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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 12, 2024

 

MASSIMO GROUP
(Exact name of registrant as specified in its charter)

 

Nevada   001-41994   92-0790263
(State or other jurisdiction
of incorporation)
 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3101 W Miller Road

Garland, TX

  75041
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 866-403-5272

 

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 (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 $0.001 per share   MAMO   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 ☒

 

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 August 12, 2024, Massimo Group (the “Company”) issued a press release announcing its financial results for the quarterly period ended June 30, 2024. A copy of the press release is furnished hereto as Exhibit 99.1.

 

The information provided in Item 2.02 of this Current Report on Form 8-K, 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 (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information shall not be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

The following exhibits are filed as part of this report:

 

Exhibit Number   Description
99.1   Press Release, dated August 12, 2024
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.

 

Dated: August 12, 2024 MASSIMO GROUP
     
  By: /s/ David Shan
  Name: David Shan
  Title: Chief Executive Officer

 

     

 

EX-99.1 2 ex99-1.htm

 

Exhibit 99.1

 

 

Massimo Group Reports Second Quarter 2024 Financial Results

 

Q2 2024 Revenue Increases 32% YoY to $35.4 Million

 

Q2 2024 Net Income Increases 36% YoY to $2.8 Million

 

New Production, Distribution and Product Initiatives Fueling Rapid Growth

 

Garland, TX – August 12, 2024 — Massimo Group (NASDAQ: MAMO) (“Massimo”), a manufacturer and distributor of powersports vehicles and pontoon boats, has reported its financial and operational results for the second quarter ended June 30, 2024.

 

Key Financial Q2 2024 and Subsequent Operational Highlights and Business Updates

 

($ millions)   Q2 Comparison  
    Q2 2024     Q2 2023     $ Change YoY     % Change YoY  
Revenue   $ 35.4     $ 26.7     $    8.7       32 %
Gross Profit   $ 11.5     $ 8.1     $ 3.4       42 %
Gross Margin     32.5 %     30.3 %           217 bps  
Net Income   $ 2.8     $ 2.1     $ 0.7       36 %

 

Revenue increased 32% to $35.4 million in Q2 2024 compared to $26.7 million in Q2 2023.
Gross profit increased 42% to $11.5 million in Q2 2024 from $8.1 million in Q2 2023. Gross margin increased 217 basis points to 32.5% in Q2 2024 from 30.3% in Q2 2023.
Net income increased 36% to $2.8 million in Q2 2024, or $0.07 per basic and diluted share, as compared to net income of $2.1 million, or $0.05 per basic and diluted share, in Q2 2023.
Announced the adoption of a new automated vehicle assembly robot line to be installed in the third calendar quarter at its 376,000 square foot factory in Garland, Texas to support production of its ATV and UTV vehicles lines.
90,000 sq. ft. expansion of its manufacturing facility in Garland, Texas, to support increased production across its motor and marine product verticals.
Entered into strategic partnership agreement with Armlogi Holding Corp (“Armlogi”), a U.S.-based warehousing and logistics service provider, to provide access to Armlogi warehousing facilities and tailored logistics services for fast order fulfillment of UTVS, ATVs, Go-Karts and Golf Carts.
Entered into an ongoing national agreement with a global omnichannel retailer for its youth series Mini Tractor and Mini 125 Go Karts to be sold in stores.
 

 

Entered into an ongoing agreement with Fleet Farm, a retailer serving active, outdoor, suburban and farm communities in the Midwest U.S., for its UTV, ATV, and youth series product lines to be sold in stores.
Launched new GKD 350 All-Terrain Go Kart, combining iconic styling with powerful performance in a rugged two-seater go-kart perfect for conquering any terrain.
Exhibited Massimo Motor vehicles at the Outdoor Power Equipment Hoedown for Mid-States Distributing Company, Inc., held at the Gaylord Opryland in Nashville, TN.
Closed $5.85 million initial public offering, listing on Nasdaq Capital Market under the ticker symbol “MAMO” on April 4, 2024.
Company rang the closing bell at the Nasdaq MarketSite in Times Square, New York on Monday, July 15, 2024.

 

Management Commentary

 

“During the second quarter we focused on strategic expansions in production, distribution and products to support ongoing revenue momentum,” said David Shan, Founder, Chairman & CEO. “With significant top and bottom-line growth on strong sales and margin improvement, we continue to build manufacturing capacity aimed at enhancing flexibility and increasing annual production. We continued to add new distribution partners and retailers to increase our national footprint and drive sales across our existing and new diversified product portfolio.

 

“Several production initiatives during the quarter are positioning us to further expand output levels each month. A new expansion has added 90,000 sq. ft. to our manufacturing facility in Garland, Texas to support increased production across motor and marine product verticals. At this facility we are also launching a new automated vehicle assembly robot line expected to be installed in the coming weeks. This automation is expected to improve efficiency by 50% and enhance safety for production of ATV and UTV vehicles lines.

 

“In addition to our facility expansion projects to accommodate growth initiatives, during the quarter we partnered with Armlogi, a U.S.-based warehousing and logistics service provider, to provide access to Armlogi warehousing facilities and tailored logistics services for fast order fulfillment of our UTVS, ATVs, Go-Karts and Golf Carts. Armlogi will receive containers of Massimo vehicle kits arriving from Asian suppliers at our warehouses in Savannah, GA, Edison, NJ, and Walnut, CA. We will provide vehicle assembly at the warehouses, and Armlogi will supply inventory management, storage services, logistics, and delivery to final order destinations. This partnership will enhance our operational capabilities and efficiencies by putting delivery of vehicle components, assembly and shipping closer to order destinations.

 

“In-store distribution channels also grew during the quarter with new agreements with Tractor Supply, Fleet Farm and a global omnichannel retailer. Building on the success of our current agreement with Tractor Supply providing our full Massimo Motor product lineup online and in stores.

 

We signed an ongoing national agreement with a global omnichannel retailer for the youth series Mini Tractor and Mini 125 Go Kart to be sold in stores. The retailer’s online marketplace currently features over 100 Massimo products, and with the expanded partnership, the two products have been eligible to be stocked at over 1,300 stores in 13 states since May 2024. We also entered into an ongoing agreement with Fleet Farm for six UTV, ATV, and youth series products to be sold in stores and featured on the retailer’s online marketplace. These national in-store opportunities with retailers position us for accelerating sales across the U.S.

 

 

 

“Looking ahead, our expanding production capabilities, including an automated vehicle assembly robot line and the Armlogi partnership, are expected to allow Massimo to meet the growing demand of our products. We believe with increased operating efficiencies we can further enhance margins while continuing to grow our revenue and expand our product line with new models and capabilities like our new GKD 350 All-Terrain Go Kart. We continue to focus on new distribution channels and additional products with existing partners, which now stands at over 2,800 retail locations promoting our brand in 48 states. Taken together, we are rapidly leveraging our position to build market share and deliver long-term value to our shareholders,” concluded Mr. Shan.

 

Second Quarter 2024 Financial Results

 

For the three months ended June 30, 2024, revenues increased by $8.7 million, or 32.4%, to $35.4 million, compared to $26.7 million in the prior year period. The increase in revenue was primarily due to the combined effect of rising demand in the U.S. ATV and UTV market and a modified sales strategy.

 

Revenue from sales of UTVs, ATVs and e-bikes increased by $11.9 million, or 53.3%, from $22.3 million in the second quarter of fiscal 2023, to $34.2 million in the second quarter of fiscal 2024. The increase in revenue was attributable to the expansion into more large retail stores in the US and to a shift in sales strategy, focusing mostly on in-store sales, which generally involve larger volumes and fewer returns.

 

Revenue from sales of pontoon boats decreased by $3.2 million, or 73.5%, from $4.4 million in the second quarter of fiscal 2023, to $1.2 million in the second quarter of fiscal 2024. The decrease in revenue was primarily attributable to the fact that the company shifted from retailing to dealer sales starting in fiscal 2024 and the dealers have experienced high rejection rates at the floorplan financing providers such as Northpoint. This is consistent with the industry-wide trend.

 

Gross profit increased by $3.4 million, or 41.9%, from $8.1 million in the second quarter of fiscal 2023, to $11.5 million in the second quarter of fiscal 2024. Gross profit margin was 32.5% in the second quarter of fiscal 2024, compared with 30.3% in the same period last year. The increase in the gross profit margin was primarily attributable to higher net sales partly due to decreased return, which was partly offset by higher cost of sales due to increased freight costs in the second quarter of fiscal 2023 as compared to last year.

 

The cost of revenue on UTVs, ATVs and e-bikes increased by $8.2 million, or 55.7%, from $14.8 million in the second quarter of fiscal 2023 to $23.0 million in the second quarter of fiscal 2024, and the gross profit increased by $3.6 million, or 48.6%, from $7.6 million in the second quarter of fiscal 2023 to $11.2 million in the second quarter of fiscal 2024. The gross margin decreased by 1.1%, from 33.9% in the second quarter of fiscal 2023 to 32.8% in the second quarter of fiscal 2024. The increase in the cost of revenue was in line with the increase in sales. The slight decrease in gross margin was mainly due to a rise in global container freight in the second quarter of fiscal 2024. Freight costs increased in the second quarter of fiscal 2024 when compared with last year.

 

The cost of revenue on pontoon boats decreased by $3.0 million, or 76.5%, from $3.9 million in the second quarter of fiscal 2023 to $0.9 million in the second quarter of fiscal 2024, and the gross profit decreased by $0.3 million, or 51.6%, from $0.5 million in the second quarter of fiscal 2023 to $0.3 million in the second quarter of fiscal 2024. Gross margin increased from 12.3% in the second quarter of fiscal 2023 to 22.4% in the second quarter of fiscal 2024. The increase in gross margin was primarily because of strategically focusing on selling higher-margin models of pontoon boats.

 

 

 

Selling and marketing expenses increased by $0.6 million, or 24.6%, from $2.5 million in the second quarter of fiscal 2023 to $3.1 million in the second quarter of fiscal 2024. The increase in selling expenses was mainly due to an increase in shipping and handling fees.

 

General and administrative expenses increased by $0.8 million, or 22.7%, from $3.3 million in the second quarter of fiscal 2023 to $4.1 million in the second quarter of fiscal 2024. The increase was mainly due to increased salaries and benefits, a one-time impairment loss, and rent expense, which were partly offset by a decrease in professional and legal fees.

 

Total operating expenses increased 36.2% to $7.9 million for the three months ended June 30, 2024, compared to $5.8 million in the prior year second quarter.

 

Net income for the three months ended June 30, 2024, was $2.8 million, or $0.07 per basic and diluted share, as compared to net income of $2.1 million, or $0.05 per basic and diluted share, in the three months ended June 30, 2023.

 

Cash and cash equivalents totaled $1.3 million at June 30, 2024, as compared to $0.8 million at December 31, 2023. On April 24, 2024, Massimo closed its initial public offering with aggregate gross proceeds, before deducting underwriting discounts and commissions and other offering expenses payable by Massimo, of $5.85 million.

 

Net cash used by operating activities was $7.1 million for the six months ended June 30, 2024, compared to net cash provided of $2.7 million in the six months ended June 30, 2023, primarily due to increases in accounts receivable and inventory of $1.9 million and $5.0 million, respectively, and a decrease in accounts payable of $4.5 million. This is consistent with the company using part of the IPO proceeds as working capital to grow sales.

 

About Massimo Group

 

Massimo Group (NASDAQ: MAMO) is a manufacturer and distributor of powersports vehicles and pontoon boats. Founded in 2009, Massimo Motor believes it offers some of the most value packed UTV’s, off-road, and on-road vehicles in the industry. The company’s product lines include a wide selection of farm and ranch tested utility UTVs, recreational ATVs, and Americana style mini-bikes. Massimo Marine manufacturers and sells Pontoon and Tritoon boats with a dedication to innovative design, quality craftsmanship, and great customer service. Massimo is also developing electric versions of UTVs, golf-carts and pontoon boats. The company’s 376,000 square foot factory is in the heart of the Dallas / Fort Worth area of Texas in the city of Garland. For more information, visit massimomotor.com, massimomarine.com and www.massimoelectric.com.

 

Forward-Looking Statements

 

This press release contains statements that constitute “forward-looking statements,” including with respect to the initial public offering and the use of proceeds thereof. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “predict,” “project,” “target,” “potential,” “seek,” “will,” “would,” “could,” “should,” “continue,” “contemplate,” “plan,” and other words and terms of similar meaning. These forward-looking statements include information concerning statements regarding future cash needs, future operations, business plans and future financial results; and any other statements that are not historical facts. No assurance can be given that the proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of Massimo, including those set forth in the “Risk Factors” section of Massimo’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission (the “SEC”). Copies are available on the SEC’s website, www.sec.gov. Massimo undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Company

 

Dr. Yunhao Chen

Chief Financial Officer

Massimo Group

ir@massimomotor.com

 

Investor Relations

 

Chris Tyson

Executive Vice President

MZ North America

Direct: 949-491-8235

MAMO@mzgroup.us

 

 

 

MASSIMO GROUP AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

    As of  
   

June 30, 2024

(unaudited)

   

December 31, 2023

(audited)

 
ASSETS            
CURRENT ASSETS                
Cash and cash equivalents   $ 1,277,878     $ 765,814  
Accounts receivable, net     11,466,849       9,566,445  
Inventories, net     30,831,548       25,800,912  
Advance to suppliers     902,234       1,589,328  
Other current assets     762,675       637,509  
Total current assets     45,241,184       38,360,008  
                 
NON-CURRENT ASSETS                
Property and equipment at cost, net     548,849       399,981  
Right of use operating lease assets, net     3,492,910       1,478,221  
Right of use financing lease assets, net     92,790       113,549  
Deferred offering assets     -       1,457,119  
Other non-current assets     49,500       -  
Deferred tax assets     431,845       134,601  
Total non-current assets     4,615,894       3,583,471  
TOTAL ASSETS   $ 49,857,078     $ 41,943,479  
                 
LIABILITIES AND EQUITY                
CURRENT LIABILITIES                
Short-term loans   $ 2,668,762     $ 303,583  
Accounts payable     8,213,379       12,678,077  
Other payable, accrued expenses and other current liabilities     70,601       98,097  
Accrued return liabilities     202,273       283,276  
Accrued warranty liabilities     732,565       619,113  
Contract liabilities     1,205,431       1,835,411  
Current portion of obligations under operating leases     908,584       847,368  
Current portion of obligations under financing leases     42,524       41,647  
Income tax payable     4,079,950       2,121,083  
Total current liabilities     18,124,069       18,827,655  
                 
NON-CURRENT LIABILITIES                
Obligations under operating leases, non-current     2,643,681       630,853  
Obligations under financing leases, non-current     55,540       77,024  
Loan from a shareholder     4,316,525       7,920,141  
Total non-current liabilities     7,015,746       8,628,018  
TOTAL LIABILITIES   $ 25,139,815     $ 27,455,673  
                 
Commitments and Contingencies                
                 
EQUITY                
Common shares, $0.001 par value, 100,000,000 shares authorized, 41,322,485 and 40,000,000 issued and outstanding as of June 30, 2024 and December 31, 2023, respectively     41,322       40,000  
Preferred shares, $0.01 par value, 5,000,000 preferred shares authorized, no shares were issued and outstanding as of June 30, 2024 and December 31, 2023, respectively     -       -  
Subscription receivable     -       (832,159 )
Additional paid-in-capital     5,392,664       1,994,000  
Retained earnings     19,283,277       13,285,965  
Total equity     24,717,263       14,487,806  
                 
TOTAL LIABILITIES AND EQUITY   $ 49,857,078     $ 41,943,479  

 

 

 

MASSIMO GROUP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHESIVE INCOME

(UNAUDITED)

 

    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2024     2023     2024     2023  
                         
Revenues   $ 35,402,653     $ 26,735,699     $ 65,554,330     $ 45,576,114  
Cost of revenues     23,903,396       18,633,003       43,603,686       31,856,424  
Gross profit     11,499,257       8,102,696       21,950,644       13,719,690  
                                 
Operating expenses:                                
Selling expense     3,097,362       2,486,454       5,307,846       4,436,739  
General and administrative     4,094,737       3,337,493       8,201,642       6,321,755  
Impairment loss on supplier deposit due to lawsuit     742,897       -       742,897       -  
Research and development     -       -       162,250       -  
Total operating expenses     7,934,996       5,823,947       14,414,635       10,758,494  
                                 
Income from operations     3,564,261       2,278,749       7,536,009       2,961,196  
                                 
Other income (expense):                                
Other income, net     132,268       26,973       379,837       71,868  
Interest expense     (66,647 )     (125,012 )     (204,341 )     (280,110 )
Total other income (expense), net     65,621       (98,039 )     175,496       (208,242 )
                                 
Income before income taxes     3,629,882       2,180,710       7,711,505       2,752,954  
                                 
Provision for income taxes     813,852       106,426       1,714,193       130,505  
                                 
Net income and comprehensive income   $ 2,816,030     $ 2,074,284     $ 5,997,312     $ 2,622,449  
                                 
Earnings per Share – basic and diluted   $ 0.07     $ 0.05     $ 0.15     $ 0.07  
Weighted average shares outstanding – basic and diluted*     40,629,807       40,000,000       40,629,807       40,000,000  

 

* Retroactively restated for effect of reorganization

 

Pro Forma information Statement for Income Tax Provision For the Three Months and Six Months ended June 30, 2023 as a C Corporation upon Reorganization

 

Income before income taxes   $ 2,180,710     $ 2,752,954  
                 
Provision for income taxes     457,949       578,120  
                 
Net income and comprehensive income     1,722,761       2,174,834  
                 
Earnings per share – basic and diluted   $ 0.04     $ 0.05  
Weighted average number of shares of common stock outstanding – basic and diluted     40,000,000       40,000,000  

 

 

 

MASSIMO GROUP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

    Six Months Ended June 30,  
    2024     2023  
             
Cash flows from operating activities:                
Net income   $ 5,997,312     $ 2,622,449  
Adjustments to reconcile net income to net cash provided by operating activities:                
Depreciation     66,984       70,292  
Non-cash operating lease expense     639,629       425,756  
Accretion of finance lease liabilities     2,555       4,069  
Amortization of finance lease right-of-use assets     20,759       21,353  
Gain on disposal of fixed asset     (36,001 )     -  
Provision for expected credit loss, net     250,780       56,087  
Impairment loss of advances to supplier due to lawsuit     742,897       -  
Stock based compensation     230,266       -  
Deferred tax assets     (297,244 )     (12,101 )
Changes in operating assets and liabilities:                
Accounts receivable     (2,151,184 )     (3,055,820 )
Inventories     (5,030,636 )     2,899,217  
Advance to suppliers     (55,803 )     (561,105 )
Other assets     (174,666 )     9,459  
Related party payable     -       (20,000 )
Accounts payables     (4,464,698 )     (112,935 )
Other payable, accrued expense and other current liabilities     (27,496 )     19,578  
Tax payable     1,958,867       78,606  
Accrued warranty liabilities     113,452       294,242  
Accrued return liabilities     (81,003 )     25,768  
Contract liabilities     (629,980 )     399,447  
Due to shareholder     (3,603,616 )     -  
Lease liabilities – operating lease     (580,274 )     (425,755 )
Net cash (used in) provided by operating activities     (7,109,100 )     2,738,607  
                 
Cash flows from investing activities:                
Proceed from sales of property and equipment     162,001       -  
Acquisition of property and equipment     (341,852 )     (24,661 )
Net cash used in investing activities     (179,851 )     (24,661 )
                 
Cash flows from financing activities:                
Net proceeds from bank loan     2,668,762       (100,000 )
Repayment of other loans     (303,583 )     -  
Repayment of finance lease liabilities     (23,162 )     (23,886 )
Proceed from common share issuances     80,000       -  
Proceeds from initial public offering, net of share issuance costs     4,458,667       -  
Due to shareholder     -       (2,626,164 )
Proceeds from subscription deposits     920,331       20,000  
Net cash provided by (used in) financing activities     7,801,015       (2,730,050 )
                 
Net increase (decrease) in cash and cash equivalents     512,064       (16,104 )
Cash and cash equivalents, beginning of the period     765,814       947,971  
Cash and cash equivalents, end of the period   $ 1,277,878     $ 931,867  
                 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:                
Cash paid for interest   $ 137,694     $ 477,742  
Cash paid for income taxes   $ 52,570     $ 64,000  
                 
NON-CASH ACTIVITIES                
Right of use assets obtained in exchange for operating lease obligations   $ 2,654,318     $ 1,113,140  
Right of use assets obtained in exchange for finance lease   $ -     $ 60,805