.C. (“Sierra”). On November 6, 2018, the Company acquired the assets of SKINourishment, Inc. (“SKINourishment”). On October 2, 2020, the Company completed the acquisition of certain assets and liabilities constituting the Barnes business (“Barnes”). On July 1, 2021, the Company completed the acquisition of Australia-based Rhino-Rack Holdings Pty Ltd (“Rhino-Rack”). On December 1, 2021, the Company completed the acquisition of Australia-based MaxTrax Australia Pty Ltd (“MAXTRAX”).

On August 6, 2018, the Company announced that its Board of Directors approved the initiation of a quarterly cash dividend program of $0.025 per share of the Company’s common stock (the “Quarterly Cash Dividend”) or $0.10 per share on an annualized basis.  The declaration and payment of future Quarterly Cash Dividends is subject to the discretion of and approval of the Company’s Board of Directors. On July 29, 2022, the Company announced that its Board of Directors approved the payment on August 19, 2022 of the Quarterly Cash Dividend of $0.025 to the record holders of shares of the Company’s common stock as of the close of business on August 8, 2022.

Impact of COVID-19

The global outbreak of COVID-19 was declared a pandemic by the World Health Organization and a national emergency by each of the U.S., European, and Australian governments in March 2020, with governments world-wide implementing safety measures restricting travel and requiring citizen lockdowns and self-confinements for quarantining purposes. This has negatively affected the U.S., European, Australian and global economies, disrupted global supply chains, and resulted in significant transport restrictions and disruption of global financial markets.

The COVID-19 pandemic has significantly impacted the global supply chain, with restrictions and limitations on related activities causing disruption and delay, along with increased raw material, storage, and shipping costs. These disruptions and delays have strained domestic and international supply chains, which have affected and could continue to negatively affect the flow or availability of certain critical raw materials and finished good products that the Company relies upon. Furthermore, significantly increased demand from online sales channels, including our website, has impacted our logistical operations, including our fulfillment and shipping functions, which has resulted in periodic delays in the delivery of our products.

We expect a continued impact on the Company’s sales and profitability in future periods due to the ongoing impact of the pandemic. The duration of these trends and the magnitude of such impacts cannot be precisely estimated at this time, as they are affected by a number of factors (some of which are outside management’s control), including those presented in Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2021.

Critical Accounting Policies and Use of Estimates

Management’s discussion of our financial condition and results of operations is based on the consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The preparation of the consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements. Estimates also affect the reported amounts of revenues and

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MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

expenses during the reporting periods. We continually evaluate our estimates and assumptions including those related to derivatives, revenue recognition, income taxes and valuation of long-lived assets, goodwill and other intangible assets. We base our estimates on historical experience and other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates.

There have been no significant changes to our critical accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2021.

Accounting Pronouncements Issued Not Yet Adopted

None

‎

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CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

Results of Operations

Three Months Ended June 30, 2022 Compared to Three Months Ended June 30, 2021

The following presents a discussion of operations for the three months ended June 30, 2022, compared with the three months ended June 30, 2021.

	Three Months Ended
	June 30, 2022		June 30, 2021
Sales
Domestic sales	$	64,073	$	51,876
International sales		50,860		21,433
Total sales		114,933		73,309
Cost of goods sold		71,251		45,288
Gross profit		43,682		28,021
Operating expenses
Selling, general and administrative		35,444		20,704
Transaction costs		821		649
Contingent consideration benefit		(374)		-
Total operating expenses		35,891		21,353
Operating income		7,791		6,668
Other expense
Interest expense, net		(1,728)		(212)
Other, net		(1,343)		(4,461)
Total other expense, net		(3,071)		(4,673)
Income before income tax		4,720		1,995
Income tax expense		956		155
Net income	$	3,764	$	1,840

Sales

Total sales increased $41,624, or 56.8%, to $114,933, during the three months ended June 30, 2022, compared to total sales of $73,309 during the three months ended June 30, 2021. The increase in sales was primarily attributable to $27,142 of sales from the inclusion of Rhino-Rack and MAXTRAX in the current period. Additionally, there was an increase in the quantity of new and existing precision sport products sold of $6,770. There was also an increase in the quantity of new and existing outdoor products sold during the period of $9,129. This was partially offset by a decrease in sales of $1,417 due to the strengthening of the U.S. dollar against foreign currencies during the three months ended June 30, 2022, compared to the prior period.

Domestic sales increased $12,197, or 23.5%, to $64,073 during the three months ended June 30, 2022, compared to domestic sales of $51,876 during the three months ended June 30, 2021. The increase in sales was primarily attributable to $9,587 of sales from the inclusion of Rhino-Rack and MAXTRAX in the current period. Additionally, there was an increase in the quantity of new and existing precision sport products sold of $549. There was also an increase in the quantity of new and existing outdoor products sold during the period of $2,061.

International sales increased $29,427, or 137.3%, to $50,860 during the three months ended June 30, 2022, compared to international sales of $21,433 during the three months ended June 30, 2021. The increase in sales was primarily attributable to $17,555 of sales from the inclusion of Rhino-Rack and MAXTRAX in the current period. Additionally, there was an increase in the quantity of new and existing precision sport products sold of $6,221. There was also an increase in the quantity of new and existing outdoor products sold during the period of $7,068. This was partially offset by a decrease in sales of $1,417 due to the strengthening of the U.S. dollar against

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CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

foreign currencies during the three months ended June 30, 2022, compared to the prior period.

Cost of Goods Sold

Cost of goods sold increased $25,963, or 57.3%, to $71,251 during the three months ended June 30, 2022, compared to cost of goods sold of $45,288 during the three months ended June 30, 2021. The increase in cost of goods sold was primarily attributable to an increase in the number of units sold.

Gross Profit

Gross profit increased $15,661, or 55.9%, to $43,682 during the three months ended June 30, 2022, compared to gross profit of $28,021 during the three months ended June 30, 2021. Gross margin was 38.0% during the three months ended June 30, 2022, compared to a gross margin of 38.2% during the three months ended June 30, 2021. Improvements in channel and product mix were completely offset by higher freight costs at the Outdoor and Adventure segments as well as unfavorable foreign exchange impacts due to the strengthening of the U.S. dollar against foreign currencies during the three months ended June 30, 2022.

Selling, General and Administrative

Selling, general, and administrative expenses increased $14,740, or 71.2%, to $35,444 during the three months ended June 30, 2022, compared to selling, general and administrative expenses of $20,704 during the three months ended June 30, 2021. The increase in selling, general and administrative expenses is primarily due to the inclusion of Rhino-Rack and MAXTRAX, which contributed $8,493 and $1,303, respectively. Additionally, the Company incurred higher Corporate costs of $1,025 primarily related to payroll and professional fees along with an increase of stock compensation of $1,729 during the three months ended June 30, 2022 compared to the prior year. The remaining increase was primarily attributable to the Company’s investments in retail and direct-to-consumer initiatives at the Outdoor segment.

Transaction Costs

Transaction expense increased to $821 during the three months ended June 30, 2022, compared to transaction costs of $649 during the three months ended June 30, 2021, which consisted of expenses related to the Company’s various acquisition efforts.

Contingent Consideration Benefit

Contingent consideration benefit increased to $374 during the three months ended June 30, 2022, compared to $0 contingent consideration benefit during the three months ended June 30, 2021, which consisted of changes in estimated fair value of contingent consideration liabilities.

Interest Expense, net

Interest expense, net increased to $1,728 during the three months ended June 30, 2022, compared to interest expense, net of $212 during the three months ended June 30, 2021. The increase in interest expense recognized during the three months ended June 30, 2022 was primarily associated with the increase in the average outstanding debt amounts during the period compared to the prior year and the recording of certain debt issuance costs.

Other, net

Other, net changed by $3,118, or 69.9%, to $1,343 during the three months ended June 30, 2022, compared to other, net of $4,461 during the three months ended June 30, 2021. The change in other, net, was primarily attributable to changes on mark-to-market adjustments on non-hedged commodity derivative contracts during the three months ended June 30, 2022 and non-hedged foreign currency contracts during the three months ended June 30, 2021. The change was partially offset by an increase in remeasurement losses recognized on the Company’s foreign denominated accounts receivable and accounts payable.

Income Taxes

Income tax expense changed by $801, or 516.8%, to an expense of $956 during the three months ended June 30, 2022, compared to income tax expense of $155 during the same period in 2021. Our effective income tax rate was 20.3% for the three months ended June 30, 2022, and differed compared to the statutory tax rates due to the impact of foreign tax credits. For the three months ended June 30, 2021, our effective income tax rate was 7.8% and differed compared to the statutory tax rates due to a release of a partial valuation

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MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

allowance of the deferred tax assets and a discrete charge recorded during the period.

Six Months Ended June 30, 2022 Compared to Six Months Ended June 30, 2021

The following presents a discussion of operations for the six months ended June 30, 2022, compared with the six months ended June 30, 2021.

	Six Months Ended
	June 30, 2022		June 30, 2021
Sales
Domestic sales	$	126,380	$	99,449
International sales		101,829		49,191
Total sales		228,209		148,640
Cost of goods sold		140,275		93,569
Gross profit		87,934		55,071
Operating expenses
Selling, general and administrative		69,619		41,589
Transaction costs		2,022		1,125
Contingent consideration expense		389		-
Total operating expenses		72,030		42,714
Operating income		15,904		12,357
Other expense
Interest expense, net		(2,844)		(450)
Other, net		(1,410)		(4,601)
Total other expense, net		(4,254)		(5,051)
Income before income tax		11,650		7,306
Income tax expense (benefit)		2,577		(211)
Net income	$	9,073	$	7,517

Sales

Total sales increased $79,569, or 53.5%, to $228,209, during the six months ended June 30, 2022, compared to total sales of $148,640 during the six months ended June 30, 2021. The increase in sales was primarily attributable to $55,778 of sales from the inclusion of Rhino-Rack and MAXTRAX in the current period. Additionally, there was an increase in the quantity of new and existing precision sport products sold of $16,353. There was also an increase in the quantity of new and existing outdoor products sold during the period of $9,382. This was partially offset by a decrease in sales of $1,944 due to the strengthening of the U.S. dollar against foreign currencies during the six months ended June 30, 2022, compared to the prior period.

Domestic sales increased $26,931, or 27.1%, to $126,380 during the six months ended June 30, 2022, compared to domestic sales of $99,449 during the six months ended June 30, 2021. The increase in sales was primarily attributable to $18,822 of sales from the inclusion of Rhino-Rack and MAXTRAX in the current period. Additionally, there was an increase in the quantity of new and existing precision sport products sold of $6,179. This was partially offset by a decrease in the quantity of new and existing outdoor products sold during the period of $1,930.

International sales increased $52,638, or 107.0%, to $101,829 during the six months ended June 30, 2022, compared to international sales of $49,191 during the six months ended June 30, 2021. The increase in sales was primarily attributable to $36,956 of sales from the inclusion of Rhino-Rack and MAXTRAX in the current period. Additionally, there was an increase in the quantity of new and existing precision sport products sold of $10,174. There was also an increase in the quantity of new and existing outdoor products sold

32

CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

during the period of $7,452. This was partially offset by a decrease in sales of $1,944 due to the strengthening of the U.S. dollar against foreign currencies during the six months ended June 30, 2022, compared to the prior period.

Cost of Goods Sold

Cost of goods sold increased $46,706, or 49.9%, to $140,275 during the six months ended June 30, 2022, compared to cost of goods sold of $93,569 during the six months ended June 30, 2021. The increase in cost of goods sold was primarily attributable to an increase in the number of units sold.

Gross Profit

Gross profit increased $32,863, or 59.7%, to $87,934 during the six months ended June 30, 2022, compared to gross profit of $55,071 during the six months ended June 30, 2021. Gross margin was 38.5% during the six months ended June 30, 2022, compared to a gross margin of 37.0% during the six months ended June 30, 2021. Gross margin during the six months ended June 30, 2022, increased compared to the prior year due to a favorable product mix from higher margin products and from the inclusion of Rhino-Rack and MAXTRAX in the current period. This increase was partially offset by the $269 MAXTRAX fair value inventory charge due to purchase accounting during the six months ended June 30, 2022 as well as unfavorable foreign exchange impacts due to the strengthening of the U.S. dollar against foreign currencies.

Selling, General and Administrative

Selling, general, and administrative expenses increased $28,030, or 67.4%, to $69,619 during the six months ended June 30, 2022, compared to selling, general and administrative expenses of $41,589 during the six months ended June 30, 2021. The increase in selling, general and administrative expenses is primarily due to the inclusion of Rhino-Rack and MAXTRAX, which contributed $16,634 and $2,534, respectively. Additionally, the Company incurred higher Corporate costs of $1,656 primarily related to payroll and professional fees along with an increase of stock compensation of $3,572 during the six months ended June 30, 2022 compared to the prior year. The remaining increase was primarily attributable to the Company’s investments in retail and direct-to-consumer initiatives at the Outdoor segment.

Transaction Costs

Transaction expense increased to $2,022 during the six months ended June 30, 2022, compared to transaction costs of $1,125 during the six months ended June 30, 2021, which consisted of expenses related to the Company’s various acquisition efforts.

Contingent Consideration Expense

Contingent consideration expense increased to $389 during the six months ended June 30, 2022, compared to $0 contingent consideration expense during the six months ended June 30, 2021, which consisted of changes in estimated fair value of contingent consideration liabilities.

Interest Expense, net

Interest expense, net increased to $2,844 during the six months ended June 30, 2022, compared to interest expense, net of $450 during the six months ended June 30, 2021. The increase in interest expense recognized during the six months ended June 30, 2022 was primarily associated with the increase in the average outstanding debt amounts during the period compared to the prior year and the recording of certain debt issuance costs.

Other, net

Other, net changed by $3,191, or 69.4%, to $1,410 during the six months ended June 30, 2022, compared to other, net of $4,601 during the six months ended June 30, 2021. The change in other, net, was primarily attributable to changes on mark-to-market adjustments on non-hedged commodity derivative contracts during the six months ended June 30, 2022 and non-hedged foreign currency contracts during the six months ended June 30, 2021. The change was partially offset by an increase in remeasurement losses recognized on the Company’s foreign denominated accounts receivable and accounts payable.

Income Taxes

Income tax expense changed by $2,788, or -1,321.3%, to an expense of $2,577 during the six months ended June 30, 2022, compared

33

CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

to a benefit of $211 during the same period in 2021. Our effective income tax rate was 22.1% for the six months ended June 30, 2022, and differed compared to the statutory tax rates due to the impact of foreign earnings taxed at applicable statutory rates and permanent book to tax differences related to incentive stock options and officer compensation limitations. For the six months ended June 30, 2021, our effective income tax rate was a benefit of 2.9% and differed compared to the statutory tax rates due to a release of a partial valuation allowance of the deferred tax assets and a discrete charge recorded during the period.

Liquidity and Capital Resources

Six Months Ended June 30, 2022 Compared to Six Months Ended June 30, 2021

Our primary ongoing funding requirements are for working capital, expansion of our operations (both organically and through acquisitions) and general corporate needs, as well as investing activities associated with the various brands. We plan to fund these activities through a combination of our future operating cash flows and revolving credit facility which had approximately $274,528 available to borrow at June 30, 2022. We believe that our liquidity requirements and contractual obligations for at least the next 12 months will be adequately covered by cash provided by operations and our existing revolving credit facility. Additionally, long-term contractual obligations are also currently expected to be funded from cash from operations and availability under our existing credit facilities. For additional information regarding the Company’s existing credit facilities, see the section titled “Credit Agreement” below.

At June 30, 2022, we had total cash of $13,888, compared to a cash balance of $19,465 at December 31, 2021. At June 30, 2022, the Company had $5,301 of the $13,888 in cash held by foreign entities, of which $3,614 is considered permanently reinvested.

The following presents a discussion of cash flows for the condensed consolidated six months ended June 30, 2022 compared with the condensed consolidated six months ended June 30, 2021.

	Six Months Ended
	June 30, 2022		June 30, 2021
Net cash (used in) provided by operating activities	$	(6,276)	$	362
Net cash used in investing activities		(3,774)		(3,200)
Net cash provided by (used in) financing activities		4,930		(8,031)
Effect of foreign exchange rates on cash		(457)		(138)
Change in cash		(5,577)		(11,007)
Cash, beginning of year		19,465		17,789
Cash, end of period	$	13,888	$	6,782

Net Cash From Operating Activities

Net cash used in operating activities was $6,276 during the six months ended June 30, 2022, compared to net cash provided by operating activities of $362 during the six months ended June 30, 2021. The change in net cash used in operating activities during 2022 is primarily due to an increase in net operating assets, or non-cash working capital, of $20,963, partially offset by increases in depreciation and amortization expenses, as well as stock compensation during the six months ended June 30, 2022, compared to the same period in 2021.

Free cash flow, defined as net cash (used in) provided by operating activities less capital expenditures, of ($10,348) was used during the six months ended June 30, 2022 compared to ($2,863) used during the same period in 2021. The Company believes that the non-GAAP measure, free cash flow, provides an understanding of the capital required by the Company to expand its asset base. A reconciliation of free cash flows to comparable GAAP financial measures is set forth below:

	Six Months Ended
	June 30, 2022		June 30, 2021
Net cash (used in) provided by operating activities	$	(6,276)	$	362
Purchase of property and equipment		(4,072)		(3,225)
Free cash flow	$	(10,348)	$	(2,863)

34

CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

Net Cash From Investing Activities

Net cash used in investing activities was $3,774 during the six months ended June 30, 2022, compared to $3,200 during the six months ended June 30, 2021. The increase in cash used during the six months ended June 30, 2022 is due to an increase in purchases of property and equipment, compared to the same period in 2021.

Net Cash From Financing Activities

Net cash provided by financing activities was $4,930 during the six months ended June 30, 2022, compared to net cash used by financing activities of $8,031 during the six months ended June 30, 2021. The increase in cash provided during the six months ended June 30, 2022, compared to the same period in 2021 was primarily due to the net proceeds to the revolving line of credit. Cash used by financing activities during the six months ended June 30, 2021 was primarily due to the net repayments to the revolving line of credit and repayments of the term loan.

Net Operating Loss

As of December 31, 2021, the Company had net operating loss carryforwards (“NOLs”) and research and experimentation credit for U.S. federal income tax purposes of $60,712 and $2,289, respectively. The Company believes its U.S. Federal NOLs will substantially offset its future U.S. Federal income taxes until expiration. The Company has $60,712 of NOLs, of which, $39,507 expire on December 31, 2022. These NOLs are subject to compliance with Section 382 of the Internal Revenue Code of 1986, as amended.

As of December 31, 2021, the Company’s gross deferred tax asset was $38,184. The Company has recorded a valuation allowance of $4,378, resulting in a net deferred tax asset of $33,806, before deferred tax liabilities of $46,653. The Company has provided a valuation allowance against a portion of the net deferred tax assets as of December 31, 2021, because the ultimate realization of those assets does not meet the more-likely-than-not criteria. The majority of the Company’s deferred tax assets consist of net operating loss carryforwards for federal tax purposes. If a change in control were to occur, these could be limited under Section 382 of the Internal Revenue Code of 1986 (“Code”), as amended.

Credit Agreement

As of June 30, 2022, the Company had drawn approximately $25,472 of the $300,000 revolving loan commitment that was available for borrowing under the Restated Credit Agreement (as defined below), and $123,438 was outstanding under the term loan commitment. As of June 30, 2022, the interest rates on the revolving loan and term loan commitments were approximately 3.5%. The Company was in compliance with the debt covenants set forth in the Restated Credit Agreement as of June 30, 2022.

On April 18, 2022 (the “Effective Date”), the Company, Black Diamond Retail, Inc., Black Diamond Retail – Alaska, LLC, Sierra Bullets, L.L.C., SKINourishment, LLC, Black Diamond Retail – Colorado, LLC, Black Diamond Retail – Montana, LLC, Black Diamond Retail – Wyoming, LLC, Barnes Bullets-Mona, LLC, Black Diamond Retail – Oregon, LLC, Black Diamond Retail – Vermont, LLC (collectively with the Company, the “Borrowers”) and the other loan parties party thereto (together with the Borrowers, each a “Loan Party”, and collectively, the “Loan Parties”) entered into an Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”) and the lenders party thereto (the “Restated Credit Agreement”) pursuant to which the existing Credit Agreement, dated as of May 3, 2019 (as amended prior to the Effective Date, the “Existing Credit Agreement”) by and among the Company, the lenders and loan parties from time to time party thereto and the Administrative Agent was amended and restated in its entirety. Each of the Loan Parties, other than the Company, is a direct or indirect subsidiary of the Company.

The Restated Credit Agreement provides for borrowings of up to $300,000 under a secured revolving credit facility (the “Revolving Loans”) (including up to $5,000 for letters of credit), and borrowings of up to $125,000 under a secured term loan facility (the “Term Loans”). The Restated Credit Agreement also permits the Borrowers, subject to certain requirements, to arrange with lenders for an aggregate of up to $175,000 of additional revolving and/or term loan commitments (both of which are currently uncommitted), for potential aggregate revolving and term loan commitments under the Restated Credit Agreement of up to $600,000. The proceeds of loans made under the Restated Credit Agreement may be used for working capital and general corporate purposes, including acquisitions permitted under the Restated Credit Agreement. The Restated Credit Agreement matures on April 18, 2027 (the “Maturity Date”), at which time the revolving commitments thereunder will terminate and all outstanding Revolving Loans and Term Loans, together with all accrued and unpaid interest thereon, must be repaid.

The Term Loans were fully drawn on the Effective Date and cannot be reborrowed. The Restated Credit Agreement provides for quarterly amortization payments of the Term Loans on the last business day of each March, June, September and December,

35

CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

commencing on June 30, 2022. Through and including the payment due on March 31, 2023, the scheduled amortization payment is $1,563 per quarter, and each scheduled amortization payment due thereafter through the Maturity Date is $3,125 per quarter.

The Borrowers may elect to have the Revolving Loans and Term Loans under the Restated Credit Agreement bear interest at an applicable rate plus either:

(i)             in the case of alternate base rate borrowings, a rate per annum generally equal to the greatest of:

(a) the prime rate in effect on such day;

(b) 0.50% plus the greater of the Federal Reserve Bank of New York’s effective federal funds rate or the Federal Reserve Bank of New York’s overnight bank funding rate in effect on such day; and

(c) 1.00% plus the adjusted term SOFR rate for a 1-month interest period;

provided that, in certain circumstances where the alternate base rate is being used as an alternate rate of interest, the alternate base rate shall be determined only according to (a) and (b), and shall be subject to a 1.00% floor; or

(ii) in the case of term benchmark borrowings, a rate per annum as follows:

(a) for borrowings denominated in U.S. Dollars, the term SOFR rate (based on one, three or six-month interest periods) plus 0.10%, subject to a 0.00% floor; or

(b) for borrowings denominated in a Foreign Currency, the applicable rate for such Foreign Currency set forth in the Restated Credit Agreement.

The applicable rate for these borrowings will range from 0.50% to 1.625% per annum, in the case of alternate base rate borrowings, and 1.50% to 2.625% per annum, in the case of term benchmark borrowings. The applicable rate was initially 0.875% per annum, in the case of alternate base rate borrowings, and 1.875% per annum, in the case of term benchmark borrowings, however, these initial applicable rates may be adjusted from time to time based upon the level of the Company’s consolidated total leverage ratio, which is more fully discussed in the Restated Credit Agreement. If one or more of the above interest rates are not determinable, or under certain other circumstances set forth in the Restated Credit Agreement, a substitute or alternative interest rate may apply under the Restated Credit Agreement.

The Restated Credit Agreement also requires the Borrowers to pay a commitment fee on the unused portion of the revolving loan commitments. Such commitment fee will range between 0.15% and 0.30% per annum, and is also based upon the level of the Company’s consolidated total leverage ratio, which is more fully discussed in the Restated Credit Agreement. The Company is also obligated to pay other customary closing fees, arrangement fees, administration fees and letter of credit fees for a credit facility of this size and type.

The Restated Credit Agreement contains customary affirmative and negative covenants, including limitations on the ability of the Company and its subsidiaries to perform the following, subject to certain customary exceptions, qualifications and “baskets”: (i) incur additional debt; (ii) create liens; (iii) engage in mergers, consolidations, certain divisions, liquidations or dissolutions other than in certain permitted instances as described in the Restated Credit Agreement; (iv) substantially change the business conducted by the Company and its subsidiaries; (v) make certain investments, loans, advances, guarantees and acquisitions other than in certain permitted instances as described in the Restated Credit Agreement; (vi) sell assets; (vii) pay dividends or make distributions or other restricted payments if certain conditions in the Restated Credit Agreement are not fulfilled; (viii) prepay other indebtedness; (ix) engage in certain transactions with affiliates; (x) enter into agreements that restrict dividends from subsidiaries or the ability of subsidiaries to grant liens upon their assets; (xi) amend certain charter documents and material agreements governing subordinated indebtedness; (xii) permit the consolidated total leverage ratio, which is to be determined for each quarter end on a trailing twelve month basis, from exceeding a limit of 3:75 to 1, provided, that, subject to certain terms and conditions set forth in the Restated Credit Agreement, so long as no Event of Default (as defined in the Restated Credit Agreement) exists at such time or would result therefrom, the Company may elect to increase the maximum consolidated total leverage ratio permitted under the Restated Credit Agreement to 4.25:1.00 for a period of four consecutive fiscal quarters in connection with any acquisition permitted under the Restated Credit Agreement for which the aggregate consideration is greater than or equal to $60,000; and (xiii) permit the consolidated fixed charge coverage ratio, which is to be determined for each quarter end on a trailing twelve month basis, to be less than 1.25 to 1.

36

CLARUS CORPORATION

MANAGEMENT DISCUSSION AND ANALYSIS

(in thousands, except per share amounts)

The Restated Credit Agreement also contains customary events of default, including, but not limited to: (i) failure to pay amounts due under the Restated Credit Agreement; (ii) materially incorrect representations and warranties; (iii) failure to comply with covenants; (iv) change of control; and (v) default under other indebtedness aggregating at least $3,000.

The obligations of each Loan Party under the Restated Credit Agreement are guaranteed by each other Loan Party. All obligations under the Restated Credit Agreement, and the guarantees of those obligations (as well as banking services obligations and certain swap agreements), are secured by pledges and liens on 100% of the equity interests of domestic subsidiaries, either 100% or 65% of the equity interests of certain foreign subsidiaries, and the accounts receivable, inventory, intellectual property and certain real property or other assets of the Loan Parties pursuant to (i) a Pledge and Security Agreement, dated as of May 3, 2019, by and among certain of the Loan Parties and the Administrative Agent (as amended from time to time prior to the Effective Date, the “PSA”), (ii) a General Security Deed, dated as of August 30, 2021, by and among certain of the Loan Parties and the Administrative Agent (the “Oscar GSD”), (iii) a General Security Deed, dated as of January 31, 2022, by and among certain of the Loan Parties and the Administrative Agent (the “Simpson GSD”) or (iv) a mortgage or other applicable security agreement or instrument. Each of the PSA, the Oscar GSD and the Simpson GSD was reaffirmed by the Loan Parties on the Effective Date pursuant to a Reaffirmation Agreement dated as of the Effective Date by and among the Administrative Agent and the Loan Parties (the “Reaffirmation Agreement”) pursuant to which each Loan Party ratified and reaffirmed its obligations to the Lenders in connection with entering into the Restated Credit Agreement.

Off-Balance Sheet Arrangements

We do not engage in any transactions or have relationships or other arrangements with unconsolidated entities. These include special purpose and similar entities or other off-balance sheet arrangements. We also do not engage in energy, weather or other commodity-based contracts.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There has not been any material change in the market risk disclosure contained in our Annual Report on Form 10-K for the year ended December 31, 2021.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company’s management carried out an evaluation, under the supervision and with the participation of the Company’s Executive Chairman and Chief Financial Officer, its principal executive officer and principal financial officer, respectively, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15I and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”)) as of June 30, 2022, pursuant to Exchange Act Rule 13a-15. Such disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company is accumulated and communicated to the appropriate management on a basis that permits timely decisions regarding disclosure. Based upon that evaluation, the Company’s Executive Chairman and Chief Financial Officer concluded that the Company’s disclosure controls and procedures as of June 30, 2022, were effective.

On July 1, 2021, the Company completed the acquisition of Australia-based Rhino-Rack Holdings Pty Ltd (“Rhino-Rack”). On December 1, 2021, the Company completed the acquisition of Australia-based MaxTrax Australia Pty Ltd (“MAXTRAX”). Management excluded Rhino-Rack and MAXTRAX from its assessment of the effectiveness of the Company’s internal control over financial reporting as of June 30, 2022.

Changes in Internal Control over Financial Reporting

The Company acquired MAXTRAX and Rhino-Rack on December 1, 2021 and July 1, 2021, respectively. The Company is currently in the process of integrating the internal controls over financial reporting at MAXTRAX and Rhino-Rack. Except for the continued integration of MAXTRAX and Rhino-Rack, there has been no change in our internal control over financial reporting that occurred during the six months ended June 30, 2022, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.  

37

CLARUS CORPORATION

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Legal Proceedings

The Company is involved in various legal disputes and other legal proceedings that arise from time to time in the ordinary course of business. Based on currently available information, the Company does not believe that the disposition of any of the legal disputes the Company or its subsidiaries is currently involved in will have a material adverse effect upon the Company’s consolidated financial condition, results of operations or cash flows. It is possible that, as additional information becomes available, the impact on the Company of an adverse determination could have a different effect.

Litigation

The Company is involved in various lawsuits arising from time to time that the Company considers ordinary routine litigation incidental to its business. Amounts accrued for litigation matters represent the anticipated costs (damages and/or settlement amounts) in connection with pending litigation and claims and related anticipated legal fees for defending such actions, which legal fees are expensed as incurred. The costs are accrued when it is both probable that a liability has been incurred and the amount can be reasonably estimated. The accruals are based upon the Company’s assessment, after consultation with counsel (if deemed appropriate), of probable loss based on the facts and circumstances of each case, the legal issues involved, the nature of the claim made, the nature of the damages sought and any relevant information about the plaintiffs and other significant factors that vary by case. When it is not possible to estimate a specific expected cost to be incurred, the Company evaluates the range of probable loss and records the minimum end of the range. Based on currently available information, the Company does not believe that it is reasonably possible that the disposition of any of the legal disputes the Company or its subsidiaries is currently involved in will have a material adverse effect upon the Company’s consolidated financial condition, results of operations or cash flows. There is a reasonable possibility of loss from contingencies in excess of the amounts accrued by the Company in the accompanying condensed consolidated balance sheets; however, the actual amounts of such possible losses cannot currently be reasonably estimated by the Company at this time. It is possible that, as additional information becomes available, the impact on the Company could have a different effect.

Product Liability

As a consumer goods manufacturer and distributor, the Company faces the risk of product liability and related lawsuits involving claims for substantial money damages, product recall actions and higher than anticipated rates of warranty returns or other returns of goods. The Company is therefore vulnerable to various personal injury and property damage lawsuits relating to its products and incidental to its business.

Based on current information, there are no pending product liability claims and lawsuits of the Company, which the Company believes in the aggregate, will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows.

ITEM 1A. RISK FACTORS

There have been no material changes in our risk factors from those disclosed in Part I, Item 1A. of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

‎

38

CLARUS CORPORATION

ITEM 6. EXHIBITS

Exhibit	Description
31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **
32.2	Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. **
101.INS	XBRL Instance Document *
101.SCH	XBRL Taxonomy Extension Schema Document *
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document *
101.LAB	XBRL Taxonomy Extension Label Linkbase Document *
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document *
104	Cover Page Interactive Data File – formatted as Inline XBRL and contained in Exhibit 101
*	Filed herewith
**	Furnished herewith

‎

39

CLARUS CORPORATION

SIGNATURES

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

	CLARUS CORPORATION
Date: August 1, 2022	By:	/s/ Warren B. Kanders
	Name:	Warren B. Kanders
	Title:	Executive Chairman
		(Principal Executive Officer)
Date: August 1, 2022	By:	/s/ Michael J. Yates
	Name:	Michael J. Yates
	Title:	Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

40

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Warren B. Kanders, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Clarus Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 1, 2022	By:	/s/ Warren B. Kanders
	Name:	Warren B. Kanders
	Title:	Executive Chairman
		(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2  

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Michael J. Yates, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Clarus Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 1, 2022	By:	/s/ Michael J. Yates
	Name:	Michael J. Yates
	Title:	Chief Financial Officer
		(Principal Financial Officer and
		Principal Accounting Officer)

EX-32.1

EXHIBIT 32.1 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Clarus Corporation (the “Company”) on Form 10-Q for the period ended June 30, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Warren B. Kanders, Executive Chairman, certify to my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: 

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date: August 1, 2022	By:	/s/ Warren B. Kanders
	Name:	Warren B. Kanders
	Title:	Executive Chairman
		(Principal Executive Officer)

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Clarus Corporation (the “Company”) on Form 10-Q for the period ended June 30, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael J. Yates, Chief Financial Officer, certify to my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: 

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. 

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. 

N
Date: August 1, 2022	By:	/s/ Michael J. Yates
	Name:	Michael J. Yates
	Title:	Chief Financial Officer
		(Principal Financial Officer and
		Principal Accounting Officer)

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Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2022	Jul. 27, 2022
Document And Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2022
Document Fiscal Year Focus	2022
Document Transition Report	false
Entity File Number	001-34767
Entity Registrant Name	CLARUS CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	58-1972600
Entity Address, Address Line One	2084 East 3900 South
Entity Address, City or Town	Salt Lake City
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84124
City Area Code	801
Local Phone Number	278-5552
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Title of 12(b) Security	Common Stock, par value $.0001 per share
Trading Symbol	CLAR
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		37,374,595
Entity Central Index Key	0000913277
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q2
Amendment Flag	false

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Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Current assets
Cash	$ 13,888	$ 19,465
Accounts receivable, less allowance for credit losses of $1,288 and $811	70,560	66,180
Inventories	153,056	129,354
Prepaid and other current assets	12,733	11,831
Income tax receivable	624	116
Total current assets	250,861	226,946
Property and equipment, net	42,916	42,826
Other intangible assets, net	63,029	73,683
Indefinite-lived intangible assets	123,851	128,271
Goodwill	115,658	118,090
Deferred income taxes	22,367	22,433
Other long-term assets	19,329	19,578
Total assets	638,011	631,827
Current liabilities
Accounts payable	31,476	31,488
Accrued liabilities	27,103	27,473
Income tax payable	1,723	4,437
Current portion of long-term debt	8,871	9,585
Total current liabilities	69,173	72,983
Long-term debt, net	140,739	131,948
Deferred income taxes	33,445	35,280
Other long-term liabilities	21,628	21,448
Total liabilities	264,985	261,659
Stockholders' Equity
Preferred stock, $0.0001 par value per share; 5,000 shares authorized; none issued
Common stock, $0.0001 par value per share; 100,000 shares authorized; 41,328 and 41,105 issued and 37,266 and 37,094 outstanding, respectively	4	4
Additional paid in capital	670,586	662,996
Accumulated deficit	(256,130)	(263,342)
Treasury stock, at cost	(25,537)	(24,440)
Accumulated other comprehensive income (loss)	(15,897)	(5,050)
Total stockholders' equity	373,026	370,168
Total liabilities and stockholders' equity	$ 638,011	$ 631,827

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Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Condensed Consolidated Balance Sheets
Allowance for credit losses	$ 1,288	$ 811
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	41,328,000	41,105,000
Common stock, shares outstanding	37,266,000	37,094,000

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Condensed Consolidated Statements Of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Sales
Sales	$ 114,933	$ 73,309	$ 228,209	$ 148,640
Cost of goods sold	71,251	45,288	140,275	93,569
Gross profit	43,682	28,021	87,934	55,071
Operating expenses
Selling, general and administrative	35,444	20,704	69,619	41,589
Transaction costs	821	649	2,022	1,125
Contingent consideration expense	(374)		389
Total operating expenses	35,891	21,353	72,030	42,714
Operating income	7,791	6,668	15,904	12,357
Other expense
Interest expense, net	(1,728)	(212)	(2,844)	(450)
Other, net	(1,343)	(4,461)	(1,410)	(4,601)
Total other expense, net	(3,071)	(4,673)	(4,254)	(5,051)
Income before income tax	4,720	1,995	11,650	7,306
Income tax expense (benefit)	956	155	2,577	(211)
Net income (loss)	3,764	1,840	9,073	7,517
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment	(17,632)	295	(11,555)	(721)
Unrealized gain on hedging activities	622	108	708	1,004
Other comprehensive income (loss)	(17,010)	403	(10,847)	283
Comprehensive income (loss)	$ (13,246)	$ 2,243	$ (1,774)	$ 7,800
Net income per share:
Basic	$ 0.10	$ 0.06	$ 0.24	$ 0.24
Diluted	$ 0.09	$ 0.06	$ 0.23	$ 0.23
Weighted average shares outstanding:
Basic	37,235	31,367	37,199	31,325
Diluted	39,697	33,190	39,751	32,970
Domestic Sales [Member]
Sales
Sales	$ 64,073	$ 51,876	$ 126,380	$ 99,449
International Sales [Member]
Sales
Sales	$ 50,860	$ 21,433	$ 101,829	$ 49,191

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Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash Flows From Operating Activities:
Net income	$ 9,073	$ 7,517
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation of property and equipment	3,709	2,705
Amortization of other intangible assets	8,057	2,394
Amortization of debt issuance costs	361	162
Loss (gain) on disposition of property and equipment	18	(8)
Noncash lease expense	1,652	698
Contingent consideration expense	365
Stock-based compensation	6,922	3,350
Deferred income taxes	276	(710)
Changes in operating assets and liabilities:
Accounts receivable	(11,825)	(1,243)
Inventories	(26,237)	(14,874)
Prepaid and other assets	(380)	(6,575)
Accounts payable	5,288	2,434
Accrued liabilities	(443)	4,375
Income taxes	(3,112)	137
Net cash provided by (used in) operating activities	(6,276)	362
Cash Flows From Investing Activities:
Proceeds from disposition of property and equipment	298	25
Purchases of property and equipment	(4,072)	(3,225)
Net cash provided by (used in) investing activities	(3,774)	(3,200)
Cash Flows From Financing Activities:
Proceeds from revolving credit facilities	61,933	15,217
Repayments on revolving credit facilities	(54,961)	(20,684)
Repayments on term loans	(123,542)	(2,000)
Proceeds from issuance of term loans	125,000
Payment of debt issuance costs	(1,210)
Purchase of treasury stock	(1,097)	(651)
Proceeds from exercise of stock options	668	1,652
Cash dividends paid	(1,861)	(1,565)
Net cash provided by (used in) financing activities	4,930	(8,031)
Effect of foreign exchange rates on cash	(457)	(138)
Change in cash	(5,577)	(11,007)
Cash, beginning of year	19,465	17,789
Cash, end of period	13,888	6,782
Supplemental Disclosure of Cash Flow Information:
Cash paid income taxes	5,492	353
Cash paid for interest	2,339	309
Supplemental Disclosures of Non-Cash Investing and Financing Activities:
Property and equipment purchased with accounts payable	607	236
Unpaid debt issuance costs	175	217
Lease liabilities arising from obtaining right of use assets	$ 1,324	$ 3,933

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Condensed Consolidated Statements Of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Total
Balance at Dec. 31, 2020	$ 4	$ 513,979	$ (286,100)	$ (23,789)	$ 500	$ 204,594
Balance, shares at Dec. 31, 2020	35,198
Balance, shares at Dec. 31, 2020				(3,970)
Net income			5,677			5,677
Other comprehensive income (loss)					(120)	(120)
Cash dividends ($0.025 per share)			(783)			(783)
Purchase of treasury stock				$ (651)		(651)
Purchase of treasury stock, shares				(41)
Stock-based compensation expense		1,524				1,524
Proceeds from exercise of options		246				246
Proceeds from exercise of options, shares	127
Balance at Mar. 31, 2021	$ 4	515,749	(281,206)	$ (24,440)	380	210,487
Balance, shares at Mar. 31, 2021	35,325
Balance, shares at Mar. 31, 2021				(4,011)
Balance at Dec. 31, 2020	$ 4	513,979	(286,100)	$ (23,789)	500	204,594
Balance, shares at Dec. 31, 2020	35,198
Balance, shares at Dec. 31, 2020				(3,970)
Net income						7,517
Other comprehensive income (loss)						283
Stock-based compensation expense						3,350
Balance at Jun. 30, 2021	$ 4	518,981	(280,148)	$ (24,440)	783	215,180
Balance, shares at Jun. 30, 2021	35,496
Balance, shares at Jun. 30, 2021				(4,011)
Balance at Mar. 31, 2021	$ 4	515,749	(281,206)	$ (24,440)	380	210,487
Balance, shares at Mar. 31, 2021	35,325
Balance, shares at Mar. 31, 2021				(4,011)
Net income			1,840			1,840
Other comprehensive income (loss)					403	403
Cash dividends ($0.025 per share)			(782)			(782)
Stock-based compensation expense		1,826				1,826
Proceeds from exercise of options		1,406				1,406
Proceeds from exercise of options, shares	171
Balance at Jun. 30, 2021	$ 4	518,981	(280,148)	$ (24,440)	783	215,180
Balance, shares at Jun. 30, 2021	35,496
Balance, shares at Jun. 30, 2021				(4,011)
Balance at Dec. 31, 2021	$ 4	662,996	(263,342)	$ (24,440)	(5,050)	370,168
Balance, shares at Dec. 31, 2021	41,105
Balance, shares at Dec. 31, 2021				(4,011)
Net income			5,309			5,309
Other comprehensive income (loss)					6,163	6,163
Cash dividends ($0.025 per share)			(930)			(930)
Purchase of treasury stock				$ (1,097)		(1,097)
Purchase of treasury stock, shares				(51)
Stock-based compensation expense		3,367				3,367
Proceeds from exercise of options		126				126
Proceeds from exercise of options, shares	167
Balance at Mar. 31, 2022	$ 4	666,489	(258,963)	$ (25,537)	1,113	383,106
Balance, shares at Mar. 31, 2022	41,272
Balance, shares at Mar. 31, 2022				(4,062)
Balance at Dec. 31, 2021	$ 4	662,996	(263,342)	$ (24,440)	(5,050)	370,168
Balance, shares at Dec. 31, 2021	41,105
Balance, shares at Dec. 31, 2021				(4,011)
Net income						9,073
Other comprehensive income (loss)						(10,847)
Stock-based compensation expense						6,922
Balance at Jun. 30, 2022	$ 4	670,586	(256,130)	$ (25,537)	(15,897)	373,026
Balance, shares at Jun. 30, 2022	41,328
Balance, shares at Jun. 30, 2022				(4,062)
Balance at Mar. 31, 2022	$ 4	666,489	(258,963)	$ (25,537)	1,113	383,106
Balance, shares at Mar. 31, 2022	41,272
Balance, shares at Mar. 31, 2022				(4,062)
Net income			3,764			3,764
Other comprehensive income (loss)					(17,010)	(17,010)
Cash dividends ($0.025 per share)			(931)			(931)
Stock-based compensation expense		3,555				3,555
Proceeds from exercise of options		542				542
Proceeds from exercise of options, shares	56
Balance at Jun. 30, 2022	$ 4	$ 670,586	$ (256,130)	$ (25,537)	$ (15,897)	$ 373,026
Balance, shares at Jun. 30, 2022	41,328
Balance, shares at Jun. 30, 2022				(4,062)

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Condensed Consolidated Statements Of Stockholders' Equity (Parenthetical) - $ / shares	3 Months Ended
	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021	Mar. 31, 2021
Condensed Consolidated Statements Of Stockholders' Equity [Abstract]
Dividends per share	$ 0.025	$ 0.025	$ 0.025	$ 0.025

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Nature Of Operations And Summary Of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2022
Nature Of Operations And Summary Of Significant Accounting Policies [Abstract]
Nature Of Operations And Summary Of Significant Accounting Policies	NOTE 1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited condensed consolidated financial statements of Clarus Corporation and subsidiaries (which may be referred to as the “Company,” “Clarus,” “we,” “us” or “our”) as of June 30, 2022 and December 31, 2021 and for the three and six months ended June 30, 2022 and 2021, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments, except otherwise disclosed) necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included. The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be obtained for the year ending December 31, 2022. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (the “SEC”) on March 7, 2022. Nature of Business Headquartered in Salt Lake City, Utah, we are a global leading designer, developer, manufacturer and distributor of best-in-class outdoor equipment and lifestyle products focused on the outdoor and consumer enthusiast markets. Our mission is to identify, acquire and grow outdoor “super fan” brands through our unique “innovate and accelerate” strategy. We define a “super fan” brand as a brand that creates the world’s pre-eminent, performance-defining product that the best-in-class user cannot live without. Each of our brands has a long history of continuous product innovation for core and everyday users alike. The Company’s products are principally sold globally under the Black Diamond®, Sierra®, Barnes®, Rhino-Rack® and MAXTRAX® brand names through outdoor specialty and online retailers, our own websites, distributors and original equipment manufacturers. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates relate to the fair value of net assets acquired in business combinations, excess or obsolete inventory, allowance for credit losses, contingent consideration liabilities, and valuation of deferred tax assets. We base our estimates on historical experience, projected future cash flows, and other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates. Significant Accounting Policies Accounting Pronouncements adopted during 2022 During the three months and six months ended June 30, 2022, the Company adopted Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU was adopted on a prospective basis. This ASU provides temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-Bank Offered Rate (“LIBOR”) which was phased out in 2021, to alternate reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures.

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Acquisitions

6 Months Ended

Jun. 30, 2022

Acquisitions [Abstract]

Acquisitions

NOTE 2. ACQUISITIONS

MAXTRAX

On November 26, 2021, Clarus entered into a Share and Unit Purchase Agreement (the “MAXTRAX Purchase Agreement”) to acquire MaxTrax Australia Pty Ltd (“MAXTRAX”), which subsequently closed on December 1, 2021. All United States dollar amounts contained herein are based on the exchange rates in effect for Australian dollars ($AUD) and the market value of the Company’s common stock at the time of closing of the acquisition of MAXTRAX (the “MAXTRAX Acquisition”).

The Company acquired MAXTRAX for an aggregate purchase price of $AUD 49,744 (approximately $35,475), subject to a post-closing adjustment, comprised of $AUD 37,551 (approximately $26,780) cash, 107 shares of the Company’s common stock valued at $2,594, and additional consideration described below. The MAXTRAX Purchase Agreement also provides for the payment of additional consideration in the form of shares of the Company’s common stock valued at $AUD 6,250 (approximately $4,457) split equally on

June 30, 2022 and 2023. Subsequent to June 30, 2022, approximately 108 shares of the Company’s common stock were issued in accordance with the MAXTRAX Purchase Agreement as additional consideration. The MAXTRAX Purchase Agreement provides for the payment of additional contingent consideration up to $AUD 6,250 (approximately $4,457) in cash if certain future net sales thresholds are met during 2022 and 2023 (the “MAXTRAX Contingent Consideration”). The Company estimated the initial fair value of the MAXTRAX Contingent Consideration to be $AUD 2,307 (approximately $1,644) and has recorded this liability within accrued liabilities and other long-term liabilities. The net sales threshold required for the payment of the 2022 portion of the MAXTRAX Contingent Consideration was met during the 2022 measurement period ended June 30, 2022. See Note 10 for discussion regarding the valuation of the MAXTRAX Contingent Consideration as of June 30, 2022. The acquisition was accounted for as a business combination.

Rhino-Rack

On May 30, 2021, Clarus entered into a Share Sale and Purchase Agreement (the “Purchase Agreement”) to acquire Rhino-Rack Holdings Pty Ltd (“Rhino-Rack”), which subsequently closed on July 1, 2021. All United States dollar amounts contained herein are based on the exchange rates in effect for Australian dollars ($AUD) and the market value of the Company’s common stock at the time of closing of the acquisition of Rhino-Rack (the “Rhino-Rack Acquisition”).

The Company acquired Rhino-Rack for an aggregate purchase price of approximately $AUD 269,696 (approximately $202,488), subject to a post-closing adjustment, comprised of approximately $AUD 191,249 (approximately $143,590) cash, 2,315 shares of the Company’s common stock valued at $55,333, and additional contingent consideration described below. The Purchase Agreement also provides for the payment of additional contingent consideration up to approximately $AUD 10,000 (approximately $7,508) if certain future net sales thresholds are met (the “Rhino-Rack Contingent Consideration”). The Company estimated the initial fair value of the Rhino-Rack Contingent Consideration to be approximately $AUD 4,747 (approximately $3,565) and has recorded this liability within accrued liabilities. The net sales threshold required for the payment of the Rhino-Rack Contingent Consideration was not met during the measurement period ended June 30, 2022. See Note 10 for discussion regarding the valuation of the Rhino-Rack Contingent Consideration as of June 30, 2022. The acquisition was accounted for as a business combination.

The Company believes the acquisitions of MAXTRAX and Rhino-Rack are expected to provide the Company with a greater combined global revenue base, increased gross margins, profitability and free cash flows, and access to increased liquidity to further seek to acquire and grow businesses.

The following table is a reconciliation to the fair value of the purchase consideration and how the purchase consideration is allocated to assets acquired and liabilities assumed which have been estimated at their fair values. The fair value estimates for the purchase price allocation for MAXTRAX and Rhino-Rack are based on the Company’s best estimates and assumptions as of the reporting date and are considered preliminary. Since our initial purchase price allocation for the MAXTRAX acquisition, we have increased the fair value of accrued liabilities assumed and goodwill by $741. These adjustments were made after receiving certain information, which existed as of the date of acquisition, related to the fair value of assumed liabilities and such amounts were recorded during the first quarter of 2022. The fair value measurements of identifiable assets and liabilities, and the resulting goodwill related to the MAXTRAX Acquisition are subject to change and the final purchase price allocations could be different from the amounts presented below. We expect to finalize the valuation of MAXTRAX as soon as practicable, but not later than one year from the date of the acquisition. The fair value measurements for the acquisition of Rhino-Rack have been completed. The excess of purchase consideration over the assets acquired and liabilities assumed is recorded as goodwill. Goodwill for MAXTRAX and Rhino-Rack is included in the Adventure segment. The goodwill consists largely of the growth and profitability expected from these acquisitions.

	MAXTRAX			Rhino-Rack
	December 1, 2021			July 1, 2021
	Number of Shares	Estimated Fair Value		Number of Shares	Estimated Fair Value
Cash paid	-	$	26,780	-	$	143,590
Issuance of shares of Clarus Corporation	107		2,594	2,315		55,333
Future issuance of shares of Clarus Corporation	-		4,457	-		-
Contingent consideration	-		1,644	-		3,565
Total purchase consideration	107	$	35,475	2,315	$	202,488
Assets acquired and liabilities assumed
Assets
Cash		$	1,869		$	7,513
Accounts receivable			2,791			10,769
Inventories			1,819			27,046
Prepaid and other current assets			883			644
Property and equipment			139			4,619
Other intangible assets			10,341			55,400
Indefinite-lived intangible assets			10,555			72,800
Goodwill			15,199			78,347
Other long-term assets			979			11,468
Total assets			44,575			268,606
Liabilities
Accounts payable and accrued liabilities			2,176			16,511
Income tax payable			251			3,413
Current portion of long-term debt			-			607
Long-term debt			-			2,107
Deferred income taxes			5,863			32,451
Other long-term liabilities			810			11,029
Total liabilities			9,100			66,118
Net Book Value Acquired		$	35,475		$	202,488

The estimated fair value of inventory was recorded at expected sales price less cost to sell plus a reasonable profit margin for selling efforts.

In connection with the acquisitions, the Company acquired exclusive rights to MAXTRAX’s and Rhino-Rack’s trademarks, customer relationships, and product technologies. The amounts assigned to each class of intangible asset, other than goodwill acquired, and the related average useful lives as of the acquisition dates, are as follows:

	MAXTRAX				Rhino-Rack
			Average				Average
	Gross		Useful Life		Gross		Useful Life
Intangibles subject to amortization
Customer relationships	$	8,986		13.5 years	$	40,400		13.5 years
Product technologies		1,355		7.0 years		15,000		10.0 years
Intangibles not subject to amortization
Trademarks		10,555		N/A		72,800		N/A
	$	20,896		12.6 years	$	128,200		12.6 years

The full amount of goodwill of $15,199 for MAXTRAX and $78,347 for Rhino-Rack is expected to be non-deductible for tax purposes. No pre-existing relationships existed between the Company and MAXTRAX and Rhino-Rack or their sellers prior to the acquisition. MAXTRAX and Rhino-Rack revenue and operating income are included in the Adventure segment.

The following unaudited pro forma results are based on the individual historical results of the Company, MAXTRAX and Rhino-Rack, with adjustments to give effect as if the acquisitions and borrowings used to finance the acquisitions had occurred on January 1, 2020, after giving effect to certain adjustments, including the amortization of intangible assets, depreciation of fixed assets, interest expense and taxes and assumes the purchase price was allocated to the assets purchased and liabilities assumed based on their fair market values at the date of purchase.

	Three Months Ended		Six Months Ended
	June 30, 2021		June 30, 2021
Sales	$	99,083	$	206,092
Net income	$	1,046	$	11,031
Net income per share - basic	$	0.03	$	0.35
Net income per share - diluted	$	0.03	$	0.33

The unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred had the transactions been consummated as of January 1, 2020. Furthermore, such pro forma information is not necessarily indicative of future operating results of the combined companies and should not be construed as representative of the operating results of the combined companies for any future dates or periods.

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Inventories

6 Months Ended

Jun. 30, 2022

Inventories [Abstract]

Inventories

NOTE 3. INVENTORIES

Inventories, as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Finished goods	$	106,055	$	86,647
Work-in-process		9,721		10,336
Raw materials and supplies		37,280		32,371
	$	153,056	$	129,354

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Property And Equipment

6 Months Ended

Jun. 30, 2022

Property And Equipment [Abstract]

Property And Equipment

NOTE 4. PROPERTY AND EQUIPMENT

Property and equipment, net, as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Land	$	4,160	$	4,160
Building and improvements		17,059		16,403
Furniture and fixtures		7,335		6,677
Computer hardware and software		8,314		7,512
Machinery and equipment		34,620		33,581
Construction in progress		4,579		4,312
		76,067		72,645
Less accumulated depreciation		(33,151)		(29,819)
	$	42,916	$	42,826

Depreciation expense for the three months ended June 30, 2022 and 2021 was $1,877 and $1,349, respectively, and for the six months ended June 30, 2022 and 2021 was $3,709 and $2,705, respectively.

 

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Goodwill And Intangible Assets

6 Months Ended

Jun. 30, 2022

Goodwill And Intangible Assets [Abstract]

Goodwill And Intangible Assets

NOTE 5. GOODWILL AND INTANGIBLE ASSETS

Goodwill

The following table summarizes the balances in goodwill by segment:

	Outdoor		Precision Sport		Adventure		Total
Balance at December 31, 2021	$	-	$	26,715	$	91,375	$	118,090
Acquisition adjustment		-		-		741		741
Impact of foreign currency exchange rates		-		-		(3,173)		(3,173)
Balance at June 30, 2022	$	-	$	26,715	$	88,943	$	115,658

Indefinite Lived Intangible Assets

The following table summarizes the changes in indefinite lived intangible assets:

Balance at December 31, 2021	$	128,271
Impact of foreign currency exchange rates		(4,420)
Balance at June 30, 2022	$	123,851

Trademarks classified as indefinite-lived intangible assets by brand as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Black Diamond	$	19,600	$	19,600
PIEPS		2,917		3,166
Sierra		18,900		18,900
Barnes		5,600		5,600
Rhino-Rack		66,659		70,278
MAXTRAX		10,175		10,727
	$	123,851	$	128,271

Other Intangible Assets, net

The following table summarizes the changes in gross other intangible assets:

Gross balance at December 31, 2021	$	104,681
Impact of foreign currency exchange rates		(3,337)
Gross balance at June 30, 2022	$	101,344

Other intangible assets, net of amortization as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022
	Gross		Accumulated Amortization		Net		Weighted Average Useful Life
Intangibles subject to amortization
Customer relationships	$	77,717	$	(29,290)	$	48,427		13.8 years
Product technologies		21,417		(7,320)		14,097		10.2 years
Tradename / trademark		1,263		(758)		505		9.4 years
Core technologies		947		(947)		-		10.0 years
	$	101,344	$	(38,315)	$	63,029		13.0 years
	December 31, 2021
	Gross		Accumulated Amortization		Net		Weighted Average Useful Life
Customer relationships	$	80,078	$	(23,804)	$	56,274		13.8 years
Product technologies		22,393		(5,557)		16,836		10.2 years
Tradename / trademark		1,263		(690)		573		9.4 years
Core technologies		947		(947)		-		10.0 years
	$	104,681	$	(30,998)	$	73,683		12.9 years

Amortization expense for the three months ended June 30, 2022 and 2021, was $3,937 and $1,197, respectively, and for the six months ended June 30, 2022 and 2021 was $8,057 and $2,394, respectively. Future amortization expense for other intangible assets as of June 30, 2022 is as follows:

Years Ending December 31,	Amortization Expense
2022 (excluding the six months ended June 30, 2022)	$	7,398
2023		12,882
2024		10,840
2025		8,769
2026		6,732
2027		4,917
Thereafter		11,491
	$	63,029

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Accrued Liabilities And Other Long-Term Liabilities

6 Months Ended

Jun. 30, 2022

Accrued Liabilities And Other Long-Term Liabilities [Abstract]

Accrued Liabilities And Other Long-Term Liabilities

NOTE 6. ACCRUED LIABILITIES AND OTHER LONG-TERM LIABILITIES

Accrued liabilities as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Accrued payroll and related items	$	4,835	$	5,029
Accrued bonus		4,350		3,615
Accrued warranty		1,604		1,529
Current lease liabilities		2,842		2,824
Accrued commissions		692		811
Contingent consideration liabilities		2,148		2,791
Accrued excise tax		980		724
Other		9,652		10,150
	$	27,103	$	27,473

Other long-term liabilities as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Long-term lease liability	$	14,316	$	15,111
Deferred stock consideration for business acquisition		4,703		4,530
Contingent consideration liability		1,504		694
Other		1,105		1,113
	$	21,628	$	21,448

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Long-Term Debt

6 Months Ended

Jun. 30, 2022

Long-Term Debt [Abstract]

Long-Term Debt

NOTE 7. LONG-TERM DEBT

Long-term debt as of June 30, 2022 and December 31, 2021, was as follows:

	June 30, 2022		December 31, 2021
Revolving credit facility (a)	$	25,472	$	18,501
Other debt (b)		1,266		1,467
Term loan (c)		123,438		121,874
Debt issuance costs		(566)		(309)
		149,610		141,533
Less current portion		(8,871)		(9,585)
	$	140,739	$	131,948

On January 3, 2022, the Company and certain of its direct and indirect subsidiaries entered into Amendment No. 4 (“Amendment No. 4”) to the existing credit agreement, dated as of May 3, 2019 (the “Existing Credit Agreement”) by and among the Company, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto. Amendment No. 4, among other things, permits (i) the Company to borrow in Australian Dollars and New Zealand Dollars in order to support the operations of the Company in Australia and New Zealand and (ii) provides for addbacks to EBITDA, for debt covenant purposes, (as defined in the Existing Credit Agreement) under the Existing Credit Agreement for expenses relating to activities in respect of acquisitions, dispositions, investments and financings (whether or not these transactions are actually consummated).

On April 18, 2022 (the “Effective Date”), the Company and certain of its direct and indirect subsidiaries entered into an Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent and the lenders party thereto (the “Restated Credit Agreement”) pursuant to which the Existing Credit Agreement was amended and restated in its entirety.

The Restated Credit Agreement provides for borrowings of up to $300,000 under a secured revolving credit facility (the “Revolving Loans”) (including up to $5,000 for letters of credit), and borrowings of up to $125,000 under a secured term loan facility (the “Term Loans”). The Restated Credit Agreement also permits the Company, subject to certain requirements, to arrange with lenders for an aggregate of up to $175,000 of additional revolving and/or term loan commitments (both of which are currently uncommitted), for potential aggregate revolving and term loan commitments under the Restated Credit Agreement of up to $600,000. The Restated Credit Agreement matures on April 18, 2027 (the “Maturity Date”), at which time the revolving commitments thereunder will terminate and all outstanding Revolving Loans and Term Loans, together with all accrued and unpaid interest thereon, must be repaid.

The Term Loans were fully drawn on the Effective Date and cannot be reborrowed. The Restated Credit Agreement provides for quarterly amortization payments of the Term Loans on the last business day of each March, June, September and December, commencing on June 30, 2022. Through and including the payment due on March 31, 2023, the scheduled amortization payment is $1,563 per quarter, and each scheduled amortization payment due thereafter through the Maturity Date is $3,125 per quarter.

The applicable rate for these borrowings will range from 0.50% to 1.625% per annum, in the case of alternate base rate borrowings, and 1.50% to 2.625% per annum, in the case of term benchmark borrowings. The applicable rate was initially 0.875% per annum, in the case of alternate base rate borrowings, and 1.875% per annum, in the case of term benchmark borrowings, however, these initial applicable rates may be adjusted from time to time based upon the level of the Company’s consolidated total leverage ratio.

All obligations under the Restated Credit Agreement are secured by our subsidiary equity interests, as well as accounts receivable, inventory, intellectual property and certain other assets owned by the Company. The Restated Credit Agreement contains restrictions on the Company’s ability to pay dividends or make distributions or other restricted payments if certain conditions in the Restated Credit Agreement are not fulfilled. The Restated Credit Agreement also includes other customary affirmative and negative covenants, including financial covenants relating to the Company’s consolidated total leverage ratio and fixed charge coverage ratio. The Company was in compliance with the debt covenants set forth in the Credit Agreement as of June 30, 2022.

(a)As of June 30, 2022, the Company had drawn $25,472 on the $300,000 revolving commitment that was available under the Restated Credit Agreement, with a maturity date of April 18, 2027. The Company pays interest monthly on any borrowings on the Restated Credit Agreement. As of June 30, 2022 and December 31, 2021, the rates were approximately 3.5% and 2.4%, respectively.

(b)Foreign subsidiaries of the Company have a revolving credit facility and term debt with financial institutions which mature

between August 22, 2022 and August 8, 2024. The foreign subsidiaries pay interest monthly on any borrowings on the credit facilities as well as monthly payments on the term debt. As of June 30, 2022, the interest rates ranged between approximately 1.3% and 5.0% and as of December 31, 2021, the interest rates ranged between approximately 1.3% and 5.2%. The credit facilities are secured by certain assets of the foreign subsidiaries.

(c)The Company is required to repay the term loan through quarterly payments of $1,563 each beginning with June 30, 2022, increasing to $3,125 each beginning with June 30, 2023, and any remaining obligations will be repaid in full on the maturity date of the Restated Credit Agreement of April 18, 2027. The Company pays interest monthly on any borrowings on the Restated Credit Agreement. As of June 30, 2022 and December 31, 2021, the rates were approximately 3.5% and 2.4%, respectively.

 

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Derivative Financial Instruments

6 Months Ended

Jun. 30, 2022

Derivative Financial Instruments [Abstract]

Derivative Financial Instruments

NOTE 8. DERIVATIVE FINANCIAL INSTRUMENTS

The Company’s primary exchange rate risk management objective is to mitigate the uncertainty of anticipated cash flows attributable to changes in foreign currency exchange rates. The Company primarily focuses on mitigating changes in cash flows resulting from sales denominated in currencies other than the U.S. dollar. The Company manages this risk primarily by using currency forward and option contracts. If the anticipated transactions are deemed probable, the resulting relationships are formally designated as cash flow hedges. The Company accounts for these contracts as cash flow hedges and tests effectiveness by determining whether changes in the expected cash flow of the derivative offset, within a range, changes in the expected cash flow of the hedged item.

As of June 30, 2022, the Company held commodity derivative contracts, with remaining maturities of less than one year, to mitigate the risk of commodity price fluctuations associated with raw material costs. The notional amount of the commodity derivative contracts as of June 30, 2022 was 1,264 pounds. These contracts are not designated as accounting hedges and the changes in fair value of the instruments are recognized in earnings. During the three and six months ended June 30, 2022, losses of $(553) were recorded in other, net expense.

As of June 30, 2021, the Company held currency forward contracts to mitigate currency fluctuations related to the cash purchase price of Rhino-Rack totaling $AUD 193,650 with a maturity date of July 1, 2021. These contracts were not designated as accounting hedges and the changes in fair value of the instruments were recognized in earnings. During the three and six months ended June 30, 2021, losses of $(4,513) were recorded in other, net expense.

At June 30, 2022, the Company’s derivative contracts had remaining maturities of less than one year. The counterparties to these transactions had both long-term and short-term investment grade credit ratings. The maximum net exposure of the Company’s credit risk to the counterparties is generally limited to the aggregate unrealized loss of all contracts with that counterparty. At June 30, 2022, there was no such exposure to the counterparties. The Company’s exposure of counterparty credit risk is limited to the aggregate unrealized gain of $1,052 on all contracts at June 30, 2022. The Company’s derivative counterparties have strong credit ratings and as a result, the Company does not require collateral to facilitate transactions.

The Company held the following contracts designated as hedging instruments as of June 30, 2022 and December 31, 2021:

	June 30, 2022
	Notional	Latest
	Amount	Maturity
Foreign exchange contracts - Canadian Dollars	$12,516	February 2023
Foreign exchange contracts - Euros	€ 18,370	February 2023

	December 31, 2021
	Notional	Latest
	Amount	Maturity
Foreign exchange contracts - Canadian Dollars	$14,850	February 2023
Foreign exchange contracts - Euros	€ 20,104	February 2023

For contracts that qualify as effective hedge instruments, the effective portion of gains and losses resulting from changes in fair value of the instruments are included in accumulated other comprehensive loss and reclassified to sales in the period the underlying hedged

transaction is recognized in earnings. Gains (losses) of $610 and $(422) were reclassified to sales during the three months ended June 30, 2022 and 2021, respectively, and $863 and $(743) were reclassified to sales during the six months ended June 30, 2022 and 2021, respectively.

The following table presents the balance sheet classification and fair value of derivative instruments as of June 30, 2022 and December 31, 2021:

	Classification	June 30, 2022		December 31, 2021
Derivative instruments in asset positions:
Designated forward exchange contracts	Prepaid and other current assets	$	1,605	$	491
Designated forward exchange contracts	Other long-term assets	$	-	$	20
Derivative instruments in liability positions:
Undesignated commodity derivative contracts	Accrued liabilities	$	553	$	-
Designated forward exchange contracts	Other long-term liabilities	$	-	$	24

 

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Accumulated Other Comprehensive Income (Loss)

6 Months Ended

Jun. 30, 2022

Accumulated Other Comprehensive Income (Loss) [Abstract]

Accumulated Other Comprehensive Income (Loss)

NOTE 9. ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss (“AOCI”) primarily consists of foreign currency translation adjustments and changes in our forward foreign exchange contracts. The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2022:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of March 31, 2022	$	836	$	277	$	1,113
Other comprehensive (loss) income before reclassifications		(17,632)		1,091		(16,541)
Amounts reclassified from other comprehensive income		-		(469)		(469)
Net current period other comprehensive (loss) income		(17,632)		622		(17,010)
Balance as of June 30, 2022	$	(16,796)	$	899	$	(15,897)

The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2021:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of March 31, 2021	$	464	$	(84)	$	380
Other comprehensive income (loss) before reclassifications		295		(215)		80
Amounts reclassified from other comprehensive income		-		323		323
Net current period other comprehensive income		295		108		403
Balance as of June 30, 2021	$	759	$	24	$	783

The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2022:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2021	$	(5,241)	$	191	$	(5,050)
Other comprehensive (loss) income before reclassifications		(11,555)		1,371		(10,184)
Amounts reclassified from other comprehensive loss		-		(663)		(663)
Net current period other comprehensive (loss) income		(11,555)		708		(10,847)
Balance as of June 30, 2022	$	(16,796)	$	899	$	(15,897)

The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2021:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2020	$	1,480	$	(980)	$	500
Other comprehensive (loss) income before reclassifications		(721)		435		(286)
Amounts reclassified from other comprehensive income		-		569		569
Net current period other comprehensive (loss) income		(721)		1,004		283
Balance as of June 30, 2021	$	759	$	24	$	783

The effects on net income of amounts reclassified from unrealized gains on cash flow hedges for foreign exchange contracts for the three and six months ended June 30, 2022 and 2021, were as follows:

	Gains (losses) reclassified from AOCI to the Condensed Consolidated Statements of Comprehensive (Loss) Income
Affected line item in the Condensed Consolidated	Three Months Ended				Six Months Ended
Statements of Comprehensive (Loss) Income	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Foreign exchange contracts:
Sales	$	610	$	(422)	$	863	$	(743)
Less: Income tax expense (benefit)		141		(99)		200		(174)
Amount reclassified, net of tax	$	469	$	(323)	$	663	$	(569)
Total reclassifications from AOCI	$	469	$	(323)	$	663	$	(569)

 

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Fair Value Measurements

6 Months Ended

Jun. 30, 2022

Fair Value Measurements [Abstract]

Fair Value Measurements

NOTE 10. FAIR VALUE MEASUREMENTS

We measure certain financial assets and liabilities at fair value on a recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, under a three-tier fair value hierarchy that prioritizes the inputs used in measuring fair value as follows:

Level 1 - inputs to the valuation methodology are quoted market prices for identical assets or liabilities in active markets.

Level 2 - inputs to the valuation methodology include quoted prices in markets that are not active or model inputs that are

observable either directly or indirectly for substantially the full term of the asset or liability.

Level 3 - inputs to the valuation methodology are based on prices or valuation techniques that are unobservable.

Assets and liabilities measured at fair value on a recurring basis at June 30, 2022 and December 31, 2021 were as follows:

	June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Designated forward exchange contracts	$	-	$	1,605	$	-	$	1,605
	$	-	$	1,605	$	-	$	1,605
Liabilities
Undesignated commodity derivative contracts	$	553	$	-	$	-	$	553
Contingent consideration liabilities		-		-		3,652		3,652
	$	553	$	-	$	3,652	$	4,205
	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Designated forward exchange contracts	$	-	$	511	$	-	$	511
	$	-	$	511	$	-	$	511
Liabilities
Designated forward exchange contracts	$	-	$	24	$	-	$	24
Contingent consideration liabilities		-		-		3,485		3,485
	$	-	$	24	$	3,485	$	3,509

Derivative financial instruments are recorded at fair value based on current market pricing models. No nonrecurring fair value measurements existed at June 30, 2022 and December 31, 2021.  

The Company estimated the fair value of contingent consideration liabilities primarily using a series of call options or other valuation methodologies. Significant unobservable inputs used in the valuation include discount rates ranging from 4.8% to 8.0%. Contingent consideration liabilities are remeasured at the estimated fair value at the end of each reporting period with the change in fair value recognized in contingent consideration expense (benefit) in the accompanying condensed consolidated statements of comprehensive income for such period. We measure the initial liability and remeasure the liability on a recurring basis using Level 3 inputs as defined under authoritative guidance for fair value measurements.

The net sales threshold required for the payment of the Rhino-Rack Contingent Consideration was not met during the measurement period ended June 30, 2022. The net sales threshold required for the payment of the 2022 portion of the MAXTRAX Contingent Consideration was met during the 2022 measurement period ended June 30, 2022. Subsequent to June 30, 2022, $AUD 3,125 (approximately $2,148) was paid in cash in accordance with the MAXTRAX Purchase Agreement.

The following table summarizes the changes in contingent consideration liabilities:

	Rhino-Rack		MAXTRAX		Total
Balance at December 31, 2021	$	1,813	$	1,672	$	3,485
Fair value adjustments		(1,810)		2,199		389
Impact of foreign currency exchange rates		(3)		(219)		(222)
Balance at June 30, 2022	$	-	$	3,652	$	3,652

As the contingent consideration liabilities are remeasured to fair value each reporting period, significant increases or decreases in projected sales, discount rates or the time until payment is made would have resulted in a significantly lower or higher fair value measurement. Our determination of fair value of the contingent consideration liabilities could change in future periods based on our ongoing evaluation of these significant unobservable inputs.

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Stockholders' Equity

6 Months Ended

Jun. 30, 2022

Stockholders' Equity [Abstract]

Stockholders' Equity

NOTE 11. STOCKHOLDERS’ EQUITY

On August 6, 2018, the Company announced that its Board of Directors approved the initiation of a quarterly cash dividend program of $0.025 per share of the Company’s common stock (the “Quarterly Cash Dividend”) or $0.10 per share on an annualized basis. The declaration and payment of future Quarterly Cash Dividends is subject to the discretion of and approval of the Company’s Board of Directors. On July 29, 2022, the Company announced that its Board of Directors approved the payment on August 19, 2022 of the Quarterly Cash Dividend of $0.025 to the record holders of shares of the Company’s common stock as of the close of business on August 8, 2022.

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Earnings Per Share

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Earnings Per Share

NOTE 12. EARNINGS PER SHARE

Basic earnings per share is computed by dividing earnings by the weighted average number of common shares outstanding during each period. Diluted earnings per share is computed by dividing earnings by the total of the weighted average number of shares of common stock outstanding during each period, plus the effect of dilutive outstanding stock options and unvested restricted stock grants. Potentially dilutive securities are excluded from the computation of diluted earnings per share if their effect is anti-dilutive to the loss from continuing operations.

The following table is a reconciliation of basic and diluted shares of common stock outstanding used in the calculation of earnings per share:

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Weighted average shares outstanding - basic		37,235		31,367		37,199		31,325
Effect of dilutive stock awards		2,241		1,823		2,338		1,645
Effect of dilutive deferred stock consideration for business acquisition		221		-		214		-
Weighted average shares outstanding - diluted		39,697		33,190		39,751		32,970
Net income per share:
Basic	$	0.10	$	0.06	$	0.24	$	0.24
Diluted		0.09		0.06		0.23		0.23

For the three months ended June 30, 2022 and 2021, equity awards of 1,638 and 1,034, respectively, and for the six months ended June 30, 2022 and 2021, equity awards of 1,484 and 1,017, respectively, were excluded from the calculation of earnings per share for these periods as they were anti-dilutive.

 

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Stock-Based Compensation Plan

6 Months Ended

Jun. 30, 2022

Stock-Based Compensation Plan [Abstract]

Stock-Based Compensation Plan

NOTE 13. STOCK-BASED COMPENSATION PLAN

Under the Company’s current 2015 Stock Incentive Plan (the “2015 Plan”), the Company’s Board of Directors has flexibility to determine the type and amount of awards to be granted to eligible participants, who must be employees, directors, officers or consultants of the Company or its subsidiaries. The 2015 Plan allows for grants of incentive stock options, nonqualified stock options, restricted stock awards, stock appreciation rights, and restricted units. The aggregate number of shares of common stock that may be granted through awards under the 2015 Plan to any employee in any calendar year may not exceed 500 shares. The 2015 Plan will continue in effect until December 2025 unless terminated sooner. 

Options Granted:

During the six months ended June 30, 2022, the Company issued stock options for an aggregate of 428 shares under the 2015 Plan to directors and employees of the Company. Of the 428 options, 343 vest and become exercisable over a period of three years, 75 vest in four equal consecutive quarterly tranches from the date of grant and the remaining 10 vest immediately. All of the issued stock options expire ten years from the date of the grant.

For computing the fair value of the stock-based awards, the fair value of each option grant has been estimated as of the date of grant using the Black-Scholes option-pricing model with the following assumptions:

Options Granted During the Six Months Ended June 30, 2022

Number of options	418	10
Option vesting period	1 - 3 Years	Immediate
Grant price (per share)	$20.21 - $27.65	$21.83
Dividend yield	0.36% - 0.49%	0.46%
Expected volatility (a)	38.6% - 40.8%	39.4%
Risk-free interest rate	1.46% - 2.95%	1.66%
Expected life (years) (b)	5.31 - 6.00	5.50
Weighted average fair value (per share)	$7.95 - $10.41	$8.03

(a)Expected volatility is based upon the Company’s historical volatility.

(b)The expected term was determined based upon the underlying terms of the awards and the category and employment history of employee award recipient.

The grant date fair value of the stock options granted during the six months ended June 30, 2022 was $3,564, which will be recognized over the vesting period of the options.

Market Condition Restricted Shares Granted:

On March 4, 2022, the Company issued and granted to certain employees restricted stock awards of 700 restricted shares under the 2015 Plan, of which 700 restricted shares will vest if, on or before March 4, 2032, the Fair Market Value (as defined in the Plan) of the Company’s common stock shall have equaled or exceeded $50.00 per share for twenty consecutive trading days. For computing the fair value of the restricted shares with a market condition, the fair value of the restricted stock award grant has been estimated as of the date of grant using the Monte-Carlo pricing model with the following assumptions:

	March 4, 2022
Number issued	700
Market condition vesting requirement	$50.00 stock price target
Price on date of grant (per share)	$21.83
Dividend yield	0.46%
Expected volatility	41.0%
Risk-free interest rate	1.74%
Weighted average fair value (per share)	$15.37

Using these assumptions, the fair value of the market condition restricted stock awards granted on March 4, 2022, was approximately $10,761 and the expected term was 4.15 years.

The total non-cash stock compensation expense related to restricted stock, stock options and stock awards recorded by the Company for the three months ended June 30, 2022 and 2021 was $3,555 and $1,826, respectively, and for the six months ended June 30, 2022 and 2021 was $6,922 and $3,350, respectively. For the three and six months ended June 30, 2022 and 2021, the majority of stock-based compensation costs were classified as selling, general and administrative expenses.

As of June 30, 2022, there were 1,615 unvested stock options and unrecognized compensation cost of $7,123 related to unvested stock options, as well as 1,546 unvested restricted stock awards and unrecognized compensation costs of $10,781 related to unvested restricted stock awards.

 

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Commitments And Contingencies	6 Months Ended
	Jun. 30, 2022
Commitments And Contingencies [Abstract]
Commitments And Contingencies	NOTE 14. COMMITMENTS AND CONTINGENCIES As a consumer goods manufacturer and distributor, the Company faces the risk of product liability and related lawsuits involving claims for substantial money damages, product recall actions and higher than anticipated rates of warranty returns or other returns of goods. The Company is therefore vulnerable to various personal injury and property damage lawsuits relating to its products and incidental to its business. The Company is involved in various legal disputes and other legal proceedings that arise from time to time in the ordinary course of business. Based on currently available information, the Company does not believe that it is reasonably possible that the disposition of any of the legal disputes the Company or its subsidiaries is currently involved in will have a material adverse effect upon the Company’s consolidated financial condition, results of operations or cash flows. There is a reasonable possibility of loss from contingencies in excess of the amounts accrued by the Company in the accompanying condensed consolidated balance sheets; however, the actual amounts of such possible losses cannot currently be reasonably estimated by the Company at this time. It is possible that, as additional information becomes available, the impact on the Company could have a different effect.

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Income Taxes

6 Months Ended

Jun. 30, 2022

Income Taxes [Abstract]

Income Taxes

NOTE 15. INCOME TAXES

The Company’s U.S. federal statutory tax rate of 21% and its foreign operations have statutory tax rates of approximately 25% in Austria, 28% in New Zealand, and 30% in Australia.

The difference between the Company’s estimated effective tax rates of 20.3% for the three months ended June 30, 2022, and the U.S. federal statutory tax rate of 21% was due to the impact of foreign tax credits. The difference between the Company’s estimated effective tax rates of 22.1% for the six months ended June 30, 2022, and the U.S. federal statutory tax rate of 21% was due to the impact of foreign earnings taxed at applicable statutory rates and permanent book to tax differences related to incentive stock options and officer compensation limitations.

As of December 31, 2021, the Company’s gross deferred tax asset was $38,184. The Company has recorded a valuation allowance of $4,378, resulting in a net deferred tax asset of $33,806, before deferred tax liabilities of $46,653. The Company has provided a valuation allowance against a portion of the deferred tax assets as of June 30, 2022 and December 31, 2021, because the ultimate realization of those assets did not meet the more-likely-than-not criteria. The majority of the Company’s deferred tax assets consist of NOLs for federal tax purposes. If a change in control were to occur, these could be limited under Section 382 of the Internal Revenue Code of 1986 (“Code”), as amended.

In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible and net operating loss and credit carryforwards expire. The estimates and judgments associated with the Company’s valuation allowance on deferred tax assets are considered critical due to the amount of deferred tax assets recorded by the Company on its consolidated balance sheet and the judgment required in determining the Company’s future taxable income. The need for a valuation allowance is reassessed at each interim reporting period.

As of December 31, 2021, the Company had NOLs and research and experimentation credit for U.S. federal income tax purposes of $60,712 and $2,289, respectively. The Company believes its U.S. Federal NOLs will substantially offset its future U.S. Federal income taxes until expiration.

NOLs available to offset taxable income, subject to compliance with Section 382 of the Code, begin to expire based upon the following schedule:

Net Operating Loss Carryforward Expiration Dates
December 31, 2021
Expiration Dates December 31,	Net Operating Loss Amount
2022	$	39,507
2023		5,712
2024		3,566
2025 and beyond		11,927
Total	$	60,712

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Segment Information

6 Months Ended

Jun. 30, 2022

Segment Information [Abstract]

Segment Information

NOTE 16. SEGMENT INFORMATION

We operate our business structure within three segments. These segments are defined based on the internal financial reporting used by our chief operating decision maker to allocate resources and assess performance. Certain significant selling and general and administrative expenses are not allocated to the segments including non-cash stock compensation expense. Each segment is described below:

Our Outdoor segment, which includes Black Diamond Equipment, PIEPS, and SKINourishment, is a global leader in designing, manufacturing, and marketing innovative outdoor engineered equipment and apparel for climbing, mountaineering, trail running, backpacking, skiing, and a wide range of other year-round outdoor recreation activities. Our Outdoor segment offers a broad range of products including: high-performance, activity-based apparel (such as shells, insulation, midlayers, pants and logowear); rock-climbing footwear and equipment (such as carabiners, protection devices, harnesses, belay devices, helmets, and ice-climbing gear); technical backpacks and high-end day packs; trekking poles; headlamps and lanterns; gloves and mittens; and skincare and other sport-enhancing products. We also offer advanced skis, ski poles, ski skins, and snow safety products, including avalanche airbag systems, avalanche transceivers, shovels, and probes.

Our Precision Sport segment, which includes Sierra and Barnes, includes two iconic American manufacturers of a wide range of high-performance bullets and ammunition for both rifles and pistols. These bullets are used for precision target shooting, hunting and military and law enforcement purposes.

Our Adventure segment, which includes Rhino-Rack and MAXTRAX, is a manufacturer of highly-engineered automotive roof racks, trays, mounting systems, luggage boxes, carriers, recovery boards and accessories in Australia and New Zealand and a growing presence in the United States.

As noted above, the Company has a wide variety of technical outdoor equipment and lifestyle products that are sold to a variety of customers in multiple end markets. While there are multiple products sold, the terms and nature of revenue recognition policy is similar for all segments.

Financial information for our segments, as well as revenue by geography, which the Company believes provides a meaningful depiction how the nature, timing and uncertainty of revenue are affected by economic factors, is as follows:

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Sales to external customers:
Outdoor
Domestic sales	$	27,293	$	25,232	$	52,922	$	50,992
International sales		25,311		19,660		51,204		45,696
Total Outdoor		52,604		44,892		104,126		96,688
Precision Sport
Domestic sales		27,193		26,644		54,636		48,457
International sales		7,994		1,773		13,669		3,495
Total Precision Sport		35,187		28,417		68,305		51,952
Adventure
Domestic sales		9,587		-		18,822		-
International sales		17,555		-		36,956		-
Total Adventure		27,142		-		55,778		-
Total sales to external customers		114,933		73,309		228,209		148,640
Segment operating income:
Outdoor		1,471		657		3,359		4,102
Precision Sport		12,235		10,017		24,015		15,979
Adventure		644		-		2,768		-
Total segment operating income		14,350		10,674		30,142		20,081
Transaction costs		(821)		(649)		(2,022)		(1,125)
Contingent consideration benefit (expense)		374		-		(389)		-
Corporate and other expenses		(7,455)		(7,818)		(13,237)		(11,200)
Interest expense, net		(1,728)		(212)		(2,844)		(450)
Income before income tax	$	4,720	$	1,995	$	11,650	$	7,306

There were no intercompany sales between the Outdoor, Precision Sport, and Adventure segments for the periods presented.

Total assets by segment, as of June 30, 2022 and December 31, 2021, were as follows:

	June 30, 2022		December 31, 2021
Outdoor	$	168,811	$	166,751
Precision Sport		153,361		142,549
Adventure		287,934		298,364
Corporate		27,905		24,163
	$	638,011	$	631,827

Capital expenditures, depreciation and amortization by segment is as follows.

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Capital expenditures:
Outdoor	$	1,089	$	580	$	2,325	$	1,272
Precision Sport		772		1,298		1,222		1,953
Adventure		311		-		525		-
Total capital expenditures	$	2,172	$	1,878	$	4,072	$	3,225
Depreciation:
Outdoor	$	829	$	694	$	1,646	$	1,407
Precision Sport		812		655		1,593		1,298
Adventure		236		-		470		-
Total depreciation	$	1,877	$	1,349	$	3,709	$	2,705
Amortization:
Outdoor	$	250	$	258	$	505	$	517
Precision Sport		693		939		1,385		1,877
Adventure		2,994		-		6,167		-
Total amortization	$	3,937	$	1,197	$	8,057	$	2,394

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Nature Of Operations And Summary Of Significant Accounting Policies (Policy)

6 Months Ended

Jun. 30, 2022

Nature Of Operations And Summary Of Significant Accounting Policies [Abstract]

Basis Of Presentation And Organization

The accompanying unaudited condensed consolidated financial statements of Clarus Corporation and subsidiaries (which may be referred to as the “Company,” “Clarus,” “we,” “us” or “our”) as of June 30, 2022 and December 31, 2021 and for the three and six months ended June 30, 2022 and 2021, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments, except otherwise disclosed) necessary for a fair presentation of the unaudited condensed consolidated financial statements have been included. The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be obtained for the year ending December 31, 2022. These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (the “SEC”) on March 7, 2022.

Nature Of Business

Nature of Business

Headquartered in Salt Lake City, Utah, we are a global leading designer, developer, manufacturer and distributor of best-in-class outdoor equipment and lifestyle products focused on the outdoor and consumer enthusiast markets. Our mission is to identify, acquire and grow outdoor “super fan” brands through our unique “innovate and accelerate” strategy. We define a “super fan” brand as a brand that creates the world’s pre-eminent, performance-defining product that the best-in-class user cannot live without. Each of our brands has a long history of continuous product innovation for core and everyday users alike. The Company’s products are principally sold globally under the Black Diamond®, Sierra®, Barnes®, Rhino-Rack® and MAXTRAX® brand names through outdoor specialty and online retailers, our own websites, distributors and original equipment manufacturers.

Use Of Estimates

Use of EstimatesThe preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The more significant estimates relate to the fair value of net assets acquired in business combinations, excess or obsolete inventory, allowance for credit losses, contingent consideration liabilities, and valuation of deferred tax assets. We base our estimates on historical experience, projected future cash flows, and other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from these estimates.

Accounting Pronouncements

Accounting Pronouncements adopted during 2022

During the three months and six months ended June 30, 2022, the Company adopted Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU was adopted on a prospective basis. This ASU provides temporary optional expedients and exceptions to existing guidance on contract modifications and hedge accounting to facilitate the market transition from existing reference rates, such as the London Inter-Bank Offered Rate (“LIBOR”) which was phased out in 2021, to alternate reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The adoption of this standard did not have a material effect on the Company’s consolidated financial statements and related disclosures.

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Acquisition (Tables)

6 Months Ended

Jun. 30, 2022

Acquisitions [Abstract]

Schedule Of Purchase Price Allocation

	MAXTRAX			Rhino-Rack
	December 1, 2021			July 1, 2021
	Number of Shares	Estimated Fair Value		Number of Shares	Estimated Fair Value
Cash paid	-	$	26,780	-	$	143,590
Issuance of shares of Clarus Corporation	107		2,594	2,315		55,333
Future issuance of shares of Clarus Corporation	-		4,457	-		-
Contingent consideration	-		1,644	-		3,565
Total purchase consideration	107	$	35,475	2,315	$	202,488
Assets acquired and liabilities assumed
Assets
Cash		$	1,869		$	7,513
Accounts receivable			2,791			10,769
Inventories			1,819			27,046
Prepaid and other current assets			883			644
Property and equipment			139			4,619
Other intangible assets			10,341			55,400
Indefinite-lived intangible assets			10,555			72,800
Goodwill			15,199			78,347
Other long-term assets			979			11,468
Total assets			44,575			268,606
Liabilities
Accounts payable and accrued liabilities			2,176			16,511
Income tax payable			251			3,413
Current portion of long-term debt			-			607
Long-term debt			-			2,107
Deferred income taxes			5,863			32,451
Other long-term liabilities			810			11,029
Total liabilities			9,100			66,118
Net Book Value Acquired		$	35,475		$	202,488

Schedule Of Intangible Assets Other Than Goodwill Acquired

	MAXTRAX				Rhino-Rack
			Average				Average
	Gross		Useful Life		Gross		Useful Life
Intangibles subject to amortization
Customer relationships	$	8,986		13.5 years	$	40,400		13.5 years
Product technologies		1,355		7.0 years		15,000		10.0 years
Intangibles not subject to amortization
Trademarks		10,555		N/A		72,800		N/A
	$	20,896		12.6 years	$	128,200		12.6 years

Pro Forma Results

	Three Months Ended		Six Months Ended
	June 30, 2021		June 30, 2021
Sales	$	99,083	$	206,092
Net income	$	1,046	$	11,031
Net income per share - basic	$	0.03	$	0.35
Net income per share - diluted	$	0.03	$	0.33

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Inventories (Tables)

6 Months Ended

Jun. 30, 2022

Inventories [Abstract]

Inventories

	June 30, 2022		December 31, 2021
Finished goods	$	106,055	$	86,647
Work-in-process		9,721		10,336
Raw materials and supplies		37,280		32,371
	$	153,056	$	129,354

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Property And Equipment (Tables)

6 Months Ended

Jun. 30, 2022

Property And Equipment [Abstract]

Property And Equipment

	June 30, 2022		December 31, 2021
Land	$	4,160	$	4,160
Building and improvements		17,059		16,403
Furniture and fixtures		7,335		6,677
Computer hardware and software		8,314		7,512
Machinery and equipment		34,620		33,581
Construction in progress		4,579		4,312
		76,067		72,645
Less accumulated depreciation		(33,151)		(29,819)
	$	42,916	$	42,826

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Goodwill And Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2022

Goodwill And Intangible Assets [Abstract]

Schedule Of Goodwill

	Outdoor		Precision Sport		Adventure		Total
Balance at December 31, 2021	$	-	$	26,715	$	91,375	$	118,090
Acquisition adjustment		-		-		741		741
Impact of foreign currency exchange rates		-		-		(3,173)		(3,173)
Balance at June 30, 2022	$	-	$	26,715	$	88,943	$	115,658

Schedule Of Indefinite Lived Intangible Assets

Balance at December 31, 2021	$	128,271
Impact of foreign currency exchange rates		(4,420)
Balance at June 30, 2022	$	123,851

Schedule Of Trademarks

	June 30, 2022		December 31, 2021
Black Diamond	$	19,600	$	19,600
PIEPS		2,917		3,166
Sierra		18,900		18,900
Barnes		5,600		5,600
Rhino-Rack		66,659		70,278
MAXTRAX		10,175		10,727
	$	123,851	$	128,271

Schedule Of Definite Lived Intangible Assets, Net

Gross balance at December 31, 2021	$	104,681
Impact of foreign currency exchange rates		(3,337)
Gross balance at June 30, 2022	$	101,344

Schedule Of Intangible Assets, Net Of Amortization

	June 30, 2022
	Gross		Accumulated Amortization		Net		Weighted Average Useful Life
Intangibles subject to amortization
Customer relationships	$	77,717	$	(29,290)	$	48,427		13.8 years
Product technologies		21,417		(7,320)		14,097		10.2 years
Tradename / trademark		1,263		(758)		505		9.4 years
Core technologies		947		(947)		-		10.0 years
	$	101,344	$	(38,315)	$	63,029		13.0 years
	December 31, 2021
	Gross		Accumulated Amortization		Net		Weighted Average Useful Life
Customer relationships	$	80,078	$	(23,804)	$	56,274		13.8 years
Product technologies		22,393		(5,557)		16,836		10.2 years
Tradename / trademark		1,263		(690)		573		9.4 years
Core technologies		947		(947)		-		10.0 years
	$	104,681	$	(30,998)	$	73,683		12.9 years

Future Amortization Expense For Definite-Lived Intangible Assets

Years Ending December 31,	Amortization Expense
2022 (excluding the six months ended June 30, 2022)	$	7,398
2023		12,882
2024		10,840
2025		8,769
2026		6,732
2027		4,917
Thereafter		11,491
	$	63,029

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Accrued Liabilities And Other Long-Term Liabilities (Tables)

6 Months Ended

Jun. 30, 2022

Accrued Liabilities And Other Long-Term Liabilities [Abstract]

Schedule Of Accrued Liabilities

	June 30, 2022		December 31, 2021
Accrued payroll and related items	$	4,835	$	5,029
Accrued bonus		4,350		3,615
Accrued warranty		1,604		1,529
Current lease liabilities		2,842		2,824
Accrued commissions		692		811
Contingent consideration liabilities		2,148		2,791
Accrued excise tax		980		724
Other		9,652		10,150
	$	27,103	$	27,473

Schedule Of Other Long-Term Liabilities

	June 30, 2022		December 31, 2021
Long-term lease liability	$	14,316	$	15,111
Deferred stock consideration for business acquisition		4,703		4,530
Contingent consideration liability		1,504		694
Other		1,105		1,113
	$	21,628	$	21,448

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Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2022

Long-Term Debt [Abstract]

Components Of Long-Term Debt

	June 30, 2022		December 31, 2021
Revolving credit facility (a)	$	25,472	$	18,501
Other debt (b)		1,266		1,467
Term loan (c)		123,438		121,874
Debt issuance costs		(566)		(309)
		149,610		141,533
Less current portion		(8,871)		(9,585)
	$	140,739	$	131,948

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Derivative Financial Instruments - (Tables)

6 Months Ended

Jun. 30, 2022

Derivative Financial Instruments [Abstract]

Schedule Of Contracts Designated As Hedged Instruments

	June 30, 2022
	Notional	Latest
	Amount	Maturity
Foreign exchange contracts - Canadian Dollars	$12,516	February 2023
Foreign exchange contracts - Euros	€ 18,370	February 2023

	December 31, 2021
	Notional	Latest
	Amount	Maturity
Foreign exchange contracts - Canadian Dollars	$14,850	February 2023
Foreign exchange contracts - Euros	€ 20,104	February 2023

Schedule Of Derivative Instruments Fair Value And Balance Sheet Classification

	Classification	June 30, 2022		December 31, 2021
Derivative instruments in asset positions:
Designated forward exchange contracts	Prepaid and other current assets	$	1,605	$	491
Designated forward exchange contracts	Other long-term assets	$	-	$	20
Derivative instruments in liability positions:
Undesignated commodity derivative contracts	Accrued liabilities	$	553	$	-
Designated forward exchange contracts	Other long-term liabilities	$	-	$	24

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Accumulated Other Comprehensive Income (Loss) (Tables)

6 Months Ended

Jun. 30, 2022

Accumulated Other Comprehensive Income (Loss) [Abstract]

Components Of Accumulated Other Comprehensive Income

The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2022:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of March 31, 2022	$	836	$	277	$	1,113
Other comprehensive (loss) income before reclassifications		(17,632)		1,091		(16,541)
Amounts reclassified from other comprehensive income		-		(469)		(469)
Net current period other comprehensive (loss) income		(17,632)		622		(17,010)
Balance as of June 30, 2022	$	(16,796)	$	899	$	(15,897)

The following table sets forth the changes in AOCI, net of tax, for the three months ended June 30, 2021:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of March 31, 2021	$	464	$	(84)	$	380
Other comprehensive income (loss) before reclassifications		295		(215)		80
Amounts reclassified from other comprehensive income		-		323		323
Net current period other comprehensive income		295		108		403
Balance as of June 30, 2021	$	759	$	24	$	783

The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2022:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2021	$	(5,241)	$	191	$	(5,050)
Other comprehensive (loss) income before reclassifications		(11,555)		1,371		(10,184)
Amounts reclassified from other comprehensive loss		-		(663)		(663)
Net current period other comprehensive (loss) income		(11,555)		708		(10,847)
Balance as of June 30, 2022	$	(16,796)	$	899	$	(15,897)

The following table sets forth the changes in AOCI, net of tax, for the six months ended June 30, 2021:

	Foreign Currency Translation Adjustments		Unrealized Gains (Losses) on Cash Flow Hedges		Total
Balance as of December 31, 2020	$	1,480	$	(980)	$	500
Other comprehensive (loss) income before reclassifications		(721)		435		(286)
Amounts reclassified from other comprehensive income		-		569		569
Net current period other comprehensive (loss) income		(721)		1,004		283
Balance as of June 30, 2021	$	759	$	24	$	783

Reclassification Out Of Accumulated Other Comprehensive Income

	Gains (losses) reclassified from AOCI to the Condensed Consolidated Statements of Comprehensive (Loss) Income
Affected line item in the Condensed Consolidated	Three Months Ended				Six Months Ended
Statements of Comprehensive (Loss) Income	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Foreign exchange contracts:
Sales	$	610	$	(422)	$	863	$	(743)
Less: Income tax expense (benefit)		141		(99)		200		(174)
Amount reclassified, net of tax	$	469	$	(323)	$	663	$	(569)
Total reclassifications from AOCI	$	469	$	(323)	$	663	$	(569)

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2022

Fair Value Measurements [Abstract]

Schedule Of Assets And Liabilities Measured On A Recurring Basis

	June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Designated forward exchange contracts	$	-	$	1,605	$	-	$	1,605
	$	-	$	1,605	$	-	$	1,605
Liabilities
Undesignated commodity derivative contracts	$	553	$	-	$	-	$	553
Contingent consideration liabilities		-		-		3,652		3,652
	$	553	$	-	$	3,652	$	4,205
	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Designated forward exchange contracts	$	-	$	511	$	-	$	511
	$	-	$	511	$	-	$	511
Liabilities
Designated forward exchange contracts	$	-	$	24	$	-	$	24
Contingent consideration liabilities		-		-		3,485		3,485
	$	-	$	24	$	3,485	$	3,509

Schedule Of Contingent Consideration Measured At Fair Value On Recurring Basis

	Rhino-Rack		MAXTRAX		Total
Balance at December 31, 2021	$	1,813	$	1,672	$	3,485
Fair value adjustments		(1,810)		2,199		389
Impact of foreign currency exchange rates		(3)		(219)		(222)
Balance at June 30, 2022	$	-	$	3,652	$	3,652

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Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Schedule Of Reconciliation Of Basic And Diluted Shares Of Common Stock Outstanding Used In Calculation Of Earnings Per Share

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Weighted average shares outstanding - basic		37,235		31,367		37,199		31,325
Effect of dilutive stock awards		2,241		1,823		2,338		1,645
Effect of dilutive deferred stock consideration for business acquisition		221		-		214		-
Weighted average shares outstanding - diluted		39,697		33,190		39,751		32,970
Net income per share:
Basic	$	0.10	$	0.06	$	0.24	$	0.24
Diluted		0.09		0.06		0.23		0.23

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Stock-Based Compensation Plan (Tables)

6 Months Ended

Jun. 30, 2022

Schedule Of Share Based Payment Award Restricted Stock Valuation Assumptions

	March 4, 2022
Number issued	700
Market condition vesting requirement	$50.00 stock price target
Price on date of grant (per share)	$21.83
Dividend yield	0.46%
Expected volatility	41.0%
Risk-free interest rate	1.74%
Weighted average fair value (per share)	$15.37

Stock Options [Member]

Schedule Of Valuation Assumptions Used In Computing Fair Value Of Stock-Based Awards

Number of options	418	10
Option vesting period	1 - 3 Years	Immediate
Grant price (per share)	$20.21 - $27.65	$21.83
Dividend yield	0.36% - 0.49%	0.46%
Expected volatility (a)	38.6% - 40.8%	39.4%
Risk-free interest rate	1.46% - 2.95%	1.66%
Expected life (years) (b)	5.31 - 6.00	5.50
Weighted average fair value (per share)	$7.95 - $10.41	$8.03

(a)Expected volatility is based upon the Company’s historical volatility.

(b)The expected term was determined based upon the underlying terms of the awards and the category and employment history of employee award recipient.

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Income Taxes (Tables)

6 Months Ended

Jun. 30, 2022

Income Taxes [Abstract]

Summary Of Tax Credit Carryforwards

Net Operating Loss Carryforward Expiration Dates
December 31, 2021
Expiration Dates December 31,	Net Operating Loss Amount
2022	$	39,507
2023		5,712
2024		3,566
2025 and beyond		11,927
Total	$	60,712

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2022

Segment Information [Abstract]

Financial Information for Segments

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Sales to external customers:
Outdoor
Domestic sales	$	27,293	$	25,232	$	52,922	$	50,992
International sales		25,311		19,660		51,204		45,696
Total Outdoor		52,604		44,892		104,126		96,688
Precision Sport
Domestic sales		27,193		26,644		54,636		48,457
International sales		7,994		1,773		13,669		3,495
Total Precision Sport		35,187		28,417		68,305		51,952
Adventure
Domestic sales		9,587		-		18,822		-
International sales		17,555		-		36,956		-
Total Adventure		27,142		-		55,778		-
Total sales to external customers		114,933		73,309		228,209		148,640
Segment operating income:
Outdoor		1,471		657		3,359		4,102
Precision Sport		12,235		10,017		24,015		15,979
Adventure		644		-		2,768		-
Total segment operating income		14,350		10,674		30,142		20,081
Transaction costs		(821)		(649)		(2,022)		(1,125)
Contingent consideration benefit (expense)		374		-		(389)		-
Corporate and other expenses		(7,455)		(7,818)		(13,237)		(11,200)
Interest expense, net		(1,728)		(212)		(2,844)		(450)
Income before income tax	$	4,720	$	1,995	$	11,650	$	7,306

Total Assets by Segment

	June 30, 2022		December 31, 2021
Outdoor	$	168,811	$	166,751
Precision Sport		153,361		142,549
Adventure		287,934		298,364
Corporate		27,905		24,163
	$	638,011	$	631,827

Capital Expenditures, Depreciation and Amortization by Segment

	Three Months Ended				Six Months Ended
	June 30, 2022		June 30, 2021		June 30, 2022		June 30, 2021
Capital expenditures:
Outdoor	$	1,089	$	580	$	2,325	$	1,272
Precision Sport		772		1,298		1,222		1,953
Adventure		311		-		525		-
Total capital expenditures	$	2,172	$	1,878	$	4,072	$	3,225
Depreciation:
Outdoor	$	829	$	694	$	1,646	$	1,407
Precision Sport		812		655		1,593		1,298
Adventure		236		-		470		-
Total depreciation	$	1,877	$	1,349	$	3,709	$	2,705
Amortization:
Outdoor	$	250	$	258	$	505	$	517
Precision Sport		693		939		1,385		1,877
Adventure		2,994		-		6,167		-
Total amortization	$	3,937	$	1,197	$	8,057	$	2,394

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Acquisition (Narrative) (Details) shares in Thousands, $ in Thousands, $ in Thousands					1 Months Ended	3 Months Ended				6 Months Ended
	Dec. 01, 2021 USD ($) shares	Dec. 01, 2021 AUD ($) shares	Jul. 01, 2021 USD ($) shares	Jul. 01, 2021 AUD ($) shares	Aug. 01, 2022 shares	Jun. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 01, 2021 AUD ($)	Jul. 01, 2021 AUD ($)
Business Acquisition [Line Items]
Value of shares issued			$ 55,333
Estimated value of contingent consideration						$ 3,652				$ 3,652		$ 3,485
Net income						3,764	$ 5,309	$ 1,840	$ 5,677	9,073	$ 7,517
Goodwill						115,658				115,658		$ 118,090
Goodwill adjustment										741
MAXTRAX [Member]
Business Acquisition [Line Items]
Acquisition purchase price	$ 35,475	$ 49,744
Cash paid	$ 26,780	$ 37,551
Number of shares issued | shares	107	107
Value of shares issued	$ 2,594
Contingent consideration	1,644	$ 2,307
Goodwill	15,199					15,199				15,199
Goodwill adjustment										741
MAXTRAX [Member] | Contingent Consideration, Common Stock [Member]
Business Acquisition [Line Items]
Contingent consideration	4,457
Estimated value of contingent consideration	4,457												$ 6,250
MAXTRAX [Member] | Contingent Consideration, Common Stock [Member] | Subsequent Event [Member]
Business Acquisition [Line Items]
Number of shares issued | shares					108
MAXTRAX [Member] | Contingent Consideration, Cash [Member]
Business Acquisition [Line Items]
Contingent consideration	1,644
Estimated value of contingent consideration	$ 4,457												$ 6,250
Rhino Rack [Member]
Business Acquisition [Line Items]
Acquisition purchase price			202,488	$ 269,696
Cash paid			$ 143,590	$ 191,249
Number of shares issued | shares			2,315	2,315
Value of shares issued			$ 55,333
Contingent consideration liability, maximum			7,508											$ 10,000
Contingent consideration			3,565
Contingent consideration, fair value			3,565											$ 4,747
Goodwill			$ 78,347			$ 78,347				$ 78,347

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Acquisition (Schedule Of Purchase Price Allocation) (Details) shares in Thousands, $ in Thousands, $ in Thousands	Dec. 01, 2021 USD ($) shares	Dec. 01, 2021 AUD ($) shares	Jul. 01, 2021 USD ($) shares	Jul. 01, 2021 AUD ($) shares	Jun. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)
Business Acquisition [Line Items]
Issuance of shares of Clarus Corporation, Number of Shares			$ 55,333
Assets acquired and liabilities assumed
Goodwill					$ 115,658	$ 118,090
MAXTRAX [Member]
Business Acquisition [Line Items]
Cash paid	$ 26,780	$ 37,551
Issuance of shares of Clarus Corporation, Number of Shares | shares	107	107
Issuance of shares of Clarus Corporation, Number of Shares	$ 2,594
Future issuance of shares of Clarus Corporation/Contingent Consideration, Estimated Fair Value	1,644	$ 2,307
Total purchase consideration	35,475
Assets acquired and liabilities assumed
Cash	1,869
Accounts receivable	2,791
Inventories	1,819
Prepaid and other current assets	883
Property and equipment	139
Other intangible assets	10,341
Indefinite lived intangible assets	10,555
Goodwill	15,199				15,199
Other long-term assets	979
Total assets	44,575
Accounts payable and accrued liabilities	2,176
Income tax payable	251
Deferred income taxes	5,863
Other long-term liabilities	810
Total liabilities	9,100
Net Book Value Acquired	35,475
MAXTRAX [Member] | Contingent Consideration, Common Stock [Member]
Business Acquisition [Line Items]
Future issuance of shares of Clarus Corporation/Contingent Consideration, Estimated Fair Value	4,457
MAXTRAX [Member] | Contingent Consideration, Cash [Member]
Business Acquisition [Line Items]
Future issuance of shares of Clarus Corporation/Contingent Consideration, Estimated Fair Value	$ 1,644
Rhino Rack [Member]
Business Acquisition [Line Items]
Cash paid			$ 143,590	$ 191,249
Issuance of shares of Clarus Corporation, Number of Shares | shares			2,315	2,315
Issuance of shares of Clarus Corporation, Number of Shares			$ 55,333
Future issuance of shares of Clarus Corporation/Contingent Consideration, Estimated Fair Value			3,565
Total purchase consideration			202,488
Assets acquired and liabilities assumed
Cash			7,513
Accounts receivable			10,769
Inventories			27,046
Prepaid and other current assets			644
Property and equipment			4,619
Other intangible assets			55,400
Indefinite lived intangible assets			72,800
Goodwill			78,347		$ 78,347
Other long-term assets			11,468
Total assets			268,606
Accounts payable and accrued liabilities			16,511
Income tax payable			3,413
Current portion of long-term debt			607
Long-term debt			2,107
Deferred income taxes			32,451
Other long-term liabilities			11,029
Total liabilities			66,118
Net Book Value Acquired			$ 202,488

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Acquisition (Schedule Of Intangible Assets Other Than Goodwill Acquired) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
MAXTRAX [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles subject to amortization, Average Useful Life	12 years 7 months 6 days
Intangibles	$ 20,896
Rhino Rack [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles subject to amortization, Average Useful Life	12 years 7 months 6 days
Intangibles	$ 128,200
Customer Relationships [Member] | MAXTRAX [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles subject to amortization	$ 8,986
Intangibles subject to amortization, Average Useful Life	13 years 6 months
Customer Relationships [Member] | Rhino Rack [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles subject to amortization	$ 40,400
Intangibles subject to amortization, Average Useful Life	13 years 6 months
Product Technologies [Member] | MAXTRAX [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles subject to amortization	$ 1,355
Intangibles subject to amortization, Average Useful Life	7 years
Product Technologies [Member] | Rhino Rack [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles subject to amortization	$ 15,000
Intangibles subject to amortization, Average Useful Life	10 years
Trademarks [Member] | MAXTRAX [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles not subject to amortization	$ 10,555
Trademarks [Member] | Rhino Rack [Member]
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangibles not subject to amortization	$ 72,800

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Acquisition (Pro Forma Results) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Acquisitions [Abstract]
Sales	$ 99,083	$ 206,092
Net income	$ 1,046	$ 11,031
Net income per share - basic	$ 0.03	$ 0.35
Net income per share - diluted	$ 0.03	$ 0.33

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Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Inventories [Abstract]
Finished goods	$ 106,055	$ 86,647
Work-in-process	9,721	10,336
Raw materials and supplies	37,280	32,371
Inventories	$ 153,056	$ 129,354

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Property And Equipment (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Property And Equipment [Abstract]
Depreciation expense	$ 1,877	$ 1,349	$ 3,709	$ 2,705

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Property And Equipment (Property And Equipment) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 76,067	$ 72,645
Less accumulated depreciation	(33,151)	(29,819)
Property and equipment	42,916	42,826
Land [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,160	4,160
Building and Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	17,059	16,403
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	7,335	6,677
Computer Hardware and Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	8,314	7,512
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	34,620	33,581
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 4,579	$ 4,312

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Goodwill And Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Goodwill And Intangible Assets [Abstract]
Amortization of Intangible Assets	$ 3,937	$ 1,197	$ 8,057	$ 2,394

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Goodwill And Intangible Assets (Schedule Of Goodwill) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Goodwill [Line Items]
Beginning Balance	$ 118,090
Acquisition adjustment	741
Impact of foreign currency exchange rates	(3,173)
Ending Balance	115,658
Precision Sport [Member]
Goodwill [Line Items]
Beginning Balance	26,715
Ending Balance	26,715
Adventure [Member]
Goodwill [Line Items]
Beginning Balance	91,375
Acquisition adjustment	741
Impact of foreign currency exchange rates	(3,173)
Ending Balance	$ 88,943

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Goodwill And Intangible Assets (Schedule Of Indefinite Lived Intangible Assets) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Acquisitions [Abstract]
Beginning balance	$ 128,271
Impact of foreign currency exchange rates	(4,420)
Ending balance	$ 123,851

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Goodwill And Intangible Assets (Schedule of Trademarks) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Indefinite-lived Intangible Assets [Line Items]
Trademarks	$ 123,851	$ 128,271
Black Diamond Trademark [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	19,600	19,600
PIEPS Trademark [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	2,917	3,166
Sierra Trademark [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	18,900	18,900
Barnes Trademark [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	5,600	5,600
Rhino-Rack Trademark [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	66,659	70,278
MAXTRAX Trademark [Member]
Indefinite-lived Intangible Assets [Line Items]
Trademarks	$ 10,175	$ 10,727

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Goodwill And Intangible Assets (Schedule Of Definite Lived Intangible Assets, Net) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Acquisitions [Abstract]
Gross beginning balance	$ 104,681
Impact of foreign currency exchange rates	(3,337)
Gross ending balance	$ 101,344

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Goodwill And Intangible Assets (Schedule Of Intangible Assets, Net Of Amortization) (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 101,344	$ 104,681
Accumulated amortization	(38,315)	(30,998)
Intangible assets, net	$ 63,029	$ 73,683
Weighted average useful life	13 years	12 years 10 months 24 days
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 77,717	$ 80,078
Accumulated amortization	(29,290)	(23,804)
Intangible assets, net	$ 48,427	$ 56,274
Weighted average useful life	13 years 9 months 18 days	13 years 9 months 18 days
Product Technologies [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 21,417	$ 22,393
Accumulated amortization	(7,320)	(5,557)
Intangible assets, net	$ 14,097	$ 16,836
Weighted average useful life	10 years 2 months 12 days	10 years 2 months 12 days
Trademarks And Tradenames [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 1,263	$ 1,263
Accumulated amortization	(758)	(690)
Intangible assets, net	$ 505	$ 573
Weighted average useful life	9 years 4 months 24 days	9 years 4 months 24 days
Core Technologies [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 947	$ 947
Accumulated amortization	$ (947)	$ (947)
Weighted average useful life	10 years	10 years

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Goodwill And Intangible Assets (Future Amortization Expense For Definite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Goodwill And Intangible Assets [Abstract]
2022 (excluding the six months ended June 30, 2022)	$ 7,398
2023	12,882
2024	10,840
2025	8,769
2026	6,732
2027	4,917
Thereafter	11,491
Intangible assets, net	$ 63,029	$ 73,683

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Accrued Liabilities And Other Long-Term Liabilities (Schedule Of Accrued Liabilities) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Accrued Liabilities And Other Long-Term Liabilities [Abstract]
Accrued payroll and related items	$ 4,835	$ 5,029
Accrued bonus	4,350	3,615
Accrued warranty	1,604	1,529
Current lease liabilities	2,842	2,824
Accrued commissions	692	811
Contingent consideration liabilities	2,148	2,791
Accrued excise tax	980	724
Other	9,652	10,150
Accrued liabilities	$ 27,103	$ 27,473

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Accrued Liabilities And Other Long-Term Liabilities (Schedule Of Other Long-Term Liabilities) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Accrued Liabilities And Other Long-Term Liabilities [Abstract]
Long-term lease liability	$ 14,316	$ 15,111
Deferred stock consideration for business acquisition	4,703	4,530
Contingent consideration liability	1,504	694
Other	1,105	1,113
Other long-term liabilities	$ 21,628	$ 21,448

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Long-Term Debt (Components Of Long-Term Debt) (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Components of long-term debt
Debt issuance costs	$ (566)	$ (309)
Total carrying amount of long-term debt	149,610	141,533
Less current portion	(8,871)	(9,585)
Long-term debt, net	140,739	131,948
Revolving Credit Facility [Member]
Components of long-term debt
Credit facility	25,472	18,501
Amount outstanding	25,472	18,501
Term Facility [Member]
Components of long-term debt
Term loan	123,438	121,874
Foreign Credit Facility [Member]
Components of long-term debt
Credit facility	1,266	1,467
Amount outstanding	1,266	$ 1,467
Restated Credit Agreement [Member]
Components of long-term debt
Maximum borrowing capacity	600,000
Available additional borrowing capacity	$ 175,000
Maturity date	Apr. 18, 2027
Restated Credit Agreement [Member] | Alternate Base Rate [Member]
Components of long-term debt
Interest rate	0.875%
Restated Credit Agreement [Member] | Term Benchmark [Member]
Components of long-term debt
Interest rate	1.875%
Restated Credit Agreement [Member] | Revolving Credit Facility [Member]
Components of long-term debt
Credit facility	$ 25,472
Maximum borrowing capacity	$ 300,000
Maturity date	Apr. 18, 2027
Amount outstanding	$ 25,472
Interest rate at end of period	3.50%	2.40%
Restated Credit Agreement [Member] | Letter Of Credit [Member]
Components of long-term debt
Maximum borrowing capacity	$ 5,000
Restated Credit Agreement [Member] | Term Facility [Member]
Components of long-term debt
Maximum borrowing capacity	$ 125,000
Maturity date	Apr. 18, 2027
Interest rate at end of period	3.50%	2.40%
Frequency of payments	quarterly
Restated Credit Agreement [Member] | Term Facility [Member] | Through March 31, 2023 [Member]
Components of long-term debt
Payment amount	$ 1,563
Date of first required payment	Jun. 30, 2022
Restated Credit Agreement [Member] | Term Facility [Member] | After March 31, 2023 [Member]
Components of long-term debt
Payment amount	$ 3,125
Date of first required payment	Jun. 30, 2023
Foreign Credit Facility [Member] | Revolving Credit Facility [Member]
Components of long-term debt
Maturity date	Aug. 22, 2022
Foreign Credit Facility [Member] | Term Facility [Member]
Components of long-term debt
Maturity date	Aug. 08, 2024
Minimum [Member] | Alternate Base Rate [Member]
Components of long-term debt
Interest rate	0.50%
Minimum [Member] | Foreign Credit Facility [Member]
Components of long-term debt
Interest rate at end of period	1.30%
Minimum [Member] | Restated Credit Agreement [Member] | Term Benchmark [Member]
Components of long-term debt
Interest rate	1.50%
Minimum [Member] | Foreign Credit Facility [Member]
Components of long-term debt
Interest rate at end of period		1.30%
Maximum [Member] | Alternate Base Rate [Member]
Components of long-term debt
Interest rate	1.625%
Maximum [Member] | Foreign Credit Facility [Member]
Components of long-term debt
Interest rate at end of period	5.00%
Maximum [Member] | Restated Credit Agreement [Member] | Term Benchmark [Member]
Components of long-term debt
Interest rate	2.625%
Maximum [Member] | Foreign Credit Facility [Member]
Components of long-term debt
Interest rate at end of period		5.20%

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Derivative Financial Instruments (Narrative) (Details) lb in Thousands, $ in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)	Jun. 30, 2022 USD ($) lb	Jun. 30, 2021 USD ($)	Jun. 30, 2021 AUD ($)
Maximum exposure of credit derivatives	$ 1,052		$ 1,052
Revenue	114,933	$ 73,309	$ 228,209	$ 148,640
Commodity Contract [Member] | Undesignated [Member]
Notional amount of nonmonetary derivatives | lb			1,264
Gain (loss) on derivatives	(553)		$ (553)
Forward exchange contracts [Member] | Undesignated [Member]
Notional amount of derivatives					$ 193,650
Gain (loss) on derivatives		(4,513)		(4,513)
Reclassification Out Of Accumulated Other Comprehensive Income [Member] | Unrealized Gains (Losses) on Cash Flow Hedges [Member]
Revenue	$ 610	$ (422)	$ 863	$ (743)

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Derivative Financial Instruments (Schedule Of Contracts Designated As Hedged Instruments) (Details) - Designated as Hedging Instrument [Member] € in Thousands, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2022 CAD ($)	Dec. 31, 2021 CAD ($)	Jun. 30, 2022 EUR (€)	Dec. 31, 2021 EUR (€)
Canadian Dollars [Member]
Foreign Exchange Contracts [Line Items]
Foreign exchange contracts, Notional Amount | $	$ 12,516	$ 14,850
Derivative, Maturity Date	Feb. 01, 2023	Feb. 01, 2023
Euros [Member]
Foreign Exchange Contracts [Line Items]
Foreign exchange contracts, Notional Amount | €			€ 18,370	€ 20,104
Derivative, Maturity Date	Feb. 01, 2023	Feb. 01, 2023

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Derivative Financial Instruments (Schedule Of Derivative Instruments Fair Value And Balance Sheet Classification) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Prepaid And Other Current Assets [Member] | Forward exchange contracts [Member] | Designated as Hedging Instrument [Member]
Derivative instruments in asset positions, Forward exchange contracts	$ 1,605	$ 491
Other Long-Term Assets [Member] | Forward exchange contracts [Member] | Designated as Hedging Instrument [Member]
Derivative instruments in asset positions, Forward exchange contracts		20
Accrued Liabilities [Member] | Commodity Contract [Member] | Undesignated [Member]
Derivative instruments in liability positions, Forward exchange contracts	$ 553
Other Long-Term Liabilities [Member] | Forward exchange contracts [Member] | Designated as Hedging Instrument [Member]
Derivative instruments in liability positions, Forward exchange contracts		$ 24

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Accumulated Other Comprehensive Income (Loss) (Components Of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2022	Jun. 30, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance		$ (5,050)			$ (5,050)
Other comprehensive (loss) income before reclassifications	$ (16,541)		$ 80		(10,184)	$ (286)
Amounts reclassified from other comprehensive (loss) income	(469)		323		(663)	569
Net current period other comprehensive (loss) income	(17,010)	6,163	403	$ (120)	(10,847)	283
Balance	(15,897)				(15,897)
AOCI Including Portion Attributable to Noncontrolling Interest [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	1,113	(5,050)	380	500	(5,050)	500
Balance	(15,897)	1,113	783	380	(15,897)	783
Foreign Currency Translation Adjustments [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	836	(5,241)	464	1,480	(5,241)	1,480
Other comprehensive (loss) income before reclassifications	(17,632)		295		(11,555)	(721)
Net current period other comprehensive (loss) income	(17,632)		295		(11,555)	(721)
Balance	(16,796)	836	759	464	(16,796)	759
Unrealized Gains (Losses) on Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	277	191	(84)	(980)	191	(980)
Other comprehensive (loss) income before reclassifications	1,091		(215)		1,371	435
Amounts reclassified from other comprehensive (loss) income	(469)		323		(663)	569
Net current period other comprehensive (loss) income	622		108		708	1,004
Balance	$ 899	$ 277	$ 24	$ (84)	$ 899	$ 24

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Accumulated Other Comprehensive Income (Loss) (Reclassification Out Of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Sales	$ 114,933	$ 73,309	$ 228,209	$ 148,640
Less: Income tax (benefit) expense	956	155	2,577	(211)
Total reclassifications from AOCI	469	(323)	663	(569)
Unrealized Gains (Losses) on Cash Flow Hedges [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total reclassifications from AOCI	469	(323)	663	(569)
Reclassification Out Of Accumulated Other Comprehensive Income [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total reclassifications from AOCI	469	(323)	663	(569)
Reclassification Out Of Accumulated Other Comprehensive Income [Member] | Unrealized Gains (Losses) on Cash Flow Hedges [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Sales	610	(422)	863	(743)
Less: Income tax (benefit) expense	141	(99)	200	(174)
Total reclassifications from AOCI	$ 469	$ (323)	$ 663	$ (569)

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Fair Value Measurements (Narrative) (Details) $ in Thousands, $ in Thousands	1 Months Ended
	Aug. 01, 2022 AUD ($)	Aug. 01, 2022 USD ($)	Jun. 30, 2022 item
MAXTRAX [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Payment of contingent consideration	$ 3,125	$ 2,148
Contingent Consideration [Member] | Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate			0.048
Contingent Consideration [Member] | Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate			0.080

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Fair Value Measurements (Schedule Of Assets And Liabilities Measured On A Recurring Basis) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Designated forward exchange contract, assets	$ 1,605	$ 511
Undesignated commodity derivative contracts	553
Designated forward exchange contracts, liabilities		24
Contingent consideration liabilities	3,652	3,485
Assets	1,605	511
Liabilities	4,205	3,509
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Designated forward exchange contract, assets
Undesignated commodity derivative contracts	553
Designated forward exchange contracts, liabilities
Contingent consideration liabilities
Assets
Liabilities	553
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Designated forward exchange contract, assets	1,605	511
Designated forward exchange contracts, liabilities		24
Assets	1,605	511
Liabilities		24
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Designated forward exchange contract, assets
Undesignated commodity derivative contracts
Designated forward exchange contracts, liabilities
Contingent consideration liabilities	3,652	3,485
Assets
Liabilities	$ 3,652	$ 3,485

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Fair Value Measurements (Schedule Of Contingent Consideration Measured At Fair Value On Recurring Basis) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at beginning of period	$ 3,485
Fair value adjustments	389
Impact of foreign currency exchange rates	(222)
Balance at end of period	3,652
Rhino Rack [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at beginning of period	1,813
Fair value adjustments	(1,810)
Impact of foreign currency exchange rates	(3)
Balance at end of period
MAXTRAX [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at beginning of period	1,672
Fair value adjustments	2,199
Impact of foreign currency exchange rates	(219)
Balance at end of period	$ 3,652

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Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands			3 Months Ended
	Jul. 29, 2022	Aug. 06, 2018	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021	Mar. 31, 2021
Dividend per quarter		$ 0.025
Dividend annualized		$ 0.10
Cash dividends			$ 931	$ 930	$ 782	$ 783
Dividends per share			$ 0.025	$ 0.025	$ 0.025	$ 0.025
Subsequent Event [Member]
Dividend date declared	Jul. 29, 2022
Dividend date to be paid	Aug. 19, 2022
Dividend date of record	Aug. 08, 2022
Dividends per share	$ 0.025

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Earnings Per Share (Narrative) (Details) - shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Earnings Per Share [Abstract]
Antidilutive securities excluded from computation of earnings per share, number of shares	1,638	1,034	1,484	1,017

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Earnings Per Share (Schedule Of Reconciliation Of Basic And Diluted Shares Of Common Stock Outstanding Used In Calculation Of Earnings Per Share) (Details) - $ / shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Earnings Per Share [Abstract]
Weighted average shares outstanding - basic	37,235	31,367	37,199	31,325
Effect of dilutive stock awards	2,241	1,823	2,338	1,645
Effect of dilutive deferred stock consideration for business acquisition	221		214
Weighted average number of shares outstanding - diluted	39,697	33,190	39,751	32,970
Basic net income per share	$ 0.10	$ 0.06	$ 0.24	$ 0.24
Diluted net income per share	$ 0.09	$ 0.06	$ 0.23	$ 0.23

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Stock-Based Compensation Plan (Narrative) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
	Mar. 04, 2022	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares of common stock that may be granted through awards to any employee in any calendar year				500
Stock options granted fair value				$ 3,564
Fair value of the restricted stock awards granted	$ 10,761
Unrecognized compensation cost related to unvested stock options		$ 7,123		$ 7,123
Unvested restricted stock awards		1,546		1,546
Unvested stock options		1,615		1,615
Unrecognized compensation cost related to unvested restricted stock awards		$ 10,781		$ 10,781
Total non-cash stock compensation expense		$ 3,555	$ 1,826	$ 6,922	$ 3,350
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				3 years
Stock options, term of expiration				10 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years 1 month 24 days
2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options issued under a plan				428
2015 Plan [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period per share price qualification	$ 50.00
Number issued	700
Minimum [Member] | 2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year
Maximum [Member] | 2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				3 years
Vest over a period of three years [Member] | 2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options issued under a plan				343
Vest In Four Equal Consecutive Quarterly Tranches From The Date Of Grant [Member] | 2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options issued under a plan				75
Vesting Immediately [Member] | 2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options issued under a plan				10

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Stock-Based Compensation Plan (Schedule Of Valuation Assumptions Used In Computing Fair Value Of Stock-Based Awards) (Details) - $ / shares shares in Thousands		6 Months Ended
	Mar. 04, 2022	Jun. 30, 2022
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years 1 month 24 days
2015 Plan [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options		428
2015 Plan [Member] | Stock Options [Member] | Vest In One To Three Years [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options		418
2015 Plan [Member] | Stock Options [Member] | Vesting Immediately [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options		10
Grant price		$ 21.83
Dividend yield		0.46%
Expected Volatility		39.40%
Risk-free interest rate		1.66%
Expected term (years)		5 years 6 months
Weighted average fair value (per share)		$ 8.03
2015 Plan [Member] | Stock Options [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		1 year
Grant price		$ 20.21
Dividend yield		0.36%
Expected Volatility		38.60%
Risk-free interest rate		1.46%
Expected term (years)		5 years 3 months 21 days
Weighted average fair value (per share)		$ 7.95
2015 Plan [Member] | Stock Options [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Grant price		$ 27.65
Dividend yield		0.49%
Expected Volatility		40.80%
Risk-free interest rate		2.95%
Expected term (years)		6 years
Weighted average fair value (per share)		$ 10.41
2015 Plan [Member] | Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number issued	700
Vesting period per share price qualification	$ 50.00
Grant price	$ 21.83
Dividend yield	0.46%
Expected Volatility	41.00%
Risk-free interest rate	1.74%
Weighted average fair value (per share)	$ 15.37

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Income Taxes (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Dec. 31, 2021
Income Tax Disclosure [Line Items]
Statutory income tax rate	21.00%	21.00%
Estimated effective tax rate	20.30%	22.10%
Gross deferred tax asset			$ 38,184
Valuation allowance			4,378
Net deferred tax asset			33,806
Deferred tax liabilities, gross			46,653
Net operating loss carryforwards for U.S. federal income tax purposes			60,712
Research and experimentation credit carryforwards			$ 2,289
Austrian Ministry Of Finance [Member]
Income Tax Disclosure [Line Items]
Foreign statutory tax rate, foreign operations	25.00%	25.00%
Inland Revenue Department, New Zealand [Member]
Income Tax Disclosure [Line Items]
Foreign statutory tax rate, foreign operations	28.00%	28.00%
Australian Taxation Office [Member]
Income Tax Disclosure [Line Items]
Foreign statutory tax rate, foreign operations	30.00%	30.00%

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Income Taxes (Summary Of Tax Credit Carryforwards) (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Tax Credit Carryforward [Line Items]
Total net operating loss amount	$ 60,712
Operating loss carryforward expiration year 2022
Tax Credit Carryforward [Line Items]
Net operating loss amount	39,507
Operating loss carryforward expiration year 2023
Tax Credit Carryforward [Line Items]
Net operating loss amount	5,712
Operating loss carryforward expiration year 2024
Tax Credit Carryforward [Line Items]
Net operating loss amount	3,566
Operating loss carryforward expiration year 2025 and beyond [Member]
Tax Credit Carryforward [Line Items]
Net operating loss amount	$ 11,927

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Segment Information (Narrative) (Details)	6 Months Ended
	Jun. 30, 2022 segment
Segment Information [Abstract]
Number of segments	3

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Segment Information (Financial Information for Segments) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Sales to external customers	$ 114,933	$ 73,309	$ 228,209	$ 148,640
Operating income (expense)	7,791	6,668	15,904	12,357
Transaction costs	(821)	(649)	(2,022)	(1,125)
Contingent consideration benefit	(374)		389
Corporate and other expenses			(13,237)	(11,200)
Interest income (expense), net	(1,728)	(212)	(2,844)	(450)
Income before income tax	4,720	1,995	11,650	7,306
Operating Segments [Member]
Segment Reporting Information [Line Items]
Operating income (expense)			30,142	20,081
Outdoor [Member]
Segment Reporting Information [Line Items]
Sales to external customers			104,126	96,688
Outdoor [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Operating income (expense)			3,359	4,102
Precision Sport [Member]
Segment Reporting Information [Line Items]
Sales to external customers			68,305	51,952
Precision Sport [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Operating income (expense)			24,015	15,979
Adventure [Member]
Segment Reporting Information [Line Items]
Sales to external customers			55,778
Adventure [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Operating income (expense)			2,768
Domestic Sales [Member]
Segment Reporting Information [Line Items]
Sales to external customers	64,073	51,876	126,380	99,449
Domestic Sales [Member] | Outdoor [Member]
Segment Reporting Information [Line Items]
Sales to external customers			52,922	50,992
Domestic Sales [Member] | Precision Sport [Member]
Segment Reporting Information [Line Items]
Sales to external customers			54,636	48,457
Domestic Sales [Member] | Adventure [Member]
Segment Reporting Information [Line Items]
Sales to external customers			18,822
International Sales [Member]
Segment Reporting Information [Line Items]
Sales to external customers	$ 50,860	$ 21,433	101,829	49,191
International Sales [Member] | Outdoor [Member]
Segment Reporting Information [Line Items]
Sales to external customers			51,204	45,696
International Sales [Member] | Precision Sport [Member]
Segment Reporting Information [Line Items]
Sales to external customers			13,669	$ 3,495
International Sales [Member] | Adventure [Member]
Segment Reporting Information [Line Items]
Sales to external customers			$ 36,956

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Segment Information (Total Assets by Segments) (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Assets	$ 638,011	$ 631,827
Outdoor [Member]
Segment Reporting Information [Line Items]
Assets	168,811	166,751
Precision Sport [Member]
Segment Reporting Information [Line Items]
Assets	153,361	142,549
Adventure [Member]
Segment Reporting Information [Line Items]
Assets	287,934	298,364
Corporate [Member]
Segment Reporting Information [Line Items]
Assets	$ 27,905	$ 24,163

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Segment Information (Capital Expenditures, Depreciation and Amortization by Segment) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Capital expenditures			$ 4,072	$ 3,225
Depreciation	$ 1,877	$ 1,349	3,709	2,705
Amortization			8,057	2,394
Outdoor [Member]
Segment Reporting Information [Line Items]
Capital expenditures			2,325	1,272
Depreciation			1,646	1,407
Amortization			505	517
Precision Sport [Member]
Segment Reporting Information [Line Items]
Capital expenditures			1,222	1,953
Depreciation			1,593	1,298
Amortization			1,385	$ 1,877
Adventure [Member]
Segment Reporting Information [Line Items]
Capital expenditures			525
Depreciation			470
Amortization			$ 6,167