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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): November 4, 2025

hillmangreen.jpg

Hillman Solutions Corp.
(Exact name of registrant as specified in its charter)
Delaware   001-39609   85-2096734
(State or other jurisdiction   (Commission File No.)   (I.R.S. Employer
of incorporation)       Identification No.)
1280 Kemper Meadows Drive
Cincinnati, Ohio 45240
(Address of principal executive offices)

Registrant’s telephone number, including area code: (513) 851-4900

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 Symbols Name of each exchange on which registered
Common Stock, par value $0.0001 per share HLMN 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 November 4, 2025, Hillman Solutions Corp. (the “Company”) issued a press release, furnished as Exhibit 99.1 and incorporated herein by reference, announcing the Company's selected summary financial results for its thirteen and thirty-nine weeks ended September 27, 2025.

The information provided pursuant to Item 2.02, including the exhibit attached hereto, is being furnished and shall not be deemed to be “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, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.


Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

99.1    Press Release, dated November 4, 2025, announcing the financial results of Hillman Solutions Corp. for its thirteen and thirty-nine weeks ended September 27, 2025.

99.2     Supplemental slides provided in connection with the third quarter 2025 earnings call of Hillman Solutions Corp.











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.

Date: November 4, 2025
Hillman Solutions Corp.


By:
/s/ Robert O. Kraft
Name:
Robert O. Kraft
Title:
Chief Financial Officer



EX-99.1 2 ex991hillmanq32025earnings.htm EX-99.1 Document

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Hillman Reports Record Third Quarter 2025 Results
Increases FY 2025 Adj. EBITDA guidance; reiterates Net Sales and year-end leverage guidance

CINCINNATI, November 4, 2025 -- Hillman Solutions Corp. (Nasdaq: HLMN) (the “Company” or “Hillman”), a leading provider of hardware products and merchandising solutions, reported financial results for the thirteen and thirty-nine weeks ended September 27, 2025.
Third Quarter 2025 Highlights (Thirteen weeks ended September 27, 2025)
•Net sales increased 8.0% to a record $424.9 million compared to $393.3 million in the prior year quarter
•Net income totaled $23.2 million, or $0.12 per diluted share, compared to $7.4 million, or $0.04 per diluted share, in the prior year quarter
•Adjusted diluted EPS1 totaled $0.22 per diluted share compared to $0.13 per diluted share in the prior year quarter
•Adjusted EBITDA1 increased to a record $88.0 million compared to $64.8 million in the prior year quarter
•Net cash provided by operating activities was $26.2 million compared to $63.7 million in the prior year quarter
•Free Cash Flow1 totaled $9.1 million compared to $39.6 million in the prior year quarter
•Hillman repurchased approximately 325.6 thousand shares of its common stock at an average price of $9.72 per share, which totaled $3.2 million
Balance Sheet and Liquidity at September 27, 2025
•Gross debt was $709.5 million compared to $718.6 million on December 28, 2024
•Net debt1 was $671.8 million compared to $674.0 million on December 28, 2024
•Liquidity available totaled $276.9 million; consisting of $239.2 million of available borrowing under the revolving credit facility and $37.7 million of cash and equivalents
•Net debt1 to trailing twelve month Adjusted EBITDA improved to 2.5x at quarter end compared to 2.8x on December 28, 2024
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
1


Management Commentary
"During the quarter, we generated the highest Net Sales and Adjusted EBITDA in the 61-year history of Hillman," commented Jon Michael Adinolfi, President and CEO of Hillman. "I am especially proud of this team because we continue to execute and take great care of our customers despite market volume headwinds and tariff volatility. This business continues to demonstrate resilience given the nature of Hillman products used in everyday repair and maintenance projects around the home. As we look to the future, our improved leverage and healthy balance sheet have positioned us to finish the year strong. We continue to remain focused on sustainable long-term growth opportunities that drive shareholder value.”
Full Year 2025 Guidance - Updated
Based on year-to-date performance and its expectations for the remainder of the year, management is updating its guidance most recently provided on August 5, 2025 with Hillman's second quarter 2025 results.
Previous FY 2025 Guidance Updated FY 2025 Guidance
Net Sales $1.535 to $1.575 billion $1.535 to $1.575 billion
Adjusted EBITDA1
$265 to $275 million $270 to $275 million
Year-end leverage  2.4x leverage at year end
 2.4x leverage at year end
Third Quarter 2025 Results Presentation
Hillman plans to host a conference call and webcast presentation today, November 4, 2025, at 8:30 a.m. Eastern Time to discuss its results. President and Chief Executive Officer Jon Michael Adinolfi and Chief Financial Officer Rocky Kraft will host the results presentation.
Date: Tuesday, November 4, 2025
Time: 8:30 a.m. Eastern Time
Listen-Only Webcast: https://edge.media-server.com/mmc/p/hyk9gbno

A webcast replay will be available approximately one hour after the conclusion of the call using the link above.
Hillman’s quarterly presentation and Form 10-Q are expected to be filed with the SEC and posted to its Investor Relations website, https://ir.hillmangroup.com, prior to the webcast presentation.
About Hillman Solutions Corp.
Hillman Solutions Corp. (“Hillman”) is a leading provider of hardware-related products and solutions to home improvement, hardware, and farm and fleet retailers across North America. Renowned for its commitment to customer service, Hillman has differentiated itself with its competitive moat built on direct-to-store shipping, a dedicated in-store sales and service team of over 1,200 professionals, and over 60 years of product and industry experience. Hillman’s extensive portfolio includes hardware solutions (fasteners, screws, nuts and bolts), protective solutions (work gloves, jobsite storage and protective gear), and robotic and digital solutions (key duplication and tag engraving). Leveraging its world-class distribution network, Hillman regularly earns vendor of the year recognition from top customers.
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
2


For more information on Hillman, visit www.hillman.com.
Forward-Looking Statements
All statements made in this press release that are considered to be forward-looking are made in good faith by the Company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. You should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," “target”, “goal”, "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) unfavorable economic conditions that may affect our and our customers’, suppliers’ and other business partners’ operations, financial condition and cash flows including spending on home renovation or construction projects, inflation, recessions, instability in the financial markets or credit markets; (2) increased supply chain costs, including tariffs, raw materials, sourcing, transportation and energy; (3) the highly competitive nature of the markets that we serve; (4) the ability to continue to innovate with new products and services; (5) seasonality; (6) large customer concentration; (7) the ability to recruit and retain qualified employees; (8) the outcome of any legal proceedings that may be instituted against the Company; (9) adverse changes in currency exchange rates; or (10) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that are included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Annual Report on Form 10-K filed on February 20, 2025. Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward-looking statements.
Except as required by applicable law, the Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this communication to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
Contact:
Michael Koehler
Vice President of Investor Relations & Treasury
513-826-5495
IR@hillmangroup.com
1) Denotes Non-GAAP metric. For additional information, including our definitions, use of, and reconciliations of these metrics to the most directly comparable financial measures under GAAP, please see the reconciliations toward the end of the press release.
3


HILLMAN SOLUTIONS CORP.
Condensed Consolidated Statement of Net Loss, GAAP Basis
(dollars in thousands) Unaudited

Thirteen Weeks Ended
September 27, 2025
Thirteen Weeks Ended
September 28, 2024
Thirty-nine Weeks Ended
September 27, 2025
Thirty-nine Weeks Ended
September 28, 2024
Net sales $ 424,939  $ 393,296  $ 1,187,085  $ 1,123,033 
Cost of sales (exclusive of depreciation and amortization shown separately below) 205,378  203,700  604,456  581,806 
Selling, warehouse, general and administrative expenses 138,342  130,261  381,101  369,980 
Depreciation 20,100  17,948  59,343  50,583 
Amortization 15,265  15,354  45,937  45,857 
Other (income) expense (50) (881) (988)
Income from operations 45,904  26,914  97,236  74,804 
Interest expense, net 14,692  15,108  43,044  44,316 
Refinancing costs —  —  906  3,008 
Income before income taxes 31,212  11,806  53,286  27,480 
Income tax expense 8,020  4,372  14,579  9,003 
Net income $ 23,192  $ 7,434  $ 38,707  $ 18,477 
Basic income per share $ 0.12  $ 0.04  $ 0.20  $ 0.09 
Weighted average basic shares outstanding 197,754  196,297  197,544  195,914 
Diluted income per share $ 0.12  $ 0.04  $0.19 $ 0.09 
Weighted average diluted shares outstanding 199,849  199,034  199,454  198,370 


















4


HILLMAN SOLUTIONS CORP.
Condensed Consolidated Balance Sheets
(dollars in thousands)
Unaudited
  September 27, 2025 December 28, 2024
ASSETS
Current assets:
Cash and cash equivalents $ 37,731  $ 44,510 
Accounts receivable, net of allowances of $1,414 ($2,827 - 2024)
144,933  109,788 
Inventories, net 460,089  403,673 
Other current assets 28,375  15,213 
Total current assets 671,128  573,184 
Property and equipment, net of accumulated depreciation of $421,912 ($376,150 - 2024)
235,114  224,174 
Goodwill 830,098  828,553 
Other intangibles, net of accumulated amortization of $577,051 ($530,398 - 2024)
560,943  605,859 
Operating lease right of use assets 79,187  81,708 
Other assets 20,423  17,025 
Total assets $ 2,396,893  $ 2,330,503 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 162,358  $ 139,057 
Current portion of debt and financing lease liabilities 15,447  12,975 
Current portion of operating lease liabilities 17,796  16,850 
Accrued expenses:
Salaries and wages 33,837  34,977 
Pricing allowances 7,567  7,651 
Income and other taxes 7,320  10,377 
Other accrued liabilities 28,867  31,843 
Total current liabilities 273,192  253,730 
Long-term debt 683,200  691,726 
Deferred tax liabilities 135,579  124,611 
Operating lease liabilities 67,739  71,474 
Other non-current liabilities 7,053  6,591 
Total liabilities $ 1,166,763  $ 1,148,132 
Commitments and contingencies (Note 6)
Stockholders' equity:
Common stock: $0.0001 par value, 500,000,000 shares authorized, 197,757,293 and 197,431,709 issued and outstanding in 2025, respectively and 196,705,710 shares issued and outstanding in 2024
20  20 
Treasury stock, at cost, 325,584 shares in 2025
(3,165) — 
Additional paid-in capital 1,453,457  1,442,958 
Accumulated deficit (180,244) (218,951)
Accumulated other comprehensive loss (39,938) (41,656)
Total stockholders' equity 1,230,130  1,182,371 
Total liabilities and stockholders' equity $ 2,396,893  $ 2,330,503 






5


HILLMAN SOLUTIONS CORP.
Condensed Consolidated Statement of Cash Flows
(dollars in thousands)
Unaudited
  Thirty-nine Weeks Ended
September 27, 2025
Thirty-nine Weeks Ended
September 28, 2024
Cash flows from operating activities:
Net income $ 38,707  $ 18,477 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 105,280  96,440 
Deferred income taxes 9,791  (1,326)
Deferred financing and original issue discount amortization 3,767  3,807 
Stock-based compensation expense 10,739  9,742 
Customer bankruptcy reserve —  7,757 
Loss on debt restructuring 906  3,008 
Cash paid to third parties in connection with debt restructuring (906) (1,554)
Loss on disposal of property and equipment (135) 56 
Change in fair value of contingent consideration (500) 313 
Changes in operating items:
Accounts receivable, net (34,721) (22,906)
Inventories, net (53,925) (2,036)
Other assets (19,691) (142)
Accounts payable 22,575  17,822 
Accrued salaries and wages (1,217) 7,150 
Other accrued expenses (6,381) 3,579 
Net cash provided by operating activities 74,289  140,187 
Net cash from investing activities
Acquisition of business, net of cash received —  (57,762)
Capital expenditures (55,347) (64,196)
Other investing activities (154) (211)
Net cash used for investing activities (55,501) (122,169)
Cash flows from financing activities:
Repayments of senior term loans (6,384) (4,255)
Financing fees —  (33)
Borrowings on revolving credit loans 109,000  77,000 
Repayments of revolving credit loans (122,000) (77,000)
Principal payments under finance lease obligations (4,156) (2,698)
Proceeds from exercise of stock options 1,177  8,938 
Repurchases of common stock
(3,165) — 
Payments of contingent consideration (199) (196)
Other financing activities 142  (103)
Net cash (used for) provided by financing activities (25,585) 1,653 
Effect of exchange rate changes on cash 18  1,596 
Net (decrease) increase in cash and cash equivalents (6,779) 21,267 
Cash and cash equivalents at beginning of period 44,510  38,553 
Cash and cash equivalents at end of period $ 37,731  $ 59,820 

6


Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures
The Company uses non-GAAP financial measures to analyze underlying business performance and trends. The Company believes that providing these non-GAAP financial measures enhances the Company’s and investors’ ability to compare the Company’s past financial performance with its current performance. These non-GAAP financial measures are provided as supplemental information to the financial measures presented in this press release that are calculated and presented in accordance with GAAP. Non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP. The Company’s definitions of its non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies. Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, reconciliations to GAAP financial measures are not provided for forward-looking non-GAAP measures. For the same reasons, the Company is unable to address the probable significance of the unavailable information, which could be material to future results.
Non-GAAP financial measures such as consolidated adjusted EBITDA and Adjusted Diluted Earnings per Share (EPS) exclude from the relevant GAAP metrics items that neither relate to the ordinary course of the Company’s business, nor reflect the Company’s underlying business performance.

Reconciliation of Adjusted EBITDA (Unaudited)
(dollars in thousands)
Adjusted EBITDA is a non-GAAP financial measure and is the primary basis used to measure the operational strength and performance of our businesses as well as to assist in the evaluation of underlying trends in our businesses. This measure eliminates the significant level of noncash depreciation and amortization expense that results from the capital-intensive nature of our businesses and from intangible assets recognized in business combinations. It is also unaffected by our capital and tax structures, as our management excludes these results when evaluating our operating performance. Our management use this financial measure to evaluate our consolidated operating performance and the operating performance of our operating segments as well as to allocate resources and capital to our operating segments. Additionally, we believe that Adjusted EBITDA is useful to investors because it is one of the bases for comparing our operating performance with that of other companies in our industries, although our measure of Adjusted EBITDA may not be directly comparable to similar measures used by other companies.

7




Thirteen Weeks Ended
September 27, 2025
Thirteen Weeks Ended
September 28, 2024
Thirty-nine Weeks Ended
September 27, 2025
Thirty-nine Weeks Ended
September 28, 2024
Net income $ 23,192  $ 7,434  $ 38,707  $ 18,477 
Income tax expense 8,020  4,372  14,579  9,003 
Interest expense, net 14,692  15,108  43,044  44,316 
Depreciation 20,100  17,948  59,343  50,583 
Amortization 15,265  15,354  45,937  45,857 
EBITDA $ 81,269  $ 60,216  $ 201,610  $ 168,236 
Stock compensation expense 3,904  3,257  10,739  9,742 
Restructuring and other (1)
749  1,322  2,860  3,192 
Litigation expense (2)
1,950  —  1,950  — 
Transaction and integration expense (3)
87  477  215  993 
Change in fair value of contingent consideration 67  (467) (500) 313 
Refinancing costs (4)
—  —  906  3,008 
Total adjusting items 6,757  4,589  16,170  17,248 
Adjusted EBITDA $ 88,026  $ 64,805  $ 217,780  $ 185,484 
(1)Includes consulting and other costs associated with severance related to our distribution center relocations and corporate restructuring activities.
(2)Litigation expense includes an accrual for the tentative settlement of a California wage-hour class action / Private Attorneys General Act (PAGA) claim.
(3)Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc. and Intex DIY, Inc. acquisitions.
(4)In the first quarters of 2025 and 2024, we entered into a Repricing Amendment (2025 Repricing Amendment and 2024 Repricing Amendment) on our existing Senior Term Loan due July 14, 2028.

Reconciliation of Adjusted Diluted Earnings Per Share
(in thousands, except per share data)
Unaudited

We define Adjusted Diluted EPS as reported diluted EPS excluding the effect of one-time, non-recurring activity and volatility associated with our income tax expense. The Company believes that Adjusted Diluted EPS provides further insight and comparability in operating performance as it eliminates the effects of certain items that are not comparable from one period to the next. The following is a reconciliation of reported diluted EPS from continuing operations to Adjusted Diluted EPS from continuing operations:

8




Thirteen Weeks Ended
September 27, 2025
Thirteen Weeks Ended
September 28, 2024
Thirty-nine Weeks Ended
September 27, 2025
Thirty-nine Weeks Ended
September 28, 2024
Reconciliation to Adjusted Net Income
Net income $ 23,192  $ 7,434  $ 38,707  $ 18,477 
Remove adjusting items (1)
6,757  4,589  16,170  17,248 
Remove amortization expense 15,265  15,354  45,937  45,937 
Remove tax benefit on adjusting items and amortization expense (2)
(1,967) (1,149) (4,864) (4,929)
Adjusted Net Income $ 43,247  $ 26,228  $ 95,950  $ 76,733 
Reconciliation to Adjusted Diluted Earnings per Share
Diluted Earnings per Share $ 0.12  $ 0.04  $ 0.19  $ 0.09 
Remove adjusting items (1)
0.03  0.02  0.08  0.09 
Remove amortization expense 0.08  0.08  0.23  0.23 
Remove tax benefit on adjusting items and amortization expense (2)
(0.01) (0.01) (0.02) (0.02)
Adjusted Diluted Earnings per Share $ 0.22  $ 0.13  $ 0.48  $ 0.39 
Diluted Shares, as reported 199,849  199,034  199,454  198,370 
Note: Adjusted EPS may not add due to rounding.
(1)Please refer to the "Reconciliation of Adjusted EBITDA" table above for additional information on adjusting items. See the "Per share impact of Adjusting Items" table below for the per share impact of each adjustment.
(2)We have calculated the income tax effect of the non-GAAP adjustments shown above at the applicable statutory rate of 25% for the U.S. and 26.2% for Canada except for the following items:
a.The tax impact of stock compensation expense was calculated using the statutory rate of 25%, excluding certain awards that are non-deductible.
b.The tax impact of acquisition and integration expense was calculated using the statutory rate of 25%, excluding certain charges that were non-deductible.
c.Amortization expense for financial accounting purposes was offset by the tax benefit of deductible amortization expense using the statutory rate of 25%.
(3)Diluted shares on a GAAP basis for the thirteen and thirty-nine weeks ended September 27, 2025 include the dilutive impact of 2,095 and 1,910 options and awards, respectfully. Diluted shares on a GAAP basis for the thirteen and thirty-nine weeks ended September 28, 2024 include the dilutive impact of 2,737 and 2,456 options and awards, respectfully.
Per Share Impact of Adjusting Items
Thirteen Weeks Ended
September 27, 2025
Thirteen Weeks Ended
September 28, 2024
Thirty-nine Weeks Ended
September 27, 2025
Thirty-nine Weeks Ended
September 28, 2024
Stock compensation expense $ 0.02  $ 0.02  $ 0.05  $ 0.05 
Restructuring and other costs 0.00 0.01 0.01 0.02 
Litigation expense 0.01 0.00 0.01 0.00
Transaction and integration expense 0.00 0.00 0.00 0.01
Change in fair value of contingent consideration 0.00 0.00 0.00 0.00
Refinancing costs 0.00 0.00 0.00 0.02
Total adjusting items $ 0.03  $ 0.02  $ 0.08  $ 0.09 
Note: Adjusting items may not add due to rounding.
9


Reconciliation of Net Debt
We define Net Debt as reported gross debt less cash on hand. Net debt is not defined under U.S. GAAP and may not be computed the same as similarly titled measures used by other companies. The Company believes that Net Debt provides further insight and comparability into liquidity and capital structure. The following is the calculation of Net Debt:
September 27, 2025 December 28, 2024
Revolving loans $ 49,000  $ 62,000 
Senior term loan, due 2028 639,088  645,470 
Finance leases and other obligations 21,434  11,085 
Gross debt $ 709,522  $ 718,555 
Less cash 37,731  44,510 
Net debt $ 671,791  $ 674,045 
Reconciliation of Free Cash Flow
We calculate free cash flow as cash flows from operating activities less capital expenditures. Free cash flow is not defined under U.S. GAAP and may not be computed the same as similarly titled measures used by other companies. We believe free cash flow is an important indicator of how much cash is generated by our business operations and is a measure of incremental cash available to invest in our business and meet our debt obligations.
Thirteen Weeks Ended
September 27, 2025
Thirteen Weeks Ended
September 28, 2024
Thirty-nine Weeks Ended
September 27, 2025
Thirty-nine Weeks Ended
September 28, 2024
Net cash provided by operating activities $ 26,237  $ 63,711  $ 74,289  $ 140,187 
Capital expenditures (17,172) (24,118) (55,347) (64,196)
Free cash flow $ 9,065  $ 39,593  $ 18,942  $ 75,991 

Source: Hillman Solutions Corp.
###
10
EX-99.2 3 hillmanq32025earningscal.htm EX-99.2 hillmanq32025earningscal
Quarterly Earnings Results Presentation Q3 2025 - November 4, 2025


 
2 PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout Forward Looking Statements This presentation contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. Statements that do not describe historical or current facts, including statements about beliefs and expectations, are forward-looking statements. All forward-looking statements are made in good faith by the company and are intended to qualify for the safe harbor from liability established by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995.You should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," “target”, “goal”, "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) unfavorable economic conditions that may affect operations, financial condition and cash flows including spending on home renovation or construction projects, inflation, recessions, instability in the financial markets or credit markets; (2) increased supply chain costs, including tariffs, raw materials, sourcing, transportation and energy; (3) the highly competitive nature of the markets that we serve; (4) the ability to continue to innovate with new products and services; (5) seasonality; (6) large customer concentration; (7) the ability to recruit and retain qualified employees; (8) the outcome of any legal proceedings that may be instituted against the Company; (9) adverse changes in currency exchange rates; or (10) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that are included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including its Annual Report on Form 10-K for the fiscal year ended December 28, 2024. Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward looking statements. Except as required by applicable law, the Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this communication to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Presentation of Non-GAAP Financial Measures In addition to the results provided in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) throughout this presentation the company has provided non-GAAP financial measures, which present results on a basis adjusted for certain items. The company uses these non-GAAP financial measures for business planning purposes and in measuring its performance relative to that of its competitors. The company believes that these non-GAAP financial measures are useful financial metrics to assess its operating performance from period-to-period by excluding certain items that the company believes are not representative of its core business. These non-GAAP financial measures are not intended to replace, and should not be considered superior to, the presentation of the company’s financial results in accordance with GAAP. The use of the non-GAAP financial measures terms may differ from similar measures reported by other companies and may not be comparable to other similarly titled measures. These non-GAAP financial measures are reconciled from the respective measures under GAAP in the appendix below. The company is not able to provide a reconciliation of the company’s non-GAAP financial guidance to the corresponding GAAP measures without unreasonable effort because of the inherent difficulty in forecasting and quantifying certain amounts necessary for such a reconciliation such as certain non-cash, nonrecurring or other items that are included in net income and EBITDA as well as the related tax impacts of these items and asset dispositions / acquisitions and changes in foreign currency exchange rates that are included in cash flow, due to the uncertainty and variability of the nature and amount of these future charges and costs.


 
3 • Net sales increased 8.0% to $424.9 million versus Q3 2024 ◦ Hardware and Protective Solutions ("HPS") increased +10.0% ◦ Robotics and Digital Solutions ("RDS") increased +3.3% ◦ Canada decreased (0.2)% • GAAP net income totaled $23.2 million, or $0.12 per diluted share, compared to $7.4 million, or $0.04 per diluted share, in Q3 2024 • Adjusted Gross Margins totaled 51.7% compared to 48.2% in Q3 2024 • Adjusted EBITDA increased to $88.0 million compared to $64.8 million in Q3 2024 • Adjusted EBITDA margins were 20.7% compared to 16.5% in Q3 2024 • Net Debt / Adjusted EBITDA (ttm): 2.5x at quarter end, compared to 2.8x on December 28, 2024 Q3 2025 Financial Review Please see reconciliation tables in the Appendix of this presentation for non-GAAP metrics. Highlights for the 13 Weeks Ended September 27, 2025


 
4 Q3 2025 Operational Review Highlights for the 13 Weeks Ended September 27, 2025 • Continued taking great care of customers: ◦ YTD fill rates averaged 97% • Continue to pursue accretive M&A opportunities that: ◦ Leverage the Hillman moat, and ◦ Expand Hillman's pro, commercial, and industrial businesses • During the quarter, Hillman continued to optimize its "dual faucet" supply chain strategy: ◦ Dual source products in different countries ◦ Diversify the country of origin to have the ability to reduce China exposure • Repurchased $325.6 thousand shares of its common stock at an average price of $9.72 per share, which totaled $3.2 million


 
5 Quarterly Financial Performance Adjusted EBITDA (millions $ and % of Net Sales) Please see reconciliation of Non-GAAP metrics Adjusted EBITDA and Adjusted Gross Margin in the Appendix of this presentation. Not to scale. Net Sales (millions $) Adjusted Gross Margin (millions $ and % of Net Sales) $64.8 $88.0 Q3 2024 Q3 2025 20.7% 16.5% $189.6 $219.6 Q3 2024 Q3 2025 $393.3 $424.9 Q3 2024 Q3 2025 51.7% 48.2%


 
6 Hardware & Protective Q3 2025 Q3 2024 Δ Thirteen weeks ended 9/27/2025 9/28/2024 Comments Revenues $329,122 $299,286 10.0% Driven by M&A, new business, and price Adjusted EBITDA $65,840 $41,868 57.3% Q3 2024 included True Value adjustment Margin (Adj. EBITDA/Net Sales) 20.0% 14.0% 600 bps Robotics & Digital Q3 2025 Q3 2024 Δ Thirteen weeks ended 9/27/2025 9/28/2024 Comments Revenues $58,573 $56,688 3.3% Supported by MinuteKey 3.5 rollout Adjusted EBITDA $18,390 $18,431 (0.2)% Margin (Adj. EBITDA/Net Sales) 31.4% 32.5% (110) bps Canada Q3 2025 Q3 2024 Δ Thirteen weeks ended 9/27/2025 9/28/2024 Comments Revenues $37,244 $37,322 (0.2)% Soft market and economy; FX headwinds Adjusted EBITDA $3,796 $4,506 (15.8)% Margin (Adj. EBITDA/Net Sales) 10.2% 12.1% (190) bps Consolidated Q3 2025 Q3 2024 Δ Thirteen weeks ended 9/27/2025 9/28/2024 Revenues $424,939 $393,296 8.0% Adjusted EBITDA $88,026 $64,805 35.8% Margin (Adj. EBITDA/Net Sales) 20.7% 16.5% 420 bps Quarterly Performance by Product Category Please see reconciliation of Adjusted EBITDA to Net Income in the Appendix of this presentation. Figures in Thousands of USD unless otherwise noted. • Top Row: ◦ 27 point height ◦ 16 font (work sans) ◦ 4 point white bottom line • First Column green ◦ Dark: CFD9D1 ◦ Light: D9E1DA • Other Columns gray ◦ Dark: D9D9D9 ◦ Light E0E0E0 ◦ 1 point white bottom and inside lines


 
7 Hardware & Protective Q3 2025 Q3 2024 Δ Thirty-nine weeks ended 9/27/2025 9/28/2024 Comments Revenues $913,055 $843,964 8.2% Driven by M&A, new business, and price Adjusted EBITDA $155,639 $120,081 29.6% Q3 2024 included True Value adjustment Margin (Adj. EBITDA/Net Sales) 17.0% 14.2% 280 bps Robotics & Digital Q3 2025 Q3 2024 Δ Thirty-nine weeks ended 9/27/2025 9/28/2024 Comments Revenues $167,003 $162,969 2.5% Supported by MinuteKey 3.5 rollout Adjusted EBITDA $50,700 $51,398 (1.4)% Margin (Adj. EBITDA/Net Sales) 30.4% 31.5% (110) bps Canada Q3 2025 Q3 2024 Δ Thirty-nine weeks ended 9/27/2025 9/28/2024 Comments Revenues $107,027 $116,100 (7.8)% Soft market and economy; FX headwinds Adjusted EBITDA $11,441 $14,005 (18.3)% Margin (Adj. EBITDA/Net Sales) 10.7% 12.1% (140) bps Consolidated Q3 2025 Q3 2024 Δ Thirty-nine weeks ended 9/27/2025 9/28/2024 Revenues $1,187,085 $1,123,033 5.7% Adjusted EBITDA $217,780 $185,484 17.4% Margin (Adj. EBITDA/Net Sales) 18.3% 16.5% 180 bps YTD Performance by Product Category Please see reconciliation of Adjusted EBITDA to Net Income in the Appendix of this presentation. Figures in Thousands of USD unless otherwise noted.


 
8 Hardware & Protective Robotics & Digital Canada Total Revenue Thirteen weeks ended September 27, 2025 Fastening and Hardware $249,174 $— $33,264 $282,438 Personal Protective 79,948 — 1,380 81,328 Keys and Key Fobs — 48,733 2,595 51,328 Engraving and Resharp — 9,840 5 9,845 Total Revenue $329,122 $58,573 $37,244 $424,939 Quarterly Revenue by Product Category Hardware & Protective Robotics & Digital Canada Total Revenue Thirteen weeks ended September 28, 2024 Fastening and Hardware $228,293 $— $33,918 $262,211 Personal Protective 70,993 — 724 71,717 Keys and Key Fobs — 45,152 2,674 47,826 Engraving and Resharp — 11,536 6 11,542 Total Revenue $299,286 $56,688 $37,322 $393,296 Figures in Thousands of USD unless otherwise noted.


 
9 Hardware & Protective Robotics & Digital Canada Total Revenue Thirty-nine weeks ended September 27, 2025 Fastening and Hardware $703,288 $— $95,719 $799,007 Personal Protective 209,767 — 4,260 214,027 Keys and Key Fobs — 137,766 7,026 144,792 Engraving and Resharp — 29,237 22 29,259 Total Revenue $913,055 $167,003 $107,027 $1,187,085 YTD Revenue by Product Category Hardware & Protective Robotics & Digital Canada Total Revenue Thirty-nine weeks ended September 28, 2024 Fastening and Hardware $680,486 $— $106,109 $786,595 Personal Protective 163,478 — 3,327 166,805 Keys and Key Fobs — 127,277 6,634 133,911 Engraving and Resharp — 35,692 30 35,722 Total Revenue $843,964 $162,969 $116,100 $1,123,033 Figures in Thousands of USD unless otherwise noted.


 
10 Hillman’s Diversified Supply Chain ◦ Over the past several years, Hillman has lowered its exposure to suppliers based in China ◦ Accelerating “Dual Faucet” strategy; sourcing from multiple suppliers in multiple countries ◦ This flexible supply chain allows Hillman to deliver quality products at the best overall value for its customers; mitigating potential tariff impact ◦ Depending on tariffs and total cost, Hillman will continue to push toward having the ability to source ~20% from China by the end of 2025 2018 SUPPLIER COUNTRY OF ORIGIN Approximate Spend FY China 49% North America 24% Rest of World 27% 2025 SUPPLIER COUNTRY OF ORIGIN Approximate Spend YTD 2025 China 32% North America 30% Rest of World 38% Management estimates


 
11 Total Net Leverage (Net Debt / TTM Adj. EBITDA) Capital Structure September 27, 2025 millions $ ABL Revolver ($239.2m available) $49.0 Term Note $639.1 Finance Leases and Other Obligations $21.4 Total Debt $709.5 Cash $37.7 Net Debt $671.8 TTM Adjusted EBITDA $274.0 Net Debt/ TTM Adjusted EBITDA 2.5x Leverage holding below 3x; will continue to delever, buy stock back, and/or execute M&A Please see reconciliation of Non-GAAP metrics Adjusted EBITDA and Net Debt in the Appendix of this presentation. 2.9x 2.8x 2.9x 2.7x 2.5x 09 /2 8/ 20 24 12 /2 8/ 20 24 03 /2 9/ 20 25 06 /2 8/ 20 25 09 /2 7/ 20 25


 
12 2025 Full Year Guidance (in millions USD) Previous FY 2025 Guidance Range Updated FY 2025 Guidance Range Net Sales $1.535 to $1.575 billion $1.535 to $1.575 billion Adjusted EBITDA $265 to $275 million $270 to $275 million Year-end leverage 2.4x leverage at year end 2.4x leverage at year end On November 4, 2025, Hillman reiterated its Net Sales and year-end leverage guidance; while raising the midpoint of its Adjusted EBITDA guidance, which was most recently provided on August 5, 2025 with Hillman's Q2 2025 results. Please see reconciliation of Non-GAAP metrics in the Appendix of this presentation.


 
13 Key Takeaways Resilient Business; Focused on Diversifying Supply Chain Historical Long-term Annual Growth Targets (Organic): Revenue Growth: +6% & Adj. EBITDA Growth: +10% Historical Long-term Annual Growth Targets (incl. Acquisitions): Revenue Growth: +10% & Adj. EBITDA Growth: +15% • Business has 60+ year track record of success; proven to be resilient through multiple economic cycles with great long-term partnerships with customers • Hillman products are utilized for repair, maintenance and remodel projects; products are generally low-cost and a very small percentage of a given project • 1,200-member sales and service team and direct-to-store fulfillment continue to provide competitive advantages and strengthen competitive moat - drives new business wins • Given the tariff environment, Hillman working to diversify its supply chain to optimize costs and value; working to mitigate higher costs


 
Appendix


 
15 Investment Highlights Significant runway for incremental growth: Organic + M&A Management team with proven operational and M&A expertise Strong financial profile with 60+ year track record Market and innovation leader across multiple categories Indispensable partner embedded with winning retailers Customers love us, trust us and rely on us Large, predictable, growing and resilient end markets


 
16 Hillman: Overview Who We Are *Management Estimates Adjusted EBITDA is a non-GAAP measure. Please see Appendix for a reconciliation of Adjusted EBITDA to Net loss ~19 billion Fasteners Sold ~222 million Pairs of Work Gloves Sold ~106+ million Keys Duplicated ~111,000 SKUs Managed ~29,000 Direct Shipping Retail Locations ~31,500 Kiosks in Retail Locations #1 Position Across Core Categories* 7.4% Sales CAGR over past 10 years 61-Year Track record of success $1.5 billion 2024 Sales 9.6% CAGR 2018-2024 Adj. EBITDA Growth 16.4% 2024 Adj. EBITDA Margin 2024: By The Numbers • We are a leading North American provider of hardware products and solutions, including; ◦ Hardware and home improvement products ◦ Protective and job site gear – including work gloves and job site storage ◦ Robotic kiosk technologies (“RDS”): Key duplication, engraving & knife sharpening • Our differentiated service model provides direct to-store shipping, in-store service, and category management solutions • We have long-standing strategic partnerships with leading retailers across North America: ◦ Home Depot, Lowes, Walmart, Tractor Supply, and ACE Hardware • Founded in 1964; HQ in Cincinnati, Ohio


 
17 #1 in Segment Representative Top Customers #1 in Segment #1 in Segment Key and Fob Duplication Personalized Tags Knife Sharpening Fasteners & Specialty Gloves Builders Hardware & Metal Shapes Safety / PPE Construction Fasteners Work Gear Picture Hanging Source: Third party industry report and management estimates. Primary Product Categories Hardware Solutions Robotics & Digital SolutionsProtective Solutions Rope & Chain


 
18 Thirteen weeks ended September 27, 2025 September 28, 2024 Net income $23,192 $7,434 Income tax expense (benefit) 8,020 4,372 Interest expense, net 14,692 15,108 Depreciation 20,100 17,948 Amortization 15,265 15,354 EBITDA $81,269 $60,216 Stock compensation expense 3,904 3,257 Restructuring and other (1) 749 1,322 Litigation expense (2) 1,950 — Transaction and integration expense (3) 87 477 Change in fair value of contingent consideration 67 (467) Adjusted EBITDA $88,026 $64,805 Adjusted EBITDA Reconciliation Footnotes: 1. Includes consulting and other costs associated with severance related to our distribution center relocations and corporate restructuring activities. 2. Litigation expense includes an accrual for the tentative settlement of a California wage-hour class action / Private Attorneys General Act (PAGA) claim. 3. Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc. and Intex DIY, Inc. acquisitions.


 
19 Thirty-nine weeks ended September 27, 2025 September 28, 2024 Net income $38,707 $18,477 Income tax expense 14,579 9,003 Interest expense, net 43,044 44,316 Depreciation 59,343 50,583 Amortization 45,937 45,857 EBITDA $201,610 $168,236 Stock compensation expense 10,739 9,742 Restructuring and other (1) 2,860 3,192 Litigation expense (2) 1,950 — Transaction and integration expense (3) 215 993 Change in fair value of contingent consideration (500) 313 Refinancing costs (4) 906 3,008 Adjusted EBITDA $217,780 $185,484 Adjusted EBITDA Reconciliation Footnotes: 1. Includes consulting and other costs associated with severance related to our distribution center relocations and corporate restructuring activities. 2. Litigation expense includes an accrual for the tentative settlement of a California wage-hour class action / Private Attorneys General Act (PAGA) claim. 3. Transaction and integration expense includes professional fees and other costs related to the Koch Industries, Inc. and Intex DIY, Inc. acquisitions. 4. In the first quarters of 2025 and 2024, we entered into a Repricing Amendment (2025 Repricing Amendment and 2024 Repricing Amendment) on our existing Senior Term Loan due July 14, 2028


 
20 Thirteen weeks ended September 27, 2025 September 28, 2024 Net Sales $424,939 $393,296 Cost of sales (exclusive of depreciation and amortization) 205,378 203,700 Gross margin exclusive of depreciation and amortization $219,561 $189,596 Gross margin exclusive of depreciation and amortization % 51.7 % 48.2 % Adjusting Items: — — Adjusted Gross Profit $219,561 $189,596 Adjusted Gross Margin % 51.7 % 48.2 % Thirty-nine weeks ended September 27, 2025 September 28, 2024 Net Sales $1,187,085 $1,123,033 Cost of sales (exclusive of depreciation and amortization) 604,456 581,806 Gross margin exclusive of depreciation and amortization $582,629 $541,227 Gross margin exclusive of depreciation and amortization % 49.1 % 48.2 % Adjusting Items: — — Adjusted Gross Profit $582,629 $541,227 Adjusted Gross Margin % 49.1 % 48.2 % Adjusted Gross Margin Reconciliation


 
21 Thirteen weeks ended September 27, 2025 September 28, 2024 Net sales $424,939 $393,296 Selling, general and administrative expenses 138,342 130,261 SG&A as a % of Net Sales 32.6 % 33.1 % SG&A Adjusting Items (1): Stock compensation expense 3,904 3,257 Restructuring 749 1,322 Litigation expense 1,950 — Acquisition and integration expense 87 477 Adjusted SG&A $131,652 $125,205 Adjusted SG&A as a % of Net Sales 31.0 % 31.8 % Thirty-nine weeks ended September 27, 2025 September 28, 2024 Net sales $1,187,085 $1,123,033 Selling, general and administrative expenses 381,101 369,980 SG&A as a % of Net Sales 32.1 % 32.9 % SG&A Adjusting Items (1): Stock compensation expense 10,739 9,742 Restructuring 2,860 3,192 Acquisition and integration expense 215 993 Customer bankruptcy reserve — — Adjusted SG&A $365,337 $356,053 Adjusted SG&A as a % of Net Sales 30.8 % 31.7 % Adjusted SG&A Expense Reconciliation 1. See adjusted EBITDA Reconciliation for details of adjusting items


 
22 As of September 27, 2025 December 28, 2024 Revolving loans $49,000 $62,000 Senior term loan 639,088 645,470 Finance leases and other obligations 21,434 11,085 Gross debt $709,522 $718,555 Less cash 37,731 44,510 Net debt $671,791 $674,045 Net Debt & Free Cash Flow Reconciliations Thirteen weeks ended September 27, 2025 September 28, 2024 Net cash provided by operating activities $26,237 $63,711 Capital expenditures (17,172) (24,118) Free cash flow $9,065 $39,593 Thirty-nine weeks ended Net cash provided by operating activities $74,289 $140,187 Capital expenditures (55,347) (64,196) Free cash flow $18,942 $75,991 Reconciliation of Net Debt Reconciliation of Free Cash Flow


 
23 Thirteen weeks ended September 27, 2025 HPS RDS Canada Operating income $38,935 $5,626 $1,343 Depreciation & amortization 22,007 12,107 1,251 Stock compensation expense 3,010 405 489 Restructuring and other 24 12 713 Litigation expense 1,780 170 — Transaction and integration expense 84 3 — Change in fair value of contingent consideration — 67 — Adjusted EBITDA $65,840 $18,390 $3,796 Thirteen weeks ended September 28, 2024 HPS RDS Canada Operating income $17,673 $6,879 $2,362 Depreciation & amortization 20,811 11,334 1,157 Stock compensation expense 2,900 283 74 Restructuring 19 390 913 Transaction and integration expense 465 12 — Change in fair value of contingent consideration — (467) — Adjusted EBITDA $41,868 $18,431 $4,506 Segment Adjusted EBITDA Reconciliations


 
24 Thirty-nine weeks ended September 27, 2025 HPS RDS Canada Operating income $76,077 $14,991 $6,168 Depreciation & amortization 66,516 35,099 3,665 Stock compensation expense 8,929 856 954 Restructuring and other 2,129 77 654 Litigation expense 1,780 170 — Transaction and integration expense 208 7 — Change in fair value of contingent consideration — (500) — Adjusted EBITDA $155,639 $50,700 $11,441 Thirty-nine weeks ended September 28, 2024 HPS RDS Canada Operating income $48,905 $18,005 $7,894 Depreciation & amortization 61,198 31,502 3,740 Stock compensation expense 8,383 802 557 Restructuring 631 747 1,814 Transaction and integration expense 964 29 — Change in fair value of contingent consideration — 313 — Adjusted EBITDA $120,081 $51,398 $14,005 Segment Adjusted EBITDA Reconciliations