株探米国株
日本語 英語
エドガーで原本を確認する
FALSE000086878000008687802024-08-012024-08-01

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): August 1, 2024
gpe304xr1jov000001.jpg
DORMAN PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 000-18914 23-2078856
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
3400 East Walnut Street, Colmar, Pennsylvania 18915
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:  (215) 997-1800
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 Par Value DORM The NASDAQ Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Item 2.02 Results of Operation and Financial Condition



On August 1, 2024, Dorman Products, Inc. (the “Company”) issued a press release announcing its operating results for the second fiscal quarter ended June 29, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The Company will hold a conference call and webcast on August 2, 2024 (see information in the press release attached hereto as Exhibit 99.1 under “Conference Call and Webcast”).
Item 9.01    Financial Statements and Exhibits.  
(d)    Exhibits
Exhibit Number Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
DORMAN PRODUCTS, INC.
Date:
August 1, 2024 By: /s/ David M. Hession
Name: David M. Hession
Title:
Senior Vice President,
Chief Financial Officer and Treasurer

EX-99.1 2 dorm-2024629xexx991.htm EX-99.1 Document
Exhibit 99.1
gpe304xr1jov000001a.jpg

Dorman Products, Inc. Reports Second Quarter 2024 Results; Raises Full Year 2024 Earnings Guidance
Highlights (All comparisons are to the prior year period unless otherwise noted):
•Net sales of $503.0 million, up 4.7% compared to $480.6 million
•Diluted earnings per share (“EPS”) of $1.53, up 47% compared to $1.04
•Adjusted diluted EPS* of $1.67, up 65% compared to $1.01
•Generated $63 million of cash from operating activities; repaid $15 million of debt and repurchased $25 million of its shares
•Raises its full-year earnings guidance for 2024

COLMAR, PA (August 1, 2024) – Dorman Products, Inc. (the “Company” or “Dorman”) (NASDAQ: DORM), a leading supplier in the motor vehicle aftermarket industry, today announced its financial results for the second quarter ended June 29, 2024.

Kevin Olsen, Dorman’s President and Chief Executive Officer, stated, “We are pleased with our results in the second quarter, achieving a significant increase in EPS over the prior year. Net sales growth was led by our Light Duty segment with high-single digit growth driven by continuing positive industry fundamentals and our new product introductions. This growth was partially offset by declines in our Heavy Duty and Specialty Vehicle segments, which were negatively impacted by continued sector softness in those businesses.

“Given our strong results through the first six months and positive outlook for our overall business for the remainder of the year, we are raising our earnings guidance for 2024. We now expect diluted EPS to be in the range of $5.32 to $5.52 and adjusted diluted EPS* to be in the range of $6.00 to $6.20, a significant increase from our prior guidance.

“We are confident that our growth and innovation strategy, coupled with the dedication and hard work of our Contributors, will enable us to continue driving momentum for our customers and other stakeholders.”

Second Quarter Financial Results
The Company reported second quarter 2024 net sales of $503.0 million, up 4.7% compared to net sales of $480.6 million in the second quarter of 2023.

Gross profit was $199.4 million in the second quarter of 2024, or 39.6% of net sales, compared to $163.5 million, or 34.0% of net sales, for the same quarter last year. Adjusted gross margin* was 39.6% in the second quarter of 2024 compared to 35.1% in the same quarter last year.

Selling, general and administrative (“SG&A”) expenses were $126.9 million, or 25.2% of net sales, in the second quarter of 2024 compared to $108.3 million, or 22.5% of net sales, for the same quarter last year. Adjusted SG&A expenses* were $120.7 million, or 24.0% of net sales, in the second quarter of 2024, compared to $114.4 million, or 23.8% of net sales, in the same quarter last year.




Diluted EPS was $1.53 in the second quarter of 2024, up 47% compared to diluted EPS of $1.04 in the same quarter last year. Adjusted diluted EPS* was $1.67 in the second quarter of 2024, up 65% compared to adjusted diluted EPS* of $1.01 in the same quarter last year.

During the quarter, the Company generated $63 million in cash from operating activities, invested $12 million in capital expenditures, repaid $15 million in debt and returned $25 million to shareholders through stock repurchases.

Segment results were as follows:
Net Sales Segment Profit Margin
($ in millions) Q2 2024 Q2 2023 Change Q2 2024 Q2 2023 Change
Light Duty $ 385.4  $ 353.8  % 17.1  % 11.6  % 550 bps
Heavy Duty 61.2  69.1  -11  % 4.4  % 4.9  % -50 bps
Specialty Vehicle 56.4  57.7  -2  % 17.8  % 16.8  % 100 bps

2024 Guidance
The Company updates its full-year 2024 guidance, detailed in the table below, which excludes any potential impacts from future acquisitions and divestitures, supply chain disruptions, significant inflation, interest rate changes and additional share repurchases.

Updated 2024 Guidance  Prior 2024 Guidance
 Net Sales Growth vs. 2023 3% – 5% 3% – 5%
 Diluted EPS $5.32 – $5.52 $4.71 – $5.01
        Growth vs. 2023 30% – 35% 15% – 22%
 Adjusted Diluted EPS* $6.00 – $6.20 $5.40 – $5.70
         Growth vs. 2023 32% – 37% 19% – 26%
 Tax Rate Estimate 24% 24%

Conference Call and Webcast
The Company will hold a conference call and webcast for investors on Friday, August 2, 2024 beginning at 8:00 a.m. Eastern time. The conference call can be accessed by telephone at (888) 440-4182 within the U.S. or +1 (646) 960-0653 outside the U.S. When prompted, enter the conference ID number 1698878. A live audio webcast along with the accompanying presentation materials can be accessed on the Company’s website at Dorman Products, Inc. - Events. A replay of the session will be available on the Investor section of the Company’s website after the call.

About Dorman Products
Dorman gives professionals, enthusiasts and owners greater freedom to fix motor vehicles. For over 100 years, we have been driving new solutions, releasing tens of thousands of aftermarket replacement products engineered to save time and money and increase convenience and reliability.

Founded and headquartered in the United States, we are a pioneering global organization offering an always-evolving catalog of products, covering cars, trucks and specialty vehicles, from chassis to body, from underhood to undercarriage, and from hardware to complex electronics.

*Non-GAAP Measures
In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), this earnings release also contains Non-GAAP financial measures. The reasons why we believe these measures provide useful information to investors and a reconciliation of these measures to the most directly comparable GAAP measures and other information relating to these Non-GAAP measures are included in the supplemental schedules attached.




Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “should,” “likely,” “probably,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “views,” “estimates” and similar expressions are used to identify these forward-looking statements. Readers are cautioned not to place undue reliance on those forward-looking statements, which speak only as of the date such statements were made. Such forward-looking statements are based on current expectations that involve known and unknown risks, uncertainties and other factors (many of which are outside of our control). Such risks, uncertainties and other factors relate to, among other things: competition in and the evolution of the motor vehicle aftermarket industry; changes in our relationships with, or the loss of, any customers or suppliers; our ability to develop, market and sell new and existing products; our ability to anticipate and meet customer demand; our ability to purchase necessary materials from our suppliers and the impacts of any related logistics constraints; widespread public health pandemics; political and regulatory matters, such as changes in trade policy, the imposition of tariffs and climate regulation; our ability to protect our information security systems and defend against cyberattacks; our ability to protect our intellectual property and defend against any claims of infringement; and financial and economic factors, such as our level of indebtedness, fluctuations in interest rates and inflation. More information on these risks and other potential factors that could affect the Company’s business, reputation, results of operations, financial condition, and stock price is included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. The Company is under no obligation to, and expressly disclaims any such obligation to, update any of the information in this document, including but not limited to any situation where any forward-looking statement later turns out to be inaccurate whether as a result of new information, future events or otherwise.

Investor Relations Contact
Alex Whitelam, VP, Investor Relations & Risk Management
awhitelam@dormanproducts.com
(445) 448-9522

Visit our website at www.dormanproducts.com. The Investor Relations section of the website contains a significant amount of information about Dorman, including financial and other information for investors. Dorman encourages investors to visit its website periodically to view new and updated information.




DORMAN PRODUCTS, INC.
Consolidated Statements of Operations
(in thousands, except per-share amounts)

Three Months Ended Three Months Ended
(unaudited) 6/29/24 Pct.* 7/1/23 Pct. *
Net sales $ 502,951  100.0  $ 480,568  100.0 
Cost of goods sold 303,550  60.4  317,062  66.0 
Gross profit 199,401  39.6  163,506  34.0 
Selling, general and administrative expenses 126,949  25.2  108,308  22.5 
Income from operations 72,452  14.4  55,198  11.5 
Interest expense, net 10,202  2.0  12,565  2.6 
Other (income) expense, net (136) (0.0) (396) (0.1)
Income before income taxes 62,386  12.4  43,029  9.0 
Provision for income taxes 14,976  3.0  10,259  2.1 
Net income $ 47,410  9.4  $ 32,770  6.8 
Diluted earnings per share $ 1.53  $ 1.04 
Weighted average diluted shares outstanding 31,071 31,528
Six Months Ended Six Months Ended
(unaudited) 6/29/24 Pct.* 7/1/23 Pct. *
Net sales $ 971,652  100.0  $ 947,306  100.0 
Cost of goods sold 590,805  60.8  639,323  67.5 
Gross profit 380,847  39.2  307,983  32.5 
Selling, general and administrative expenses 253,957  26.1  234,671  24.8 
Income from operations 126,890  13.1  73,312  7.7 
Interest expense, net 20,807  2.1  24,518  2.6 
Other income, net (96) (0.0) (753) (0.1)
Income before income taxes 106,179  10.9  49,547  5.2 
Provision for income taxes 25,941  2.7  11,094  1.2 
Net income $ 80,238  8.3  $ 38,453  4.1 
Diluted earnings per share $ 2.58  $ 1.22 
Weighted average diluted shares outstanding 31,160 31,533
* Percentage of sales. Data may not add due to rounding.


DORMAN PRODUCTS, INC.
Consolidated Balance Sheets
(in thousands, except share data)

(unaudited) 6/29/24 12/31/23
Assets
Current assets:
Cash and cash equivalents $ 47,467  $ 36,814 
Accounts receivable, less allowance for doubtful accounts of $1,583 and $3,518 526,183  526,867 
Inventories 620,371  637,375 
Prepaids and other current assets 39,014  32,653 
Total current assets 1,233,035  1,233,709 
Property, plant and equipment, net 165,766  160,113 
Operating lease right-of-use assets 102,461  103,476 
Goodwill 443,020  443,889 
Intangible assets, net 290,277  301,556 
Other assets 51,156  49,664 
Total assets $ 2,285,715  $ 2,292,407 
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable $ 164,657  $ 176,664 
Accrued compensation 22,266  23,971 
Accrued customer rebates and returns 203,681  204,495 
Revolving credit facility 69,460  92,760 
Current portion of long-term debt 15,625  15,625 
Other accrued liabilities 38,430  33,636 
Total current liabilities 514,119  547,151 
Long-term debt 461,188  467,239 
Long-term operating lease liabilities 89,606  91,262 
Other long-term liabilities 10,165  9,627 
Deferred tax liabilities, net 9,317  8,925 
Commitments and contingencies
Shareholders’ equity:
Common stock, $0.01 par value; 50,000,000 shares authorized; 30,765,672 and 31,299,770 shares issued and outstanding in 2024 and 2023, respectively 308  313 
Additional paid-in capital 106,714  101,045 
Retained earnings 1,098,506  1,069,435 
Accumulated other comprehensive loss (4,208) (2,590)
Total shareholders’ equity 1,201,320  1,168,203 
Total liabilities and shareholders' equity $ 2,285,715  $ 2,292,407 
Selected Cash Flow Information (unaudited):
Three Months Ended Six Months Ended
(in thousands) 6/29/24 7/1/23 6/29/24 7/1/23
Cash provided by operating activities $ 63,349  $ 66,676  $ 115,329  $ 92,886 
Depreciation, amortization and accretion $ 14,352  $ 13,429  $ 28,203  $ 26,969 
Capital expenditures $ 11,935  $ 12,732  $ 22,690  $ 23,269 


DORMAN PRODUCTS, INC.
Non-GAAP Financial Measures
(in thousands, except per-share amounts)
Our financial results include certain financial measures not derived in accordance with generally accepted accounting principles (GAAP). Non-GAAP financial measures should not be used as a substitute for GAAP measures, or considered in isolation, for the purpose of analyzing our operating performance, financial position or cash flows. Additionally, these non-GAAP measures may not be comparable to similarly titled measures reported by other companies. However, we have presented these non-GAAP financial measures because we believe this presentation, when reconciled to the corresponding GAAP measure, provides useful information to investors by offering additional ways of viewing our results, profitability trends, and underlying growth relative to prior and future periods and to our peers. Management uses these non-GAAP financial measures in making financial, operating, and planning decisions and in evaluating our performance. Non-GAAP financial measures may reflect adjustments for charges such as fair value adjustments, amortization, transaction costs, severance, accelerated depreciation, and other similar expenses related to acquisitions as well as other items that we believe are not related to our ongoing performance.
Adjusted Net Income:
Three Months Ended Six Months Ended
(unaudited) 6/29/24* 7/1/23* 6/29/24* 7/1/23*
Net income (GAAP) $ 47,410  $ 32,770  $ 80,238  $ 38,453 
Pretax acquisition-related intangible assets amortization [1] 5,481  5,418  10,965  10,851 
Pretax acquisition-related transaction and other costs [2] 448  5,866  931  14,415 
Pretax executive transition services expense [3] —  22  —  1,801 
Pretax fair value adjustment to contingent consideration [4] —  (12,400) —  (12,400)
Pretax reduction in workforce costs [5] 282  —  4,850  — 
Tax adjustment (related to above items) [6] (1,644) 201  (4,161) (3,677)
Adjusted net income (Non-GAAP) $ 51,977  $ 31,877  $ 92,823  $ 49,443 
Diluted earnings per share (GAAP) $ 1.53  $ 1.04  $ 2.58  $ 1.22 
Pretax acquisition-related intangible assets amortization [1] 0.18  0.17  0.35  0.34 
Pretax acquisition-related transaction and other costs [2] 0.01  0.19  0.03  0.46 
Pretax executive transition services expense [3] —  0.00  —  0.06 
Pretax fair value adjustment to contingent consideration [4] —  (0.39) —  (0.39)
Pretax reduction in workforce costs [5] 0.01  —  0.16  — 
Tax adjustment (related to above items) [6] (0.05) 0.01  (0.13) (0.12)
Adjusted diluted earnings per share (Non-GAAP) $ 1.67  $ 1.01  $ 2.98  $ 1.57 
Weighted average diluted shares outstanding 31,071 31,528 31,160 31,533
* Amounts may not add due to rounding.
See accompanying notes at the end of this supplemental schedule.


DORMAN PRODUCTS, INC.
Non-GAAP Financial Measures
(in thousands, except per-share amounts)
Adjusted Gross Profit:
Three Months Ended Three Months Ended
(unaudited) 6/29/24 Pct.** 7/1/23 Pct.**
Gross profit (GAAP) $ 199,401  39.6  $ 163,506  34.0 
Pretax acquisition-related transaction and other costs [2] 0.0 4,971  1.0 
Adjusted gross profit (Non-GAAP) $ 199,403  39.6  $ 168,477  35.1 
Net sales $ 502,951  $ 480,568 
Six Months Ended Six Months Ended
(unaudited) 6/29/24 Pct.** 7/1/23 Pct.**
Gross profit (GAAP) $ 380,847  39.2  $ 307,983  32.5 
Pretax acquisition-related transaction and other costs [2] 10  0.0 11,800  1.2 
Adjusted gross profit (Non-GAAP) $ 380,857  39.2  $ 319,783  33.8 
Net sales $ 971,652  $ 947,306 


DORMAN PRODUCTS, INC.
Non-GAAP Financial Measures
(in thousands, except per-share amounts)
Adjusted SG&A Expenses:
Three Months Ended Three Months Ended
(unaudited) 6/29/24 Pct.** 7/1/23 Pct.**
SG&A expenses (GAAP) $ 126,949  25.2  $ 108,308  22.5 
Pretax acquisition-related intangible assets amortization [1] (5,481) (1.1) (5,418) (1.1)
Pretax acquisition-related transaction and other costs [2] (446) (0.1) (896) (0.2)
Pretax executive transition services expense [3] —  —  (22) (0.0)
Pretax fair value adjustment to contingent consideration [4] —  —  12,400  2.6 
Pretax reduction in workforce costs [5] (282) (0.1) —  — 
Adjusted SG&A expenses (Non-GAAP) $ 120,740  24.0  $ 114,372  23.8 
Net sales $ 502,951  $ 480,568 
Six Months Ended Six Months Ended
(unaudited) 6/29/24 Pct.** 7/1/23 Pct.**
SG&A expenses (GAAP) $ 253,957  26.1  $ 234,671  24.8 
Pretax acquisition-related intangible assets amortization [1] (10,965) (1.1) (10,851) (1.1)
Pretax acquisition-related transaction and other costs [2] (921) (0.1) (2,615) (0.3)
Executive transition services expense [3] —  —  (1,801) (0.2)
Pretax fair value adjustment to contingent consideration [4] —  —  12,400  1.3 
Pretax reduction in workforce costs [5] (4,850) (0.5) —  — 
Adjusted SG&A expenses (Non-GAAP) $ 237,221  24.4  $ 231,804  24.5 
Net sales $ 971,652  $ 947,306 
* *Percentage of sales. Data may not add due to rounding.
[1] – Pretax acquisition-related intangible asset amortization results from allocating the purchase price of acquisitions to the acquired tangible and intangible assets of the acquired business and recognizing the cost of the intangible asset over the period of benefit. Such costs were $5.5 million pretax (or $4.1 million after tax) during the three months ended June 29, 2024 and $11.0 million pretax (or $8.2 million after tax) during the six months ended June 29, 2024. Such costs were $5.4 million pretax (or $4.0 million after tax) during the three months ended July 1, 2023 and $10.9 million pretax (or $8.1 million after tax) during the six months ended July 1, 2023.
[2] – Pretax acquisition-related transaction and other costs include costs incurred to complete and integrate acquisitions, accretion on contingent consideration obligations, inventory fair value adjustments and facility consolidation and start-up expenses. During both the three and six months ended June 29, 2024, we incurred charges included in cost of goods sold for integration costs of $0.0 million pretax (or $0.0 million after tax). During the three and six months ended June 29, 2024, we incurred charges included in selling, general and administrative expenses to complete and integrate acquisitions of $0.4 million pretax (or $0.3 million after tax) and $0.9 million pretax (or $0.7 million after tax), respectively.
During the three and six months ended July 1, 2023, we incurred charges included in cost of goods sold for integration costs, other facility consolidation expenses and inventory fair value adjustments of $5.0 million pretax (or $3.8 million after tax) and $11.8 million pretax (or $8.9 million after tax), respectively. During the three and six months ended July 1, 2023, we incurred charges included in selling, general and administrative expenses to complete and integrate acquisitions, accretion on contingent consideration obligations and facility consolidation and start-up expenses of $0.9 million pretax (or $0.7 million after tax) and $2.6 million pretax (or $2.0 million after tax), respectively.


DORMAN PRODUCTS, INC.
Non-GAAP Financial Measures
(in thousands, except per-share amounts)
[3] – Pretax executive transition service expenses represents an accrual for costs required to be paid under an agreement in connection with the planned transition of our Executive Chairman to Non-Executive Chairman, and other professional services rendered in connection with the execution of the agreement. The expense was $1.8 million pretax (or $1.4 million after tax) during the six months ended July 1, 2023.
[4] – Fair value adjustments to contingent consideration represents the change to our estimates of ultimate earnout payment amounts for a previously completed acquisition based on projections of financial performance compared to the target amounts defined in the purchase agreement and totaled $12.4 million pretax (or $9.4 million after tax) during the three and six months ended July 1, 2023.
[5] – Pretax reduction in workforce costs represents costs incurred in connection with our planned workforce reduction including severance and other payroll-related costs insurance continuation costs, modifications of share-based compensation awards, and other costs directly attributable to the action. During the three and six months ended June 29, 2024, the expense was $0.3 million pretax (or $0.2 million after tax) and $4.9 million pretax (or $3.7 million after tax), respectively.
[6] – Tax adjustments represent the aggregate tax effect of all non-GAAP adjustments reflected in the table above and totaled $(1.6) million and $(4.2) million during the three and six months ended June 29, 2024, respectively, and $0.2 million and $(3.7) million during the three and six months ended July 1, 2023, respectively. Such items are estimated by applying our statutory tax rate to the pretax amount, or an actual tax amount for discrete items.


DORMAN PRODUCTS, INC.
Non-GAAP Financial Measures
(in thousands, except per-share amounts)

2024 Guidance:

The Company provides the following updated guidance ranges related to their fiscal 2024 outlook:
Year Ending 12/31/2024
(unaudited) Low End* High End*
Diluted earnings per share (GAAP) $ 5.32  $ 5.52 
Pretax acquisition-related intangible assets amortization 0.70  0.70 
Pretax acquisition transaction and other costs 0.05  0.05 
Pretax reduction in workforce costs 0.15  0.15 
Tax adjustment (related to above items) (0.22) (0.22)
Adjusted diluted earnings per share (Non-GAAP) $ 6.00  $ 6.20 
Weighted average diluted shares outstanding 31,100 31,100
*Data may not add due to rounding.