8-K

American Outdoor Brands, Inc. (AOUT)

8-K 2024-06-27 For: 2024-06-27
View Original
Added on April 05, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): June 27, 2024

American Outdoor Brands, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware 001-39366 84-4630928
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
1800 North Route Z
Columbia, Missouri 65202
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (800) 338-9585
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock, Par Value $0.001 per Share AOUT The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Item 2.02 Results of Operations and Financial Condition.

On June 27, 2024, American Outdoor Brands, Inc. issued a press release reporting its financial results for the fiscal year ended April 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number Description
99.1 Press release from the Registrant, dated June 27, 2024, reporting American Outdoor Brand, Inc.’s financial results for the fiscal year ended April 30, 2024.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

AMERICAN OUTDOOR BRANDS, INC.
Date: June 27, 2024 By: /s/ H. Andrew Fulmer
H. Andrew Fulmer<br>Executive Vice President, Chief Financial Officer, and Treasurer

EX-99.1

Exhibit 99.1
1800 N Route Z, Suite A
Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT

Contact:

Liz Sharp, VP, Investor Relations

lsharp@aob.com

(573) 303-4620

American Outdoor Brands, Inc. Reports

Fourth Quarter and Full Fiscal 2024 Financial Results

  • FY24 Net Sales $201.1 Million – Up 5.2%
  • FY24 Gross Margin 44.0%
  • FY24 Traditional Channel Sales $116.8 Million
  • FY24 E-Commerce Channel Sales $84.3 Million
  • FY24 Operating Cash Flow $24.5 Million

COLUMBIA, Mo., June 27, 2024 – American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an industry leading provider of products and accessories for rugged outdoor enthusiasts, today announced financial results for the fourth quarter and full year fiscal 2024 ended April 30, 2024.

Full Year Fiscal 2024 Financial Highlights

  • Full year net sales were $201.1 million, an increase of $9.9 million, or 5.2%, compared with net sales of $191.2 million for the prior year. Strong growth in traditional channel net sales of 12.3% was partially offset by a slight decrease in e-commerce channel net sales of 3.3%.
  • Full year GAAP gross margin was 44.0%, compared to 46.1% for the prior year. Full year non-GAAP gross margin was 44.5%, compared to 46.2% for the prior year. Gross margin was impacted by the amortization in the second half of fiscal 2024 of tariff and freight costs stemming from higher inventory purchases that occurred in the first half of fiscal 2024, higher promotional product discounts, as well as an immaterial adjustment to a tariff drawback claim submitted in fiscal 2022. For a detailed reconciliation, see the schedules that follow in this release.
  • Full year GAAP net loss was $12.2 million, or ($0.94) per diluted share, compared with a GAAP net loss of $12.0 million, or ($0.90) per diluted share, last year.
  • Full year non-GAAP net income was $4.3 million, or $0.32 per diluted share, compared with non-GAAP net income of $6.6 million, or $0.48 per diluted share, for the prior year. GAAP to non-GAAP adjustments for net income exclude acquired intangible amortization, stock compensation, technology implementation, and other costs. For a detailed reconciliation, see the schedules that follow in this release.
1800 N Route Z, Suite A
Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT
  • Full year Adjusted EBITDAS was $9.8 million, or 4.9% of net sales, compared with Adjusted EBITDAS of $12.8 million, or 6.7% of net sales, for the prior year. For a detailed reconciliation, see the schedules that follow in this release.

Fourth Quarter Fiscal 2024 Financial Highlights

  • Quarterly net sales were $46.3 million, an increase of $4.1 million, or 9.7%, compared with net sales of $42.2 million for the comparable quarter last year. Growth in traditional channel net sales of 26.3% was partially offset by a decline in e-commerce net sales of 9.6%.
  • Quarterly GAAP gross margin was 41.9%, compared with quarterly gross margin of 45.2% for the comparable quarter last year. Quarterly non-GAAP gross margin was 44.3%, compared with 45.2% for the comparable quarter last year. Gross margin was impacted by the amortization of tariff and freight costs stemming from higher inventory purchases that occurred in the first half of fiscal 2024, higher promotional product discounts, as well as an immaterial adjustment to a tariff drawback claim submitted in fiscal 2022. For a detailed reconciliation, see the schedules that follow in this release.
  • Quarterly GAAP net loss was $5.3 million, or ($0.42) per diluted share, compared with GAAP net loss of $3.8 million, or ($0.29) per diluted share, for the comparable quarter last year.
  • Quarterly non-GAAP net loss was $45,000, or $0.00 per diluted share, compared with non-GAAP net income of $793,000, or $0.06 per diluted share, for the comparable quarter last year. GAAP to non-GAAP adjustments for net income exclude acquired intangible amortization, stock compensation, technology implementation, and other costs. For a detailed reconciliation, see the schedules that follow in this release.
  • Quarterly non-GAAP Adjusted EBITDAS was $1.0 million, or 2.2% of net sales, compared with $1.8 million, or 4.3% of net sales, for the comparable quarter last year. For a detailed reconciliation, see the schedules that follow in this release.

Brian Murphy, President and Chief Executive Officer, said, “I am very pleased with our performance for fiscal 2024, a year in which we delivered year-over-year net sales growth that exceeded our expectations and achieved several strategic milestones which, we believe, position our company and our brands well for the future. Innovation remains core to our strategy, and in fiscal 2024, innovation helped drive growth by allowing us to forge strong relationships with our consumers and retailers and expand our access to new markets. Our results were especially notable given the environment of consumer uncertainty that characterized fiscal 2024.”

“Net sales in the year grew more than 5%, reflecting growth in our outdoor lifestyle category of 6.9% and growth in our shooting sports category of 3.2%. Overall growth was supported by new product launches across a number of our brands including BUBBA, Caldwell, Grilla, and Hooyman. In fact, new products generated over 23% of our net sales in fiscal 2024. In addition, throughout the year, we remained focused on ensuring that our brands were increasingly accessible to a broader audience of consumers, both in store and online. We expanded MEAT! Your Maker meat processing equipment into the retail channel in 2024, and positioned Grilla outdoor cooking products for retail entry in fiscal 2025 – providing new audiences for these popular consumer brands. We also expanded our presence in Canada during the year, bringing more of our exciting outdoor brands to Canadian consumers. On a combined basis, these actions helped deliver fiscal 2024 growth in our traditional sales channel of more than 12%,

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

and growth in our international sales channel of more than 35%. They also position us well for fiscal 2025 and beyond, as we expect that both traditional and online retailers will continue to seek out strong and innovative brands to help drive consumer foot traffic and deliver an enhanced consumer experience,” concluded Murphy.

Andrew Fulmer, Chief Financial Officer, said, “In fiscal 2024, we grew our business, invested in our future, and demonstrated disciplined capital management. We delivered net sales growth, strengthened our balance sheet, lowered our product inventories both internally and within the channel, and continued to return cash to stockholders through our share repurchase program. We ended the year with $29.7 million in cash and no debt after paying down our line of credit to zero and repurchasing $6.0 million of our common stock during the year. At the same time, we invested in our future growth and profitability by expanding our lease agreement at our Columbia, Missouri headquarters and distribution facility, providing us with capacity for future organic growth and acquisitions, as well as operational efficiencies. We believe our results demonstrate that our brands and our company remain well positioned to deliver growth in both net sales and profitability in fiscal 2025.”

Conference Call and Webcast

The Company will host a conference call and webcast today, June 27, 2024, to discuss its fourth quarter and full year fiscal 2024 financial and operational results. Speakers on the conference call will include Brian Murphy, President and Chief Executive Officer, and Andrew Fulmer, Chief Financial Officer. The conference call may include forward-looking statements and a discussion of non-GAAP financial measures. The conference call and webcast will begin at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). Those interested in listening to the conference call via telephone may call directly at (833) 630-1956 and ask to join the American Outdoor Brands call. No RSVP is necessary. The conference call audio webcast can also be accessed live on the Company's website at www.aob.com, under the Investor Relations section.

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

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

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

About American Outdoor Brands, Inc.

American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT) is an industry leading provider of outdoor products and accessories, including hunting, fishing, camping, shooting, outdoor cooking, and personal security and defense products, for rugged outdoor enthusiasts. The Company produces innovative, high quality products under brands including BOG®; BUBBA®; Caldwell®; Crimson Trace®; Frankford Arsenal®; Grilla Grills®; Hooyman®; Imperial®; LaserLyte®; Lockdown®; MEAT!TM; Old Timer®; Schrade®; Tipton®; Uncle Henry®; ust®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit aob.com.

Safe Harbor Statement

Certain statements contained in this press release may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. All statements other than statements of historical facts contained or incorporated herein by reference in this press release, including statements regarding our future operating results, future financial position, business strategy, objectives, goals, plans, prospects, markets, and plans and objectives for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “targets,” “contemplates,” “projects,” “predicts,” “may,” “might,” “plan,” “would,” “should,” “could,” “may,” “can,” “potential,” “continue,” “objective,” or the negative of those terms, or similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. Specific forward-looking statements in this press release include our belief that our company and brands are positioned well for the future; our expectation that both traditional and online retailers will seek out strong and innovative brands to help drive consumer foot traffic and deliver an enhanced consumer experience; our belief that our company remains well positioned to deliver growth in both net sales and profitability in fiscal 2025. We caution that these statements are qualified by important risks, uncertainties, and other factors that could cause actual results to differ materially from those reflected by such forward-looking statements. Such factors include, among others, potential disruptions in our ability to source the materials necessary for the production of our products, disruptions and delays in the manufacture of our products, and difficulties encountered by retailers and other components of the distribution channel for our products; economic, social, political, legislative, and regulatory factors; lawsuits and their effect on us; inventory levels, both internally and in the distribution channel, in excess of demand; natural disasters, pandemics, seasonality, news events, political events, and consumer tastes; future investments for capital expenditures; future products and product development; the features, quality, and performance of our products; the success of our strategies and marketing programs; our market share and factors that affect our market share; liquidity and anticipated cash needs and availability; the supply, availability, and costs of materials and components and related tariffs; our ability to maintain and enhance brand recognition and reputation; risks associated with the distribution of our products and overall availability of labor; and other factors detailed from time to time in our reports filed with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended April 30, 2024.

1800 N Route Z, Suite A
Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT
AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
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CONSOLIDATED BALANCE SHEETS
April 30, 2023
ASSETS
Current assets:
Cash and cash equivalents 29,698 $ 21,950
Accounts receivable, net of allowance for credit losses of 133 on April 30, 2024   and 125 on April 30, 2023 25,728 26,846
Inventories 93,315 99,734
Prepaid expenses and other current assets 6,410 7,839
Income tax receivable 223 1,251
Total current assets 155,374 157,620
Property, plant, and equipment, net 11,038 9,488
Intangible assets, net 40,217 52,021
Right-of-use assets 33,564 24,198
Other assets 404 260
Total assets 240,597 $ 243,587
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable 14,198 $ 11,544
Accrued expenses 9,687 8,741
Accrued payroll and incentives 4,167 1,813
Lease liabilities, current 1,331 904
Total current liabilities 29,383 23,002
Notes and loans payable 4,623
Lease liabilities, net of current portion 33,289 24,064
Other non-current liabilities 34
Total liabilities 62,672 51,723
Commitments and contingencies
Equity:
Preferred stock, 0.001 par value, 20,000,000 shares authorized, no   shares issued or outstanding on April 30, 2024 and 2023
Common stock, 0.001 par value, 100,000,000 shares authorized, 14,701,280 shares   issued and 12,797,865 shares outstanding on April 30, 2024 and 14,447,149    shares issued and 13,233,151 shares outstanding on April 30, 2023 15 14
Additional paid in capital 277,107 272,784
Retained deficit (74,623 ) (62,375 )
Treasury stock, at cost (1,903,415 shares on April 30, 2024 and    1,213,998 shares on April 30, 2023) (24,574 ) (18,559 )
Total equity 177,925 191,864
Total liabilities and equity 240,597 $ 243,587

All values are in US Dollars.

1800 N Route Z, Suite A
Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT
AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
For the Three Months Ended April 30, For the Years Ended April 30,
2024 2023 2024 2023
(Unaudited)
Net sales $ 46,299 $ 42,203 $ 201,099 $ 191,209
Cost of sales 26,915 23,129 112,673 103,145
Gross profit 19,384 19,074 88,426 88,064
Operating expenses:
Research and development 1,785 1,474 6,851 6,361
Selling, marketing, and distribution 13,117 11,565 55,050 51,791
General and administrative 9,988 10,038 39,022 42,612
Total operating expenses 24,890 23,077 100,923 100,764
Operating loss (5,506 ) (4,003 ) (12,497 ) (12,700 )
Other (expense)/income, net:
Other (expense)/income, net (4 ) 136 140 1,188
Interest income/(expense), net 110 (120 ) 39 (761 )
Total other (expense)/income, net 106 16 179 427
Loss from operations before income taxes (5,400 ) (3,987 ) (12,318 ) (12,273 )
Income tax benefit (98 ) (151 ) (70 ) (249 )
Net loss $ (5,302 ) $ (3,836 ) $ (12,248 ) $ (12,024 )
Net loss per share:
Basic $ (0.42 ) $ (0.29 ) $ (0.94 ) $ (0.90 )
Diluted $ (0.42 ) $ (0.29 ) $ (0.94 ) $ (0.90 )
1800 N Route Z, Suite A
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Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT
AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
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CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended April 30,
2024 2023
(In thousands)
Cash flows from operating activities:
Net loss $ (12,248 ) $ (12,024 )
Adjustments to reconcile net loss to net cash provided by<br>   operating activities:
Depreciation and amortization 16,101 16,511
Loss on sale/disposition of assets 7 94
Provision for credit losses on accounts receivable 8 (11 )
Stock-based compensation expense 4,075 4,050
Changes in operating assets and liabilities:
Accounts receivable 1,110 2,044
Inventories 6,419 21,949
Accounts payable 2,873 (1,308 )
Accrued liabilities 3,300 (1,085 )
Other 2,846 486
Net cash provided by operating activities 24,491 30,706
Cash flows from investing activities:
Payments to acquire patents and software (1,340 ) (3,555 )
Proceeds from sale of property and equipment 131 30
Payments to acquire property and equipment (4,767 ) (1,301 )
Net cash used in investing activities (5,976 ) (4,826 )
Cash flows from financing activities:
Payments on notes and loans payable (5,000 ) (20,170 )
Payments to acquire treasury stock (6,015 ) (3,534 )
Cash paid for debt issuance costs (88 )
Proceeds from exercise of options to acquire common stock, <br>   including employee stock purchase plan 671 656
Payment of employee withholding tax related to restricted stock units (423 ) (315 )
Net cash used in financing activities (10,767 ) (23,451 )
Net increase in cash and cash equivalents 7,748 2,429
Cash and cash equivalents, beginning of period 21,950 19,521
Cash and cash equivalents, end of period $ 29,698 $ 21,950
Supplemental disclosure of cash flow information
Cash paid for:
Interest $ 307 $ 761
Income taxes (net of refunds) $ (978 ) $ (73 )
1800 N Route Z, Suite A
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Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT
AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES<br>RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES <br>(In thousands, except per share data)<br>(Unaudited)
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For the Three Months Ended April 30, For the Years Ended April 30,
2024 2023 2024 2023
GAAP gross profit $ 19,384 $ 19,074 $ 88,426 $ 88,064
Facility consolidation costs 356
Tariff drawback adjustment 1,113 1,113
Non-GAAP gross profit $ 20,497 $ 19,074 $ 89,539 $ 88,420
GAAP operating expenses $ 24,890 $ 23,077 $ 100,923 $ 100,764
Amortization of acquired intangible assets (2,960 ) (3,074 ) (11,842 ) (12,298 )
Stock compensation (1,005 ) (1,150 ) (4,075 ) (4,050 )
Facility consolidation costs (26 ) (510 )
Technology implementation (553 ) (465 ) (2,138 )
Acquisition costs (47 )
Stockholder cooperation agreement costs (1,177 )
Other (264 ) (468 )
Non-GAAP operating expenses $ 20,661 $ 18,274 $ 84,073 $ 80,544
GAAP operating loss $ (5,506 ) $ (4,003 ) $ (12,497 ) $ (12,700 )
Amortization of acquired intangible assets 2,960 3,074 11,842 12,298
Stock compensation 1,005 1,150 4,075 4,050
Facility consolidation costs 26 866
Technology implementation 553 465 2,138
Tariff drawback adjustment 1,113 1,113
Acquisition costs 47
Stockholder cooperation agreement costs 1,177
Other 264 468
Non-GAAP operating (loss)/ income $ (164 ) $ 800 $ 5,466 $ 7,876
GAAP net loss $ (5,302 ) $ (3,836 ) $ (12,248 ) $ (12,024 )
Amortization of acquired intangible assets 2,960 3,074 11,842 12,298
Stock compensation 1,005 1,150 4,075 4,050
Facility consolidation costs 26 866
Technology implementation 553 465 2,138
Tariff drawback adjustment 1,113 1,113
Acquisition costs 47
Stockholder cooperation agreement costs 1,177
Other 264 468
Income tax adjustments (85 ) (174 ) (1,369 ) (1,993 )
Non-GAAP net (loss)/income $ (45 ) $ 793 $ 4,346 $ 6,559
GAAP net loss per share - diluted $ (0.42 ) $ (0.29 ) $ (0.94 ) $ (0.90 )
Amortization of acquired intangible assets 0.23 0.23 0.91 0.92
Stock compensation 0.08 0.09 0.31 0.30
Facility consolidation costs 0.06
Technology implementation 0.04 0.03 0.16
Tariff drawback adjustment 0.09 0.09
Acquisition costs
Stockholder cooperation agreement costs 0.09
Other 0.02 0.04
Income tax adjustments (0.01 ) (0.01 ) (0.11 ) (0.15 )
Non-GAAP net income per share - diluted $ - (a) $ 0.06 $ 0.32 (a) $ 0.48
(a) Non-GAAP net income per share does not foot due to rounding.
1800 N Route Z, Suite A
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Columbia, MO 65202
(800) 338-9585
NASDAQ: AOUT
AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES
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RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDAS <br>(In thousands)<br>(Unaudited)
For the Three Months Ended April 30, For the Years Ended April 30,
2023 2024 2023
GAAP net loss (5,302 ) $ (3,836 ) (12,248 ) (12,024 )
Interest (income)/expense (110 ) 120 (39 ) 761
Income tax benefit (98 ) (151 ) (70 ) (249 )
Depreciation and amortization 4,157 3,933 16,005 16,048
Stock compensation 1,005 1,150 4,075 4,050
Technology implementation 553 465 2,138
Acquisition costs 47
Tariff drawback adjustment 1,113 1,113
Facility consolidation costs 26 866
Stockholder cooperation agreement costs 1,177
Other 264 468
Non-GAAP Adjusted EBITDAS 1,029 $ 1,795 9,769 12,814

All values are in US Dollars.