[Executive Summary & Company Overview](index=1&type=section&id=Executive%20Summary%20%26%20Company%20Overview) This section provides an overview of EVI Industries' record fiscal 2025 financial performance and its profile as a leading commercial laundry distribution and service provider [Fiscal 2025 Highlights](index=1&type=section&id=Fiscal%202025%20Highlights) EVI Industries reported record financial results for fiscal year 2025, driven by strategic acquisitions, organic growth, and technological advancements. The company achieved significant increases in revenue, gross profit, operating income, net income, and Adjusted EBITDA, alongside a 7% compounded annual organic revenue growth rate over three years - Fiscal 2025 was a defining year, delivering record financial results, completing the largest acquisition, and making meaningful progress on the technology roadmap[3](index=3&type=chunk) Fiscal Year 2025 Key Financial Highlights (YoY Growth) | Metric | Value (FY25) | Growth (YoY) | | :---------------- | :----------- | :----------- | | Revenue | $390 million | 10% | | Gross Profit | $118 million | 12% | | Operating Income | $13.8 million | 18% | | Net Income | $7.5 million | 33% | | Adjusted EBITDA | $25.0 million | 11% | | Organic Revenue CAGR (3-year) | 7% | N/A | [Company Profile](index=4&type=section&id=Company%20Profile) EVI Industries, Inc. is a leading value-added distributor and provider of advisory and technical services in the North American commercial laundry distribution and service industry. The company offers planning, design, consulting, sales, leasing, and installation, maintenance, and repair services for commercial laundry equipment, parts, and accessories to a diverse customer base - EVI Industries is a value-added distributor and provider of advisory and technical services in the commercial laundry sector, offering equipment, parts, and comprehensive services[20](index=20&type=chunk) - The company serves retail, commercial, industrial, institutional, and government customers, providing solutions from individual parts to complex systems and services[20](index=20&type=chunk) [Financial Performance](index=1&type=section&id=Financial%20Performance) This section details EVI Industries' financial results for fiscal year 2025 and the fourth quarter, including GAAP and non-GAAP measures [Full Fiscal Year 2025 Results](index=1&type=section&id=Full%20Fiscal%20Year%202025%20Results) For the fiscal year ended June 30, 2025, EVI Industries achieved record revenues of $389.8 million, a 10% increase year-over-year. Gross profit rose 12% to $118.3 million, with the gross profit margin expanding to 30.4%. Net income saw a substantial 33% increase to $7.5 million, and diluted EPS grew from $0.37 to $0.49 Fiscal Year Ended June 30, 2025 vs. 2024 (in thousands, except per share data) | Metric | FY25 | FY24 | Change ($) | Change (%) | | :-------------------------- | :------- | :------- | :--------- | :--------- | | Revenues | $389,830 | $353,563 | $36,267 | 10.3% | | Cost of Sales | $271,482 | $248,310 | $23,172 | 9.3% | | Gross Profit | $118,348 | $105,253 | $13,095 | 12.4% | | SG&A | $104,580 | $93,625 | $10,955 | 11.7% | | Operating Income | $13,768 | $11,628 | $2,140 | 18.4% | | Interest Expense, net | $2,743 | $2,744 | $(1) | -0.0% | | Income before Income Taxes | $11,025 | $8,884 | $2,141 | 24.1% | | Provision for Income Taxes | $3,527 | $3,238 | $289 | 8.9% | | Net Income | $7,498 | $5,646 | $1,852 | 32.8% | | Net Earnings per Share - Basic | $0.50 | $0.39 | $0.11 | 28.2% | | Net Earnings per Share - Diluted | $0.49 | $0.37 | $0.12 | 32.4% | | Weighted Average Shares Outstanding - Basic | 12,734 | 12,650 | 84 | 0.7% | | Weighted Average Shares Outstanding - Diluted | 13,159 | 13,218 | (59) | -0.4% | [Fourth Quarter 2025 Results](index=1&type=section&id=Fourth%20Quarter%202025%20Results) In the fourth quarter of fiscal 2025, EVI Industries reported a 22% increase in revenue to $110.0 million. Gross profit grew 24% to $33.9 million, achieving a record gross margin of 30.8%. Operating income increased 13% to $4.1 million, and net income saw a modest 1% rise to $2.1 million, with diluted EPS remaining flat at $0.14 Fourth Quarter Ended June 30, 2025 vs. 2024 (in thousands, except per share data) | Metric | Q4 FY25 | Q4 FY24 | Change ($) | Change (%) | | :-------------------------- | :-------- | :-------- | :--------- | :--------- | | Revenues | $109,956 | $90,146 | $19,810 | 22.0% | | Cost of Sales | $76,040 | $62,777 | $13,263 | 21.1% | | Gross Profit | $33,916 | $27,369 | $6,547 | 23.9% | | SG&A | $29,802 | $23,717 | $6,085 | 25.6% | | Operating Income | $4,114 | $3,652 | $462 | 12.6% | | Interest Expense, net | $1,026 | $476 | $550 | 115.5% | | Income before Income Taxes | $3,088 | $3,176 | $(88) | -2.8% | | Provision for Income Taxes | $991 | $1,109 | $(118) | -10.6% | | Net Income | $2,097 | $2,067 | $30 | 1.5% | | Net Earnings per Share - Basic | $0.14 | $0.14 | $0.00 | 0.0% | | Net Earnings per Share - Diluted | $0.14 | $0.14 | $0.00 | 0.0% | | Weighted Average Shares Outstanding - Basic | 12,758 | 12,681 | 77 | 0.6% | | Weighted Average Shares Outstanding - Diluted | 13,192 | 13,127 | 65 | 0.5% | [Non-GAAP Financial Measures (Adjusted EBITDA)](index=4&type=section&id=Non-GAAP%20Financial%20Measures%20%28Adjusted%20EBITDA%29) EVI Industries utilizes Adjusted EBITDA as a key non-GAAP financial measure to assess operating performance, defining it as earnings before interest, taxes, depreciation, amortization, and amortization of stock-based compensation. For fiscal year 2025, Adjusted EBITDA increased 11% to $25.0 million, and for the fourth quarter, it grew 17% to $7.2 million - Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, amortization, and amortization of stock-based compensation, serving as an important indicator of operating performance[19](index=19&type=chunk) Adjusted EBITDA Reconciliation (in thousands) | Metric | FY25 | FY24 | Q4 FY25 | Q4 FY24 | | :----------------------------------- | :------- | :------- | :-------- | :-------- | | Net Income | $7,498 | $5,646 | $2,097 | $2,067 | | Provision for Income Taxes | $3,527 | $3,238 | $991 | $1,109 | | Interest Expense, Net | $2,743 | $2,744 | $1,026 | $476 | | Depreciation and Amortization | $6,692 | $5,983 | $1,958 | $1,491 | | Amortization of Stock-based Compensation | $4,558 | $4,974 | $1,130 | $1,018 | | **Adjusted EBITDA** | **$25,018** | **$22,585** | **$7,202** | **$6,161** | **Adjusted EBITDA Growth:** * **FY25 YoY Growth:** 10.8% ($25,018k vs $22,585k) * **Q4 FY25 YoY Growth:** 16.9% ($7,202k vs $6,161k) [Strategic Growth Initiatives](index=2&type=section&id=Strategic%20Growth%20Initiatives) This section outlines EVI Industries' key strategies for growth, including acquisitions and technological advancements [Buy-and-Build Strategy & Acquisitions](index=2&type=section&id=Buy-and-Build%20Strategy%20%26%20Acquisitions) EVI Industries continued its 'buy-and-build' growth strategy in fiscal 2025 by completing four acquisitions, including the largest in company history, Girbau North America (now Continental Laundry Solutions). This acquisition is expected to add approximately $50 million in annual revenue and establish a new strategic channel for growth by leveraging Continental as a master distributor and sourcing division - EVI completed four acquisitions in fiscal 2025, including the largest in company history, Girbau North America (now Continental Laundry Solutions)[6](index=6&type=chunk) - The Continental acquisition is expected to add approximately **$50 million in annual revenue** and will be leveraged as a master distributor and strategic sourcing division to enhance purchasing power and product availability[7](index=7&type=chunk) - EVI's acquisition success is built on valuing people, culture, and trust, earning a reputation as the acquirer of choice in the commercial laundry industry[8](index=8&type=chunk) [Innovation and Technology Advancements](index=2&type=section&id=Innovation%20and%20Technology%20Advancements) EVI made significant technological strides in fiscal 2025, focusing on modernizing operations and enhancing customer experience through its field service platform, enterprise-wide business intelligence tools, and a planned e-commerce platform [Field Service Platform](index=2&type=section&id=Field%20Service%20Platform) - The field service platform equips technicians with tools to optimize scheduling, streamline dispatch, provide real-time updates, and generate valuable data for improved efficiency and customer experience[9](index=9&type=chunk) - Technicians identify preventative maintenance needs and equipment replacement opportunities, generating qualified leads for the sales team and driving revenue growth[9](index=9&type=chunk) - Platform adoption rapidly expanded from 2 business units completing ~1,000 appointments in July 2024 to 27 business units completing over 8,500 appointments in June 2025[10](index=10&type=chunk) [Business Intelligence & ERP](index=3&type=section&id=Business%20Intelligence%20%26%20ERP) - By the end of fiscal 2025, 28 of 31 business units were operating on the Company's end-state ERP platform, combined with enterprise-wide business intelligence (BI) tools[11](index=11&type=chunk) - These initiatives provide real-time, data-driven insights for faster decision-making, aiming to optimize inventory, improve job costing, enhance service operations, and strengthen working capital efficiency[11](index=11&type=chunk)[12](index=12&type=chunk) [Planned E-Commerce Platform](index=3&type=section&id=Planned%20E-Commerce%20Platform) - EVI is developing an e-commerce platform, expected to launch in fiscal 2026, to deliver a seamless, data-driven, and service-integrated digital experience[12](index=12&type=chunk) - The platform will offer 24/7 ordering, real-time access to product information, inventory, pricing, and service capabilities, along with personalized recommendations and online service scheduling[12](index=12&type=chunk) - Supported by the industry's largest inventory and broadest product portfolio, this platform aims to enhance customer satisfaction, loyalty, and efficiency while lowering the cost to serve[13](index=13&type=chunk) [Financial Health & Capital Allocation](index=3&type=section&id=Financial%20Health%20%26%20Capital%20Allocation) This section examines EVI Industries' cash flow, liquidity, and capital allocation decisions, including special dividends [Cash Flow and Liquidity](index=3&type=section&id=Cash%20Flow%20and%20Liquidity) EVI Industries generated $21.3 million in operating cash flow in fiscal 2025, a decrease from the prior year primarily due to increased investment in working capital, specifically higher inventory and accounts receivable balances. Net debt increased to $44.1 million as of June 30, 2025, reflecting ongoing investments in acquisitions, technology, and working capital - EVI generated **$21.3 million in operating cash flow** in fiscal 2025, lower than the prior year due to increased investment in working capital[15](index=15&type=chunk) - Working capital investment included higher inventory (**$66.1 million**) and accounts receivable (**$60.5 million**) balances as of June 30, 2025[15](index=15&type=chunk) - Net debt increased from **$8.3 million** (June 30, 2024) to **$44.1 million** (June 30, 2025), reflecting **$46.9 million** deployed for strategic acquisitions and other growth initiatives[15](index=15&type=chunk) [Special Cash Dividend](index=4&type=section&id=Special%20Cash%20Dividend) EVI's Board of Directors declared a special cash dividend of $0.33 per share, payable on October 6, 2025, to shareholders of record as of September 25, 2025. This dividend, totaling approximately $4.9 million, reflects the company's strong fiscal 2025 results and disciplined capital structure, marking an increase from the previous year's $0.31 per share dividend - A special cash dividend of **$0.33 per share** was declared on September 11, 2025[16](index=16&type=chunk) - The dividend is payable on October 6, 2025, to shareholders of record as of September 25, 2025, with an aggregate amount of approximately **$4.9 million**[16](index=16&type=chunk) - This dividend reflects strong fiscal 2025 results and an increase from the prior year's special dividend of $0.31 per share[16](index=16&type=chunk) [Operational Context & Outlook](index=4&type=section&id=Operational%20Context%20%26%20Outlook) This section discusses external factors like tariff impacts and the company's future strategic direction [Tariff Impacts](index=4&type=section&id=Tariff%20Impacts) EVI Industries continues to monitor tariff developments and has responded to higher costs by adjusting pricing, diversifying sourcing, and collaborating with suppliers on cost strategies. Despite trade policy uncertainty, the company's focus on essential equipment and replacement parts across diverse markets provides a strong foundation for sustained performance - EVI monitors tariff developments and has adjusted pricing, diversified sourcing, and collaborated with suppliers to mitigate higher costs[17](index=17&type=chunk) - The company's focus on essential equipment and replacement parts across diverse markets provides a strong foundation for sustained performance despite trade policy uncertainty[17](index=17&type=chunk) [Future Outlook](index=4&type=section&id=Future%20Outlook) EVI Industries remains committed to executing its long-term strategy, focusing on growth, innovation, and achieving operating leverage. The company plans to build on its strong foundation and proven model to deliver sustained value for customers and shareholders - EVI will continue to execute its long-term strategy, focusing on growth, innovation, and achieving operating leverage[18](index=18&type=chunk) - The company is committed to disciplined execution, building on its strong foundation to deliver sustained value for customers and shareholders[18](index=18&type=chunk) [Financial Statements](index=6&type=section&id=Financial%20Statements) This section presents the condensed consolidated financial statements, including results of operations, balance sheets, and cash flows [Condensed Consolidated Results of Operations](index=6&type=section&id=Condensed%20Consolidated%20Results%20of%20Operations) The condensed consolidated results of operations provide a detailed breakdown of EVI Industries' financial performance for the twelve and three months ended June 30, 2025, compared to the same periods in 2024, showing significant growth across key revenue and profit metrics Condensed Consolidated Results of Operations | | | | For the twelve months ended | | | Unaudited | | Unaudited | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | 12-Months | | 12-Months | | 3-Months | | 3-Months | | | | Ended | | Ended | | Ended | | Ended | | | | 6/30/25 | | 6/30/24 | | 6/30/25 | | 6/30/24 | | Revenues | $ | 389,830 | $ | 353,563 | $ | 109,956 | $ | 90,146 | | Cost of Sales | | 271,482 | | 248,310 | | 76,040 | | 62,777 | | Gross Profit | | 118,348 | | 105,253 | | 33,916 | | 27,369 | | SG&A | | 104,580 | | 93,625 | | 29,802 | | 23,717 | | Operating Income | | 13,768 | | 11,628 | | 4,114 | | 3,652 | | Interest Expense, net | | 2,743 | | 2,744 | | 1,026 | | 476 | | Income before Income Taxes | | 11,025 | | 8,884 | | 3,088 | | 3,176 | | Provision for Income Taxes | | 3,527 | | 3,238 | | 991 | | 1,109 | | Net Income | $ | 7,498 | $ | 5,646 | $ | 2,097 | $ | 2,067 | | Net Earnings per Share | | | | | | | | | | Basic | $ | 0.50 | $ | 0.39 | $ | 0.14 | $ | 0.14 | | Diluted | $ | 0.49 | $ | 0.37 | $ | 0.14 | $ | 0.14 | | Weighted Average Shares Outstanding | | | | | | | | | | Basic | | 12,734 | | 12,650 | | 12,758 | | 12,681 | | Diluted | | 13,159 | | 13,218 | | 13,192 | | 13,127 | [Condensed Consolidated Balance Sheets](index=7&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The condensed consolidated balance sheets as of June 30, 2025, and 2024, show an increase in total assets to $307.0 million, primarily driven by growth in current assets like accounts receivable and inventories, as well as increases in intangible assets and goodwill due to acquisitions. Total liabilities also increased significantly, mainly due to long-term debt Condensed Consolidated Balance Sheets | | | 6/30/25 | | 6/30/24 | | --- | --- | --- | --- | --- | | Assets | | | | | | Current assets | | | | | | Cash | $ | 8,852 | $ | 4,558 | | Accounts receivable, net | | 60,494 | | 40,932 | | Inventories, net | | 66,059 | | 47,901 | | Vendor deposits | | 1,396 | | 1,657 | | Contract assets | | 289 | | 1,222 | | Other current assets | | 8,346 | | 5,671 | | Total current assets | | 145,436 | | 101,941 | | Equipment and improvements, net | | 17,772 | | 13,950 | | Operating lease assets | | 10,751 | | 8,078 | | Intangible assets, net | | 30,875 | | 22,022 | | Goodwill | | 91,667 | | 75,102 | | Other assets | | 10,527 | | 9,566 | | Total assets | $ | 307,028 | $ | 230,659 | | Liabilities and Shareholders' Equity | | | | | | Current liabilities | | | | | | Accounts payable and accrued expenses | $ | 50,963 | $ | 30,904 | | Accrued employee expenses | | 15,398 | | 11,370 | | Customer deposits | | 24,316 | | 24,419 | | Contract liabilities | | 408 | | — | | Current portion of operating lease liabilities | | 3,778 | | 3,110 | | Total current liabilities | | 94,863 | | 69,803 | | Deferred income taxes, net | | 7,691 | | 5,498 | | Long-term operating lease liabilities | | 7,997 | | 5,849 | | Long-term debt, net | | 53,000 | | 12,903 | | Total liabilities | | 163,551 | | 94,053 | | Shareholders' equity | | | | | | Preferred stock, $1.00 par value | | — | | — | | Common stock, $.025 par value | | 325 | | 322 | | Additional paid-in capital | | 111,219 | | 106,540 | | Treasury stock | | (5,155) | | (4,439) | | Retained earnings | | 37,088 | | 34,183 | | Total shareholders' equity | | 143,477 | | 136,606 | | Total liabilities and shareholders' equity | $ | 307,028 | $ | 230,659 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) The condensed consolidated statements of cash flows highlight EVI Industries' cash movements for the twelve months ended June 30, 2025. Net cash provided by operating activities decreased to $21.3 million, while net cash used by investing activities significantly increased to $51.8 million, primarily due to cash paid for acquisitions. Financing activities provided $34.8 million, leading to a net increase in cash of $4.3 million Condensed Consolidated Statements of Cash Flows | | | | For the twelve months ended | | | --- | --- | --- | --- | --- | | | | 6/30/25 | | 6/30/24 | | Operating activities: | | | | | | Net income | $ | 7,498 | $ | 5,646 | | Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | Depreciation and amortization | | 6,692 | | 5,983 | | Amortization of debt discount | | 54 | | 34 | | Provision for expected credit losses | | 1,052 | | 688 | | Non-cash lease expense | | 143 | | 14 | | Stock compensation | | 4,558 | | 4,974 | | Inventory reserve | | 182 | | 54 | | (Benefit) provision for deferred income taxes | | (821) | | 475 | | Other | | (87) | | 25 | | (Increase) decrease in operating assets: | | | | | | Accounts receivable | | (11,058) | | 7,028 | | Inventories | | 211 | | 11,901 | | Vendor deposits | | 261 | | 634 | | Contract assets | | 1,157 | | (41) | | Other assets | | (735) | | 2,476 | | (Decrease) increase in operating liabilities: | | | | | | Accounts payable and accrued expenses | | 10,272 | | (8,234) | | Accrued employee expenses | | 2,220 | | 646 | | Customer deposits | | (742) | | 1,017 | | Contract liabilities | | 408 | | (668) | | Net cash provided by operating activities | | 21,265 | | 32,652 | | Investing activities: | | | | | | Capital expenditures | | (4,861) | | (4,867) | | Cash paid for acquisitions, net of cash acquired | | (46,925) | | (1,949) | | Net cash used by investing activities | | (51,786) | | (6,816) | | Financing activities: | | | | | | Dividends paid | | (4,593) | | (4,071) | | Proceeds from borrowings | | 106,000 | | 62,500 | | Debt repayments | | (66,000) | | (84,500) | | Repurchases of common stock in satisfaction of employee tax withholding obligations | | (716) | | (1,244) | | Issuances of common stock under employee stock purchase plan | | 124 | | 116 | | Net cash provided (used) by financing activities | | 34,815 | | (27,199) | | Net increase (decrease) in cash | | 4,294 | | (1,363) | | Cash at beginning of period | | 4,558 | | 5,921 | | Cash at end of period | $ | 8,852 | $ | 4,558 | Supplemental Disclosures of Cash Flow Information (in thousands) | Metric | FY25 | FY24 | | :------------------------------------ | :------- | :------- | | Cash paid during the period for interest | $2,500 | $2,783 | | Cash paid during the period for income taxes | $2,976 | $4,575 | Supplemental Disclosures of Non-Cash Financing Activities (in thousands) | Metric | FY25 | FY24 | | :------------------------------------ | :------- | :------- | | Issuances of common stock for acquisitions | $— | $229 | Supplemental Disclosures of Non-Cash Investing Activities (in thousands) | Metric | FY25 | FY24 | | :------------------------------------ | :------- | :------- | | Amounts owed to sellers in connection with acquisitions | $4,181 | $— | [Adjusted EBITDA Reconciliation](index=10&type=section&id=Adjusted%20EBITDA%20Reconciliation) This section provides a reconciliation of net income, the most comparable GAAP financial measure, to Adjusted EBITDA for the twelve and three months ended June 30, 2025, and 2024, illustrating the calculation of this non-GAAP metric Adjusted EBITDA Reconciliation | | | | | | | Unaudited | | Unaudited | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | 12-Months | | 12-Months | | 3-Months | | 3-Months | | | | Ended | | Ended | | Ended | | Ended | | | | 6/30/25 | | 6/30/24 | | 6/30/25 | | 6/30/24 | | Net Income | $ | 7,498 | $ | 5,646 | $ | 2,097 | $ | 2,067 | | Provision for Income Taxes | | 3,527 | | 3,238 | | 991 | | 1,109 | | Interest Expense, Net | | 2,743 | | 2,744 | | 1,026 | | 476 | | Depreciation and Amortization | | 6,692 | | 5,983 | | 1,958 | | 1,491 | | Amortization of Stock-based Compensation | | 4,558 | | 4,974 | | 1,130 | | 1,018 | | Adjusted EBITDA | $ | 25,018 | $ | 22,585 | $ | 7,202 | $ | 6,161 | [Legal & Disclosures](index=5&type=section&id=Legal%20%26%20Disclosures) This section provides important legal disclosures, including the safe harbor statement regarding forward-looking information [Safe Harbor Statement](index=5&type=section&id=Safe%20Harbor%20Statement) The Safe Harbor Statement outlines that the press release contains forward-looking statements subject to various known and unknown risks and uncertainties. These risks, detailed in the company's SEC filings, could cause actual results to differ materially from projections, and the company disclaims any obligation to update these statements - Statements in the press release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995[21](index=21&type=chunk) - Forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially, including economic conditions, tariffs, supply chain issues, inflation, interest rates, and acquisition integration risks[21](index=21&type=chunk) - The company cautions against undue reliance on forward-looking statements and disclaims any obligation to update them, except as required by law[21](index=21&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended August 2, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number 1-14170 NATIONAL BEVERAGE CORP. (Exact name of registrant as specified in its charter) Delaware 59-2605822 (State of incorporation) (I.R.S. Employer Identifica ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2025 HEARTSCIENCES INC. (Exact name of Registrant as Specified in Its Charter) (State or Other Jurisdiction of Incorporation) Texas 001-41422 26-1344466 (Commission File Number) (IRS Employer Identification No.) FORM 8-K 550 Reserve Street, Suite 360 Southlake, Texas 76092 (Address of Prin ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 ☐ 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 001-14757 EVI Industries, Inc. (Exact name of registrant as specified in its charter) Delaware 11-2014231 ( ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ 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 001-13449 (State or other jurisdiction of incorporation or organization) 10770 E. Briarwood Avenue Centenni ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -_________________________ Form 10-K _________________________ (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR o 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 001-38442 IBEX LIMITED (Exact name of Registrant as ...

Exhibit 99.1 IBEX Reports Strongest Quarterly Growth Rate in Nearly 3 Years, Record Fiscal Year 2025 Financial Results, Introduces Fiscal Year 2026 Guidance WASHINGTON, DC— September 11, 2025 —IBEX Limited ("ibex"), a leading provider in global business process outsourcing and end-to-end customer engagement technology solutions, today announced financial results for its fourth quarter and fiscal year ended June 30, 2025. | | | | | Three months ended June 30, | | | | | Twelve months ended June 30, | | | | -- ...

FORM 10-Q Filing Information [Registrant Information](index=1&type=section&id=Registrant%20Information) Provides basic identification details for Torrid Holdings Inc.'s Form 10-Q, covering incorporation, address, and stock exchange - Registrant: **TORRID HOLDINGS INC.**[3](index=3&type=chunk) - Incorporation: **Delaware**[3](index=3&type=chunk) - Principal Executive Offices: **City of Industry, California**[3](index=3&type=chunk) Securities Registered | Title of each class | Trading Symbol | Name of each exchange on which registered | | :------------------ | :------------- | :---------------------------------------- | | Common stock, par value $0.01 per share | CURV | New York Stock Exchange | - As of September 1, 2025, approximately **99.2 million** shares of common stock were outstanding[5](index=5&type=chunk) FORWARD-LOOKING STATEMENTS [Nature of Forward-Looking Statements](index=3&type=section&id=Nature%20of%20Forward-Looking%20Statements) Clarifies forward-looking statements are subject to risks and uncertainties, potentially causing actual results to differ - Forward-looking statements reflect current expectations and projections relating to financial condition, results of operations, plans, objectives, future performance, and business[9](index=9&type=chunk) - Statements are subject to risks and uncertainties that may cause actual results to differ materially from expectations[9](index=9&type=chunk) [Key Risk Factors](index=3&type=section&id=Key%20Risk%20Factors) Identifies factors that could materially affect results, including economic conditions, supply chain, competition, and operations - Changes in consumer spending and general economic conditions[9](index=9&type=chunk) - Negative impact on revenue and profitability from new or increased duties/tariffs on imported goods[9](index=9&type=chunk) - Increased competition from other brands and retailers[9](index=9&type=chunk) - Dependence on third parties for merchandise manufacturing and transportation[9](index=9&type=chunk) - Reliance on information systems and risks related to system security or unauthorized data disclosure[13](index=13&type=chunk) - Substantial indebtedness and lease obligations, and restrictions imposed by debt[13](index=13&type=chunk) PART I — FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents unaudited condensed consolidated financial statements, including balance sheets, income, deficit, and cash flows [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheets (in thousands) | Item | August 2, 2025 | February 1, 2025 | | :-------------------------------- | :------------- | :--------------- | | **Assets** | | | | Cash and cash equivalents | $21,543 | $48,523 | | Inventory | $130,235 | $148,493 | | Total current assets | $189,086 | $226,166 | | Total assets | $414,465 | $488,441 | | **Liabilities and Stockholders' Deficit** | | | | Accounts payable | $53,198 | $72,378 | | Accrued and other current liabilities | $108,898 | $125,743 | | Total current liabilities | $228,191 | $263,132 | | Noncurrent debt, net | $264,337 | $272,409 | | Total liabilities | $615,581 | $679,530 | | Total stockholders' deficit | $(201,116) | $(191,089) | | Total liabilities and stockholders' deficit | $414,465 | $488,441 | - Total assets decreased from **$488.4 million** at February 1, 2025, to **$414.5 million** at August 2, 2025[17](index=17&type=chunk) - Total liabilities decreased from **$679.5 million** to **$615.6 million** over the same period[17](index=17&type=chunk) - Stockholders' deficit increased from **$(191.1) million** to **$(201.1) million**[17](index=17&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Condensed Consolidated Statements of Comprehensive Income (in thousands, except per share data) | Item | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net sales | $262,806 | $284,638 | $528,771 | $564,409 | | Gross profit | $93,488 | $110,258 | $194,890 | $225,679 | | Income from operations | $10,160 | $20,413 | $26,187 | $46,556 | | Net income | $1,567 | $8,328 | $7,507 | $20,500 | | Basic net earnings per share | $0.02 | $0.08 | $0.07 | $0.20 | | Diluted net earnings per share | $0.02 | $0.08 | $0.07 | $0.19 | - Net sales decreased by **7.7%** for the three months ended August 2, 2025, and by **6.3%** for the six months ended August 2, 2025, compared to the prior year periods[19](index=19&type=chunk) - Net income significantly decreased from **$8.3 million** to **$1.6 million** for the three-month period and from **$20.5 million** to **$7.5 million** for the six-month period year-over-year[19](index=19&type=chunk) [Condensed Consolidated Statements of Stockholders' Deficit](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Deficit) Changes in Stockholders' Deficit (in thousands) | Item | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :------------------------------ | :------------------------------ | | Balance at beginning of period | $(191,089) | $(211,717) | | Net income | $7,507 | $20,500 | | Issuance of common shares and withholding tax payments | $(438) | $(419) | | Share-based compensation | $2,605 | $2,412 | | Purchase of common stock, including excise tax | $(20,285) | $0 | | Other comprehensive income (loss) | $391 | $(187) | | Balance at end of period | $(201,116) | $(188,946) | - Total stockholders' deficit increased from **$(191.1) million** at February 1, 2025, to **$(201.1) million** at August 2, 2025[21](index=21&type=chunk) - The company repurchased **6.0 million** shares of common stock for **$20.3 million** during the six months ended August 2, 2025[21](index=21&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (in thousands) | Activity | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :------------------------------ | :------------------------------ | | Net cash (used in) provided by operating activities | $(2,270) | $68,447 | | Net cash used in investing activities | $(3,671) | $(10,180) | | Net cash used in financing activities | $(21,470) | $(15,981) | | (Decrease) increase in cash, cash equivalents and restricted cash | $(26,980) | $42,205 | | Cash, cash equivalents and restricted cash at end of period | $21,942 | $54,339 | - Operating activities shifted from providing **$68.4 million** in cash in the prior year to using **$2.3 million** in the current six-month period[25](index=25&type=chunk) - Investing activities used less cash, decreasing from **$10.2 million** to **$3.7 million**, primarily due to fewer store openings and remodels[25](index=25&type=chunk) - Financing activities used more cash, increasing from **$16.0 million** to **$21.5 million**, mainly due to share repurchases[25](index=25&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) [Note 1. Basis of Presentation and Description of the Business](index=13&type=section&id=Note%201.%20Basis%20of%20Presentation%20and%20Description%20of%20the%20Business) Outlines corporate structure, fiscal year, financial statement presentation, business description, and accounting policies - **TORRID HOLDINGS INC.** is a direct-to-consumer brand specializing in apparel, intimates, and accessories for women wearing sizes **10** to **30**, primarily through its e-Commerce platform and stores in North America[33](index=33&type=chunk) - The fiscal year ends on the Saturday nearest to January **31**; fiscal years **2025** and **2024** are **52-week** years[30](index=30&type=chunk) - A change in significant accounting policies occurred for treasury stock, now recorded at cost as a separate component of stockholders' deficit[35](index=35&type=chunk)[36](index=36&type=chunk) [Note 2. Accounting Standards](index=14&type=section&id=Note%202.%20Accounting%20Standards) Discusses recently adopted and not yet adopted accounting standards, with no new adoptions in current interim periods - No new accounting standards were adopted during the three- and six-month periods ended August 2, 2025[39](index=39&type=chunk) - ASU 2023-09 (Income Taxes: Improvements to Income Tax Disclosures) is effective for fiscal year ended January 31, 2026, and the company is evaluating its impact[40](index=40&type=chunk) - ASU 2024-03 (Expense Disaggregation Disclosures) is effective for annual periods beginning after December 15, 2026, and the company is evaluating its impact[41](index=41&type=chunk) [Note 3. Property and Equipment](index=15&type=section&id=Note%203.%20Property%20and%20Equipment) Summarizes property and equipment, net of depreciation, showing a decrease in net value; no impairment charges Property and Equipment, Net (in thousands) | Item | August 2, 2025 | February 1, 2025 | | :-------------------------------- | :------------- | :--------------- | | Property and equipment, at cost | $305,925 | $323,230 | | Less: accumulated depreciation and amortization | $(242,253) | $(245,561) | | Property and equipment, net | $63,672 | $77,669 | - Depreciation expense was **$9.4 million** for the three months and **$18.8 million** for the six months ended August 2, 2025[44](index=44&type=chunk) - No impairment charges were recognized during the three- and six-month periods ended August 2, 2025, or August 3, 2024[45](index=45&type=chunk) [Note 4. Revenue Recognition](index=15&type=section&id=Note%204.%20Revenue%20Recognition) Disaggregates revenue by product category and details contract liabilities; apparel remains largest component Revenue by Product Category (in thousands) | Category | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Apparel | $241,411 | $259,782 | $481,198 | $512,515 | | Non-apparel | $13,457 | $17,536 | $31,710 | $37,828 | | Other | $7,938 | $7,320 | $15,863 | $14,066 | | Total net sales | $262,806 | $284,638 | $528,771 | $564,409 | Contract Liabilities (in thousands) | Item | August 2, 2025 | February 1, 2025 | | :-------------------------------- | :------------- | :--------------- | | Accrued loyalty program | $10,610 | $10,887 | | Gift cards | $11,590 | $13,676 | | Deferred revenue | $3,374 | $2,777 | | Deferred PLCC Funds | $3,208 | $3,458 | - Revenue recognized from accrued loyalty program, gift cards, and deferred PLCC Funds from the beginning of fiscal year 2025 was **$1.3 million**, **$0.8 million**, and **$0.2 million**, respectively, for the three-month period[50](index=50&type=chunk) [Note 5. Related Party Transactions](index=16&type=section&id=Note%205.%20Related%20Party%20Transactions) Details transactions with related parties, including services, merchandise purchases, and a share repurchase - Hot Topic charged Torrid **$0.5 million** for services in the three months ended August 2, 2025, and Torrid charged Hot Topic **$0.1 million** for IT services[53](index=53&type=chunk)[55](index=55&type=chunk) - Cost of goods sold included **$8.8 million** from MGF Sourcing US, LLC for the three months ended August 2, 2025[59](index=59&type=chunk) - On June 23, 2025, Torrid repurchased **6.0 million** shares of common stock from **Sycamore** for **$20.0 million** in a private transaction[61](index=61&type=chunk) [Note 6. Debt](index=17&type=section&id=Note%206.%20Debt) Provides details on company debt, including ABL Facility and Term Loan, with ABL maturity extended to 2030 Debt Composition (in thousands) | Item | August 2, 2025 | February 1, 2025 | | :-------------------------------- | :------------- | :--------------- | | Borrowings under credit facility (ABL) | $7,900 | $0 | | Amended Term Loan Credit Agreement | $284,375 | $293,125 | | Less: unamortized original issue discount and debt financing costs | $(3,894) | $(4,572) | | Noncurrent debt, net | $264,337 | $272,409 | - The **Amended ABL Facility**'s maturity date was extended from June 14, 2026, to August 1, 2030[63](index=63&type=chunk) - As of August 2, 2025, availability under the **Amended ABL Facility** was **$90.2 million**[64](index=64&type=chunk) - Interest expense for the **Amended Term Loan Credit Agreement** was **$7.4 million** for the three months and **$14.9 million** for the six months ended August 2, 2025[68](index=68&type=chunk) [Note 7. Leases](index=18&type=section&id=Note%207.%20Leases) Details company lease costs, primarily fixed operating and variable, showing a slight decrease year-over-year Lease Costs (in thousands) | Item | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Fixed operating lease cost | $11,956 | $12,663 | $24,374 | $25,808 | | Short-term lease cost | $21 | $40 | $43 | $79 | | Variable lease cost | $5,613 | $5,539 | $11,278 | $11,137 | | Total lease cost | $17,590 | $18,242 | $35,695 | $37,024 | [Note 8. Income Taxes](index=19&type=section&id=Note%208.%20Income%20Taxes) Provides income tax provision and effective tax rates, impacted by non-deductible compensation and new legislation Income Tax Provision and Effective Tax Rate | Item | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Provision for income taxes | $0.5 million | $3.1 million | $3.1 million | $7.6 million | | Effective tax rate | **23.7%** | **26.9%** | **29.4%** | **26.9%** | - The decrease in the three-month effective tax rate was primarily due to a decrease in non-deductible compensation[71](index=71&type=chunk) - The '**One Big Beautiful Bill Act**' was signed into law on July 4, 2025, allowing more favorable deductibility of certain business expenses, with an immaterial impact expected for the current year[72](index=72&type=chunk)[73](index=73&type=chunk) [Note 9. Commitments and Contingencies](index=19&type=section&id=Note%209.%20Commitments%20and%20Contingencies) Discloses ongoing legal proceedings, including class action lawsuits, with $4.1 million accrued for probable losses - A class action complaint filed in April 2024 alleges misleading and unlawful pricing, sales, and discounting practices; a proposed settlement agreement was reached in May 2025[74](index=74&type=chunk) - Six class action lawsuits were consolidated in February 2025, alleging failure to protect data after a potential unauthorized access incident[75](index=75&type=chunk) - Accrued legal liabilities were **$4.1 million** as of August 2, 2025, for estimated probable losses[74](index=74&type=chunk) [Note 10. Earnings Per Share](index=20&type=section&id=Note%2010.%20Earnings%20Per%20Share) Provides computation of basic and diluted net earnings per share, showing a decrease from the prior year Net Earnings Per Share (in thousands, except per share amounts) | Item | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net income—basic and diluted | $1,567 | $8,328 | $7,507 | $20,500 | | Weighted-average number of shares—basic | 102,470 | 104,500 | 103,699 | 104,384 | | Weighted-average number of shares—diluted | 102,746 | 106,074 | 104,400 | 105,728 | | Basic net earnings per share | $0.02 | $0.08 | $0.07 | $0.20 | | Diluted net earnings per share | $0.02 | $0.08 | $0.07 | $0.19 | Potentially Dilutive Securities Excluded (in thousands) | Item | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Restricted stock awards, restricted stock units and performance stock units | 708 | 31 | 312 | 51 | | Stock options | 2,597 | 1,461 | 2,321 | 1,383 | | Total anti-dilutive securities | 3,305 | 1,492 | 2,633 | 1,434 | [Note 11. Fair Value Measurements](index=21&type=section&id=Note%2011.%20Fair%20Value%20Measurements) Provides fair value measurements for financial assets and liabilities, including money market funds and term loan Fair Value Measurements (in thousands) | Item | August 2, 2025 | February 1, 2025 | | :-------------------------------- | :------------- | :--------------- | | Money market funds (cash equivalent) | $151 | $31,727 | | Deferred compensation plan liability (current) | $224 | $1,767 | | Deferred compensation plan liability (noncurrent) | $3,801 | $3,913 | | Fair value of Amended Term Loan Credit Agreement | $253,100 | $274,100 | - The fair value of money market funds is based on quoted prices in active markets (Level **1**)[81](index=81&type=chunk) - The fair value of the **Amended Term Loan Credit Agreement** is determined using current applicable rates for similar instruments (Level **2**)[83](index=83&type=chunk) [Note 12. Segment Reporting](index=22&type=section&id=Note%2012.%20Segment%20Reporting) States the company operates as a single reportable segment, managed on a consolidated net income basis - Torrid has one reportable segment, including e-Commerce and stores, managed by the CEO based on consolidated net income[84](index=84&type=chunk) Segment Information (in thousands) | Item | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net sales | $262,806 | $284,638 | $528,771 | $564,409 | | Net income | $1,567 | $8,328 | $7,507 | $20,500 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's discussion of financial condition, operations, liquidity, and cash flows, including performance factors [Overview](index=23&type=section&id=Overview) Torrid is a direct-to-consumer brand offering apparel, intimates, and accessories for curvy women - Torrid is a direct-to-consumer brand offering stylish, comfortable, and affordable apparel, intimates, and accessories for curvy women in sizes **10** to **30**[89](index=89&type=chunk) - The company is implementing a retail store optimization strategy, having closed **59** stores through Q2 FY2025 and targeting up to **120** additional closures for the remainder of FY2025[90](index=90&type=chunk) [Key Financial and Operating Metrics](index=23&type=section&id=Key%20Financial%20and%20Operating%20Metrics) Presents key financial and operating metrics, including store count, comparable sales, net income, and Adjusted EBITDA Key Financial and Operating Metrics | Metric | Three Months Ended August 2, 2025 | Three Months Ended August 3, 2024 | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Number of stores (as of end of period) | 575 | 657 | 575 | 657 | | Comparable sales | (7)% | (1)% | (5)% | (5)% | | Net income (in thousands) | $1,567 | $8,328 | $7,507 | $20,500 | | Adjusted EBITDA (in thousands) | $21,525 | $34,592 | $48,653 | $72,820 | - Comparable sales decreased by **7%** for the three months and **5%** for the six months ended August 2, 2025[92](index=92&type=chunk) - Adjusted EBITDA decreased by **37.8%** for the three months and **33.2%** for the six months ended August 2, 2025[92](index=92&type=chunk) [Factors Affecting Our Performance](index=24&type=section&id=Factors%20Affecting%20Our%20Performance) Identifies internal and external factors influencing performance, including consumer spending, economic trends, and marketing - Success depends on efficient and profitable customer acquisition and retention, with omni-channel customers spending approximately **3.5 times** more per year[100](index=100&type=chunk)[102](index=102&type=chunk) - Overall economic trends, including high inflation rates, have led to softening consumer demand and increased costs for wages, transportation, and products[103](index=103&type=chunk) - The company plans to continue investing in brand awareness, customer engagement, and conversion through targeted marketing and infrastructure enhancements[105](index=105&type=chunk)[107](index=107&type=chunk) - The business is generally not seasonal, with Adjusted EBITDA typically strongest in the first half of the year due to more favorable product margins and lower expenses[108](index=108&type=chunk) [Components of Our Results of Operations](index=26&type=section&id=Components%20of%20Our%20Results%20of%20Operations) Defines key components of results of operations: net sales, gross profit, SG&A, marketing, and interest expense - Net Sales: Includes merchandise sales, shipping revenue, royalties, PLCC Funds, and gift card breakage income, less returns and discounts[110](index=110&type=chunk) - Gross Profit: Net sales less cost of goods sold, which includes merchandise costs, freight, inventory shrinkage, payroll, distribution center, and store occupancy expenses[111](index=111&type=chunk) - Selling, General and Administrative Expenses: All operating costs not included in cost of goods sold or marketing expenses[112](index=112&type=chunk) - Marketing Expenses: Primarily targeted online performance marketing, store and brand marketing, public relations, photographic production, and marketing team payroll[113](index=113&type=chunk) - Interest Expense: Primarily associated with the **Amended ABL Facility** and **Amended Term Loan Credit Agreement**[114](index=114&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) [Three Months Ended August 2, 2025 Compared to Three Months Ended August 3, 2024](index=27&type=section&id=Three%20Months%20Ended%20August%202%2C%202025%20Compared%20to%20Three%20Months%20Ended%20August%203%2C%202024) Net sales decreased by 7.7% to $262.8 million, gross profit declined by 15.2%, and net income fell significantly Consolidated Results of Operations (Three Months Ended, in thousands) | Item | August 2, 2025 | % of Net Sales | August 3, 2024 | % of Net Sales | | :-------------------------------- | :------------- | :------------- | :------------- | :------------- | | Net sales | $262,806 | 100.0% | $284,638 | 100.0% | | Cost of goods sold | $169,318 | 64.4% | $174,380 | 61.3% | | Gross profit | $93,488 | 35.6% | $110,258 | 38.7% | | Selling, general and administrative expenses | $70,511 | 26.8% | $76,838 | 27.0% | | Marketing expenses | $12,817 | 4.9% | $13,007 | 4.6% | | Income from operations | $10,160 | 3.9% | $20,413 | 7.1% | | Net income | $1,567 | 0.6% | $8,328 | 2.9% | - Net sales decreased by **$21.8 million** (**7.7%**) due to lower sales transaction values and a reduction of **82** stores[118](index=118&type=chunk) - Gross profit decreased by **$16.8 million** (**15.2%**), and gross profit as a percentage of net sales decreased by **3.1%** to **35.6%**[119](index=119&type=chunk) - Selling, general and administrative expenses decreased by **$6.3 million** (**8.2%**), primarily due to lower payroll and other store operating costs[120](index=120&type=chunk) - Adjusted EBITDA decreased from **$34.6 million** to **$21.5 million**[116](index=116&type=chunk) [Six Months Ended August 2, 2025 Compared to Six Months Ended August 3, 2024](index=29&type=section&id=Six%20Months%20Ended%20August%202%2C%202025%20Compared%20to%20Six%20Months%20Ended%20August%203%2C%202024) Net sales decreased by 6.3% to $528.8 million, gross profit declined by 13.6%, and net income fell significantly Consolidated Results of Operations (Six Months Ended, in thousands) | Item | August 2, 2025 | % of Net Sales | August 3, 2024 | % of Net Sales | | :-------------------------------- | :------------- | :------------- | :------------- | :------------- | | Net sales | $528,771 | 100.0% | $564,409 | 100.0% | | Cost of goods sold | $333,881 | 63.1% | $338,730 | 60.0% | | Gross profit | $194,890 | 36.9% | $225,679 | 40.0% | | Selling, general and administrative expenses | $140,527 | 26.6% | $153,304 | 27.2% | | Marketing expenses | $28,176 | 5.3% | $25,819 | 4.6% | | Income from operations | $26,187 | 5.0% | $46,556 | 8.2% | | Net income | $7,507 | 1.4% | $20,500 | 3.6% | - Net sales decreased by **$35.6 million** (**6.3%**) primarily due to a decrease in sales transaction values[128](index=128&type=chunk) - Gross profit decreased by **$30.8 million** (**13.6%**), and gross profit as a percentage of net sales decreased by **3.1%** to **36.9%**[130](index=130&type=chunk) - Marketing expenses increased by **$2.4 million** (**9.1%**) due to increased social media spend, retargeting, and photographic production[132](index=132&type=chunk) - Adjusted EBITDA decreased from **$72.8 million** to **$48.7 million**[125](index=125&type=chunk) [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) Discusses liquidity sources (cash flows, ABL Facility) and primary cash needs (inventory, payroll, capital expenditures) - Primary liquidity source is cash flows from operations, supplemented by the **Amended ABL Facility**[135](index=135&type=chunk) Liquidity Position (in thousands) | Item | August 2, 2025 | | :-------------------------------- | :------------- | | Cash and cash equivalents | $21,543 | | Outstanding indebtedness (net) | $288,400 | | Borrowings on ABL Facility | $7,900 | | Term loans under Amended Term Loan Credit Agreement | $280,500 | | Additional liquidity from ABL Facility | $90,200 | - The **Amended ABL Facility** maturity was extended to August 1, 2030, and the company remains compliant with all debt covenants[137](index=137&type=chunk)[139](index=139&type=chunk) - Primary cash needs include merchandise inventories, payroll, rent, capital expenditures, logistics, and information technology[143](index=143&type=chunk) - A **$20.0 million** share repurchase from **Sycamore** occurred on June 23, 2025[144](index=144&type=chunk) [Cash Flow Analysis](index=32&type=section&id=Cash%20Flow%20Analysis) Analyzes cash flows from operating, investing, and financing activities, highlighting significant year-over-year changes Cash Flow Summary (in thousands) | Activity | Six Months Ended August 2, 2025 | Six Months Ended August 3, 2024 | | :-------------------------------- | :------------------------------ | :------------------------------ | | Net cash (used in) provided by operating activities | $(2,270) | $68,447 | | Net cash used in investing activities | $(3,671) | $(10,180) | | Net cash used in financing activities | $(21,470) | $(15,981) | - Operating cash flow shifted from a **$68.4 million** inflow to a **$2.3 million** outflow, primarily due to decreases in accounts payable and accrued expenses[148](index=148&type=chunk) - Investing cash used decreased from **$10.2 million** to **$3.7 million**, driven by fewer new store openings and remodels[150](index=150&type=chunk) - Financing cash used increased from **$16.0 million** to **$21.5 million**, mainly due to the repurchase of common stock[152](index=152&type=chunk) [Critical Accounting Policies and Estimates](index=32&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) No material changes to critical accounting policies and estimates since the 2024 Form 10-K filing - No material changes to critical accounting policies and estimates since the 2024 Form 10-K[153](index=153&type=chunk) [Recently Issued Accounting Pronouncements](index=33&type=section&id=Recently%20Issued%20Accounting%20Pronouncements) Refers to Note 2 for detailed information regarding recently issued accounting pronouncements - Refer to Note **2** for information regarding recently issued accounting pronouncements[154](index=154&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=33&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes to the market risk profile as disclosed in the 2024 Form 10-K - No material changes to the market risk profile as of August 2, 2025, compared to the 2024 Form 10-K[155](index=155&type=chunk) [Item 4. Controls and Procedures](index=33&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were effective; a new ERP system implementation involved control modifications - Disclosure controls and procedures were effective as of August 2, 2025[156](index=156&type=chunk) - A new ERP system was implemented for financial accounting systems, leading to new and modified internal controls[157](index=157&type=chunk) - No other material changes in internal control over financial reporting occurred during the fiscal quarter[157](index=157&type=chunk) PART II — OTHER INFORMATION [Item 1. Legal Proceedings](index=34&type=section&id=Item%201.%20Legal%20Proceedings) Refers to Note 9 for legal proceedings; no other litigation expected to materially affect financial statements - Refer to Note **9** for information regarding certain legal proceedings[160](index=160&type=chunk) - No other current litigation is expected to have a material adverse effect on the business, financial condition, operating results, or cash flows[161](index=161&type=chunk) [Item 1A. Risk Factors](index=34&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's 2024 Form 10-K - No material changes to the risk factors disclosed in the 2024 Form 10-K[162](index=162&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=34&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details share repurchase activities, including a private transaction with Sycamore for $20.0 million Issuer Purchases of Equity Securities | Period | Total number of shares purchased | Average price paid per share | Maximum dollar value of shares that may yet to be purchased under the plans or programs | | :-------------------------------- | :------------------------------- | :--------------------------- | :-------------------------------------------------------------------------------- | | June 1, 2025 - July 5, 2025 | 6,030,908 | $3.31625 | $44,946,650 | - On June 23, 2025, the company repurchased **6.0 million** shares of common stock from **Sycamore** for **$20.0 million** in a private transaction[164](index=164&type=chunk) - The repurchase was part of a **$100.0 million** share repurchase program authorized on December 6, 2021[163](index=163&type=chunk) [Item 3. Defaults Upon Senior Securities](index=34&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities during the reporting period - No defaults upon senior securities[165](index=165&type=chunk) [Item 4. Mine Safety Disclosures](index=34&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures are not applicable to the company's operations - Mine Safety Disclosures are not applicable[166](index=166&type=chunk) [Item 5. Other Information](index=34&type=section&id=Item%205.%20Other%20Information) Confirms no other material information and no Rule 10b5-1 trading arrangement changes by officers/directors - No director or officer adopted, modified, or terminated a Rule 10b5-1 trading arrangement during the fiscal quarter ended August 2, 2025[168](index=168&type=chunk) [Item 6. Exhibits](index=35&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed with the Form 10-Q, including corporate governance, debt agreements, and certifications - Includes Amended and Restated Certificate of Incorporation and Bylaws[169](index=169&type=chunk) - Lists the Stock Repurchase Agreement dated June 23, 2025, and the Fifth Amendment to Amended and Restated Credit Agreement dated August 1, 2025[169](index=169&type=chunk) - Contains certifications from the Principal Executive Officer and Principal Financial Officer (Sections **302** and **906** of Sarbanes-Oxley Act)[169](index=169&type=chunk) SIGNATURES [Report Signatories](index=36&type=section&id=Report%20Signatories) Confirms official signing of the Form 10-Q report by the Chief Executive Officer and Chief Financial Officer - Report signed on September 11, 2025[171](index=171&type=chunk) - Signed by Lisa Harper, Chief Executive Officer and Director (Principal Executive Officer)[173](index=173&type=chunk) - Signed by Paula Dempsey, Chief Financial Officer (Principal Financial Officer)[173](index=173&type=chunk)

SECOND QUARTER 2025 FINANCIAL RESULTS AND SHAREHOLDER LETTER Exhibit 99.2 A LETTER FROM OUR CHAIRMAN AND CEO RH REPORTS SECOND QUARTER 2025 REVENUES INCREASED 8.4%, NET INCOME INCREASED 79% AND FREE CASH FLOW OF $81M SECOND QUARTER 2025 HIGHLIGHTS GAAP Net Revenues Increased 8.4% to $899.2M Free Cash Flow of $80.7M Please see the tables below for reconciliations of all GAAP to non-GAAP measures referenced in this press release. There are no adjustments to GAAP net revenues presented in this press release. T ...

Exhibit 99.1 Farmer Brothers Coffee Reports Fourth Quarter and Full Year Fiscal 2025 Financial Results Fiscal year 2025 gross margin increase of 420 basis points year-over-year to 43.5% Reported full year net loss of $14.5 million, increase in year-over-year adjusted EBITDA of more than $14 million 1 Fiscal 2025 net sales of $342.3 million Fort Worth, Texas, Sept. 11, 2025 – Farmer Brothers Coffee Co. (NASDAQ: FARM), a leading roaster, wholesaler and distributor of coffee, tea and allied products, announced ...