Outdoor Holding Company

Thank you for joining us and welcome to Outdoor Holding Company's first quarter earnings call for fiscal year 2027. At this time, all participants are in listen-only mode. After today's prepared marks, we will host a question and answer session. If you would like to ask a question, please press star one to raise your hand. To withdraw your question, press star one again. Participants on this call are advised that the audio of this conference call is being broadcast live over the internet and is also being recorded for playback purposes. I would now like to turn the call over to Michael Beckel of Darrow Associates, the company's investor relations firm. Please go ahead, sir.

Good morning and thank you for participating in today's conference call. Joining me from Outdoor Holding Company's leadership team are Steve Urvan, Chairman and Chief Executive Officer, Paul Kasowski, Chief Financial Officer and Jordan Christensen, Chief Legal Officer and Corporate Secretary. During this call, management will be making forward-looking statements within the meaning of the federal securities laws, including statements that address outdoor holding companies' expectations, strategy, future performance, operational results, margins, cost structure, legal matters, capital allocation, and other matters. Forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such statements. For more information about these risks and uncertainties, please refer to the risk factors and other cautionary statements described in Outdoor Holding Company's most recently filed annual report on Form 10-K, quarterly report on Form 10-Q, and the company's earnings press release issued in advance of this call. Today's conference includes non-GAAP financial measures that the company believes can be useful in evaluating its performance, including adjusted EBITDA. These measures should not be considered in isolation or as a substitute for results prepared in accordance with GAAP. For reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the reconciliation table located in the company's earnings press release and 10Q and previously released financial reporting. The information discussed on this call is current as of today, August 10th, 2026. Except as required by law, Outdoor Holding Company disclaims any obligation to publicly update or revise any information to reflect events or circumstances that occur after this call. It is now my pleasure to turn the call over to Outdoor Holding Company's Chairman and CEO, Steve Urvan.

Good morning, everyone, and thanks for joining us. Over the past year, we substantially stabilized and simplified the company and established a much leaner and more focused operating foundation. The stabilization phase is substantially behind us, but operational improvement is continuous. Our operating philosophy is simple, continuous improvement and disciplined growth. Continuous improvement means operating the business better every quarter, simplifying processes, improving efficiency, applying technology where it creates measurable value and allocating capital to its highest and best use. Disciplined growth means investing in initiatives that strengthen the platform, expand monetization through value-added services and create durable long-term shareholder value, not simply by charging customers more, but by making the platform more valuable and monetizing more of each transaction. This quarter demonstrates the earnings power of that philosophy. Four numbers capture the quarter. Net revenues increased 22.1% to 14.5 million, marking our fourth consecutive quarter of year-over-year revenue growth. Net income from continuing operations improved by 9.4 million from a 5.9 million loss to income of $3.6 million. Adjusted EBITDA increased 152% to $7.9 million. And operating cash flow improved by $11.1 million from a deficit of $6.7 million last year to positive $4.4 million this year. Just as importantly, improvement was broad-based. Traffic, conversion, average order value, and firearm unit sales all increased while our leaner operating structure converted that growth into meaningful earnings and cash flow. Paul will walk through the financial bridge, so I will focus on the three principal operating drivers. First, marketplace productivity. Conversion improved and average item values rose with gains across both new and used products. Firearm units sold increased 11.6% against a 5.3% increase in adjusted NICs. Our FSL required units represented approximately 6.4% of adjusted NICs, an increase of 41 basis points year over year. That performance indicates that GunBroker grew faster than the broader market during the quarter. Second, FSL transfer revenue. The FSL integration launched at the beginning of the fiscal year, created a new revenue stream, expanded our dealer network, centralized verification and compliance, and streamlined the transfer process. It contributed meaningfully to both revenue and take rate in its first quarter of operation. Paul will discuss the financial contribution and the initial implementation costs in more detail. Third, Virginia provided a meaningful but temporary tailwind. Buying in Virginia driven by proposed legislation banning high-capacity firearms contributed to a meaningful portion of our year-over-year GMV increase. We are not assuming that demand pulled forward into the first quarter will repeat in the second quarter. Enforcement of the new law is currently subject to preliminary injunctions and the litigation continues. However, excluding Virginia, GMV still increased approximately $23 million year over year, supported by improvements in traffic, conversion, and average order value. That broader marketplace performance is the more important indicator of the underlying health of the business, despite a slowdown in June velocity. One category worth highlighting before I turn the call over to Paul is silencers and suppressed firearms, where GMV increased approximately 71% year over year. Effective January 1, the federal making and transfer taxes were reduced to zero for most NFA items, including silencers. while the application and registration requirements remained in place. We believe the lower transaction costs should support demand in this category, although quarterly growth may be uneven and this remains smaller than firearms overall. With that, let me turn it over to Paul.

Thanks, Steve. Good morning, everyone. I will walk through the revenue, gross profit, operating expense, and cash flow bridges for the quarter. The results reflect both elements of our operating philosophy. continuous improvement in the way we run the business and disciplined growth through the marketplace expansion and new service offerings. Starting with revenue, net revenues were 14.5 million up 2.6 million or 22.1% from 11.9 million in last year's first quarter. That growth primarily came from two areas. About $1.7 million was driven by increased volume across the marketplace reflected in final value fees and marketplace service fees. An additional 0.9 million came from FFL transfer fees, which began in April and demonstrated our approach to discipline growth. As a result, revenue outpaced GMV growth in the quarter. The underlying marketplace metrics were also strong. GMV increased 18.1% to $223.7 million. average order value rose $33 or 7.5% to $477. Conversion improved 11 basis points to 1.76% and first party engaged sessions grew 2.9%. Our take rate was 6.47% up from 6.26% a year ago with FSL fees contributing 39 basis points. Our legacy take rate was 6.08%. down modestly from the prior year. Decrease primarily reflected a larger share of value from our top sellers who qualify for discounted fee rates and an increased average item value which carry a lower inherent take rate. Growth concentrated amongst our most active sellers and high value items is a healthy sign. More importantly, the FFL contribution demonstrates our ability to monetize useful services without increasing the base final value fee. Our gross profit was 12.2 million for the quarter, up 18.5%. Gross margin was 84.5% compared to 87.2% last year, a drop of about 260 basis points. The decline primarily reflected launch of FFL transfer services, including startup and implementation costs incurred early in the quarter that are not expected to recur. Those implementation activities were substantially completed in May, and we expect the margin contribution from FFL transfer services to improve as the service scales, with total gross margins stabilizing above 85%. As noted previously, new services may carry lower margin than the legacy marketplace while still providing highly attractive incremental revenue and profit. Operating expenses are where the continuous improvement side of the quarter is most visible. total operating expenses were 8.9 million, down 7.4 million or about 45% from 16.3 million a year ago. Legal and professional fees fell $3.7 million, mostly because the Delaware litigation, SEC investigation, audit investigation, and the restatement are behind us. Salaries and related costs fell $2.7 million from corporate restructuring, stock-based compensation was down 0.4 million and last year included 0.6 million dollars in one-time sales tax audit expenses that didn't repeat. The decline reflects the elimination of substantial legacy costs and materially lower recurring operating expense. We do not view cost discipline as a one-time restructuring exercise as we continue reviewing our cost structure, simplifying workflows, improving productivity, and Reallocating Resources towards the opportunities that offer the strongest long-term returns. Putting those elements together, net income from continuing operations was $3.6 million compared with a loss of $5.9 million last year. This quarter realized over a $9 million improvement in a single year. After the $0.8 million preferred dividend, net income attributed to common shareholders was $2.8 million or two cents per diluted share compared with a loss of six cents per share in the prior year period. Adjusted EBITDA was 7.9 million compared with 3.1 million last year, an increase of approximately 152%. Quarterly adjusted EBITDA has grown sequentially every quarter for the past year. 3.1 million, 4.9 million, 6.6 million, 7.7 million and now 7.9 million. On a trailing 12-month basis, we're at approximately $27 million, which is comfortably above the $25 million annualized run rate goal established last year. The quality of the result also improved. Beyond interest, taxes, depreciation, and amortization, our adjustments totaled approximately $0.9 million this quarter, which consisted of $0.6 million of SEC-related costs and $0.3 million of stock-based compensation. comparable adjustments were approximately 5.6 million last year. The narrowing gap between reported and adjusted performance reflects the normalization of the business. Turning the cash flow in the balance sheet, operating activities provided 4.4 million of cash compared with 6.7 million use of cash last year and 11.1 million year-over-year improvement. We funded $2 million of share repurchases, 0.8 million in preferred dividend, and the scheduled 1 million payment of the related party note. Despite those uses of cash, we still managed to increase our cash position by .7 million to 68.8 million. The business generated enough cash to invest in the platform, return capital shareholders, meet its obligations and still strengthen the cash position. On share repurchases, we bought just over 1 million shares this quarter for $2 million. Since launching the program in January of 2026, we've repurchased about 1.5 million shares at an average of $1.97 per share, with 12 million still available under the $15 million authorization. We continue to evaluate repurchases on the same basis as other capital allocation decisions and what generates the best risk-adjusted return for common shareholders. These results reflect disciplined daily execution. managing costs, simplifying the organization, improving operating efficiency, and investing selectively in the user experience. Operational improvement is not a project with an end date. It's an ongoing management responsibility. Our objective is not simply to operate at the lowest possible cost. It is to direct resources toward the uses that can generate the strongest long-term returns. With that, I'll turn the call back over to Steve.

Thank you, Paul. Q1 demonstrates the earnings power of the model, but we are not extrapolating a single quarter. Virginia pulled some demand forward. More durable elements are our continually improving cost structure, stronger marketplace productivity, and expanding revenue streams. Our focus is to build on the foundation established over the past year through our operating philosophy, continuous improvement, disciplined growth. I will close with three areas of focus, the market, the platform, and capital allocation. First, the market. The broader consumer environment is still cautious, but firearms demand has been resilient with adjusted NICs positive year over year and nearly every month of calendar 2026 through the end of the first quarter. Our economics differ fundamentally from those of a manufacturer or retailer. We do not own firearm inventory. take product obsolescence risk or depend on any single brand or product cycle. We operate a national asset-light marketplace spanning new and used products, thousands of sellers in a broad range of categories. The FSL transfer integration and our marketplace service fee also reflect an important competitive reality. Compliant commerce at scale is difficult and Gumburger has spent more than 25 years building the specialized marketplace Thank you. Thank you. and premium programs such as Collectors Elite and over time advertising. SFL transfer services contributed 39 basis points to take rate this quarter while providing a larger dealer network, centralized verification and compliance and a more streamlined transfer process. We continue to advance universal payment processing. Our AI listing tool is intended to reduce listing time, standardized product descriptions and improve marketplace searchability. We are also piloting an AI supported customer service agent intended to improve response times and handle routine inquiries more efficiently while preserving human escalation for complex matters. We will deploy these tools only when they meet our quality and operational standards. Third, capital allocation. Our priorities are unchanged. Keep the balance sheet strong invest selectively in high-return platform enhancements and return excess cash to shareholders. We doubled our share repurchase activity this quarter versus last, and we intend to remain opportunistic under the share repurchase authorization subject to market conditions, liquidity, and the needs of the business. Let me close with one thought. Our operating philosophy is simple, continuous improvement, disciplined growth. Continuous improvement means operating the business better every quarter. We continually challenge our cost structure, simplify processes, improve the customer experience, apply technology where it creates measurable value, and allocate capital to its highest and best use. Discipline growth means investing in initiatives that strengthen the platform, expand monetization through value-added services, and create durable, long-term shareholder value. Every major decision we make fits within one of those two principles. Our priorities for the balance of fiscal 2027 are therefore clear. Grow marketplace activity and revenue, continue reducing costs and improving operating efficiency, scale new transaction services, convert technology investment into measurable productivity, and turn earnings into cash and shareholder value. The stabilization phase is substantially behind us, but operating improvement is continuous. Q1 demonstrates that we are executing against that philosophy, a growing marketplace, an exceptionally high margin core business, a leaner cost structure, new monetization opportunities, and a strong balance sheet. With gross margins in the mid-80s and a lean cost base, incremental GMV can produce substantial value for shareholders. With that, operator, let's open it up for questions.

At this time, I would like to remind everyone, in order to ask a question, press star, then the number one on your telephone keypad. And your first question comes from Mark Smith with Lake Street. Please go ahead.

Hey, guys. I wanted to ask first about the FFL transfer revenue. Can you give us just any thoughts around maybe growth in this business, how it trended during quarter, and kind of outlook as we go forward?

Yes, thank you, Mark. So this quarter, you know, in terms of growth, the FFL transfer revenue is only for firearms transactions, the only one that you need an FFL for. And therefore, it's going to move up and down as, you know, the actual fire, the really that counts. not necessarily the dollar value, but the count of firearms transactions moves up and down. We had some additional costs, you know, for the implementation that kind of tailed out toward the end of this quarter. So, you know, we expect that to be kind of stabilized at this point and to, you know, provide meaningful revenue and meaningful profitability as we move forward.

Okay, and Paul, I apologize if I missed it. Did you break out kind of the impact on margin just from the addition of this FFL transfer business?

No, we talked about the combined new weighted average, the current unexpected run rate versus the historical run rate. Okay.

I think we did say it contributed 39 basis points to our take rate. And so that can give you some sense of magnitude or what have you.

Yeah. And I think the last question for me, I wanted to just ask about NFA items. Obviously, really solid year-over-year growth. Here's kind of sequential trends if we've seen any slowdown in that business kind of after the initial surge in January with the change in the stamp tax on that. Any insights into NFA items and how they're trending would be great.

Yeah, they're up quite a bit, quarter over quarter. Let me pull up, was that... right around 50% on MSA items, first and last quarter of the same year.

Perfect. Thank you.

Your next question comes from the line of Matt Caranda with Roth Capital. Please go ahead.

Hey, guys. Thanks. Sounds like 4GMV even next to Virginia Benefits grew pretty nicely. So just wondering how demand trended into July on the marketplace, just given broader adjusted NICs still look pretty healthy and growing on a year-over-year basis. Any commentary on traffic, conversion, marketplace mix, AOV, whatever you want to call out would be super helpful.

Yeah, we definitely saw, you know, go ahead, Steve. Go ahead, Paul. No, you go.

I was just going to say we definitely saw we outpaced pretty heavy going into July it's definitely our slower time of year so we saw a little bit of a tail off typical as well the other thing we saw specific to Virginia and some other states is that as these legislation was going to affect we saw a little bit of a dip off in people going back to brick and mortar more so than online just do the timing of legislation going into effect?

So, you know, just in general, summer is the slowest time of year for us. You know, people are outside, they're on vacation, they're not doing, you know, they're not sitting in front of their computer and and Shopping. And this is a pattern that's repeated since 1999 when I started this company. So not surprising. It's just a seasonal aspect of things. The Virginia thing was interesting just because you get kind of a rush of demand because of a new law that's going to be implemented. Then the courts put the law on hold. let you go back to buying those items, demand fell off. And it just shows you that in this business, there is a lot of factors that just aren't general marketplace factors. There's a lot of fear, uncertainty, and doubt drivers. Legislative changes, political changes can influence GMV and purchasing intent by our consumers.

Okay. All right. That's helpful, guys. And then on AI implementation, I guess you called it out in the prepared remarks around customer service. Is that fully rolled out now? Maybe just talk about the rollout there and then any other initiatives, Steve, that you're excited about that might be helpful in terms of impacting GMB growth in the coming quarters.

I am extremely excited about AI. The customer service, we did implement it. It is up and running. It's very, very recent, and so I can't, I don't have any kind of meaningful, you know, data on that as of yet. The sample size is just too small. So, you know, we can be talking about that down the road, but, you know, it is implemented and it is live. We hired an AI director. We've examined everything about the business. We're looking at everything we do and looking for ways that AI can make it better or make us more productive, cut costs and what have you. Just super excited about it. So the AI implementation is ongoing and we expect that it's going to be a driver not only of GMV and and Revenue, but also something that will reduce costs and make us more efficient. In terms of headcount, given the kind of volumes we do, we don't have a lot of employees. And so we use technology to provide tremendous operational leverage and AI is just a spectacular tool for doing that.

Okay, that makes sense. And maybe just that brings me to the last question, which is, You've surpassed the $25 million adjusted EBITDA target that you initially set out to achieve. And it looks like if we look at the first quarter kind of core OPEX, maybe things are normalizing here in terms of expense. But maybe could you just talk about the next waypoints to look for what we should be thinking about? Maybe if Paul wants to talk about kind of core OPEX and what to pull forward for the rest of the year would be helpful.

I'll let Paul take it in a second. But, you know, when you look at one of the things I'm excited about is obviously, you know, the delta between adjusted EBITDA and EBITDA is, you know, it's closing. And so we're, you know, we said as we resolve these things, as we keep, as we resolve issues, we, you know, our cash flows, our profitability, are just the EBITDA, these numbers are gonna continue to converge. And this quarter we had a lot less, like in the prior quarter we had the 4.4 million legal settlement. A lot of those things are in the historical past. They're not recurring going forward and we continue to make progress on that. And so it's very exciting to see the cash flow of this business increasing, the profitability of this business increasing as we're putting these things behind us. So I'll let Paul talk about this a little more.

Thanks, Steve. Yeah, I think this quarter definitely reflects a better run rate for the normalized business. I think where it may not include some items is where we're going to continue to invest in the business. Those investments should have kind of returns on them. So like Steve mentioned, areas like AI where there's potentially growth and productivity investments we'd expect in the future as well. Very helpful, guys. I'll leave it there.

That concludes our question and answer session. I will now turn the conference back over to Steve Urvan for closing remarks.

Thank you all for joining us today and for your interest in Outdoor Holding Company. This quarter is a credit to the entire gun broker and outdoor holding team. We look forward to updating you on our progress when we report our fiscal second quarter results in November. Thank you and have a great day.

This concludes today's conference call. You may now disconnect.