Utz Brands Reports Fourth Quarter and Full Year 2022 Results
Utz Brands reported financial results for Q4 and FY 2022. Q4 net sales rose 17.9% to $354.7 million, primarily driven by a 15.9% increase in organic sales. Gross profit margin improved to 32.5% from 30.1% year-over-year, with adjusted gross profit margin at 36.6%. The company achieved a net income of $13.8 million, rebounding from a loss of $(16.2 million) in the prior year. FY 2022 net sales increased 19.3% to $1.4 billion, but net loss was $(14 million) compared to $8 million in FY 2021. For FY 2023, Utz anticipates organic net sales growth of 4% to 6%.
- Net sales increased 17.9% in Q4 2022 to $354.7 million.
- Gross profit margin improved to 32.5% from 30.1% year-over-year.
- Net income of $13.8 million compared to a loss of $(16.2 million) in Q4 2021.
- Adjusted EBITDA rose 17.0% year-over-year to $44.1 million.
- FY 2022 net sales grew 19.3% to $1.4 billion.
- FY 2022 net loss of $(14 million) versus net income of $8 million in FY 2021.
- Volume decline of (2.0%) during Q4 2022.
4Q’22 Summary:
-
Net sales increased
17.9% year-over-year to$354.7 million -
Organic
Net Sales increased15.9% year-over-year -
Gross profit margin expanded to
32.5% vs.30.1% in the year-ago period -
Adjusted Gross Profit Margin expanded to
36.6% vs.34.4% in the year-ago period -
Net income of
vs. a net loss of$13.8 million in the year-ago period$(16.2) million -
Adjusted EBITDA increased
17.0% year-over-year to$44.1 million
FY’22 Summary:
-
Net sales increased
19.3% year-over-year to$1,408.4 million -
Organic
Net Sales increased15.5% year-over-year -
Net loss of
vs. net income of$(14.0) million in the year-ago period$8.0 million -
Adjusted EBITDA increased
9.2% year-over-year to$170.5 million
FY’23 Outlook Highlights:
-
Utz expects Organic
Net Sales growth of4% to6% . The Company expects to grow Adjusted EBITDA by6% to10% .
See the description of the Non-GAAP financial measures mentioned in this press release and reconciliations of the Non-GAAP adjusted measures to the most comparable GAAP measures in the tables that accompany this press release.
“I’m proud of our team’s execution amidst a challenging environment to deliver strong full-year results that exceeded the outlook we set at the beginning of 2022. Our Utz associates did an exceptional job delivering those results while building for an even brighter future,” said
Fourth Quarter and Full Year 2022 Financial Highlights
|
|
13-Weeks Ended |
|
52-Weeks Ended |
||||||||||||||||||
(in $millions, except per share amounts) |
|
|
|
|
|
% Change |
|
|
|
|
|
% Change |
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
$ |
354.7 |
|
|
$ |
300.9 |
|
|
17.9 |
% |
|
$ |
1,408.4 |
|
|
$ |
1,180.7 |
|
|
19.3 |
% |
Organic |
|
|
348.9 |
|
|
|
300.9 |
|
|
15.9 |
% |
|
|
1,364.2 |
|
|
|
1,180.7 |
|
|
15.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gross Profit |
|
|
115.4 |
|
|
|
90.5 |
|
|
27.5 |
% |
|
|
449.1 |
|
|
|
383.9 |
|
|
17.0 |
% |
Gross Profit Margin |
|
|
32.5 |
% |
|
|
30.1 |
% |
|
246 bps |
|
|
31.9 |
% |
|
|
32.5 |
% |
|
(63) bps |
||
Adjusted Gross Profit |
|
|
129.7 |
|
|
|
103.5 |
|
|
25.3 |
% |
|
|
504.1 |
|
|
|
425.2 |
|
|
18.6 |
% |
Adjusted Gross Profit Margin |
|
|
36.6 |
% |
|
|
34.4 |
% |
|
217 bps |
|
|
35.8 |
% |
|
|
36.0 |
% |
|
(22) bps |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net Income (loss) |
|
|
13.8 |
|
|
|
(16.2 |
) |
|
nm |
|
|
(14.0 |
) |
|
|
8.0 |
|
|
nm |
||
Net Income Margin |
|
|
3.9 |
% |
|
|
(5.4 |
)% |
|
nm |
|
|
(1.0 |
)% |
|
|
0.7 |
% |
|
nm |
||
Adjusted Net Income |
|
|
21.5 |
|
|
|
16.0 |
|
|
34.4 |
% |
|
|
77.7 |
|
|
|
80.3 |
|
|
(3.2 |
)% |
Adjusted EBITDA |
|
|
44.1 |
|
|
|
37.7 |
|
|
17.0 |
% |
|
|
170.5 |
|
|
|
156.2 |
|
|
9.2 |
% |
Adjusted EBITDA Margin |
|
|
12.4 |
% |
|
|
12.5 |
% |
|
(9) bps |
|
|
12.1 |
% |
|
|
13.2 |
% |
|
(112) bps |
||
Basic Earnings Per Share |
|
$ |
0.18 |
|
|
$ |
(0.10 |
) |
|
nm |
|
$ |
— |
|
|
$ |
0.26 |
|
|
nm |
||
Adjusted Earnings Per Share |
|
$ |
0.15 |
|
|
$ |
0.11 |
|
|
33.1 |
% |
|
$ |
0.55 |
|
|
$ |
0.57 |
|
|
(3.5 |
)% |
Fourth Quarter 2022 Results
Net sales in the quarter increased
Organic
For the 13-week period ended
(1) IRI Total US MULO-C, custom
(2) IRI does not include certain Partner Brands and Private Label sales that are not assigned to
Gross profit increased
The Company reported a net income of
Adjusted EBITDA increased
Balance Sheet and Cash Flow Highlights
As of
-
Cash on hand of
and$72.9 million was available under the Company’s revolving credit facility, providing liquidity of approximately$163.0 million .$236 million -
Net debt of
resulting in a Net Leverage Ratio of 5.0x based on Normalized Adjusted EBITDA of$860.3 million for fiscal 2022, before giving effect to anticipated acquisition synergies of$170.7 million in fiscal 2022(3).$7.9 million
For the 52-weeks ended
-
Cash flow provided by operations was
, which is comprised of$48.2 million of operating cash flows less the buyout of third-party distributors of$71.2 million .$23.0 million -
Capital expenditures were
, of which$88.0 million was related to the purchase of the$38.4 million Kings Mountain facility, and was primarily related to growth investments.$49.6 million
(3) Anticipated acquisition synergies represent identified unrealized integration-related cost savings. The inclusion of these cost savings was originally assumed in the Company’s fiscal 2022 leverage outlook provided on
Fiscal Year 2023 Outlook
In fiscal 2023, the Company expects:
-
Total net sales growth of
3% to5% and OrganicNet Sales growth of4% to6% , with the Company’s continued shift to Independent Operators impacting total net sales growth by (1.0% ). Net sales growth is expected to be driven by net price realization, increased marketing and innovation, and continued distribution gains of the Company’s Power Brands, partially offset by the Company’s SKU rationalization program. Based on these assumptions, the Company expects sales volumes consistent with fiscal 2022.
-
Adjusted EBITDA growth of
6% to10% as gross margin expansion is expected to more than offset higher advertising and marketing expenses, and continued investments in capabilities and selling infrastructure.
The Company also expects:
-
An effective tax rate (normalized GAAP basis tax expense, which excludes one-time items) in the range of
20% to22% ; -
Interest expense of approximately
;$55 million -
Capital expenditures in the range of
to$50 ; and$55 million - Net Leverage Ratio below 4.5x at year-end fiscal 2023.
With respect to projected fiscal 2023 Adjusted EBITDA, a quantitative reconciliation is not available without unreasonable efforts due to the high variability, complexity, and low visibility with respect to certain items which are excluded from Adjusted EBITDA. We expect the variability of these items to have a potentially unpredictable, and potentially significant, impact on our future financial results.
Conference Call and Webcast Presentation
The Company will host a conference call to discuss these results today at
A replay will be archived online and is also available telephonically approximately two hours after the call concludes through
About
After a century with strong family heritage, Utz continues to have a passion for exciting and delighting consumers with delicious snack foods made from top-quality ingredients. Utz’s products are distributed nationally through grocery, mass merchandisers, club, convenience, drug, and other channels. Based in
Investors and others should note that Utz announces material financial information to its investors using its investor relations website (https://investors.utzsnacks.com/investors/default.aspx),
Forward-Looking Statements
This press release includes certain statements made herein that are not historical facts but are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. The forward-looking statements generally are accompanied by or include, without limitation, statements such as “will”, “expect”, “intends”, “goal” or other similar words, phrases or expressions. These forward-looking statements include future plans for the Company, the estimated or anticipated future results and benefits of the Company’s future plans and operations, future capital structure, future opportunities for the Company, the effect of inflation of other supply chain disruptions, statements regarding the Company’s projected balance sheet and liabilities, including net leverage, and other statements that are not historical facts. These statements are based on the current expectations of the Company’s management and are not predictions of actual performance. These statements are subject to a number of risks and uncertainties and the Company’s business and actual results may differ materially. Factors that may cause such differences include, but are not limited to: the risk that the Company’s gross profit margins may be adversely impacted by a variety of factors, including variations in raw materials pricing, retail customer requirements and mix, sales velocities and required promotional support; changes in consumers’ loyalty to the Company’s brands due to factors beyond the Company’s control; changes in demand for the Company’s products affected by changes in consumer preferences and tastes or if the Company is unable to innovate or market its products effectively; costs associated with building brand loyalty and interest in the Company’s products, which may be affected by actions by the Company’s competitors’ that result in the Company’s products not suitably differentiated from the products of their competitors; fluctuations in results of operations of the Company from quarter to quarter because of changes in promotional activities; the possibility that the Company may be adversely affected by other economic, business or competitive factors; the risk that recently completed business combinations and other acquisitions recently completed by the Company (collectively, the “Business Combinations”) disrupt plans and operations; the ability to recognize the anticipated benefits of such Business Combinations, which may be affected by, among other things, competition and the ability of the Company to grow and manage growth profitably and retain its key employees; the outcome of any legal proceedings that may be instituted against the Company following the consummation of such Business Combinations; changes in applicable law or regulations; costs related to the Business Combinations; the ability of the Company to maintain the listing of the Company’s Class A Common Stock on the
Non-GAAP Financial Measures:
Utz uses non-GAAP financial information and believes it is useful to investors as it provides additional information to facilitate comparisons of historical operating results, identify trends in our underlying operating results and provide additional insight and transparency on how we evaluate the business. We use non-GAAP financial measures to budget, make operating and strategic decisions, and evaluate our performance. These non-GAAP financial measures do not represent financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the presentation of these measures may not be comparable to similarly titled measures used by other companies.
Management believes that non-GAAP financial measures should be considered as supplements to the GAAP reported measures, should not be considered replacements for, or superior to, the GAAP measures and may not be comparable to similarly named measures used by other companies. We believe that these non-GAAP measures of financial results provide useful information to investors regarding certain financial and business trends relating to the financial condition and results of operations of the Company to date and that the presentation of non-GAAP financial measures is useful to investors in the evaluation of our operating performance compared to other companies in the salty snack industry, as similar measures are commonly used by the companies in this industry. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. The non-GAAP financial measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance.
Utz uses the following non-GAAP financial measures in its financial communications, and in the future could use others:
-
Organic
Net Sales - Adjusted Gross Profit
-
Adjusted Gross Profit as % of
Net Sales (Adjusted Gross Profit Margin) - Adjusted Selling, Distribution, and Administrative Expense
-
Adjusted Selling, Distribution, and Administrative Expense as % of
Net Sales - Adjusted Net Income
- Adjusted Earnings Per Share
- EBITDA
- Adjusted EBITDA
-
Adjusted EBITDA as % of
Net Sales (Adjusted EBITDA Margin) - Normalized Adjusted EBITDA
- Net Leverage Ratio
Organic
Adjusted Gross Profit represents Gross Profit excluding Depreciation and Amortization expense, a non-cash item. In addition, Adjusted Gross Profit excludes the impact of costs that fall within the categories of non-cash adjustments and non-recurring items such as those related to stock-based compensation, hedging and purchase commitments adjustments, asset impairments, acquisition, and integration costs, business transformation initiatives, and financing-related costs. Adjusted Gross Profit is one of the key performance indicators that our management uses to evaluate operating performance. We also report Adjusted Gross Profit as a percentage of
Adjusted Selling, Distribution, and Administrative Expense is defined as all Selling, Distribution, and Administrative expense excluding Depreciation and Amortization expense, a non- cash item. In addition, Adjusted Selling, Distribution, and Administrative Expenses exclude the impact of costs that fall within the categories of non-cash adjustments and non-recurring items such as those related to stock-based compensation, hedging and purchase commitments adjustments, asset impairments, acquisition and integration costs, business transformation initiatives, and financing-related costs. We also report Adjusted Selling, Distribution, and Administrative Expense as a percentage of
Adjusted Net Income is defined as Net Income excluding the additional Depreciation and Amortization expense, a non-cash item, related to the Business Combination with
Adjusted Earnings Per Share is defined as Adjusted Net Income (as defined, herein) divided by the weighted average shares outstanding for each period on a fully diluted basis, assuming the Private Placement Warrants are net settled and the Shares of Class V Common Stock held by Continuing Members is converted to Class A Common Stock.
EBITDA is defined as Net Income before Interest, Income Taxes, and Depreciation and Amortization.
Adjusted EBITDA is defined as EBITDA further adjusted to exclude certain non-cash items, such as stock-based compensation, hedging and purchase commitments adjustments, and asset impairments; acquisition and integration costs; business transformation initiatives; and financing-related costs. Adjusted EBITDA is one of the key performance indicators we use in evaluating our operating performance and in making financial, operating, and planning decisions. We believe Adjusted EBITDA is useful to the users of this release and financial information contained in the release in the evaluation of Utz’s operating performance compared to other companies in the salty snack industry, as similar measures are commonly used by companies in this industry. We have historically reported an Adjusted EBITDA metric to investors and banks for covenant compliance. We also provide in this release, Adjusted EBITDA as a percentage of
Normalized Adjusted EBITDA is defined as Adjusted EBITDA after giving effect to pre-acquisition Adjusted EBITDA of the
Net Leverage Ratio is defined as Normalized Adjusted EBITDA divided by Net Debt. Net Debt is defined as Gross Debt less Cash and Cash Equivalents.
Management believes that the non-GAAP financial measures are meaningful to investors because they increase transparency and assist investors to understand and analyze our ongoing operational performance. The financial measures are shown as supplemental disclosures in this release because they are widely used by the investment community for analysis and comparative evaluation. They also provide additional metrics to evaluate the Company’s operations and, when considered with both the GAAP results and the reconciliation to the most comparable GAAP measures, provide a more complete understanding of the Company’s business than could be obtained absent this disclosure. The non-GAAP measures are not and should not be considered an alternative to the most comparable GAAP measures or any other figure calculated in accordance with GAAP, or as an indicator of operating performance. The Company’s calculation of the non-GAAP financial measures may differ from methods used by other companies. Management believes that the non-GAAP measures are important to have an understanding of the Company’s overall operating results in the periods presented. The non-GAAP financial measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance. As new events or circumstances arise, these definitions could change. When the definitions change, we will provide the updated definitions and present the related non-GAAP historical results on a comparable basis.
|
|||||||
|
Thirteen weeks
|
|
Thirteen weeks
|
||||
Net sales |
$ |
354,669 |
|
|
$ |
300,932 |
|
Cost of goods sold |
|
239,221 |
|
|
|
210,451 |
|
Gross profit |
|
115,448 |
|
|
|
90,481 |
|
|
|
|
|
||||
Selling, distribution and administrative expenses |
|
|
|
||||
Selling and distribution |
|
67,892 |
|
|
|
60,200 |
|
Administrative |
|
39,794 |
|
|
|
36,157 |
|
Total selling, distribution, and administrative expenses |
|
107,686 |
|
|
|
96,357 |
|
|
|
|
|
||||
Loss on sale of assets, net |
|
(228 |
) |
|
|
(101 |
) |
|
|
|
|
||||
Income (loss) from operations |
|
7,534 |
|
|
|
(5,977 |
) |
|
|
|
|
||||
Other (expense) income |
|
|
|
||||
Interest expense |
|
(12,946 |
) |
|
|
(8,225 |
) |
Other income |
|
320 |
|
|
|
1,335 |
|
(Loss) gain on remeasurement of warrant liability |
|
(3,312 |
) |
|
|
2,520 |
|
Other (expense) income, net |
|
(15,938 |
) |
|
|
(4,370 |
) |
|
|
|
|
||||
Loss before income taxes |
|
(8,404 |
) |
|
|
(10,347 |
) |
Income tax expense (benefit) |
|
(22,231 |
) |
|
|
5,835 |
|
Net income (loss) |
|
13,827 |
|
|
|
(16,182 |
) |
|
|
|
|
||||
Net loss attributable to noncontrolling interest |
|
1,060 |
|
|
|
8,435 |
|
Net income (loss) attributable to controlling interest |
$ |
14,887 |
|
|
$ |
(7,747 |
) |
|
|
|
|
||||
Earnings (loss) per share of Class A Common Stock: (in dollars) |
|
|
|
||||
Basic |
$ |
0.18 |
|
|
$ |
(0.10 |
) |
Diluted |
$ |
0.18 |
|
|
$ |
(0.10 |
) |
Weighted-average shares of Class A Common Stock outstanding |
|
|
|
||||
Basic |
|
80,815,963 |
|
|
|
77,571,190 |
|
Diluted |
|
83,362,862 |
|
|
|
77,571,190 |
|
|
|
|
|
||||
Net income (loss) |
$ |
13,827 |
|
|
$ |
(16,182 |
) |
Other comprehensive (loss) gain: |
|
|
|
||||
Change in fair value of interest rate swap |
|
(3,196 |
) |
|
|
676 |
|
Comprehensive income (loss) |
|
10,631 |
|
|
|
(15,506 |
) |
Net comprehensive loss (income) attributable to noncontrolling interest |
|
2,413 |
|
|
|
8,435 |
|
Net comprehensive income (loss) attributable to controlling interest |
$ |
13,044 |
|
|
$ |
(7,071 |
) |
|
|||||||
|
For the year ended
|
|
For the year ended
|
||||
Net sales |
$ |
1,408,401 |
|
|
$ |
1,180,713 |
|
Cost of goods sold |
|
959,344 |
|
|
|
796,804 |
|
Gross profit |
|
449,057 |
|
|
|
383,909 |
|
|
|
|
|
||||
Selling, distribution and administrative expenses |
|
|
|
||||
Selling and distribution |
|
294,061 |
|
|
|
249,352 |
|
Administrative |
|
150,343 |
|
|
|
125,855 |
|
Total selling, distribution, and administrative expenses |
|
444,404 |
|
|
|
375,207 |
|
|
|
|
|
||||
Gain on sale of assets, net |
|
691 |
|
|
|
1,864 |
|
|
|
|
|
||||
Income from operations |
|
5,344 |
|
|
|
10,566 |
|
|
|
|
|
||||
Other (expense) income |
|
|
|
||||
Interest expense |
|
(44,424 |
) |
|
|
(34,708 |
) |
Other income |
|
400 |
|
|
|
3,551 |
|
Gain on remeasurement of warrant liability |
|
720 |
|
|
|
36,675 |
|
Other (expense) income, net |
|
(43,304 |
) |
|
|
5,518 |
|
|
|
|
|
||||
(Loss) income before income taxes |
|
(37,960 |
) |
|
|
16,084 |
|
Income tax (benefit) expense |
|
(23,919 |
) |
|
|
8,086 |
|
Net (loss) income |
|
(14,041 |
) |
|
|
7,998 |
|
|
|
|
|
||||
Net loss attributable to noncontrolling interest |
|
13,649 |
|
|
|
12,557 |
|
Net (loss) income attributable to controlling interest |
$ |
(392 |
) |
|
$ |
20,555 |
|
|
|
|
|
||||
(Loss) earnings per share of Class A Common Stock: (in dollars) |
|
|
|
||||
Basic |
$ |
— |
|
|
$ |
0.26 |
|
Diluted |
$ |
— |
|
|
$ |
0.25 |
|
Weighted-average shares of Class A Common Stock outstanding |
|
|
|
||||
Basic |
|
80,093,094 |
|
|
|
76,677,981 |
|
Diluted |
|
80,093,094 |
|
|
|
81,090,229 |
|
|
|
|
|
||||
Net (loss) income |
$ |
(14,041 |
) |
|
$ |
7,998 |
|
Other comprehensive gain: |
|
|
|
||||
Change in fair value of interest rate swap |
|
47,279 |
|
|
|
2,791 |
|
Comprehensive income |
|
33,238 |
|
|
|
10,789 |
|
Net comprehensive (income) loss attributable to noncontrolling interest |
|
(6,568 |
) |
|
|
12,557 |
|
Net comprehensive income attributable to controlling interest |
$ |
26,670 |
|
|
$ |
23,346 |
|
|
|||||||
|
As of
|
|
As of
|
||||
ASSETS |
|
|
|
||||
Current Assets |
|
|
|
||||
Cash and cash equivalents |
$ |
72,930 |
|
|
$ |
41,898 |
|
Accounts receivable, less allowance of |
|
136,985 |
|
|
|
131,388 |
|
Inventories |
|
118,006 |
|
|
|
79,517 |
|
Prepaid expenses and other assets |
|
34,991 |
|
|
|
18,395 |
|
Current portion of notes receivable |
|
9,274 |
|
|
|
6,706 |
|
Total current assets |
|
372,186 |
|
|
|
277,904 |
|
Non-current Assets |
|
|
|
||||
Property, plant and equipment, net |
|
345,198 |
|
|
|
303,807 |
|
|
|
915,295 |
|
|
|
915,438 |
|
Intangible assets, net |
|
1,099,565 |
|
|
|
1,142,509 |
|
Non-current portion of notes receivable |
|
12,794 |
|
|
|
20,725 |
|
Other assets |
|
95,328 |
|
|
|
55,963 |
|
Total non-current assets |
|
2,468,180 |
|
|
|
2,438,442 |
|
Total assets |
$ |
2,840,366 |
|
|
$ |
2,716,346 |
|
LIABILITIES AND EQUITY |
|
|
|
||||
Current Liabilities |
|
|
|
||||
Current portion of term debt |
|
18,472 |
|
|
|
11,414 |
|
Current portion of other notes payable |
|
12,589 |
|
|
|
9,957 |
|
Accounts payable |
|
114,360 |
|
|
|
95,369 |
|
Accrued expenses and other |
|
92,012 |
|
|
|
71,280 |
|
Total current liabilities |
|
237,433 |
|
|
|
188,020 |
|
Non-current portion of term debt |
|
893,335 |
|
|
|
830,548 |
|
Non-current portion of other notes payable |
|
20,339 |
|
|
|
24,709 |
|
Non-current accrued expenses and other |
|
67,269 |
|
|
|
55,838 |
|
Non-current warrant liability |
|
45,504 |
|
|
|
46,224 |
|
Deferred tax liability |
|
124,802 |
|
|
|
136,334 |
|
Total non-current liabilities |
|
1,151,249 |
|
|
|
1,093,653 |
|
Total liabilities |
|
1,388,682 |
|
|
|
1,281,673 |
|
Commitments and contingencies |
|
|
|
||||
Equity |
|
|
|
||||
Shares of Class A Common Stock, |
|
8 |
|
|
|
8 |
|
Shares of Class V Common Stock, |
|
6 |
|
|
|
6 |
|
Additional paid-in capital |
|
926,919 |
|
|
|
912,574 |
|
Accumulated deficit |
|
(254,564 |
) |
|
|
(236,598 |
) |
Accumulated other comprehensive income |
|
30,777 |
|
|
|
3,715 |
|
Total stockholders' equity |
|
703,146 |
|
|
|
679,705 |
|
Noncontrolling interest |
|
748,538 |
|
|
|
754,968 |
|
Total equity |
|
1,451,684 |
|
|
|
1,434,673 |
|
Total liabilities and equity |
$ |
2,840,366 |
|
|
$ |
2,716,346 |
|
|
|||||||
|
For the year
|
|
For the year
|
||||
Cash flows from operating activities |
|
|
|
||||
Net (loss) income |
$ |
(14,041 |
) |
|
$ |
7,998 |
|
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: |
|
|
|
||||
Impairment and other charges |
|
4,678 |
|
|
|
— |
|
Depreciation and amortization |
|
86,801 |
|
|
|
80,725 |
|
(Gain) loss on remeasurement of warrant liability |
|
(720 |
) |
|
|
(36,675 |
) |
Gain on sale of assets |
|
(691 |
) |
|
|
(1,864 |
) |
Stock based compensation |
|
10,632 |
|
|
|
12,961 |
|
Deferred income taxes |
|
(29,359 |
) |
|
|
4,828 |
|
Amortization of deferred financing costs |
|
1,933 |
|
|
|
3,919 |
|
Changes in assets and liabilities: |
|
|
|
||||
Accounts receivable, net |
|
(5,597 |
) |
|
|
(4,528 |
) |
Inventories, net |
|
(38,490 |
) |
|
|
(10,595 |
) |
Prepaid expenses and other assets |
|
(18,379 |
) |
|
|
(2,931 |
) |
Accounts payable and accrued expenses and other |
|
51,426 |
|
|
|
(5,451 |
) |
Net cash provided by (used in) operating activities |
|
48,193 |
|
|
|
48,387 |
|
Cash flows from investing activities |
|
|
|
||||
Acquisitions, net of cash acquired |
|
(75 |
) |
|
|
(117,585 |
) |
Purchases of property and equipment |
|
(87,965 |
) |
|
|
(31,739 |
) |
Purchases of intangibles |
|
— |
|
|
|
(1,757 |
) |
Proceeds from sale of property and equipment |
|
4,333 |
|
|
|
3,033 |
|
Proceeds from sale of routes |
|
23,399 |
|
|
|
14,186 |
|
Proceeds from the sale of IO notes |
|
5,017 |
|
|
|
11,762 |
|
Proceeds from insurance claims for capital investments |
|
3,935 |
|
|
|
— |
|
Notes receivable, net |
|
(24,711 |
) |
|
|
(13,998 |
) |
Net cash used in investing activities |
|
(76,067 |
) |
|
|
(136,098 |
) |
Cash flows from financing activities |
|
|
|
||||
Line of credit borrowings, net |
|
(36,000 |
) |
|
|
36,000 |
|
Borrowings on term debt and notes payable |
|
124,592 |
|
|
|
825,139 |
|
Repayments on term debt and notes payable |
|
(21,037 |
) |
|
|
(795,488 |
) |
Payment of debt issuance cost |
|
(3,660 |
) |
|
|
(9,210 |
) |
Payments of tax withholding requirements for employee stock awards |
|
(6,217 |
) |
|
|
— |
|
Exercised warrants |
|
— |
|
|
|
57,232 |
|
Proceeds from issuance of shares |
|
28,000 |
|
|
|
— |
|
Dividends paid |
|
(17,157 |
) |
|
|
(11,908 |
) |
Distribution to noncontrolling interest |
|
(9,615 |
) |
|
|
(18,987 |
) |
Net cash provided by (used in) financing activities |
|
58,906 |
|
|
|
82,778 |
|
|
|
|
|
||||
Net increase (decrease) in cash and cash equivalents |
|
31,032 |
|
|
|
(4,933 |
) |
|
|
|
|
||||
Cash and cash equivalents at beginning of period |
|
41,898 |
|
|
|
46,831 |
|
Cash and cash equivalents at end of period |
$ |
72,930 |
|
|
$ |
41,898 |
|
Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures
|
|
13-Weeks Ended |
|
|
|
52-Weeks Ended |
|
|
||||||||||||
(dollars in millions) |
|
|
|
|
|
Change |
|
|
|
|
|
Change |
||||||||
|
|
$ |
354.7 |
|
|
$ |
300.9 |
|
17.9 |
% |
|
$ |
1,408.4 |
|
|
$ |
1,180.7 |
|
19.3 |
% |
Impact of Acquisitions |
|
|
(9.0 |
) |
|
|
|
|
|
|
(58.4 |
) |
|
|
|
|
||||
Impact of IO Conversions |
|
|
3.2 |
|
|
|
|
|
|
|
14.2 |
|
|
|
|
|
||||
Organic |
|
$ |
348.9 |
|
|
$ |
300.9 |
|
15.9 |
% |
|
$ |
1,364.2 |
|
|
$ |
1,180.7 |
|
15.5 |
% |
(1) Organic
Gross Profit and Adjusted Gross Profit
|
|
13-Weeks Ended |
|
52-Weeks Ended |
||||||||||||
(dollars in millions) |
|
|
|
|
|
|
|
|
||||||||
Gross Profit |
|
$ |
115.4 |
|
|
$ |
90.5 |
|
|
$ |
449.1 |
|
|
$ |
383.9 |
|
Depreciation and Amortization |
|
|
8.9 |
|
|
|
9.8 |
|
|
|
40.7 |
|
|
|
35.2 |
|
Non-Cash, Non-recurring adjustments |
|
|
5.4 |
|
|
|
3.2 |
|
|
|
14.3 |
|
|
|
6.1 |
|
Adjusted Gross Profit |
|
$ |
129.7 |
|
|
$ |
103.5 |
|
|
$ |
504.1 |
|
|
$ |
425.2 |
|
Adjusted Gross Profit as a % of |
|
|
36.6 |
% |
|
|
34.4 |
% |
|
|
35.8 |
% |
|
|
36.0 |
% |
Adjusted Selling, Distribution, and Administrative Expense
|
|
13-Weeks Ended |
|
52-Weeks Ended |
||||||||||||
(dollars in millions) |
|
|
|
|
|
|
|
|
||||||||
Selling, Distribution, and Administrative Expense - Incl Depreciation and Amortization |
|
$ |
107.7 |
|
|
$ |
96.4 |
|
|
$ |
444.4 |
|
|
$ |
375.2 |
|
Depreciation and Amortization in SD&A Expense |
|
|
(11.6 |
) |
|
|
(11.6 |
) |
|
|
(46.1 |
) |
|
|
(45.5 |
) |
Non-Cash, and/or Non-recurring Adjustments |
|
|
(10.4 |
) |
|
|
(18.6 |
) |
|
|
(65.0 |
) |
|
|
(57.9 |
) |
Adjusted Selling, Distribution, and Administrative Expense |
|
$ |
85.7 |
|
|
$ |
66.2 |
|
|
$ |
333.3 |
|
|
$ |
271.8 |
|
Adjusted SD&A Expense as a % of |
|
|
24.2 |
% |
|
|
22.0 |
% |
|
|
23.7 |
% |
|
|
23.0 |
% |
Adjusted Net Income
|
|
13-Weeks Ended |
|
52-Weeks Ended |
||||||||||||
(dollars in millions, except per share data) |
|
|
|
|
|
|
|
|
||||||||
Net Income (Loss) |
|
$ |
13.8 |
|
|
$ |
(16.2 |
) |
|
$ |
(14.0 |
) |
|
$ |
8.0 |
|
Income Tax (Benefit) Expense |
|
|
(22.2 |
) |
|
|
5.8 |
|
|
|
(23.9 |
) |
|
|
8.1 |
|
(Loss) Income Before Taxes |
|
|
(8.4 |
) |
|
|
(10.4 |
) |
|
|
(37.9 |
) |
|
|
16.1 |
|
Deferred Financing Fees |
|
|
0.9 |
|
|
|
0.4 |
|
|
|
1.9 |
|
|
|
3.9 |
|
Acquisition Step-Up Depreciation and Amortization |
|
|
13.2 |
|
|
|
12.7 |
|
|
|
52.8 |
|
|
|
51.5 |
|
Certain Non-Cash Adjustments |
|
|
2.1 |
|
|
|
2.7 |
|
|
|
11.3 |
|
|
|
11.6 |
|
Acquisition and Integration |
|
|
5.1 |
|
|
|
7.9 |
|
|
|
45.8 |
|
|
|
27.0 |
|
Business and Transformation Initiatives |
|
|
8.8 |
|
|
|
10.8 |
|
|
|
22.1 |
|
|
|
24.5 |
|
Financing-Related Costs |
|
|
0.1 |
|
|
|
— |
|
|
|
0.3 |
|
|
|
0.7 |
|
(Gain) Loss on Remeasurement of Warrant Liability |
|
|
3.3 |
|
|
|
(2.5 |
) |
|
|
(0.7 |
) |
|
|
(36.7 |
) |
Other Non-Cash and/or Non-Recurring Adjustments |
|
|
33.5 |
|
|
|
32.0 |
|
|
|
133.5 |
|
|
|
82.5 |
|
Adjusted Earnings before Taxes |
|
|
25.1 |
|
|
|
21.6 |
|
|
|
95.6 |
|
|
|
98.6 |
|
Taxes on Earnings as Reported |
|
|
22.2 |
|
|
|
(5.8 |
) |
|
|
23.9 |
|
|
|
(8.1 |
) |
Income Tax Adjustments (1) |
|
|
(25.8 |
) |
|
|
0.2 |
|
|
|
(41.8 |
) |
|
|
(10.2 |
) |
Adjusted Taxes on Earnings |
|
|
(3.6 |
) |
|
|
(5.6 |
) |
|
|
(17.9 |
) |
|
|
(18.3 |
) |
Adjusted Net Income |
|
$ |
21.5 |
|
|
$ |
16.0 |
|
|
$ |
77.7 |
|
|
$ |
80.3 |
|
|
|
|
|
|
|
|
|
|
||||||||
Average Weighted Basic Shares Outstanding on an As-Converted Basis |
|
|
140.2 |
|
|
|
136.9 |
|
|
|
139.4 |
|
|
|
136.7 |
|
Fully Diluted Shares on an As-Converted Basis |
|
|
142.7 |
|
|
|
141.3 |
|
|
|
141.5 |
|
|
|
141.2 |
|
Adjusted Earnings Per Share |
|
$ |
0.15 |
|
|
$ |
0.11 |
|
|
$ |
0.55 |
|
|
$ |
0.57 |
|
(1) | Income Tax Rate Adjustment calculated as (Loss) Income before taxes plus (i) Acquisition, Step-Up Depreciation and Amortization and (ii) Other Non-Cash and/or Non-Recurring Adjustments, multiplied by a normalized GAAP effective tax rate, minus the actual tax provision recorded in the Consolidated Statement of Operations and Comprehensive Loss. The normalized GAAP effective tax rate excludes one-time items such as the impact of tax rate changes on deferred taxes and changes in valuation allowances. |
|
Depreciation & Amortization
|
|
13-Weeks Ended |
|
52-Weeks Ended |
||||||||
(dollars in millions) |
|
|
|
|
|
|
|
|
||||
Core D&A - Non-Acquisition-related included in Gross Profit |
|
$ |
4.8 |
|
$ |
6.4 |
|
$ |
24.3 |
|
$ |
19.8 |
Step-Up D&A - Transaction-related included in Gross Profit |
|
|
4.1 |
|
|
3.4 |
|
|
16.4 |
|
|
15.4 |
Depreciation & Amortization - included in Gross Profit |
|
|
8.9 |
|
|
9.8 |
|
|
40.7 |
|
|
35.2 |
|
|
|
|
|
|
|
|
|
||||
Core D&A - Non-Acquisition-related included in SD&A Expense |
|
|
2.5 |
|
|
2.3 |
|
|
9.7 |
|
|
9.4 |
Step-Up D&A - Transaction-related included in SD&A Expense |
|
|
9.1 |
|
|
9.3 |
|
|
36.4 |
|
|
36.1 |
Depreciation & Amortization - included in SD&A Expense |
|
|
11.6 |
|
|
11.6 |
|
|
46.1 |
|
|
45.5 |
|
|
|
|
|
|
|
|
|
||||
Depreciation & Amortization - Total |
|
$ |
20.5 |
|
$ |
21.4 |
|
$ |
86.8 |
|
$ |
80.7 |
|
|
|
|
|
|
|
|
|
||||
Core Depreciation and Amortization |
|
$ |
7.3 |
|
$ |
8.7 |
|
$ |
34.0 |
|
$ |
29.2 |
Step-Up Depreciation and Amortization |
|
|
13.2 |
|
|
12.7 |
|
|
52.8 |
|
|
51.5 |
Total Depreciation and Amortization |
|
$ |
20.5 |
|
$ |
21.4 |
|
$ |
86.8 |
|
$ |
80.7 |
EBITDA and Adjusted EBITDA
|
|
13-Weeks Ended |
|
52-Weeks Ended |
||||||||||||
(dollars in millions) |
|
|
|
|
|
|
|
|
||||||||
Net Income (Loss) |
|
$ |
13.8 |
|
|
$ |
(16.2 |
) |
|
$ |
(14.0 |
) |
|
$ |
8.0 |
|
Plus non-GAAP adjustments: |
|
|
|
|
|
|
|
|
||||||||
Income Tax (Benefit) Expense |
|
|
(22.2 |
) |
|
|
5.8 |
|
|
|
(23.9 |
) |
|
|
8.1 |
|
Depreciation and Amortization |
|
|
20.5 |
|
|
|
21.4 |
|
|
|
86.8 |
|
|
|
80.7 |
|
Interest Expense, Net |
|
|
12.9 |
|
|
|
8.2 |
|
|
|
44.4 |
|
|
|
34.7 |
|
Interest Income (IO loans)(1) |
|
|
(0.3 |
) |
|
|
(0.4 |
) |
|
|
(1.6 |
) |
|
|
(2.4 |
) |
EBITDA |
|
|
24.7 |
|
|
|
18.8 |
|
|
|
91.7 |
|
|
|
129.1 |
|
Certain Non-Cash Adjustments(2) |
|
|
2.1 |
|
|
|
2.7 |
|
|
|
11.3 |
|
|
|
11.6 |
|
Acquisition and Integration(3) |
|
|
5.1 |
|
|
|
7.9 |
|
|
|
45.8 |
|
|
|
27.0 |
|
Business Transformation Initiatives(4) |
|
|
8.8 |
|
|
|
10.8 |
|
|
|
22.1 |
|
|
|
24.5 |
|
Financing-Related Costs(5) |
|
|
0.1 |
|
|
|
— |
|
|
|
0.3 |
|
|
|
0.7 |
|
(Gain) loss on Remeasurement of Warrant Liabilities(6) |
|
|
3.3 |
|
|
|
(2.5 |
) |
|
|
(0.7 |
) |
|
|
(36.7 |
) |
Adjusted EBITDA |
|
$ |
44.1 |
|
|
$ |
37.7 |
|
|
$ |
170.5 |
|
|
$ |
156.2 |
|
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) as a % of |
|
|
0.4 |
% |
|
|
10.0 |
% |
|
|
(2.6 |
) % |
|
|
2.8 |
% |
Adjusted EBITDA as a % of |
|
|
12.4 |
% |
|
|
12.5 |
% |
|
|
12.1 |
% |
|
|
13.2 |
% |
(1) | Interest Income from IO Loans refers to Interest Income that we earn from IO notes receivable that have resulted from our initiatives to transition from RSP distribution to IO distribution. (“Business Transformation Initiatives”). There is a Notes Payable recorded that mirrors most IO notes receivable, and the interest expense associated with the Notes Payable is part of the Interest Expense, Net adjustment. |
|
(2) | Certain Non-Cash Adjustments are comprised primarily of the following: |
|
|
||
(3) |
Adjustment for Acquisition and Integration Costs – This is comprised of consulting, transaction services, and legal fees incurred for acquisitions and certain potential acquisitions, in addition to expenses associated with integrating recent acquisitions. The majority of charges are related to the buyout of multiple distributors, which were accounted for as a contract terminations resulting in expense of |
|
(4) |
Business Transformation Initiatives Adjustment – This adjustment is related to consultancy, professional, and legal fees incurred for specific initiatives and structural changes to the business that do not reflect the cost of normal business operations. In addition, gains and losses realized from the sale of distribution rights to IOs and the subsequent disposal of trucks, severance costs associated with the elimination of RSP positions, and ERP transition costs, fall into this category. The Company incurred such costs of |
|
(5) | Financing-Related Costs – These costs include adjustments for various items related to raising debt and equity capital or debt extinguishment costs. |
|
(6) | Gains and losses related to the changes in the remeasurement of warrant liabilities are not expected to be settled in cash, and when exercised would result in a cash inflow to the Company with the Warrants converting to Class A Common Stock with the liability being extinguished and the fair value of the Warrants at the time of exercise being recorded as an increase to equity. |
|
Normalized Adjusted EBITDA
|
|
FY 2021 |
|
|
|
|
FY 2022 |
|
|
||||||||||||||||||||||
(dollars in millions) |
|
Q1 |
|
Q2 |
|
Q3 |
|
Q4 |
|
FY 2021 |
|
|
Q1 |
|
Q2 |
|
Q3 |
|
Q4 |
|
FY 2022 |
||||||||||
Adjusted EBITDA |
|
$ |
37.9 |
|
$ |
35.8 |
|
$ |
44.8 |
|
$ |
37.7 |
|
$ |
156.2 |
|
|
$ |
36.5 |
|
$ |
42.2 |
|
$ |
47.7 |
|
$ |
44.1 |
|
$ |
170.5 |
Pre-Acquisition Adjusted EBITDA(1) |
|
|
3.6 |
|
|
3.0 |
|
|
2.0 |
|
|
1.6 |
|
|
10.2 |
|
|
|
0.2 |
|
|
— |
|
|
— |
|
|
— |
|
|
0.2 |
Normalized Adjusted EBITDA(2) |
|
$ |
41.5 |
|
$ |
38.8 |
|
$ |
46.8 |
|
$ |
39.3 |
|
$ |
166.4 |
|
|
$ |
36.7 |
|
$ |
42.2 |
|
$ |
47.7 |
|
$ |
44.1 |
|
$ |
170.7 |
(1) |
Pre-Acquisition Adjusted EBITDA - This adjustment represents the Adjusted EBITDA of acquired companies, |
|
(2) |
Normalized Adjusted EBITDA for fiscal 2021 and fiscal 2022 does not include identified unrealized integration-related cost savings of |
|
Net Debt and Leverage Ratio
(dollars in millions) |
|
As of |
|
Term Loan |
|
$ |
779.3 |
Real Estate Loan |
|
|
88.1 |
ABL Facility |
|
|
— |
Capital Leases(1) |
|
|
65.0 |
Deferred Purchase Price |
|
|
0.8 |
Gross Debt(2) |
|
|
933.2 |
Cash and Cash Equivalents |
|
|
72.9 |
Total Net Debt |
|
$ |
860.3 |
|
|
|
|
Last 52-Weeks Normalized Adjusted EBITDA |
|
$ |
170.7 |
|
|
|
|
Net Leverage Ratio(3) |
|
5.0x |
(1) | Capital Leases include equipment term loans and excludes the impact of step-up accounting. |
|
(2) | Excludes amounts related to guarantees on IO loans which are collateralized by routes. We have the ability to recover substantially all of the outstanding loan value in the event of a default scenario, which historically has been uncommon. |
|
(3) |
Based on Normalized Adjusted EBITDA of |
View source version on businesswire.com: https://www.businesswire.com/news/home/20230302005298/en/
Investor Contact
kpowers@utzsnacks.com
Media Contact
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