UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 1, 2022March 31, 2023

OR

  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission file number 0-16255

JOHNSON OUTDOORS INC.
(Exact name of Registrant as specified in its charter)
 
Wisconsin 39-1536083
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

555 Main Street, Racine, Wisconsin 53403
(Address of principal executive offices)

(262) 631-6600
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Class A Common Stock, $.05 par value per shareJOUT
NASDAQ Global Select MarketSM

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes    No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes    No

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act: Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company 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.

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes   No

As of April 29, 2022, 8,960,18828, 2023, 9,045,664 shares of Class A and 1,207,798 shares of Class B common stock of the Registrant were outstanding. 



JOHNSON OUTDOORS INC.


IndexPage No.
  
PART IFINANCIAL INFORMATION 
   
 Item 1.Financial Statements
   
  
- 1
   
  
- 2
   
  
- 3
   
- 4
  
- 5
   
  
- 6
   
 Item 2.
   
 Item 3.
   
 Item 4.
   
PART IIOTHER INFORMATION
  
 Item 1.
   
 Item 1A.
   
 Item 6.
   
  
   
  



JOHNSON OUTDOORS INC.
PART I      FINANCIAL INFORMATION
Item 1.     Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)

Three Months EndedSix Months Ended Three Months EndedSix Months Ended
(thousands, except per share data)(thousands, except per share data)April 1, 2022April 2, 2021April 1, 2022April 2, 2021(thousands, except per share data)March 31, 2023April 1, 2022March 31, 2023April 1, 2022
Net salesNet sales$189,623 $206,156 $343,147 $371,823 Net sales$202,115 $189,623 $380,452 $343,147 
Cost of salesCost of sales121,038 112,902 213,931 203,539 Cost of sales126,780 121,038 242,338 213,931 
Gross profitGross profit68,585 93,254 129,216 168,284 Gross profit75,335 68,585 138,114 129,216 
Operating expenses:Operating expenses: Operating expenses: 
Marketing and sellingMarketing and selling35,691 36,068 63,923 68,601 Marketing and selling40,583 35,691 74,081 63,923 
Administrative management, finance and information systemsAdministrative management, finance and information systems10,249 14,311 22,479 27,202 Administrative management, finance and information systems15,022 10,249 31,306 22,479 
Research and developmentResearch and development7,216 6,839 13,625 12,888 Research and development8,340 7,216 15,865 13,625 
Total operating expensesTotal operating expenses53,156 57,218 100,027 108,691 Total operating expenses63,945 53,156 121,252 100,027 
Operating profitOperating profit15,429 36,036 29,189 59,593 Operating profit11,390 15,429 16,862 29,189 
Interest incomeInterest income(102)(80)(195)(162)Interest income(735)(102)(1,562)(195)
Interest expenseInterest expense49 35 87 67 Interest expense38 49 75 87 
Other expense (income), net2,272 (1,229)1,498 (3,633)
Other (income) expense, netOther (income) expense, net(7,861)2,272 (9,765)1,498 
Profit before income taxesProfit before income taxes13,210 37,310 27,799 63,321 Profit before income taxes19,948 13,210 28,114 27,799 
Income tax expenseIncome tax expense3,310 9,476 7,043 15,640 Income tax expense5,087 3,310 7,374 7,043 
Net incomeNet income$9,900 $27,834 $20,756 $47,681 Net income$14,861 $9,900 $20,740 $20,756 
Weighted average common shares - Basic:Weighted average common shares - Basic: Weighted average common shares - Basic: 
Class AClass A8,914 8,863 8,902 8,852 Class A8,970 8,914 8,954 8,902 
Class BClass B1,208 1,212 1,208 1,212 Class B1,208 1,208 1,208 1,208 
Participating securitiesParticipating securities28 45 32 37 Participating securities20 28 17 32 
Weighted average common shares - DilutiveWeighted average common shares - Dilutive10,150 10,120 10,142 10,101 Weighted average common shares - Dilutive10,198 10,150 10,179 10,142 
Net income per common share - Basic:Net income per common share - Basic: Net income per common share - Basic: 
Class AClass A$0.99 $2.78 $2.07 $4.77 Class A$1.47 $0.99 $2.05 $2.07 
Class BClass B$0.90 $2.53 $1.88 $4.33 Class B$1.33 $0.90 $1.86 $1.88 
Net income per common share - Diluted:Net income per common share - Diluted: Net income per common share - Diluted: 
Class AClass A$0.97 $2.74 $2.04 $4.70 Class A$1.45 $0.97 $2.02 $2.04 
Class BClass B$0.97 $2.74 $2.04 $4.70 Class B$1.45 $0.97 $2.02 $2.04 

The accompanying notes are an integral part of the condensed consolidated financial statements.

- 1 -


JOHNSON OUTDOORS INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
 
Three Months EndedSix Months Ended Three Months EndedSix Months Ended
(thousands)(thousands)April 1, 2022April 2, 2021April 1, 2022April 2, 2021(thousands)March 31, 2023April 1, 2022March 31, 2023April 1, 2022
Net incomeNet income$9,900 $27,834 $20,756 $47,681 Net income$14,861 $9,900 $20,740 $20,756 
Other comprehensive income (loss):Other comprehensive income (loss): Other comprehensive income (loss): 
Foreign currency translation Foreign currency translation168 (1,512)(255)930  Foreign currency translation507 168 3,444 (255)
Defined benefit pension plan: Defined benefit pension plan: Defined benefit pension plan:
Change in pension plans, net of tax of $6, $33, $11, and $67 respectively16 101 32 202 
Change in pension plans, net of tax of $3, $6, $6 and $11, respectivelyChange in pension plans, net of tax of $3, $6, $6 and $11, respectively16 16 32 
Total other comprehensive income (loss)Total other comprehensive income (loss)184 (1,411)(223)1,132 Total other comprehensive income (loss)515 184 3,460 (223)
Total comprehensive incomeTotal comprehensive income$10,084 $26,423 $20,533 $48,813 Total comprehensive income$15,376 $10,084 $24,200 $20,533 

The accompanying notes are an integral part of the condensed consolidated financial statements.

- 2 -


JOHNSON OUTDOORS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
(thousands, except share data)(thousands, except share data)April 1, 2022October 1, 2021April 2, 2021(thousands, except share data)March 31, 2023September 30, 2022April 1, 2022
ASSETSASSETS ASSETS 
Current assets:Current assets: Current assets: 
Cash and cash equivalentsCash and cash equivalents$113,186 $240,448 $186,921 Cash and cash equivalents$107,648 $129,803 $113,186 
Accounts receivable, netAccounts receivable, net119,517 71,321 130,139 Accounts receivable, net144,600 91,919 119,517 
InventoriesInventories235,220 166,615 124,538 Inventories236,671 248,649 235,220 
Other current assetsOther current assets11,232 12,880 9,171 Other current assets7,371 9,945 11,232 
Total current assetsTotal current assets479,155 491,264 450,769 Total current assets496,290 480,316 479,155 
Property, plant and equipment, net of accumulated depreciation of $170,277, $163,891 and $162,934, respectively80,155 71,510 65,749 
Property, plant and equipment, net of accumulated depreciation of $171,961, $171,843 and $170,277, respectivelyProperty, plant and equipment, net of accumulated depreciation of $171,961, $171,843 and $170,277, respectively93,740 89,125 80,155 
Right of use assetsRight of use assets47,225 49,032 43,489 Right of use assets54,080 56,625 47,225 
Deferred income taxesDeferred income taxes13,142 13,129 11,334 Deferred income taxes11,478 11,411 13,142 
GoodwillGoodwill11,235 11,221 11,231 Goodwill11,169 11,160 11,235 
Other intangible assets, netOther intangible assets, net8,504 8,633 8,753 Other intangible assets, net8,505 8,372 8,504 
Other assetsOther assets29,373 29,498 27,655 Other assets25,620 22,922 29,373 
Total assetsTotal assets$668,789 $674,287 $618,980 Total assets$700,882 $679,931 $668,789 
LIABILITIES AND SHAREHOLDERS’ EQUITYLIABILITIES AND SHAREHOLDERS’ EQUITY LIABILITIES AND SHAREHOLDERS’ EQUITY 
Current liabilities:Current liabilities: Current liabilities: 
Accounts payableAccounts payable$56,720 $56,744 $50,609 Accounts payable$51,855 $53,796 $56,720 
Current lease liabilityCurrent lease liability6,080 5,938 5,715 Current lease liability7,148 7,223 6,080 
Accrued liabilities:Accrued liabilities: Accrued liabilities: 
Salaries, wages and benefitsSalaries, wages and benefits18,712 26,820 18,221 Salaries, wages and benefits18,506 20,806 18,712 
Accrued warrantyAccrued warranty12,083 14,073 12,791 Accrued warranty11,129 9,639 12,083 
Income taxes payableIncome taxes payable4,027 9,436 11,277 Income taxes payable2,438 3,186 4,027 
Accrued discounts and returnsAccrued discounts and returns6,768 6,633 9,406 Accrued discounts and returns8,647 5,214 6,768 
Accrued customer programsAccrued customer programs4,871 6,874 5,741 Accrued customer programs4,736 4,726 4,871 
OtherOther9,848 11,052 9,743 Other11,147 10,123 9,848 
Total current liabilitiesTotal current liabilities119,109 137,570 123,503 Total current liabilities115,606 114,713 119,109 
Non-current lease liabilityNon-current lease liability42,233 44,056 38,670 Non-current lease liability48,413 50,680 42,233 
Deferred income taxesDeferred income taxes1,653 1,599 1,384 Deferred income taxes1,867 1,752 1,653 
Retirement benefitsRetirement benefits1,482 1,389 747 Retirement benefits1,635 1,563 1,482 
Deferred compensation liabilityDeferred compensation liability27,790 27,885 26,222 Deferred compensation liability24,148 21,466 27,790 
Other liabilitiesOther liabilities1,936 3,283 4,718 Other liabilities1,806 1,743 1,936 
Total liabilitiesTotal liabilities194,203 215,782 195,244 Total liabilities193,475 191,917 194,203 
Shareholders’ equity:Shareholders’ equity: Shareholders’ equity: 
Common stock:Common stock: Common stock: 
Class A shares issued and outstanding: 8,960,104, 8,915,636 and 8,906,624, respectively450 448 447 
Class B shares issued and outstanding: 1,207,882, 1,211,564 and 1,211,564, respectively61 61 61 
Class A shares issued and outstanding: 9,047,113, 8,984,253 and 8,960,104, respectivelyClass A shares issued and outstanding: 9,047,113, 8,984,253 and 8,960,104, respectively453 451 450 
Class B shares issued and outstanding: 1,207,798, 1,207,798 and 1,207,882, respectivelyClass B shares issued and outstanding: 1,207,798, 1,207,798 and 1,207,882, respectively61 61 61 
Capital in excess of par valueCapital in excess of par value84,978 82,899 80,183 Capital in excess of par value87,150 87,351 84,978 
Retained earningsRetained earnings385,229 370,501 339,911 Retained earnings417,274 402,821 385,229 
Accumulated other comprehensive incomeAccumulated other comprehensive income7,163 7,386 5,849 Accumulated other comprehensive income4,080 620 7,163 
Treasury stock at cost, shares of Class A common stock: 46,045, 42,598 and 41,977, respectively(3,295)(2,790)(2,715)
Treasury stock at cost, shares of Class A common stock: 20,149, 45,961 and 46,045, respectivelyTreasury stock at cost, shares of Class A common stock: 20,149, 45,961 and 46,045, respectively(1,611)(3,290)(3,295)
Total shareholders’ equityTotal shareholders’ equity474,586 458,505 423,736 Total shareholders’ equity507,407 488,014 474,586 
Total liabilities and shareholders’ equityTotal liabilities and shareholders’ equity$668,789 $674,287 $618,980 Total liabilities and shareholders’ equity$700,882 $679,931 $668,789 

The accompanying notes are an integral part of the condensed consolidated financial statements.
- 3 -


JOHNSON OUTDOORS INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(unaudited)

Six Months Ended April 1, 2022
Six Months Ended March 31, 2023Six Months Ended March 31, 2023
(thousands except for shares)(thousands except for shares)SharesCommon StockCapital in
Excess of Par
Value
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
(thousands except for shares)SharesCommon StockCapital in
Excess of Par
Value
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
BALANCE AT OCTOBER 1, 202110,127,200 $509 $82,899 $370,501 $7,386 $(2,790)
BALANCE AT SEPTEMBER 30, 2022BALANCE AT SEPTEMBER 30, 202210,192,051 $512 $87,351 $402,821 $620 $(3,290)
Net incomeNet income— — — 10,856 — — Net income— — — 5,879 — — 
Dividends declaredDividends declared— — — (3,005)— — Dividends declared— — — (3,126)— — 
Award of non-vested sharesAward of non-vested shares34,422 (2)— — — Award of non-vested shares56,799 (1,381)— — 1,379 
B to A conversion— — (154)— — 154 
Stock-based compensationStock-based compensation— — 1,126 — — — Stock-based compensation— — 953 — — — 
Currency translation adjustmentCurrency translation adjustment— — — — (423)— Currency translation adjustment— — — — 2,937 — 
Change in pension plans, net of tax of $5— — — — 16 — 
Change in pension plans, net of tax of $3Change in pension plans, net of tax of $3— — — — — 
Purchase of treasury stock at costPurchase of treasury stock at cost(4,577)— — — — (461)Purchase of treasury stock at cost(7,613)— — — — (444)
BALANCE AT DECEMBER 31, 202110,157,045 $510 $83,869 $378,352 $6,979 $(3,097)
BALANCE AT DECEMBER 30, 2022BALANCE AT DECEMBER 30, 202210,241,237 $514 $86,923 $405,574 $3,565 $(2,355)
Net incomeNet income— — — 9,900 — — Net income— — — 14,861 — — 
Dividends declaredDividends declared— — — (3,023)— — Dividends declared— — — (3,161)— — 
Award of non-vested sharesAward of non-vested shares13,493 — — — — Award of non-vested shares13,674 — (744)— — 744 
Stock-based compensationStock-based compensation— — 959 — — — Stock-based compensation— — 971 — — — 
Tax effects on stock based awards— — — — — — 
Currency translation adjustmentCurrency translation adjustment— — — — 168 — Currency translation adjustment— — — — 507 — 
Change in pension plans, net of tax of $6— — — — 16 — 
Non-vested stock forfeitures(2,040)— 150 — — (150)
Purchase of treasury stock at cost(512)— — — — (48)
Change in pension plans, net of tax of $3Change in pension plans, net of tax of $3— — — — — 
BALANCE AT APRIL 1, 202210,167,986 $511 $84,978 $385,229 $7,163 $(3,295)
BALANCE AT MARCH 31, 2023BALANCE AT MARCH 31, 202310,254,911 $514 $87,150 $417,274 $4,080 $(1,611)
Six Months Ended April 2, 2021
(thousands except for shares)SharesCommon StockCapital in
Excess of Par
Value
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
BALANCE AT OCTOBER 2, 202010,084,799 $504 $78,668 $296,431 $4,717 $(2,220)
Net income— — — 19,847 — — 
Dividends declared— — — (2,094)— — 
Award of non-vested shares33,034 — — — — — 
Stock-based compensation— — 711 — — — 
Currency translation adjustment— — — — 2,442 — 
Change in pension plans, net of tax of $34— — — — 101 — 
Purchase of treasury stock at cost(5,661)— — — — (495)
BALANCE AT JANUARY 1, 202110,112,172 $504 $79,379 $314,184 $7,260 $(2,715)
Net income— — — 27,834 — — 
Dividends declared— — — (2,107)— — 
Award of non-vested shares6,016 (4)— — — 
Stock-based compensation— — 808 — — — 
Currency translation adjustment— — — — (1,512)— 
Change in pension plans, net of tax of $33— — — — 101 — 
BALANCE AT APRIL 2, 202110,118,188 $508 $80,183 $339,911 $5,849 $(2,715)

Six Months Ended April 1, 2022
(thousands except for shares)SharesCommon StockCapital in
Excess of Par
Value
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
BALANCE AT OCTOBER 1, 202110,127,200 $509 $82,899 $370,501 $7,386 $(2,790)
Net income— — — 10,856 — — 
Dividends declared— — — (3,005)— — 
Award of non-vested shares34,422 (2)— — — 
B to A conversion— — (154)— — 154 
Stock-based compensation— — 1,126 — — — 
Currency translation adjustment— — — — (423)— 
Change in pension plans, net of tax of $5— — — — 16 — 
Purchase of treasury stock at cost(4,577)— — — — (461)
BALANCE AT DECEMBER 31, 202110,157,045 $510 $83,869 $378,352 $6,979 $(3,097)
Net income— — — 9,900 — — 
Dividends declared— — — (3,023)— — 
Award of non-vested shares13,493 — — — — 
Stock-based compensation— — 959 — — — 
Currency translation adjustment— — — — 168 — 
Change in pension plans, net of tax of $6— — — — 16 — 
Non-vested stock forfeitures(2,040)— 150 — — (150)
Purchase of treasury stock at cost(512)— — — — (48)
BALANCE AT APRIL 1, 202210,167,986 $511 $84,978 $385,229 $7,163 $(3,295)
The accompanying notes are an integral part of the condensed consolidated financial statements.
- 4 -


JOHNSON OUTDOORS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Six Months Ended Six Months Ended
(thousands)(thousands)April 1, 2022April 2, 2021(thousands)March 31, 2023April 1, 2022
CASH USED FOR OPERATING ACTIVITIESCASH USED FOR OPERATING ACTIVITIES CASH USED FOR OPERATING ACTIVITIES 
Net incomeNet income$20,756 $47,681 Net income$20,740 $20,756 
Adjustments to reconcile net income to net cash used for operating activities:Adjustments to reconcile net income to net cash used for operating activities:Adjustments to reconcile net income to net cash used for operating activities:
DepreciationDepreciation6,785 6,467 Depreciation7,697 6,785 
Amortization of intangible assetsAmortization of intangible assets129 284 Amortization of intangible assets132 129 
Amortization of deferred financing costsAmortization of deferred financing costs17 13 Amortization of deferred financing costs17 17 
Stock based compensationStock based compensation2,085 1,519 Stock based compensation1,924 2,085 
(Gain) loss on disposal of productive assets(1)99 
Gain on disposal of productive assetsGain on disposal of productive assets(6,568)(1)
Deferred income taxesDeferred income taxes(4)(663)Deferred income taxes(4)(4)
Change in operating assets and liabilities:Change in operating assets and liabilities:Change in operating assets and liabilities:
Accounts receivable, netAccounts receivable, net(48,241)(62,441)Accounts receivable, net(52,917)(48,241)
Inventories, netInventories, net(68,853)(26,918)Inventories, net7,270 (68,853)
Accounts payable and accrued liabilitiesAccounts payable and accrued liabilities(16,579)19,366 Accounts payable and accrued liabilities1,118 (16,579)
Other current assetsOther current assets1,613 2,240 Other current assets2,616 1,613 
Other non-current assetsOther non-current assets— (166)Other non-current assets(10)— 
Other long-term liabilitiesOther long-term liabilities(2,558)1,245 Other long-term liabilities(117)(2,558)
Other, netOther, net203 (681)Other, net203 
(104,648)(11,955) (18,095)(104,648)
CASH USED FOR INVESTING ACTIVITIES 
CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIESCASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES 
Proceeds from sale of productive assetsProceeds from sale of productive assetsProceeds from sale of productive assets14,990 
Capital expendituresCapital expenditures(15,724)(9,828)Capital expenditures(13,998)(15,724)
(15,722)(9,822) 992 (15,722)
CASH USED FOR FINANCING ACTIVITIESCASH USED FOR FINANCING ACTIVITIES CASH USED FOR FINANCING ACTIVITIES 
Dividends paidDividends paid(6,019)(4,195)Dividends paid(6,266)(6,019)
Purchases of treasury stockPurchases of treasury stock(509)(495)Purchases of treasury stock(444)(509)
(6,528)(4,690) (6,710)(6,528)
Effect of foreign currency rate changes on cashEffect of foreign currency rate changes on cash(364)951 Effect of foreign currency rate changes on cash1,658 (364)
Decrease in cash and cash equivalentsDecrease in cash and cash equivalents(127,262)(25,516)Decrease in cash and cash equivalents(22,155)(127,262)
CASH AND CASH EQUIVALENTSCASH AND CASH EQUIVALENTSCASH AND CASH EQUIVALENTS
Beginning of periodBeginning of period240,448 212,437 Beginning of period129,803 240,448 
End of periodEnd of period$113,186 $186,921 End of period$107,648 $113,186 
Supplemental Disclosure:Supplemental Disclosure: Supplemental Disclosure: 
Non-cash treasury stock activityNon-cash treasury stock activity$2,123 $— 
Non-cash dividendsNon-cash dividends21 
Cash paid for taxesCash paid for taxes$9,569 $9,669 Cash paid for taxes8,493 12,422 
Cash paid for interestCash paid for interest59 86 Cash paid for interest57 59 

The accompanying notes are an integral part of the condensed consolidated financial statements. 
- 5 -


JOHNSON OUTDOORS INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

1    BASIS OF PRESENTATION

The condensed consolidated financial statements included herein are unaudited. In the opinion of management, these statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Johnson Outdoors Inc. and subsidiaries (collectively, the “Company”) as of March 31, 2023 and April 1, 2022, and April 2, 2021, and their results of operations for the three and six month periods then ended and cash flows for the six month periods then ended. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 1, 2021September 30, 2022 which was filed with the Securities and Exchange Commission on December 10, 2021.9, 2022.

Due to seasonal variations and other factors, some of which are described herein, including related to the ongoing coronavirus (COVID-19) outbreak and resultingaftereffects of the COVID-19 pandemic and the continued disruptionensuing related disruptions to the global supply chainchains and logistics infrastructure, and the current inflationary environment (especially as it relates to the cost of raw materials and purchased components), the results of operations for the three and six months ended April 1, 2022March 31, 2023 are not necessarily indicative of the results to be expected for the Company’s full 20222023 fiscal year.  The current economic and business environment, including as it relates to inflationary pressures, combined with the continued impact of the pandemic on the global supply chain (specifically with respect to the sourcing, timing, availability and cost of raw materials and components that are necessary to manufacture our products) is beyond our control and remains highly uncertain and cannot be predicted at this time. See "Coronavirus (COVID-19)" below and “Seasonality” and "Coronavirus (COVID-19)" in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included elsewhere herein for additional information.

The Company considers all short-term investments in interest-bearing accounts and all securities and other instruments with an original maturity of three months or less, to be equivalent to cash. Cash equivalents are stated at cost which approximates market value.

All monetary amounts, other than share and per share amounts, are stated in thousands.

Coronavirus (COVID-19)
In March 2020, the World Health Organization recognized the coronavirus (COVID-19) outbreak as a global pandemic. In response to the COVID-19 outbreak, the governments of many countries, states, cities and other geographic regions imposed varying degrees of restrictions on social and commercial activity, including travel restrictions, quarantine guidelines, and related actions. These actions promoted social distancing, and subsequently resulted in adopting programs and taking actions to encourage and promote vaccination and implementing other similar programs all in an effort to slow the spread of the virus. These measures have had significant adverse impacts upon many sectors of the economy, including manufacturing and retail commerce.

While government mandates eased in the latter half of fiscal 2020, these mandates continued to emphasize social distancing measures to the general public. As a result, because we sell products that are used in a safe and socially distant manner in the great outdoors, the COVID-19 pandemic has had an overall favorable effect on our sales levels and the demand for our products starting at the end of our fiscal 2020 and continuing into fiscal 2022. Specifically, the Company has seen increased participation in fishing, camping and watercraft recreation and consumer demand for our products in these business segments. Nonetheless, the continued evolution of the pandemic has resulted in disruptions to the global supply chain and the logistics infrastructure (including with respect to the sourcing, timing, availability and cost of raw materials and components that are necessary to manufacture our products). The lingering impact of these disruptions is not fully known as they, along with certain inflationary pressures in the economy, may result in economic slowdowns and ultimately lower demand for discretionary goods like our outdoor recreational products. Furthermore, the continued impact of the pandemic on the global supply chain (including with respect to impacting the sourcing, timing, availability and cost of raw materials and components that are necessary to manufacture our products) is beyond our control and remains highly uncertain and cannot be predicted at his time.

2    ACCOUNTS RECEIVABLE

Accounts receivable are stated net of allowances for doubtful accounts of $1,504, $2,494$1,121, $1,037 and $2,463$1,504 as of March 31, 2023, September 30, 2022 and April 1, 2022, October 1, 2021 and April 2, 2021, respectively. The increase in net accounts receivable to $119,517$144,600 as of April 1, 2022March 31, 2023 from $71,321$91,919 as of October 1, 2021September 30, 2022 is primarily attributable to the seasonal nature of the Company’s business and the impact COVID-19 has had on generating heightened interest in outdoor activities which has resulted in increases in sales volumes between periods.business. The determination of the allowance for doubtful accounts is based on a combination of factors. In circumstances where specific collection concerns about a receivable exist, a reserve is established to value the affected account receivable at an amount the Company believes will be collected. For all other customers, the Company recognizes allowances for doubtful accounts based on historical experience of bad debts as a percent of
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JOHNSON OUTDOORS INC.
accounts receivable outstanding for each business segment. Uncollectible accounts are written off against the allowance for doubtful accounts after collection efforts have been exhausted. The Company typically does not require collateral on its accounts receivable.

3    EARNINGS PER SHARE (“EPS”)

Net income or loss per share of Class A common stock and Class B common stock is computed using the two-class method.  Grants of restricted stock which receive non-forfeitable dividends are classified as participating securities and are required to be included as part of the basic weighted average share calculation under the two-class method.

Holders of Class A common stock are entitled to cash dividends equal to 110% of all dividends declared and paid on each share of Class B common stock. The Company grants shares of unvested restricted stock in the form of Class A shares, which carry the same distribution rights as the Class A common stock described above.  As such, the undistributed earnings for each period are allocated to each class of common stock based on the proportionate share of the amount of cash dividends that each such class is entitled to receive.
 
Basic EPS

Basic net income or loss per share is computed by dividing net income or loss allocated to Class A common stock and Class B common stock by the weighted-average number of shares of Class A common stock and Class B common
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JOHNSON OUTDOORS INC.
stock outstanding, respectively.  In periods with cumulative year to date net income and undistributed income, the undistributed income for each period is allocated to each class of common stock based on the proportionate share of the amount of cash dividends that each such class is entitled to receive.  In periods where there is a cumulative year to date net loss or no undistributed income because distributions through dividends exceed net income, Class B shares are treated as anti-dilutive and, therefore, net losses are allocated equally on a per share basis among all participating securities.

For the three and six month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, basic income per share for the Class A and Class B shares has been presented using the two class method and reflects the allocation of undistributed income described above. 

Diluted EPS

Diluted net income per share is computed by dividing allocated net income by the weighted-average number of common shares outstanding, adjusted for the effect of dilutive stock options, restricted stock units (“stock units” or “units”) and non-vested restricted stock.  Anti-dilutive stock options, units and non-vested stock are excluded from the calculation of diluted EPS.  The computation of diluted net income per share of Class A common stock assumes that Class B common stock is converted into Class A common stock.  Therefore, diluted net income per share is the same for both Class A and Class B common shares.  In periods where the Company reports a net loss, the effect of anti-dilutive stock options and units is excluded and diluted loss per share is equal to basic loss per share for both classes of stock.

For the three and six month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, diluted net income per share reflects the effect of dilutive stock units and assumes the conversion of Class B common stock into Class A common stock. 

Shares of non-vested stock that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive totaled 39,16367,732 and 40,02439,163 for the three months ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively, and 38,54064,061 and 40,33638,540 for the six months ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively. Stock units that could potentially dilute earnings per share in the future and which were not included in the fully diluted computation because they would have been anti-dilutive were 37,90455,238 and 24,89437,904 for the three month periodsmonths ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively, and 33,96658,605 and 32,91733,966 for the six month periodsmonths ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively.

Dividends per share

Dividends per share for the three and six month periods ended March 31, 2023 and April 1, 2022 and April 2, 2021 were as follows:

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JOHNSON OUTDOORS INC.
Three Months EndedSix months ended Three Months EndedSix months ended
April 1, 2022April 2, 2021April 1, 2022April 2, 2021March 31, 2023April 1, 2022March 31, 2023April 1, 2022
Dividends declared per common share:Dividends declared per common share: Dividends declared per common share: 
Class AClass A$0.30 $0.21 $0.60 $0.42 Class A$0.31 $0.30 $0.62 $0.60 
Class BClass B$0.27 $0.19 $0.55 $0.38 Class B$0.28 $0.27 $0.56 $0.55 


4    STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS

The Company’s current stock ownership plans allow for issuance of stock options to acquire shares of Class A common stock by key executives and non-employee directors. Current plans also allow for issuance of shares of restricted stock, restricted stock units or stock appreciation rights in lieu of stock options.

Under the Company’s 20122023 Non-Employee Director Stock Ownership Plan and the 2020 Long-Term Incentive Plan (the only plans where shares currently remain available for future equity incentive awards) there were a total of 466,598451,211 shares of the Company’s Class A common stock available for future grant to non-employee directors and key executives at April 1, 2022.March 31, 2023. Share awards previously made under the Company's 2012 Non-Employee Director Stock Ownership Plan and its 2010 Long-Term Stock Incentive Plan, which no longer allowsallow for additional share grants, also remain outstanding.
 
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JOHNSON OUTDOORS INC.
Non-vested Stock

All shares of non-vested restricted stock awarded by the Company have been granted in the form of shares of Class A common stock at their fair market value on the date of grant and vest within one year from the date of grant for stock granted to directors and four years from the date of grant for stock granted to officers and employees.  The fair value at date of grant is based on the number of shares granted and the average of the Company’s high and low Class A common stock price on the date of grant or, if the Company’s Class A shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock price on the last preceding date on which the Company’s Class A shares traded.

A summary of non-vested stock activity for the six months ended April 1, 2022March 31, 2023 related to the Company’s stock ownership plans is as follows:
 SharesWeighted Average
Grant Price
Non-vested stock at October 1, 202137,591 $80.86 
Non-vested stock grants14,958 90.58 
Restricted stock vested(10,098)92.08 
Forfeitures(2,040)73.52 
Non-vested stock at April 1, 202240,411 82.02 
 SharesWeighted Average
Grant Price
Non-vested stock at September 30, 202258,136 $73.37 
Non-vested stock grants27,259 59.18 
Restricted stock vested(14,790)76.07 
Non-vested stock at March 31, 202370,605 67.32 
 
Non-vested stock grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of shares by tendering a portion of the vested shares back to the Company.  Shares tendered back to the Company were 1,7782,289 and 2,3411,778 during the six month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively.

Stock compensation expense, net of forfeitures, related to non-vested stock was $266$489 and $297$266 for the three month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively, and $561$945 and $576$561 for the six month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively. Unrecognized compensation cost related to non-vested stock as of April 1, 2022March 31, 2023 was $2,072,$3,249, which amount will be amortized to expense through November 2025December 2026 or adjusted for changes in future estimated or actual forfeitures.

The fair value of restricted stock vested during the six month periods ended March 31, 2023 and April 1, 2022 was $1,029 and April 2, 2021 was $1,053, and $1,258, respectively.

Restricted Stock Units

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JOHNSON OUTDOORS INC.
All restricted stock units (RSUs) awarded by the Company have been granted in the form of units payable in shares of Class A common stock upon vesting. The units are valued at the fair market value of a share of Class A common stock on the date of grant and vest within one year from the date of grant for RSUs granted to directors, subject to satisfaction of applicable performance criteria, and three years from the date of grant for RSUs granted to employees.  The fair value at the date of grant is based on the number of units granted and the average of the Company’s high and low Class A common stock trading price on the date of grant or, if the Company’s Class A shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock trading price on the last preceding date on which the Company’s Class A shares traded.

A summary of RSU activity for the six months ended April 1, 2022March 31, 2023 follows:
 Number of RSUsWeighted Average
Grant Price
RSUs at October 1, 202169,768 $73.60 
RSUs granted19,758 101.22 
RSUs vested(22,192)71.42 
RSU's forfeited(1,340)74.62 
RSUs at April 1, 202265,994 82.58 
 Number of RSUsWeighted Average
Grant Price
RSUs at September 30, 202265,994 $82.58 
RSUs granted36,484 56.54 
RSUs vested(26,742)64.51 
RSUs at March 31, 202375,736 76.42 
 
Stock compensation expense, net of forfeitures, related to RSUs was $597$449 and $511$597 for the three month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively, and $1,325$925 and $943$1,325 for the six month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively. Unrecognized compensation cost related to non-vested RSUs as of April 1, 2022 March 31, 2023
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JOHNSON OUTDOORS INC.
was $3,577,$2,202, which amount will be amortized to expense through September 20242025 or adjusted for changes in future estimated or actual forfeitures.

RSU grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of units and issuance of unrestricted shares of Class A common stock by tendering a portion of such unrestricted shares back to the Company. Shares tendered back to the Company for this purpose were 2,7995,324 and 3,3202,799 during the six month periods ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively.

The fair value of restricted stock units recognized as a tax deduction during the six month periods ended March 31, 2023 and April 1, 2022 was $2,555 and April 2, 2021 was $2,849, and $2,148, respectively.

Compensation expense related to units earned by employees (as opposed to grants to outside directors) is based upon the attainment of certain Company financial goals related to cumulative net sales and cumulative operating profit over a three-year performance period. Awards are only paid if at least 80% of the target levels are met and maximum payouts are made if 120% or more of target levels are achieved. The payouts for achievement at the threshold levels of performance are equal to 50% of the target award amount. The payouts for achievement at maximum levels of performance are equal to 150% of the target award amount. To the extent earned, awards are issued in shares of Company Class A common stock after the end of the three-year performance period.

Employees’ Stock Purchase Plan

The Company’s shareholders have adopted the Johnson Outdoors Inc. 2009 Employees’ Stock Purchase Plan, which was most recently amended on March 2, 2017, and which provides for the issuance of shares of Class A common stock at a purchase price of not less than 85% of the fair market value of such shares on the date of grant or on the date of purchase, whichever is lower.

During the three month period ended March 31, 2023, the Company issued 0 shares of Class A common stock and recognized $33 of expense in connection with the Employees' Stock Purchase Plan. During the six month period ended March 31, 2023, the Company issued 0 shares of Class A common stock and recognized $54 of expense in connection with the Plan. During the three month period ended April 1, 2022, the Company issued 0 shares of Class A common stock and recognized $96 of expense in connection with the Employees' Stock Purchase Plan. During the six month period ended April 1, 2022, the Company issued 0 shares of Class A common stock and recognized $199 of expense in connection with the Employees' Stock Purchase Plan. During

5    LEASES

The Company leases certain facilities and machinery and equipment under long-term, non-cancelable operating leases. The Company determines if an arrangement is a lease at inception.

As of March 31, 2023, the Company had approximately 200 leases, with remaining terms ranging from less than one year to 16 years. Some of the leases contain variable payment terms, such as payments based on fluctuations in the Consumer Price Index (CPI). Some leases also contain options to extend or terminate the lease. To the extent the Company is reasonably certain to exercise these options, they have been considered in the calculation of the right-of-use ("ROU") assets and lease liabilities. Under current lease agreements, there are no residual value guarantees or restrictive lease covenants. In calculating the ROU assets and lease liabilities, several assumptions and judgments were made by the Company, including whether a contract is or contains a lease under the applicable definition, and the determination of the discount rate, which is assumed to be the incremental borrowing rate. The incremental borrowing rate is derived from information available to the Company at the lease commencement date based on lease length and location.

The components of lease expense recognized in the accompanying Condensed Consolidated Statements of Operations for the three month periodand six months ended March 31, 2023 and April 2, 2021, the Company issued 0 shares of Class A common stock and recognized $0 of expense in connection with the Plan. During the six month period ended April 2, 2021, the Company issued 0 shares of Class A common stock and recognized $0 of expense in connection with the Plan.
1, 2022 were as follows:

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JOHNSON OUTDOORS INC.
5    PENSION PLANS
Three months endedSix months ended
March 31, 2023April 1, 2022March 31, 2023April 1, 2022
Lease Cost
Operating lease costs$2,509 $2,111 $4,939 $4,218 
Short-term lease costs598 545 1,127 959 
Variable lease costs44 43 85 88 
Total lease cost$3,151 $2,699 $6,151 $5,265 

The Company has non-contributory defined benefit pension plans covering certainIncluded in the amounts in the table above was rent expense to related parties of its U.S. employees. Retirement benefits are generally provided based on the employees’ years of service$314 and average earnings. Normal retirement age is 65, with provisions for earlier retirement.

During the fourth quarter of fiscal 2021, the Company terminated its Johnson Outdoors Inc. Mankato Operations Pension Plan and Old Town Canoe Company Pension Plan (collectively, "the Terminated Plans"), both of which were frozen defined benefit pension plans at the time of termination. In connection with the plan terminations, the Company settled all future obligations under the Terminated Plans through a combination of lump-sum payments to eligible participants who elected to receive them, and the transfer of any remaining benefit obligations under the Terminated Plans to a third-party insurance company under a group annuity contract.

The Company still maintains the Johnson Outdoors Inc. Supplemental Executive Retirement Plan ("SERP"), and all future benefit payments to participants under this plan are made from the Company's general assets.

The Company made contributions of $25 and $44 to its pension plans$628 for the three and six months ended April 1, 2022 and April 2, 2021,March 31, 2023, respectively, and contributions of $50$290 and $88$581 for the three and six months ended April 1, 2022, and April 2, 2021, respectively.

The componentsAs of net periodic benefit costMarch 31, 2023, the Company did not have any finance leases or sublease agreements. Additionally, the Company does not have any leases in which it is the lessor. While the Company extended or renewed various existing leases during the quarter, there were no significant new leases entered into during the quarter ended March 31, 2023. As of March 31, 2023, the Company did not have any significant operating lease commitments that have not yet commenced. Supplemental balance sheet, cash flow, and other information related to Company sponsored defined benefit plans for the three and six month periods ended April 1, 2022 and April 2, 2021operating leases was as follows:
Six months ended
March 31, 2023April 1, 2022
Operating leases:
Operating lease ROU assets$54,080 $47,225 
Current operating lease liabilities7,148 6,080 
Non-current operating lease liabilities48,413 42,233 
Total operating lease liabilities$55,561 $48,313 
Weighted average remaining lease term (in years)12.0711.86
Weighted average discount rate3.18 %3.09 %
Cash paid for amounts included in the measurement of lease liabilities$4,360 $3,739 

Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at March 31, 2023 were as follows:
 Three Months EndedSix Months Ended
 April 1, 2022April 2, 2021April 1, 2022April 2, 2021
Components of net periodic benefit cost:  
Service cost$— $— $— $— 
Interest on projected benefit obligation233 14 466 
Less estimated return on plan assets— 160 — 321 
Amortization of unrecognized losses21 134 42 269 
Net periodic benefit cost$28 $207 $56 $414 
YearRelated parties included
in total
Total
Remainder of 2023$620 $4,648 
20241,270 8,399 
20251,308 7,774 
20261,348 6,010 
2027226 4,765 
Thereafter— 36,123 
Total undiscounted lease payments4,772 67,719 
Less: Imputed interest(136)(12,158)
Total net lease liability$4,636 $55,561 


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JOHNSON OUTDOORS INC.
6    INCOME TAXES

For the three and six months ended March 31, 2023 and April 1, 2022, and April 2, 2021, the Company’s earnings before income taxes, income tax expense and effective income tax rate were as follows:

Three Months EndedSix Months Ended Three Months EndedSix Months Ended
(thousands, except tax rate data)
(thousands, except tax rate data)
April 1, 2022April 2, 2021April 1, 2022April 2, 2021
(thousands, except tax rate data)
March 31, 2023April 1, 2022March 31, 2023April 1, 2022
Profit before income taxesProfit before income taxes$13,210 $37,310 $27,799 $63,321 Profit before income taxes$19,948 $13,210 $28,114 $27,799 
Income tax expenseIncome tax expense3,310 9,476 7,043 15,640 Income tax expense5,087 3,310 7,374 7,043 
Effective income tax rateEffective income tax rate25.1 %25.4 %25.3 %24.7 %Effective income tax rate25.5 %25.1 %26.2 %25.3 %
 
The increase in the effective tax rate for the three and six months ended April 1, 2022March 31, 2023 compared to the three and the prior year quarter were consistent with no primary factors materially impacting the rate.The effective tax rate was higher for the six months ended April 1, 2022 was primarily due to the unfavorable tax expense impact of stock-based compensation awards in the current year period, compared to a tax benefit for similar awards in the prior year period mainly due to the favorable impact from an intra-entity transfer of an asset other than inventory recorded in the prior year.period.

The impact of the Company’s operations in jurisdictions where a valuation allowance is assessed is removed from the overall effective tax rate methodology and recorded directly based on year to date results for the year for which no tax expense or benefit can be recognized.  The significant tax jurisdictions that have a valuation allowance for the periods ended March 31, 2023 and April 1, 2022 and April 2, 2021 were:
 
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JOHNSON OUTDOORS INC.
April 1, 2022March 31, 2023April 2, 2021
FranceFrance1, 2022
IndonesiaIndonesia
SwitzerlandSwitzerland

The Company regularly assesses the adequacy of its provisions for income tax contingencies in accordance with the applicable authoritative guidance on accounting for income taxes.  As a result, the Company may adjust the reserves for unrecognized tax benefits due to the impact of changes in its assumptions or as a result of new facts and developments, such as changes to interpretations of relevant tax law, assessments from taxing authorities, settlements with taxing authorities and lapses of statutes of limitation.  The Company’s 20222023 fiscal year tax expense is anticipated to be unchanged related to uncertain income tax positions.

In accordance with its accounting policy, the Company recognizes accrued interest and penalties related to unrecognized benefits as a component of income tax expense. The Company is projecting accrued interest of $100 related to uncertain income tax positions for the fiscal year ending September 30, 2022.

The Company files income tax returns, including returns for its subsidiaries, with federal, state, local and foreign taxing jurisdictions.   As of the date of this report, the following tax years remain open to examination by the respective significant tax jurisdictions:
JurisdictionFiscal Years
United States2018-2021
Canada2018-2021
France2018-2021
Germany2019-2021
Italy2019-2021
Switzerland2011-2021
 
7    INVENTORIES

The Company values inventory at the lower of cost (determined using the first-in first-out method) or net realizable value. Inventories at the end of the respective periods consisted of the following:

 April 1,
2022
October 1,
2021
April 2,
2021
Raw materials$163,390 $110,974 $74,780 
Work in process214 116 126 
Finished goods71,616 55,525 49,632 
 $235,220 $166,615 $124,538 

8    GOODWILL

The changes in goodwill during the six months ended April 1, 2022 and April 2, 2021 were as follows:

 April 1, 2022April 2, 2021
Balance at beginning of period$11,221 $11,184 
Amount attributable to movements in foreign currency rates14 47 
Balance at end of period$11,235 $11,231 
 March 31,
2023
September 30,
2022
April 1,
2022
Raw materials$121,836 $166,443 $163,390 
Work in process— 230 214 
Finished goods114,835 81,976 71,616 
 $236,671 $248,649 $235,220 

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JOHNSON OUTDOORS INC.
8    GOODWILL

The changes in goodwill during the six months ended March 31, 2023 and April 1, 2022 were as follows:

 March 31, 2023April 1, 2022
Balance at beginning of period$11,160 $11,221 
Amount attributable to movements in foreign currency rates14 
Balance at end of period$11,169 $11,235 

The Company evaluates the carrying value of goodwill for a reporting unit on an annual basis or more frequently when events and circumstances warrant such an evaluation.  In conducting this analysis, the Company uses the income approach to compare the reporting unit's carrying value to its indicated fair value. Fair value is determined primarily by using a discounted cash flow methodology that requires considerable management judgment and long-term assumptions and is considered a Level 3 (unobservable) fair value determination in the fair value hierarchy (see Note 13) below.

9    WARRANTIES
 
The Company provides warranties on certain of its products as they are sold. The following table summarizes the Company’s warranty activity for the six months ended March 31, 2023 and April 1, 2022 and April 2, 2021.2022.
April 1, 2022April 2, 2021 March 31, 2023April 1, 2022
Balance at beginning of periodBalance at beginning of period$14,073 $10,849 Balance at beginning of period$9,639 $14,073 
Expense accruals for warranties issued during the periodExpense accruals for warranties issued during the period1,816 6,028 Expense accruals for warranties issued during the period5,199 1,816 
Less current period warranty claims paidLess current period warranty claims paid3,806 4,086 Less current period warranty claims paid3,709 3,806 
Balance at end of periodBalance at end of period$12,083 $12,791 Balance at end of period$11,129 $12,083 

10    CONTINGENCIES

The Company is subject to various legal actions and proceedings in the normal course of business, including those related to commercial disputes, product liability, intellectual property and regulatory matters. The Company is insured against loss for certain of these matters. Although litigation is subject to many uncertainties and the ultimate exposure with respect to these matters cannot be ascertained, management does not believe the final outcome of any pending litigation will have a material adverse effect on the financial condition, results of operations, liquidity or cash flows of the Company.

11    INDEBTEDNESS

The Company had no debt outstanding at March 31, 2023, September 30, 2022, or April 1, 2022, October 1, 2021, or April 2, 2021.2022.

Revolvers
The Company and certain of its subsidiaries have entered into an unsecured credit facility with PNC Bank National Association and Associated Bank, N.A. ("the Lending Group").  This credit facility consists of a $75 million Revolving Credit Facility among the Company, certain of the Company’s subsidiaries, PNC Bank National Association, as lender and as administrative agent, and the other lender named therein (as amended, the “Credit Agreement” or “Revolver”). The Revolver provides for borrowing of up to an aggregate principal amount not to exceed $75,000 with a $50,000 accordion feature that gives the Company the option to increase the maximum financing availability (i.e., an aggregate borrowing amount of $125,000) subject to the conditions of the Credit Agreement and subject to the approval of the lenders. On July 15, 2021, the Company entered into a First Amendment to this credit facility that extended its expiration date from November 15, 2022, to July 15, 2026. Other key provisions of the credit facility remained as outlined aboveherein and the description herein is qualified in its entirety by the terms and conditions of the original Debt Agreement (a copy of which was filed as Exhibit 99.1 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on November 20, 2017) and the Amendment, (a copy
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JOHNSON OUTDOORS INC.
of which was filed as Exhibit 10.1 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on July 16, 2021).
 
The interest rate on the Revolver is based on LIBOR plus an applicable margin, which margin resets each quarter.  The applicable margin ranges from 1.00% to 1.75% and is dependent on the Company’s leverage ratio for the trailing twelve month period.  The interest rates on the Revolver at both March 31, 2023 and April 1, 2022 and April 2, 2021 were approximately 1.4%5.9% and 1.1%1.4%, respectively.

The Credit Agreement restricts the Company's ability to incur additional debt, includes maximum leverage ratio and minimum interest coverage ratio covenants and is unsecured.

Other Borrowings
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JOHNSON OUTDOORS INC.
The Company had no unsecured revolving credit facilities at its foreign subsidiaries as of March 31, 2023 or April 1, 2022 or April 2, 2021.2022.  The Company utilizes letters of credit primarily as security for the payment of future claims under its workers’ compensation insurance, which totaled approximately $181$173 and $181 as of March 31, 2023 and April 1, 2022, and April 2, 2021, respectively.


12    DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The following disclosures describe the Company’s objectives in using derivative instruments, the business purpose or context for using derivative instruments, and how the Company believes the use of derivative instruments helps achieve the stated objectives.  In addition, the following disclosures describe the effects of the Company’s use of derivative instruments and hedging activities on its financial statements.
 
Foreign Exchange Risk
The Company has significant foreign operations, for which the functional currencies are denominated primarily in euros, Swiss francs, Hong Kong dollars and Canadian dollars. As the values of the currencies of the foreign countries in which the Company has operations increase or decrease relative to the U.S. dollar, the sales, expenses, profits, losses, assets and liabilities of the Company’s foreign operations, as reported in the Company’s consolidated financial statements, increase or decrease, accordingly.  Approximately 12%13% of the Company’s revenues for the six month period ended April 1, 2022March 31, 2023 were denominated in currencies other than the U.S. dollar. Approximately 4%5% were denominated in euros, approximately 6% were denominated in Canadian dollars and approximately 1% were denominated in Hong Kong dollars, with the remaining 1% of revenues denominated in various other foreign currencies. Changes in foreign currency exchange rates can cause the Company to experience unexpected financial losses or cash flow needs.

The Company may mitigate a portion of the fluctuations in certain foreign currencies through the use of foreign currency forward contracts.  Foreign currency forward contracts enable the Company to lock in the foreign currency exchange rate to be paid or received for a fixed amount of currency at a specified date in the future. The Company may use such foreign currency forward contracts to mitigate the risk associated with changes in foreign currency exchange rates on financial instruments and known commitments, including commitments for inventory purchases, denominated in foreign currencies. As of March 31, 2023 and April 1, 2022, and April 2, 2021, the Company held no foreign currency forward contracts.

13    FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy has been established based on three levels of inputs, of which the first two are considered observable and the last unobservable.

Level 1 - Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets or liabilities.

Level 2 - Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. These are typically obtained from readily-available pricing sources for comparable instruments.
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JOHNSON OUTDOORS INC.

Level 3 - Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances.

The carrying amounts of cash, cash equivalents, short term investments, accounts receivable, and accounts payable approximated their fair values at March 31, 2023, September 30, 2022 and April 1, 2022 October 1, 2021 and April 2, 2021 due to the short term maturities of these instruments. When indicators of impairment are present, the Company may be required to value certain long-lived assets such as property, plant, and equipment, and other intangibles at their fair value.

Valuation Techniques

Rabbi Trust Assets
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JOHNSON OUTDOORS INC.
Rabbi trust assets are classified as trading securities and are comprised of marketable debt and equity securities that are marked to fair value based on unadjusted quoted prices in active markets.  The rabbi trust assets are used to fund amounts the Company owes to certain officers and other employees under the Company’s non-qualified deferred compensation plan.  These assets are included in "Other assets" in the accompanying Company's Condensed Consolidated Balance Sheets, and the mark to market adjustments on the assets are recorded in “Other income, net” in the accompanying Condensed Consolidated Statements of Operations. The offsetting deferred compensation liability is also reported at fair value as "Deferred compensation liability" in the Company's accompanying Condensed Consolidated Balance Sheets. Changes in the liability are recorded in "Administrative management, finance and information systems" expense in the accompanying Condensed Consolidated Statements of Operations.
 
The following table summarizes the Company’s financial assets measured at fair value as of April 1, 2022:March 31, 2023:
 
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
Assets:Assets: Assets: 
Rabbi trust assetsRabbi trust assets$27,758 $— $— $27,758 Rabbi trust assets$24,101 $— $— $24,101 
 
The following table summarizes the Company’s financial assets measured at fair value as of October 1, 2021:September 30, 2022:
 
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
Assets:Assets: Assets: 
Rabbi trust assetsRabbi trust assets$27,851 $— $— $27,851 Rabbi trust assets$21,436 $— $— $21,436 
 
The following table summarizes the Company’s financial assets measured at fair value as of April 2, 2021:1, 2022:
 
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
Assets:Assets: Assets: 
Rabbi trust assetsRabbi trust assets$26,186 $— $— $26,186 Rabbi trust assets$27,758 $— $— $27,758 

The effect of changes in the fair value of financial instruments on the accompanying Condensed Consolidated Statements of Operations for the three and six month periods ended March 31, 2023 and April 1, 2022 and April 2, 2021 was:

  Three Months EndedSix months ended
Location of (expense) income recognized in Statement of OperationsApril 1, 2022April 2, 2021April 1, 2022April 2, 2021
Rabbi trust assetsOther (expense) income, net$(2,144)$1,204 $(1,049)$3,800 
  Three Months EndedSix months ended
Location of income recognized in Statement of OperationsMarch 31, 2023April 1, 2022March 31, 2023April 1, 2022
Rabbi trust assetsOther (income) expense, net$(1,224)$2,144 $(2,608)$1,049 

There were no assets or liabilities measured at fair value on a non-recurring basis in periods subsequent to their initial recognition for either of the six month periods ended March 31, 2023 or April 1, 2022 or April 2, 2021.

14    NEW ACCOUNTING PRONOUNCEMENTS

    Recently adopted accounting pronouncements

In June 2016, the FASB issued ASU 2016-13 “Financial Instruments - Credit Losses (Topic 326)” and also issued subsequent amendments to the initial guidance under ASU 2018-19, ASU 2019-04 and ASU 2019-05 (collectively Topic 326). Topic 326 requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. This replaces the existing incurred loss model with an expected loss model and requires the use of forward-looking information to calculate credit loss estimates. This guidance was effective for the Company in the first quarter of fiscal year 2021, and must be adopted by applying a cumulative effect adjustment to retained earnings. The Company adopted the provisions of this ASU at the beginning of the first quarter of fiscal 2021, however the ASU did not have a significant impact on its financial statements, and therefore no adjustment to retained earnings was necessary.2022.
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JOHNSON OUTDOORS INC.

In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Benefit Plans (Topic 715), which modifies the disclosure requirements for employers that sponsor defined pension or postretirement plans. The amendments in this guidance are effective for fiscal years ending after December 15, 2020, with early adoption permitted. The Company adopted the provisions of this ASU in fiscal 2021, however, the ASU did not have a significant impact on its disclosures.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes. ASU 2019-12 is intended to simplify accounting for income taxes. It removes certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The Company adopted the provisions of this ASU in the first quarter of fiscal 2022, however, the ASU did not have a significant impact on its financial statements.14    NEW ACCOUNTING PRONOUNCEMENTS

    Recently issued accounting pronouncements

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848). ASU 2020-04 is intended to provide optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (LIBOR) or by another reference rate expected to be discontinued. The amendmentsSubsequently in this guidance wereDecember 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848)—Deferral of the Sunset Date of Topic 848, which delayed the effective beginning on March 12, 2020, and the Company may electdate to apply the amendments prospectively through December 31, 2022.2024. The Company does not expect this guidance to have a significant impact on its financial statements and disclosures.

15    REVENUES

Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally this occurs with the transfer of control of our goods at a point in time based on shipping terms and transfer of title. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods. The amount of consideration received can vary, primarily because of customer incentive or rebate arrangements. The Company estimates variable consideration based on the expected value of total consideration to which customers are likely to be entitled based on historical experience and projected market expectations. Included in the estimate is an assessment as to whether any variable consideration is constrained. Revenue estimates are adjusted at the earlier of a change in the expected value of consideration or when the consideration becomes fixed. For all contracts with customers, the Company has not adjusted the promised amount of consideration for the effects of a significant financing component as the period between the transfer of the promised goods and the customer's payment is expected to be one year or less. Sales are made on normal and customary short-term credit terms, generally ranging from 30 to 90 days, or upon delivery of point of sale transactions. Sales, value add, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue.

The Company enters into contractual arrangements with customers in the form of individual customer orders which specify the goods, quantity, pricing, and associated order terms. The Company does not have contracts which are satisfied over time. Due to the nature of these contracts, no significant judgment exists in relation to the identification of the customer contract, satisfaction of the performance obligation, or transaction price. The Company expenses incremental costs of obtaining a contract due to the short-term nature of the contracts.

Estimated costs of returns, allowances and discounts, based on historic experience, are accrued as a reduction to sales when revenue is recognized. The Company provides customers the right to return eligible products under certain circumstances. At March 31, 2023, the right to returns asset was$897and the accrued returns liability was $2,401. At April 1, 2022, the right to returns asset was$827 $827 and the accrued returns liability was $2,283. At April 2, 2021, the right to returns asset was $1,487 and the accrued returns liability was $4,030. The Company also offers assurance-type warranties relating to its products sold to end customers that continue to be accounted for under ASC 460 Guarantees.

The Company generally accounts for shipping and handling activities as a fulfillment activity, consistent with the timing of revenue recognition; that is, when a customer takes control of the transferred goods. In the event that a customer were to take control of a product upon or after shipment, the Company has made an accounting policy election to treat such shipping and handling activities as a fulfillment cost. Shipping and handling fees billed to customers are included in "Net Sales," and shipping and handling costs are recognized within "Marketing and selling expenses" in the same period the related revenue is recognized.

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JOHNSON OUTDOORS INC.
The Company has a wide variety of seasonal, outdoor recreation products used primarily for fishing from a boat, diving, paddling, hiking and camping, that are sold to a variety of customers in multiple end markets. Nonetheless, the revenue recognition policies are similar among all the various products sold by the Company.

See Note 16 for required disclosures of disaggregated revenue.

16    SEGMENTS OF BUSINESS

The Company conducts its worldwide operations through separate business segments, each of which represents major product lines. Operations are conducted in the United States and various foreign countries, primarily in Europe,
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JOHNSON OUTDOORS INC.
Canada and the Pacific Basin.  During the three and six month period ended March 31, 2023, combined net sales to three customers of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $76,679 and $140,089, respectively, of the Company's consolidated revenues. During the three and six month periods ended April 1, 2022, combined net sales to one customer of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $21,616 and $48,921, respectively, of the Company's consolidated revenues. During the three and six month periods ended April 2, 2021, combined net sales to two customers of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $45,735 and $99,308, respectively, of the Company's consolidated revenues.

Net sales and operating profit include both sales to customers, as reported in the Company’s accompanying Condensed Consolidated Statements of Operations, and interunit transfers, which are priced to recover cost plus an appropriate profit margin. Total assets represent assets that are used in the Company’s operations in each business segment at the end of the periods presented.

A summary of the Company’s operations by business segment is presented below:
 Three Months EndedSix Months Ended   
March 31, 2023April 1, 2022March 31, 2023April 1, 2022September 30, 2022
Net sales:         
Fishing:         
Unaffiliated customers$155,009 $129,134 $292,830 $237,315   
Interunit transfers332 189 552 364   
Camping:        
Unaffiliated customers13,712 19,155 25,319 33,273   
Interunit transfers13 12 19 28   
Watercraft Recreation:        
Unaffiliated customers12,824 23,008 22,457 37,606   
Interunit transfers66 91   
Diving        
Unaffiliated customers20,307 18,192 39,349 34,682   
Interunit transfers18   
Other / Corporate263 134 497 271   
Eliminations(412)(204)(680)(398)  
Total$202,115 $189,623 $380,452 $343,147   
Operating profit (loss):          
Fishing$17,121 $11,321 $32,693 $27,613   
Camping2,071 5,119 2,824 7,869   
Watercraft Recreation569 3,164 154 4,695   
Diving1,444 1,209 1,457 1,662   
Other / Corporate(9,815)(5,384)(20,266)(12,650)  
 $11,390 $15,429 $16,862 $29,189   
Total assets (end of period):        
Fishing$407,540 $375,637 $382,850 
Camping53,475 58,574 59,247
Watercraft Recreation40,018 44,613 33,496
Diving81,120 72,070 76,475
Other / Corporate118,729 117,895 127,863
 $700,882 $668,789 $679,931 


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JOHNSON OUTDOORS INC.
A summaryDuring the second fiscal quarter of 2023, the Company sold the Military and Commercial Tent product lines of its Camping business segment to a third party in an asset sale for a purchase price of $14,990. The net book value of the assets and liabilities sold was approximately $8,350, resulting in a gain on sale of approximately $6,640, which is recorded in Other (income) expense, net in the Company’s operationsaccompanying Condensed Consolidated Statements of Operations. The purchase price and the net proceeds received by the Company related to this sale are subject to customary purchase price adjustment provisions and Company indemnity obligations set forth in the definitive purchase agreement. The sale did not include the Eureka! brand name or the Eureka! consumer/recreational Camping business segment is presented below:
 Three Months EndedSix Months Ended   
April 1, 2022April 2, 2021April 1, 2022April 2, 2021October 1, 2021
Net sales:         
Fishing:         
Unaffiliated customers$129,134 $159,770 $237,315 $286,629   
Interunit transfers189 246 364 386   
Camping:         
Unaffiliated customers19,155 14,231 33,273 26,416   
Interunit transfers12 13 28 22   
Watercraft Recreation:         
Unaffiliated customers23,008 17,768 37,606 30,165   
Interunit transfers10 56   
Diving        
Unaffiliated customers18,192 14,205 34,682 28,295   
Interunit transfers  
Other / Corporate134 182 271 318   
Eliminations(204)(272)(398)(470)  
Total$189,623 $206,156 $343,147 $371,823   
Operating profit (loss):          
Fishing$11,321 $40,400 $27,613 $68,163   
Camping5,119 2,962 7,869 5,770   
Watercraft Recreation3,164 2,814 4,695 3,883   
Diving1,209 (1,253)1,662 (1,594)  
Other / Corporate(5,384)(8,887)(12,650)(16,629)  
 $15,429 $36,036 $29,189 $59,593   
Total assets (end of period):        
Fishing$375,637 $288,924 $285,321 
Camping58,574 41,592 54,276
Watercraft Recreation44,613 30,147 27,530
Diving72,070 65,556 67,069
Other / Corporate117,895 192,761 240,091
 $— $— $668,789 $618,980 $674,287 
line.
1

17    ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The changes in Accumulated Other Comprehensive Income (“AOCI”) by component, net of tax, for the threesix months ended March 31, 2023 were as follows:
 Foreign
Currency
Translation
Adjustment
Unamortized
Loss on Defined
Benefit Pension
Plans
Accumulated
Other
Comprehensive
Income (Loss)
Balance at September 30, 2022$791 $(171)$620 
Other comprehensive loss before reclassifications2,937 — 2,937 
Amounts reclassified from accumulated other comprehensive income— 11 11 
Tax effects— (3)(3)
Balance at December 30, 2022$3,728 $(163)$3,565 
Other comprehensive loss before reclassifications507 — 507 
Amounts reclassified from accumulated other comprehensive income— 11 11 
Tax effects— (3)(3)
Balance at March 31, 2023$4,235 $(155)$4,080 
The changes in AOCI by component, net of tax, for the six months ended April 1, 2022 were as follows:
 Foreign
Currency
Translation
Adjustment
Unamortized
Loss on Defined
Benefit Pension
Plans
Accumulated
Other
Comprehensive
Income (Loss)
October 1, 2021$7,606 $(220)$7,386 
Other comprehensive income before reclassifications(423)— (423)
Amounts reclassified from accumulated other comprehensive income— 21 21 
Tax effects— (5)(5)
Balance at December 31, 2021$7,183 $(204)$6,979 
Other comprehensive income before reclassifications168 — 168 
Amounts reclassified from accumulated other comprehensive income— 22 22 
Tax effects— (6)(6)
Balance at April 1, 2022$7,351 $(188)$7,163 

    The reclassifications out of AOCI for the three and six months ended March 31, 2023 and April 1, 2022 were as follows: 
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JOHNSON OUTDOORS INC.
 Foreign
Currency
Translation
Adjustment
Unamortized
Loss on Defined
Benefit Pension
Plans
Accumulated
Other
Comprehensive
Income (Loss)
Balance at December 31, 2021$7,183 $(204)$6,979 
Other comprehensive income before reclassifications168 — 168 
Amounts reclassified from accumulated other comprehensive income— 22 22 
Tax effects— (6)(6)
Balance at April 1, 2022$7,351 $(188)$7,163 
The changes in AOCI by component, net of tax, for the three months ended April 2, 2021 were as follows: 
 Foreign
Currency
Translation
Adjustment
Unamortized
Loss on Defined
Benefit Pension
Plans
Accumulated
Other
Comprehensive
Income (Loss)
Balance at January 1, 2021$9,765 $(2,505)$7,260 
Other comprehensive income before reclassifications(1,512)— (1,512)
Amounts reclassified from accumulated other comprehensive income— 134 134 
Tax effects— (33)(33)
Balance at April 2, 2021$8,253 $(2,404)$5,849 
The changes in AOCI by component, net of tax, for the six months ended April 1, 2022 were as follows:
 Foreign
Currency
Translation
Adjustment
Unamortized
Loss on Defined
Benefit Pension
Plans
Accumulated
Other
Comprehensive
Income (Loss)
Balance at October 1, 2021$7,606 $(220)$7,386 
Other comprehensive loss before reclassifications(255)— (255)
Amounts reclassified from accumulated other comprehensive income— 43 43 
Tax effects— (11)(11)
Balance at April 1, 2022$7,351 $(188)$7,163 
The changes in AOCI by component, net of tax, for the six months ended April 2, 2021 were as follows: 
 Foreign
Currency
Translation
Adjustment
Unamortized
Loss on Defined
Benefit Pension
Plans
Accumulated
Other
Comprehensive
Income (Loss)
Balance at October 2, 2020$7,323 $(2,606)$4,717 
Other comprehensive loss before reclassifications930 — 930 
Amounts reclassified from accumulated other comprehensive income— 269 269 
Tax effects— (67)(67)
Balance at April 2, 2021$8,253 $(2,404)$5,849 

    The reclassifications out of AOCI for the three and six months ended April 1, 2022 and April 2, 2021 were as follows: 
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JOHNSON OUTDOORS INC.
Three Months EndedSix Months EndedThree Months EndedSix Months Ended
April 1, 2022April 2, 2021April 1, 2022April 2, 2021Statement of Operations
Presentation
March 31, 2023April 1, 2022March 31, 2023April 1, 2022Statement of Operations
Presentation
Unamortized loss on defined benefit pension plans:Unamortized loss on defined benefit pension plans:    Unamortized loss on defined benefit pension plans:    
Amortization of lossAmortization of loss$22 $134 $32 $269 Other income and expenseAmortization of loss$11 $22 $22 $43 Other income and expense
Tax effectsTax effects(6)(33)(11)(67)Income tax expenseTax effects(3)(6)(6)(11)Income tax expense
Total reclassifications for the periodTotal reclassifications for the period$16 $101 $21 $202  Total reclassifications for the period$$16 $16 $32  

18LEASES

The Company leases certain facilities and machinery and equipment under long-term, non-cancelable operating leases. The Company determines if an arrangement is a lease at inception.

As of April 1, 2022, the Company had approximately 200 leases, with remaining terms ranging from less than one year to 18 years. Some of the leases contain variable payment terms, such as payments based on fluctuations in the Consumer Price Index (CPI). Some leases also contain options to extend or terminate the lease. To the extent the Company is reasonably certain to exercise these options, they have been considered in the calculation of the right-of-use ("ROU") assets and lease liabilities. Under current lease agreements, there are no residual value guarantees or restrictive lease covenants. In calculating the ROU assets and lease liabilities, several assumptions and judgments were made by the Company, including whether a contract is or contains a lease under the applicable definition, and the determination of the discount rate, which is assumed to be the incremental borrowing rate. The incremental borrowing rate is derived from information available to the Company at the lease commencement date based on lease length and location.

The components of lease expense recognized in the accompanying Condensed Consolidated Statements of Operations for the three and six months ended April 1, 2022 and April 2, 2021 were as follows:

Three months endedSix months ended
April 1, 2022April 2, 2021April 1, 2022April 2, 2021
Lease Cost
Operating lease costs$2,111 $2,290 $4,218 $4,077 
Short-term lease costs545 329 959 803 
Variable lease costs43 49 88 92 
Total lease cost$2,699 $2,668 $5,265 $4,972 

Included in the amounts in the table above were rent expense to related parties of $290 and $581 for the three and six months ended April 1, 2022, respectively, and $261 and $516 for the three and six months ended April 2, 2021, respectively.

As of April 1, 2022, the Company did not have any finance leases or sublease agreements. Additionally, the Company does not have any leases in which it is the lessor. While the Company extended or renewed various existing leases during the quarter, there were no significant new leases entered into during the quarter ended April 1, 2022. Supplemental balance sheet, cash flow, and other information related to operating leases was as follows:
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JOHNSON OUTDOORS INC.
Six months ended
April 1, 2022April 2, 2021
Operating leases:
Operating lease ROU assets$47,225 $43,489 
Current operating lease liabilities6,080 5,715 
Non-current operating lease liabilities42,233 38,670 
Total operating lease liabilities$48,313 $44,385 
Weighted average remaining lease term (in years)11.8613.53
Weighted average discount rate3.09 %3.16 %
Cash paid for amounts included in the measurement of lease liabilities$3,739 $3,757 

Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at April 1, 2022 were as follows:
YearRelated parties included
in total
Total
Remainder of 2022$594 $4,106 
20231,233 7,577 
20241,270 6,795 
20251,307 6,211 
20261,347 4,609 
Thereafter226 29,767 
Total undiscounted lease payments5,977 59,065 
Less: Imputed interest(229)(10,752)
Total net lease liability$5,748 $48,313 

During the second quarter of fiscal 2021, the Company amended its agreement with the landlord on an existing leased facility. Payments under the amended agreement are expected to begin in fiscal year 2022 and go through June 2039, and total estimated rental payments, not included in the amounts above, will be approximately $14 million over the course of the lease as amended. As of April 1, 2022, the Company did not have any other additional significant operating lease commitments that have not yet commenced.

Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) includes comments and analysis relating to the results of operations and financial condition of Johnson Outdoors Inc. and its subsidiaries (collectively, the “Company”) as of and for the three and six month periods ended March 31, 2023 and April 1, 2022 and April 2, 2021.2022. All monetary amounts, other than share and per share amounts, are stated in thousands.

Our MD&A is presented in the following sections:

Forward Looking Statements
Trademarks
Overview
Results of Operations
Liquidity and Financial Condition
Contractual Obligations and Off Balance Sheet Arrangements
Critical Accounting Policies and Estimates
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JOHNSON OUTDOORS INC.

This discussion should be read in conjunction with the Condensed Consolidated Financial Statements and related notes that immediately precede this section, as well as the Company’s Annual Report on Form 10-K for the fiscal year ended October 1, 2021September 30, 2022 which was filed with the Securities and Exchange Commission on December 10, 2021.9, 2022.

Forward Looking Statements

Certain matters discussed in this Form 10-Q are “forward-looking statements,” and the Company intends these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and is including this statement for purposes of those safe harbor provisions. These forward-looking statements can generally be identified as such because they include phrases such as the Company “expects,” “believes,” “anticipates,” “intends,” use of words such as “confident,” “could,” “may,” “planned,” “potential,” “should,” “will,” “would” or the negative of such words or other words of similar meaning. Similarly, statements that describe the Company’s future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties which could cause actual results or outcomes to differ materially from those currently anticipated.

Factors that could affect actual results or outcomes include the matters described under the caption “Risk Factors” in Item 1A of the Company’s Form 10-K which was filed with the Securities and Exchange Commission on December 10, 20219, 2022 and the following:  changes in economic conditions, consumer confidence levels and discretionary spending patterns in key markets; uncertainties stemming from political instability (and its impact on the economies in jurisdictions where the Company has operations); uncertainties stemming from changes in U.S. trade policies, tariffs, and the reaction of other countries to such changes; the global outbreaks of disease, such as the COVID-19 pandemic which has affected, and may continue to affect, market and economic conditions, and the timing, pricing and continued availability of raw materials and components from our supply chain, along with wide-ranging impacts on employees, customers and various aspects of our operations; the Company’s success in implementing its strategic plan, including its targeted sales growth platforms, innovation focus and its increasing digital presence; litigation costs related to actions of and disputes with third parties, including competitors; the Company’s continued success in its working capital management and cost-structure reductions; the Company’s success in integrating strategic acquisitions; the risk of future writedowns of goodwill or other long-lived assets; the ability of the Company’s customers to meet payment obligations; the impact of actions of the Company's competitors with respect to product development or enhancement or the introduction of new products into the Company's markets; movements in foreign currencies, interest rates or commodity costs; fluctuations in the prices of raw materials or the availability of raw materials or components used by the Company; any disruptions in the Company's supply chain as a result of material fluctuations in the Company's order volumes and requirements for raw materials and other components, or the demand for those same raw
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JOHNSON OUTDOORS INC.
materials and components by third parties, necessary to manufacture and produce the Company's products including related to shortages in procuring necessary raw materials and components to manufacture and produce such products; the success of the Company’s suppliers and customers and the impact of any consolidation in the industries of the Company's suppliers and customers; the ability of the Company to deploy its capital successfully; unanticipated outcomes related to outsourcing certain manufacturing processes; unanticipated outcomes related to litigation matters; and adverse weather conditions and other factors impacting climate change legislation. Shareholders, potential investors and other readers are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included herein are only made as of the date of this filing. The Company assumes no obligation, and disclaims any obligation, to update such forward-looking statements to reflect subsequent events or circumstances.
 
Trademarks

We have registered the following trademarks, among others, which may be used in this report: Minn Kota®, Cannon®, Humminbird®, Eureka!®, Jetboil®, Old Town®, Ocean Kayak®, Carlisle®, and SCUBAPRO®.

Overview

The Company is a leading global manufacturer and marketer of branded seasonal outdoor recreation products used primarily for fishing, diving, paddling and camping.  The Company’s portfolio of well-known consumer brands has attained leading market positions due to continuous innovation, marketing excellence, product performance and quality.  The Company’s values and culture support innovation in all areas, promoting and leveraging best practices and synergies within and across its subsidiaries to advance the Company’s strategic vision set by executive management and approved by the Company’s Board of Directors.  The Company is controlled by Helen P. Johnson-Leipold, the Company’s Chairman and Chief Executive Officer, members of her family and related entities.

Coronavirus (COVID-19) 

Due to the timing of theThe COVID-19 outbreak, the Company's traditional seasonal pacing, where our heaviest sales volumes typically occurred during our second and third fiscal quarters, shifted during fiscal 2020 and fiscal 2021. Increased
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JOHNSON OUTDOORS INC.
participation in fishing, camping, watercraft recreation and diving and related demand for our products, largely driven bypandemic drove consumer desire to engage in socially distant and safe activities outdoors asoutdoors. As a reaction to the COVID-19 pandemic led toresult, increased sales volumesparticipation in outdoor recreation also increased demand for our products across allmany of our Company segments during fiscal 2021. This strong demand continued intosegments. During the first two quarters of fiscal 2022.2023, however, demand in certain of our segments has substantially declined from the pandemic-driven market levels in prior periods.

InMoreover, in addition to this significant increase inimpacting demand for Company products, during fiscal 2021COVID-19 and fiscal 2022 to date, COVID-19 hasthe resulting macroeconomic dynamics also caused widely-documented supply chain and logistics disruptions across industries, including those in which we operate, which have been exacerbated by the higher demand for our outdoor recreation productsas well as inflationary pressures (especially as it relates to raw material and associated inventory replenishment actions of our customers.purchased component prices). These adverse supply chain and logistics constraints and disruptionsfactors have impacted the timing, sourcing, availability and cost of raw materials and components that are necessary to manufacture our outdoor recreation products. Certain of the Company's component suppliers and logistical service providers experienced disruptions, resulting in supply shortages acrossproducts, all of which adversely impacted our segments formargins and inventory levels during fiscal 2022. During the first half of fiscal 2023, the Company saw improvement in the availability of certain materials and components that are necessary to produce our products. Moreover, during the first two quarters of fiscal 2022, the Fishing segment was significantly impacted by these supply chaincomplete finished products and logistical infrastructure disruptions, resulting in decreased sales volumes in that segment over the same periods in the prior year. Asconverted a result of these disruptions, the Company has taken certain actions to attempt to meet the continued strong consumer demand for its products to continue to fulfill product orders. These actions include building and procuring numerous categories of inventory (in some cases at significantly higher price points than what was historically paid) to mitigate against potential shortages during fiscal 2022 in certainsignificant portion of its materials and components that are necessaryraw material inventory to manufacture Company products. These buying actions have subsequently resulted in decreased margins and the Company carrying significantly higher levels of inventoryfinished goods available for a number of its materials, components and products at the end of each of the first two fiscal quarters of 2022.

Because the Company expects that these same supply chain and logistics disruptions will continue throughout fiscal 2022, the Company remains focused on evaluating and pursuing additional options (beyond building inventory) to meet the continued strong consumer demand for its products. Nonetheless, these supply chain and logistics disruptions remain fluid and will likely adversely impact the cost of goods sold for future sales of product for the remainder of fiscal 2022 and/or adversely impact the Company’s ability to fill all customer demand for its products, especially given the volatility and changing circumstances brought on by the COVID-19 pandemic and its impact on the global supply chain and logistics infrastructure.shipping.

Highlights

Net sales of $189,623$202,115 for the second quarter of fiscal 2022 decreased $16,533,2023 increased $12,492, or 8%7%, from the same period in the prior year. While consumer demand remains strong, sales volumes have been negatively impacted by product availability and supply chain disruptions, particularly in Fishing, the Company's largest segment. This sales volume decrease and lower gross margins resulting fromincreased overall, higher costs of sales were the primary drivers of the $20,607operating expenses drove a $4,039 decrease in operating profit over the prior year quarter.

During the second fiscal quarter of 2023, the Company sold the Military and Commercial Tents product lines of its Camping business segment to a third party in an asset sale for a purchase price of $14,990,000 which closed on March 17, 2023. The net book value of the assets and liabilities sold was approximately $8,350,000, resulting in a gain on sale of approximately $6,640,000, which is recorded in Other (income) expense, net in the Company’s accompanying Condensed Consolidated Statements of Operations. The purchase price and the net proceeds received by the Company related to this sale are subject to customary purchase price adjustment provisions and Company indemnity obligations set forth in the definitive purchase agreement.

Seasonality

The Company’s business is seasonal in nature. The second fiscal quarter traditionally falls within the Company’s primary selling season for its warm-weather outdoor recreation products.  The table below sets forth a historical view of the Company’s seasonality during the last three fiscal years. Due to the timing of the COVID-19 outbreak, the Company's traditional seasonal sales pacing, where our heaviest sales volumes typically occurred during our second and third fiscal quarters, shifted during fiscal 2020. See “Coronavirus (COVID-19)” above for additional information ofregarding the impact of COVID-19 on changes to the Company’s seasonality for fiscal 2020 and 2021 which changes are expected to continue to evolve over the remainder of fiscal 2022.
 Fiscal Year
 202120202019
Quarter EndedNet
Sales
Operating
Profit
Net
Sales
Operating
Profit
Net
Sales
Operating
Profit
December22 %22 %22 %10 %19 %%
March27 %32 %27 %45 %32 %43 %
June29 %34 %23 %17 %31 %43 %
September22 %12 %28 %28 %18 %%
 100 %100 %100 %100 %100 %100 %
Results of Operations

COVID-19.
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JOHNSON OUTDOORS INC.
 Fiscal Year
 202220212020
Quarter EndedNet
Sales
Operating
Profit
Net
Sales
Operating
Profit
Net
Sales
Operating
Profit
December21 %21 %22 %22 %22 %10 %
March26 %23 %27 %32 %27 %45 %
June27 %36 %29 %34 %23 %17 %
September26 %20 %22 %12 %28 %28 %
 100 %100 %100 %100 %100 %100 %
Results of Operations

The Company’s net sales and operating profit (loss) by business segment for the periods shown below were as follows:

Three Months EndedSix Months Ended Three Months EndedSix Months Ended
April 1, 2022April 2, 2021April 1, 2022April 2, 2021 March 31, 2023April 1, 2022March 31, 2023April 1, 2022
Net sales:Net sales: Net sales: 
FishingFishing$129,323 $160,016 $237,679 $287,015 Fishing$155,341 $129,323 $293,382 $237,679 
CampingCamping19,167 14,244 33,301 26,438 Camping13,725 19,167 25,338 33,301 
Watercraft RecreationWatercraft Recreation23,009 17,778 37,609 30,221 Watercraft Recreation12,890 23,009 22,548 37,609 
DivingDiving18,194 14,208 34,685 28,301 Diving20,308 18,194 39,367 34,685 
Other / Eliminations(70)(90)(127)(152)
Other / Corporate / EliminationsOther / Corporate / Eliminations(149)(70)(183)(127)
TotalTotal$189,623 $206,156 $343,147 $371,823 Total$202,115 $189,623 $380,452 $343,147 
Operating profit (loss):Operating profit (loss): Operating profit (loss): 
FishingFishing$11,321 $40,400 $27,613 $68,163 Fishing$17,121 $11,321 $32,693 $27,613 
CampingCamping5,119 2,962 7,869 5,770 Camping2,071 5,119 2,824 7,869 
Watercraft RecreationWatercraft Recreation3,164 2,814 4,695 3,883 Watercraft Recreation569 3,164 154 4,695 
DivingDiving1,209 (1,253)1,662 (1,594)Diving1,444 1,209 1,457 1,662 
Other / Eliminations(5,384)(8,887)(12,650)(16,629)
Other / Corporate / EliminationsOther / Corporate / Eliminations(9,815)(5,384)(20,266)(12,650)
TotalTotal$15,429 $36,036 $29,189 $59,593 Total$11,390 $15,429 $16,862 $29,189 

See “Note 16 – Segments of Business” of the notes to the accompanying Condensed Consolidated Financial Statements for the definition of segment net sales and operating profit.

Net Sales

Consolidated net sales for the three months ended April 1, 2022March 31, 2023 were $189,623, a decrease$202,115, an increase of $16,533,$12,492, or 8%7%, compared to $206,156$189,623 for the three months ended April 2, 2021.1, 2022. Foreign currency translation had virtually noan unfavorable impact of less than 1% on current year second quarter net sales compared to the prior year's second quarter net sales.

Net sales for the three months ended April 1, 2022March 31, 2023 for the Fishing business were $129,323, a decrease$155,341, an increase of $30,693,$26,018, or 19%20%, from $160,016$129,323 during the second fiscal quarter of the prior year. While product demand remains strong,The increase in sales over the decrease in Fishing was driven by significantprior year quarter is primarily attributable to increased supply chain disruptions and component availability versus the prior year quarter, resulting unavailability of components experienced in the current year quarter.ability to fill more orders with distributors and retail partners, as well as higher sales levels due to product price increases (which represented approximately 30% of the increase in net sales between quarters).

Net sales for the Camping business were $19,167$13,725 for the second quarter of the current fiscal year, an increasea decrease of $4,923,$5,442, or 35%28%, from the prior year net sales during the same period of $14,244$19,167 due to increaseddecreased sales of Jetboil and Eureka! consumer camping products, due to continued strong participation in outdoor recreation activities.

Net sales foras demand declined from the second quarter of fiscal 2022 forincreased levels seen during the Watercraft Recreation business were $23,009, an increase of $5,231, or 29%, compared to $17,778 in the prior year same period. Continued strong demand for the segment's Sportsman line and successful pedal and motorized product offerings drove the increase over the prior year quarter.

Net sales for Diving, our most global business, for the second quarter of fiscal 2022 were $18,194, an increase of $3,986 or 28% versus $14,208 for the three months ended April 2, 2021. In the prior year second quarter, demand was deflated duepandemic. Due to the effects of COVID-19 which caused the closure of destination travel locations and resulted in lower tourism activities that tend to generate demand for our products in this segment. As several regions around the world have re-opened, sales volumes have increased. Foreign currency translation had an unfavorable impact on sales in this segment of approximately 2% versus the prior year quarter.

For the six months ended April 1, 2022, consolidated net sales of $343,147 decreased $28,676 or 8% compared to $371,823 for the six months ended April 2, 2021. Foreign currency translation had virtually no impact on net salestiming of the current year to date period versustransaction, the prior year to date period.

Net sales for the six months ended April 1, 2022 for the Fishing business were $237,679, a decrease of $49,336, or 17% from $287,015 during the same period of the prior year. The decrease over the prior year to date period was driven mainly by thesale
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JOHNSON OUTDOORS INC.
previously discussed logisticsof the Military and Commercial Tents product lines had a negligible effect on the decrease in segment sales quarter over quarter.

Net sales for the second quarter of fiscal 2023 for the Watercraft Recreation business were $12,890, a decrease of $10,119, or 44%, compared to $23,009 in the prior year same period. Reductions in demand from the elevated levels seen during the pandemic drove the decline from the prior year.

Net sales for Diving, our most global business, for the second quarter of fiscal 2023 were $20,308, an increase of $2,114 or 12% versus $18,194 for the three months ended April 1, 2022. As destination travel has rebounded, sales volumes have increased along with the increase in tourism, partially offset by an unfavorable foreign currency translation impact on sales in this segment of approximately 2% versus the prior year quarter.

For the six months ended March 31, 2023, consolidated net sales of $380,452 increased $37,305 or 11% compared to $343,147 for the six months ended April 1, 2022. Foreign currency translation had an unfavorable impact of approximately 1% on net sales of the current year to date period versus the prior year to date period.

Net sales for the six months ended March 31, 2023 for the Fishing business were $293,382, an increase of $55,703, or 23% from $237,679 during the same period of the prior year. In addition to price increases (which accounted for approximately 30% of the year over year increase in net sales), the increase over the prior year to date period was driven mainly by improved supply chain disruptions which adversely impactedand component availability over the prior year to date period, resulting in our ability to satisfy demand for product orders.

Net sales for the Camping business were $33,301$25,338 for the six months ended April 1, 2022, an increaseMarch 31, 2023, a decrease of $6,863,$7,963, or 26%24%, from the prior year net sales during the same period of $26,438. Increased sales of Jetboil and Eureka! consumer camping products as a result of$33,301, due to decreased demand from the increased participation in outdoor recreation activities werelevels seen during the primary driverpandemic. Due to the timing of the increase.transaction, the sale of the Military and Commercial Tents product lines had a negligible effect on the decrease in segment sales year over year.

Net sales for the six months ended April 1, 2022March 31, 2023 for the Watercraft Recreation business were $37,609, an increase$22,548, a decrease of $7,388,$15,061, or 24%40%, compared to $30,221$37,609 in the prior year same period. IncreasedReductions in demand as a result of increased participation in watercraft recreationfrom the elevated levels seen during the COVID-19 pandemic drove the overall increase overdecline from the prior year to date period.year.

Diving net sales were $39,367 for the six months ended March 31, 2023 versus $34,685 for the six months ended April 1, 2022, versus $28,301 for the six months ended April 2, 2021, an increase of $6,384,$4,682, or 23%13%. The sales increase was largely due to increased demand for our products as the global tourism industry has started to recover.recover from the pandemic. The impact of increased sales volumes was offset in part by the unfavorable effect of foreign currency translation of 3%4% versus the prior year to date period.
 
Cost of Sales

Cost of sales for the three months ended April 1, 2022 was $121,038March 31, 2023 of $126,780 increased $5,742 compared to $112,902$121,038 for the three months ended April 2, 2021.1, 2022.  The increase year over year was driven primarily by increases in costs, specifically increased materials costs and increased inbound freight costs, as the Company continues to manage disruptions in its supply chain to ensure the availability of necessary components, parts and other raw materials across our segments to try to meet sales demand for our products.volumes.

For the six months ended April 1, 2022,March 31, 2023, cost of sales was $213,931$242,338 compared to $203,539$213,931 in the same period of the prior year. The increase year over year was primarily driven by increased sales volumes. Additionally, while the Company began to see some relief in freight and material costs late in the current year versusfirst fiscal quarter of 2023, the cost of components, parts and other raw materials in inventory, in some cases at significantly higher price points than what was historically paid, also contributed to the increase in cost of sales over the prior year as described above.to date period.

Gross Profit Margin

For the three months ended April 1, 2022,March 31, 2023, gross profit as a percentage of net sales was 36.2%37.3% compared to 45.2%36.2% in the three month period ended April 2, 2021. While1, 2022. Factors impacting the Company has implementedchange in gross profit percentage between quarters included increased sales volumes and the implementation of price increases across product lines, they were not enough to offset the negative gross profit impact of cost increases noted above as well as reduced overhead absorption.lines.

For the six months ended April 1, 2022,March 31, 2023, gross profit as a percentage of net sales was 37.7%36.3% compared to 45.3%37.7% in the prior six month period. As noted above, the Company has implemented pricePrice increases across product lines, but they haveand efficiencies from higher sales volumes were not been significant enough to offset the negative gross profit impact of cost increaseshigh inventory costs driven by the supply chain and reduced overhead absorptionlogistics disruptions noted above.above, particularly in the first fiscal quarter of 2023.

Operating Expenses

Operating expenses were $53,156 for the three months ended April 1, 2022, compared to $57,218 for the three months ended April 2, 2021.  The decrease of $4,062 was primarily due to the impact of lower sales volume-driven expenses, as well as lower variable and deferred compensation expense, between quarters. Unfavorable market conditions on the Company's deferred compensation plan assets resulted in approximately $3,300 of lower deferred compensation expense in the current year quarter as compared to the prior year quarter, which was entirely offset by a loss in Other Expense (Income), net related to marking these deferred compensation plan assets to market.

Operating expenses were $100,027 for the six months ended April 2, 2021, compared to $108,691 for the six months ended April 2, 2021. The decrease of $8,664 was primarily due to the impact of lower sales volume-driven expenses, as well as lower variable and deferred compensation expense, between periods. Unfavorable market conditions on the Company's deferred compensation plan assets resulted in approximately $4,700 of lower deferred compensation expense in the current year to date period as compared to the prior year to date period, which was entirely offset by a loss in Other Expense (Income), net related to marking these deferred compensation plan assets to market.

Operating Profit

Operating profit on a consolidated basis for the three month period ended April 1, 2022 was $15,429, compared to an operating profit of $36,036 in the second quarter of the prior fiscal year.   Lower sales volumes and reduced gross margins as discussed above were the primary drivers of the decrease in operating profit between quarters.

Operating profit on a consolidated basis for the six months ended April 1, 2022 was $29,189, compared to an operating profit of $59,593 in the prior year to date period. The decrease year over year was driven primarily by lower sales volumes and reduced gross margins as discussed above.
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JOHNSON OUTDOORS INC.
Operating expenses were $63,945 for the three months ended March 31, 2023, compared to $53,156 for the three months ended April 1, 2022.  The increase of $10,789 was primarily due to the impact of higher sales volume-driven expenses, as well as higher warranty, compensation, professional services and deferred compensation expense between quarters. More favorable market conditions on the Company's deferred compensation plan assets resulted in approximately $3,300 of higher deferred compensation expense recorded in the Company's Corporate segment in the current year quarter as compared to the prior year quarter. This increase in expense was entirely offset by a gain in Other (income) expense, net related to marking these deferred compensation plan assets to market.

Operating expenses were $121,252 for the six months ended March 31, 2023, compared to $100,027 for the six months ended April 1, 2022. The increase of $21,225 was primarily due to the impact of higher sales volume-driven expenses, as well as higher warranty, compensation, professional services and deferred compensation expense, between periods. For the year to date period, deferred compensation expense recorded in the Corporate segment increased approximately $3,500 as compared to the prior year to date period, which was offset by a gain in Other (income) expense, net.

Operating Profit

Operating profit on a consolidated basis for the three month period ended March 31, 2023 was $11,390, compared to an operating profit of $15,429 in the second quarter of the prior fiscal year.   Higher operating expenses in the current year quarter, as discussed above, was the primary driver of the decrease in operating profit between quarters.

Operating profit on a consolidated basis for the six months ended March 31, 2023 was $16,862, compared to an operating profit of $29,189 in the prior year to date period. The decrease year over year was driven primarily by higher material costs as well as the increase in operating expenses discussed above.

Interest

Interest expense was $49$38 and $35$49 for the three months ended March 31, 2023 and April 1, 2022, and April 2, 2021, respectively. Interest expense was $75 for the six months ended March 31, 2023 compared to $87 foror the six months ended April 1, 2022.

Interest income was $735 and $102 for the three months ended March 31, 2023 and April 1, 2022, compared to $67respectively. Interest income was $1,562 for the six months ended April 2, 2021.

Interest income for the three month periods ended April 1, 2022 and April 2, 2021 was $102 and $80, respectively. Interest income wasMarch 31, 2023 compared to $195 for the six months ended April 1, 2022 compared to $162 for2022. The increase in interest income over the six months ended April 2, 2021.prior year periods was driven by increased interest rates.

Other Expense (Income), net

Other expenseincome was $2,272$7,861 for the three months ended April 1, 2022March 31, 2023 compared to other incomeexpense of $1,229$2,272 in the prior year period.  NetThe main driver of the increase over the prior year quarter is the gain on the sale of the Military and Commercial Tents product lines of approximately $6,640 recorded in the current year quarter. Additionally, net investment lossesgains and earnings on the assets related to the Company’s non-qualified deferred compensation plan were $1,289 in the three month period ended March 31, 2023 compared to losses of $2,046 in the three month period ended April 1, 20222022. For the three months ended March 31, 2023, foreign currency exchange losses were $46 compared to net investment gains and earnings of $1,257 in the three month period ended April 2, 2021. The change year over year in the investment value of these assets was offset by the decrease in deferred compensation expense included in the Company's Operating expenses during the same periods. For$146 for the three months ended April 1, 2022, foreign currency exchange losses were $146 compared to gains of $217 for the three months ended April 2, 2021. 2022.

For the six months ended April 1, 2022,March 31, 2023, other expenseincome was $1,498$9,765 compared to other incomeexpense of $3,633$1,498 in the six months ended April 2, 2021.1, 2022. The main driver of the increase over the prior year period is the gain on the sale of the Military and Commercial Tents product lines of approximately $6,640 recorded in the current year period. Net investment lossesgains and earnings on the assets related to the Company’sCompany's non-qualified deferred compensation plan in the six months ended April 1, 2022March 31, 2023 were $702,$2,824, compared to net investment gains and earningslosses of $3,994$702 in the six months ended April 2, 2021.1, 2022. Foreign currency exchange gains were $230 for the six months ended March 31, 2023, compared to losses wereof $513 for the six months ended April 1, 2022, compared to gains of $121 for the six months ended April 2, 2021.2022.

Income Tax Expense

The Company’s provision for income taxes is based upon estimated annual effective tax rates in the tax jurisdictions in which the Company operates.  The effective tax rate for the three and six month periods ended April 1, 2022March 31, 2023 were 25.1%25.5% and 25.3%26.2%, respectively, compared to 25.4%25.1% and 24.7%25.3% in the corresponding periods of the prior year. A key factor impacting the effective tax rate for the six months ended April 2, 2021 was the favorable impact from an intra-entity transfer of assets other than inventory reported in the prior year period.

Net Income

Net income for the three months ended April 1, 2022March 31, 2023 was $9,900,$14,861, or $0.97$1.45 per diluted common class A and B share, compared to net income of $27,834,$9,900, or $2.74$0.97 per diluted common class A and B share, for the second quarter of the prior fiscal year.
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JOHNSON OUTDOORS INC.

Net income for the six months ended April 1, 2022March 31, 2023 was $20,756,$20,740, or $2.04$2.02 per diluted common class A and B share, compared to net income of $47,681,$20,756, or $4.70$2.04 per diluted common class A and B share, for the six months ended April 2, 2021.

1, 2022.

Liquidity and Financial Condition

Cash and cash equivalents totaled $113,186$107,648 as of April 1, 2022,March 31, 2023, compared to cash and cash equivalents of $186,921$113,186 as of April 2, 2021.  The decrease in cash year over year was due primarily to the Company's decision to build and procure numerous categories of inventory (in some cases at significantly higher prices than was historically paid) in an attempt to mitigate against potential shortages during this fiscal year.1, 2022.  The Company’s debt to total capitalization ratio was 0% as of March 31, 2023 and April 1, 2022 and April 2, 2021.2022.  The Company’s total debt balance was $0 as of each of March 31, 2023 and April 1, 2022 and April 2, 2021.2022.  See “Note 11 – Indebtedness” in the notes to the Company’s accompanying condensed consolidated financial statements for further discussion.

Accounts receivable, net of allowance for doubtful accounts, were $144,600 as of March 31, 2023, an increase of $25,083 compared to $119,517 as of April 1, 2022, a decrease of $10,622 compared to $130,139 as of April 2, 2021.2022.  The decreaseincrease is consistent with decreasedincreased sales volumes year over year. Inventories were $236,671 as of March 31, 2023, an increase of $1,451, compared to $235,220 as of April 1, 2022, an increase of $110,682,2022. Accounts payable were $51,855 at March 31, 2023 compared to $124,538$56,720 as of April 2, 2021. As noted above, the increase in our inventory balances over the prior year period is due to increased raw material and other component purchases, at higher costs, in an effort to meet increased demand for products in the current year period. Accounts payable were $56,720 at April 1, 2022 compared to $50,609 as of April 2, 2021, which increase corresponded with the increase in inventory balances between periods.2022.

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JOHNSON OUTDOORS INC.
The Company’s cash flows from operating, investing and financing activities, as presented in the Company’s accompanying Condensed Consolidated Statements of Cash Flows, are summarized in the following table:

Six months ended Six months ended
(thousands)(thousands)April 1,
2022
April 2,
2021
(thousands)March 31,
2023
April 1,
2022
Cash used for: 
Cash (used for) provided by:Cash (used for) provided by: 
Operating activitiesOperating activities$(104,648)$(11,955)Operating activities$(18,095)$(104,648)
Investing activitiesInvesting activities(15,722)(9,822)Investing activities992 (15,722)
Financing activitiesFinancing activities(6,528)(4,690)Financing activities(6,710)(6,528)
Effect of foreign currency rate changes on cashEffect of foreign currency rate changes on cash(364)951 Effect of foreign currency rate changes on cash1,658 (364)
Decrease in cash and cash equivalentsDecrease in cash and cash equivalents$(127,262)$(25,516)Decrease in cash and cash equivalents$(22,155)$(127,262)

Operating Activities

Cash used for operations totaled $104,648$18,095 for the six months ended April 1, 2022March 31, 2023 compared to $11,955$104,648 during the corresponding period of the prior fiscal year.  The increasedecrease in cash used for operations over the prior year six month period was due primarily to higher inventory purchases in the prior year period, due to the Company's decision to build and procure certain raw material and component inventory in its attempt to mitigate against potential pandemic-related shortages in meeting product demand. Lower net income in the current year to date period also contributed to increased use of cash between periods. Depreciation and amortization charges were $6,914$7,829 for the six month period ended April 1, 2022March 31, 2023 compared to $6,751$6,914 for the corresponding period of the prior year. 

Investing Activities

Cash used forprovided by investing activities totaled $15,722$992 for the six months ended April 1, 2022March 31, 2023 compared to $9,822cash used by investing activities of $15,722 for the corresponding period of the prior fiscal year. Cash usage for capitalCapital expenditures totaledwere $13,998 in the six months ended March 31, 2023, compared to $15,724 for the current year six month period and $9,828 forin the prior year to date period. The increase in capital expenditures in the current year period is primarilyincludes proceeds of $14,990 related to the expansion of the Fishing facility to accommodate additional production.Big Tents sale previously discussed. Any additional capital expenditures in fiscal 20222023 are expected to be funded by working capital.
 
Financing Activities

Cash used for financing activities totaled $6,528$6,710 for the six months ended April 1, 2022March 31, 2023 compared to $4,690$6,528 for the six month period ended April 2, 20211, 2022 and represents the payment of dividends and purchase of treasury stock. The Company had no debt during either quarter ended March 31, 2023 and April 1, 2022 and April 2, 2021.2022. See Note 11 "Indebtedness" to the accompanying Condensed Consolidated Financial Statements for additional information on our credit facilities.

As of April 1, 2022March 31, 2023 the Company held approximately $52,895$43,971 of cash and cash equivalents in bank accounts in foreign taxing jurisdictions.

Contractual Obligations and Off Balance Sheet Arrangements
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JOHNSON OUTDOORS INC.

The Company has contractual obligations and commitments to make future payments including under operating leases and open purchase orders.  There have been no changes outside of the ordinary course of business in the specified contractual obligations during the quarter ended April 1, 2022.March 31, 2023.
 
The Company utilizes letters of credit primarily as security for the payment of future claims under its workers compensation insurance.  Letters of credit outstanding were approximately $181$173 and $181 as of March 31, 2023 and April 1, 2022, and April 2, 2021, respectively.

The Company anticipates making contributions of $46 to its defined benefit pension plan during the remainder of fiscal 2022.

The Company has no other off-balance sheet arrangements.

Critical Accounting Policies and Estimates

The Company’s critical accounting policies and estimates are identified in the Company’s Annual Report on Form 10-K for the fiscal year ending October 1, 2021September 30, 2022 in Management’s Discussion and Analysis of Financial Condition and Results of Operations
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JOHNSON OUTDOORS INC.
under the heading “Critical Accounting Estimates”, which was filed with the Securities and Exchange Commission on December 10, 2021.9, 2022. There were no significant changes to the Company’s critical accounting policies and estimates during the six months ended April 1, 2022.March 31, 2023.


Item 3.    Quantitative and Qualitative Disclosures about Market Risk

Except as noted below with respectThe Company is exposed to the COVID-19 outbreak, the Company’smarket risk in foreign currency exchange rates, interest rates, commodity prices and inflation. For a discussion of exposure to market risk, is limitedrefer to the availability of necessary raw materials and fluctuations in raw material commodity and other component prices, interest rate fluctuationsCompany’s Annual Report on borrowings under our unsecured credit facilities and foreign currency exchange rate risk associated with our foreign operations.  The Company does not utilize financial instruments for trading purposes.

Coronavirus outbreak

As disclosed in our prior filings with the Securities and Exchange Commission and elsewhere herein, in December 2019, a new strain of coronavirus ("COVID-19") began to spread globally, leaving no region or part of the world unaffected by the pandemic it has created. Governments and health authorities have been taking, and continue to take, measures to prevent the spread of this virus, and have approved the use of vaccines to help curb the spread of this virus, but it is presently unknown to what extent the vaccines and these other actions will be successful or the potential timing of completion of these measures and their outcome and any resulting impact on the Company's business in the future, including related to demandForm 10-K for the Company's productsfiscal year ending September 30, 2022, in Management’s Discussion and any continued disruption inAnalysis of Financial Condition and Results of Operations under the supply of (or the costs associated with) necessary components and raw materials for the Company to produce products to meet sales demand. If COVID-19 is not contained, among other things, the ability of the Company’s suppliers to manufacture and deliver the products that it sells to the Company (at the quantities and pricing demanded by the Company)heading “Market Risk Management”, the ability of the Company to manufacture and deliver its products to its customers, the Company's ability to display its products at trade shows and similar events, the Company's ability to conduct meetings with its customers and prospective customers, and, if a significant number of its employees at a particular facility or location were to contract coronavirus, the Company’s ability to conduct its day-to-day operations could all be adversely impacted. The continued financial impact of the coronavirus pandemic on the Company (including with respect to the continued heightened demand for the Company’s outdoor recreation products and any continued disruption in its supply chain and global logistics infrastructure) will depend on future developments and cannot be reasonably predicted or estimated at this time, but could materially and adversely affect its results for an unknown but possibly extended period. See the section "Risk Factors" identified in Part I, Item 1A in our Form 10-Kwhich was filed with the Securities and Exchange Commission on December 10, 2021 for more information.

Foreign Exchange Risk

The Company has9, 2022. There have been no significant foreign operations, for which the functional currencies are denominated primarily in euros, Swiss francs, Hong Kong dollars, and Canadian dollars. As the values of the currencies of the foreign countries in which the Company has operations increase or decrease relativechanges to the U.S. dollar, the sales, expenses, profits, losses, assets and liabilities of the Company’s foreign operations, as reportedour market risk in the Company’s consolidated financial statements, increase or decrease, accordingly. Approximately 12% of the Company’s revenues for the six month periodmonths ended April 1, 2022 were denominated in currencies other than the U.S. dollar. Approximately 4% were denominated in euros, approximately 6% in Canadian dollars and approximately 1% in Hong Kong dollars, with the remaining revenues denominated in various other foreign currencies. Changes in foreign currency exchange rates can cause unexpected financial losses or cash flow needs.  The Company may mitigate a portion of the fluctuations in certain foreign currencies through the use of foreign currency forward contracts.  Foreign currency forward contracts enable the Company to lock in the foreign currency exchange rate to be paid or received for a fixed amount of currency at a specified date in the future. The Company may use such foreign currency forward contracts to mitigate the risk associated with changes in foreign currency exchange rates on financial instruments and known commitments, including commitments for inventory purchases, denominated in foreign currencies. As of April 1, 2022 and April 2, 2021, the Company held no foreign currency forward contracts.

Interest Rate Risk

The Company operates in a seasonal business and experiences significant fluctuations in operating cash flow as working capital needs increase in advance of the Company’s primary selling and cash generation season, and decline as accounts receivable are collected and cash is accumulated or debt is repaid.  The Company is subject to interest rate risk on its seasonal working capital needs if such needs are funded with short term floating rate debt.
Commodities

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JOHNSON OUTDOORS INC.
Certain components used in the Company’s products are exposed to commodity price changes.  The Company manages this risk through instruments such as purchase orders and non-cancelable supply contracts.  Primary commodity price exposures include costs associated with metals, resins and packaging materials.

Impact of Inflation

The Company anticipates that changing costs of basic raw materials may impact future operating costs and, accordingly, the prices of its products.  The Company is involved in continuing programs to mitigate the impact of cost increases through changes in product design and identification of sourcing and manufacturing efficiencies.  Price increases and, in certain situations, price decreases are implemented for individual products, when appropriate.

The Company’s results of operations and financial condition are presented based on historical cost.  The Company does not believe that inflation has significantly affected its results of operations.

Supply Chain Sourcing Risk

As described elsewhere herein, the COVID-19 pandemic has disrupted the normal seasonal selling patterns for the Company’s warm-weather outdoor recreation products.As stay at home restrictions were lifted, the Company has seen an increase in demand for its products that has continued into fiscal 2022.This higher than normal level of demand has (along with demand for certain raw materials and components used in our products from third parties in other industries unrelated to our products) placed strain on the Company’s supply chain and the global logistics infrastructure, which has resulted in, and may continue to result in, limited availability of key raw materials and components that may ultimately result in delays in fulfilling orders or higher purchase prices (including increased expediting costs) to get the raw material and other components needed for the Company to fulfill orders and meet demand.The Company is monitoring this risk and planning for alternative sources of supply of critical components where feasible.March 31, 2023.

Item 4.    Controls and Procedures

The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in the Company’s reports filed or submitted under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that the information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is accumulated and communicated to its management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of the end of such period, the Company’s disclosure controls and procedures were effective at reaching a level of reasonable assurance. It should be noted that in designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost benefit relationship of possible controls and procedures. The Company has designed its disclosure controls and procedures to reach a level of reasonable assurance of achieving the desired control objectives.

There were no changes in the Company’s internal control over financial reporting (as defined in Rules 13a‑15(f) and 15d‑15(f) under the Exchange Act) that occurred during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
 

PART II    OTHER INFORMATION

Item 1.    Legal Proceedings

In the normal course of business, the Company may be involved in various legal proceedings from time to time.  We do not believe we are currently involved in any claim or action the ultimate disposition of which would have a material adverse effect on our financial statements.

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JOHNSON OUTDOORS INC.
Item 1A. Risk Factors
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JOHNSON OUTDOORS INC.

There have been no material changes to the risk factors disclosed in our Form 10-K as filed with the Securities and Exchange Commission on December 10, 2021.9, 2022.

Item 6.    Exhibits

See Exhibit Index to this Form 10-Q report.

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 thereunto duly authorized.
JOHNSON OUTDOORS INC.
Signatures Dated: May 9, 20225, 2023 
 /s/ Helen P. Johnson-Leipold
 Helen P. Johnson-Leipold
 Chairman and Chief Executive Officer
 (Principal Executive Officer)
  
 /s/ David W. Johnson
 David W. Johnson
 Vice President and Chief Financial Officer
 (Principal Financial and Accounting Officer)

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JOHNSON OUTDOORS INC.


Exhibit Index to Quarterly Report on Form 10-Q
Exhibit
Number
 
Description
Articles of Incorporation of the Company as amended through February 17, 2000. (Filed as Exhibit 3.1(a) to the Company’s Form 10-Q for the quarter ended March 31, 2000 and incorporated herein by reference.)
Bylaws of the Company as amended and restated through December 6, 2010. (Filed as Exhibit 3.2 to the Company’s Form 10-K for the year ended October 1, 2010 and incorporated herein by reference.)
  
Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  
Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
  
Certification of Periodic Financial Report by the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
  
101
The following materials from Johnson Outdoors Inc.’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 1, 2022March 31, 2023 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith: (i) Condensed Consolidated Balance Sheets; (ii) Condensed Consolidated Statements of Operations; (iii) Condensed Consolidated Statements of Comprehensive Income; (iv) Condensed Consolidated Statements of Cash Flows; (v) Condensed Consolidated Statements of Shareholders' Equity and (vi) Notes to Condensed Consolidated Financial Statements. XBRL Instance Document – the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
104The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 1, 2022,March 31, 2023, formatted in Inline XBRL (included in Exhibit 101).
 
(1) This certification is not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.




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