EX-99.1 2 tm258407d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Clarus Reports Fourth Quarter and Full Year 2024 Results

Fourth Quarter Sales of $71.4 million, Adjusted EBITDA of $4.4 million, and Free Cash Flow of $14.4 million

Completed the Acquisition of RockyMounts, Expanding Adventure’s Bike-Rack Product Capabilities Globally

SALT LAKE CITY, March 6, 2025 (GLOBE NEWSWIRE) -- Clarus Corporation (NASDAQ: CLAR) (“Clarus” and/or the “Company”), a global company focused on the outdoor enthusiast markets, reported financial results for the fourth quarter and full year ended December 31, 2024.

Fourth Quarter 2024 Financial Summary vs. Same Year-Ago Quarter (adjusted to reflect the reclassification of the Precision Sport segment as discontinued operations)

| · | Sales of $71.4 million compared to $76.5 million.

| · | Gross margin was 33.4% compared to 28.9%; adjusted gross margin of 38.0% compared to 34.7%.

| · | Net loss, which includes the impact of discontinued operations, of $65.5 million, or $(1.71) per diluted share1, compared to net loss of $8.4 million, or $(0.22) per diluted share.

| · | Loss from continuing operations of $73.3 million, or $(1.92) per diluted share, compared to loss from continuing operations of $7.2 million, or $(0.19) per diluted share.

| · | Adjusted loss from continuing operations of $3.2 million, or $(0.08) per diluted share, compared to adjusted income from continuing operations of $1.6 million, or $0.04 per diluted share.

| · | Adjusted EBITDA from continuing operations of $4.4 million with an adjusted EBITDA margin of 6.1% compared to $1.6 million with an adjusted EBITDA margin of 2.1%.

2024 Financial Summary vs. 2023 (adjusted to reflect the reclassification of the Precision Sport segment as discontinued operations)

| · | Sales of $264.3 million compared to $286.0 million.

| · | Gross margin was 35.0% compared to 34.1%; adjusted gross margin was 37.5% compared to 35.6%.

| · | Net loss, which includes the impact of discontinued operations, of $52.3 million, or $(1.37) per diluted share2, compared to net loss of $10.1 million, or $(0.27) per diluted share.

1 Includes $44.8 million impairment of goodwill and indefinite-lived intangible assets as well as a $21.0 million tax expense for the establishment of a valuation allowance associated with deferred tax assets.

2 Includes gain on sale Precision Sport segment of $40.6 million as well as $44.8 million impairment of goodwill and indefinite-lived intangible assets as well as a $21.0 million tax expense for the establishment of a valuation allowance associated with deferred tax assets.

| · | Loss from continuing operations of $88.4 million, or $(2.31) per diluted share, compared to loss from continuing operations of $15.8 million, or $(0.42) per diluted share.

| · | Adjusted loss from continuing operations of $2.6 million, or $(0.07) per diluted share, compared to adjusted income from continuing operations of $3.8 million, or $0.10 per diluted share.

| · | Adjusted EBITDA of $6.9 million with an adjusted EBITDA margin of 2.6% compared to $7.3 million with an adjusted EBITDA margin of 2.6%.

Management Commentary

“During 2024 we remained focused on executing against our strategic roadmap and positioning Clarus for profitable growth over the long term,” said Warren Kanders, Clarus’ Executive Chairman. “Despite significant market headwinds, we took important steps during the year to simplify and strengthen the core at the Outdoor segment, while investing in new R&D and product development initiatives to scale the Adventure segment. At Outdoor, we made steady progress building a smaller, more profitable business in 2024. Primarily as a result of our product simplification and SKU rationalization initiatives, Outdoor adjusted gross margin improved to 36.9% in Q4 compared to 32.8% in the year ago quarter. In the Adventure segment, we anticipated this past year would require significant investment, and despite a difficult 2024, we are committed to maintaining these fixed investments to scale the business globally outside the home region of Australia.

Mr. Kanders added, “We enter 2025 encouraged by the strides our teams have made to advance our turnaround and excited about the potential to unlock new growth opportunities going forward. Following multiple quarters of incremental progress at Outdoor, we believe our success simplifying the business, rightsizing inventory and reshaping the organization positions Black Diamond for a return to growth as the market stabilizes. While initiatives to accelerate our Adventure brands’ traction in global markets will continue to take time, we have enhanced product development and the commercialization processes and plan to launch compelling new products throughout the coming year. With the recent acquisition of RockyMounts, we now have a comprehensive portfolio of roof and hitch-mounted bike racks solutions to reach a broader addressable market of customers in North America, Australia and New Zealand.

Fourth Quarter 2024 Financial Results

On a consolidated basis, sales in the fourth quarter were $71.4 million compared to $76.5 million in the same year-ago quarter. This decrease was primarily driven by isolated challenges with two large accounts in our OEM and Australian wholesale channels in our Adventure segment. This decline was partly offset by growth in the North American wholesale and international distribution channels at the Outdoor segment.

Sales in the Outdoor segment were $51.1 million, compared to $50.1 million in the year-ago quarter. Sales in the Adventure segment decreased 22.9% to $20.3 million, compared to $26.4 million in the year-ago quarter.

Gross margin in the fourth quarter was 33.4% compared to 28.9% in the year-ago quarter. The increase in gross margin was primarily due to lower PFAS inventory reserves related movements compared to the prior year at the Outdoor segment. This was further improved by favorable product mix due to continued product simplification and SKU rationalization efforts at the Outdoor segment, as well as a favorable channel mix at the Adventure segment due to lower OEM sales. This was partially offset by a $2.3 million increase in the inventory reserve at the Adventure segment to address slow-moving and obsolete inventory. Adjusted gross margin reflecting the PFAS related, other one-time inventory reserve movements, and inventory fair value adjustments as a result of purchase accounting was 38.0% for the quarter compared to 34.7% in the year-ago quarter.

Selling, general and administrative expenses in the fourth quarter were $27.8 million compared to $30.0 million in the same year-ago quarter. The decrease was primarily a result of lower marketing, research and development, and retail expenses due to store closures at the Outdoor segment as well as lower corporate costs. These reductions were partially offset by investments in marketing, research and development, and e-commerce initiatives, primarily at Rhino-Rack USA in the Adventure segment.

During the fourth quarter, the Company incurred non-cash expense for goodwill and indefinite-lived assets impairments of $44.8 million as well as an increase in tax expense of $21.0 million for a valuation allowance to fully reserve all deferred tax assets associated with U.S. federal income taxes.

The loss from continuing operations in the fourth quarter of 2024 was $73.3 million, or $(1.92) per diluted share, compared to loss from continuing operations of $7.2 million, or $(0.19) per diluted share in the year-ago quarter. Loss from continuing operations in the fourth quarter included a non-cash impairment of goodwill and indefinite-lived intangible assets charge of $44.8 million in the Adventure segment due to the decline in the Company’s stock price and lower sales and profitability in the segment compared to expectations. The loss also includes $8.7 million of cost and charges associated with amortization of intangibles, restructuring charges, transactions costs, inventory fair value adjustment from purchase accounting, PFAS and other inventory reserves, legal costs and regulatory matter expenses, and stock-based compensation.

Adjusted loss from continuing operations in the fourth quarter of 2024 was $3.2 million, or $(0.08) per diluted share, compared to adjusted income from continuing operations of $1.6 million, or $0.04 per diluted share, in the year-ago quarter. Adjusted loss from continuing operations excludes amortization of intangibles, impairment of goodwill and indefinite-lived intangible assets, restructuring charges, transactions costs, inventory fair value adjustment from purchase accounting, PFAS and other inventory reserves, legal costs and regulatory matter expenses, and stock-based compensation.

Adjusted EBITDA from continuing operations in the fourth quarter was $4.4 million, or an adjusted EBITDA margin of 6.1%, compared to adjusted EBITDA from continuing operations of $1.6 million, or an adjusted EBITDA margin of 2.1%, in the same year-ago quarter.

Net cash provided in operating activities for the three months ended December 31, 2024, was $16.6 million compared to net cash provided by operating activities of $14.5 million in the prior year quarter. Capital expenditures in the fourth quarter of 2024 were $2.2 million compared to $1.2 million in the prior year quarter. Free cash flow for the fourth quarter of 2024 was $14.4 million compared to $13.3 million in the prior year quarter.

Liquidity at December 31, 2024 vs. December 31, 2023

| · | Cash and cash equivalents totaled $45.4 million compared to $11.3 million.
| · | Total debt of $1.9 million (related to the RockyMounts acquisition) compared to $119.8 million.

Full Year 2024 Financial Results

Sales in 2024 decreased 7.6% to $264.3 million compared to $286.0 million in 2023. The decrease in sales was primarily driven by continued softness across all selling channels in Outdoor, combined with the effects of the Company’s product line simplification strategy, as well as lower Adventure segment sales. The Adventure decline resulted from less OEM channel demand and challenging wholesale markets globally, partially offset by the benefit from the TRED Outdoors acquisition.

From a segment perspective, Outdoor sales were down 10.0% to $183.6 million and Adventure sales were down 1.5% to $80.7 million, or $81.3 million on a constant currency basis, compared to 2023.

Gross margin in 2024 was 35.0% compared to 34.1% in 2023 primarily due to favorable product mix at the Outdoor segment as a result of product simplification and SKU rationalization efforts, combined with favorable Adventure segment channel mix due to lower OEM sales. This was partially offset by a $2.3 million inventory reserve expenses at the Adventure segment. Adjusted gross margin reflecting the PFAS related inventory reserve, Adventure inventory reserve, and inventory fair value purchase accounting was 37.5% for the year compared to 35.6% in the prior year.

Selling, general and administrative expenses in 2024 were $111.9 million compared to $114.6 million in 2023. The decrease was primarily due to lower retail expenses due to store closures and lower marketing and research and development expenses at the Outdoor segment. These decreases were partially offset by investments in global marketing, operational improvements, and e-commerce initiatives to accelerate growth at the Adventure segment and incremental SG&A from the TRED Outdoors acquisition.

Loss from continuing operations in 2024 was $88.4 million, or $(2.31) per diluted share, compared to net loss of $15.8 million, or $(0.42) per diluted share, in the prior year. Loss from continuing operations for 2024 included a non-cash impairment of goodwill and indefinite-lived intangible assets charge of $44.8 million in the Adventure segment due to the decline in the Company’s stock price and lower sales and profitability in the segment compared to expectations. The loss also includes $28.4 million of cost and charges associated with amortization of intangibles, restructuring charges, transactions costs, contingent consideration benefit, inventory fair value of purchase accounting, PFAS and other inventory reserves, legal costs and regulatory matter expenses, and stock-based compensation.

Adjusted loss from continuing operations in 2024 was $2.6 million, or $(0.07) per diluted share, compared to adjusted income from continuing operations of $3.8 million, or $0.10 per diluted share in the year-ago quarter. Adjusted loss from continuing operations excludes amortization of intangibles, impairment of goodwill and indefinite-lived intangible assets, restructuring expenses, transactions costs, contingent consideration benefit, inventory fair value of purchase accounting, PFAS and other inventory reserves, legal costs and regulatory matter expenses, and stock-based compensation.

Adjusted EBITDA in 2024 was $6.9 million, or an adjusted EBITDA margin of 2.6%, compared to $7.3 million, or an adjusted EBITDA margin of 2.6%, in 2023.

Net cash used in operating activities for the year ended December 31, 2024, was $7.3 million compared to net cash provided by operating activities of $31.9 million in 2023. Capital expenditures in 2024 were $6.7 million compared to $5.7 million in the prior year. Free cash flow for the year ended December 31, 2024, was $(14.0) million compared to $26.2 million in the same year-ago period.

Acquisition of RockyMounts

In December, Rhino-Rack USA completed the acquisition of certain assets and liabilities constituting the RockyMounts business, a Colorado-based brand specializing in bicycle transport products, that we expect to deepen Rhino-Rack’s product expertise in a key growth vertical. For over 30 years, RockyMounts has designed innovative roof and hitch rack solutions, attracting a dedicated following of customers thanks to the products’ distinct style and exceptional durability. Founded in Boulder, Colorado in 1993, RockyMounts is known for making well designed and dependable premium bicycle racks and other accessories compatible with vehicles of all sizes, including SUVs, vans and trucks. Its award-winning products can be found in local and national retailers across North America.

2025 Outlook

The Company expects fiscal year 2025 sales to range between $250 million to $260 million and adjusted EBITDA of approximately $14 million to $16 million, or an adjusted EBITDA margin of 5.9% at the mid-point of revenue and adjusted EBITDA. In addition, capital expenditures are expected to range between $4 million to $5 million and free cash flow is expected to range between $8 million to $10 million for the full year 2025. Clarus has not provided net income guidance due to the inherent difficulty of forecasting certain types of expenses and gains, which affect net income but not Adjusted EBITDA and/or Adjusted EBITDA Margin. Therefore, we do not provide a reconciliation of Adjusted EBITDA and/or Adjusted EBITDA Margin guidance to net income guidance.

Net Operating Loss (NOL) and Deferred Tax Asset Valuation Allowance

The Company has historically had net operating loss carryforwards (“NOLs”) for U.S. federal income tax purposes. During 2024 the remaining NOLs have been utilized. Additionally, during the fourth quarter of 2024 the Company established a full valuation allowance through a charge to income tax expense for $21.0 million.

Conference Call

The Company will hold a conference call today at 5:00 p.m. Eastern time to discuss its fourth quarter 2024 results.

Date: Thursday, March 6, 2025

Time: 5:00 pm ET

Registration Link: https://register.vevent.com/register/BI193a68bc624f4d3cb299c6cede17b335

To access the call by phone, please register via the live call registration link above and you will be provided with dial-in instructions and details. The conference call will be broadcast live and available for replay here and on the Company’s website at www.claruscorp.com.

About Clarus Corporation

Headquartered in Salt Lake City, Utah, Clarus Corporation is a global leader in the design and development of best-in-class equipment and lifestyle products for outdoor enthusiasts. Driven by our rich history of engineering and innovation, our objective is to provide safe, simple, effective and beautiful products so that our customers can maximize their outdoor pursuits and adventures. Each of our brands has a long history of continuous product innovation for core and everyday users alike. The Company’s products are principally sold globally under the Black Diamond®, Rhino-Rack®, MAXTRAX®, and TRED Outdoors® brand names through outdoor specialty and online retailers, our own websites, distributors, and original equipment manufacturers.

Use of Non-GAAP Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (“GAAP”). This press release contains the non-GAAP measures: (i) adjusted gross margin and adjusted gross profit, (ii) adjusted (loss) income from continuing operations and related earnings (loss) per diluted share, (iii) earnings before interest, taxes, other income or expense, depreciation and amortization (“EBITDA”), EBITDA margin, adjusted EBITDA, and adjusted EBITDA margin, and (iv) free cash flow (defined as net cash provided by operating activities less capital expenditures). The Company believes that the presentation of certain non-GAAP measures, i.e.: (i) adjusted gross margin and adjusted gross profit, (ii) adjusted (loss) income from continuing operations and related earnings (loss) per diluted share, (iii) EBITDA, EBITDA margin, adjusted EBITDA and adjusted EBITDA margin, and (iv) free cash flow, provide useful information for the understanding of its ongoing operations and enables investors to focus on period-over-period operating performance, and thereby enhances the user's overall understanding of the Company's current financial performance relative to past performance and provides, along with the nearest GAAP measures, a baseline for modeling future earnings expectations. Non-GAAP measures are reconciled to comparable GAAP financial measures within this press release. We do not provide a reconciliation of the non-GAAP guidance measures Adjusted EBITDA and/or Adjusted EBITDA Margin for the fiscal year 2025 to net income for the fiscal year 2025, the most comparable GAAP financial measure, due to the inherent difficulty of forecasting certain types of expenses and gains, without unreasonable effort, which affect net income but not Adjusted EBITDA and/or Adjusted EBITDA Margin. The Company cautions that non-GAAP measures should be considered in addition to, but not as a substitute for, the Company's reported GAAP results. Additionally, the Company notes that there can be no assurance that the above referenced non-GAAP financial measures are comparable to similarly titled financial measures used by other publicly traded companies.

Forward-Looking Statements

Please note that in this press release we may use words such as “appears,” “anticipates,” “believes,” “plans,” “expects,” “intends,” “future,” and similar expressions which constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are made based on our expectations and beliefs concerning future events impacting the Company and therefore involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. Potential risks and uncertainties that could cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied by forward-looking statements in this press release, include, but are not limited to, those risks and uncertainties more fully described from time to time in the Company's public reports filed with the Securities and Exchange Commission, including under the section titled “Risk Factors” in the Company's Annual Report on Form 10-K, and/or Quarterly Reports on Form 10-Q, as well as in the Company’s Current Reports on Form 8-K. All forward-looking statements included in this press release are based upon information available to the Company as of the date of this press release and speak only as of the date hereof. We assume no obligation to update any forward- looking statements to reflect events or circumstances after the date of this press release.

Company Contact:

Michael J. Yates

Chief Financial Officer

mike.yates@claruscorp.com

Investor Relations:

The IGB Group

Leon Berman / Matt Berkowitz

Tel 1-212-477-8438 / 1-212-227-7098

lberman@igbir.com / mberkowitz@igbir.com

CLARUS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except per share amounts)

|  | December 31, 2024 |  |  | December 31, 2023 |
Assets |  |  |  |  |  |  |  |
Current assets |  |  |  |  |  |  |  |
Cash |  | $ | 45,359 |  |  | $ | 11,324 |
Accounts receivable, net |  |  | 43,678 |  |  |  | 53,971 |
Inventories |  |  | 82,278 |  |  |  | 91,409 |
Prepaid and other current assets |  |  | 5,555 |  |  |  | 4,865 |
Income tax receivable |  |  | 910 |  |  |  | 892 |
Assets held for sale |  |  | - |  |  |  | 137,284 |
Total current assets |  |  | 177,780 |  |  |  | 299,745 |
Property and equipment, net |  |  | 17,606 |  |  |  | 16,587 |
Other intangible assets, net |  |  | 31,516 |  |  |  | 41,466 |
Indefinite-lived intangible assets |  |  | 46,750 |  |  |  | 58,527 |
Goodwill |  |  | 3,804 |  |  |  | 39,320 |
Deferred income taxes |  |  | 36 |  |  |  | 22,869 |
Other long-term assets |  |  | 16,602 |  |  |  | 16,824 |
Total assets |  | $ | 294,094 |  |  | $ | 495,338 |
Liabilities and Stockholders’ Equity |  |  |  |  |  |  |  |
Current liabilities |  |  |  |  |  |  |  |
Accounts payable |  | $ | 11,873 |  |  | $ | 20,015 |
Accrued liabilities |  |  | 22,276 |  |  |  | 24,580 |
Income tax payable |  |  | - |  |  |  | 805 |
Current portion of long-term debt |  |  | 1,888 |  |  |  | 119,790 |
Liabilities held for sale |  |  | - |  |  |  | 5,744 |
Total current liabilities |  |  | 36,037 |  |  |  | 170,934 |
Deferred income taxes |  |  | 12,210 |  |  |  | 18,124 |
Other long-term liabilities |  |  | 12,754 |  |  |  | 14,160 |
Total liabilities |  |  | 61,001 |  |  |  | 203,218 |
Stockholders’ Equity |  |  |  |  |  |  |  |
Preferred stock, $0.0001 par value per share; 5,000 shares authorized; none issued |  |  | - |  |  |  | - |
Common stock, $0.0001 par value per share; 100,000 shares authorized; 43,004 and 42,761 issued and 38,362 and 38,149 outstanding, respectively |  |  | 4 |  |  |  | 4 |
Additional paid in capital |  |  | 697,592 |  |  |  | 691,198 |
Accumulated deficit |  |  | (406,857 | ) |  |  | (350,739 | )
Treasury stock, at cost |  |  | (33,114 | ) |  |  | (32,929 | )
Accumulated other comprehensive loss |  |  | (24,532 | ) |  |  | (15,414 | )
Total stockholders’ equity |  |  | 233,093 |  |  |  | 292,120 |
Total liabilities and stockholders’ equity |  | $ | 294,094 |  |  | $ | 495,338 |

CLARUS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF LOSS

(Unaudited)

(In thousands, except per share amounts)

|  | Three Months Ended |
|  | December 31, 2024 |  |  | December 31, 2023 |
Sales |  |  |  |  |  |  |  |
Domestic sales |  | $ | 30,162 |  |  | $ | 31,840 |
International sales |  |  | 41,243 |  |  |  | 44,663 |
Total sales |  |  | 71,405 |  |  |  | 76,503 |
Cost of goods sold |  |  | 47,540 |  |  |  | 54,361 |
Gross profit |  |  | 23,865 |  |  |  | 22,142 |
Operating expenses |  |  |  |  |  |  |  |
Selling, general and administrative |  |  | 27,772 |  |  |  | 29,963 |
Restructuring charges |  |  | 939 |  |  |  | 1,411 |
Transaction costs |  |  | 408 |  |  |  | 134 |
Legal costs and regulatory matter expenses |  |  | 47 |  |  |  | 702 |
Impairment of goodwill |  |  | 36,264 |  |  |  | - |
Impairment of indefinite-lived intangible assets |  |  | 8,545 |  |  |  | - |
Total operating expenses |  |  | 73,975 |  |  |  | 32,210 |
Operating loss |  |  | (50,110 | ) |  |  | (10,068 | )
Other income (expense) |  |  |  |  |  |  |  |
Interest income, net |  |  | 269 |  |  |  | 35 |
Other, net |  |  | (2,342 | ) |  |  | 1,104 |
Total other (expense) income, net |  |  | (2,073 | ) |  |  | 1,139 |
Loss before income tax |  |  | (52,183 | ) |  |  | (8,929 | )
Income tax expense (benefit) |  |  | 21,142 |  |  |  | (1,700 | )
Loss from continuing operations |  |  | (73,325 | ) |  |  | (7,229 | )
Discontinued operations, net of tax |  |  | 7,804 |  |  |  | (1,160 | )
Net loss |  | $ | (65,521 | ) |  | $ | (8,389 | )
Loss from continuing operations per share: |  |  |  |  |  |  |  |
Basic |  | $ | (1.92 | ) |  | $ | (0.19 | )
Diluted |  |  | (1.92 | ) |  |  | (0.19 | )
Net loss per share: |  |  |  |  |  |  |  |
Basic |  | $ | (1.71 | ) |  | $ | (0.22 | )
Diluted |  |  | (1.71 | ) |  |  | (0.22 | )
Weighted average shares outstanding: |  |  |  |  |  |  |  |
Basic |  |  | 38,262 |  |  |  | 38,312 |
Diluted |  |  | 38,262 |  |  |  | 38,312 |

CLARUS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF LOSS

(Unaudited)

(In thousands, except per share amounts)

|  | Twelve Months Ended |
|  | December 31, 2024 |  |  | December 31, 2023 |
Sales |  |  |  |  |  |  |  |
Domestic sales |  | $ | 105,745 |  |  | $ | 112,385 |
International sales |  |  | 158,570 |  |  |  | 173,635 |
Total sales |  |  | 264,315 |  |  |  | 286,020 |
Cost of goods sold |  |  | 171,696 |  |  |  | 188,509 |
Gross profit |  |  | 92,619 |  |  |  | 97,511 |
Operating expenses |  |  |  |  |  |  |  |
Selling, general and administrative |  |  | 111,948 |  |  |  | 114,603 |
Restructuring charges |  |  | 1,948 |  |  |  | 3,223 |
Transaction costs |  |  | 576 |  |  |  | 593 |
Contingent consideration benefit |  |  | (125 | ) |  |  | (1,565 | )
Legal costs and regulatory matter expenses |  |  | 3,842 |  |  |  | 1,764 |
Impairment of goodwill |  |  | 36,264 |  |  |  | - |
Impairment of indefinite-lived intangible assets |  |  | 8,545 |  |  |  | - |
Total operating expenses |  |  | 162,998 |  |  |  | 118,618 |
Operating loss |  |  | (70,379 | ) |  |  | (21,107 | )
Other (expense) income |  |  |  |  |  |  |  |
Interest income, net |  |  | 1,467 |  |  |  | 67 |
Other, net |  |  | (1,673 | ) |  |  | 961 |
Total other (expense) income, net |  |  | (206 | ) |  |  | 1,028 |
Loss before income tax |  |  | (70,585 | ) |  |  | (20,079 | )
Income tax expense (benefit) |  |  | 17,852 |  |  |  | (4,291 | )
Loss from continuing operations |  |  | (88,437 | ) |  |  | (15,788 | )
Discontinued operations, net of tax |  |  | 36,150 |  |  |  | 5,642 |
Net loss |  | $ | (52,287 | ) |  | $ | (10,146 | )
Loss from continuing operations per share: |  |  |  |  |  |  |  |
Basic |  | $ | (2.31 | ) |  | $ | (0.42 | )
Diluted |  |  | (2.31 | ) |  |  | (0.42 | )
Net loss per share: |  |  |  |  |  |  |  |
Basic |  | $ | (1.37 | ) |  | $ | (0.27 | )
Diluted |  |  | (1.37 | ) |  |  | (0.27 | )
Weighted average shares outstanding: |  |  |  |  |  |  |  |
Basic |  |  | 38,305 |  |  |  | 37,485 |
Diluted |  |  | 38,305 |  |  |  | 37,485 |

CLARUS CORPORATION

RECONCILIATION FROM GROSS PROFIT TO ADJUSTED GROSS PROFIT

AND ADJUSTED GROSS MARGIN

THREE MONTHS ENDED

|  | December 31, 2024 |  |  |  |  | December 31, 2023 |
Sales |  | $ | 71,405 |  |  | Sales |  | $ | 76,503 |
Gross profit as reported |  | $ | 23,865 |  |  | Gross profit as reported |  | $ | 22,142 |
Plus impact of inventory fair value adjustment |  |  | 61 |  |  | Plus impact of inventory fair value adjustment |  |  | 64 |
Plus impact of PFAS and other inventory reserves |  |  | 3,179 |  |  | Plus impact of PFAS and other inventory reserves |  |  | 4,370 |
Adjusted gross profit |  | $ | 27,105 |  |  | Adjusted gross profit |  | $ | 26,576 |
Gross margin as reported |  |  | 33.4 | % |  | Gross margin as reported |  |  | 28.9 | %
Adjusted gross margin |  |  | 38.0 | % |  | Adjusted gross margin |  |  | 34.7 | %

TWELVE MONTHS ENDED

|  | December 31, 2024 |  |  |  |  | December 31, 2023 |
Sales |  | $ | 264,315 |  |  | Sales |  | $ | 286,020 |
Gross profit as reported |  | $ | 92,619 |  |  | Gross profit as reported |  | $ | 97,511 |
Plus impact of inventory fair value adjustment |  |  | 61 |  |  | Plus impact of inventory fair value adjustment |  |  | 64 |
Plus impact of PFAS and other inventory reserves |  |  | 6,502 |  |  | Plus impact of PFAS and other inventory reserves |  |  | 4,370 |
Adjusted gross profit |  | $ | 99,182 |  |  | Adjusted gross profit |  | $ | 101,945 |
Gross margin as reported |  |  | 35.0 | % |  | Gross margin as reported |  |  | 34.1 | %
Adjusted gross margin |  |  | 37.5 | % |  | Adjusted gross margin |  |  | 35.6 | %

CLARUS CORPORATION

RECONCILIATION FROM LOSS FROM CONTINUING OPERATIONS TO ADJUSTED (LOSS) INCOME FROM CONTINUING OPERATIONS
AND RELATED EARNINGS PER DILUTED SHARE

(In thousands, except per share amounts)

|  | Three Months Ended December 31, 2024 |
|  | Total |  |  | Gross |  |  | Operating |  |  | Income tax |  |  | Tax |  |  | (Loss) income from |  |  | Diluted |
|  | sales |  |  | profit |  |  | expenses |  |  | (benefit) expense |  |  | rate |  |  | continuing operations |  |  | EPS (1) |
As reported |  | $ | 71,405 |  |  | $ | 23,865 |  |  | $ | 73,975 |  |  | $ | 21,142 |  |  |  | 40.5 | % |  | $ | (73,325 | ) |  | $ | (1.92 | )
Amortization of intangibles |  |  | - |  |  |  | - |  |  |  | (2,468 | ) |  |  | 1,240 |  |  |  |  |  |  |  | 1,228 |  |  |  |  |
Impairment of goodwill |  |  | - |  |  |  | - |  |  |  | (36,264 | ) |  |  | - |  |  |  |  |  |  |  | 36,264 |  |  |  |  |
Impairment of indefinite-lived intangible assets |  |  | - |  |  |  | - |  |  |  | (8,545 | ) |  |  | 2,564 |  |  |  |  |  |  |  | 5,981 |  |  |  |  |
Restructuring charges |  |  | - |  |  |  | - |  |  |  | (939 | ) |  |  | 251 |  |  |  |  |  |  |  | 688 |  |  |  |  |
Transaction costs |  |  | - |  |  |  | - |  |  |  | (408 | ) |  |  | 87 |  |  |  |  |  |  |  | 321 |  |  |  |  |
Inventory fair value of purchase accounting |  |  | - |  |  |  | 61 |  |  |  | - |  |  |  | 13 |  |  |  |  |  |  |  | 48 |  |  |  |  |
PFAS and other inventory reserves |  |  | - |  |  |  | 3,179 |  |  |  | - |  |  |  | 766 |  |  |  |  |  |  |  | 2,413 |  |  |  |  |
Legal costs and regulatory matter expenses |  |  | - |  |  |  | - |  |  |  | (47 | ) |  |  | 23 |  |  |  |  |  |  |  | 24 |  |  |  |  |
Stock-based compensation |  |  | - |  |  |  | - |  |  |  | (1,570 | ) |  |  | (588 | ) |  |  |  |  |  |  | 2,158 |  |  |  |  |
Valuation allowance |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (21,038 | ) |  |  |  |  |  |  | 21,038 |  |  |  |  |
As adjusted |  | $ | 71,405 |  |  | $ | 27,105 |  |  | $ | 23,734 |  |  | $ | 4,460 |  |  |  | 343.6 | % |  | $ | (3,162 | ) |  | $ | (0.08 | )

(1) Potentially dilutive securities are excluded from the computation of diluted earnings (loss) per share if their effect is anti-dilutive to the loss from continuing operations. Reported loss from continuing operations per share and adjusted loss from continuing operations per share are both calculated based on 38,262 basic and diluted weighted average shares of common stock.

|  | Three Months Ended December 31, 2023 |
|  | Total |  |  | Gross |  |  | Operating |  |  | Income tax |  |  | Tax |  |  | (Loss) income from |  |  | Diluted |
|  | sales |  |  | profit |  |  | expenses |  |  | (benefit) expense |  |  | rate |  |  | continuing operations |  |  | EPS (1) |
As reported |  | $ | 76,503 |  |  | $ | 22,142 |  |  | $ | 32,210 |  |  | $ | (1,700 | ) |  |  | (19.0 | )% |  | $ | (7,229 | ) |  | $ | (0.19 | )
Amortization of intangibles |  |  | - |  |  |  | - |  |  |  | (2,680 | ) |  |  | 536 |  |  |  |  |  |  |  | 2,144 |  |  |  |  |
Restructuring charges |  |  | - |  |  |  | - |  |  |  | (1,411 | ) |  |  | 282 |  |  |  |  |  |  |  | 1,129 |  |  |  |  |
Transaction costs |  |  | - |  |  |  | - |  |  |  | (134 | ) |  |  | 27 |  |  |  |  |  |  |  | 107 |  |  |  |  |
Inventory fair value of purchase accounting |  |  | - |  |  |  | 64 |  |  |  | - |  |  |  | 13 |  |  |  |  |  |  |  | 51 |  |  |  |  |
PFAS and other inventory reserves |  |  | - |  |  |  | 4,370 |  |  |  | - |  |  |  | 575 |  |  |  |  |  |  |  | 3,795 |  |  |  |  |
Legal costs and regulatory matter expenses |  |  | - |  |  |  | - |  |  |  | (702 | ) |  |  | 35 |  |  |  |  |  |  |  | 667 |  |  |  |  |
Stock-based compensation |  |  | - |  |  |  | - |  |  |  | (1,218 | ) |  |  | 244 |  |  |  |  |  |  |  | 974 |  |  |  |  |
As adjusted |  | $ | 76,503 |  |  | $ | 26,576 |  |  | $ | 26,065 |  |  | $ | 12 |  |  |  | 0.7 | % |  | $ | 1,638 |  |  | $ | 0.04 |

(1) Potentially dilutive securities are excluded from the computation of diluted earnings (loss) per share if their effect is anti-dilutive to the loss from continuing operations. Reported loss from continuing operations per share is calculated based on 38,312 basic and diluted weighted average shares of common stock. Adjusted income from continuing operations per share is calculated based on 38,479 diluted shares of common stock.

CLARUS CORPORATION

RECONCILIATION FROM LOSS FROM CONTINUING OPERATIONS TO ADJUSTED (LOSS) INCOME FROM CONTINUING OPERATIONS
AND RELATED EARNINGS PER DILUTED SHARE

(In thousands, except per share amounts)

|  | Twelve Months Ended December 31, 2024 |
|  | Total |  |  | Gross |  |  | Operating |  |  | Income tax |  |  | Tax |  |  | (Loss) income from |  |  | Diluted |
|  | sales |  |  | profit |  |  | expenses |  |  | (benefit) expense |  |  | rate |  |  | continuing operations |  |  | EPS (1) |
As reported |  | $ | 264,315 |  |  | $ | 92,619 |  |  | $ | 162,998 |  |  | $ | 17,852 |  |  |  | 25.3 | % |  | $ | (88,437 | ) |  | $ | (2.31 | )
Amortization of intangibles |  |  | - |  |  |  | - |  |  |  | (9,784 | ) |  |  | 2,751 |  |  |  |  |  |  |  | 7,033 |  |  |  |  |
Impairment of goodwill |  |  | - |  |  |  | - |  |  |  | (36,264 | ) |  |  | - |  |  |  |  |  |  |  | 36,264 |  |  |  |  |
Impairment of indefinite-lived intangible assets |  |  | - |  |  |  | - |  |  |  | (8,545 | ) |  |  | 2,564 |  |  |  |  |  |  |  | 5,981 |  |  |  |  |
Restructuring charges |  |  | - |  |  |  | - |  |  |  | (1,948 | ) |  |  | 459 |  |  |  |  |  |  |  | 1,489 |  |  |  |  |
Transaction costs |  |  | - |  |  |  | - |  |  |  | (576 | ) |  |  | 122 |  |  |  |  |  |  |  | 454 |  |  |  |  |
Contingent consideration benefit |  |  | - |  |  |  | - |  |  |  | 125 |  |  |  | (26 | ) |  |  |  |  |  |  | (99 | ) |  |  |  |
Inventory fair value of purchase accounting |  |  | - |  |  |  | 61 |  |  |  | - |  |  |  | 13 |  |  |  |  |  |  |  | 48 |  |  |  |  |
PFAS and other inventory reserves |  |  | - |  |  |  | 6,502 |  |  |  | - |  |  |  | 1,453 |  |  |  |  |  |  |  | 5,049 |  |  |  |  |
Legal costs and regulatory matter expenses |  |  | - |  |  |  | - |  |  |  | (3,842 | ) |  |  | 807 |  |  |  |  |  |  |  | 3,035 |  |  |  |  |
Stock-based compensation |  |  | - |  |  |  | - |  |  |  | (5,823 | ) |  |  | 291 |  |  |  |  |  |  |  | 5,532 |  |  |  |  |
Valuation allowance |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (21,038 | ) |  |  |  |  |  |  | 21,038 |  |  |  |  |
As adjusted |  | $ | 264,315 |  |  | $ | 99,182 |  |  | $ | 96,341 |  |  | $ | 5,248 |  |  |  | 199.2 | % |  | $ | (2,613 | ) |  | $ | (0.07 | )

(1) Potentially dilutive securities are excluded from the computation of diluted earnings (loss) per share if their effect is anti-dilutive to the loss from continuing operations. Reported loss from continuing operations per share and adjusted loss from continuing operations per share are both calculated based on 38,305 basic and diluted weighted average shares of common stock.

|  | Twelve Months Ended December 31, 2023 |
|  | Total |  |  | Gross |  |  | Operating |  |  | Income tax |  |  | Tax |  |  | (Loss) income from |  |  | Diluted |
|  | sales |  |  | profit |  |  | expenses |  |  | (benefit) expense |  |  | rate |  |  | continuing operations |  |  | EPS (1) |
As reported |  | $ | 286,020 |  |  | $ | 97,511 |  |  | $ | 118,618 |  |  | $ | (4,291 | ) |  |  | (21.4 | )% |  | $ | (15,788 | ) |  | $ | (0.42 | )
Amortization of intangibles |  |  | - |  |  |  | - |  |  |  | (10,715 | ) |  |  | 2,293 |  |  |  |  |  |  |  | 8,422 |  |  |  |  |
Restructuring charges |  |  | - |  |  |  | - |  |  |  | (3,223 | ) |  |  | 690 |  |  |  |  |  |  |  | 2,533 |  |  |  |  |
Transaction costs |  |  | - |  |  |  | - |  |  |  | (593 | ) |  |  | 127 |  |  |  |  |  |  |  | 466 |  |  |  |  |
Contingent consideration benefit |  |  | - |  |  |  | - |  |  |  | 1,565 |  |  |  | (335 | ) |  |  |  |  |  |  | (1,230 | ) |  |  |  |
Inventory fair value of purchase accounting |  |  | - |  |  |  | 64 |  |  |  | - |  |  |  | 14 |  |  |  |  |  |  |  | 50 |  |  |  |  |
PFAS and other inventory reserves |  |  | - |  |  |  | 4,370 |  |  |  | - |  |  |  | 575 |  |  |  |  |  |  |  | 3,795 |  |  |  |  |
Legal costs and regulatory matter expenses |  |  | - |  |  |  | - |  |  |  | (1,764 | ) |  |  | 261 |  |  |  |  |  |  |  | 1,503 |  |  |  |  |
Stock-based compensation |  |  | - |  |  |  | - |  |  |  | (5,141 | ) |  |  | 1,100 |  |  |  |  |  |  |  | 4,041 |  |  |  |  |
As adjusted |  | $ | 286,020 |  |  | $ | 101,945 |  |  | $ | 98,747 |  |  | $ | 434 |  |  |  | 10.3 | % |  | $ | 3,792 |  |  | $ | 0.10 |

(1) Potentially dilutive securities are excluded from the computation of diluted earnings (loss) per share if their effect is anti-dilutive to the loss from continuing operations. Reported loss from continuing operations per share is calculated based on 37,485 basic and diluted weighted average shares of common stock. Adjusted income from continuing operations per share is calculated based on 38,088 diluted shares of common stock.

CLARUS CORPORATION

RECONCILIATION FROM OPERATING (LOSS) INCOME TO EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION, AND AMORTIZATION (EBITDA), EBITDA MARGIN, ADJUSTED EBITDA, AND ADJUSTED EBITDA MARGIN

(In thousands)

|  | Three Months Ended December 31, 2024 |  |  | Three Months Ended December 31, 2023 |
|  | Outdoor Segment |  |  | Adventure Segment |  |  | Corporate Costs |  |  | Total |  |  | Outdoor Segment |  |  | Adventure Segment |  |  | Corporate Costs |  |  | Total |
Operating (loss) income |  | $ | 1,897 |  |  | $ | (48,582 | ) |  | $ | (3,425 | ) |  | $ | (50,110 | ) |  | $ | (7,002 | ) |  | $ | 1,051 |  |  | $ | (4,117 | ) |  | $ | (10,068 | )
Depreciation |  |  | 614 |  |  |  | 369 |  |  |  | - |  |  |  | 983 |  |  |  | 715 |  |  |  | 371 |  |  |  | - |  |  |  | 1,086 |
Amortization of intangibles |  |  | 285 |  |  |  | 2,183 |  |  |  | - |  |  |  | 2,468 |  |  |  | 285 |  |  |  | 2,395 |  |  |  | - |  |  |  | 2,680 |
EBITDA |  |  | 2,796 |  |  |  | (46,030 | ) |  |  | (3,425 | ) |  |  | (46,659 | ) |  |  | (6,002 | ) |  |  | 3,817 |  |  |  | (4,117 | ) |  |  | (6,302 | )
Restructuring charges |  |  | 789 |  |  |  | 150 |  |  |  | - |  |  |  | 939 |  |  |  | 1,372 |  |  |  | 39 |  |  |  | - |  |  |  | 1,411 |
Transaction costs |  |  | 65 |  |  |  | 307 |  |  |  | 36 |  |  |  | 408 |  |  |  | - |  |  |  | 1 |  |  |  | 133 |  |  |  | 134 |
Legal costs and regulatory matter expenses |  |  | 10 |  |  |  | - |  |  |  | 37 |  |  |  | 47 |  |  |  | 260 |  |  |  | - |  |  |  | 442 |  |  |  | 702 |
Impairment of goodwill |  |  | - |  |  |  | 36,264 |  |  |  | - |  |  |  | 36,264 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Impairment of indefinite-lived intangible assets |  |  | - |  |  |  | 8,545 |  |  |  | - |  |  |  | 8,545 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Stock-based compensation |  |  | - |  |  |  | - |  |  |  | 1,570 |  |  |  | 1,570 |  |  |  | - |  |  |  | - |  |  |  | 1,218 |  |  |  | 1,218 |
Inventory fair value of purchase accounting |  |  | - |  |  |  | 61 |  |  |  | - |  |  |  | 61 |  |  |  | - |  |  |  | 64 |  |  |  | - |  |  |  | 64 |
PFAS and other inventory reserves |  |  | 869 |  |  |  | 2,310 |  |  |  | - |  |  |  | 3,179 |  |  |  | 4,370 |  |  |  | - |  |  |  | - |  |  |  | 4,370 |
Adjusted EBITDA |  | $ | 4,529 |  |  | $ | 1,607 |  |  | $ | (1,782 | ) |  | $ | 4,354 |  |  | $ | - |  |  | $ | 3,921 |  |  | $ | (2,324 | ) |  | $ | 1,597 |
Sales |  | $ | 51,072 |  |  | $ | 20,333 |  |  | $ | - |  |  | $ | 71,405 |  |  |  | 50,135 |  |  |  | 26,368 |  |  |  | - |  |  |  | 76,503 |
EBITDA margin |  |  | 5.5 | % |  |  | (226.4 | )% |  |  |  |  |  |  | (65.3 | )% |  |  | (12.0 | )% |  |  | 14.5 | % |  |  |  |  |  |  | (8.2 | )%
Adjusted EBITDA margin |  |  | 8.9 | % |  |  | 7.9 | % |  |  |  |  |  |  | 6.1 | % |  |  | - | % |  |  | 14.9 | % |  |  |  |  |  |  | 2.1 | %

CLARUS CORPORATION

RECONCILIATION FROM OPERATING (LOSS) INCOME TO EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION, AND AMORTIZATION (EBITDA), EBITDA MARGIN, ADJUSTED EBITDA, AND ADJUSTED EBITDA MARGIN

(In thousands)

|  | Twelve Months Ended December 31, 2024 |  |  | Twelve Months Ended December 31, 2023 |
|  | Outdoor Segment |  |  | Adventure Segment |  |  | Corporate Costs |  |  | Total |  |  | Outdoor Segment |  |  | Adventure Segment |  |  | Corporate Costs |  |  | Total |
Operating (loss) income |  | $ | (999 | ) |  | $ | (53,126 | ) |  | $ | (16,254 | ) |  | $ | (70,379 | ) |  | $ | (5,155 | ) |  | $ | 911 |  |  | $ | (16,863 | ) |  | $ | (21,107 | )
Depreciation |  |  | 2,588 |  |  |  | 1,446 |  |  |  | - |  |  |  | 4,034 |  |  |  | 2,848 |  |  |  | 1,302 |  |  |  | - |  |  |  | 4,150 |
Amortization of intangibles |  |  | 1,142 |  |  |  | 8,642 |  |  |  | - |  |  |  | 9,784 |  |  |  | 1,057 |  |  |  | 9,658 |  |  |  | - |  |  |  | 10,715 |
EBITDA |  |  | 2,731 |  |  |  | (43,038 | ) |  |  | (16,254 | ) |  |  | (56,561 | ) |  |  | (1,250 | ) |  |  | 11,871 |  |  |  | (16,863 | ) |  |  | (6,242 | )
Restructuring charges |  |  | 1,349 |  |  |  | 599 |  |  |  | - |  |  |  | 1,948 |  |  |  | 2,754 |  |  |  | 306 |  |  |  | 163 |  |  |  | 3,223 |
Transaction costs |  |  | 65 |  |  |  | 396 |  |  |  | 115 |  |  |  | 576 |  |  |  | - |  |  |  | 30 |  |  |  | 563 |  |  |  | 593 |
Contingent consideration benefit |  |  | - |  |  |  | (125 | ) |  |  | - |  |  |  | (125 | ) |  |  | - |  |  |  | (1,565 | ) |  |  | - |  |  |  | (1,565 | )
Legal costs and regulatory matter expenses |  |  | 3,088 |  |  |  | - |  |  |  | 754 |  |  |  | 3,842 |  |  |  | 476 |  |  |  | - |  |  |  | 1,288 |  |  |  | 1,764 |
Impairment of goodwill |  |  | - |  |  |  | 36,264 |  |  |  | - |  |  |  | 36,264 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Impairment of indefinite-lived intangible assets |  |  | - |  |  |  | 8,545 |  |  |  | - |  |  |  | 8,545 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Stock-based compensation |  |  | - |  |  |  | - |  |  |  | 5,823 |  |  |  | 5,823 |  |  |  | - |  |  |  | - |  |  |  | 5,141 |  |  |  | 5,141 |
Inventory fair value of purchase accounting |  |  | - |  |  |  | 61 |  |  |  | - |  |  |  | 61 |  |  |  | - |  |  |  | 64 |  |  |  | - |  |  |  | 64 |
PFAS and other inventory reserves |  |  | 4,192 |  |  |  | 2,310 |  |  |  | - |  |  |  | 6,502 |  |  |  | 4,370 |  |  |  | - |  |  |  | - |  |  |  | 4,370 |
Adjusted EBITDA |  | $ | 11,425 |  |  | $ | 5,012 |  |  | $ | (9,562 | ) |  | $ | 6,875 |  |  | $ | 6,350 |  |  | $ | 10,706 |  |  | $ | (9,708 | ) |  | $ | 7,348 |
Sales |  | $ | 183,568 |  |  | $ | 80,747 |  |  | $ | - |  |  | $ | 264,315 |  |  |  | 204,053 |  |  |  | 81,967 |  |  |  | - |  |  |  | 286,020 |
EBITDA margin |  |  | 1.5 | % |  |  | (53.3 | )% |  |  |  |  |  |  | (21.4 | )% |  |  | (0.6 | )% |  |  | 14.5 | % |  |  |  |  |  |  | (2.2 | )%
Adjusted EBITDA margin |  |  | 6.2 | % |  |  | 6.2 | % |  |  |  |  |  |  | 2.6 | % |  |  | 3.1 | % |  |  | 13.1 | % |  |  |  |  |  |  | 2.6 | %