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Item 1. Financial Statements

2024-08-07 compared with 2024-05-08 · 108 added, 95 removed, 386 unchanged (34% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands of dollars, except for share data) March 30, 2024 September 30, 2023

(in thousands of dollars, except for share data) June 29, 2024 September 30, 2023

Current assets

34 unchanged sentences

Stockholders' equity

Preferred stock, $ 0.0001 par value, 10,000,000 shares authorized, 0 shares outstanding at March 30, 2024 and September 30, 2023

Common stock, $ 0.0001 par value, 100,000,000 shares authorized, 32,299,065 and 32,165,225 shares outstanding at March 30, 2024 and September 30, 2023, respectively

Preferred stock, $ 0.0001 par value, 10,000,000 shares authorized, 0 shares outstanding at June 29, 2024 and September 30, 2023

Common stock, $ 0.0001 par value, 100,000,000 shares authorized, 32,331,161 and 32,165,225 shares outstanding at June 29, 2024 and September 30, 2023, respectively

Additional paid-in capital 193,869 177,861

Accumulated deficit ( 3,527 ) ( 55,700 )

Retained earnings (accumulated deficit)

25,184 ( 55,700 )

Accumulated other comprehensive loss ( 31,491 ) ( 31,884 )

Treasury stock, at cost, 1,782,568 shares at March 30, 2024 and September 30, 2023

Treasury stock, at cost, 1,782,568 shares at June 29, 2024 and September 30, 2023

( 50,282 ) ( 50,282 )

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended Six Months Ended

(in thousands of dollars except for share data) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars except for share data) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Net sales $ 333,367 $ 294,284 $ 996,942 $ 829,830

11 unchanged sentences

— — ( 1,558 ) ( 537 )

Income (loss) before income taxes $ 32,342 $ 6,922 $ 64,976 $ ( 7,422 )

Income tax (expense) benefit ( 8,261 ) ( 1,389 ) ( 16,707 ) 1,592

Income before income taxes

$ 35,882 $ 8,740 $ 100,858 $ 1,318

Income tax expense

( 9,938 ) ( 1,884 ) ( 26,645 ) ( 292 )

Equity in net income of non-consolidated affiliate

2,767 2,502 6,671 4,168

Net income (loss) $ 26,023 $ 7,130 $ 52,173 $ ( 4,164 )

Earnings (loss) per share:

$ 28,711 $ 9,358 $ 80,884 $ 5,194

Earnings per share:

Basic weighted average shares outstanding 32,305,396 32,073,497 32,238,805 32,044,581

Diluted weighted average shares outstanding 33,653,447 32,598,938 33,222,354 32,335,381

Basic earnings (loss) per share $ 0.81 $ 0.22 $ 1.62 $ ( 0.13 )

Diluted earnings (loss) per share $ 0.79 $ 0.22 $ 1.59 $ ( 0.13 )

Basic earnings per share

$ 0.89 $ 0.29 $ 2.51 $ 0.16

Diluted earnings per share

$ 0.85 $ 0.29 $ 2.43 $ 0.16

The accompanying notes are an integral part of these condensed consolidated financial statements.

BLUE BIRD CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Net income (loss) $ 26,023 $ 7,130 $ 52,173 $ ( 4,164 )

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

$ 28,711 $ 9,358 $ 80,884 $ 5,194

Other comprehensive income, net of tax:

1 unchanged sentence

Total other comprehensive income $ 131 $ 227 $ 393 $ 681

Comprehensive income (loss) $ 26,154 $ 7,357 $ 52,435 $ ( 3,710 )

Comprehensive income

$ 28,842 $ 9,585 $ 81,277 $ 5,875

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023

Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023

Cash flows from operating activities

Net income (loss) $ 52,173 $ ( 4,164 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Net income $ 80,884 $ 5,194

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

Depreciation and amortization expense 10,913 12,077

4 unchanged sentences

Loss on disposal of fixed assets 33 13

Deferred income tax expense (benefit) 1,825 ( 1,600 )

Deferred income tax expense

Amortization of deferred actuarial pension losses 516 896

10 unchanged sentences

Cash paid for fixed assets $ ( 10,137 ) $ ( 6,390 )

Proceeds from sale of fixed assets — —

Total cash used in investing activities $ ( 10,137 ) $ ( 6,390 )

15 unchanged sentences

Cash, cash equivalents, and restricted cash at end of period $ 88,416 $ 50,735

Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023

Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023

Supplemental disclosures of cash flow information

2 unchanged sentences

Income tax paid (received), net of tax refunds

18,856 ( 33 )

Non-cash investing and financing activities:

7 unchanged sentences

(in thousands of dollars, except for share data) Common Stock Convertible Preferred Stock Treasury Stock

Shares Par Value Additional Paid-In-Capital Shares Amount Accumulated Other Comprehensive Loss Accumulated Deficit Shares Amount Total Stockholders' Equity (Deficit)

Balance, December 30, 2023 32,198,592 $ 3 $ 187,159 — $ — $ ( 31,753 ) $ ( 29,550 ) 1,782,568 $ ( 50,282 ) $ 75,577

Shares Par Value Additional Paid-In-Capital Shares Amount Accumulated Other Comprehensive Loss (Accumulated Deficit) Retained Earnings

Shares Amount Total Stockholders' Equity (Deficit)

Balance, March 30, 2024 32,299,065 $ 3 $ 191,216 — $ — $ ( 31,622 ) $ ( 3,527 ) 1,782,568 $ ( 50,282 ) $ 105,788

Restricted stock activity 18,896 — — — — — — — — —

Stock option activity 13,200 — 223 — — — — — — 223

2 unchanged sentences

Other comprehensive income, net of tax — — — — — 131 — — — 131

Balance, March 30, 2024 32,299,065 $ 3 $ 191,216 — $ — $ ( 31,622 ) $ ( 3,527 ) 1,782,568 $ ( 50,282 ) $ 105,788

Balance, December 31, 2022 32,032,067 $ 3 $ 173,592 — $ — $ ( 41,703 ) $ ( 90,806 ) 1,782,568 $ ( 50,282 ) $ ( 9,196 )

Balance, June 29, 2024 32,331,161 $ 3 $ 193,869 — $ — $ ( 31,491 ) $ 25,184 1,782,568 $ ( 50,282 ) $ 137,283

Balance, April 1, 2023 32,036,149 $ 3 $ 174,313 — $ — $ ( 41,476 ) $ ( 83,676 ) 1,782,568 $ ( 50,282 ) $ ( 1,118 )

Restricted stock activity 28,771 — — — — — — — — —

Stock option activity 56,687 — 1,053 — — — — — — 1,053

2 unchanged sentences

Other comprehensive income, net of tax — — — — — 227 — — — 227

Balance, April 1, 2023 32,036,149 $ 3 $ 174,313 — $ — $ ( 41,476 ) $ ( 83,676 ) 1,782,568 $ ( 50,282 ) $ ( 1,118 )

Six Months Ended

Balance, July 1, 2023 32,121,607 $ 3 $ 176,290 — $ — $ ( 41,249 ) $ ( 74,318 ) 1,782,568 $ ( 50,282 ) $ 10,444

Nine Months Ended

(in thousands of dollars, except for share data) Common Stock Convertible Preferred Stock Treasury Stock

Shares Par Value Additional Paid-In-Capital Shares Amount Accumulated Other Comprehensive Loss Accumulated Deficit Shares Amount Total Stockholders' Equity (Deficit)

Shares Par Value Additional Paid-In-Capital Shares Amount Accumulated Other Comprehensive Loss (Accumulated Deficit) Retained Earnings

Shares Amount Total Stockholders' Equity

Balance, September 30, 2023 32,165,225 $ 3 $ 177,861 — $ — $ ( 31,884 ) $ ( 55,700 ) 1,782,568 $ ( 50,282 ) $ 39,998

6 unchanged sentences

Other comprehensive income, net of tax — — — — — 393 — — — 393

Balance, March 30, 2024 32,299,065 $ 3 $ 191,216 — $ — $ ( 31,622 ) $ ( 3,527 ) 1,782,568 $ ( 50,282 ) $ 105,788

Balance, June 29, 2024 32,331,161 $ 3 $ 193,869 — $ — $ ( 31,491 ) $ 25,184 1,782,568 $ ( 50,282 ) $ 137,283

Balance, October 1, 2022 32,024,911 $ 3 $ 173,103 — $ — $ ( 41,930 ) $ ( 79,512 ) 1,782,568 $ ( 50,282 ) $ 1,382

2 unchanged sentences

Share-based compensation expense — — 2,125 — — — — — — 2,125

Net loss — — — — — — ( 4,164 ) — — ( 4,164 )

Net income — — — — — — 5,194 — — 5,194

Other comprehensive income, net of tax — — — — — 681 — — — 681

Balance, April 1, 2023 32,036,149 $ 3 $ 174,313 — $ — $ ( 41,476 ) $ ( 83,676 ) 1,782,568 $ ( 50,282 ) $ ( 1,118 )

Balance, July 1, 2023 32,121,607 $ 3 $ 176,290 — $ — $ ( 41,249 ) $ ( 74,318 ) 1,782,568 $ ( 50,282 ) $ 10,444

The accompanying notes are an integral part of these consolidated financial statements.

14 unchanged sentences

The fiscal years ending September 28, 2024 ("fiscal 2024") and ended September 30, 2023 ("fiscal 2023") consist or consisted of 52 weeks.

The second quarters of fiscal 2024 and fiscal 2023 both included 13 weeks.

The six month periods in fiscal 2024 and 2023 both included 26 weeks.

The third quarters of fiscal 2024 and fiscal 2023 both included 13 weeks.

The nine month periods in fiscal 2024 and 2023 both included 39 weeks.

In the opinion of management, all adjustments considered necessary for a fair presentation of financial results have been made.

18 unchanged sentences

While the gross margin on bus sales during the second quarter of fiscal 2023 lagged the historical gross margin reported prior to the COVID-19 pandemic, it returned to more normal historical levels during the latter half of fiscal 2023.

Supply chain disruptions continued into the first half of fiscal 2024 as there were still occasional shortages of certain critical components as well as ongoing increases in raw materials costs, both of which impacted our business and operations by limiting the number of school buses that we could produce and sell as well as increasing the costs to manufacture buses.

Supply chain disruptions continued during the first nine months of fiscal 2024 as there were still occasional shortages of certain critical components as well as ongoing increases in raw materials costs, both of which impacted our business and operations by limiting the number of school buses that we could produce and sell as well as increasing the costs to manufacture buses.

Nonetheless, the lessons learned, and resulting actions taken, by management over the past three fiscal years allowed the Company to better navigate these supply chain challenges and consistently produce buses to fulfill sales orders.

Ongoing improvements in manufacturing operations, when coupled with periodic pricing actions taken by the Company to ensure that the increased sales prices charged for buses kept pace with increased costs to procure inventory to produce the buses, allowed the Company to report gross profit and gross margin during the first half of fiscal 2024 that were consistent with, or better than, historic levels experienced prior to the COVID-19 pandemic.

Ongoing improvements in manufacturing operations, when coupled with periodic pricing actions taken by the Company to ensure that the increased sales prices charged for buses kept pace with increased costs to procure inventory to produce the buses, allowed the Company to report gross profit and gross margin during the first nine months of fiscal 2024 that were consistent with, or better than, historic levels experienced prior to the COVID-19 pandemic.

Use of Estimates and Assumptions

12 unchanged sentences

The Company’s significant accounting policies are described in the Company’s fiscal 2023 Form 10-K, filed with the SEC on December 11, 2023.

Our senior management has reviewed these significant accounting policies and related disclosures and determined that there were no significant changes in our critical accounting policies in the six months ended March 30, 2024.

Recently Issued Accounting Standards

13 unchanged sentences

The following table presents the components of inventories at the dates indicated:

(in thousands of dollars) March 30, 2024 September 30, 2023

(in thousands of dollars) June 29, 2024 September 30, 2023

Raw materials $ 77,716 $ 88,116

4 unchanged sentences

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the applicable Condensed Consolidated Balance Sheets that sum to the total of such amounts reported on the Condensed Consolidated Statements of Cash Flows:

(in thousands of dollars) March 30, 2024 April 1, 2023

(in thousands of dollars) June 29, 2024 July 1, 2023

Cash and cash equivalents $ 88,416 $ 50,497

4 unchanged sentences

The following table reflects activity in accrued warranty cost (current and long-term portions combined) for the periods presented:

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Balance at beginning of period $ 15,476 $ 15,554 $ 15,434 $ 15,970

4 unchanged sentences

The following table reflects activity in deferred warranty income (current and long-term portions combined), for the sale of extended warranties of two to five years , for the periods presented:

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Balance at beginning of period $ 25,563 $ 20,081 $ 23,123 $ 18,795

6 unchanged sentences

The following table reflects our total accrued self-insurance liability, comprised of workers' compensation and health insurance related claims, at the dates indicated:

(in thousands of dollars) March 30, 2024 September 30, 2023

(in thousands of dollars) June 29, 2024 September 30, 2023

Current portion $ 5,041 $ 4,475

3 unchanged sentences

Shipping and Handling Revenues

Shipping and handling revenues were $ 5.0 million and $ 4.2 million for the three months ended March 30, 2024 and April 1, 2023, respectively, and $ 9.7 million and $ 8.5 million for the six months ended March 30, 2024 and April 1, 2023, respectively.

The related cost of goods sold was $ 4.4 million and $ 3.9 million for the three months ended March 30, 2024 and April 1, 2023, respectively, and $ 8.7 million and $ 7.7 million for the six months ended March 30, 2024 and April 1, 2023, respectively.

Shipping and handling revenues were $ 5.9 million and $ 4.6 million for the three months ended June 29, 2024 and July 1, 2023, respectively, and $ 15.6 million and $ 13.1 million for the nine months ended June 29, 2024 and July 1, 2023, respectively.

The related cost of goods sold was $ 5.5 million and $ 4.0 million for the three months ended June 29, 2024 and July 1, 2023, respectively, and $ 14.2 million and $ 11.7 million for the nine months ended June 29, 2024 and July 1, 2023, respectively.

Pension Expense

Components of net periodic pension benefit expense were as follows for the periods presented:

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Interest cost $ 1,484 $ 1,509 $ 4,452 $ 4,527

31 unchanged sentences

2.25 % 3.25 %

Pricing on the Closing Date was set at Level III until receipt of the financial information and related compliance certificate for the first fiscal quarter that ended after the Closing Date, with pricing as of March 30, 2024 set at Level I.

Borrower is also required to pay lenders an unused commitment fee of between 0.25 % and 0.45 % per annum on the undrawn commitments under the Revolving Credit Facility, depending on the TNLR, quarterly in arrears.

1 unchanged sentence

(i) a pro forma TNLR of not greater than 3.00:1.00 and (ii) a pro forma fixed charge coverage ratio (as defined in the Credit Agreement) of not less than 1.20:1.00.

The Company was in compliance with such covenants as of March 30, 2024.

The Company was in compliance with such covenants as of June 29, 2024.

The Company incurred approximately $ 3.1 million in lender fees and other issuance costs relating to the Credit Agreement.

3 unchanged sentences

Term loan borrowings consisted of the following at the dates indicated:

(in thousands of dollars) March 30, 2024 September 30, 2023

(in thousands of dollars) June 29, 2024 September 30, 2023

Term loan borrowings, net of deferred financing costs of $ 1,342 and $ 1,456 , respectively

6 unchanged sentences

the fair value hierarchy.

At March 30, 2024 and September 30, 2023, $ 98.8 million and $ 131.8 million, respectively, were outstanding on the term loans.

At March 30, 2024 and September 30, 2023, the stated interest rates on the term loans were 7.2 % and 10.0 %, respectively.

At March 30, 2024 and September 30, 2023, the weighted-average annual effective interest rates for the term loans were 8.2 % and 10.9 %, respectively, which include amortization of the deferred financing costs.

At March 30, 2024, $ 6.7 million of letters of credit were outstanding, which reduces the availability on the revolving line of credit.

At June 29, 2024 and September 30, 2023, $ 97.5 million and $ 131.8 million, respectively, were outstanding on the term loans.

At June 29, 2024 and September 30, 2023, the stated interest rates on the term loans were 7.2 % and 10.0 %, respectively.

At June 29, 2024 and September 30, 2023, the weighted-average annual effective interest rates for the term loans were 8.5 % and 10.9 %, respectively, which include amortization of the deferred financing costs.

At June 29, 2024, $ 6.7 million of letters of credit were outstanding, which reduces the availability on the revolving line of credit.

There were no borrowings outstanding on the Revolving Credit Facility;

therefore, the Company would have been able to borrow $ 143.3 million on the revolving line of credit.

Interest expense on all indebtedness was $ 2.8 million and $ 5.2 million for the three months ended March 30, 2024 and April 1, 2023, respectively, and $ 6.4 million and $ 9.4 million for the six months ended March 30, 2024 and April 1, 2023, respectively.

Interest expense on all indebtedness was $ 2.1 million and $ 4.5 million for the three months ended June 29, 2024 and July 1, 2023, respectively, and $ 8.6 million and $ 13.9 million for the nine months ended June 29, 2024 and July 1, 2023, respectively.

The schedule of remaining principal payments through maturity for the term loans is as follows:

6 unchanged sentences

In periods where our pre-tax income approximates or is equal to break-even, the effective tax rates for quarter-to-date and full-year periods may not be meaningful due to discrete period items.

The effective tax rate for the three months ended March 30, 2024 was 25.5 % and differed from the statutory federal income tax rate of 21 %.

The effective tax rate for the three months ended June 29, 2024 was 27.7 % and differed from the statutory federal income tax rate of 21 %.

The increase was primarily due to the impacts from state taxes and certain permanent items on the federal rate, which were partially offset by the impacts from federal and state tax credits (net of valuation allowances) and discrete period items during the quarter.

The effective tax rate for the three months ended April 1, 2023 was 20.1 %, which aligned with the statutory federal income tax rate of 21 % and is comprised of normal tax rate items, including impacts from state taxes and federal and state tax credits (net of valuation allowances), with discrete period items having a nominal impact on the effective rate during the quarter.

The effective tax rate for the six months ended March 30, 2024 was 25.7 % and differed from the statutory federal income tax rate of 21 %.

The effective tax rate for the three months ended July 1, 2023 was 21.6 %, which aligned with the statutory federal income tax rate of 21 % and is comprised of normal tax rate items, including impacts from state taxes, federal and state tax credits (net of valuation allowances) and permanent differences, which were partially offset by the impact of discrete period items during the quarter.

The effective tax rate for the nine months ended June 29, 2024 was 26.4 % and differed from the statutory federal income tax rate of 21 %.

The effective tax rate for the six months ended April 1, 2023 was 21.4 %, which aligned with the statutory federal income tax rate of 21 % and is comprised of normal tax rate items, including impacts from state taxes and federal and state tax credits (net of valuation allowances), with discrete period items having a nominal impact on the effective rate during the period.

The effective tax rate for the nine months ended July 1, 2023 was 22.2 %, which aligned with the statutory federal income tax rate of 21 % and is comprised of normal tax rate items, including impacts from state taxes, federal and state tax credits (net of valuation allowances) and permanent differences, which were partially offset by the impact of discrete period items during the period.

Guarantees, Commitments and Contingencies

At March 30, 2024, the Company had a number of product liability and other cases pending.

At June 29, 2024, the Company had a number of product liability and other cases pending.

Management believes that, considering the Company’s insurance coverage and its intention to vigorously defend its positions, the ultimate resolution of these matters will not have a material adverse effect on the Company’s financial statements.

9 unchanged sentences

Management evaluates the segments based primarily upon revenues and gross profit, which are reflected in the tables below for the periods presented :

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Bus (1) $ 308,037 $ 270,282 $ 919,433 $ 757,003

1 unchanged sentence

Segment net sales $ 333,367 $ 294,284 $ 996,942 $ 829,830

(1) Parts segment revenue includes $ 2.7 million and $ 1.3 million for the three months ended March 30, 2024 and April 1, 2023, respectively, and $ 4.3 million and $ 2.4 million for the six months ended March 30, 2024 and April 1, 2023, respectively, related to inter-segment sales of parts that was eliminated by the Bus segment upon consolidation.

(1) Parts segment revenue includes $ 2.6 million and $ 1.7 million for the three months ended June 29, 2024 and July 1, 2023, respectively, and $ 6.9 million and $ 4.1 million for the nine months ended June 29, 2024 and July 1, 2023, respectively, related to inter-segment sales of parts that was eliminated by the Bus segment upon consolidation.

Gross profit (loss)

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Bus $ 56,545 $ 34,176 $ 157,428 $ 53,544

1 unchanged sentence

Segment gross profit $ 69,353 $ 45,750 $ 196,550 $ 88,856

The following table is a reconciliation of segment gross profit to consolidated income (loss) before income taxes for the periods presented:

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

The following table is a reconciliation of segment gross profit to consolidated income before income taxes for the periods presented:

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Segment gross profit $ 69,353 $ 45,750 $ 196,550 $ 88,856

6 unchanged sentences

— — ( 1,558 ) ( 537 )

Income (loss) before income taxes $ 32,342 $ 6,922 $ 64,976 $ ( 7,422 )

Income before income taxes

$ 35,882 $ 8,740 $ 100,858 $ 1,318

Sales are attributable to geographic areas based on customer location and were as follows for the periods presented:

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

$ 291,374 $ 282,908 $ 910,489 $ 751,730

3 unchanged sentences

The following table disaggregates revenue by product category for the periods presented:

Three Months Ended Six Months Ended

(in thousands of dollars) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Three Months Ended Nine Months Ended

(in thousands of dollars) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

Diesel buses $ 109,797 $ 87,318 $ 318,239 $ 248,607

5 unchanged sentences

(2) Includes shipping and handling revenue, extended warranty income, surcharges and chassis and bus shell sales .

Earnings (Loss) Per Share

The following table presents the earnings (loss) per share computation for the periods presented:

Three Months Ended Six Months Ended

(in thousands except for share data) March 30, 2024 April 1, 2023 March 30, 2024 April 1, 2023

Net income (loss) $ 26,023 $ 7,130 $ 52,173 $ ( 4,164 )

Earnings Per Share

The following table presents the earnings per share computation for the periods presented:

Three Months Ended Nine Months Ended

(in thousands except for share data) June 29, 2024 July 1, 2023 June 29, 2024 July 1, 2023

$ 28,711 $ 9,358 $ 80,884 $ 5,194

Weighted-average common shares outstanding 32,305,396 32,073,497 32,238,805 32,044,581

4 unchanged sentences

Weighted-average shares and dilutive potential common shares (1) 33,653,447 32,598,938 33,222,354 32,335,381

Earnings (loss) per share:

Basic earnings (loss) per share $ 0.81 $ 0.22 $ 1.62 $ ( 0.13 )

Diluted earnings (loss) per share $ 0.79 $ 0.22 $ 1.59 $ ( 0.13 )

(1) Potentially dilutive securities representing approximately zero and 0.4 million shares of common stock were excluded from the computation of diluted earnings per share for the three months ending March 30, 2024 and April 1, 2023, respectively, and potentially dilutive securities representing approximately zero and 0.7 million shares of common stock were excluded from the computation of diluted earnings per share for the six months ending March 30, 2024 and April 1, 2023, respectively, as their effect would have been antidilutive.

Earnings per share:

Basic earnings per share

$ 0.89 $ 0.29 $ 2.51 $ 0.16

Diluted earnings per share

$ 0.85 $ 0.29 $ 2.43 $ 0.16

(1) Potentially dilutive securities representing approximately 0.1 million shares of common stock and 0.5 million shares of common stock were excluded from the computation of diluted earnings per share for the three and nine months ended July 1, 2023, respectively, as their effect would have been antidilutive.

Accumulated Other Comprehensive Loss

The following table provides information on changes in accumulated other comprehensive loss ("AOCL") for the periods presented:

Three Months Ended Six Months Ended

Three Months Ended Nine Months Ended

(in thousands of dollars) Defined Benefit Pension Plan Total AOCL Defined Benefit Pension Plan Total AOCL

March 30, 2024

June 29, 2024

Beginning Balance $ ( 31,622 ) $ ( 31,622 ) $ ( 31,884 ) $ ( 31,884 )

2 unchanged sentences

Income taxes ( 41 ) ( 41 ) ( 123 ) ( 123 )

Ending Balance March 30, 2024 $ ( 31,622 ) $ ( 31,622 ) $ ( 31,622 ) $ ( 31,622 )

April 1, 2023

Ending Balance June 29, 2024 $ ( 31,491 ) $ ( 31,491 ) $ ( 31,491 ) $ ( 31,491 )

Beginning Balance $ ( 41,476 ) $ ( 41,476 ) $ ( 41,930 ) $ ( 41,930 )

2 unchanged sentences

Income taxes ( 72 ) ( 72 ) ( 216 ) ( 216 )

Ending Balance April 1, 2023 $ ( 41,476 ) $ ( 41,476 ) $ ( 41,476 ) $ ( 41,476 )

Ending Balance July 1, 2023 $ ( 41,249 ) $ ( 41,249 ) $ ( 41,249 ) $ ( 41,249 )

Stockholder Transaction Costs

5 unchanged sentences

The December Offering closed on December 19, 2023 and the February Offering closed on February 21, 2024.

Although the Company did not sell any shares or receive any proceeds from the Offerings, it was required to pay certain expenses in connection with the Offerings that totaled approximately $ 1.9 million and $3.2 million for the three and six month periods ended March 30, 2024, with $0.7 million of similar expense recorded during both the three and six month periods ended April 1, 2023.

The $ 1.9 million and $3.2 million of expense is included within other expense, net on the Condensed Consolidated Statements of Operations for the three and six month periods ended March 30, 2024, respectively, while the $0.7 million of expense is included within selling, general and administrative expenses on the Condensed Consolidated Statements of Operations for the three and six month periods ended April 1, 2023, but was subsequently reclassified to other expense, net, during the third quarter of fiscal 2023.

Although the Company did not sell any shares or receive any proceeds from the Offerings, it was required to pay certain expenses in connection with the Offerings that totaled approximately $ 3.2 million for the nine months ended June 29, 2024, with $5.5 million and $ 6.3 million of similar expense recorded for the three and nine months ended July 1, 2023, respectively.

The $ 3.2 million of expense is included within other expense, net on the Condensed Consolidated Statements of Operations for the nine months ended June 29, 2024.

The $ 6.3 million of expense is included within other expense, net on the Condensed Consolidated Statements of Operations for both the three and nine months ended July 1, 2023, although approximately $ 0.7 million of such expense was initially recorded within selling, general and administrative expenses during the second quarter of fiscal 2023 and reclassified to other expense, net during the third quarter of fiscal 2023.

Joint Ventures

17 unchanged sentences

Additionally, since the Warrants were provided in exchange for an investment in the Joint Venture, the Company recorded the cost of its investment based on the fair value of the Warrants upon issuance, which increased the balance of equity investment in affiliate on the Condensed Consolidated Balance Sheets by a corresponding $ 7.4 million.

No other activity was recorded relating to the Joint Venture during the three and six month periods ended March 30, 2024.

No other activity was recorded relating to the Joint Venture during the three and nine months ended June 29, 2024.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements