Net sales increased 19%, to $669 million, from $561 million in the prior year quarter.

Net sales increased 8% in the Americas, to $339 million, from $315 million in the prior year quarter; EMEA increased 35%, to $307 million, from $228 million in the prior year quarter; and APAC increased 25%, to $23 million from $18 million in the prior year quarter.

Net income decreased 78%, to $18 million, or 2.7% of net sales, compared to $79 million, or 14.2% of net sales in the prior year quarter. Adjusted net income decreased 6%, to $85 million, or 12.7% of net sales, compared to $91 million, or 16.2% of net sales in the prior year quarter.

Adjusted EBITDA increased 10%, to $134 million, or 20.1% of net sales, compared to $122 million, or 21.7% of net sales in the prior year quarter.

Continued strategic investments to accelerate growth via increased new product innovation, expanded digital marketing reach, accelerated geographic expansion, and amplified direct-to-consumer initiatives.

As of June 30, 2021, the Company had cash and cash equivalents of $146 million and $294 million of available borrowings under its revolving credit facility. Total debt at the end of the quarter was $1,244 million.

Net cash provided by operating activities was $289 million for the quarter compared to $333 million in the quarter ended June 30, 2020, with the decrease driven primarily by normalized inventory levels in 2021 versus low levels in 2020 during the pandemic.

Fiscal year to date net sales increased 41%, to $1,632 million, from $1,157 million versus the same period last year.

Net sales increased 37% in the Americas, to $892 million, from $650 million in the prior year nine months period; EMEA increased 42%, to $618 million, from $435 million last year; and APAC increased 69%, to $123 million from $73 million last year.

Net income decreased 11%, to $92 million, or 5.6% of net sales, compared to $103 million, or 8.9% of net sales in the prior year nine months. Adjusted net income increased 62%, to $196 million, or 12.0% of net sales, compared to $121 million, or 10.5% of net sales in the prior year nine months.

Adjusted EBITDA increased 62%, to $321 million, or 19.7% of net sales, compared to $199 million, or 17.2% of net sales in the prior year nine months.

Net cash provided by operating activities was $74 million for the nine months ended June 30, 2021, as compared to $121 million in the prior year, with the variance driven primarily by normalized inventory levels in 2021.

Net sales are expected to be between $1,960 million and $1,970 million, up 28%-29% versus the prior year.

Adjusted EBITDA is expected to be $305 million to $310 million, up 35%-37% versus the fiscal year ended September 30, 2020.

investors@weber.com

Brian Eichenlaub

media@weber.com

Kristina Peterson-Lohman

Assets

Current assets:

Cash and cash equivalents

Accounts receivable, less allowance of $2,491 and $3,262 at June 30, 2021 and September 30, 2020, respectively ⁽¹⁾

Inventories, net

Prepaid expenses and other current assets ⁽²⁾

Total current assets

Property, equipment and leasehold improvements, net

Operating lease right-of-use assets ⁽³⁾

Other long-term assets

Trademarks, net

Other intangible assets, net

Goodwill

Total assets

Liabilities and members’ equity (deficit)

Current liabilities:

Trade accounts payable

Accrued expenses ⁽⁴⁾

Income taxes payable

Current portion of long-term debt and other borrowings

Current portion of long-term financing obligation

Total current liabilities

Long-term debt, less current portion

Long-term financing obligation, less current portion

Non-current operating lease liabilities ⁽⁵⁾

Other long-term liabilities

Total liabilities

Commitments and Contingencies

Members’ deficit, 531,716 and 551,774 common units authorized, issued and outstanding as of June 30, 2021 and September 30, 2020, respectively

Accumulated other comprehensive loss

Retained (deficit) earnings

Total members’ (deficit) equity

Total liabilities and members’ (deficit) equity

Includes related party royalty receivables of $75 and $220 at June 30, 2021 and September 30, 2020, respectively.

Includes related party prepaid royalties of $0 and $10,044 at June 30, 2021 and September 30, 2020, respectively.

Includes related party operating lease assets of $3,475 and $4,111 at June 30, 2021 and September 30, 2020, respectively.

Includes related party operating lease liabilities of $1,105 and $0 at June 30, 2021 and September 30, 2020, respectively.

Includes related party operating lease liabilities of $2,299 and $4,139 at June 30, 2021 and September 30, 2020, respectively.

Net sales ⁽¹⁾

Cost of goods sold ⁽²⁾

Gross profit

Operating expenses:

Selling, general and administrative ⁽³⁾⁽⁴⁾

Amortization of intangible assets

Gain on disposal of assets held for sale

Income from operations

Foreign currency (gain) loss

Interest income ⁽⁵⁾

Interest expense

Loss from early extinguishment of debt

Income before taxes

Income tax expense

Loss (gain) from investments in unconsolidated affiliates

Net income

Earnings allocated to participating securities

Net income attributable to common members

Net income per common unit

Basic

Diluted

Weighted average common units outstanding

Basic

Diluted

Includes related party royalty revenue of $128 and $34 for the three months ended June 30, 2021 and 2020, respectively, and $75 and $316 for the nine months ended June 30, 2021 and 2020, respectively.

Includes related party rental expense of $213 and $179 for the three months ended June 30, 2021 and 2020, respectively, and $605 and $538 for the nine months ended June 30, 2021 and 2020, respectively.

Includes related party rental expense of $68 and $59 for the three months ended June 30, 2021 and 2020, respectively, and $196 and $176 for the nine months ended June 30, 2021 and 2020, respectively.

Includes related party royalty expense of $0 and $471 for the three months ended June 30, 2021 and 2020, respectively, and $268 and $1,574 for the nine months ended June 30, 2021 and 2020, respectively.

Includes related party interest income of $11 and $14 for the for the three months ended June 30, 2021 and 2020, respectively, and $40 and $42 for the nine months ended June 30, 2021 and 2020, respectively.

June 30,

Operating activities

Net income

Adjustments to reconcile net income to net cash provided by operating activities:

Provision for depreciation

Provision for amortization of intangible assets

Provision for amortization of deferred financing costs

Management incentive plan compensation, net of forfeitures

(Gain) loss from investments in unconsolidated affiliates

Gain on disposal of assets held for sale

Unit based compensation

Loss from early extinguishment of debt

Changes in operating assets and liabilities

Accounts receivable

Inventories

Prepaid expenses and other current assets

Trade accounts payable

Accrued expenses

Income taxes payable

Other

Net cash provided by operating activities

Investing activities

Proceeds from disposal of property, equipment and leasehold improvements

Additions to property, equipment and leasehold improvements

Payments for acquisitions

Net cash used in investing activities

Financing activities

Proceeds from issuance of long-term debt

Payments for deferred financing costs

Payments for deferred offering costs

Payments under agreement with iDevices

Interest rate swap settlement payments

Proceeds from contribution of capital, net

Repurchase of members’ interests

Members’ distributions

Borrowings from revolving credit facility

Payments on revolving credit facility

Payments of long-term debt

Payment for the acquired Q Grill Trademark

Service on financing obligation

Net cash provided by (used in) financing activities

Effect of exchange rate changes on cash and cash equivalents

Increase in cash and cash equivalents

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Supplemental disclosures of cash flow information:

Cash paid for interest

Cash paid for income taxes, net of refunds of $3,213 and $656, respectively

Supplemental disclosures of non-cash investing and financing information:

Property and equipment included in accounts payable and accrued expenses

Deferred offering costs included in accounts payable and accrued expenses

Settlement of existing relationship through business combination

Issuance of common units for business acquisition

Income from operations

Adjustments:

Foreign currency gain (loss)⁽¹⁾

Non-cash stock compensation / LTIP and profits interest expense⁽²⁾

Business transformation costs⁽³⁾

Operational transformation costs⁽⁴⁾

Debt refinancing and IPO costs⁽⁵⁾

COVID-19 costs⁽⁶⁾

Gain on disposal of assets held for sale

Adjusted income from operations

Net income

Adjustments:

Non-cash stock compensation / LTIP and profits interest expense⁽²⁾

Business transformation costs⁽³⁾

Operational transformation costs⁽⁴⁾

Debt refinancing and IPO costs⁽⁵⁾

COVID-19 costs⁽⁶⁾

Loss from early extinguishment of debt

Gain on disposal of assets held for sale

Tax impact of adjusting items

Adjusted net income

Net income

Adjustments:

Interest expense, net

Income tax expense

Depreciation and amortization

EBITDA

Non-cash stock compensation / LTIP and profits interest expense⁽²⁾

Business transformation costs⁽³⁾

Operational transformation costs⁽⁴⁾

Debt refinancing and IPO costs⁽⁵⁾

COVID-19 costs⁽⁶⁾

Loss from early extinguishment of debt

Gain on disposal of assets held for sale

Adjusted EBITDA

Adjusted income from operations includes foreign currency gain (loss) in order to align adjusted income from operations with Adjusted EBITDA, with the exception of depreciation and amortization and loss (gain) from investments in unconsolidated affiliates.

Our financial results reflect an increase in other long-term liabilities related to an increase in the value of our LTIP and profits interest units as well as a change in accounting methodology from the intrinsic value method to the fair value method during the second quarter of Fiscal Year 2021. These changes resulted in selling, general and administrative expense of approximately $62 million and $94 million for the three and nine months ended June 30, 2021, respectively.

“Business transformation costs” are defined as costs incurred to implement the leadership team’s plans to transition the organization to the future operating structure. These costs include major business transformation initiatives that require severance or other costs to transition to a new operating model.

“Operational transformation costs” are defined as restructuring and transformation initiatives related to major supply chain, operational moves and startups that are designed to enable future productivity. These costs also include significant systems integration costs, as well was plant shutdown and closure costs that will drive future efficiencies.

“Debt refinancing and IPO costs” are defined as certain non-capitalizable costs from the refinancing of the Company’s term loan and costs related to the initial public offering.

During the nine months ended June 30, 2021 and 2020, the Company incurred a number of significant costs related to the global COVID-19 pandemic. These non-recurring costs included plant shutdown costs, the impact of enhanced employee safety and social distancing protocols as well as overtime and expedited freight costs to fulfill significant unexpected demand increases driven by stay-at-home orders in many of our key markets. These costs have normalized in Fiscal Year 2021.