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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):
December 4, 2023
Purple Innovation, Inc.
(Exact Name of Registrant as Specified in its
Charter)
Delaware |
|
001-37523 |
|
47-4078206 |
(State of Incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
4100 North Chapel Ridge Rd., Suite 200 |
|
|
Lehi, Utah |
|
84043 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (801) 756-2600
(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-commencements 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 |
Class A Common Stock, par value $0.0001 per share |
|
PRPL |
|
The NASDAQ Stock Market LLC |
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 7.01 REGULATION FD DISCLOSURE
On December 4, 2023, Purple Innovation, Inc. (the
“Company) issued a press release (“Press Release”) announcing year-over-year sales results for the Black Friday through
Cyber Monday period (November 24-27, 2023) and reiterating its 2023 full year outlook.
The Press Release also announces that the Company
is hosting meetings with investors at the Raymond James TMT & Consumer Conference on December 5, 2023, in New York City and at the
ROTH MKM Deer Valley Conference on December 14, 2023, in Deer Valley, Utah.
A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. In addition, a copy of the infographic that
will be used by the Company during its meetings with investors at the Raymond James TMT & Consumer Conference on December 5, 2023,
is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The information furnished under this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as otherwise expressly stated in such
filing.
The information contained in the infographic furnished as Exhibit 99.2 is summary information that is intended to be considered
in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that
the Company may make, by press release or otherwise, from time to time. Except as required by law, the Company undertakes no duty or obligation
to publicly update or revise the information contained in this infographic, although it may do so from time to time. Any such updating
may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
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.
Dated: December 4, 2023 |
PURPLE INNOVATION, INC. |
|
|
|
|
By: |
/s/ Todd Vogensen |
|
|
Todd Vogensen |
|
|
Chief Financial Officer |
2
Exhibit 99.1
Purple Announces Positive Black Friday/Cyber
Monday Weekend Selling Period and Reiterates 2023 Full Year Outlook Ahead of Investor Conferences
Company Participating in
Raymond James TMT & Consumer Conference on December 5 and ROTH MKM Deer Valley Conference on December 14
Lehi, Utah, December 4, 2023 – Purple
Innovation, Inc. (NASDAQ: PRPL) (“Purple”), a comfort innovation company known for creating the “World’s First
No Pressure® Mattress,” today announced positive year-over-year sales results for the Black Friday through Cyber
Monday period (November 24-27, 2023) and reiterated its 2023 full year outlook.
“The momentum that has been building in our business since the
launch of our Path to Premium Sleep strategy earlier this year has accelerated in the fourth quarter, most notably over the key Black
Friday / Cyber Monday long weekend,” said Chief Executive Officer Rob DeMartini. “This was the first key holiday selling period
when our new product portfolio and enhanced brand positioning were fully deployed across all distribution channels and all doors, and
the results were positive. For the four days following Thanksgiving, we achieved high teens and high single-digit sales gains in our showroom
channel and our eCommerce channel, respectively, and the sell-through feedback we received from our wholesale partners indicate that our
balance of share was up meaningfully. Importantly, overall demand for our highest priced mattresses was strong, underscoring the traction
we are making evolving Purple into a formidable player in the premium and luxury sleep space.”
While the Company is pleased with the positive quarter to-date results
the category remains challenged, therefore the Company is reiterating its full year outlook. For 2023, Purple still expects net revenue
to be in the range of $510 to $520 million and negative adjusted EBITDA between $(65) million and $(55) million.
The Company also announced it is hosting meetings with investors at
the Raymond James TMT & Consumer Conference on December 5, 2023 in New York City and at the ROTH MKM Deer Valley Conference on December
14 in Deer Valley, Utah.
About Purple
Purple, the leading premium mattress
company with the #1 Gel Grid technology in the world, the GelFlex® Grid, thoughtfully
engineers products that make restorative sleep effortless for every kind of sleeper. The result of over 30 years of innovation and in
comfort technologies, Purple’s GelFlex Grid is the most significant advancement in mattresses in decades and is proven to reduce aches
and pains. It instantly adapts as you move, balances temperature, relieves pressure and offers support in all the right places. Purple
products, including mattresses, pillows, cushions, frames, sheets, and more, can be found online at Purple.com, in 57 Purple stores
and over 3,000 retailers nationwide. Sleep Better. Live Purple.
Forward Looking Statements
Certain statements made in this release that are not historical facts are “forward looking statements” within the meaning
of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking
statements include but are not limited to statements relating to our expected financial and operating results for the full year 2023,
including net revenue and Adjusted EBITDA. Statements based on historical data are not intended and should not be understood to indicate
the Company’s expectations regarding future events. Forward-looking statements provide current expectations or forecasts of future
events or determinations. These forward-looking statements are not guarantees of future performance, conditions or results, and involve
a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s
control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Factors
that could influence the realization of forward-looking statements include, among others: changes in economic, financial and end-market
conditions in the markets in which we operate; fluctuations in raw material prices and cost of labor; the financial condition of our customers
and suppliers; competitive pressures, including the need for technology improvement, successful new product development and introduction;
changes in consumer demand, including pullbacks in consumer spending; disruptions to our manufacturing processes; and the risk factors
outlined in the “Risk Factors” section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission
(the “SEC”) on March 22, 2023 as amended on Form 10-K/A filed with the SEC on May 1, 2023, and in our other filings made with
the SEC. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
Investor Contact:
Brendon Frey, ICR
brendon.frey@icrinc.com
203-682-8200
Exhibit 99.2
v3.23.3
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