Part I Business Unifi manufactures and sells recycled and synthetic products globally, navigating a weak demand environment in fiscal 2024 with a focus on its REPREVE® brand - UNIFI is a multinational company manufacturing and selling recycled and synthetic products (polyester and nylon) for various end-use markets including apparel, home furnishings, and automotive5 - The company operates through three reportable segments based on geography: Americas, Brazil, and Asia6 - Strategic priorities include accelerating innovation, expanding the REPREVE® brand, growing market share in major textile regions, and penetrating new markets beyond apparel8 - As of June 30, 2024, UNIFI had approximately 2,900 employees distributed across its segments: Americas (~1,900), Brazil (~800), Asia (~100), and corporate (~100)44 REPREVE® Fiber Sales (Fiscal 2022-2024) | Fiscal Year | REPREVE® Fiber Sales (in thousands) | % of Consolidated Net Sales | | :--- | :--- | :--- | | 2024 | $188,517 | 32% | | 2023 | $186,161 | 30% | | 2022 | $293,080 | 36% | Fiscal 2024 Consolidated Net Sales by End Market | End Market | Percentage of Consolidated Net Sales | | :--- | :--- | | Apparel (including hosiery and footwear) | ~59% | | Industrial | ~13% | | Furnishings | ~12% | | Automotive | ~5% | | All other markets | ~11% | Research and Development Costs (Fiscal 2022-2024) | Fiscal Year | R&D Costs (in thousands) | | :--- | :--- | | 2024 | $9,599 | | 2023 | $10,871 | | 2022 | $12,103 | Risk Factors The company faces significant strategic, financial, and operational risks including intense competition, customer concentration, and raw material price volatility - The company faces intense competition from domestic and foreign yarn producers, with foreign competitors often having advantages like lower labor costs and government subsidies60 - A significant portion of sales is dependent on demand from a limited number of large brand partners, and the loss of a major brand partner could materially harm the business61 - The prices of petroleum-based raw materials and recycled plastic bottles are volatile, and time lags in passing on cost increases negatively affect margins62 - Foreign operations expose the company to political, economic, and currency exchange rate risks, particularly with the Brazilian Real (BRL) and Chinese Renminbi (RMB)65 - The business is susceptible to cybersecurity breaches, which could lead to theft of intellectual property and significant reputational harm70 Unresolved Staff Comments The company reports that there are no unresolved staff comments - None75 Cybersecurity UNIFI manages cybersecurity through a formal program with board oversight, and no material incidents have been identified to date - The company's cybersecurity program focuses on vulnerability management, access management, and user awareness training, including monthly social engineering tests77 - Governance is handled by the Information Technology Security Team, with oversight from the CIO and the Audit Committee of the Board, which receives quarterly reports7981 - For the years presented, UNIFI did not identify any risks from cybersecurity threats that had, or were reasonably likely to have, a material effect on the company78 Properties UNIFI owns and leases key properties globally, though its Americas manufacturing facilities operated below capacity in fiscal 2024 due to weak demand - The company's principal properties include owned and leased manufacturing facilities, warehouses, and offices in North Carolina, El Salvador, Colombia, Brazil, and China82 - In fiscal 2024, UNIFI's manufacturing facilities in the Americas Segment operated below capacity, primarily due to a decline in demand throughout the apparel supply chains82 Legal Proceedings The company is involved in ordinary course legal proceedings that are not expected to have a material adverse effect on its financial position - The company does not believe any current legal proceedings will have a material adverse effect on its results of operations, financial position, or cash flows83 Mine Safety Disclosures This item is not applicable to the company - Not applicable83 Information About our Executive Officers This section provides biographical information for the company's key executive officers, including the CEO, Executive Chairman, and CFO - Edmund M. Ingle, age 59, has served as Chief Executive Officer since June 202084 - Albert P. Carey, age 72, has served as Executive Chairman of the Board since April 201984 - Andrew J. (A.J.) Eaker, age 39, has served as Executive Vice President and Chief Financial Officer since January 202484 Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities UNIFI's common stock (NYSE: UFI) has an active share repurchase program, but the company has not paid dividends and does not intend to in the near future - UNIFI's common stock is listed on the NYSE under the symbol 'UFI'85 - No dividends were paid in the last two fiscal years, and the company does not intend to pay cash dividends in the foreseeable future86 - As of June 30, 2024, $38,859 (in thousands) remained available for stock repurchases under the 2018 Share Repurchase Program, with no repurchases made in fiscal 202488 Management's Discussion and Analysis of Financial Condition and Results of Operations Fiscal 2024 performance was impacted by weak global demand, resulting in lower net sales and a net loss, though Brazil and Asia segments showed improvement Results of Operations Fiscal 2024 net sales decreased 6.6% to $582.2 million, resulting in a net loss of $47.4 million due to lower selling prices despite higher sales volumes - Consolidated net sales for fiscal 2024 decreased by 6.6% due to a 14.8% decrease in weighted average sales prices, despite an 8.2% increase in sales volumes114 - Gross profit for fiscal 2024 increased by 16.7% to $16.6 million, primarily due to increased sales volumes and cost-saving initiatives117 Consolidated Financial Performance (Fiscal 2022-2024) | Metric (in thousands, except EPS) | Fiscal 2024 | Fiscal 2023 | Fiscal 2022 | | :--- | :--- | :--- | :--- | | Net Sales | $582,209 | $623,527 | $815,758 | | Gross Profit | $16,616 | $14,241 | $80,485 | | Operating (Loss) Income | $(37,421) | $(40,871) | $28,599 | | Net (Loss) Income | $(47,395) | $(46,344) | $15,171 | Adjusted EBITDA Reconciliation (Fiscal 2022-2024) | Metric (in thousands) | Fiscal 2024 | Fiscal 2023 | Fiscal 2022 | | :--- | :--- | :--- | :--- | | Net (loss) income | $(47,395) | $(46,344) | $15,171 | | EBITDA | $(10,298) | $(12,955) | $54,375 | | Adjusted EBITDA | $(5,197) | $(4,085) | $55,190 | Segment Overview The Americas segment posted a loss, while the Brazil and Asia segments demonstrated profit growth driven by market share gains and a strong sales mix Americas Segment Performance (Fiscal 2022-2024) | Metric (in thousands) | Fiscal 2024 | Fiscal 2023 | Fiscal 2022 | | :--- | :--- | :--- | :--- | | Net Sales | $344,256 | $389,662 | $483,085 | | Gross (Loss) Profit | $(17,630) | $(14,659) | $24,468 | | Segment Profit | $4,524 | $7,385 | $45,621 | Brazil Segment Performance (Fiscal 2022-2024) | Metric (in thousands) | Fiscal 2024 | Fiscal 2023 | Fiscal 2022 | | :--- | :--- | :--- | :--- | | Net Sales | $117,783 | $119,062 | $126,066 | | Gross Profit | $14,755 | $12,162 | $27,141 | | Segment Profit | $18,012 | $14,197 | $28,641 | Asia Segment Performance (Fiscal 2022-2024) | Metric (in thousands) | Fiscal 2024 | Fiscal 2023 | Fiscal 2022 | | :--- | :--- | :--- | :--- | | Net Sales | $120,170 | $114,803 | $206,607 | | Gross Profit | $19,491 | $16,738 | $28,876 | | Segment Profit | $19,501 | $16,738 | $28,876 | Liquidity and Capital Resources The company maintains sufficient liquidity through cash from operations and its ABL credit facility, with total liquidity of $67.6 million as of June 30, 2024 - In fiscal 2024, the company repatriated approximately $32 million from its operations in Asia and Brazil to the U.S. to reduce outstanding revolver borrowings154 Liquidity Position as of June 30, 2024 (in thousands) | Metric | Domestic | Foreign | Total | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | $17 | $26,788 | $26,805 | | Borrowings available | $40,832 | $— | $40,832 | | Liquidity | $40,849 | $26,788 | $67,637 | | Total debt obligations | $130,299 | $— | $130,299 | Capital Expenditures (Fiscal 2022-2025E) | Fiscal Year | Capital Expenditures (in thousands) | | :--- | :--- | | 2025 (Expected) | $10,000 - $12,000 | | 2024 | $11,198 | | 2023 | $36,434 | | 2022 | $39,631 | Net Debt Reconciliation (in thousands) | Metric | June 30, 2024 | July 2, 2023 | | :--- | :--- | :--- | | Debt principal | $130,299 | $140,899 | | Less: cash and cash equivalents | $26,805 | $46,960 | | Net Debt | $103,494 | $93,939 | Quantitative and Qualitative Disclosures About Market Risk UNIFI is exposed to market risks from interest rates, foreign currency exchange rates, and volatile raw material costs - The company is exposed to interest rate risk; a 50-basis point increase would result in an approximate $700 thousand increase in annual interest expense192 - UNIFI is exposed to foreign currency exchange rate risk, particularly from fluctuations in the Brazilian Real (BRL) and the Chinese Renminbi (RMB)194 - Raw material and energy costs are volatile and dependent on global petroleum prices, and time lags in adjusting customer pricing can adversely affect margins196 Financial Statements and Supplementary Data This section directs to the company's consolidated financial statements and related notes, which begin on page F-i of the report - The consolidated financial statements and related notes begin on page F-i of the Form 10-K200 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None200 Controls and Procedures Management concluded that the company's disclosure controls, procedures, and internal control over financial reporting were effective as of June 30, 2024 - Management, including the principal executive and financial officers, concluded that UNIFI's disclosure controls and procedures were effective as of June 30, 2024201 - Management concluded that UNIFI's internal control over financial reporting was effective as of June 30, 2024203 - There were no changes in internal control over financial reporting during the quarter ended June 30, 2024, that materially affected, or are reasonably likely to materially affect, internal controls205 Other Information No directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement during the fourth quarter of fiscal 2024 - No directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement during the fourth quarter of fiscal 2024205 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections This item is not applicable to the company - Not applicable205 Part III Directors, Executive Officers and Corporate Governance Information on directors and corporate governance is incorporated by reference from the company's 2024 proxy statement - Information required by this item is incorporated by reference from the company's 2024 Proxy Statement206 Executive Compensation Executive compensation details are incorporated by reference from the company's 2024 proxy statement - Information required by this item is incorporated by reference from the company's 2024 Proxy Statement210 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information on security ownership is incorporated by reference from the company's 2024 proxy statement - Information required by this item is incorporated by reference from the company's 2024 Proxy Statement211 Certain Relationships and Related Transactions, and Director Independence Information on related transactions and director independence is incorporated by reference from the company's 2024 proxy statement - Information required by this item is incorporated by reference from the company's 2024 Proxy Statement212 Principal Accountant Fees and Services Information regarding principal accountant fees and services is incorporated by reference from the company's 2024 proxy statement - Information required by this item is incorporated by reference from the company's 2024 Proxy Statement213 Part IV Exhibits and Financial Statement Schedules This section lists the financial statements, schedules, and exhibits filed as part of the Form 10-K report - The financial statements are listed in the Index to Consolidated Financial Statements on page F-i214 - A list of exhibits filed with the report is provided, including the company's credit agreement, incentive compensation plans, and executive employment agreements215216217 Form 10-K Summary The company reports that there is no Form 10-K summary - None219
Unifi(UFI) - 2024 Q4 - Annual Report