Skip to main content

8-K

e.l.f. Beauty, Inc. (ELF)

8-K 2021-02-03 For: 2021-02-03
View Original
Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, 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): February 3, 2021

e.l.f. Beauty, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-37873 46-4464131
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification Number)

570 10th Street

Oakland, CA 94607

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (510) 778-7787

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 Securities Exchange Act of 1934:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share ELF New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 February 3, 2021, e.l.f. Beauty, Inc. issued a press release announcing its financial results for the three and nine months ended December 31, 2020, a copy of which is attached hereto as Exhibit 99.1.

The information in this Item 2.02 of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01 Exhibits.

(d)    Exhibits.

Exhibit <br>No. Description
99.1 Press release dated February 3, 2021
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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

e.l.f. Beauty, Inc.
Date: February 3, 2021 By: /s/ Mandy Fields
Mandy Fields
Chief Financial Officer

Document

Exhibit 99.1

elflogoa1a.jpg

e.l.f. Beauty Announces Third Quarter Fiscal 2021 Results

– Delivered 10% Net Sales Growth –

– Gained 100 Basis Points of Market Share in Nielsen U.S. Color Cosmetics –

– Raises Fiscal 2021 Guidance –

OAKLAND, California; February 3, 2021 — e.l.f. Beauty (NYSE: ELF) today announced results for the three and nine months ended December 31, 2020.

“Our core value proposition and product innovation continue to resonate with consumers,” said Tarang Amin, e.l.f. Beauty's Chairman and Chief Executive Officer. “Of the top five color cosmetics brands in the U.S., e.l.f. grew the most share in the quarter. We also advanced our transformation to a multi-brand portfolio with the launch of our Keys Soulcare skincare collection.”

“I’m proud of the e.l.f. Beauty team for delivering eight consecutive quarters of net sales growth. Our brand building efforts and digital focus fueled our growth before and during the pandemic, and we believe position us well for the future,” added Amin.

Three Months Ended December 31, 2020 Results

Net sales increased 10%, or $7.8 million, to $88.6 million, as compared to $80.8 million in the three months ended December 31, 2019. The increase was driven by strength in e-commerce, international, and our national retailers.

Gross margin decreased 50 basis points to 64%, as compared to 65% in the three months ended December 31, 2019. Gross margin benefited from margin accretive product mix and cost savings, a mix shift to elfcosmetics.com, and to a lesser degree, a favorable foreign exchange rate impact. Offsetting these benefits were certain costs related to retailer activity and space expansion.

Selling, general and administrative expenses ("SG&A") were $50.8 million, or 57% of net sales, as compared to $39.6 million, or 49% of net sales in the three months ended December 31, 2019. Adjusted SG&A (SG&A excluding the items identified in the reconciliation table below) was $43.3 million, or 49% of net sales, as compared to $35.8 million, or 44% of net sales in the three months ended December 31, 2019. The increase was primarily due to investments in marketing and digital, headcount costs from building out the Company's marketing, digital and innovation capabilities, and increased operational costs driven by the increase in e-commerce sales.

The provision for income taxes was $0.5 million, as compared to a provision of $3.0 million in the three months ended December 31, 2019. The change was primarily driven by a decrease in income before taxes of $6.2 million and an increase in discrete tax benefit of $1.1 million, primarily related to stock-based compensation.

Net income was $4.3 million, or $0.08 per diluted share, as compared to net income of $8.0 million, or $0.16 per diluted share in the three months ended December 31, 2019.

Adjusted net income (net income excluding the items identified in the reconciliation table below) was $11.6 million, or $0.22 per diluted share, as compared to adjusted net income of $12.2 million, or $0.24 per diluted share in the three months ended December 31, 2019.

Adjusted EBITDA (EBITDA excluding the items identified in the reconciliation table below) decreased 14% to $18.3 million from $21.4 million in the three months ended December 31, 2019.

Nine Months Ended December 31, 2020 Results

Net sales increased 8%, or $17.3 million, to $225.4 million, as compared to $208.1 million in the nine months ended December 31, 2019. The increase was driven by strength in e-commerce, international, and our national retailers.

Gross margin increased 150 basis points to 65%, as compared to 64% in the nine months ended December 31, 2019. This increase was primarily driven by a combination of margin accretive product mix and cost savings, price increases implemented in Summer 2019, a favorable foreign exchange impact, and a shift in sales mix to elfcosmetics.com, partially offset by the impact of tariffs on goods imported from China and certain costs related to retailer reset activity and space expansion.

SG&A was $136.3 million, or 60% of net sales, as compared to $110.1 million, or 53% of net sales in the nine months ended December 31, 2019. Adjusted SG&A was $113.7 million, or 50% of net sales, as compared to $97.8 million, or 47% of net sales in the nine months ended December 31, 2019. The increase was primarily due to increased headcount costs from building out the Company's marketing, digital and innovation capabilities, investments in marketing and digital, proxy contest costs, and increased operational costs driven by the increase in e-commerce sales.

The provision for income taxes was $0.2 million, as compared to a provision of $6.4 million in the nine months ended December 31, 2019. The change was primarily driven by a decrease in income before taxes of $18.1 million and an increase in discrete tax benefit of $1.8 million, primarily related to stock-based compensation.

Net income was $6.3 million, or $0.12 per diluted share, as compared to net income of $18.2 million, or $0.36 per diluted share, in the nine months ended December 31, 2019.

Adjusted net income was $28.3 million, or $0.55 per diluted share, as compared to adjusted net income of $26.8 million, or $0.53 per diluted share, in the nine months ended December 31, 2019.

Adjusted EBITDA decreased 5% to $48.2 million from $50.9 million in the nine months ended December 31, 2019.

Balance Sheet

As of December 31, 2020, the Company had $35.4 million in cash and cash equivalents, as compared to $74.7 million as of December 31, 2019. As of December 31, 2020, long-term debt and finance lease obligations totaled $114.4 million, as compared to $129.2 million as of December 31, 2019.

Fiscal 2021 Outlook

The Company is providing the following updated outlook for fiscal 2021. When compared to net sales in fiscal 2020, the updated outlook reflects an expected 7-9% increase in net sales in fiscal 2021, as compared to 5-7% previously.

New Fiscal 2021 Outlook Original Fiscal 2021 Outlook
Net sales $304-308 million $297-303 million
Adjusted EBITDA $59-60 million $57-60 million
Adjusted net income $33-34 million $31-33 million
Adjusted diluted EPS $0.63-0.64 $0.59-0.63

Webcast Details

The Company will hold a webcast to discuss the results from its third quarter fiscal 2021 today, February 3, 2021, at 4:30 p.m. Eastern Time. The webcast will be broadcasted live at https://investor.elfbeauty.com/news-and-events/events. For those unable to listen to the live broadcast, an archived version will be available at the same location.

About e.l.f. Beauty

e.l.f. Beauty stands with every eye, lip, face and paw. This deep commitment to inclusive, accessible, cruelty-free beauty has fueled the success of our namesake e.l.f. Cosmetics brand since 2004. With the addition of pioneering clean-beauty brand W3LL PEOPLE and launch of the lifestyle beauty brand Keys Soulcare created with Alicia Keys, we continue to strategically expand our portfolio with brands that support our purpose and values. Our family of brands is available online, and across leading beauty, mass-market, and clean beauty specialty retailers.

Learn more by visiting investor.elfbeauty.com.

Note Regarding non-GAAP Financial Measures

This press release includes references to non-GAAP measures, including, adjusted EBITDA, adjusted net income and adjusted diluted EPS. The Company presents these non-GAAP measures because its management uses them as supplemental measures in assessing its operating performance, and believes they are helpful to investors, securities analysts and other interested parties in evaluating the Company’s performance. The non-GAAP measures included in this press release are not measurements of financial performance under GAAP and they should not be considered as alternatives to measures of performance derived in accordance with GAAP. In addition, these non-GAAP measures should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items. These non-GAAP measures have limitations as analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing the Company’s results as reported under GAAP. The Company’s definitions and calculations of these non-GAAP measures are not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation.

Adjusted EBITDA excludes costs or gains related to restructuring of operations, stock-based compensation and other non-cash and non-recurring costs. Such other non-cash or non-recurring costs include proxy contest expenses, pre-launch costs to develop the Company’s first new brand, Keys Soulcare, acquisition-related costs for W3LL PEOPLE, and costs related to the automation of certain warehouse and distribution activities. Adjusted SG&A excludes costs related to stock-based compensation and other non-cash and non-recurring costs. Such other non-cash or non-recurring costs include proxy contest expenses, pre-launch costs to develop the Company’s first new brand, Keys Soulcare, acquisition-related costs for W3LL PEOPLE, and costs related to the automation of certain warehouse and distribution activities. Adjusted net income excludes costs or gains related to restructuring of operations, stock-based compensation, other non-cash and non-recurring costs, amortization of acquired intangible assets and the tax impact of the foregoing adjustments. Such other non-cash or non-recurring costs include proxy contest expenses, pre-launch costs to develop the Company’s first new brand, Keys Soulcare, acquisition-related costs for W3LL PEOPLE, and costs related to the automation of certain warehouse and distribution activities.

With respect to the Company’s expectations under “Fiscal 2021 Outlook” above, the Company is not able to provide a quantitative reconciliation of the adjusted EBITDA, adjusted net income and adjusted diluted EPS guidance non-GAAP measures to the corresponding net income and diluted EPS GAAP measures without unreasonable efforts. The Company cannot provide meaningful estimates of the non-recurring charges and credits excluded from these non-GAAP measures due to the forward-looking nature of these estimates and their inherent variability and uncertainty. For the same reasons, the Company is unable to address the probable significance of the unavailable information.

Forward-looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, including those statements relating to the Company's outlook for fiscal 2021 under “Fiscal 2021 Outlook” above and the Company’s belief that the Company’s brand building efforts and digital focus position the Company well for the future. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, actual results and the timing of selected events may differ materially from those expectations. Factors that could cause actual results to differ materially from those in the forward looking statements include, among other things, the risks and uncertainties that are described in the Company's most recent Annual Report on Form 10-K, as updated from time to time in the Company's SEC filings, as well as the Company’s ability to effectively compete with other beauty companies; the Company’s ability to successfully introduce new products; the Company’s ability to attract new retail customers and/or expand business with its existing retail customers; the Company’s ability to optimize shelf space at its key retail customers; the loss of any of the Company’s key retail customers or if the general business performance of its key retail customers declines; the Company’s ability to effectively manage its SG&A and other expenses; and the uncertainty regarding the impact of the COVID-19 pandemic. Potential investors are urged to consider these factors carefully in evaluating the forward-looking statements.

These forward-looking statements speak only as of the date hereof. Except as required by law, the Company assumes no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.

Investors: Media:
KC Katten Brittany Fraser
VP, Investor Relations, e.l.f. Beauty<br><br>KKatten@elfbeauty.com ICR, Inc.<br><br>elfpr@icrinc.com

e.l.f. Beauty, Inc. and subsidiaries

Condensed consolidated statements of operations and comprehensive income

(unaudited)

(in thousands, except share and per share data)

Three months ended December 31, Nine months ended December 31,
2020 2019 2020 2019
Net sales $ 88,562 $ 80,760 $ 225,439 $ 208,139
Cost of sales 31,443 28,240 77,841 75,080
Gross profit 57,119 52,520 147,598 133,059
Selling, general and administrative expenses 50,828 39,632 136,330 110,131
Restructuring expense (income) 8 (5,982)
Operating income 6,291 12,880 11,268 28,910
Other (expense) income, net (677) (335) (1,566) 602
Interest expense, net (855) (1,560) (3,228) (4,920)
Income before provision for income taxes 4,759 10,985 6,474 24,592
Income tax provision (462) (2,983) (218) (6,367)
Net income $ 4,297 $ 8,002 $ 6,256 $ 18,225
Comprehensive income $ 4,297 $ 8,002 $ 6,256 $ 18,225
Net income per share:
Basic $ 0.09 $ 0.16 $ 0.13 $ 0.38
Diluted $ 0.08 $ 0.16 $ 0.12 $ 0.36
Weighted average shares outstanding:
Basic 49,459,837 48,525,904 49,178,138 48,430,871
Diluted 52,335,821 50,966,550 51,675,651 50,741,492

e.l.f. Beauty, Inc. and subsidiaries

Condensed consolidated balance sheets

(unaudited)

(in thousands, except share and per share data)

December 31, 2020 March 31, 2020 December 31, 2019
Assets
Current assets:
Cash and cash equivalents $ 35,439 $ 46,167 $ 74,740
Accounts receivable, net 44,555 29,721 35,082
Inventory, net 68,567 46,209 48,382
Prepaid expenses and other current assets 11,728 10,263 8,054
Total current assets 160,289 132,360 166,258
Property and equipment, net 16,790 17,171 16,487
Intangible assets, net 96,317 102,410 91,893
Goodwill 171,620 171,321 157,264
Investments 2,875 2,875 2,875
Other assets 33,014 26,967 21,474
Total assets $ 480,905 $ 453,104 $ 456,251
Liabilities and stockholders' equity
Current liabilities:
Current portion of long-term debt and capital lease obligations $ 15,250 $ 12,568 $ 11,939
Accounts payable 20,108 12,390 19,589
Accrued expenses and other current liabilities 31,322 26,165 29,767
Total current liabilities 66,680 51,123 61,295
Long-term debt and finance lease obligations 114,421 126,088 129,236
Deferred tax liabilities 16,247 21,892 17,633
Long-term operating lease obligations 18,370 11,239 5,084
Other long-term liabilities 585 591 556
Total liabilities 216,303 210,933 213,804
Commitments and contingencies
Stockholders' equity:
Common stock, par value of $0.01 per share; 250,000,000 shares authorized as of December 31, 2020, March 31, 2020 and December 31, 2019; 51,240,997, 50,003,531 and 49,914,987 shares issued and outstanding as of December 31, 2020, March 31, 2020 and December 31, 2019, respectively 497 489 486
Additional paid-in capital 769,380 753,213 753,151
Accumulated deficit (505,275) (511,531) (511,190)
Total stockholders' equity 264,602 242,171 242,447
Total liabilities and stockholders' equity $ 480,905 $ 453,104 $ 456,251

e.l.f. Beauty, Inc. and subsidiaries

Condensed consolidated statements of cash flows

(unaudited)

(in thousands)

Nine months ended December 31,
2020 2019
Cash flows from operating activities:
Net income $ 6,256 $ 18,225
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 18,808 16,863
Restructuring income (5,982)
Stock-based compensation expense 15,040 11,282
Amortization of debt issuance costs and discount on debt 641 565
Deferred income taxes (5,684) 880
Other, net 54 410
Changes in operating assets and liabilities:
Accounts receivable (14,870) (3,027)
Inventories (22,351) (4,603)
Prepaid expenses and other assets (5,013) (3,260)
Accounts payable and accrued expenses 11,421 17,628
Other liabilities (2,352) (11,181)
Net cash provided by operating activities 1,950 37,800
Cash flows from investing activities:
Purchase of property and equipment (3,958) (7,073)
Net cash used in investing activities (3,958) (7,073)
Cash flows from financing activities:
Proceeds from revolving line of credit 20,000
Repayment of revolving line of credit (20,000)
Repayment of long-term debt (8,663) (7,013)
Debt issuance costs paid (334)
Repurchase of common stock (3,546)
Cash received from issuance of common stock 882 1,272
Other, net (605) (574)
Net cash used in financing activities (8,720) (9,861)
Net (decrease) increase in cash and cash equivalents (10,728) 20,866
Cash and cash equivalents - beginning of period 46,167 53,874
Cash and cash equivalents - end of period $ 35,439 $ 74,740

e.l.f. Beauty, Inc. and subsidiaries

Reconciliation of GAAP net income to non-GAAP adjusted EBITDA

(unaudited)

(in thousands)

Three months ended December 31, Nine months ended December 31,
2020 2019 2020 2019
Net income $ 4,297 $ 8,002 $ 6,256 $ 18,225
Interest expense, net 855 1,560 3,228 4,920
Income tax provision 462 2,983 218 6,367
Depreciation and amortization 5,179 5,009 15,802 14,945
EBITDA $ 10,793 $ 17,554 $ 25,504 $ 44,457
Restructuring expense (income) (a) 8 (5,982)
Stock-based compensation 5,028 3,352 15,040 11,282
Other non-cash and non-recurring costs (b) 2,519 516 7,631 1,148
Adjusted EBITDA $ 18,340 $ 21,430 $ 48,175 $ 50,905

(a) Represents restructuring income related to the e.l.f. retail store closures. The nine months ended December 31, 2019 included a gain related to settlement of outstanding lease liabilities equal to the difference between the amount of cash disbursed and the outstanding liability at the time of settlement.

(b) Represents various non-cash or non-recurring costs, including proxy contest expenses, pre-launch costs to develop the Company’s first new brand, Keys Soulcare, acquisition-related costs for W3LL PEOPLE, and costs related to the automation of certain warehouse and distribution activities.

e.l.f. Beauty, Inc. and subsidiaries

Reconciliation of GAAP SG&A to non-GAAP adjusted SG&A

(unaudited)

(in thousands)

Three months ended December 31, Nine months ended December 31,
2020 2019 2020 2019
Selling, general, and administrative expenses $ 50,828 $ 39,632 $ 136,330 $ 110,131
Stock-based compensation (5,023) (3,352) (15,035) (11,282)
Other non-cash and non-recurring costs (a) (2,519) (516) (7,631) (1,023)
Adjusted selling, general, and administrative expenses $ 43,286 $ 35,764 $ 113,664 $ 97,826

(a) Represents various non-cash or non-recurring costs, including proxy contest expenses, pre-launch costs to develop the Company’s first new brand, Keys Soulcare, acquisition-related costs for W3LL PEOPLE, and costs related to the automation of certain warehouse and distribution activities.

e.l.f. Beauty, Inc. and subsidiaries

Reconciliation of GAAP net income to non-GAAP adjusted net income

(unaudited)

(in thousands, except share and per share data)

Three months ended December 31, Nine months ended December 31,
2020 2019 2020 2019
Net income $ 4,297 $ 8,002 $ 6,256 $ 18,225
Restructuring expense (income) (a) 8 (5,982)
Stock-based compensation 5,028 3,352 15,040 11,282
Other non-cash and non-recurring costs (b) 2,519 516 7,631 1,148
Amortization of acquired intangible assets (c) 2,031 1,720 6,093 5,160
Tax Impact (d) (2,233) (1,395) (6,672) (2,992)
Adjusted net income $ 11,642 $ 12,203 $ 28,348 $ 26,841
Weighted average number of shares outstanding – diluted 52,335,821 50,966,550 51,675,651 50,741,492
Adjusted diluted earnings per share $ 0.22 $ 0.24 $ 0.55 $ 0.53

(a) Represents restructuring income related to the e.l.f. retail store closures. The nine months ended December 31, 2019 included a gain related to settlement of outstanding lease liabilities equal to the difference between the amount of cash disbursed and the outstanding liability at the time of settlement.

(b) Represents various non-cash or non-recurring costs, including proxy contest expenses, pre-launch costs to develop the Company’s first new brand, Keys Soulcare, acquisition-related costs for W3LL PEOPLE, and costs related to the automation of certain warehouse and distribution activities.

(c) Represents amortization expense of acquired intangible assets consisting of customer relationships, trademarks and favorable leases.

(d) Represents the tax impact of the above adjustments.