株探米国株
日本語 英語
エドガーで原本を確認する
false 0001113809 0001113809 2025-12-04 2025-12-04
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): December 4, 2025
 
Build-A-Bear Workshop, Inc.
-------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
---------------------------
(State or Other Jurisdiction
of Incorporation)
001-32320
-------------------
(Commission
File Number)
43-1883836
---------------------------
(IRS Employer
Identification No.)
 
415 South 18th St., St. Louis, Missouri
----------------------------------------------------
(Address of Principal Executive Offices)
63103
------------------
(Zip Code)
 
(314) 423-8000
------------------------------------------
(Registrant’s Telephone Number, Including Area Code)
 
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, par value $0.01 per share
BBW
New York Stock Exchange
 
 
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 December 4, 2025, Build-A-Bear Workshop, Inc. (the “Company”) issued a press release setting forth results for the Company’s 2025 fiscal quarter ended November 1, 2025.  A copy of the Company’s press release is being furnished as Exhibit 99.1 and hereby incorporated by reference.
 
 
* * * * *
 
The Company reports its financial results in accordance with generally accepted accounting principles (“GAAP”). In the press release furnished as Exhibit 99.1 hereto, the Company has supplemented the reporting of its financial information determined in accordance with GAAP with certain non-GAAP financial measures. These results are included as a complement to results provided in accordance with GAAP because management believes these non-GAAP financial measures help identify underlying trends in the Company’s business and provide useful information to both management and investors by excluding certain items that may not be indicative of the Company’s core operating results. These measures should not be considered as a substitute for or superior to GAAP results.         
 
The information furnished in, contained, or incorporated by reference into Item 2.02 above, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”), as amended, or the Exchange Act, regardless of any general incorporation language in such filing. In addition, this report (including Exhibit 99.1) shall not be deemed an admission as to the materiality of any information contained herein that is required to be disclosed solely as a requirement of Item 2.02.
 
This Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 contain certain statements that may be deemed to be “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements in this report and in such exhibit not dealing with historical results are forward-looking and are based on various assumptions. The forward-looking statements in this report and in such exhibit are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among other things: statements regarding the Company’s goals, intentions, and expectations; business plans and growth strategies; estimates of the Company’s risks and future costs and benefits; forecasted demographic and economic trends relating to the Company’s industry; and other risk factors referred to from time to time in filings made by the Company with the Securities and Exchange Commission. Forward-looking statements speak only as to the date they are made. The Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. The Company disclaims any intent or obligation to update these forward-looking statements.
 
2
 
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits
 
 
Exhibit
Number
Description of Exhibit
   
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.
 
BUILD-A-BEAR WORKSHOP, INC.
Date: December 4, 2025
By:
/s/ Voin Todorovic
Name: Voin Todorovic
Title: Chief Financial Officer
 
 
3
EX-99.1 2 ex_895231.htm EXHIBIT 99.1 ex_895231.htm

Exhibit 99.1

 

bablogosm.jpg

 

BUILD-A-BEAR WORKSHOP REPORTS THIRD QUARTER FISCAL 2025 RESULTS AND REAFFIRMS ANNUAL GUIDANCE

 

 

ST. LOUIS, MO (December 4, 2025) – Build-A-Bear Workshop, Inc. (NYSE: BBW) today announced results for the third quarter of fiscal year 2025 ended November 1, 2025.

 

 

 

Total revenues were a third-quarter record $122.7 million, compared to $119.4 million, and for the first nine months, total revenues were also a record $375.3 million, compared to $346.0 million

 

Pre-tax income for the third quarter was $10.7 million, compared to $13.1 million, with an approximate $4 million tariff and related cost impact, and for the first nine months, pre-tax income was $45.7 million, compared to $39.7 million, with an approximate $5 million tariff and related cost impact

 

Third-quarter diluted earnings per share of $0.62, compared with $0.73, and nine-month diluted earnings per share of $2.73, compared with $2.20

 

Through the first nine months of fiscal 2025, the Company returned $26.1 million to shareholders through share repurchases and quarterly dividends

 

The Company reaffirms its guidance for fiscal 2025

 

 

“We are pleased to report record third-quarter and first-nine-months revenue, driven by continued strong store performance in our Direct-to-Consumer segment, and double-digit revenue growth for our Commercial segment. These achievements were further reinforced by opening over 50 net new units on a year-to-date basis, inclusive of our entry into seven additional countries. Based on this, and our continued momentum, we are reaffirming guidance for the year,” commented Sharon Price John, President and Chief Executive Officer of Build-A-Bear Workshop. “Looking ahead, we remain focused on advancing our long-term strategic initiatives, particularly the global expansion of our partner-operated model, while continuing to navigate a dynamic economic environment,” concluded Ms. John.

 

Voin Todorovic, Chief Financial Officer of Build-A-Bear Workshop, added, “The Company’s most profitable first nine months in our history underscore the durability of our evolved and diversified business model as well as the ability to execute our strategic plan. While the Company preemptively mitigated significant tariff impacts during the first half of the year, the third quarter marked the first meaningful expenses from tariffs and related costs. We expect this elevated level of impact to continue through the fourth quarter and into the next fiscal year. Nevertheless, we remain confident in our guidance, which accounts for tariff impacts and our focus on disciplined expense management."

 







 

Third Quarter Fiscal 2025 Results

(13 weeks ended November 1, 2025, compared to the 13 weeks ended November 2, 2024)

 

Total revenues were $122.7 million and increased 2.7%.

 

 

o

Net retail sales were $112.3 million and increased 2.5%.

 

o

Consolidated e-commerce demand (online orders fulfilled from either the Company’s warehouses or its stores) decreased 10.8%.

 

o

Commercial and International franchising segment revenues were a combined $10.4 million and increased 4.9%.

 

Pre-tax income was $10.7 million, or 8.7% of total revenues, compared to $13.1 million, or 11.0% of total revenues, in the prior-year quarter. The $2.4 million decline reflects approximately $4 million in tariffs and related costs. The 230-basis-point reduction in pre-tax margin reflects a 40-basis-point decrease in gross margin, driven by a decline in Retail and Commercial gross margins, primarily due to the impact of tariffs, and a 180-basis-point increase in selling, general and administration (“SG&A”) expense, from higher store-level compensation, timing of marketing expenses, and general inflationary pressures.

 

Diluted earnings per share (“EPS”) of $0.62, decreased by 15.1%, reflecting lower pre-tax income, partially offset by a lower income tax rate, and a reduction in share count.

 

Earnings before interest, taxes, depreciation and amortization (“EBITDA”) of $14.2 million, decreased by 14.6%, and represented 11.6% of total revenues.

 

Nine-Month Fiscal 2025 Results

(39 weeks ended November 1, 2025, compared to the 39 weeks ended November 2, 2024)

 

Total revenues were $375.3 million and increased 8.5%.

 

 

o

Net retail sales were $346.5 million and increased 8.0%.

 

o

Consolidated e-commerce demand (online orders fulfilled from either the Company’s warehouses or its stores) decreased 0.7%.

 

o

Commercial and International franchising segment revenues were a combined $28.8 million and increased 14.7%.

 

Pre-tax income was $45.7 million, or 12.2% of total revenues, compared to $39.7 million, or 11.5% of total revenues, in the prior year. The $6.0 million profit expansion includes approximately $5 million in tariffs and related costs. The 70-basis-point improvement in pre-tax margin reflects a 180-basis-point improvement in total gross margin driven by expansion in Retail gross margin from reduced promotional activity, leverage of fixed costs, and selective price increases, partially offset by the impact of tariffs, and a 110-basis-point increase in SG&A expense, due to higher store-level compensation, corporate costs, and general inflationary pressures.

 

Diluted EPS of $2.73, increased by 24.1%, reflecting higher pre-tax income, a lower income tax rate, and a reduction in share count.

 

EBITDA of $56.1 million, increased by 12.5%, and represented 15.0% of total revenues.

 







 

Store Activity

For the quarter, the Company had net new unit growth of 24 global experience locations, comprised of seven corporately-managed, 11 partner-operated, and six franchise locations. At the end of the third quarter, Build-A-Bear had 651 locations across its corporately-managed, partner-operated, and franchise business models. Globally, this reflects 375 corporately-managed, 168 partner-operated, and 108 franchise locations.

 

Balance Sheet

At third-quarter end, cash and cash equivalents totaled $27.7 million, a decrease of $1.2 million, or 4.2%, compared to third-quarter end last year. The Company finished the quarter with no borrowings under its revolving credit facility.

 

For the third quarter and first nine months of fiscal 2025, capital expenditures totaled $6.5 million and $12.9 million, respectively.

 

Inventory at quarter-end totaled $83.3 million, an increase of $12.5 million, or 17.7%, compared to third-quarter end last year, primarily driven by the added cost of tariffs and the pull-forward of products aligned with our tariff-mitigation plans. The Company remains comfortable with the level and composition of its inventory. 

 

 

Return of Capital to Shareholders

For the third quarter, the Company utilized $10.1 million in cash to repurchase 168,456 shares of its common stock and paid a quarterly cash dividend of $2.9 million to shareholders. For the first nine months of fiscal 2025, the Company utilized $17.4 million in cash to repurchase 336,041 shares of its common stock and paid $8.7 million in quarterly cash dividends to shareholders.

 

Since the end of the third quarter through December 3, the Company has utilized $2.1 million in cash to repurchase an additional 41,551 shares of its common stock. The Company has $69.7 million remaining under the board-authorized $100.0 million stock repurchase program adopted on September 11, 2024.

 

2025 Outlook

The Company reaffirms its 2025 revenue, pre-tax income, and net-new-unit guidance.

 

Specifically, the Company continues to expect:

 

Total revenues to grow on a mid-to-high-single-digit percentage basis

Pre-tax income in the range of $62 million to $70 million, reflecting approximately $11 million of tariffs and related costs during the seven months from July through the end of the fiscal year

Net-new-unit growth of at least 60 experience locations through a combination of corporately-managed, partner-operated, and franchise business models

 

In addition, for fiscal 2025, the Company continues to expect:

 

Capital expenditures in the range of $20 million to $25 million

 







 

Depreciation and amortization to approximate $16 million

The income tax rate to be in the range of 22% to 24%, excluding discrete items

 

The Company’s guidance considers various factors, including tariffs, medical and labor costs, changes in freight expense, and ongoing inflationary challenges. Additionally, the Company’s outlook does not contemplate any further material changes in tariffs, the macroeconomic or geopolitical environment, or relevant foreign currency exchange rates.

 

 

Note Regarding Non-GAAP Financial Measures

In this press release, the Company’s financial results are provided both in accordance with generally accepted accounting principles (GAAP) and using certain non-GAAP financial measures. In particular, the Company provides historic income adjusted to exclude certain costs, which are non-GAAP financial measures. These results are included as a complement to results provided in accordance with GAAP because management believes these non-GAAP financial measures help identify underlying trends in the Company’s business and provide useful information to both management and investors by excluding certain items that may not be indicative of the Company’s core operating results. These measures should not be considered a substitute for or superior to GAAP results. These non-GAAP financial measures are defined and reconciled to the most comparable GAAP measure later in this document. 

 

 

Webcast and Conference Call Information

Today, at 9:00 AM ET, Build-A-Bear Workshop will host a conference call with investors and financial analysts to discuss its financial results. The call will be webcast on Build-A-Bear’s Investor Relations website, https://ir.buildabear.com.

 

The dial-in number for the live conference call is (877) 407-3982 or (201) 493-6780 for international callers. The access code is Build-A-Bear. The call is expected to conclude by 10 AM ET. 

 

A replay of the conference call webcast will be available on the investor relations website for one year. A telephone replay will be available from approximately 1:00 p.m. ET on Thursday, December 4, 2025, until 11:59 p.m. ET on Thursday, December 11, 2025. The telephone replay is available by calling (412) 317-6671 (toll/international) or (844) 512-2921 (toll-free). The access code is 13756755.

 

 

About Build-A-Bear

Since its beginning in 1997, Build-A-Bear has evolved to become a beloved multi-generational brand focused on its mission to “add a little more heart to life,” where guests of all ages make their own “furry friends” in celebration and commemoration of life moments. Guests create their own stuffed animals by participating in the stuffing, dressing, accessorizing, and naming of their own teddy bears and other plush toys based on the Company’s own intellectual property and in conjunction with a variety of best-in-class licenses. The hands-on and interactive nature of our more than 600 company-owned, partner-operated and franchise experience locations around the world, combined with Build-A-Bear’s pop-culture appeal, often fosters a lasting and emotional brand connection with consumers and has enabled the Company to expand beyond its retail stores to include e-commerce sales on www.buildabear.com and non-plush branded consumer categories via out-bound licensing agreements with leading manufacturers, as well as the creation of engaging content via Build-A-Bear Entertainment (a subsidiary of Build-A-Bear Workshop, Inc.). The brand’s newest communications campaign, "The Stuff You Love," commemorates more than a quarter-century of creating cherished memories worldwide. Build-A-Bear Workshop, Inc. (NYSE: BBW) posted consolidated total revenues of $496.4 million for fiscal 2024. For more information, visit the Investor Relations section of buildabear.com.    

 







 

Forward-Looking Statements

This press release contains certain statements that are, or may be considered to be, “forward-looking statements” for the purpose of federal securities laws, including, but not limited to, statements that reflect our current views with respect to future events and financial performance. We generally identify these statements by words or phrases such as “may,” “might,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “intend,” “predict,” “future,” “potential” or “continue,” the negative or any derivative of these terms and other comparable terminology. All the information concerning our future liquidity, future revenues, margins and other future financial performance and results, achievement of operating of financial plans or forecasts for future periods, sources and availability of credit and liquidity, future cash flows and cash needs, success and results of strategic initiatives and other future financial performance or financial position, as well as our assumptions underlying such information, constitute forward-looking information. 

 

These statements are based only on our current expectations and projections about future events. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by these forward-looking statements, including those factors discussed under the caption entitled “Risks Related to Our Business” and “Forward-Looking Statements” in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on April 18, 2024 and other periodic reports filed with the SEC which are incorporated herein. 

 

All our forward-looking statements are as of the date of this Press Release only. In each case, actual results may differ materially from such forward-looking information. We can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of or any material adverse change in one or more of the risk factors or other risks and uncertainties referred to in this Press Release or included in our other public disclosures or our other periodic reports or other documents or filings filed with or furnished to the SEC could materially and adversely affect our continuing operations and our future financial results, cash flows, available credit, prospects, and liquidity. Except as required by law, the Company does not undertake to publicly update or revise its forward-looking statements, whether as a result of new information, future events or otherwise. 

 

All other brand names, product names, or trademarks belong to their respective holders.  

 

Investor Relations Contact                   

Gary Schnierow, Vice President, Investor Relations & Corporate Finance 

garys@buildabear.com

 

Media Relations Contact

pr@buildabear.com

 

###

 







 

BUILD-A-BEAR WORKSHOP, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations

(dollars in thousands, except share and per share data)

 

   

13 Weeks

           

13 Weeks

         
   

Ended

           

Ended

         
   

November 1,

   

% of Total

   

November 2,

   

% of Total

 
   

2025

   

Revenues (1)

   

2024

   

Revenues (1)

 

Revenues:

                               

Net retail sales

  $ 112,268       91.5     $ 109,503       91.7  

Commercial revenue

    8,942       7.3       8,580       7.2  

International franchising

    1,469       1.2       1,347       1.1  

Total revenues

    122,679       100.0       119,430       100.0  

Cost and expenses:

                               

Cost of merchandise sold - retail (1)

    51,778       46.1       50,116       45.8  

Cost of merchandise sold - commercial (1)

    4,111       46.0       3,669       42.8  

Cost of merchandise sold - international franchising (1)

    968       65.9       1,005       74.6  

Total cost of merchandise sold

    56,857       46.3       54,790       45.9  

Consolidated gross profit

    65,821       53.7       64,640       54.1  
                                 

Selling, general and administrative expense

    55,314       45.1       51,668       43.3  

Interest (income) expense, net

    (221 )     (0.2 )     (109 )     (0.1 )

Income before income taxes

    10,729       8.7       13,081       11.0  

Income tax expense

    2,607       2.1       3,211       2.7  

Net income

  $ 8,122       6.6     $ 9,870       8.3  
                                 

Income per common share:

                               

Basic

  $ 0.62             $ 0.74          

Diluted

  $ 0.62             $ 0.73          

Shares used in computing common per share amounts:

                               

Basic

    13,010,074               13,425,332          

Diluted

    13,051,523               13,461,983          

 

(1)

Selected statement of operations data expressed as a percentage of total revenues, except cost of merchandise sold - retail, cost of merchandise sold - commercial and cost of merchandise sold - international franchising that are expressed as a percentage of net retail sales, commercial revenue and international franchising, respectively.  Percentages will not total due to cost of merchandise sold being expressed as a percentage of net retail sales, commercial revenue or international franchising and immaterial rounding.           

 







 

BUILD-A-BEAR WORKSHOP, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Balance Sheets

(dollars in thousands, except per share data)

 

   

November 1,

   

February 1,

   

November 2,

 
   

2025

   

2025

   

2024

 

ASSETS

 

Current assets:

                       

Cash, cash equivalents and restricted cash

  $ 27,737     $ 27,758     $ 28,955  

Inventories, net

    83,275       69,775       70,774  

Receivables, net

    15,566       16,096       13,461  

Prepaid expenses and other current assets

    11,568       12,669       11,982  

Total current assets

    138,147       126,298       125,172  
                         

Operating lease right-of-use asset

    111,722       90,200       91,268  

Property and equipment, net

    62,287       59,761       54,498  

Deferred tax assets

    7,916       7,596       8,638  

Other assets, net

    6,428       6,101       6,286  

Total Assets

  $ 326,499     $ 289,956     $ 285,862  
                         

LIABILITIES AND STOCKHOLDERS' EQUITY

 

Current liabilities:

                       

Accounts payable

  $ 17,442       16,538       18,403  

Accrued expenses

    19,853       16,209       19,994  

Operating lease liability short term

    27,271       26,841       28,832  

Gift cards and customer deposits

    14,163       15,791       15,697  

Deferred revenue and other

    4,792       4,015       3,498  

Total current liabilities

    83,522       79,394       86,424  
                         

Operating lease liability long term

    90,943       70,155       69,518  

Other long-term liabilities

    1,417       1,325       1,347  
                         

Stockholders' equity:

                       

Common stock, par value $0.01 per share

    130       133       135  

Additional paid-in capital

    61,339       61,987       62,511  

Accumulated other comprehensive loss

    (11,548 )     (12,554 )     (11,811 )

Retained earnings

    100,696       89,516       77,738  

Total stockholders' equity

    150,617       139,082       128,573  

Total Liabilities and Stockholders' Equity

  $ 326,499     $ 289,956     $ 285,862  

 







 

   

13 Weeks

   

13 Weeks

   

39 Weeks

   

39 Weeks

 
   

Ended

   

Ended

   

Ended

   

Ended

 
   

November 1,

   

November 2,

   

November 1,

   

November 2,

 
   

2025

   

2024

   

2025

   

2024

 
                                 

Other financial data:

                               
                                 

Retail gross margin ($) (1)

  $ 60,490     $ 59,387     $ 194,591     $ 173,688  

Retail gross margin (%) (1)

    53.9 %     54.2 %     56.2 %     54.1 %

Capital expenditures (2)

  $ 6,544     $ 3,871     $ 12,872     $ 9,571  

Depreciation and amortization

  $ 3,699     $ 3,688     $ 11,067     $ 10,983  
                                 

Store data (3):

                               

Number of corporately-managed retail locations at end of period

                 

North America

                    334       324  

Europe

                    41       38  

Total corporately-managed retail locations

              375       362  
                                 

Number of franchised stores at end of period(4)

              108       89  
                                 

Number of third-party retail locations at end of period

              168       123  
                                 

Corporately-managed store square footage at end of period (5)

                         

North America

                    743,933       730,855  

Europe

                    57,015       53,443  

Total square footage

                    800,948       784,298  

 

(1)

Retail gross margin represents net retail sales less cost of merchandise sold - retail.  Retail gross margin percentage represents retail gross margin divided by net retail sales. Store impairment is excluded from retail gross margin.

   

(2)

Capital expenditures represents cash paid for property, equipment, and other assets. 

   

(3)

Excludes e-commerce. North American stores are located in the United States and Canada. In Europe, stores are located in the United Kingdom and Ireland. Seasonal locations not included in store count.

   

(4)

Count for both years include nine shop-in-shop locations in Australia not previously reported.

   

(5)

Square footage for stores located in North America is leased square footage.  Square footage for stores located in Europe is estimated selling square footage. Seasonal locations not included in the store count.

 







 

   

13 Weeks

   

13 Weeks

   

39 Weeks

   

39 Weeks

 
   

Ended

   

Ended

   

Ended

   

Ended

 
   

November 1,

   

November 2,

   

November 1,

   

November 2,

 
   

2025

   

2024

   

2025

   

2024

 

Income before income taxes (pre-tax)

  $ 10,729     $ 13,081     $ 45,678     $ 39,655  

Interest (income) expense, net

    (221 )     (109 )     (627 )     (723 )

Depreciation and amortization expense

    3,699       3,688       11,067       10,983  

Earnings before interest, taxes, depreciation and amortization (EBITDA)

  $ 14,207     $ 16,660     $ 56,118     $ 49,915