fnko-20200806
0001704711FALSE00017047112020-08-062020-08-06


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
 
August 6, 2020
Date of Report (Date of earliest event reported) 


 FUNKO, INC.
(Exact Name of Registrant as Specified in its Charter)
 
Delaware 001-38274 
35-2593276
(State or Other Jurisdiction
of Incorporation)
 (Commission File Number) (IRS Employer
Identification No.)
 
2802 Wetmore Avenue
Everett, Washington 98201
(Address of Principal Executive Offices) (Zip Code)
 
(425) 783-3616
(Registrant’s telephone number, including area code)
  
(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 classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock,
$0.0001 par value per share
FNKOThe Nasdaq Stock Market LLC
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 August 6, 2020, Funko, Inc. (the “Company”) announced its financial results for the three and six months ended June 30, 2020. The full text of the press release (the “Press Release”) issued in connection with the announcement is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. The information contained in the website cited in the Press Release is not incorporated herein.
Item 7.01. Regulation FD Disclosure.
The slides for the Company’s earnings presentation on August 6, 2020 for the three and six months ended June 30, 2020 are furnished as Exhibit 99.2 to this report.
The information in this report (including Exhibit 99.1 and 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d)    Exhibits:







Exhibit No.

Description
99.1 
99.2
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 6, 2020
FUNKO, INC.

By:/s/ Jennifer Fall Jung

Jennifer Fall Jung

Chief Financial Officer (Principal Financial Officer)


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Funko Reports Second Quarter 2020 Financial Results

Successfully Launched New Products Across Multiple Categories
         
                 
EVERETT, Wash. August 6, 2020-- Funko, Inc. ("Funko,” or the “Company”) (Nasdaq: FNKO), a leading pop culture consumer products company, today reported its consolidated financial results for the second quarter ended June 30, 2020.

Second Quarter 2020 Financial Summary
Net sales of $98.1 million
Gross margin1 of 36.6%
SG&A expenses decreased 10% to $39.1 million
Net loss of $15.0 million
Adjusted EBITDA2 of $0.2 million
Total liquidity3 of $87.0 million as of June 30, 2020

Second Quarter 2020 Operating Highlights
Strong consumer demand within the domestic mass-market and third party e-commerce channels
Funko’s direct-to-consumer e-commerce sales increased more than threefold compared to prior year
Cost reduction initiatives generated over $15 million in SG&A savings from plan in the second quarter
Successfully re-launched Funko.com with an expanded product offering
Launched Marvel Battleworld: Mystery of Thanostones, which combines micro collectibles, cards and gaming to provide kids with an immersive story telling experience
Introduced multiple new board games, including: Pan Am, Godzilla: Tokyo Clash and Back to the Future: Back in Time
Unveiled Stitch Shoppe, Loungefly’s new high quality licensed apparel and accessory line

Brian Mariotti, Chief Executive Officer, stated, “Although our second quarter results were significantly impacted by store closures in both the U.S. and abroad, we were able to accelerate our connection and engagement with our fans through continued innovation and new product introductions as well as the expansion of our direct to consumer business. In Q2, we saw strong performance on our own e-commerce sites which delivered triple-digit sales growth.”

1 Gross margin is calculated as net sales less cost of sales (excluding depreciation and amortization) as a percentage of net sales.
2 Adjusted Net (Loss) Income, Adjusted (Loss) Earnings per Diluted Share, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. For a reconciliation of Adjusted Net (Loss) Income, Adjusted (Loss) Earnings per Diluted Share and Adjusted EBITDA to the most directly comparable U.S. GAAP financial measures, please refer to the “Non-GAAP Financial Measures” section of this press release.
3 Total liquidity is calculated as cash and cash equivalents plus availability under the Company’s $75 million revolving credit facility.

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“Looking at the second half of the year we are excited to have our most diverse product offering in the market come this holiday season. In the face of the highly dynamic environment, we are staying nimble and remain committed to our key growth strategies.”

Second Quarter 2020 Financial Results
Net sales decreased 49% to $98.1 million in the second quarter of 2020 compared to $191.2 million in the second quarter of 2019. The year-over-year decline was primarily attributable to impacts from COVID-19 during the quarter, including the prolonged closure of many of the Company’s retail partners.
In the second quarter of 2020, the number of active properties was 644, which represents a 5% decline from the first quarter of 2020, and a 9% increase from the second quarter of 2019. On a geographical basis, net sales in the United States decreased 36% to $77.9 million. Net sales internationally decreased 71% to $20.2 million, reflecting more significant impacts from COVID-19. The European region was especially challenged in the quarter as Funko made the strategic decision to shift new products slated for the second quarter into the third quarter of 2020. On a product category basis, net sales of figures decreased 52% to $77.4 million. Net sales of other products decreased 34% to $20.7 million. Sales related to Loungefly branded products declined 25% compared to the prior year despite many of its retailers being closed, reflecting resiliency in the Loungefly brand during the quarter.

The tables below show the breakdown of net sales on a geographical and product category basis (in thousands):

Three Months Ended June 30,Period Over Period Change
20202019DollarPercentage
Net sales by geography:
United States$77,904  $122,673  $(44,769) (36.5)%
International20,195  68,526  (48,331) (70.5)%
Total net sales$98,099  $191,199  $(93,100) (48.7)%

Three Months Ended June 30,Period Over Period Change
20202019DollarPercentage
Net sales by product:
Figures$77,396  $159,667  $(82,271) (51.5)%
Other20,703  31,532  (10,829) (34.3)%
Total net sales$98,099  $191,199  $(93,100) (48.7)%

Gross margin1 in the second quarter of 2020 decreased 60 basis points to 36.6% compared to 37.2% in the second quarter of 2019. The decline primarily reflects higher shipping, freight and packaging costs as a percentage of sales due to decreased sales volume and a lower percentage of FOB shipments in the quarter, which were partially offset by improved product margins.

SG&A expenses decreased 10% to $39.1 million in the second quarter of 2020 compared to $43.6 million in the second quarter of 2019, primarily reflecting cost reduction initiatives put in place in the first quarter of 2020.


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The year over year decline was primarily due to lower personnel and related expenses as well as a decrease in advertising and marketing costs.

Net loss in the second quarter of 2020 was $15.0 million compared to net income of $11.4 million in the second quarter of 2019, and Adjusted Net Loss2 (non-GAAP) was $10.2 million in the second quarter of 2020 versus Adjusted Net Income2 of $12.9 million in the second quarter of 2019. Adjusted EBITDA2 in the second quarter of 2020 was $0.2 million, compared to $31.4 million in the second quarter of 2019. A reconciliation of these non-GAAP measures to its most directly related GAAP measure is provided below.

Balance Sheet Highlights
As of June 30, 2020, total debt was $239.9 million, comprised of $210.8 million outstanding under the Company’s term loan facility, net of unamortized discounts, and $29.1 million outstanding under its $75 million revolving credit facility.

Inventories at the end of the second quarter totaled $60.4 million, a decrease of 20% compared to a year ago, primarily reflecting a one-time inventory write-down in the fourth quarter of 2019 of $16.8 million.

Liquidity Update
As of June 30, 2020, the Company had total liquidity3 of $87.0 million, comprised of cash and cash equivalents of $41.1 million and total revolver availability of $45.9 million. The Company has implemented measures to preserve liquidity and cash on hand, which include:
Reducing operating expenses across personnel, marketing, travel, professional fees and contract labor;
Cutting non-product development capital expenditures, which is expected to reduce total planned capital expenditures by approximately one third for the year; and
Proactively managing working capital by reducing incoming inventory to align with anticipated demand.
The Company believes the underlying strength of its business as well as its current liquidity position and financial flexibility will enable it to continue navigating the anticipated impacts of COVID-19.

2020 Outlook
Given the continued and uncertain duration of the impacts from COVID-19 on Funko’s business, the Company is not issuing updated fiscal year 2020 guidance at this time.

Conference Call and Webcast
The Company will host a conference call at 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time) today, August 6, 2020, to further discuss its second quarter results. A live webcast and replay of the event will be available on the Investor Relations section on the Company’s website at https://investor.funko.com. The replay of the webcast will be available for one year.



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About Funko
Headquartered in Everett, Washington, Funko is a leading pop culture consumer products company. Funko designs, sources and distributes licensed pop culture products across multiple categories, including vinyl figures, action toys, plush, apparel, housewares and accessories for consumers who seek tangible ways to connect with their favorite pop culture brands and characters. Learn more at https://funko.com/, and follow us on Twitter (@OriginalFunko) and Instagram (@OriginalFunko).

Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including statements regarding our anticipated financial results, the underlying trends in our business, the anticipated impact of COVID-19 on our business, our potential for growth, our strategic growth priorities, our expected liquidity and our strategy. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: our ability to execute our business strategy; risks related to the impact of COVID-19 on our business, financial results and financial condition; our ability to maintain and realize the full value of our license agreements; the ongoing level of popularity of our products with consumers; changes in the retail industry and markets for our consumer products; our ability to maintain our relationships with retail customers and distributors; our ability to compete effectively; fluctuations in our gross margin; our dependence on content development and creation by third parties; our ability to manage our inventories; our ability to develop and introduce products in a timely and cost-effective manner; our ability to obtain, maintain and protect our intellectual property rights or those of our licensors; potential violations of the intellectual property rights of others; risks associated with counterfeit versions of our products; our ability to attract and retain qualified employees and maintain our corporate culture; our use of third-party manufacturing; risks associated with our international operations; changes in effective tax rates or tax law; foreign currency exchange rate exposure; the possibility or existence of global and regional economic downturns; our dependence on vendors and outsourcers; risks relating to government regulation; risks relating to litigation, including products liability claims and securities class action litigation; any failure to successfully integrate or realize the anticipated benefits of acquisitions or investments; reputational risk resulting from our e-commerce business and social media presence; risks relating to our indebtedness and our ability to secure additional financing; the potential for our electronic data or the electronic data of our customers to be compromised; the influence of our significant stockholder, ACON, and the possibility that ACON’s interests may conflict with the interests of our other stockholders; risks relating to our organizational structure; volatility in the price of our Class A common stock; and risks associated with our internal control over financial reporting. These and other important factors discussed under the caption “Risk Factors” in our quarterly report on Form 10-Q for the quarter ended June 30, 2020 and our other filings with the Securities and Exchange Commission could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

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Investor Contact:
[email protected]

Media Contact:
[email protected]


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Funko, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
2020201920202019
(In thousands, except per share data)
Net sales$98,099  $191,199  $234,799  $358,264  
Cost of sales (exclusive of depreciation and amortization shown separately below)
62,182  119,998  143,599  223,654  
Selling, general, and administrative expenses39,110  43,647  86,423  84,115  
Depreciation and amortization11,071  10,425  22,060  20,655  
Total operating expenses112,363  174,070  252,082  328,424  
(Loss) income from operations(14,264) 17,129  (17,283) 29,840  
Interest expense, net2,691  3,763  5,346  7,835  
Other (income) expense, net(243) (219) 671  (154) 
(Loss) income before income taxes(16,712) 13,585  (23,300) 22,159  
Income tax (benefit) expense(1,703) 2,170  (2,559) 3,599  
Net (loss) income(15,009) 11,415  (20,741) 18,560  
Less: net (loss) income attributable to non-controlling interests
(4,424) 6,283  (6,030) 11,233  
Net (loss) income attributable to Funko, Inc.$(10,585) $5,132  $(14,711) $7,327  
(Loss) earnings per share of Class A common stock:
Basic$(0.30) $0.17  $(0.42) $0.26  
Diluted$(0.30) $0.16  $(0.42) $0.24  
Weighted average shares of Class A common stock outstanding:
Basic35,033  29,910  34,988  28,284  
Diluted35,033  32,115  34,988  30,296  



















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Funko, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
June 30,
2020
December 31,
2019
(In thousands, except per share amounts)
Assets
Current assets:
Cash and cash equivalents$41,127  $25,229  
Accounts receivable, net94,050  151,564  
Inventory60,354  62,124  
Prepaid expenses and other current assets11,602  20,280  
Total current assets207,133  259,197  
Property and equipment, net62,901  65,712  
Operating lease right-of-use assets57,715  62,901  
Goodwill124,320  124,835  
Intangible assets, net213,173  221,492  
Deferred tax asset58,435  57,547  
Other assets4,959  4,783  
Total assets$728,636  $796,467  
Liabilities and Stockholders’ Equity
Current liabilities:
Line of credit$29,099  $25,822  
Current portion of long-term debt, net of unamortized discount19,498  13,685  
Current portion of operating lease liabilities12,172  11,314  
Accounts payable25,129  42,531  
Income taxes payable197  637  
Accrued royalties19,085  34,625  
Accrued expenses and other current liabilities21,949  28,955  
Total current liabilities127,129  157,569  
Long-term debt, net of unamortized discount191,284  202,816  
Operating lease liabilities, net of current portion56,924  61,622  
Deferred tax liability300  341  
Liabilities under tax receivable agreement, net of current portion62,369  61,554  
Other long-term liabilities6,998  7,421  
Stockholders’ equity:
Class A common stock, par value $0.0001 per share, 200,000 shares authorized; 35,465 and 34,918 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively
  
Class B common stock, par value $0.0001 per share, 50,000 shares authorized; 14,040 and 14,515 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively
  
Additional paid-in-capital210,735  204,174  
Accumulated other comprehensive (loss) income(807) 791  
Retained earnings5,731  20,442  
Total stockholders’ equity attributable to Funko, Inc.215,664  225,411  
Non-controlling interests67,968  79,733  
Total stockholders’ equity283,632  305,144  
Total liabilities and stockholders’ equity$728,636  $796,467  


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Funko, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)

Six Months Ended June 30,
20202019
(In thousands)
Operating Activities
Net (loss) income$(20,741) $18,560  
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation, amortization and other23,342  21,054  
Equity-based compensation5,038  6,115  
Amortization of debt issuance costs and debt discounts655  711  
Other695  327  
Changes in operating assets and liabilities:
Accounts receivable, net54,599  14,357  
Inventory218  11,342  
Prepaid expenses and other assets12,267  (191) 
Accounts payable(17,494) (3,395) 
Income taxes payable(419) (3,437) 
Accrued royalties(15,531) (9,201) 
Accrued expenses and other liabilities(10,421) (8,288) 
Net cash provided by operating activities32,208  47,954  
Investing Activities
Purchases of property and equipment(11,676) (11,730) 
Acquisitions of businesses and related intangible assets, net of cash—  (6,369) 
Net cash used in investing activities(11,676) (18,099) 
Financing Activities
Borrowings on line of credit28,267  22,543  
Payments on line of credit(25,281) (23,383) 
Debt issuance costs(569) (272) 
Payments of long-term debt(5,876) (5,875) 
Distributions to continuing equity owners(2,675) (18,121) 
Payments under tax receivable agreement(166) —  
Proceeds from exercise of equity-based options41  1,387  
Net cash used in financing activities(6,259) (23,721) 
Effect of exchange rates on cash and cash equivalents1,625  (135) 
Net increase in cash and cash equivalents15,898  5,999  
Cash and cash equivalents at beginning of period25,229  13,486  
Cash and cash equivalents at end of period$41,127  $19,485  




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Funko, Inc. and Subsidiaries
Non-GAAP Financial Measures
Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are supplemental measures of our performance that are not required by, or presented in accordance with, U.S. GAAP. Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are not measurements of our financial performance under U.S. GAAP and should not be considered as an alternative to net (loss) income, earnings per share or any other performance measure derived in accordance with U.S. GAAP. We define Adjusted Net (Loss) Income as net (loss) income attributable to Funko, Inc. adjusted for the reallocation of (loss) income attributable to non-controlling interests from the assumed exchange of all outstanding common units and options in FAH, LLC for newly issued-shares of Class A common stock of Funko, Inc. and further adjusted for the impact of certain non-cash charges and other items that we do not consider in our evaluation of ongoing operating performance. These items include, among other things, non-cash charges related to equity-based compensation programs, acquisition transaction costs and other expenses, certain severance, relocation and related costs, foreign currency transaction gains and losses, and other unusual or one-time items, and the income tax expense (benefit) effect of these adjustments. Adjusted Net (Loss) Income margin is calculated as Adjusted Net (Loss) Income as a percentage of net sales. We define Adjusted (Loss) Earnings per Diluted Share as Adjusted Net (Loss) Income divided by the weighted-average shares of Class A common stock outstanding, assuming (1) the full exchange of all outstanding common units and options in FAH, LLC for newly issued-shares of Class A common stock of Funko, Inc. and (2) the dilutive effect of stock options and unvested common units, if any. We define EBITDA as net (loss) income before interest expense, net, income tax expense (benefit), depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted for non-cash charges related to equity-based compensation programs, acquisition transaction costs and other expenses, certain severance, relocation and related costs, foreign currency transaction gains and losses and other unusual or one-time items. Adjusted EBITDA margin is calculated as Adjusted EBITDA as a percentage of net sales We caution investors that amounts presented in accordance with our definitions of Adjusted Net (Loss) Income, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin may not be comparable to similar measures disclosed by our competitors, because not all companies and analysts calculate these measures in the same manner. We present Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin because we consider them to be important supplemental measures of our performance and believe they are frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. Management believes that investors’ understanding of our performance is enhanced by including these non-GAAP financial measures as a reasonable basis for comparing our ongoing results of operations. Management uses Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin as a measurement of operating performance because they assist us in comparing the operating performance of our business on a consistent basis, as they remove the impact of items not directly resulting from our core operations; for planning purposes, including the preparation of our internal annual operating budget and financial projections; as a consideration to assess incentive compensation for our employees; to evaluate the performance and effectiveness of our operational strategies; and to evaluate our capacity to expand our business.
By providing these non-GAAP financial measures, together with reconciliations, we believe we are enhancing investors’ understanding of our business and our results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. In addition, our senior secured credit facilities use Adjusted EBITDA to measure our compliance with covenants such as senior leverage ratio. Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin have limitations as analytical tools, and should not be


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considered in isolation, or as an alternative to, or a substitute for net (loss) income or other financial statement data presented in this press release as indicators of financial performance. Some of the limitations are:
such measures do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;
such measures do not reflect changes in, or cash requirements for, our working capital needs;
such measures do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and such measures do not reflect any cash requirements for such replacements; and
other companies in our industry may calculate such measures differently than we do, limiting their usefulness as comparative measures.
Due to these limitations, Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin should not be considered as measures of discretionary cash available to us to invest in the growth of our business. We compensate for these limitations by relying primarily on our GAAP results and using these non-GAAP measures only supplementally. As noted in the table below, Adjusted Net (Loss) Income, Adjusted Net (Loss) Income margin, Adjusted (Loss) Earnings per Diluted Share, Adjusted EBITDA and Adjusted EBITDA margin include adjustments for non-cash charges related to equity-based compensation programs, acquisition transaction costs and other expenses, certain severance, relocation and related costs, foreign currency transaction gains and losses and other unusual or one-time items. It is reasonable to expect that these items will occur in future periods. However, we believe these adjustments are appropriate because the amounts recognized can vary significantly from period to period, do not directly relate to the ongoing operations of our business and complicate comparisons of our internal operating results and operating results of other companies over time. Each of the normal recurring adjustments and other adjustments described herein and in the reconciliation table below help management with a measure of our core operating performance over time by removing items that are not related to day-to-day operations.

The following tables reconcile Adjusted Net (Loss) Income, Adjusted (Loss) Earnings per Diluted Share, EBITDA and Adjusted EBITDA to the most directly comparable U.S. GAAP financial performance measure:



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Three Months Ended June 30,Six Months Ended June 30,
2020201920202019
(In thousands, except per share data)
Net (loss) income attributable to Funko, Inc.$(10,585) $5,132  $(14,711) $7,327  
Reallocation of net (loss) income attributable to non-controlling interests from the assumed exchange of common units of FAH, LLC for Class A common stock (1)
(4,424) 6,283  (6,030) 11,233  
Equity-based compensation (2)
2,625  3,367  5,038  6,115  
Acquisition transaction costs and other expenses (3)
—  450  —  100  
Certain severance, relocation and related costs (4)
793  —  1,006  —  
Foreign currency transaction (gain) loss (5)
(243) (219) 671  (154) 
Income tax benefit (expense) (6)
1,681  (2,126) 1,587  (3,456) 
Adjusted net (loss) income
$(10,153) $12,887  $(12,439) $21,165  
Adjusted net (loss) income margin (7)
(10.3)%6.7 %(5.3)%5.9 %
Weighted-average shares of Class A common stock outstanding-basic
35,033  29,910  34,988  28,284  
Equity-based compensation awards and common units of FAH, LLC that are convertible into Class A common stock
15,972  22,248  15,942  23,612  
Adjusted weighted-average shares of Class A stock outstanding - diluted
51,005  52,158  50,930  51,896  
Adjusted (loss) earnings per diluted share
$(0.20) $0.25  $(0.24) $0.41  

Three Months Ended June 30,Six Months Ended June 30,
2020201920202019
(amounts in thousands)
Net (loss) income$(15,009) $11,415  $(20,741) $18,560  
Interest expense, net2,691  3,763  5,346  7,835  
Income tax (benefit) expense(1,703) 2,170  (2,559) 3,599  
Depreciation and amortization11,071  10,425  22,060  20,655  
EBITDA
$(2,950) $27,773  $4,106  $50,649  
Adjustments:
Equity-based compensation (2)
2,625  3,367  5,038  6,115  
Acquisition transaction costs and other expenses (3)
—  450  —  100  
Certain severance, relocation and related costs (4)
793  —  1,006  —  
Foreign currency transaction (gain) loss (5)
(243) (219) 671  (154) 
Adjusted EBITDA
$225  $31,371  $10,821  $56,710  
Adjusted EBITDA margin (8)
0.2 %16.4 %4.6 %15.8 %







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(1)Represents the reallocation of net (loss) income attributable to non-controlling interests from the assumed exchange of common units of FAH, LLC for Class A common stock in periods in which income (loss) was attributable to non-controlling interests.
(2)Represents non-cash charges related to equity-based compensation programs, which vary from period to period depending on the timing of awards.
(3)

Represents legal, accounting, and other related costs incurred in connection with acquisitions and other potential transactions. For the three and six months ended June 30, 2019, includes the accrual of a contingent liability of $0.5 million related to potential penalties that may be assessed by U.S. Customs in connection with the underpayment of customs duties at Loungefly. For the six months ended June 30, 2019, this accrual was partially offset by a $0.4 million reversal of a pre-acquisition contingent loss related to our Loungefly acquisition.
(4)For the three and six months ended June 30, 2020, represents severance, relocation and related costs associated with the consolidation of our warehouse facilities in the United Kingdom and charges related to the global workforce reduction implemented in response to the COVID-19 pandemic.
(5)Represents both unrealized and realized foreign currency gains and losses on transactions denominated other than in U.S. dollars, including derivative gains and losses on foreign currency forward exchange contracts.
(6)Represents the income tax expense effect of the above adjustments. This adjustment uses an effective tax rate of 25% for all periods presented.
(7)Adjusted net (loss) income margin is calculated as Adjusted net (loss) income as a percentage of net sales.
(8)Adjusted EBITDA margin is calculated as Adjusted EBITDA as a percentage of net sales.


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August 6, 2020 Second Quarter 2020 Earnings


 
2 CautionaryHOLLYWOOD Notes UPDATE This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this presentation, including statements regarding our future results of operations and financial position, industry dynamics, our mission, growth opportunities, business strategy and plans and our objectives for future operations, including expanding into new product categories, broadening our retailer network and increasing international sales, the underlying trends in our business, the anticipated impact of COVID-19 on our business, and our expected liquidity are forward-looking statements. The words “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms and similar expressions are intended to identify forward-looking statements. The forward-looking statements in this presentation are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including without limitation our ability to execute our business strategy; risks related to the impact of COVID- 19 on our business, financial results and financial condition; our ability to maintain and realize the full value of our license agreements; the ongoing level of popularity of our products with consumers; changes in the retail industry and markets for our consumer products; our ability to maintain our relationships with retail customers and distributors; our ability to compete effectively; fluctuations in our gross margin; our dependence on content development and creation by third parties; our ability to manage our inventories; our ability to develop and introduce products in a timely and cost-effective manner; increases in tariffs, trade restrictions or taxes; risks related to Brexit; counterfeit product risks; risks relating to intellectual property; our ability to attract and retain qualified employees and maintain our corporate culture; our use of third- party manufacturing; risks associated with our international operations; risks related to the recent coronavirus outbreak; changes in effective tax rates; foreign currency exchange rate exposure; economic downturns; our dependence on vendors and outsourcers; risks relating to government regulation; risks relating to litigation; any failure to successfully integrate or realize the anticipated benefits of acquisitions or investments; reputational risk resulting from our e-commerce business and social media presence; risks relating to our indebtedness and our ability to secure additional financing; the potential for our electronic data or the electronic data of our customers to be compromised, risks relating to our organizational structure; risks associated with our internal control over financial reporting; and the important factors discussed under the caption “Risk Factors” in our Form 10-Q for the quarter ended June 30, 2020 and our other filings with the Securities and Exchange Commission. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date hereof, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements. You should read this presentation with the understanding that our actual future results, levels of activity, performance and achievements may be materially different from what we expect. We qualify all of our forward- looking statements by these cautionary statements. These forward-looking statements speak only as of the date of this presentation, and except as otherwise required by law, we do not plan to publicly update or revise any forward-looking statements contained in this presentation, whether as a result of any new information, future events or otherwise. Unless otherwise indicated, information contained in this presentation concerning our industry, competitive position and the markets in which we operate is based on information from independent industry and research organizations, other third-party sources and management estimates. Management estimates are derived from publicly available information released by independent industry analysts and other third-party sources, as well as data from our internal research, and are based on assumptions made by us upon reviewing such data, and our experience in, and knowledge of, such industry and markets, which we believe to be reasonable. In addition, projections, assumptions and estimates of the future performance of the industry in which we operate and our future performance are necessarily subject to uncertainty and risk due to a variety of factors, including those described above. These and other factors could cause results to differ materially from those expressed in the estimates made by independent parties and by us.


 
3 IS BUILT ON THE PRINCIPLE THAT EVERYONE IS A FAN OF SOMETHING… FUNKO 2020


 
4 … and Funko Has Something for Every Fan Movies TV Music Sports Anime Games Note: Represents a sampling of our current portfolio offerings as of June 2020. FUNKO 2020


 
5 Q2HOLLYWOOD Summary and UPDATE Operational Highlights Q2 2020 Financial Summary Q2 2020 Operational Highlights Strong consumer demand within the domestic mass-market and third party e- Net sales of $98.1 million commerce channels Gross margin(1) of 36.6% Funko’s direct-to-consumer e-commerce sales increased more than threefold compared to prior year SG&A expenses decreased 10% to $39.1 million Cost reduction initiatives generated over $15 million in SG&A savings from plan Net loss of $15.0 million in the second quarter Successfully re-launched Funko.com with an expanded product offering Adjusted EBITDA of $0.2 million(2) Launched Marvel Battleworld: Mystery of Thanostones, which combines micro Total liquidity of $87.0 million as of June 30, 2020(3) collectibles, cards and gaming to provide kids with an immersive story telling experience Introduced multiple new board games, including: Pan Am, Godzilla: Tokyo Clash and Back to the Future: Back in Time Unveiled Stitch Shoppe, Loungefly’s new high quality licensed apparel and accessories line (1) Gross margin is calculated as net sales less cost of sales (exclusive of depreciation and amortization) as a percentage of net sales. (2) Adjusted EBITDA is a non-GAAP measures. Please see the Supplemental Financial Information section for a reconciliation to the most directly comparable GAAP measures for Adjusted EBITDA (3) Total liquidity is calculated as cash and cash equivalents plus availability under the Company’s $75.0 million revolving credit facility.


 
6 Q2HOLLYWOOD & YTD Earnings UPDATE Summary 2Q’20 2Q’19 % Change YTD’20 YTD’19 % Change $ in millions, except per share amounts, unaudited Net Sales $98.1 $191.2 (48.7%) $234.8 $358.3 (34.5%) Gross Profit(1) $35.9 $71.2 (49.6%) $91.2 $134.6 (32.2%) Gross Margin %(1) 36.6% 37.2% 38.8% 37.6% SG&A 39.1 43.6 (10.4%) 86.4 84.1 2.7% D&A 11.1 10.4 6.2% 22.1 20.7 6.8% (Loss) Income From Operations ($14.3) $17.1 (183.3%) ($17.3) $29.9 (157.9%) Operating Margin % (14.5%) 9.0% (7.4%) 8.3% Net (Loss) Income ($15.0) $11.4 (231.5%) ($20.7) $18.6 (211.8%) Adjusted Net (Loss) Income(2) ($10.2) $12.9 (178.8%) ($12.4) $21.2 (158.8%) Adjusted Net (Loss) Income Margin(2) (10.3%) 6.7% (5.3%) 5.9% Adjusted (Loss) Earnings per Share(2) ($0.20) $0.25 (180.0%) ($0.24) $0.41 (158.5%) Adjusted EBITDA(2) $0.2 $31.4 (99.3%) $10.8 $56.7 (80.9%) Adjusted EBITDA Margin %(2) 0.2% 16.4% 4.6% 15.8% (1) Gross Profit and Gross Margin are calculated exclusive of depreciation and amortization. (2) Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net (Loss) Income, Adjusted Net (Loss) Income Margin and Adjusted (Loss) Earnings per Share are non-GAAP measures. Please see the Supplemental Financial Information section for a reconciliation to the most directly comparable GAAP measures for Adjusted EBITDA, Adjusted Net (Loss) Income and Adjusted (Loss) Earnings per Share. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by Net Sales. Adjusted Net (Loss) Income Margin is defined as Adjusted Net (Loss) Income divided by Net Sales.


 
7 RecentlyHOLLYWOOD Launched UPDATE Products Continuing to innovate and expand our product offering by creating new ways for fans to connect with their fandoms Marvel Battleworld: Mystery of Thanostones Launched multiple new game offerings in the Stitch Shoppe is Loungefly’s new high quality targets a younger demographic and combines quarter, including: Pan Am, Godzilla: Tokyo licensed apparel and accessory line in which each micro collectibles, cards and gaming Clash and Back to the Future: Back in Time piece is a limited edition and comes with an exclusive pin for an added layer of collectability


 
8 HOLLYWOODQ2 & YTD Active UPDATE Properties & Net Sales per Active Property Active Properties & Net Sales per Active Property Second Quarter Year to Date Active Properties Net Sales per Active Property 800 $500 850 $1,000 $450 $900 700 644 735 750 592 $400 $800 600 663 $350 $700 650 500 $300 $600 400 $323 $250 550 $500 $200 $540 $400 300 450 $150 $300 200 $100 $200 $152 350 $319 100 $50 $100 0 $- 250 $- Q2'19 Q2'20 YTD'19 YTD'20 Active Properties up 9% Active Properties up 11% Net Sales per Active Property Down 53% Net Sales per Active Property Down 41% Funko is built on having a large and diverse set of licenses with the ability to access evergreen content Net sales per active property fell in the quarter reflecting broad-based retail store closures during the quarter


 
9 TopHOLLYWOOD Properties UPDATE Breakout Q2’19 Q3’19 Q4’19 Q1’20 Q2’20 Q2’20 Commentary 1 6%* 9%* 6%* 4%* 9%* The top property in 2 Q2’20 represented 9% of sales 3 Evergreen properties accounted for 66% of 4 sales in Q2’20 5 6 7 8 9 10 Top 10 *% of net sales Properties 37% 38% 38% 31% 40% % of Net Sales


 
10 Q2HOLLYWOOD & YTD Product UPDATE Category Performance Figures Other Second Quarter Year to Date Second Quarter Year to Date 52% 36% 34% 26% Decrease Decrease Decrease Decrease $159.7 $31.5 $62.1 $296.2 $46.1 $20.7 $188.7 $77.4 Q2'19 Q2'20 YTD'19 YTD'20 Q2'19 Q2'20 YTD'19 YTD'20 The declines in the figures and other categories were primarily due to the broad based store closures we saw in the quarter; the other category benefited from Loungefly branded products which declined 25% in the quarter


 
11 SomethingHOLLYWOOD for UPDATE Everyone Fans can find their something as the world of Funko continues to expand with new product categories FIGURES OTHER 79% of 21% of Sales* Sales* *% of net sales for Q2’ 20


 
12 Q2HOLLYWOOD & YTD Geographic UPDATE Performance United States International Second Quarter Year to Date Second Quarter Year to Date 36% 24% 71% 54% Decrease Decrease Decrease Decrease $231.5 $122.7 $68.5 $126.7 $176.4 $77.9 $58.4 $20.2 Q2'19 Q2'20 YTD'19 YTD'20 Q2'19 Q2'20 YTD'19 YTD'20 In the United States, there continued to be strong consumer demand within the mass-market and 3rd party e-commerce channel; As expected, the International business was more significantly impacted from COVID-19 due to broad government closures, especially within Europe


 
13 Q2HOLLYWOOD & YTD Adjusted UPDATE EBITDA(1) Adjusted EBITDA(1) Second Quarter Year to Date 99% 81% Decrease Decrease $56.7 $31.4 $10.8 $0.2 Q2'19 Q2'20 YTD'19 YTD'20 Adjusted EBITDA 16.4% 0.2% 15.8% 4.6%6.6% Margin(1) Adjusted EBITDA declined in Q2’20 primarily due to the reduction in net sales from the impacts of COVID-19 (1) See Supplemental Financial Information section for a reconciliation of Adjusted EBITDA, a non-GAAP measure, to the most directly comparable GAAP measure. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by net sales.


 
14 Q2HOLLYWOOD & YTD Adjusted UPDATE Net (Loss) Income(1) Adjusted Net (Loss) Income(1) Second Quarter Year to Date 179% 159% Decrease Decrease $12.9 $21.2 ($10.2) $(12.4) Q2'19 Q2'20 YTD'19 YTD'20 Adjusted Net (Loss) 6.7% (10.3%) 5.9% (5.3%)6.6% Income Margin(1) Adjusted Net (Loss) Income declined in Q2’20 primarily due to the reduction in net sales from the impacts of COVID-19 (1) See Supplemental Financial Information section for a reconciliation of Adjusted Net (Loss) Income. Adjusted Net (Loss) Income Margin is defined as Adjusted Net (Loss) Income divided by net sales. Adjusted Net (Loss) Income Margin is defined as Adjusted Net (Loss) Income divided by net sales.


 
15 KeyHOLLYWOOD Balance Sheet UPDATE Highlights YoY % Change $ in millions, unaudited 6/30/2020 6/30/2019 Cash & Cash Equivalents $41.1 $19.5 111.1% Accounts Receivable, net $94.1 $131.6 (28.6%) Inventory $60.4 $75.3 (19.8%) Total Debt(1) $239.9 $241.3 (0.6%) Total Liquidity(2) $87.0 $75.2 15.8% (1) Total Debt is defined as the amount outstanding under the Company’s Line of Credit plus Current Portion of Long-Term Debt, Net of Unamortized Discount plus Long-Term Debt, Net of Unamortized Discount (2) Total liquidity is calculated as cash and cash equivalents plus availability under the Company’s $75.0 million revolving credit facility.


 
Supplemental Financial Information


 
17 CondensedHOLLYWOOD Consolidated UPDATE Statements of Operations Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (In thousands, except per share data) Net sales $ 98,099 $ 191,199 $ 234,799 $ 358,264 Cost of sales (exclusive of depreciation and amortization shown separately below) 62,182 119,998 143,599 223,654 Selling, general, and administrative expenses 39,110 43,647 86,423 84,115 Depreciation and amortization 11,071 10,425 22,060 20,655 Total operating expenses 112,363 174,070 252,082 328,424 (Loss) income from operations (14,264) 17,129 (17,283) 29,840 Interest expense, net 2,691 3,763 5,346 7,835 Other (income) expense, net (243) (219) 671 (154) (Loss) income before income taxes (16,712) 13,585 (23,300) 22,159 Income tax (benefit) expense (1,703) 2,170 (2,559) 3,599 Net (loss) income (15,009) 11,415 (20,741) 18,560 Less: net (loss) income attributable to non-controlling interests (4,424) 6,283 (6,030) 11,233 Net (loss) income attributable to Funko, Inc. $ (10,585) $ 5,132 $ (14,711) $ 7,327 (Loss) earnings per share of Class A common stock: Basic $ (0.30) $ 0.17 $ (0.42) $ 0.26 Diluted $ (0.30) $ 0.16 $ (0.42) $ 0.24 Weighted average shares of Class A common stock outstanding: Basic 35,033 29,910 34,988 28,284 Diluted 35,033 32,115 34,988 30,296


 
18 CondensedHOLLYWOOD Consolidated UPDATE Balance Sheets June 30, December 31, 2020 2019 (In thousands, except per share amounts) Assets Current assets: Cash and cash equivalents $ 41,127 $ 25,229 Accounts receivable, net 94,050 151,564 Inventory 60,354 62,124 Prepaid expenses and other current assets 11,602 20,280 Total current assets 207,133 259,197 Property and equipment, net 62,901 65,712 Operating lease right-of-use assets 57,715 62,901 Goodwill 124,320 124,835 Intangible assets, net 213,173 221,492 Deferred tax asset 58,435 57,547 Other assets 4,959 4,783 Total assets $ 728,636 $ 796,467 Liabilities and Stockholders’ Equity Current liabilities: Line of credit $ 29,099 $ 25,822 Current portion of long-term debt, net of unamortized discount 19,498 13,685 Current portion of operating lease liabilities 12,172 11,314 Accounts payable 25,129 42,531 Income taxes payable 197 637 Accrued royalties 19,085 34,625 Accrued expenses and other current liabilities 21,949 28,955 Total current liabilities 127,129 157,569 Long-term debt, net of unamortized discount 191,284 202,816 Operating lease liabilities, net of current portion 56,924 61,622 Deferred tax liability 300 341 Liabilities under tax receivable agreement, net of current portion 62,369 61,554 Other long-term liabilities 6,998 7,421 Stockholders’ equity: Class A common stock, par value $0.0001 per share, 200,000 shares authorized; 35,465 and 34,918 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively 4 3 Class B common stock, par value $0.0001 per share, 50,000 shares authorized; 14,040 and 14,515 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively 1 1 Additional paid-in-capital 210,735 204,174 Accumulated other comprehensive (loss) income (807) 791 Retained earnings 5,731 20,442 Total stockholders’ equity attributable to Funko, Inc. 215,664 225,411 Non-controlling interests 67,968 79,733 Total stockholders’ equity 283,632 305,144 Total liabilities and stockholders’ equity $ 728,636 $ 796,467


 
19 CondensedHOLLYWOOD Consolidated UPDATE Statements of Cash Flows Six Months Ended June 30, 2020 2019 (In thousands) Operating Activities Net (loss) income $ (20,741) $ 18,560 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Depreciation, amortization and other 23,342 21,054 Equity-based compensation 5,038 6,115 Amortization of debt issuance costs and debt discounts 655 711 Other 695 327 Changes in operating assets and liabilities: Accounts receivable, net 54,599 14,357 Inventory 218 11,342 Prepaid expenses and other assets 12,267 (191) Accounts payable (17,494) (3,395) Income taxes payable (419) (3,437) Accrued royalties (15,531) (9,201) Accrued expenses and other liabilities (10,421) (8,288) Net cash provided by operating activities 32,208 47,954 Investing Activities Purchases of property and equipment (11,676) (11,730) Acquisitions of businesses and related intangible assets, net of cash — (6,369) Net cash used in investing activities (11,676) (18,099) Financing Activities Borrowings on line of credit 28,267 22,543 Payments on line of credit (25,281) (23,383) Debt issuance costs (569) (272) Payments of long-term debt (5,876) (5,875) Distributions to continuing equity owners (2,675) (18,121) Payments under tax receivable agreement (166) — Proceeds from exercise of equity-based options 41 1,387 Net cash used in financing activities (6,259) (23,721) Effect of exchange rates on cash and cash equivalents 1,625 (135) Net increase in cash and cash equivalents 15,898 5,999 Cash and cash equivalents at beginning of period 25,229 13,486 Cash and cash equivalents at end of period $ 41,127 $ 19,485


 
20 ReconciliationHOLLYWOOD UPDATE of Non-GAAP Financial Metrics Three Months Ended June 30, Six Months Ended June 30, 1) (Represents the reallocation of net (loss) income attributable to non- 2020 2019 2020 2019 controlling interests from the assumed exchange of common units of (In thousands, except per share data) FAH, LLC for Class A common stock in periods in which income (loss) Net (loss) income attributable to Funko, Inc. $ (10,585) $ 5,132 $ (14,711) $ 7,327 was attributable to non-controlling interests. Reallocation of net (loss) income attributable to 2) Represents non-cash charges related to equity-based compensation non-controlling interests from the assumed programs, which vary from period to period depending on the timing exchange of common units of FAH, LLC for of awards. Class A common stock (1) (4,424) 6,283 (6,030) 11,233 3) Represents legal, accounting, and other related costs incurred in (2) connection with acquisitions and other potential transactions. For the Equity-based compensation 2,625 3,367 5,038 6,115 three and six months ended June 30, 2019, includes the accrual of a (3) Acquisition transaction costs and other expenses — 450 — 100 contingent liability of $0.5 million related to potential penalties that Certain severance, relocation and related costs (4) 793 — 1,006 — may be assessed by U.S. Customs in connection with the Foreign currency transaction (gain) loss (5) (243) (219) 671 (154) underpayment of customs duties at Loungefly. For the six months (6) ended June 30, 2019, this accrual was partially offset by a $0.4 million Income tax benefit (expense) 1,681 (2,126) 1,587 (3,456) reversal of a pre-acquisition contingent loss related to our Loungefly Adjusted net (loss) income $ (10,153) $ 12,887 $ (12,439) $ 21,165 acquisition. Adjusted net (loss) income margin (7) (10.3%) 6.7% (5.3%) 5.9% 4) For the three and six months ended June 30, 2020, represents severance, relocation and related costs associated with the Weighted-average shares of Class A common stock consolidation of our warehouse facilities in the United Kingdom and outstanding - basic 35,033 29,910 34,988 28,284 charges related to the global workforce reduction implemented in Equity-based compensation awards and common units of response to the COVID-19 pandemic. FAH, LLC that are convertible into Class A common 5) Represents both unrealized and realized foreign currency gains and losses on transactions denominated other than in U.S. dollars, stock 15,972 22,248 15,942 23,612 including derivative gains and losses on foreign currency forward Adjusted weighted-average shares of Class A stock exchange contracts. outstanding - diluted 51,005 52,158 50,930 51,896 6) Represents the income tax expense effect of the above adjustments. Adjusted (loss) earnings per diluted share $ (0.20) $ 0.25 $ (0.24) $ 0.41 This adjustment uses an effective tax rate of 25% for all periods presented. 7) Adjusted net (loss) income margin is calculated as Adjusted net (loss) income as a percentage of net sales.


 
21 ReconciliationHOLLYWOOD UPDATE of Non-GAAP Financial Metrics Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (amounts in thousands) Net (loss) income $ (15,009) $ 11,415 $ (20,741) $ 18,560 Interest expense, net 2,691 3,763 5,346 7,835 Income tax (benefit) expense (1,703) 2,170 (2,559) 3,599 Depreciation and amortization 11,071 10,425 22,060 20,655 EBITDA $ (2,950) $ 27,773 $ 4,106 $ 50,649 Adjustments: Equity-based compensation (1) 2,625 3,367 5,038 6,115 Acquisition transaction costs and other expenses (2) — 450 — 100 Certain severance, relocation and related costs (3) 793 — 1,006 — Foreign currency transaction (gain) loss (4) (243) (219) 671 (154) Adjusted EBITDA $ 225 $ 31,371 $ 10,821 $ 56,710 Adjusted EBITDA margin (5) 0.2% 16.4% 4.6% 15.8% 1) Represents non-cash charges related to equity-based compensation programs, which vary from period to period depending on the timing of awards. 2) Represents legal, accounting, and other related costs incurred in connection with acquisitions and other potential transactions. For the three and six months ended June 30, 2019, includes the accrual of a contingent liability of $0.5 million related to potential penalties that may be assessed by U.S. Customs in connection with the underpayment of customs duties at Loungefly. For the six months ended June 30, 2019, this accrual was partially offset by a $0.4 million reversal of a pre-acquisition contingent loss related to our Loungefly acquisition. 3) For the three and six months ended June 30, 2020, represents severance, relocation and related costs associated with the consolidation of our warehouse facilities in the United Kingdom and charges related to the global workforce reduction implemented in response to the COVID-19 pandemic. 4) Represents both unrealized and realized foreign currency gains and losses on transactions denominated other than in U.S. dollars, including derivative gains and losses on foreign currency forward exchange contracts. 5) Adjusted EBITDA margin is calculated as Adjusted EBITDA as a percentage of net sales.