8-K
Hillman Solutions Corp. (HLMN)
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): November 5, 2024
Hillman Solutions Corp.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39609 | 85-2096734 |
|---|---|---|
| (State or other jurisdiction | (Commission File No.) | (I.R.S. Employer |
| of incorporation) | Identification No.) |
1280 Kemper Meadows Drive
Cincinnati, Ohio 45240
(Address of principal executive offices)
Registrant’s telephone number, including area code: (513) 851-4900
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.0001 per share | HLMN | The 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 November 5, 2024, Hillman Solutions Corp. (the “Company”) issued a press release, furnished as Exhibit 99.1 and incorporated herein by reference, announcing the Company's selected summary financial results for its thirteen and thirty-nine weeks ended September 28, 2024.
The information provided pursuant to Item 2.02, including the exhibit attached hereto, is being furnished and shall not be deemed to be “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 to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release, datedNovember 5, 2024,announcing the financial results of Hillman Solutions Corp. for its thirteen and thirty-nine weeks ended September 28, 2024.
99.2 Supplemental slides provided in connection with thethirdquarter 2024 earnings call of Hillman Solutions Corp.
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 hereunto duly authorized.
| Date: November 5, 2024 | Hillman Solutions Corp. | |
|---|---|---|
| By: | /s/ Robert O. Kraft | |
| Name: | Robert O. Kraft | |
| Title: | Chief Financial Officer |
Document
Hillman Reports Third Quarter 2024 Results
CINCINNATI, November 5, 2024 -- Hillman Solutions Corp. (Nasdaq: HLMN) (the “Company” or “Hillman”), a leading provider of hardware products and merchandising solutions, reported financial results for the thirteen and thirty-nine weeks ended September 28, 2024.
Third Quarter 2024 Highlights (Thirteen weeks ended September 28, 2024)
•Net sales decreased (1.4)% to $393.3 million compared to $398.9 million in the prior year quarter
•Net income totaled $7.4 million, or $0.04 per diluted share, compared to $5.1 million, or $0.03 per diluted share, in the prior year quarter
•Adjusted diluted EPS1 was $0.16 per diluted share compared to $0.11 per diluted share in the prior year quarter
•Adjusted EBITDA1 totaled $72.6 million compared to $66.8 million in the prior year quarter
•Acquired Intex DIY, a leading supplier of wiping cloths, consumable rags and cleaning textiles
•Subsequent to quarter end, Hillman won divisional 2024 Vendor Partner of the Year in Hardlines at Lowe's and won 2024 Partner of the Year in Hardware at Home Depot
Third Quarter YTD 2024 Highlights (Thirty-nine weeks ended September 28, 2024)
•Net sales decreased (0.5)% to $1,123.0 million compared to $1,128.7 million in the prior year period
•Net income totaled $18.5 million, or $0.09 per diluted share, compared to net income of $0.5 million, or $0.00 per diluted share, in the prior year period
•Adjusted diluted EPS1 was $0.42 per diluted share compared to $0.30 per diluted share in the prior year period
•Adjusted EBITDA1 totaled $193.2 million compared to $165.0 million in the prior year period
•Net cash provided by operating activities was $140.2 million compared to $171.5 million in the prior year period
•Free Cash Flow1 totaled $76.0 million compared to $119.3 million in the prior year period
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
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Balance Sheet and Liquidity at September 28, 2024
•Gross debt was $758.6 million, compared to $760.9 million on December 30, 2023, and $811.1 million on September 30, 2023
•Net debt1 decreased to $698.7 million, compared to $722.4 million on December 30, 2023, and $771.8 million on September 30, 2023
•Liquidity available totaled $324.6 million, consisting of $264.8 million of available borrowing under the revolving credit facility and $59.8 million of cash and equivalents
•Net debt1 to trailing twelve month Adjusted EBITDA improved to 2.8x from 3.3x on December 30, 2023, and 3.7x on September 30, 2023
Management Commentary
"Our strong results for the third quarter were driven by efficient operations across the organization while taking great care of our customers," commented Doug Cahill, Chairman, President and CEO of Hillman. "Our 1,100 field sales and service folks continue to regularly manage the aisle for our customers, and our operations team has done a great job shipping our 114,000 SKUs to our customers on time and in full - demonstrated by our year-to-date fill rate of 95 percent."
“During the quarter we acquired Intex DIY, a leading supplier of cleaning rags, cloths, and textiles. This acquisition adds new products to our portfolio, and allows us to sell into new aisles and to new customers. We continue to seek bolt-on acquisitions like Intex DIY, that allow us to leverage our competitive moat to fuel long-term organic growth."
"Subsequent to the quarter end, we won 2024 vendor partner of the year awards at our top two customers, Lowe's and Home Depot. We are proud of this recognition and grateful for the hardworking Hillman team that made this happen. Taking care of our customers has always been the lifeblood of this company and has been the key driver our long-term success. As we look forward, the partnership and trust we have with our customers and our new business pipeline give us confidence that we are well positioned to grow our top and bottom line in 2025."
Full Year 2024 Guidance - Updated
Based on year-to-date performance and improved visibility on the remainder of the year, management is updating its guidance most recently provided on August 6, 2024 with Hillman's second quarter 2024 results.
| Previous FY 2024 Guidance | Updated FY 2024 Guidance | |
|---|---|---|
| Net Sales | $1.44 to $1.48 billion | $1.455 to $1.485 billion |
| Adjusted EBITDA1 | $240 to $250 million | Approx. $250 million |
| Free Cash Flow1 | $100 to $120 million | $100 to $115 million |
Rocky Kraft, Hillman's chief financial officer commented: "We are increasing our top and bottom line guidance to reflect the acquisition of Intex, which closed in August of this year,
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
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and our strong bottom line results. We also lowered the top end of our free cash flow guide to better fall in line with our expectations."
Third Quarter 2024 Results Presentation
Hillman plans to host a conference call and webcast presentation today, November 5, 2024, at 8:30 a.m. Eastern Time to discuss its results. Chairman, President, and Chief Executive Officer Doug Cahill; Chief Operating Officer Jon Michael Adinolfi, and Chief Financial Officer Rocky Kraft will host the results presentation.
Date: Tuesday, November 5, 2024
Time: 8:30 a.m. Eastern Time
Listen-Only Webcast: https://edge.media-server.com/mmc/p/fs2k9czt/
A webcast replay will be available approximately one hour after the conclusion of the call using the link above.
Hillman’s quarterly presentation and Form 10-Q are expected to be filed with the SEC and posted to its Investor Relations website, https://ir.hillmangroup.com, prior to the webcast presentation.
About Hillman Solutions Corp.
Founded in 1964 and headquartered in Cincinnati, Ohio, Hillman Solutions Corp. (“Hillman”) and its subsidiaries are leading North American providers of complete hardware solutions, delivered with outstanding customer service to over 46,000 locations. Hillman is celebrating 60 years of service this year, a significant milestone achieved by maintaining strong company values, an innovative culture, and delivering a “small business” experience with “big business” efficiency. Hillman designs innovative product and merchandising solutions for complex categories that deliver an outstanding customer experience to home improvement centers, mass merchants, national and regional hardware stores, pet supply stores, and OEM & industrial customers. For more information on Hillman, visit www.hillman.com.
Forward Looking Statements
All statements made in this press release that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. You should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," “target”, “goal”, "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) unfavorable economic conditions that may affect our and our customers’, suppliers’ and other business partners’ operations,
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
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financial condition and cash flows including spending on home renovation or construction projects, inflation, recessions, instability in the financial markets or credit markets; (2) increased supply chain costs, including raw materials, sourcing, transportation and energy; (3) the highly competitive nature of the markets that we serve; (4) the ability to continue to innovate with new products and services; (5) direct and indirect costs associated with the May 2023 ransomware attack, and our receipt of expected insurance receivables associated with that cyber security incident; (6) seasonality; (7) large customer concentration; (8) the ability to recruit and retain qualified employees; (9) the outcome of any legal proceedings that may be instituted against the Company; (10) adverse changes in currency exchange rates; or (11) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that are included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Annual Report on Form 10-K filed on February 22, 2024. Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward looking statements.
Except as required by applicable law, the Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this communication to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
Contact:
Michael Koehler
Vice President of Investor Relations & Treasury
513-826-5495
IR@hillmangroup.com
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
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HILLMAN SOLUTIONS CORP.
Condensed Consolidated Statement of Net Income (Loss), GAAP Basis
(dollars in thousands) Unaudited
| Thirteen Weeks Ended<br>September 28, 2024 | Thirteen Weeks Ended<br>September 30, 2023 | Thirty-nine Weeks Ended September 28, 2024 | Thirty-nine Weeks Ended<br>September 30, 2023 | ||||
|---|---|---|---|---|---|---|---|
| Net sales | $ | 393,296 | $ | 398,943 | $ | 1,128,669 | |
| Cost of sales (exclusive of depreciation and amortization shown separately below) | 203,700 | 222,644 | 581,806 | 643,652 | |||
| Selling, warehouse, general and administrative expenses | 130,261 | 113,359 | 369,980 | 335,876 | |||
| Depreciation | 17,948 | 14,434 | 50,583 | 44,939 | |||
| Amortization | 15,354 | 15,583 | 45,857 | 46,733 | |||
| Other (income) expense | (881) | (1,819) | 3 | 841 | |||
| Income from operations | 26,914 | 34,742 | 74,804 | 56,628 | |||
| Interest expense, net | 15,108 | 16,728 | 44,316 | 52,880 | |||
| Refinancing costs | — | — | 3,008 | — | |||
| Income before income taxes | 11,806 | 18,014 | 27,480 | 3,748 | |||
| Income tax expense | 4,372 | 12,957 | 9,003 | 3,278 | |||
| Net income | $ | 7,434 | $ | 5,057 | $ | 470 | |
| Basic income per share | $ | 0.04 | $ | 0.03 | $ | 0.00 | |
| Weighted average basic shares outstanding | 196,297 | 194,794 | 195,914 | 194,662 | |||
| Diluted income per share | $ | 0.04 | $ | 0.03 | 0.09 | $ | 0.00 |
| Weighted average diluted shares outstanding | 199,034 | 196,575 | 198,370 | 195,832 |
All values are in US Dollars.
HILLMAN SOLUTIONS CORP.
Condensed Consolidated Balance Sheets
(dollars in thousands)
Unaudited
| September 28, 2024 | December 30, 2023 | |||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 59,820 | $ | 38,553 |
| Accounts receivable, net of allowances of $10,365 ($2,770 - 2023) | 129,633 | 103,482 | ||
| Inventories, net | 419,385 | 382,710 | ||
| Other current assets | 15,566 | 23,235 | ||
| Total current assets | 624,404 | 547,980 | ||
| Property and equipment, net of accumulated depreciation of $374,289 ($333,875 - 2023) | 221,769 | 200,553 | ||
| Goodwill | 829,246 | 825,042 | ||
| Other intangibles, net of accumulated amortization of $516,026 ($470,791 - 2023) | 622,562 | 655,293 | ||
| Operating lease right of use assets | 85,254 | 87,479 | ||
| Other assets | 14,332 | 14,754 | ||
| Total assets | $ | 2,397,567 | $ | 2,331,101 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 165,809 | $ | 140,290 |
| Current portion of debt and financing lease liabilities | 13,039 | 9,952 | ||
| Current portion of operating lease liabilities | 16,331 | 14,407 | ||
| Accrued expenses: | ||||
| Salaries and wages | 29,645 | 22,548 | ||
| Pricing allowances | 6,693 | 8,145 | ||
| Income and other taxes | 7,700 | 6,469 | ||
| Other accrued liabilities | 29,895 | 21,309 | ||
| Total current liabilities | 269,112 | 223,120 | ||
| Long-term debt | 730,666 | 731,708 | ||
| Deferred tax liabilities | 130,403 | 131,552 | ||
| Operating lease liabilities | 75,585 | 79,994 | ||
| Other non-current liabilities | 10,577 | 10,198 | ||
| Total liabilities | $ | 1,216,343 | $ | 1,176,572 |
| Commitments and contingencies (Note 6) | ||||
| Stockholders' equity: | ||||
| Common stock: $0.0001 par value, 500,000,000 shares authorized, 196,514,508 and 194,913,124 issued and outstanding in 2024 and 2023, respectfully | 20 | 20 | ||
| Additional paid-in capital | 1,438,074 | 1,418,535 | ||
| Accumulated deficit | (217,729) | (236,206) | ||
| Accumulated other comprehensive loss | (39,141) | (27,820) | ||
| Total stockholders' equity | 1,181,224 | 1,154,529 | ||
| Total liabilities and stockholders' equity | $ | 2,397,567 | $ | 2,331,101 |
HILLMAN SOLUTIONS CORP.
Condensed Consolidated Statement of Cash Flows
(dollars in thousands)
Unaudited
| Thirty-nine Weeks Ended <br>September 28, 2024 | Thirty-nine Weeks Ended<br>September 30, 2023 | |||
|---|---|---|---|---|
| Cash flows from operating activities: | ||||
| Net income | $ | 18,477 | $ | 470 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||
| Depreciation and amortization | 96,440 | 91,672 | ||
| Deferred income taxes | (1,326) | 1,835 | ||
| Deferred financing and original issue discount amortization | 3,807 | 3,993 | ||
| Stock-based compensation expense | 9,742 | 9,111 | ||
| Customer bankruptcy reserve | 7,757 | — | ||
| Loss on debt restructuring | 3,008 | — | ||
| Cash paid to third parties in connection with debt restructuring | (1,554) | — | ||
| Loss on disposal of property and equipment | 56 | — | ||
| Change in fair value of contingent consideration | 313 | 2,614 | ||
| Changes in operating items: | ||||
| Accounts receivable, net | (22,906) | (42,883) | ||
| Inventories, net | (2,036) | 92,833 | ||
| Other assets | (142) | (5,697) | ||
| Accounts payable | 17,822 | 27,220 | ||
| Other accrued liabilities | 10,729 | (9,691) | ||
| Net cash provided by operating activities | 140,187 | 171,477 | ||
| Net cash from investing activities | ||||
| Acquisition of business, net of cash received | (57,762) | (300) | ||
| Capital expenditures | (64,196) | (52,145) | ||
| Other investing activities | (211) | (318) | ||
| Net cash used for investing activities | (122,169) | (52,763) | ||
| Cash flows from financing activities: | ||||
| Repayments of senior term loans | (4,255) | (86,383) | ||
| Financing fees | (33) | — | ||
| Borrowings on revolving credit loans | 77,000 | 172,000 | ||
| Repayments of revolving credit loans | (77,000) | (197,000) | ||
| Principal payments under finance lease obligations | (2,698) | (1,687) | ||
| Proceeds from exercise of stock options | 8,938 | 1,600 | ||
| Payments of contingent consideration | (196) | (1,175) | ||
| Other financing activities | (103) | 883 | ||
| Net cash provided by (used for) financing activities | 1,653 | (111,762) | ||
| Effect of exchange rate changes on cash | 1,596 | 1,229 | ||
| Net increase in cash and cash equivalents | 21,267 | 8,181 | ||
| Cash and cash equivalents at beginning of period | 38,553 | 31,081 | ||
| Cash and cash equivalents at end of period | $ | 59,820 | $ | 39,262 |
Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures
The Company uses non-GAAP financial measures to analyze underlying business performance and trends. The Company believes that providing these non-GAAP financial measures enhances the Company’s and investors’ ability to compare the Company’s past financial performance with its current performance. These non-GAAP financial measures are provided as supplemental information to the financial measures presented in this press release that are calculated and presented in accordance with GAAP. Non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP. The Company’s definitions of its non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies. Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, reconciliations to GAAP financial measures are not provided for forward-looking non-GAAP measures. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results.
Non-GAAP financial measures such as consolidated adjusted EBITDA and Adjusted Diluted Earnings per Share (EPS) exclude from the relevant GAAP metrics items that neither relate to the ordinary course of the Company’s business, nor reflect the Company’s underlying business performance.
Reconciliation of Adjusted EBITDA (Unaudited)
(dollars in thousands)
Adjusted EBITDA is a non-GAAP financial measure and is the primary basis used to measure the operational strength and performance of our businesses as well as to assist in the evaluation of underlying trends in our businesses. This measure eliminates the significant level of noncash depreciation and amortization expense that results from the capital-intensive nature of our businesses and from intangible assets recognized in business combinations. It is also unaffected by our capital and tax structures, as our management excludes these results when evaluating our operating performance. Our management use this financial measure to evaluate our consolidated operating performance and the operating performance of our operating segments as well as to allocate resources and capital to our operating segments. Additionally, we believe that Adjusted EBITDA is useful to investors because it is one of the bases for comparing our operating performance with that of other companies in our industries, although our measure of Adjusted EBITDA may not be directly comparable to similar measures used by other companies.
| Thirteen Weeks Ended<br>September 28, 2024 | Thirteen Weeks Ended<br>September 30, 2023 | Thirty-nine Weeks Ended <br>September 28, 2024 | Thirty-nine Weeks Ended<br>September 30, 2023 | |||||
|---|---|---|---|---|---|---|---|---|
| Net income | $ | 7,434 | $ | 5,057 | $ | 18,477 | $ | 470 |
| Income tax expense | 4,372 | 12,957 | 9,003 | 3,278 | ||||
| Interest expense, net | 15,108 | 16,728 | 44,316 | 52,880 | ||||
| Depreciation | 17,948 | 14,434 | 50,583 | 44,939 | ||||
| Amortization | 15,354 | 15,583 | 45,857 | 46,733 | ||||
| EBITDA | $ | 60,216 | $ | 64,759 | $ | 168,236 | $ | 148,300 |
| Stock compensation expense | 3,257 | 3,069 | 9,742 | 9,111 | ||||
| Restructuring and other (1) | 1,322 | 179 | 3,192 | 3,027 | ||||
| Litigation expense (2) | — | 79 | — | 339 | ||||
| Transaction and integration expense (3) | 477 | 289 | 993 | 1,599 | ||||
| Change in fair value of contingent consideration | (467) | (1,553) | 313 | 2,614 | ||||
| Refinancing costs (4) | — | — | 3,008 | — | ||||
| Customer bankruptcy reserve (5) | 7,757 | — | 7,757 | — | ||||
| Total adjusting items | 12,346 | 2,063 | 25,005 | 16,690 | ||||
| Adjusted EBITDA | $ | 72,562 | $ | 66,822 | $ | 193,241 | $ | 164,990 |
(1)Includes consulting and other costs associated with severance related to our distribution center relocations and corporate restructuring activities.
(2)Litigation expense includes legal fees associated with our litigation with Hy-Ko Products Company LLC.
(3)Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc and Intex DIY, Inc acquisitions and the CCMP secondary offerings in 2023.
(4)In the first quarter of 2024, we entered into a Repricing Amendment (2024 Repricing Amendment) on our existing Senior Term Loan due July 14, 2028.
(5)Customer bankruptcy reserve includes amounts written off in connection with the True Value Chapter 11 bankruptcy filing on October 14, 2024.
Reconciliation of Adjusted Diluted Earnings Per Share
(in thousands, except per share data)
Unaudited
We define Adjusted Diluted EPS as reported diluted EPS excluding the effect of one-time, non-recurring activity and volatility associated with our income tax expense. The Company believes that Adjusted Diluted EPS provides further insight and comparability in operating performance as it eliminates the effects of certain items that are not comparable from one period to the next. The following is a reconciliation of reported diluted EPS from continuing operations to Adjusted Diluted EPS from continuing operations:
| Thirteen Weeks Ended<br>September 28, 2024 | Thirteen Weeks Ended<br>September 30, 2023 | Thirty-nine Weeks Ended <br>September 28, 2024 | Thirty-nine Weeks Ended<br>September 30, 2023 | |||||
|---|---|---|---|---|---|---|---|---|
| Reconciliation to Adjusted Net Income | ||||||||
| Net income | $ | 7,434 | $ | 5,057 | $ | 18,477 | $ | 470 |
| Remove adjusting items (1) | 12,346 | 2,063 | 25,005 | 16,690 | ||||
| Remove amortization expense | 15,354 | 15,583 | 45,857 | 46,733 | ||||
| Remove tax benefit on adjusting items and amortization expense (2) | (3,096) | (1,055) | (6,876) | (4,907) | ||||
| Adjusted Net Income | $ | 32,038 | $ | 21,648 | $ | 82,463 | $ | 58,986 |
| Reconciliation to Adjusted Diluted Earnings per Share | ||||||||
| Diluted Earnings per Share | $ | 0.04 | $ | 0.03 | $ | 0.09 | $ | 0.00 |
| Remove adjusting items (1) | 0.06 | 0.01 | 0.13 | 0.09 | ||||
| Remove amortization expense | 0.08 | 0.08 | 0.23 | 0.24 | ||||
| Remove tax benefit on adjusting items and amortization expense (2) | (0.02) | (0.01) | (0.03) | (0.03) | ||||
| Adjusted Diluted Earnings per Share | $ | 0.16 | $ | 0.11 | $ | 0.42 | $ | 0.30 |
| Reconciliation to Adjusted Diluted Shares Outstanding (3) | ||||||||
| Diluted Shares, as reported | 199,034 | 196,575 | 198,370 | 195,832 | ||||
| Non-GAAP dilution adjustments: | ||||||||
| Dilutive effect of stock options and awards | — | — | — | — | ||||
| Adjusted Diluted Shares | 199,034 | 196,575 | 198,370 | 195,832 |
Note: Adjusted EPS may not add due to rounding.
(1)Please refer to "Reconciliation of Adjusted EBITDA" table above for additional information on adjusting items. See "Per share impact of Adjusting Items" table below for the per share impact of each adjustment.
(2)We have calculated the income tax effect of the non-GAAP adjustments shown above at the applicable statutory rate of 25.1% for the U.S. and 26.2% for Canada except for the following items:
a.The tax impact of stock compensation expense was calculated using the statutory rate of 25.1%, excluding certain awards that are non-deductible.
b.The tax impact of acquisition and integration expense was calculated using the statutory rate of 25.1%, excluding certain charges that were non-deductible.
c.Amortization expense for financial accounting purposes was offset by the tax benefit of deductible amortization expense using the statutory rate of 25.1%.
(3)Diluted shares on a GAAP basis for thirteen and thirty-nine weeks ended September 28, 2024 include the dilutive impact of 2,737 and 2,456 options and awards, respectfully. Diluted shares on a GAAP basis for the thirteen and thirty-nine weeks ended September 30, 2023 include the dilutive impact of 1,781 and 1,170 options and awards, respectfully.
Per Share Impact of Adjusting Items
| Thirteen Weeks Ended<br>September 28, 2024 | Thirteen Weeks Ended<br>September 30, 2023 | Thirty-nine Weeks Ended <br>September 28, 2024 | Thirty-nine Weeks Ended<br>September 30, 2023 | |||||
|---|---|---|---|---|---|---|---|---|
| Stock compensation expense | $ | 0.02 | $ | 0.02 | $ | 0.05 | $ | 0.05 |
| Restructuring and other costs | 0.01 | 0.00 | 0.02 | 0.02 | ||||
| Litigation expense | 0.00 | 0.00 | 0.00 | 0.00 | ||||
| Transaction and integration expense | 0.00 | 0.00 | 0.01 | 0.01 | ||||
| Change in fair value of contingent consideration | 0.00 | (0.01) | 0.00 | 0.01 | ||||
| Refinancing costs | 0.00 | 0.00 | 0.02 | 0.00 | ||||
| Customer bankruptcy reserve | 0.04 | 0.00 | 0.04 | 0.00 | ||||
| Total adjusting items | $ | 0.06 | $ | 0.01 | $ | 0.13 | $ | 0.09 |
Note: Adjusting items may not add due to rounding.
Reconciliation of Net Debt
We define Net Debt as reported gross debt less cash on hand. Net debt is not defined under U.S. GAAP and may not be computed the same as similarly titled measures used by other companies. The Company believes that Net Debt provides further insight and comparability into liquidity and capital structure. The following is the calculation of Net Debt:
| September 28, 2024 | December 30, 2023 | |||
|---|---|---|---|---|
| Revolving loans | $ | — | $ | — |
| Senior term loan, due 2028 | 747,597 | 751,852 | ||
| Finance leases and other obligations | 10,956 | 9,097 | ||
| Gross debt | $ | 758,553 | $ | 760,949 |
| Less cash | 59,820 | 38,553 | ||
| Net debt | $ | 698,733 | $ | 722,396 |
Reconciliation of Free Cash Flow
We calculate free cash flow as cash flows from operating activities less capital expenditures. Free cash flow is not defined under U.S. GAAP and may not be computed the same as similarly titled measures used by other companies. We believe free cash flow is an important indicator of how much cash is generated by our business operations and is a measure of incremental cash available to invest in our business and meet our debt obligations.
| Thirty-nine Weeks Ended <br>September 28, 2024 | Thirty-nine Weeks Ended<br>September 30, 2023 | |||
|---|---|---|---|---|
| Net cash provided by operating activities | $ | 140,187 | $ | 171,477 |
| Capital expenditures | (64,196) | (52,145) | ||
| Free cash flow | $ | 75,991 | $ | 119,332 |
Source: Hillman Solutions Corp.
11
hillmanq32024earningscal
Quarterly Earnings Presentation Q3 2024 November 5, 2024
2Earnings Presentation Q3 2024 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout All statements made in this presentation that are consider to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. You should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," “target”, “goal”, "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) unfavorable economic conditions that may affect our and our customers’, suppliers’ and other business partners’ operations, financial condition and cash flows including spending on home renovation or construction projects, inflation, recessions, instability in the financial markets or credit markets; (2) increased supply chain costs, including raw materials, sourcing, transportation and energy; (3) the highly competitive nature of the markets that we serve; (4) the ability to continue to innovate with new products and services; (5) direct and indirect costs associated with the May 2023 ransomware attack, and our receipt of expected insurance receivables associated with that cyber security incident; (6) seasonality; (7) large customer concentration; (8) the ability to recruit and retain qualified employees; (9) the outcome of any legal proceedings that may be instituted against the Company; (10) adverse changes in currency exchange rates; or (11) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that are included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Annual Report on Form 10-K filed on February 22, 2024. Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward looking statements. Except as required by applicable law, the Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this communication to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Presentation of Non-GAAP Financial Measures In addition to the results provided in accordance with U.S. generally accepted accounting principles (“GAAP”) throughout this presentation the company has provided non-GAAP financial measures, which present results on a basis adjusted for certain items. The company uses these non-GAAP financial measures for business planning purposes and in measuring its performance relative to that of its competitors. The company believes that these non- GAAP financial measures are useful financial metrics to assess its operating performance from period-to-period by excluding certain items that the company believes are not representative of its core business. These non-GAAP financial measures are not intended to replace, and should not be considered superior to, the presentation of the company’s financial results in accordance with GAAP. The use of the non-GAAP financial measures terms may differ from similar measures reported by other companies and may not be comparable to other similarly titled measures. These non-GAAP financial measures are reconciled from the respective measures under GAAP in the appendix below. The company is not able to provide a reconciliation of the company’s non-GAAP financial guidance to the corresponding GAAP measures without unreasonable effort because of the inherent difficulty in forecasting and quantifying certain amounts necessary for such a reconciliation such as certain non-cash, nonrecurring or other items that are included in net income and EBITDA as well as the related tax impacts of these items and asset dispositions / acquisitions and changes in foreign currency exchange rates that are included in cash flow, due to the uncertainty and variability of the nature and amount of these future charges and costs. Forward Looking Statements
3Earnings Presentation Q3 2024 • Net sales decreased (1.4)% to $393.3 million versus Q3 2023 ◦ Hardware and Protective Solutions ("HPS") increased 0.1% – Hardware Solutions decreased (1.6)% – Protective Solutions increased +5.9% ◦ Robotics and Digital Solutions ("RDS") decreased (5.3)% ◦ Canada decreased (6.5)% • GAAP net income totaled $7.4 million, or $0.04 per diluted share, compared to $5.1 million, or $0.03 per diluted share, in Q3 2023 • Adjusted Gross Margins improved to 48.2% compared to 44.2% in Q3 2023 • Adjusted EBITDA totaled $72.6 million compared to $66.8 million in Q3 2023 • Adjusted EBITDA margins were 18.4% compared to 16.7% in Q3 2023 • Net Debt / Adjusted EBITDA (ttm): 2.8x at quarter end, improved from 3.3x on December 30, 2023, and 3.7x on September 30, 2023 Q3 2024 Financial Review Please see reconciliation tables in the Appendix of this presentation for non-GAAP metrics. Highlights for the 13 Weeks Ended September 28, 2024
4Earnings Presentation Q3 2024 Q3 2024 Operational Review Highlights for the 13 Weeks Ended September 28, 2024 • Continued taking great care of customers: ◦ YTD fill rates averaged 95% • Acquired Intex DIY, a leading supplier of cleaning rags, cloths, and textiles • Subsequent to quarter end, Hillman won: ◦ 2024 Divisional Vendor Partner of the Year in Hardlines at Lowe's ◦ 2024 Partner of the Year in Hardware at Home Depot • Continue to pursue accretive, tuck-in M&A opportunities that leverage the Hillman moat • Increased FY 2024 top and bottom line guidance and refined free cash flow guide
5Earnings Presentation Q3 2024 • Net sales decreased (0.5)% to $1,123.0 million versus the thirty-nine weeks ended September 30, 2023 ◦ Hardware and Protective Solutions ("HPS") increased 1.9% – Hardware Solutions increased +1.8% – Protective Solutions increased +2.5% ◦ Robotics and Digital Solutions ("RDS") decreased (7.4)% ◦ Canada decreased (6.0)% • GAAP net income totaled $18.5 million, or $0.09 per diluted share, compared to GAAP net income of $0.5 million, or $0.00 per diluted share during the thirty-nine weeks ended September 30, 2023. • Adjusted Gross Margins were 48.2% compared to 43.0% in Q3 2023 • Adjusted EBITDA totaled $193.2 million compared to $165.0 million in Q3 2023 • Adjusted EBITDA margins were 17.2% compared to 14.6% in Q3 2023 • Free Cash Flow totaled $76.0 million compared to $119.3 million in Q3 2023 Q3 2024 YTD Financial Review Please see reconciliation tables in the Appendix of this presentation for non-GAAP metrics. Highlights for the 39 Weeks Ended September 28, 2024
6Earnings Presentation Q3 2024 Quarterly Financial Performance Adjusted EBITDA (millions $ and % of Net Sales) Please see reconciliation of Non-GAAP metrics Adjusted EBITDA and Adjusted Gross Margin in the Appendix of this presentation. Not to scale. Top & Bottom Line (vs Q3 2023) Net Sales (millions $) Adjusted Gross Margin (millions $ and % of Net Sales) $66.8 $72.6 Q3 2023 Q3 2024 18.4%16.7% $176.3 $189.6 Q3 2023 Q3 2024 $398.9 $393.3 Q3 2023 Q3 2024 48.2% 44.2%
7Earnings Presentation Q3 2024 Hardware & Protective Q3 2024 Q3 2023 Δ Thirteen Weeks Ended 9/28/2024 9/30/2023 Comments Revenues $295,843 $295,553 0.1% Driven by Koch and Intex acquisitions and new business Adjusted EBITDA $48,710 $40,659 19.8% Margin expansion from price/cost dynamic Margin (Adj. EBITDA/Net Sales) 16.5% 13.8% 270 bps Robotics & Digital Q3 2024 Q3 2023 Δ Thirteen Weeks Ended 9/28/2024 9/30/2023 Comments Revenues $60,131 $63,468 (5.3)% Sequential decline narrowing driven by MinuteKey Adjusted EBITDA $19,346 $21,347 (9.4)% Decline in revenue decreases leverage Margin (Adj. EBITDA/Net Sales) 32.2% 33.6% (140) bps Canada Q3 2024 Q3 2023 Δ Thirteen Weeks Ended 9/28/2024 9/30/2023 Comments Revenues $37,322 $39,922 (6.5)% Soft market and economy more than offset new wins Adjusted EBITDA $4,506 $4,816 (6.4)% Margin (Adj. EBITDA/Net Sales) 12.1% 12.1% 0 bps Consolidated Q3 2024 Q3 2023 Δ Thirteen Weeks Ended 9/28/2024 9/30/2023 Revenues $393,296 $398,943 (1.4)% Adjusted EBITDA $72,562 $66,822 8.6% Margin (Adj. EBITDA/Net Sales) 18.4% 16.7% 170 bps Performance by Segment (Q3) Please see reconciliation of Adjusted EBITDA to Net Income in the Appendix of this presentation. Figures in Thousands of USD unless otherwise noted.
8Earnings Presentation Q3 2024 Hardware & Protective Q3 2024 Q3 2023 Δ Thirty-nine weeks ended 9/28/2024 9/30/2023 Comments Revenues $833,847 $818,198 1.9% Driven by Koch and Intex acquisitions and new business Adjusted EBITDA $124,611 $87,385 42.6% Margin expansion from price/cost dynamic Margin (Adj. EBITDA/Net Sales) 14.9% 10.7% 420 bps Robotics & Digital Q3 2024 Q3 2023 Δ Thirty-nine weeks ended 9/28/2024 9/30/2023 Comments Revenues $173,086 $186,990 (7.4)% Soft volumes across RDS Adjusted EBITDA $54,625 $63,388 (13.8)% Decline in revenue decreases leverage Margin (Adj. EBITDA/Net Sales) 31.6% 33.9% (230) bps Canada Q3 2024 Q3 2023 Δ Thirty-nine weeks ended 9/28/2024 9/30/2023 Comments Revenues $116,100 $123,481 (6.0)% Soft market and economy in Canada Adjusted EBITDA $14,005 $14,217 (1.5)% Margin expansion from operations Margin (Adj. EBITDA/Net Sales) 12.1% 11.5% 60 bps Consolidated Q3 2024 Q3 2023 Δ Thirty-nine weeks ended 9/28/2024 9/30/2023 Revenues $1,123,033 $1,128,669 (0.5)% Adjusted EBITDA $193,241 $164,990 17.1% Margin (Adj. EBITDA/Net Sales) 17.2% 14.6% 260 bps Performance by Segment (Q3 YTD) Please see reconciliation of Adjusted EBITDA to Net Income in the Appendix of this presentation. Figures in Thousands of USD unless otherwise noted.
9Earnings Presentation Q3 2024 Hardware & Protective Robotics & Digital Canada Total Revenue Thirteen Weeks Ended September 28, 2024 Fastening and Hardware $224,850 $— $33,918 $258,768 Personal Protective 70,993 — 724 71,717 Keys and Key Accessories — 48,593 2,674 51,267 Engraving and Resharp — 11,538 6 11,544 Total Revenue $295,843 $60,131 $37,322 $393,296 Revenue by Product Category (Q3) Hardware & Protective Robotics & Digital Canada Total Revenue Thirteen Weeks Ended September 30, 2023 Fastening and Hardware $228,515 $— $35,497 $264,012 Personal Protective 67,038 — 1,933 68,971 Keys and Key Accessories — 50,408 2,477 52,885 Engraving and Resharp — 13,060 15 13,075 Total Revenue $295,553 $63,468 $39,922 $398,943 Figures in Thousands of USD unless otherwise noted.
10Earnings Presentation Q3 2024 Hardware & Protective Robotics & Digital Canada Total Revenue Thirty-nine weeks ended September 28, 2024 Fastening and Hardware $670,369 $— $106,109 $776,478 Personal Protective 163,478 — 3,327 166,805 Keys and Key Accessories — 137,395 6,634 144,029 Engraving and Resharp — 35,691 30 35,721 Total Revenue $833,847 $173,086 $116,100 $1,123,033 Revenue by Product Category (Q3 YTD) Hardware & Protective Robotics & Digital Canada Total Revenue Thirty-nine weeks ended September 30, 2023 Fastening and Hardware $658,629 $— $111,462 $770,091 Personal Protective 159,569 — 5,474 165,043 Keys and Key Accessories — 147,976 6,510 154,486 Engraving and Resharp — 39,014 35 39,049 Total Revenue $818,198 $186,990 $123,481 $1,128,669 Figures in Thousands of USD unless otherwise noted.
11Earnings Presentation Q3 2024 Total Net Leverage (Net Debt / TTM Adj. EBITDA) Capital Structure September 28, 2024 ABL Revolver ($264.8 million capacity) $— Term Note $747.6 Finance Leases and Other Obligations $11.0 Total Debt $758.6 Cash $59.8 Net Debt $698.7 TTM Adjusted EBITDA $247.6 Net Debt/ TTM Adjusted EBITDA 2.8x Leverage Continues to Improve Please see reconciliation of Non-GAAP metrics Adjusted EBITDA and Net Debt in the Appendix of this presentation. Figures in Millions of USD unless otherwise noted. 3.7x 3.3x 3.2x 2.9x 2.8x 09 /3 0/ 20 23 12 /3 0/ 20 23 03 /3 0/ 20 24 06 /2 9/ 20 24 09 /2 8/ 20 24 0.0x 1.0x 2.0x 3.0x 4.0x 5.0x
12Earnings Presentation Q3 2024 2024 Outlook & Guidance (in millions USD) Previous FY 2024 Guidance Full Year 2024 Guidance Range - Updated FY 2024 Guidance Midpoint - Updated Revenues $1.44 to $1.48 billion $1.455 to $1.485 billion $1.470 billion Adjusted EBITDA $240 to $250 million Approx. $250 million Free Cash Flow $100 to $120 million $100 to $115 million $107.5 million Assumptions • Net Debt / Adj. EBITDA leverage ratio expected to be around 2.7x at the end of 2024 • Interest expense: $55 - $65 million • Cash interest: $50 - $60 million • Cash tax expense: $5 - $15 million • Capital expenditures: $80 - $85 million • Restructuring / Other: $10 - $12 million • Working Capital Benefit: $0 - $10 million • Fully diluted shares outstanding: ~199 million On November 5, 2024, Hillman updated its guidance most recently provided on August 6, 2024 with Hillman's second quarter 2024 results. 2024 Full Year Guidance - Update Please see reconciliation of Non-GAAP metrics Adjusted EBITDA and Free Cash Flow in the Appendix of this presentation.
13Earnings Presentation Q3 2024 Key Takeaways Executing M&A; Winning New Business; Strong Margin Profile Historical Long-term Annual Growth Targets (Organic): Revenue Growth: +6% & Adj. EBITDA Growth: +10% Historical Long-term Annual Growth Targets (incl. Acquisitions): Revenue Growth: +10% & Adj. EBITDA Growth: +15% • Business has 60-year track record of success; proven to be resilient through multiple economic cycles • Repair, Remodel and Maintenance industry has meaningful long-term tailwinds; expected increase in future home spending as 24 million homes in the U.S. will reach "prime remodeling" years (between 20-39 years old) by 20271 • 1,100-member distribution (sales and service) team and direct-to-store fulfillment continue to provide competitive advantages and strengthen competitive moat - drives new business wins • Cost of goods peaked in May 2023, margins have since expanded and are expected to remain strong • Executing tuck-in M&A that leverage the Hillman moat in order to fuel long-term growth 1) John Burns Research and Consulting
14 Appendix
15Earnings Presentation Q3 2024 Investment Highlights Significant runway for incremental growth: Organic + M&A Management team with proven operational and M&A expertise Strong financial profile with 60-year track record Market and innovation leader across multiple categories Indispensable partner embedded with winning retailers Customers love us, trust us and rely on us Large, predictable, growing and resilient end markets
16Earnings Presentation Q3 2024 Hillman: Overview Who We Are *Management Estimates Adjusted EBITDA is a non-GAAP measure. Please see Appendix for a reconciliation of Adjusted EBITDA to Net loss ~20 billion Fasteners Sold ~245 million Pairs of Work Gloves Sold ~115+ million Keys Duplicated ~114,000 SKUs Managed ~46,000 Direct Shipping Locations ~31,000 Kiosks in Retail Locations #1 Position Across Core Categories* 8.0% Sales CAGR over past 10 years 60-Year Track record of success $1.5 billion 2023 Sales 9.4% CAGR 2018-2023 Adj. EBITDA Growth 14.9% 2023 Adj. EBITDA Margin 2023: By The Numbers • We are a leading North American provider of hardware products and solutions, including; ◦ Hardware and home improvement products ◦ Protective and job site gear – including work gloves and job site storage ◦ Robotic kiosk technologies (“RDS”): Key duplication, engraving & knife sharpening • Our differentiated service model provides direct to-store shipping, in-store service, and category management solutions • We have long-standing strategic partnerships with leading retailers across North America: ◦ Home Depot, Lowes, Walmart, Tractor Supply, and ACE Hardware • Founded in 1964; HQ in Cincinnati, Ohio
17Earnings Presentation Q3 2024 Primary Product Categories #1 in Segment#1 in Segment #1 in Segment Key and Fob Duplication Personalized Tags Knife Sharpening Fasteners & Specialty Gloves Builders Hardware & Metal Shapes Safety / PPE / Cleaning Construction Fasteners Work Gear Picture Hanging Source: Third party industry report. Hardware Solutions Protective Solutions Robotics & Digital Solutions Hillman has been selling its top customers for 25 years on average
18Earnings Presentation Q3 2024 Thirteen weeks ended September 28, 2024 September 30, 2023 Net income $7,434 $5,057 Income tax expense (benefit) 4,372 12,957 Interest expense, net 15,108 16,728 Depreciation 17,948 14,434 Amortization 15,354 15,583 EBITDA $60,216 $64,759 Stock compensation expense 3,257 3,069 Restructuring and other (1) 1,322 179 Litigation expense (2) — 79 Transaction and integration expense (3) 477 289 Change in fair value of contingent consideration (467) (1,553) Customer bankruptcy reserve (4) 7,757 0 Adjusted EBITDA $72,562 $66,822 Adjusted EBITDA Reconciliation Footnotes: 1. Includes consulting and other costs associated with severance related to our distribution center relocations and corporate restructuring activities. 2. Litigation expense includes legal fees associated with our litigation with Hy-Ko Products Company LLC 3. Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc and Intex DIY, Inc acquisitions. 4. Customer bankruptcy reserve includes amounts written off in connection with the True Value Chapter 11 bankruptcy filing on October 14, 2024.
19Earnings Presentation Q3 2024 Thirty-nine weeks ended September 28, 2024 September 30, 2023 Net income (loss) $18,477 $470 Income tax benefit 9,003 3,278 Interest expense, net 44,316 52,880 Depreciation 50,583 44,939 Amortization 45,857 46,733 EBITDA $168,236 $148,300 Stock compensation expense 9,742 9,111 Restructuring and other (1) 3,192 3,027 Litigation expense (2) — 339 Transaction and integration expense (3) 993 1,599 Change in fair value of contingent consideration 313 2,614 Refinancing costs (4) 3,008 — Customer bankruptcy reserve (5) 7,757 — Adjusted EBITDA $193,241 $164,990 Adjusted EBITDA Reconciliation Footnotes: 1. Includes consulting and other costs associated with severance related to our distribution center relocations and corporate restructuring activities. 2. Litigation expense includes legal fees associated with our litigation with Hy-Ko Products Company LLC 3. Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc and Intex DIY, Inc acquisitions and the CCMP secondary offerings in 2023. 4. In the first quarter of 2024, we entered into a Repricing Amendment on our existing Senior Term Loan due July 14, 2028. 5. Customer bankruptcy reserve includes amounts written off in connection with the True Value Chapter 11 bankruptcy filing on October 14, 2024.
20Earnings Presentation Q3 2024 Thirteen weeks ended September 28, 2024 September 30, 2023 Net Sales $393,296 $398,943 Cost of sales (exclusive of depreciation and amortization) 203,700 222,644 Gross margin exclusive of depreciation and amortization $189,596 $176,299 Gross margin exclusive of depreciation and amortization % 48.2 % 44.2 % Thirty-nine weeks ended September 28, 2024 September 30, 2023 Net Sales $1,123,033 $1,128,669 Cost of sales (exclusive of depreciation and amortization) 581,806 643,652 Gross margin exclusive of depreciation and amortization $541,227 $485,017 Gross margin exclusive of depreciation and amortization % 48.2 % 43.0 % Adjusted Gross Margin Reconciliation
21Earnings Presentation Q3 2024 Thirteen weeks ended September 28, 2024 September 30, 2023 Selling, general and administrative expenses $130,261 $113,359 SG&A Adjusting Items (1): Stock compensation expense 3,257 3,069 Restructuring 1,322 179 Litigation expense — 79 Acquisition and integration expense 477 289 Customer bankruptcy reserve 7,757 — Adjusted SG&A $117,448 $109,743 Adjusted SG&A as a % of Net Sales 29.9 % 27.5 % Thirty-nine weeks ended September 28, 2024 September 30, 2023 Selling, general and administrative expenses $369,980 $335,876 SG&A Adjusting Items (1): Stock compensation expense 9,742 9,111 Restructuring 3,192 3,027 Litigation expense — 339 Acquisition and integration expense 993 1,599 Customer bankruptcy reserve 7,757 — Adjusted SG&A $348,296 $321,800 Adjusted SG&A as a % of Net Sales 31.0 % 28.5 % Adjusted SG&A Expense Reconciliation 1. See adjusted EBITDA Reconciliation for details of adjusting items
22Earnings Presentation Q3 2024 As of September 28, 2024 December 30, 2023 Revolving loans $0 $0 Senior term loan 747,597 751,852 Finance leases and other obligations 10,956 9,097 Gross debt $758,553 $760,949 Less cash 59,820 38,553 Net debt $698,733 $722,396 Net Debt & Free Cash Flow Reconciliations Thirty-nine Weeks Ended September 28, 2024 September 30, 2023 Net cash provided by operating activities $140,187 $171,477 Capital expenditures (64,196) (52,145) Free cash flow $75,991 $119,332 Reconciliation of Net Debt Reconciliation of Free Cash Flow
23Earnings Presentation Q3 2024 Thirteen weeks ended September 28, 2024 HPS RDS Canada Consolidated Operating income $17,210 $7,342 $2,362 $26,914 Depreciation & amortization 20,673 11,472 1,157 33,302 Stock compensation expense 2,850 333 74 3,257 Restructuring and other 19 390 913 1,322 Transaction and integration expense 463 14 — 477 Change in fair value of contingent consideration — (467) — (467) Customer bankruptcy reserve 7,495 262 — 7,757 Adjusted EBITDA $48,710 $19,346 $4,506 $72,562 Thirteen weeks ended September 30, 2023 HPS RDS Canada Consolidated Operating income $18,556 $12,772 $3,414 $34,742 Depreciation & amortization 19,149 9,674 1,194 30,017 Stock compensation expense 2,536 325 208 3,069 Restructuring 163 16 — 179 Litigation expense — 79 — 79 Transaction and integration expense 255 34 — 289 Change in fair value of contingent consideration — (1,553) — (1,553) Adjusted EBITDA $40,659 $21,347 $4,816 $66,822 Segment Adjusted EBITDA Reconciliations
24Earnings Presentation Q3 2024 Thirty-nine weeks ended September 28, 2024 HPS RDS Canada Consolidated Operating income $46,501 $20,409 $7,894 $74,804 Depreciation & amortization 60,786 31,914 3,740 96,440 Stock compensation expense 8,239 946 557 9,742 Restructuring and other 631 747 1,814 3,192 Transaction and integration expense 959 34 — 993 Change in fair value of contingent consideration — 313 — 313 Customer bankruptcy reserve 7,495 262 — 7,757 Adjusted EBITDA $124,611 $54,625 $14,005 $193,241 Thirty-nine weeks ended September 30, 2023 HPS RDS Canada Consolidated Operating income $19,087 $27,608 $9,933 $56,628 Depreciation & amortization 56,720 31,349 3,603 91,672 Stock compensation expense 7,606 935 570 9,111 Restructuring 2,548 368 111 3,027 Litigation expense — 339 — 339 Transaction and integration expense 1,424 175 — 1,599 Change in fair value of contingent consideration — 2,614 — 2,614 Adjusted EBITDA $87,385 $63,388 $14,217 $164,990 Segment Adjusted EBITDA Reconciliations