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(678) 775-6900
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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 during the preceding 12 months (or for such shorter period that
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Delta Apparel, Inc. and Subsidiaries
June 2022 | September 2021 | |||||||
Assets | ||||||||
Cash and cash equivalents | $ | 542 | $ | 9,376 | ||||
Accounts receivable, less allowances of $91 and $251, respectively | 68,435 | 66,973 | ||||||
Other receivables | 1,433 | 761 | ||||||
Income tax receivable | 0 | 356 | ||||||
Inventories, net | 227,671 | 161,703 | ||||||
Prepaid expenses and other current assets | 3,798 | 3,794 | ||||||
Total current assets | 301,879 | 242,963 | ||||||
Property, plant and equipment, net of accumulated depreciation of $105,998 and $99,225, respectively | 75,144 | 67,564 | ||||||
Goodwill | 37,897 | 37,897 | ||||||
Intangibles, net | 24,627 | 26,291 | ||||||
Deferred income taxes | 1,164 | 1,854 | ||||||
Operating lease assets | 47,570 | 45,279 | ||||||
Equity method investment | 10,277 | 10,433 | ||||||
Other assets | 2,893 | 2,007 | ||||||
Total assets | $ | 501,451 | $ | 434,288 | ||||
Liabilities and Equity | ||||||||
Liabilities: | ||||||||
Accounts payable | $ | 76,244 | $ | 52,936 | ||||
Accrued expenses | 25,936 | 29,949 | ||||||
Income taxes payable | 666 | 379 | ||||||
Current portion of finance leases | 8,265 | 6,621 | ||||||
Current portion of operating leases | 8,044 | 8,509 | ||||||
Current portion of long-term debt | 7,615 | 7,067 | ||||||
Current portion of contingent consideration | 563 | 0 | ||||||
Total current liabilities | 127,333 | 105,461 | ||||||
Long-term income taxes payable | 2,841 | 3,220 | ||||||
Long-term finance leases | 18,802 | 15,669 | ||||||
Long-term operating leases | 40,940 | 38,546 | ||||||
Long-term debt | 128,230 | 101,680 | ||||||
Long-term contingent consideration | 0 | 1,897 | ||||||
Other non-current liabilities | 1,591 | 3,621 | ||||||
Total liabilities | $ | 319,737 | $ | 270,094 | ||||
Shareholder's equity: | ||||||||
Preferred stock - $0.01 par value, 2,000,000 shares authorized, none issued and outstanding | 0 | 0 | ||||||
Common stock - $0.01 par value, 15,000,000 authorized, 9,646,972 shares issued, and 6,914,939 and 6,974,660 shares outstanding as of June 2022 and September 2021, respectively | 96 | 96 | ||||||
Additional paid-in capital | 60,822 | 60,831 | ||||||
Retained earnings | 166,882 | 146,860 | ||||||
Accumulated other comprehensive loss | (7 | ) | (786 | ) | ||||
Treasury stock - 2,732,033 and 2,672,312 shares as of June 2022 and September 2021, respectively | (45,432 | ) | (42,149 | ) | ||||
Equity attributable to Delta Apparel, Inc. | 182,361 | 164,852 | ||||||
Equity attributable to non-controlling interest | (647 | ) | (658 | ) | ||||
Total equity | 181,714 | 164,194 | ||||||
Total liabilities and equity | $ | 501,451 | $ | 434,288 | ||||
Three Months Ended Nine Months Ended June 2022 June 2021 June 2022 June 2021 Net sales Cost of goods sold Gross profit Selling, general and administrative expenses Other (income), net Operating income Interest expense, net Earnings before provision for income taxes Provision for income taxes Consolidated net earnings Net (loss) income attributable to non-controlling interest Net earnings attributable to shareholders Basic earnings per share Diluted earnings per share Weighted average number of shares outstanding Dilutive effect of stock awards Weighted average number of shares assuming dilution Three Months Ended Nine Months Ended June 2022 June 2021 June 2022 June 2021 Net earnings attributable to shareholders Other comprehensive income related to unrealized gain on derivatives, net of income tax Consolidated comprehensive income Accumulated Additional Other Non- Shares Amount Capital Earnings Income (Loss) Shares Amount Interest Total Balance as of September 2020 Net earnings Other comprehensive income Net loss attributable to non-controlling interest Vested stock awards Stock based compensation Balance as of December 2020 Net earnings Other comprehensive income Net loss attributable to non-controlling interest Vested stock awards Purchase of common stock Stock based compensation Balance as of March 2021 Net earnings Other comprehensive income Net loss attributable to non-controlling interest Stock based compensation Balance as of June 2021 Accumulated Additional Other Non- Common Stock Paid-In Retained Comprehensive Treasury Stock Controlling Shares Amount Capital Earnings Shares Amount Interest Total Balance as of September 2021 Net earnings Other comprehensive income Net income attributable to non-controlling interest Purchase of common stock Vested stock awards Stock based compensation Balance as of December 2021 Net earnings Other comprehensive income Net loss attributable to non-controlling interest Purchase of common stock Stock based compensation Balance as of March 2022 Net earnings Other comprehensive income Net loss attributable to non-controlling interest Purchase of common stock Stock based compensation Balance as of June 2022 Nine Months Ended June 2022 June 2021 Operating activities: Consolidated net earnings Adjustments to reconcile net earnings to net cash used in operating activities: Depreciation and amortization Amortization of deferred financing fees Provision for inventory market reserves Change in reserves for allowances on accounts receivable, net Provision for deferred income taxes Non-cash stock compensation Loss (gain) on disposal of equipment Other, net Changes in operating assets and liabilities: Accounts receivable, net Inventories, net Prepaid expenses and other current assets Other non-current assets Accounts payable Accrued expenses Net operating lease liabilities Income taxes Other liabilities Net cash (used in) provided by operating activities Investing activities: Purchases of property and equipment Proceeds from equipment purchased under finance leases Proceeds from sale of equipment Cash paid for intangible asset Cash paid for business Net cash used in investing activities Financing activities: Proceeds from long-term debt Repayment of long-term debt Repayment of finance lease obligations Payment of contingent consideration Payment of deferred financing cost Repurchase of common stock Payment of withholding taxes on stock awards Net cash provided by (used in) financing activities Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period Supplemental cash flow information Finance lease assets exchanged for finance lease liabilities Operating lease assets exchanged for operating lease liabilities Three Months Ended June 2022 June 2021 Retail Direct-to-consumer ecommerce Wholesale Net sales Nine Months Ended June 2022 June 2021 Retail Direct-to-consumer ecommerce Wholesale Net sales Three Months Ended June 2022 Net Sales Retail Direct-to-consumer ecommerce Wholesale Delta Group Salt Life Group Total Three Months Ended June 2021 Net Sales Retail Direct-to-consumer ecommerce Wholesale Delta Group Salt Life Group Total Nine Months Ended June 2022 Net Sales Retail Direct-to-consumer ecommerce Wholesale Delta Group Salt Life Group Total Nine Months Ended June 2021 Net Sales Retail Direct-to-consumer ecommerce Wholesale Delta Group Salt Life Group Total June 2022 September 2021 Raw materials Work in process Finished goods (v) a Cash Dominion Trigger Amended Credit extent June 2022 Revolving credit facility established December 2020, interest at 7.25%, due August 2025 Term loan established December 2020, interest at 7.5%, quarterly installments beginning September 2021 through December 2025 Term loan established May 2022, interest at 7.5%, quarterly installments beginning March 2023 through May 2027 March stock. Yarn Finished fabric Finished products site Three Months Ended Nine Months Ended June 2022 June 2021 June 2022 June 2021 Segment net sales: Delta Group Salt Life Group Total net sales Segment operating earnings: Delta Group (1) Salt Life Group Total segment operating earnings Three Months Ended Nine Months Ended June 2022 June 2021 June 2022 June 2021 Segment operating earnings Unallocated corporate expenses Unallocated interest expense Consolidated earnings before provision for income taxes June 2022 September 2021 Deferred tax assets $ 1 $ 266 Other non-current liabilities (8 ) (1,052 ) Accumulated other comprehensive loss $ (7 ) $ (786 ) 2022 2022. than quoted prices that are Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Period Ended Total (Level 1) (Level 2) (Level 3) Interest Rate Swaps June 2022 September 2021 Contingent Consideration June 2022 September 2021 June 2022 September 2021 Cost Accumulated Amortization Net Value Cost Accumulated Amortization Net Value Goodwill Intangibles: Tradename/trademarks 20 – 30 yrs Customer relationships 20 yrs Technology 10 yrs License agreements 15 – 30 yrs Non-compete agreements 4 – 8.5 yrs Total intangibles Business Outlook fiscalyear. basis. year period. year period. period. Our effective tax rate on 2022. See Note 2022. demand during the input costs. fiscal 2023. manufacturing efficiencies. NoteF for further Critical Accounting Policies SEC. $ 126,875 $ 118,666 $ 369,319 $ 322,015 96,182 88,427 282,100 246,677 30,693 30,239 87,219 75,338 22,416 19,914 59,613 53,005 (1,018 ) (1,578 ) (1,947 ) (218 ) 9,295 11,903 29,553 22,551 1,971 1,735 5,370 5,225 7,324 10,168 24,183 17,326 1,087 2,019 4,149 4,032 6,237 8,149 20,034 13,294 (3 ) (12 ) 11 (149 ) $ 6,240 $ 8,161 $ 20,023 $ 13,443 $ 0.90 $ 1.17 $ 2.87 $ 1.93 $ 0.88 $ 1.14 $ 2.84 $ 1.90 6,946 6,975 6,966 6,956 119 153 95 121 7,065 7,128 7,061 7,077 $ 6,240 $ 8,161 $ 20,023 $ 13,443 186 105 779 429 $ 6,426 $ 8,266 $ 20,802 $ 13,872 Common Stock Paid-In Retained Comprehensive Treasury Stock Controlling 9,646,972 $ 96 $ 61,005 $ 126,564 $ (1,322 ) 2,756,854 $ (43,133 ) $ (524 ) $ 142,686 - 0 0 883 0 - 0 0 883 - 0 0 0 125 - 0 0 125 - 0 0 0 0 - 0 (40 ) (40 ) 0 0 (2,117 ) 0 0 (84,542 ) 984 0 (1,133 ) - 0 676 0 0 - 0 0 676 9,646,972 $ 96 $ 59,564 $ 127,447 $ (1,197 ) 2,672,312 $ (42,149 ) $ (564 ) $ 143,197 - 0 0 4,398 0 - 0 0 4,398 - 0 0 0 199 - 0 0 199 - 0 0 0 0 - 0 (97 ) (97 ) - 0 0 0 0 - 0 0 0 - 0 0 0 0 - 0 0 0 - 0 278 0 0 - 0 0 278 9,646,972 $ 96 $ 59,842 $ 131,845 $ (998 ) 2,672,312 $ (42,149 ) $ (661 ) $ 147,975 - 0 0 8,161 0 - 0 0 8,161 - 0 0 0 105 - 0 0 105 - 0 0 0 0 - 0 (12 ) (12 ) - 0 442 0 0 - 0 0 442 9,646,972 $ 96 $ 60,284 $ 140,006 $ (893 ) 2,672,312 $ (42,149 ) $ (673 ) $ 156,671 Income (Loss) 9,646,972 $ 96 $ 60,831 $ 146,860 $ (786 ) 2,672,312 $ (42,149 ) $ (658 ) $ 164,194 - 0 0 3,645 0 - 0 0 3,645 - 0 0 0 212 - 0 0 212 - 0 0 0 0 - 0 25 25 0 0 0 0 0 74,232 (2,143 ) 0 (2,143 ) 0 0 (1,766 ) 0 0 (76,460 ) 674 0 (1,092 ) - 0 140 0 0 - 0 0 140 9,646,972 $ 96 $ 59,205 $ 150,505 $ (574 ) 2,670,084 $ (43,618 ) $ (633 ) $ 164,981 - 0 0 10,137 0 - 0 0 10,137 - 0 0 0 381 - 0 0 381 - 0 0 0 0 - 0 (11 ) (11 ) 0 0 0 0 0 28,015 (846 ) 0 (846 ) - 0 714 0 0 - 0 0 714 9,646,972 $ 96 $ 59,919 $ 160,642 $ (193 ) 2,698,099 $ (44,464 ) $ (644 ) $ 175,356 - 0 0 6,240 0 - 0 0 6,240 - 0 0 0 186 - 0 0 186 - 0 0 0 0 - 0 (3 ) (3 ) 0 0 0 0 0 33,934 (968 ) 0 (968 ) - 0 903 0 0 - 0 0 903 9,646,972 $ 96 $ 60,822 $ 166,882 $ (7 ) 2,732,033 $ (45,432 ) $ (647 ) $ 181,714 $ 20,034 $ 13,294 11,272 10,212 244 244 1,484 1,447 (160 ) (511 ) 488 912 1,756 1,396 348 (2 ) (2,263 ) (1,672 ) (1,251 ) (5,458 ) (67,452 ) (8,244 ) 602 (2,136 ) 199 1,264 23,390 (5,191 ) (1,737 ) 3,592 409 543 264 1,939 (1,049 ) (626 ) (13,422 ) 11,003 (10,931 ) (1,676 ) 0 2,312 33 422 (132 ) (6,655 ) (583 ) (2,527 ) (11,613 ) (8,124 ) 411,600 346,841 (383,919 ) (346,131 ) (5,604 ) (5,415 ) 0 (2,110 ) (850 ) 0 (3,934 ) 0 (1,092 ) (1,133 ) 16,201 (7,948 ) (8,834 ) (5,069 ) 9,376 16,458 $ 542 $ 11,389 $ 10,381 $ 12,290 $ 6,869 $ 1,032 7company. Withcompany with approximately 9,100 worldwide, weworldwide. We design, manufacture,source, and market a diverse portfoliothe our customers'supply chain of our customers.chains. Wespecialize in sellingcasual andathletic productsand e-retailers,eRetailers, the U.S.military, and through ourbusiness-to-business digital platform. Our products are alsomade available direct-to-consumerdistribution modelgo-to-marketstrategy allows usto capitalize onour strengths to provide ourinproviding activewear andlifestyleproducts. More products, with morethan90%are sewnin our owned or leasedown facilities.This allows us tooffer52-5352-53 weekfiscal yearending onthe Saturdayclosest toSeptember 30.Our 20222023 fiscalyear isa 52-week 52-weekyear andwill endon October 1, 2022 ("September30, 2023 ("fiscal2022"10-Q10-Q presents our thirdresults for our second quarter of fiscal 2022.2023. Our 20212022 fiscal year was a 52-week52-week year and ended2, 2021 ("1, 2022 ("fiscal 2021"2022").Period EndedFiscal YearDate EndedJune 2021Fiscal 2021July 3, 2021September 2021Fiscal 2021October 2, 2021December 2021Fiscal 2022January 1, 2022March 2022Fiscal 2022April 2, 2022June 2022Fiscal 2022July 2, 202210-Q10-Q and Article 10 of Regulation S--month and nine-month periodssix months ended June 2022March 2023 arenot necessarilyindicative ofthe resultsthat maybe expectedfor ourfiscal 2022.2023.Although ourour June quarter generally beingfiscal2023 may not be indicativeof the highest and salesdistribution in our December quarter generally being the lowest.futureyears. These10-K10-K for our fiscal 2021,2022, filed with the UnitedStates Securities and Exchange Commission (“SEC”). 31%nine-months six monthsended June 2022MarchJune 2021,March 2022,we received dividendsfrom thethis investmentof $1.1 $$0.9 $nine-months six monthsended JuneMarch 2023and March 2022, wepaid approximately $1.3 $ Payments of approximately $1.8 million were made during the nine-months ended June 2021, which included payment of rent deferrals related to the June 2020 quarter as a result of the COVID pandemic.864-232-5200,864-232-5200,or via email at investor.relations@deltaapparel.com.10-K10-K for our fiscal 2021,2022, filed withtheRecently StandardsDecember 2019, June 2016, the FASBissued ASU No.2019-12,Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes, eliminates certain exceptions within Accounting Standards Codification ("ASC") 740, Income Taxes, and clarifies certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 is effective as of the beginning of our fiscal year 2022. Most amendments within the standard are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The impact of the adoption of provision of ASU 2019-12 did not have a material impact to our financial condition, results of operations, cash flows, and disclosures.Standards Not Yet AdoptedIn June 2016, the FASB issued ASU No.2016-13, 2016-13, (Topic 326)(Topic 326):Measurement of CreditLosses on Financial Instruments (“2016-13”2016-13, (“In March 2020, the FASB issued ASU 2020-04,Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04provides optional guidance for a limited period of time to ease potential accounting and financial reporting impacts of reference rate reform, including the expected transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. This new guidance includes temporary optional practical expedients and exceptions for applying U.S. GAAP to transactions affected by reference rate reform if certain criteria are met. These transactions include contract modifications, hedging relationships and the sale or transfer of debt securities classified as held-to-maturity. Entities may apply the provisions of the new standard at the beginning of the reporting period when the election is made. This guidance may be applied through December 31, 2022. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures and does not currently intend to early adopt the new rules..web sites;websites; and sales from wholesale channels,which includes our business-to-business ecommerce sales and sales in our DTG2Go sales. business.The table $ 4,412 3 % $ 3,543 3 % 1,145 1 % 2,105 2 % 121,318 96 % 113,018 95 % $ 126,875 100 % $ 118,666 100 % $ 9,685 3 % $ 8,429 3 % 3,199 1 % 5,393 2 % 356,435 96 % 308,193 95 % $ 369,319 100 % $ 322,015 100 % $ 106,020 0.1 % 0.4 % 99.5 % 20,855 20.8 % 3.4 % 75.8 % $ 126,875 $ 102,562 0.2 % 0.3 % 99.5 % 16,104 20.6 % 11.1 % 68.3 % $ 118,666 $ 323,276 0.1 % 0.3 % 99.6 % 46,043 20.3 % 5.0 % 74.7 % $ 369,319 $ 284,404 0.3 % 0.3 % 99.4 % 37,611 20.6 % 12.1 % 67.3 % $ 322,015 10Table of Contents$17.4 $$15.9 $JuneMarch 2023 and September 2022, and September 2021, respectively, consisted of thefollowing (in thousands): $ 23,660 $ 17,204 23,005 20,954 181,006 123,545 $ 227,671 $ 161,703 (as(as further amended,the “Amended CreditAgreement”) with WellsFargo Bank, (“(“Wells Fargo”), as AdministrativeAgent, the SoleLead Arranger andthe SoleBook Runner, andthe financial institutionsnamed thereinas Lenders, (collectively, (collectively,November 27, 2017, the amendment dateand continuing through thedate following9, 2018, October 8, 2018, November 19, 2019, April 27, 2020, 4, 2023; (iv) the Applicable Margin with respect to loans underthe Amended Credit Agreement is increased byAugust 28, 2020.June 2, 2022, March 23, 2023, the Borrowers entered into a Sevenththe Tenth Amendment to the Fifth Amended and Restated Credit Agreement with WellsFargo Bank (the “Agent”) and the other lenders set(the “Seventh Amendment”). The Seventh Amendment, (i) removes LIBOR based borrowingto account for specified costs and utilizes SOFR (Secured Overnight Financing Rate) asexpensesin calculating EBITDA for purposes of the primary pricing structure, (ii) amends the pricing structure based on SOFR plus a CSA (Credit Spread Adjustment) defined as 10 bps for 1 month and 15 bps for 3-month tenors, (iii) sets the SOFR floor to 0 bps, (iv) reloads the fair market value of real estate and intellectual property within the borrowing base calculation and resets their respective amortization schedules, (v) sets the maturity date to 5 years from the closing date, and (vi) updates the requirement for our Fixed Charge Coverage Ratio (“FCCR”) for the preceding 12-month period must not be less than 1.0 (previously 1.1).$170 $$25 $$200 $Debt ("ASC 470")) Debt) wherebyremittances from customers will beforwarded to our general bankaccount andJune 2022, March 2023, we had $122.8 $ 3.4%totaled $30.8 million.totaled $June March 2023 and September2022, there was $September 2021 there was $25.0 million and $19.0 $dividendsdividendpayments or stock repurchases.Promissory NoteOn October 8, 2018, we acquired substantially all ofrepurchases to the assets of Silk Screen Ink, Ltd. d/b/a SSI Digital Print Services. In conjunction with the acquisition, we issued a promissory note in the principal amount of $7.0 million. The promissory note beared interest at 6% with quarterly installments, which began January 2, 2019, with the final installment due October 1, 2021. The final payment, in accordance with the promissory note agreement, was made during the three-months ended December 2021. -year $1.1 $ $9.5 $$3.7 $Each of theseThese loans aresecured by a first-priorityfirst-is are not guaranteed by our U.S. entities.These loans are denominated in U.S. dollars, and the carrying value of have beenborrowed are classified as long-term debt.June 2022 March 2023 is as follows (in thousands): $ 2,000 7,100 3,656 $5.6 $$5.2 $JuneMarch 2023 and March 2022and 2021quarters, respectively. Distribution costs included in SG&A expensestotaled $16.8 million and $15.6 $nine-months six-monthsJune 2022 March 2023 and 2021, respectively.2022. In addition, SG&A expenses include costs related tosales associates, administrative personnel, advertising and marketing expenses, retail("("2020Stock Plan") to replace the 2010 Stock Plan,which was previously re-approvedre-Unvested awards, whileWhile employed bytheservingsserving as a director, unvested awards become fully vested under certain circumstances as defined in the 2020 Stock Plan. Such circumstances include, butbecoming disabled.disability. The Compensation Committeeis authorized to establish theterms and conditions of awardsgranted under the 2020June 2022 March 2023 and 2021March$1.1 $$0.5 $thethis compensation cost areincome tax$0.2 $$0.1 $three-monththree-month periods ended June 2022 March 2023 and June 2021, respectively.March2022. During the nine-monthssix-months endedJune and June 2021, we recognized $2.4 $$2.0 million, $$0.4 $$0.5 $nine-monthssix-months periods ended June 2022March 2023 and June 2021. 2021 2022 quarter, performance stock units and restrictedstock units representing 47,700 and 95,000 respectively, vested with the filing ofour Annual Report on Form10-K10-K for2021,2022 and were issued in accordance with their respectiveagreements. Of these vested awards, 96,350all were payable incommon stock and 46,350 were payable in cash.2021 2022 quarter,performance stock unitsand restricted stockunits representing common stock were granted and are eligible to vest upon the filing of our Annual Report on Form 10-K for fiscal 2022 and are payable in common stock.During the December 2021 quarter, performance stock units and restricted stock units representing 59,625 and 59,625 shares of our granted and are eligible to vest upon the filing of our Annual Report for fiscal 2023. Of these shares, 64,625 are payable in common stock and 54,625 are payable in cash.During the December 2021 quarter, restricted stock units representing 13,000 shares of our common stock were granted and are eligible to vest upon the filing of our Annual Report on Form 10-K for fiscal 2024 and are payable in common stock.During the March 2022 quarter, restricted stock units representing 42,000 shares of our common stock were granted and are eligible to vest upon the filing of our Annual Report for fiscal 2023. Of these shares, 21,000 are payable in common stock and 21,000 are payable in cash.During the March 2022 quarter, restricted stock units representing 42,000 shares of our common stock were granted and are eligible to vest upon the filing of our Annual Report for fiscal 2024. Of these shares, 21,000 are payable in common stock and 21,000 are payable in cash.During the June 2022 quarter, restricted stock units representing 10,000 shares of our common stock were granted and are eligible to vest upon the filing of our Annual Report on Form 10-K for fiscal 2022 and are payable in common stock. Additionally, restricted stock units representing 10,000 shares of our common stock were granted and are eligible to vest upon the filing of our Annual Report for fiscal 2023. Of these shares, 5,000 are payable in common stock and 5,000 are payable in cash. Additionally, restricted stock units representing 10,000 shares of our common stock were granted and are eligible to vest upon the filing of our Annual Report for fiscal 2024. Of these shares, 5,000 are payable in common stock and 5,000 are payable in cash.During the June 2022 quarter, performance stock units representing 10,000 were granted and are eligible to vest upon the filing of our Annual Report on Form 10-K for fiscal 2023. Of these shares, 5,000 are payable in common stock and 5,000 are payable in cash. Additionally, performance stock units representing 10,000 were granted and are eligible to vest upon the filing of our Annual Report on Form 10-K for fiscal 2024. Of these shares, 5,000 are payable in common stock and 5,000 are payable in cash. June 2022, March 2023, there was $4.9 million 2.4 years.June 2022,March 2023,minimum $ 30,480 7,620 11,059 $ 49,159 ourthe following businessunits, which are primarily focused on core activewear styles, and includes our styles:DTG2Go and Delta Activewear business units. We areActivewear. chainchains of our OurViaourseven digitalfulfillment facilities business is organized around key customer channelsDTG2Go also servicesthe eRetailer,ad-how they source their various apparel needs. screen print marketplaces, among others.wholesale markets. We offerto many mid-tier and mass market retailers. Delta Direct products include a broad portfolio of apparel and accessories under the Delta, DeltaSoffe, and sourced-branded products that we distribute utilizingSoffebrands as wellas sourceditems fromselect thirdparty brands.Our fashionbasics lineincludes our network of fulfillment centers. Delta Direct services key channels, such as the screen print, promotional,PlatinumCollection, whichoffers fresh, fashionableeRetailer channels feel,as well as versatile fleece offerings.We offer innovativeapparel products, including the retail licensing channel, whose customers sell through Delta Dri line ofperformance shirtsmany mid-tier keep athletes dryand mass market retailers. Incomfortable; ringspungarments with superiorcomfort, style and durability;and Delta Soft, acollection withGlobal Brands & Retail Direct businessheritage, mid-and heavier-weight Delta Pro Weight® and Magnum Weight® tee shirts.serve continue to be a proud supplier to both active duty andtheirakey supply chainpartner tolarge multi-nationalbrands, major brandedsportswear companies, trendyregional brands, andalltheir brandedproducts with the majority of products being sold with value-added“retail-ready”value- We also servetheirthe retail stores locations through their ecommerce channels. We sell our products to fulfillmentcenters ofadiversified audience,customerbase includingsporting goodsandoutdoor retailers,specialty andresort shops,farm andfleet stores,We also service custom apparel to major branded sportswear companies, trendy regional brands, and all branchesAs akey element of the United States armed forces. We alsointegrated Delta Groupsegment, each of Activewear’s primary channels offer our Soffe products direct to consumers at www.soffe.com.a seamless solution for our lifestyle brand focused on a broad range of apparel garments, headwear and related accessories to meet consumer preferences and fashion trends, and includes our Salt Life business, unit. These products are soldwhichis built on the authentic, aspirational SaltLife lifestyle brand that represents a passionfor the ocean,and boutique shops, traditional stores,department stores, and outdoor retailers, as well as direct-to-consumer through brandedsites and branded retail stores. Products in this segment are marketed under our lifestyle brand of Salt Life®.10-K10-K for fiscal 2021,2022, filed with (in $ 106,020 $ 102,562 $ 323,276 $ 284,404 20,855 16,104 46,043 37,611 $ 126,875 $ 118,666 $ 369,319 $ 322,015 $ 10,701 $ 13,869 $ 33,557 $ 28,394 3,574 2,916 7,037 4,726 $ 14,275 $ 16,785 $ 40,594 $ 33,120 (1) In fiscal 2021, the included $1.3 million of expense, reported within "Other loss (income), net", related to two catastrophic hurricanes that disrupted operations during the December 2020 quarter. $ 14,275 $ 16,785 $ 40,594 $ 33,120 4,980 4,882 11,041 10,569 1,971 1,735 5,370 5,225 $ 7,324 $ 10,168 $ 24,183 $ 17,326 13 (the “New Tax Legislation”) was enacted onDecember 22, 2017, which significantly revised theU.S. corporate income tax codeby, amongother things, lowering federal (“(“Section 163(j)163(j)"). GILTI is the excess of the shareholder’snet controlled foreign ("CFC") net tested income over thenet deemed tangible income.GILTI income is eligible for a deduction of up to 50%of the income inclusion, but the deduction is163(j)163(j) limitation does notallow the amount of deductible interest toexceed the sum of the taxpayer's163(j)163(j). We In addition, wehave elected toaccount for thetax on GILTIas aperiod cost and,therefore, do notrecord deferred taxesrelated to GILTIon ournine-monthssix-months ended June 2022 March 2023 was 17.2% 23.1% 21.9%2021.2022. We generally benefit from having income inforeign jurisdictions that are either exempt from income taxes or have tax rates thatJune 2022, March2023, all of ourother comprehensive income wasattributable to shareholders; none related tothe non-controllingJune 2022 March 2023 are as follows:NotionalEffective DateAmountFixed LIBOR RateMaturity DateInterest Rate SwapJuly 25, 2018$20.0 million3.18%July 25, 2023JuneMarch 2023 and September 2022 and (in thousands):2021 (in thousands): June 2022 March 2023and September 2021. (“ASC 820”), definesfair value,establishes aframework formeasuring fairvalue andexpands disclosuresaboutfair value○Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.○Level 2 – Inputs other than quoted prices that are observable for assets and liabilities, either directly or indirectly. These inputs include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are less active.○Level 3 – Unobservable inputs that are supported by little or no market activity for assets or liabilities and includes certain pricing models, discounted cash flow methodologies and similar techniques.14 Fair Value Measurements Using $ (8 ) 0 $ (8 ) 0 $ (1,052 ) 0 $ (1,052 ) 0 $ (563 ) 0 0 $ (563 ) $ (1,897 ) 0 0 $ (1,897 ) JuneMarch 2023 and September 2022,and September 2021, book value for fixed rate debt approximates approximatedfair value (a(a Level2fair valueThe DTG2Go acquisition purchase price consisted of additional payments contingent on the combined business’s achievement of certain performance targets related to sales and earnings before interest, taxes, depreciation and amortization ("EBITDA") for the period from April 1, 2018, through September 29, 2018, as well as for our fiscal years 2019,2020,2021 and 2022. The valuation of the fair value of the contingent consideration is based upon projected results. The fair value of the contingent consideration is sensitive to changes in our projected results and discount rates. As of June 2022, we estimate the fair value of contingent consideration to be $0.6 million, a $1.3 million decrease from September 2021 due to a change in projected results resulting in decreased estimated future earnout payments. $60.0 $During the June 2022 quarter, we purchased 33,934We didfor an aggregate of $1.0 million.during the March 2023quarter. Through June 2022, March 2023, we have purchased$56.4 $10b-18.10b-18. Asof June 2022, March 2023,$ (in(in thousands): Economic Life $ 37,897 $ — $ 37,897 $ 37,897 $ — $ 37,897 N/A $ 16,000 $ (4,717 ) $ 11,283 $ 16,000 $ (4,317 ) $ 11,683 7,400 (3,028 ) 4,372 7,400 (2,473 ) 4,927 10,083 (2,385 ) 7,698 9,952 (1,715 ) 8237 2,100 (914 ) 1,186 2,100 (837 ) 1,263 1,657 (1,569 ) 88 1,657 (1,476 ) 181 $ 37,240 $ (12,613 ) $ 24,627 $ 37,109 $ (10,818 ) $ 26,291 $0.6 $June 2022,March 2023,the Delta Groupsegment assets$18.0 $$19.9 $JuneMarch 2023and March 2022and June 2021 quarters was $0.6 $$0.5 $nine-monthssix-months ended JuneMarchand June 2021 was $1.8 $$2.3 $ 2022, $2.2 $2023, 2024, and approximately$2.22024, 2025, 2026, and2026.On June 1, 2021, DTG2Go, LLC acquired specified net assets of Fan Print Inc., which primarily included its Autoscale.ai technology as well as immaterial net working capital. The costs to acquire the net assets were $8.0 million, of which $6.6 million was paid at closing through our existing U.S. credit facility and $1.4 million will be paid in three installments, one installment in our third quarter of fiscal 2022 and two installments remaining. The acquisition qualified as an asset acquisition in accordance with ASU 2017-01,Clarifying the Definition of a Business, as substantially all of the fair value of the net assets acquired or $8.1 million were assigned to the technology intangible asset with an estimated economic life of 10 years. The acquisition cost also consists of additional payments contingent on the adjusted operating profits resulting from the Autoscale.ai technology for the period from June 1, 2021 through October 2, 2021, as well as for our fiscal years 2022 through 2026. These contingent earnout liabilities are recognized when the contingency is probable and reasonably estimable, which generally results in recognition, if earned, during the fourth quarter of each fiscal year and which would increase the value of the technology intangible asset.None. “plan”“plan”, “estimate”, “project”, “forecast”“forecast”, “outlook”, “anticipate”, “expect”, “intend”“intend”, “remain”, “seek"●the general U.S. and international economic conditions;●the impact of the COVID-19 pandemic and government/social actions taken to contain its spread on our operations, financial condition, liquidity, and capital investments, including recent labor shortages, inventory constraints, and supply chain disruptions;●significant interruptions or disruptions within our manufacturing, distribution or other operations;●deterioration in the financial condition of our customers and suppliers and changes in the operations and strategies of our customers and suppliers;●the volatility and uncertainty of cotton and other raw material prices and availability;●the competitive conditions in the apparel industry;●our ability to predict or react to changing consumer preferences or trends;●our ability to successfully open and operate new retail stores in a timely and cost-effective manner;●the ability to grow, achieve synergies and realize the expected profitability of acquisitions;●changes in economic, political or social stability at our offshore locations in areas in which we, or our suppliers or vendors, operate;●our ability to attract and retain key management;●the volatility and uncertainty of energy, fuel and related costs;●material disruptions in our information systems related to our business operations;●compromises of our data security;●significant changes in our effective tax rate;●significant litigation in either domestic or international jurisdictions;●recalls, claims and negative publicity associated with product liability issues;●the ability to protect our trademarks and other intellectual property;●changes in international trade regulations;●our ability to comply with trade regulations;●changes in employment laws or regulations or our relationship with employees;●negative publicity resulting from violations of manufacturing standards or labor laws or unethical business practices by our suppliers and independent contractors;●the inability of suppliers or other third-parties, including those related to transportation, to fulfill the terms of their contracts with us;●restrictions on our ability to borrow capital or service our indebtedness;●interest rate fluctuations increasing our obligations under our variable rate indebtedness;●the ability to raise additional capital;●the impairment of acquired intangible assets;●foreign currency exchange rate fluctuations;●the illiquidity of our shares; and●price volatility in our shares and the general volatility of the stock market.2021,2022, filed withthe SEC. Any forward-looking statementsin this Quarterly Report onForm 10-Q10-laws.law.The resultsthirdfive channels, including recordsecond quarter fiscal 2022 reflect a continuation performance at Salt Life and DTG2Go with year-over-yearsales growththe solid performance we achieved in the first half of fiscal 2022, which we believe has been driven by strong consumer demand for our products. While sales continue to grow year over year, our operating margin was negatively impacted by inflationary pressures, resulting in higher variable selling16% and distribution costs and lower operating margins. Our bottom line results achieved diluted earnings per share of $0.88 for the third quarter. Our five focused go-to-market strategies and our vertical manufacturing supply chain are driving growth across all the channels we serve. Our Delta Group segment saw 3%19%, respectively, as well as double-digit sales growth overin our Retail Directchannel.prior yearquarter spanned across our diversifiedall channels of distribution and asconsumer recognition of the brand continues to proliferate across the United Statesresult license agreement forthe Salt Life Home collection to be offered toproviding additional value-added services. Drivenmore digitalcapacity into its locationsintegrated with our large part by increased customer demand, our Activewear business, comprisedconnection witha prioracquisition. DTG2Go& Retail Direct business, saw sales increase overchannel where we providecustom decorated product to large brandsandprior year third quarter. Our digital print business, DTG2Go, also sawUnitedStates military, amongothers. Whilethe high inventorylevels amongbrands and retailersis currentlypressuringthird quarter in our Retail Direct channel,where we provide decorated, “retail ready” products to brick and mortar and e-commercefiscal 2022. Theseveral areas ofour business, including SaltLife, segment exceeded DTG2Go, and Globalprior year third quarter with sales increasing by 30%. Our wholesale channel continuedconsumerpoint-of-sale. Salesin thesechannels typicallycarry more demonstrate strength,the decoration and the Salt Life branded retail footprint was further expandedother value-adding servicesthey require, along with the opening potential to pass through rawmaterial cost risks in selling prices.new locationsour fiscalyear.We willcontinue to focus onincrementally reducing our inventory anddebt levels in Foley, Alabama; Hilton Head, South Carolina; Boca Raton, Florida;thecoming quarters and Rehoboth Beach, Delaware, bringingnumberback half of retail doors to 20 locations across seven states. Our recent Salt Life retail store openings have continued to validate the strength of the Salt Life brand and our go-to-market strategy.basis and, in certain limited instances, we have presented our financial results on a GAAP and non-GAAP (“adjusted”) basis, which is further described in the sections entitled “Non-GAAP Financial Measures.”$126.9$110.3 million in the thirdsecond quarter of fiscal 2022, an increase2023, adecrease of 7%16% compared to the prior year third secondquarter net sales of $118.7$131.7 million. grew 3% decreased 21%to $106.0 $91.3million in the thirdsecond quarter offiscal 2022 2023compared to $102.6 $115.3million inthe prioryear third second Direct, Retail Direct and Global Brands grew 3% channels declined from the prioryear period. This was offset by record secondquarter DTG2Go sales, up 18%year. year, andincreased sales in our Retail Directchannel during the quarter.Net sales for the first nine sixmonths of 20222023 were $323.3$188.4 million, a 14% increase over13%declineyear. segment thirdsegment’s net sales forthe second quarterof fiscal 2022 revenue 2023grew 30% to $20.9 16% andreached a secondquarter record $19.0million compared to $16.1$16.4 millionthirdsecond quarter. The segment’sgrowth was primarily driven by growthincreases in both our wholesale channel and retail stores.direct to consumer channels. Forthe first ninesix months of 2022,$46.0$29.3 million,up over $8.4 million16% from prior year period net sales of $25.2 million.net sales of $37.6 million.Gross margins were 24.2% for the third quarter of fiscal 2022, declining 130 basis points from the prior year thirdsecond quarter gross margin of 25.5%.The 19.1% 5.5%for the thirdsecond quarterof fiscal 2022,2023, adecline of 260 basis points from the prior year thirdsecond quarter marginsof 21.7%21.6%. Grossmarginsincreasedhigherinventory costs from inflationaryraw material and other input costs. Marginspricing in fiscal 2022flowing through sales during thequarter.ninesix months of fiscal 20222023 declined from 20.2%19.9% inthe prior year period to 19.6%6.8% of sales insales. Adjusted for $4.3 million of plantcurrent year.The six-months ended March50.2%59.0% inthe thirdsecond quarter of fiscal 2022,2023, an improvementof 50660 basis points compared to 49.7%52.4% in thethirdsecond quarter resultingfrom a favorable mix of sales,including increased Salt Life branded direct-to-consumer salesthrough both our ecommerce andretail store sales.channels. Forninesix months of fiscal year 2022,2023, gross margins grew to 51.6%58.3% of sales from 47.9%52.7% in the prior year. $22.4$19.3 million in the thirdsecond quarter of fiscal 2022,2023, or 17.7%17.5% of sales,compared to $19.9$19.7 million, 16.8% or 15.0%thirdsecond quarter. The increase in SG&A expensesas a percentage of $2.5 million comparedsales was driven by the further expansion of Salt Life’s branded retail store footprintthird quarter was primarily driven by higher variable selling and distribution costs.period. SG&Aexpenses for the first ninesix months of 2022fiscal2023 were $59.6$38.2 million, or 16.1%17.5% of$53.0$37.2 million, or 16.5%15.3% of sales, and drivenby fixed costs period-over-period compared to lower sales in the priorcurrent year.2022 and 2021 thirdfirst sixmonths of fiscal quarters includes a discretegain of $2.5 million from thesettlement of a commercial litigation matterrecorded in the first quarter ofGreen Valley Industrial Park Honduranequity method investment. Other income for the third fiscal quarter of 2022 also includes a valuation change in our contingent consideration liabilities of $0.8 million. The first nine months of 2022 other income was $1.9 million, including profits related to our Green Valley Industrial Park equity toof our contingent consideration. Other expensefirst nine months of 2021 include $1.9 million of expenses related to the impact of two hurricanes that disrupted our Honduran manufacturing facilities in the December 2020 quarter in addition to $0.4 million of long-lived asset impairment charges as the result of a strategic decision in the June 2021 quarter to exit branded Soffe retail stores.Operating profit in the third second20222023 was $9.3 million. This is$5.3 million, a decrease of 22% overfrom theprior year thirdsecond fiscal quarteroperating profit of $11.9 million of operating profit. $14.4 million.For the first nine six2022,2023, operating loss was $7.9 million,declining from the prior year operating income was $29.5of $20.2 million.hadexperienced an operating incomeloss of $10.7$7.5 million in the third fiscalsecond quarter of 2022,fiscal 2023, or 10.1% 8.2%of net sales, compared to $13.9operating income of13.5%12.5% of netsales, in the prior year third secondquarter. The decrease declinein operating profit was driven by declining lowergross margins. Operating incomeloss was $33.6 $7.410.4%3.9% of sales, for the first nine monthshalf of fiscal 2022,2023, compared to $28.4operating income of $22.9 million,or 10.0%10.5% of sales in the prior year adjusted for $1.3 million of hurricane-related disruption costs.hadearned operatingincome of $3.6$4.6 millionin the thirdsecond quarterof fiscal quarter of 2022,2023, or 17.1%24.5% of net sales,compared to $2.9$3.3 million,or 18.1% 20.2%third secondquarter. Theincrease in operating profit income as apercentage of saleswas driven by higher sales volume and increasedimproved gross margins offset by higher selling and distribution costs. margins.For the first nine six$2.3$1.4 millionto $7.0$4.8 million.third quarterssecond quarter of fiscal year 2023 was $3.7 million,and for the second quarter of fiscal year 2022 and 2021 was $2.0 million and $1.7 million, respectively.$1.8 million. Net interest expenseforninesix months of 2022fiscal 2023 was $5.4$6.6 million comparedto $5.2$3.4 million in the prior year first ninesix months.nine-monthsix-month period ended June 2022 March 2023was 17.2%27.5%. This compares to aneffective tax rate of 23.1% 18.2%for the same period in the21.917.9 % for the full fiscal year 2021. Changes in the mix of U.S. taxable income compared to profits in tax-free or lower-tax jurisdictions have driven this change in our effective tax rate.incomeloss attributable to shareholders for the thirdsecond fiscalquarter of 2022 were $6.22023 was $7.0 million, or $0.88$1.00 per diluted share,compared to $8.2net income of $10.1 million, or $1.14 $1.44incomeloss attributable to shareholders for the first ninesix months of 2022fiscal 2023 was $20.0$10.6 million, or $2.84$1.51 per diluted share, compared to $13.4$1.90$1.95 per diluted share, in theprior year.$68.4 $62.0million at June 2022, March 2023,compared to $67.0$68.2 millionas of September 2021. 2022.Days sales outstanding ("DSO")as of June 2022March2023 were 49 454752 days at September 2021.JuneMarch 2023 was $243.2 million, a decrease of $5.4 million from September 2022 was $227.7 million,and an increase of $66.0$45.5 million from September 2021 and $75.4 million from June 2021.March 2022. The inventory both the prior thirdyearsecond quarter and the fiscal year end as aresult of higherincreased input costs impacting materials, transportation and labor combinedcosts; however, itrepresents a sequential declinefrom the December 2022quarter as aan increase in units on hand.$162.4$194.3 million at June 2022,March 2023, anincrease of $40.6$23.7 million from September 2021.2022. Cash on hand$30.8 $12.8million at June 2022, March 2023,a $14.6$21.9 million decreasefrom September 2021 2022principally drivenby investments in the business to support workingand increased input costs due to reduced consumer demand impacting ourcustomers as well as inflationary pressures.Non-GAAP Financial MeasuresWe provide all information required in accordance with U.S. GAAP, but we believe that evaluating our ongoing operating results may be difficult if limited to reviewing only U.S. GAAP financial measures. In an effort to provide investors with additional information regarding our results, we also provide non-GAAP information that management believes is useful to investors. We discuss operating income, net income and earnings per diluted share performance measures that are, for comparison purposes, adjusted to eliminate items or results stemming from discrete events. We do this because management uses these measures in evaluating our underlying performance on a consistent basis across periods. We also believe these measures are frequently used by securities analysts, investors and other interested parties in the evaluation of our ongoing performance. These non-GAAP measures have imitations as analytical tools, and securities analysts, investors and other interested parties should not consider any of these non-GAAP measures in isolation or as a substitute for analysis or our results as reported under U.S. GAAP. These non-GAAP measures may not be comparable to similarly titled measures used by other companies.$13.4$19.1 million for the ninesix monthsended June 2022March 2023 compared to $11.0 $14.5million of cash providedused in theprior year. The decrease increase providedused in operating cashflows in thecurrent year are isdue to a buildthe timingof payments fromcustomers and tovendors, in inventory as a result of increased input costs and manufacturing output. This was partially offset by increasedaddition to thedecreased earnings inthebusiness and change in timingfirst half of payments to suppliers in the current period.$10.9$2.5 million during the first ninesix months of 20222023 compared to $1.7$7.7 million in the same period in theprior year. During the nine-months ended June 2022, there were $10.4 million of Wecurrentlyfinanced under a capital lease arrangement. We anticipatein 2023 compared to2022, with our fiscal 2022 capital expenditures including those financed under capital leases, expectedto be approximately $20 million for fiscal 2022 and to be focused primarilyfocus on our distribution expansion, digital print equipment, manufacturing equipment, direct-to-consumer investments includingnew Saltdirect-to-consumer investments, including additional Salt Life retail store openings.ninesix monthsended June 2022, March 2023,cash provided byfinancing activities was $16.2$17.5 million andcompared to$13.8 million inthe prior year, primarilyrelated to fund fundingAdditionally, a significant deterioration in our business results could cause our availability to fall below minimum thresholds, thereby requiring us to maintain the minimum FCCR specified in our credit agreement, which we may not be able to maintain. Moreover, our credit facility includes a financial covenant that if the availability under our credit facility falls below the amounts specified in our U.S. credit agreement, our fixed charge coverage ratio (FCCR) for the preceding 12-month period must not be less than 1.0. While ourOur availability at June 2022March 2023 was abovethe minimum thresholds specifiedin oura significant deterioration in our business could cause our availabilityand we were compliant with theapplicable EBITDA covenant minimum thresholds. Wenote that the execution of the NinthAmendment to fall below such thresholds, thereby requiring usthe Fifthmaintain the minimum FCCR specified in our credit agreement.In the third quarter of fiscal 2022theour previously announced share repurchase programin the Company purchased 33,934 shares for $1.0 million, bringing theMarch 2023 quarter.The total amount repurchased to $56.4 million duringprogram. programis $56.4 million.At the end of the third secondquarter of fiscal 2022,2023, theCompany had $3.6 million ofremaining repurchase capacityunder its existing2021,2022, andthere have been no changes in thosepolicies since the filing of that AnnualReport on FormSEC, except as disclosed in Note C—New Accounting Standards related to the adoption of the cloud computing standard.Chief Financial Officer, principalaccounting officer,asChief Financial Officer,principalaccounting officer, hasevaluated the effectiveness of ourdisclosure controls andChief Financial OfficerprincipalJune 2022March 2023 quarterthat have materiallyaffected, orare reasonably likelyto materiallyaffect, ourinternal controlover financialRisk FactorsOther Information20Item 6.ExhibitsExhibitsExhibits10.1Employment Agreement between Delta Apparel, Inc and Matthew J. Miller dated April 4, 2022: Incorporated by reference to Exhibit 10.1 to the Company's 10-Q filed on April 2, 2022. 10.2Employment Agreement between Delta Apparel, Inc and Jeffrey N. Stillwell dated January 1, 2022.31.131.232.132.2101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.101.SCHInline XBRL Taxonomy Extension Schema101.CALInline XBRL Taxonomy Extension Calculation Linkbase101.DEFInline XBRL Taxonomy Extension Definition Linkbase101.LABInline XBRL Taxonomy Extension Label Linkbase101.PREInline XBRL Taxonomy Extension Presentation Linkbase104Cover Page Interactive Data File - (formatted as Inline XBRL and contained in Exhibit 101)Pursuant to the requirements of the Chief Executive Officerpursuant to Rule 13a-14(a) under theSecurities Exchange Act of 1934, as amended,as adopted pursuant toDELTA APPAREL, INC.(Registrant)DateAugust 4, 2022By:/s/Simone WalshSimone Walsh
Chief Financial Officer22