8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 7, 2021 

Luvu Brands, Inc.

(Exact name of registrant as specified in Charter)

Florida	000-53314	59-3581576
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

2745 Bankers Industrial Drive

Atlanta, GA 30360

 (Address of Principal Executive Offices)

(770) 246-6400

 (Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On April 7, 2021, Luvu Brands, Inc. (“Luvu” or “the Company”) issued a press release announcing its preliminary unaudited net sales for the three and nine months ended March 31, 2021. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

On April 7, 2021, Luvu issued a press release announcing its preliminary unaudited net sales for the three and nine months ended March 31, 2021.

The information in Item 7.01 of this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing, regardless of any general incorporation language in any such filing, unless the Company expressly sets forth in such filing that such information is to be considered “filed” or incorporated by reference therein. The furnishing of this information will not be deemed an admission as to the materiality of any information contained herein.

Item 9.01 Financial Statements and Exhibits.

(d)              Exhibits

Exhibit No.	Description
99.1	Press release, dated April 7, 2021, announcing its preliminary unaudited net sales for the three and nine months ended March 31, 2021.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

	Luvu Brands, Inc. (Registrant)
Date: April 7, 2021	By:	/s/ Ronald P. Scott
		Ronald P. Scott Chief Financial Officer

EX-99.1

Exhibit 99.1

LUVU BRANDS PROVIDES PRELIMINARY Q3 NET SALES

Q3 2021 net sales are 52% ahead of prior year third quarter; a new quarterly net sales record for the Company

ATLANTA, GA / April 7, 2021 / Luvu Brands, Inc., (OTCQB:LUVU), adesigner, manufacturer and marketer of a portfolio of consumer lifestyle brands, today announced that preliminary unaudited net sales for the three months ended March 31, 2021 were approximately $6.1 million (or approximately 52% higher) than the $4.0 million recorded in the same period of 2020. For the nine months ended March 31, 2021, preliminary unaudited net sales were approximately $17.2 million, an increase of approximately 34% from the $12.9 million reported for the prior fiscal year.

Louis Friedman, the company’s founder and Chief Executive Officer said “Orders and shipments for our Liberator and Jaxx products continued to be very strong during Q3, while our Avana “top of bed” comfort products were essentially flat from last year Q3. We expect to see continued growth during the current fourth quarter of fiscal 2021.”

Note About Preliminary Results

The estimated preliminary net sales for the third quarter and nine months ended March 31, 2021 presented in this release are not reviewed or audited and may change. The preliminary unaudited net sales presented herein include calculations or figures that have been prepared internally by management and have not been reviewed by our independent registered public accounting firm. There can be no assurances that Luvu Brands’ reported net sales for the third quarter and nine months ended March 31, 2021 will not differ from the amounts presented herein. This preliminary financial data should not be viewed as a substitute for full reviewed financial statements prepared in accordance with GAAP and is not necessarily indicative of the results to be achieved for any future period. Our reviewed financial statements for the three and nine months ended March 31, 2021 will be contained in our Quarterly Report on Form 10-Q to be filed with the Securities and Exchange Commission on or before May 17, 2021.

Forward Looking Statements

This press release contains forward-looking statements. The words "believe," "may," "estimate," "continue," "anticipate," "intend," "should," "plan," "could," "target," "potential," "is likely," "will," "expect" and similar expressions, as they relate to us, are intended to identify forward-looking statements. Luvu Brands has based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Some or all of the results anticipated by these forward-looking statements are unknown at this time, including the ultimate impact of the Covid-19 pandemic on our results of operations. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, including, but not limited our ability to, statements regarding our preliminary unaudited net sales information presented herein, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. You are urged to carefully review any cautionary statements and other disclosures in Luvu Brand’s Annual Report on Form 10-K for the year ended June 30, 2020 and its other filings with the Securities and Exchange Commission. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. Luvu Brands undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

About Luvu Brands

Luvu Brands, Inc. designs, manufactures and markets a portfolio of consumer lifestyle brands through the Company’s websites, online mass merchants, web retailers and specialty retail stores worldwide. Brands include: Liberator®, a brand category of iconic products for enhancing sensuality and intimacy; Avana®, inclined bed therapy products, assistive in relieving medical conditions associated with acid reflux, surgery recovery and chronic pain; and Jaxx®, a diverse range of casual fashion daybeds, sofas and beanbags made from virgin and re-purposed polyurethane foam. Headquartered in Atlanta, Georgia, the Company occupies a 140,000 square foot vertically-integrated manufacturing facility and employs over 200 people. The Company's brand sites include: www.liberator.com, www.jaxxliving.com, www.avanacomfort.com plus other global e-commerce sites. For more information about Luvu Brands, please visit www.luvubrands.com.

Company Contact:

Luvu Brands, Inc.

Ronald Scott

Chief Financial Officer

770-246-6426

ron@LuvuBrands.com

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