Blue Apron Holdings, Inc. Reports Third Quarter 2022 Results
Blue Apron (NYSE: APRN) reported third quarter 2022 results with net revenue flat year-over-year at $109.7 million, down 11.7% sequentially. Key metrics included a 13.7% increase in Average Order Value to $70.83 and an 8.6% rise in Average Revenue per Customer to $340. Cash reserves were $31.0 million. An at-the-market offering raised $14.1 million to enhance liquidity. Despite these metrics, the company withdrew its revenue growth target for 2022 due to funding uncertainties from affiliates of Joseph N. Sanberg, sparking concerns over liquidity.
- Average Order Value rose 13.7% year-over-year to $70.83.
- Average Revenue per Customer increased 8.6% year-over-year to $340.
- Completed an at-the-market offering, generating approximately $14.1 million in net proceeds.
- Net revenue decreased 11.7% sequentially and was flat year-over-year at $109.7 million, impacted by seasonality and a bulk sale in the prior quarter.
- Net loss was $25.8 million, despite a smaller loss compared to the previous year.
- Withdrawn revenue growth target of 7% to 13% for full year 2022 due to uncertainty in funding.
- Cost of goods sold as a percentage of revenue increased both year-over-year and sequentially.
Third Quarter 2022 Highlights
-
Net revenue remained flat year-over-year and was down
11.7% sequentially to , impacted by seasonality and the presence in the prior quarter of a bulk sale to an enterprise customer$109.7 million -
Average Order Value rose
13.7% year-over-year and5.5% sequentially to , a record high, primarily due to a price increase introduced in the second quarter ended$70.83 June 30, 2022 (2Q22) and ongoing product innovations -
Average Revenue per Customer increased
8.6% year-over-year and3.8% sequentially to , a record high, primarily attributable to the price increase initiated in 2Q22$340 -
Cash and cash equivalents were
as of$31.0 million September 30, 2022 -
On
October 6, 2022 , the company completed an at-the-market offering resulting in approximately of net proceeds to manage short-term liquidity, in light of not yet having received the expected funding from affiliates of$14.1 million Joseph N. Sanberg -
Because
Blue Apron has not yet received the funding from Mr. Sanberg’s affiliates, onNovember 6, 2022 , the company entered into a pledge agreement with one of Mr. Sanberg’s affiliates to secure payment of the of private placement funding owed to the company. The company obtained a security interest in certain securities of private companies with a value estimated to be significantly in excess of the owed amount$56.5 million - In the third quarter, the company started to take actions to further stabilize its cash position, and began to identify and implement cost reduction initiatives. The company is also evaluating financing and other alternatives to manage its liquidity
“We also successfully executed an at-the-market offering right after quarter end, resulting in approximately
Key Customer Metrics
Key customer metrics in the table below reflect the company’s product initiatives and targeted marketing investments, the seasonality of the company’s business, and other operating trends. The metrics below exclude the impact of a
|
Three Months Ended |
|||||||
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|
|
|
|
|
|||
|
2022 |
|
2022 |
|
2021 |
|||
Orders (in thousands) |
|
1,548 |
|
|
1,701 |
|
|
1,760 |
Customers (in thousands) |
|
323 |
|
|
349 |
|
|
350 |
Average Order Value |
$ |
70.83 |
|
$ |
67.14 |
|
$ |
62.30 |
Orders per Customer |
|
4.8 |
|
|
4.9 |
|
|
5.0 |
Average Revenue per Customer |
$ |
340 |
|
$ |
328 |
|
$ |
313 |
For a description of how
Third Quarter 2022 Financial Results
-
Net revenue was
, consistent with net revenue in the third quarter of 2021 (3Q21), and was impacted by a decline in Customers and Orders, but was offset by an increase in Average Order Value, which reflects the pricing increases introduced in the second half of 2021 and first half of 2022, as well as ongoing product innovation and variety. Net revenue decreased$109.7 million 12% sequentially, mainly due to a bulk sale related to a directed donation to an enterprise customer by a company related party that took place in 2Q22, as well as due to typical seasonal trends in the business.$10.0 million -
Cost of goods sold, excluding depreciation and amortization (COGS), as a percentage of net revenue, increased 90 basis points year-over-year from
66.9% to67.8% . The increase was primarily driven by higher shipping and fulfillment packaging costs due to price increases and fuel surcharges, partially offset by a slight improvement in food costs. COGS as a percentage of net revenue increased 250 basis points sequentially, mainly due to typical seasonal trends in the business. -
Marketing expenses were
, or$17.3 million 15.8% of net revenue, a16% increase from 3Q21 as part of the company’s growth strategy to drive customer acquisition and target new customers. Marketing expenses declined21% from 2Q22 driven by a deliberate pullback due to significant cost increases caused by competitive pressures seen during the quarter as well as due to typical seasonal trends in the business. -
Product, technology, general and administrative (PTG&A) expenses increased
5% from in 3Q21 to$35.2 million in 3Q22. The increase was primarily due to an increase in professional fees to support the company’s strategic initiatives. As a percentage of net revenue, PTG&A increased 160 basis points year-over-year from$37.0 million 32.1% to33.7% . PTG&A declined4% from in 2Q22, primarily due to lower accrued bonus expense.$38.5 million -
Net loss was
, and diluted loss per share was$25.8 million , based on 34.9 million weighted-average shares outstanding. This compares with a net loss of$0.74 , and diluted loss per share of$27.6 million , in 3Q21 based on 23.7 million weighted-average shares outstanding.$1.17 -
The total shares outstanding as of
September 30, 2022 , were 34,955,828. Following the completion of the at-the-market equity offering as described below, total shares outstanding were 39,578,600 as ofOctober 6, 2022 . -
Adjusted EBITDA was a loss of
, compared with an adjusted EBITDA loss of$17.5 million in 3Q21.$11.7 million
Liquidity and Capital Resources
-
Cash and cash equivalents were
as of$31.0 million September 30, 2022 . -
Cash used in operating activities totaled
in 3Q22, compared with cash used of$20.7 million in the third quarter of the prior year. The higher operating cash outflow was primarily related to increased losses.$16.5 million -
Capital expenditures totaled
in 3Q22, representing an increase of$2.0 million from 3Q21.$1.0 million -
Free cash flow was
in 3Q22, compared with$(22.7) million in 3Q21. The change was driven by increased operating cash outflow, as well as an increase in capital expenditures.$(17.6) million -
On
August 7, 2022 , the company amended the original RJBApril 2022 private placement purchase agreement to increase the aggregate amount of RJB’s remaining equity commitment from to$20.0 million (including the unpaid$50.0 million equity commitment from the original purchase agreement) at a purchase price of$20.0 million per share while extending the closing date to on or before$5.00 August 31, 2022 , and by adding a personal guarantee of RJB’s obligations fromMr. Sanberg . OnAugust 7, 2022 , the company also amended the gift card sponsorship agreement with a related party affiliated withMr. Sanberg to extend the closing date toAugust 31, 2022 and add a personal guarantee of his affiliate’s obligations fromMr. Sanberg . -
On
September 7, 2022 , the RJB private placement was further amended to increase the aggregate purchase price from to$50.0 million at a purchase price of$56.5 million per share and to extend the closing date to$5.65 September 30, 2022 . OnSeptember 7, 2022 , the company also further amended the gift card agreement to reduce the gift card sponsorship fee from to$20.0 million and to extend the due date to$18.5 million September 19, 2022 . The company collected during the third quarter with$5.6 million remaining to be paid. RJB’s obligation to complete the second closing is not subject to closing conditions.$12.9 million -
On
November 6, 2022 , the company andRemember Bruce, LLC , an affiliate ofMr. Sanberg , entered into a guaranty and pledge agreement. In the agreement, Remember Bruce granted the company a security interest in Remember Bruce’s equity interests in securities of certain privately-held issuers; the certificates (if any) representing the pledged shares; and all dividends, distributions, cash, instruments and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the pledged shares. The value of the pledged shares as ofNovember 6, 2022 is estimated to be significantly in excess of the owed to the company, based on a third-party valuation report reviewed by the company and based on representations made by the pledgor in the pledge agreement.$56.5 million Blue Apron is permitted to exercise remedies under the pledge agreement if the outstanding amounts owed to the company remain unpaid afterNovember 30, 2022 , or earlier if the pledgor breaches the pledge agreement. Pursuant to the guaranty and pledge agreement, Remember Bruce also agreed to guarantee RJB’s obligation to pay the of funding owed to the company under the Purchase Agreement.$56.5 million -
On
October 6, 2022 , the company completed an at-the-market equity offering through which it issued 4,622,772 shares of its Class A common stock, resulting in total proceeds of approximately , net of commissions and offering fees.$14.1 million - If the company does not receive the private placement or gift card funds in a timely manner and is unable to reduce a sufficient amount of costs, raise alternative funds or negotiate covenant relief from its lenders, the company expects that it will breach its minimum liquidity covenant as early as later this month. The company is working with financial advisors to evaluate financing and other alternatives, in addition to being in discussions with its lenders.
ESG Initiatives
The company continues to execute on its environmental, social and governance (ESG) strategy and initiatives. Recent efforts include:
-
Releasing its Better Living Roadmap, an inaugural ESG report that highlights the company’s accomplishments in 2021 and includes its first
Sustainability Accounting Standards Board (SASB) report - Engaging Planet FWD, the leading carbon management platform for consumer companies, as a proactive step towards the company’s net zero goals
-
Joining the United Nations Global Compact Initiative and committing to elevating its role to help drive the outcomes of the United Nations’ 17
Sustainable Development Goals
Outlook
Due to the uncertainty of the anticipated funds from Mr. Sanberg’s affiliates,
Conference Call and Webcast
A recording of the webcast will be available on Blue Apron’s Investor Relations website at investors.blueapron.com following the conference call. Additionally, a replay of the conference call can be accessed until
About
Blue Apron’s vision is Better Living Through Better Food TM. Launched in 2012,
Forward-Looking Statements
This press release includes statements concerning
Use of Non-GAAP Financial Information
This press release includes non-GAAP financial measures, adjusted EBITDA and free cash flow, that are not prepared in accordance with, nor an alternative to, financial measures prepared in accordance with
The company defines adjusted EBITDA as net earnings (loss) before interest income (expense), net, other operating expense, gain (loss) on extinguishment of debt, other income (expense) net, benefit (provision) for income taxes and depreciation and amortization, adjusted to eliminate share-based compensation expense. The company presents adjusted EBITDA because it is a key measure used by the company’s management and board of directors to understand and evaluate the company’s operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, the company believes that the exclusion of certain items in calculating adjusted EBITDA can produce a useful measure for period-to-period comparisons of the company’s business. Further,
There are a number of limitations related to the use of adjusted EBITDA rather than net income (loss), which is the most directly comparable GAAP equivalent. Some of these limitations are:
- adjusted EBITDA excludes share-based compensation expense, as share-based compensation expense has recently been, and will continue to be for the foreseeable future, a significant recurring expense for the company’s business and an important part of its compensation strategy;
- adjusted EBITDA excludes depreciation and amortization expense and, although these are non-cash expenses, the assets being depreciated may have to be replaced in the future;
- adjusted EBITDA excludes (gain) loss on extinguishment of debt, as these represent primarily non-cash accounting adjustments;
- adjusted EBITDA does not reflect other (income) expense net, as this represents changes in the fair value of the liability-classified warrant obligation as of each reporting period, which were required to be settled in either cash, which would have harmed our liquidity, or our Class A common shares, which would have resulted in dilution to our stockholders;
- adjusted EBITDA does not reflect interest expense, or the cash requirements necessary to service interest, which reduces cash available to us;
- adjusted EBITDA does not reflect income tax payments that reduce cash available to us; and
- other companies, including companies in the company’s industry, may calculate adjusted EBITDA differently, which reduces its usefulness as a comparative measure.
The company defines free cash flow as net cash from (used in) operating activities less purchases of property and equipment. The company presents free cash flow because it is used by the company’s management and board of directors as an indicator of the amount of cash the company generates or uses and to evaluate the company’s ability to satisfy current and future obligations and to fund future business opportunities. Accordingly,
- There are a number of limitations related to the use of free cash flow rather than net cash from (used in) operating activities, which is the most directly comparable GAAP equivalent. Some of these limitations are:
- free cash flow is not a measure of cash available for discretionary expenditures since the company has certain non-discretionary obligations such as debt repayments or capital lease obligations that are not deducted from the measure; and
- other companies, including companies in the company’s industry, may calculate free cash flow differently, which reduces its usefulness as a comparative measure.
Because of these limitations, adjusted EBITDA and free cash flow should be considered together with other financial information presented in accordance with GAAP. A reconciliation of these non-GAAP financial measures to the most directly comparable measures calculated in accordance with GAAP is set forth below under the heading “Reconciliation of Non-GAAP Financial Measures.”
Use of Key Customer Metrics
This press release includes various key customer metrics that the company uses to evaluate our business and operations, measure its performance, identify trends affecting its business, project its future performance, and make strategic decisions. You should read these metrics in conjunction with the company’s financial statements. The company defines and determines its key customer metrics as follows:
Orders
The company defines Orders as the number of paid orders by Customers across the company’s meal, wine and market products sold on its e-commerce platforms and, beginning in 2Q22, through third-party sales platforms in any reporting period, inclusive of orders that may have eventually been refunded or credited to customers.
Customers
The company determines its number of Customers by counting the total number of individual customers who have paid for at least one Order from
Average Order Value
The company defines Average Order Value as the company’s net revenue from its meal, wine and market products sold on its e-commerce platforms and, beginning in 2Q22, through third-party sales platforms, in a given reporting period divided by the number of Orders in that period. For 2Q22, Average Order Value excludes the
Orders per Customer
The company defines Orders per Customer as the number of Orders in a given reporting period divided by the number of Customers in that period.
Average Revenue per Customer
The company defines Average Revenue per Customer as the company’s net revenue from its meal, wine and market products sold on the company’s e-commerce platforms and, beginning in 2Q22, through third-party sales platforms in a given reporting period divided by the number of Customers in that period. For 2Q22, Average Revenue per Customer excludes the
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
||
|
2022 |
|
2021 |
||
ASSETS |
|
|
|
|
|
CURRENT ASSETS: |
|
|
|
|
|
Cash and cash equivalents |
$ |
30,977 |
|
$ |
82,160 |
Accounts receivable, net |
|
19 |
|
|
234 |
Inventories, net |
|
30,789 |
|
|
24,989 |
Prepaid expenses and other current assets |
|
18,023 |
|
|
12,249 |
Total current assets |
|
79,808 |
|
|
119,632 |
Property and equipment, net |
|
97,346 |
|
|
108,355 |
Other noncurrent assets |
|
6,984 |
|
|
3,719 |
TOTAL ASSETS |
$ |
184,138 |
|
$ |
231,706 |
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
|
|
Accounts payable |
$ |
29,002 |
|
$ |
27,962 |
Current portion of related party payables |
|
3,000 |
|
|
— |
Current portion of long-term debt |
|
— |
|
|
3,500 |
Accrued expenses and other current liabilities |
|
28,955 |
|
|
31,951 |
Deferred revenue |
|
20,866 |
|
|
7,958 |
Warrant obligation |
|
— |
|
|
8,001 |
Total current liabilities |
|
81,823 |
|
|
79,372 |
Long-term debt |
|
27,365 |
|
|
25,886 |
Facility financing obligation |
|
35,799 |
|
|
35,886 |
Related party payables |
|
2,500 |
|
|
— |
Other noncurrent liabilities |
|
8,359 |
|
|
10,509 |
TOTAL LIABILITIES |
|
155,846 |
|
|
151,653 |
TOTAL STOCKHOLDERS’ EQUITY |
|
28,292 |
|
|
80,053 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
$ |
184,138 |
|
$ |
231,706 |
Condensed Consolidated Statement of Operations
(In thousands, except share and per-share data)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
|
||||||||||||
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||||||
Net revenue |
$ |
109,665 |
|
|
$ |
109,654 |
|
|
$ |
351,653 |
|
|
$ |
363,370 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of goods sold, excluding depreciation and amortization |
|
74,367 |
|
|
|
73,397 |
|
|
|
235,015 |
|
|
|
232,574 |
|
Marketing |
|
17,291 |
|
|
|
14,852 |
|
|
|
66,981 |
|
|
|
51,108 |
|
Product, technology, general and administrative |
|
36,980 |
|
|
|
35,237 |
|
|
|
118,747 |
|
|
|
108,590 |
|
Depreciation and amortization |
|
5,350 |
|
|
|
5,507 |
|
|
|
16,218 |
|
|
|
16,739 |
|
Total operating expenses |
|
133,988 |
|
|
|
128,993 |
|
|
|
436,961 |
|
|
|
409,011 |
|
Income (loss) from operations |
|
(24,323 |
) |
|
|
(19,339 |
) |
|
|
(85,308 |
) |
|
|
(45,641 |
) |
Gain (loss) on extinguishment of debt |
|
— |
|
|
|
— |
|
|
|
650 |
|
|
|
(4,089 |
) |
Interest income (expense), net |
|
(1,416 |
) |
|
|
(1,864 |
) |
|
|
(4,621 |
) |
|
|
(6,303 |
) |
Other income (expense), net |
|
— |
|
|
|
(6,432 |
) |
|
|
2,033 |
|
|
|
(5,884 |
) |
Income (loss) before income taxes |
|
(25,739 |
) |
|
|
(27,635 |
) |
|
|
(87,246 |
) |
|
|
(61,917 |
) |
Benefit (provision) for income taxes |
|
(11 |
) |
|
|
(1 |
) |
|
|
(76 |
) |
|
|
(27 |
) |
Net income (loss) |
$ |
(25,750 |
) |
|
$ |
(27,636 |
) |
|
$ |
(87,322 |
) |
|
$ |
(61,944 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) per share - basic |
$ |
(0.74 |
) |
|
$ |
(1.17 |
) |
|
$ |
(2.59 |
) |
|
$ |
(3.07 |
) |
Net income (loss) per share - diluted |
$ |
(0.74 |
) |
|
$ |
(1.17 |
) |
|
$ |
(2.59 |
) |
|
$ |
(3.07 |
) |
Weighted-average shares outstanding - basic |
|
34,853,137 |
|
|
|
23,709,639 |
|
|
|
33,747,813 |
|
|
|
20,196,442 |
|
Weighted-average shares outstanding - diluted |
|
34,853,137 |
|
|
|
23,709,639 |
|
|
|
33,747,813 |
|
|
|
20,196,442 |
|
Condensed Consolidated Statement of Cash Flows
(In thousands)
(Unaudited)
|
|
|
|
|
|
||
|
Nine Months Ended |
||||||
|
|
||||||
|
2022 |
|
2021 |
||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
||
Net income (loss) |
$ |
(87,322 |
) |
|
$ |
(61,944 |
) |
Adjustments to reconcile net income (loss) to net cash from (used in) operating activities: |
|
|
|
|
|
||
Depreciation and amortization of property and equipment |
|
16,218 |
|
|
|
16,739 |
|
Loss (gain) on disposal of property and equipment |
|
135 |
|
|
|
(1,025 |
) |
Loss (gain) on extinguishment of debt |
|
(650 |
) |
|
|
4,089 |
|
Loss (gain) upon derecognition of warrant obligation |
|
(214 |
) |
|
|
— |
|
Changes in fair value of warrant obligation |
|
(1,819 |
) |
|
|
5,884 |
|
Changes in reserves and allowances |
|
(183 |
) |
|
|
49 |
|
Share-based compensation |
|
5,384 |
|
|
|
7,631 |
|
Non-cash interest expense |
|
597 |
|
|
|
1,092 |
|
Changes in operating assets and liabilities: |
|
(289 |
) |
|
|
89 |
|
Net cash from (used in) operating activities |
|
(68,143 |
) |
|
|
(27,396 |
) |
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
||
Purchases of property and equipment |
|
(4,708 |
) |
|
|
(4,084 |
) |
Proceeds from sale of property and equipment |
|
166 |
|
|
|
1,356 |
|
Net cash from (used in) investing activities |
|
(4,542 |
) |
|
|
(2,728 |
) |
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
||
Net proceeds from debt issuances |
|
28,200 |
|
|
|
— |
|
Net proceeds from equity and warrant issuances |
|
25,500 |
|
|
|
24,571 |
|
Repayments of debt |
|
(30,625 |
) |
|
|
(2,625 |
) |
Payments of debt and equity issuance costs |
|
(1,452 |
) |
|
|
(842 |
) |
Receipt of funds held in escrow |
|
— |
|
|
|
5,000 |
|
Release of funds held in escrow |
|
— |
|
|
|
(5,000 |
) |
Principal payments on capital lease obligations |
|
(120 |
) |
|
|
(101 |
) |
Net cash from (used in) financing activities |
|
21,503 |
|
|
|
21,003 |
|
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH |
|
(51,182 |
) |
|
|
(9,121 |
) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period |
|
83,597 |
|
|
|
45,842 |
|
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period |
$ |
32,415 |
|
|
$ |
36,721 |
|
Reconciliation of Non-GAAP Financial Measures
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|||
|
Three Months Ended |
||||||||||
|
|
|
|
|
|
||||||
|
2022 |
|
|
2022 |
|
|
2021 |
|
|||
Reconciliation of net income (loss) to adjusted EBITDA |
|
|
|
|
|
|
|
|
|||
Net income (loss) |
$ |
(25,750 |
) |
|
$ |
(23,123 |
) |
|
$ |
(27,636 |
) |
Share-based compensation |
|
1,507 |
|
|
|
1,704 |
|
|
|
2,166 |
|
Depreciation and amortization |
|
5,350 |
|
|
|
5,464 |
|
|
|
5,507 |
|
Loss (gain) on extinguishment of debt |
|
— |
|
|
|
(650 |
) |
|
|
— |
|
Interest (income) expense, net |
|
1,416 |
|
|
|
1,435 |
|
|
|
1,864 |
|
Other (income) expense, net |
|
— |
|
|
|
(387 |
) |
|
|
6,432 |
|
Provision (benefit) for income taxes |
|
11 |
|
|
|
54 |
|
|
|
1 |
|
Adjusted EBITDA |
$ |
(17,466 |
) |
|
$ |
(15,503 |
) |
|
$ |
(11,666 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
|
||||||||||||
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Reconciliation of net cash from (used in) operating activities to free cash flow |
|
|
|
|
|
|
|
|
|
|
|
||||
Net cash from (used in) operating activities |
$ |
(20,861 |
) |
|
$ |
(16,518 |
) |
|
$ |
(68,143 |
) |
|
$ |
(27,396 |
) |
Purchases of property and equipment |
|
(1,885 |
) |
|
|
(1,075 |
) |
|
|
(4,708 |
) |
|
|
(4,084 |
) |
Free cash flow |
$ |
(22,746 |
) |
|
$ |
(17,593 |
) |
|
$ |
(72,851 |
) |
|
$ |
(31,480 |
) |
View source version on businesswire.com: https://www.businesswire.com/news/home/20221106005107/en/
muriel.lussier@blueapron.com
Source:
FAQ
What were Blue Apron's Q3 2022 financial results?
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Why did Blue Apron withdraw its revenue growth target for 2022?