AENT Alliance Entertainment Holding Corporation

Alliance Entertainment Holding Corporation (Nasdaq: AENT) (“Alliance Entertainment”, “Company”), a global distributor and wholesaler specializing in music, movies, video games, electronics, arcades, toys, and collectibles, has reported its financial and operational results for the fiscal third quarter ended March 31, 2024.

Third Quarter FY 2024 and Subsequent Operational Highlights

• Fiscal third quarter net revenues totaled $211.2 million.
• Fiscal third quarter gross profit increased to $28.0 million and gross margin improved 130bps to 13.3% on profitable sales strategy.
• Fiscal third quarter Adjusted EBITDA of $2.9 million improved by $5.3 million.
• March 31, 2024 inventory of $108 million down from March 31, 2023 inventory of $163 million.
• March 31, 2024 debt of $87 million down from March 21, 2023 debt of $127 million.
• Fiscal third quarter Digital Video Revenue increased to $4.0 million from $2.3 million a 74% increase.
• Installed Sure Sort® X, a cost-saving sortation technology system from warehouse automation solutions provider OPEX® at its Kentucky facility.
• AMPED Distribution division collaborated with mega/gamma/Vydia to bring multiple versions of USHER’s ‘Coming Home’ in CD and vinyl LP formats to prominent retailers across the U.S.
• Confirmed Company’s first Investor and Analyst Tour on May 16, 2024, at its warehouse in Shepherdsville, Kentucky.

Bruce Ogilvie, Chairman of Alliance Entertainment, commented, “During the third quarter of fiscal 2024 we continued our focus on operations, technology and margin improvement with a shift toward larger scale automation as one of the largest physical media and entertainment product distributors in the world. Our momentum continued with year-over-year improvements in gross profit, gross margin, positive adjusted EBITDA, and encouraging developments across our brands.

“Operationally, during the quarter we installed Sure Sort® X at our Kentucky facility, a cost-saving sortation technology system from warehouse automation solutions provider OPEX®. Utilizing this new Sure Sort X technology will result in annual labor savings of nearly $400,000, along with an immediate savings of $460,000 from avoiding retrofitting older sorting technology set to be retired. With the introduction of the Sure Sort X, this larger format sorter complements the five existing CD/DVD and vinyl record sorters at Alliance, giving our warehouse the ability to move away from manual sortation of larger products, specifically toys and electronics and accessories.

“We look forward to sharing more at our upcoming Investor and Analyst Tour on May 16,” concluded Ogilvie.

Jeff Walker, Chief Executive Officer of Alliance Entertainment, added, “The third quarter continued to support tracking from higher average selling prices and a 17% decrease in total operating expenses as a result of investments in warehouse automation, and a reduction in our workforce to right size the back-office support for the business. These resulted in a 2.5% increase in gross profit, improvement in gross margin to 13.3% from 12.0%, a 56.4% reduction in net loss and positive Adjusted EBITDA of $2.9 million during the quarter, along with a 471.3% increase in net cash provided by operating activities for the nine months ended March 31, 2024, compared to the same period of 2023.

“Adjusted EBITDA for fiscal third quarter ended March 31, 2024 was $2.9 million compared to a loss of ($2.4) million for the same period of 2023 resulting in a $5.3 million improvement for the quarter. Adjusted EBITDA for the nine months ended March 31, 2024 was $22.2 million compared to a loss of ($21.0) million for the same period of 2023, a $43.2 million improvement. As a result, the availability on our $120 million Credit Facility increased to $34 million.

“Net loss for the fiscal third quarter improved by $4.4 million to $3.4 million, compared to net loss of $7.8 million for the same period of 2023. Of the $3.4 million net loss reported this quarter $2.1 million was due to the correction of a non-cash out of period adjustment. This adjustment is directly related to the purchase accounting of a recent acquisition by the company. Had this adjustment been recognized within the designated measurement period, it would have led to an increase in the Goodwill of the company.

“Our Direct to Consumer (DTC) suite of distribution and inventory solutions for the e-commerce retail industry were 33% of gross sales revenue for the three months ended March 31, 2024. Year over year, for the nine months ended March 31st, revenue generated by DTC increased from 34.4% to 39.1% of gross sales an increase of 4.7% points.

“Exclusive Digital Video revenue though our Distributions Solutions division for the fiscal third quarter increase to $4.0 million from $2.3 million for the same period of 2023 for an increase of 74%. Exclusive Digital Revenue for the nine months ended March 31, 2024 increased to $17.0 million from $6.4 million for the same period of 2023 for an increase of 165%.

“Average selling prices improved in Vinyl, up 10% in the fiscal third quarter over the prior year, and sales increased 4% to $75 million. Potential expansion of K-Pop to the vinyl format this year may improve results going forward. The popularity of K-Pop helped us realize a 9% increase in the average selling price of CDs. Physical movie sales, which include DVDs, Blu-Ray and Ultra HD, increased 27% from $33 million to $42 million versus the same period last year. The average selling price of physical film products significantly increased year over year but was offset by a decline in volume. The consistent flow of new theatrical releases continues to drive home video sales and, when combined with the release of 4K content, drove the average selling price higher.

“We have taken significant steps over the past year to strengthen our balance sheet, with additional cost savings initiatives planned. Throughout 2023 and into 2024 we are highly focused on reducing inventory and debt, with fiscal third quarter year over year inventory decreasing from $163 million to $108 million, and debt down from $127 million to $87 million. We also expect significant cost savings with the planned closing of our Minnesota facility on or before May 31, 2024. Additionally, to support growth, we recently secured a new 3-year $120 million senior secured asset-based credit facility with White Oak Commercial Finance, the proceeds of which was used to refinance the existing credit facility, fund working capital needs, and provide for general corporate purposes. These steps have also positioned us to focus and execute on implementing our acquisition strategy going forward.

“Looking ahead, we continue to expand and diversify by adding brands, product categories, and retail partnerships to build a strong pipeline. With the investment in new equipment, proprietary software and automating technologies including the Sure Sort® X and AutoStore™ cube-based warehouse automated storage and retrieval system, we are now beginning to show significant efficiency improvements at our warehouse. Taken together with our reduction in expenses, significant reduction in debt, and reduction in inventory due to improved management, we believe we can continue to improve EBITDA and inventory turns moving forward.

“Looking forward, physical music sales of vinyl and CD continue to gain momentum as April 2024 sales for Record Store Day, Taylor Swift, and K-Pop produced companywide sales records within our Independent Music Store sales channel. Some really great new music releases are still coming in 2024 and are very exciting for the music industry,” concluded Walker.

Third Quarter FY 2024 Financial Results

• Net revenues for the fiscal third quarter ended March 31, 2024, were $211.2 million, compared to $227.7 million in the same period of 2023, a decrease of 7.3%.
• Gross profit for the fiscal third quarter ended March 31, 2024, was $28.0 million, compared to $27.3 million in the same period of 2023, an increase of 2.5%.
• Gross profit margin for the fiscal third quarter ended March 31, 2024, was 13.3%, up from 12.0% in the same period of 2023, an increase of 130 basis points.
• Net loss for the fiscal third quarter ended March 31, 2024, was $3.4 million, compared to net loss of $7.8 million for the same period of 2023, an improvement of $4.4 million.
• Adjusted EBITDA for the fiscal third quarter ended March 31, 2024, improved by $5.3 million to $2.9 million from an Adjusted EBITDA loss of ($2.4) million for the same period of 2023.

Nine Month FY 2024 Financial Results

• Net revenues for the nine months ended March 31, 2024, were $863.5 million, compared to $911.6 million in the same period of 2023, a decrease of 5.3%.
• Gross profit for the nine months ended March 31, 2024, was $102.0 million, compared to $73.7 million in the same period of 2023, an increase of 38.4%.
• Gross profit margin for the nine months ended March 31, 2024, was 11.8%, up from 8.1% in the same period of 2023, an increase of 370 basis points.
• Net income for the nine months ended March 31, 2024, was $2.1 million, compared to net loss of $30.8 million for the same period of 2023, an increase of $32.8 million.
• Adjusted EBITDA for the nine months ended March 31, 2024 improved by $43.2 million to $22.2 million from an Adjusted EBITDA loss of ($21.0) million for the same period of 2023.
• Net cash provided by operating activities for the nine months ended March 31, 2024, was $47.5 million, compared to $8.3 million in the same period of 2023, an increase of 471.3%.

Jeff Walker added, “For the third quarter of fiscal year 2024, we were encouraged by ongoing improvement in gross profit and gross margin over the prior year period as our cost-saving initiatives and focus on positive sales continue to yield results. Improvements also led to a fourth consecutive quarter of positive Adjusted EBITDA, increasing to $2.9 million in the fiscal third quarter, compared to an Adjusted EBITDA loss of ($2.4) million in the prior year.”

Capital Structure Summary

The company's outstanding common stock as of March 31, 2024, totaled 50,937,370 shares. The public float was 2,210,672 shares as of March 31, 2024. Management owns 81% of outstanding common stock.

For additional information, please see the company's quarterly report on Form 10-Q filed with the SEC.

Third Quarter Conference Call

Alliance Entertainment Executive Chairman Bruce Ogilvie, and CEO and CFO Jeff Walker will host the conference call, followed by a question-and-answer session. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed via the investor relations section of the Company’s website here.

To access the call, please use the following information:

Date:	Thursday, May 9, 2024
Time:	4:30 p.m. Eastern Time, 1:30 p.m. Pacific Time
Toll-free dial-in number:	1-877-407-0784
International dial-in number:	1-201-689-8560
Conference ID:	13745805

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact MZ Group at 1-949-491-8235.

The conference call will be broadcast live and available for replay at https://viavid.webcasts.com/starthere.jsp?ei=1665551&tp_key=c4fbb3080e and via the investor relations section of the Company's website here.

A replay of the webcast will be available after 7:30 p.m. Eastern Time through July 9, 2024.   

Toll-free replay number:	1-844-512-2921
International replay number:	1-412-317-6671
Replay ID:	13745805

Non-GAAP Financial Measures: We define Adjusted EBITDA as net gain or loss adjusted to exclude: (i) income tax expense; (ii) other income (loss); (iii) interest expense; and (iv) depreciation and amortization expense and (v) other infrequent, non- recurring expenses. Our method of calculating Adjusted EBITDA may differ from other issuers and accordingly, this measure may not be comparable to measures used by other issuers. We use Adjusted EBITDA to evaluate our own operating performance and as an integral part of our planning process. We present Adjusted EBITDA as a supplemental measure because we believe such a measure is useful to investors as a reasonable indicator of operating performance. We believe this measure is a financial metric used by many investors to compare companies. This measure is not a recognized measure of financial performance under GAAP in the United States and should not be considered as a substitute for operating earnings (losses), net earnings (loss) from continuing operations or cash flows from operating activities, as determined in accordance with GAAP. See the table below for a reconciliation, for the periods presented, of our GAAP net income (loss) to Adjusted EBITDA.

US-GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA RECONCILIATION
		Three Months Ended				Three Months Ended
($ in thousands)		March 31, 2024				March 31, 2023
Net Loss		$	(3,377	)		$	(7,750	)
Add back:
Interest Expense			3,052				3,207
Income Tax Benefit			(457	)			(2,864	)
Depreciation and Amortization			1,402				1,679
EBITDA		$	602			$	(5,728	)
Adjustments
Restructuring Cost			179				—
Transaction Cost			2,086				3,348
Change In Fair Value of Warrants			124				—
Gain on Disposal of PPE			(51	)			—
Adjusted EBITDA		$	2,940			$	(2,380	)

		Nine Months Ended				Nine Months Ended
($in thousands)		March 31, 2024				March 31, 2023
Net Income (Loss)		$	2,075			$	(30,774	)
Add back:
Interest Expense			9,520				9,105
Income Tax Expense (Benefit)			2,049				(11,380	)
Depreciation and Amortization			4,455				4,845
EBITDA		$	18,099			$	(28,204	)
Adjustments
IC-DISC			—				2,833
Stock-based Compensation Expense			1,386				-
Transaction Costs			2,086				4,355
Restructuring Cost			226				—
Change In Fair Value of Warrants			(41	)			—
Merger-related Contingent Losses			461				—
Gain on Disposal of PPE			(51	)			(3	)
Adjusted EBITDA		$	22,166			$	(21,019	)

About Alliance Entertainment

Alliance Entertainment (NASDAQ: AENT) is a premier distributor of music, movies, toys, collectibles, and consumer electronics. We offer over 325,000 unique in stock SKU’s, including over 57,300 exclusive compact discs, vinyl LP records, DVDs, Blu-rays, and video games. Complementing our vast media catalog, we also stock a full array of related accessories, toys and collectibles. With more than thirty-five years of distribution experience, Alliance Entertainment serves customers of every size, providing a robust suite of services to resellers and retailers worldwide. Our efficient processing and essential seller tools noticeably reduce the costs associated with administrating multiple vendor relationships, while helping omni-channel retailers expand their product selection and fulfillment goals. For more information, visit www.aent.com.

Forward Looking Statements

Certain statements included in this Press Release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether identified in this Press Release, and on the current expectations of Alliance’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by an investor as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Alliance. These forward-looking statements are subject to a number of risks and uncertainties, including risks relating to the anticipated growth rates and market opportunities; changes in applicable laws or regulations; the ability of Alliance to execute its business model, including market acceptance of its systems and related services; Alliance’s reliance on a concentration of suppliers for its products and services; increases in Alliance’s costs, disruption of supply, or shortage of products and materials; Alliance’s dependence on a concentration of customers, and failure to add new customers or expand sales to Alliance’s existing customers; increased Alliance inventory and risk of obsolescence; Alliance’s significant amount of indebtedness; our ability to refinance our existing indebtedness; our ability to continue as a going concern absent access to sources of liquidity; risks and failure by Alliance to meet the covenant requirements of its revolving credit facility, including a fixed charge coverage ratio; risks that a breach of the revolving credit facility, including Alliance’s recent breach of the covenant requirements, could result in the lender declaring a default and that the full outstanding amount under the revolving credit facility could be immediately due in full, which would have severe adverse consequences for the Company; known or future litigation and regulatory enforcement risks, including the diversion of time and attention and the additional costs and demands on Alliance’s resources; Alliance’s business being adversely affected by increased inflation, higher interest rates and other adverse economic, business, and/or competitive factors; geopolitical risk and changes in applicable laws or regulations; risk that the COVID-19 pandemic, and local, state, and federal responses to addressing the pandemic may have an adverse effect on our business operations, as well as our financial condition and results of operations; substantial regulations, which are evolving, and unfavorable changes or failure by Alliance to comply with these regulations; product liability claims, which could harm Alliance’s financial condition and liquidity if Alliance is not able to successfully defend or insure against such claims; availability of additional capital to support business growth; and the inability of Alliance to develop and maintain effective internal controls.

For investor inquiries, please contact:MZ GroupChris Tyson/Larry Holub(949) 491-8235AENT@mzgroup.us 

ALLIANCE ENTERTAINMENT HOLDING CORPORATIONCONDENSED CONSOLIDATED BALANCE SHEETS
($ in thousands)		March 31, 2024				June 30, 2023
		(Unaudited)
Assets
Current Assets
Cash		$	1,642			$	865
Trade Receivables, Net			87,517				104,939
Inventory, Net			107,893				146,763
Other Current Assets			5,634				8,299
Total Current Assets			202,686				260,866
Property and Equipment, Net			13,502				13,421
Operating Lease Right-of-Use Assets			2,204				4,855
Goodwill			89,116				89,116
Intangibles, Net			14,356				17,356
Other Long-Term Assets			275				1,017
Deferred Tax Asset, Net			1,882				2,899
Total Assets		$	324,021			$	389,530
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts Payable		$	132,521			$	151,622
Accrued Expenses			7,337				9,340
Current Portion of Finance Lease Obligations			2,782				2,449
Current Portion of Operating Lease Obligations			2,294				3,902
Revolving Credit Facility, Net			—				133,281
Contingent Liability			511				150
Promissory Note			—				495
Total Current Liabilities			145,445				301,239
Revolving Credit Facility, Net			77,336				—
Shareholder Loan (subordinated), Non-Current			10,000				—
Warrant Liability			165				206
Finance Lease Obligation, Non- Current			5,779				7,029
Operating Lease Obligations, Non-Current			171				1,522
Total Liabilities			238,896				309,996
Commitments and Contingencies (Note 12)
Stockholders’ Equity
Preferred Stock: Par Value $0.0001 per share, Authorized 1,000,000 shares, Issued and Outstanding 0 shares as of March 31, 2024 and June 30, 2023			—				—
Common Stock: Par Value $0.0001 per share, Authorized 550,000,000 shares at March 31, 2024, and at June 30, 2023; Issued and Outstanding 50,937,370 Shares at March 31, 2024, and 49,167,170 at June 30, 2023			5				5
Paid In Capital			48,058				44,542
Accumulated Other Comprehensive Loss			(77	)			(77	)
Retained Earnings			37,139				35,064
Total Stockholders’ Equity			85,125				79,534
Total Liabilities and Stockholders’ Equity		$	324,021			$	389,530

ALLIANCE ENTERTAINMENT HOLDING CORPORATIONUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
		Three Months Ended				Three Months Ended				Nine Months Ended				Nine Months Ended
($ in thousands except share and per share amounts)		March 31, 2024				March 31, 2023				March 31, 2024				March 31, 2023
Net Revenues		$	211,209			$	227,728			$	863,549			$	911,590
Cost of Revenues (excluding depreciation and amortization)			183,196				200,402				761,580				837,897
Operating Expenses
Distribution and Fulfillment Expense			11,125				14,923				37,983				50,153
Selling, General and Administrative Expense			14,072				14,783				43,626				44,559
Depreciation and Amortization			1,402				1,679				4,455				4,845
Transaction Costs			2,086				3,348				2,086				4,355
IC DISC Commissions			—				—				—				2,833
Restructuring Costs			179				—				226				—
(Gain) on Disposal of Fixed Assets			(51	)			—				(51	)			(3	)
Total Operating Expenses			28,813				34,733				88,325				106,742
Operating (Loss) Income			(800	)			(7,407	)			13,644				(33,049	)
Other Expenses
Interest Expense, Net			3,052				3,207				9,520				9,105
Total Other Expenses			3,052				3,207				9,520				9,105
(Loss) Income Before Income Tax Expense (Benefit)			(3,852	)			(10,614	)			4,124				(42,154	)
Income Tax (Benefit) Expense			(475	)			(2,864	)			2,049				(11,380	)
Net (Loss) Income			(3,377	)			(7,750	)			2,075				(30,774	)
Net (Loss) Income per Share – Basic and Diluted			(0.07	)			(0.16	)		$	0.04			$	(0.64	)
Weighted Average Common Shares Outstanding			50,933,020				48,426,206				50,788,811				47,804,228

ALLIANCE ENTERTAINMENT HOLDING CORPORATIONUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
		Nine Months Ended				Nine Months Ended
($ in thousands)		March 31, 2024				March 31, 2023
Cash Flows from Operating Activities:
Net Income (Loss)		$	2,075			$	(30,774	)
Adjustments to Reconcile Net Income (Loss) to
Net Cash Provided by Operating Activities:
Inventory Write-down			—				10,800
Depreciation of Property and Equipment			1,455				1,804
Amortization of Intangible Assets			3,000				3,041
Amortization of Deferred Financing Costs (Included in Interest)			511				125
Bad Debt Expense			457				330
Stock-Based Compensation			1,386				—
Gain on Disposal of Fixed Assets			(51	)			(3	)
Changes in Assets and Liabilities, Net of Acquisitions
Trade Receivables			16,966				22,213
Related Party Receivable			—				245
Inventory			38,871				80,814
Income Taxes Payable (Receivable)			1,764				(11,960	)
Operating Lease Right-of-Use Assets			2,651				867
Operating Lease Obligations			(2,959	)			(969	)
Other Assets			3,021				5,606
Accounts Payable			(19,101	)			(73,313	)
Accrued Expenses			(2,544	)			(512	)
Net Cash Provided by Operating Activities			47,501				8,314
Cash Flows from Investing Activities:
Capital Expenditures			(186	)			—
Proceeds from Asset Disposal			43				—
Cash Received for Business Acquisitions, Net of Cash Acquired			—				1
Net Cash (Used In) Provided by Investing Activities			(143	)			1
Cash Flows from Financing Activities:
Payments on Revolving Credit Facility			(872,760	)			(873,137	)
Borrowings on Revolving Credit Facility			820,517				864,387
Proceeds from Shareholder Note (Subordinated), Non-Current			46,000				—
Payments on Shareholder Note (Subordinated), Current			(36,000	)			—
Issuance of common stock, net of transaction costs			2,130				—
Deferred Financing Costs			(4,211	)			—
Payments on Financing Leases			(2,257	)			—
Net Cash Used in Financing Activities			(46,581	)			(8,750	)
Net Increase (Decrease) in Cash			777				(435	)
Cash, Beginning of the Period			865				1,469
Cash, End of the Period		$	1,642			$	1,034
Supplemental disclosure for Cash Flow Information
Cash Paid for Interest		$	9,520			$	10,128
Cash Paid for Income Taxes		$	366			$	586
Supplemental Disclosure for Non-Cash Investing and Financing Activities
Stock-based compensation conversion to stock		$	1,386			$	—
Fixed Asset Financed with Debt		$	—			$	8,252
Capital Contribution (Note 13)		$	—			$	6,592