AKA 10-Q report for 2025-03-31

a.k.a. Brands Holding Corp. (AKA) — Q1 2025: net sales $128,657k; gross profit $73,656k; net loss $8,350k; cash and cash equivalents $26,679k; total assets $396,569k; total liabilities $285,090k; total stockholders’ equity $111,479k. Shares outstanding: 10,692,964 as of May 9, 2025.

AKA 10-Q report for 2025-03-31 aka-20250331 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________________________________________________________________________________ FORM 10-Q __________________________________________________________________________________________________ (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-40828 __________________________________________________________________________________________________ a.k.a. Brands Holding Corp. (Exact name of registrant as specified in its charter) __________________________________________________________________________________________________ Delaware 87-0970919 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 100 Montgomery Street , Suite 2270 San Francisco , California 94104 (Address of principal executive offices, including zip code) 415 - 295-6085 (Registrant’s Telephone Number, Including Area Code) __________________________________________________________________________________________________ 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 AKA New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ¨ Accelerated Filer ¨ Non-accelerated filer x Smaller Reporting Company x Emerging Growth Company x 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. ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x As of May 9, 2025, the registrant had 10,714,794 shares of common stock outstanding. Table of Contents a.k.a. BRANDS HOLDING CORP. FORM 10-Q TABLE OF CONTENTS Page PART I - FINANCIAL INFORMATION Item 1. Financial Statements 6 Condensed Consolidated Balance Sheets 6 Condensed Consolidated Statements of Income 7 Condensed Consolidated Statements of Comprehensive Income 8 Condensed Consolidated Statements of Changes in Stockholders’ Equity 9 Condensed Consolidated Statements of Cash Flows 10 Notes to Condensed Consolidated Financial Statements 11 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 23 Item 3. Quantitative and Qualitative Disclosures About Market Risk 33 Item 4. Controls and Procedures 34 PART II - OTHER INFORMATION Item 1. Legal Proceedings 36 Item 1A. Risk Factors 36 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities 37 Item 3. Defaults Upon Senior Securities 37 Item 4. Mine Safety Disclosures 37 Item 5. Other Information 37 Item 6. Exhibits 38 Signatures 39 2 Table of Contents FORWARD-LOOKING STATEMENTS All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our future results of operations and financial position, or that describe our plans, goals, intentions, objectives, strategies, expectations, beliefs and assumptions, are forward-looking statements. The words “believe,” “may,” “might,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “project,” “plan,” “objective,” “could,” “would,” “should” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about futu Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 23 Item 3. Quantitative and Qualitative Disclosures About Market Risk 33 Item 4. Controls and Procedures 34 PART II - OTHER INFORMATION Item 1. Legal Proceedings 36 Item 1A. Risk Factors 36 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities 37 Item 3. Defaults Upon Senior Securities 37 Item 4. Mine Safety Disclosures 37 Item 5. Other Information 37 Item 6. Exhibits 38 Signatures 39 2 Table of Contents FORWARD-LOOKING STATEMENTS All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our future results of operations and financial position, or that describe our plans, goals, intentions, objectives, strategies, expectations, beliefs and assumptions, are forward-looking statements. The words “believe,” “may,” “might,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “project,” “plan,” “objective,” “could,” “would,” “should” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. We caution that the forward-looking statements in this Quarterly Report on Form 10-Q are subject to a number of known and unknown risks, uncertainties and assumptions that may cause our actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. Factors that could contribute to these differences include, among other things: • economic downturns and market conditions beyond our control, including periods of inflation; • the quality of global financial markets; • risks related to doing business in China, including changes in the political and economic policies of the Chinese government or in relations between China and the United States; • rapid changes in consumer preferences in the apparel, footwear and accessories industry; • our ability to acquire new customers in a cost-effective manner; • our ability to retain existing customers and maintain average order value levels; • the effectiveness of our marketing and our ability to maintain high customer traffic; • the rate of merchandise returns; • our ability to manage inventory effectively; • our ability to procure sufficient quantities of third-party merchandise on favorable terms; • our ability to identify brands to acquire or to integrate and manage our acquisitions and investments effectively; • the effectiveness of our growth strategy; • our ability to expand into new markets; • risks related to doing business internationally, including international economic, geopolitical instability (including the ongoing Ukraine and Israel wars, relations between China and Taiwan, trade wars and relations between the U.S. and Mexico), legal, compliance and supply chain risks; • interruptions in or increased costs of shipping; • risks related to our direct-to-consumer business model; • risks related to sales of our products through wholesale and third-party marketplace providers; • risks related to our use of social media and influencers in marketing, including potential impact to our reputation or regulatory scrutiny; • our ability to achieve projected results or to meet the expectations of securities analysts or investors; • fluctuations in our operating results; • our ability to track our key operating metrics accurately; • our ability to maintain our corporate integrity or the image and reputation of our brands; • our ability to continue to comply with the New York Stock Exchange (the “NYSE”) listing standards and maintain the listing of our common stock on the NYSE; • potential liability for uncollected sales tax in certain jurisdictions; • foreign currency exchange rate fluctuations; • the effects of weather conditions, natural disasters or other unexpected events, including global health crises; • our ability to attract or retain key personnel, manage executive officer succession effectively or hire, develop and motive key employees; • risks related to our decentralized brand management structure; 3 Table of Contents • increases in labor costs or fluctuations in wage rates or the price, availability or quality of raw materials and finished goods; • risks related to distribution, including expansion of the capacity of our fulfillment centers; • our ability to meet stakeholder expectations for ethically- and sustainably-sourced fashion; • declines in the fair value of intangible assets, or impairment of goodwill, of a business unit; • our ability to comply with changing laws or regulations or contractual or other obligations related to data privacy and security; • our reliance upon third-party suppliers and manufacturers; • changes in accounting standards and subjective assumptions, estimates and judgments by management relating to complex accounting matters; • our and our suppliers’ compliance with laws or regulations regarding consumer protection, promotions, safety or other matters; • risks related to climate change; • our ability to comply with changing U.S., Australian or international trade policy, tariff or import/export regulations; • our reliance on overseas manufacturing and supply partners, including vendors located in jurisdictions presenting an increased risk of bribery and corruption; • inadequacy, interruption or integration or security failure of our and third parties’ information technology systems; • security breaches or resulting loss, theft, misuse or unauthorized disclosure or access of customer, supplier or sensitive company information; • risks related to customer use of mobile devices to shop; • restrictions or changes to “cookie” technology as a means of tracking consumer behavior; • third-party claims of infringement, misappropriation or other violation of intellectual property rights; • our ability to adequately establish, maintain, protect or enforce our intellectual property or proprietary rights, or prevent third parties from making unauthorized use of such rights, such as by counterfeiting of our products; • risks related to collecting payments from customers; • system interruptions that impair customer access to our sites or other performance failures in our technology infrastructure; • the impact of our indebtedness, including future indebtedness, on our business and growth prospects; • our ability to service our indebtedness; • limitations on our operations as a result of restrictive covenants in our financing documents; • our ability to refinance our indebtedness; • our ability to raise capital or generate cash flows necessary to expand our operations; • risks related to Summit Partners LP’s control of us; • volatility in our stock price, including as a result of sales of substantial amounts of our common stock; • our decisions concerning the allocation of capital including the extent to which we repurchase shares of our common stock; • our ability to develop and maintain proper and effective internal control over financial reporting; and • the other risk factors set forth under Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on March 6, 2025 (the “2024 Form 10-K”). Moreover, we operate in a very competitive and rapidly changing environment, and new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this Quarterly Report on Form 10-Q may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. 5 Table of Contents PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a.k.a. BRANDS HOLDING CORP. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share amounts) (unaudited) March 31, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 26,679 $ 24,192 Accounts receivable, net 13,402 8,107 Inventory 94,401 95,750 Prepaid expenses and other current assets 14,362 16,720 Total current assets 148,844 144,769 Property and equipment, net 32,636 31,262 Operating lease right-of-use assets 73,445 65,382 Intangible assets, net 49,889 52,354 Goodwill 89,606 89,254 Deferred tax assets 48 47 Other assets 2,101 2,136 Total assets $ 396,569 $ 385,204 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 27,409 $ 30,299 Accrued liabilities 31,226 31,216 Sales returns reserve 9,634 7,587 Deferred revenue 13,175 12,215 Income taxes payable 654 1,039 Operating lease liabilities, current 8,884 8,382 Current portion of long-term debt 7,000 6,300 Total current liabilities 97,982 97,038 Long-term debt 112,910 105,411 Operating lease liabilities 72,373 63,496 Other long-term liabilities 1,825 1,625 Total liabilities 285,090 267,570 Commitments and contingencies (Note 15) Stockholders’ equity: Preferred stock, $ 0.001 par value; 50,000,000 shares authorized; zero shares issued or outstanding as of each of March 31, 2025 and December 31, 2024 — — Common stock, $ 0.001 par value; 500,000,000 shares authorized; 10,692,964 and 10,669,649 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively 128 128 Additional paid-in capital 473,311 471,758 Accumulated other comprehensive loss ( 60,207 ) ( 60,849 ) Accumulated deficit ( 301,753 ) ( 293,403 ) Total stockholders’ equity 111,479 117,634 Total liabilities and stockholders’ equity $ 396,569 $ 385,204 The accompanying notes are an integral part of these condensed consolidated financial statements. 6 Table of Contents a.k.a. BRANDS HOLDING CORP. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except share and per share amounts) (unaudited) Three Months Ended March 31, 2025 2024 Net sales $ 128,657 $ 116,840 Cost of sales 55,001 51,166 Gross profit 73,656 65,674 Operating expenses: Selling 38,184 34,215 Marketing 15,173 14,879 General and administrative 25,682 22,673 Total operating expenses 79,039 71,767 Loss from operations ( 5,383 ) ( 6,093 ) Other expense, net: Interest expense ( 2,663 ) ( 2,278 ) Other expense ( 295 ) ( 543 ) Total other expense, net ( 2,958 ) ( 2,821 ) Loss before income taxes ( 8,341 ) ( 8,914 ) Provision for income taxes ( 9 ) ( 19 ) Net loss $ ( 8,350 ) $ ( 8,933 ) Net loss per share: Basic and diluted $ ( 0.78 ) $ ( 0.85 ) Weighted average shares outstanding: Basic and diluted 10,686,730 10,520,458 The accompanying notes are an integral part of these condensed consolidated financial statements. 7 Table of Contents a.k.a. BRANDS HOLDING CORP. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in thousands) (unaudited) Three Months Ended March 31, 2025 2024 Net loss $ ( 8,350 ) $ ( 8,933 ) Other comprehensive income (loss): Currency translation 642 ( 4,980 ) Total comprehensive loss $ ( 7,708 ) $ ( 13,913 ) The accompanying notes are an integral part of these condensed consolidated financial statements. 8 Table of Contents a.k.a. BRANDS HOLDING CORP. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (in thousands, except share data) (unaudited) Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Accumulated Deficit Total Stockholders’ Equity Shares Amount Balance as of December 31, 2024 10,669,649 $ 128 $ 471,758 $ ( 60,849 ) $ ( 293,403 ) $ 117,634 Equity-based compensation —  —  2,059 —  —  2,059 Issuance of common stock under employee equity plans, net of shares withheld 39,225 —  ( 249 ) —  —  ( 249 ) Repurchase of shares ( 15,910 ) —  ( 257 ) —  —  ( 257 ) Cumulative translation adjustment —  —  —  642 —  642 Net loss —  —  —  —  ( 8,350 ) ( 8,350 ) Balance as of March 31, 2025 10,692,964 $ 128 $ 473,311 $ ( 60,207 ) $ ( 301,753 ) $ 111,479 Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Stockholders’ Equity Shares Amount Balance as of December 31, 2023 10,567,881 $ 128 $ 466,172 $ ( 50,269 ) $ ( 267,413 ) $ 148,618 Equity-based compensation —  —  1,956 —  —  1,956 Issuance of common stock under employee equity plans, net of shares withheld 19,458 —  ( 88 ) —  —  ( 88 ) Repurchase of shares ( 104,103 ) —  ( 1,063 ) —  —  ( 1,063 ) Cumulative translation adjustment —  —  —  ( 4,980 ) —  ( 4,980 ) Net loss —  —  —  —  ( 8,933 ) ( 8,933 ) Balance as of March 31, 2024 10,483,236 $ 128 $ 466,977 Item 1A. Risk Factors 36 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities 37 Item 3. Defaults Upon Senior Securities 37 Item 4. Mine Safety Disclosures 37 Item 5. Other Information 37 Item 6. Exhibits 38 Signatures 39 2 Table of Contents FORWARD-LOOKING STATEMENTS All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our future results of operations and financial position, or that describe our plans, goals, intentions, objectives, strategies, expectations, beliefs and assumptions, are forward-looking statements. The words “believe,” “may,” “might,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “project,” “plan,” “objective,” “could,” “would,” “should” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. We caution that the forward-looking statements in this Quarterly Report on Form 10-Q are subject to a number of known and unknown risks, uncertainties and assumptions that may cause our actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. Factors that could contribute to these differences include, among other things: • economic downturns and market conditions beyond our control, including periods of inflation; • the quality of global financial markets; • risks related to doing business in China, including changes in the political and economic policies of the Chinese government or in relations between China and the United States; • rapid changes in consumer preferences in the apparel, footwear and accessories industry; • our ability to acquire new customers in a cost-effective manner; • our ability to retain existing customers and maintain average order value levels; • the effectiveness of our marketing and our ability to maintain high customer traffic; • the rate of merchandise returns; • our ability to manage inventory effectively; • our ability to procure sufficient quantities of third-party merchandise on favorable terms; • our ability to identify brands to acquire or to integrate and manage our acquisitions and investments effectively; • the effectiveness of our growth strategy; • our ability to expand into new markets; • risks related to doing business internationally, including international economic, geopolitical instability (including the ongoing Ukraine and Israel wars, relations between China and Taiwan, trade wars and relations between the U.S. and Mexico), legal, compliance and supply chain risks; • interruptions in or increased costs of shipping; • risks related to our direct-to-consumer business model; • risks related to sales of our products through wholesale and third-party marketplace providers; • risks related to our use of social media and influencers in marketing, including potential impact to our reputation or regulatory scrutiny; • our ability to achieve projected results or to meet the expectations of securities analysts or investors; • fluctuations in our operating results; • our ability to track our key operating metrics accurately; • our ability to maintain our corporate integrity or the image and reputation of our brands; • our ability to continue to comply with the New York Stock Exchange (the “NYSE”) listing standards and maintain the listing of our common stock on the NYSE; • potential liability for uncollected sales tax in certain jurisdictions; • foreign currency exchange rate fluctuations; • the effects of weather conditions, natural disasters or other unexpected events, including global health crises; • our ability to attract or retain key personnel, manage executive officer succession effectively or hire, develop and motive key employees; • risks related to our decentralized brand management structure; 3 Table of Contents • increases in labor costs or fluctuations in wage rates or the price, availability or quality of raw materials and finished goods; • risks related to distribution, including expansion of the capacity of our fulfillment centers; • our ability to meet stakeholder expectations for ethically- and sustainably-sourced fashion; • declines in the fair value of intangible assets, or impairment of goodwill, of a business unit; • our ability to comply with changing laws or regulations or contractual or other obligations related to data privacy and security; • our reliance upon third-party suppliers and manufacturers; • changes in accounting standards and subjective assumptions, estimates and judgments by management relating to complex accounting matters; • our and our suppliers’ compliance with laws or regulations regarding consumer protection, promotions, safety or other matters; • risks related to climate change; • our ability to comply with changing U.S., Australian or international trade policy, tariff or import/export regulations; • our reliance on overseas manufacturing and supply partners, including vendors located in jurisdictions presenting an increased risk of bribery and corruption; • inadequacy, interruption or integration or security failure of our and third parties’ information technology systems; • security breaches or resulting loss, theft, misuse or unauthorized disclosure or access of customer, supplier or sensitive company information; • risks related to customer use of mobile devices to shop; • restrictions or changes to “cookie” technology as a means of tracking consumer behavior; • third-party claims of infringement, misappropriation or other violation of intellectual property rights; • our ability to adequately establish, maintain, protect or enforce our intellectual property or proprietary rights, or prevent third parties from making unauthorized use of such rights, such as by counterfeiting of our products; • risks related to collecting payments from customers; • system interruptions that impair customer access to our sites or other performance failures in our technology infrastructure; • the impact of our indebtedness, including future indebtedness, on our business and growth prospects; • our ability to service our indebtedness; • limitations on our operations as a result of restrictive covenants in our financing documents; • our ability to refinance our indebtedness; • our ability to raise capital or generate cash flows necessary to expand our operations; • risks related to Summit Partners LP’s control of us; • volatility in our stock price, including as a result of sales of substantial amounts of our common stock; • our decisions concerning the allocation of capital including the extent to which we repurchase shares of our common stock; • our ability to develop and maintain proper and effective internal control over financial reporting; and • the other risk factors set forth under Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission (the “SEC”) on March 6, 2025 (the “2024 Form 10-K”). Moreover, we operate in a very competitive and rapidly changing environment, and new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this Quarterly Report on Form 10-Q may not occur, and actual results could d

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