false 0000033488 0000033488 2023-10-26 2023-10-26
 
UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported)   October 26, 2023  
 
ESCALADE, INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)
 
Indiana

(State or Other Jurisdiction of Incorporation)
 
0-6966  13-2739290
(Commission File Number)  (IRS Employer Identification No.)
   
817 Maxwell Avenue, Evansville, Indiana 47711
(Address of Principal Executive Offices) (Zip Code)
       
(812) 467-1358

(Registrant’s Telephone Number, Including Area Code)
 
Not Applicable

(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
 
Title of each class Trading Symbol Name of Exchange on which registered
Common Stock, No Par Value
ESCA
The NASDAQ Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company                            
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.                                     ☐
 
1

 
Section 2 Financial Information
 
Item 2.02 Results of Operations and Financial Condition.
 
On October 26, 2023, Escalade, Incorporated ("Escalade") issued the press release attached hereto as Exhibit 99.1 announcing financial information regarding Escalade's third quarter and year to date results for 2023.
 
The information under this Item 2.02 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
 
Section 8 Other Events
 
Item 8.01 Other Events.
 
On October 26, 2023, the Board of Directors of Escalade announced that a quarterly dividend of fifteen cents $0.15 per share would be paid to all shareholders of record on January 5, 2024 and disbursed on January 12, 2024.
 
Item 9.01 Financial Statements and Exhibits
 
 
(d)
Exhibits
 
 
Exhibit
Description
   
 
 
99.1
 
104
Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).
 
2

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, Escalade, Incorporated has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Date: October 26, 2023
ESCALADE, INCORPORATED
 
By: /s/ STEPHEN R. WAWRIN
 
Stephen R. Wawrin, Vice President and Chief Financial Officer          
 
 
3
 

 

EXHIBIT 99.1

 

 

Escalade Reports Third Quarter 2023 and Year to Date 2023 Results

 

EVANSVILLE, IN, October 26, 2023 Escalade, Inc. (NASDAQ: ESCA, or the “Company”), a leading manufacturer and distributor of sporting goods and indoor/outdoor recreational equipment, today announced third quarter and year to date results for 2023.

 

THIRD QUARTER 2023

(As compared to the third quarter 2022)

 

Net sales decreased 2.1% to $73.4 million

Gross margin improved 652 basis points, to 24.7%

Operating income increased 52.7% to $6.4 million

EBITDA totaled $7.9 million, an increase of 35.7%

Net income of $4.3 million, or $0.31 per diluted share vs. $3.0 million, or $0.22 per diluted share for 2022

Cash provided by operations of $14.8 million vs. cash used of $5.5 million

 

THREE QUARTERS ENDED SEPTEMBER 30, 2023

(As compared to three quarters ended October 1, 2022)

 

Net sales decreased 18.0% to $198.1 million

Gross margin declined 70 basis points, to 23.1%

Operating income decreased 40.0% to $12.9 million

EBITDA totaled $17.1 million, a decrease of 35.9%

Net income of $7.0 million, or $0.50 per diluted share vs. $15.3 million, or $1.12 per diluted share for 2022

Cash provided by operations of $27.7 million vs. cash used of $5.7 million

 

For the third quarter ended September 30, 2023, Escalade reported net income of $4.3 million, or $0.31 per diluted share, versus net income of $3.0 million, or $0.22 per diluted share for the third quarter in 2022. Total net sales declined 2.1% on a year-over-year basis in the third quarter, primarily due to softer consumer demand across the majority of the Company’s product categories, partially offset by improved demand in our basketball and pickleball product categories and the impact of the change in the Company’s reporting calendar which resulted in eight more business days during the third quarter of 2023. Excluding the impact of the change in the Company’s reporting calendar, net sales declined 11.6%.

 

For the three quarters ended September 30, 2023, Escalade reported net income of $7.0 million, or $0.50 per diluted share, versus $15.3 million, or $1.12 per diluted share for the three quarters ended October 1, 2022. Total net sales declined 18.0% on a year-over-year basis in 2023 due to softer consumer demand and the impact of the change in the Company’s reporting calendar, which has resulted in seven fewer days in the first three quarters of 2023 compared to the first three quarters of 2022. Excluding the impact of the change in the Company’s reporting calendar, net sales declined 15.5%.

 

Escalade reported third quarter gross margin of 24.7%, an increase of 652 basis points versus the prior-year quarter, due to favorable product mix, lower costs associated with supply chain disruption and nonrecurring product recall expenses in the prior year quarter that did not recur in the third quarter of 2023.

 

The Company generated $14.8 million of cash flow from operations in the third quarter 2023, compared to cash use from operations of $5.5 million for the same quarter in 2022. Earnings before interest, taxes, depreciation, and amortization (“EBITDA”) increased 35.7% to $7.9 million in the third quarter 2023, versus $5.8 million in the prior-year period.

 

1

 

As of September 30, 2023, the Company had total cash and equivalents of $0.9 million, together with $47.5 million of availability on its senior secured revolving credit facility maturing in 2027. At the end of the third quarter 2023, net debt (total debt less cash) was 3.1x trailing twelve-month EBITDA.

 

Escalade’s Board of Directors has declared a quarterly dividend of $0.15 per share of common stock. The dividend is payable on January 12, 2024 to all shareholders of record at the close of business on January 5, 2024.

 

Effective January 1, 2023, Escalade transitioned to a conventional twelve-month reporting calendar. Please see the accompanying table in our footnotes for a comparison of the days in each quarter for 2022 and 2023.

 

MANAGEMENT COMMENTARY

 

“We delivered strong third quarter results highlighted by significant year-over-year-growth in gross margins, operating income and operating cash flow resulting in substantial debt reduction,” stated Walter P. Glazer, Jr., President and CEO of Escalade. “The wholesale inventory destocking cycle that began earlier this year progressed favorably for many of our categories. Order activity also improved within our mass merchant channel, which includes our big box and sporting goods retailers, during the third quarter driven by demand for our basketball and pickleball product categories. We’ve remained highly focused on reducing fixed overhead expenses, while continuing to reduce inventory levels, consistent with our focus on improved working capital efficiency,” stated Glazer.

 

“During a period of higher interest rates and persistent inflationary headwinds, consumer demand for many of our categories has so far remained resilient,” continued Glazer. “These economic headwinds will likely continue for some time and may further erode consumer confidence and have a greater impact on discretionary spending in our categories. We also believe our retail partners will continue to closely manage their inventory levels and be more promotional in this uncertain economic environment,” stated Glazer. “Our diverse portfolio of recreational brands has resonated with consumers in this current environment, particularly within our basketball and pickleball assortment,” continued Glazer. “The sales improvement we are seeing in these categories results from innovative product introductions, our strong brand support and our continued investment in our direct-to-consumer (DTC) sales platform, which has grown over 50% year-to-date. We continue to invest in both our DTC initiatives and new product development within our brand portfolio.”

 

“Third quarter gross margin improved substantially to the best levels since the second quarter of last year,” continued Glazer. “The improvement is the result of favorable product mix, expense reductions, and price discipline. We believe that this gross margin level is sustainable as we continue to identify opportunities for fixed cost reductions amid raw material and freight tailwinds. We also continue to focus on the divestiture of our underutilized facility in Mexico.”

 

“Debt reduction remains our top capital allocation priority at this time,” stated Glazer. “Strong free cash generation in the third quarter supported approximately $12 million in debt reduction, bringing net leverage down to 3.1x at the end of the quarter,” stated Glazer. “Looking ahead, we remain focused on closely managing our capital expenditures as well as further reducing outstanding borrowings and reinvesting in our market-leading portfolio of high-quality brands.”

 

2

 

 

CONFERENCE CALL

 

A conference call will be held Thursday, October 26, 2023, at 11:00 a.m. ET to review the Company’s financial results, discuss recent events and conduct a question-and-answer session.

 

A webcast of the conference call and accompanying presentation materials will be available in the Investor Relations section of Escalade’s website at www.escaladeinc.com. To listen to a live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register, download, and install any necessary audio software.

 

To participate in the live teleconference:

Domestic Live: 1-877-300-8521

International Live:

1-412-317-6062

 

To listen to a replay of the teleconference, which subsequently will be available through November 9, 2023:

 

Domestic Replay: 1-844-512-2921
International Replay: 1-412-317-6671
Conference ID: 10183197

 

USE OF NON-GAAP FINANCIAL MEASURES

 

In addition to disclosing financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”), this release contains the non-GAAP financial measure known as “EBITDA.” A reconciliation of this non-GAAP financial measure is contained at the end of this press release. EBITDA is a non-GAAP financial measure that Escalade uses to facilitate comparisons of operating performance across periods. Escalade believes the disclosure of EBITDA provides useful information to investors regarding its financial condition and results of operations. Non-GAAP measures should be viewed as a supplement to and not a substitute for the Company’s U.S. GAAP measures of performance and the financial results calculated in accordance with U.S. GAAP and reconciliations from these results should be carefully evaluated. Non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or in lieu of an analysis of the Company’s results as reported under U.S. GAAP and should be evaluated only on a supplementary basis.

 

ABOUT ESCALADE

 

Founded in 1922, and headquartered in Evansville, Indiana, Escalade designs, manufactures, and sells sporting goods, fitness, and indoor/outdoor recreation equipment.  Our mission is to connect family and friends creating lasting memories. Leaders in our respective categories, Escalade’s brands include Brunswick Billiards®; STIGA® table tennis; Accudart®; RAVE Sports® water recreation; Victory Tailgate® custom games; Onix® pickleball; Goalrilla™ basketball; Lifeline® fitness; Woodplay® playsets; and Bear® Archery. Escalade’s products are available online and at leading retailers nationwide. For more information about Escalade’s many brands, history, financials, and governance please visit www.escaladeinc.com.

 

INVESTOR RELATIONS CONTACT

 

Patrick Griffin

Vice President - Corporate Development & Investor Relations

812-467-1358

 

3

 

 

FORWARD-LOOKING STATEMENTS 

 

This report contains forward-looking statements relating to present or future trends or factors that are subject to risks and uncertainties. These risks include, but are not limited to: specific and overall impacts of the COVID-19 global pandemic on Escalade’s financial condition and results of operations; the impact of competitive products and pricing; product demand and market acceptance; new product development; Escalade’s ability to achieve its business objectives; Escalade’s ability to successfully achieve the anticipated results of strategic transactions, including the integration of the operations of acquired assets and businesses and of divestitures or discontinuances of certain operations, assets, brands, and products; the continuation and development of key customer, supplier, licensing and other business relationships; Escalade’s ability to develop and implement our own direct to consumer e-commerce distribution channel; Escalade’s ability to successfully negotiate the shifting retail environment and changes in consumer buying habits; the financial health of our customers; disruptions or delays in our business operations, including without limitation disruptions or delays in our supply chain, arising from political unrest, war, labor strikes, natural disasters, public health crises such as the coronavirus pandemic, and other events and circumstances beyond our control; Escalade’s ability to control costs; Escalade’s ability to successfully implement actions to lessen the potential impacts of tariffs and other trade restrictions applicable to our products and raw materials, including impacts on the costs of producing our goods, importing products and materials into our markets for sale, and on the pricing of our products; general economic conditions, including inflationary pressures; fluctuation in operating results; changes in foreign currency exchange rates; changes in the securities markets; continued listing of the Company’s common stock on the NASDAQ Global Market; the Company’s inclusion or exclusion from certain market indices; Escalade’s ability to obtain financing and to maintain compliance with the terms of such financing; the availability, integration and effective operation of information systems and other technology, and the potential interruption of such systems or technology; the potential impact of actual or perceived defects in, or safety of, our products, including any impact of product recalls or legal or regulatory claims, proceedings or investigations involving our products; risks related to data security of privacy breaches; the potential impact of regulatory claims, proceedings or investigations involving our products; and other risks detailed from time to time in Escalade’s filings with the Securities and Exchange Commission. Escalade’s future financial performance could differ materially from the expectations of management contained herein. Escalade undertakes no obligation to release revisions to these forward-looking statements after the date of this report.

 

4

 

 

Escalade, Incorporated and Subsidiaries

Consolidated Statements of Operations

(Unaudited, In Thousands Except Per Share Data)

 

   

Third Quarter Ended

   

Three Quarters Ended

 

All Amounts in Thousands Except Per Share Data

 

September

30, 2023

   

October

1, 2022

   

September

30, 2023

   

October

1, 2022

 
                                 

Net sales

  $ 73,358     $ 74,904       198,060     $ 241,621  
                                 

Costs and Expenses

                               

Cost of products sold

    55,222       61,273       152,225       184,147  

Selling, administrative and general expenses

    11,071       8,769       31,123       33,975  

Amortization

    620       642       1,860       2,067  
                                 

Operating Income

    6,445       4,220       12,852       21,432  
                                 

Other Income (Expense)

                               

Interest expense

    (1,325 )     (954 )     (4,280 )     (2,462 )

Other income (expense)

    5       (22 )     30       50  
                                 

Income Before Income Taxes

    5,125       3,244       8,602       19,020  
                                 

Provision for Income Taxes

    850       286       1,637       3,735  
                                 

Net Income

  $ 4,275     $ 2,958     $ 6,965     $ 15,285  
                                 

Earnings Per Share Data:

                               

Basic earnings per share

  $ 0.31     $ 0.22     $ 0.51     $ 1.13  

Diluted earnings per share

  $ 0.31     $ 0.22     $ 0.50     $ 1.12  
                                 

Dividends declared

  $ 0.15     $ 0.15     $ 0.45     $ 0.45  

 

5

 

 

Consolidated Balance Sheets

(Unaudited, In Thousands)

 

All Amounts in Thousands Except Share Information

 

September 30,

2023

   

December

31, 2022

   

October 1,

2022

 
   

(Unaudited)

   

(Audited)

   

(Unaudited)

 

ASSETS

                       

Current Assets:

                       

Cash and cash equivalents

  $ 919     $ 3,967     $ 4,000  

Receivables, less allowance of $367; $492; and $729; respectively

    63,378       57,419       65,258  

Inventories

    105,267       121,870       134,957  

Prepaid expenses

    4,303       4,942       4,143  

Prepaid income tax

    2,080       --       1,075  

TOTAL CURRENT ASSETS

    175,947       188,198       209,433  
                         

Property, plant and equipment, net

    23,949       24,751       27,618  

Assets held for sale

    2,823       2,823       --  

Operating lease right-of-use assets

    8,645       9,100       9,074  

Intangible assets, net

    29,260       31,120       34,712  

Goodwill

    42,326       42,326       39,226  

Other assets

    423       400       261  

TOTAL ASSETS

  $ 283,373     $ 298,718     $ 320,324  
                         

LIABILITIES AND STOCKHOLDERS' EQUITY

                       

Current Liabilities:

                       

Current portion of long-term debt

  $ 7,143     $ 7,143     $ 7,143  

Trade accounts payable

    24,050       9,414       22,684  

Accrued liabilities

    11,991       21,320       19,060  

Income tax payable

    --       71       --  

Current operating lease liabilities

    1,037       993       816  

TOTAL CURRENT LIABILITIES

    44,221       38,941       49,703  
                         

Other Liabilities:

                       

Long‑term debt

    64,896       87,738       99,568  

Deferred income tax liability

    4,516       4,516       4,759  

Operating lease liabilities

    8,163       8,641       8,557  

Other liabilities

    407       407       448  

TOTAL LIABILITIES

    122,203       140,243       163,035  
                         

Stockholders' Equity:

                       

Preferred stock:

                       

Authorized 1,000,000 shares; no par value, none issued

                       

Common stock:

                       

Authorized 30,000,000 shares; no par value, issued and outstanding – 13,736,800; 13,594,407; and 13,590,407; shares respectively

    13,737       13,594       13,590  

Retained earnings

    147,433       144,881       143,699  

TOTAL STOCKHOLDERS' EQUITY

    161,170       158,475       157,289  

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

  $ 283,373     $ 298,718     $ 320,324  

 

6

 

 

Reconciliation of GAAP Net Income to Non-GAAP EBITDA

(Unaudited, In Thousands)

 

   

Third Quarter Ended

   

Three Quarters Ended

 

All Amounts in Thousands

 

September

30, 2023

   

October

1, 2022

   

September

30, 2023

   

October

1, 2022

 
                                 

Net Income (GAAP)

  $ 4,275     $ 2,958     $ 6,965     $ 15,285  
                                 

Interest expense

    1,325       954       4,280       2,462  

Income tax expense

    850       286       1,637       3,735  

Depreciation and amortization

    1,423       1,604       4,221       5,207  
                                 

EBITDA (Non-GAAP)

  $ 7,873     $ 5,802     $ 17,103     $ 26,689  

 

 

Comparison of Fiscal Calendar Days for 2023 and 2022 Quarters

 

   

2023 Days

   

2022 Days

 
                 

First Fiscal Quarter

    90       84  

Second Fiscal Quarter

    91       112  

Third Fiscal Quarter

    92       84  

Fourth Fiscal Quarter

    92       91  

Total Days

    365       371  

 

7
v3.23.3
Document And Entity Information
Oct. 26, 2023
Document Information [Line Items]  
Entity, Registrant Name ESCALADE, INCORPORATED
Document, Type 8-K
Document, Period End Date Oct. 26, 2023
Entity, Incorporation, State or Country Code IN
Entity, File Number 0-6966
Entity, Tax Identification Number 13-2739290
Entity, Address, Address Line One 817 Maxwell Avenue
Entity, Address, City or Town Evansville
Entity, Address, State or Province IN
Entity, Address, Postal Zip Code 47711
City Area Code 812
Local Phone Number 467-1358
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol ESCA
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000033488

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