OneWater Marine Inc. (NASDAQ: ONEW) (“OneWater” or the “Company”)
today announced results for its fiscal fourth quarter and year
ended September 30, 2024.
“Our team demonstrated remarkable resilience and
execution amidst a challenging retail environment as consumer
behavior and industry inventory reset in fiscal 2024. Our revenue
and brand diversification, coupled with our geographic reach,
helped mitigate the impact of macroeconomic uncertainty and severe
weather, underscoring the strength of our business model,”
commented Austin Singleton, Chief Executive Officer at
OneWater.
“As we closed out the fiscal year, Hurricane
Helene struck the West Coast of Florida, causing extensive damage.
Our thoughts remain with those affected, and we are actively
supporting local recovery efforts. In preparation for the storm we
temporarily closed several stores, and insurance companies halted
writing new policies, disrupting sales during the last 10 days of
the month and significantly impacting our fourth quarter results.
Currently, all retail locations are operational, and we are ready
to assist customers as they resume their boat buying journey.”
“Looking to fiscal 2025, we expect a slower
start to the year given the ongoing impacts from Hurricanes Helene
and Milton; however, we are cautiously optimistic in our full year
outlook. Customers are active, our inventory positioning remains
healthy, and we expect our recent cost actions to continue to
benefit us as we move through the year.”
For the Three Months
Ended September 30 |
|
|
2024 |
|
|
2023 |
|
$ Change |
|
% Change |
Revenues |
|
(unaudited, $ in thousands) |
New boat |
|
$ |
216,740 |
|
$ |
264,357 |
|
$ |
(47,617 |
) |
|
(18.0)% |
Pre-owned boat |
|
|
73,373 |
|
|
91,836 |
|
|
(18,463 |
) |
|
(20.1)% |
Finance & insurance
income |
|
|
11,472 |
|
|
13,039 |
|
|
(1,567 |
) |
|
(12.0)% |
Service, parts &
other |
|
|
76,270 |
|
|
81,749 |
|
|
(5,479 |
) |
|
(6.7)% |
Total revenues |
|
$ |
377,855 |
|
$ |
450,981 |
|
$ |
(73,126 |
) |
|
(16.2)% |
|
Fiscal Fourth Quarter 2024
Results
Revenue for fiscal fourth quarter 2024 was
$377.9 million, a decrease of 16.2% compared to $451.0 million in
fiscal fourth quarter 2023. Same-store sales decreased 17%. New
boat revenue decreased 18.0%, driven by a decrease in units sold.
Pre-owned boat revenue decreased 20.1%, driven by the decrease in
units sold and average price per unit. Prior to the threats of the
hurricane, same-store sales were trending in line with the
Company's expectations. Finance & insurance income increased
slightly as a percentage of total boat sales. Service, parts &
other sales were down 6.7% compared to the prior year quarter.
Excluding the impact from the dispositions that occurred in the
fourth quarter of 2023, dealership segment service, parts and other
sales were positive. Distribution segment service, parts, and other
sales were lower due to reduced production by boat
manufacturers.
Gross profit totaled $90.7 million for fiscal
fourth quarter 2024, down $28.3 million from $119.0 million for
fiscal fourth quarter 2023. Gross profit margin of 24.0% decreased
240 basis points compared to the prior year period, driven by new
and pre-owned boat pricing, including the impact of select brands
the Company is exiting. Excluding charges related to brands being
exited, new boat margins were flat sequentially.
Fiscal fourth quarter 2024 selling, general and
administrative expenses totaled $79.5 million, or 21.0% of revenue,
compared to $84.7 million, or 18.8% of revenue, in fiscal fourth
quarter 2023. The increase in selling, general and administrative
expenses as a percentage of revenue was driven by lower revenues.
On a dollar basis, selling, general and administrative expenses
declined 6.1% due to previous cost reduction actions, ongoing
expense management and lower personnel costs.
Net loss for fiscal fourth quarter 2024 totaled
$(10.4) million, compared to net loss of $(110.9) million in fiscal
fourth quarter 2023. The net loss in the prior year period was
driven by a $147.4 million non-cash impairment charge related to
certain intangible assets. The Company reported net loss per
diluted share for fiscal fourth quarter 2024 of $(0.63), compared
to net loss per diluted share of $(6.89) in 2023. Adjusted diluted
loss per share1 for fiscal fourth quarter 2024 was $(0.36),
compared to adjusted diluted earnings per share1 of $0.42 in
2023.
Fiscal fourth quarter 2024 Adjusted EBITDA1
decreased 73.7% to $7.8 million compared to $29.8 million for
fiscal fourth quarter 2023.
For the Twelve Months
Ended September 30 |
|
|
2024 |
|
|
2023 |
|
$ Change |
|
% Change |
Revenues |
|
(unaudited, $ in thousands) |
New boat |
|
$ |
1,118,292 |
|
$ |
1,223,691 |
|
$ |
(105,399 |
) |
|
(8.6)% |
Pre-owned boat |
|
|
312,193 |
|
|
334,477 |
|
|
(22,284 |
) |
|
(6.7)% |
Finance & insurance
income |
|
|
51,494 |
|
|
56,325 |
|
|
(4,831 |
) |
|
(8.6)% |
Service, parts &
other |
|
|
290,651 |
|
|
321,817 |
|
|
(31,166 |
) |
|
(9.7)% |
Total revenues |
|
$ |
1,772,630 |
|
$ |
1,936,310 |
|
$ |
(163,680 |
) |
|
(8.5)% |
Fiscal Year Ended September 30, 2024
Results
Revenue for the fiscal year ended September 30,
2024 decreased 8.5% to $1,772.6 million from $1,936.3 million for
the fiscal year ended September 30, 2023, driven by a decrease in
new and pre-owned unit sales and a 9.7% decrease in service, parts
& other sales compared to the prior year. Same-store sales
decreased 7% compared to the prior year. Prior to the threats of
the hurricane, same-store sales were trending down mid-single
digits, in line with the Company's expectations. Excluding the
impact from the dispositions that occurred in the fourth quarter of
2023, dealership segment service, parts and other sales were
positive. Distribution segment service, parts, and other sales were
lower due to reduced production by boat manufacturers.
Gross profit totaled $435.1 million for fiscal
year 2024, compared to $535.1 million for fiscal year 2023. Gross
profit margin of 24.5% decreased 310 basis points compared to the
prior year, primarily due to moderated boat pricing as a result of
the industry normalization following the COVID-era environment.
Fiscal year 2024 selling, general and
administrative expenses totaled $332.7 million, or 18.8% of
revenue, compared to $345.5 million, or 17.8% of revenue in fiscal
year 2023. The increase in selling, general and administrative
expenses as a percentage of revenue was due primarily to lower
revenues, but selling, general and administrative expenses
decreased 3.7% on a dollar basis as a result of previous cost
reduction actions and the Company's variable cost structure.
Net loss for fiscal year 2024 totaled $(6.2)
million compared to net loss of $(39.1) million in fiscal year
2023, an increase of $32.9 million. The increase was primarily due
to a $147.4 million non-cash impairment charge related to certain
intangible assets during the fourth quarter of 2023. The Company
reported a net loss per diluted share for fiscal year 2024 of
$(0.39), compared to net loss per diluted share of $(2.69), in
2023. Adjusted earnings per diluted share1 for fiscal year 2024
were $0.98 per diluted share, compared to $5.10 per diluted share
in 2023. Adjusted EBITDA1 decreased 53.2% to $82.5 million,
compared to $176.4 million in fiscal year 2023.
As of September 30, 2024, the Company’s cash and
cash equivalents balance was $16.8 million and total liquidity,
including cash and availability under credit facilities, was
approximately $30 million. Total inventory as of September 30,
2024, decreased to $590.8 million, compared to $598.6 million on
June 30, 2024. Inventory was down slightly due to the continued
focus on matching inventory levels with market demand. Total
long-term debt as of September 30, 2024 was $422.8 million, and
adjusted long-term net debt (net of $16.8 million cash)1 was 4.9
times trailing twelve-month Adjusted EBITDA1.
Fiscal Year 2025 Guidance
For fiscal full year 2025, OneWater anticipates
revenue to be in the range of $1.7 billion to $1.85 billion and
dealership same-store sales to be up low single digits. Adjusted
EBITDA2 is expected to be in the range of $80 million to $110
million and Adjusted Diluted Earnings Per Share is expected to be
in the range of $1.00 to $2.00.
Conference Call and Webcast
OneWater will host a conference call to discuss
its fiscal fourth quarter and full-year earnings on Thursday,
November 14th, at 8:30 am Eastern time. To access the conference
call via phone, participants can dial 1-833-630-0581 or
1-412-317-1814 (International).
Alternatively, a live webcast of the conference
call can be accessed through the “Events” section of the Company’s
website at https://investor.onewatermarine.com/ where it will be
archived for one year.
A telephonic replay will also be available
through November 28th, 2024 by dialing 1-877-344-7529 (US Toll
Free), 855-669-9658 (Canada Toll Free), or 1-412-317-0088
(International Toll), by entering access code 9583839.
- See reconciliation of Non-GAAP
financial measures below.
- See reconciliation of Non-GAAP
financial measures below for a discussion of why reconciliations of
forward-looking Adjusted EBITDA and adjusted earnings per diluted
share are not available without unreasonable effort.
|
ONEWATER MARINE INC.CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS(In thousands except per
share data)(Unaudited) |
|
|
|
|
|
Three Months EndedSeptember
30, |
|
Twelve Months EndedSeptember
30, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Revenues: |
|
|
|
|
|
|
|
New boat |
$ |
216,740 |
|
|
$ |
264,357 |
|
|
$ |
1,118,292 |
|
|
$ |
1,223,691 |
|
Pre-owned boat |
|
73,373 |
|
|
|
91,836 |
|
|
|
312,193 |
|
|
|
334,477 |
|
Finance & insurance
income |
|
11,472 |
|
|
|
13,039 |
|
|
|
51,494 |
|
|
|
56,325 |
|
Service, parts &
other |
|
76,270 |
|
|
|
81,749 |
|
|
|
290,651 |
|
|
|
321,817 |
|
Total revenues |
|
377,855 |
|
|
|
450,981 |
|
|
|
1,772,630 |
|
|
|
1,936,310 |
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
|
|
|
|
|
New boat |
|
35,403 |
|
|
|
54,902 |
|
|
|
196,886 |
|
|
|
268,469 |
|
Pre-owned boat |
|
14,060 |
|
|
|
18,210 |
|
|
|
64,125 |
|
|
|
75,953 |
|
Finance and insurance |
|
11,472 |
|
|
|
13,039 |
|
|
|
51,494 |
|
|
|
56,325 |
|
Service, parts &
other |
|
29,718 |
|
|
|
32,856 |
|
|
|
122,558 |
|
|
|
134,379 |
|
Total gross profit |
|
90,653 |
|
|
|
119,007 |
|
|
|
435,063 |
|
|
|
535,126 |
|
|
|
|
|
|
|
|
|
Selling, general and
administrative expenses |
|
79,511 |
|
|
|
84,652 |
|
|
|
332,680 |
|
|
|
345,524 |
|
Depreciation and
amortization |
|
5,216 |
|
|
|
6,588 |
|
|
|
19,401 |
|
|
|
23,898 |
|
Transaction costs |
|
564 |
|
|
|
171 |
|
|
|
1,530 |
|
|
|
1,839 |
|
Change in fair value of
contingent consideration |
|
330 |
|
|
|
(2,367 |
) |
|
|
4,248 |
|
|
|
(1,604 |
) |
Restructuring and
impairment |
|
539 |
|
|
|
147,402 |
|
|
|
12,386 |
|
|
|
147,402 |
|
Net income (loss) from
operations |
|
4,493 |
|
|
|
(117,439 |
) |
|
|
64,818 |
|
|
|
18,067 |
|
|
|
|
|
|
|
|
|
Other expense (income): |
|
|
|
|
|
|
|
Interest expense – floor
plan |
|
8,460 |
|
|
|
7,393 |
|
|
|
34,087 |
|
|
|
25,080 |
|
Interest expense – other |
|
9,698 |
|
|
|
9,292 |
|
|
|
37,050 |
|
|
|
34,557 |
|
Other (income) expense,
net |
|
(875 |
) |
|
|
1,418 |
|
|
|
14 |
|
|
|
953 |
|
Total other expense, net |
|
17,283 |
|
|
|
18,103 |
|
|
|
71,151 |
|
|
|
60,590 |
|
Net loss before income tax
benefit |
|
(12,790 |
) |
|
|
(135,542 |
) |
|
|
(6,333 |
) |
|
|
(42,523 |
) |
Income tax benefit |
|
(2,379 |
) |
|
|
(24,676 |
) |
|
|
(157 |
) |
|
|
(3,412 |
) |
Net loss |
|
(10,411 |
) |
|
|
(110,866 |
) |
|
|
(6,176 |
) |
|
|
(39,111 |
) |
Net income attributable to
non-controlling interests |
|
— |
|
|
|
(342 |
) |
|
|
(119 |
) |
|
|
(3,810 |
) |
Net loss attributable to
non-controlling interests of One Water Marine Holdings, LLC |
|
1,162 |
|
|
|
12,342 |
|
|
|
590 |
|
|
|
4,329 |
|
Net loss attributable to
OneWater Marine Inc. |
$ |
(9,249 |
) |
|
$ |
(98,866 |
) |
|
$ |
(5,705 |
) |
|
$ |
(38,592 |
) |
|
|
|
|
|
|
|
|
Net loss per share of Class A
common stock – basic |
$ |
(0.63 |
) |
|
$ |
(6.89 |
) |
|
$ |
(0.39 |
) |
|
$ |
(2.69 |
) |
Net loss per share of Class A
common stock – diluted |
$ |
(0.63 |
) |
|
$ |
(6.89 |
) |
|
$ |
(0.39 |
) |
|
$ |
(2.69 |
) |
|
|
|
|
|
|
|
|
Basic weighted-average shares
of Class A common stock outstanding |
|
14,628 |
|
|
|
14,360 |
|
|
|
14,585 |
|
|
|
14,328 |
|
Diluted weighted-average
shares of Class A common stock outstanding |
|
14,628 |
|
|
|
14,360 |
|
|
|
14,585 |
|
|
|
14,328 |
|
|
|
|
|
|
|
|
|
ONEWATER MARINE INC.CONDENSED CONSOLIDATED
BALANCE SHEETS(In
thousands)(Unaudited) |
|
|
September 30, 2024 |
|
September 30, 2023 |
ASSETS |
|
|
|
Cash |
$ |
16,849 |
|
$ |
84,648 |
Restricted cash |
|
10,488 |
|
|
8,662 |
Accounts receivable, net |
|
73,269 |
|
|
113,175 |
Inventories |
|
590,838 |
|
|
609,616 |
Prepaid expenses and other
current assets |
|
85,922 |
|
|
65,798 |
Total current assets |
|
777,366 |
|
|
881,899 |
Property and equipment,
net |
|
93,224 |
|
|
81,532 |
Operating lease right-of-use
assets |
|
138,829 |
|
|
135,667 |
Other long-term assets |
|
1,299 |
|
|
6,069 |
Deferred tax assets, net |
|
37,278 |
|
|
35,066 |
Intangible assets, net |
|
205,391 |
|
|
212,324 |
Goodwill |
|
336,602 |
|
|
336,602 |
Total assets |
$ |
1,589,989 |
|
$ |
1,689,159 |
|
|
|
|
LIABILITIES |
|
|
|
Accounts payable |
$ |
32,106 |
|
$ |
27,113 |
Other payables and accrued
expenses |
|
42,116 |
|
|
54,826 |
Customer deposits |
|
63,955 |
|
|
51,649 |
Notes payable – floor
plan |
|
443,386 |
|
|
489,024 |
Current portion of operating
lease liabilities |
|
15,704 |
|
|
14,568 |
Current portion of long-term
debt, net |
|
7,874 |
|
|
29,324 |
Current portion of tax
receivable agreement liability |
|
2,578 |
|
|
2,447 |
Total current liabilities |
|
607,719 |
|
|
668,951 |
Other long-term
liabilities |
|
12,563 |
|
|
13,693 |
Tax receivable agreement
liability |
|
38,019 |
|
|
40,688 |
Long-term operating lease
liabilities |
|
126,001 |
|
|
123,310 |
Long-term debt, net |
|
414,934 |
|
|
428,439 |
Total liabilities |
|
1,199,236 |
|
|
1,275,081 |
|
|
|
|
STOCKHOLDERS’ EQUITY |
|
|
|
Total stockholders’ equity
attributable to OneWater Marine Inc. |
|
360,810 |
|
|
358,609 |
Equity attributable to
non-controlling interests |
|
29,943 |
|
|
55,469 |
Total stockholders’ equity |
|
390,753 |
|
|
414,078 |
Total liabilities and stockholders’ equity |
$ |
1,589,989 |
|
$ |
1,689,159 |
|
ONEWATER MARINE INC.Reconciliation of
Non-GAAP Financial Measures(In thousands, except
per share data)(Unaudited) |
|
|
Three Months EndedSeptember
30, |
|
Twelve Months EndedSeptember
30, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Net loss attributable to
OneWater Marine Inc. |
$ |
(9,249 |
) |
|
$ |
(98,866 |
) |
|
$ |
(5,705 |
) |
|
$ |
(38,592 |
) |
Transaction costs |
|
564 |
|
|
|
171 |
|
|
|
1,530 |
|
|
|
1,839 |
|
Intangible amortization |
|
2,099 |
|
|
|
3,474 |
|
|
|
7,842 |
|
|
|
13,436 |
|
Change in fair value of
contingent consideration |
|
330 |
|
|
|
(2,367 |
) |
|
|
4,248 |
|
|
|
(1,604 |
) |
Restructuring and
impairment |
|
3,471 |
|
|
|
147,402 |
|
|
|
15,318 |
|
|
|
147,402 |
|
Other (income) expense,
net |
|
(875 |
) |
|
|
1,418 |
|
|
|
14 |
|
|
|
953 |
|
Net income attributable to
non-controlling interests of One Water Marine Holdings, LLC
(1) |
|
(503 |
) |
|
|
(13,659 |
) |
|
|
(2,606 |
) |
|
|
(14,744 |
) |
Adjustments to income tax
expense (2) |
|
(1,170 |
) |
|
|
(31,381 |
) |
|
|
(6,060 |
) |
|
|
(33,875 |
) |
Adjusted net (loss) income
attributable to OneWater Marine Inc. |
|
(5,333 |
) |
|
|
6,192 |
|
|
|
14,581 |
|
|
|
74,815 |
|
|
|
|
|
|
|
|
|
Net loss per share of Class A
common stock - diluted |
$ |
(0.63 |
) |
|
$ |
(6.89 |
) |
|
$ |
(0.39 |
) |
|
$ |
(2.69 |
) |
Transaction costs |
|
0.04 |
|
|
|
0.01 |
|
|
|
0.10 |
|
|
|
0.13 |
|
Intangible amortization |
|
0.14 |
|
|
|
0.24 |
|
|
|
0.54 |
|
|
|
0.94 |
|
Change in fair value of
contingent consideration |
|
0.02 |
|
|
|
(0.16 |
) |
|
|
0.29 |
|
|
|
(0.11 |
) |
Restructuring and
impairment |
|
0.24 |
|
|
|
10.27 |
|
|
|
1.05 |
|
|
|
10.29 |
|
Other (income) expense,
net |
|
(0.06 |
) |
|
|
0.10 |
|
|
|
— |
|
|
|
0.07 |
|
Net income attributable to
non-controlling interests of One Water Marine Holdings, LLC
(1) |
|
(0.03 |
) |
|
|
(0.95 |
) |
|
|
(0.18 |
) |
|
|
(1.03 |
) |
Adjustments to income tax
expense (2) |
|
(0.08 |
) |
|
|
(2.19 |
) |
|
|
(0.42 |
) |
|
|
(2.36 |
) |
Adjustment for dilutive shares
(3) |
|
— |
|
|
|
(0.01 |
) |
|
|
(0.01 |
) |
|
|
(0.14 |
) |
Adjusted (loss) earnings per
share of Class A common stock - diluted |
$ |
(0.36 |
) |
|
$ |
0.42 |
|
|
$ |
0.98 |
|
|
$ |
5.10 |
|
|
|
|
|
|
|
|
|
(1) Represents an
allocation of the impact of reconciling items to our
non-controlling interest. |
(2) Represents an
adjustment of all reconciling items at an estimated effective tax
rate. |
(3) Represents an
adjustment for shares that are anti-dilutive for GAAP earnings per
share but are dilutive for adjusted earnings per share. |
|
ONEWATER MARINE INC.Reconciliation of
Non-GAAP Financial Measures(In thousands, except
ratios)(Unaudited) |
|
|
Three Months EndedSeptember
30, |
|
Twelve Months EndedSeptember
30, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Net loss |
$ |
(10,411 |
) |
|
$ |
(110,866 |
) |
|
$ |
(6,176 |
) |
|
$ |
(39,111 |
) |
Interest expense – other |
|
9,698 |
|
|
|
9,292 |
|
|
|
37,050 |
|
|
|
34,557 |
|
Income tax benefit |
|
(2,379 |
) |
|
|
(24,676 |
) |
|
|
(157 |
) |
|
|
(3,412 |
) |
Depreciation and
amortization |
|
5,932 |
|
|
|
7,662 |
|
|
|
22,187 |
|
|
|
26,788 |
|
Stock-based compensation |
|
1,518 |
|
|
|
1,776 |
|
|
|
8,443 |
|
|
|
8,961 |
|
Change in fair value of
contingent consideration |
|
330 |
|
|
|
(2,367 |
) |
|
|
4,248 |
|
|
|
(1,604 |
) |
Transaction costs |
|
564 |
|
|
|
171 |
|
|
|
1,530 |
|
|
|
1,839 |
|
Restructuring and
impairment |
|
3,471 |
|
|
|
147,402 |
|
|
|
15,318 |
|
|
|
147,402 |
|
Other (income) expense,
net |
|
(875 |
) |
|
|
1,418 |
|
|
|
14 |
|
|
|
953 |
|
Adjusted EBITDA |
$ |
7,848 |
|
|
$ |
29,812 |
|
|
$ |
82,457 |
|
|
$ |
176,373 |
|
|
|
|
|
|
|
|
|
Long-term debt (including
current portion) |
|
|
|
|
$ |
422,808 |
|
|
$ |
457,763 |
|
Less: cash |
|
|
|
|
|
(16,849 |
) |
|
|
(84,648 |
) |
Adjusted long-term net
debt |
|
|
|
|
$ |
405,959 |
|
|
$ |
373,115 |
|
|
|
|
|
|
|
|
|
Pro forma adjusted net debt
leverage ratio |
|
|
|
|
|
4.9 |
x |
|
|
2.1 |
x |
|
About OneWater Marine Inc.
OneWater Marine Inc. is one of the largest and
fastest-growing premium marine retailers in the United States.
OneWater operates a total of 96 retail locations, 10 distribution
centers / warehouses and multiple online marketplaces in 19
different states, several of which are in the top twenty states for
marine retail expenditures. OneWater offers a broad range of
products and services and has diversified revenue streams, which
include the sale of new and pre-owned boats, finance and insurance
products, parts and accessories, maintenance, repair and other
services.
Non-GAAP Financial Measures and Key
Performance Indicators
This press release and our related earnings call
contain certain non-GAAP financial measures, including Adjusted
EBITDA, Adjusted Net Income Attributable to OneWater Marine Inc.,
Adjusted Diluted Earnings Per Share and Adjusted Long-Term Net
Debt, as measures of our operating performance. Management believes
these measures may be useful in performing meaningful comparisons
of past and present operating results, to understand the
performance of the Company’s ongoing operations and how management
views the business. Reconciliations of reported GAAP measures to
adjusted non-GAAP measures are included in the financial schedules
contained in this press release. These measures, however, should
not be construed as an alternative to any other measure of
performance determined in accordance with GAAP. Because our
non-GAAP financial measures may be defined differently by other
companies, our definition of these non-GAAP financial measures may
not be comparable to similarly titled measures of other companies,
thereby diminishing its utility. We have not reconciled non-GAAP
forward-looking measures, including Adjusted EBITDA and adjusted
earnings per diluted share guidance, to their corresponding GAAP
measures due to the high variability and difficulty in making
accurate forecasts and projections, particularly with respect to
change in fair value of contingent consideration and transaction
costs. Change in fair value of contingent consideration and
transaction costs are affected by the acquisition, integration and
post-acquisition performance of our acquirees which is difficult to
predict and subject to change. Accordingly, reconciliations of
forward-looking Adjusted EBITDA and adjusted earnings per diluted
share are not available without unreasonable effort.
Adjusted EBITDA
We define Adjusted EBITDA as net income (loss)
before interest expense – other, income tax (benefit) expense,
depreciation and amortization and other (income) expense, further
adjusted to eliminate the effects of items such as the change in
fair value of contingent consideration, restructuring and
impairment, stock-based compensation and transaction costs. See
reconciliation above.
Our board of directors, management team and
lenders use Adjusted EBITDA to assess our financial performance
because it allows them to compare our operating performance on a
consistent basis across periods by removing the effects of our
capital structure (such as varying levels of interest expense),
asset base (such as depreciation and amortization) and other items
(such as the change in fair value of contingent consideration,
income tax (benefit) expense, restructuring and impairment,
stock-based compensation and transaction costs) that impact the
comparability of financial results from period to period. We
present Adjusted EBITDA because we believe it provides useful
information regarding the factors and trends affecting our business
in addition to measures calculated under GAAP. Adjusted EBITDA is
not a financial measure presented in accordance with GAAP. We
believe that the presentation of this non-GAAP financial measure
will provide useful information to investors and analysts in
assessing our financial performance and results of operations
across reporting periods by excluding items we do not believe are
indicative of our core operating performance.
Adjusted Net (Loss) Income Attributable to
OneWater Marine Inc. and Adjusted Diluted (Loss) Earnings Per
Share
We define Adjusted Net (Loss) Income
Attributable to OneWater Marine Inc. as Net (Loss) Income
Attributable to OneWater Marine Inc. before transaction costs,
intangible amortization, change in fair value of contingent
consideration, restructuring and impairment and other expense
(income), all of which are then adjusted for an allocation to the
non-controlling interest of OneWater Marine Holdings, LLC. Each of
these adjustments are subsequently adjusted for income tax at an
estimated effective tax rate. Management also reports Adjusted
Diluted (Loss) Earnings Per Share which presents all of the
adjustments to Net (Loss) Income Attributable to OneWater Marine
Inc. noted above on a per share basis. See reconciliation
above.
Our board of directors, management team and
lenders use Adjusted Net (Loss) Income Attributable to OneWater
Marine Inc. and Adjusted Diluted (Loss) Earnings Per Share to
assess our financial performance because it allows them to compare
our operating performance on a consistent basis across periods by
removing the effects of unusual or one time charges and other items
(such as the change in fair value of contingent consideration,
intangible amortization, restructuring and impairment, transaction
costs and other expense (income)) that impact the comparability of
financial results from period to period. We present these metrics
because we believe they provide useful information regarding the
factors and trends affecting our business in addition to measures
calculated under GAAP. Adjusted Net (Loss) Income Attributable to
OneWater Marine Inc. and Adjusted Diluted (Loss) Earnings Per Share
are not financial measures presented in accordance with GAAP. We
believe that the presentation of these non-GAAP financial measures
will provide useful information to investors and analysts in
assessing our financial performance and results of operations
across reporting periods by excluding items we do not believe are
indicative of our core operating performance.
Adjusted Long-Term Net Debt
We define Adjusted Long-Term Net Debt as
long-term debt (including current portion) less cash. We consider,
and we believe certain investors and analysts consider, adjusted
long-term net debt, as well as adjusted long-term net debt divided
by trailing twelve-month Adjusted EBITDA, to be an indicator of our
financial leverage.
Same-Store Sales
We define same-store sales as sales from our
Dealership segment, excluding new and acquired stores. New and
acquired stores become eligible for inclusion in the comparable
store base at the end of the store’s thirteenth month of operations
under our ownership and revenues are only included for identical
months in the same-store base periods. Stores relocated within an
existing market remain in the comparable store base for all
periods. Additionally, amounts related to closed or sold stores are
excluded from each comparative base period. We use same-store sales
to assess the organic growth of our Dealership segment revenue. We
believe that our assessment on a same-store basis represents an
important indicator of comparative financial results and provides
relevant information to assess our performance.
Cautionary Statement Concerning
Forward-Looking Statements
This press release and statements made during
the above referenced conference call may contain “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, including regarding our strategy, future
operations, financial position, prospects, plans and objectives of
management, growth rate and its expectations regarding future
revenue, operating income or loss or earnings or loss per share. In
some cases, you can identify forward-looking statements because
they contain words such as “may,” “will,” “will be,” “will likely
result,” “should,” “expects,” “plans,” “anticipates,” “could,”
“would,” “foresees,” “intends,” “target,” “projects,”
“contemplates,” “believes,” “estimates,” “predicts,” “potential,”
“outlook” or “continue” or the negative of these words or other
similar terms or expressions that concern our expectations,
strategy, plans or intentions. These forward-looking statements are
not guarantees of future performance, but are based on management’s
current expectations, assumptions and beliefs concerning future
developments and their potential effect on us, which are inherently
subject to uncertainties, risks and changes in circumstances that
are difficult to predict. Our expectations expressed or implied in
these forward-looking statements may not turn out to be
correct.
Important factors, some of which are beyond our
control, that could cause actual results to differ materially from
our historical results or those expressed or implied by these
forward-looking statements include the following: changes in demand
for our products and services, the seasonality and volatility of
the boat industry, effects of industry wide supply chain challenges
including a heightened inflationary environment and our ability to
maintain adequate inventory, fluctuation in interest rates, adverse
weather events, our acquisition and business strategies, the
inability to comply with the financial and other covenants and
metrics in our credit facilities, cash flow and access to capital,
effects of a global pandemic on the Company’s business, risks
related to the ability to realize the anticipated benefits of any
proposed acquisitions, including the risk that proposed
acquisitions will not be integrated successfully, the timing of
development expenditures, and other risks. More information on
these risks and other potential factors that could affect our
financial results is included in our filings with the Securities
and Exchange Commission, including in the “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and
Results of Operations” sections of our Annual Report on Form 10-K
for the fiscal year ended September 30, 2023 and in our
subsequently filed Quarterly Reports on Form 10-Q, each of which is
on file with the SEC and available from OneWater Marine’s website
at www.onewatermarine.com under the “Investors” tab, and in other
documents OneWater Marine files with the SEC. Any forward-looking
statement speaks only as of the date as of which such statement is
made, and, except as required by law, we undertake no obligation to
update or revise publicly any forward-looking statements, whether
because of new information, future events, or otherwise.
Investor or Media Contact:Jack
EzzellChief Financial OfficerIR@OneWaterMarine.com
OneWater Marine (NASDAQ:ONEW)
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