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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): September 23, 2024
Maison Solutions Inc.
(Exact name
of registrant as specified in its charter)
Delaware |
|
001-41720 |
|
84-2498787 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
127 N Garfield Ave, Monterey Park, California
91754
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code: (626) 737-5888
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:
☐ | 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 class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A common stock, $0.0001 par value per share |
|
MSS |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in 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 checkmark
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 September 23, 2024, Maison Solutions Inc. (the “Company”) issued a press release reporting its financial results for the
first quarter ended July 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to this Item 2.02,
including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated
by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or
after the date of this Current Report on Form 8-K, regardless of any general incorporation language in the filing.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits
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.
Date: September 23, 2024 |
|
MAISON SOLUTIONS INC. |
|
|
|
|
By: |
/s/ John Xu |
|
|
John Xu |
|
|
Chief Executive Officer, Chairman and President |
2
Exhibit 99.1
Maison Solutions Reports First Quarter 2025
Financial Results
MONTEREY PARK, Calif. / ACCESSWIRE / September 23, 2024 / Maison
Solutions Inc. (NASDAQ: MSS) (“Maison Solutions” or the “Company”), a U.S.-based specialty grocery retailer offering
traditional Asian and international food and merchandise, today announced financial results for the first quarter ended July 31, 2024.
Management Commentary
“We are pleased with our financial results for Q1 2025, as it
marked the first full quarter with Lee Lee included under the Maison Solutions umbrella,” said John Xu, President, Chairman and
Chief Executive Officer of Maison Solutions. “We are encouraged by the immediate financial impact Lee Lee has had across all metrics,
importantly, gross margins, which improved from 22.6% in the same quarter last year to 27.9%, getting us closer to the coveted 30% goal
for our industry. Our organization has taken several deliberate steps in improving Lee Lee’s operations by optimizing its supply
chain and tapping into synergies between all stores. In particular, we have commenced streamlining Lee Lee’s supply chain into the
HK Good Fortune fold by leveraging our central warehouse in California to supply products which minimize costs, augments economies of
scale, and will improve our margins. Looking ahead, we are confident in our ability to hit our guidance targets, sustain profitability,
and increase market share within California and Arizona.”
First Quarter 2025 Financial Results
Total net revenues for the first quarter increased 115.6% to $29.6
million compared to $13.8 million in the same period last fiscal year. The increase was primarily driven by the inclusion of revenues
from the Company’s newly acquired subsidiary, Lee Lee Oriental Supermart, Inc. (“Lee Lee”) (acquired in April 2024),
totaling $18.2 million.
Net revenues from perishable goods for the first quarter increased
96.7% to $15.2 million compared to $7.7 million in the same period last fiscal year. Net revenues from non-perishable goods for the first
quarter increased 139.8% to $14.5 million compared to $6.0 million in the same period last fiscal year.
Total cost of revenues for the first quarter was $21.4 million compared
to $10.6 million in the same period last fiscal year. The increase was primarily due to the Lee Lee acquisition, which increased the Company’s
cost of revenues by $12.3 million; this was partly offset by decreased cost of revenues from the Company’s four California-based
supermarkets by $1.6 million.
Gross profit for the first quarter was $8.3 million, while gross margin
was 27.9%. Gross profit for the same period last fiscal year was $3.1 million, while gross margin was 22.6%. The increase was primarily
due to the higher gross profit from the Lee Lee stores. Boasting three sizable stores, Lee Lee is one of the largest international markets
in Arizona and offers authentic flavors and exotic products from over 30 countries and regions, featuring a wide variety of foods that
are difficult to find in other local supermarkets.
Net income attributable to Maison Solutions for the first quarter was
approximately $700,000, compared to a net loss of approximately $105,000 for the same period last fiscal year. The increase was primarily
due to the aforementioned reasons above around the increases in revenue and gross profit.
Fiscal Year 2025 Guidance
The Company is reiterating the following guidance for fiscal year
2025:
| ● | Revenues between $120 million and $125 million |
For more information regarding Maison Solution’s financial results,
including financial tables, please see our Form 10-Q for the first quarter ended July 31, 2024, filed with the U.S. Securities and Exchange
Commission (the “SEC”). The Company’s SEC filings can be found on the SEC’s website at https://www.sec.gov/ or
the Company’s investor relations site at https://investors.maisonsolutionsinc.com/.
About Maison Solutions Inc.
Maison Solutions Inc. is a U.S.-based specialty grocery retailer offering
traditional Asian food and merchandise, particularly to members of Asian-American communities. The Company is committed to providing Asian
fresh produce, meat, seafood, and other daily necessities in a manner that caters to traditional Asian-American family values and cultural
norms, while also accounting for the new and faster-paced lifestyle of younger generations and the diverse makeup of the communities in
which the Company operates. Since its formation in 2019, the Company has acquired equity interests in four traditional Asian supermarkets
in the Los Angeles, California area, operating under the brand name HK Good Fortune, and three supermarkets in the Phoenix and Tucson,
Arizona metro areas, operating under the brand name Lee Lee International Supermarket. To learn more about Maison Solutions, please visit
the Company’s website at www.maisonsolutionsinc.com. Follow us on LinkedIn and X.
Cautionary Note Concerning Forward-Looking Statements
This press release contains “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act of 1995. We caution readers that forward-looking statements are predictions
based on our current expectations about future events. These forward-looking statements are not guarantees of future performance and are
subject to risks, uncertainties and assumptions that are difficult to predict. Our actual results, performance, or achievements could
differ materially from those expressed or implied by the forward-looking statements as a result of a number of factors, including the
risks discussed under the heading “Risk Factors” discussed under the caption “Item 1A. Risk Factors” in Part I
of our most recent Annual Report on Form 10-K or any updates discussed under the caption “Item 1A. Risk Factors” in Part II
of our Quarterly Reports on Form 10-Q and in our other filings with the SEC, copies of which are available on the SEC’s website
at www.sec.gov. Maison Solutions undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise that occur after the date of this release, except as required by law.
Investor Relations and Media Contact:
Gateway Group, Inc.
+1-949-574-3860
MSS@gateway-grp.com
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