8-K
Leatt Corp (LEAT)
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 6, 2025
LEATT CORP.(Exact name of registrant as specified in its charter)
| Nevada | 000-54693 | 20-2819367 |
|---|---|---|
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
12 Kiepersol Drive, Atlas Gardens, Contermanskloof Road
Durbanville, Western Cape, South Africa
7550
\(Address of principal executive offices\) \(ZIP Code\)
Registrant’s telephone number, including area code:
+27-21-557-7257
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:
☐ 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 |
|---|---|---|
| — | — | — |
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 6, 2025, the Company issued a press release announcing its financial results for the quarter ended September 30, 2025. A copy of the press release, which the Company is furnishing to the Securities and Exchange Commission (the "Commission") is attached as Exhibit 99.1 and incorporated by reference herein.
In accordance with General Instruction B.2 of Current Report on Form 8-K, the information contained in this Report and the exhibit attached hereto 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 such information or such exhibits be deemed 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 such a filing.
ITEM 7.01 REGULATION FD DISCLOSURE.
The information set forth in Item 2.02 above is incorporated by reference herein.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
| ExhibitNo. | Description |
|---|---|
| 99.1 | Press Release, dated November 6, 2025 |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
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.
| LEATT CORPORATION | ||
|---|---|---|
| Dated: November 6, 2025 | By: | /s/ Sean Macdonald |
| Sean Macdonald | ||
| Chief Executive Officer and Chief Financial Officer |
EXHIBIT INDEX
| ExhibitNo. | Description |
|---|---|
| 99.1 | Press Release, dated November 6, 2025 |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
Leatt Corp.: Exhibit 99.1 - Filed by newsfilecorp.com
Leatt Corp Announces Results for the Third Quarter 2025
Revenues increase 18%; Net income increases 366%
CAPE TOWN, South Africa, (November 6, 2024) - Leatt Corporation (OTCQB: LEAT), a leading developer and marketer of head-to-toe protective equipment for Moto, MTB, ADV and a wide range of extreme and high-velocity sports, today announced financial results for the third quarter ending September 30, 2025. All financial numbers are in U.S. dollars.
Third Quarter and First Nine Months 2025 Highlights
• Global revenues for the third quarter were $14.34 million, up 18%, compared to the third quarter of 2024.
• Net Income for the third quarter was $539,256, up 366%, compared to the third quarter of 2024.
• Direct-to-consumer sales for the third quarter increased 61%, compared to the third quarter of 2024.
• Global revenues for the first nine months were $45.89 million, up 40%, compared to the same period of 2024.
• Net income for the first nine months was $2.80 million, up 259%, compared to the same period of 2024.
• Cash flow generated from operations for the first nine months was $1.45 million.
• Cash, cash equivalents and restricted cash at September 30, 2025 was $12.39 million.
• Industry veteran, Nick Larsen, new Head of Brand, Marketing and Creative.
CEO Sean Macdonald commented, "The third quarter of 2025 was a solid quarter for Leatt on a global basis, as we achieved double-digit profitability and double-digit revenue growth for the fourth consecutive quarter. It was also the fifth consecutive quarter of year-over-year growth following the post-Covid revenue contraction and industry wide stock overhang.
“Revenues for the third quarter were $14.34 million, an 18% increase over last year’s third quarter, and net income was $539,256 million, a 366% increase. International distributor sales increased by 17%, as both demand for our products and market conditions improved. All of our product categories and our core head-to-toe markets— MOTO, MTB and ADV—grew by double digits on a year to date basis compared to last year. With our recent expansion into the ADV market with a range of products designed for off-road adventure riding, we believe that the ADV market represents an exceptional growth opportunity for us.
"Gross profit as percentage of sales continued to improve, from 43% to 44%, compared to the 2024 third quarter, as domestic trading conditions continue to improve, despite some tariff uncertainty. Our U.S. MOTO and MTB sales teams are gaining momentum at the dealer level, and our supply chain team is managing shipping and logistics costs efficiently.
"For the first nine months of 2025, our revenues increased by $13.06 million, or 40%, to $45.89 million, and net income increased by $4.56 million, or 259%, to $2.80 million. Cash flows generated from operations was $1.45 million, as our liquidity continues to improve. All our product category revenues have grown by double digits on a year-to-date basis: body armor by 30%, helmets by 60%, other product, parts and accessories including apparel, goggles and components by 49%, and neck braces by 18%.
"While we monitor the international trade situation, we are continuing to invest in Leatt as a global, consumer-facing brand and to build a strong, diversified, multi-channel sales organization to reach more riders world-wide."
Financial Summary
Total revenues for the third quarter of 2025 were $14.34 million, up 18%, compared to $12.14 million for the third quarter of 2024.
This increase in worldwide revenues is primarily attributable to a $0.36 million increase in body armor sales, a $0.32 million increase in helmet sales, a $1.41 million increase in other products, parts and accessory sales, and a $0.11 million increase in neck brace sales.
Income from operations for the third quarter of 2025 was $630,180, up 2333%, compared to $25,898 for the third quarter of 2024.
Net income for the third quarter of 2025 was $539,256, or $0.09 per basic and $0.08 per diluted share, up 366%, as compared to net income of $115,837, or $0.02 per basic and $0.02 per diluted share, for the third quarter of 2024.
Leatt continued to meet its working capital needs from cash on hand and internally generated cash flow from operations. At September 30, 2025, the Company had cash, cash equivalents and restricted cash of $12.39 million and a current ratio of 5:1.
Founder and Chairman Dr. Christopher Leatt remarked, "Our engineering and design team, as well as our entire Leatt family, are encouraged and energized by the growth of our major product categories and we are continuing to invest in a pipeline of cutting-edge products and categories for a much wider rider community."
Business Outlook
Mr. Macdonald added, "We remain very enthusiastic about our future. Although there are still some challenging geo-political conditions globally and economic risks in the U.S. that may impact inflation and potentially demand to some extent, inventory continues to be digested, our domestic sales are gaining traction, participation remains strong, and international ordering patterns continue to improve and deliver strong growth in revenues.
"We're also pleased to have added some new team members to support our efforts to build and refine our sales and marketing efforts, including our new head of brand, marketing and creative, Nick Larsen, who has a proven track record of building and driving iconic global brands. Continuing to build out a great team is a cornerstone of our future growth plans.
"We are confident that consumer direct sales will continue to be a highlight in terms of growth, as brand momentum continues and consumer demand remains strong. For the third quarter of 2025, consumer direct sales increased by 61%, and on a year-to-date basis, consumer direct sales increased by 37% over the same period of 2024. Our digital team continues to focus on building innovative digital platforms and consumer engagement strategies.
"The consistent growth in all our product categories is being driven by strong demand for Leatt products around the world. We expect this trend to continue. With a strong portfolio of innovative products in the market and in our development pipeline, a return to profitability and a robust balance sheet to fuel brand and revenue growth, we remain confident that we are well-positioned for future growth and shareholder value."
Conference Call
The Company will host a conference call at 10:00 am ET on Thursday, November 6, 2025, to discuss the third quarter 2025 results.
Audio Webcast
There will also be a simultaneous live webcast through the Company's website, www.leatt-corp.com. Participants should register on the website approximately ten minutes prior to the start of the webcast.
Replay
An audio replay of the conference call will be available for seven days and can be accessed by dialing 1-844-512-2921 (U.S.A) or 1-412-317-6671 (international) and using passcode 11160350.
For those unable to attend the call, a recording of the live webcast will be archived shortly following the event for 30 days on the Company's website.
About Leatt Corp
Driven by the science of thrill, Leatt Corporation develops head-to-toe personal protective gear for various sports, with a focus on mountain biking and extreme motorsports. This includes the award-winning Leatt-Brace®, a neck brace system considered the gold standard for neck protection when worn in conjunction with a helmet. Leatt products are designed for participants in extreme sports that use motorcycles, bicycles, mountain bikes, all-terrain vehicles, snowmobiles, and other open-air vehicles. For more information, visit www.leatt.com.
Follow Leatt® on Facebook, Twitter, and Instagram.
Forward-looking Statements
This press release may contain forward-looking statements regarding Leatt Corporation (the "Company") within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact included herein are "forward-looking statements" including statements regarding the continued impact of the ADV range of products and direct-to-consumer sales on the Company's results of operations; the Company's ability to continue developing a pipeline of innovative products and to realize double-digit growth ; the general ability of the Company to achieve its commercial objectives, including development and growth of a global, multi-channel sales organization; the business strategy, plans and objectives of the Company; and any other statements of non**-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects," "anticipates," "seeks," "should," "could," "intends," or "projects" or similar expressions, and involve known and unknown risks and uncertainties. These statements are based upon the Company's current expectations and speak only as of the date hereof. Any indication of the merits of a claim does not necessarily mean the claim will prevail at trial or otherwise. Financial performance in one period does not necessarily mean continued or better performance in the future. The Company's actual results in any endeavor may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, which factors or uncertainties may be beyond our ability to foresee or control. Other risk factors include the status of the Company's common stock as a "penny stock" and those listed in other reports posted on The OTC Markets Group, Inc.
Contact:
Michael Mason
Investor Relations
Investor-info@leatt.com
LEATT CORPORATION
CONSOLIDATED BALANCE SHEETS
ASSETS
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| **** | Unaudited | Audited | ||
| Current Assets | ||||
| Cash and cash equivalents | $ | 12,278,149 | $ | 12,368,100 |
| Restricted cash | 113,314 | - | ||
| Accounts receivable, net | 10,792,480 | 6,409,610 | ||
| Inventory, net | 17,283,352 | 17,988,737 | ||
| Payments in advance | 1,001,643 | 870,920 | ||
| Income tax receivable | 495,168 | 526,498 | ||
| Prepaid expenses and other current assets | 3,947,703 | 3,003,173 | ||
| Total current assets | 45,911,809 | 41,167,038 | ||
| Property and equipment, net | 3,865,405 | 4,000,225 | ||
| Operating lease right-of-use assets, net | 417,867 | 552,970 | ||
| Accounts receivable, net | - | 56,391 | ||
| Deferred tax asset, net | 675,000 | 675,000 | ||
| Other Assets | ||||
| Deposits | 44,641 | 37,322 | ||
| Total Assets | $ | 50,914,722 | $ | 46,488,946 |
LIABILITIES AND STOCKHOLDERS' EQUITY
| Current Liabilities | |||||
|---|---|---|---|---|---|
| Accounts payable and accrued expenses | 7,917,293 | $ | 6,906,939 | ||
| Notes payable, current | 7,147 | 28,722 | |||
| Operating lease liabilities, current | 307,818 | 251,946 | |||
| Income tax payable | 958,993 | - | |||
| Short term loan, net of finance charges | 5,736 | 733,794 | |||
| Total current liabilities | 9,196,987 | 7,921,401 | |||
| Notes payable, net of current portion | - | 1,804 | |||
| Operating lease liabilities, net of current portion | 110,049 | 301,024 | |||
| Total liabilities | 9,307,036 | 8,224,229 | |||
| Commitments and contingencies | |||||
| Preferred stock, .001 par value, 1,120,000 shares authorized, 120,000 shares issued and outstanding as of September 30, 2025 and December 31, 2025, respectively | 3,000 | 3,000 | |||
| Common stock, .001 par value, 28,000,000 shares authorized, 6,206,892 and 6,217,550 shares issued and outstanding as of September 30, 2025 and 6,217,550 shares issued and outstanding as of December 31, 2024, respectively | 130,544 | 130,555 | |||
| Additional paid - in capital | 11,354,866 | 10,988,316 | |||
| Treasury stock, at cost, 10,658 and 0 shares of common stock, as of September 30, 2025 and December 31, 2024, respectively | (136,686 | ) | - | ||
| Accumulated other comprehensive loss | (1,138,333 | ) | (1,452,335 | ) | |
| Retained earnings | 31,394,295 | 28,595,181 | |||
| Total stockholders' equity | 41,607,686 | 38,264,717 | |||
| Total Liabilities and Stockholders' Equity | 50,914,722 | $ | 46,488,946 |
All values are in US Dollars.
The accompanying notes are an integral part of these consolidated financial statements.
LEATT CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
| Three Months Ended | Nine Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| September 30 | September 30 | |||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||
| Unaudited | Unaudited | Unaudited | Unaudited | |||||||
| Revenues | 14,343,992 | $ | 12,138,123 | $ | 45,888,195 | $ | 32,831,288 | |||
| Cost of Revenues | 8,027,864 | 6,968,051 | 25,961,861 | 19,731,470 | ||||||
| Gross Profit | 6,316,128 | 5,170,072 | 19,926,334 | 13,099,818 | ||||||
| Product Royalty Income | 51,300 | 123,706 | 184,904 | 255,789 | ||||||
| Operating Expenses | ||||||||||
| Salaries and wages | 1,890,062 | 1,676,828 | 5,593,679 | 4,853,471 | ||||||
| Commissions and consulting expenses | 205,300 | 138,124 | 550,456 | 427,941 | ||||||
| Professional fees | 143,857 | 108,627 | 659,253 | 528,215 | ||||||
| Advertising and marketing | 1,157,331 | 1,304,215 | 3,201,595 | 3,379,914 | ||||||
| Office lease and expenses | 244,197 | 141,420 | 589,493 | 456,164 | ||||||
| Research and development costs | 688,223 | 620,019 | 1,969,508 | 1,804,590 | ||||||
| Bad debt expense (recovery) | 35,284 | (30,788 | ) | (59,375 | ) | (20,510 | ) | |||
| General and administrative expenses | 1,029,429 | 993,031 | 3,144,070 | 2,913,079 | ||||||
| Depreciation | 343,565 | 316,404 | 1,003,179 | 907,788 | ||||||
| Total operating expenses | 5,737,248 | 5,267,880 | 16,651,858 | 15,250,652 | ||||||
| Income (Loss) from Operations | 630,180 | 25,898 | 3,459,380 | (1,895,045 | ) | |||||
| Other Income | ||||||||||
| Interest and other income, net | 100,756 | 105,430 | 300,640 | 178,963 | ||||||
| Total other Income | 100,756 | 105,430 | 300,640 | 178,963 | ||||||
| Income (Loss) Before Income Taxes | 730,936 | 131,328 | 3,760,020 | (1,716,082 | ) | |||||
| Income Taxes | 191,680 | 15,491 | 960,906 | 42,123 | ||||||
| Net Income (Loss) Available to Common Shareholders | 539,256 | $ | 115,837 | $ | 2,799,114 | $ | (1,758,205 | ) | ||
| Net Income (Loss) per Common Share | ||||||||||
| Basic | 0.09 | $ | 0.02 | $ | 0.45 | $ | (0.28 | ) | ||
| Diluted | 0.08 | $ | 0.02 | $ | 0.43 | $ | (0.27 | ) | ||
| Weighted Average Number of Common Shares Outstanding | ||||||||||
| Basic | 6,212,483 | 6,215,440 | 6,216,379 | 6,215,440 | ||||||
| Diluted | 6,483,852 | 6,485,890 | 6,487,748 | 6,485,890 | ||||||
| Comprehensive Income (Loss) | ||||||||||
| Net Income (Loss) Available to Common Shareholders | 539,256 | $ | 115,837 | $ | 2,799,114 | $ | (1,758,205 | ) | ||
| Other comprehensive income (loss) , net of 0 deferred income taxes in 2025 and 2024 | ||||||||||
| Foreign currency translation | 111,526 | 274,270 | 314,002 | 297,282 | ||||||
| Total Comprehensive Income (Loss) | 650,782 | $ | 390,107 | $ | 3,113,116 | $ | (1,460,923 | ) |
All values are in US Dollars.
The accompanying notes are an integral part of these consolidated financial statements.
LEATT CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| Cash flows from operating activities | ||||||
| Net income (loss) | $ | 2,799,114 | $ | (1,758,205 | ) | |
| Adjustments to reconcile net income (loss) to net cash provided by | ||||||
| operating activities: | ||||||
| Depreciation | 1,003,179 | 907,788 | ||||
| Stock-based compensation | 366,539 | 3,752 | ||||
| Bad debts reserve | (69,424 | ) | (31,247 | ) | ||
| Inventory reserve | 93,856 | 128,096 | ||||
| Deferred asset allowance | - | (6,400 | ) | |||
| Gain on sale of property and equipment | (18,916 | ) | - | |||
| (Increase) decrease in: | ||||||
| Accounts receivable | (4,313,446 | ) | (861,413 | ) | ||
| Deferred asset | - | 16,001 | ||||
| Inventory | 611,529 | 4,491,631 | ||||
| Payments in advance | (130,723 | ) | (312,949 | ) | ||
| Prepaid expenses and other current assets | (944,530 | ) | (548,279 | ) | ||
| Income tax receivable | 31,330 | 99,193 | ||||
| Long-term accounts receivable | 56,391 | 163,470 | ||||
| Deposits | (7,319 | ) | (1,750 | ) | ||
| Increase (decrease) in: | ||||||
| Accounts payable and accrued expenses | 1,010,354 | 686,712 | ||||
| Income tax payable | 958,993 | - | ||||
| Net cash provided by operating activities | 1,446,927 | 2,976,400 | ||||
| Cash flows from investing activities | ||||||
| Capital expenditures | (771,864 | ) | (861,567 | ) | ||
| Proceeds from sale of property and equipment | 19,916 | - | ||||
| Net cash used in investing activities | (751,948 | ) | (861,567 | ) | ||
| Cash flows from financing activities | ||||||
| Repayment of notes payable to bank | (23,379 | ) | (84,285 | ) | ||
| Repayment of short-term loan, net | (728,058 | ) | (1,129,966 | ) | ||
| Purchase of treasury stock under share repurchase plan | (136,686 | ) | - | |||
| Net cash used in financing activities | (888,123 | ) | (1,214,251 | ) | ||
| Effect of exchange rates on cash, cash equivalents and restricted cash | 216,507 | 222,003 | ||||
| Net increase in cash, cash equivalents and restricted cash | 23,363 | 1,122,585 | ||||
| Cash, cash equivalents and restricted cash - beginning of period | 12,368,100 | 11,347,420 | ||||
| Cash, cash equivalents and restricted cash - end of period | $ | 12,391,463 | $ | 12,470,005 | ||
| Reconciliation of cash, cash equivalents and restricted cash | ||||||
| Cash and cash equivalents | $ | 12,278,149 | $ | 12,470,005 | ||
| Restricted cash | 113,314 | - | ||||
| Total cash, cash equivalents and restricted cash | $ | 12,391,463 | $ | 12,470,005 | ||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||
| Cash paid for interest | $ | 39,160 | $ | 69,515 | ||
| Cash paid for income taxes | $ | - | $ | 55,906 | ||
| Other noncash investing and financing activities | ||||||
| Common stock issued for services | $ | 366,539 | $ | 3,752 |
The accompanying notes are an integral part of these consolidated financial statements.