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 12, 2020
LEATT CORPORATION (Exact name of registrant as specified in its charter)
| Nevada | 000-54693 | 20-2819367 |
|---|---|---|
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer Identification No.) |
| incorporation or organization) |
12 Kiepersol Drive, Atlas Gardens, Contermanskloof Road, Durbanville, Western Cape, South Africa, 7550 (Address of Principal Executive Offices)
Registrant's telephone number, including area code: +(27) 21-557-7257
N/A (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.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 | Name of each exchange on which registered |
|---|---|
| -- | -- |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 [X]
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. [X]
| ITEM 2.02 | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
|---|
On November 12, 2020, the Company issued a press release announcing its financial results for its fiscal quarter ended September 30, 2020. 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.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated November 12, 2020 |
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 12, 2020 | By: | /s/ Sean Macdonald |
| Sean Macdonald | ||
| Chief Executive Officer and Chief Financial Officer |
Leatt Corp: Exhibit 99.1 - Filed by newsfilecorp.com
Leatt Corp Announces Third Quarter 2020 Results
Revenues increase 18% to $11.4 million; net income increases 22% to $1.6 million
Best Third Quarter in Company History
CAPE TOWN, South Africa (November 12, 2020) … Leatt Corporation (OTCQB: LEAT), a leading developer and marketer of protective equipment and ancillary products for many forms of sports, especially extreme high-velocity sports, today announced financial results for the third quarter ending September 30, 2020. All financial numbers are in U.S. dollars.
Financial and Business Highlights for the Third Quarter
- Global revenues increased by 18%, to $11.4 million compared to the 2019 third quarter
- U.S. revenues increased 47% compared to the 2019 third quarter
- Net income increased 22% to $1.6 million compared to the 2019 third quarter
- Strong revenue growth fueled by continued investment in "Head-to-Toe" brand delivery
Financial and Business Highlights Year to Date
- Year to date revenues increased 23% to $25.9 million compared to nine-month period of 2019
- Year to date net income increased 89% to $2.6 million compared to nine-month period of 2019
- Continued strong cost control while revenues continue to grow
CEO Sean Macdonald commented: "We had yet another ground-breaking quarter, the best third quarter in our history in terms of revenue and profitability. Global revenues were $11.4 million, up 18% over the third quarter of 2019. In the U.S., our most important market, revenues grew by a remarkable 47% over last year, driven by fantastic demand for our innovative protective gear from MOTO dealers, MTB dealers and ultimately end consumers who continue to participate strongly in outdoor activities, despite the turmoil caused by the global COVID pandemic.
"For the first nine-months of 2020, revenues were $25.9 million, an increase of $4.8 million or 23%, when compared to the comparative nine-month period. We are building a larger and more professional sales organization in both the MOTO and MTB areas, particularly in the United States where we believe we have the ability to reach more dealers around the country. Leatt as a "head to toe" brand has become an important revenue driver for more dealers - a trend that we are investing in.
"We saw break out revenue growth in our footwear, now consisting of Mountain biking shoes and Motorcycle boots, and our expanding line of body armor and goggle product categories. Although overall helmet sales were down slightly, we believe that our investment in re-engineering our helmet line will contribute to significant returns in the future in light of encouraging initial industry reviews, athlete feedback and consumer demand for our completely re-engineered line of MOTO helmets."
Founder and Chairman, Dr. Christopher Leatt, remarked: "We are very proud of our new range of 2021 MTB and MOTO riding gear and apparel, including new helmets, jackets, gloves, pants, shorts and jerseys. All our products are engineered and designed by our in-house team and tested in the field by our professional riders. Along with style, what you see in these products are the kinds of technological advancements in terms of comfort, safety, and quality Leatt is known for around the world.
Financial Summary for Third Quarter 2020
Total revenues for the three-month period ended September 30, 2020 were $11.4 million, up 18%, compared to $9.6 million for the 2019 third quarter.
The increase in revenues for the third quarter was driven by a 76% increase in sales of other products, parts and accessories, and a 25% increase in body armor sales, that were partially offset by a 5% decrease in helmet sales, and a 39% decrease in neck brace sales due to orders that were placed during the initial phase of the COVID-19 pandemic. Those conservative buying patterns are expected to normalize over the next several quarters. Neck brace sales continue to generate a higher gross profit margin than our other product categories.
For the third quarter of 2020, gross profit was $4.9 million, or 44% of revenues, compared to $4.5 million, or 47% of revenues, for the third quarter of 2019.
Total operating expenses were $2.9 million, up 4%, compared to $2.8 million for the third quarter of 2019.
Net income for the three months ended September 30, 2020 was $1.6 million, or $0.27 per diluted share, up 22%, compared to $1.3 million, or $0.24 per diluted share, for the third quarter of 2019.
Leatt continued to meet its working capital needs from cash on hand and internally generated cash flow from operations. Cash increased by 38%, as compared to cash on hand at December 31, 2019. At September 30, 2020, the Company had cash and cash equivalents of $2.9 million, and a current ratio of 2.5:1.
Business Outlook
Mr. Macdonald said. "Although our business model continues to show strength, we are cautiously monitoring consumer buying trends during the COVID-19 pandemic to plan for any economic turbulence and industry headwinds that may arise.
"But based on our promising results to date in 2020, we are optimistic. We have worked hard to adjust to the new challenges brought on by the pandemic. Along with our larger and more professional sales and marketing team, we have focused on e-commerce and creating a new website that is much simpler for customers to navigate and make online purchases.
"We have a strong pipeline of cutting-edge products that will ship to our customers globally over the next several quarters. Recent launches of goggles, boots and other exceptional protective gear and now our MTB shoe and MOTO boot line have earned very positive reviews for performance in the field and very encouraging consumer demand levels. We believe that our portfolio of products define Leatt as a premium 'Head-to-Toe brand' and are a testament to our team's ability to develop a full offering of innovative products that appeal to a wide rider audience.
"We continue to redefine our product offerings and our market share potential in a majority of the new categories in which we compete. Our strong operating cashflow will be re-invested in our growth engine - developing innovative, cutting edge products - as well as in building our global consumer brand and refining our sales channels."
Conference Call
The Company will host a conference call on Thursday, November 12, 2020 at 10:00 AM ET to discuss the 2020 third quarter results.
Participants should dial in to the call ten minutes before the scheduled time, using the following numbers: 1-877-407-9716 (U.S.A) or 1-201-493-6779 (international) to access the call.
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). Enter conference ID # 13712961.
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
Leatt Corporation develops personal protective equipment and ancillary products for all forms of sports, especially extreme motor sports. The Leatt-Brace® is an award-winning neck brace system considered the gold standard for neck protection for anyone wearing a crash helmet as a form of protection. It was designed for participants in extreme sports or riding motorcycles, bicycles, mountain bicycles, all-terrain vehicles, snowmobiles and other vehicles. For more information, visit www.leatt.com. ****
Follow Leatt® on Facebook, Instagram, and Twitter.
Forward-looking Statements:
This press release contains 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 likelihood that end consumer engagement in outdoor activities like riding during the Covid-19 pandemic will continue to drive customer buying trends; the likelihood that the Company will be able to continue its development and introduction of cutting-edge products or be able to ship such products to customers globally in future quarters during the Covid-19 pandemic; the likelihood that the Company will continue to develop its e-commerce capabilities to benefit from the increase in customer e-commerce buying patterns during the pandemic*, or that the Company will continue to* achieve strong revenue growth in domestic and international markets; the financial outlook of the Company; the general ability of the Company to achieve its commercial objectives, especially in view of the ongoing global pandemic; the business strategy, plans and objectives of the Company and its subsidiaries; 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 could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, which factors or uncertainties could 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
* FINANCIAL TABLES*
LEATT CORPORATION CONSOLIDATED BALANCE SHEETS
| ASSETS | |||||
|---|---|---|---|---|---|
| September 30, 2020 | December 31, 2019 | ||||
| Unaudited | Audited | ||||
| Current Assets | |||||
| Cash and cash equivalents | 2,868,661 | $ | 2,072,864 | ||
| Short-term investments | 58,255 | 58,239 | |||
| Accounts receivable | 5,620,541 | 2,956,012 | |||
| Inventory | 6,872,164 | 8,655,176 | |||
| Payments in advance | 904,573 | 447,476 | |||
| Prepaid expenses and other current assets | 1,848,486 | 1,129,067 | |||
| Total current assets | 18,172,680 | 15,318,834 | |||
| Property and equipment, net | 2,461,093 | 2,431,061 | |||
| Operating lease right-of-use assets, net | 254,066 | 411,956 | |||
| Other Assets | |||||
| Deposits | 32,591 | 26,642 | |||
| Total other assets | 32,591 | 26,642 | |||
| Total Assets | 20,920,430 | $ | 18,188,493 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||
| Current Liabilities | |||||
| Accounts payable and accrued expenses | 6,007,857 | $ | 5,425,681 | ||
| Note payable to bank | 100,000 | 300,000 | |||
| Operating lease liabilities, current | 163,858 | 190,765 | |||
| Income tax payable | 859,609 | 592,661 | |||
| Short term loan, net of finance charges | 71,897 | 576,474 | |||
| Total current liabilities | 7,203,221 | 7,085,581 | |||
| Paycheck Protection Program loan | 210,732 | - | |||
| Deferred Compensation | 220,000 | 160,000 | |||
| Operating lease liabilities, net of current portion | 90,208 | 221,191 | |||
| Commitments and contingencies | |||||
| Stockholders' Equity | |||||
| Preferred stock, .001 par value, 1,120,000 shares authorized, 120,000 shares issued and outstanding | 3,000 | 3,000 | |||
| Common stock, .001 par value, 28,000,000 shares authorized, 5,386,723 shares issued and outstanding | 130,068 | 130,068 | |||
| Additional paid - in capital | 8,145,716 | 8,079,774 | |||
| Accumulated other comprehensive loss | (768,851 | ) | (529,045 | ) | |
| Retained earnings | 5,686,336 | 3,037,924 | |||
| Total stockholders' equity | 13,196,269 | 10,721,721 | |||
| Total Liabilities and Stockholders' Equity | 20,920,430 | $ | 18,188,493 |
All values are in US Dollars.
LEATT CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
| Three Months Ended | Nine Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| September 30 | September 30 | |||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||
| Unaudited | Unaudited | Unaudited | Unaudited | |||||||
| Revenues | 11,370,946 | $ | 9,649,335 | $ | 25,855,950 | $ | 21,017,329 | |||
| Cost of Revenues | 6,422,472 | 5,152,688 | 14,129,516 | 11,027,944 | ||||||
| Gross Profit | 4,948,474 | 4,496,647 | 11,726,434 | 9,989,385 | ||||||
| Product Royalty Income | 36,016 | 17,360 | 40,675 | 33,056 | ||||||
| Operating Expenses | ||||||||||
| Salaries and wages | 784,131 | 739,366 | 2,251,583 | 2,330,006 | ||||||
| Commissions and consulting expenses | 157,672 | 104,608 | 345,014 | 263,168 | ||||||
| Professional fees | 181,233 | 133,480 | 716,138 | 518,017 | ||||||
| Advertising and marketing | 543,020 | 520,633 | 1,524,251 | 1,556,515 | ||||||
| Office lease and expenses | 78,932 | 71,725 | 225,132 | 210,263 | ||||||
| Research and development costs | 404,723 | 357,258 | 1,129,535 | 1,063,573 | ||||||
| Bad debt expense | 32,172 | 148,685 | 59,092 | 158,184 | ||||||
| General and administrative expenses | 459,993 | 485,054 | 1,390,236 | 1,473,708 | ||||||
| Depreciation | 212,564 | 191,712 | 595,365 | 569,707 | ||||||
| Total operating expenses | 2,854,440 | 2,752,521 | 8,236,346 | 8,143,141 | ||||||
| Income from Operations | 2,130,050 | 1,761,486 | 3,530,763 | 1,879,300 | ||||||
| Other Income (expenses) | ||||||||||
| Interest and other expenses, net | 19,727 | (449 | ) | 1,621 | (4,042 | ) | ||||
| Total other income (expenses) | 19,727 | (449 | ) | 1,621 | (4,042 | ) | ||||
| Income Before Income Taxes | 2,149,777 | 1,761,037 | 3,532,384 | 1,875,258 | ||||||
| Income Taxes | 538,320 | 440,259 | 883,972 | 471,542 | ||||||
| Net Income Available to Common Shareholders | 1,611,457 | $ | 1,320,778 | $ | 2,648,412 | $ | 1,403,716 | |||
| Net Income per Common Share | ||||||||||
| Basic | 0.30 | $ | 0.25 | $ | 0.49 | $ | 0.26 | |||
| Diluted | 0.27 | $ | 0.24 | $ | 0.45 | $ | 0.25 | |||
| Weighted Average Number of Common Shares Outstanding | ||||||||||
| Basic | 5,386,723 | 5,386,723 | 5,386,723 | 5,384,753 | ||||||
| Diluted | 5,860,428 | 5,532,275 | 5,860,428 | 5,530,304 | ||||||
| Comprehensive Income | ||||||||||
| Net Income | 1,611,457 | $ | 1,320,778 | $ | 2,648,412 | $ | 1,403,716 | |||
| Other comprehensive income, net of -0- and -0- deferred income taxes in 2020 and 2019 | ||||||||||
| Foreign currency translation | 17,584 | (102,756 | ) | (239,806 | ) | (69,591 | ) | |||
| Total Comprehensive Income | 1,629,041 | $ | 1,218,022 | $ | 2,408,606 | $ | 1,334,125 |
All values are in US Dollars.
LEATT CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019
| 2020 | 2019 | |||||
|---|---|---|---|---|---|---|
| Cash flows from operating activities | ||||||
| Net income | $ | 2,648,412 | $ | 1,403,716 | ||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
| Depreciation | 595,365 | 569,707 | ||||
| Stock-based compensation | 65,942 | 166,250 | ||||
| Bad debts reserve | 47,639 | 137,787 | ||||
| Inventory reserve | (9,002 | ) | 35,248 | |||
| Gain on sale of property and equipment | (25,046 | ) | (1,500 | ) | ||
| (Increase) decrease in: | ||||||
| Accounts receivable | (2,712,168 | ) | (3,916,510 | ) | ||
| Inventory | 1,792,014 | (2,188,013 | ) | |||
| Payments in advance | (457,097 | ) | (94 | ) | ||
| Prepaid expenses and other current assets | (719,419 | ) | 221,279 | |||
| Deposits | (5,949 | ) | (787 | ) | ||
| Increase (decrease) in: | ||||||
| Accounts payable and accrued expenses | 582,176 | 4,151,748 | ||||
| Income taxes payable | 266,948 | 358,814 | ||||
| Deferred compensation | 60,000 | 60,000 | ||||
| Net cash provided by operating activities | 2,129,815 | 997,645 | ||||
| Cash flows from investing activities | ||||||
| Capital expenditures | (697,625 | ) | (616,278 | ) | ||
| Proceeds from sale of property and equipment | 25,745 | 10,000 | ||||
| Increase in short-term investments, net | (16 | ) | (4 | ) | ||
| Net cash used in investing activities | (671,896 | ) | (606,282 | ) | ||
| Cash flows from financing activities | ||||||
| Issuance of common stock | - | 15,000 | ||||
| Proceeds (repayment) of note payable to bank, net | (200,000 | ) | 350,000 | |||
| Proceeds from Paycheck Protection Program loan | 210,732 | - | ||||
| Repayments of short-term loan, net | (504,577 | ) | (509,019 | ) | ||
| Net cash used in financing activities | (493,845 | ) | (144,019 | ) | ||
| Effect of exchange rates on cash and cash equivalents | (168,277 | ) | (50,632 | ) | ||
| Net increase in cash and cash equivalents | 795,797 | 196,712 | ||||
| Cash and cash equivalents - beginning of period | 2,072,864 | 1,709,900 | ||||
| Cash and cash equivalents - end of period | $ | 2,868,661 | $ | 1,906,612 | ||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||
| Cash paid for interest | $ | 26,446 | $ | 16,509 | ||
| Cash paid for income taxes | $ | 616,148 | $ | 111,600 | ||
| Other noncash investing and financing activities | ||||||
| Common stock issued for services | $ | 65,942 | $ | 166,250 |