Luvu Brands, Inc 8-K, filed Aug 2, 2022
Luvu Brands, Inc. (LUVU)
About this 8-K
Luvu Brands, Inc filed this 8-K on August 2, 2022.
Items reported
- Item 2.02: Financial results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter) |
|
| |||
(State or other jurisdiction of incorporation or organization) |
| (Commission File Number) |
| (I.R.S. Employer Identification No.) |
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
none | not applicable | not applicable |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On August 2, 2022, LUVU Brands, Inc. (the “Company”) announced preliminary unaudited net sales for the three months ended June 30, 2022, were approximately $6.2 million (or approximately 6% higher) than the $5.8 million recorded in the same period of 2021. For the twelve months ended June 30, 2022, preliminary net sales were a record $26.4 million, an increase of approximately 14% from the $23.1 million reported for the prior fiscal year. These total net sales are preliminary estimates, based upon calculation or figures that have been prepared internally by the Company’s management and have not been reviewed by its independent registered public accounting firm and may change upon completion of its audit. There can be no assurance that the Company’s actual results for fiscal 2022 will not differ from the preliminary financial data presented in this report and such changes could be material. This preliminary financial data should not be viewed as a substitute for full financial statements prepared in accordance with GAAP and is not necessarily indicative of the results to be achieved for any future period. The Company’s audited consolidated financial statements for fiscal 2022 will be contained in its Annual Report on Form 10-K for the year ended June 30, 2022 to be filed with the SEC.
The information appearing in Item 7.01 of this report is hereby incorporated by reference into this Item 2.02.
Item 7.01 Regulation FD Disclosure.
On August 2, 2022 the Company issued a press release announcing preliminary unaudited net sales for the three months ended June 30, 2022 and twelve months ended June 30, 2022. A copy of the press release is incorporated herein by reference as Exhibit 99.1 hereto.
The information in Items 2.02 and 7.01 hereof and Exhibit 99.1 attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it or they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.
Item 9.01 Financial Statements and Exhibits.
|
|
|
| Incorporated by Reference |
| Filed or | ||||
No. |
| Exhibit Description |
| Form |
| Date Filed |
| Number |
| Furnished Herewith |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Furnished | ||
2 |
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.
| LUVU Brands, Inc. |
| |
|
|
|
|
Date: August 2, 2022 | By: | /s/ Alexander A. Sannikov |
|
|
| Alexander A. Sannikov, Chief Financial Officer |
|
3 |
EXHIBIT 99.1
LUVU BRANDS PROVIDES PRELIMINARY Q4 AND FISCAL YEAR NET SALES
Preliminary fiscal 2022 net sales are 14% ahead of prior fiscal year
ATLANTA, GA / August 2, 2022 / Luvu Brands, Inc., (OTCQB:LUVU), a designer, manufacturer and marketer of a portfolio of consumer lifestyle brands, today announced that preliminary unaudited net sales for the three months ended June 30, 2022 were approximately $6.2 million (or approximately 6% higher) than the $5.8 million recorded in the same period of 2021. For the twelve months ended June 30, 2022, preliminary net sales were a record $26.4 million, an increase of approximately 14% from the $23.1 million reported for the prior fiscal year.
Note About Preliminary Results
The estimated preliminary net sales for the fourth quarter and twelve months ended June 30, 2022, presented in this release are not reviewed or audited and may change. The preliminary unaudited net sales presented herein include calculations or figures that have been prepared internally by management and have not been reviewed by our independent registered public accounting firm. There can be no assurances that Luvu Brands reported net sales for the fourth quarter and twelve months ended June 30, 2022, will not differ from the amounts presented herein. This preliminary financial data should not be viewed as a substitute for full audited financial statements prepared in accordance with GAAP and is not necessarily indicative of the results to be achieved for any future period. Our audited financial statements for the three and twelve months ended June 30, 2022, will be contained in our Annual Report on Form 10-K to be filed with the Securities and Exchange Commission.
Forward Looking Statements
This press release contains forward-looking statements. The words “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. Luvu Brands has based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Some or all of the results anticipated by these forward-looking statements are unknown at this time. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, including, but not limited our ability to, statements regarding our preliminary unaudited net sales information presented herein, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. You are urged to carefully review any cautionary statements and other disclosures in Luvu Brand’s Annual Report on Form 10-K for the year ended June 30, 2021, and its other filings with the Securities and Exchange Commission. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. Luvu Brands undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
| 1 |
About Luvu Brands
Luvu Brands, Inc. designs, manufactures, and markets a portfolio of consumer lifestyle brands through the Company’s websites, online mass merchants, and specialty retail stores worldwide. Our brands include Liberator®, an iconic product category for enhancing sensuality and intimacy; Avana®, inclined bed therapy products, assistive in relieving medical conditions associated with acid reflux, surgery recovery, and chronic pain; and Jaxx®, a diverse range of casual fashion daybeds, sofas, and beanbags. As a sustainability-focused Company we use repurposed polyurethane foam and fabrics wherever possible and vacuum compress all our foam-based products to reduce our carbon footprint. Headquartered in Atlanta, Georgia, the Company occupies a 140,000 square foot vertically-integrated manufacturing facility and employs over 200 people. The Company brand sites include: www.liberator.com, www.jaxxliving.com, www.avanacomfort.com, plus other global e-commerce sites. For more information about Luvu Brands, please visit www.luvubrands.com.
Company Contact:
Luvu Brands, Inc.
Alexander A. Sannikov
Chief Financial Officer
770-246-6426
Alexander.Sannikov@LuvuBrands.com
| 2 |