UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Mark One)
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ______ to ______
Commission File Number:
Commission Company Name: WD 40 CO
(Exact name of registrant as specified in its charter)
|
|
|
| ||
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
|
| |
| ||
(Address of principal executive offices) |
| (Zip code) |
Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
Title of each class |
| Trading Symbol |
| Name of exchange on which registered |
|
|
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ¨ No
The number of outstanding shares of the registrant’s common stock, par value $0.001 per share, as of January 3, 2023 was
WD-40 COMPANY
QUARTERLY REPORT ON FORM 10-Q
For the Quarter Ended November 30, 2022
TABLE OF CONTENTS
|
|
|
|
|
|
| ||
|
| Page |
Item 1. |
| |
| 3 | |
| 4 | |
| 5 | |
| 6 | |
| 7 | |
| 8 | |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 18 |
Item 3. | 33 | |
Item 4. | 33 | |
|
| |
| ||
|
|
|
Item 1. | 35 | |
Item 1A. | 35 | |
Item 2. | 35 | |
Item 6. | 36 | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PART 1 – FINANCIAL INFORMATION | |||||
|
|
|
|
|
|
Item 1. Financial Statements | |||||
|
|
|
|
|
|
WD-40 COMPANY | |||||
CONDENSED CONSOLIDATED BALANCE SHEETS | |||||
(Unaudited and in thousands, except share and per share amounts) | |||||
|
|
|
|
|
|
| November 30, |
| August 31, | ||
| 2022 |
| 2022 | ||
Assets |
|
|
|
|
|
Current assets: |
|
|
|
|
|
Cash and cash equivalents | $ | |
| $ | |
Trade and other accounts receivable, net |
| |
|
| |
Inventories |
| |
|
| |
Other current assets |
| |
|
| |
Total current assets |
| |
|
| |
Property and equipment, net |
| |
|
| |
Goodwill |
| |
|
| |
Other intangible assets, net |
| |
|
| |
Operating lease right-of-use assets |
| |
|
| |
Deferred tax assets, net |
| |
|
| |
Other assets |
| |
|
| |
Total assets | $ | |
| $ | |
|
|
|
|
|
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
Accounts payable | $ | |
| $ | |
Accrued liabilities |
| |
|
| |
Accrued payroll and related expenses |
| |
|
| |
Short-term borrowings |
| |
|
| |
Income taxes payable |
| |
|
| |
Total current liabilities |
| |
|
| |
Long-term borrowings |
| |
|
| |
Deferred tax liabilities, net |
| |
|
| |
Long-term operating lease liabilities |
| |
|
| |
Other long-term liabilities |
| |
|
| |
Total liabilities |
| |
|
| |
|
|
|
|
|
|
Commitments and Contingencies (Note 11) |
|
|
| ||
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
Common stock ― authorized |
|
|
|
|
|
|
|
|
|
| |
August 31, 2022, respectively; and |
|
|
|
|
|
outstanding at November 30, 2022 and August 31, 2022, respectively |
| |
|
| |
Additional paid-in capital |
| |
|
| |
Retained earnings |
| |
|
| |
Accumulated other comprehensive loss |
| ( |
|
| ( |
Common stock held in treasury, at cost ― |
|
|
|
|
|
shares at November 30, 2022 and August 31, 2022, respectively |
| ( |
|
| ( |
Total stockholders’ equity |
| |
|
| |
Total liabilities and stockholders’ equity | $ | |
| $ | |
|
|
|
|
|
|
See accompanying notes to condensed consolidated financial statements. | |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WD-40 COMPANY | |||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||
(Unaudited and in thousands, except per share amounts) | |||||
|
|
|
|
|
|
| Three Months Ended November 30, | ||||
|
| 2022 |
|
| 2021 |
|
|
|
|
|
|
Net sales | $ | |
| $ | |
Cost of products sold |
| |
|
| |
Gross profit |
| |
|
| |
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
Selling, general and administrative |
| |
|
| |
Advertising and sales promotion |
| |
|
| |
Amortization of definite-lived intangible assets |
| |
|
| |
Total operating expenses |
| |
|
| |
|
|
|
|
|
|
Income from operations |
| |
|
| |
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
Interest income |
| |
|
| |
Interest expense |
| ( |
|
| ( |
Other income (expense), net |
| |
|
| ( |
Income before income taxes |
| |
|
| |
Provision for income taxes |
| |
|
| |
Net income | $ | |
| $ | |
|
|
|
|
|
|
Earnings per common share: |
|
|
|
|
|
Basic | $ | |
| $ | |
Diluted | $ | |
| $ | |
|
|
|
|
|
|
Shares used in per share calculations: |
|
|
|
|
|
Basic |
| |
|
| |
Diluted |
| |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to condensed consolidated financial statements. | |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WD-40 COMPANY | |||||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||||
(Unaudited and in thousands) | |||||
|
|
|
|
|
|
| Three Months Ended November 30, | ||||
|
| 2022 |
|
| 2021 |
|
|
|
|
|
|
Net income | $ | |
| $ | |
Other comprehensive income (loss): |
|
|
|
|
|
Foreign currency translation adjustment |
| |
|
| ( |
Total comprehensive income | $ | |
| $ | |
|
|
|
|
|
|
See accompanying notes to condensed consolidated financial statements. | |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WD-40 COMPANY | |||||||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY | |||||||||||||||||||||
(Unaudited and in thousands, except share and per share amounts) | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Accumulated |
|
|
|
|
|
| ||||||
|
|
|
|
| Additional |
|
|
| Other |
|
|
|
|
| Total | ||||||
| Common Stock |
| Paid-in |
| Retained |
| Comprehensive |
| Treasury Stock |
| Stockholders’ | ||||||||||
| Shares |
| Amount |
| Capital |
| Earnings |
| Income (Loss) |
| Shares |
| Amount |
| Equity | ||||||
Balance at August 31, 2022 | |
| $ | |
| $ | |
| $ | |
| $ | ( |
| |
| $ | ( |
| $ | |
Issuance of common stock under share-based |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
compensation plan, net of shares withheld for taxes | |
|
| - |
|
| ( |
|
|
|
|
|
|
|
|
|
|
|
|
| ( |
Stock-based compensation |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
Cash dividends ($ |
|
|
|
|
|
|
|
|
| ( |
|
|
|
|
|
|
|
|
|
| ( |
Acquisition of treasury stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
| ( |
|
| ( |
Foreign currency translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
Net income |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
| |
Balance at November 30, 2022 | |
| $ | |
| $ | |
| $ | |
| $ | ( |
| |
| $ | ( |
| $ | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Accumulated |
|
|
|
|
|
| ||||||
|
|
|
|
| Additional |
|
|
| Other |
|
|
|
|
| Total | ||||||
| Common Stock |
| Paid-in |
| Retained |
| Comprehensive |
| Treasury Stock |
| Stockholders’ | ||||||||||
| Shares |
| Amount |
| Capital |
| Earnings |
| Income (Loss) |
| Shares |
| Amount |
| Equity | ||||||
Balance at August 31, 2021 | |
| $ | |
| $ | |
| $ | |
| $ | ( |
| |
| $ | ( |
| $ | |
Issuance of common stock under share-based |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
compensation plan, net of shares withheld for taxes | |
|
| - |
|
| ( |
|
|
|
|
|
|
|
|
|
|
|
|
| ( |
Stock-based compensation |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
Cash dividends ($ |
|
|
|
|
|
|
|
|
| ( |
|
|
|
|
|
|
|
|
|
| ( |
Acquisition of treasury stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
| ( |
|
| ( |
Foreign currency translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
| ( |
|
|
|
|
|
|
| ( |
Net income |
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
| |
Balance at November 30, 2021 | |
| $ | |
| $ | |
| $ | |
| $ | ( |
| |
| $ | ( |
| $ | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to condensed consolidated financial statements. |
|
|
|
|
|
|
WD-40 COMPANY | |||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||