HOLLEY : REPORTS SECOND QUARTER 2021 RESULTS (Form 8-K)

HOLLEY REPORTS SECOND QUARTER 2021 RESULTS

Strong organic growth and execution against strategic initiatives drive performance

Discloses quarterly 2020 historical results and confirms guidance

BOWLING GREEN, KY - Aug 11, 2021 - Holley Inc. (NYSE: HLLY), the largest and fastest growing platform serving performance automotive enthusiasts, today announced financial results for its second quarter ended June 27, 2021.

Second Quarter Highlights vs. Prior Year Period

•

Net Sales increased 54% to $193.0 million compared to $125.3 million in 2020

•

Gross Profit increased 48% to $81.2 million compared to $54.8 million last year

•

Operating Income increased 52% to $40.1 million compared to $26.3 million in 2020

•

Net Income increased 85% to $23.1 million from $12.5 million last year

•

Adjusted EBITDA1 increased 49% to $54.1 million compared to $36.4 million in 2020

•

Acquired AEM Performance Electronics ('AEM') adding to Holley's electronics offering

•

Continued execution on direct-to-consumer channel growth strategy

2021 Outlook

•

Company reiterates fiscal 2021 Net Sales expected to range between $648-$663 million, Pro Forma Net Sales1 between $655-$670 million, and Pro Forma Adjusted EBITDA1 between $165-170 million

1	See 'Use and Reconciliation of Non-GAAP Financial Measures' below.

Tom Tomlinson, Holley's President and Chief Executive Officer, said, 'Consumer demand for our products was strong in the second quarter and we continued to see excellent growth in our direct-to-consumer channel. Our team performed well, captured significant additional demand in the quarter, and delivered great overall results.'

Second Quarter 2021 Financial Results

Net sales increased 54% to $193.0 million in the second quarter of 2021, up from $125.3 million in the second quarter of 2020. Non-comparable sales associated with acquisitions, including the AEM acquisition completed in April and several completed in the fourth quarter of 2020, contributed $36.7 million of net sales growth in the quarter. Organic growth for comparable brands contributed the remaining $31.0 million of year-over-year net sales growth, representing slightly more than 25% growth over second quarter 2020 net sales. Consumer demand for electronic performance products drove the majority of the organic growth in the quarter.

Cost of goods sold increased $41.4 million, or 59%, to $111.8 million, as compared to $70.5 million for the second quarter of 2020 and is primarily attributable to the increase in product sales. Gross profit for the thirteen weeks ended June 27, 2021 increased $26.4 million, or 48.1%, to $81.2 million, as compared to $54.8 million for the second quarter of 2020. The increase in gross profit was driven by the increase in sales. Gross margin for the thirteen weeks ended June 27, 2021 was 42.1% compared to a gross margin of 43.8% for the thirteen weeks ended June 28, 2020.

Selling, general and administrative costs for the quarter increased $9.9 million to $26.2 million, representing an increase of 61% when compared to $16.3 million in 2020. Incremental SG&A from recent acquisitions were responsible for $5.3 million of the increase in the quarter. Additional cost drivers include a $1.6 million increase in shipping costs related to higher sales and global supply chain pressure, higher audit fees associated with the business combination with Empower, and increases in software licensing that support Holley's growth.

R&D and other operating expenses provided leverage in the second quarter, as those expenses increased 26% and 20%, respectively, against the net sales increase of 54%. Increases in these other operating expense areas are primarily due to acquisitions.

Net income for the second quarter 2021 reflects higher sales volume and the leverage achieved on certain fixed expenses. Net income improved to $23.1 million in the second quarter compared to $12.5 million in 2020, an increase of 85%.

Adjusted EBITDA grew from $36.4 million in the second quarter last year to $54.1 million in the second quarter of 2021, representing 49% year-over-year growth. Reconciliation to GAAP Net Income is included in the 'Use and Reconciliation of Non-GAAP Financial Measures' table below.

Significant Event Subsequent to Quarter End

On July 16, 2021, Holley completed the business combination with Empower LTD and became a publicly traded company on the New York Stock Exchange (NYSE: HLLY). Since the transaction closed in Holley's third fiscal quarter, the 10-Q Holley will file with the Securities and Exchange Commission for the second quarter will reflect the pre-combination results of Empower LTD.

Fiscal 2021 Full Year Outlook

We reiterate our full-year expectations of recognized net sales in the range of $648 to $663 million for fiscal 2021. We expect pro forma net sales in the range of $655 to $670 million, and pro forma adjusted EBITDA between $165 and $170 million. Additional information regarding pro forma adjustments is included in the 'Use and Reconciliation of Non-GAAP Financial Measures' table below.

Dominic Bardos, Holley's Chief Financial Officer, added, 'We continued to execute on our strategy in the second quarter, with both organic growth and recent acquisitions contributing to our strong revenue performance. We expect sales growth to moderate in the back half of 2021, largely due to lapping strong 2020 performance and the three acquisitions made during the fourth quarter last year. Our full-year guidance also contemplates the uncertainties surrounding global supply chain challenges and inflationary pressure on raw material costs. Our markets remain strong and our consumers continue to be highly engaged.'

Conference Call

A conference call and audio webcast has been scheduled for 10:00 a.m. Eastern Time today to discuss these results. Investors, analysts, and members of the media interested in listening to the live presentation are encouraged to join a webcast of the call available on the investor relations portion of the Company's website at investor.holley.com. For those that cannot join the webcast, you can participate by dialing 1-844-200-6205 (United States Toll Free), 1-646-904-5544 (United States Local), or + 44-208-0682-558 (All Other Locations) using the access code of 472207.

For those unable to participate, a telephone replay recording will be available until Wednesday, September 1, 2021. To access the replay, please call 1-929-458-6194 (U.S.), 0204-525-0658 (U.K.), or + 44-204-525-0658 (All Other Locations) and enter confirmation code 986200. A web-based archive of the conference call will also be available at the Company's website.

About Holley Inc.

Holley Inc. (NYSE: HLLY) is a leading designer, marketer, and manufacturer of high-performance products for car and truck enthusiasts. Holley offers the largest portfolio of iconic brands that deliver innovation and inspiration to a large and diverse community of millions of avid automotive enthusiasts who are passionate about the performance and personalization of their classic and modern cars. Holley has disrupted the performance category by putting the enthusiast consumer first, developing innovative new products, and building a robust M&A process that has added meaningful scale and diversity to its platform. For more information on Holley, visit https://www.holley.com.

Forward-Looking Statements

Certain statements in this press release may be considered 'forward-looking statements' within the meaning of the 'safe harbor' provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Holley's future financial or operating performance. For example, projections of future revenue and adjusted EBITDA and other metrics are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as 'may,' 'should,' 'expect,' 'intend,' 'will,' 'estimate,' 'anticipate,' 'believe,' 'predict,' 'or' or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Holley and its management are inherently uncertain factors that may cause actual results to differ materially from current expectations include, but are not limited to: 1) the ability to recognize the anticipated benefits of the business combination with Empower LTD, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; 2) costs related to the business combination and Holley becoming a public company; 3) changes in applicable laws or regulations; 4) the outcome of any legal proceedings that may be instituted against Holley; 5) the possibility that Holley may be adversely affected by other economic, business and/or competitive factors; 6) Holley's estimates of its financial performance; 7) the impact of the novel coronavirus disease pandemic and its effect on business and financial conditions; and 8) other risks and uncertainties set forth in the section entitled 'Risk Factors' and 'Cautionary Note Regarding Forward-Looking Statements' in the Prospectus filed with the U.S. Securities and Exchange Commission ('SEC') filed on July 28, 2021. Although Holley believe the expectations reflected in the forward-looking statements are reasonable, nothing in this press release should be regarded as a representation by any person that the forward-looking statements or projections set forth herein will be achieved or that any of the contemplated results of such forward looking statements or projections will be achieved. There may be additional risks that Holley presently does not know or that Holley currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Holley undertakes any duty to update these forward-looking statements, except as otherwise required by law.

Investor Relations:

Ross Collins / Stephen Poe

Alpha IR Group

312-445-2870

[e-mail]

[Financial Tables to Follow]

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

(Unaudited)

		For the thirteen weeks ended			For the twenty-six weeks ended
		27-Jun 2021			June 28, 2020			Variance			% Variance			27-Jun 2021			June 28, 2020			Variance			% Variance
Net Sales		$	193,041			$	125,296			$	67,745				54.1	%		$	353,373			$	232,453			$	120,920				52.0	%
Cost of Goods Sold			111,841				70,468				41,373				58.7	%			206,494				134,292				72,202				53.8	%
Gross Profit			81,200				54,828				26,372				48.1	%			146,879				98,161				48,718				49.6	%
Operating Expenses			41,138				28,479				12,659				44.5	%			94,036				54,138				39,898				73.7	%
Operating Income			40,062				26,349				13,713				52.0	%			52,843				44,023				8,820				20.0	%
Interest Expense			11,174				11,013				161				1.5	%			21,245				22,518				(1,273	)			-5.7	%
Income Before Income Taxes			28,888				15,336				13,552				88.4	%			31,598				21,505				10,093				46.9	%
Income Tax Expense (Benefit)			5,790				2,827				2,963				104.8	%			10,556				4,144				6,412				154.7	%
Net Income (Loss)			23,098				12,509				10,589				84.7	%			21,042				17,361				3,681				21.2	%
Comprehensive Income:
Foreign Currency Translation Adj.			35				-				35				-				19				-				19				-
Total Comprehensive Net Income:			23,133				12,509				10,624				84.9	%			21,061				17,361				3,700				21.3	%

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

(Unaudited)

		For the thirteen weeks ended
		March 29, 2020			June 28, 2020			Sept. 27, 2020			Dec. 31, 2020			March 28, 2021			27-Jun 2021
Net Sales		$	107,157			$	125,296			$	133,307			$	138,419			$	160,332			$	193,041
Cost of Goods Sold			63,824				70,468				77,778				83,865				94,653				111,841
Gross Profit			43,333				54,828				55,529				54,554				65,679				81,200
Operating Expenses			25,659				28,479				27,149				41,502				52,898				41,138
Operating Income			17,674				26,349				28,380				13,052				12,781				40,062
Interest Expense			11,505				11,013				9,325				11,929				10,071				11,174
Income Before Income Taxes			6,169				15,336				19,055				1,123				2,710				28,888
Income Tax Expense (Benefit)			1,317				2,827				5,512				(830	)			4,766				5,790
Net Income (Loss)			4,852				12,509				13,543				1,953				(2,056	)			23,098
Comprehensive Income:
Foreign Currency Translation Adj.			-				-				-				16				(16	)			35
Total Comprehensive Net Income:			4,852				12,509				13,543				1,969				(2,072	)			23,133

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEET

(In thousands)

(Unaudited)

		As of March 29, 2020			As of June 28, 2020			As of Sept. 27, 2020			As of Dec. 31, 2020			As of March 28, 2021			As of 27-Jun 2021
Assets
Total Current Assets		$	200,825			$	221,873			$	190,361			$	257,980			$	275,832			$	261,207
Net Property, Plant & Equipment			32,752				32,929				34,131				43,729				44,581				49,692
Goodwill			297,607				297,607				297,607				359,099				359,099				377,368
Other Net Intangibles			330,807				328,157				325,459				404,522				401,186				425,423
Total Assets			861,991				880,566				847,558				1,065,330				1,080,698				1,113,690
Liabilities and Stockholder's Equity
Total Current Liabilities			46,980				53,046				54,463				82,009				98,175				107,428
Long-term Debt Net of Current Portion			531,078				530,857				482,636				649,458				650,123				649,874
Deferred Taxes			51,656				51,863				51,995				71,336				71,814				72,538
Other Noncurrent Liabilities			21,890				21,890				21,890				22,146				22,146				22,146
Total Liabilities			651,604				657,656				610,984				824,949				842,258				851,986
Common Stock			-				-				-				-				-				-
Additional Paid-In Capital			236,624				236,638				236,759				238,890				239,021				239,152
Accumulated Loss			(397	)			(397	)			(397	)			(674	)			(690	)			(655	)
Retained Earnings			(25,840	)			(13,331	)			212				2,165				109				23,207
Total Stockholder's Equity			210,387				222,910				236,574				240,381				238,440				261,704
Total Liabilities and Stockholder's Equity			861,991				880,566				847,558				1,065,330				1,080,698				1,113,690

HOLLEY INC. and SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

		For the thirteen weeks ended
		March 29, 2020			June 28, 2020			Sept. 27, 2020			Dec. 31, 2020			March 28, 2021			27-Jun 2021
Operating Activities
Net Income		$	4,852			$	12,509			$	13,543			$	1,953			$	(2,056	)		$	23,098
Adjustments to Reconcile to Net Cash			5,964				5,811				6,102				13,960				7,142				24,855
Changes in Operating Assets & Liabilities			6,764				7,549				12,510				(3,104	)			13,870				(20,512	)
Net Cash from Operating Activities			17,580				25,869				32,155				12,809				18,956				27,441
Investing Activities
Capital Expenditures, Net of Dispositions			(1,283	)			(2,152	)			(3,218	)			(2,082	)			(3,104	)			(3,752	)
Acquisitions			-				(50	)			-				(156,833	)			-				(54,011	)
Net Cash from Investing Activities			(1,283	)			(2,202	)			(3,218	)			(158,915	)			(3,104	)			(57,763	)
Financing Activities
Net Change and Principal Payments in Debt			27,500				(1,050	)			(48,950	)			163,044				(64	)			(1,475	)
Net Change in Cash & Cash Equivalents			43,797				22,617				(20,013	)			16,938				15,788				(31,797	)
Cash and Cash Equivalents
Beginning of Period			8,335				52,132				74,749				54,736				71,674				87,462
End of Period			52,132				74,749				54,736				71,674				87,462				55,665

HOLLEY INTERMEDIATE HOLDINGS, INC. and SUBSIDIARIES

USE AND RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(In thousands)

(Unaudited)

		For the thirteen weeks ended
Description		June 27, 2021			June 28, 2020
Net Income (Loss)		$	23,098			$	12,509
Adjustments:
Interest Expense			11,174				11,013
Income Taxes			5,790				2,827
Depreciation			2,201				1,988
Amortization			3,502				2,701
EBITDA			45,765				31,038
Acquisition Integration & Restructuring			2,676				3,118
Unusual or Nonrecurring Expenses			3,993				1,435
Related Party Acquisition and Management Fee Expenses			1,658				880
Other Expense			47				(109	)
Adjusted EBITDA			54,139				36,362

Description		13 Weeks Ended June 27, 2021
Net Sales			193,041
Adjustments:
Sales from Acquisitions within 365 Days of Purchase (Non-Comparable to Prior Year)			(36,700	)
Organic Sales (Comparable to Prior Year Period Net Sales)			156,341

Description		2021 Forecast Low Range			2021 Forecast High Range
Net Sales		$	647,600			$	662,600
Pre-Acquisition Net Sales (AEM Performance Electronics)			7,400				7,400
Pro Forma Net Sales			655,000				670,000
Adjusted EBITDA		$	163,400			$	168,400
Pre-Acquisition Adjusted EBITDA (AEM Performance Electronics)			1,600				1,600
Pro Forma Adjusted EBITDA			165,000				170,000

Holley believes EBITDA and Adjusted EBITDA are useful to investors in evaluating the Company's financial performance. In addition, Holley uses these measures internally to establish forecasts, budgets and operational goals to manage and monitor its business. Holley believes that these non-GAAP financial measures help to depict a more realistic representation of the performance of the underlying business, enabling the Company to evaluate and plan more effectively for the future.

Holley defines EBITDA as earnings before (a) interest expense, (b) income taxes and (c) depreciation and amortization. Holley defines Adjusted EBITDA as EBITDA plus (i) unusual or nonrecurring expenses that consist primarily of the addback of the amortization of the fair market value increase in inventory in 2019 and 2018 (for 2020, the addbacks consist of the amortization of the fair market value increase in inventory and legal settlement), (ii) acquisition and restructuring costs, (iii) related party acquisition and management fee costs, and (iv) other expenses, which includes losses from disposal of fixed assets and foreign currency transactions.

Organic sales excludes the impact from sales from acquisitions within 365 days of the consummation of such acquisition. Holley believes organic sales provides investors with useful supplemental information regarding Holley's underlying sales trends.

EBITDA, Adjusted EBITDA and organic sales are not prepared in accordance with accounting principles generally accepted in the United States ('GAAP') and may be different from non-GAAP financial measures used by other companies. These measures should not be considered as measures of financial performance under GAAP, and the items excluded from or included in these metrics are significant components in understanding and assessing Holley's financial performance. These metrics should not be considered as alternatives to net income (loss) or any other performance measures derived in accordance with GAAP.

A forecast for 2021 Adjusted EBITDA and Pro Forma Adjusted EBITDA is provided on a non-GAAP basis only because certain information necessary to calculate the most comparable GAAP measure is unavailable due to the uncertainty and inherent difficulty of predicting the occurrence and the future financial statement impact of certain items. Therefore, as a result of the uncertainty and variability of the nature and amount of future adjustments, which could be significant, Holley is unable to provide a reconciliation of these measures without unreasonable effort.