Big 5 Sporting Goods Corp., which in late June agreed to be acquired by a partnership comprised of Worldwide Golf and Capitol Hill Group, more than doubled its loss in the second quarter ended June 29 as same-store sales slid 6.1 percent.
Net sales were $184.9 million compared to net sales of $199.8 million for the second quarter of fiscal 2024.
Gross profit for the fiscal 2025 second quarter was $52.2 million, compared to $58.7 million in the second quarter of the prior year. The company’s gross profit margin was 28.2 percent in the fiscal 2025 second quarter versus 29.4 percent in the second quarter of the prior year. The decrease in gross profit margin compared with the prior year primarily reflected lower merchandise margins, which declined 50 basis points year-over-year, along with higher store occupancy and distribution expense, including costs capitalized into inventory, as a percentage of net sales.
Overall selling and administrative expense for the quarter increased by $3.2 million from the prior year primarily reflecting increases in legal and other third-party expense related to the previously-announced merger proposal, higher employee benefit-related expense and store asset impairment charges, partially offset by decreases in employee labor expense. As a percentage of net sales, selling and administrative expense was 40.8 percent in the fiscal 2025 second quarter, compared to 36.1 percent in the fiscal 2024 second quarter.
Net loss for the second quarter of fiscal 2025 was $24.5 million, or $1.11 per basic share, and included $2.8 million, or 13 cents per basic share, of merger transaction-related expenses and $1.3 million, or 6 cents per basic share for a non-cash asset impairment charge for certain underperforming stores. This compares to a net loss of $10.0 million, or 46 cents per basic share, in the second quarter of fiscal 2024. In connection with the valuation allowance related to deferred tax assets established in the third quarter of fiscal 2024, net loss for the second quarter of fiscal 2025 does not reflect an income tax benefit, while net loss for the second quarter of fiscal 2024 reflects an income tax benefit of $3.6 million, or 16 cents per basic share.
Adjusted EBITDA was a negative $14.7 million for the second quarter of fiscal 2025, compared to negative $8.7 million in the prior year period. EBITDA and Adjusted EBITDA are non-GAAP financial measures.
“Our second quarter results continue to reflect the challenging macroeconomic and geopolitical environment affecting consumer discretionary spending,” said Steven G. Miller, chairman, president and CEO. “With respect to our pending go-private transaction with Worldwide Golf and Capitol Hill Group, we are progressing toward an expected closing in the second half of 2025, subject to customary closing conditions and stockholder approval. We believe this transaction represents a compelling opportunity to maximize value for our stockholders while positioning Big 5 for future success.”
Balance Sheet
The company ended the fiscal 2025 second quarter with $71.4 million of borrowings under the company’s $150.0 million credit facility and a cash balance of $4.9 million. Merchandise inventories as of the end of the second quarter were consistent with the prior year period.
Store Openings and Closings
The company currently has 414 stores in operation. During the fiscal 2025 third quarter, the company expects to close approximately four additional stores and does not expect to open any new stores.
Definitive Agreement to be Acquired
As previously announced, on June 29, 2025, the company entered into a definitive merger agreement pursuant to which a partnership comprised of Worldwide Golf and Capitol Hill Group will acquire the outstanding shares of the company’s common stock in an all-cash transaction for $1.45 per share. This price represented a premium of approximately 36 percent to the company’s 60-day volume-weighted average price at the time of the announcement.
The Transaction is expected to close in the second half of 2025. Upon completion, Big 5’s common stock will no longer be listed on the Nasdaq Stock Exchange, and Big 5 will become a private company. The Transaction is subject to certain closing conditions, including the approval of Big 5’s stockholders.
Image courtesy Big 5
