Blog: FOX FACTORY HOLDING CORP : Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K) – Marketscreener.com

Item 2.02. Results of Operations and Financial Condition.


On August 4, 2022, management of Fox Factory Holding Corp. (the "Company") held
a conference call relating to financial results for the second quarter ended
July 1, 2022, as well as Company developments. A replay of the conference call
is available on the Company's website in the Investor Relations section of the
Company's website at http://www.ridefox.com. The text of the transcript of the
conference call is furnished as Exhibit 99.1 hereto and is hereby incorporated
herein by reference.

During the conference call, as reflected in the transcript of such call attached
as Exhibit 99.1 hereto, management of the Company referenced the following
non-Generally Accepted Accounting Principles ("GAAP") financial measures:
"non-GAAP adjusted gross margin," "non-GAAP operating expense," "non-GAAP
adjusted net income," "non-GAAP adjusted earnings per diluted share," "adjusted
EBITDA," and "adjusted EBITDA margin." The Company defines non-GAAP adjusted
gross profit as gross profit margin adjusted for certain strategic
transformation costs, and non-GAAP adjusted gross margin as non-GAAP adjusted
gross profit divided by sales. The Company defines non-GAAP operating expense as
operating expense adjusted for amortization of purchased intangibles, patent
litigation-related expenses, acquisition and integration-related expenses, and
strategic transformation costs. The Company defines non-GAAP adjusted net income
as net income adjusted for amortization of purchased intangibles, patent
litigation-related expenses, acquisition and integration-related expenses, and
strategic transformation costs, all net of applicable tax. These adjustments are
more fully described in the tables included under "Non-GAAP Financial Measures"
in the press release attached as Exhibit 99.2 hereto and incorporated herein by
reference. Non-GAAP adjusted earnings per diluted share is defined as non-GAAP
adjusted net income divided by the weighted average number of diluted shares of
common stock outstanding during the period. The Company defines adjusted EBITDA
as net income adjusted for interest expense, net other expense, income taxes,
amortization of purchased intangibles, depreciation, stock-based compensation,
patent litigation-related expenses, acquisition and integration-related
expenses, and strategic transformation costs that are more fully described in
the tables included under "Non-GAAP Financial Measures" in the press release
attached as Exhibit 99.2 hereto and incorporated herein by reference. Adjusted
EBITDA margin is defined as adjusted EBITDA divided by sales.

The Company includes these non-GAAP financial measures because it believes they
allow investors to understand and evaluate the Company's core operating
performance and trends. In particular, the exclusion of certain items in
calculating non-GAAP operating expense, non-GAAP adjusted net income and
adjusted EBITDA (and accordingly, non-GAAP adjusted earnings per diluted share
and adjusted EBITDA margin) can provide a useful measure for period-to-period
comparisons of the Company's core business. These non-GAAP financial measures
have limitations as analytical tools, including the fact that such non-GAAP
financial measures may not be comparable to similarly titled measures presented
by other companies because other companies may calculate non-GAAP operating
expense, non-GAAP adjusted net income, non-GAAP adjusted earnings per diluted
share, adjusted EBITDA and adjusted EBITDA margin differently than the Company
does. For more information regarding these non-GAAP financial measures, see the
tables included under "Non-GAAP Financial Measures" in the press release
attached as Exhibit 99.2 hereto and incorporated herein by reference for the
reconciliations of these non-GAAP financial measures to their respective nearest
comparable GAAP measures.


Item 7.01 Regulation FD Disclosure.


The information set forth in Item 2.02 of this Current Report on Form 8-K is
incorporated by reference into this Item 7.01. The information contained in this
Current Report, including in Item 2.02, Item 7.01, Exhibit 99.1 and Exhibit
99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by
reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in
such a filing.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits

                                                                              Incorporated by Reference
                                                                                                                        Filed or
                                                                                                                        Furnished
  Exhibit Number                    Description                      Form         File No.         Filing Date          Herewith
       99.1        Earnings Call Transcript dated August 4, 2022                                                            X
       99.2        Press Release dated August 4, 2022                 8-K        001-36040        August 5, 2022
       104         Cover Page Interactive Data File (embedded
                   with the Inline XBRL document)


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