Item 5. Market for Registrant’s Common Equity
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
Our common stock has been listed on the NASDAQ Global Select Market under the symbol "FOXF" since August 8, 2013. Our IPO was priced at $15.00 per share on August 8, 2013. Prior to that date, there was no public trading market for our common stock.
The following table sets forth, for the periods indicated, the high and low sales prices per share of our common stock as reported on the NASDAQ Global Select Market.
High Low
Year Ending January 3, 2020
Quarter ended March 29, 2019 $ 71.70 $ 54.21
Quarter ended June 28, 2019 83.74 65.07
Quarter ended September 27, 2019 86.91 59.63
Quarter ended January 3, 2020 71.07 59.01
Year Ending January 1, 2021
Quarter ended April 3, 2020 $ 79.19 $ 34.58
Quarter ended July 3, 2020 91.84 37.40
Quarter ended October 2, 2020 113.41 69.95
Quarter ended January 1, 2021 108.89 78.20
On February 19, 2021, the closing price per share of our common stock as reported on the NASDAQ Global Select Market was $137.88 per share.
Stockholders
As of January 31, 2021, there were approximately 15 holders of record of our common stock. The actual number of stockholders is greater than this number of record holders, and includes stockholders who are beneficial owners, but whose shares are held in street name by brokers and other nominees. This number of holders of record also does not include stockholders whose shares may be held in trust by other entities.
Dividend Policy
We did not declare or pay any dividends in the years ended January 1, 2021 and January 3, 2020. In addition, our Credit Facility contains covenants limiting our ability to pay dividends to our stockholders. See " Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources - Former Second Amended and Restated Credit Facility and First Amended and Restated Credit Facility " for additional information. While we currently intend to reinvest our earnings, any future determination to declare cash dividends will be made at the discretion of our Board of Directors, subject to applicable laws, and will depend on a number of factors, including our financial condition, results of operations, capital requirements, contractual restrictions, general business conditions and any other factors that our Board of Directors may deem relevant. We do not intend to pay dividends in the foreseeable future.
Equity Compensation Plan Information
For equity compensation plan information, refer to Item 12. " Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters " of this Annual Report on Form 10-K.
35
Table of Contents
Performance Graph
The following graph shows a comparison from August 8, 2013 (the date our common stock commenced trading on the NASDAQ) through January 1, 2021 of the total cumulative return of our common stock with the total cumulative return of the NASDAQ Composite Index (the "NASDAQ Composite") and S&P 500 Index ("S&P 500"). The figures represented below assume an investment of $100 in our common stock at the closing price of $18.61 on August 8, 2013 and in the NASDAQ Composite and S&P 500. Data for the NASDAQ Composite and S&P 500 assume reinvestment of dividends. The comparisons in the graph are historical and are not intended to forecast or be indicative of possible future performance of our common stock.
This performance graph shall not be deemed to be "soliciting material" or "filed" or incorporated by reference in future filings with the SEC, or subject to the liabilities of Section 18 of the Exchange Act except as shall be expressly set forth by specific reference in such filing.
Issuer Purchases of Equity Securities
The table below sets forth information regarding repurchases of our common stock by us during the quarter ended January 1, 2021:
Period Total Number of Shares Purchased (1) Weighted Average Price Paid per Share
10/3 - 11/6 1,736 $ 84.08
11/7 - 12/4 434 90.30
12/5 - 1/1 — —
Total 2,170 $ 85.32
(1) Includes shares acquired from holders of restricted stock unit awards and option exercises to satisfy tax withholding obligations.
36
Table of Contents
ITEM 6. SELECTED FINANCIAL DATA
The following selected consolidated financial and other data should be read in conjunction with, and are qualified by reference to, Item 7 " Management’s Discussion and Analysis of Financial Condition and Results of Operations " and our audited consolidated financial statements and the accompanying notes included elsewhere in this Annual Report on Form 10-K. The consolidated statements of income data for the years ended January 1, 2021, January 3, 2020 and December 28, 2018, and the consolidated balance sheet data as of January 1, 2021 and January 3, 2020 are derived from the audited consolidated financial statements that are included elsewhere in this Annual Report on Form 10-K. We have included, in our opinion, all adjustments, consisting only of normal recurring adjustments that we consider necessary for a fair presentation of the financial information set forth in those statements. The consolidated statements of income data for the years ended December 29, 2017 and December 30, 2016 as well as the consolidated balance sheet data as of December 28, 2018, December 29, 2017 and December 30, 2016, are derived from audited consolidated financial statements that are not included in this Annual Report on Form 10-K. Our historical results are not necessarily indicative of the results to be expected in the future.
Consolidated Statement of Income Data :
For the fiscal years ended
(in thousands, except per share data)
(1) 2020 2019 2018 2017 2016
Sales $ 890,554 $ 751,020 $ 619,225 $ 475,633 $ 403,077
Cost of sales (2) 601,007 508,285 413,729 321,143 276,689
Gross profit 289,547 242,735 205,496 154,490 126,388
Operating expenses:
Sales and marketing (2) 52,214 42,794 37,296 27,905 25,796
Research and development (2) 34,292 31,789 25,847 20,178 18,459
General and administrative (2) 71,309 48,999 41,756 34,933 27,693
Amortization of purchased intangibles 17,583 6,344 6,065 2,986 2,988
Fair value adjustment of contingent consideration and acquisition-related compensation — — — 1,447 5,911
Total operating expenses 175,398 129,926 110,964 87,449 80,847
Income from operations 114,149 112,809 94,532 67,041 45,541
Interest and other expense, net:
Interest expense 9,294 3,173 3,059 2,396 2,088
Other expense, net 325 1,067 583 360 363
Total interest and other expense, net 9,619 4,240 3,642 2,756 2,451
Income before income taxes 104,530 108,569 90,890 64,285 43,090
Provision for income taxes 12,784 14,099 5,523 21,102 7,415
Net income 91,746 94,470 85,367 43,183 35,675
Less: net income attributable to non-controlling interest 1,072 1,437 1,327 55 —
Net income attributable to FOX stockholders $ 90,674 $ 93,033 $ 84,040 $ 43,128 $ 35,675
Earnings per share:
Basic $ 2.25 $ 2.43 $ 2.22 $ 1.15 $ 0.97
Diluted $ 2.22 $ 2.38 $ 2.16 $ 1.11 $ 0.94
Weighted average shares used to compute earnings per share:
Basic 40,229 38,333 37,805 37,373 36,799
Diluted 40,801 39,155 38,956 38,738 37,801
(1) The Company operates on a 52 to 53 week fiscal calendar. The 2019 fiscal year, which ended on January 3, 2020, had 53 weeks and the 2020, 2018, 2017, and 2016 fiscal years, which ended on January 1, 2021, December 28, 2018, December 29, 2017, and December 30, 2016, each had 52 weeks, respectively.
37
Table of Contents
(2) Includes stock-based compensation as follows:
For the fiscal years ended
(in thousands) 2020 2019 2018 2017 2016
Cost of sales $ 625 $ 802 $ 482 $ 429 $ 139
Sales and marketing 635 506 556 587 598
Research and development 788 721 640 442 357
General and administrative 6,570 4,835 5,644 7,269 5,129
Total $ 8,618 $ 6,864 $ 7,322 $ 8,727 $ 6,223
Consolidated Balance Sheet Data:
For the fiscal years ended
(in thousands) 2020 2019 2018 2017 2016
Cash and cash equivalents (1) $ 245,764 $ 43,736 $ 27,958 $ 35,947 $ 35,280
Inventory 127,091 128,505 107,140 84,841 71,243
Working capital (1) (2) 416,580 190,000 135,162 116,702 95,876
Property, plant and equipment, net 163,288 108,379 64,788 43,636 32,262
Total assets 1,286,561 609,316 485,254 428,286 335,600
Total debt, including current portion (3) 389,588 68,000 59,426 98,643 66,683
Total stockholders’ equity (1) $ 719,171 $ 422,200 $ 321,205 $ 234,835 $ 184,937
(1) In 2020, we closed a secondary offering selling 2.8 million shares of common stock for net cash proceeds of $198.2 million. This offering was made pursuant to our registration statement on Form S-3.
(2) Our working capital is calculated as current assets less current liabilities. Accordingly, cash and cash equivalents are included.
(3) In 2016, we entered into the Second Amended and Restated Credit Facility, with a refinanced term loan principal balance of $75.0 million. We paid off the Second Amended and Restated Credit Facility in June 2019 upon entering into a new Credit Facility with Bank of America, N.A. ("Bank of America"). In 2020, relating to our acquisition of SCA, we entered into the First Amended and Restated Credit Facility, borrowing $400.0 million under a secured term loan.
38
Table of Contents