Westrock Coffee Company Reports Second Quarter 2023 Results and Announces Closing of $118.8 Million Equity Investment to Support Long-Term Growth
Second Quarter Highlights
- Consolidated net sales were
$224.7 million for the second quarter of 2023, an increase of$1.3 million , or 0.6%, compared to the second quarter of 2022. - Consolidated gross profit for the second quarter of 2023 was
$35.7 million and included$1.0 million of non-cash mark-to-market gains, compared to consolidated gross profit of$38.9 million for the second quarter of 2022, which included$1.4 million of non-cash mark-to-market losses. - Net loss for the period was
$26.8 million , compared to a net loss of$5.8 million for the second quarter of 2022. The$26.8 million net loss for the second quarter of 2023 included$2.9 million of acquisition, restructuring and integration expense and$11.8 million of non-cash expense from the change in fair value of warrant liabilities. Net loss of$5.8 million for the second quarter of 2022 included$2.3 million of acquisition, restructuring and integration expense. - Adjusted EBITDA was
$11.3 million for the second quarter of 2023, a decrease of$2.0 million , compared to the second quarter of 2022. - Beverage Solutions segment contributed
$189.7 million of net sales and$11.7 million of Adjusted EBITDA for the second quarter of 2023, compared to$170.9 million and$12.5 million , respectively, for the second quarter of 2022. - SS&T segment, net of intersegment revenues, contributed
$35.0 million of net sales and Adjusted EBITDA of ($0.4 million ) for the second quarter of 2023, compared to$52.5 million and$0.8 million , respectively, for the second quarter of 2022.
PIPE Investments
On
2023 Outlook
The Company is reaffirming its guidance provided on
The Company is not readily able to provide a reconciliation of forecasted Adjusted EBITDA to forecasted GAAP net income without unreasonable effort because certain items that impact such figure are uncertain or outside the Company’s control and cannot be reasonably predicted. Such items include the impacts of non-cash gains or losses resulting from mark-to-market adjustments of derivatives and the change in fair value of warrant liabilities, among others.
Conference Call Details
About
Forward-Looking Statements
Certain statements in this press release that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended from time to time. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements include, but are not limited to, our 2023 financial outlook, certain plans, expectations, goals, projections, and statements about the timing and benefits of the build-out, and our ability to sell or commit the capacity prior to commencement of commercial production, of the Company’s
Contacts
Media:
ICR for Westrock: Westrock@icrinc.com
Investor Relations:
ICR for Westrock: WestrockIR@icrinc.com
Condensed Consolidated Balance Sheets | ||||||||
(Unaudited) | ||||||||
(Thousands, except par value) | ||||||||
ASSETS | ||||||||
Cash and cash equivalents | $ | 25,245 | $ | 16,838 | ||||
Restricted cash | 3,537 | 9,567 | ||||||
Accounts receivable, net of allowance for credit losses of |
100,863 | 101,639 | ||||||
Inventories | 154,682 | 145,836 | ||||||
Derivative assets | 18,357 | 15,053 | ||||||
Prepaid expenses and other current assets | 13,542 | 9,166 | ||||||
Total current assets | 316,226 | 298,099 | ||||||
Property, plant and equipment, net | 240,349 | 185,206 | ||||||
116,353 | 113,999 | |||||||
Intangible assets, net | 127,022 | 130,886 | ||||||
Operating lease right-of-use assets | 15,172 | 11,090 | ||||||
Other long-term assets | 7,186 | 6,933 | ||||||
Total Assets | $ | 822,308 | $ | 746,213 | ||||
LIABILITIES, CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS’ (DEFICIT) EQUITY | ||||||||
Current maturities of long-term debt | $ | 9,293 | $ | 11,504 | ||||
Short-term debt | 46,190 | 42,905 | ||||||
Accounts payable | 102,083 | 116,675 | ||||||
Supply chain finance program | 29,026 | — | ||||||
Derivative liabilities | 7,282 | 7,592 | ||||||
Accrued expenses and other current liabilities | 36,084 | 37,459 | ||||||
Total current liabilities | 229,958 | 216,135 | ||||||
Long-term debt, net | 237,769 | 162,502 | ||||||
Deferred income taxes | 17,938 | 14,355 | ||||||
Warrant liabilities | 61,280 | 55,521 | ||||||
Other long-term liabilities | 14,600 | 11,035 | ||||||
Total liabilities | 561,545 | 459,548 | ||||||
Commitments and contingencies | ||||||||
Series A Convertible Preferred Shares, |
275,025 | 274,936 | ||||||
Shareholders’ (Deficit) Equity | ||||||||
Preferred stock, |
— | — | ||||||
Common stock, |
760 | 750 | ||||||
Additional paid-in-capital | 348,711 | 342,664 | ||||||
Accumulated deficit | (359,194 | ) | (328,042 | ) | ||||
Accumulated other comprehensive loss | (4,539 | ) | (6,103 | ) | ||||
Total shareholders’ (deficit) equity attributable to |
(14,262 | ) | 9,269 | |||||
Non-controlling interest | — | 2,460 | ||||||
Total shareholders’ (deficit) equity | (14,262 | ) | 11,729 | |||||
Total Liabilities, Convertible Preferred Shares and Shareholders’ (Deficit) Equity | $ | 822,308 | $ | 746,213 | ||||
Condensed Consolidated Statements of Operations | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Three Months Ended |
Six Months Ended |
|||||||||||||||
(Thousands, except per share data) | 2023 |
2022 |
2023 |
2022 |
||||||||||||
Net sales | $ | 224,694 | $ | 223,413 | $ | 430,136 | $ | 409,841 | ||||||||
Costs of sales | 189,018 | 184,515 | 360,162 | 332,512 | ||||||||||||
Gross profit | 35,676 | 38,898 | 69,974 | 77,329 | ||||||||||||
Selling, general and administrative expense | 34,170 | 35,048 | 68,292 | 70,109 | ||||||||||||
Acquisition, restructuring and integration expense | 2,901 | 2,304 | 9,545 | 4,787 | ||||||||||||
Loss on disposal of property, plant and equipment | — | 184 | 896 | 289 | ||||||||||||
Total operating expenses | 37,071 | 37,536 | 78,733 | 75,185 | ||||||||||||
(Loss) income from operations | (1,395 | ) | 1,362 | (8,759 | ) | 2,144 | ||||||||||
Other (income) expense | ||||||||||||||||
Interest expense | 7,385 | 8,813 | 13,414 | 16,861 | ||||||||||||
Change in fair value of warrant liabilities | 11,800 | — | 6,272 | — | ||||||||||||
Other, net | (9 | ) | (133 | ) | 811 | (1,110 | ) | |||||||||
Loss before income taxes | (20,571 | ) | (7,318 | ) | (29,256 | ) | (13,607 | ) | ||||||||
Income tax expense (benefit) | 6,240 | (1,499 | ) | 1,881 | (3,083 | ) | ||||||||||
Net loss | $ | (26,811 | ) | $ | (5,819 | ) | $ | (31,137 | ) | $ | (10,524 | ) | ||||
Net (loss) income attributable to non-controlling interest | — | (106 | ) | 15 | 65 | |||||||||||
Net loss attributable to shareholders | (26,811 | ) | (5,713 | ) | (31,152 | ) | (10,589 | ) | ||||||||
Accretion of Series A Convertible Preferred Shares | 87 | — | (341 | ) | — | |||||||||||
Accumulating preferred dividends | — | (7,145 | ) | — | (13,882 | ) | ||||||||||
Net loss attributable to common shareholders | $ | (26,724 | ) | $ | (12,858 | ) | $ | (31,493 | ) | $ | (24,471 | ) | ||||
Loss per common share(1): | ||||||||||||||||
Basic | $ | (0.35 | ) | $ | (0.37 | ) | $ | (0.42 | ) | $ | (0.70 | ) | ||||
Diluted | $ | (0.35 | ) | $ | (0.37 | ) | $ | (0.42 | ) | $ | (0.70 | ) | ||||
Weighted-average number of shares outstanding(1): | ||||||||||||||||
Basic | 75,726 | 34,855 | 75,543 | 34,749 | ||||||||||||
Diluted | 75,726 | 34,855 | 75,543 | 34,749 | ||||||||||||
(1) Retroactively adjusted the three and six months ended
Condensed Consolidated Statements of Cash Flows | ||||||||
(Unaudited) | ||||||||
Six Months Ended |
||||||||
(Thousands) | 2023 | 2022 | ||||||
Cash flows from operating activities: | ||||||||
Net loss | $ | (31,137 | ) | $ | (10,524 | ) | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 12,055 | 11,966 | ||||||
Equity-based compensation | 3,857 | 479 | ||||||
Paid-in-kind interest added to debt principal | — | 294 | ||||||
Provision for credit losses | 653 | 922 | ||||||
Amortization of deferred financing fees included in interest expense | 988 | 1,046 | ||||||
Loss on disposal of property, plant and equipment | 896 | 289 | ||||||
Mark-to-market adjustments | (2,205 | ) | 250 | |||||
Change in fair value of warrant liabilities | 6,272 | — | ||||||
Foreign currency transactions | 907 | 91 | ||||||
Deferred income tax (benefit) expense | 1,881 | (3,083 | ) | |||||
Other | 992 | — | ||||||
Change in operating assets and liabilities: | ||||||||
Accounts receivable | 649 | (11,137 | ) | |||||
Inventories | (6,874 | ) | (53,663 | ) | ||||
Derivative assets and liabilities | 693 | (10,743 | ) | |||||
Prepaid expense and other assets | (8,529 | ) | (14,257 | ) | ||||
Accounts payable | (24,080 | ) | 37,278 | |||||
Accrued liabilities and other | 7,314 | 3,818 | ||||||
Net cash used in operating activities | (35,668 | ) | (46,974 | ) | ||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment | (55,745 | ) | (15,163 | ) | ||||
Additions to intangible assets | (95 | ) | (48 | ) | ||||
Acquisition of business, net of cash acquired | (2,392 | ) | — | |||||
Proceeds from sale of property, plant and equipment | 57 | 2,248 | ||||||
Net cash used in investing activities | (58,175 | ) | (12,963 | ) | ||||
Cash flows from financing activities: | ||||||||
Payments on debt | (79,795 | ) | (51,665 | ) | ||||
Proceeds from debt | 156,118 | 107,423 | ||||||
Proceeds from supply chain financing program | 29,026 | — | ||||||
Payment of debt issuance costs | (2,582 | ) | — | |||||
Net repayments from repurchase agreements | (5,236 | ) | — | |||||
Proceeds from exercise of stock options | 63 | — | ||||||
Proceeds from exercise of Public Warrants | 2,632 | — | ||||||
Payment for purchase of non-controlling interest | (2,000 | ) | — | |||||
Payment for taxes for net share settlement of equity awards | (1,841 | ) | (477 | ) | ||||
Net cash provided by financing activities | 96,385 | 55,281 | ||||||
Effect of exchange rate changes on cash | (165 | ) | (29 | ) | ||||
Net increase (decrease) in cash and cash equivalents and restricted cash | 2,377 | (4,685 | ) | |||||
Cash and cash equivalents and restricted cash at beginning of period | 26,405 | 22,870 | ||||||
Cash and cash equivalents and restricted cash at end of period | $ | 28,782 | $ | 18,185 | ||||
Supplemental non-cash investing and financing activities: | ||||||||
Property, plant and equipment acquired but not yet paid | $ | 17,958 | $ | 372 | ||||
Issuance of common shares related to Public Warrant exercise | 3,144 | — | ||||||
Issuance of common shares related to acquisitions | 446 | — | ||||||
Issuance of common shares related to conversion of Series A Preferred Shares | 254 | — | ||||||
Issuance of common shares related to purchase of non-controlling interest | 475 | — | ||||||
Accretion of convertible preferred shares | 341 | — | ||||||
Accumulating preferred dividends | — | 13,882 | ||||||
Reconciliation of Net Loss to Non-GAAP Adjusted EBITDA | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Three Months Ended |
Six Months Ended |
|||||||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||||||
Net loss | $ | (26,811 | ) | $ | (5,819 | ) | $ | (31,137 | ) | $ | (10,524 | ) | ||||
Interest expense | 7,385 | 8,813 | 13,414 | 16,861 | ||||||||||||
Income tax expense (benefit) | 6,240 | (1,499 | ) | 1,881 | (3,083 | ) | ||||||||||
Depreciation and amortization | 6,181 | 5,952 | 12,055 | 11,966 | ||||||||||||
EBITDA | (7,005 | ) | 7,447 | (3,787 | ) | 15,220 | ||||||||||
Acquisition, restructuring and integration expense | 2,901 | 2,304 | 9,545 | 4,787 | ||||||||||||
Change in fair value of warrant liabilities | 11,800 | — | 6,272 | — | ||||||||||||
Management and consulting fees ( |
— | 866 | 556 | 2,201 | ||||||||||||
Equity-based compensation | 2,310 | 308 | 3,857 | 479 | ||||||||||||
1,711 | — | 3,580 | — | |||||||||||||
Mark-to-market adjustments | (969 | ) | 1,395 | (2,205 | ) | 250 | ||||||||||
Loss on disposal of property, plant and equipment | — | 184 | 896 | 289 | ||||||||||||
Other | 562 | 789 | 1,049 | 1,461 | ||||||||||||
Adjusted EBITDA | $ | 11,310 | $ | 13,293 | $ | 19,763 | $ | 24,687 | ||||||||
Reconciliation of Segment Results | ||||||||||||
(Unaudited) | ||||||||||||
Three Months Ended |
Six Months Ended |
|||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||
Beverage Solutions | $ | 189,719 | $ | 170,865 | $ | 370,928 | $ | 319,226 | ||||
Sustainable Sourcing & Traceability1 | 34,975 | 52,548 | 59,208 | 90,615 | ||||||||
Total of Reportable Segments | $ | 224,694 | $ | 223,413 | $ | 430,136 | $ | 409,841 |
Three Months Ended |
Six Months Ended |
|||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||
Gross Profit | ||||||||||||
Beverage Solutions | $ | 32,475 | $ | 37,180 | $ | 62,970 | $ | 71,095 | ||||
Sustainable Sourcing & Traceability | 3,201 | 1,718 | 7,004 | 6,234 | ||||||||
Total of Reportable Segments | $ | 35,676 | $ | 38,898 | $ | 69,974 | $ | 77,329 |
Three Months Ended |
Six Months Ended |
|||||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||||
Adjusted EBITDA | ||||||||||||||
Beverage Solutions | $ | 11,660 | $ | 12,471 | $ | 20,081 | $ | 22,891 | ||||||
Sustainable Sourcing & Traceability | (350 | ) | 822 | (318 | ) | 1,796 | ||||||||
Total of Reportable Segments | $ | 11,310 | $ | 13,293 | $ | 19,763 | $ | 24,687 |
___________________________
1 - Net of intersegment revenues
Non-GAAP Financial Measures
We refer to EBITDA and Adjusted EBITDA in our analysis of our results of operations, which are not required by, or presented in accordance with, accounting principles generally accepted in
We define “EBITDA” as net (loss) income, as defined by GAAP, before interest expense, provision for income taxes and depreciation and amortization. We define “Adjusted EBITDA” as EBITDA before equity-based compensation expense and the impact, which may be recurring in nature, of acquisition, restructuring and integration related costs, including management services and consulting agreements entered into in connection with the acquisition of
Since EBITDA and Adjusted EBITDA are not measures calculated in accordance with GAAP, they should be viewed in addition to, and not be considered as alternatives for, net (loss) income determined in accordance with GAAP. Further, our computations of EBITDA and Adjusted EBITDA may not be comparable to that reported by other companies that define EBITDA and Adjusted EBITDA differently than we do.
Source: Westrock Coffee Company