8-K
MOTORCAR PARTS OF AMERICA INC (MPAA)
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): February 9, 2026
MOTORCAR PARTS OF AMERICA, INC.
(Exact name of registrant as specified in its charter)
| New York | 001-33861 | 11-2153962 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 2929 California Street, Torrance, CA | 90503 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (310) 212-7910
N/A
(Former name, former address and former fiscal year, 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 l4a-12 under the Exchange Act (17 CFR 240.l4a-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)) |
| --- | --- |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | MPAA | The Nasdaq Global Select Market |
| Item 2.02. | Results of Operations and Financial Condition |
|---|
On February 9, 2026, Motorcar Parts of America, Inc. (the “Company”) issued a press release announcing its earnings for the fiscal quarter ended December 31, 2025 which is being furnished as Exhibit 99.1. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
The following exhibit is furnished with this Current Report pursuant to Item 2.02:
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated February 9, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| MOTORCAR PARTS OF AMERICA, INC. | |
|---|---|
| Date: February 9, 2026 | /s/ David Lee |
| David Lee | |
| Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
CONTACT:
Gary S. Maier
Vice President, Corporate Communications & IR
(310) 972-5124
MOTORCAR PARTS OF AMERICA REPORTS FISCAL THIRD QUARTER RESULTS
- Sales Impacted by Reduced Ordering Activity by a Large Customer, Now Rebounding;
Net Sales Up with Cash Generation for Nine-Month Period -
LOS ANGELES, CA – February 9, 2026 – Motorcar Parts of America, Inc. (Nasdaq: MPAA) today reported results for its fiscal 2026 third quarter -- reflecting a large customer ordering reduction in the quarter, primarily due to its closure of stores and consolidation of distribution centers, with sales to this customer now increasing in the current fiscal fourth quarter.
Positive Drivers and Initiatives Include:
| • | Significant new business commitments from changing competitive landscape and industry dynamics -- including bankruptcy of a competitor, growth in demand for replacement parts with aging vehicles<br> and increasing miles driven |
|---|---|
| • | Margin accretion due to strong momentum in the utilization of brake-related capacity |
| --- | --- |
| • | Overall margin accretion from continued improvements in operating efficiencies |
| --- | --- |
| • | Pursuing strategic alternatives for EV technology |
| --- | --- |
Three-Month Results
Net sales for the fiscal 2026 third quarter were $167.7 million compared with $186.2 million in the prior year – reflecting an approximately $17 million sales decrease to one of the company’s large customers as explained previously, with sales to this customer now increasing in the current fiscal fourth quarter.
Gross profit for the fiscal 2026 third quarter was $32.9 million compared with $44.9 million a year earlier, impacted by the sales decrease previously discussed. Gross margin for the same period was 19.6 percent compared with 24.1 percent a year earlier, impacted by this large sales decrease. Gross margin on a sequential basis increased to 19.6 percent for the quarter compared with 18.0 percent for the fiscal first quarter and 19.3 percent for the fiscal second quarter. Gross margin is expected to continue to improve in the current fiscal fourth quarter, benefiting from increased ordering activity from this large customer on a sequential basis and related increased sales.
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Motorcar Parts of America, Inc.
2-2-2
Operating income for the fiscal 2026 third quarter was $8.3 million compared with $17.6 million in the prior year, impacted by lower sales.
Interest expense for the fiscal 2026 third quarter decreased by $3.5 million to $10.9 million from $14.4 million a year ago, reflecting lower average outstanding balances under the company’s credit facility, lower utilization of accounts receivable discount programs, and lower interest rates.
Net income for the fiscal 2026 third quarter was $1.8 million, or $0.09 per diluted share, compared with net income of $2.3 million, or $0.11 per diluted share, for the prior year. Net income was impacted by non-cash and one-time expenses of $611,000, or $0.03 per diluted share, as detailed in Exhibit 1, as well as the factors previously noted.
“Notwithstanding our short-term revised guidance, our outlook remains positive and ordering activity by a large customer is beginning to return to more normalized levels. Equally important, we anticipate favorable benefits due to the changing competitive landscape, as evidenced by our new business commitments and opportunities,” said Selwyn Joffe, chairman, president and chief executive officer.
He noted the company’s accelerated brake-related sales momentum, which will benefit overall gross profits.
Joffe also highlighted the company’s commitment to enhancing shareholder value through opportunities to divest non-strategic assets, expanding its business in Latin America, and leveraging the company’s solid financial position, cash flow generation and continued year-to-date net bank debt reduction.
Joffe added that for the nine-month period the company generated cash of approximately $23.7 million and net bank debt decreased by $10.9 million, after share repurchases of $8.4 million, to $70.5 million from $81.4 million. The company currently has $25.1 million remaining available to repurchase shares under its authorized share repurchase program.
The company used cash of approximately $8.2 million from operating activities for the fiscal 2026 third quarter, primarily attributable to the build-up of inventory for new business. The company’s net bank debt was $70.5 million as of December 31, 2025. Cash and revolver availability was approximately $146 million as of December 31, 2025 which supports new business opportunities, share repurchases and related initiatives to enhance shareholder value.
Nine-Month Results
Net sales for the fiscal 2026 nine-month period increased $13.3 million, or 2.4 percent, to $577.5 million from $564.2 million, despite a decrease of approximately $40 million from the previously noted customer.
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Motorcar Parts of America, Inc.
3-3-3
Gross profit for the fiscal nine-month period was $109.5 million compared with $115.3 million a year earlier and gross margin for the nine months was 19.0 percent compared with 20.4 percent a year earlier, impacted by the sales decrease from the large customer previously referenced.
Operating income for the fiscal nine-month period was $44.8 million compared with $23.6 million in the prior year, reflecting the foreign exchange impact of lease liabilities and forward contracts.
Interest expense decreased by $6.6 million for the nine months to $36.4 million from $43.0 million a year ago, reflecting lower average outstanding balances under the company’s credit facility and lower interest rates.
Net income for the fiscal 2026 nine-month period was $2.7 million, or $0.13 per diluted share, impacted by non-cash expenses of $3.8 million, or $0.19 per diluted share, and one-time cash expenses of $1.9 million, or $0.09 per diluted share, compared with a net loss of $18.7 million, or $0.95 per share, a year ago, impacted by various items detailed in Exhibit 2. Net income for the nine-month period reflects the items impacting the fiscal 2026 third quarter explained above.
Share Repurchase
For the fiscal 2026 nine-month period, the company repurchased 669,472 shares for $8.4 million at an average share price of $12.47. During the fiscal 2026 third quarter, the company repurchased 381,562 shares for $5.0 million at an average share price of $13.10 under its current authorization program.
The company anticipates further opportunities to build shareholder value through enhanced profitability and strong cash generation, supported by an anticipated return to more normal ordering activity and sales growth.
Revised Fiscal 2026 Guidance
The company is revising its fiscal 2026 sales guidance to between $750 million and $760 million, impacted by the previously noted reduced ordering by a large customer, due to its closure of stores and consolidation of distribution centers. Operating income is expected to be between $72 million and $79 million, with depreciation and amortization of approximately $10 million. These estimates reflect the expected impact of tariffs enacted as of February 9, 2026, and do not include certain non-cash items and one-time expenses.
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Motorcar Parts of America, Inc.
4-4-4
Use of Non-GAAP Measure
This press release includes the following non-GAAP measure – EBITDA, which is not a measure of financial performance under GAAP and should not be considered as an alternative to net income as a measure of financial performance. The company believes this non-GAAP measure, when considered together with the corresponding GAAP measures, provides useful information to investors and management regarding financial and business trends relating to the company’s results of operations. However, this non-GAAP measure has significant limitations in that it does not reflect all the costs and other items associated with the operation of the company’s business as determined in accordance with GAAP. In addition, the company’s non-GAAP measures may be calculated differently and are therefore not comparable to similar measures by other companies. Therefore, investors should consider non-GAAP measures in addition to, and not as a substitute for, or superior to, measures of financial performance in accordance with GAAP. For a definition and reconciliation of EBITDA to net income, its corresponding GAAP measure, see the financial tables included in this press release. Also, refer to our Form 8-K to which this release is attached, and other filings we make with the SEC, for further information regarding this measure.
Earnings Conference Call and Webcast
Selwyn Joffe, chairman, president and chief executive officer, and David Lee, chief financial officer, will host an investor conference call today at 10:00 a.m. Pacific time to discuss the company’s financial results and operations. The call will be open to all interested investors either through a live audio webcast at www.motorcarparts.com or live by calling (888) 440-5584 (domestic) or (646) 960-0457 (international). For those who are not available to listen to the live broadcast, the call will be archived on Motorcar Parts of America’s website www.motorcarparts.com. A telephone playback of the conference call will also be available from approximately 1:00 p.m. Pacific time on February 9, 2026 through 8:59 p.m. Pacific time on February 16, 2026 by calling (800) 770-2030 (domestic) or (609) 800-9909 (toll) and using access code: 1545314.
About Motorcar Parts of America, Inc.
Motorcar Parts of America, Inc. is a remanufacturer, manufacturer, and distributor of automotive aftermarket parts -- including alternators, starters, wheel bearings and hub assemblies, brake calipers, brake pads, brake rotors, brake master cylinders, brake power boosters, turbochargers, and diagnostic testing equipment utilized in imported and domestic passenger vehicles, light trucks, and heavy-duty applications. Its products are sold to automotive retail outlets and the professional repair market throughout the United States, Canada, and Mexico, with facilities located in California, New York, Mexico, Malaysia, China and India, and administrative offices located in California, Tennessee, Mexico, Singapore, Malaysia, and Canada. In addition, the company’s electrical vehicle subsidiary designs and manufactures testing solutions for performance, endurance, and production of multiple components in the electric power train – providing simulation, emulation, and production applications for the electrification of both automotive and aerospace industries, including electric vehicle charging systems. Additional information is available at www.motorcarparts.com.
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. The statements contained in this press release that are not historical facts are forward-looking statements based on the company’s current expectations and beliefs concerning future developments and their potential effects on the company. These forward-looking statements involve significant risks and uncertainties (some of which are beyond the control of the company) and are subject to change based upon various factors. Reference is also made to the Risk Factors set forth in the company’s Form 10-K Annual Report filed with the Securities and Exchange Commission (SEC) in June 2025 and in its Forms 10-Q filed with the SEC for additional risks and uncertainties facing the company. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as the result of new information, future events or otherwise.
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(Financial tables follow)
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MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
| Three Months Ended<br><br> <br>December 31, | Nine Months Ended<br><br> <br>December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Net sales | $ | 167,697,000 | $ | 186,176,000 | $ | 577,531,000 | $ | 564,249,000 | ||||
| Cost of goods sold | 134,819,000 | 141,294,000 | 468,009,000 | 448,916,000 | ||||||||
| Gross profit | 32,878,000 | 44,882,000 | 109,522,000 | 115,333,000 | ||||||||
| Operating expenses: | ||||||||||||
| General and administrative | 15,328,000 | 16,212,000 | 45,094,000 | 47,934,000 | ||||||||
| Sales and marketing | 6,350,000 | 5,621,000 | 19,371,000 | 16,904,000 | ||||||||
| Research and development | 3,460,000 | 3,008,000 | 10,694,000 | 7,884,000 | ||||||||
| Foreign exchange impact of lease liabilities and forward contracts | (594,000 | ) | 2,460,000 | (10,411,000 | ) | 18,966,000 | ||||||
| Total operating expenses | 24,544,000 | 27,301,000 | 64,748,000 | 91,688,000 | ||||||||
| Operating income | 8,334,000 | 17,581,000 | 44,774,000 | 23,645,000 | ||||||||
| Other expenses: | ||||||||||||
| Interest expense, net | 10,901,000 | 14,435,000 | 36,412,000 | 43,004,000 | ||||||||
| Change in fair value of compound net derivative liability | (3,910,000 | ) | (260,000 | ) | 140,000 | (2,460,000 | ) | |||||
| Total other expenses | 6,991,000 | 14,175,000 | 36,552,000 | 40,544,000 | ||||||||
| Income (loss) before income tax (benefit) expense | 1,343,000 | 3,406,000 | 8,222,000 | (16,899,000 | ) | |||||||
| Income tax (benefit) expense | (434,000 | ) | 1,115,000 | 5,552,000 | 1,849,000 | |||||||
| Net income (loss) | $ | 1,777,000 | $ | 2,291,000 | $ | 2,670,000 | $ | (18,748,000 | ) | |||
| Basic net income (loss) per share | $ | 0.09 | $ | 0.12 | $ | 0.14 | $ | (0.95 | ) | |||
| Diluted net income (loss) per share | $ | 0.09 | $ | 0.11 | $ | 0.13 | $ | (0.95 | ) | |||
| Weighted average number of shares outstanding: | ||||||||||||
| Basic | 19,393,228 | 19,783,170 | 19,377,401 | 19,739,481 | ||||||||
| Diluted | 20,139,201 | 20,416,958 | 20,146,118 | 19,739,481 |
MOTORCAR PARTS OF AMERICA, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
| March 31, 2025 | |||
|---|---|---|---|
| ASSETS | |||
| Current assets: | |||
| Cash and cash equivalents | 17,511,000 | $ | 9,429,000 |
| Short-term investments | 2,060,000 | 1,881,000 | |
| Accounts receivable — net | 80,730,000 | 91,064,000 | |
| Inventory — net | 398,980,000 | 359,669,000 | |
| Contract assets | 33,327,000 | 29,606,000 | |
| Prepaid expenses and other current assets | 25,153,000 | 19,822,000 | |
| Total current assets | 557,761,000 | 511,471,000 | |
| Plant and equipment — net | 30,681,000 | 31,990,000 | |
| Operating lease assets | 65,852,000 | 66,603,000 | |
| Long-term deferred income taxes | 5,850,000 | 4,569,000 | |
| Long-term contract assets | 325,044,000 | 336,268,000 | |
| Goodwill and intangible assets — net | 3,527,000 | 3,757,000 | |
| Other assets | 2,595,000 | 2,978,000 | |
| TOTAL ASSETS | 991,310,000 | $ | 957,636,000 |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
| Current liabilities: | |||
| Accounts payable and accrued liabilities | 187,829,000 | $ | 172,117,000 |
| Customer finished goods returns accrual | 37,856,000 | 34,411,000 | |
| Contract liabilities | 60,323,000 | 38,158,000 | |
| Revolving loan | 88,010,000 | 90,787,000 | |
| Other current liabilities | 7,411,000 | 5,570,000 | |
| Operating lease liabilities | 9,357,000 | 9,982,000 | |
| Total current liabilities | 390,786,000 | 351,025,000 | |
| Convertible notes, related party | 39,890,000 | 35,207,000 | |
| Long-term contract liabilities | 234,789,000 | 241,404,000 | |
| Long-term deferred income taxes | 563,000 | 362,000 | |
| Long-term operating lease liabilities | 58,973,000 | 65,308,000 | |
| Other liabilities | 7,762,000 | 6,631,000 | |
| Total liabilities | 732,763,000 | 699,937,000 | |
| Commitments and contingencies | |||
| Shareholders’ equity: | |||
| Preferred stock; par value .01 per share, 5,000,000 shares authorized; none issued | - | - | |
| Series A junior participating preferred stock; par value .01 per share, 20,000 shares authorized; none issued | - | - | |
| Common stock; par value .01 per share, 50,000,000 shares authorized; 19,208,710 and 19,435,706 shares issued and outstanding at December<br> 31, 2025 and March 31, 2025, respectively | 192,000 | 194,000 | |
| Additional paid-in capital | 228,388,000 | 234,413,000 | |
| Retained earnings | 22,703,000 | 20,033,000 | |
| Accumulated other comprehensive income | 7,264,000 | 3,059,000 | |
| Total shareholders’ equity | 258,547,000 | 257,699,000 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 991,310,000 | $ | 957,636,000 |
All values are in US Dollars.
Additional Information and Non-GAAP Financial Measures
To supplement the consolidated financial statements presented in accordance with U.S. generally accepted accounting principles (“GAAP”), the company has included the following additional information and non-GAAP financial measures for the three and nine months ended December 31, 2025 and 2024. Among other things, the company uses such additional information and non-GAAP adjusted financial measures in addition to and together with corresponding GAAP measures to help analyze the performance of its business.
The company believes this information helps provide a more complete understanding of the company’s results of operations and the factors and trends affecting the company’s business. However, this information should be considered as a supplement to, and not as a substitute for, or superior to, information contained in the company’s financial statements prepared in accordance with GAAP. In addition, the company’s non-GAAP measures may be calculated differently and are therefore not comparable to similar measures by other companies.
The company defines EBITDA as earnings before interest, taxes, depreciation, and amortization. A reconciliation of EBITDA to net income is provided below along with information regarding such items.
| Items Impacting Net Income for the Three Months Ended December 31, 2025 and 2024 | Exhibit 1 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended December 31, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | |||||||||
| Per Diluted<br><br> <br>Share | Per Diluted Share | |||||||||
| GAAP net income | $ | 1,777,000 | $ | 0.09 | $ | 2,291,000 | $ | 0.11 | ||
| Non-cash items impacting net income | ||||||||||
| Core and finished goods premium amortization | $ | 2,980,000 | $ | 0.15 | $ | 2,664,000 | $ | 0.13 | ||
| Revaluation - cores on customers’ shelves | 554,000 | 0.03 | 758,000 | 0.04 | ||||||
| Share-based compensation expenses | 1,388,000 | 0.07 | 993,000 | 0.05 | ||||||
| Foreign exchange impact of lease liabilities and forward contracts | (594,000 | (0.03 | ) | 2,460,000 | 0.12 | |||||
| Change in fair value of compound net derivative liability | (3,910,000 | (0.19 | ) | (260,000 | (0.01 | ) | ||||
| Tax effect (a) | (105,000 | (0.01 | ) | (1,654,000 | (0.08 | ) | ||||
| Total non-cash items impacting net income | $ | 313,000 | $ | 0.02 | $ | 4,961,000 | $ | 0.24 | ||
| Cash items impacting net income | ||||||||||
| New product line start-up costs and transition expenses, and severance and other | 397,000 | 0.02 | - | - | ||||||
| Tax effect (a) | (99,000 | (0.00 | ) | - | - | |||||
| Total cash items impacting net income | $ | 298,000 | $ | 0.01 | $ | - | $ | - |
All values are in US Dollars.
| (a) | Tax effect is calculated by applying an income tax rate of 25.0% to items listed above; this rate may differ from the<br> period’s actual income tax rate. |
|---|
| Items Impacting Net Income for the Nine Months Ended December 31, 2025 and 2024 | Exhibit 2 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Nine Months Ended December 31, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | |||||||||
| Per Diluted<br><br> <br>Share | Per Diluted Share | |||||||||
| GAAP net income (loss) | $ | 2,670,000 | $ | 0.13 | $ | (18,748,000 | $ | (0.95 | ) | |
| Non-cash items impacting net income | ||||||||||
| Core and finished goods premium amortization | $ | 8,815,000 | $ | 0.44 | $ | 8,013,000 | $ | 0.41 | ||
| Revaluation - cores on customers’ shelves | 2,805,000 | 0.14 | 2,316,000 | 0.12 | ||||||
| Share-based compensation expenses | 4,318,000 | 0.21 | 3,009,000 | 0.15 | ||||||
| Foreign exchange impact of lease liabilities and forward contracts | (10,411,000 | (0.52 | ) | 18,966,000 | 0.96 | |||||
| Gain due to realignment of inventory at customer distribution centers | (643,000 | (0.03 | ) | - | - | |||||
| Change in fair value of compound net derivative liability | 140,000 | 0.01 | (2,460,000 | (0.12 | ) | |||||
| Tax effect (a) | (1,256,000 | (0.06 | ) | (7,461,000 | (0.38 | ) | ||||
| Total non-cash items impacting net income | $ | 3,768,000 | $ | 0.19 | $ | 22,383,000 | $ | 1.13 | ||
| Cash items impacting net income | ||||||||||
| New product line start-up costs and transition expenses, and severance and other (b) | 397,000 | 0.02 | 4,438,000 | 0.22 | ||||||
| Net tariff costs paid for products sold before price increases were effective | 2,124,000 | 0.11 | - | - | ||||||
| Tax effect (a) | (630,000 | (0.03 | ) | (1,110,000 | (0.06 | ) | ||||
| Total cash items impacting net income | $ | 1,891,000 | $ | 0.09 | $ | 3,328,000 | $ | 0.17 |
All values are in US Dollars.
| (a) | Tax effect is calculated by applying an income tax rate of 25.0% to items listed above; this rate may differ from the period’s actual income tax rate. |
|---|---|
| (b) | For the nine months ended December 31, 2024, consists of $1,298,000 impacting gross profit and $3,140,000 included in operating expenses. |
| --- | --- |
| Items Impacting Gross Profit for the Three Months Ended December 31, 2025 and 2024 | Exhibit 3 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended December 31, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | |||||||||
| $ | Gross<br><br> <br>Margin | $ | Gross<br><br> <br>Margin | |||||||
| GAAP gross profit | $ | 32,878,000 | 19.6 | % | $ | 44,882,000 | 24.1 | % | ||
| Non-cash items impacting gross profit | ||||||||||
| Core and finished goods premium amortization | $ | 2,980,000 | 1.8 | % | $ | 2,664,000 | 1.4 | % | ||
| Revaluation - cores on customers’ shelves | 554,000 | 0.3 | % | 758,000 | 0.4 | % | ||||
| Total non-cash items impacting gross profit | $ | 3,534,000 | 2.1 | % | $ | 3,422,000 | 1.8 | % |
| Items Impacting Gross Profit for the Nine Months Ended December 31, 2025 and 2024 | Exhibit 4 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Nine Months Ended December 31, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | |||||||||
| Gross<br><br> <br>Margin | $ | Gross<br><br> <br>Margin | ||||||||
| GAAP gross profit | $ | 109,522,000 | 19.0 | % | $ | 115,333,000 | 20.4 | % | ||
| Non-cash items impacting gross profit | ||||||||||
| Core and finished goods premium amortization | $ | 8,815,000 | 1.5 | % | $ | 8,013,000 | 1.4 | % | ||
| Revaluation - cores on customers’ shelves | 2,805,000 | 0.5 | % | 2,316,000 | 0.4 | % | ||||
| Gain due to realignment of inventory at customer distribution centers (a) | (643,000 | 0.4 | % | - | - | |||||
| Total non-cash items impacting gross profit | $ | 10,977,000 | 2.4 | % | $ | 10,329,000 | 1.8 | % | ||
| Cash items impacting gross profit | ||||||||||
| New product line start-up costs and transition expenses | - | - | 1,298,000 | 0.2 | % | |||||
| Net tariff costs paid for products sold before price increases were effective | 2,124,000 | 0.4 | % | - | - | |||||
| Total cash items impacting gross profit | $ | 2,124,000 | 0.4 | % | $ | 1,298,000 | 0.2 | % |
All values are in US Dollars.
| (a) | gross margin reflecting impact to net sales and cost of goods sold |
|---|
| Items Impacting EBITDA for the Three and Nine Months Ended December 31, 2025 and 2024 | Exhibit 5 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2025 | 2024 | 2025 | 2024 | |||||||||
| GAAP net income (loss) | $ | 1,777,000 | $ | 2,291,000 | $ | 2,670,000 | $ | (18,748,000 | ) | |||
| Interest expense, net | 10,901,000 | 14,435,000 | 36,412,000 | 43,004,000 | ||||||||
| Income tax expense | (434,000 | ) | 1,115,000 | 5,552,000 | 1,849,000 | |||||||
| Depreciation and amortization | 2,359,000 | 2,532,000 | 7,181,000 | 7,862,000 | ||||||||
| EBITDA | $ | 14,603,000 | $ | 20,373,000 | $ | 51,815,000 | $ | 33,967,000 | ||||
| Non-cash items impacting EBITDA | ||||||||||||
| Core and finished goods premium amortization | $ | 2,980,000 | $ | 2,664,000 | $ | 8,815,000 | $ | 8,013,000 | ||||
| Revaluation - cores on customers’ shelves | 554,000 | 758,000 | 2,805,000 | 2,316,000 | ||||||||
| Share-based compensation expenses | 1,388,000 | 993,000 | 4,318,000 | 3,009,000 | ||||||||
| Foreign exchange impact of lease liabilities and forward contracts | (594,000 | ) | 2,460,000 | (10,411,000 | ) | 18,966,000 | ||||||
| Gain due to realignment of inventory at customer distribution centers | - | - | (643,000 | ) | - | |||||||
| Change in fair value of compound net derivative liability | (3,910,000 | ) | (260,000 | ) | 140,000 | (2,460,000 | ) | |||||
| Total non-cash items impacting EBITDA | $ | 418,000 | $ | 6,615,000 | $ | 5,024,000 | $ | 29,844,000 | ||||
| Cash items impacting EBITDA | ||||||||||||
| New product line start-up costs and transition expenses, and severance and other | 397,000 | - | 397,000 | 4,438,000 | ||||||||
| Net tariff costs paid for products sold before price increases were effective | - | - | 2,124,000 | - | ||||||||
| Total cash items impacting EBITDA | $ | 397,000 | $ | - | $ | 2,521,000 | $ | 4,438,000 |