EVI INDUSTRIES, INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021

	OR

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

	Commission file number 001-14757

EVI Industries, Inc.

(Exact name of registrant as specified in its charter)

	Delaware	11-2014231
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

4500 Biscayne Blvd., Suite 340, Miami, FL 33137
(Address of principal executive offices)

(305) 402-9300
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.025 par value	EVI	NYSE American

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☒

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: Common Stock, $.025 par value per share – 12,293,369 shares outstanding as of February 1, 2022.



PART I – FINANCIAL INFORMATION
Item 1.Financial Statements	3
Condensed Consolidated Statements of Operations (Unaudited) for the six and three months ended December 31, 2021 and 2020	3
Condensed Consolidated Balance Sheets at December 31, 2021 (Unaudited) and June 30, 2021	4
Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) for the six and three months ended December 31, 2021 and 2020	6
Condensed Consolidated Statements of Cash Flows (Unaudited) for the six months ended December 31, 2021 and 2020	8
Notes to Condensed Consolidated Financial Statements (Unaudited)	10
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.Controls and Procedures	31
PART II – OTHER INFORMATION
Item 1.Legal Proceedings	31
Item 1A.Risk Factors	32
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds	32
Item 6.Exhibits	33
Signatures	34

Index

PART I—FINANCIAL INFORMATION

Item 1.Financial Statements.

EVI Industries, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(In thousands, except per share data) (Unaudited)

	For the six months ended December 31,				For the three months ended December 31,
	2021		2020		2021		2020
Revenues	$	124,443	$	115,043	$	60,702	$	57,165
Cost of sales		89,997		87,330		43,895		42,785
Gross profit		34,446		27,713		16,807		14,380
Selling, general and administrative expenses		30,806		26,305		15,836		13,868
Operating income		3,640		1,408		971		512
Interest expense, net		265		319		150		150
Income before income taxes		3,375		1,089		821		362
Provision for (benefit from) income taxes		828		110		293		(99	)

Net income	$	2,547	$	979	$	528	$	461

Net earnings per share – basic	$	0.19	$	0.07	$	0.04	$	0.03

Net earnings per share – diluted	$	0.18	$	0.07	$	0.04	$	0.03

See Notes to Condensed Consolidated Financial Statements

Index

EVI Industries, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands)

ASSETS
	December 31, 2021 (Unaudited)		June 30, 2021
Current assets
Cash	$	6,004	$	6,057
Accounts receivable, net of allowance for doubtful accounts of $1.1 million and $1.0 million, respectively		29,347		28,904
Inventories, net		33,097		25,129
Vendor deposits		1,094		367
Contract assets		19		347
Other current assets		5,878		4,419
Total current assets		75,439		65,223

Equipment and improvements, net		11,044		10,594
Operating lease assets		6,659		7,060
Intangible assets, net		22,724		23,677
Goodwill		63,895		63,881
Other assets		7,036		7,415

Total assets	$	186,797	$	177,850

See Notes to Condensed Consolidated Financial Statements

Index

EVI Industries, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands, except share data)

LIABILITIES AND SHAREHOLDERS' EQUITY
	December 31, 2021 (Unaudited)			June 30, 2021
Current liabilities
Accounts payable and accrued expenses	$	26,367		$	26,227
Accrued employee expenses		6,332			7,528
Customer deposits		16,654			10,344
Contract liabilities		-			3,232
Current portion of operating lease liabilities		2,259			2,131
Total current liabilities		51,612			49,462

Deferred tax liabilities, net		4,632			4,208
Long-term operating lease liabilities		5,129			5,567
Long-term debt, net		14,900			11,873

Total liabilities		76,273			71,110

Commitments and contingencies (Note 10)

Shareholders’ equity
Preferred stock, $1.00 par value; authorized shares – 200,000; none issued and outstanding		-			-
Common stock, $.025 par value; authorized shares – 20,000,000; 12,418,075 shares issued at December 31, 2021 and 12,399,137 shares issued at June 30, 2021, including shares held in treasury		310			310
Additional paid-in capital		91,880			90,501
Treasury stock, 124,706 shares at December 31, 2021 and 120,706 shares at June 30, 2021, at cost		(3,007	)		(2,865	)
Retained earnings		21,341			18,794
Total shareholders’ equity		110,524			106,740
Total liabilities and shareholders’ equity	$	186,797		$	177,850

See Notes to Condensed Consolidated Financial Statements

Index

EVI Industries, Inc. and Subsidiaries

Condensed Consolidated Statements of Shareholders’ Equity

(In thousands, except share data) (Unaudited)

	Six months ended December 31, 2021


						Additional
		Common Stock				Paid-in		Treasury Stock					Retained
		Shares		Amount		Capital		Shares		Cost			Earnings		Total
Balance at June 30, 2021			12,399,137	$	310	$	90,501		120,706	$	(2,865	)	$	18,794	$	106,740

Share repurchases			-		-		-		4,000		(142	)		-		(142	)

Vesting of restricted shares			8,643		-		-		-		-			-		-

Issuances of shares under employee stock plan			2,008		-		59		-		-			-		59

Stock compensation			8,287		-		1,320		-		-			-		1,320

Net income			-		-		-		-		-			2,547		2,547
Balance at December 31, 2021			12,418,075	$	310	$	91,880		124,706	$	(3,007	)	$	21,341	$	110,524

	Three months ended December 31, 2021


						Additional
		Common Stock				Paid-in		Treasury Stock					Retained
		Shares		Amount		Capital		Shares		Cost			Earnings		Total
Balance at September 30, 2021			12,399,137	$	310	$	90,980		120,706	$	(2,865	)	$	20,813	$	109,238

Share repurchases			-		-		-		4,000		(142	)		-		(142	)

Vesting of restricted shares			8,643		-		-		-		-			-		-

Issuances of shares under employee stock plan			2,008		-		59		-		-			-		59

Stock compensation			8,287		-		841		-		-			-		841

Net income			-		-		-		-		-			528		528
Balance at December 31, 2021			12,418,075	$	310	$	91,880		124,706	$	(3,007	)	$	21,341	$	110,524

See Notes to Condensed Consolidated Financial Statements

Index

EVI Industries, Inc. and Subsidiaries

Condensed Consolidated Statements of Shareholders’ Equity

(In thousands, except share data) (Unaudited)

	Six months ended December 31, 2020


						Additional
		Common Stock				Paid-in		Treasury Stock					Retained
		Shares		Amount		Capital		Shares		Cost			Earnings		Total
Balance at June 30, 2020			12,029,910	$	301	$	79,127		95,396	$	(2,012	)	$	10,410	$	87,826

Share repurchases			-		-		-		10,239		(346	)		-		(346	)

Vesting of restricted shares			31,603		1		(1)		-		-			-		-

Issuances of shares under employee stock plan			693		-		21		-		-			-		21

Issuances of shares in connection with acquisitions			278,385		7		8,514		-		-			-		8,521

Stock compensation			-		-		1,194		-		-			-		1,194

Net income			-		-		-		-		-			979		979
Balance at December 31, 2020			12,340,591	$	309	$	88,855

SEC Form 10-Q filed by EVI Industries Inc.