Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 8, 2024

HENNESSY ADVISORS, INC.

(Exact name of registrant as specified in its charter)

California	001-36423	68-0176227
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7250 Redwood Blvd., Suite 200 Novato, California	94945
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number including area code: (415) 899-1555

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a‑12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of each exchange on which registered
Common stock, no par value	HNNA	The Nasdaq Stock Market LLC
4.875% Notes due 2026	HNNAZ	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 2.02.

Results of Operations and Financial Condition

On August 8, 2024, Hennessy Advisors, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2024. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8‑K and is incorporated by reference herein.

Item 7.01.

Regulation FD Disclosure

On August 8, 2024, the Company issued a press release announcing that it had declared a cash dividend of $0.1375 per share on its common stock. The cash dividend is payable September 5, 2024, to shareholders of record at the close of business on August 22, 2024. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8‑K and is incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits

EXHIBIT INDEX

Exhibit	Description

99.1	Press release.

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HENNESSY ADVISORS, INC.



August 8, 2024	By:	/s/ Teresa M. Nilsen
		Teresa M. Nilsen
		President

Exhibit 99.1

Media Contacts:
Teresa Nilsen

Hennessy Advisors, Inc.

Terry@hennessyadvisors.com; 800-966-4354

Hibre Teklemariam

SunStar Strategic

HTeklemariam@sunstarstrategic.com; 703-894-1057

FOR IMMEDIATE RELEASE

Hennessy Advisors, Inc. Reports 73% Increase in Quarterly
Earnings Per Share and Announces Quarterly Dividend

August 8, 2024, Novato, CA - Hennessy Advisors, Inc. (Nasdaq: HNNA) reported results for its third fiscal quarter of 2024, which ended June 30, 2024. The firm also announced a quarterly dividend of $0.1375 per share to be paid on September 5, 2024, to shareholders of record as of August 22, 2024, which represents an annualized dividend yield of 6.6%.*

“The U.S. stock market continues to perform well in 2024, with the Dow Jones Industrial Average up 4.79% and the S&P 500® Index up 15.29% for the calendar year-to-date through June 30, 2024. Even the most persistent stock market naysayers seem to have come to a consensus that the markets will likely remain positive through the end of the year. Investors appear to be optimistic about lower inflation data, continued earnings growth, possible interest rate cuts, and solid 2.3% GDP growth estimates for 2024 – and rightly so in my opinion,” said Neil Hennessy, Chairman and CEO. “We at Hennessy Funds are proud to manage a successful fund lineup. Our family of funds has delivered both recent solid returns and consistent long-term results,” he added.

“We are both pleased with our product performance and encouraged by the flows into our funds. In the nine months ended June 30, 2024, we have grown assets under management by nearly $1 billion, due to our three-pronged effort of fund acquisitions of $72 million, net inflows of $364 million, and fund performance of $560 million,” said Teresa Nilsen, President and COO. “With our total assets under management over $4 billion, we are notably increasing net income, earnings per share, and cash flow over prior periods,” she added.

Summary Highlights (compared to the prior comparable quarter ended June 30, 2023):

●

Total revenue of $7.8 million, an increase of 37%.

●

Net income of $2.0 million, an increase of 82%.

●

Fully diluted earnings per share of $0.26, an increase of 73%.

●

Average assets under management, upon which revenue is earned, of $3.9 billion, an increase of 37%.

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Total assets under management of $4.0 billion, an increase of 36%.

●

Cash and cash equivalents, net of gross debt, of $21.8 million, an increase of 14%.

	Three Months Ended June 30,				Change
	2024		2023		Amount		Percent
Total Revenue	$	7,784,523	$	5,701,330	$	2,083,193		36.5	%
Net Income		2,029,527		1,116,039		913,488		81.9	%
Earnings Per Share (Diluted)		0.26		0.15		0.11		73.3	%
Weighted Average Number of Shares Outstanding (Diluted)		7,732,068		7,605,689		126,379		1.7	%
Average Fund Assets Under Management		3,893,131,722		2,850,912,822		1,042,218,900		36.6	%

	As of June 30,
	2024		2023
Total Fund Assets Under Management	$	4,027,830,779	$	2,964,013,210	$	1,063,817,569		35.9	%
Cash and Cash Equivalents, Net of Gross Debt Balance		21,767,015		19,149,184		2,617,831		13.7	%

*	Based on the closing stock price of $8.34 on August 7, 2024, and an annualized dividend of $0.55 per share.

About Hennessy Advisors, Inc.

Hennessy Advisors, Inc. is a publicly traded investment manager offering a broad range of domestic equity, multi-asset, and sector and specialty funds. Hennessy Advisors, Inc. is committed to providing superior service to shareholders and employing a consistent and disciplined approach to investing based on a buy‑and‑hold philosophy that rejects the idea of market timing.

Supplemental Information

Nothing in this press release shall be considered a solicitation to buy or an offer to sell a security to any person in any jurisdiction where such offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction.

Forward-Looking Statements

This press release contains “forward-looking statements” for which Hennessy Advisors, Inc. claims the protection of the safe harbor contained in the Private Securities Litigation Reform Act of 1995. Forward‑looking statements relate to expectations and projections about future events based on currently available information. Forward‑looking statements are not a guarantee of future performance or results and are not necessarily accurate indications of the times at which, or means by which, such performance or results may be achieved. Forward‑looking statements are subject to risks, uncertainties, and assumptions, including those described in the sections entitled “Risk Factors” and elsewhere in the reports that Hennessy Advisors, Inc. files with the Securities and Exchange Commission. Unforeseen developments could cause actual performance or results to differ substantially from those expressed in, or suggested by, the forward‑looking statements. Hennessy Advisors, Inc. management does not assume responsibility for the accuracy or completeness of the forward-looking statements and undertakes no responsibility to update any such statement after the date of this press release to conform to actual results or to changes in expectations.

Document And Entity Information	Aug. 08, 2024
Document Information [Line Items]
Entity, Registrant Name	HENNESSY ADVISORS, INC.
Document, Type	8-K
Document, Period End Date	Aug. 08, 2024
Entity, Incorporation, State or Country Code	CA
Entity, File Number	001-36423
Entity, Tax Identification Number	68-0176227
Entity, Address, Address Line One	7250 Redwood Blvd.
Entity, Address, City or Town	Novato
Entity, Address, State or Province	CA
Entity, Address, Postal Zip Code	94945
City Area Code	415
Local Phone Number	899-1555
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001145255
CommonStockNoParValue Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	Common stock, no par value
Trading Symbol	HNNA
Security Exchange Name	NASDAQ
NotesDue20264875 Custom [Member]
Document Information [Line Items]
Title of 12(b) Security	4.875% Notes due 2026
Trading Symbol	HNNAZ
Security Exchange Name	NASDAQ