Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Apr. 02, 2023 | May 05, 2023 | |
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 | Q1 | |
Document Fiscal Year Focus | 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 02, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39599 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-1727560 | |
Entity Address, Address Line One | 1801 Russellville Road | |
Entity Address, City or Town | Bowling Green | |
Entity Address, State or Province | KY | |
Entity Address, Postal Zip Code | 42101 | |
City Area Code | 270 | |
Local Phone Number | 782-2900 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 118,265,966 | |
Warrant [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase common stock | |
Trading Symbol | HLLY WS | |
Security Exchange Name | NYSE | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $0.0001 | |
Trading Symbol | HLLY | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 20,816 | $ 26,150 |
Accounts receivable, less allowance for credit losses of $1,868 and $1,550 respectively | 56,277 | 47,083 |
Inventory | 229,045 | 233,573 |
Prepaids and other current assets | 18,046 | 18,157 |
Total current assets | 324,184 | 324,963 |
Property, plant, and equipment, net | 50,621 | 52,181 |
Goodwill | 418,121 | 418,121 |
Other intangibles assets, net | 421,292 | 424,855 |
Right-of-use assets | 28,099 | 29,522 |
Total assets | 1,242,317 | 1,249,642 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 37,403 | 44,948 |
Accrued interest | 5,908 | 5,994 |
Accrued liabilities | 45,683 | 43,317 |
Current portion of long-term debt | 6,571 | 7,000 |
Total current liabilities | 95,565 | 101,259 |
Long-term debt, net of current portion | 636,151 | 643,563 |
Warrant liability | 5,707 | 4,272 |
Earn-out liability | 1,604 | 1,176 |
Deferred taxes | 56,099 | 58,390 |
Other noncurrent liabilities | 26,793 | 24,992 |
Total liabilities | 821,919 | 833,652 |
Commitments and contingencies (Refer to Note 18 - Commitments and Contingencies) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding on April 2, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.0001 par value, 550,000,000 shares authorized, 117,172,216 and 117,147,997 shares issued and outstanding on April 2, 2023 and December 31, 2022, respectively | 12 | 12 |
Additional paid-in capital | 368,482 | 368,122 |
Accumulated other comprehensive loss | (1,143) | (944) |
Retained earnings | 53,047 | 48,800 |
Total stockholders' equity | 420,398 | 415,990 |
Total liabilities and stockholders' equity | $ 1,242,317 | $ 1,249,642 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Accounts Receivable, Allowance for Credit Loss, Current | $ 1,868 | $ 1,550 |
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) | 117,172,216 | 117,147,997 |
Common Stock, Shares, Outstanding (in shares) | 117,172,216 | 117,147,997 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Net sales | $ 172,205 | $ 200,055 |
Cost of goods sold | 104,492 | 117,334 |
Gross profit | 67,713 | 82,721 |
Selling, general, and administrative | 30,017 | 34,342 |
Research and development costs | 6,653 | 8,161 |
Amortization of intangible assets | 3,679 | 3,661 |
Acquisition and restructuring costs | 1,339 | 290 |
Other operating expense | 51 | 222 |
Total operating expense | 41,739 | 46,676 |
Operating income | 25,974 | 36,045 |
Fair value adjustments to warrant liability | 1,435 | 2,227 |
Fair value adjustments to earn-out liability | 428 | 2,381 |
Interest expense | (18,298) | (7,391) |
Total non-operating expense | 20,161 | 11,999 |
Income before income taxes | 5,813 | 24,046 |
Income tax expense | 1,566 | 7,188 |
Net income | 4,247 | 16,858 |
Comprehensive income: | ||
Foreign currency translation adjustment | (199) | 241 |
Total comprehensive income | $ 4,048 | $ 17,099 |
Common Share Data: | ||
Weighted average common shares outstanding - basic (in shares) | 117,153,525 | 115,876,204 |
Weighted average common shares outstanding - diluted (in shares) | 117,244,762 | 116,048,559 |
Basic net income per share (in dollars per share) | $ 0.04 | $ 0.15 |
Diluted net income per share (in dollars per share) | $ 0.04 | $ 0.15 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - 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, 2021 | 115,805,639 | ||||
Balance at Dec. 31, 2021 | $ 12 | $ 329,705 | $ (256) | $ (24,974) | $ 304,487 |
Net income (loss) | 0 | 0 | 0 | 16,858 | 16,858 |
Equity compensation | 0 | 3,162 | 0 | 0 | 3,162 |
Foreign currency translation adjustment | $ 0 | 0 | 241 | 0 | 241 |
Issuance of earn-out shares (in shares) | 1,093,750 | ||||
Issuance of earn-out shares | $ 0 | 14,689 | 0 | 0 | 14,689 |
Balance (in shares) at Apr. 03, 2022 | 116,899,389 | ||||
Balance at Apr. 03, 2022 | $ 12 | 347,556 | (15) | (8,116) | 339,437 |
Balance (in shares) at Dec. 31, 2022 | 117,147,997 | ||||
Balance at Dec. 31, 2022 | $ 12 | 368,122 | (944) | 48,800 | 415,990 |
Net income (loss) | 0 | 0 | 0 | 4,247 | 4,247 |
Equity compensation | 0 | 394 | 0 | 0 | 394 |
Foreign currency translation adjustment | 0 | 0 | (199) | 0 | (199) |
Tax withholding related to vesting of restricted stock units | $ 0 | (34) | 0 | 0 | (34) |
Issuance of shares for restricted stock units (in shares) | 24,219 | ||||
Issuance of shares for restricted stock units | $ 0 | 0 | 0 | 0 | 0 |
Balance (in shares) at Apr. 02, 2023 | 117,172,216 | ||||
Balance at Apr. 02, 2023 | $ 12 | $ 368,482 | $ (1,143) | $ 53,047 | $ 420,398 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
OPERATING ACTIVITIES: | ||
Net income | $ 4,247 | $ 16,858 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation | 2,485 | 2,140 |
Amortization of intangible assets | 3,679 | 3,661 |
Amortization of deferred loan costs | 445 | 417 |
Amortization of right of use assets | 1,371 | 1,348 |
Fair value adjustments to warrant liability | 1,435 | 2,227 |
Fair value adjustments to earn-out liability | 428 | 2,381 |
Fair value adjustments to interest rate collar liability | 3,020 | 0 |
Equity compensation | 394 | 3,162 |
Change in deferred taxes | (2,302) | (1,310) |
Loss (gain) on disposal of property, plant and equipment | (252) | 52 |
Provision for inventory reserves | 2,735 | 44 |
Provision for credit losses | 436 | (122) |
Accounts receivable | (9,623) | (12,275) |
Inventories | 1,899 | (5,384) |
Prepaids and other current assets | 146 | 4,286 |
Accounts payable | (7,611) | (3,712) |
Accrued interest | (86) | (172) |
Accrued and other liabilities | 793 | 4,748 |
Net cash provided by operating activities | 3,639 | 18,349 |
INVESTING ACTIVITIES: | ||
Capital expenditures | (1,001) | (5,740) |
Proceeds from the disposal of fixed assets | 318 | 153 |
Cash paid for acquisitions, net | 0 | (1,617) |
Net cash used in investing activities | (683) | (7,204) |
FINANCING ACTIVITIES: | ||
Deferred financing fees | (1,117) | 0 |
Payments from stock-based award activities | (34) | 0 |
Net cash used in financing activities | (8,435) | (3,288) |
Effect of foreign currency rate fluctuations on cash | 145 | (101) |
Net change in cash and cash equivalents | (5,334) | 7,756 |
Cash and cash equivalents: | ||
Beginning of period | 26,150 | 36,325 |
End of period | 20,816 | 44,081 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 14,919 | 8,129 |
Cash paid for income taxes | 2,500 | 0 |
Empower Sponsor Holdings LLC [Member] | ||
Noncash investing and financing activities: | ||
Earn-out shares issued to Empower Sponsor Holdings LLC | 0 | 14,689 |
Principal Payment [Member] | ||
FINANCING ACTIVITIES: | ||
Principal payments on long-term debt | $ (7,284) | $ (3,288) |
Note 1 - Description of the Bus
Note 1 - Description of the Business, Basis of Presentation, and Summary of Significant Accounting Policies | 3 Months Ended |
Apr. 02, 2023 | |
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. The Company consummated a business combination (the “Business Combination”) pursuant to that certain Agreement and Plan of Merger dated March 11, 2021 ( July 16, 2021, ( The Company designs, manufactures and distributes performance automotive products to customers primarily in the United States, Canada and Europe. The Company is a leading manufacturer of a diversified line of performance automotive products, including carburetors, fuel pumps, fuel injection systems, nitrous oxide injection systems, superchargers, exhaust headers, mufflers, distributors, ignition components, engine tuners and automotive performance plumbing products. The Company is also a leading manufacturer of exhaust products as well as shifters, converters, transmission kits, transmissions, tuners and automotive software. The Company’s products are designed to enhance street, off-road, recreational and competitive vehicle performance through increased horsepower, torque and drivability. The Company has locations in North America, Canada, Italy and China. Emerging Growth Company Status Section 102 1 Risks and Uncertainties 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, specifically the conflict in Ukraine, and the lingering effects of COVID- 19. may not not may Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP" or “GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2022, March 15, 2023, 10 not The Company operates on a calendar year that ends on December 31, 2023 2022. three April 2, 2023 April 3, 2022 13 Principles of Consolidation These unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Summary of Significant Accounting Policies December 31, 2022. Equity-Based Compensation 718 10, The Company also grants performance share units ("PSUs"), which vest if certain company-designated performance targets are achieved. PSUs are valued at the stock price on the grant date. Based on the expected level of achievement, equity-based compensation cost is recognized over the requisite service period. The expected levels of achievement are reassessed over the requisite service period and, to the extent that the expected levels of achievement change, equity-based compensation cost is adjusted in the period of change and the remaining unrecognized cost is recorded over the remaining requisite service period. 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, not 12 The Company uses derivative instruments to manage its exposure to changes in interest rates on borrowings under its debt facility. These derivative instruments are primarily valued on the basis of quotes obtained from banks, brokers, and/or dealers. The valuation of the derivative instruments considers future expected interest rates on the notional principal balance remaining, which is comparable to what a prospective acquirer would pay on the measurement date. Valuation pricing models consider inputs such as forward rates, anticipated interest rate volatility relating to the reference rate, as well as time value, counterparty risk and other factors underlying derivative instruments. Recent Accounting Pronouncements Accounting Standards Recently Adopted In October 2021, 2021 08, Business Combinations (Topic 805 Accounting for Contract Assets and Contract Liabilities from Contracts with Customers 606, Revenue from Contracts with Customers 2021 08, No. 2021 08 606. 2021 08 January 1, 2023. 2021 08 not |
Note 2 - Acquisitions
Note 2 - Acquisitions | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 2. ACQUISITIONS In 2022, three 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 may The allocation of the purchase price to the assets acquired and liabilities assumed was based on estimates of the fair value of the net assets as follows: 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. |
Note 3 - Inventory
Note 3 - Inventory | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 3. INVENTORY Inventories of the Company consisted of the following: As of April 2, 2023 December 31, 2022 Raw materials $ 73,964 $ 78,586 Work-in-process 25,645 23,906 Finished goods 129,436 131,081 $ 229,045 $ 233,573 |
Note 4 - Property, Plant and Eq
Note 4 - Property, Plant and Equipment, Net | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 4. PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment of the Company consisted of the following: As of April 2, 2023 December 31, 2022 Land $ 3,426 $ 3,426 Buildings and improvements 11,606 11,051 Machinery and equipment 69,912 66,140 Construction in process 5,791 9,563 Total property, plant and equipment 90,735 90,180 Less: accumulated depreciation 40,114 37,999 Property, plant and equipment, net $ 50,621 $ 52,181 The Company’s long-lived assets by geographic locations are as follows: As of April 2, 2023 December 31, 2022 United States $ 48,841 $ 50,434 International 1,780 1,747 Total property, plant and equipment, net $ 50,621 $ 52,181 |
Note 5 - Goodwill and Other Int
Note 5 - Goodwill and Other Intangible Assets | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | 5. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill of $418,121 as of April 2, 2023 not 12 may No thirteen April 2, 2023 No impairment charges were incurred during the 13 April 2, 2023 April 3, 2022 Intangible assets consisted of the following: April 2, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 269,950 $ (47,066 ) $ 222,884 Tradenames 13,775 (5,025 ) 8,750 Technology 26,676 (12,132 ) 14,544 Total finite-lived intangible assets $ 310,401 $ (64,223 ) $ 246,178 Indefinite-lived intangible assets: Tradenames $ 175,114 — $ 175,114 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 The following outlines the estimated future amortization expense related to intangible assets held as of April 2, 2023 2023 (excluding the thirteen weeks ended April 2, 2023) $ 10,878 2024 13,744 2025 13,714 2026 13,608 2027 13,493 Thereafter 180,741 Total $ 246,178 |
Note 6 - Accrued Liabilities
Note 6 - Accrued Liabilities | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Accrued Liabilities Disclosure [Text Block] | 6. ACCRUED LIABILITIES Accrued liabilities of the Company consisted of the following: As of April 2, 2023 December 31, 2022 Accrued freight $ 7,719 $ 6,861 Accrued employee compensation and benefits 9,340 6,259 Accrued returns and allowances 5,494 5,214 Accrued taxes 6,358 5,222 Current portion of operating lease liabilities 4,946 5,112 Accrued other 11,826 14,649 Accrued liabilities $ 45,683 $ 43,317 |
Note 7 - Debt
Note 7 - Debt | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. DEBT Debt of the Company consisted of the following: As of April 2, 2023 December 31, 2022 First lien term loan due November 17, 2028 $ 647,278 $ 649,350 Revolver 5,000 10,000 Other 2,672 2,770 Less unamortized debt issuance costs (12,228 ) (11,557 ) 642,722 650,563 Less current portion of long-term debt (6,571 ) (7,000 ) $ 636,151 $ 643,563 On November 18, 2021, seven 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 April 2, 2023 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. may 2022, no 2023. As of April 2, 2023 June 2023. April 2, 2023 During the quarter ended April 2, 2023 Refer to Note 9, "Derivative Instruments, " 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 In February 2023, April 2, 2023 March 31, 2024 ( 7.25:1.00, April 2, 2023 In April 2023, second Some of the lenders that are parties to the Credit Agreement, and their respective affiliates, have various relationships with the Company in the ordinary course of business involving the provision of financial services, including cash management, commercial banking, investment banking or other services. Future maturities of long-term debt and amortization of debt issuance costs as of April 2, 2023 Debt Debt Issuance Costs 2023 (excluding the thirteen weeks ended April 2, 2023) $ 5,580 $ 1,314 2024 7,447 1,897 2025 7,716 2,047 2026 6,571 2,212 2027 6,571 2,392 Thereafter 621,065 2,366 $ 654,950 $ 12,228 |
Note 8 - Common Stock Warrants
Note 8 - Common Stock Warrants and Earn-out Liability | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Warrant Liability [Text Block] | 8. COMMON STOCK WARRANTS AND EARN-OUT LIABILITY 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 Common Stock that were issued by Empower prior to the Business Combination. Each warrant entitles the registered holder to purchase one may July 16, 2026, five The Company may 30 30 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 are accounted for as a liability in accordance with ASC 815 40 April 2, 2023 December 31, 2022, 13 April 2, 2023 April 3, 2022 April 2022, Additionally, the Sponsor received 2,187,500 shares of Common Stock upon the Closing, which vest in two first first 2022. first not July 16, 2028 ( seven April 2, 2023 December 31, 2022, 13 April 2, 2023 April 3, 2022 |
Note 9 - Derivative Instruments
Note 9 - Derivative Instruments | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 9. DERIVATIVE INSTRUMENTS The Company from time to time enters into derivative financial instruments, such as interest rate collar agreements (“Collars”), to manage its exposure to fluctuations in interest rates on the Company’s variable rate debt. On January 4, 2023, February 18, 2026. three No As of April 2, 2023 n other noncurrent liabilities on the condensed consolidated balance sheet. 13 April 2, 2023 i nterest expense in the condensed consolidated statements of comprehensive income. No cash payments were made or received during the 13 April 2, 2023 The fair value of the Collar is determined using observable market-based inputs and the impact of credit risk on the derivative’s fair value (the creditworthiness of the Company’s counterparty for assets and the creditworthiness of the Company for liabilities) (a Level 2 Note 10, "Fair Value Measurements") |
Note 10 - Fair Value Measuremen
Note 10 - Fair Value Measurements | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 10. 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 April 2, 2023 Level 1 Level 2 Level 3 Total Liabilities: Warrant liability (Public) $ 3,608 $ — $ — $ 3,608 Warrant liability (Private) — — 2,099 2,099 Interest rate collar — 3,020 — 3,020 Earn-out liability — — 1,604 1,604 Total fair value $ 3,608 $ 3,020 $ 3,703 $ 10,331 Fair Value Measured on December 31, 2022 Level 1 Level 2 Level 3 Total Liabilities: 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 As of April 2, 2023 8, Common Stock Warrants and Earn-Out Liability, 9, Derivative Instruments not 3 3 . The fair value of the Collar, which is included in other noncurrent liabilities on the condensed consolidated balance sheet, is determined based on models that reflect the contractual terms of the derivative, yield curves, and the credit quality of the counterparties. Inputs are generally observable and do not 2 1 The fair value of private warrants was estimated as of the measurement date using the Monte Carlo simulation model with the following assumptions: April 2, 2023 December 31, 2022 Valuation date price $ 2.74 $ 2.12 Strike price $ 11.50 $ 11.50 Remaining life (in years) 3.29 3.54 Expected dividend $ — $ — Risk-free interest rate 3.69 % 4.06 % Price threshold $ 18.00 $ 18.00 The fair value of the earn-out liability was estimated as of the measurement date using the Monte Carlo simulation model with the following assumptions: April 2, 2023 December 31, 2022 Valuation date price $ 2.74 $ 2.12 Expected term (in years) 5.29 5.54 Expected volatility 68.30 % 70.33 % Risk-free interest rate 3.51 % 3.88 % Price hurdle $ 15.00 $ 15.00 As of April 2, 2023 December 31, 2022, 3 The reconciliation of changes in Level 3 13 April 2, 2023 April 3, 2022 Private Warrants Earn-Out Liability Total Balance at December 31, 2021 $ 21,793 $ 26,596 $ 48,389 Liabilities reclassed to equity — (14,689 ) (14,689 ) Losses included in earnings 327 2,381 2,708 Balance at April 3, 2022 $ 22,120 $ 14,288 $ 36,408 Balance at December 31, 2022 $ 1,581 $ 1,176 $ 2,757 Losses included in earnings 518 428 946 Balance at April 2, 2023 $ 2,099 $ 1,604 $ 3,703 |
Note 11 - Revenue
Note 11 - Revenue | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 11. 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 18, Commitments and Contingencies The following table summarizes total revenue by product category. For the thirteen weeks ended April 2, 2023 April 3, 2022 Electronic systems $ 68,751 $ 86,146 Mechanical systems 43,318 45,842 Exhaust 15,829 19,332 Accessories 27,465 28,746 Safety 16,842 19,989 Total sales $ 172,205 $ 200,055 The following table summarizes total revenue based on geographic location from which the product is shipped: For the thirteen weeks ended April 2, 2023 April 3, 2022 United States $ 166,418 $ 196,059 Italy 5,787 3,996 Total sales $ 172,205 $ 200,055 |
Note 12 - Income Taxes
Note 12 - Income Taxes | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 12. INCOME TAXES The Company's effective income tax rate is based on expected income, statutory rates and tax planning opportunities available in the various jurisdictions in which it operates. For interim financial reporting, the Company estimates the annual income tax rate based on projected taxable income for the full year and records a quarterly income tax provision or benefit in accordance with the anticipated annual rate. The Company refines the estimates of the year's taxable income as new information becomes available, including actual year-to-date financial results. This continual estimation process often results in a change to the expected effective income tax rate for the year. When this occurs, the Company adjusts the income tax provision during the quarter in which the change in estimate occurs so that the year-to-date provision reflects the expected income tax rate. Significant judgment is required in determining the effective tax rate and in evaluating tax positions. For the thirteen weeks ended April 2, 2023 April 3, 2022 Income tax expense $ 1,566 $ 7,188 Effective tax rates 26.9 % 29.9 % For the 13 April 2, 2023 13 April 3, 2022 |
Note 13 - Earnings Per Share
Note 13 - Earnings Per Share | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 13. EARNINGS PER SHARE The following table sets forth the calculation of basic and diluted earnings per share: For the thirteen weeks ended April 2, 2023 April 3, 2022 Numerator: Net income $ 4,247 $ 16,858 Denominator: Weighted average common shares outstanding - basic 117,153,525 115,876,204 Dilutive effect of potential common shares from RSUs 91,237 172,355 Weighted average common shares outstanding - diluted 117,244,762 116,048,559 Earnings per share: Basic $ 0.04 $ 0.15 Diluted $ 0.04 $ 0.15 The following outstanding shares of Common Stock equivalents were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive. Warrants to purchase shares of Common Stock having an exercise price greater than the average share market price for the thirteen April 2, 2023 For the thirteen weeks ended April 2, 2023 April 3, 2022 Anti-dilutive shares excluded from calculation of diluted EPS: Warrants 14,633,311 14,666,644 Stock options 1,117,102 1,934,975 Restricted stock units 429,948 — Performance stock units 949,412 — Earn-out shares 1,093,750 1,093,750 Total anti-dilutive shares 18,223,523 17,695,369 |
Note 14 - Benefit Plans
Note 14 - Benefit Plans | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Defined Benefit Plan [Text Block] | 14. BENEFIT PLANS On January 28, 2022, March 31, 2022. fourth 2022 third The following table provides the components of net periodic benefit cost for the 13 April 3, 2022 For the thirteen weeks ended April 3, 2022 Components of expense: Service cost $ 27 Interest cost 32 Expected return on plan assets (52 ) Net periodic benefit cost $ 7 The Company made contributions of $150 to the Plan during the 13 April 3, 2022 The Company made matching contributions totaling $575 and $688 to its 401 13 April 2, 2023 April 3, 2022 |
Note 15 - Equity-based Compensa
Note 15 - Equity-based Compensation Plans | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Shareholders' Equity and Share-Based Payments [Text Block] | 15. EQUITY-BASED COMPENSATION PLANS In 2021, 2021 “2021 may 2021 April 2, 2023 2021 Equity-based compensation expense included the following components: For the thirteen weeks ended April 2, 2023 April 3, 2022 Restricted stock units $ 648 $ 1,183 Performance stock units 52 — Stock options (306 ) 553 Profit interest units — 1,426 All equity-based compensation expenses are recorded in selling, general and administrative costs in the condensed consolidated statements of comprehensive income. Restricted Stock Units The Compensation Committee has awarded restricted stock units (“RSUs”) to select employees and non-employee directors. The RSUs vest ratably over one three April 2, 2023 13 April 2, 2023 April 3, 2022 13 April 2, 2023 The following table summarizes RSU activity for the 13 April 2, 2023 Unvested Restricted Stock Units Weighted Number of Average Grant RSUs Date Fair Value December 31, 2022 1,108,330 $ 9.43 Granted 1,199,777 2.22 Vested (64,690 ) 12.29 Forfeited (189,640 ) 12.13 April 2, 2023 2,053,777 $ 3.67 Performance Stock Units The Compensation Committee has awarded performance stock units (“PSUs”) to select employees. The PSUs represent shares of Common Stock that are potentially issuable in the future based on a combination of performance and service requirements. The PSUs granted to employees were based on salary and include annual net sales and adjusted EBITDA growth targets with threshold and stretch goals. The awards vest ratably over three March 8, 2023, April 2, 2023 Stock Options Stock option grants have an exercise price at least equal to the market value of the underlying Common Stock on the date of grant, have ten three not 90 April 2, 2023 The following table summarizes stock option activity for the 13 April 2, 2023 Weighted Average Weighted Remaining Number of Average Contractual Stock Options Exercise Price Term (years) Options outstanding on December 31, 2022 1,709,690 $ 10.97 Forfeited (592,588 ) 11.11 Options outstanding on April 2, 2023 1,117,102 10.90 8.47 Options exercisable on, April 2, 2023 487,591 10.82 8.40 Profit Interest Units The Holley Stockholder authorized an incentive pool of 41,400,000 units of Holley Stockholder that its management had the right to grant to certain employees of the Company. The units, which are designated as Profit Interest Units (“PIUs”), are a special type of limited liability company equity unit that allows the recipient to potentially participate in a future increase in the value of the Company. The PIUs were issued for no In the fourth 2022, 718 10, Stock Compensation fourth 2022, |
Note 16 - Lease Commitments
Note 16 - Lease Commitments | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 16. LEASE COMMITMENTS On January 1, 2022, 842, Leases, 2018 11, Leases (Topic 842 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, and provides information associated with the measurement of operating lease obligations. As of April 2, 2023 December 31, 2022 Assets: Operating right of use assets $ 28,099 $ 29,522 Liabilities: Current operating lease liabilities - Accrued liabilities $ 4,946 $ 5,112 Long-term operating lease liabilities - Other noncurrent liabilities 23,770 24,992 Total lease liabilities $ 28,716 $ 30,104 Lease term and discount rate Weighted average remaining lease term (in years) 7.8 7.9 Weighted average discount rate 5.73 % 5.77 % The following summarizes the components of operating lease expense and provides supplemental cash flow information for operating leases: For the thirteen weeks ended April 2, 2023 April 3, 2022 Components of lease expense: Operating lease expense $ 1,586 $ 2,419 Short-term lease expense 512 608 Variable lease expense 152 87 Total lease expense $ 2,250 $ 3,114 Supplemental cash flow information related to leases: Cash paid for amounts included in measurement of operating lease liabilities $ 1,751 $ 1,760 Right-of-use assets obtained in exchange for new operating lease liabilities — 278 The following table summarizes the maturities of the Company's operating lease liabilities as of April 2, 2023 2023 (excluding the thirteen weeks ended April 2, 2023) $ 4,931 2024 5,440 2025 3,860 2026 3,664 2027 3,612 Thereafter 14,713 Total lease payments 36,220 Less imputed interest (7,504 ) Present value of lease liabilities $ 28,716 |
Note 17 - Acquisition, Restruct
Note 17 - Acquisition, Restructuring and Management Fee Costs | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Restructuring, Impairment, and Other Activities Disclosure [Text Block] | 17. ACQUISITION, RESTRUCTURING AND MANAGEMENT FEE COSTS The following table summarizes the Company's total acquisition, restructuring and management fee costs: For the thirteen weeks ended April 2, 2023 April 3, 2022 Acquisitions (1) $ - $ 249 Restructuring (2) 1,339 41 Total acquisition, restructuring and management fees $ 1,339 $ 290 (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 and executive severance. |
Note 18 - Commitments and Conti
Note 18 - Commitments and Contingencies | 3 Months Ended |
Apr. 02, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 18. COMMITMENTS AND CONTINGENCIES The Company is a party to various lawsuits and claims in the normal course of business. While the lawsuits and claims against the Company cannot be predicted with certainty, management believes that the ultimate resolution of the matters will not The Company generally warrants its products against certain manufacturing and other defects. These product warranties are provided for specific periods of time depending on the nature of the product. The accrued product warranty costs are based primarily on historical experience of actual warranty claims and are recorded at the time of the sale. The following table provides the changes in the Company's accrual for product warranties, which is classified as a component of accrued liabilities in the condensed consolidated balance sheets. For the thirteen weeks ended April 2, 2023 April 3, 2022 Beginning balance $ 3,584 $ 3,994 Accrued for current year warranty claims 2,954 2,588 Settlement of warranty claims (3,357 ) (2,766 ) Ending balance $ 3,181 $ 3,816 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Apr. 02, 2023 | |
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 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, specifically the conflict in Ukraine, and the lingering effects of COVID- 19. may not not may |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP" or “GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2022, March 15, 2023, 10 not The Company operates on a calendar year that ends on December 31, 2023 2022. three April 2, 2023 April 3, 2022 13 |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation These unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. |
Share-Based Payment Arrangement [Policy Text Block] | Equity-Based Compensation 718 10, The Company also grants performance share units ("PSUs"), which vest if certain company-designated performance targets are achieved. PSUs are valued at the stock price on the grant date. Based on the expected level of achievement, equity-based compensation cost is recognized over the requisite service period. The expected levels of achievement are reassessed over the requisite service period and, to the extent that the expected levels of achievement change, equity-based compensation cost is adjusted in the period of change and the remaining unrecognized cost is recorded over the remaining requisite service period. |
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, not 12 The Company uses derivative instruments to manage its exposure to changes in interest rates on borrowings under its debt facility. These derivative instruments are primarily valued on the basis of quotes obtained from banks, brokers, and/or dealers. The valuation of the derivative instruments considers future expected interest rates on the notional principal balance remaining, which is comparable to what a prospective acquirer would pay on the measurement date. Valuation pricing models consider inputs such as forward rates, anticipated interest rate volatility relating to the reference rate, as well as time value, counterparty risk and other factors underlying derivative instruments. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Accounting Standards Recently Adopted In October 2021, 2021 08, Business Combinations (Topic 805 Accounting for Contract Assets and Contract Liabilities from Contracts with Customers 606, Revenue from Contracts with Customers 2021 08, No. 2021 08 606. 2021 08 January 1, 2023. 2021 08 not |
Note 2 - Acquisitions (Tables)
Note 2 - Acquisitions (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
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 |
Note 3 - Inventory (Tables)
Note 3 - Inventory (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | As of April 2, 2023 December 31, 2022 Raw materials $ 73,964 $ 78,586 Work-in-process 25,645 23,906 Finished goods 129,436 131,081 $ 229,045 $ 233,573 |
Note 4 - Property, Plant and _2
Note 4 - Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | As of April 2, 2023 December 31, 2022 Land $ 3,426 $ 3,426 Buildings and improvements 11,606 11,051 Machinery and equipment 69,912 66,140 Construction in process 5,791 9,563 Total property, plant and equipment 90,735 90,180 Less: accumulated depreciation 40,114 37,999 Property, plant and equipment, net $ 50,621 $ 52,181 |
Long-Lived Assets by Geographic Areas [Table Text Block] | As of April 2, 2023 December 31, 2022 United States $ 48,841 $ 50,434 International 1,780 1,747 Total property, plant and equipment, net $ 50,621 $ 52,181 |
Note 5 - Goodwill and Other I_2
Note 5 - Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Intangible Assets [Table Text Block] | April 2, 2023 Gross Carrying Amount Accumulated Amortization Net Carrying Value Finite-lived intangible assets: Customer relationships $ 269,950 $ (47,066 ) $ 222,884 Tradenames 13,775 (5,025 ) 8,750 Technology 26,676 (12,132 ) 14,544 Total finite-lived intangible assets $ 310,401 $ (64,223 ) $ 246,178 Indefinite-lived intangible assets: Tradenames $ 175,114 — $ 175,114 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 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | 2023 (excluding the thirteen weeks ended April 2, 2023) $ 10,878 2024 13,744 2025 13,714 2026 13,608 2027 13,493 Thereafter 180,741 Total $ 246,178 |
Note 6 - Accrued Liabilities (T
Note 6 - Accrued Liabilities (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | As of April 2, 2023 December 31, 2022 Accrued freight $ 7,719 $ 6,861 Accrued employee compensation and benefits 9,340 6,259 Accrued returns and allowances 5,494 5,214 Accrued taxes 6,358 5,222 Current portion of operating lease liabilities 4,946 5,112 Accrued other 11,826 14,649 Accrued liabilities $ 45,683 $ 43,317 |
Note 7 - Debt (Tables)
Note 7 - Debt (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | As of April 2, 2023 December 31, 2022 First lien term loan due November 17, 2028 $ 647,278 $ 649,350 Revolver 5,000 10,000 Other 2,672 2,770 Less unamortized debt issuance costs (12,228 ) (11,557 ) 642,722 650,563 Less current portion of long-term debt (6,571 ) (7,000 ) $ 636,151 $ 643,563 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | Debt Debt Issuance Costs 2023 (excluding the thirteen weeks ended April 2, 2023) $ 5,580 $ 1,314 2024 7,447 1,897 2025 7,716 2,047 2026 6,571 2,212 2027 6,571 2,392 Thereafter 621,065 2,366 $ 654,950 $ 12,228 |
Note 10 - Fair Value Measurem_2
Note 10 - Fair Value Measurements (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value Measured on April 2, 2023 Level 1 Level 2 Level 3 Total Liabilities: Warrant liability (Public) $ 3,608 $ — $ — $ 3,608 Warrant liability (Private) — — 2,099 2,099 Interest rate collar — 3,020 — 3,020 Earn-out liability — — 1,604 1,604 Total fair value $ 3,608 $ 3,020 $ 3,703 $ 10,331 Fair Value Measured on December 31, 2022 Level 1 Level 2 Level 3 Total Liabilities: 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 Measurement Inputs and Valuation Techniques [Table Text Block] | April 2, 2023 December 31, 2022 Valuation date price $ 2.74 $ 2.12 Strike price $ 11.50 $ 11.50 Remaining life (in years) 3.29 3.54 Expected dividend $ — $ — Risk-free interest rate 3.69 % 4.06 % Price threshold $ 18.00 $ 18.00 April 2, 2023 December 31, 2022 Valuation date price $ 2.74 $ 2.12 Expected term (in years) 5.29 5.54 Expected volatility 68.30 % 70.33 % Risk-free interest rate 3.51 % 3.88 % Price hurdle $ 15.00 $ 15.00 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Private Warrants Earn-Out Liability Total Balance at December 31, 2021 $ 21,793 $ 26,596 $ 48,389 Liabilities reclassed to equity — (14,689 ) (14,689 ) Losses included in earnings 327 2,381 2,708 Balance at April 3, 2022 $ 22,120 $ 14,288 $ 36,408 Balance at December 31, 2022 $ 1,581 $ 1,176 $ 2,757 Losses included in earnings 518 428 946 Balance at April 2, 2023 $ 2,099 $ 1,604 $ 3,703 |
Note 11 - Revenue (Tables)
Note 11 - Revenue (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Revenue from External Customers by Products and Services [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Electronic systems $ 68,751 $ 86,146 Mechanical systems 43,318 45,842 Exhaust 15,829 19,332 Accessories 27,465 28,746 Safety 16,842 19,989 Total sales $ 172,205 $ 200,055 |
Revenue from External Customers by Geographic Areas [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 United States $ 166,418 $ 196,059 Italy 5,787 3,996 Total sales $ 172,205 $ 200,055 |
Note 12 - Income Taxes (Tables)
Note 12 - Income Taxes (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Income tax expense $ 1,566 $ 7,188 Effective tax rates 26.9 % 29.9 % |
Note 13 - Earnings Per Share (T
Note 13 - Earnings Per Share (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Numerator: Net income $ 4,247 $ 16,858 Denominator: Weighted average common shares outstanding - basic 117,153,525 115,876,204 Dilutive effect of potential common shares from RSUs 91,237 172,355 Weighted average common shares outstanding - diluted 117,244,762 116,048,559 Earnings per share: Basic $ 0.04 $ 0.15 Diluted $ 0.04 $ 0.15 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Anti-dilutive shares excluded from calculation of diluted EPS: Warrants 14,633,311 14,666,644 Stock options 1,117,102 1,934,975 Restricted stock units 429,948 — Performance stock units 949,412 — Earn-out shares 1,093,750 1,093,750 Total anti-dilutive shares 18,223,523 17,695,369 |
Note 14 - Benefit Plans (Tables
Note 14 - Benefit Plans (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Net Benefit Costs [Table Text Block] | For the thirteen weeks ended April 3, 2022 Components of expense: Service cost $ 27 Interest cost 32 Expected return on plan assets (52 ) Net periodic benefit cost $ 7 |
Note 15 - Equity-based Compen_2
Note 15 - Equity-based Compensation Plans (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Restricted stock units $ 648 $ 1,183 Performance stock units 52 — Stock options (306 ) 553 Profit interest units — 1,426 |
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, 2022 1,108,330 $ 9.43 Granted 1,199,777 2.22 Vested (64,690 ) 12.29 Forfeited (189,640 ) 12.13 April 2, 2023 2,053,777 $ 3.67 |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Weighted Average Weighted Remaining Number of Average Contractual Stock Options Exercise Price Term (years) Options outstanding on December 31, 2022 1,709,690 $ 10.97 Forfeited (592,588 ) 11.11 Options outstanding on April 2, 2023 1,117,102 10.90 8.47 Options exercisable on, April 2, 2023 487,591 10.82 8.40 |
Note 16 - Lease Commitments (Ta
Note 16 - Lease Commitments (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Operating Lease Assets and Obligations [Table Text Block] | As of April 2, 2023 December 31, 2022 Assets: Operating right of use assets $ 28,099 $ 29,522 Liabilities: Current operating lease liabilities - Accrued liabilities $ 4,946 $ 5,112 Long-term operating lease liabilities - Other noncurrent liabilities 23,770 24,992 Total lease liabilities $ 28,716 $ 30,104 Lease term and discount rate Weighted average remaining lease term (in years) 7.8 7.9 Weighted average discount rate 5.73 % 5.77 % |
Lease, Cost [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Components of lease expense: Operating lease expense $ 1,586 $ 2,419 Short-term lease expense 512 608 Variable lease expense 152 87 Total lease expense $ 2,250 $ 3,114 Supplemental cash flow information related to leases: Cash paid for amounts included in measurement of operating lease liabilities $ 1,751 $ 1,760 Right-of-use assets obtained in exchange for new operating lease liabilities — 278 |
Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] | 2023 (excluding the thirteen weeks ended April 2, 2023) $ 4,931 2024 5,440 2025 3,860 2026 3,664 2027 3,612 Thereafter 14,713 Total lease payments 36,220 Less imputed interest (7,504 ) Present value of lease liabilities $ 28,716 |
Note 17 - Acquisition, Restru_2
Note 17 - Acquisition, Restructuring and Management Fee Costs (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Acquisition, Restructuring and Management Fee Costs [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Acquisitions (1) $ - $ 249 Restructuring (2) 1,339 41 Total acquisition, restructuring and management fees $ 1,339 $ 290 (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 and executive severance. |
Note 18 - Commitments and Con_2
Note 18 - Commitments and Contingencies (Tables) | 3 Months Ended |
Apr. 02, 2023 | |
Notes Tables | |
Schedule of Product Warranty Liability [Table Text Block] | For the thirteen weeks ended April 2, 2023 April 3, 2022 Beginning balance $ 3,584 $ 3,994 Accrued for current year warranty claims 2,954 2,588 Settlement of warranty claims (3,357 ) (2,766 ) Ending balance $ 3,181 $ 3,816 |
Note 2 - Acquisitions (Details
Note 2 - Acquisitions (Details Textual) - John's, Southern Kentucky Classics, and Vesta Motorsports [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Payments to Acquire Businesses, Gross | $ 14,863 |
Business Combination Intangible Assets Including Goodwill Acquired | $ 9,618 |
Customer Relationships [Member] | |
Finite-Lived Intangible Asset, Useful Life (Year) | 20 years |
Note 2 - Acquisitions - Allocat
Note 2 - Acquisitions - Allocation of the Purchase Price to the Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Goodwill | $ 418,121 | $ 418,121 |
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 | 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 | 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) | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 0 |
Note 3 - Inventory - Schedule o
Note 3 - Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Raw materials | $ 73,964 | $ 78,586 |
Work-in-process | 25,645 | 23,906 |
Finished goods | 129,436 | 131,081 |
Inventory, Net | $ 229,045 | $ 233,573 |
Note 4 - Property, Plant and _3
Note 4 - Property, Plant and Equipment, Net - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Property, Plant, and Equipment, Gross | $ 90,735 | $ 90,180 |
Less: accumulated depreciation | 40,114 | 37,999 |
Property, plant and equipment, net | 50,621 | 52,181 |
Land [Member] | ||
Property, Plant, and Equipment, Gross | 3,426 | 3,426 |
Building and Building Improvements [Member] | ||
Property, Plant, and Equipment, Gross | 11,606 | 11,051 |
Machinery and Equipment [Member] | ||
Property, Plant, and Equipment, Gross | 69,912 | 66,140 |
Construction in Progress [Member] | ||
Property, Plant, and Equipment, Gross | $ 5,791 | $ 9,563 |
Note 4 - Property, Plant and _4
Note 4 - Property, Plant and Equipment, Net - Schedule of Long-lived Assets by Geographic Locations (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Property, plant, and equipment, net | $ 50,621 | $ 52,181 |
UNITED STATES | ||
Property, plant, and equipment, net | 48,841 | 50,434 |
Non-US [Member] | ||
Property, plant, and equipment, net | $ 1,780 | $ 1,747 |
Note 5 - Goodwill and Other I_3
Note 5 - Goodwill and Other Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 02, 2023 | Apr. 03, 2022 | Dec. 31, 2022 | |
Goodwill | $ 418,121 | $ 418,121 | |
Goodwill, Impairment Loss | 0 | $ 0 | |
Impairment of Intangible Assets, Indefinite-Lived (Excluding Goodwill) | $ 0 | $ 0 |
Note 5 - Goodwill and Other I_4
Note 5 - Goodwill and Other Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets, Gross | $ 310,401 | $ 310,401 |
Finite-Lived Intangible Assets, Accumulated Amortization | (64,223) | (60,544) |
Finite-Lived Intangible Assets, Net | 246,178 | 249,857 |
Trade Names 1 [Member] | ||
Tradenames | 175,114 | 174,998 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | 269,950 | 269,950 |
Finite-Lived Intangible Assets, Accumulated Amortization | (47,066) | (44,178) |
Finite-Lived Intangible Assets, Net | 222,884 | 225,772 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross | 13,775 | 13,775 |
Finite-Lived Intangible Assets, Accumulated Amortization | (5,025) | (4,843) |
Finite-Lived Intangible Assets, Net | 8,750 | 8,932 |
Technology-Based Intangible Assets [Member] | ||
Finite-Lived Intangible Assets, Gross | 26,676 | 26,676 |
Finite-Lived Intangible Assets, Accumulated Amortization | (12,132) | (11,523) |
Finite-Lived Intangible Assets, Net | $ 14,544 | $ 15,153 |
Note 5 - Goodwill and Other I_5
Note 5 - Goodwill and Other Intangible Assets - Schedule of Finite-lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
2023 (excluding the thirteen weeks ended April 2, 2023) | $ 10,878 | |
2024 | 13,744 | |
2025 | 13,714 | |
2026 | 13,608 | |
2027 | 13,493 | |
Thereafter | 180,741 | |
Total | $ 246,178 | $ 249,857 |
Note 6 - Accrued Liabilities -
Note 6 - Accrued Liabilities - Accrued Liabilities (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Accrued freight | $ 7,719 | $ 6,861 |
Accrued employee compensation and benefits | 9,340 | 6,259 |
Accrued returns and allowances | 5,494 | 5,214 |
Accrued taxes | 6,358 | 5,222 |
Current portion of operating lease liabilities | 4,946 | 5,112 |
Accrued other | 11,826 | 14,649 |
Accrued liabilities | $ 45,683 | $ 43,317 |
Note 7 - Debt (Details Textual)
Note 7 - Debt (Details Textual) $ in Thousands | Nov. 18, 2021 USD ($) | Apr. 02, 2023 USD ($) | Feb. 28, 2023 USD ($) | Jan. 04, 2023 USD ($) | Oct. 02, 2022 USD ($) |
Interest Rate Contract [Member] | Designated as Hedging Instrument [Member] | |||||
Derivative, Notional Amount | $ 500,000 | $ 500,000 | |||
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 | $ 1,728 | ||||
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 Issuance Costs, Gross | $ 1,117 | ||||
Debt, Weighted Average Interest Rate | 8.70% | ||||
Debt Instrument, Covenant, Consolidated Net Leverage Ratio | 7.25 | ||||
Debt Instrument, Covenant, Minimum Liquidity | $ 45,000 |
Note 7 - Debt - Schedule of Deb
Note 7 - Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Long-Term Debt, Gross | $ 654,950 | |
Other | 2,672 | $ 2,770 |
Less unamortized debt issuance costs | (12,228) | (11,557) |
Long-Term Debt | 642,722 | 650,563 |
Less current portion of long-term debt | (6,571) | (7,000) |
Long-Term Debt, Excluding Current Maturities | 636,151 | 643,563 |
Revolving Credit Facility [Member] | ||
Long-Term Debt, Gross | 5,000 | 10,000 |
First Lien Note Due November 17, 2028 [Member] | ||
Long-Term Debt, Gross | $ 647,278 | $ 649,350 |
Note 7 - Debt - Future Maturiti
Note 7 - Debt - Future Maturities of Long-term Debt and Amortization of Debt Issuance Cost (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
2023 (excluding the thirteen weeks ended April 2, 2023), future maturities | $ 5,580 | |
2023 (excluding the thirteen weeks ended April 2, 2023), debt issuance costs amortization | 1,314 | |
2024, future maturities | 7,447 | |
2024, debt issuance costs amortization | 1,897 | |
2025, future maturities | 7,716 | |
2025, debt issuance costs amortization | 2,047 | |
2026, future maturities | 6,571 | |
2026, debt issuance costs amortization | 2,212 | |
2027, future maturities | 6,571 | |
2027, debt issuance costs amortization | 2,392 | |
Thereafter, future maturities | 621,065 | |
Thereafter, debt issuance costs amortization | 2,366 | |
Future maturities | 654,950 | |
Debt issuance costs amortization | $ 12,228 | $ 11,557 |
Note 8 - Common Stock Warrant_2
Note 8 - Common Stock Warrants and Earn-out Liability (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||
Jul. 16, 2021 | Apr. 30, 2022 | Apr. 02, 2023 | Apr. 03, 2022 | Dec. 31, 2022 | Oct. 09, 2021 | |
Class of Warrant or Right, Outstanding (in shares) | 14,666,644 | |||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | |||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||
Warrant Liability | $ 5,707 | $ 4,272 | ||||
Fair Value Adjustment of Warrants | 1,435 | $ 2,227 | ||||
Business Combination, Contingent Consideration, Liability, Noncurrent | 1,604 | 1,176 | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 428 | 2,381 | ||||
Empower Sponsor Holdings LLC [Member] | ||||||
Business Combination, Contingent Consideration, Liability, Noncurrent | 1,604 | $ 1,176 | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ 428 | $ 2,381 | ||||
Empower Sponsor Holdings LLC [Member] | Earn Out Shares [Member] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 2,187,500 | |||||
Empower Sponsor Holdings LLC [Member] | Tranche One [Member] | ||||||
Stock Issued During Period, Shares, Acquisitions (in shares) | 1,093,750 | |||||
Stock Issued During Period, Value, Acquisitions | $ 14,689 | |||||
Public Warrants [Member] | ||||||
Class of Warrant or Right, Outstanding (in shares) | 9,999,977 | |||||
Stock Issued During Period, Shares, Warrants Exercised (in shares) | 33,333 | |||||
Public Warrants [Member] | Measurement Input, Share Price [Member] | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.01 | |||||
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 9 - Derivative Instrumen_2
Note 9 - Derivative Instruments (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 02, 2023 | Apr. 03, 2022 | Jan. 04, 2023 | |
Unrealized Gain (Loss) on Derivatives | $ (3,020) | $ 0 | |
Designated as Hedging Instrument [Member] | Interest Rate Contract [Member] | |||
Derivative, Notional Amount | 500,000 | $ 500,000 | |
Derivative, Floor Interest Rate | 2.811% | ||
Derivative, Cap Interest Rate | 5% | ||
Derivative Liability | 3,020 | ||
Unrealized Gain (Loss) on Derivatives | 3,020 | ||
Payments for (Proceeds from) Hedge, Investing Activities | $ 0 |
Note 10 - Fair Value Measurem_3
Note 10 - Fair Value Measurements - Schedule of Value Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Liability | $ 10,331 | $ 5,448 |
Fair Value, Inputs, Level 1 [Member] | ||
Liability | 3,608 | 2,691 |
Fair Value, Inputs, Level 2 [Member] | ||
Liability | 3,020 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Liability | 3,703 | 2,757 |
Warrant Liability Public Warrants [Member] | ||
Liability | 3,608 | 2,691 |
Warrant Liability Public Warrants [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Liability | 3,608 | 2,691 |
Warrant Liability Public Warrants [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Liability | 0 | 0 |
Warrant Liability Public Warrants [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Liability | 0 | 0 |
Warrant Liability Private Placement Warrants [Member] | ||
Liability | 2,099 | 1,581 |
Warrant Liability Private Placement Warrants [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Liability | 0 | 0 |
Warrant Liability Private Placement Warrants [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Liability | 0 | 0 |
Warrant Liability Private Placement Warrants [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Liability | 2,099 | 1,581 |
Derivative Financial Instruments, Liabilities [Member] | Interest Rate Contract [Member] | ||
Liability | 3,020 | |
Derivative Financial Instruments, Liabilities [Member] | Fair Value, Inputs, Level 1 [Member] | Interest Rate Contract [Member] | ||
Liability | 0 | |
Derivative Financial Instruments, Liabilities [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Contract [Member] | ||
Liability | 3,020 | |
Derivative Financial Instruments, Liabilities [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Contract [Member] | ||
Liability | 0 | |
Earn Out Liability [Member] | ||
Liability | 1,604 | 1,176 |
Earn Out Liability [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Liability | 0 | 0 |
Earn Out Liability [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Liability | 0 | 0 |
Earn Out Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Liability | $ 1,604 | $ 1,176 |
Note 10 - Fair Value Measurem_4
Note 10 - Fair Value Measurements - Summary of Assumptions for Estimated Fair Value Using Monte Carlo Simulation Model (Details) - Monte Carlo Simulation Model [Member] | Apr. 02, 2023 | Dec. 31, 2022 |
Measurement Input, Share Price [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 2.74 | 2.12 |
Measurement Input, Share Price [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 2.74 | 2.12 |
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 | 5.29 | 5.54 |
Measurement Input, Expected Term [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 3.29 | 3.54 |
Measurement Input, Price Volatility [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 0.6830 | 0.7033 |
Measurement Input, Risk Free Interest Rate [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 0.0351 | 0.0388 |
Measurement Input, Risk Free Interest Rate [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 0.0369 | 0.0406 |
Measurement Input Price Hurdle One [Member] | Earn Out Liability [Member] | ||
Alternative Investment, Measurement Input | 15 | 15 |
Measurement Input Price Threshold [Member] | Warrant Liability Private Placement Warrants [Member] | ||
Alternative Investment, Measurement Input | 18 | 18 |
Note 10 - Fair Value Measurem_5
Note 10 - Fair Value Measurements - Reconciliation of Changes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Balance | $ 2,757 | $ 48,389 |
Liabilities reclassed to equity | (14,689) | |
Losses included in earnings | 946 | 2,708 |
Balance | 3,703 | 36,408 |
Private Placement Warrants [Member] | ||
Balance | 1,581 | 21,793 |
Liabilities reclassed to equity | 0 | |
Losses included in earnings | 518 | 327 |
Balance | 2,099 | 22,120 |
Earn Out Liability [Member] | ||
Balance | 1,176 | 26,596 |
Liabilities reclassed to equity | (14,689) | |
Losses included in earnings | 428 | 2,381 |
Balance | $ 1,604 | $ 14,288 |
Note 11 - Revenue - Summary of
Note 11 - Revenue - Summary of Revenue by Product Category (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Net sales | $ 172,205 | $ 200,055 |
Electronic Systems [Member] | ||
Net sales | 68,751 | 86,146 |
Mechanical System [Member] | ||
Net sales | 43,318 | 45,842 |
Exhaust [Member] | ||
Net sales | 15,829 | 19,332 |
Accessories [Member] | ||
Net sales | 27,465 | 28,746 |
Safety [Member] | ||
Net sales | $ 16,842 | $ 19,989 |
Note 11 - Revenue - Summary o_2
Note 11 - Revenue - Summary of Revenue Based on Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Net sales | $ 172,205 | $ 200,055 |
UNITED STATES | ||
Net sales | 166,418 | 196,059 |
ITALY | ||
Net sales | $ 5,787 | $ 3,996 |
Note 12 - Income Taxes (Details
Note 12 - Income Taxes (Details Textual) | 3 Months Ended | 15 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | Apr. 03, 2023 | |
Effective Income Tax Rate Reconciliation, Percent | 26.90% | 29.90% | 29.90% |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% |
Note 12 - Income Taxes - Schedu
Note 12 - Income Taxes - Schedule of Provision and Effective Tax rates (Details) - USD ($) $ in Thousands | 3 Months Ended | 15 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | Apr. 03, 2023 | |
Income tax expense | $ 1,566 | $ 7,188 | |
Effective tax rates | 26.90% | 29.90% | 29.90% |
Note 13 - Earnings Per Share -
Note 13 - Earnings Per Share - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Net income | $ 4,247 | $ 16,858 |
Weighted average common shares outstanding - basic (in shares) | 117,153,525 | 115,876,204 |
Dilutive effect of potential common shares from RSUs (in shares) | 91,237 | 172,355 |
Weighted average common shares outstanding - diluted (in shares) | 117,244,762 | 116,048,559 |
Earnings per share: | ||
Basic net income per share (in dollars per share) | $ 0.04 | $ 0.15 |
Diluted net income per share (in dollars per share) | $ 0.04 | $ 0.15 |
Note 13 - Earnings Per Share _2
Note 13 - Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 18,223,523 | 17,695,369 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 14,633,311 | 14,666,644 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 1,117,102 | 1,934,975 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 429,948 | 0 |
Performance Shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 949,412 | 0 |
Earn Out Shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share (in shares) | 1,093,750 | 1,093,750 |
Note 14 - Benefit Plans (Detail
Note 14 - Benefit Plans (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Defined Contribution Pension [Member] | ||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 150 | |
The 401K [Member] | ||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 575 | $ 688 |
Note 14 - Benefit Plans - Summa
Note 14 - Benefit Plans - Summarizes the Components of Net Periodic Benefit Cost (Details) $ in Thousands | 3 Months Ended |
Apr. 03, 2022 USD ($) | |
Service cost | $ 27 |
Interest cost | 32 |
Expected return on plan assets | (52) |
Net periodic benefit cost | $ 7 |
Note 15 - Equity-based Compen_3
Note 15 - Equity-based Compensation Plans (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 08, 2023 | Apr. 02, 2023 | Apr. 03, 2022 | Dec. 31, 2021 | |
Restricted Stock Units (RSUs) [Member] | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 5,980 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 10 months 24 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) | $ 2.22 | $ 12.29 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 146 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 1,199,777 | |||
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 | |||
Performance Shares [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 574 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 10 months 24 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) | $ 1.98 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 949,412 | |||
Performance Shares [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement, Vesting Award Rights, Percentage of Initial Target Awards | 0% | |||
Performance Shares [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement, Vesting Award Rights, Percentage of Initial Target Awards | 150% | |||
Share-Based Payment Arrangement, Option [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 1,929 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 7 months 6 days | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) | 10 years | |||
Profit Interest Units [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 41,400,000 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 0 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 0 | |||
The 2021 Omnibus Incentive Plan [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 8,850,000 | |||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 4,472,332 |
Note 15 - Equity-based Compen_4
Note 15 - Equity-based Compensation Plans - Schedule of Components of Equity-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Restricted Stock Units (RSUs) [Member] | ||
Share-Based Payment Arrangement, Expense | $ 648 | $ 1,183 |
Performance Shares [Member] | ||
Share-Based Payment Arrangement, Expense | 52 | 0 |
Share-Based Payment Arrangement [Member] | ||
Share-Based Payment Arrangement, Expense | (306) | 553 |
Profit Interest Units [Member] | ||
Share-Based Payment Arrangement, Expense | $ 0 | $ 1,426 |
Note 15 - Equity-based Compen_5
Note 15 - Equity-based Compensation Plans - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Outstanding, shares (in shares) | 1,108,330 | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ 9.43 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 1,199,777 | |
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) | $ 2.22 | $ 12.29 |
Vested, shares (in shares) | (64,690) | |
Vested, weighted average grant date fair value (in dollars per share) | $ 12.29 | |
Forfeited, shares (in shares) | (189,640) | |
Forfeited, weighted average grant date fair value (in dollars per share) | $ 12.13 | |
Outstanding, shares (in shares) | 2,053,777 | |
Outstanding, weighted average grant date fair value (in dollars per share) | $ 3.67 |
Note 15 - Equity-based Compen_6
Note 15 - Equity-based Compensation Plans - Summary of Stock Option Activity (Details) | 3 Months Ended |
Apr. 02, 2023 $ / shares shares | |
Options outstanding, shares (in shares) | shares | 1,709,690 |
Options outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 10.97 |
Forfeited, shares (in shares) | shares | (592,588) |
Forfeited, weighted average exercise price (in dollars per share) | $ / shares | $ 11.11 |
Options outstanding, shares (in shares) | shares | 1,117,102 |
Options outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 10.90 |
Options outstanding, weighted average remaining contractual term (Year) | 8 years 5 months 19 days |
Options exercisable, shares (in shares) | shares | 487,591 |
Options exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 10.82 |
Options exercisable, weighted average remaining contractual term (Year) | 8 years 4 months 24 days |
Note 16 - Lease Commitments (De
Note 16 - Lease Commitments (Details Textual) - USD ($) $ in Thousands | Apr. 02, 2023 | Jan. 01, 2022 |
Increase in Noncurrent Assets for Right-of-Use Assets | $ 33,887 | |
Increase in Liabilities for Associated Lease Obligations | $ 34,579 | |
Minimum [Member] | ||
Lessee, Operating Lease, Remaining Lease Term (Year) | 1 year | |
Maximum [Member] | ||
Lessee, Operating Lease, Remaining Lease Term (Year) | 11 years |
Note 16 - Lease Commitments - S
Note 16 - Lease Commitments - Schedule of Operating Lease Assets and Obligations (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
Right-of-use assets | $ 28,099 | $ 29,522 |
Current operating lease liabilities - Accrued liabilities | 4,946 | 5,112 |
Long-term operating lease liabilities - Other noncurrent liabilities | 23,770 | 24,992 |
Total lease liabilities | $ 28,716 | $ 30,104 |
Weighted average remaining lease term (in years) (Year) | 7 years 9 months 18 days | 7 years 10 months 24 days |
Weighted average discount rate | 5.73% | 5.77% |
Note 16 - Lease Commitments -_2
Note 16 - Lease Commitments - Schedule of Operating Lease Expense Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Components of lease expense: | ||
Operating lease expense | $ 1,586 | $ 2,419 |
Short-term lease expense | 512 | 608 |
Variable lease expense | 152 | 87 |
Total lease expense | 2,250 | 3,114 |
Cash paid for amounts included in measurement of operating lease liabilities | 1,751 | 1,760 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 0 | $ 278 |
Note 16 - Lease Commitments -_3
Note 16 - Lease Commitments - Schedule of Future Minimum Rental Payments for Operating Leases (Details) - USD ($) $ in Thousands | Apr. 02, 2023 | Dec. 31, 2022 |
2023 (excluding the thirteen weeks ended April 2, 2023) | $ 4,931 | |
2024 | 5,440 | |
2025 | 3,860 | |
2026 | 3,664 | |
2027 | 3,612 | |
Thereafter | 14,713 | |
Total lease payments | 36,220 | |
Less imputed interest | (7,504) | |
Present value of lease liabilities | 28,716 | $ 30,104 |
Accrued Liabilities and Other Noncurrent Liabilities [Member] | ||
Present value of lease liabilities | $ 28,716 |
Note 17 - Acquisition, Restru_3
Note 17 - Acquisition, Restructuring and Management Fee Costs - Summary of Total Acquisitions, Restructuring, and Management Fee Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 02, 2023 | Apr. 03, 2022 | ||
Acquisitions (1) | [1] | $ 0 | $ 249 |
Restructuring (2) | [2] | 1,339 | 41 |
Total acquisition, restructuring and management fees | $ 1,339 | $ 290 | |
[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 and executive severance. |
Note 18 - Commitments and Con_3
Note 18 - Commitments and Contingencies - Schedule of Accrual For Product Warranties (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 02, 2023 | Apr. 03, 2022 | |
Beginning balance | $ 3,584 | $ 3,994 |
Accrued for current year warranty claims | 2,954 | 2,588 |
Settlement of warranty claims | (3,357) | (2,766) |
Ending balance | $ 3,181 | $ 3,816 |