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0000874396FALSE00008743962025-11-062025-11-06

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): November 6, 2025
__________________________
Lifetime Brands, Inc.
(Exact Name of Registrant as Specified in Its Charter)
__________________________
Delaware 0-19254 11-2682486
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1000 Stewart Avenue, Garden City, New York 11530
(Address of Principal Executive Offices) (Zip Code)
516-683-6000
(Registrant’s Telephone Number, Including Area Code)
N/A
(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 (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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 LCUT The Nasdaq Global Select Market
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  ☐
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.  ☐





Item 2.02 Results of Operations and Financial Condition.
On November 6, 2025, Lifetime Brands, Inc. (the “Company”) issued a press release announcing the Company’s results for the third quarter ended September 30, 2025. A copy of the Company’s press release is furnished as Exhibit 99.1 to this report and is incorporated by reference into this Item 2.02.
The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Item 9.01. Financial Statements and Exhibits.
(d)    Exhibits

Exhibit Index
Exhibit No.
99.1
104 Cover Page Interactive Data File (formatted in 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.
Lifetime Brands, Inc.
Date: November 6, 2025
By: /s/ Laurence Winoker
Laurence Winoker
Executive Vice President, Treasurer and
Chief Financial Officer


EX-99.1 2 ex99111062025.htm EX-99.1 Document


Exhibit 99.1
g789074g0807061801219a01a.jpg
Lifetime Brands, Inc. Reports Third Quarter 2025 Financial Results
Strong Cost Controls and Project Concord Aiding Performance
Company Well Positioned to Capitalize on Industry Dislocation
GARDEN CITY, NY, November 6, 2025 – Lifetime Brands, Inc. (NasdaqGS: LCUT), a leading global designer, developer and marketer of a broad range of branded consumer products used in the home, today reported its financial results for the quarter ended September 30, 2025.
Rob Kay, Lifetime's Chief Executive Officer, commented, “While the current tariff environment has created near-term volatility, Lifetime has navigated challenges like this before, and our actions are positioning us to emerge stronger. With a fully implemented tariff-mitigation strategy, disciplined cost management, and the benefits of Project Concord, we’ve demonstrated our ability to adapt and execute. Periods of disruption often create opportunity, and we are seeing that play out today. Many in our industry are under pressure, and we are in the right position: financially, operationally, and strategically to capitalize on those dynamics. We continue to evaluate M&A opportunities that could further strengthen our market share and long-term competitive positioning. As the broader market stabilizes, we expect the progress we’ve made this year to translate into stronger performance, greater resilience, and renewed growth momentum ahead.”
Third Quarter Financial Results:
Consolidated net sales for the three months ended September 30, 2025 were $171.9 million, representing a decrease of $11.9 million, or 6.5%, as compared to net sales of $183.8 million for the corresponding period in 2024. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2025 average rates to 2024 local currency amounts, consolidated net sales decreased by $12.5 million, or 6.8%, as compared to consolidated net sales in the corresponding period in 2024. A table reconciling this non-GAAP financial measure to consolidated net sales, as reported, is included below.
Gross margin for the three months ended September 30, 2025 was $60.4 million, or 35.1%, as compared to $67.4 million, or 36.7%, for the corresponding period in 2024.
Selling, general and administrative expenses for the three months ended September 30, 2025 were $35.5 million, a decrease of $3.3 million, or 8.5%, as compared to $38.8 million for the corresponding period in 2024.
Income from operations was $6.7 million, as compared to income from operations of $8.6 million for the corresponding period in 2024.
Adjusted income from operations(1) was $11.5 million, as compared to $13.2 million for the corresponding period in 2024.
Net loss was $(1.2) million, or $(0.05) per diluted share, as compared to net income of $0.3 million, or $0.02 per diluted share, in the corresponding period in 2024.
Adjusted net income(1) was $2.5 million, or $0.11 per diluted share, as compared to $4.5 million, or $0.21 per diluted share, in the corresponding period in 2024.
Nine Months Financial Results:
Consolidated net sales for the nine months ended September 30, 2025 were $443.9 million, a decrease of $23.8 million, or 5.1%, as compared to net sales of $467.7 million for the corresponding period in 2024. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2025 average rates to 2024 local currency amounts, consolidated net sales decreased by $24.9 million, or 5.3%, as compared to consolidated net sales in the corresponding period in 2024.
1


A table reconciling this non-GAAP financial measure to consolidated net sales, as reported, is included below.
Gross margin for the nine months ended September 30, 2025 was $161.9 million, or 36.5%, as compared to $179.5 million, or 38.4%, for the corresponding period in 2024.
Selling, general and administrative expenses for the nine months ended September 30, 2025 were $104.5 million, a decrease of $12.1 million, or 10.4%, as compared to $116.6 million for the corresponding period in 2024. Selling, general and administrative expenses for the current period includes a net legal settlement gain of $6.4 million.
Loss from operations was $(29.4) million, as compared to income from operations of $11.6 million for the corresponding period in 2024. Loss from operations for the current period includes a non-cash goodwill impairment charge of $33.2 million related to the U.S. segment. The charge was recognized following the completion of an interim goodwill impairment test performed during the second quarter of 2025. Subsequent to this impairment, the Company's goodwill balance is zero and therefore we expect in the future a more consistent alignment between GAAP accounting earnings and non-GAAP adjusted earnings.
Adjusted income from operations(1) was $11.5 million, as compared to $24.5 million for the corresponding period in 2024.
Net loss was $(45.1) million, or $(2.08) per diluted share, as compared to net loss of $(24.1) million, or $(1.12) per diluted share, in the corresponding period in 2024. Net loss for the current period includes a non-cash goodwill impairment charge of $33.2 million. Net loss for the prior period includes a non-cash charge of $14.2 million due to the Company's loss of significant influence in its equity investment in Grupo Vasconia.
Adjusted net loss(1) was $(5.4) million, or $(0.25) per diluted share, as compared to adjusted net income(1) of $0.7 million, or $0.03 per diluted share, in the corresponding period in 2024.
Adjusted EBITDA(1) was $47.2 million for the trailing twelve months ended September 30, 2025.
Liquidity as of September 30, 2025 was $50.9 million, consisting of $12.1 million of cash and cash equivalents, $25.2 million of availability under the ABL Agreement, limited by the Term Loan financial covenant, and $13.6 million of available funding under the Receivables Purchase Agreement.
(1) A table reconciling this non-GAAP financial measure to its most comparable GAAP financial measure, as reported, is included below.
Outlook
Given ongoing uncertainty surrounding tariffs and related trade dynamics, the Company will continue to refrain from issuing formal financial guidance for 2025. Nonetheless, management believes Project Concord is advancing as planned, positioning the International segment for enhanced efficiency, stronger margins, and improved long-term performance.
Dividend
On November 4, 2025, the Company's Board of Directors declared a quarterly dividend of $0.0425 per share of common stock payable on February 13, 2026 to stockholders of record on January 30, 2026.
Conference Call
The Company has scheduled a conference call for Thursday, November 6, 2025 at 11:00 a.m. (Eastern Time). The dial-in number for the conference call is 1-844-826-3035 (U.S.) or 1-412-317-5195 (International).
In addition, a live webcast of the conference call will be accessible through:
https://viavid.webcasts.com/starthere.jsp?ei=1739320&tp_key=782c76078e
For those who cannot listen to the live broadcast, an audio replay of the webcast will be available on the Company’s investor relations website at https://lifetimebrands.gcs-web.com/ or via telephone replay by dialing 1-844-512-2921 (USA) or 1-412-317-6671 (International) and entering access code 10203990. The replay of the webcast will be available for one year.

2


Non-GAAP Financial Measures
This earnings release contains non-GAAP financial measures, including constant currency net sales, adjusted income from operations, adjusted net income (loss), adjusted diluted income (loss) per common share, adjusted EBITDA. A non-GAAP financial measure is a numerical measure of a company’s historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statements of income, balance sheets, or statements of cash flows of a company; or, includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. These non-GAAP financial measures are provided because the Company's management uses these financial measures in evaluating the Company’s on-going financial results and trends, and management believes that exclusion of certain items allows for more accurate period-to-period comparison of the Company’s operating performance by investors and analysts. Management uses these non-GAAP financial measures as indicators of business performance. These non-GAAP financial measures should be viewed as a supplement to, and not a substitute for, GAAP financial measures of performance. As required by SEC rules, the Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
Forward-Looking Statements
In this press release, the use of the words “advance,” “believe,” “continue,” “could,” “deliver,” “drive,” “enable,” “expect,” “gain,” “goal,” “grow,” “intend,” “maintain,” “manage,” “may,” “outlook,” “plan,” “positioned,” “project,” “projected,” “should,” “take,” “target,” “unlock,” “will,” “would”, or similar expressions is intended to identify forward-looking statements. Such statements include all statements regarding the growth of the Company, the Company’s financial guidance, the Company’s ability to navigate the current environment and advance the Company’s strategy, the Company’s commitment to increasing investments in future growth initiatives, the Company’s initiatives to create value, the Company’s efforts to mitigate geopolitical factors and tariffs, the Company’s current and projected financial and operating performance, results, and profitability and all guidance related thereto, including forecasted exchange rates and effective tax rates, as well as the Company’s continued growth and success, future plans and intentions regarding the Company and its consolidated subsidiaries. Such statements represent the Company’s current judgments, estimates, and assumptions about possible future events. The Company believes these judgments, estimates, and assumptions are reasonable, but these statements are not guarantees of any events or financial or operational results, and actual results may differ materially due to a variety of important factors. Such factors might include, among others, the Company’s ability to comply with the requirements of its credit agreements; the availability of funding under such credit agreements; the Company’s ability to maintain adequate liquidity and financing sources and an appropriate level of debt, as well as to deleverage its balance sheet; seasonality of the Company's cash flows; the possibility of impairments to the Company’s goodwill; the possibility of impairments to the Company’s intangible assets; the highly seasonal nature of the Company’s business; the Company’s ability to drive future growth and profitability from its European operations; changes in U.S. or foreign trade or tax law and policy; changes in general economic conditions that could impact the Company’s customers and affect customer purchasing practices or consumer spending; customer ordering behavior; the performance of the Company’s newer products; expenses and other challenges relating to the integration of any future acquisitions; changes in demand for the Company’s products; changes in the Company’s management team; the significant influence of the Company’s largest stockholder; fluctuations in foreign exchange rates; changes in U.S. trade policy or the trade policies of nations in which the Company or the Company’s suppliers do business; shortages of and price volatility for certain commodities; global health epidemic; social unrest, including related protests and disturbances; the emergence, continuation and consequences of geopolitical conditions, including political instability in the U.S. and abroad, unrest and sanctions, war, conflict, including the ongoing conflicts between Russia and the Ukraine, conflicts in the Middle East, and increasing tensions between China and Taiwan; legislative and regulatory risks, including those relating to the recent enactment of the One Big Beautiful Bill Act and the impact of a continued shutdown of the U.S. government; macro-economic challenges, including labor disputes, depreciation of the U.S. dollar, volatility in the capital markets, inflationary impacts and disruptions to the global supply chain; dependence on third-party manufacturers; increase in supply chain costs, including raw materials, sourcing, transportation and energy; the imposition of duties and tariffs and other trade barriers and retaliatory countermeasures and/or economic sanctions implemented by the U.S. and other governments; impact of tariffs and trade policies, particularly with respect to China; the Company’s ability to successfully integrate acquired businesses; the Company’s expectations regarding customer purchasing practices and the future level of demand for the Company’s products; the Company’s ability to execute on the goals and strategies set forth in the Company’s Project Concord plan; and significant changes in the competitive environment and the effect of competition on the Company’s markets, including on the Company’s pricing policies, financing sources and ability to maintain an appropriate level of debt. The Company undertakes no obligation to update these forward-looking statements other than as required by law.
Lifetime Brands, Inc.
Lifetime Brands is a leading global designer, developer and marketer of a broad range of branded consumer products used in the home.
3


The Company markets its products under well-known kitchenware brands, including Farberware®, KitchenAid®, Sabatier®, Amco Houseworks®, Chef’n® Chicago™ Metallic, Copco®, Fred® & Friends, Houdini™, KitchenCraft®, Kamenstein®, La Cafetière®, MasterClass®, Misto®, Swing-A-Way®, Taylor® Kitchen, Rabbit®, and Dolly®; respected tableware and giftware brands, including Mikasa®, Pfaltzgraff®, Fitz and Floyd®, Empire Silver™, Gorham®, International® Silver, Towle® Silversmiths, Wallace®, Wilton Armetale®, V&A®, Royal Botanic Gardens Kew®, Year & Day®, Dolly®, Royal Leerdam®, and ONIS®; and valued home solutions brands, including BUILT NY®, S’well®, Taylor® Bath, Taylor® Kitchen, Taylor® Weather, Planet Box®, and Dolly®. The Company also provides exclusive private label products to leading retailers worldwide.
The Company’s corporate website is www.lifetimebrands.com.
Contacts:
Lifetime Brands, Inc.
Laurence Winoker, Chief Financial Officer
516-203-3590
investor.relations@lifetimebrands.com
or
MZ North America
Shannon Devine
Main: 203-741-8811
LCUT@mzgroup.us

4


LIFETIME BRANDS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands—except per share data)
(unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
  2025 2024 2025 2024
Net sales $ 171,912  $ 183,837  $ 443,859  $ 467,745 
Cost of sales 111,488  116,420  281,959  288,231 
Gross margin 60,424  67,417  161,900  179,514 
Distribution expenses 17,939  20,034  53,323  51,267 
Selling, general and administrative expenses 35,488  38,770  104,451  116,637 
Goodwill impairment —  —  33,237  — 
Restructuring expenses 304  —  304  — 
Income (loss) from operations
6,693  8,613  (29,415) 11,610 
Interest expense (5,013) (5,834) (14,982) (16,605)
Mark to market loss on interest rate derivatives
(8) (928) (755) (1,184)
Loss on equity securities —  —  —  (14,152)
Income (loss) before income taxes and equity in losses
1,672  1,851  (45,152) (20,331)
Income tax (provision) benefit
(2,861) (1,507) 63  (1,660)
Equity in losses, net of taxes
—  —  —  (2,092)
NET (LOSS) INCOME
$ (1,189) $ 344  $ (45,089) $ (24,083)
BASIC (LOSS) INCOME PER COMMON SHARE
$ (0.05) $ 0.02  $ (2.08) $ (1.12)
DILUTED (LOSS) INCOME PER COMMON SHARE
$ (0.05) $ 0.02  $ (2.08) $ (1.12)

5


LIFETIME BRANDS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands—except share data)
September 30,
2025
December 31,
2024
(unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 12,125  $ 2,929 
Accounts receivable, less allowances of $15,636 at September 30, 2025 and $14,093 at December 31, 2024
127,827  156,743 
Inventory 221,185  202,408 
Prepaid expenses and other current assets 11,616  11,488 
Income taxes receivable 2,215  — 
TOTAL CURRENT ASSETS 374,968  373,568 
PROPERTY AND EQUIPMENT, net 15,270  15,049 
OPERATING LEASE RIGHT-OF-USE ASSETS 51,777  59,571 
INTANGIBLE ASSETS, net 137,271  183,527 
OTHER ASSETS 1,838  2,595 
TOTAL ASSETS $ 581,124  $ 634,310 
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Current maturity of term loan $ 4,987  $ 4,891 
Accounts payable 49,786  60,029 
Accrued expenses 67,495  70,848 
Income taxes payable —  830 
Current portion of operating lease liabilities 16,277  15,145 
TOTAL CURRENT LIABILITIES 138,545  151,743 
OTHER LONG-TERM LIABILITIES 15,720  15,955 
INCOME TAXES PAYABLE, LONG-TERM 706  706 
OPERATING LEASE LIABILITIES 46,154  56,740 
DEFERRED INCOME TAXES 5,747  5,601 
REVOLVING CREDIT FACILITY 62,411  42,693 
TERM LOAN 127,196  130,949 
STOCKHOLDERS’ EQUITY
Preferred stock, $1.00 par value, shares authorized: 100 shares of Series A and 2,000,000 shares of Series B; none issued and outstanding
—  — 
Common stock, $0.01 par value, shares authorized: 50,000,000 at September 30, 2025 and December 31, 2024; shares issued and outstanding: 22,657,435 at September 30, 2025 and 22,155,735 at December 31, 2024
227  222 
Paid-in capital 283,248  280,566 
Accumulated deficit
(80,610) (32,550)
Accumulated other comprehensive loss
(18,220) (18,315)
TOTAL STOCKHOLDERS’ EQUITY 184,645  229,923 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 581,124  $ 634,310 

6


LIFETIME BRANDS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
Nine Months Ended
September 30,
  2025 2024
OPERATING ACTIVITIES
Net loss
$ (45,089) $ (24,083)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization 16,533  16,241 
Goodwill impairment
33,237  — 
Amortization of financing costs 2,077  2,195 
Gain on disposition of fixed assets (94) — 
Mark to market loss on interest rate derivatives
755  1,184 
Operating leases, net (1,734) (1,476)
Provision (recovery) for doubtful accounts
1,129  (241)
Deferred income taxes —  144 
Stock compensation expense 3,100  2,886 
Equity in losses, net of taxes
—  2,092 
Loss on equity securities —  14,152 
Changes in operating assets and liabilities
Accounts receivable 29,010  13,859 
Inventory (15,912) (44,821)
Prepaid expenses, other current assets and other assets (224) 2,929 
Accounts payable, accrued expenses and other liabilities (15,843) 16,759 
Income taxes receivable (2,215) (2,894)
Income taxes payable (860) (663)
 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
3,870  (1,737)
INVESTING ACTIVITIES
Purchases of property and equipment (3,221) (1,604)
Net proceeds from sale of property
94  — 
NET CASH USED IN INVESTING ACTIVITIES
(3,127) (1,604)
FINANCING ACTIVITIES
Proceeds from revolving credit facility 236,941  180,725 
Repayments of revolving credit facility (219,726) (177,984)
Repayments of term loan (5,625) (5,625)
Payments for finance lease obligations (33) (22)
Payments of tax withholding for stock based compensation (416) (1,083)
Cash dividends paid (2,858) (2,893)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
8,283  (6,882)
Effect of foreign exchange on cash 170  18 
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
9,196  (10,205)
Cash and cash equivalents at beginning of period 2,929  16,189 
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 12,125  $ 5,984 
7



LIFETIME BRANDS, INC.
Supplemental Information
(in thousands)
Reconciliation of GAAP to Non-GAAP Operating Results
Adjusted EBITDA for the twelve months ended September 30, 2025:
  Quarter Ended Twelve Months Ended September 30, 2025
  December 31, 2024 March 31,
2025
June 30,
2025
September 30,
2025
(in thousands)
Net income (loss) as reported
$ 8,918  $ (4,201) $ (39,699) $ (1,189) $ (36,171)
Income tax provision (benefit)
1,671  (142) (2,782) 2,861  1,608 
Interest expense 5,603  4,915  5,054  5,013  20,585 
Depreciation and amortization 6,073  5,698  5,437  5,398  22,606 
Gain on disposition of fixed assets —  —  —  (94) (94)
Mark to market (gain) loss on interest rate derivatives
(718) 527  220  37 
Goodwill impairment —  —  33,237  —  33,237 
Stock compensation expense 1,034  1,062  1,044  994  4,134 
Legal settlement gain, net(1)
—  (4,578) —  —  (4,578)
Severance expense —  —  270  —  270 
Acquisition related expenses 143  —  123  49  315 
Restructuring expenses —  —  —  304  304 
Warehouse redesign expenses(2)
249  —  139  76  464 
Pro forma adjustments(3)
4,500 
Adjusted EBITDA(4)
$ 22,973  $ 3,281  $ 3,043  $ 13,420  $ 47,217 
(1) For the twelve months ended September 30, 2025, legal settlement gain, net included a net settlement of $6.4 million, and adjusted for legal fees incurred from March 2, 2018 through March 31, 2025 of $1.8 million.
(2) For the twelve months ended September 30, 2025, the warehouse redesign expenses were related to the U.S. segment.
(3) Pro forma adjustments represent the amount of operating expense reductions projected by the Company as a result of actions taken through September 30, 2025 or expected to be taken within 18 months of September 30, 2025, net of the benefits realized during the twelve months ended September 30, 2025. These actions include cost savings initiatives for the U.S. segment related to reductions in employee expenses (i.e., including terminated employees, furloughed employees and temporary salary reductions) and costs saving for the International segment related to Project Concord.
(4) Adjusted EBITDA is a non-GAAP financial measure that is defined in the Company’s debt agreements. Adjusted EBITDA is defined as net income (loss), adjusted to exclude income tax provision (benefit), interest expense, depreciation and amortization, gain on disposition of fixed assets, mark to market (gain) loss on interest rate derivatives, goodwill impairment, stock compensation expense, legal settlement gain, net and other items detailed in the table above that are consistent with exclusions permitted by our debt agreements.






8




LIFETIME BRANDS, INC.
Supplemental Information
(in thousands—except per share data)
Reconciliation of GAAP to Non-GAAP Operating Results (continued)
Adjusted net income (loss) and adjusted diluted income (loss) per common share (in thousands -except per share data):
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Net (loss) income as reported
$ (1,189) $ 344  $ (45,089) $ (24,083)
Adjustments:
Acquisition intangible amortization expense 4,360  3,723  13,099  11,222 
Legal settlement gain, net
—  —  (6,400) — 
Acquisition related expenses
49  210  172  946 
Restructuring expenses
304  —  304  — 
Warehouse redesign expenses(1)
76  662  215  715 
Severance expense
—  —  270  — 
Mark to market loss on interest rate derivatives
928  755  1,184 
Loss on equity securities —  —  —  14,152 
Goodwill impairment —  —  33,237  — 
Income tax effect on adjustments
(1,103) (1,362) (10,278) (3,462)
Income tax provision adjustment(2)
—  —  8,309  — 
Adjusted net income (loss)(3)
$ 2,505  $ 4,505  $ (5,406) $ 674 
Adjusted diluted income (loss) per common share(4)
$ 0.11  $ 0.21  $ (0.25) $ 0.03 
(1) For the three and nine months ended September 30, 2025 and 2024, warehouse redesign expenses were related to the U.S. segment.
(2) The income tax provision adjustment is calculated using the effective tax rate for the nine months ended September 30, 2025 of 0.0% applied to the goodwill impairment adjustment. The income tax provision adjustment for the nine months ended September 30, 2025 provides important comparative analysis because the effective tax method was unusual due to timing of certain non-deductible expenses, including goodwill impairment.
(3) Adjusted net income and adjusted diluted income per common share in the three and nine months ended September 30, 2025 excludes acquisition intangible amortization expense, a legal settlement gain, net, acquisition related expenses, warehouse redesign expenses, severance expense, mark to market loss on interest rate derivatives, and goodwill impairment. The income tax effect on adjustments reflects the statutory tax rates applied on the adjustments and the income tax provision adjustment.
Adjusted net income and adjusted diluted income per common share in the three and nine months ended September 30, 2024 excludes acquisition intangible amortization expense, acquisition related expenses, warehouse redesign expenses, mark to market loss on interest rate derivatives, and loss on equity securities. The income tax effect on adjustments reflects the statutory tax rates applied on the adjustments.
(4) Adjusted diluted income (loss) per common share is calculated based on diluted weighted-average shares outstanding of 21,834 and 21,610 for the three month period ended September 30, 2025 and 2024, respectively. Adjusted diluted income (loss) per common share is calculated based on diluted weighted-average shares outstanding of 21,683 and 21,643 for the nine month period ended September 30, 2025 and 2024, respectively. The diluted weighted-average shares outstanding for the three and nine months ended September 30, 2025 include the effect of dilutive securities of 66 and zero, respectively. The diluted weighted-average shares outstanding for the three and nine months ended September 30, 2024 included the effect of dilutive securities of 48 and 189, respectively.
9



Adjusted income from operations (in thousands):
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Income (loss) from operations
$ 6,693  $ 8,613  $ (29,415) $ 11,610 
Adjustments:
Acquisition intangible amortization expense 4,360  3,723  13,099  11,222 
Legal settlement gain, net
—  —  (6,400) — 
Acquisition related expenses
49  210  172  946 
Restructuring expenses
304  —  304  — 
Warehouse redesign expenses(1)
76  662  215  715 
Severance expense
—  —  270  — 
Goodwill impairment —  —  33,237  — 
Total adjustments
4,789  4,595  40,897  12,883 
Adjusted income from operations(2)
$ 11,482  $ 13,208  $ 11,482  $ 24,493 
(1) For the three and nine months ended September 30, 2025 and 2024, warehouse redesign expenses were related to the U.S. segment.
(2) Adjusted income from operations for the three and nine months ended September 30, 2025 excludes acquisition intangible amortization expense, a legal settlement gain, net, acquisition related expenses, restructuring expenses, warehouse redesign expenses, severance expenses, and goodwill impairment. Adjusted income from operations for the three and nine months ended September 30, 2024, excludes acquisition intangible amortization expense, acquisition related expenses, and warehouse redesign expenses.
10



LIFETIME BRANDS, INC.
Supplemental Information
(in thousands)
Reconciliation of GAAP to Non-GAAP Operating Results (continued)
Constant Currency:
As Reported
Three Months Ended
September 30,
Constant Currency (1)
Three Months Ended
September 30,
Year-Over-Year
Increase (Decrease)
Net sales 2025 2024 Increase
(Decrease)
2025 2024 Increase
(Decrease)
Currency
Impact
Excluding
Currency
Including
Currency
Currency
Impact
U.S. $ 158,121  $ 170,222  $ (12,101) $ 158,121  $ 170,246  $ (12,125) $ (24) (7.1)% (7.1)% —%
International 13,791  13,615  176  13,791  14,180  (389) (565) (2.7)% 1.3% 4.0%
Total net sales $ 171,912  $ 183,837  $ (11,925) $ 171,912  $ 184,426  $ (12,514) $ (589) (6.8)% (6.5)% 0.3%
As Reported
Nine Months Ended
September 30,
Constant Currency (1)
Nine Months Ended
September 30,
Year-Over-Year
Increase (Decrease)
Net sales 2025 2024 Increase
(Decrease)
2025 2024 Increase
(Decrease)
Currency
Impact
Excluding
Currency
Including
Currency
Currency
Impact
U.S. $ 405,946  $ 431,205  $ (25,259) $ 405,946  $ 431,202  $ (25,256) $ (5.9)% (5.9)% —%
International 37,913  36,540  1,373  37,913  37,573  340  (1,033) 0.9% 3.8% 2.9%
Total net sales $ 443,859  $ 467,745  $ (23,886) $ 443,859  $ 468,775  $ (24,916) $ (1,030) (5.3)% (5.1)% 0.2%
(1) “Constant Currency” is determined by applying the 2025 average exchange rates to the prior year local currency sales amounts, with the difference between the change in “As Reported” net sales and “Constant Currency” net sales, reported in the table as “Currency Impact.” Constant currency sales growth is intended to exclude the impact of fluctuations in foreign currency exchange rates.
11