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): August 3, 2022

e.l.f. Beauty, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-37873	46-4464131
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

570 10th Street

Oakland, CA 94607

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (510) 778-7787

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:

☐    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))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	ELF	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 3, 2022, e.l.f. Beauty, Inc. issued a press release announcing its financial results for the three months ended June 30, 2022, a copy of which is attached hereto as Exhibit 99.1.

The information in this Item 2.02 of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01 Exhibits.

(d)    Exhibits.

Exhibit No.	Description
99.1	Press release dated August 3, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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

	e.l.f. Beauty, Inc.
Date: August 3, 2022	By:	/s/ Mandy Fields
		Mandy Fields
		Chief Financial Officer

EX-99.1

Exhibit 99.1

e.l.f. Beauty Announces First Quarter Fiscal 2023 Results

– Delivered 26% Net Sales Growth –

– Gained 120 Basis Points of Market Share –

– Raises Fiscal 2023 Outlook –

OAKLAND, California; August 3, 2022 — e.l.f. Beauty (NYSE: ELF) today announced results for the three months ended June 30, 2022.

“I am proud of the e.l.f. Beauty team for achieving our fourteenth consecutive quarter of net sales growth,” said Tarang Amin, e.l.f. Beauty's Chairman and Chief Executive Officer. “We continue to significantly outperform our competition. In the first quarter, we were the fastest growing top 5 color cosmetics brand and expanded our market share by 120 basis points, according to Nielsen. We are continuing to lean into our strengths—our core value proposition, innovation engine, and ability to attract and engage consumers—and are pleased to raise our Fiscal 2023 outlook.”

Three Months Ended June 30, 2022 Results

For the three months ended June 30, 2022, compared to the three months ended June 30, 2021:

•Net sales increased 26% to $122.6 million, primarily driven by strength in our national and international retailers.

•Gross margin increased approximately 390 basis points to 68%, primarily driven by price increases, cost savings, and product mix, which helped to mitigate the impact of higher transportation costs in the quarter.

•Selling, general and administrative expenses ("SG&A") increased $10.8 million to $61.6 million or 50% of net sales. Adjusted SG&A increased$9.4 million to $55.0 million, or 45% of net sales. The increase was primarily due to an increase in compensation and benefits and marketing and digital spend.

•The provision for income taxes was $4.6 million.

•Net income was $14.5 million on a GAAP basis. Adjusted net income (net income excluding the items identified in the reconciliation table below) was $21.1 million.

•Diluted earnings per share were $0.27 on a GAAP basis. Adjusted diluted earnings per share (diluted earnings per share calculated with adjusted net income excluding the items identified in the reconciliation table below) were $0.39.

•Adjusted EBITDA (EBITDA excluding the items identified in the reconciliation table below) was $31.7 million, or 26% of net sales, up 46% year over year.

Balance Sheet

As of June 30, 2022, the Company had $72.2 million in cash and cash equivalents and $89.7 million in long-term debt and finance lease obligations, as compared to $63.4 million in cash and cash equivalents and $95.3 million of long-term debt and finance lease obligations as of June 30, 2021.

Updated Fiscal 2023 Outlook

The Company is providing the following updated outlook for fiscal 2023. The updated outlook for fiscal 2023 reflects an expected 14-16% year-over-year increase in net sales, as compared to an expected 10-12% year-over-year increase previously.

	Updated Fiscal 2023 Outlook	Previous Fiscal 2023 Outlook
Net sales	$448-456 million	$432-440 million
Adjusted EBITDA	$83.5-85.0 million	$80.5-82.0 million
Adjusted effective tax rate	25-26%	27-28%
Adjusted net income	$47.0-48.5 million	$43.5-45.5 million
Adjusted diluted earnings per share	$0.84-0.87	$0.78-0.81
Weighted average diluted shares outstanding	56 million	56 million

Webcast Details

The Company will hold a webcast to discuss the results from its first quarter fiscal 2023 today, August 3, 2022, at 4:30 p.m. Eastern Time. The webcast will be broadcast live at https://investor.elfbeauty.com/news-and-events/events. For those unable to listen to the live broadcast, an archived version will be available at the same location.

About e.l.f. Beauty

e.l.f. Beauty, Inc. builds brands designed to disrupt industry norms, shape culture and connect communities through positivity, inclusivity and accessibility. Our deep commitment to clean, cruelty free beauty at an incredible value has fueled the success of our flagship brand e.l.f. Cosmetics since 2004 and driven our portfolio expansion. Today, our multi-brand portfolio includes e.l.f. Cosmetics, e.l.f. SKIN, pioneering clean beauty brand Well People and Keys Soulcare, a groundbreaking lifestyle beauty brand created with Alicia Keys. Our family of brands is available online and across leading beauty, mass market and clean beauty specialty retailers in the U.S., and has a growing international presence.

Learn more by visiting investor.elfbeauty.com.

Note Regarding non-GAAP Financial Measures

This press release includes references to non-GAAP measures, including adjusted EBITDA, adjusted net income and adjusted diluted earnings per share. The Company presents these non-GAAP measures because its management uses them as supplemental measures in assessing its operating performance, and believes they are helpful to investors, securities analysts and other interested parties in evaluating the Company’s performance. The non-GAAP measures included in this press release are not measurements of financial performance under GAAP and they should not be considered as alternatives to measures of performance derived in accordance with GAAP. In addition, these non-GAAP measures should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items. These non-GAAP measures have limitations as analytical tools, and you should not consider such measures either in isolation or as substitutes for analyzing the Company’s results as reported under GAAP. The Company’s definitions and calculations of these non-GAAP measures are not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation.

Adjusted EBITDA excludes costs or gains related to restructuring of operations, stock-based compensation, loss on extinguishment of debt and other non-cash and non-recurring items. Such other non-cash or non-recurring items historically include other legal settlements, pre-launch costs to develop the Company’s brand, Keys Soulcare, third-party costs related to M&A due diligence, and amortization of internal-use software costs related to cloud applications. Adjusted SG&A excludes costs related to stock-based compensation and other non-cash and non-recurring items. Such other non-cash or non-recurring items historically include other legal settlements, pre-launch costs to develop the Company’s brand, Keys Soulcare and third-party costs related to M&A due diligence. Adjusted effective tax rate is the tax rate when excluding the pre-tax impact of costs or gains related to restructuring of operations, stock-based compensation, other non-cash and non-recurring items, amortization of acquired intangible assets, as well as the related tax impact for these items, calculated utilizing the statutory rate for where the impact was incurred. Adjusted net income excludes costs or gains related to restructuring of operations, stock-based compensation, loss on extinguishment of debt, other non-cash and non-recurring items, amortization of acquired

intangible assets and the tax impact of the foregoing adjustments. Such other non-cash or non-recurring items, which historically include other legal settlements, pre-launch costs to develop the Company’s brand and third-party costs related to M&A due diligence.

With respect to the Company’s expectations under “Updated Fiscal 2023 Outlook” above, the Company is not able to provide a quantitative reconciliation of the adjusted EBITDA, adjusted net income and adjusted diluted earnings per share guidance non-GAAP measures to the corresponding net income and diluted earnings per share GAAP measures without unreasonable efforts. The Company cannot provide meaningful estimates of the non-recurring charges and credits excluded from these non-GAAP measures due to the forward-looking nature of these estimates and their inherent variability and uncertainty. For the same reasons, the Company is unable to address the probable significance of the unavailable information.

Forward-looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, including those statements relating to the Company's outlook for fiscal 2023 under “Updated Fiscal 2023 Outlook” above and those statements that the Company is continuing to lean into its strengths—its core value proposition, innovation engine, and ability to attract and engage consumers. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, actual results and the timing of selected events may differ materially from those expectations. Factors that could cause actual results to differ materially from those in the forward looking statements include, among other things, the risks and uncertainties that are described in the Company's most recent Annual Report on Form 10-K, as updated from time to time in the Company's SEC filings, as well as the Company’s ability to effectively compete with other beauty companies; the Company’s ability to successfully introduce new products; the Company’s ability to attract new retail customers and/or expand business with its existing retail customers; the Company’s ability to optimize shelf space at its key retail customers; the loss of any of the Company’s key retail customers or if the general business performance of its key retail customers declines; the Company’s ability to effectively manage its SG&A and other expenses; and the uncertainty regarding the impact of the COVID-19 pandemic. Potential investors are urged to consider these factors carefully in evaluating the forward-looking statements. These forward-looking statements speak only as of the date hereof. Except as required by law, the Company assumes no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.

Investors:	Media:
KC Katten	Melinda Fried
VP, Corporate Development & Investor Relations, e.l.f. Beauty KKatten@elfbeauty.com	Head of Corporate Communications, e.l.f. Beauty mfried@elfbeauty.com

e.l.f. Beauty, Inc. and subsidiaries

Condensed consolidated statements of operations and comprehensive income

(unaudited)

(in thousands, except share and per share data)

	Three months ended June 30,
	2022		2021
Net sales	$	122,601	$	97,047
Cost of sales	39,616		35,141
Gross profit	82,985		61,906
Selling, general and administrative expenses	61,555		50,749
Restructuring income	—		(14)
Operating income	21,430		11,171
Other expense, net	(1,663)		(162)
Interest expense, net	(663)		(745)
Loss on extinguishment of debt	—		(460)
Income before provision for income taxes	19,104		9,804
Income tax provision	(4,635)		(1,528)
Net income	$	14,469	$	8,276
Comprehensive income	$	14,469	$	8,276
Net income per share:
Basic	$	0.28	$	0.16
Diluted	$	0.27	$	0.15
Weighted average shares outstanding:
Basic	51,707,160		50,544,573
Diluted	53,834,732		53,408,443

e.l.f. Beauty, Inc. and subsidiaries

Condensed consolidated balance sheets

(unaudited)

(in thousands, except share and per share data)

	June 30, 2022		March 31, 2022		June 30, 2021
Assets
Current assets:
Cash and cash equivalents	$	72,248	$	43,353	$	63,402
Accounts receivable, net	52,281		45,567		43,127
Inventory, net	70,339		84,498		54,528
Prepaid expenses and other current assets	21,772		19,611		21,674
Total current assets	216,640		193,029		182,731
Property and equipment, net	9,339		10,577		15,561
Intangible assets, net	84,132		86,163		92,256
Goodwill	171,620		171,620		171,620
Investments	2,875		2,875		2,875
Other assets	29,251		30,368		33,349
Total assets	$	513,857	$	494,632	$	498,392
Liabilities and stockholders' equity
Current liabilities:
Current portion of long-term debt and capital lease obligations	$	5,793	$	5,786	$	32,247
Accounts payable	16,023		19,227		17,113
Accrued expenses and other current liabilities	39,916		40,004		33,617
Total current liabilities	61,732		65,017		82,977
Long-term debt and finance lease obligations	89,684		91,080		95,254
Deferred tax liabilities	13,538		9,593		17,750
Long-term operating lease obligations	14,637		15,744		19,053
Other long-term liabilities	817		769		736
Total liabilities	180,408		182,203		215,770
Commitments and contingencies
Stockholders' equity:
Common stock, par value of $0.01 per share; 250,000,000 shares authorized as of June 30, 2022, March 31, 2022 and June 30, 2021; 52,424,445, 52,243,764 and 51,826,156 shares issued and outstanding as of June 30, 2022, March 31, 2022 and June 30, 2021, respectively	517		515		508
Additional paid-in capital	801,992		795,443		779,137
Accumulated deficit	(469,060)		(483,529)		(497,023)
Total stockholders' equity	333,449		312,429		282,622
Total liabilities and stockholders' equity	$	513,857	$	494,632	$	498,392

e.l.f. Beauty, Inc. and subsidiaries

Condensed consolidated statements of cash flows

(unaudited)

(in thousands)

	Three months ended June 30,
	2022		2021
Cash flows from operating activities:
Net income	$	14,469	$	8,276
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	5,724		6,222
Restructuring income	—		(14)
Stock-based compensation expense	6,542		4,280
Amortization of debt issuance costs and discount on debt	91		118
Deferred income taxes	3,945		4,271
Loss on extinguishment of debt	—		460
Other, net	21		97
Changes in operating assets and liabilities:
Accounts receivable	(6,727)		(2,971)
Inventories	14,158		2,320
Prepaid expenses and other assets	(3,258)		(7,131)
Accounts payable and accrued expenses	(3,442)		(7,419)
Other liabilities	(945)		(1,017)
Net cash provided by operating activities	30,578		7,492
Cash flows from investing activities:
Purchase of property and equipment	(241)		(2,336)
Net cash used in investing activities	(241)		(2,336)
Cash flows from financing activities:
Proceeds from revolving line of credit	—		26,480
Proceeds from long-term debt	—		25,581
Repayment of long-term debt	(1,250)		(50,775)
Debt issuance costs paid	—		(1,064)
Cash received from issuance of common stock	2		463
Other, net	(194)		(207)
Net cash (used in) provided by financing activities	(1,442)		478
Net increase in cash and cash equivalents	28,895		5,634
Cash and cash equivalents - beginning of period	43,353		57,768
Cash and cash equivalents - end of period	$	72,248	$	63,402

e.l.f. Beauty, Inc. and subsidiaries

Reconciliation of GAAP net income to non-GAAP adjusted EBITDA

(unaudited)

(in thousands)

	Three months ended June 30,
	2022		2021
Net income	$	14,469	$	8,276
Interest expense, net	663		745
Income tax provision	4,635		1,528
Depreciation and amortization	4,693		5,121
EBITDA	$	24,460	$	15,670
Restructuring income (a)	—		(14)
Stock-based compensation	6,542		4,280
Loss on extinguishment of debt (b)	—		460
Other non-cash and non-recurring items (c)	679		1,302
Adjusted EBITDA	$	31,681	$	21,698

(a) Restructuring income during the three months ended June 30, 2021, relates to the closure of the Company’s manufacturing plant, including impairment of assets, the disposal of excess inventory on hand at the plant, the termination of manufacturing employees and sub lease income.

(b) Loss on extinguishment of debt includes the write-off of existing debt issuance costs and certain fees paid related to the amended credit agreement.

(c) Represents various non-cash or non-recurring items, which historically include other legal settlements, pre-launch costs to develop the Company’s brand, Keys Soulcare, third-party costs related to M&A due diligence, and amortization of internal-use software costs related to cloud applications.

e.l.f. Beauty, Inc. and subsidiaries

Reconciliation of GAAP SG&A to non-GAAP adjusted SG&A

(unaudited)

(in thousands)

	Three months ended June 30,
	2022		2021
Selling, general and administrative expenses	$	61,555	$	50,749
Stock-based compensation	(6,549)		(4,190)
Other non-cash and non-recurring items (a)	—		(997)
Adjusted selling, general and administrative expenses	$	55,006	$	45,562

(a) Represents various non-cash or non-recurring items, which historically include other legal settlements, pre-launch costs to develop the Company’s brand, Keys Soulcare, and third-party costs related to M&A due diligence.

e.l.f. Beauty, Inc. and subsidiaries

Reconciliation of GAAP net income to non-GAAP adjusted net income

(unaudited)

(in thousands, except share and per share data)

	Three months ended June 30,
	2022		2021
Net income	$	14,469	$	8,276
Restructuring income (a)	—		(14)
Stock-based compensation	6,542		4,280
Other non-cash and non-recurring items (b)	—		997
Loss on extinguishment of debt (c)	—		460
Amortization of acquired intangible assets (d)	2,031		2,031
Tax Impact (e)	(1,917)		(1,745)
Adjusted net income	$	21,125	$	14,285
Weighted average number of shares outstanding – diluted	53,834,732		53,408,443
Adjusted diluted earnings per share	$	0.39	$	0.27

(a) Restructuring income during the three months ended June 30, 2021, relates to the closure of the Company’s manufacturing plant, including impairment of assets, the disposal of excess inventory on hand at the plant, the termination of manufacturing employees and sub lease income.

(b) Represents various non-cash or non-recurring items, which historically include other legal settlements, pre-launch costs to develop the Company’s brand, Keys Soulcare, and third-party costs related to M&A due diligence.

(c) Loss on extinguishment of debt includes the write-off of existing debt issuance costs and certain fees paid related to the amended credit agreement.

(d) Represents amortization expense of acquired intangible assets consisting of customer relationships and trademarks.

(e) Represents the tax impact of the above adjustments.

XML

Cover Page	Aug. 03, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 03, 2022
Entity Registrant Name	e.l.f. Beauty, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-37873
Entity Tax Identification Number	46-4464131
Entity Address, Address Line One	570 10th Street
Entity Address, City or Town	Oakland
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94607
City Area Code	510
Local Phone Number	778-7787
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	ELF
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001600033
Amendment Flag	false