0000849146false00008491462025-02-052025-02-05

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 ______________________________
 FORM 8-K
 ______________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 5, 2025
 ______________________________
LIFEVANTAGE CORPORATION
(Exact name of registrant as specified in its charter)
______________________________
Delaware001-3564790-0224471
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)(IRS Employer
Identification No.)
3300 Triumph Blvd, Suite 700
Lehi, Utah 84043
(Address of principal executive offices, including zip code)
(801) 432-9000
(Registrant's telephone number)
_____________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, par value $0.0001LFVNThe Nasdaq Stock Market LLC
Title of each classTrading Symbol(s)Name of each exchange on which registered
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company 
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. 



Item 2.02.    Results of Operations and Financial Condition.
On February 5, 2025, the Company issued a press release announcing its financial results for the three and six months ended December 31, 2024. A copy of the Company’s press release is attached as Exhibit 99.1 to this report and incorporated by reference.
The information furnished in this Item 2.02 and the exhibit hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01.    Financial Statements and Exhibits.
(d)    Exhibits
Exhibit No.
Description

99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date:February 5, 2025By:LIFEVANTAGE CORPORATION

/s/ Carl A. Aure
Name:Carl A. Aure
Title:Chief Financial Officer

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LifeVantage Announces Financial Results for the
Second Quarter of Fiscal 2025

Salt Lake City, UT, February 5, 2025, LifeVantage Corporation (Nasdaq: LFVN), a leading health and wellness company with products designed to activate optimal health processes at the cellular level, today reported financial results for its second fiscal quarter ended December 31, 2024.
Second Quarter Fiscal 2025 Summary*:
Revenue of $67.8 million, an increase of 31.3% from the prior year period. Excluding the negative impact of foreign currency fluctuations, second quarter revenue was up approximately 31.9%;
Revenue in the Americas increased 46.3%, and revenue in Asia/Pacific & Europe decreased 15.5%. Excluding the negative impact of foreign currency fluctuations, second quarter revenue in Asia/Pacific & Europe decreased approximately 13.7%;
Net income per diluted share was $0.19, versus a loss of $0.05 per diluted share a year ago;
Adjusted earnings per diluted share was $0.22, compared to $0.10 a year ago; and
Adjusted EBITDA was $6.5 million compared to $3.1 million a year ago.
* All comparisons are on a year over year basis and compare the second quarter of fiscal 2025 to the second quarter of fiscal 2024, unless otherwise noted.
“Second quarter results were outstanding with year-over-year revenue growth exceeding 31% to a record $67.8 million, driven by tremendous demand for the MindBody GLP-1 System™ we introduced into the U.S. market in October, said Steve Fife, President and CEO of LifeVantage. “We also continued to deliver strong profitability metrics and growth in Active Accounts, which was equally impressive, up 25% sequentially in the Americas, as the number of enrollments surged to the highest level in five years. Across our business we’re seeing incredible momentum and the entire LifeVantage community of independent Consultants and customers is highly engaged. Mindbody significantly expands our addressable market with a unique weight management solution while also creating synergistic growth opportunities across our other core product lines. We are just at the beginning of this exciting journey and with a strong balance sheet and leverageable platform, are well positioned for long-term success.”
Second Quarter Fiscal 2025 Results
For the second quarter ended December 31, 2024, the Company reported revenue of $67.8 million, a 31.3% increase over the second quarter of fiscal 2024. Excluding the negative impact of foreign currency fluctuations, second quarter revenue was up 31.9%. Revenue in the Americas region for the second quarter of fiscal 2025 increased 46.3%, including a 48.8% increase in the United States. Revenue in the Asia/Pacific & Europe region decreased 15.5% and was negatively impacted by foreign currency fluctuations. On a constant currency basis, revenue in Asia/Pacific & Europe decreased approximately 13.7% for the three months ended December 31, 2024.
Gross profit for the second quarter of fiscal 2025 was $54.6 million, or 80.5% of revenue, compared to $40.6 million, or 78.6% of revenue, for the same period in fiscal 2024. The increase in gross profit margin was primarily due to a shift in product sales mix, lower inventory obsolescence expense, and lower inventory variance expenses.

Commissions and incentives expense for the second quarter of fiscal 2025 was $32.5 million, or 48.0% of revenue, compared to $21.8 million, or 42.1% of revenue, for the same period in fiscal 2024. The increase in commissions and incentives expenses as a percentage of revenue compared to the prior year period is due to higher qualifications within existing promotional and incentive programs and changes in the sales mix within our Active Accounts between our independent consultants and customers.
Selling, general and administrative (SG&A) expense for the second quarter of fiscal 2025 was $18.6 million, or 27.5% of revenue, compared to $20.1 million, or 38.9% of revenue, for the same period in fiscal 2024. Adjusted for nonrecurring expenses, which are detailed in the GAAP to non-GAAP reconciliation tables included at the end of


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this press release, adjusted non-GAAP SG&A expenses for the second quarter of fiscal 2025 were $18.1 million, or 26.7% of revenue, compared to adjusted non-GAAP SG&A expenses for the second quarter of fiscal 2024 of $17.4 million, or 33.8% of revenue.
Operating income for the second quarter of fiscal 2025 was $3.4 million compared to operating loss of $1.3 million for the second quarter of fiscal 2024. Accounting for non-GAAP adjustments noted previously, adjusted non-GAAP operating income for the second quarter of fiscal 2025 was $3.9 million compared to adjusted non-GAAP operating income of $1.4 million for the second quarter of fiscal 2024.
Net income for the second quarter of fiscal 2025 was $2.6 million, or $0.19 per diluted share, compared to a net loss of $0.7 million, or $0.05 per diluted share for the second quarter of fiscal 2024. Accounting for the non-GAAP adjustments noted previously, net of tax, adjusted non-GAAP net income for the second quarter of fiscal 2025 was $3.0 million, or $0.22 per diluted share, compared to adjusted non-GAAP income of $1.4 million, or $0.10 per diluted share for the second quarter of fiscal 2024.
Adjusted EBITDA was $6.5 million for the second quarter of fiscal 2025, versus $3.1 million for the comparable period in fiscal 2024.
Balance Sheet & Liquidity
The Company generated $8.6 million of cash from operations during the first six months of fiscal 2025 compared to $6.5 million in the same period in fiscal 2024. Cash and cash equivalents at December 31, 2024 were $21.6 million, compared to $16.9 million at June 30, 2024, and there was no debt outstanding.
Share Repurchase
During the second quarter, the Company did not repurchase any shares of its common stock. Through the first six months of fiscal 2025, 0.1 million shares have been repurchased for an aggregate price of $1.1 million. There was approximately $19.3 million remaining under the current repurchase program authorization as of December 31, 2024.
Dividend Announcement
Today the Company announced the declaration of a cash dividend of $0.04 per common share. The dividend will be paid on March 17, 2025 to all stockholders of record at the close of business on March 3, 2025.
Fiscal Year 2025 Guidance
The Company expects revenue in the range of $235 million to $245 million in fiscal year 2025, up from the original guidance of $200 million to $210 million, adjusted EBITDA of $21 million to $24 million, up from $18 million to $21 million, and adjusted earnings per share in the range of $0.72 to $0.88, up from $0.70 to $0.80. The Company expects a full year tax rate of approximately 22% to 24%. This guidance reflects the current trends in the business. The Company's guidance for adjusted non-GAAP EBITDA and adjusted non-GAAP earnings per diluted share excludes any non-operating or non-recurring expenses that may materialize during fiscal 2025. The Company is not providing guidance for GAAP earnings per diluted share for fiscal 2025 due to the potential occurrence of one or more non-operating, one-time expenses, which the Company does not believe it can reliably predict.


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Conference Call Information
The Company will hold an investor conference call today at 2:30 p.m. MST (4:30 p.m. EST). Investors interested in participating in the live call can dial (877) 704-4453 from the U.S. or international callers can dial (201) 389-0920. A telephone replay will be available approximately two hours after the call concludes and will be available through Wednesday, February 19, 2025, by dialing (844) 512-2921 from the U.S. and entering confirmation code 13750382, or (412) 317-6671 from international locations, and entering confirmation code 13750382.
There will also be a simultaneous, live webcast available on the Investor Relations section of the Company's web site at https://investor.lifevantage.com/events-and-presentations or directly at https://viavid.webcasts.com/starthere.jsp?ei=1699720&tp_key=7be42f23a0. The webcast will be archived for approximately 30 days
About LifeVantage Corporation
LifeVantage Corporation (Nasdaq: LFVN), the Activation company, is a pioneer in nutrigenomics—the study of how nutrition and naturally occurring compounds can unlock your genes and the health coded within. Our products work with your unique biology and help your body make what it needs for health. The line of scientifically validated activators includes the flagship Protandim® family of products, TrueScience® Liquid Collagen, the newest MindBody GLP-1 System™, Activation-supporting nutrients such as Omega, D3+, and the Rise AM & Reset PM System®, as well as AXIO® nootropic energy drink mixes, the full TrueScience® line of skin and hair care products, and Petandim®, a pet supplement formulated to combat oxidative stress in dogs. Our independent Consultants sell our products to Customers and share the business opportunity with entrepreneurs seeking to begin their own business. LifeVantage was founded in 2003 and is headquartered in Lehi, Utah. For more information, visit www.lifevantage.com.
.
Cautionary Note Regarding Forward Looking Statements
This document contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words and expressions reflecting optimism, satisfaction or disappointment with current prospects, as well as words such as "believe," "will," "hopes," "intends," "estimates," "expects," "projects," "plans," "anticipates," "look forward to," "goal," “may be,” and variations thereof, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. The declaration and/or payment of a dividend during any quarter provides no assurance as to future dividends, and the timing and amount of future dividends, if any, could vary significantly in comparison both to past dividends and to current expectations. Examples of forward-looking statements include, but are not limited to, expected financial performance, including revenue and margins, statements we make regarding executing against and the benefits of our key initiatives, future growth, including geographic and product expansion, and expected dividend payments in future quarters. Such forward-looking statements are not guarantees of performance and the Company's actual results could differ materially from those contained in such statements. These forward-looking statements are based on the Company's current expectations and beliefs concerning future events affecting the Company and involve known and unknown risks and uncertainties that may cause the Company's actual results or outcomes to be materially different from those anticipated and discussed herein. These risks and uncertainties include, among others, further deterioration to the global economic and operating environments, as well as those discussed in greater detail in the Company's Annual Report on Form 10-K and the Company's Quarterly Report on Form 10-Q under the caption "Risk Factors," and in other documents filed by the Company from time to time with the Securities and Exchange Commission (the “SEC”). The Company cautions investors not to place undue reliance on the forward-looking statements contained in this document. All forward-looking statements are based on information currently available to the Company on the date hereof, and the Company undertakes no obligation to revise or update these forward-looking statements to reflect events or circumstances after the date of this document, except as required by law.
About Non-GAAP Financial Measures
We define Non-GAAP EBITDA as earnings before interest expense, income taxes, depreciation and amortization and Non-GAAP Adjusted EBITDA as earnings before interest expense, income taxes, depreciation and amortization, stock compensation expense, other income, net, and certain other adjustments. Non-GAAP EBITDA


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and Non-GAAP Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. We define Non-GAAP Net Income as GAAP net income less certain tax adjusted non-recurring one-time expenses incurred during the period and Non-GAAP Earnings per Share as Non-GAAP Net Income divided by weighted-average shares outstanding.
We are presenting Non-GAAP EBITDA, Non-GAAP Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP Earnings Per Share because management believes that they provide additional ways to view our operations when considered with both our GAAP results and the reconciliation to net income, which we believe provides a more complete understanding of our business than could be obtained absent this disclosure. Non-GAAP EBITDA, Non-GAAP Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP Earnings Per Share are presented solely as supplemental disclosure because: (i) we believe these measures are a useful tool for investors to assess the operating performance of the business without the effect of these items; (ii) we believe that investors will find this data useful in assessing shareholder value; and (iii) we use Non-GAAP EBITDA, Non-GAAP Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP Earnings Per Share internally as benchmarks to evaluate our operating performance or compare our performance to that of our competitors. The use of Non-GAAP EBITDA, Non-GAAP Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP Earnings per Share has limitations and you should not consider these measures in isolation from or as an alternative to the relevant GAAP measure of net income prepared in accordance with GAAP, or as a measure of profitability or liquidity.
The tables set forth below present reconciliations of Non-GAAP EBITDA, Non-GAAP Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP Earnings per Share, which are non-GAAP financial measures to Net Income and Earnings per Share, our most directly comparable financial measures presented in accordance with GAAP.
Investor Relations Contacts:
Reed Anderson, ICR
(646) 277-1260
reed.anderson@icrinc.com


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LIFEVANTAGE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except per share data)December 31, 2024June 30, 2024
ASSETS
Current assets
Cash and cash equivalents$21,595 $16,886 
Accounts receivable2,087 2,949 
Income tax receivable— 313 
Inventory, net17,467 15,055 
Prepaid expenses and other4,641 2,443 
Total current assets45,790 37,646 
Property and equipment, net7,136 7,813 
Right-of-use assets8,915 9,569 
Intangible assets, net257 323 
Deferred income tax asset5,784 4,268 
Other long-term assets645 680 
TOTAL ASSETS$68,527 $60,299 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable$5,757 $5,853 
Commissions payable7,944 6,569 
Income tax payable660 202 
Lease liabilities1,886 1,811 
Other accrued expenses11,302 7,874 
Total current liabilities27,549 22,309 
Long-term lease liabilities10,883 11,801 
Other long-term liabilities206 198 
Total liabilities38,638 34,308 
Commitments and contingencies
Stockholders' equity
Preferred stock — par value $0.0001 per share, 5,000 shares authorized, no shares issued or outstanding— — 
Common stock — par value $0.0001 per share, 40,000 shares authorized and 12,550 and 12,510 issued and outstanding as of December 31, 2024 and June 30, 2024, respectively
Additional paid-in capital138,171 136,644 
Accumulated deficit(106,478)(108,738)
Accumulated other comprehensive loss(1,805)(1,916)
Total stockholders’ equity29,889 25,991 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$68,527 $60,299 



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LIFEVANTAGE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended December 31,Six Months Ended December 31,
(In thousands, except per share data)2024202320242023
Revenue, net$67,762 $51,624 $114,976 $102,988 
Cost of sales13,195 11,066 22,686 21,246 
Gross profit54,567 40,558 92,290 81,742 
Operating expenses:
Commissions and incentives32,525 21,754 52,830 44,227 
Selling, general and administrative18,614 20,065 33,462 38,027 
Total operating expenses51,139 41,819 86,292 82,254 
Operating income (loss)3,428 (1,261)5,998 (512)
Other income (expense):
Interest income, net130 108 189 276 
Other income (expense), net(469)41 (520)(47)
Total other income (expense)(339)149 (331)229 
Income (loss) before income taxes3,089 (1,112)5,667 (283)
Income tax benefit (expense)(539)456 (1,291)256 
Net income (loss)$2,550 $(656)$4,376 $(27)
Net income (loss) per share:
Basic$0.21 $(0.05)$0.36 $— 
Diluted$0.19 $(0.05)$0.34 $— 
Weighted-average shares outstanding:
Basic12,211 12,612 12,166 12,574 
Diluted13,177 12,612 12,903 12,574 



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LIFEVANTAGE CORPORATION AND SUBSIDIARIES
Revenue by Region
(Unaudited)
Three Months Ended December 31,Six Months Ended December 31,
(In thousands)2024202320242023
Americas$57,154 84 %$39,065 76 %$94,046 82 %$77,580 75 %
Asia/Pacific & Europe10,608 16 %12,559 24 %20,930 18 %25,408 25 %
Total$67,762 100 %$51,624 100 %$114,976 100 %$102,988 100 %
Active Accounts
(Unaudited)
As of December 31,
20242023Change from Prior YearPercent Change
Active Independent Consultants (1)
    Americas35,000 67 %32,000 63 %3,000 9.4 %
    Asia/Pacific & Europe17,000 33 %19,000 37 %(2,000)(10.5)%
        Total Active Independent Consultants52,000 100 %51,000 100 %1,000 2.0 %
Active Customers (2)
    Americas80,000 85 %63,000 79 %17,000 27.0 %
    Asia/Pacific & Europe14,000 15 %17,000 21 %(3,000)(17.6)%
        Total Active Customers94,000 100 %80,000 100 %14,000 17.5 %
Active Accounts (3)
    Americas115,000 79 %95,000 73 %20,000 21.1 %
    Asia/Pacific & Europe31,000 21 %36,000 27 %(5,000)(13.9)%
        Total Active Accounts146,000 100 %131,000 100 %15,000 11.5 %
(1) Active Independent Consultants have purchased product in the prior three months for retail or personal consumption.
(2) Active Customers have purchased product in the prior three months for personal consumption only.
(3) Total Active Accounts is the sum of Active Independent Consultant accounts and Active Customer accounts.



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LIFEVANTAGE CORPORATION AND SUBSIDIARIES
Reconciliation of GAAP Net Income to Non-GAAP EBITDA and Non-GAAP Adjusted EBITDA
(Unaudited)
Three Months Ended December 31,Six Months Ended December 31,
(In thousands)2024202320242023
GAAP Net income$2,550 $(656)$4,376 $(27)
Interest income, net(130)(108)(189)(276)
Provision for income taxes539 (456)1,291 (256)
Depreciation and amortization806 960 1,603 1,880 
Non-GAAP EBITDA:3,765 (260)7,081 1,321 
Adjustments:
Stock compensation expense1,722 750 2,639 1,728 
Other expense, net469 (41)520 47 
Other adjustments(1)
518 2,640 662 3,986 
Total adjustments2,709 3,349 3,821 5,761 
Non-GAAP Adjusted EBITDA$6,474 $3,089 $10,902 $7,082 
(1) Other adjustments breakout:
      Nonrecurring proxy contest related expenses$— $2,640 $— $3,886 
      Key management severance expenses150 — 188 100 
      Executive team recruiting and transition expenses368 — 474 — 
Total adjustments$518 $2,640 $662 $3,986 



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LIFEVANTAGE CORPORATION AND SUBSIDIARIES
Reconciliation of GAAP Net Income to Non-GAAP Net Income and Non-GAAP Adjusted EPS
(Unaudited)
Three Months Ended December 31,Six Months Ended December 31,
(In thousands)2024202320242023
GAAP Net income$2,550 $(656)$4,376 $(27)
Adjustments:
Nonrecurring proxy contest related expenses— 2,640 — 3,886 
Key management severance expenses150 — 188 100 
Executive team recruiting and transition expenses368 — 474 — 
Tax impact of adjustments(1)
(116)(614)(153)(917)
Total adjustments, net of tax402 2,026 509 3,069 
Non-GAAP Net income:$2,952 $1,370 $4,885 $3,042 
Three Months Ended December 31,Six Months Ended December 31,
2024202320242023
Diluted earnings per share, as reported$0.19 $(0.05)$0.34 $— 
Total adjustments, net of tax(2)
0.03 0.15 0.04 0.23 
Non-GAAP adjusted diluted earnings per share(3)
$0.22 $0.10 $0.38 $0.23 
(1) Tax impact is based on the estimated annual tax rate for the years ended June 30, 2024 and 2023, respectively.
(2) Non-GAAP Net income for the three and six months ended December 31, 2023 resulted in weighted average diluted shares outstanding of 13,221 and 13,082, respectively.
(3) May not add due to rounding.


v3.25.0.1
Cover Page
Feb. 05, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 05, 2025
Entity Registrant Name LIFEVANTAGE CORP
Entity Central Index Key 0000849146
Amendment Flag false
Entity Incorporation, State or Country Code DE
Entity File Number 001-35647
Entity Tax Identification Number 90-0224471
Entity Address, Address Line One 3300 Triumph Blvd
Entity Address, Address Line Two Suite 700
Entity Address, City or Town Lehi
Entity Address, State or Province UT
Entity Address, Postal Zip Code 84043
City Area Code 801
Local Phone Number 432-9000
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001
Trading Symbol LFVN
Security Exchange Name NASDAQ
Entity Emerging Growth Company false

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