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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): March 2, 2022
 
Hillman Solutions Corp.
(Exact name of registrant as specified in its charter)
 
Delaware 001-39609 85-2096734
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation)   Identification No.)
 
10590 Hamilton Avenue
Cincinnati, Ohio 45231
(Address of principal executive offices)

Registrant’s telephone number, including area code: (513) 851-4900

Not Applicable
(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):
 
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:

Title of each classTrading SymbolsName of each exchange on which registered
Common Stock, par value $0.0001 per shareHLMNThe Nasdaq Stock Market LLC

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 March 2, 2022, Hillman Solutions Corp. (the “Company”) issued a press release, furnished as Exhibit 99.1 and incorporated herein by reference, announcing the Company's selected summary financial results for its year ended December 25, 2021.

The information provided pursuant to Item 2.02, including the exhibit attached hereto, is being furnished and 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 to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

99.1    Press Release, dated March 2, 2022, announcing the financial results of Hillman Solutions Corp. for its fourth quarter and year ended December 25, 2021.
99.2     Supplemental slides provided in connection with the fourth quarter 2021 earnings call of Hillman Solutions Corp.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  HILLMAN SOLUTIONS CORP.
     
Dated:March 2, 2022By: /s/ Robert O. Kraft
  Name: Robert O. Kraft
  Title: Chief Financial Officer




hillmanlogo_xdarkgreena.jpg
Exhibit 99.1

News Release

Hillman Solutions Corp. Reports Fourth Quarter and Full Year 2021 Results

CINCINNATI, March 2, 2022 -- Hillman Solutions Corp. (Nasdaq: HLMN) (the “Company” or “Hillman”) reported today selected financial results for the year ended December 25, 2021.

Fourth Quarter 2021 Highlights
Net sales for the fourth quarter of 2021 increased 5.3% to $344.5 million as compared to prior year quarter net sales of $327.1 million
GAAP Net income for fourth quarter of 2021 was income of $6.5 million compared to a loss of $14.0 million in the prior year
Adjusted EBITDA1 decreased 10.4% to $38.6 million compared to $43.1 million in the prior year quarter

Fiscal 2021 Highlights
Net sales for the year ended December 25, 2021 increased 4.2% to $1,426.0 million as compared to $1,368.3 million in 2020
GAAP Net loss for the year ended December 25, 2021 was a loss of $38.3 million compared to a loss of $24.5 million in 2020
Adjusted EBITDA1 for the year ended December 25, 2021 decreased 6.2% to $207.4 million compared to $221.2 million in 2020

Doug Cahill, Chairman, President and Chief Executive Officer, stated "We closed out 2021 on sturdy footing and in line with our expectation. Our actions and investments over the past year have built a stronger Hillman and equipped our business for future growth. Now more than ever, our customers rely on Hillman to help them solve labor and logistics challenges for products that are essential to their business. We have continued to widen our moat with our customers based on our unique model of in-store service, direct to store delivery and our branded differentiated products."

Conference Call and Webcast
The Company will host a conference call to discuss the financial results for the thirteen weeks and fiscal year ended December 25, 2021 on Wednesday, March 2, 2022, at 8:30 am Eastern time. Participants may join the call by dialing 1(866)-673-2033, passcode: 5693690, a few minutes before the call start time. A live audio webcast of the conference call will also be available in a listen-only mode on the Investor Info page of the Company’s website, which is located at ir.hillmangroup.com. Participants who want to access the webcast should visit the company's website about five minutes before the call. The archived webcast will be available for replay on the company's website after the call.

About Hillman
Founded in 1964 and headquartered in Cincinnati, Ohio, Hillman is a leading North American provider of complete hardware solutions, delivered with industry best customer service to over 40,000 locations. Hillman designs innovative product and merchandising solutions for complex categories that deliver an outstanding customer experience to home improvement centers, mass merchants, national and regional hardware stores, pet supply stores, and OEM & Industrial customers. Leveraging a world-class distribution and sales network, Hillman delivers a “small business” experience with “big business” efficiency. For more information on Hillman, visit www.hillmangroup.com.

Forward-Looking Statements
This press release may contain “forward-looking statements” within the meaning of the federal securities law. All statements other than statements of historical fact included in this presentation are forward-looking statements made in good faith by the company and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform
1) Adjusted EBITDA is a non-GAAP financial measure. Refer to the "Reconciliation of Adjusted EBITDA” section of this press release for additional information as well as reconciliations between the company’s GAAP and non-GAAP financial results.


Act of 1995. The Company's actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) unfavorable economic conditions that may affect operations, financial condition and cash flows including inflation, recessions, instability in the financial markets or credit markets; (2) highly competitive markets that could adversely impact financial results (3) ability to continue to innovate with new products and services; (4) seasonality; (5) large customer concentration; (6) ability to recruit and retain qualified employees; (7) the outcome of any legal proceedings that may be instituted against the Company (8) adverse changes in currency exchange rates; (9) the impact of COVID-19 on the Company’s business; or (10) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that will be included under the header “Risk Factors” included in the S-1 filed on August 25, 2021 with the Securities and Exchange Commission (“SEC”). Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward looking statements. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this presentation to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. All estimates of financial metrics in this presentation for fiscal 2021 and beyond are current as of March 2, 2022.


Contact
VP Investor Relations
Jennifer Hills
jennifer.hills@hillmangroup.com
(513) 975-5248




HILLMAN SOLUTIONS CORP.
Consolidated Statement of Net Income, GAAP Basis
(dollars in thousands)
Unaudited

 Thirteen Weeks Ended
December 25, 2021
Thirteen Weeks Ended
December 26, 2020
Year Ended
December 25, 2021
Year Ended
December 26, 2020
Net sales$344,491 $327,069 $1,425,967 $1,368,295 
Cost of sales (exclusive of depreciation and amortization shown separately below)205,293 191,521 859,557 781,815 
Selling, general and administrative expenses112,587 106,416 437,875 398,472 
Depreciation13,335 16,750 59,400 67,423 
Amortization15,502 14,896 61,329 59,492 
Management fees to related party— 126 270 577 
Other income(546)(3,130)(2,778)(5,250)
Income (loss) from operations(1,680)490 10,314 65,766 
Gain on change in fair value of warrant liability(18,724)— (14,734)— 
Interest expense, net11,258 19,028 61,237 86,774 
Interest expense on junior subordinated debentures— 3,152 7,775 12,707 
Investment income on trust common securities— (95)(233)(378)
Loss (income) on mark-to-market adjustment of interest rate swap— (568)(1,685)601 
Refinancing costs— — 8,070 — 
Income (loss) before income taxes5,786 (21,027)(50,116)(33,938)
Income tax benefit(761)(7,065)(11,784)(9,439)
Net income (loss)$6,547 $(13,962)$(38,332)$(24,499)
Basic income (loss) per share$0.03 $(0.15)$(0.28)$(0.27)
Weighted average basic shares outstanding187,960 90,544 134,699 89,891 
Diluted income (loss) per share$0.03 $(0.15)$(0.28)$(0.27)
Weighted average diluted shares outstanding189,822 90,544 134,699 89,891 




HILLMAN SOLUTIONS CORP.
Consolidated Balance Sheets
(dollars in thousands)
Unaudited

 December 25, 2021December 26, 2020
ASSETS
Current assets:
Cash and cash equivalents$14,605 $21,520 
Accounts receivable, net of allowances of $2,891 ($2,395 - 2020)
107,212 121,228 
Inventories, net533,530 391,679 
Other current assets12,962 19,280 
Total current assets668,309 553,707 
Property and equipment, net of accumulated depreciation of $284,069 ($236,031 - 2020)
174,312 182,674 
Goodwill825,371 816,200 
Other intangibles, net of accumulated amortization of $352,695 ($291,434 - 2020)
794,700 825,966 
Operating lease right of use assets82,269 76,820 
Deferred tax asset1,323 2,075 
Other assets16,638 11,176 
Total assets$2,562,922 $2,468,618 
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
Accounts payable$186,126 $201,461 
Current portion of debt and capital lease obligations11,404 11,481 
Current portion of operating lease liabilities13,088 12,168 
Accrued expenses:
Salaries and wages8,606 29,800 
Pricing allowances10,672 6,422 
Income and other taxes4,829 5,986 
Interest1,519 12,988 
Other accrued expenses41,052 31,605 
Total current liabilities277,296 311,911 
Long-term debt906,531 1,535,508 
Deferred tax liabilities137,764 156,118 
Operating lease liabilities74,476 68,934 
Other non-current liabilities16,760 31,560 
Total liabilities1,412,827 2,104,031 
Commitments and Contingencies— — 
Stockholder's Equity:
Common stock, $0.0001 par, 500,000,000 shares authorized, 194,083,625 issued and 193,995,320 outstanding at December 25, 2021 and 90,934,930 issued and outstanding at December 26, 2020
20 
Additional paid-in capital1,387,410 565,815 
Accumulated deficit(210,181)(171,849)
Accumulated other comprehensive loss(27,154)(29,388)
Total stockholder's equity1,150,095 364,587 
Total liabilities and stockholder's equity$2,562,922 $2,468,618 






HILLMAN SOLUTIONS CORP.
Consolidated Statement of Cash Flows
(dollars in thousands)
Unaudited
 Year Ended
December 25, 2021
Year Ended
December 26, 2020
Cash flows from operating activities:
Net loss$(38,332)$(24,499)
Adjustments to reconcile net loss to net cash (used for) provided by operating activities:
Depreciation and amortization120,730 126,915 
Loss on dispositions of property and equipment221 161 
Impairment of long lived assets— 210 
Deferred income taxes(21,846)(9,462)
Deferred financing and original issue discount amortization4,336 3,722 
Loss on debt restructuring, net of third party fees paid(8,372)— 
Stock-based compensation expense15,255 5,125 
Change in fair value of warrant liabilities(14,734)— 
Change in fair value of contingent consideration(1,806)(3,515)
Other non-cash interest and change in value of interest rate swap(1,685)601 
Changes in operating items:
Accounts receivable15,148 (32,417)
Inventories(137,849)(67,147)
Other assets3,064 (10,743)
Accounts payable(20,253)76,031 
Other accrued liabilities(24,131)27,098 
Net cash (used for) provided by operating activities(110,254)92,080 
Cash flows from investing activities:
Acquisitions of businesses, net of cash acquired (38,902)(800)
Capital expenditures(51,552)(45,274)
Net cash used for investing activities(90,454)(46,074)
Cash flows from financing activities:
Borrowings on senior term loans, net of discount883,872 — 
Repayments of senior term loans(1,072,042)(10,608)
Borrowings of revolving credit loans322,00099,000
Repayments of revolving credit loans(301,000)(140,000)
Repayments of senior notes(330,000)— 
Financing fees(20,988)— 
Proceeds from recapitalization of Landcadia, net of transaction costs455,161 — 
Proceeds from sale of common stock in PIPE, net of issuance costs363,301  
Repayment of Junior Subordinated Debentures(108,707) 
Principal payments under capitalized lease obligations(938)(836)
Proceeds from exercise of stock options2,670 7,340 
Net cash provided by (used for) financing activities193,329 (45,104)
Effect of exchange rate changes on cash464 645 
Net (decrease) increase in cash and cash equivalents(6,915)1,547 
Cash and cash equivalents at beginning of period21,520 19,973 
Cash and cash equivalents at end of period$14,605 $21,520 





HILLMAN SOLUTIONS CORP.
Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures

The Company uses non-GAAP financial measures to analyze underlying business performance and trends. The Company believes that providing these non-GAAP financial measures enhances the Company’s and investors’ ability to compare the Company’s past financial performance with its current performance. These non-GAAP financial measures are provided as supplemental information to the financial measures presented in this press release that are calculated and presented in accordance with GAAP. Non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP. The Company’s definitions of its non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies.

Non-GAAP financial measures such as consolidated adjusted EBITDA and adjusted earnings per share (EPS) exclude from the relevant GAAP metrics items that neither relate to the ordinary course of the Company’s business nor reflect the Company’s underlying business performance.

Reconciliation of Adjusted EBITDA (Unaudited)
(dollars in thousands)

Adjusted EBITDA is a non-GAAP financial measure and is the primary basis used to measure the operational strength and performance of our businesses as well as to assist in the evaluation of underlying trends in our businesses. This measure eliminates the significant level of noncash depreciation and amortization expense that results from the capital-intensive nature of our businesses and from intangible assets recognized in business combinations. It is also unaffected by our capital and tax structures, as our management excludes these results when evaluating our operating performance. Our management and Board of Directors use this financial measure to evaluate our consolidated operating performance and the operating performance of our operating segments and to allocate resources and capital to our operating segments. Additionally, we believe that Adjusted EBITDA is useful to investors because it is one of the bases for comparing our operating performance with that of other companies in our industries, although our measure of Adjusted EBITDA may not be directly comparable to similar measures used by other companies.




Thirteen Weeks Ended
December 25, 2021
Thirteen Weeks Ended
December 26, 2020
Year Ended
December 25, 2021
Year Ended
December 26, 2020
Net income (loss)$6,547 $(13,962)$(38,332)$(24,499)
Income tax (benefit)(761)(7,065)(11,784)(9,439)
Interest expense, net 11,258 19,028 61,237 86,774 
Interest expense on junior subordinated debentures— 3,152 7,775 12,707 
Investment income on trust common securities— (95)(233)(378)
Depreciation13,335 16,750 59,400 67,423 
Amortization15,502 14,896 61,329 59,492 
Mark-to-market adjustment on interest rate swaps— (568)(1,685)601 
EBITDA$45,881 $32,136 $137,707 $192,681 
Stock compensation expense6,438 1,307 15,255 5,125 
Management fees— 126 270 577 
Facility exits (1)
— 428 — 3,894 
Restructuring (2)
339 1,475 910 4,902 
Litigation expense (3)
1,833 2,066 12,602 7,719 
Acquisition and integration expense (4)
2,182 7,788 11,123 9,832 
Change in fair value of contingent consideration(696)(2,215)(1,806)(3,515)
Change in fair value of warrant liability (5)
(18,724)— (14,734)— 
Buy-back expense (6)
— — 2,000 — 
Refinancing costs (7)
— — 8,070 — 
Inventory revaluation charges (8)
— — 32,026 — 
Anti-dumping duties (9)
1,359 — 3,995 — 
Adjusted EBITDA$38,612 $43,111 $207,418 $221,215 


(1)Facility exits include costs associated with the closure of facilities in Parma, Ohio, San Antonio, Texas, and Dallas, Texas.
(2)Restructuring includes restructuring costs associated with restructuring in our Canada segment announced in 2018, including facility consolidation, stock keeping unit rationalization, severance, sale of property and equipment, and charges relating to exiting certain lines of business. Also included is restructuring in our United Stated business announced in 2019, including severance related to management realignment and the integration of sales and operating functions. Finally, includes consulting and other costs associated with streamlining our manufacturing and distribution operations.
(3)Litigation expense includes legal fees associated with our litigation with KeyMe, Inc. and Hy-Ko Products Company LLC.
(4)Acquisition and integration expense includes professional fees, non-recurring bonuses, and other costs related to historical acquisitions, including the merger with Landcadia III.
(5)The warrant liabilities are marked to market each period end.
(6)Infrequent buy backs associated with new business wins.
(7)In connection with the merger,we refinanced our Term Credit Agreement and ABL Revolver. Proceeds from the refinancing were used to redeem in full senior notes due July 15, 2022 (the “6.375% Senior Notes”) and the 11.6% Junior Subordinated Debentures.
(8)In the third quarter of 2021, we recorded an inventory valuation adjustment in our Hardware and Protective Solutions segment of $32.0 million primarily related to strategic review of our COVID-19 related product offerings. We evaluated our customers' needs and the market conditions and ultimately decided to exit the following protective product categories related to COVID-19; cleaning wipes, disinfecting sprays, face masks, and certain disposable gloves.
(9)Anti-dumping duties assessed related to the nail business for prior year purchases.




Reconciliation of Adjusted Earnings per Share (Unaudited)
(in thousands, except per share data)

We define adjusted diluted EPS as reported diluted EPS excluding the effect of one-time, non-recurring activity and volatility associated with our income tax expense. The Company believes that adjusted diluted EPS provides further insight and comparability in operating performance as it eliminates the effects of certain items that are not comparable from one period to the next. The following is a reconciliation of reported diluted EPS from continuing operations to adjusted diluted EPS from continuing operations:

Thirteen Weeks Ended
December 25, 2021
Thirteen Weeks Ended
December 26, 2020
Year Ended
December 25, 2021
Year Ended
December 26, 2020
Diluted EPS, as reported $0.03$(0.15)$(0.28)$(0.27)
Adjustments:
Stock compensation expense0.030.010.110.06
Management fees0.000.01
Restructuring (1)
0.000.020.010.05
Litigation expense (2)
0.010.020.090.09
Acquisition and integration expense (3)
0.010.090.080.11
Buy-back expense (4)
0.01
Anti-dumping duties (5)
0.010.03
Facility exits (6)
0.000.04
Change in fair value of warrant liability (7)
(0.10)(0.11)
Mark-to-market adjustment on interest rate swaps(0.01)(0.01)0.01
Refinancing charges (8)
0.06
Inventory valuation related charges (9)
0.23
Change in fair value of contingent consideration0.00(0.02)(0.01)(0.04)
Amortization expense0.080.160.450.66
Income tax adjustment (10)
(0.02)(0.03)(0.15)(0.10)
Total Adjustments$0.03$0.25$0.79$0.88
Adjusted diluted EPS$0.06$0.09$0.51$0.61
Diluted Shares, as reported (11)
189,82290,544134,69989,891
Non-GAAP dilution adjustments
Dilutive effect of stock options and awards5491,541750
Dilutive effect of warrants134
Adjusted Diluted Shares189,82291,093136,37390,641

Note: Adjusted EPS may not add due to rounding.

(1)Restructuring includes restructuring costs associated with restructuring in our Canada segment announced in 2018, including facility consolidation, stock keeping unit rationalization, severance, sale of property and equipment, and charges relating to exiting certain lines of business. Also included is restructuring in our United Stated business announced in 2019, including severance related to management realignment and the integration of sales and operating functions. Finally, includes consulting and other costs associated with streamlining our manufacturing and distribution operations.
(2)Litigation expense includes legal fees associated with our litigation with KeyMe, Inc. and Hy-Ko Products Company LLC
(3)Acquisition and integration expense includes professional fees, non-recurring bonuses, and other costs related to historical acquisitions, including the merger with Landcadia III.
(4)Infrequent buy backs associated with new business wins.
(5)Anti-dumping duties assessed related to the nail business for prior year purchases.
(6)Facility exits include costs associated with the closure of facilities in Parma, Ohio, San Antonio, Texas, and Dallas, Texas.
(7)The warrant liabilities are marked to market each period end.
(8)In connection with the merger,we refinanced our Term Credit Agreement and ABL Revolver. Proceeds from the




refinancing were used to redeem in full senior notes due July 15, 2022 (the “6.375% Senior Notes”) and the 11.6% Junior Subordinated Debentures.
(9)In the third quarter of 2021, we recorded an inventory valuation adjustment in our Hardware and Protective Solutions segment of $32.0 million primarily related to strategic review of our COVID-19 related product offerings. We evaluated our customers' needs and the market conditions and ultimately decided to exit the following protective product categories related to COVID-19; cleaning wipes, disinfecting sprays, face masks, and certain disposable gloves.
(10)We have calculated the income tax effect of the non-gaap adjustments shown above at the applicable statutory rate of 25.2% for the U.S. and 26.5% for Canada except for the following items:
a.The tax impact of stock compensation expense was calculated using the statutory rate of 25.2%, excluding certain awards that are non-deductible.
b.The tax impact of acquisition and integration expense was calculated using the statutory rate of 25.2%, excluding certain charges that were non-deductible.
c.There is no tax impact to adjusted EPS related to the warrant mark to market adjustment.
d.Amortization expense for financial accounting purposes was offset by the tax benefit of deductible amortization expense using the statutory rate of 25.2%.
(11)Diluted shares on a GAAP basis for the thirteen weeks ended December 25, 2021 includes the dilutive impact of 1,863 options and awards.



235 235 235 56 115 144 36 90 87 61 61 61 180 180 180 147 183 201 30 140 130 Investor Presentation Fourth Quarter 2021


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 2 Safe Harbor Statement Forward Looking Statements PresBuilder Placeholder - Delete this box if you see it on a slide, but DO NOT REMOVE this box from the slide layout 2 This presentation may contain “forward-looking statements” within the meaning of federal securities laws. All statements other than statements of historical fact included in this presentation are forward-looking statements made in good faith by the company and are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. The Company's actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) unfavorable economic conditions that may affect operations, financial condition and cash flows including inflation, recessions, instability in the financial markets or credit markets; (2) highly competitive markets that could adversely impact financial results (3) ability to continue to innovate with new products and services; (4) seasonality; (5) large customer concentration; (6) ability to recruit and retain qualified employees; (7) the outcome of any legal proceedings that may be instituted against the Company (8) adverse changes in currency exchange rates; (9) the impact of COVID-19 on the Company’s business; or (10) regulatory changes and potential legislation that could adversely impact financial results. The foregoing list of factors is not exclusive, and readers should also refer to those risks that will be included under the header “Risk Factors” included in the S-1 filed on August 25, 2021 with the Securities and Exchange Commission (“SEC”). Given these uncertainties, current or prospective investors are cautioned not to place undue reliance on any such forward looking statements. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this presentation to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. All estimates of financial metrics in this presentation for fiscal 2021 and beyond are current as of March 2, 2022. Presentation of Non-GAAP Financial Measures In addition to the results provided in accordance with U.S. generally accepted accounting principles (“GAAP”) throughout this presentation the company has provided non-GAAP financial measures, which present results on a basis adjusted for certain items. The company uses these non-GAAP financial measures for business planning purposes and in measuring its performance relative to that of its competitors. The company believes that these non-GAAP financial measures are useful financial metrics to assess its operating performance from period-to-period by excluding certain items that the company believes are not representative of its core business. These non-GAAP financial measures are not intended to replace, and should not be considered superior to, the presentation of the company’s financial results in accordance with GAAP. The use of the non-GAAP financial measures terms may differ from similar measures reported by other companies and may not be comparable to other similarly titled measures. These non-GAAP financial measures are reconciled from the respective measures under GAAP in the appendix below. The company is not able to provide a reconciliation of the company’s non-GAAP financial guidance to the corresponding GAAP measures without unreasonable effort because of the inherent difficulty in forecasting and quantifying certain amounts necessary for such a reconciliation such as certain non- cash, nonrecurring or other items that are included in net income and EBITDA as well as the related tax impacts of these items and asset dispositions / acquisitions and changes in foreign currency exchange rates that are included in cash flow, due to the uncertainty and variability of the nature and amount of these future charges and costs.


 
103 176 13 3 2021 REVIEW


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 4 2021 Financial Highlights 4 • Began trading on NASDAQ under “HLMN” ticker • Recapitalized balance sheet reducing leverage from 7.1x at June 30, 2021 to 4.5x TTM Adjusted EBITDA at December 25, 2021 • Continued to implement new business wins on time and complete thanks to field service teams • Secured additional business wins for 2022 • Achieved fill-rates > 90% • Two rounds of price increases completed; third round effective in Q1 2022 • 2021 Sales of $1,425.97 million,+4.2% compared to 2020 • 2021 Adjusted EBITDA of $207.42 million, -6.2% compared to 2020 Note: Adjusted EBITDA is a non-GAAP measure. Please see reconciliation of Adjusted EBITDA to Net Income included in this presentation. Outlook 2021 1H22 2H22 2022 Revenues $1,426.0 +High-Single Digits +High-Single Digits $1,500 to $1,600 Adjusted EBITDA $207.4 -Mid-Single Digits + Mid-Teens $207 to $227 As of March 2, 2022 ($ in millions)


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 5 Solid Revenue Growth, Inflation Challenging 5 Fourth Quarter 2021 Sales Adjusted EBITDA Sales Adjusted EBITDA ▪ Sales increased 5.3% in 4Q21, PS tough comparison HS +11.8% PS -14.4% RDS +15.9% Canada +3.4% ▪ Adjusted EBITDA decreased 10.4% and margin contracted 200 basis points primarily due to loss of higher margin COVID PPE sales and inflationary cost pressures ▪ 2-Year CAGR: Revenue +10.0%, Adjusted EBITDA +4.8% ($ in millions) ▪ Sales increased 4.2% from 2020 to 2021. HS +4.7% PS -10.3% RDS +19.2% Canada +12.5% ▪ Adjusted EBITDA decreased 6.2% and margin contracted 170 basis points primarily due to loss of higher margin COVID PPE sales and inflationary cost pressures ▪ 2-Year CAGR: Revenue +8.4%, Adjusted EBITDA +7.7% Fourth Quarter Highlights 2021 Highlights $327 $344 Sales 4Q20 4Q21 $43 $39 Adj. EBITDA 4Q20 4Q21 11.2% Adj. EBITDA Margin $1,368 $1,426 Sales 2020 2021 $221 $207 Adj. EBITDA 2020 2021 16.2% 14.5% Adj. EBITDA Margin 13.2% Note: Adjusted EBITDA is a non-GAAP measure. Please see reconciliation of Adjusted EBITDA to Net Income included in this presentation.


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 6 2021 Fourth Quarter Segment Results Summary 6 Hardware & Protective Solutions 4Q20 4Q21 $ For Quarter Ended 12/26/2020 12/25/2021 Change Comments Revenues $241,409 $249,460 $8,051 HS: volume growth & pricing actions, PS: less COVID PPE sales Adjusted EBITDA $29,785 $17,958 $(11,827) Lower PS demand & PS cost pressures Margin 12.3 % 7.2 % (510) bps Lower higher margin COVID PPE sales and inflation Robotics & Digital Solutions 4Q20 4Q21 $ For Quarter Ended 12/26/2020 12/25/2021 Change Comments Revenues $51,596 $59,799 $8,203 Recovery from prior year, increase in the installed base Adjusted EBITDA $12,328 $18,486 $6,158 Strong sales growth and margin expansion Margin 23.9 % 30.9 % 700 bps Driven by favorable mix and pricing actions Canada 4Q20 4Q21 $ For Quarter Ended 12/26/2020 12/25/2021 Change Comments Revenues $34,064 $35,232 $1,168 Recovery from COVID disruptions and foreign exchange rate Adjusted EBITDA $998 $2,168 $1,170 Sales growth Margin 2.9 % 6.2 % 330 bps Higher gross margins from pricing actions & foreign exchange $ Thousands Consolidated 4Q20 4Q21 $ For Quarter Ended 12/26/2020 12/25/2021 Change Comments Revenues $327,069 $344,491 $17,422 Adjusted EBITDA $43,111 $38,612 $(4,499) Margin 13.2 % 11.2 % (200) bps Note: Adjusted EBITDA is a non-GAAP measure. Please see reconciliation of Adjusted EBITDA to Net Income included in this presentation.


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 7 2021 Segment Results Summary 7 Hardware & Protective Solutions 2020 2021 $ For Year Ended 12/26/2020 12/25/2021 Change Comments Revenues $1,024,392 $1,024,974 $582 HS: volume growth & pricing actions, PS: less COVID PPE sales Adjusted EBITDA $153,765 $113,738 $(40,027) Lower PS demand & PS cost pressures Margin 15.0 % 11.1 % (390) bps Lower higher margin COVID PPE sales and inflation Robotics & Digital Solutions 2020 2021 $ For Year Ended 12/26/2020 12/25/2021 Change Comments Revenues $209,287 $249,528 $40,241 Recovery from prior year, increase in the installed base Adjusted EBITDA $60,265 $83,082 $22,817 Strong sales growth and margin expansion Margin 28.8 % 33.3 % 450 bps Driven by favorable mix and pricing actions Canada 2020 2021 $ For Year Ended 12/26/2020 12/25/2021 Change Comments Revenues $134,616 $151,465 $16,849 Recovery from COVID disruptions and foreign exchange rate Adjusted EBITDA $7,185 $10,598 $3,413 Sales growth Margin 5.3 % 7.0 % 170 bps Higher gross margins from pricing actions & foreign exchange $ Thousands Consolidated 2020 2021 $ For Year Ended 12/26/2020 12/25/2021 Change Comments Revenues $1,368,295 $1,425,967 $57,672 Adjusted EBITDA $221,215 $207,418 $(13,797) Margin 16.2 % 14.5 % (170) bps Note: Adjusted EBITDA is a non-GAAP measure. Please see reconciliation of Adjusted EBITDA to Net Income included in this presentation.


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 8 Segment Revenue Detail 8 Hardware & Robotics & Protective Digital Total For Year Ended December 25, 2021 Solutions Solutions Canada Revenue Fastening and Hardware $740,088 $— $149,165 $889,253 Personal protective 284,886 — 397 285,283 Keys and key accessories — 190,697 1,826 192,523 Engraving — 58,555 77 58,632 Resharp — 276 — 276 Consolidated $1,024,974 $249,528 $151,465 $1,425,967 $ Thousands Hardware & Robotics & Protective Digital Total For Year Ended December 26, 2020 Solutions Solutions Canada Revenue Fastening and Hardware $706,865 $— $131,493 $838,358 Personal protective 317,527 — 239 317,766 Keys and key accessories — 157,828 2,878 160,706 Engraving — 51,423 6 51,429 Resharp — 36 — 36 Consolidated $1,024,392 $209,287 $134,616 $1,368,295


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 9 Capital Structure Supports Growth & Industry Leading Fill Rates 9 Total Leverage Based on Trailing Twelve Months (TTM) Adj. EBITDA ($ millions) 12/25/21 Cash $15 ABL Revolver ($250 million) $93 Term Note $851 Finance Leases $2 Total Debt $946 Net Debt $931 TTM Adjusted EBITDA $207 Net Debt/ TTM Adjusted EBITDA 4.5x 7.1x 06/26/2021 12/25/2021 4.5x Total Net Leverage Based on TTM Adj. EBITDA Note: Adjusted EBITDA is a non-GAAP measure. Please see reconciliation of Adjusted EBITDA to Net Income included in this presentation.


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 10 2022 Outlook 10 Long-term Growth Targets • Organic: Revenue +6%, Adj EBITDA +10% • Including Acquisitions: Revenue +10%, Adj EBITDA +15% Other • Interest Expense: $45-$50 million/year • Cash Interest: $35-$45 million/year • Income Tax: modest cash taxpayer in 2022, then ~25% cash taxpayer • Capital Expenditures: $60-$70 million/year • Shares Outstanding: ~196 million 2021 1H22E 2H22E 2022E Revenues $1,426.0 +High-Single Digits +High-Single Digits $1,500 to $1,600 Adjusted EBITDA $207.4 -Mid-Single Digits + Mid-Teens $207 to $227 Free Cash Flow $120 to $130 As of March 2, 2022 ($ in millions) Note: Adjusted EBITDA is a non-GAAP measure. Please see reconciliation of Adjusted EBITDA to Net Income included in this presentation.


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 11 Adjusted EBITDA Reconciliation 11 For Period Ending 4Q20 12/26/2020 4Q21 12/25/2021 2020 12/26/2020 2021 12/25/2021 Net loss $(13,962) $6,547 $(24,499) $(38,332) Income tax benefit (7,065) (761) (9,439) (11,784) Interest expense, net 19,028 11,258 86,774 61,237 Interest expense on junior subordinated debentures 3,152 — 12,707 7,775 Investment income on trust common securities (95) — (378) (233) Depreciation 16,750 13,335 67,423 59,400 Amortization 14,896 15,502 59,492 61,329 Mark-to-market adjustment on interest rate swaps (568) — 601 (1,685) EBITDA $32,136 $45,881 $192,681 $137,707 Stock compensation expense 1,307 6,438 5,125 15,255 Management fees 126 — 577 270 Restructuring (1) 1,475 339 4,902 910 Litigation expense (2) 2,066 1,833 7,719 12,602 Acquisition and integration expense (3) 7,788 2,182 9,832 11,123 Facility exits (4) 428 — 3,894 — Inventory revaluation charges(5) — — — 32,026 Buy-back expense (6) — — — 2,000 Anti-dumping duties(7) — 1,359 — 3,995 Change in fair value of contingent consideration (8) (2,215) (696) (3,515) (1,806) Change in fair value of warrant liability (9) — (18,724) — (14,734) Refinancing costs (10) — — — 8,070 Adjusted EBITDA $43,111 $38,612 $221,215 $207,418 $ Thousands 1. Inventory write-offs, severance, rent, labor costs, etc. related to restructuring initiatives 2. Professional fees related to non-recurring litigation 3. Professional fees, non-recurring bonuses, severance and other costs related to merger and acquisition activity including merger with LCY 4. Costs associated with the closure of two facilities in HPS segment 5. Inventory valuation charge taken in connection with the exit of certain COVID-19 product lines 6. Remove infrequent buy-backs associated with 8 new business wins 7. Prior year anti-dumping duties related to nail business 8. Change in fair value of contingent consideration for acquisitions 9. The warrant liabilities are marked to market each period end. 10. In connection with the merger,we refinanced our Term Credit Agreement and ABL Revolver. Proceeds from the refinancing were used to redeem in full senior notes due July 15, 2022 (the “6.375% Senior Notes”) and the 11.6% Junior Subordinated Debentures.


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 12 2021 Segment Adj EBITDA Reconciliations Note: Adjusted EBITDA is a non-GAAP measure. Please see above for a reconciliation of Adjusted EBITDA to Operating Income. Quarter Ended December 25, 2021 HPS RDS Canada Consolidated Operating Income (Loss) $(8,329) $5,700 $949 $(1,680) Depreciation and Amortization 17,129 10,489 1,219 28,837 Stock Compensation Expense 5,543 895 — 6,438 Restructuring 339 — — 339 Litigation Expense — 1,833 — 1,833 Acquisition and Integration Expense 1,917 265 — 2,182 Anti-Dumping Duties 1,359 — — 1,359 Change in Fair Value of Contingent Consideration — (696) — (696) Adjusted EBITDA $17,958 $18,486 $2,168 $38,612 Year Ended December 25, 2021 HPS RDS Canada Consolidated Operating Income $(17,185) $23,558 $3,941 $10,314 Depreciation and Amortization 69,264 45,305 6,160 120,729 Stock compensation expense 13,134 2,121 — 15,255 Management fees 232 38 — 270 Restructuring 403 10 497 910 Litigation expense — 12,602 — 12,602 Acquisition and Integration Expense 9,869 1,254 — 11,123 Change in Fair Value of Contingent Consideration — (1,806) — (1,806) Buy-Back Expense 2,000 — — 2,000 Anti-Dumping Duties 3,995 — — 3,995 Inventory Valuation Adjustment 32,026 — — 32,026 Adjusted EBITDA $113,738 $83,082 $10,598 $207,418 $ Thousands


 
103 176 13 12 63 19 199 204 199 0 0 0 199 199 199 13 2020 Segment Adj EBITDA Reconciliations Note: Adjusted EBITDA is a non-GAAP measure. Please see above for a reconciliation of Adjusted EBITDA to Operating Income. Quarter Ended December 26, 2020 HPS RDS Canada Consolidated Operating Income (Loss) $3,930 $(1,255) $(2,185) $490 Depreciation and Amortization 17,556 12,374 1,716 31,646 Stock Compensation Expense 1,131 176 — 1,307 Management Fees 108 18 — 126 Restructuring 8 — 1,467 1,475 Litigation Expense — 2,066 — 2,066 Acquisition and Integration Expense 6,766 1,022 — 7,788 Facilty Exit 428 — — 428 Change in Fair Value of Contingent Consideration — (2,215) — (2,215) Corporate & Intersegment Adjustments (142) 142 — — Adjusted EBITDA $29,785 $12,328 $998 $43,111 Year Ended December 26, 2020 HPS RDS Canada Consolidated Operating Income (Loss) $67,313 $3,177 $(4,724) $65,766 Depreciation & Amortization 69,164 50,670 7,081 126,915 Stock Compensation Expense 4,464 661 — 5,125 Management Fees 502 75 — 577 Facility Exits 3,894 — — 3,894 Restructuring 74 — 4,828 4,902 Litigation Expense — 7,719 — 7,719 Acquisition & Integration Expense 8,284 1,548 — 9,832 Corporate & Intersegment Adjustments 70 (70) — — Change in Fair Value of Contingent Consideration — (3,515) — (3,515) Adjusted EBITDA $153,765 $60,265 $7,185 $221,215 $ Thousands