Outdoor Holding Company Reports Continued Profitability In Third Quarter Fiscal 2026

Atlanta, GA., Feb. 09, 2026 (GLOBE NEWSWIRE) — Outdoor Holding Company (Nasdaq: POWW, POWWP) (“OHC,” “we,” “us,” “our” or the “Company”), the owner of GunBroker.com, the largest online marketplace for firearms, hunting and related products, today reported its financial results for its third fiscal quarter ended December 31, 2025.

Third Quarter Fiscal 2026 vs. Third Quarter Fiscal 2025

Net revenues increased 7% to $13.39 million from $12.52 million

Gross profit rose to $11.66 million from $10.95 million

Gross profit margin remained stable at approximately 87%

Operating expenses decreased $21.76 million year-over-year

Net income before discontinued operations of $1.46 million, compared to last year’s net loss before discontinued operations of $(21.18) million – marking the second consecutive quarter of net profitability

Adjusted EBITDA (1) increased to $6.55 million compared to $4.26 million in the same period last year

Improved diluted EPS from continuing operations to $0.01 from $(0.18)

Generated over $4 million in cash from operations in the quarter

Implemented GunBroker.com user experience enhancements, including enhanced seller tools

Relocated headquarters from Arizona to Georgia and advanced corporate restructuring/operational streamlining initiatives

Continued to exercise cost discipline and reduced additional recurring operating expenses while maintaining platform investment

Increased registered users, active listings, and average order value on GunBroker.com

Settled outstanding litigation and enforcement action by the Securities Exchange Commission (the “SEC”)

Continued evaluation of strategic opportunities

(1) Adjusted EBITDA is a non-GAAP financial measure. See the discussion and the reconciliations at the end of this release for additional information.

“Our third quarter results further validate the progress we have been making through our strategic transformation,” said Steve Urvan, Chairman and CEO of Outdoor Holding Company. “By streamlining our cost structure, completing the divestiture of non-core operations, and investing in the modernization of GunBroker.com, we are delivering consistent profitability and strengthening our balance sheet. These results reflect our team’s disciplined execution and our focus on building a scalable, marketplace-only business positioned for sustainable long-term growth.”

The Company continued to deliver improved financial and operational performance for the third quarter of fiscal 2026. Year over year, net revenues improved 7% to $13.39 million. Operating expenses declined by $21.76 million, underscoring the impact of resolved legal disputes and cost discipline. We also maintained a relatively stable gross margin of 87.1% despite continued strategic investments in the platform.

GunBroker.com delivered solid performance during the third fiscal quarter, reflecting continued engagement from both buyers and sellers and the benefits of recent platform investments.

Firearm Sales increased 8% despite adjusted NICS checks being down almost 4% compared to the same three months in the prior year – demonstrating an increased share of adjusted NICS

Total gross merchandise value (“GMV”) increased 6.4% to $215.8 million

Take rate (net revenue as a percentage of GMV) modestly increased

Active listings and average order value both grew year-over-year

During the quarter, the Company continued to introduce platform enhancements designed to improve marketplace efficiency and user experience. These updates included improved search relevance and filtering, expanded seller analytics and promotional capabilities, and refined buyer personalization algorithms. The Company continues to explore ways to reduce transaction friction and improve the experience for buyers and sellers alike.

The Company ended the quarter with $69.9 million in cash and cash equivalents, an increase from $65.7 million as of September 30, 2025. Generation of more than $4 million in cash from operations during the quarter underscores the strength of the Company’s ability to generate cash by leveraging an asset-light and high-margin business model. The strengthened balance sheet and liquidity position provide significant flexibility to support ongoing platform investments, pursue selective strategic opportunities, and return value to the shareholders with our share repurchase program. With reduced leverage, lower fixed costs, and more consistent profitability, the Company is well-positioned to fund organic growth initiatives while maintaining a disciplined approach to capital allocation and shareholder value creation.

The Company’s post-divestiture strategy is focused on driving sustainable growth through operational efficiency, and continuous digital innovation. Key priorities include increasing GMV, expanding premium seller offerings, enhancing pricing and promotional tools, implementing universal payments, incorporating an optimized FFL tool, and improving buyer engagement. Management believes these initiatives will position the Company to capture incremental market share and deliver durable profitability over time. The simplified operating structure has meaningfully reduced organizational complexity, lowered fixed costs, and improved capital allocation flexibility. Management is now able to direct resources toward high-return initiatives, including platform technology, seller services, data analytics, and monetization tools, while maintaining disciplined overhead control.

As previously disclosed, in April 2025, the Company completed the sale of all assets of its business of designing, manufacturing, marketing, distributing and selling ammunition and ammunition components, along with certain related assets and liabilities (the “Transaction”), which previously comprised the Company’s Ammunition segment. Following the Transaction, the Company continues to operate its online e-commerce marketplace business GunBroker.com.

For the purposes of this earnings release and the financial information provided herein, the results of the Ammunition segment are presented as discontinued operations in the consolidated statements of operations for all periods presented. Prior periods have been adjusted to conform to the current presentation. The assets and liabilities of the Ammunition segment have been reflected as assets and liabilities of discontinued operations in the condensed consolidated balance sheets for all periods presented.

About Outdoor Holding Company

Outdoor Holding Company is the publicly traded parent and operator of GunBroker.com, the largest online marketplace dedicated to firearms, hunting, shooting and related products. Third-party sellers list items on the site and federal and state laws govern the sale of firearms and other restricted items. Ownership policies and regulations are followed by using licensed firearms dealers as transfer agents. Launched in 1999, the GunBroker.com website is an informative, secure and safe way to buy and sell firearms, ammunition, shooting accessories and outdoor gear online. GunBroker promotes responsible ownership of guns and firearms. For more information, visit: www.gunbroker.com.

Cautionary Statement Concerning Forward-Looking Statements

Statements contained or incorporated by reference in this press release that are not historical are considered “forward-looking statements” within the meaning of the federal securities laws and are presented pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “target,” “believe,” “expect,” “will,” “may,” “anticipate,” “estimate,” “would,” “positioned,” “future,” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, among others, statements about the Company’s ability to unlock post-divestiture efficiencies, the Company’s expected legal and other professional services expenses, the Company’s business strategy, plans, objectives, expectations and intentions, the Company’s anticipated future operating results and operating expenses, cash flow, capital resources, dividends and liquidity, the Company’s future expansion or growth plans and potential for future growth, including its plan to expand its e-commerce platform, the Company’s ability to attract new customers, the Company’s ongoing evaluation of strategic opportunities, and other statements that are not historical facts. Instead, they are based only on Company management’s current beliefs, expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. Important factors that could cause actual results to differ materially from those described in forward-looking statements include, but are not limited to, the Company’s ability to maintain and expand its e-commerce business, the Company’s ability to introduce new features on its e-commerce platform that match consumer preferences, the Company’s ability to retain and grow its customer base, the impact of lawsuits, including securities class action lawsuits, stockholder derivative suits and enforcement actions by regulatory authorities, the impact of adverse economic market conditions, including from social and political factors, and the occurrence of any other event, change or other circumstances that could give rise to impacts on operating results. Therefore, investors should not rely on any of these forward-looking statements and should review the risks and uncertainties described under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended March 31, 2025, filed with the SEC on June 17, 2025, and additional disclosures the Company makes in its other filings with the SEC, which are available on the SEC’s website at www.sec.gov. Forward-looking statements are made as of the date of this press release, and except as provided by law, the Company expressly disclaims any obligation or undertaking to any updated forward-looking statements

For investors:Darrow AssociatesPhone: (917) [email protected]

Source: Outdoor Holding Company

OUTDOOR HOLDING COMPANYNON-GAAP FINANCIAL MEASURES (Unaudited)

To supplement the Company’s financial information presented in accordance with generally accepted accounting principles in the United States (“GAAP”), we present a non-GAAP financial measure in this press release, Adjusted EBITDA. We analyze operational and financial data to evaluate our business, allocate our resources, and assess our performance. In addition to total net sales, net loss, and other results under GAAP, the following information includes key operating metrics and non-GAAP financial measures that we use to evaluate our business. We believe that these measures are useful for period-to-period comparisons of the Company’s performance. We have included these non-GAAP financial measures in this press release because they are key measures management uses to evaluate our operational performance, produce future strategies for our operations, and make strategic decisions, including those relating to operating expenses and the allocation of our resources. Accordingly, we believe that these measures provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors.

For the Three Months EndedDecember 31,

For the Nine Months EndedDecember 31,

Reconciliation of GAAP net income (loss) before discontinued operations to Adjusted EBITDA

Net income (loss) before discontinued operations

Provision for income taxes

Depreciation and amortization

Other income (expense), net

Acquisitions and divestitures

Special Committee Investigation and restatement

Delaware Litigation settlement contingency

Delaware Litigation legal and professional fees

Corporate restructuring costs

Gain on extinguishment of debt

Other nonrecurring expenses(1)

(1)    For the nine months ended December 31, 2025, other nonrecurring expenses consisted of a contingency for a settlement with a vendor as part of our sale of the Ammunition Manufacturing Business. For the nine months ended December 31, 2024, other nonrecurring expenses consisted of a contingency related to the previously disclosed settlement with Triton Value Partners, LLC. To more clearly present Adjusted EBITDA, we have updated the table to begin with our net income (loss) before discontinued operations and now include the preferred stock dividend as an adjustment. This update has no impact on the Adjusted EBITDA amount, rather, it improves the alignment of the presentation with our consolidated statement of operations. Adjusted EBITDA is a non-GAAP financial measure that displays our net income (loss) before discontinued operations, adjusted to eliminate the effect of certain items as described below. We define Adjusted EBITDA as net income (loss) before discontinued operations excluding (i) provision or benefit for income taxes, (ii) preferred stock dividend (iii) depreciation and amortization, (iv) interest expense, net, (v) stock-based compensation expenses relating to stock awards and common stock purchase options, (vi) other income, (vii) expenses related to acquisition and divestitures, (viii) gain on extinguishment of debt, (xi) professional service and legal fees related to an investigation conducted by a special committee of the Board of Directors, an investigation by the SEC and a now-settled lawsuit related to the GunBroker acquisition (the “Delaware Litigation”) and (x) other nonrecurring expenses, such as contingencies associated with litigation or settlements and corporate restructuring costs related to headcount reductions, severance, and expense consolidation.

We believe that it is useful to exclude these expenses because the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations.

Non-GAAP financial measures have limitations, should be considered as supplemental in nature and are not meant as a substitute for the related financial information prepared in accordance with GAAP. These limitations include the following:

stock-based compensation expense has been, and will continue to be for the foreseeable future, a significant recurring expense for the Company and an important part of our compensation strategy;

the assets being depreciated or amortized may have to be replaced in the future, and the non-GAAP financial measures do not reflect cash capital expenditure requirements for such replacements or for new capital expenditures or other capital commitments;

non-GAAP measures do not reflect changes in, or cash requirements for, our working capital needs; and

other companies, including companies in our industry, may calculate their non-GAAP financial measures differently or not at all, which reduces their usefulness as comparative measures.

Because of these limitations, you should consider the non-GAAP financial measures alongside other financial performance measures, including our net income (loss) and our other financial results presented in accordance with GAAP.

OUTDOOR HOLDING COMPANYCONDENSED CONSOLIDATED BALANCE SHEETS

Prepaid expenses and other current assets

Current assets – discontinued operations

Other intangible assets, net

Right of use assets – operating leases

Noncurrent assets – discontinued operations

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current portion of operating lease liability

Notes payable – related parties, current maturities

Current liabilities – discontinued operations

Notes payable – related parties, net of $2,014,636 of debt discounts as of December 31, 2025

Operating lease liability, net of current portion

Other noncurrent liabilities

Noncurrent liabilities – discontinued operations

Series A cumulative perpetual preferred stock 8.75%, ($25.00 per share, $0.001 par value) 1,400,000 shares issued and outstanding as of December 31, 2025 and March 31, 2025

Common stock, $0.001 par value, 200,000,000 shares authorized; 119,218,625 and 118,744,093 shares issued and 117,288,753 and 116,814,190 shares outstanding at December 31, 2025 and March 31, 2025, respectively

Additional paid-in capital

Total Shareholders’ Equity

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

OUTDOOR HOLDING COMPANYCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)

For the Three Months EndedDecember 31,

For the Nine Months EndedDecember 31,

Corporate general and administrative

Employee salaries and related expenses

Depreciation and amortization expense

Income (loss) from Operations

Gain on the extinguishment of debt

Income (loss) before income taxes from continuing operations

Provision for income taxes

Net income (loss) from continuing operations

Net income (loss) before discontinued operations

Loss from discontinued operations, net of tax

Net income (loss) attributable to common stockholders

Basic income (loss) per share of common stock:

Total basic income (loss) per share of common stock

Diluted income (loss) per share of common stock:

Total diluted income (loss) per share of common stock

Weighted average number of shares outstanding