Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jul. 03, 2022 | Aug. 06, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001822928 | |
Entity Registrant Name | Holley Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 03, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-39599 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-1727560 | |
Entity Address, Address Line One | 1801 Russellville Road | |
Entity Address, City or Town | Bowling Green | |
Entity Address, State or Province | KY | |
Entity Address, Postal Zip Code | 42101 | |
City Area Code | 270 | |
Local Phone Number | 782-2900 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 118,026,472 | |
Warrant [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase common stock | |
Trading Symbol | HLLY WS | |
Security Exchange Name | NYSE | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 | |
Trading Symbol | HLLY | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 30,555 | $ 36,325 |
Accounts receivable, less allowance for credit losses of $1,269 and $1,387, respectively | 58,222 | 51,390 |
Inventory | 214,867 | 185,040 |
Prepaids and other current assets | 16,881 | 18,962 |
Total current assets | 320,525 | 291,717 |
Property, plant, and equipment, net | 56,009 | 51,495 |
Goodwill | 417,339 | 411,383 |
Other intangibles assets, net | 434,120 | 438,461 |
Right-of-use assets | 32,762 | 0 |
Total assets | 1,260,755 | 1,193,056 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 39,648 | 45,708 |
Accrued interest | 3,843 | 3,359 |
Accrued liabilities | 41,051 | 34,853 |
Current portion of long-term debt | 6,300 | 7,875 |
Total current liabilities | 90,842 | 91,795 |
Long-term debt, net of current portion | 636,756 | 637,673 |
Warrant liability | 40,352 | 61,293 |
Earn-out liability | 10,054 | 26,596 |
Deferred taxes | 68,955 | 70,045 |
Other noncurrent liabilities | 29,429 | 1,167 |
Total liabilities | 876,388 | 888,569 |
Commitments and contingencies (Refer to Note 16 - Commitments and Contingencies) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding as of July 3, 2022 and December 31, 2021 | 0 | 0 |
Common stock, $0.0001 par value, 550,000,000 shares authorized, 116,932,722 and 115,805,639 shares issued and outstanding as of July 3, 2022 and December 31, 2021, respectively | 12 | 12 |
Additional paid-in capital | 351,422 | 329,705 |
Accumulated other comprehensive gain (loss) | 486 | (256) |
Retained earnings (accumulated deficit) | 32,447 | (24,974) |
Total stockholders' equity | 384,367 | 304,487 |
Total liabilities and stockholders' equity | $ 1,260,755 | $ 1,193,056 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Accounts Receivable, Allowance for Credit Loss, Current | $ 1,269 | $ 1,387 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized (in shares) | 550,000,000 | 550,000,000 |
Common Stock, Shares, Issued (in shares) | 116,932,722 | 115,805,639 |
Common Stock, Shares, Outstanding (in shares) | 116,932,722 | 115,805,639 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Net sales | $ 179,420 | $ 193,041 | $ 379,475 | $ 353,373 |
Cost of goods sold | 104,132 | 111,841 | 221,466 | 206,494 |
Gross profit | 75,288 | 81,200 | 158,009 | 146,879 |
Selling, general, and administrative | 36,269 | 26,190 | 70,611 | 50,202 |
Research and development costs | 8,196 | 7,065 | 16,357 | 13,034 |
Amortization of intangible assets | 3,662 | 3,502 | 7,323 | 6,838 |
Acquisition and restructuring costs | 1,691 | 2,676 | 1,981 | 21,509 |
Related party acquisition and management fee costs | 0 | 1,658 | 0 | 2,539 |
Other operating expense (income) | 325 | 47 | 547 | (86) |
Total operating expense | 50,143 | 41,138 | 96,819 | 94,036 |
Operating income | 25,145 | 40,062 | 61,190 | 52,843 |
Decrease in warrant liability | (23,168) | 0 | (20,941) | 0 |
Increase in acquisition contingent consideration payable | (4,234) | 0 | (1,853) | 0 |
Interest expense | (8,961) | (11,174) | (16,352) | (21,245) |
Total non-operating (income) expense | (18,441) | 11,174 | (6,442) | 21,245 |
Income before income taxes | 43,586 | 28,888 | 67,632 | 31,598 |
Income tax expense | 3,023 | 5,790 | 10,211 | 10,556 |
Net income | 40,563 | 23,098 | 57,421 | 21,042 |
Comprehensive income: | ||||
Foreign currency translation adjustment | 501 | 35 | 742 | 19 |
Total comprehensive income | $ 41,064 | $ 23,133 | $ 58,163 | $ 21,061 |
Common Share Data: | ||||
Weighted average common shares outstanding - basic (in shares) | 116,931,623 | 67,673,884 | 116,398,177 | 67,673,884 |
Weighted average common shares outstanding - diluted (in shares) | 117,114,553 | 67,673,884 | 117,343,975 | 67,673,884 |
Basic net income per share (in dollars per share) | $ 0.35 | $ 0.34 | $ 0.49 | $ 0.31 |
Diluted net income per share (in dollars per share) | $ 0.35 | $ 0.34 | $ 0.31 | $ 0.31 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Previously Reported [Member] Common Stock [Member] | Previously Reported [Member] Additional Paid-in Capital [Member] | Previously Reported [Member] AOCI Attributable to Parent [Member] | Previously Reported [Member] Retained Earnings [Member] | Previously Reported [Member] | Revision of Prior Period, Adjustment [Member] Common Stock [Member] | Revision of Prior Period, Adjustment [Member] Additional Paid-in Capital [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 100 | 67,673,784 | 67,673,884 | |||||||||
Balance at Dec. 31, 2020 | $ 238,890 | $ (674) | $ 2,165 | $ 240,381 | $ 7 | $ (7) | $ 7 | $ 238,883 | $ (674) | $ 2,165 | $ 240,381 | |
Net loss | 0 | 0 | 0 | (2,056) | (2,056) | |||||||
Equity compensation | 0 | 131 | 0 | 0 | 131 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | (16) | 0 | (16) | |||||||
Balance (in shares) at Mar. 28, 2021 | 67,673,884 | |||||||||||
Balance at Mar. 28, 2021 | $ 7 | 239,014 | (690) | 109 | 238,440 | |||||||
Balance (in shares) at Dec. 31, 2020 | 100 | 67,673,784 | 67,673,884 | |||||||||
Balance at Dec. 31, 2020 | $ 238,890 | $ (674) | $ 2,165 | $ 240,381 | $ 7 | $ (7) | $ 7 | 238,883 | (674) | 2,165 | 240,381 | |
Net loss | 21,042 | |||||||||||
Foreign currency translation adjustment | 19 | |||||||||||
Balance (in shares) at Jun. 27, 2021 | 67,673,884 | |||||||||||
Balance at Jun. 27, 2021 | $ 7 | 239,145 | (655) | 23,207 | 261,704 | |||||||
Balance (in shares) at Mar. 28, 2021 | 67,673,884 | |||||||||||
Balance at Mar. 28, 2021 | $ 7 | 239,014 | (690) | 109 | 238,440 | |||||||
Net loss | 0 | 0 | 0 | 23,098 | 23,098 | |||||||
Equity compensation | 0 | 131 | 0 | 0 | 131 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | 35 | 0 | 35 | |||||||
Balance (in shares) at Jun. 27, 2021 | 67,673,884 | |||||||||||
Balance at Jun. 27, 2021 | $ 7 | 239,145 | (655) | 23,207 | 261,704 | |||||||
Balance (in shares) at Dec. 31, 2021 | 115,805,639 | |||||||||||
Balance at Dec. 31, 2021 | $ 12 | 329,705 | (256) | (24,974) | 304,487 | |||||||
Net loss | 0 | 0 | 0 | 16,858 | 16,858 | |||||||
Equity compensation | 0 | 3,162 | 0 | 0 | 3,162 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | 241 | 0 | 241 | |||||||
Issuance of earn-out shares (in shares) | 1,093,750 | |||||||||||
Issuance of earn-out shares | $ 0 | 14,689 | 0 | 0 | 14,689 | |||||||
Balance (in shares) at Apr. 03, 2022 | 116,899,389 | |||||||||||
Balance at Apr. 03, 2022 | $ 12 | 347,556 | (15) | (8,116) | 339,437 | |||||||
Balance (in shares) at Dec. 31, 2021 | 115,805,639 | |||||||||||
Balance at Dec. 31, 2021 | $ 12 | 329,705 | (256) | (24,974) | 304,487 | |||||||
Net loss | 57,421 | |||||||||||
Foreign currency translation adjustment | 742 | |||||||||||
Balance (in shares) at Jul. 03, 2022 | 116,932,722 | |||||||||||
Balance at Jul. 03, 2022 | $ 12 | 351,422 | 486 | 32,447 | 384,367 | |||||||
Balance (in shares) at Apr. 03, 2022 | 116,899,389 | |||||||||||
Balance at Apr. 03, 2022 | $ 12 | 347,556 | (15) | (8,116) | 339,437 | |||||||
Net loss | 0 | 0 | 0 | 40,563 | 40,563 | |||||||
Equity compensation | 0 | 3,483 | 0 | 0 | 3,483 | |||||||
Foreign currency translation adjustment | $ 0 | 0 | 501 | 0 | 501 | |||||||
Warrants exercised (in shares) | 33,333 | |||||||||||
Warrants exercised | $ 0 | 383 | 0 | 0 | 383 | |||||||
Balance (in shares) at Jul. 03, 2022 | 116,932,722 | |||||||||||
Balance at Jul. 03, 2022 | $ 12 | $ 351,422 | $ 486 | $ 32,447 | $ 384,367 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2022 | Jun. 27, 2021 | |
OPERATING ACTIVITIES | ||
Net income | $ 57,421 | $ 21,042 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation | 4,663 | 4,453 |
Amortization of intangible assets | 7,323 | 6,838 |
Amortization of deferred loan costs | 846 | 1,955 |
Amortization of right of use assets | 2,753 | 0 |
Gain on termination of leases | (279) | 0 |
Decrease in warrant liability | (20,941) | 0 |
Increase in acquisition contingent consideration payable | (1,853) | 0 |
Equity compensation | 6,645 | 262 |
Change in deferred taxes | (1,090) | 1,188 |
Loss (gain) on disposal of property, plant and equipment | 336 | (282) |
Provision for inventory reserves | 2,787 | 3,173 |
Provision for credit losses | 145 | 410 |
Accounts receivable | (6,343) | (12,457) |
Inventories | (29,483) | (708) |
Prepaids and other current assets | 3,838 | (2,295) |
Accounts payable | (5,778) | 6,038 |
Accrued interest | 484 | (901) |
Accrued and other liabilities | (643) | 508 |
Net cash provided by operating activities | 20,831 | 46,397 |
INVESTING ACTIVITIES | ||
Capital expenditures | (9,609) | (7,141) |
Proceeds from the disposal of fixed assets | 244 | 285 |
Cash paid for acquisitions, net | (14,077) | (54,011) |
Net cash used in investing activities | (23,442) | (60,867) |
FINANCING ACTIVITIES | ||
Proceeds from long-term debt | 27,000 | 0 |
Proceeds from issuance of common stock in connection with the exercise of warrants | 383 | 0 |
Net cash used in financing activities | (2,716) | (1,539) |
Effect of foreign currency rate fluctuations on cash | (443) | 0 |
Net change in cash and cash equivalents | (5,770) | (16,009) |
Cash and cash equivalents: | ||
Beginning of period | 36,325 | 71,674 |
End of period | 30,555 | 55,665 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 16,005 | 20,191 |
Cash paid for income taxes | 4,276 | 7,182 |
Empower Sponsor Holdings LLC [Member] | ||
Supplemental disclosures of cash flow information: | ||
Earn-out shares issued to Empower Sponsor Holdings LLC | 14,689 | 0 |
Principal Payment [Member] | ||
FINANCING ACTIVITIES | ||
Net change under long-term debt | (5,099) | (1,539) |
Revolving Credit Facility [Member] | ||
FINANCING ACTIVITIES | ||
Net change under long-term debt | (25,000) | 0 |
Empower Sponsor Holdings LLC [Member] | ||
Adjustments to reconcile net income to net cash from operating activities: | ||
Increase in acquisition contingent consideration payable | (1,853) | 0 |
Simpson Safety Solutions, Inc [Member] | ||
Adjustments to reconcile net income to net cash from operating activities: | ||
Increase in acquisition contingent consideration payable | $ 0 | $ 17,173 |
Note 1 - Description of the Bus
Note 1 - Description of the Business, Basis of Presentation, and Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Description of the Business, Basis of Presentation, and Summary of Significant Accounting Policies Holley Inc., a Delaware corporation headquartered in Bowling Green, Kentucky (the “Company” or “Holley”), conducts operations through its wholly-owned subsidiaries. These operating subsidiaries are comprised of Holley Performance Products Inc. (“Holley Performance”), Hot Rod Brands, Inc. (“Hot Rod Brands”), Simpson Safety Solutions, Inc., B&M Racing and Performance Products, Inc., and Speedshop.com, Inc. Investment funds managed by Sentinel Capital Partners hold a controlling interest in Holley. On July 16, 2021, ( March 11, 2021 ( 2, Business Combination and Acquisitions, Holley Intermediate, the predecessor to Holley, was incorporated on October 25, 2018 Emerging Growth Company Status Section 102 1 Risks and Uncertainties COVID- 19 19 not 19 19 19, not not may Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP" or “GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2021 March 15, 2022 10 not The Company operates on a calendar year that ends on December 31, 2022 2021 three six July 3, 2022 June 27, 2021 13 26 Principles of Consolidation These unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Summary of Significant Accounting Policies The following are updates to the significant accounting policies described in our audited consolidated financial statements as of and for the year ended December 31, 2021 Leases Operating lease right of use (ROU) assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. The Company's leases may not not not twelve not 14, "Lease Commitments," Warrants The Company accounts for warrants to purchase its common stock as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, 480” 815, 815” 480, 480, 815, If a warrant does not not 7, "Common Stock Warrants," 8, "Fair Value Measurements," Recent Accounting Pronouncements Accounting Standards Recently Adopted In February 2016, 2016 02, 842 12 January 1, 2022, January 1, 2022 not not not 14, "Lease Commitments," In August 2018, 2018 14, 715 20 2019 12 January 1, 2022. not In December 2019, 2019 12, 740 740 2019 12 January 1, 2022. not In August 2020, 2020 06, 470 20 2020 06 may 2020 06 January 1, 2022. not Accounting Standards Not In October 2021, 2021 08, 805 606 No. 2021 08 606. 2021 08 December 15, 2022, In March 2020, 2020 04, 848 2020 04 March 12, 2020 December 31, 2022. July 3, 2022 not 2020 04. 2020 04 |
Note 2 - Business Combination a
Note 2 - Business Combination and Acquisitions | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 2. BUSINESS COMBINATION AND ACQUISITIONS BUSINESS COMBINATION On July 16, 2021, Pursuant to the Merger Agreement, at the Closing, all outstanding shares of Holley Intermediate common stock as of immediately prior to the effective time of Merger I were cancelled and Holley Parent Holdings, LLC, the sole stockholder of Holley Intermediate (the “Holley Stockholder” or “Parent”), received $264,718 in cash and 67,673,884 shares of common stock (at a deemed value of $10.00 per share). The Company’s common stock is listed on the New York Stock Exchange (the "NYSE") under the symbol “HLLY.” In connection with the Business Combination, a number of subscribers purchased from the Company an aggregate of 24,000,000 shares of common stock (the “PIPE”), for a purchase price of $10.00 per share, or $240,000 in the aggregate. Per the Merger Agreement, $100,000 of the PIPE proceeds were used to partially pay off Holley’s debt. Pursuant to the Amended and Restated Forward Purchase Agreement (“A&R FPA”), at the Closing, 5,000,000 shares of the Company’s common stock and 1,666,667 warrants were issued to certain investors for an aggregate purchase price of $50,000. Pursuant to the A&R FPA, each warrant entitles the holder to purchase one The Company also assumed 8,333,310 Public Warrants and 4,666,667 private placement warrants (the “Private Warrants”, and together with the Public Warrants, the “Warrants”) upon the Business Combination, all of which were issued in connection with Empower’s initial public offering. Each Warrant represents the right to purchase one October 9, 2021 ( one July 16, 2026 ( five Additionally, Empower Sponsor Holdings LLC (the "Sponsor") received 2,187,500 shares of the Company’s common stock, which vest in two first first 2022. first not July 16, 2028 ( seven The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP. This determination was primarily based on current shareholders of Holley having a relative majority of the voting power of the Company, the operations of Holley prior to the acquisition comprising the only ongoing operations of the Company, and senior management of Holley comprising the majority of the senior management of the Company. Under this method of accounting, Empower was treated as the acquired company for financial reporting. Accordingly, the Business Combination was accounted for as the equivalent of Holley issuing stock for the net assets of Empower, accompanied by a recapitalization. The net assets of Empower are stated at historical cost, with no ACQUISITIONS During the 26 July 3, 2022, three December 31, 2021 eight The Company accounts for acquisitions using the acquisition method, and accordingly, the purchase price has been allocated based upon the fair value of the assets acquired and liabilities assumed. The valuation of the assets acquired and liabilities assumed is subject to revision. If additional information becomes available, the Company may no one not Purchase price consideration for all acquisitions was paid primarily in cash. All acquisitions were for 100 During the twenty-six July 3, 2022, three may The allocation of the purchase price to the assets acquired and liabilities assumed was based on estimates of the fair value of the net assets as follows: 2022 Accounts receivable $ 959 Inventory 3,481 Property, plant and equipment 275 Other assets 1,132 Tradenames 1,689 Customer relationships 1,512 Goodwill 5,858 Accounts payable (25 ) Accrued liabilities (1,103 ) $ 13,778 The fair value of the acquired customer relationship intangible asset was estimated using the excess earnings approach. The customer relationship intangible asset is being amortized based on the attrition rate of customers which was determined to be 20 years. The fair value of the acquired tradenames intangible asset was estimated using the relief from royalty method, a form of the income approach. The tradenames were determined to have an indefinite life. In 2021, five five may The allocation of the purchase price to the assets acquired and liabilities assumed was based on estimates of the fair value of the net assets as follows: 2021 Measurement 2021 Cash $ 122 $ 122 Accounts receivable 618 618 Inventory 3,975 3,975 Property, plant and equipment 2,274 2,274 Other assets 23 23 Tradenames 2,608 2,608 Customer relationships 2,450 2,450 Goodwill 8,087 (122 ) 7,965 Accounts payable (343 ) (343 ) Accrued liabilities (129 ) 122 (7 ) $ 19,685 $ — $ 19,685 The fair value of the acquired customer relationship intangible assets were estimated using the excess earnings approach. The customer relationship intangible assets are being amortized based on the attrition rate of customers which have an estimated weighted average life of 18 years. The fair value of the acquired tradenames intangible asset was estimated using the relief from royalty method, a form of the income approach. The tradenames were determined to have an indefinite life. The remaining three 2021 Baer, Inc. On December 23, 2021, may The allocation of the purchase price to the assets acquired and liabilities assumed was based on estimates of the fair value of the net assets as follows: December 23, 2021 (as initially reported) Measurement Period Adjustments December 23, 2021 (as adjusted) Accounts receivable $ 627 $ 627 Inventory 1,813 1,813 Property, plant and equipment 695 695 Other assets 76 76 Tradenames 4,630 4,630 Customer relationships 6,075 6,075 Goodwill 8,363 (79 ) 8,284 Accounts payable (81 ) 79 (2 ) Accrued liabilities (28 ) (28 ) $ 22,170 $ — $ 22,170 The fair value of the acquired customer relationship intangible asset was estimated using the excess earnings approach. The customer relationship intangible asset is being amortized based on the attrition rate of customers which was determined to be 20 years. The fair value of the acquired tradenames intangible asset was estimated using the relief from royalty method, a form of the income approach. The tradenames were determined to have an indefinite life. The contractual value of the accounts receivable acquired was $800. Brothers Mail Order Industries, Inc. On December 16, 2021, may The allocation of the purchase price to the assets acquired and liabilities assumed was based on estimates of the fair value of the net assets as follows: December 16, 2021 (as initially reported) Measurement Period Adjustments December 16, 2021 (as adjusted) Accounts receivable $ 22 $ 22 Inventory 1,682 1,682 Property, plant and equipment 20 20 Other assets 13 13 Tradenames 4,975 4,975 Goodwill 19,561 299 19,860 Accounts payable (34 ) (34 ) Accrued liabilities (403 ) (403 ) $ 25,836 $ 299 $ 26,135 The fair value of the acquired tradenames intangible asset was estimated using the relief from royalty method, a form of the income approach. The tradenames were determined to have an indefinite life. The contractual value of the accounts receivable acquired was $22. Advance Engine Management Inc. On April 14, 2021, The determination of the final purchase price allocation to specific assets acquired and liabilities assumed was adjusted to reflect the final fair value estimate of acquired assets and liabilities, as noted below. The allocation of the purchase price to the assets acquired and liabilities assumed was based on estimates of the fair value of the net assets as follows: April 14, 2021 Measurement April 14, 2021 Accounts receivable $ 3,454 $ (61 ) $ 3,393 Inventory 3,892 — 3,892 Property, plant and equipment 1,342 — 1,342 Other assets 493 (91 ) 402 Tradenames 10,760 — 10,760 Customer relationships 14,640 — 14,640 Patents 1,970 — 1,970 Technology intangibles 110 — 110 Goodwill 17,426 (420 ) 17,006 Accounts payable (2,032 ) 110 (1,922 ) Accrued liabilities (489 ) 139 (350 ) $ 51,566 $ (323 ) $ 51,243 The fair value of the acquired customer relationship intangible asset was estimated using the excess earnings approach. The customer relationship intangible asset is being amortized based on the attrition rate of customers which was determined to be 20 years. The fair value of the acquired tradenames and patents intangible assets were estimated using the relief from royalty method, a form of the income approach. The tradenames were determined to have an indefinite life. The patents are being amortized over 13 years based on the weighted average remaining life of the patent portfolio. The contractual value of the accounts receivable acquired was $3,454. |
Note 3 - Inventory
Note 3 - Inventory | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 3. INVENTORY Inventories of the Company consisted of the following: July 3, December 31, 2022 2021 Raw materials $ 61,146 $ 54,818 Work-in-process 26,334 21,728 Finished goods 127,387 108,494 $ 214,867 $ 185,040 |
Note 4 - Property, Plant and Eq
Note 4 - Property, Plant and Equipment, Net | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 4. PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment of the Company consisted of the following: July 3, December 31, 2022 2021 Land $ 3,426 $ 1,330 Buildings and improvements 10,935 10,623 Machinery and equipment 63,367 56,824 Construction in process 12,076 12,859 Total property, plant and equipment 89,804 81,636 Less: accumulated depreciation 33,795 30,141 Property, plant and equipment, net $ 56,009 $ 51,495 The Company’s long-lived assets by geographic locations are as follows: July 3, December 31, 2022 2021 United States $ 54,260 $ 49,547 International 1,749 1,948 Total property, plant and equipment, net $ 56,009 $ 51,495 |
Note 5 - Goodwill and Other Int
Note 5 - Goodwill and Other Intangible Assets | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | 5. GOODWILL AND OTHER INTANGIBLE ASSETS The following presents changes to goodwill for the period indicated: For the twenty-six weeks ended July 3, 2022 Balance at December 31, 2021 $ 411,383 John's acquisition 240 SKC acquisition 1,270 RaceQuip acquisition 4,348 Measurement period adjustments* 98 Balance at July 3, 2022 $ 417,339 * See Note 2, Business Combination and Acquisitions - Acquisitions Goodwill represents the premium paid over the fair value of the net tangible and identifiable intangible assets acquired in the Company's business combinations. The measurement period for the valuation of assets acquired and liabilities assumed ends as soon as information on the facts and circumstances that existed as of the acquisition date becomes available, not 12 may Intangible assets consisted of the following: July 3, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 269,950 $ (38,401 ) $ 231,549 Tradenames 13,775 (4,481 ) 9,294 Technology 26,676 (10,302 ) 16,374 Total finite-lived intangible assets $ 310,401 $ (53,184 ) $ 257,217 Indefinite-lived intangible assets: Tradenames $ 176,903 — $ 176,903 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 268,438 $ (32,662 ) $ 235,776 Tradenames 13,775 (4,119 ) 9,656 Technology 26,675 (9,080 ) 17,595 Total finite-lived intangible assets $ 308,888 $ (45,861 ) $ 263,027 Indefinite-lived intangible assets: Tradenames $ 175,434 — $ 175,434 The following outlines the estimated future amortization expense related to intangible assets held as of July 3, 2022 2022 (excluding the twenty-six weeks ended July 3, 2022) $ 7,372 2023 14,582 2024 13,769 2025 13,739 2026 13,633 Thereafter 194,122 Total $ 257,217 |
Note 6 - Debt
Note 6 - Debt | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 6. DEBT Debt of the Company consisted of the following: July 3, December 31, 2022 2021 First lien term loan due November 17, 2028 $ 652,350 $ 630,000 Revolver — 25,000 Other 3,124 3,812 Less unamortized debt issuance costs (12,418 ) (13,264 ) 643,056 645,548 Less current portion of long-term debt (6,300 ) (7,875 ) $ 636,756 $ 637,673 On November 18, 2021, seven $600,000 first five The proceeds of any delayed draw loans made after closing were available to the Company to finance acquisitions. As of July 3, 2022 $57,000 May 2022. The revolving credit facility includes a letter of credit facility in the amount of $10,000, pursuant to which letters of credit may may July 3, 2022 Proceeds from the new credit facility were used to repay in full the Company’s obligations under its existing first second The first $1,575 September 30, 2028 November 17, 2028. December 31, 2022, Amounts outstanding under the new credit facility will accrue interest at a rate equal to either the London Interbank Offering Rate ("LIBOR") or base rate, at the Company's election, plus a specified margin. In the case of revolving credit loans and letter of credit fees, the specified margin is based on the Company's Total Leverage Ratio, as defined in the Credit Agreement. Commitment fees payable under the revolving credit facility are based on the Company's Total Leverage Ratio. At July 3, 2022 Obligations under the Credit Agreement are secured by substantially all of the Company’s assets. The Credit Agreement includes representations and warranties and affirmative and negative covenants customary for financings of this type, including, but not not July 3, 2022 Some of the lenders that are parties to the Credit Agreement, and their respective affiliates, have various relationships with the Company in the ordinary course of business involving the provision of financial services, including cash management, commercial banking, investment banking or other services. Future maturities of long-term debt and amortization of debt issuance costs as of July 3, 2022 2022 (excluding the twenty-six weeks ended July 3, 2022) $ 3,563 $ 867 2023 7,132 1,782 2024 7,140 1,690 2025 7,335 1,909 2026 6,300 1,980 Thereafter 624,004 4,190 $ 655,474 $ 12,418 |
Note 7 - Common Stock Warrants
Note 7 - Common Stock Warrants | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Warrant Liability [Text Block] | 7. COMMON STOCK WARRANTS Upon the Closing, there were 14,666,644 Warrants, consisting of 9,999,977 Public Warrants and 4,666,667 Private Warrants, outstanding to purchase shares of the Company's common stock that were issued by Empower prior to the Business Combination. Each warrant entitles the registered holder to purchase one October 9, 2021 ( one may July 16, 2026, five The Company may 30 30 Further, the Company may 30 may During any period when the Company has failed to maintain an effective registration statement, warrant holders may 3 9 not In April 2022, The Company’s Warrants are accounted for as a liability in accordance with ASC 815 40 July 3, 2022 13 26 July 3, 2022 |
Note 8 - Fair Value Measurement
Note 8 - Fair Value Measurements | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 8. FAIR VALUE MEASUREMENTS The Company’s financial liabilities subject to fair value measurement on a recurring basis and the level of inputs used for such measurements were as follows: Fair Value Measured as of July 3, 2022 Level 1 Level 2 Level 3 Total Liabilities included in: Warrant liability (Public) $ 26,212 $ — $ — $ 26,212 Warrant liability (Private) — — 14,140 14,140 Earn-out liability — — 10,054 10,054 Total fair value $ 26,212 $ — $ 24,194 $ 50,406 Fair Value Measured as of December 31, 2021 Level 1 Level 2 Level 3 Total Liabilities included in: Warrant liability (Public) $ 39,500 $ — $ — $ 39,500 Warrant liability (Private) — — 21,793 21,793 Earn-out liability — — 26,596 26,596 Total fair value $ 39,500 $ — $ 48,389 $ 87,889 As of July 3, 2022 2, Business Combination and Acquisitions, not 3 3 1 The fair value of private warrants was estimated as of the measurement date using the Monte Carlo simulation model with the following assumptions: July 3, December 31, 2022 2021 Valuation date price $ 10.98 $ 12.99 Strike price $ 11.50 $ 11.50 Remaining life (in years) 4.04 4.54 Expected dividend $ — $ — Risk-free interest rate 2.83 % 1.19 % Price threshold $ 18.00 $ 18.00 The fair value of the earn-out liability was estimated as of the measurement date using the Monte Carlo simulation model with the following assumptions: July 3, December 31, 2022 2021 Valuation date price $ 10.98 $ 12.99 Expected term (in years) 6.04 6.54 Expected volatility 39.78 % 40.59 % Risk-free interest rate 2.86 % 1.40 % Price hurdle 1 not applicable $ 13.00 Price hurdle 2 $ 15.00 $ 15.00 As of July 3, 2022 December 31, 2021 3 The reconciliation of changes in Level 3 26 July 3, 2022 For the twenty-six weeks ended July 3, 2022 Private Warrants Earn-Out Liability Total Balance at December 31, 2021 $ 21,793 $ 26,596 $ 48,389 Liabilities reclassed to equity — (14,689 ) (14,689 ) Losses included in earnings (7,653 ) (1,853 ) (9,506 ) Balance at July 3, 2022 $ 14,140 $ 10,054 $ 24,194 |
Note 9 - Revenue
Note 9 - Revenue | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 9. REVENUE The principal activity from which the Company generates its revenue is the manufacturing and distribution of after-market automotive parts for its customers, comprised of resellers and end users. The Company recognizes revenue at a point in time, rather than over time, as the performance obligation is satisfied when customer obtains control of the product upon title transfer and not The Company collects sales tax and other taxes concurrent with revenue-producing activities which are excluded from revenue. Shipping and handling costs incurred after control of the product is transferred to our customers are treated as fulfillment costs and not The Company allows customers to return products when certain Company-established criteria are met. These sales returns are recorded as a charge against gross sales in the period in which the related sales are recognized, net of returns to stock. Returned products, which are recorded as inventories, are valued at the lower of cost or net realizable value. The physical condition and marketability of the returned products are the major factors considered in estimating realizable value. The Company also estimates expected sales returns and records the necessary adjustment as a charge against gross sales. The Company’s payment terms with customers are customary and vary by customer and geography but typically range from 30 365 one not one 16 The following table summarizes total revenue by product category. The Company's product category definitions have been revised by management in 2022. no For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Electronic systems $ 71,060 $ 87,195 $ 157,206 $ 157,934 Mechanical systems 44,206 42,042 90,048 78,131 Exhaust 18,037 23,042 37,369 43,342 Accessories 28,353 22,508 57,099 39,941 Safety 17,764 18,254 37,753 34,025 Total sales $ 179,420 $ 193,041 $ 379,475 $ 353,373 The following table summarizes total revenue based on geographic location from which the product is shipped: For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 United States $ 173,514 $ 187,993 $ 369,573 $ 345,570 Italy 5,906 5,048 9,902 7,803 Total sales $ 179,420 $ 193,041 $ 379,475 $ 353,373 |
Note 10 - Income Taxes
Note 10 - Income Taxes | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 10. INCOME TAXES The Company's effective income tax rate is based on expected income, statutory rates and tax planning opportunities available in the various jurisdictions in which it operates. For interim financial reporting, the Company estimates the annual income tax rate based on projected taxable income for the full year and records a quarterly income tax provision or benefit in accordance with the anticipated annual rate. The Company refines the estimates of the year's taxable income as new information becomes available, including actual year-to-date financial results. This continual estimation process often results in a change to the expected effective income tax rate for the year. When this occurs, the Company adjusts the income tax provision during the quarter in which the change in estimate occurs so that the year-to-date provision reflects the expected income tax rate. Significant judgment is required in determining the effective tax rate and in evaluating tax positions. For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Income tax expense $ 3,023 $ 5,790 $ 10,211 $ 10,556 Effective tax rates 6.9 % 20.0 % 15.1 % 33.4 % For the 13 July 3, 2022 13 June 27, 2021 For the 26 July 3, 2022 26 June 27, 2021 2020 |
Note 11 - Earnings Per Share
Note 11 - Earnings Per Share | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 11. EARNINGS PER SHARE The following table sets forth the calculation of basic and diluted earnings per share: For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Numerator: Net income - basic $ 40,563 $ 23,098 $ 57,421 $ 21,042 Less: fair value adjustment for warrants — — (20,941 ) — Net income - diluted $ 40,563 $ 23,098 $ 36,480 $ 21,042 Denominator: Weighted average common shares outstanding - basic 116,931,623 67,673,884 116,398,177 67,673,884 Dilutive effect of potential common shares from RSUs 182,930 — 177,642 — Dilutive effect of potential common shares from warrants — — 768,156 — Weighted average common shares outstanding - diluted 117,114,553 67,673,884 117,343,975 67,673,884 Earnings per share: Basic $ 0.35 $ 0.34 $ 0.49 $ 0.31 Diluted $ 0.35 $ 0.34 $ 0.31 $ 0.31 The following outstanding shares of common stock equivalents were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive. Warrants to purchase shares of common stock having an exercise price greater than the average share market price for the thirteen July 3, 2022 For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Anti-dilutive shares excluded from calculation of diluted EPS: Warrants 14,633,311 — — — Stock options 1,960,708 — 1,960,708 — Restricted stock units 220,051 — 220,051 — Earn-out shares 1,093,750 — 1,093,750 — Total anti-dilutive shares 17,907,820 — 3,274,509 — |
Note 12 - Benefit Plans
Note 12 - Benefit Plans | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Defined Benefit Plan [Text Block] | 12. BENEFIT PLANS The Company has a defined benefit pension plan (the “Plan”) for its employees. On January 28, 2022, March 31, 2022. not fourth 2022. third The following summarizes the components of net periodic benefit cost for the Plan: For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Components of expense: Service cost $ 27 $ 36 $ 54 $ 36 Interest cost 32 38 64 38 Expected return on plan assets (52 ) (61 ) (104 ) (61 ) Amortization of net loss — 5 — 5 Net periodic benefit cost $ 7 $ 18 $ 14 $ 18 The Company made matching contributions totaling $1,156 and $526 to our 401 13 July 3, 2022 June 27, 2021 401 26 July 3, 2022 June 27, 2021 The Company made no contributions and contributions of $98 to the Plan during the 13 July 3, 2022 June 27, 2021 26 July 3, 2022 June 27, 2021 |
Note 13 - Equity-based Compensa
Note 13 - Equity-based Compensation Plans | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Shareholders' Equity and Share-Based Payments [Text Block] | 13. EQUITY-BASED COMPENSATION PLANS In 2021, 2021 “2021 2021 July 3, 2022 2021 Equity-based compensation expense included the following components: For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Stock options $ 652 $ — $ 1,205 $ — Restricted stock units 1,350 — 2,533 — Profit interest units 1,481 131 2,907 262 All equity-based compensation expense is recorded in selling, general and administrative costs in the condensed consolidated statements of comprehensive income. Stock Options Stock option grants have an exercise price at least equal to the market value of the underlying common stock on the date of grant, have ten three not February 15, 2022 May 6, 2022, $4.32 Granted Feb. 15, 2022 Granted May 6, 2022 Weighted-average expected term 6.0 6.0 Expected volatility 36.0 % 40.0 % Expected dividend $ — $ — Risk-free interest rate 1.98 % 3.06 % The expected term has been estimated using a simplified method, which calculates the expected term as the mid-point between the vesting date and the contractual life of the awards since the Company does not zero not Compensation expense for stock options is recorded based on straight-line amortization of the grant date fair value over the requisite service period. As of July 3, 2022 Restricted Stock Units Restricted stock units (“RSUs”) vest ratably over one three February 15, 2022 May 6, 2022, May 11, 2022, July 3, 2022 Profit Interest Units The Holley Stockholder has authorized an incentive pool of 41.4 million units of Parent, which are designated as PIUs, that its management has the right to grant to certain employees of the Company. As of July 3, 2022 no no As of July 3, 2022 $6,578 of 1.2 years. |
Note 14 - Lease Commitments
Note 14 - Lease Commitments | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 14. LEASE COMMITMENTS On January 1, 2022, 842 2018 11. not Under the transition option elected by the Company, ASC 842 840, 842: • not not not • to account for the lease and non-lease components as a single lease component for all of the Company's leases; and • to apply accounting similar to Topic 840 The Company leases retail stores, manufacturing, distribution, engineering, and research and development facilities, office space, equipment, and automobiles under operating lease agreements. Leases have remaining lease terms of one The following table summarizes operating lease assets and obligations: July 3, 2022 Assets: Operating right of use assets $ 32,762 Liabilities: Current operating lease liabilities $ 5,006 Long-term lease liabilities 28,225 Total lease liabilities $ 33,231 The following summarizes the components of operating lease expense and provides supplemental cash flow information for operating leases: For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 July 3, 2022 Components of lease expense: Operating lease expense $ 1,482 $ 3,901 Short-term lease expense 642 1,250 Variable lease expense 327 414 Total lease expense $ 2,451 $ 5,565 Supplemental cash flow information related to leases: Cash paid for amounts included in measurement of operating lease liabilities $ 1,821 $ 3,581 Right of use assets obtained in exchange for new operating lease liabilities 13,491 13,769 Decapitalization of right-of-use assets upon lease termination and/or modification 12,178 12,178 Information associated with the measurement of operating lease obligations as of July 3, 2022 Weighted average remaining lease term (in years) 8.0 Weighted average discount rate 5.67 % The following table summarizes the maturities of the Company's operating lease liabilities as of July 3, 2022 2022 (excluding the twenty-six weeks ended July 3, 2022) $ 3,718 2023 6,830 2024 5,583 2025 3,867 2026 3,660 Thereafter 18,318 Total lease payments 41,976 Less imputed interest (8,745 ) Present value of lease liabilities $ 33,231 For the 13 26 June 27, 2021 In accordance with ASC 840, December 31, 2021 2022 $ 8,517 2023 6,320 2024 4,766 2025 2,995 2026 2,813 Thereafter 8,546 Total minimum lease commitments $ 33,957 |
Note 15 - Acquisition, Restruct
Note 15 - Acquisition, Restructuring and Management Fee Costs | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Restructuring, Impairment, and Other Activities Disclosure [Text Block] | 15. ACQUISITION, RESTRUCTURING AND MANAGEMENT FEE COSTS The following table summarizes the Company's total acquisition, restructuring and management fee costs: For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Acquisitions (1) $ 1,372 $ 2,172 $ 1,621 $ 3,211 Restructuring (2) 319 504 360 1,125 Management fees (3) — 1,658 — 2,539 Earn out adjustment (4) — — — 17,173 Total acquisition, restructuring and management fees $ 1,691 $ 4,334 $ 1,981 $ 24,048 ( 1 Includes professional fees for legal, accounting, consulting, administrative, and other professional services directly attributable to potential acquisitions. ( 2 Includes costs incurred as part of the restructuring of operations including professional and consulting services. ( 3 Includes acquisition costs and management fees paid to Sentinel Capital Partners. ( 4 A fair value adjustment to the contingent consideration payable from the Simpson acquisition. |
Note 16 - Commitments and Conti
Note 16 - Commitments and Contingencies | 6 Months Ended |
Jul. 03, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 16. COMMITMENTS AND CONTINGENCIES The Company is a party to various lawsuits and claims in the normal course of business. While the lawsuits and claims against the Company cannot be predicted with certainty, management believes that the ultimate resolution of the matters will not The Company generally warrants its products against certain manufacturing and other defects. These product warranties are provided for specific periods of time depending on the nature of the product. The accrued product warranty costs are based primarily on historical experience of actual warranty claims and are recorded at the time of the sale. The following table provides the changes in the Company's accrual for product warranties, which is classified as a component of accrued liabilities in the condensed consolidated balance sheets. For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Beginning balance $ 3,816 $ 2,867 $ 3,994 $ 3,989 Accrued for current year warranty claims 446 2,479 3,034 3,436 Settlement of warranty claims (1,937 ) (2,418 ) (4,703 ) (4,497 ) Ending balance $ 2,325 $ 2,928 $ 2,325 $ 2,928 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 03, 2022 | |
Accounting Policies [Abstract] | |
Emerging Growth Company [Policy Text Block] | Emerging Growth Company Status Section 102 1 |
Risks And Uncertainties [Policy Text Block] | Risks and Uncertainties COVID- 19 19 not 19 19 19, not not may |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP" or “GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2021 March 15, 2022 10 not The Company operates on a calendar year that ends on December 31, 2022 2021 three six July 3, 2022 June 27, 2021 13 26 |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation These unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. |
Lessee, Leases [Policy Text Block] | Leases Operating lease right of use (ROU) assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. The Company's leases may not not not twelve not 14, "Lease Commitments," |
Warrant and Forward Purchase Agreement Liabilities [Policy Text Block] | Warrants The Company accounts for warrants to purchase its common stock as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, 480” 815, 815” 480, 480, 815, If a warrant does not not 7, "Common Stock Warrants," 8, "Fair Value Measurements," |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Accounting Standards Recently Adopted In February 2016, 2016 02, 842 12 January 1, 2022, January 1, 2022 not not not 14, "Lease Commitments," In August 2018, 2018 14, 715 20 2019 12 January 1, 2022. not In December 2019, 2019 12, 740 740 2019 12 January 1, 2022. not In August 2020, 2020 06, 470 20 2020 06 may 2020 06 January 1, 2022. not Accounting Standards Not In October 2021, 2021 08, 805 606 No. 2021 08 606. 2021 08 December 15, 2022, In March 2020, 2020 04, 848 2020 04 March 12, 2020 December 31, 2022. July 3, 2022 not 2020 04. 2020 04 |
Note 2 - Business Combination_2
Note 2 - Business Combination and Acquisitions (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | 2022 Accounts receivable $ 959 Inventory 3,481 Property, plant and equipment 275 Other assets 1,132 Tradenames 1,689 Customer relationships 1,512 Goodwill 5,858 Accounts payable (25 ) Accrued liabilities (1,103 ) $ 13,778 2021 Measurement 2021 Cash $ 122 $ 122 Accounts receivable 618 618 Inventory 3,975 3,975 Property, plant and equipment 2,274 2,274 Other assets 23 23 Tradenames 2,608 2,608 Customer relationships 2,450 2,450 Goodwill 8,087 (122 ) 7,965 Accounts payable (343 ) (343 ) Accrued liabilities (129 ) 122 (7 ) $ 19,685 $ — $ 19,685 December 23, 2021 (as initially reported) Measurement Period Adjustments December 23, 2021 (as adjusted) Accounts receivable $ 627 $ 627 Inventory 1,813 1,813 Property, plant and equipment 695 695 Other assets 76 76 Tradenames 4,630 4,630 Customer relationships 6,075 6,075 Goodwill 8,363 (79 ) 8,284 Accounts payable (81 ) 79 (2 ) Accrued liabilities (28 ) (28 ) $ 22,170 $ — $ 22,170 December 16, 2021 (as initially reported) Measurement Period Adjustments December 16, 2021 (as adjusted) Accounts receivable $ 22 $ 22 Inventory 1,682 1,682 Property, plant and equipment 20 20 Other assets 13 13 Tradenames 4,975 4,975 Goodwill 19,561 299 19,860 Accounts payable (34 ) (34 ) Accrued liabilities (403 ) (403 ) $ 25,836 $ 299 $ 26,135 April 14, 2021 Measurement April 14, 2021 Accounts receivable $ 3,454 $ (61 ) $ 3,393 Inventory 3,892 — 3,892 Property, plant and equipment 1,342 — 1,342 Other assets 493 (91 ) 402 Tradenames 10,760 — 10,760 Customer relationships 14,640 — 14,640 Patents 1,970 — 1,970 Technology intangibles 110 — 110 Goodwill 17,426 (420 ) 17,006 Accounts payable (2,032 ) 110 (1,922 ) Accrued liabilities (489 ) 139 (350 ) $ 51,566 $ (323 ) $ 51,243 |
Note 3 - Inventory (Tables)
Note 3 - Inventory (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | July 3, December 31, 2022 2021 Raw materials $ 61,146 $ 54,818 Work-in-process 26,334 21,728 Finished goods 127,387 108,494 $ 214,867 $ 185,040 |
Note 4 - Property, Plant and _2
Note 4 - Property, Plant and Equipment, Net (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | July 3, December 31, 2022 2021 Land $ 3,426 $ 1,330 Buildings and improvements 10,935 10,623 Machinery and equipment 63,367 56,824 Construction in process 12,076 12,859 Total property, plant and equipment 89,804 81,636 Less: accumulated depreciation 33,795 30,141 Property, plant and equipment, net $ 56,009 $ 51,495 |
Long-Lived Assets by Geographic Areas [Table Text Block] | July 3, December 31, 2022 2021 United States $ 54,260 $ 49,547 International 1,749 1,948 Total property, plant and equipment, net $ 56,009 $ 51,495 |
Note 5 - Goodwill and Other I_2
Note 5 - Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | For the twenty-six weeks ended July 3, 2022 Balance at December 31, 2021 $ 411,383 John's acquisition 240 SKC acquisition 1,270 RaceQuip acquisition 4,348 Measurement period adjustments* 98 Balance at July 3, 2022 $ 417,339 |
Schedule of Intangible Assets [Table Text Block] | July 3, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 269,950 $ (38,401 ) $ 231,549 Tradenames 13,775 (4,481 ) 9,294 Technology 26,676 (10,302 ) 16,374 Total finite-lived intangible assets $ 310,401 $ (53,184 ) $ 257,217 Indefinite-lived intangible assets: Tradenames $ 176,903 — $ 176,903 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 268,438 $ (32,662 ) $ 235,776 Tradenames 13,775 (4,119 ) 9,656 Technology 26,675 (9,080 ) 17,595 Total finite-lived intangible assets $ 308,888 $ (45,861 ) $ 263,027 Indefinite-lived intangible assets: Tradenames $ 175,434 — $ 175,434 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | 2022 (excluding the twenty-six weeks ended July 3, 2022) $ 7,372 2023 14,582 2024 13,769 2025 13,739 2026 13,633 Thereafter 194,122 Total $ 257,217 |
Note 6 - Debt (Tables)
Note 6 - Debt (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | July 3, December 31, 2022 2021 First lien term loan due November 17, 2028 $ 652,350 $ 630,000 Revolver — 25,000 Other 3,124 3,812 Less unamortized debt issuance costs (12,418 ) (13,264 ) 643,056 645,548 Less current portion of long-term debt (6,300 ) (7,875 ) $ 636,756 $ 637,673 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | 2022 (excluding the twenty-six weeks ended July 3, 2022) $ 3,563 $ 867 2023 7,132 1,782 2024 7,140 1,690 2025 7,335 1,909 2026 6,300 1,980 Thereafter 624,004 4,190 $ 655,474 $ 12,418 |
Note 8 - Fair Value Measureme_2
Note 8 - Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value Measured as of July 3, 2022 Level 1 Level 2 Level 3 Total Liabilities included in: Warrant liability (Public) $ 26,212 $ — $ — $ 26,212 Warrant liability (Private) — — 14,140 14,140 Earn-out liability — — 10,054 10,054 Total fair value $ 26,212 $ — $ 24,194 $ 50,406 Fair Value Measured as of December 31, 2021 Level 1 Level 2 Level 3 Total Liabilities included in: Warrant liability (Public) $ 39,500 $ — $ — $ 39,500 Warrant liability (Private) — — 21,793 21,793 Earn-out liability — — 26,596 26,596 Total fair value $ 39,500 $ — $ 48,389 $ 87,889 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | July 3, December 31, 2022 2021 Valuation date price $ 10.98 $ 12.99 Strike price $ 11.50 $ 11.50 Remaining life (in years) 4.04 4.54 Expected dividend $ — $ — Risk-free interest rate 2.83 % 1.19 % Price threshold $ 18.00 $ 18.00 July 3, December 31, 2022 2021 Valuation date price $ 10.98 $ 12.99 Expected term (in years) 6.04 6.54 Expected volatility 39.78 % 40.59 % Risk-free interest rate 2.86 % 1.40 % Price hurdle 1 not applicable $ 13.00 Price hurdle 2 $ 15.00 $ 15.00 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | For the twenty-six weeks ended July 3, 2022 Private Warrants Earn-Out Liability Total Balance at December 31, 2021 $ 21,793 $ 26,596 $ 48,389 Liabilities reclassed to equity — (14,689 ) (14,689 ) Losses included in earnings (7,653 ) (1,853 ) (9,506 ) Balance at July 3, 2022 $ 14,140 $ 10,054 $ 24,194 |
Note 9 - Revenue (Tables)
Note 9 - Revenue (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Revenue from External Customers by Products and Services [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Electronic systems $ 71,060 $ 87,195 $ 157,206 $ 157,934 Mechanical systems 44,206 42,042 90,048 78,131 Exhaust 18,037 23,042 37,369 43,342 Accessories 28,353 22,508 57,099 39,941 Safety 17,764 18,254 37,753 34,025 Total sales $ 179,420 $ 193,041 $ 379,475 $ 353,373 |
Revenue from External Customers by Geographic Areas [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 United States $ 173,514 $ 187,993 $ 369,573 $ 345,570 Italy 5,906 5,048 9,902 7,803 Total sales $ 179,420 $ 193,041 $ 379,475 $ 353,373 |
Note 10 - Income Taxes (Tables)
Note 10 - Income Taxes (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Income tax expense $ 3,023 $ 5,790 $ 10,211 $ 10,556 Effective tax rates 6.9 % 20.0 % 15.1 % 33.4 % |
Note 11 - Earnings Per Share (T
Note 11 - Earnings Per Share (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Numerator: Net income - basic $ 40,563 $ 23,098 $ 57,421 $ 21,042 Less: fair value adjustment for warrants — — (20,941 ) — Net income - diluted $ 40,563 $ 23,098 $ 36,480 $ 21,042 Denominator: Weighted average common shares outstanding - basic 116,931,623 67,673,884 116,398,177 67,673,884 Dilutive effect of potential common shares from RSUs 182,930 — 177,642 — Dilutive effect of potential common shares from warrants — — 768,156 — Weighted average common shares outstanding - diluted 117,114,553 67,673,884 117,343,975 67,673,884 Earnings per share: Basic $ 0.35 $ 0.34 $ 0.49 $ 0.31 Diluted $ 0.35 $ 0.34 $ 0.31 $ 0.31 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Anti-dilutive shares excluded from calculation of diluted EPS: Warrants 14,633,311 — — — Stock options 1,960,708 — 1,960,708 — Restricted stock units 220,051 — 220,051 — Earn-out shares 1,093,750 — 1,093,750 — Total anti-dilutive shares 17,907,820 — 3,274,509 — |
Note 12 - Benefit Plans (Tables
Note 12 - Benefit Plans (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Net Benefit Costs [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Components of expense: Service cost $ 27 $ 36 $ 54 $ 36 Interest cost 32 38 64 38 Expected return on plan assets (52 ) (61 ) (104 ) (61 ) Amortization of net loss — 5 — 5 Net periodic benefit cost $ 7 $ 18 $ 14 $ 18 |
Note 13 - Equity-based Compen_2
Note 13 - Equity-based Compensation Plans (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Stock options $ 652 $ — $ 1,205 $ — Restricted stock units 1,350 — 2,533 — Profit interest units 1,481 131 2,907 262 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Granted Feb. 15, 2022 Granted May 6, 2022 Weighted-average expected term 6.0 6.0 Expected volatility 36.0 % 40.0 % Expected dividend $ — $ — Risk-free interest rate 1.98 % 3.06 % |
Note 14 - Lease Commitments (Ta
Note 14 - Lease Commitments (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Operating Lease Assets and Obligations [Table Text Block] | July 3, 2022 Assets: Operating right of use assets $ 32,762 Liabilities: Current operating lease liabilities $ 5,006 Long-term lease liabilities 28,225 Total lease liabilities $ 33,231 |
Lease, Cost [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 July 3, 2022 Components of lease expense: Operating lease expense $ 1,482 $ 3,901 Short-term lease expense 642 1,250 Variable lease expense 327 414 Total lease expense $ 2,451 $ 5,565 Supplemental cash flow information related to leases: Cash paid for amounts included in measurement of operating lease liabilities $ 1,821 $ 3,581 Right of use assets obtained in exchange for new operating lease liabilities 13,491 13,769 Decapitalization of right-of-use assets upon lease termination and/or modification 12,178 12,178 |
Schedule of Information Associated with the Measurement of Operating Lease Obligations [Table Text Block] | Weighted average remaining lease term (in years) 8.0 Weighted average discount rate 5.67 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | 2022 (excluding the twenty-six weeks ended July 3, 2022) $ 3,718 2023 6,830 2024 5,583 2025 3,867 2026 3,660 Thereafter 18,318 Total lease payments 41,976 Less imputed interest (8,745 ) Present value of lease liabilities $ 33,231 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | 2022 $ 8,517 2023 6,320 2024 4,766 2025 2,995 2026 2,813 Thereafter 8,546 Total minimum lease commitments $ 33,957 |
Note 15 - Acquisition, Restru_2
Note 15 - Acquisition, Restructuring and Management Fee Costs (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Acquisition, Restructuring and Management Fee Costs [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Acquisitions (1) $ 1,372 $ 2,172 $ 1,621 $ 3,211 Restructuring (2) 319 504 360 1,125 Management fees (3) — 1,658 — 2,539 Earn out adjustment (4) — — — 17,173 Total acquisition, restructuring and management fees $ 1,691 $ 4,334 $ 1,981 $ 24,048 |
Note 16 - Commitments and Con_2
Note 16 - Commitments and Contingencies (Tables) | 6 Months Ended |
Jul. 03, 2022 | |
Notes Tables | |
Schedule of Product Warranty Liability [Table Text Block] | For the thirteen weeks ended For the twenty-six weeks ended July 3, 2022 June 27, 2021 July 3, 2022 June 27, 2021 Beginning balance $ 3,816 $ 2,867 $ 3,994 $ 3,989 Accrued for current year warranty claims 446 2,479 3,034 3,436 Settlement of warranty claims (1,937 ) (2,418 ) (4,703 ) (4,497 ) Ending balance $ 2,325 $ 2,928 $ 2,325 $ 2,928 |
Note 2 - Business Combination_3
Note 2 - Business Combination and Acquisitions (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 23, 2021 | Dec. 16, 2021 | Jul. 16, 2021 | Apr. 14, 2021 | Apr. 03, 2022 | Jul. 03, 2022 | Dec. 31, 2021 | Oct. 09, 2021 | |
Common Stock, Shares, Issued (in shares) | 116,932,722 | 115,805,639 | ||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||
IPO [Member] | ||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||
IPO [Member] | Public Warrants [Member] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 8,333,310 | |||||||
IPO [Member] | Private Placement Warrants [Member] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 4,666,667 | |||||||
Merger Agreement [Member] | Pipe Investors [Member] | ||||||||
Repayments of Long-Term Debt, Total | $ 100,000 | |||||||
Subscription Agreement [Member] | Pipe Investors [Member] | ||||||||
Common Stock, Shares, Issued (in shares) | 24,000,000 | |||||||
Shares Issued, Price Per Share (in dollars per share) | $ 10 | |||||||
Common Stock, Value, Subscriptions | $ 240,000 | |||||||
Amended And Restated Forward Purchase Agreement [Member] | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 5,000,000 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,666,667 | |||||||
Proceeds from Issuance of Common Stock | $ 50,000 | |||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||||||
Empower Sponsor Holdings LLC [Member] | Tranche One [Member] | ||||||||
Business Combination Consideration Earn Out Shares (in shares) | 1,093,750 | |||||||
Business Combination Consideration Earn Out Value | $ 14,689 | |||||||
Empower Sponsor Holdings LLC [Member] | Merger Agreement [Member] | ||||||||
Business Combination Contingent Consideration Shares Issuable, Shares (in shares) | 2,187,500 | |||||||
Empower Sponsor Holdings LLC [Member] | Merger Agreement [Member] | Holley Parent Holdings Llc [Member] | ||||||||
Payments to Acquire Businesses, Gross | $ 264,718 | |||||||
Common Stock, Shares, Issued (in shares) | 67,673,884 | |||||||
Shares Issued, Price Per Share (in dollars per share) | $ 10 | |||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | ||||||||
Payments to Acquire Businesses, Gross | $ 13,778 | |||||||
Business Combination Intangible Assets Including Goodwill Acquired | $ 9,059 | |||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Customer Relationships [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | |||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | ||||||||
Payments to Acquire Businesses, Gross | $ 19,685 | |||||||
Business Combination Intangible Assets Including Goodwill Acquired | $ 13,023 | |||||||
Finspeed Llc [Member] | Customer Relationships [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 18 years | |||||||
Baer Inc [Member] | ||||||||
Payments to Acquire Businesses, Gross | $ 22,170 | |||||||
Business Combination Intangible Assets Including Goodwill Acquired | 18,989 | |||||||
Accounts Receivable, Purchase | $ 800 | |||||||
Baer Inc [Member] | Customer Relationships [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | |||||||
Brothers Mail Order Industries Inc [Member] | ||||||||
Payments to Acquire Businesses, Gross | $ 26,135 | |||||||
Business Combination Intangible Assets Including Goodwill Acquired | 24,835 | |||||||
Accounts Receivable, Purchase | $ 22 | |||||||
Advance Engine Management Inc [Member] | ||||||||
Payments to Acquire Businesses, Gross | $ 51,243 | |||||||
Business Combination Intangible Assets Including Goodwill Acquired | 44,486 | |||||||
Accounts Receivable, Purchase | $ 3,454 | |||||||
Advance Engine Management Inc [Member] | Customer Relationships [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | |||||||
Advance Engine Management Inc [Member] | Patents [Member] | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 13 years |
Note 2 - Business Combination_4
Note 2 - Business Combination and Acquisitions - Allocation of the Purchase Price to the Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 | Dec. 23, 2021 | Dec. 16, 2021 | Apr. 14, 2021 |
Goodwill | $ 417,339 | $ 411,383 | |||
Finspeed Llc [Member] | |||||
Accounts receivable | 618 | ||||
Inventory | 3,975 | ||||
Property, plant and equipment | 2,274 | ||||
Other assets | 23 | ||||
Goodwill | 7,965 | ||||
Accounts payable | (343) | ||||
Accrued liabilities | (7) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 19,685 | ||||
Cash | 122 | ||||
Accounts payable | 343 | ||||
Accrued liabilities | 7 | ||||
Finspeed Llc [Member] | Trade Names [Member] | |||||
Tradenames | 2,608 | ||||
Customer relationships | 2,608 | ||||
Finspeed Llc [Member] | Customer Relationships [Member] | |||||
Tradenames | 2,450 | ||||
Customer relationships | 2,450 | ||||
Finspeed Llc [Member] | Previously Reported [Member] | |||||
Accounts receivable | 618 | ||||
Inventory | 3,975 | ||||
Property, plant and equipment | 2,274 | ||||
Other assets | 23 | ||||
Goodwill | 8,087 | ||||
Accounts payable | (343) | ||||
Accrued liabilities | (129) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 19,685 | ||||
Cash | 122 | ||||
Accounts payable | 343 | ||||
Accrued liabilities | 129 | ||||
Finspeed Llc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||
Tradenames | 2,608 | ||||
Customer relationships | 2,608 | ||||
Finspeed Llc [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||
Tradenames | 2,450 | ||||
Customer relationships | 2,450 | ||||
Finspeed Llc [Member] | Revision of Prior Period, Adjustment [Member] | |||||
Goodwill | (122) | ||||
Accrued liabilities | 122 | $ (139) | |||
Accrued liabilities | $ (122) | 139 | |||
Advance Engine Management Inc [Member] | |||||
Accounts receivable | 3,393 | ||||
Inventory | 3,892 | ||||
Property, plant and equipment | 1,342 | ||||
Other assets | 402 | ||||
Goodwill | 17,006 | ||||
Accounts payable | (1,922) | ||||
Accrued liabilities | (350) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 51,243 | ||||
Accounts payable | 1,922 | ||||
Accrued liabilities | 350 | ||||
Advance Engine Management Inc [Member] | Trade Names [Member] | |||||
Tradenames | 10,760 | ||||
Customer relationships | 10,760 | ||||
Advance Engine Management Inc [Member] | Customer Relationships [Member] | |||||
Tradenames | 14,640 | ||||
Customer relationships | 14,640 | ||||
Advance Engine Management Inc [Member] | Patents [Member] | |||||
Tradenames | 1,970 | ||||
Customer relationships | 1,970 | ||||
Advance Engine Management Inc [Member] | Technology-Based Intangible Assets [Member] | |||||
Tradenames | 110 | ||||
Customer relationships | 110 | ||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | |||||
Accounts receivable | 3,454 | ||||
Inventory | 3,892 | ||||
Property, plant and equipment | 1,342 | ||||
Other assets | 493 | ||||
Goodwill | 17,426 | ||||
Accounts payable | (2,032) | ||||
Accrued liabilities | (489) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 51,566 | ||||
Accounts payable | 2,032 | ||||
Accrued liabilities | 489 | ||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||
Tradenames | 10,760 | ||||
Customer relationships | 10,760 | ||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||
Tradenames | 14,640 | ||||
Customer relationships | 14,640 | ||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Patents [Member] | |||||
Tradenames | 1,970 | ||||
Customer relationships | 1,970 | ||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Technology-Based Intangible Assets [Member] | |||||
Tradenames | 110 | ||||
Customer relationships | 110 | ||||
Advance Engine Management Inc [Member] | Revision of Prior Period, Adjustment [Member] | |||||
Accounts receivable | (61) | ||||
Other assets | (91) | ||||
Goodwill | (420) | ||||
Accounts payable | (110) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | (323) | ||||
Accounts payable | $ 110 | ||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | |||||
Accounts receivable | 959 | ||||
Inventory | 3,481 | ||||
Property, plant and equipment | 275 | ||||
Other assets | 1,132 | ||||
Tradenames | 1,689 | ||||
Customer relationships | 1,512 | ||||
Goodwill | 5,858 | ||||
Accounts payable | (25) | ||||
Accrued liabilities | (1,103) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 13,778 | ||||
Customer relationships | 1,689 | ||||
Accounts payable | 25 | ||||
Accrued liabilities | $ 1,103 | ||||
Baer Inc [Member] | |||||
Accounts receivable | $ 627 | ||||
Inventory | 1,813 | ||||
Property, plant and equipment | 695 | ||||
Other assets | 76 | ||||
Goodwill | 8,284 | ||||
Accounts payable | (2) | ||||
Accrued liabilities | (28) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 22,170 | ||||
Accounts payable | 2 | ||||
Accrued liabilities | 28 | ||||
Baer Inc [Member] | Trade Names [Member] | |||||
Tradenames | 4,630 | ||||
Customer relationships | 4,630 | ||||
Baer Inc [Member] | Customer Relationships [Member] | |||||
Customer relationships | 6,075 | ||||
Baer Inc [Member] | Previously Reported [Member] | |||||
Accounts receivable | 627 | ||||
Inventory | 1,813 | ||||
Property, plant and equipment | 695 | ||||
Other assets | 76 | ||||
Goodwill | 8,363 | ||||
Accounts payable | (81) | ||||
Accrued liabilities | (28) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 22,170 | ||||
Accounts payable | 81 | ||||
Accrued liabilities | 28 | ||||
Baer Inc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||
Tradenames | 4,630 | ||||
Customer relationships | 4,630 | ||||
Baer Inc [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||
Customer relationships | 6,075 | ||||
Baer Inc [Member] | Revision of Prior Period, Adjustment [Member] | |||||
Goodwill | (79) | ||||
Accounts payable | (79) | ||||
Accounts payable | $ 79 | ||||
Brothers Mail Order Industries Inc [Member] | |||||
Accounts receivable | $ 22 | ||||
Inventory | 1,682 | ||||
Property, plant and equipment | 20 | ||||
Other assets | 13 | ||||
Goodwill | 19,860 | ||||
Accounts payable | (34) | ||||
Accrued liabilities | (403) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 26,135 | ||||
Accounts payable | 34 | ||||
Accrued liabilities | 403 | ||||
Brothers Mail Order Industries Inc [Member] | Trade Names [Member] | |||||
Tradenames | 4,975 | ||||
Customer relationships | 4,975 | ||||
Brothers Mail Order Industries Inc [Member] | Previously Reported [Member] | |||||
Accounts receivable | 22 | ||||
Inventory | 1,682 | ||||
Property, plant and equipment | 20 | ||||
Other assets | 13 | ||||
Goodwill | 19,561 | ||||
Accounts payable | (34) | ||||
Accrued liabilities | (403) | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 25,836 | ||||
Accounts payable | 34 | ||||
Accrued liabilities | 403 | ||||
Brothers Mail Order Industries Inc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||
Tradenames | 4,975 | ||||
Customer relationships | 4,975 | ||||
Brothers Mail Order Industries Inc [Member] | Revision of Prior Period, Adjustment [Member] | |||||
Goodwill | 299 | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | $ 299 |
Note 3 - Inventory - Schedule o
Note 3 - Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Raw materials | $ 61,146 | $ 54,818 |
Work-in-process | 26,334 | 21,728 |
Finished goods | 127,387 | 108,494 |
Inventory | $ 214,867 | $ 185,040 |
Note 4 - Property, Plant and _3
Note 4 - Property, Plant and Equipment, Net - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Property, Plant, and Equipment, Gross | $ 89,804 | $ 81,636 |
Less: accumulated depreciation | (33,795) | (30,141) |
Property, plant and equipment, net | 56,009 | 51,495 |
Land [Member] | ||
Property, Plant, and Equipment, Gross | 3,426 | 1,330 |
Building and Building Improvements [Member] | ||
Property, Plant, and Equipment, Gross | 10,935 | 10,623 |
Machinery and Equipment [Member] | ||
Property, Plant, and Equipment, Gross | 63,367 | 56,824 |
Construction in Progress [Member] | ||
Property, Plant, and Equipment, Gross | $ 12,076 | $ 12,859 |
Note 4 - Property, Plant and _4
Note 4 - Property, Plant and Equipment, Net - Schedule of Long-Lived Assets by Geographic Locations (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Property, plant, and equipment, net | $ 56,009 | $ 51,495 |
UNITED STATES | ||
Property, plant, and equipment, net | 54,260 | 49,547 |
Non-US [Member] | ||
Property, plant, and equipment, net | $ 1,749 | $ 1,948 |
Note 5 - Goodwill and Other I_3
Note 5 - Goodwill and Other Intangible Assets - Schedule of Goodwill (Details) $ in Thousands | 6 Months Ended | |
Jul. 03, 2022 USD ($) | ||
Balance at December 31, 2021 | $ 411,383 | |
Measurement period adjustments* | 98 | [1] |
Balance at July 3, 2022 | 417,339 | |
Johns Acquisition [Member] | ||
acquisition | 240 | |
Southern Kentucky Classics [Member] | ||
acquisition | 1,270 | |
RaceQuip [Member] | ||
acquisition | $ 4,348 | |
[1]See Note 2, "Business Combination and Acquisitions - Acquisitions," for further details. |
Note 5 - Goodwill and Other I_4
Note 5 - Goodwill and Other Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets, Gross | $ 310,401 | $ 308,888 |
Finite-Lived Intangible Assets, Accumulated Amortization | (53,184) | (45,861) |
Finite-Lived Intangible Assets, Net | 257,217 | 263,027 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | 269,950 | 268,438 |
Finite-Lived Intangible Assets, Accumulated Amortization | (38,401) | (32,662) |
Finite-Lived Intangible Assets, Net | 231,549 | 235,776 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross | 13,775 | 13,775 |
Finite-Lived Intangible Assets, Accumulated Amortization | (4,481) | (4,119) |
Finite-Lived Intangible Assets, Net | 9,294 | 9,656 |
Tradenames | 176,903 | 175,434 |
Tradenames | 176,903 | 175,434 |
Technology-Based Intangible Assets [Member] | ||
Finite-Lived Intangible Assets, Gross | 26,676 | 26,675 |
Finite-Lived Intangible Assets, Accumulated Amortization | (10,302) | (9,080) |
Finite-Lived Intangible Assets, Net | $ 16,374 | $ 17,595 |
Note 5 - Goodwill and Other I_5
Note 5 - Goodwill and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
2022 (excluding the twenty-six weeks ended July 3, 2022) | $ 7,372 | |
2023 | 14,582 | |
2024 | 13,769 | |
2025 | 13,739 | |
2026 | 13,633 | |
Thereafter | 194,122 | |
Total | $ 257,217 | $ 263,027 |
Note 6 - Debt (Details Textual)
Note 6 - Debt (Details Textual) - USD ($) $ in Thousands | Jul. 03, 2022 | Nov. 18, 2021 |
Revolving Credit Facility [Member] | ||
Debt Instrument, Term (Year) | 5 years | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000 | |
Letter of Credit [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000 | |
Letters of Credit Outstanding, Amount | 1,236 | |
Delayed Draw Term Loan [Member] | ||
Debt Instrument, Face Amount | 100,000 | |
Debt Instrument, Withdrawn Amount | 57,000 | |
First Lien Note Due November 17, 2028 [Member] | ||
Debt Issuance Costs, Gross | $ 13,413 | |
First Lien Note Due November 17, 2028 [Member] | Term Loan [Member] | ||
Debt Instrument, Term (Year) | 7 years | |
Debt Instrument, Face Amount | $ 600,000 | |
First Lien Note Due November 17, 2028 [Member] | Delayed Draw Term Loan [Member] | ||
Debt Instrument, Periodic Payment, Principal | $ 1,575 | |
The Credit Agreement [Member] | ||
Debt, Weighted Average Interest Rate | 5.20% |
Note 6 - Debt - Schedule of Deb
Note 6 - Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Long-Term Debt, Gross | $ 655,474 | |
Other | 3,124 | $ 3,812 |
Less unamortized debt issuance costs | (12,418) | (13,264) |
Long-Term Debt, Total | 643,056 | 645,548 |
Less current portion of long-term debt | (6,300) | (7,875) |
Long-term debt, net of current portion | 636,756 | 637,673 |
Revolving Credit Facility [Member] | ||
Long-Term Debt, Gross | 0 | 25,000 |
First Lien Note Due November 17, 2028 [Member] | ||
Long-Term Debt, Gross | $ 652,350 | $ 630,000 |
Note 6 - Debt - Future Maturiti
Note 6 - Debt - Future Maturities of Long-Term Debt and Amortization of Debt Issuance Cost (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
2022 (excluding the twenty-six weeks ended July 3, 2022), Future Maturities | $ 3,563 | |
2022 (excluding the twenty-six weeks ended July 3, 2022) | 867 | |
2023, Future Maturities | 7,132 | |
2023 | 1,782 | |
2024, Future Maturities | 7,140 | |
2024 | 1,690 | |
2025, Future Maturities | 7,335 | |
2025 | 1,909 | |
2026, Future Maturities | 6,300 | |
2026 | 1,980 | |
Thereafter, Future Maturities | 624,004 | |
Thereafter | 4,190 | |
Long-Term Debt, Gross | 655,474 | |
Debt Issuance Costs, Net, Total | $ 12,418 | $ 13,264 |
Note 7 - Common Stock Warrants
Note 7 - Common Stock Warrants (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Apr. 30, 2022 | Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | Jul. 30, 2022 | Dec. 31, 2021 | Oct. 09, 2021 | |
Class of Warrant or Right, Outstanding (in shares) | 14,666,644 | |||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||
Warrant Liability | $ 40,352 | $ 40,352 | $ 40,352 | $ 61,293 | ||||
Fair Value Adjustment of Warrants | $ (23,168) | $ 0 | $ (20,941) | $ 0 | ||||
Public Warrants [Member] | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 9,999,977 | |||||||
Stock Issued During Period, Shares, Warrants Exercised (in shares) | 33,333 | |||||||
Public Warrants [Member] | Measurement Input, Share Price [Member] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.01 | $ 0.01 | ||||||
Share Price (in dollars per share) | 18 | 18 | ||||||
Public Warrants [Member] | Measurement Input Share Price1 [Member] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | 0.10 | 0.10 | ||||||
Share Price (in dollars per share) | $ 10 | $ 10 | ||||||
Private Placement Warrants [Member] | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 4,666,667 |
Note 8 - Fair Value Measureme_3
Note 8 - Fair Value Measurements - Schedule of Value Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Liability | $ 50,406 | $ 87,889 |
Warrant Liability Public Warrants [Member] | ||
Liability | 26,212 | 39,500 |
Warrant Liability Private Placement Warrants [Member] | ||
Liability | 14,140 | 21,793 |
Earn Out Liability [Member] | ||
Liability | 10,054 | 26,596 |
Fair Value, Inputs, Level 1 [Member] | ||
Liability | 26,212 | 39,500 |
Fair Value, Inputs, Level 1 [Member] | Warrant Liability Public Warrants [Member] | ||
Liability | 26,212 | 39,500 |
Fair Value, Inputs, Level 3 [Member] | ||
Liability | 24,194 | 48,389 |
Fair Value, Inputs, Level 3 [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Liability | 14,140 | 21,793 |
Fair Value, Inputs, Level 3 [Member] | Earn Out Liability [Member] | ||
Liability | $ 10,054 | $ 26,596 |
Note 8 - Fair Value Measureme_4
Note 8 - Fair Value Measurements - Summary of Assumptions for Estimated Fair Value Using Monte Carlo Simulation Model (Details) - Monte Carlo Simulation Model [Member] | Jul. 03, 2022 | Dec. 31, 2021 |
Measurement Input, Share Price [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 10,980 | 12,990 |
Measurement Input, Share Price [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 10,980 | 12,990 |
Measurement Input Strike Price [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 11,500 | 11,500 |
Measurement Input, Expected Term [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 6,040 | 6,540 |
Measurement Input, Expected Term [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 4,040 | 4,540 |
Measurement Input, Price Volatility [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 39,780 | 40,590 |
Measurement Input, Risk Free Interest Rate [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 2,860 | 1,400 |
Measurement Input, Risk Free Interest Rate [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 2,830 | 1,190 |
Measurement Input Price Hurdle One [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 13,000 | |
Measurement Input Price Threshold [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 18,000 | 18,000 |
Measurement Input Price Hurdle Two [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 15,000 | 15,000 |
Note 8 - Fair Value Measureme_5
Note 8 - Fair Value Measurements - Reconciliation of Changes (Details) - Fair Value, Inputs, Level 3 [Member] $ in Thousands | 6 Months Ended |
Jul. 03, 2022 USD ($) | |
Balance at December 31, 2021 | $ 48,389 |
Liabilities reclassed to equity | (14,689) |
Losses included in earnings | (9,506) |
Balance at July 3, 2022 | 24,194 |
Private Placement Warrants [Member] | |
Balance at December 31, 2021 | 21,793 |
Liabilities reclassed to equity | 0 |
Losses included in earnings | (7,653) |
Balance at July 3, 2022 | 14,140 |
Earn Out Liability [Member] | |
Balance at December 31, 2021 | 26,596 |
Liabilities reclassed to equity | (14,689) |
Losses included in earnings | (1,853) |
Balance at July 3, 2022 | $ 10,054 |
Note 9 - Revenue - Summary of R
Note 9 - Revenue - Summary of Revenue by Product Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Net sales | $ 179,420 | $ 193,041 | $ 379,475 | $ 353,373 |
Electronic Systems [Member] | ||||
Net sales | 71,060 | 87,195 | 157,206 | 157,934 |
Mechanical System [Member] | ||||
Net sales | 44,206 | 42,042 | 90,048 | 78,131 |
Exhaust [Member] | ||||
Net sales | 18,037 | 23,042 | 37,369 | 43,342 |
Accessories [Member] | ||||
Net sales | 28,353 | 22,508 | 57,099 | 39,941 |
Safety [Member] | ||||
Net sales | $ 17,764 | $ 18,254 | $ 37,753 | $ 34,025 |
Note 9 - Revenue - Summary of_2
Note 9 - Revenue - Summary of Revenue Based on Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Net sales | $ 179,420 | $ 193,041 | $ 379,475 | $ 353,373 |
UNITED STATES | ||||
Net sales | 173,514 | 187,993 | 369,573 | 345,570 |
ITALY | ||||
Net sales | $ 5,906 | $ 5,048 | $ 9,902 | $ 7,803 |
Note 10 - Income Taxes (Details
Note 10 - Income Taxes (Details Textual) | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Effective Income Tax Rate Reconciliation, Percent, Total | 6.90% | 20% | 15.10% | 33.40% |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% | 21% |
Note 10 - Income Taxes - Schedu
Note 10 - Income Taxes - Schedule of Provision and Effective Tax rates (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Income tax expense | $ 3,023 | $ 5,790 | $ 10,211 | $ 10,556 |
Effective tax rates | 6.90% | 20% | 15.10% | 33.40% |
Note 11 - Earnings Per Share -
Note 11 - Earnings Per Share - Schedule of Basic and Diluted Earning Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Net income - basic | $ 40,563 | $ 23,098 | $ 57,421 | $ 21,042 |
Less: fair value adjustment for warrants | 0 | 0 | (20,941) | 0 |
Net income - diluted | $ 40,563 | $ 23,098 | $ 36,480 | $ 21,042 |
Weighted average common shares outstanding - basic (in shares) | 116,931,623 | 67,673,884 | 116,398,177 | 67,673,884 |
Dilutive effect of potential common shares from RSUs (in shares) | 182,930 | 0 | 177,642 | 0 |
Dilutive effect of potential common shares from warrants (in shares) | 0 | 0 | 768,156 | 0 |
Weighted average common shares outstanding - diluted (in shares) | 117,114,553 | 67,673,884 | 117,343,975 | 67,673,884 |
Earnings per share: | ||||
Basic net income per share (in dollars per share) | $ 0.35 | $ 0.34 | $ 0.49 | $ 0.31 |
Diluted net income per share (in dollars per share) | $ 0.35 | $ 0.34 | $ 0.31 | $ 0.31 |
Note 11 - Earnings Per Share _2
Note 11 - Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 17,907,820 | 0 | 3,274,509 | 0 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 14,633,311 | 0 | 0 | 0 |
Share-Based Payment Arrangement, Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 1,960,708 | 0 | 1,960,708 | 0 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 220,051 | 0 | 220,051 | 0 |
Earn Out Shares [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 1,093,750 | 0 | 1,093,750 | 0 |
Note 12 - Benefit Plans (Detail
Note 12 - Benefit Plans (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Defined Contribution Pension [Member] | ||||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 0 | $ 98 | $ 150 | $ 117 |
Defined Contribution Pension [Member] | Minimum [Member] | ||||
Estimates Settlement Charge | 400 | |||
Defined Contribution Pension [Member] | Maximum [Member] | ||||
Estimates Settlement Charge | 550 | |||
The 401K [Member] | ||||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 1,156 | $ 526 | $ 1,844 | $ 1,000 |
Note 12 - Benefit Plans - Summa
Note 12 - Benefit Plans - Summarizes the Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Service cost | $ 27 | $ 36 | $ 54 | $ 36 |
Interest cost | 32 | 38 | 64 | 38 |
Expected return on plan assets | (52) | (61) | (104) | (61) |
Amortization of net loss | 0 | 5 | 0 | 5 |
Net periodic benefit cost | $ 7 | $ 18 | $ 14 | $ 18 |
Note 13 - Equity-based Compen_3
Note 13 - Equity-based Compensation Plans (Details Textual) - USD ($) $ / shares in Units, Pure in Thousands, $ in Thousands | 6 Months Ended | |||
May 11, 2022 | May 06, 2022 | Feb. 15, 2022 | Jul. 03, 2022 | |
Share-Based Payment Arrangement [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 10 years | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 44,055 | 548,001 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Option, Nonvested, Weighted Average Exercise Price, Ending Balance (in dollars per share) | $ 4.32 | $ 4.68 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0% | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 5,986 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 2 years 3 months 18 days | |||
Share-Based Payment Arrangement [Member] | Minimum [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | |||
Restricted Stock Units (RSUs) [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 55,920 | 16,767 | 228,180 | |
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 7,630 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 2 years 2 months 12 days | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 8.53 | $ 9.95 | $ 12.29 | |
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 1 year | |||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | |||
Profit Interest Units [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 41,400,000 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 6,578 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 1 year 2 months 12 days | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 0 | |||
The 2021 Omnibus Incentive Plan [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 8,850,000 | |||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 5,951,568 |
Note 13 - Equity-based Compen_4
Note 13 - Equity-based Compensation Plans - Schedule of Components of Equity-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Share-Based Payment Arrangement [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 652 | $ 0 | $ 1,205 | $ 0 |
Restricted Stock Units (RSUs) [Member] | ||||
Share-Based Payment Arrangement, Expense | 1,350 | 0 | 2,533 | 0 |
Profit Interest Units [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 1,481 | $ 131 | $ 2,907 | $ 262 |
Note 13 - Equity-based Compen_5
Note 13 - Equity-based Compensation Plans - Schedule of Share-Based Payment Award Stock Options Valuation Using Black-Scholes Option Pricing Model (Details) - USD ($) | May 06, 2022 | Feb. 15, 2022 |
Weighted-average expected term (Year) | 6 years | 6 years |
Expected volatility | 40% | 36% |
Expected dividend | $ 0 | $ 0 |
Risk-free interest rate | 3.06% | 1.98% |
Note 14 - Lease Commitments (De
Note 14 - Lease Commitments (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 27, 2021 | Jun. 27, 2021 | Jul. 03, 2022 | Jan. 01, 2022 | |
Increase in Noncurrent Assets for Right-of-Use Assets | $ 33,900 | |||
Increase in Liabilities for Associated Lease Obligations | $ 34,600 | |||
Operating Leases, Rent Expense, Net | $ 1,979 | $ 3,672 | ||
Minimum [Member] | ||||
Lessee, Operating Lease, Remaining Lease Term (Year) | 1 year | |||
Maximum [Member] | ||||
Lessee, Operating Lease, Remaining Lease Term (Year) | 14 years |
Note 14 - Lease Commitments - S
Note 14 - Lease Commitments - Schedule of Operating Lease Assets and Obligations (Details) - USD ($) $ in Thousands | Jul. 03, 2022 | Dec. 31, 2021 |
Right-of-use assets | $ 32,762 | $ 0 |
Current operating lease liabilities | 5,006 | |
Long-term lease liabilities | 28,225 | |
Total lease liabilities | $ 33,231 |
Note 14 - Lease Commitments -_2
Note 14 - Lease Commitments - Schedule of Operating Lease Expense Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jul. 03, 2022 | Jul. 03, 2022 | |
Components of lease expense: | ||
Operating lease expense | $ 1,482 | $ 3,901 |
Short-term lease expense | 642 | 1,250 |
Variable lease expense | 327 | 414 |
Total lease expense | 2,451 | 5,565 |
Cash paid for amounts included in measurement of operating lease liabilities | 1,821 | 3,581 |
Right of use assets obtained in exchange for new operating lease liabilities | 13,491 | 13,769 |
Decapitalization of right-of-use assets upon lease termination and/or modification | $ 12,178 | $ 12,178 |
Note 14 - Lease Commitments -_3
Note 14 - Lease Commitments - Schedule of Information Associated with the Measurement of Operating Lease Obligations (Details) | Jul. 03, 2022 |
Weighted average remaining lease term (in years) (Year) | 8 years |
Weighted average discount rate | 5.67% |
Note 14 - Lease Commitments -_4
Note 14 - Lease Commitments - Schedule of Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Jul. 03, 2022 USD ($) |
2022 (excluding the twenty-six weeks ended July 3, 2022) | $ 3,718 |
2023 | 6,830 |
2024 | 5,583 |
2025 | 3,867 |
2026 | 3,660 |
Thereafter | 18,318 |
Total lease payments | 41,976 |
Less imputed interest | (8,745) |
Present value of lease liabilities | $ 33,231 |
Note 14 - Lease Commitments -_5
Note 14 - Lease Commitments - Schedule of Future Minimum Rental Payments for Operating Leases Under ASC 840 (Details) $ in Thousands | Dec. 31, 2021 USD ($) |
2022 | $ 8,517 |
2023 | 6,320 |
2024 | 4,766 |
2025 | 2,995 |
2026 | 2,813 |
Thereafter | 8,546 |
Total minimum lease commitments | $ 33,957 |
Note 15 - Acquisition, Restru_3
Note 15 - Acquisition, Restructuring and Management Fee Costs - Summary of Total Acquisitions, Restructuring, and Management Fee Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | ||
Acquisitions (1) | [1] | $ 1,372 | $ 2,172 | $ 1,621 | $ 3,211 |
Restructuring (2) | [2] | 319 | 504 | 360 | 1,125 |
Management fees (3) | [3] | 0 | 1,658 | 0 | 2,539 |
Earn out adjustment (4) | [4] | 0 | 0 | 0 | 17,173 |
Total acquisition, restructuring and management fees | $ 1,691 | $ 4,334 | $ 1,981 | $ 24,048 | |
[1]Includes professional fees for legal, accounting, consulting, administrative, and other professional services directly attributable to potential acquisitions.[2]Includes costs incurred as part of the restructuring of operations including professional and consulting services.[3]Includes acquisition costs and management fees paid to Sentinel Capital Partners.[4]A fair value adjustment to the contingent consideration payable from the Simpson acquisition. |
Note 16 - Commitments and Con_3
Note 16 - Commitments and Contingencies - Schedule of Accrual For Product Warranties (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2022 | Jun. 27, 2021 | Jul. 03, 2022 | Jun. 27, 2021 | |
Beginning balance | $ 3,816 | $ 2,867 | $ 3,994 | $ 3,989 |
Accrued for current year warranty claims | 446 | 2,479 | 3,034 | 3,436 |
Settlement of warranty claims | (1,937) | (2,418) | (4,703) | (4,497) |
Ending balance | $ 2,325 | $ 2,928 | $ 2,325 | $ 2,928 |