Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________________________________________________________________ FORM 10-K ________________________________________________________________________ x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission ...

Core Insights - FGI Industries Ltd. reported fourth-quarter 2024 results with revenues exceeding estimates and showing year-over-year growth, although earnings declined due to new business costs and promotional expenses [1][3][6] Revenue Performance - Total revenues for Q4 2024 reached $35.6 million, surpassing the Zacks Consensus Estimate of $32.8 million by 8.5% and increasing 15% from the previous year [3] - For the full year 2024, total revenues increased by 12.4% year over year to $131.8 million [7] Segment Analysis - Revenues in the Sanitaryware segment rose 5.8% year over year to $21.8 million [4] - Bath Furniture revenues surged 40.2% year over year to $3.5 million, attributed to new business wins and market-aligned pricing [4] - Shower Systems segment revenues grew 17% year over year to $6.7 million, driven by steady demand and increased sales [4] - Other revenues, primarily from Kitchen Cabinets, increased by 68.3% year over year to $3.6 million, supported by order momentum and expanded dealer count [5] Operating Expenses and Margins - Total operating expenses for Q4 were $10 million, up 28.4% year over year, leading to a gross margin contraction of 460 basis points to 24.6% [6] - For the full year 2024, total operating expenses were $37.5 million, an increase from $29.8 million the previous year, with a gross margin of 26.9%, down 50 basis points year over year [7] Balance Sheet Overview - As of December 31, 2024, FGI Industries had a cash balance of $4.6 million, down from $7.8 million at the end of 2023 [8] - Total liquidity stood at $15.6 million, including $11 million available under credit facilities [8] - Total debt increased to $14.5 million at the end of 2024, up from $7 million a year ago [8] Future Outlook - FGI Industries expects net revenues for 2025 to be in the range of $135 million to $145 million [10]

Financial Data and Key Metrics Changes - FGI reported total revenue of $35.6 million in the fourth quarter, representing a year-over-year increase of 15% [8][16] - Gross profit was $8.7 million, a decrease of 3.2% compared to the prior year, with gross margin declining to 24.6% from 29.2%, a drop of 460 basis points [8][16] - Operating expenses increased by 28.4% to $10 million from $7.8 million in the prior year, leading to a GAAP operating income of negative $1.3 million, down from a positive $1.2 million in the prior year [17] Business Line Data and Key Metrics Changes - Bath Furniture revenue increased by 40.2% year over year, driven by market-aligned pricing and new business wins [10] - Shower Systems business reported a revenue increase of 17%, supported by new customer programs and order growth [11] - Covered Bridge revenue in custom kitchen cabinetry increased by 68.3% due to order momentum and expanded geographies [11] Market Data and Key Metrics Changes - Revenue growth in the US, Canada, and Europe markets was 14.7%, 9.9%, and 23.3% respectively [10] - Sanofi revenue increased by 5.8% year over year in the fourth quarter [10] - The overall industry outlook remains relatively flat, with customers forecasting minimal growth in 2025 [9] Company Strategy and Development Direction - The company is focused on organic growth initiatives across its brands, products, and channels, referred to as the BPC strategy [7] - Geographic expansion in Europe and India is seen as a significant growth driver for upcoming quarters [12] - The company is actively working to diversify sourcing in response to the increasing tariff environment [13][25] Management's Comments on Operating Environment and Future Outlook - Management expects the industry to remain flat but is confident in the company's ability to outpace the market through new programs and initiatives [27][50] - The company is cautious about tariff pressures impacting business and has adjusted its guidance accordingly [36][50] - Management believes that new business wins and market growth will buffer against a flat market outlook [50] Other Important Information - The company has a total liquidity of $15.6 million, which is deemed sufficient to fund growth initiatives [18] - Initial guidance for 2025 includes revenue expectations of $135 to $145 million, with adjusted operating income guidance ranging from negative $2 million to positive $1.5 million [18] Q&A Session Summary Question: Impact of tariffs on the business - Management is working closely with suppliers and customers to mitigate tariff impacts and is diversifying sourcing to navigate the situation [22][24][25] Question: Outlook for operating income - The guidance includes tariff pressure, and management is being conservative in their outlook while optimistic about new growth initiatives [33][36] Question: Pricing strategies in a volatile tariff environment - The company adjusts pricing as necessary and works closely with customers to manage the impact of tariffs [39][41] Question: Sourcing adjustments due to tariffs - The company has been active in diversifying sourcing to mitigate tariff impacts, with ongoing adjustments being made [44][45] Question: Risks versus upside in the R&R market - The overall R&R market outlook remains flat, but new programs and business wins are expected to help the company outpace the market [49][50]

Revenue Performance - Total revenue for Q4 2024 was $35.6 million, representing a year-over-year increase of 15.0%[4]. - Full-year 2024 total revenue reached $131.8 million, an increase of 12.4% year-over-year, with gross profit of $35.4 million, up 10.4%[6]. - Revenue for the year ended December 31, 2024, increased to $131.82 million, up 12.5% from $117.24 million in 2023[27]. - Revenue for the three months ended December 31, 2024, was $35,594,426, an increase from $30,956,813 in the same period of 2023, representing a growth of approximately 15.5%[31]. - Sanitaryware revenue for Q4 2024 was $21.8 million, up from $20.6 million in the prior year, while Bath Furniture revenue increased to $3.5 million from $2.5 million[14]. - Shower Systems revenue grew to $6.7 million in Q4 2024, an increase from $5.7 million last year, driven by positive demand trends[14]. - The Other segment, including Covered Bridge, saw revenue increase by 68.3% year-over-year due to expanded geographies and higher dealer count[4]. Profitability and Loss - Gross profit for Q4 2024 was $8.7 million, a decrease of 3.2% compared to the prior year, with a gross margin of 24.6%, down 460 basis points year-over-year[4][8]. - Operating loss for Q4 2024 was $1.3 million, compared to operating income of $1.2 million in the prior year, with adjusted operating loss of $1.1 million[9][10]. - Net loss for the year ended December 31, 2024, was $1.73 million, compared to a net income of $579,564 in 2023[29]. - The company reported a comprehensive loss of $2.86 million for the year ended December 31, 2024, compared to a comprehensive income of $864,384 in 2023[27]. - Adjusted Operating Loss for the three months ended December 31, 2024, was $(1,140,980), compared to an income of $1,366,895 in the same period of 2023[31]. - Adjusted Net Loss for the year ended December 31, 2024, was $(939,648), a decline from an income of $1,731,512 in 2023[31]. - Net loss attributable to non-controlling shareholders for the year ended December 31, 2024, was $(533,188), compared to $(154,040) in 2023[31]. Expenses and Liabilities - Operating expenses for the year ended December 31, 2024, totaled $37.53 million, up 25.9% from $29.77 million in 2023[27]. - Total liabilities as of December 31, 2024, rose to $53.90 million, an increase of 29.1% from $41.72 million in 2023[25]. - The company experienced a significant increase in short-term loans, which rose to $14.50 million as of December 31, 2024, compared to $6.96 million in 2023, indicating increased leverage[25]. Cash and Liquidity - Total liquidity as of December 31, 2024, was $15.6 million, consisting of $4.6 million in cash and cash equivalents and $11.0 million available under credit facilities[12]. - Cash and cash equivalents at the end of 2024 decreased to $4.56 million from $7.78 million at the end of 2023, a decline of 41.5%[29]. - Total current assets as of December 31, 2024, increased to $52.90 million, up 14.5% from $46.11 million in 2023[25]. Future Guidance and Investments - The company provided fiscal 2025 guidance with total net revenue expected to be between $135 million and $145 million, and total adjusted operating income projected to be between $(2.0) million and $(1.5) million[15]. - FGI continues to invest in its brands and future growth initiatives, focusing on strategic investments in products and channels[4]. Research and Development - Research and development expenses increased to $1.70 million for the year ended December 31, 2024, compared to $1.38 million in 2023, reflecting a focus on innovation[27].

Core Insights - FGI Industries Ltd. reported a total revenue of $35.6 million for Q4 2024, marking a year-over-year increase of 15.0% [2][4] - The company experienced a gross profit of $8.7 million, which is a decrease of 3.2% compared to the previous year, resulting in a gross margin of 24.6%, down 460 basis points [5][6] - The overall industry outlook remains flat, but FGI's strategic investments are driving revenue growth above the market average [2][3] Fourth Quarter 2024 Highlights - Revenue growth was driven by increases in the US (14.7%), Canada (9.9%), and Europe (23.3%) markets [2] - Sanitaryware revenue reached $21.8 million, up from $20.6 million year-over-year, while Bath Furniture revenue surged by 40.2% [4][12] - The Other segment, including Covered Bridge, saw a significant revenue increase of 68.3% due to order momentum and expanded dealer count [2] Full-Year 2024 Highlights - Total revenue for the year was $131.8 million, reflecting a 12.4% increase from 2023 [5] - Gross profit for the year was $35.4 million, a 10.4% increase, with a gross margin of 26.9%, down 50 basis points [5] - The company reported an operating loss of $2.1 million and a net loss attributable to shareholders of $1.2 million for the full year [5] Management Commentary - The CEO emphasized the importance of strategic investments in brands and products, which are yielding positive results [2] - The CFO noted a significant increase in operating expenses by 28.4% year-over-year, primarily due to investments in growth initiatives [3] Financial Resources and Liquidity - As of December 31, 2024, FGI had total liquidity of $15.6 million, including $4.6 million in cash and cash equivalents [10] - The company ended the fourth quarter with total debt of $14.5 million [10] Financial Guidance - For fiscal 2025, FGI anticipates total net revenue between $135 million and $145 million, with adjusted operating income expected to range from $(2.0) million to $(1.5) million [13]

Company Overview - FGI Industries Ltd. is a leading global supplier of kitchen and bath products with over 30 years of industry experience [3] - The company specializes in product categories such as sanitaryware, bath furniture, shower systems, kitchen cabinetry, and other accessories [3] - FGI's products are primarily sold for repair and remodel activities, with a smaller portion for new home or commercial construction [3] Financial Results Announcement - FGI Industries will issue its financial results for the fourth quarter and full-year 2024 after the market close on March 26, 2025 [1] - A conference call to discuss the quarterly results is scheduled for March 27, 2025, at 9:00 am Eastern Time [1] Investor Relations - A webcast of the conference call and presentation materials will be available on the company's Investor Relations website [2] - Details for participating in the live teleconference include toll-free and international numbers, as well as replay options available until April 10, 2025 [2]

Core Points - FGI Industries Ltd. will participate in the Benchmark Company's 13th Annual Discovery One-on-One Investor Conference on December 11, 2024, in New York City [1] - FGI executives will be available for one-on-one meetings with registered investors during the conference [2] Company Overview - FGI Industries Ltd. is a leading global supplier of kitchen and bath products with over 30 years of industry experience [3] - The company focuses on product categories including sanitaryware, bath furniture, shower systems, kitchen cabinetry, and accessory items, primarily for repair and remodel activities [3] - FGI sells its products through various channels, including mass retail centers, wholesale distributors, online retailers, and specialty stores [3]

Financial Data and Key Metrics Changes - FGI reported total revenue of $36.1 million in Q3 2024, representing a year-over-year increase of 20.6% [7] - Gross profit reached a record $9.3 million, growing 18.9% compared to the prior year [7] - Gross margin declined to 25.8% from 26.2%, a decrease of 40 basis points due to a higher mix of Sanitaryware and Bath Furniture and increased freight costs [7] - Operating expenses increased by 27.6% to $9.4 million from $7.3 million in the prior year, attributed to investments in growth initiatives [14] - GAAP operating income was negative $0.1 million, down from a positive $0.5 million in the prior year [15] - Total liquidity at the end of Q3 was $16.3 million, deemed sufficient to fund growth initiatives [16] Business Line Data and Key Metrics Changes - Revenue growth in the U.S., Canada, and Europe was 21%, 9%, and 39% respectively [9] - Sanitaryware revenue increased by 3% year-over-year, reversing a decline from the previous quarter [9] - Bath Furniture revenue surged by 64% year-over-year due to a shift towards lower-priced offerings [9] - Shower Systems business reported a revenue increase of 45%, driven by positive demand trends [10] - Covered Bridge revenue in custom kitchen cabinetry increased by 93%, supported by strong dealer and customer expansion [10] Market Data and Key Metrics Changes - The industry outlook remains relatively flat, with customers forecasting minimal growth in 2024 [8] - Despite a flat market, FGI's investments have driven revenue growth significantly above the market average [8] Company Strategy and Development Direction - FGI's strategy focuses on organic growth initiatives across brands, products, and channels, referred to as the BPC strategy [6] - The company is expanding geographically in Europe and India, which holds promise for future growth [11] - The digital custom kitchen joint venture, Isla Porter, is establishing relationships with the premium design community [11] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism regarding the industry outlook, with expectations of low single-digit growth for some customers [24] - The company is gaining market share in key categories, indicating that it is not solely reliant on overall market growth [24] - Management anticipates a return to gross margins above 27% as freight rates normalize and operational efficiencies improve [21][22] Other Important Information - The revised revenue guidance for 2024 is $127 million to $131 million, up from the previous range of $115 million to $128 million [16] - Adjusted operating income guidance has been revised to negative $1 million to breakeven, down from a previous range of $2.8 million to $3.8 million [16] Q&A Session Summary Question: Components of the growth year-over-year in the quarter - Management clarified that the growth was not a one-time event but a result of reengineering product assortments to meet market pricing trends [18] Question: Impact on gross profit margins - Management indicated that the lower gross margin was influenced by increased freight costs and promotional expenses related to new product launches, but they expect margins to improve [19][21] Question: Customer outlook for next year - Management described the outlook as cautiously optimistic, with expectations of muted growth in the industry but incremental sales growth for FGI [24]

Revenue Performance - Revenue increased by $6.2 million, or 20.6%, to $36.1 million for the three months ended September 30, 2024, compared to $29.9 million for the same period in 2023[171]. - For the nine months ended September 30, 2024, revenue rose by $9.9 million, or 11.5%, to $96.2 million from $86.3 million in the prior year[171]. - Revenue for the nine months ended September 30, 2024, was $96,223,647, an increase from $86,284,791 for the same period in 2023, representing an increase of 11.3%[217]. - Sanitaryware sales accounted for 61.6% of total revenue for the nine months ended September 30, 2024, with a revenue increase of 7.9% to $59.3 million[174]. - Bath furniture sales increased by 64.4% to $4.2 million for the three months ended September 30, 2024, but decreased by 8.3% to $11.3 million for the nine months[175]. - Shower systems revenue rose by 44.9% to $7.1 million for the three months ended September 30, 2024, and by 31.9% to $18.8 million for the nine months[176]. - Revenue from other products increased by 93.3% to $3.3 million for the three months ended September 30, 2024, and by 43.1% to $6.8 million for the nine months[177]. Profitability and Loss - The company generated a net loss of $698,248 for the three months ended September 30, 2024, compared to a net income of $343,492 for the same period in 2023, representing a decrease of 303.3%[168]. - Net loss for the nine months ended September 30, 2024, was $1.3 million, compared to a net income of $0.1 million for the same period in 2023[188]. - The company reported a net loss of $1,268,111 for the nine months ended September 30, 2024, compared to a net income of $525,189 for the same period in 2023[218]. Expenses - Selling and distribution expenses increased by 37.4% to $6.3 million for the three months ended September 30, 2024, compared to $4.6 million in the same period last year[168]. - Selling and distribution expenses increased by 32.6% to $18.7 million for the nine months ended September 30, 2024, driven by inflation and sales growth initiatives[184]. Gross Profit and Margin - Gross margin improved to 27.7% in the first nine months of 2024, up from 26.7% in the same period last year[164]. - The company reported a gross profit of $9.3 million for the three months ended September 30, 2024, an increase of 18.9% from $7.8 million in the same period last year[168]. - Gross profit for the nine months ended September 30, 2024, was $26.7 million, an increase of 15.8% compared to the same period in 2023[183]. Cash Flow and Liquidity - Total liquidity as of September 30, 2024, was $16.3 million, providing sufficient financial flexibility for organic growth strategies[164]. - As of September 30, 2024, the company had cash of $3.0 million and working capital of $12.7 million[189]. - Net cash used in operating activities for the nine months ended September 30, 2024, was approximately $8.0 million, compared to $2.0 million for the same period in 2023, indicating a significant increase in cash outflow[203][204]. - Net cash provided by financing activities was approximately $5.5 million for the nine months ended September 30, 2024, contrasting with a cash outflow of $1.8 million for the same period in 2023[207]. - The net cash used in investing activities was $2.0 million for the nine months ended September 30, 2024, compared to $0.9 million for the same period in 2023, indicating increased investment activity[206]. Debt and Financing - As of September 30, 2024, the outstanding balance of short-term loans was $9,161,641, an increase from $6,959,175 as of December 31, 2023, representing a 31.5% increase[196]. - The company may seek additional cash resources in the future for investments or acquisitions, depending on business conditions[190]. - As of September 30, 2024, borrowings under the CTBC Credit Line amounted to $2,297,464, up from $0 as of December 31, 2023[200]. - The company was not in compliance with certain financial covenants related to its debt to tangible net worth ratio as of September 30, 2024, and has requested a waiver from the lender[197]. - The interest rate on the loan as of September 30, 2024, was 7.75%, down from 8.25% as of December 31, 2023[195]. Strategic Initiatives - The company entered into a 5-year licensing agreement for an industry-leading overflow toilet technology, expected to enhance product offerings[164]. - The company plans to continue investing in research and development to drive product innovation in 2024[164]. - The company has signed agreements to expand into India, Eastern Europe, and the UK, indicating a focus on geographic expansion[164]. Capital Expenditures - Capital expenditures amounted to $2.0 million for the nine months ended September 30, 2024, compared to $0.9 million for the same period in 2023, reflecting a 122.2% increase[208].

EXHIBIT 99.1 FGI INDUSTRIES ANNOUNCES THIRD QUARTER 2024 RESULTS EAST HANOVER, N.J., November 11, 2024 – FGI Industries Ltd. (Nasdaq: FGI) ("FGI" or the "Company"), a leading global supplier of kitchen and bath products, today announced results for the third quarter 2024. THIRD QUARTER 2024 HIGHLIGHTS (As compared to the third quarter of 2023) ▪ Total revenue of $36.1 million, +20.6% y/y ▪ Gross profit of $9.3 million, +18.9% y/y ▪ Gross margin of 25.8%, -40 bps y/y ▪ Operating loss of ($0.1) million and ne ...