Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 10, 2023 | Jul. 01, 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 | FY | ||
Document Fiscal Year Focus | 2022 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 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 Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 560,000,000 | ||
Entity Common Stock, Shares Outstanding | 118,241,747 | ||
Auditor Firm ID | 248 | ||
Auditor Name | GRANT THORNTON LLP | ||
Auditor Location | Cincinnati, Ohio | ||
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 $0.0001 | ||
Trading Symbol | HLLY | ||
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 26,150 | $ 36,325 |
Accounts receivable, less allowance for credit losses of $1,550 and $1,387, respectively | 47,083 | 51,390 |
Inventory | 233,573 | 185,040 |
Prepaids and other current assets | 18,157 | 18,962 |
Total current assets | 324,963 | 291,717 |
Property, plant, and equipment, net | 52,181 | 51,495 |
Goodwill | 418,121 | 411,383 |
Other intangibles assets, net | 424,855 | 438,461 |
Right-of-use assets | 29,522 | 0 |
Total assets | 1,249,642 | 1,193,056 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 44,948 | 45,708 |
Accrued interest | 5,994 | 3,359 |
Accrued liabilities | 43,317 | 34,853 |
Current portion of long-term debt | 7,000 | 7,875 |
Total current liabilities | 101,259 | 91,795 |
Long-term debt, net of current portion | 643,563 | 637,673 |
Warrant liability | 4,272 | 61,293 |
Earn-out liability | 1,176 | 26,596 |
Deferred taxes | 58,390 | 70,045 |
Other noncurrent liabilities | 24,992 | 1,167 |
Total liabilities | 833,652 | 888,569 |
Commitments and contingencies (Refer to Note 17 - Commitments and Contingencies) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding on December 31, 2022 and 2021 | 0 | 0 |
Common stock, $0.0001 par value, 550,000,000 shares authorized, 117,147,997 and 115,807,337 shares issued and outstanding on December 31, 2022 and 2021, respectively | 12 | 12 |
Additional paid-in capital | 368,122 | 329,705 |
Accumulated other comprehensive loss | (944) | (256) |
Retained earnings (accumulated deficit) | 48,800 | (24,974) |
Total stockholders' equity | 415,990 | 304,487 |
Total liabilities and stockholders' equity | $ 1,249,642 | $ 1,193,056 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accounts Receivable, Allowance for Credit Loss, Current | $ 1,550 | $ 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) | 117,147,997 | 115,807,337 |
Common Stock, Shares, Outstanding (in shares) | 117,147,997 | 115,807,337 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net sales | $ 688,415 | $ 692,847 | $ 504,179 |
Cost of goods sold | 434,757 | 406,040 | 295,935 |
Gross profit | 253,658 | 286,807 | 208,244 |
Selling, general, and administrative | 150,728 | 116,793 | 70,875 |
Research and development costs | 29,083 | 28,280 | 23,483 |
Amortization of intangible assets | 14,683 | 13,999 | 11,082 |
Impairment of indefinite-lived intangible assets | 2,395 | 0 | 0 |
Acquisition and restructuring costs | 4,513 | 23,668 | 9,743 |
Related party acquisition and management fee costs | 0 | 25,789 | 6,089 |
Other operating expense | 1,514 | 755 | 1,517 |
Total operating expense | 202,916 | 209,284 | 122,789 |
Operating income | 50,742 | 77,523 | 85,455 |
(Decrease) increase in warrant liability | (57,021) | 32,580 | 0 |
(Decrease) increase in earn-out liability | (10,731) | 8,875 | 0 |
Loss on early extinguishment of long-term debt | 0 | 13,650 | 0 |
Interest expense | (40,227) | (39,128) | (43,772) |
Total non-operating (income) expense | (27,525) | 94,233 | 43,772 |
Income (loss) before income taxes | 78,267 | (16,710) | 41,683 |
Income tax expense | 4,493 | 10,429 | 8,826 |
Net income (loss) | 73,774 | (27,139) | 32,857 |
Comprehensive income (loss): | |||
Foreign currency translation adjustment | (990) | 30 | 16 |
Pension liability gain (loss) | 302 | 388 | (293) |
Total other comprehensive income (loss) | (688) | 418 | (277) |
Total comprehensive income (loss) | $ 73,086 | $ (26,721) | $ 32,580 |
Common Share Data: | |||
Weighted average common shares outstanding - basic (in shares) | 116,762,928 | 89,959,993 | 67,673,884 |
Weighted average common shares outstanding - diluted (in shares) | 117,248,296 | 89,959,993 | 67,673,884 |
Basic net income (loss) per share (in dollars per share) | $ 0.63 | $ (0.30) | $ 0.49 |
Diluted net income (loss) per share (in dollars per share) | $ 0.14 | $ (0.30) | $ 0.49 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2019 | 67,673,884 | ||||
Balance at Dec. 31, 2019 | $ 7 | $ 236,496 | $ (397) | $ (30,692) | $ 205,414 |
Net income (loss) | 0 | 0 | 0 | 32,857 | 32,857 |
Equity compensation | 0 | 487 | 0 | 0 | 487 |
Foreign currency translation adjustment | 0 | 0 | 16 | 0 | 16 |
Pension liability adjustment | 0 | 0 | (293) | 0 | (293) |
Capital contributions, net | $ 0 | 1,900 | 0 | 0 | 1,900 |
Balance (in shares) at Dec. 31, 2020 | 67,673,884 | ||||
Balance at Dec. 31, 2020 | $ 7 | 238,883 | (674) | 2,165 | 240,381 |
Net income (loss) | 0 | 0 | 0 | (27,139) | (27,139) |
Equity compensation | 0 | 4,963 | 0 | 0 | 4,963 |
Foreign currency translation adjustment | 0 | 0 | 30 | 0 | 30 |
Pension liability adjustment | $ 0 | 0 | 388 | 0 | 388 |
Recapitalization transaction, net (in shares) | 48,133,453 | ||||
Recapitalization transaction, net | $ 5 | 85,859 | 85,864 | ||
Balance (in shares) at Dec. 31, 2021 | 115,807,337 | ||||
Balance at Dec. 31, 2021 | $ 12 | 329,705 | (256) | (24,974) | 304,487 |
Net income (loss) | 0 | 0 | 0 | 73,774 | 73,774 |
Equity compensation | 0 | 24,395 | 0 | 0 | 24,395 |
Foreign currency translation adjustment | 0 | 0 | (990) | 0 | (990) |
Pension liability adjustment | $ 0 | 0 | 302 | 0 | 302 |
Issuance of earn-out shares (in shares) | 1,093,750 | ||||
Issuance of earn-out shares | $ 0 | 14,689 | 0 | 0 | 14,689 |
Warrants exercised (in shares) | 33,333 | ||||
Warrants exercised | $ 0 | 383 | 0 | 0 | 383 |
Tax withholding related to vesting of restricted stock units | $ 0 | (1,050) | 0 | 0 | (1,050) |
Issuance of shares for restricted stock units (in shares) | 213,577 | ||||
Issuance of shares for restricted stock units | $ 0 | 0 | 0 | 0 | 0 |
Balance (in shares) at Dec. 31, 2022 | 117,147,997 | ||||
Balance at Dec. 31, 2022 | $ 12 | $ 368,122 | $ (944) | $ 48,800 | $ 415,990 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING ACTIVITIES: | |||
Net income (loss) | $ 73,774 | $ (27,139) | $ 32,857 |
Adjustments to reconcile net income (loss) to net cash from operating activities: | |||
Depreciation | 10,107 | 11,527 | 7,886 |
Amortization of intangible assets | 14,683 | 13,999 | 11,082 |
Impairment of indefinite-lived intangible assets | 2,395 | 0 | 0 |
Amortization of deferred loan costs | 1,707 | 3,182 | 3,092 |
Amortization of right of use assets | 5,666 | 0 | 0 |
Gain on termination of leases | (279) | 0 | 0 |
(Decrease) increase in warrant liability | (57,021) | 32,580 | 0 |
(Decrease) increase in earn-out liability | (10,731) | 8,875 | 0 |
Equity compensation | 24,395 | 4,963 | 487 |
Change in deferred taxes | (11,655) | (66) | 6,750 |
Loss on sale of business | 1,037 | 0 | 0 |
Loss on early extinguishment of long-term debt | 0 | 13,650 | 0 |
Loss (gain) on disposal of property, plant and equipment | 253 | (82) | 943 |
Provision for inventory reserves | 13,410 | 4,228 | 3,003 |
Provision for credit losses | 878 | 147 | 1,597 |
Accounts receivable | 3,777 | 464 | (11,349) |
Inventories | (58,406) | (45,073) | 22,006 |
Prepaids and other current assets | 1,142 | (13,408) | 1,884 |
Accounts payable | (740) | 8,727 | 8,399 |
Accrued interest | 2,635 | (3,229) | 737 |
Accrued and other liabilities | (4,715) | 8,238 | (961) |
Net cash provided by operating activities | 12,312 | 21,583 | 88,413 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (13,590) | (15,233) | (9,433) |
Proceeds from the disposal of fixed assets | 888 | 364 | 698 |
Proceeds from sale of business | 1,966 | 0 | 0 |
Cash paid for acquisitions, net | (14,301) | (119,220) | (156,833) |
Trademark acquisition | 0 | 0 | (50) |
Net cash used in investing activities | (25,037) | (134,089) | (165,618) |
FINANCING ACTIVITIES: | |||
Proceeds from issuance of long-term debt | 37,000 | 655,000 | 205,000 |
Deferred financing fees | 0 | (13,413) | (4,710) |
Payment of acquisition contingent consideration | 0 | (9,200) | 0 |
Proceeds from Business Combination and PIPE financing, net of issuance costs paid | 0 | 132,299 | 0 |
Payments from stock-based award activities | (1,050) | 0 | 0 |
Proceeds from issuance of common stock in connection with the exercise of warrants | 383 | 0 | 0 |
Capital distributions | 0 | 0 | (100) |
Net cash provided by financing activities | 2,850 | 77,157 | 140,544 |
Effect of foreign currency rate fluctuations on cash | (300) | 0 | 0 |
Net change in cash and cash equivalents | (10,175) | (35,349) | 63,339 |
Cash and cash equivalents: | |||
Beginning of period | 36,325 | 71,674 | 8,335 |
End of period | 26,150 | 36,325 | 71,674 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 36,868 | 38,067 | 39,945 |
Cash paid for income taxes | 6,834 | 10,648 | 3,239 |
Noncash investing and financing activities: | |||
Assumption of warrant liability | 0 | 28,713 | 0 |
Assumption of earn-out liability | 0 | 17,722 | 0 |
Units exchanged in Detroit Speed transaction | 0 | 0 | 2,000 |
Empower Sponsor Holdings LLC [Member] | |||
Noncash investing and financing activities: | |||
Earn-out shares issued to Empower Sponsor Holdings LLC | 14,689 | 0 | 0 |
Principal Payment [Member] | |||
FINANCING ACTIVITIES: | |||
Principal payments on long-term debt | (33,483) | (687,529) | (59,646) |
Empower Sponsor Holdings LLC [Member] | |||
Adjustments to reconcile net income (loss) to net cash from operating activities: | |||
(Decrease) increase in earn-out liability | $ (10,731) | $ 8,875 | $ 0 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Holley Inc. and Subsidiaries Schedule II - Valuation and Qualifying Accounts Years Ended December 31, 2022 2021 2020 Charged Charged Balance at (Credited) Reserves Against Balance at Beginning of to Costs and from Allowances End of Period Expenses Acquisitions (1) (2) Period Accounts receivable reserve: Year ended December 31, 2020: Bad debt reserve $ 208 $ 1,597 $ — $ 992 $ 813 Cash discount reserve 242 5,289 — 5,105 426 Year ended December 31, 2021: Bad debt reserve 813 809 — 666 956 Cash discount reserve 426 6,173 — 6,169 430 Year ended December 31, 2022: Bad debt reserve 956 878 — 672 1,162 Cash discount reserve 430 5,941 — 5,983 388 Inventory valuation reserve: Year ended December 31, 2020: Expired and obsolete reserve 18,870 2,293 480 (409 ) 22,052 Year ended December 31, 2021: Expired and obsolete reserve 22,052 3,806 1,226 804 26,280 Year ended December 31, 2022: Expired and obsolete reserve 26,280 13,410 — 1,156 38,534 (1) Write-off of uncollectible accounts, net of recoveries. (2) Write-off of obsolete inventory, net of inventory adjustments. |
Note 1 - Description of the Bus
Note 1 - Description of the Business, Basis of Presentation, and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 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. On July 16, 2021, ( March 11, 2021, ( 2, Business Combination, Acquisitions, and Divestiture, Holley Intermediate, the predecessor to Holley, was incorporated on October 25, 2018, two Emerging Growth Company Status Section 102 1 Risks and Uncertainties COVID- 19 19's not 19 19 19 not not may 1A. 19 The Company's business and results of operations, financial condition, and liquidity are impacted by broad economic conditions including inflation, labor shortages, and disruption of the supply chain, as well as by geopolitical events, including the conflict in Ukraine. The Company's operations have been adversely impacted by inflationary pressures primarily related to transportation, labor and component costs. Sales growth in certain products has been constrained by continuing supply chain challenges and automotive electronic component shortages. In response to the global supply chain volatility and inflationary impacts, the Company has attempted to minimize potential adverse impacts on its business with cost savings initiatives, price increases to customers, and by increasing inventory levels of certain products and working closely with its suppliers and customers to minimize disruptions in delivering products to customers. Should the ongoing macroeconomic conditions not not may Basis of Presentation The accompanying 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 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 Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. These estimates require the use of judgment as future events, and the effect of these events, cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. The Company evaluates and updates assumptions and estimates on an ongoing basis and may Cash and Cash Equivalents Cash and cash equivalents include cash and deposits with financial institutions with original maturities less than 90 days. The Federal Deposit Insurance Corporation insures financial institution deposits up to $250. The Company maintains deposits exceeding $250 December 31, 2022 2021 Accounts Receivable and Allowance for Credit Losses Accounts receivable represent amounts due from customers in the ordinary course of business. The receivables are stated at the amount management expects to collect. The Company is subject to risk of loss from uncollectible receivables in excess of its allowance. The Company maintains an allowance for credit losses for estimated losses from customers’ inability to make required payments. In order to estimate the appropriate level of this allowance, the Company analyzes historical bad debts, customer concentrations, current customer credit worthiness, current economic trends and changes in customer payment patterns. Accounts are written off when management determines the account is uncollectable. Interest is not Inventory Valuation The Company's inventories are stated at the lower of cost or net realizable value using the first first Segments The Company's operations are managed and reported to its Chief Executive Officer (“CEO”), the Company’s chief operating decision maker, on a consolidated basis. The CEO assesses performance and allocates resources based on the consolidated results of operations. Under this organizational and reporting structure, the Company has one Goodwill Goodwill represents the excess of purchase price over the fair value of the net assets of businesses acquired. On an annual basis or whenever events or changes in circumstances indicate the carrying value of goodwill may may not not no not no Intangible Assets Other Than Goodwill Tradenames acquired in certain business combinations were determined to have indefinite useful lives and are not may may not As part of separate business acquisitions, the Company’s customer relationships, technology and certain tradenames were identified as definite-lived intangible assets. The customer relationship intangible assets are being amortized over a ten twenty-five five fourteen fifteen twenty Property, Plant and Equipment Property, plant and equipment acquired in various acquisitions have been recorded at fair value. All other property, plant and equipment is recorded at cost. Depreciation and amortization are provided for using the straight-line method over the estimated useful lives of the assets. Estimated useful lives for new property, plant and equipment additions are seven twenty-five three ten not 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 12 not 14, Debt Issuance Costs Debt issuance costs include fees and costs incurred to obtain financing. Debt issuance costs related to the Company's term loans are presented in the consolidated balance sheet as a direct deduction from the carrying amount of the term loans. These fees and costs are being amortized using the effective interest method over the term of the related loans and are included in interest expense in the Company's consolidated statements of comprehensive income (loss). If the debt is retired before its scheduled maturity date, any remaining unamortized debt issuance costs are written off in the period the debt is retired as a non-operating expense in the statement of operations as loss on the early extinguishment of debt. For the years ended 2022 2021 2020 Self-Insurance The Company is self-insured for employee medical and prescription drug benefits up to certain stop loss coverage amounts. The Company accrues an estimate for unpaid claims, as well as incurred but not Revenue Recognition The Company recognizes revenue with customers when control of the promised goods transfers to the customer. This generally occurs when the product is shipped to the customer. Revenue is recorded at the amount of consideration the Company expects to be entitled to in exchange for the delivered goods, which includes an estimate of variable consideration, expected returns, or refunds when applicable. The Company estimates variable consideration, such as sales incentives, by using the most likely amount approach, which considers the single most likely amount from a range of possible consideration amounts. Estimates of variable consideration result in an adjustment to the transaction price such that it is probable that a significant reversal of cumulative revenue would not For more information about the Company’s revenue from contracts with customers, see Note 9, Revenue Customer Sales Incentives Sales incentives provided take the form of either sales discounts or rebates and are treated as a reduction of net sales. The Company also maintains a cooperative advertising program with its customers and provides sales incentives to the extent of the estimated value of advertising provided by the customer on behalf of the Company. The costs incurred under the cooperative advertising program are included as a reduction of net sales. Product Warranty 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. These obligations are recorded within accrued liabilities in the consolidated balance sheets (see also Note 17, Commitments and Contingencies Sales Returns Estimated sales returns and allowances are recorded as a charge against gross sales in the period in which the related sales are recognized, net of returns to stock. The Company’s customers are permitted to return new, undamaged products within customer-specific limits (which are generally limited to a specified percentage of their annual purchases) in the event that they have overstocked their inventories. The Company estimates sales returns based primarily upon actual historical returns, planned product discontinuances, and promotional sales. 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. Cost of Goods Sold Cost of goods sold primarily consists of materials and labor expense in the manufacturing of the Company’s products sold to its customers. Cost of goods sold also includes provisions for excess and obsolete inventory, warranty costs, certain allocated costs for facilities, depreciation and other manufacturing overhead. Selling, General and Administrative Expenses Selling, general and administrative expenses include personnel costs for employees in selling, general and administrative functions (including equity-based compensation); costs to operate branch locations, corporate offices and back-office support centers; costs to transport products from facilities to our customers; and other selling, general and administrative expenses, such as professional fees, supplies, and advertising expenses. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes income tax positions only if those positions are “more likely than not” 50% The Company has no December 31, 2022 2021 On December 31, 2022 2021 the Company did not December 31, 2019, December 31, 2021. three eight not 12 Impairment or Disposal of Long-Lived Assets The Company accounts for long-lived assets, including intangible assets subject to amortization, in accordance with the provisions that require long-lived assets, such as property and equipment, be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not Advertising Advertising production costs are expensed the first December 31, 2022 2021 2020 Research and Development Costs Research, development, pre-production and start-up costs related to both present and future products are expensed as incurred. Such costs amount to $29,083, $28,280, and $23,483 for the years ended December 31, 2022 2021 2020 Other Comprehensive Income (Loss) Comprehensive loss encompasses all changes in stockholder’s equity and includes net income, change in the foreign currency translation adjustment and minimum pension liability. The Company’s accumulated other comprehensive loss shown on the consolidated balance sheets on December 31, 2022 2021 Foreign Currencies The functional currency of the Company’s Italian subsidiary is the Euro. Assets and liabilities of foreign operations are translated using period end exchange rates. Revenue and expenses are translated using average exchange rates during each period reported. Translation gains are reported in accumulated other comprehensive loss as a component of shareholders equity and were $990, $30, and $16 for the years ended December 31, 2022 2021 2020 December 31, 2022 2021 2020 Earnings per Share Earnings per share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. The dilutive effect of these potential common shares is reflected in diluted earnings per share by application of the treasury stock method. 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 Accounting Standards Codification ("ASC") Topic 480, Distinguishing Liabilities from Equity, 815, Derivatives and Hedging 480, 480, 815, Equity-Based Compensation The Company accounts for equity-based awards granted to employees and nonemployees under the fair value method prescribed by ASC Subtopic 718 10, Stock Compensation The fair value of stock options is estimated using the Black Scholes option-pricing model. Restricted stock units are valued at the stock price on the grant date. The fair value of profit interest units ("PIUs") granted by the Holley Stockholder is estimated based on the Company’s estimated equity value for each unit class at the time of granting using the Black-Scholes option-pricing model, discounted to reflect market considerations for illiquidity. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimizes the use of unobservable inputs to the extent possible. The inputs used to measure fair value are prioritized based on a three Level 1 Level 2 1 not Level 3 Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, Derivatives and Hedging not 12 Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and accounts receivable. The Company controls its exposure to credit risk associated with these instruments by (i) placing cash and cash equivalents with several major financial institutions and (ii) maintaining strict policies over credit extension that include credit evaluations, credit limits and monitoring procedures. For more information on the Company’s net sales to its three 15, Major Reseller Customers Recent Accounting Pronouncements Accounting Standards Recently Adopted In February 2016, 2016 02, Leases (Topic 842 12 January 1, 2022, January 1, 2022, not not not 14, "Lease Commitments," In August 2018, 2018 14, Compensation – Retirements Benefits – Defined Benefit Plans – General (Subtopic 715 20 2018 14 January 1, 2022. not In December 2019, 2019 12, Simplifying the Accounting for Income Taxes (Topic 740 740 2019 12 January 1, 2022. not In August 2020, 2020 06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (Subtopic 470 20 2020 06 may 2020 06 January 1, 2022. not In March 2020, 2020 04, Reference Rate Reform (Topic 848 2021 01 2022 06 January 1, 2025. December 31, 2022. not 2020 04. Accounting Standards Not In October 2021, 2021 08, Business Combinations (Topic 805 606, Revenue from Contracts with Customers No. 2021 08 606. 2021 08 December 15, 2022, not |
Note 2 - Business Combination,
Note 2 - Business Combination, Acquisitions and Divestiture | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 2. BUSINESS COMBINATION, ACQUISITIONS, AND DIVESTITURE 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 the Holley Stockholder, the sole stockholder of Holley Intermediate, 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 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 the Holley Stockholder 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 The following table reconciles the elements of the Business Combination to the consolidated statements of cash flows for the year ended December 31, 2021: Recapitalization Cash - Empower's trust and cash (net of redemptions of $ 99,353 44,314 $ 107,017 Cash - Forward Purchase Agreement 50,000 Cash - PIPE Financing 240,000 Net cash provided by Business Combination and PIPE Financing 397,017 Less: cash consideration paid to Holley Stockholder (264,718 ) Net contributions from Business Combination and PIPE Financing $ 132,299 ACQUISITIONS During the three December 31, 2022 14 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 In 2022, three not not The final allocation of the purchase price to specific assets acquired and liabilities assumed may Measurement 2022 Period 2022 (as initially reported) Adjustments (as adjusted) Accounts receivable $ 959 $ (397 ) $ 562 Inventory 3,481 1,081 4,562 Property, plant and equipment 275 — 275 Other assets 1,132 (1,108 ) 24 Tradenames 1,689 — 1,689 Customer relationships 1,512 — 1,512 Goodwill 5,858 559 6,417 Accounts payable (25 ) (133 ) (158 ) Accrued liabilities (18 ) (2 ) (20 ) $ 14,863 $ — $ 14,863 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 not not 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: Measurement 2021 Period 2021 (as initially reported) Adjustments (as adjusted) 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 11,017 (2,828 ) 8,189 Accounts payable (343 ) — (343 ) Accrued liabilities (129 ) 122 (7 ) $ 22,615 $ (2,706 ) $ 19,909 The fair value of the acquired customer relationship intangible assets was 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 six December 31, 2021 2020 Baer, Inc. On December 23, 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: Measurement December 23, 2021 Period December 23, 2021 (as initially reported) Adjustments (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. The Company incurred transaction costs in the amount of $222, which are reflected in operating expenses for the year ended December 31, 2021. Brothers Mail Order Industries, Inc. On December 16, 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: Measurement December 16, 2021 Period December 16, 2021 (as initially reported) Adjustments (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. The Company incurred transaction costs in the amount of $191, which are reflected in operating expenses for the year ended December 31, 2021. 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: Measurement April 14, 2021 Period April 14, 2021 (as initially reported) Adjustments (as adjusted) 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. The Company’s results for the year ended December 31, 2021, December 31, 2021. Drake Automotive Group LLC On November 11, 2020, 2020 $2,000 March 2021. 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: Cash $ 205 Accounts receivable 3,947 Inventory 14,198 Property, plant and equipment 1,296 Other assets 189 Tradenames 7,715 Customer relationships 17,175 Goodwill 7,551 Accounts payable (2,524 ) Accrued liabilities (648 ) $ 49,104 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 $4,155. Simpson Performance Products, Inc. On November 16, 2020, not The purchase agreement included a potential contingent payment based on the performance for the twelve October 3, 2021. December 31, 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 finished goods inventory, 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: Measurement November 16, 2020 Period November 16, 2020 (as initially reported) Adjustments (as adjusted) Cash $ 7,715 $ - $ 7,715 Accounts receivable 3,894 — 3,894 Inventory 19,265 (770 ) 18,495 Property, plant and equipment 5,952 — 5,952 Other assets 1,613 — 1,613 Tradenames 23,980 — 23,980 Customer relationships 28,770 — 28,770 Patents 2,720 — 2,720 Goodwill 51,305 (893 ) 50,412 Accounts payable (2,483 ) — (2,483 ) Accrued liabilities (7,787 ) 361 (7,426 ) Deferred tax liability (12,993 ) 1,375 (11,618 ) Debt (4,615 ) — (4,615 ) $ 117,336 $ 73 $ 117,409 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 10 years based on the weighted average remaining life of the patent portfolio. The contractual value of the accounts receivable acquired was $3,894. Detroit Speed, Inc. On December 18, 2020, 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: Measurement December 18, 2020 Period December 18, 2020 (as initially reported) Adjustments as adjusted) Cash $ 1,784 $ — $ 1,784 Accounts receivable 418 — 418 Inventory 3,478 (324 ) 3,154 Property, plant and equipment 3,040 — 3,040 Other assets 215 — 215 Tradenames 1,127 — 1,127 Customer relationships 560 — 560 Goodwill 2,636 159 2,795 Accounts payable (668 ) — (668 ) Accrued liabilities (1,019 ) 500 (519 ) Deferred tax liability (274 ) — (274 ) $ 11,297 $ 335 $ 11,632 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 10 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 $418. The following table provides the unaudited consolidated pro forma results for the periods presented as if Baer, Brothers, and AEM had been acquired as of January 1, 2020. For the years ended December 31, 2021 2020 Pro forma net sales $ 727,369 $ 551,469 Pro forma net income (16,248 ) 35,969 The pro forma results include the effects of the amortization of purchased intangible assets and acquired inventory step- up. The pro forma results are based upon unaudited financial information of the acquired entity and are presented for informational purposes only and are not DIVESTITURE In the fourth 2022, 2022. |
Note 3 - Inventory
Note 3 - Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 3. INVENTORY Inventories of the Company consisted of the following: December 31, 2022 2021 Raw materials $ 78,586 $ 54,818 Work-in-process 23,906 21,728 Finished goods 131,081 108,494 $ 233,573 $ 185,040 |
Note 4 - Balance Sheet Details
Note 4 - Balance Sheet Details | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Supplemental Balance Sheet Disclosures [Text Block] | 4. BALANCE SHEET DETAILS Property, Plant and Equipment, net Property, plant and equipment of the Company consisted of the following: December 31, 2022 2021 Land $ 3,426 $ 1,330 Buildings and improvements 11,051 10,623 Machinery and equipment 66,140 56,824 Construction in process 9,563 12,859 Total property, plant and equipment 90,180 81,636 Less: accumulated depreciation 37,999 30,141 Property, plant and equipment, net $ 52,181 $ 51,495 The Company’s long-lived assets by geographic locations are as follows: December 31, 2022 2021 United States $ 50,434 $ 49,547 International 1,747 1,948 Total property, plant and equipment, net $ 52,181 $ 51,495 Accrued Liabilities Accrued liabilities of the Company consisted of the following: December 31, 2022 2021 Accrued freight $ 6,861 $ 3,866 Accrued employee compensation and benefits 6,259 9,043 Accrued returns and allowances 5,214 6,135 Accrued taxes 5,222 1,412 Current portion of operating lease liabilities 5,112 - Accrued other 14,649 14,397 Accrued liabilities $ 43,317 $ 34,853 |
Note 5 - Goodwill and Other Int
Note 5 - Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 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 periods indicated: Balance on December 31, 2020 $ 359,099 AEM acquisition 17,426 Classic Instruments acquisition 4,912 Speartech acquisition 2,705 ADS acquisition 1,260 Baer acquisition 8,363 Brothers acquisition 19,561 Rocket acquisition 2,141 Measurement period adjustments* (4,084 ) Balance on December 31, 2021 $ 411,383 John's acquisition 240 SKC acquisition 1,270 RaceQuip acquisition 4,348 Measurement period adjustments* 880 Balance on December 31, 2022 $ 418,121 * See Note 2, Business Combination, Acquisitions, and Divestiture 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 third fourth 2022, not 2022 2021. Intangible assets consisted of the following: December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 269,950 $ (44,178 ) $ 225,772 Tradenames 13,775 (4,843 ) 8,932 Technology 26,676 (11,523 ) 15,153 Total finite-lived intangible assets $ 310,401 $ (60,544 ) $ 249,857 Indefinite-lived intangible assets: Tradenames $ 174,998 — $ 174,998 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 on December 31, 2022 2023 $ 14,557 2024 13,744 2025 13,714 2026 13,608 2027 13,493 Thereafter 180,741 Total $ 249,857 In the third 2022, 2022, fourth 2022, not The fair value of the indefinite-lived tradenames was estimated using the relief from royalty method, a form of the income approach. Significant judgement is required in estimating the fair value of intangible assets and in performing impairment tests. The most significant assumptions utilized in the determination of the estimated fair values of the indefinite-lived tradenames were the sales projections and long-term earnings growth rates, the royalty rate and the discount rate. The long-term earnings growth rate represents the expected rate at which the brands are expected to grow beyond the shorter-term business planning period. The royalty rate is based on observed market royalty rates for various industrial, consumer and commercial trademarks. The discount rate is based on the Company's weighted average cost of capital adjusted for risk. Due to the inherent uncertainty in forecasting future sales, actual results in the future may Potential changes in our costs and operating structure, the implementation of synergies, and overall performance in the automotive aftermarket industry, could negatively impact our near-term cash-flow projections and could trigger a potential impairment of the Company's goodwill and / or indefinite-lived intangible assets. In addition, failure to execute the Company's strategic plans as well as increases in weighted average costs of capital could negatively impact the fair value of the reporting unit and increase the risk of future impairment charges. |
Note 6 - Debt
Note 6 - Debt | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 6. DEBT Debt of the Company consisted of the following: December 31, 2022 2021 First lien term loan due November 17, 2028 $ 649,350 $ 630,000 Revolver 10,000 25,000 Other 2,770 3,812 Less unamortized debt issuance costs (11,557 ) (13,264 ) 650,563 645,548 Less current portion of long-term debt (7,000 ) (7,875 ) $ 643,563 $ 637,673 On November 18, 2021, seven $600,000 first five May 2022, first November 17, 2028. The revolving credit facility includes a letter of credit facility in the amount of $10,000, pursuant to which letters of credit may may December 31, 2022 Proceeds from the credit facility were used to repay in full the Company’s obligations under its existing first second The first September 30, 2028, November 17, 2028. December 31, 2022, may 2022, no 2023. Amounts outstanding under the 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. LIBOR is expected to be phased out by June 2023. December 31, 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 December 31, 2022 In February 2023, March 31, 2023 March 31, 2024 ( 7.25:1.00, 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. In 2021, first second Future maturities of long-term debt and amortization of debt issuance costs on December 31, 2022 Debt Debt Issuance Costs 2023 $ 7,851 $ 1,782 2024 7,430 1,847 2025 7,632 1,915 2026 6,571 1,987 2027 6,571 2,061 Thereafter 626,065 1,965 $ 662,120 $ 11,557 |
Note 7 - Common Stock Warrants
Note 7 - Common Stock Warrants | 12 Months Ended |
Dec. 31, 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 The Company’s Warrants were accounted for as liabilities in accordance with ASC Subtopic 815 40, Derivatives and Hedging - Contracts in Entity's Own Equity December 31, 2022 2021 December 31, 2022 2021, December 31, 2022 December 31, 2021 |
Note 8 - Fair Value Measurement
Note 8 - Fair Value Measurements | 12 Months Ended |
Dec. 31, 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 on December 31, 2022 Level 1 Level 2 Level 3 Total Liabilities included in: Warrant liability (Public) $ 2,691 $ — $ — $ 2,691 Warrant liability (Private) — — 1,581 1,581 Earn-out liability — — 1,176 1,176 Total fair value $ 2,691 $ — $ 2,757 $ 5,448 Fair Value Measured on 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 On December 31, 2022 2021 2, Business Combination, Acquisitions, and Divestiture not 3 3 1 The fair value of private warrants was estimated at December 31, 2022 2021 2022 2021 Valuation date price $ 2.12 $ 12.99 Strike price $ 11.50 $ 11.50 Remaining life (in years) 3.54 4.54 Expected dividend $ — $ — Risk-free interest rate 4.06 % 1.19 % Price threshold $ 18.00 $ 18.00 The fair value of the earn-out liability was estimated at December 31, 2022 2021 2022 2021 Valuation date price $ 2.12 $ 12.99 Expected term (in years) 5.54 6.54 Expected volatility 70.33 % 40.59 % Risk-free interest rate 3.88 % 1.40 % Price hurdle 1 not applicable $ 13.00 Price hurdle 2 $ 15.00 $ 15.00 On December 31, 2022 2021 3 The reconciliation of changes in Level 3 December 31, 2022 2021 Private Warrants Acquisition Contingent Consideration Earn-Out Liability Total Balance on December 31, 2020 $ — $ 9,200 $ — $ 9,200 Cash paid for contingent consideration — (26,573 ) — (26,573 ) Liabilities assumed in recapitalization 9,613 — 17,722 27,335 Losses included in earnings 12,180 17,373 8,874 38,427 Balance on December 31, 2021 21,793 — 26,596 48,389 Liabilities reclassed to equity — — (14,689 ) (14,689 ) Gains included in earnings (20,212 ) — (10,731 ) (30,943 ) Balance on December 31, 2022 $ 1,581 $ — $ 1,176 $ 2,757 |
Note 9 - Revenue
Note 9 - Revenue | 12 Months Ended |
Dec. 31, 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 17, Commitments and Contingencies 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 years ended December 31, 2022 2021 2020 Electronic systems $ 282,865 $ 309,233 $ 262,164 Mechanical systems 165,007 154,878 120,893 Exhaust 66,767 78,179 72,294 Accessories 108,150 85,280 41,805 Safety 65,626 65,277 7,023 Total sales $ 688,415 $ 692,847 $ 504,179 The following table summarizes total revenue based on geographic location from which the product is shipped: For the years ended December 31, 2022 2021 2020 United States $ 669,187 $ 674,491 $ 502,661 Italy 19,228 18,356 1,518 Total sales $ 688,415 $ 692,847 $ 504,179 |
Note 10 - Income Taxes
Note 10 - Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 10. INCOME TAXES Income tax expense (benefit) of the Company consisted of the following: For the years ended December 31, 2022 2021 2020 Current income tax expense (benefit): Federal $ 12,356 $ 7,422 $ (530 ) State 1,253 323 1,174 Foreign 2,450 2,602 1,668 Total current income tax expense (benefit) 16,059 10,347 2,312 Deferred income tax expense (benefit): Federal (8,679 ) 823 7,136 State (2,591 ) (552 ) (622 ) Foreign (296 ) (189 ) — Total deferred income tax expense (benefit) (11,566 ) 82 6,514 Total income tax expense (benefit) $ 4,493 $ 10,429 $ 8,826 The Company’s income before income taxes was subject to taxes in the following jurisdictions: For the years ended December 31, 2022 2021 2020 United States $ 72,276 $ (24,772 ) $ 37,548 Foreign 5,991 8,062 4,135 Income (loss) before income taxes $ 78,267 $ (16,710 ) $ 41,683 Reported income tax expense (benefit) for the year ended December 31, 2022 2021 2020 For the years ended December 31, 2022 2021 2020 Expected tax expense (benefit) at U.S. Federal statutory rates $ 16,479 $ (3,510 ) $ 8,753 State income tax expense (benefit) (1,057 ) (180 ) 335 Permanent tax differences 4,275 825 (53 ) Foreign-derived intangible income deduction (298 ) — — Global intangible low-taxed income — 375 220 Foreign rate differential 560 719 389 Tax credit (1,393 ) (1,620 ) (646 ) Earn-outs (2,254 ) 5,470 — Change in fair value of warrants (11,974 ) 6,842 — Transaction costs — 1,465 280 Other differences, net 155 43 (452 ) Total income tax expense (benefit) $ 4,493 $ 10,429 $ 8,826 The tax effects of temporary differences that give rise to significant portions of the Company’s deferred tax assets and deferred tax liabilities consisted of the following: December 31, 2022 2021 Deferred tax assets: Reserves on assets $ 12,305 $ 8,220 Liabilities not yet deductible 3,371 3,040 Interest expense limitation 9,624 7,863 Right-of-use liability 6,899 — Section 174 expenses 6,197 — Net operating losses 1,493 1,431 Other 526 253 Total gross deferred tax assets 40,415 20,807 Deferred tax liabilities: Tradename 33,770 32,713 Intangible assets 41,126 43,965 Goodwill 10,037 7,969 Property, plant and equipment 7,110 6,205 Right-of-use asset 6,762 — Total gross deferred tax liabilities 98,805 90,852 Net deferred tax liabilities $ 58,390 $ 70,045 Based on the Company’s projected pretax earnings, reversal of deferred tax liabilities and other relevant factors, management believes that it is more likely than not December 31, 2022 2021 On December 31, 2022 no s dates through 2035 one Uncertain Tax Positions Under the accounting rules for income taxes, the Company is not not not December 31, 2022 The Company recognizes interest on liabilities for uncertain tax positions in interest expense and would recognize penalties, if any, in operating expenses in its consolidated statements of comprehensive income (loss). In 2022 2021, not The Company files federal, state, and non-U.S. tax returns in various foreign jurisdictions. For state and non-U.S. tax returns, the Company is generally no 2013. no 2018. 2019 2021 2013 2021. The Company's tax policy is to comply with the laws, regulations, and filing requirements of all jurisdictions in which it conducts business. Management regularly engages in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. Although the timing of the resolutions and/or closures of audits is highly uncertain, it is reasonably possible, that certain U.S. federal and non-U.S. tax audits may 12 not |
Note 11 - Earnings Per Share
Note 11 - Earnings Per Share | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2022 2021 2020 Numerator: Net income (loss) - basic $ 73,774 $ (27,139 ) $ 32,857 Less: fair value adjustment for warrants (57,021 ) — — Net income (loss) - diluted $ 16,753 $ (27,139 ) $ 32,857 Denominator: Weighted average common shares outstanding - basic 116,762,928 89,959,993 67,673,884 Dilutive effect of potential common shares from RSUs 101,290 — — Dilutive effect of potential common shares from warrants 384,078 — — Weighted average common shares outstanding - diluted 117,248,296 89,959,993 67,673,884 Earnings (loss) per share: Basic $ 0.63 $ (0.30 ) $ 0.49 Diluted $ 0.14 $ (0.30 ) $ 0.49 The following outstanding shares of common stock equivalents were excluded from the calculation of diluted earnings per share due to the anti-dilutive effect such shares would have on net loss per common share. For the years ended December 31, 2022 2021 2020 Anti-dilutive shares excluded from calculation of diluted EPS: Warrants — 14,666,644 — Stock options 1,709,690 1,386,974 — Restricted stock units 540,344 656,485 — Earn-out shares 1,093,750 2,187,500 — Total anti-dilutive shares 3,343,784 18,897,603 — |
Note 12 - Benefit Plans
Note 12 - Benefit Plans | 12 Months Ended |
Dec. 31, 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. The Projected Unit Credit Actuarial Cost Method is used to determine the normal cost of the Plan and estimated pension benefit obligation. During 2002, not On January 28, 2022, March 31, 2022. not fourth 2022. third The following table shows the changes in the benefit obligation and plan assets and the plan’s funded status. December 31, 2022 2021 Change in Projected Benefit Obligation: Benefit obligation, January 1 $ 6,104 $ 6,551 Service cost 113 143 Interest cost 138 152 Plan curtailments (5,185 ) — Benefits paid (299 ) (349 ) Expenses paid (149 ) (135 ) Actuarial (gain) loss (722 ) (258 ) Benefit obligation, December 31 $ — $ 6,104 Change in Plan Assets: Fair value of plan assets, January 1 $ 5,242 $ 4,756 Actual return on plan assets (374 ) 499 Employer contributions 765 471 Plan settlements (5,185 ) — Benefits paid from plan assets (299 ) (349 ) Expenses paid (149 ) (135 ) Fair value of plan net assets, December 31 $ — $ 5,242 Underfunded status at end of period $ — $ (862 ) Amounts recognized in the consolidated balance sheet: Current liabilities $ — $ — Non-current liabilities — (862 ) Net amount recorded $ — $ (862 ) There was no remaining accumulated benefit obligation for the Plan as of December 31, 2022. December 31, 2021. 2022 2021 2020 2022 2021 2020 Unrecognized actuarial losses are recognized as a component of accumulated other comprehensive income. The following table shows the balances reflected in accumulated other comprehensive income on a pre-tax basis for the periods presented: December 31, 2022 2021 Amounts recognized in accumulated other comprehensive loss (pre-tax): Net actuarial loss $ — $ 283 The pre-tax amounts recognized in other comprehensive income were as follows: December 31, 2022 2021 Actuarial (gain) loss arising during measurement period $ (129 ) $ (513 ) Amortization of actuarial loss (154 ) (25 ) Total recognized in other comprehensive (income) loss $ (283 ) $ (538 ) The following summarizes the components of net periodic benefit cost for the defined benefit pension plan: For the years ended December 31, 2022 2021 2020 Components of expense: Service cost $ 113 $ 143 $ 159 Interest cost 138 152 190 Expected return on plan assets (218 ) (240 ) (255 ) Settlement loss recognized 154 — — Amortization of net loss — 25 — Net periodic benefit cost $ 187 $ 80 $ 94 Weighted-average assumptions used to determine net cost: December 31, 2022 2021 Discount rate 2.78 % 2.38 % Expected return on plan assets 5.20 % 6.35 % The Company uses a measurement date of December 31 Weighted-average assumptions used to determine the benefit obligation: December 31, 2022 2021 Discount rate not applicable 2.78 % In order to develop the expected long-term rate of return on assets assumption, the Company considered the historical returns and the future expectations for returns for each asset class, as well as the target asset allocation of the pension portfolio. The fair value of Plan assets on December 31, 2022, December 31, 2021, 1, Description of the Business, Basis of Presentation, and Summary of Significant Accounting Policies December 31, 2021 Fair Value Level 1 Level 2 Level 3 Common stock $ 789 $ 789 $ — $ — Mutual funds 2,171 2,171 — — Corporate / government bonds 2,354 — 2,354 — Cash and cash equivalents 20 — 20 — Total $ 5,334 $ 2,960 $ 2,374 $ — Following is a description of the valuation methodologies used for assets measured at fair value on a recurring basis as well as the general classification of such assets pursuant to the valuation hierarchy. Common Stock 1 Mutual Funds 1 Corporate/government bonds 2 not not 2 401 The Company has 401 The Company's matching contributions for the years ended December 31, 2022 , 2021 2020 include additional discretionary matching contributions of 1% based on the Company's performance targets for 2021, 2020 2019, December 31, 2022 2021 2020 |
Note 13 - Equity-based Compensa
Note 13 - Equity-based Compensation Plans | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Shareholders' Equity and Share-Based Payments [Text Block] | 13. EQUITY-BASED COMPENSATION PLANS In 2021, 2021 “2021 December 31, 2022 2021 Stock Options Stock option grants generally 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 December 31, 2022 2021 The following table presents a summary of stock option activity for the year ended December 31, 2022 Weighted Weighted Average Aggregate Number of Average Remaining Contractual Intrinsic Value Stock Options Exercise Price Term (years) (in millions) Options outstanding on December 31, 2021 1,386,974 $ 10.50 Granted 592,056 12.12 Forfeited (209,417 ) 11.20 Expired (59,923 ) 10.50 Options outstanding on December 31, 2022 1,709,690 $ 10.97 8.73 $ — Options exercisable on December 31, 2022 399,840 $ 10.50 8.55 $ — Compensation expense for stock options is recorded based on straight-line amortization of the grant date fair value over the requisite service period. On December 31, 2022 The fair value of each stock option granted in 2022 2021 For the years ended December 31, 2022 2021 Weighted-average expected term 6.0 6.0 Expected volatility 36.0% - 40.0 % 40.3 % Expected dividend — — Risk-free interest rate 1.98% - 3.06 % 0.94 % 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 Restricted Stock Units Restricted stock units (“RSUs”) vest ratably over one three December 31, 2022 2021 December 31, 2022 The following table summarizes activities for the Company’s unvested RSUs for the year ended December 31, 2022 Unvested Restricted Stock Units Weighted Number of Average Grant RSUs Date Fair Value December 31, 2021 656,485 $ 12.06 Granted 868,853 5.87 Vested (303,283 ) 12.06 Forfeited (113,725 ) 12.13 December 31, 2022 1,108,330 $ 9.43 Compensation expense for RSUs is recorded based on amortization of the grant date fair market value over the period the restrictions lapse. On December 31, 2022 Profit Interest Units The Holley Stockholder authorized an incentive pool of 41,400,000 units of Holley Stockholder that its management has the right to grant to certain employees of the Company. As of December 31, 2022 no no In October 2022, 718 10, Stock Compensation December 31, 2022 The following table summarizes activities for unvested PIUs for the year ended December 31, 2022 Unvested Profit Interest Units Weighted Number of Average Grant PIUs Date Fair Value December 31, 2021 36,506,814 $ 0.56 Vested (36,506,814 ) 0.56 December 31, 2022 $ — For the years ended December 31, 2022 2021 2020 December 31, 2022 The Holley Stockholder's previously granted PIUs included 24,074,944 units that contained certain performance vesting criteria related to the attainment of specified levels of return for certain other investors in the Holley Stockholder and the occurrence of certain events. Compensation expense for these performance-based awards was not not 718 10, For the years ended December 31, 2022 2021 2020 Weighted-average expected term 3.0 2.0 3.4 Expected volatility 65.0 % 55.0 % 72.5 % Expected dividend — — — Risk-free interest rate 4.3 % 0.3 % 0.3 % The expected term has been estimated based on the contractual terms, vesting schedules and expectations of future unit holder behavior. The expected dividend yield is assumed to be zero not not The components of share-based compensation expense, included within selling, general and administrative costs in the consolidated statements of comprehensive income, is as follows: For the years ended December 31, 2022 2021 2020 Stock options $ 2,349 $ 824 $ — Restricted stock units 4,304 1,070 — Profit interest units 17,742 3,069 487 |
Note 14 - Lease Commitments
Note 14 - Lease Commitments | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 14. LEASE COMMITMENTS On January 1, 2022, 842, Leases 2018 11, Leases (Topic 842 $33,887 and an increase in liabilities for associated lease obligations of $34,579, m not Under the transition option elected by the Company, ASC Topic 842 840, Leases 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 ASC 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: December 31, 2022 Assets: Operating right of use assets $ 29,522 Liabilities: Current operating lease liabilities - Accrued liabilities $ 5,112 Long-term operating lease liabilities - Other noncurrent liabilities 24,992 Total lease liabilities $ 30,104 The following summarizes the components of operating lease expense and provides supplemental cash flow information for operating leases: For the year ended December 31, 2022 Components of lease expense: Operating lease expense $ 7,294 Short-term lease expense 2,402 Variable lease expense 763 Total lease expense $ 10,459 Supplemental cash flow information related to leases: Cash paid for amounts included in measurement of operating lease liabilities $ 7,311 Right-of-use assets obtained in exchange for new operating lease liabilities 13,942 Decapitalization of right-of-use assets upon lease termination and/or modification 12,658 Information associated with the measurement of operating lease obligations as of December 31, 2022 Weighted average remaining lease term (in years) 7.9 Weighted average discount rate 5.77 % The following table summarizes the maturities of the Company's operating lease liabilities as of December 31, 2022 2023 $ 6,683 2024 5,440 2025 3,861 2026 3,665 2027 3,612 Thereafter 14,713 Total lease payments 37,974 Less imputed interest (7,870 ) Present value of lease liabilities $ 30,104 For the years ended December 31, 2021 2020, Prior to the Company's adoption of ASC Topic 842 January 1, 2022, 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 - Major Reseller Custom
Note 15 - Major Reseller Customers | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | 15. MAJOR RESELLER CUSTOMERS The Company's reseller customers include many large and well-known automotive parts retailers and distributors. The following table summarizes resellers that individually account for more than 5% of the Company’s net sales in any of the periods presented: For the years ended December 31, 2022 2021 2020 Customer A 19.2 % 19.3 % 21.5 % Customer B 3.4 % 4.1 % 5.4 % The following reseller customers accounted for 10% or more of the Company’s account receivable balance in any of the periods presented: December 31, 2022 2021 Customer A 11.3 % 7.4 % |
Note 16 - Acquisition, Restruct
Note 16 - Acquisition, Restructuring and Management Fee Costs | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Restructuring, Impairment, and Other Activities Disclosure [Text Block] | 16. ACQUISITION, RESTRUCTURING AND MANAGEMENT FEE COSTS The following table summarizes total acquisition, restructuring and management fee costs: For the years ended December 31, 2022 2021 2020 Acquisitions (1) $ 1,887 $ 5,074 $ 4,434 Restructuring (2) 2,626 1,421 5,309 Management fees (3) — 25,789 6,089 Earn out adjustment (4) — 17,173 — Total acquisition, restructuring and management fees $ 4,513 $ 49,457 $ 15,832 ( 1 Includes professional fees for legal, accounting, consulting, administrative, and other professional services directly attributable to 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, including a fee of $23,275 paid in 2021 Director compensation of $180 and $90 attributable to Mr. Basham's and Mr. Coady's service on Holley's Board of Directors paid to Sentinel Capital Partners is included in selling, general, and administrative cost for the years ended December 31, 2022 2021. ( 4 A fair value adjustment to the contingent consideration payable from the Simpson acquisition. |
Note 17 - Commitments and Conti
Note 17 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 17. 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 consolidated balance sheets. For the years ended December 31, 2022 2021 2020 Beginning balance $ 3,994 $ 3,989 $ 3,454 Accrued for current year warranty claims 12,261 10,185 11,251 Settlement of warranty claims (12,671 ) (10,180 ) (10,716 ) Ending balance $ 3,584 $ 3,994 $ 3,989 |
Note 18 - Subsequent Event
Note 18 - Subsequent Event | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 18. SUBSEQUENT EVENT In February 2023, March 31, 2023 March 31, 2024 ( 7.25:1.00, Refer to Note 6 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 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's not 19 19 19 not not may 1A. 19 The Company's business and results of operations, financial condition, and liquidity are impacted by broad economic conditions including inflation, labor shortages, and disruption of the supply chain, as well as by geopolitical events, including the conflict in Ukraine. The Company's operations have been adversely impacted by inflationary pressures primarily related to transportation, labor and component costs. Sales growth in certain products has been constrained by continuing supply chain challenges and automotive electronic component shortages. In response to the global supply chain volatility and inflationary impacts, the Company has attempted to minimize potential adverse impacts on its business with cost savings initiatives, price increases to customers, and by increasing inventory levels of certain products and working closely with its suppliers and customers to minimize disruptions in delivering products to customers. Should the ongoing macroeconomic conditions not not may |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying 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 include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. These estimates require the use of judgment as future events, and the effect of these events, cannot be predicted with certainty. The estimates will change as new events occur, as more experience is acquired and as more information is obtained. The Company evaluates and updates assumptions and estimates on an ongoing basis and may |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include cash and deposits with financial institutions with original maturities less than 90 days. The Federal Deposit Insurance Corporation insures financial institution deposits up to $250. The Company maintains deposits exceeding $250 December 31, 2022 2021 |
Accounts Receivable [Policy Text Block] | Accounts Receivable and Allowance for Credit Losses Accounts receivable represent amounts due from customers in the ordinary course of business. The receivables are stated at the amount management expects to collect. The Company is subject to risk of loss from uncollectible receivables in excess of its allowance. The Company maintains an allowance for credit losses for estimated losses from customers’ inability to make required payments. In order to estimate the appropriate level of this allowance, the Company analyzes historical bad debts, customer concentrations, current customer credit worthiness, current economic trends and changes in customer payment patterns. Accounts are written off when management determines the account is uncollectable. Interest is not |
Inventory, Policy [Policy Text Block] | Inventory Valuation The Company's inventories are stated at the lower of cost or net realizable value using the first first |
Segment Reporting, Policy [Policy Text Block] | Segments The Company's operations are managed and reported to its Chief Executive Officer (“CEO”), the Company’s chief operating decision maker, on a consolidated basis. The CEO assesses performance and allocates resources based on the consolidated results of operations. Under this organizational and reporting structure, the Company has one |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess of purchase price over the fair value of the net assets of businesses acquired. On an annual basis or whenever events or changes in circumstances indicate the carrying value of goodwill may may not not no not no |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets Other Than Goodwill Tradenames acquired in certain business combinations were determined to have indefinite useful lives and are not may may not As part of separate business acquisitions, the Company’s customer relationships, technology and certain tradenames were identified as definite-lived intangible assets. The customer relationship intangible assets are being amortized over a ten twenty-five five fourteen fifteen twenty |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment acquired in various acquisitions have been recorded at fair value. All other property, plant and equipment is recorded at cost. Depreciation and amortization are provided for using the straight-line method over the estimated useful lives of the assets. Estimated useful lives for new property, plant and equipment additions are seven twenty-five three ten not |
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 12 not 14, |
Debt, Policy [Policy Text Block] | Debt Issuance Costs Debt issuance costs include fees and costs incurred to obtain financing. Debt issuance costs related to the Company's term loans are presented in the consolidated balance sheet as a direct deduction from the carrying amount of the term loans. These fees and costs are being amortized using the effective interest method over the term of the related loans and are included in interest expense in the Company's consolidated statements of comprehensive income (loss). If the debt is retired before its scheduled maturity date, any remaining unamortized debt issuance costs are written off in the period the debt is retired as a non-operating expense in the statement of operations as loss on the early extinguishment of debt. For the years ended 2022 2021 2020 |
Self Insurance Reserve [Policy Text Block] | Self-Insurance The Company is self-insured for employee medical and prescription drug benefits up to certain stop loss coverage amounts. The Company accrues an estimate for unpaid claims, as well as incurred but not |
Revenue [Policy Text Block] | Revenue Recognition The Company recognizes revenue with customers when control of the promised goods transfers to the customer. This generally occurs when the product is shipped to the customer. Revenue is recorded at the amount of consideration the Company expects to be entitled to in exchange for the delivered goods, which includes an estimate of variable consideration, expected returns, or refunds when applicable. The Company estimates variable consideration, such as sales incentives, by using the most likely amount approach, which considers the single most likely amount from a range of possible consideration amounts. Estimates of variable consideration result in an adjustment to the transaction price such that it is probable that a significant reversal of cumulative revenue would not For more information about the Company’s revenue from contracts with customers, see Note 9, Revenue Customer Sales Incentives Sales incentives provided take the form of either sales discounts or rebates and are treated as a reduction of net sales. The Company also maintains a cooperative advertising program with its customers and provides sales incentives to the extent of the estimated value of advertising provided by the customer on behalf of the Company. The costs incurred under the cooperative advertising program are included as a reduction of net sales. Product Warranty 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. These obligations are recorded within accrued liabilities in the consolidated balance sheets (see also Note 17, Commitments and Contingencies Sales Returns Estimated sales returns and allowances are recorded as a charge against gross sales in the period in which the related sales are recognized, net of returns to stock. The Company’s customers are permitted to return new, undamaged products within customer-specific limits (which are generally limited to a specified percentage of their annual purchases) in the event that they have overstocked their inventories. The Company estimates sales returns based primarily upon actual historical returns, planned product discontinuances, and promotional sales. 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. |
Cost of Goods and Service [Policy Text Block] | Cost of Goods Sold Cost of goods sold primarily consists of materials and labor expense in the manufacturing of the Company’s products sold to its customers. Cost of goods sold also includes provisions for excess and obsolete inventory, warranty costs, certain allocated costs for facilities, depreciation and other manufacturing overhead. |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | Selling, General and Administrative Expenses Selling, general and administrative expenses include personnel costs for employees in selling, general and administrative functions (including equity-based compensation); costs to operate branch locations, corporate offices and back-office support centers; costs to transport products from facilities to our customers; and other selling, general and administrative expenses, such as professional fees, supplies, and advertising expenses. |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes income tax positions only if those positions are “more likely than not” 50% The Company has no December 31, 2022 2021 On December 31, 2022 2021 the Company did not December 31, 2019, December 31, 2021. three eight not 12 |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Impairment or Disposal of Long-Lived Assets The Company accounts for long-lived assets, including intangible assets subject to amortization, in accordance with the provisions that require long-lived assets, such as property and equipment, be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not |
Advertising Cost [Policy Text Block] | Advertising Advertising production costs are expensed the first December 31, 2022 2021 2020 |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs Research, development, pre-production and start-up costs related to both present and future products are expensed as incurred. Such costs amount to $29,083, $28,280, and $23,483 for the years ended December 31, 2022 2021 2020 |
Comprehensive Income, Policy [Policy Text Block] | Other Comprehensive Income (Loss) Comprehensive loss encompasses all changes in stockholder’s equity and includes net income, change in the foreign currency translation adjustment and minimum pension liability. The Company’s accumulated other comprehensive loss shown on the consolidated balance sheets on December 31, 2022 2021 |
Earnings Per Share, Policy [Policy Text Block] | Earnings per Share Earnings per share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period. The dilutive effect of these potential common shares is reflected in diluted earnings per share by application of the treasury stock method. |
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 Accounting Standards Codification ("ASC") Topic 480, Distinguishing Liabilities from Equity, 815, Derivatives and Hedging 480, 480, 815, |
Share-Based Payment Arrangement [Policy Text Block] | Equity-Based Compensation The Company accounts for equity-based awards granted to employees and nonemployees under the fair value method prescribed by ASC Subtopic 718 10, Stock Compensation The fair value of stock options is estimated using the Black Scholes option-pricing model. Restricted stock units are valued at the stock price on the grant date. The fair value of profit interest units ("PIUs") granted by the Holley Stockholder is estimated based on the Company’s estimated equity value for each unit class at the time of granting using the Black-Scholes option-pricing model, discounted to reflect market considerations for illiquidity. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimizes the use of unobservable inputs to the extent possible. The inputs used to measure fair value are prioritized based on a three Level 1 Level 2 1 not Level 3 |
Derivatives, Reporting of Derivative Activity [Policy Text Block] | Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, Derivatives and Hedging not 12 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and accounts receivable. The Company controls its exposure to credit risk associated with these instruments by (i) placing cash and cash equivalents with several major financial institutions and (ii) maintaining strict policies over credit extension that include credit evaluations, credit limits and monitoring procedures. For more information on the Company’s net sales to its three 15, Major Reseller Customers |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Accounting Standards Recently Adopted In February 2016, 2016 02, Leases (Topic 842 12 January 1, 2022, January 1, 2022, not not not 14, "Lease Commitments," In August 2018, 2018 14, Compensation – Retirements Benefits – Defined Benefit Plans – General (Subtopic 715 20 2018 14 January 1, 2022. not In December 2019, 2019 12, Simplifying the Accounting for Income Taxes (Topic 740 740 2019 12 January 1, 2022. not In August 2020, 2020 06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (Subtopic 470 20 2020 06 may 2020 06 January 1, 2022. not In March 2020, 2020 04, Reference Rate Reform (Topic 848 2021 01 2022 06 January 1, 2025. December 31, 2022. not 2020 04. Accounting Standards Not In October 2021, 2021 08, Business Combinations (Topic 805 606, Revenue from Contracts with Customers No. 2021 08 606. 2021 08 December 15, 2022, not |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Summary of Valuation Allowance [Table Text Block] | Charged Charged Balance at (Credited) Reserves Against Balance at Beginning of to Costs and from Allowances End of Period Expenses Acquisitions (1) (2) Period Accounts receivable reserve: Year ended December 31, 2020: Bad debt reserve $ 208 $ 1,597 $ — $ 992 $ 813 Cash discount reserve 242 5,289 — 5,105 426 Year ended December 31, 2021: Bad debt reserve 813 809 — 666 956 Cash discount reserve 426 6,173 — 6,169 430 Year ended December 31, 2022: Bad debt reserve 956 878 — 672 1,162 Cash discount reserve 430 5,941 — 5,983 388 Inventory valuation reserve: Year ended December 31, 2020: Expired and obsolete reserve 18,870 2,293 480 (409 ) 22,052 Year ended December 31, 2021: Expired and obsolete reserve 22,052 3,806 1,226 804 26,280 Year ended December 31, 2022: Expired and obsolete reserve 26,280 13,410 — 1,156 38,534 (1) Write-off of uncollectible accounts, net of recoveries. (2) Write-off of obsolete inventory, net of inventory adjustments. |
Note 2 - Business Combination_2
Note 2 - Business Combination, Acquisitions and Divestiture (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Elements of Business Combination to Cash Flows [Table Text Block] | Recapitalization Cash - Empower's trust and cash (net of redemptions of $ 99,353 44,314 $ 107,017 Cash - Forward Purchase Agreement 50,000 Cash - PIPE Financing 240,000 Net cash provided by Business Combination and PIPE Financing 397,017 Less: cash consideration paid to Holley Stockholder (264,718 ) Net contributions from Business Combination and PIPE Financing $ 132,299 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Measurement 2022 Period 2022 (as initially reported) Adjustments (as adjusted) Accounts receivable $ 959 $ (397 ) $ 562 Inventory 3,481 1,081 4,562 Property, plant and equipment 275 — 275 Other assets 1,132 (1,108 ) 24 Tradenames 1,689 — 1,689 Customer relationships 1,512 — 1,512 Goodwill 5,858 559 6,417 Accounts payable (25 ) (133 ) (158 ) Accrued liabilities (18 ) (2 ) (20 ) $ 14,863 $ — $ 14,863 Measurement 2021 Period 2021 (as initially reported) Adjustments (as adjusted) 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 11,017 (2,828 ) 8,189 Accounts payable (343 ) — (343 ) Accrued liabilities (129 ) 122 (7 ) $ 22,615 $ (2,706 ) $ 19,909 Measurement December 23, 2021 Period December 23, 2021 (as initially reported) Adjustments (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 Measurement December 16, 2021 Period December 16, 2021 (as initially reported) Adjustments (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 Measurement April 14, 2021 Period April 14, 2021 (as initially reported) Adjustments (as adjusted) 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 Cash $ 205 Accounts receivable 3,947 Inventory 14,198 Property, plant and equipment 1,296 Other assets 189 Tradenames 7,715 Customer relationships 17,175 Goodwill 7,551 Accounts payable (2,524 ) Accrued liabilities (648 ) $ 49,104 Measurement November 16, 2020 Period November 16, 2020 (as initially reported) Adjustments (as adjusted) Cash $ 7,715 $ - $ 7,715 Accounts receivable 3,894 — 3,894 Inventory 19,265 (770 ) 18,495 Property, plant and equipment 5,952 — 5,952 Other assets 1,613 — 1,613 Tradenames 23,980 — 23,980 Customer relationships 28,770 — 28,770 Patents 2,720 — 2,720 Goodwill 51,305 (893 ) 50,412 Accounts payable (2,483 ) — (2,483 ) Accrued liabilities (7,787 ) 361 (7,426 ) Deferred tax liability (12,993 ) 1,375 (11,618 ) Debt (4,615 ) — (4,615 ) $ 117,336 $ 73 $ 117,409 Measurement December 18, 2020 Period December 18, 2020 (as initially reported) Adjustments as adjusted) Cash $ 1,784 $ — $ 1,784 Accounts receivable 418 — 418 Inventory 3,478 (324 ) 3,154 Property, plant and equipment 3,040 — 3,040 Other assets 215 — 215 Tradenames 1,127 — 1,127 Customer relationships 560 — 560 Goodwill 2,636 159 2,795 Accounts payable (668 ) — (668 ) Accrued liabilities (1,019 ) 500 (519 ) Deferred tax liability (274 ) — (274 ) $ 11,297 $ 335 $ 11,632 |
Business Acquisition, Pro Forma Information [Table Text Block] | For the years ended December 31, 2021 2020 Pro forma net sales $ 727,369 $ 551,469 Pro forma net income (16,248 ) 35,969 |
Note 3 - Inventory (Tables)
Note 3 - Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | December 31, 2022 2021 Raw materials $ 78,586 $ 54,818 Work-in-process 23,906 21,728 Finished goods 131,081 108,494 $ 233,573 $ 185,040 |
Note 4 - Balance Sheet Details
Note 4 - Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, 2022 2021 Land $ 3,426 $ 1,330 Buildings and improvements 11,051 10,623 Machinery and equipment 66,140 56,824 Construction in process 9,563 12,859 Total property, plant and equipment 90,180 81,636 Less: accumulated depreciation 37,999 30,141 Property, plant and equipment, net $ 52,181 $ 51,495 |
Long-Lived Assets by Geographic Areas [Table Text Block] | December 31, 2022 2021 United States $ 50,434 $ 49,547 International 1,747 1,948 Total property, plant and equipment, net $ 52,181 $ 51,495 |
Schedule of Accrued Liabilities [Table Text Block] | December 31, 2022 2021 Accrued freight $ 6,861 $ 3,866 Accrued employee compensation and benefits 6,259 9,043 Accrued returns and allowances 5,214 6,135 Accrued taxes 5,222 1,412 Current portion of operating lease liabilities 5,112 - Accrued other 14,649 14,397 Accrued liabilities $ 43,317 $ 34,853 |
Note 5 - Goodwill and Other I_2
Note 5 - Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Balance on December 31, 2020 $ 359,099 AEM acquisition 17,426 Classic Instruments acquisition 4,912 Speartech acquisition 2,705 ADS acquisition 1,260 Baer acquisition 8,363 Brothers acquisition 19,561 Rocket acquisition 2,141 Measurement period adjustments* (4,084 ) Balance on December 31, 2021 $ 411,383 John's acquisition 240 SKC acquisition 1,270 RaceQuip acquisition 4,348 Measurement period adjustments* 880 Balance on December 31, 2022 $ 418,121 |
Schedule of Intangible Assets [Table Text Block] | December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 269,950 $ (44,178 ) $ 225,772 Tradenames 13,775 (4,843 ) 8,932 Technology 26,676 (11,523 ) 15,153 Total finite-lived intangible assets $ 310,401 $ (60,544 ) $ 249,857 Indefinite-lived intangible assets: Tradenames $ 174,998 — $ 174,998 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] | 2023 $ 14,557 2024 13,744 2025 13,714 2026 13,608 2027 13,493 Thereafter 180,741 Total $ 249,857 |
Note 6 - Debt (Tables)
Note 6 - Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | December 31, 2022 2021 First lien term loan due November 17, 2028 $ 649,350 $ 630,000 Revolver 10,000 25,000 Other 2,770 3,812 Less unamortized debt issuance costs (11,557 ) (13,264 ) 650,563 645,548 Less current portion of long-term debt (7,000 ) (7,875 ) $ 643,563 $ 637,673 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | Debt Debt Issuance Costs 2023 $ 7,851 $ 1,782 2024 7,430 1,847 2025 7,632 1,915 2026 6,571 1,987 2027 6,571 2,061 Thereafter 626,065 1,965 $ 662,120 $ 11,557 |
Note 8 - Fair Value Measureme_2
Note 8 - Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value Measured on December 31, 2022 Level 1 Level 2 Level 3 Total Liabilities included in: Warrant liability (Public) $ 2,691 $ — $ — $ 2,691 Warrant liability (Private) — — 1,581 1,581 Earn-out liability — — 1,176 1,176 Total fair value $ 2,691 $ — $ 2,757 $ 5,448 Fair Value Measured on 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] | 2022 2021 Valuation date price $ 2.12 $ 12.99 Strike price $ 11.50 $ 11.50 Remaining life (in years) 3.54 4.54 Expected dividend $ — $ — Risk-free interest rate 4.06 % 1.19 % Price threshold $ 18.00 $ 18.00 2022 2021 Valuation date price $ 2.12 $ 12.99 Expected term (in years) 5.54 6.54 Expected volatility 70.33 % 40.59 % Risk-free interest rate 3.88 % 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] | Private Warrants Acquisition Contingent Consideration Earn-Out Liability Total Balance on December 31, 2020 $ — $ 9,200 $ — $ 9,200 Cash paid for contingent consideration — (26,573 ) — (26,573 ) Liabilities assumed in recapitalization 9,613 — 17,722 27,335 Losses included in earnings 12,180 17,373 8,874 38,427 Balance on December 31, 2021 21,793 — 26,596 48,389 Liabilities reclassed to equity — — (14,689 ) (14,689 ) Gains included in earnings (20,212 ) — (10,731 ) (30,943 ) Balance on December 31, 2022 $ 1,581 $ — $ 1,176 $ 2,757 |
Note 9 - Revenue (Tables)
Note 9 - Revenue (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Revenue from External Customers by Products and Services [Table Text Block] | For the years ended December 31, 2022 2021 2020 Electronic systems $ 282,865 $ 309,233 $ 262,164 Mechanical systems 165,007 154,878 120,893 Exhaust 66,767 78,179 72,294 Accessories 108,150 85,280 41,805 Safety 65,626 65,277 7,023 Total sales $ 688,415 $ 692,847 $ 504,179 |
Revenue from External Customers by Geographic Areas [Table Text Block] | For the years ended December 31, 2022 2021 2020 United States $ 669,187 $ 674,491 $ 502,661 Italy 19,228 18,356 1,518 Total sales $ 688,415 $ 692,847 $ 504,179 |
Note 10 - Income Taxes (Tables)
Note 10 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | For the years ended December 31, 2022 2021 2020 Current income tax expense (benefit): Federal $ 12,356 $ 7,422 $ (530 ) State 1,253 323 1,174 Foreign 2,450 2,602 1,668 Total current income tax expense (benefit) 16,059 10,347 2,312 Deferred income tax expense (benefit): Federal (8,679 ) 823 7,136 State (2,591 ) (552 ) (622 ) Foreign (296 ) (189 ) — Total deferred income tax expense (benefit) (11,566 ) 82 6,514 Total income tax expense (benefit) $ 4,493 $ 10,429 $ 8,826 |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | For the years ended December 31, 2022 2021 2020 United States $ 72,276 $ (24,772 ) $ 37,548 Foreign 5,991 8,062 4,135 Income (loss) before income taxes $ 78,267 $ (16,710 ) $ 41,683 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | For the years ended December 31, 2022 2021 2020 Expected tax expense (benefit) at U.S. Federal statutory rates $ 16,479 $ (3,510 ) $ 8,753 State income tax expense (benefit) (1,057 ) (180 ) 335 Permanent tax differences 4,275 825 (53 ) Foreign-derived intangible income deduction (298 ) — — Global intangible low-taxed income — 375 220 Foreign rate differential 560 719 389 Tax credit (1,393 ) (1,620 ) (646 ) Earn-outs (2,254 ) 5,470 — Change in fair value of warrants (11,974 ) 6,842 — Transaction costs — 1,465 280 Other differences, net 155 43 (452 ) Total income tax expense (benefit) $ 4,493 $ 10,429 $ 8,826 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2022 2021 Deferred tax assets: Reserves on assets $ 12,305 $ 8,220 Liabilities not yet deductible 3,371 3,040 Interest expense limitation 9,624 7,863 Right-of-use liability 6,899 — Section 174 expenses 6,197 — Net operating losses 1,493 1,431 Other 526 253 Total gross deferred tax assets 40,415 20,807 Deferred tax liabilities: Tradename 33,770 32,713 Intangible assets 41,126 43,965 Goodwill 10,037 7,969 Property, plant and equipment 7,110 6,205 Right-of-use asset 6,762 — Total gross deferred tax liabilities 98,805 90,852 Net deferred tax liabilities $ 58,390 $ 70,045 |
Note 11 - Earnings Per Share (T
Note 11 - Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the years ended December 31, 2022 2021 2020 Numerator: Net income (loss) - basic $ 73,774 $ (27,139 ) $ 32,857 Less: fair value adjustment for warrants (57,021 ) — — Net income (loss) - diluted $ 16,753 $ (27,139 ) $ 32,857 Denominator: Weighted average common shares outstanding - basic 116,762,928 89,959,993 67,673,884 Dilutive effect of potential common shares from RSUs 101,290 — — Dilutive effect of potential common shares from warrants 384,078 — — Weighted average common shares outstanding - diluted 117,248,296 89,959,993 67,673,884 Earnings (loss) per share: Basic $ 0.63 $ (0.30 ) $ 0.49 Diluted $ 0.14 $ (0.30 ) $ 0.49 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | For the years ended December 31, 2022 2021 2020 Anti-dilutive shares excluded from calculation of diluted EPS: Warrants — 14,666,644 — Stock options 1,709,690 1,386,974 — Restricted stock units 540,344 656,485 — Earn-out shares 1,093,750 2,187,500 — Total anti-dilutive shares 3,343,784 18,897,603 — |
Note 12 - Benefit Plans (Tables
Note 12 - Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Changes in Projected Benefit Obligations, Fair Value of Plan Assets, and Funded Status of Plan [Table Text Block] | December 31, 2022 2021 Change in Projected Benefit Obligation: Benefit obligation, January 1 $ 6,104 $ 6,551 Service cost 113 143 Interest cost 138 152 Plan curtailments (5,185 ) — Benefits paid (299 ) (349 ) Expenses paid (149 ) (135 ) Actuarial (gain) loss (722 ) (258 ) Benefit obligation, December 31 $ — $ 6,104 Change in Plan Assets: Fair value of plan assets, January 1 $ 5,242 $ 4,756 Actual return on plan assets (374 ) 499 Employer contributions 765 471 Plan settlements (5,185 ) — Benefits paid from plan assets (299 ) (349 ) Expenses paid (149 ) (135 ) Fair value of plan net assets, December 31 $ — $ 5,242 Underfunded status at end of period $ — $ (862 ) Amounts recognized in the consolidated balance sheet: Current liabilities $ — $ — Non-current liabilities — (862 ) Net amount recorded $ — $ (862 ) |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | December 31, 2022 2021 Amounts recognized in accumulated other comprehensive loss (pre-tax): Net actuarial loss $ — $ 283 |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block] | December 31, 2022 2021 Actuarial (gain) loss arising during measurement period $ (129 ) $ (513 ) Amortization of actuarial loss (154 ) (25 ) Total recognized in other comprehensive (income) loss $ (283 ) $ (538 ) |
Schedule of Net Benefit Costs [Table Text Block] | For the years ended December 31, 2022 2021 2020 Components of expense: Service cost $ 113 $ 143 $ 159 Interest cost 138 152 190 Expected return on plan assets (218 ) (240 ) (255 ) Settlement loss recognized 154 — — Amortization of net loss — 25 — Net periodic benefit cost $ 187 $ 80 $ 94 |
Defined Benefit Plan, Assumptions [Table Text Block] | December 31, 2022 2021 Discount rate 2.78 % 2.38 % Expected return on plan assets 5.20 % 6.35 % |
Weighted Average Assumptions for Benefit Obligation [Table Text Block] | December 31, 2022 2021 Discount rate not applicable 2.78 % |
Schedule of Fair Value of Pension Plan Assets [Table Text Block] | December 31, 2021 Fair Value Level 1 Level 2 Level 3 Common stock $ 789 $ 789 $ — $ — Mutual funds 2,171 2,171 — — Corporate / government bonds 2,354 — 2,354 — Cash and cash equivalents 20 — 20 — Total $ 5,334 $ 2,960 $ 2,374 $ — |
Note 13 - Equity-based Compen_2
Note 13 - Equity-based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Weighted Weighted Average Aggregate Number of Average Remaining Contractual Intrinsic Value Stock Options Exercise Price Term (years) (in millions) Options outstanding on December 31, 2021 1,386,974 $ 10.50 Granted 592,056 12.12 Forfeited (209,417 ) 11.20 Expired (59,923 ) 10.50 Options outstanding on December 31, 2022 1,709,690 $ 10.97 8.73 $ — Options exercisable on December 31, 2022 399,840 $ 10.50 8.55 $ — |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | For the years ended December 31, 2022 2021 Weighted-average expected term 6.0 6.0 Expected volatility 36.0% - 40.0 % 40.3 % Expected dividend — — Risk-free interest rate 1.98% - 3.06 % 0.94 % |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | Unvested Restricted Stock Units Weighted Number of Average Grant RSUs Date Fair Value December 31, 2021 656,485 $ 12.06 Granted 868,853 5.87 Vested (303,283 ) 12.06 Forfeited (113,725 ) 12.13 December 31, 2022 1,108,330 $ 9.43 |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | For the years ended December 31, 2022 2021 2020 Stock options $ 2,349 $ 824 $ — Restricted stock units 4,304 1,070 — Profit interest units 17,742 3,069 487 |
Profit Interest Units [Member] | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Unvested Profit Interest Units Weighted Number of Average Grant PIUs Date Fair Value December 31, 2021 36,506,814 $ 0.56 Vested (36,506,814 ) 0.56 December 31, 2022 $ — |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | For the years ended December 31, 2022 2021 2020 Weighted-average expected term 3.0 2.0 3.4 Expected volatility 65.0 % 55.0 % 72.5 % Expected dividend — — — Risk-free interest rate 4.3 % 0.3 % 0.3 % |
Note 14 - Lease Commitments (Ta
Note 14 - Lease Commitments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Operating Lease Assets and Obligations [Table Text Block] | December 31, 2022 Assets: Operating right of use assets $ 29,522 Liabilities: Current operating lease liabilities - Accrued liabilities $ 5,112 Long-term operating lease liabilities - Other noncurrent liabilities 24,992 Total lease liabilities $ 30,104 |
Lease, Cost [Table Text Block] | For the year ended December 31, 2022 Components of lease expense: Operating lease expense $ 7,294 Short-term lease expense 2,402 Variable lease expense 763 Total lease expense $ 10,459 Supplemental cash flow information related to leases: Cash paid for amounts included in measurement of operating lease liabilities $ 7,311 Right-of-use assets obtained in exchange for new operating lease liabilities 13,942 Decapitalization of right-of-use assets upon lease termination and/or modification 12,658 |
Schedule of Information Associated with the Measurement of Operating Lease Obligations [Table Text Block] | Weighted average remaining lease term (in years) 7.9 Weighted average discount rate 5.77 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | 2023 $ 6,683 2024 5,440 2025 3,861 2026 3,665 2027 3,612 Thereafter 14,713 Total lease payments 37,974 Less imputed interest (7,870 ) Present value of lease liabilities $ 30,104 |
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 - Major Reseller Cust_2
Note 15 - Major Reseller Customers (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | For the years ended December 31, 2022 2021 2020 Customer A 19.2 % 19.3 % 21.5 % Customer B 3.4 % 4.1 % 5.4 % December 31, 2022 2021 Customer A 11.3 % 7.4 % |
Note 16 - Acquisition, Restru_2
Note 16 - Acquisition, Restructuring and Management Fee Costs (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Acquisition, Restructuring and Management Fee Costs [Table Text Block] | For the years ended December 31, 2022 2021 2020 Acquisitions (1) $ 1,887 $ 5,074 $ 4,434 Restructuring (2) 2,626 1,421 5,309 Management fees (3) — 25,789 6,089 Earn out adjustment (4) — 17,173 — Total acquisition, restructuring and management fees $ 4,513 $ 49,457 $ 15,832 |
Note 17 - Commitments and Con_2
Note 17 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Product Warranty Liability [Table Text Block] | For the years ended December 31, 2022 2021 2020 Beginning balance $ 3,994 $ 3,989 $ 3,454 Accrued for current year warranty claims 12,261 10,185 11,251 Settlement of warranty claims (12,671 ) (10,180 ) (10,716 ) Ending balance $ 3,584 $ 3,994 $ 3,989 |
Schedule II - Valuation and Q_3
Schedule II - Valuation and Qualifying Accounts - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
SEC Schedule, 12-09, Allowance, Credit Loss [Member] | ||||
Balance | $ 956 | $ 813 | $ 208 | |
Charged (credited) to costs and expenses | 878 | 809 | 1,597 | |
Reserves from acquisitions | 0 | 0 | 0 | |
Charged against allowances | [1],[2] | 672 | 666 | 992 |
Balance | 1,162 | 956 | 813 | |
SEC Schedule, 12-09, Allowance, Cash Discount Reserve [Member] | ||||
Balance | 430 | 426 | 242 | |
Charged (credited) to costs and expenses | 5,941 | 6,173 | 5,289 | |
Reserves from acquisitions | 0 | 0 | 0 | |
Charged against allowances | [1],[2] | 5,983 | 6,169 | 5,105 |
Balance | 388 | 430 | 426 | |
SEC Schedule, 12-09, Reserve, Inventory [Member] | ||||
Balance | 26,280 | 22,052 | 18,870 | |
Charged (credited) to costs and expenses | 13,410 | 3,806 | 2,293 | |
Reserves from acquisitions | 0 | 1,226 | 480 | |
Charged against allowances | [1],[2] | 1,156 | 804 | (409) |
Balance | $ 38,534 | $ 26,280 | $ 22,052 | |
[1]Write-off of obsolete inventory, net of inventory adjustments.[2]Write-off of uncollectible accounts, net of recoveries. |
Note 1 - Description of the B_2
Note 1 - Description of the Business, Basis of Presentation, and Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
FDIC Deposits Maturities (Day) | 90 days | ||
Cash, FDIC Insured Amount | $ 250 | ||
Cash and Cash Equivalents, at Carrying Value, Total | 26,150 | $ 36,325 | |
Amortization of Debt Issuance Costs | 1,707 | 3,182 | $ 3,092 |
Advertising Expense | 7,159 | 6,299 | 4,379 |
Research, Development, Pre Production and Start Up Costs | 29,083 | 28,280 | 23,483 |
Accumulated Other Comprehensive (Income) Loss, Defined Benefit Plan, after Tax, Total | 0 | 302 | |
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax, Ending Balance | 944 | (46) | |
Other Expense [Member] | |||
Other Nonoperating Income (Expense), Total | 97 | 44 | (284) |
Shareholders Equity [Member] | |||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax, Ending Balance | $ 990 | 30 | $ 16 |
Minimum [Member] | Building and Building Improvements [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 7 years | ||
Minimum [Member] | Machinery and Equipment [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 3 years | ||
Maximum [Member] | Building and Building Improvements [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 25 years | ||
Maximum [Member] | Machinery and Equipment [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 10 years | ||
Weighted Average [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 22 years 6 months | ||
Customer Relationships [Member] | Minimum [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 10 years | ||
Customer Relationships [Member] | Maximum [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 25 years | ||
Customer Relationships [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 23 years 7 months 6 days | ||
Technology-Based Intangible Assets [Member] | Minimum [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 5 years | ||
Technology-Based Intangible Assets [Member] | Maximum [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 14 years | ||
Technology-Based Intangible Assets [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 12 years 1 month 6 days | ||
Trade Names [Member] | Minimum [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 15 years | ||
Trade Names [Member] | Maximum [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | ||
Trade Names [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Asset, Useful Life (Year) | 19 years 2 months 12 days | ||
Non-US [Member] | |||
Cash and Cash Equivalents, at Carrying Value, Total | $ 5,878 | $ 5,765 |
Note 2 - Business Combination_3
Note 2 - Business Combination, Acquisitions and Divestiture (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 23, 2021 | Dec. 16, 2021 | Jul. 16, 2021 | Apr. 14, 2021 | Dec. 18, 2020 | Nov. 16, 2020 | Nov. 11, 2020 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 09, 2021 | |
Payments to Acquire Businesses, Gross | $ 264,718 | ||||||||||||
Common Stock, Shares, Issued (in shares) | 117,147,997 | 117,147,997 | 115,807,337 | ||||||||||
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 | ||||||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (10,731) | $ 8,875 | $ 0 | ||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 0 | 0 | 2,000 | ||||||||||
Proceeds from Divestiture of Businesses | 1,966 | 0 | 0 | ||||||||||
Finspeed Llc [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||||||||||||
Proceeds from Divestiture of Businesses | $ 1,966 | ||||||||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | (1,037) | ||||||||||||
Impairment of Intangible Assets (Excluding Goodwill), Total | 268 | ||||||||||||
Finspeed Llc [Member] | |||||||||||||
Revenue from Contract with Customer, Including Assessed Tax | 426 | ||||||||||||
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] | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (10,731) | 8,875 | $ 0 | ||||||||||
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 | ||||||||||||
Outstanding Term of the Earn-out Share (Year) | 7 years | ||||||||||||
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 | 14,863 | ||||||||||||
Business Combination Intangible Assets Including Goodwill Acquired | $ 9,618 | $ 9,618 | |||||||||||
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 | 19,909 | ||||||||||||
Business Combination Intangible Assets Including Goodwill Acquired | $ 13,247 | ||||||||||||
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 | ||||||||||||
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | $ 222 | ||||||||||||
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 | ||||||||||||
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | 191 | ||||||||||||
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 | ||||||||||||
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | 2,264 | ||||||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 16,593 | ||||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 2,664 | ||||||||||||
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 | ||||||||||||
Drake Automotive Group LLC [Member] | |||||||||||||
Payments to Acquire Businesses, Gross | $ 47,104 | ||||||||||||
Business Combination Consideration Earn Out Value | 2,000 | ||||||||||||
Business Combination Intangible Assets Including Goodwill Acquired | 32,441 | ||||||||||||
Accounts Receivable, Purchase | 4,155 | ||||||||||||
Business Combination, Consideration Transferred, Total | $ 49,104 | ||||||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 100% | ||||||||||||
Drake Automotive Group LLC [Member] | Customer Relationships [Member] | |||||||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | ||||||||||||
Simpson Performance Products, Inc. [Member] | |||||||||||||
Payments to Acquire Businesses, Gross | $ 110,209 | ||||||||||||
Business Combination Consideration Earn Out Value | 7,200 | ||||||||||||
Business Combination Intangible Assets Including Goodwill Acquired | 105,882 | ||||||||||||
Accounts Receivable, Purchase | 3,894 | ||||||||||||
Business Combination, Consideration Transferred, Total | $ 117,409 | ||||||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 100% | ||||||||||||
Business Combination, Potential Contingent Additional Payment | $ 25,000 | ||||||||||||
Business Combination, Potential Contingent Additional Payment Fair Value | $ 7,200 | 24,373 | |||||||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ 17,173 | ||||||||||||
Simpson Performance Products, Inc. [Member] | Customer Relationships [Member] | |||||||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years | ||||||||||||
Simpson Performance Products, Inc. [Member] | Patents [Member] | |||||||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 10 years | ||||||||||||
Detroit Speed, Inc. [Member] | |||||||||||||
Payments to Acquire Businesses, Gross | $ 9,297 | ||||||||||||
Business Combination Intangible Assets Including Goodwill Acquired | 4,482 | ||||||||||||
Accounts Receivable, Purchase | 418 | ||||||||||||
Business Combination, Consideration Transferred, Total | 11,632 | ||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 2,000 | ||||||||||||
Detroit Speed, Inc. [Member] | Customer Relationships [Member] | |||||||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 10 years |
Note 2 - Business Combination a
Note 2 - Business Combination and Acquisitions - Summary of Reconciles Elements of Business Combination to Cash Flows (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Cash - Empower's trust and cash (net of redemptions of $99,353 and transaction costs of $44,314) | $ 107,017 |
Cash - Forward Purchase Agreement | 50,000 |
Cash - PIPE Financing | 240,000 |
Net cash provided by Business Combination and PIPE Financing | 397,017 |
Less: cash consideration paid to Holley Stockholder | (264,718) |
Net contributions from Business Combination and PIPE Financing | $ 132,299 |
Note 2 - Business Combination_4
Note 2 - Business Combination and Acquisitions - Summary of Reconciles Elements of Business Combination to Cash Flows (Details) (Parentheticals) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Empowers trust and cash redemptions | $ 99,353 |
Transaction costs | $ 44,314 |
Note 2 - Business Combination_5
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 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 23, 2021 | Dec. 16, 2021 | Apr. 14, 2021 | Dec. 31, 2020 | Dec. 18, 2020 | Nov. 16, 2020 | Nov. 11, 2020 |
Goodwill | $ 418,121 | $ 411,383 | $ 359,099 | ||||||
Drake Automotive Group LLC [Member] | |||||||||
Accounts receivable | $ 3,947 | ||||||||
Inventory | 14,198 | ||||||||
Property, plant and equipment | 1,296 | ||||||||
Other assets | 189 | ||||||||
Goodwill | 7,551 | ||||||||
Accounts payable | (2,524) | ||||||||
Accrued liabilities | (648) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 49,104 | ||||||||
Cash | 205 | ||||||||
Drake Automotive Group LLC [Member] | Trade Names [Member] | |||||||||
Intangible assets | 7,715 | ||||||||
Drake Automotive Group LLC [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | $ 17,175 | ||||||||
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 | ||||||||
Brothers Mail Order Industries Inc [Member] | Trade Names [Member] | |||||||||
Intangible assets | 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 | ||||||||
Brothers Mail Order Industries Inc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 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 | ||||||||
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 | ||||||||
Advance Engine Management Inc [Member] | Trade Names [Member] | |||||||||
Intangible assets | 10,760 | ||||||||
Advance Engine Management Inc [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 14,640 | ||||||||
Advance Engine Management Inc [Member] | Patents [Member] | |||||||||
Intangible assets | 1,970 | ||||||||
Advance Engine Management Inc [Member] | Technology-Based Intangible Assets [Member] | |||||||||
Intangible assets | 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 | ||||||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 10,760 | ||||||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 14,640 | ||||||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Patents [Member] | |||||||||
Intangible assets | 1,970 | ||||||||
Advance Engine Management Inc [Member] | Previously Reported [Member] | Technology-Based Intangible Assets [Member] | |||||||||
Intangible assets | 110 | ||||||||
Advance Engine Management Inc [Member] | Revision of Prior Period, Adjustment [Member] | |||||||||
Accounts receivable | (61) | ||||||||
Other assets | (91) | ||||||||
Goodwill | (420) | ||||||||
Accounts payable | 110 | ||||||||
Accrued liabilities | 139 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | $ (323) | ||||||||
Simpson Performance Products, Inc. [Member] | |||||||||
Accounts receivable | $ 3,894 | ||||||||
Inventory | 18,495 | ||||||||
Property, plant and equipment | 5,952 | ||||||||
Other assets | 1,613 | ||||||||
Goodwill | 50,412 | ||||||||
Accounts payable | (2,483) | ||||||||
Accrued liabilities | (7,426) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 117,409 | ||||||||
Cash | 7,715 | ||||||||
Deferred tax liability | (11,618) | ||||||||
Debt | (4,615) | ||||||||
Simpson Performance Products, Inc. [Member] | Trade Names [Member] | |||||||||
Intangible assets | 23,980 | ||||||||
Simpson Performance Products, Inc. [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 28,770 | ||||||||
Simpson Performance Products, Inc. [Member] | Patents [Member] | |||||||||
Intangible assets | 2,720 | ||||||||
Simpson Performance Products, Inc. [Member] | Previously Reported [Member] | |||||||||
Accounts receivable | 3,894 | ||||||||
Inventory | 19,265 | ||||||||
Property, plant and equipment | 5,952 | ||||||||
Other assets | 1,613 | ||||||||
Goodwill | 51,305 | ||||||||
Accounts payable | (2,483) | ||||||||
Accrued liabilities | (7,787) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 117,336 | ||||||||
Cash | 7,715 | ||||||||
Deferred tax liability | (12,993) | ||||||||
Debt | (4,615) | ||||||||
Simpson Performance Products, Inc. [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 23,980 | ||||||||
Simpson Performance Products, Inc. [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 28,770 | ||||||||
Simpson Performance Products, Inc. [Member] | Previously Reported [Member] | Patents [Member] | |||||||||
Intangible assets | 2,720 | ||||||||
Simpson Performance Products, Inc. [Member] | Revision of Prior Period, Adjustment [Member] | |||||||||
Inventory | (770) | ||||||||
Goodwill | (893) | ||||||||
Accrued liabilities | 361 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 73 | ||||||||
Deferred tax liability | $ 1,375 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | |||||||||
Accounts receivable | 562 | ||||||||
Inventory | 4,562 | ||||||||
Property, plant and equipment | 275 | ||||||||
Other assets | 24 | ||||||||
Goodwill | 6,417 | ||||||||
Accounts payable | (158) | ||||||||
Accrued liabilities | (20) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 14,863 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Trade Names [Member] | |||||||||
Intangible assets | 1,689 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 1,512 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Previously Reported [Member] | |||||||||
Accounts receivable | 959 | ||||||||
Inventory | 3,481 | ||||||||
Property, plant and equipment | 275 | ||||||||
Other assets | 1,132 | ||||||||
Goodwill | 5,858 | ||||||||
Accounts payable | (25) | ||||||||
Accrued liabilities | (18) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 14,863 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 1,689 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 1,512 | ||||||||
John's, Southern Kentucky Classics, and Vesta Motorsports [Member] | Revision of Prior Period, Adjustment [Member] | |||||||||
Accounts receivable | (397) | ||||||||
Inventory | 1,081 | ||||||||
Other assets | (1,108) | ||||||||
Goodwill | 559 | ||||||||
Accounts payable | (133) | ||||||||
Accrued liabilities | (2) | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | |||||||||
Accounts receivable | 618 | ||||||||
Inventory | 3,975 | ||||||||
Property, plant and equipment | 2,274 | ||||||||
Other assets | 23 | ||||||||
Goodwill | 8,189 | ||||||||
Accounts payable | (343) | ||||||||
Accrued liabilities | (7) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 19,909 | ||||||||
Cash | 122 | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | Trade Names [Member] | |||||||||
Intangible assets | 2,608 | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 2,450 | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | Previously Reported [Member] | |||||||||
Accounts receivable | 618 | ||||||||
Inventory | 3,975 | ||||||||
Property, plant and equipment | 2,274 | ||||||||
Other assets | 23 | ||||||||
Goodwill | 11,017 | ||||||||
Accounts payable | (343) | ||||||||
Accrued liabilities | (129) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 22,615 | ||||||||
Cash | 122 | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 2,608 | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 2,450 | ||||||||
Finspeed, Classic Instruments, ADS, Rocket and Speartech [Member] | Revision of Prior Period, Adjustment [Member] | |||||||||
Goodwill | (2,828) | ||||||||
Accrued liabilities | 122 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | $ (2,706) | ||||||||
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 | ||||||||
Baer Inc [Member] | Trade Names [Member] | |||||||||
Intangible assets | 4,630 | ||||||||
Baer Inc [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 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 | ||||||||
Baer Inc [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 4,630 | ||||||||
Baer Inc [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 6,075 | ||||||||
Baer Inc [Member] | Revision of Prior Period, Adjustment [Member] | |||||||||
Goodwill | (79) | ||||||||
Accounts payable | $ 79 | ||||||||
Detroit Speed, Inc. [Member] | |||||||||
Accounts receivable | $ 418 | ||||||||
Inventory | 3,154 | ||||||||
Property, plant and equipment | 3,040 | ||||||||
Other assets | 215 | ||||||||
Goodwill | 2,795 | ||||||||
Accounts payable | (668) | ||||||||
Accrued liabilities | (519) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 11,632 | ||||||||
Cash | 1,784 | ||||||||
Deferred tax liability | (274) | ||||||||
Detroit Speed, Inc. [Member] | Trade Names [Member] | |||||||||
Intangible assets | 1,127 | ||||||||
Detroit Speed, Inc. [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 560 | ||||||||
Detroit Speed, Inc. [Member] | Previously Reported [Member] | |||||||||
Accounts receivable | 418 | ||||||||
Inventory | 3,478 | ||||||||
Property, plant and equipment | 3,040 | ||||||||
Other assets | 215 | ||||||||
Goodwill | 2,636 | ||||||||
Accounts payable | (668) | ||||||||
Accrued liabilities | (1,019) | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 11,297 | ||||||||
Cash | 1,784 | ||||||||
Deferred tax liability | (274) | ||||||||
Detroit Speed, Inc. [Member] | Previously Reported [Member] | Trade Names [Member] | |||||||||
Intangible assets | 1,127 | ||||||||
Detroit Speed, Inc. [Member] | Previously Reported [Member] | Customer Relationships [Member] | |||||||||
Intangible assets | 560 | ||||||||
Detroit Speed, Inc. [Member] | Revision of Prior Period, Adjustment [Member] | |||||||||
Inventory | (324) | ||||||||
Goodwill | 159 | ||||||||
Accrued liabilities | 500 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | $ 335 |
Note 2 - Business Combination_6
Note 2 - Business Combination and Acquisitions - Summary of Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Pro forma net sales | $ 727,369 | $ 551,469 |
Pro forma net income | $ (16,248) | $ 35,969 |
Note 3 - Inventory - Schedule o
Note 3 - Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Raw materials | $ 78,586 | $ 54,818 |
Work-in-process | 23,906 | 21,728 |
Finished goods | 131,081 | 108,494 |
Inventory, Net, Total | $ 233,573 | $ 185,040 |
Note 4 - Balance Sheet Detail_2
Note 4 - Balance Sheet Details - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant, and Equipment, Gross | $ 90,180 | $ 81,636 |
Less: accumulated depreciation | (37,999) | (30,141) |
Property, plant and equipment, net | 52,181 | 51,495 |
Land [Member] | ||
Property, Plant, and Equipment, Gross | 3,426 | 1,330 |
Building and Building Improvements [Member] | ||
Property, Plant, and Equipment, Gross | 11,051 | 10,623 |
Machinery and Equipment [Member] | ||
Property, Plant, and Equipment, Gross | 66,140 | 56,824 |
Construction in Progress [Member] | ||
Property, Plant, and Equipment, Gross | $ 9,563 | $ 12,859 |
Note 4 - Balance Sheet Detail_3
Note 4 - Balance Sheet Details - Schedule of Long-lived Assets by Geographic Locations (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, plant, and equipment, net | $ 52,181 | $ 51,495 |
UNITED STATES | ||
Property, plant, and equipment, net | 50,434 | 49,547 |
Non-US [Member] | ||
Property, plant, and equipment, net | $ 1,747 | $ 1,948 |
Note 4 - Balance Sheet Detail_4
Note 4 - Balance Sheet Details - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accrued freight | $ 6,861 | $ 3,866 |
Accrued employee compensation and benefits | 6,259 | 9,043 |
Accrued returns and allowances | 5,214 | 6,135 |
Accrued taxes | 5,222 | 1,412 |
Current portion of operating lease liabilities | 5,112 | 0 |
Accrued other | 14,649 | 14,397 |
Accrued liabilities | $ 43,317 | $ 34,853 |
Note 5 - Goodwill and Other I_3
Note 5 - Goodwill and Other Intangible Assets (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill, Impairment Loss | $ 0 | $ 0 | |
Impairment of Intangible Assets, Indefinite-Lived (Excluding Goodwill) | 2,395 | $ 0 | $ 0 |
Trade Names [Member] | |||
Impairment of Intangible Assets, Indefinite-Lived (Excluding Goodwill) | $ 2,395 |
Note 5 - Goodwill and Other I_4
Note 5 - Goodwill and Other Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Balance | $ 411,383 | $ 359,099 | |
Measurement period adjustments* | [1] | 880 | (4,084) |
Balance | 418,121 | 411,383 | |
AEM Acquisition [Member] | |||
Acquisition | 17,426 | ||
Classic Instruments Acquisition [Member] | |||
Acquisition | 4,912 | ||
Speartech Acquisition [Member] | |||
Acquisition | 2,705 | ||
ADS Acquisition [Member] | |||
Acquisition | 1,260 | ||
Baer Acquisition [Member] | |||
Acquisition | 8,363 | ||
Brothers Acquisition [Member] | |||
Acquisition | 19,561 | ||
Rocket Acquisition [Member] | |||
Acquisition | $ 2,141 | ||
Johns Acquisition [Member] | |||
Acquisition | 240 | ||
Southern Kentucky Classics [Member] | |||
Acquisition | 1,270 | ||
RaceQuip [Member] | |||
Acquisition | $ 4,348 | ||
[1]See Note 2, "Business Combination, Acquisitions, and Divestiture" |
Note 5 - Goodwill and Other I_5
Note 5 - Goodwill and Other Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets, Gross | $ 310,401 | $ 308,888 |
Finite-Lived Intangible Assets, Accumulated Amortization | (60,544) | (45,861) |
Finite-Lived Intangible Assets, Net | 249,857 | 263,027 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | 269,950 | 268,438 |
Finite-Lived Intangible Assets, Accumulated Amortization | (44,178) | (32,662) |
Finite-Lived Intangible Assets, Net | 225,772 | 235,776 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross | 13,775 | 13,775 |
Finite-Lived Intangible Assets, Accumulated Amortization | (4,843) | (4,119) |
Finite-Lived Intangible Assets, Net | 8,932 | 9,656 |
Tradenames | 174,998 | 175,434 |
Technology-Based Intangible Assets [Member] | ||
Finite-Lived Intangible Assets, Gross | 26,676 | 26,675 |
Finite-Lived Intangible Assets, Accumulated Amortization | (11,523) | (9,080) |
Finite-Lived Intangible Assets, Net | $ 15,153 | $ 17,595 |
Note 5 - Goodwill and Other I_6
Note 5 - Goodwill and Other Intangible Assets - Schedule of Finite-lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
2023 | $ 14,557 | |
2024 | 13,744 | |
2025 | 13,714 | |
2026 | 13,608 | |
2027 | 13,493 | |
Thereafter | 180,741 | |
Total | $ 249,857 | $ 263,027 |
Note 6 - Debt (Details Textual)
Note 6 - Debt (Details Textual) $ in Thousands | 12 Months Ended | |||||
Nov. 18, 2021 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Feb. 28, 2023 USD ($) | Oct. 02, 2022 USD ($) | |
Gain (Loss) on Extinguishment of Debt, Total | $ 0 | $ (13,650) | $ 0 | |||
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 | 1,200 | |||||
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 | $ 1,643 | |||||
Debt Instrument, Periodic Payment, Percentage of Annual Excess Cash FLow | 50% | |||||
The Credit Agreement [Member] | ||||||
Debt, Weighted Average Interest Rate | 8.40% | |||||
The Credit Agreement [Member] | Subsequent Event [Member] | ||||||
Debt Instrument, Covenant, Consolidated Net Leverage Ratio | 7.25 | |||||
The Credit Agreement [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||
Debt Instrument, Covenant, Minimum Liquidity | $ 45,000 |
Note 6 - Debt - Schedule of Deb
Note 6 - Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Long-Term Debt, Gross | $ 650,563 | $ 645,548 |
Other | 2,770 | 3,812 |
Less unamortized debt issuance costs | (11,557) | (13,264) |
Less current portion of long-term debt | (7,000) | (7,875) |
Long-term debt, net of current portion | 643,563 | 637,673 |
Revolving Credit Facility [Member] | ||
Long-Term Debt, Gross | 10,000 | 25,000 |
First Lien Note Due November 17, 2028 [Member] | ||
Long-Term Debt, Gross | $ 649,350 | $ 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 | Dec. 31, 2022 | Dec. 31, 2021 |
2023, Future Maturities | $ 7,851 | |
2023, Debt Issuance Cost Amortization | 1,782 | |
2024, Future Maturities | 7,430 | |
2024, Debt Issuance Cost Amortization | 1,847 | |
2025, Future Maturities | 7,632 | |
2025, Debt Issuance Cost Amortization | 1,915 | |
2026, Future Maturities | 6,571 | |
2026, Debt Issuance Cost Amortization | 1,987 | |
2027, Future Maturities | 6,571 | |
2027, Debt Issuance Cost Amortization | 2,061 | |
Thereafter, Future Maturities | 626,065 | |
Thereafter, Debt Issuance Cost Amortization | 1,965 | |
Future Maturities | 662,120 | |
Debt Issuance Cost Amortization | $ 11,557 | $ 13,264 |
Note 7 - Common Stock Warrants
Note 7 - Common Stock Warrants (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 09, 2021 | |
Class of Warrant or Right, Outstanding (in shares) | 14,633,311 | 14,666,644 | 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 | $ 4,272 | $ 61,293 | ||
Fair Value Adjustment of Warrants | $ (57,021) | $ 32,580 | $ 0 | |
Public Warrants [Member] | ||||
Class of Warrant or Right, Outstanding (in shares) | 9,999,977 | |||
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 | |||
Share Price (in dollars per share) | 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 | |||
Share Price (in dollars per share) | $ 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 | Dec. 31, 2022 | Dec. 31, 2021 |
Liability | $ 5,448 | $ 87,889 |
Warrant Liability Public Warrants [Member] | ||
Liability | 2,691 | 39,500 |
Warrant Liability Private Placement Warrants [Member] | ||
Liability | 1,581 | 21,793 |
Earn Out Liability [Member] | ||
Liability | 1,176 | 26,596 |
Fair Value, Inputs, Level 1 [Member] | ||
Liability | 2,691 | 39,500 |
Fair Value, Inputs, Level 1 [Member] | Warrant Liability Public Warrants [Member] | ||
Liability | 2,691 | 39,500 |
Fair Value, Inputs, Level 3 [Member] | ||
Liability | 2,757 | 48,389 |
Fair Value, Inputs, Level 3 [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Liability | 1,581 | 21,793 |
Fair Value, Inputs, Level 3 [Member] | Earn Out Liability [Member] | ||
Liability | $ 1,176 | $ 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] | Dec. 31, 2022 | Dec. 31, 2021 |
Measurement Input, Share Price [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 2.12 | 12.99 |
Measurement Input, Share Price [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 2.12 | 12.99 |
Measurement Input Strike Price [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 11.50 | 11.50 |
Measurement Input, Expected Term [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 5.54 | 6.54 |
Measurement Input, Expected Term [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 3.54 | 4.54 |
Measurement Input, Price Volatility [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 0.7033 | 0.4059 |
Measurement Input, Risk Free Interest Rate [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 0.0388 | 0.0140 |
Measurement Input, Risk Free Interest Rate [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 0.0406 | 0.0119 |
Measurement Input Price Hurdle One [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 13 | |
Measurement Input Price Threshold [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 18 | 18 |
Measurement Input Price Hurdle Two [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 15 | 15 |
Note 8 - Fair Value Measureme_5
Note 8 - Fair Value Measurements - Reconciliation of Changes (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Balance | $ 48,389 | $ 9,200 |
Cash paid for contingent consideration | (26,573) | |
Liabilities assumed in recapitalization | 27,335 | |
(Gains) losses included in earnings | (30,943) | 38,427 |
Liabilities reclassed to equity | (14,689) | |
Balance | 2,757 | 48,389 |
Private Placement Warrants [Member] | ||
Balance | 21,793 | 0 |
Cash paid for contingent consideration | 0 | |
Liabilities assumed in recapitalization | 9,613 | |
(Gains) losses included in earnings | (20,212) | 12,180 |
Liabilities reclassed to equity | 0 | |
Balance | 1,581 | 21,793 |
Acquisition Contingent Consideration [Member] | ||
Balance | 0 | 9,200 |
Cash paid for contingent consideration | (26,573) | |
Liabilities assumed in recapitalization | 0 | |
(Gains) losses included in earnings | 0 | 17,373 |
Liabilities reclassed to equity | 0 | |
Balance | 0 | 0 |
Earn Out Liability [Member] | ||
Balance | 26,596 | 0 |
Cash paid for contingent consideration | 0 | |
Liabilities assumed in recapitalization | 17,722 | |
(Gains) losses included in earnings | (10,731) | 8,874 |
Liabilities reclassed to equity | (14,689) | |
Balance | $ 1,176 | $ 26,596 |
Note 9 - Revenue - Summary of R
Note 9 - Revenue - Summary of Revenue by Product Category (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net sales | $ 688,415 | $ 692,847 | $ 504,179 |
Electronic Systems [Member] | |||
Net sales | 282,865 | 309,233 | 262,164 |
Mechanical System [Member] | |||
Net sales | 165,007 | 154,878 | 120,893 |
Exhaust [Member] | |||
Net sales | 66,767 | 78,179 | 72,294 |
Accessories [Member] | |||
Net sales | 108,150 | 85,280 | 41,805 |
Safety [Member] | |||
Net sales | $ 65,626 | $ 65,277 | $ 7,023 |
Note 9 - Revenue - Summary of_2
Note 9 - Revenue - Summary of Revenue Based on Geographic Location (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net sales | $ 688,415 | $ 692,847 | $ 504,179 |
UNITED STATES | |||
Net sales | 669,187 | 674,491 | 502,661 |
ITALY | |||
Net sales | $ 19,228 | $ 18,356 | $ 1,518 |
Note 10 - Income Taxes (Details
Note 10 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% | 21% |
Income Tax Examination, Penalties and Interest Accrued, Total | $ 0 | $ 0 | |
Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards | 625 | ||
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards | $ 868 |
Note 10 - Income Taxes - Schedu
Note 10 - Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current income tax expense (benefit): | |||
Federal | $ 12,356 | $ 7,422 | $ (530) |
State | 1,253 | 323 | 1,174 |
Foreign | 2,450 | 2,602 | 1,668 |
Total current income tax expense (benefit) | 16,059 | 10,347 | 2,312 |
Deferred income tax expense (benefit): | |||
Federal | (8,679) | 823 | 7,136 |
State | (2,591) | (552) | (622) |
Foreign | (296) | (189) | 0 |
Total deferred income tax expense (benefit) | (11,566) | 82 | 6,514 |
Total income tax expense (benefit) | $ 4,493 | $ 10,429 | $ 8,826 |
Note 10 - Income Taxes - Sche_2
Note 10 - Income Taxes - Schedule of Income Before Income Tax, Domestic and Foreign Jurisdictions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
United States | $ 72,276 | $ (24,772) | $ 37,548 |
Foreign | 5,991 | 8,062 | 4,135 |
Income (loss) before income taxes | $ 78,267 | $ (16,710) | $ 41,683 |
Note 10 - Income Taxes - Sche_3
Note 10 - Income Taxes - Schedule of Provision and Effective Tax Rates (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Expected tax expense (benefit) at U.S. Federal statutory rates | $ 16,479 | $ (3,510) | $ 8,753 |
State income tax expense (benefit) | (1,057) | (180) | 335 |
Permanent tax differences | 4,275 | 825 | (53) |
Foreign-derived intangible income deduction | (298) | 0 | 0 |
Global intangible low-taxed income | 0 | 375 | 220 |
Foreign rate differential | 560 | 719 | 389 |
Tax credit | (1,393) | (1,620) | (646) |
Earn-outs | (2,254) | 5,470 | 0 |
Change in fair value of warrants | (11,974) | 6,842 | 0 |
Transaction costs | 0 | 1,465 | 280 |
Other differences, net | 155 | 43 | (452) |
Total income tax expense (benefit) | $ 4,493 | $ 10,429 | $ 8,826 |
Note 10 - Income Taxes - Sche_4
Note 10 - Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Reserves on assets | $ 12,305 | $ 8,220 |
Liabilities not yet deductible | 3,371 | 3,040 |
Interest expense limitation | 9,624 | 7,863 |
Right-of-use liability | 6,899 | 0 |
Section 174 expenses | 6,197 | 0 |
Net operating losses | 1,493 | 1,431 |
Other | 526 | 253 |
Total gross deferred tax assets | 40,415 | 20,807 |
Deferred tax liabilities: | ||
Tradename | 33,770 | 32,713 |
Intangible assets | 41,126 | 43,965 |
Goodwill | 10,037 | 7,969 |
Property, plant and equipment | 7,110 | 6,205 |
Right-of-use asset | 6,762 | 0 |
Total gross deferred tax liabilities | 98,805 | 90,852 |
Net deferred tax liabilities | $ 58,390 | $ 70,045 |
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 | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net income (loss) - basic | $ 73,774 | $ (27,139) | $ 32,857 |
Less: fair value adjustment for warrants | (57,021) | 0 | 0 |
Net income (loss) - diluted | $ 16,753 | $ (27,139) | $ 32,857 |
Weighted average common shares outstanding - basic (in shares) | 116,762,928 | 89,959,993 | 67,673,884 |
Dilutive effect of potential common shares from RSUs (in shares) | 101,290 | 0 | 0 |
Dilutive effect of potential common shares from warrants (in shares) | 384,078 | 0 | 0 |
Weighted average common shares outstanding - diluted (in shares) | 117,248,296 | 89,959,993 | 67,673,884 |
Earnings (loss) per share: | |||
Basic net income (loss) per share (in dollars per share) | $ 0.63 | $ (0.30) | $ 0.49 |
Diluted net income (loss) per share (in dollars per share) | $ 0.14 | $ (0.30) | $ 0.49 |
Note 11 - Earnings Per Share _2
Note 11 - Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 3,343,784 | 18,897,603 | 0 |
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 0 | 14,666,644 | 0 |
Share-Based Payment Arrangement, Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 1,709,690 | 1,386,974 | 0 |
Restricted Stock Units (RSUs) [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 540,344 | 656,485 | 0 |
Earn Out Shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 1,093,750 | 2,187,500 | 0 |
Note 12 - Benefit Plans (Detail
Note 12 - Benefit Plans (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan, Benefit Obligation, Actuarial Gain (Loss) | $ 0 | $ 283 | |
Defined Benefit Plan, Accumulated Benefit Obligation | 0 | 6,104 | |
Defined Benefit Plan, Plan Assets, Contributions by Employer | 765 | 471 | $ 589 |
Defined Benefit Plan, Plan Assets, Contributions by Plan Participant | $ 0 | 0 | $ 0 |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 3.50% | ||
Defined Contribution Plan, Employer Discretionary Contribution, Percent of Match | 1% | 1% | |
Defined Contribution Pension [Member] | |||
Defined Benefit Plan, Benefit Obligation, Actuarial Gain (Loss) | $ 154 | ||
The 401K [Member] | |||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 2,990 | $ 2,579 | $ 1,997 |
Note 12 - Benefit Plans - Summa
Note 12 - Benefit Plans - Summary of Changes in the Benefit Obligation and Plan Assets and the Plan Funded Status (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Service cost | $ 113 | $ 143 | $ 159 |
Interest cost | 138 | 152 | 190 |
Actuarial (gain) loss | 0 | (283) | |
Defined Benefit Plan, Plan Assets, Contributions by Employer | 765 | 471 | 589 |
Pension Plan [Member] | |||
Benefit obligation | 6,104 | 6,551 | |
Service cost | 113 | 143 | |
Interest cost | 138 | 152 | |
Plan curtailments | (5,185) | 0 | |
Benefits paid | (299) | (349) | |
Expenses paid | (149) | (135) | |
Actuarial (gain) loss | (722) | (258) | |
Benefit obligation | 0 | 6,104 | 6,551 |
Fair value of plan net assets | 5,242 | 4,756 | |
Actual return on plan assets | (374) | 499 | |
Defined Benefit Plan, Plan Assets, Contributions by Employer | 765 | 471 | |
Plan settlements | (5,185) | 0 | |
Benefits paid from plan assets | (299) | (349) | |
Expenses paid | (149) | (135) | |
Fair value of plan net assets | 0 | 5,242 | $ 4,756 |
Underfunded status at end of period | 0 | (862) | |
Amounts recognized in the consolidated balance sheet: | |||
Current liabilities | 0 | 0 | |
Non-current liabilities | 0 | (862) | |
Net amount recorded | $ 0 | $ (862) |
Note 12 - Benefit Plans - Sched
Note 12 - Benefit Plans - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Net actuarial loss | $ 0 | $ 283 |
Note 12 - Benefit Plans - Sch_2
Note 12 - Benefit Plans - Schedule of Pre Tax Amounts Recognized in Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Actuarial (gain) loss arising during measurement period | $ (129) | $ (513) |
Amortization of actuarial loss | (154) | (25) |
Total recognized in other comprehensive (income) loss | $ (283) | $ (538) |
Note 12 - Benefit Plans - Sum_2
Note 12 - Benefit Plans - Summarizes the Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Service cost | $ 113 | $ 143 | $ 159 |
Interest cost | 138 | 152 | 190 |
Expected return on plan assets | (218) | (240) | (255) |
Settlement loss recognized | 154 | 0 | 0 |
Amortization of net loss | 0 | 25 | 0 |
Net periodic benefit cost | $ 187 | $ 80 | $ 94 |
Note 12 - Benefit Plans - Sch_3
Note 12 - Benefit Plans - Schedule of Defined Benefit Plan, Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Discount rate | 2.78% | 2.38% |
Expected return on plan assets | 5.20% | 6.35% |
Note 12 - Benefit Plans - Sch_4
Note 12 - Benefit Plans - Schedule of Weighted Average Assumptions for Benefit Obligation (Details) | Dec. 31, 2021 |
Discount rate | 2.78% |
Note 12 - Benefit Plans - Sch_5
Note 12 - Benefit Plans - Schedule of Fair Value, Assets and Liabilities Measured on Nonrecurring Basis, Valuation Techniques (Details) - Fair Value, Recurring [Member] $ in Thousands | Dec. 31, 2021 USD ($) |
Plan assets, fair value | $ 5,334 |
Fair Value, Inputs, Level 1 [Member] | |
Plan assets, fair value | 2,960 |
Fair Value, Inputs, Level 2 [Member] | |
Plan assets, fair value | 2,374 |
Fair Value, Inputs, Level 3 [Member] | |
Plan assets, fair value | 0 |
Defined Benefit Plan, Equity Securities, Common Stock [Member] | |
Plan assets, fair value | 789 |
Defined Benefit Plan, Equity Securities, Common Stock [Member] | Fair Value, Inputs, Level 1 [Member] | |
Plan assets, fair value | 789 |
Defined Benefit Plan, Equity Securities, Common Stock [Member] | Fair Value, Inputs, Level 2 [Member] | |
Plan assets, fair value | 0 |
Defined Benefit Plan, Equity Securities, Common Stock [Member] | Fair Value, Inputs, Level 3 [Member] | |
Plan assets, fair value | 0 |
Mutual Fund [Member] | |
Plan assets, fair value | 2,171 |
Mutual Fund [Member] | Fair Value, Inputs, Level 1 [Member] | |
Plan assets, fair value | 2,171 |
Mutual Fund [Member] | Fair Value, Inputs, Level 2 [Member] | |
Plan assets, fair value | 0 |
Mutual Fund [Member] | Fair Value, Inputs, Level 3 [Member] | |
Plan assets, fair value | 0 |
Corporate Government Bonds [Member] | |
Plan assets, fair value | 2,354 |
Corporate Government Bonds [Member] | Fair Value, Inputs, Level 1 [Member] | |
Plan assets, fair value | 0 |
Corporate Government Bonds [Member] | Fair Value, Inputs, Level 2 [Member] | |
Plan assets, fair value | 2,354 |
Corporate Government Bonds [Member] | Fair Value, Inputs, Level 3 [Member] | |
Plan assets, fair value | 0 |
Defined Benefit Plan, Cash and Cash Equivalents [Member] | |
Plan assets, fair value | 20 |
Defined Benefit Plan, Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 1 [Member] | |
Plan assets, fair value | 0 |
Defined Benefit Plan, Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 2 [Member] | |
Plan assets, fair value | 20 |
Defined Benefit Plan, Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 3 [Member] | |
Plan assets, fair value | $ 0 |
Note 13 - Equity-based Compen_3
Note 13 - Equity-based Compensation Plans (Details Textual) - USD ($) $ / shares in Units, Pure in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | 36 Months Ended | ||
Oct. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2020 | |
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, Option, Nonvested, Weighted Average Exercise Price, Ending Balance (in dollars per share) | $ 4.65 | $ 3.88 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 4,085 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 9 months 14 days | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0% | ||||
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 Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 6,262 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 9 months 7 days | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 5.87 | $ 12.06 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 3,497 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 303,283 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 868,853 | ||||
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 Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 20,276 | $ 535 | $ 487 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 0 | ||||
Accelerated Share-Based Payment Arrangement, Expense | $ 11,351 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 36,506,814 | 1,693,804 | 1,697,071 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 24,074,944 | ||||
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) | 5,816,705 |
Note 13 - Equity-based Compen_4
Note 13 - Equity-based Compensation Plans - Summary of Stock Option Activity (Details) | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Options outstanding, shares (in shares) | shares | 1,386,974 |
Options outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 10.50 |
Granted, shares (in shares) | shares | 592,056 |
Granted, weighted average exercise price (in dollars per share) | $ / shares | $ 12.12 |
Forfeited, shares (in shares) | shares | (209,417) |
Forfeited, weighted average exercise price (in dollars per share) | $ / shares | $ 11.20 |
Expired, shares (in shares) | shares | (59,923) |
Expired, weighted average exercise price (in dollars per share) | $ / shares | $ 10.50 |
Options outstanding, shares (in shares) | shares | 1,709,690 |
Options outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 10.97 |
Options outstanding, weighted average remaining contractual term (Year) | 8 years 8 months 23 days |
Options outstanding, aggregate intrinsic value | $ | $ 0 |
Options exercisable, shares (in shares) | shares | 399,840 |
Options exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 10.50 |
Options exercisable, weighted average remaining contractual term (Year) | 8 years 6 months 18 days |
Options exercisable, aggregate intrinsic value | $ | $ 0 |
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 ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted-average expected term (Year) | 6 years | 6 years |
Expected volatility | 40.30% | |
Expected dividend | $ 0 | $ 0 |
Risk-free interest rate | 0.94% | |
Minimum [Member] | ||
Expected volatility | 36% | |
Risk-free interest rate | 1.98% | |
Maximum [Member] | ||
Expected volatility | 40% | |
Risk-free interest rate | 3.06% |
Note 13 - Equity-based Compen_6
Note 13 - Equity-based Compensation Plans - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Outstanding, shares (in shares) | 656,485 | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ 12.06 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 868,853 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 5.87 | $ 12.06 |
Vested, shares (in shares) | (303,283) | |
Vested, weighted average grant date fair value (in dollars per share) | $ 12.06 | |
Forfeited, shares (in shares) | (113,725) | |
Forfeited, weighted average grant date fair value (in dollars per share) | $ 12.13 | |
Outstanding, shares (in shares) | 1,108,330 | 656,485 |
Outstanding, weighted average grant date fair value (in dollars per share) | $ 9.43 | $ 12.06 |
Note 13 - Equity-based Compen_7
Note 13 - Equity-based Compensation Plans - Summary of Profit Interest Units Activities (Details) - Profit Interest Units [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Outstanding, shares (in shares) | 36,506,814 | ||
Outstanding, weighted average grant date fair value (in dollars per share) | $ 0.56 | ||
Vested, shares (in shares) | (36,506,814) | (1,693,804) | (1,697,071) |
Vested, weighted average grant date fair value (in dollars per share) | $ 0.56 | ||
Outstanding, shares (in shares) | 0 | 36,506,814 | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ 0.56 |
Note 13 - Equity-based Compen_8
Note 13 - Equity-based Compensation Plans - Schedule of Stock Options Valuation using Black-Scholes Option Pricing Model (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Weighted-average expected term (Year) | 6 years | 6 years | |
Expected volatility | 40.30% | ||
Expected dividend | $ 0 | $ 0 | |
Risk-free interest rate | 0.94% | ||
Profit Interest Units [Member] | |||
Weighted-average expected term (Year) | 3 years | 2 years | 3 years 4 months 24 days |
Expected volatility | 65% | 55% | 72.50% |
Expected dividend | $ 0 | $ 0 | $ 0 |
Risk-free interest rate | 4.30% | 0.30% | 0.30% |
Note 13 - Equity-based Compen_9
Note 13 - Equity-based Compensation Plans - Schedule of Components of Equity-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Payment Arrangement [Member] | |||
Share-Based Payment Arrangement, Expense | $ 2,349 | $ 824 | $ 0 |
Restricted Stock Units (RSUs) [Member] | |||
Share-Based Payment Arrangement, Expense | 4,304 | 1,070 | 0 |
Profit Interest Units [Member] | |||
Share-Based Payment Arrangement, Expense | $ 17,742 | $ 3,069 | $ 487 |
Note 14 - Lease Commitments (De
Note 14 - Lease Commitments (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Jul. 03, 2022 | Jan. 01, 2022 | |
Increase in Noncurrent Assets for Right-of-Use Assets | $ 33,887 | |||
Increase in Liabilities for Associated Lease Obligations | $ 34,579 | |||
Operating Leases, Rent Expense, Net | $ 8,412 | $ 4,688 | ||
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 | Dec. 31, 2022 | Dec. 31, 2021 |
Right-of-use assets | $ 29,522 | $ 0 |
Current operating lease liabilities - Accrued liabilities | 5,112 | $ 0 |
Accrued Liabilities [Member] | ||
Current operating lease liabilities - Accrued liabilities | 5,112 | |
Other Noncurrent Liabilities [Member] | ||
Long-term operating lease liabilities - Other noncurrent liabilities | 24,992 | |
Accrued Liabilities and Other Noncurrent Liabilities [Member] | ||
Total lease liabilities | $ 30,104 |
Note 14 - Lease Commitments -_2
Note 14 - Lease Commitments - Schedule of Operating Lease Expense Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Components of lease expense: | |
Operating lease expense | $ 7,294 |
Short-term lease expense | 2,402 |
Variable lease expense | 763 |
Total lease expense | 10,459 |
Cash paid for amounts included in measurement of operating lease liabilities | 7,311 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 13,942 |
Decapitalization of right-of-use assets upon lease termination and/or modification | $ 12,658 |
Note 14 - Lease Commitments -_3
Note 14 - Lease Commitments - Schedule of Information Associated with the Measurement of Operating Lease Obligations (Details) | Dec. 31, 2022 |
Weighted average remaining lease term (in years) (Year) | 7 years 10 months 24 days |
Weighted average discount rate | 5.77% |
Note 14 - Lease Commitments -_4
Note 14 - Lease Commitments - Schedule of Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
2023 | $ 6,683 |
2024 | 5,440 |
2025 | 3,861 |
2026 | 3,665 |
2027 | 3,612 |
Thereafter | 14,713 |
Total lease payments | 37,974 |
Less imputed interest | (7,870) |
Accrued Liabilities and Other Noncurrent Liabilities [Member] | |
Present value of lease liabilities | $ 30,104 |
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 - Major Reseller Cust_3
Note 15 - Major Reseller Customers (Details Textual) - Minimum [Member] - Customer Concentration Risk [Member] - Reseller Customers [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Revenue Benchmark [Member] | |
Concentration Risk, Percentage | 5% |
Accounts Receivable [Member] | |
Concentration Risk, Percentage | 10% |
Note 15 - Major Reseller Cust_4
Note 15 - Major Reseller Customers - Schedules of Concentration of Risk (Details) - Customer Concentration Risk [Member] | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue Benchmark [Member] | Customer A [Member] | |||
Concentration risk, percentage | 19.20% | 19.30% | 21.50% |
Revenue Benchmark [Member] | Customer B [Member] | |||
Concentration risk, percentage | 3.40% | 4.10% | 5.40% |
Accounts Receivable [Member] | Customer A [Member] | |||
Concentration risk, percentage | 11.30% | 7.40% |
Note 16 - Acquisition, Restru_3
Note 16 - Acquisition, Restructuring and Management Fee Costs (Details Textual) - Sentinel Capital Partners [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Acquisition Costs and Management Fees | $ 23,275 | |
Selling, General and Administrative Expenses [Member] | ||
Director Compensation | $ 180 | $ 90 |
Note 16 - Acquisition, Restru_4
Note 16 - Acquisition, Restructuring and Management Fee Costs - Summary of Total Acquisitions, Restructuring, and Management Fee Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Acquisitions (1) | [1] | $ 1,887 | $ 5,074 | $ 4,434 |
Restructuring (2) | [2] | 2,626 | 1,421 | 5,309 |
Management fees (3) | [3] | 0 | 25,789 | 6,089 |
Earn out adjustment (4) | [4] | 0 | 17,173 | 0 |
Total acquisition, restructuring and management fees | $ 4,513 | $ 49,457 | $ 15,832 | |
[1]Includes professional fees for legal, accounting, consulting, administrative, and other professional services directly attributable to 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, including a fee of $23,275 paid in 2021 upon the Closing of the Business Combination. Director compensation of $180 and $90 attributable to Mr. Basham's and Mr. Coady's service on Holley's Board of Directors paid to Sentinel Capital Partners is included in selling, general, and administrative cost for the years ended December 31, 2022 and 2021.[4]A fair value adjustment to the contingent consideration payable from the Simpson acquisition. |
Note 17 - Commitments and Con_3
Note 17 - Commitments and Contingencies - Schedule of Accrual For Product Warranties (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Beginning balance | $ 3,994 | $ 3,989 | $ 3,454 |
Accrued for current year warranty claims | 12,261 | 10,185 | 11,251 |
Settlement of warranty claims | (12,671) | (10,180) | (10,716) |
Ending balance | $ 3,584 | $ 3,994 | $ 3,989 |
Note 18 - Subsequent Event (Det
Note 18 - Subsequent Event (Details Textual) | Feb. 28, 2023 |
Subsequent Event [Member] | The Credit Agreement [Member] | |
Debt Instrument, Covenant, Consolidated Net Leverage Ratio | 7.25 |