Live Ventures - Earnings Call - Q4 2024
December 12, 2024
Executive Summary
- Fiscal Q4 2024 (quarter ended September 30) revenue was approximately $112.7M, with gross margin 31.9%, operating loss $(17.5)M, net loss $(19.9)M, and Adjusted EBITDA ~$5.2M, reflecting segment headwinds and a goodwill impairment at Retail-Flooring that drove full-year losses.
- Year-over-year, Q4 revenue rose 8.9% versus Q4 2023, but operating results deteriorated due to lower steel margins (PMW mix) and Retail-Flooring integration inefficiencies; Q4 2023 had near breakeven operating income but a net loss.
- No formal guidance was issued; liquidity stood at ~$33.3M in cash and credit availability at year-end, and the $10M share repurchase program was active, signaling capital allocation discipline amid macro headwinds.
- Wall Street consensus estimates (S&P Global) for Q4 2024 EPS/Revenue were unavailable at this time; therefore, we cannot assess beats/misses relative to the Street. Estimates from S&P Global were unavailable due to data limitations.
What Went Well and What Went Wrong
- What Went Well
- Revenue growth remained robust in FY24 (+33.1%), driven by acquisitions (Flooring Liquidators, PMW, Central Steel) and growth in Flooring Manufacturing; management emphasized the buy-build-hold strategy and confidence in long-term prospects.
- Flooring Manufacturing gross margin expanded (FY GM 25.9% vs 21.8%), supported by Harris Flooring Group brand acquisition and sales mix improvements.
- Retail-Entertainment gross margin increased to 57.6% for FY24 due to mix shift toward used products; CEO highlighted focus on sustainable value creation despite headwinds.
- What Went Wrong
- Retail-Flooring recorded a $18.1M goodwill impairment and higher SG&A, driving an FY operating loss of $(25.5)M; integration inefficiencies from CRO/Johnson weighed on Q2/Q3 performance.
- Steel Manufacturing margins compressed (FY GM 15.8% vs 22.5%) due to PMW’s structurally lower margins and reduced production efficiencies amid lower demand.
- PMW was in covenant default at June 30, requiring reclassification of debt to current; management is working with creditors to resolve, underscoring balance sheet/lender constraints in the current rate environment.
Transcript
Operator (participant)
Welcome to the Live Ventures fiscal year 2024 year-end earnings conference call. At this time, all participants are in a listen-only mode. Later, we will conduct the question-and-answer session. I would now like to turn the call over to Greg Powell, Director of Investor Relations. Please go ahead, sir.
Greg Powell (Director of Investor Relations)
Thank you, Jen. Good afternoon, and welcome to the Live Ventures fiscal year 2024 conference call. Joining us this afternoon are Jon Isaac, our Chief Executive Officer and President, and David Verret, our Chief Financial Officer. Some of the statements we are making today are forward-looking and are based on our best view of our businesses as we see them today. The actual results could differ materially due to a number of factors, including those outlined in our latest forms, our 10-K and our 10-Q, as filed with the Securities and Exchange Commission. We have no obligation to publicly update any forward-looking statements after this call, whether as a result of new information, future events, changes in assumptions, or otherwise.
You can find our press release reference on this call in the Investor Relations section of the Live Ventures website. I direct you to our website, liveventures.com, or sec.gov, for our historical SEC filings. I will now turn the call over to David to walk us through our financial performance. David?
David Verret (CFO)
Thank you, Greg. And good afternoon, everyone. Let's jump right in and discuss the financial results of our fiscal year ended September 30, 2024. Total revenue for the year increased 33.1% to approximately $472.8 million. The increase is primarily attributable to the acquisitions of Flooring Liquidators and PMW, both of which were acquired during fiscal year 2023, and Central Steel, which was acquired in May 2024. That collectively added approximately $118.3 million, as well as an increase of approximately $15.2 million in our flooring manufacturing segment. The increase was partially offset by decreased revenue of approximately $13.7 million in the company's other businesses, primarily due to general economic conditions. Retail entertainment segment revenue decreased $7.1 million, or 9.1%, to approximately $71 million compared to the prior year.
The decrease in revenue was primarily attributable to reduced consumer demand and a shift in sales mix towards used products, which generally have lower ticket sales prices with higher margins. Retail flooring segment revenue increased $61.1 million, or 80.6%, to approximately $137 million compared to the prior year. The increase is primarily due to the acquisition of Flooring Liquidators in the second quarter of fiscal year 2023, increased revenue in Flooring Liquidators' builder design and installation segment, Elite Builder Services, and the acquisition of Carpet Remnant Outlet during the first quarter of fiscal year 2024. Flooring manufacturing segment revenue increased $15.2 million, or 13.8%, to approximately $125 million compared to the prior year. The increase is primarily due to increased sales related to Harris Flooring Group brands, which were acquired in the fourth quarter of fiscal year 2023.
Steel manufacturing segment revenue increased $50.7 million, or 57%, to approximately $139.6 million compared to the prior year. The increase is primarily due to increased revenue of approximately $51.2 million at PMW and approximately $6 million at Central Steel, partially offset by a $6.5 million decrease in the company's other steel manufacturing businesses. Gross profit for the year was approximately $144.8 million, up from $115.6 million in the prior year. The gross margin percentage for the company decreased to 30.6% from 32.5% in the prior year. The decrease in margin percentage is primarily due to the acquisition of PMW, which was historically generated lower margins, and decreased margins in the steel manufacturing segment due to reduced production efficiencies as a result of lower demand. The decrease in gross margin was partially offset by increased margins at the retail entertainment and flooring manufacturing segments.
General and administrative expense increased approximately $31.4 million to $118 million. The increase is primarily due to the acquisitions of Flooring Liquidators and PMW during fiscal year 2023. Sales and marketing expense increased approximately $8.9 million to $22.4 million. The increase is primarily due to increased sales personnel required in connection with the acquisition of Harris Flooring Group brands, increased convention and trade show activity in the flooring manufacturing segment, and an increase in sales force in the retail flooring segment. During the fourth quarter of fiscal year 2024, our retail flooring segment recorded a goodwill impairment Charge of $18.1 million. This charge was driven by declining performance at Flooring Liquidators, reflecting the adverse impacts of broader economic conditions that have troubled the floor covering industry as a whole. Specifically, Flooring Liquidators has been impacted by high interest rates, lingering inflation, and lower consumer confidence.
These factors have affected the housing market, including home resales, new construction starts, and renovation activities. Interest expense increased by approximately $4.1 million compared to fiscal year 2023. The increase is primarily attributable to the incremental debt incurred in connection with the acquisitions of Flooring Liquidators and PMW. Net loss for the year was approximately $26.7 million, and loss per share was $8.48, compared with a net loss of approximately $100,000 and loss per share of $0.03 in fiscal year 2023. The decrease is primarily attributable to the goodwill impairment charge, lower operating earnings, and higher interest expense compared to the prior year. Adjusted EBITDA for the year was approximately $24.5 million, a decrease of approximately $7 million as compared to the prior year.
Turning to liquidity, we ended the year with total cash availability of $33.3 million, consisting of cash on hand of $4.6 million and availability under our various lines of credit totaling $28.7 million. Our working capital was approximately $52.3 million as of September 30, 2024, compared to $85 million as of September 30, 2023. The decrease is primarily due to increase in current portion of long-term debt associated with PMW. As of September 30, PMW was in default of one of its financial covenants. As a result, PMW's long-term debt balance and seller-refinanced loans were reclassed to current liabilities. We are currently in the process of resolving the default with our creditors and hope to resolve the issue in a timely manner. As of September 30, total assets were $407.5 million, and total stockholders' equity was $72.9 million.
As part of our capital allocation strategy, we may make share repurchases from time to time. We believe our stock repurchases represent long-term value for our stockholders. During the year, we repurchased 34,624 shares of common stock. In conclusion, we are pleased that our fiscal year 2024 revenue and gross profit increased 33% and 25%, respectively. However, challenging market conditions in our retail flooring and steel manufacturing segments have adversely affected the operating results of these businesses. Despite these specific headwinds, we remain confident in our businesses and our long-term buy-build-hold strategy. We will now take questions from those of you on the conference call. Operator, please open the line for questions.
Operator (participant)
Thank you. At this time, we will conduct the question-and-answer session. If you would like to ask a question, please press star one on your phone now, and you'll be placed into the queue in the order received. Once again, to ask a question, press star one on your phone now. And we are ready to begin.
David Verret (CFO)
Let's take the question from Joseph, please, Moderator.
Operator (participant)
Thank you. Mr. Kowalsky, your line is open.
Joseph Kowalsky (Senior Financial Consultant)
Hello, and thank you for taking the question. Thank you for the information, and thank you for continuing to work on our business.
David Verret (CFO)
Hello.
Joseph Kowalsky (Senior Financial Consultant)
Hello. Can you hear me?
David Verret (CFO)
Yes, we can hear you fine.
Joseph Kowalsky (Senior Financial Consultant)
Okay. So I have a couple of questions. One is, you know, it's nice to see revenue growth, but there's the old joke about, you know, we're losing money, but we make it up on volume. And I just want to see where you think things are going to go with regard to the companies that you have that ensures that the expenses, stay where they are, or come down, and not just the revenue, but what we're making on these things goes up. And specifically, the one question I have is with regard to the administrative expenses. General and administrative, you said went up with the acquisition, and I was curious, in what regard did they go up? What was it specifically that was going up with those? And then I have one more question after that. I don't know if you want me to wait.
David Verret (CFO)
Okay. So the first question, so over the course of this year, and especially in the last half of this year, we started doing a lot of cost-cutting, efficiency studies, things like that, in order to become, you know, kind of turn the tide that we're facing with these industry-specific economic headwinds. And so specifically in our flooring retail and in our steel manufacturing segments, there's quite a bit that's been done. Sometimes it takes a little bit of time to kind of realize some of those changes.
So a lot of those will see, you know, a decent impact going into future years. And we're confident that with the cost-cutting measures that we've been doing, we're also been more active in selling. But obviously, I think we have to fix our cost structure, and that's really where our focus has been. And I think with that, and hopefully a little bit of turn of the tide in the overall economy, I think it'll kind of set us up nicely going forward.
Joseph Kowalsky (Senior Financial Consultant)
The specifics as to what the increase in general and administrative expenses were?
David Verret (CFO)
Yeah, so the general and administrative expenses that you see, especially in the flooring retail, is going to be made up of, you know, all the SG&A costs is going to be like wages, salaries, and leases, and those types of costs.
Joseph Kowalsky (Senior Financial Consultant)
Got it. Got it. All right. And that leads, I guess, to my second question, my other question, which is, you know, Wayne Gretzky. Oh, and by the way, I don't want to in any way suggest that I think that cost-cutting alone is an answer or that I'm looking for, you know, dramatic cost-cutting. I'm a long-term investor, and my clients are long-term investors. We would much rather see you invest in the businesses and have higher expenses and higher costs now for, you know, better results down the road. So please don't think that I'm the short-term guy who's looking for just tons of just cost-cutting and, you know, nothing else.
David Verret (CFO)
Gotcha.
Joseph Kowalsky (Senior Financial Consultant)
Wayne Gretzky was asked one time, you know, why he is such a great player, and he said other people go to where the puck is, and he goes to where the puck will be. And I just wondered, you know, I love the concept of buy-and-hold and what you folks do. My question is the method that you go about for finding these companies, because in looking at, you know, like with the flooring companies, things like that, we had a tremendous amount of work being done on people's homes during the whole COVID crisis, and then it slowed down afterwards.
And I just want to make sure that there's something in your methodology that's looking for where the puck will be as opposed to where the puck is. And I just wonder, what is the method that you use when you go out and look for a company? I apologize because in some way or another, I've kind of asked this question in the past, but I still like to hear the reply.
David Verret (CFO)
I think overall we're agnostic as far as what industry or, you know, what type of company we're going to buy. Typically, we look for the middle market profitable type companies. And especially over the last few years, I think when you acquire one, then you start getting the attention of others, and then you kind of, you know, maybe, you know, we bought a few companies in the flooring side, and then we also have some companies that are in the steel, and they just kind of, I think, come to us based on prior acquisitions. But overall, I think we're agnostic to what they are. We will take a look at kind of those mid-market profitable companies and then see if it's a right fit for what we're looking for. Does that answer your question?
Joseph Kowalsky (Senior Financial Consultant)
I don't know. I guess I'm asking, you know, how do you—you must have some method of, you know, people talk about top-down methodology or bottom-up. You know, how do you find these companies that you're to talk to in the first place?
Jon Isaac (President and CEO)
A lot of times, this is Jon. A lot of times they approach us because they've seen what we've done with other companies. A lot of times we just, our phone rings. You know, we have investment bankers or, you know, owners of businesses that call us and say, "Hey, I don't want to sell to a private equity firm. I want to sell to you because you're not going to flip my company three years from now, and I care about my employees who have been here for decades." So, you know, and then in other instances, we have, you know, our CEOs of our subsidiaries come in and say, "Hey, we know this company down the street that, you know, I know this guy, Fred, he wants to retire. We should, you know, approach him." You know, so it comes from different methods in different ways.
There is no, you know, silver bullet on how we get. It's been easier now than it was before because we've established a name, you know, and we've done what we promised. I can tell you with certainty that there are instances where we have been outbid by private equity firms, but sellers end up aligning with us, even though, you know, they may be getting less economic value for their business because of our ideology and what we end up doing with these companies. We reinvest in their growth, and, you know, I can't think of one of our subsidiaries that was bigger before our ownership. You know, we've always, you know, reinvested and grown all of our companies.
Joseph Kowalsky (Senior Financial Consultant)
I appreciate that.
Jon Isaac (President and CEO)
So yeah, you know, CEOs and owners of businesses are very careful to whom they sell for. It's not just about, you know, what's the dollar figure, how much am I getting, because people who do care about their businesses care about their employees, and they care about their legacy, and they care about their name. And so they do take a, you know, a careful consideration as to who the buyer is. It's as important as anything else.
Joseph Kowalsky (Senior Financial Consultant)
It's interesting you say that because I was just reading about Redwood Hill Farm & Creamery, which is a goat farm in California, and how they sold their company and what they looked for and who they looked for. And they were saying exactly that, that, you know, it was a family-owned large farm and nationwide distribution of goat products. So it wasn't small, but they definitely were looking for exactly what you're talking about. So I think that that is precisely the right way to go about it.
And I guess what I was wondering was, I did understand what you were saying when you had already someone in a particular industry that others would come to you. I didn't realize that people would come to you who are not in those same industries, that they would just, you know, that you had the connections, I guess, to attract that type of a-
Jon Isaac (President and CEO)
Yeah. I mean, our flooring CEOs, they know almost everybody in the flooring industry. You know, I don't think you can name anybody that has a substantial company, a company that has, you know, any size that they don't know who that person is. Sometimes, you know, it's our clients. I mean, Flooring Liquidators is a prime example. They were and still are a client of, you know, one of our other companies, you know, with Marquis. So they just come from everywhere. You know, as you know, we will look for any opportunities that exist out there, and, you know, I think our reputation is important that we maintain it and we uphold it. So I appreciate the question, Joe.
Joseph Kowalsky (Senior Financial Consultant)
Thank you. Thank you very much for the information. And how many companies would you say that you look at in the recent year, for example? And how many have you decided, yes, this is one we'd like to go after, and how many have you decided not to go after? And that's the end of my questions, and I'll be quiet here on out. Thank you.
Jon Isaac (President and CEO)
I don't know that I have an exact number. I mean, sometimes we'll get, you know, three to five that we'll look at in a week. Other times it'll be silent for a month or two, so I really don't know. I mean, maybe a dozen or more, you know, a year, I would say, and you know, we try to pursue the ones that are interesting. We discuss those opportunities with, you know, the CEOs who run our, you know, if it's a steel company, I'm talking to Tom about what he thinks of this. And then we, you know, if it looks like it's got, you know, potential, then we pursue it, but you know, so that's. I can't give you an exact number. I really don't know, but it's less than a thousand. It's more than one, somewhere in there.
Joseph Kowalsky (Senior Financial Consultant)
Gives me an idea. Thank you very much.
Jon Isaac (President and CEO)
Thank you. Let's take a call from James, please. The question, sorry, from James.
Operator (participant)
Thank you, Mr. Sanford.
Good afternoon, everyone. Thanks for allowing me a chance to ask here. You mentioned Precision Metal Works defaulting on a financial covenant. I was wondering if you wouldn't mind elaborating on that, and also if you wouldn't mind sharing if that was discovered post or pre-acquisition, and what steps you're taking to alleviate that default?
David Verret (CFO)
So it's related to a fixed charge covenant, just a financial ratio. And that covenant was breached earlier in the year, in the second half of the year. So we've been working with the banks, and I think we're really close to kind of getting that resolved. So it was post-acquisition, and it's our F, our fixed charge ratio covenant.
Thank you. And would you mind sharing the financial institution that you're working with to work through this? Is it in our filing?
It'll be in our 10-K, but it's Third.
It's in our 10-K, I believe.
Yeah. But we haven't filed it yet. But yeah.
You're with a company called Steel. Who are you with?
Jon Isaac (President and CEO)
I'm with Mill Steel.
You're with Mill Steel?
Yeah. I'm the credit manager at Mill Steel, John.
Oh, okay. Okay. You're welcome to call us directly. You don't need to do it in a public forum. But, you know, I know Carl, and Carl and I have a great relationship, so he's welcome to ask any questions. But, you know, what we have in the filing is what we can share with you right now.
Understood, sir. And we will certainly look into that. Carl wanted me to represent on the call today.
Okay. That's great. There's two people from Mill Steel. Yes. We've got great relationships with our suppliers, which you're one of. I do appreciate your representation, you know, being on the call. But, you know, what we have in the public filing is what we can share with you. And if there's anything that's of concern, I'm happy to discuss it with you or Carl or anyone else.
Okay. We will do that then. Thank you.
Thank you.
Operator (participant)
As a reminder, if you'd like to ask a question, you can signal by pressing star one at this time.
David Verret (CFO)
Okay. I just want to thank everyone. It looks like there's no more questions. I just want to thank everyone for joining the call, and we look forward to giving you an update on our next call for Q1. Thank you.
Operator (participant)
This concludes today's conference call. Thank you for attending.