Westrock Coffee Company Reports Third Quarter 2023 Results
Third Quarter Highlights
- Consolidated net sales were
$219.6 million for the third quarter of 2023, a decrease of$10.7 million , or 4.6%, compared to the third quarter of 2022. - Consolidated gross profit for the third quarter of 2023 was
$35.1 million and included$1.8 million of out-of-period charges and$1.2 million of non-cash mark-to-market losses, compared to consolidated gross profit of$41.1 million for the third quarter of 2022, which included$0.5 million of non-cash mark-to-market losses. - Net income for the period was
$16.6 million , compared to a net loss of$13.0 million for the third quarter of 2022. The$16.6 million net income for the third quarter of 2023 included$3.1 million of acquisition, restructuring and integration expense,$3.0 million of start-up costs related to ourConway, AR extract and ready-to-drink facility, and$25.1 million of non-cash gains from the change in fair value of warrant liabilities. Net loss of$13.0 million for the third quarter of 2022 included$4.0 million of acquisition, restructuring and integration expense and$5.2 million of non-cash expense from the change in fair value of warrant liabilities. - Adjusted EBITDA was
$11.6 million for the third quarter of 2023, a decrease of$6.3 million , compared to the third quarter of 2022. - Beverage Solutions segment contributed
$176.8 million of net sales and$9.9 million of Adjusted EBITDA for the third quarter of 2023, compared to$173.5 million and$15.9 million , respectively, for the third quarter of 2022. - SS&T segment, net of intersegment revenues, contributed
$42.8 million of net sales and Adjusted EBITDA of$1.7 million for the third quarter of 2023, compared to$56.8 million and$2.0 million , respectively, for the third quarter of 2022.
2023 Outlook
The Company expects its 2023 outlook for Adjusted EBITDA to fall below its previously issued guidance range of flat to 10% over 2022. The Company will provide further details on its outlook on its third quarter conference call.
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: WestrockCoffeeIR@icrinc.com
Condensed Consolidated Balance Sheets
(Unaudited)
(Thousands, except par value) | ||||||||
ASSETS | ||||||||
Cash and cash equivalents | $ | 44,407 | $ | 16,838 | ||||
Restricted cash | 4,408 | 9,567 | ||||||
Accounts receivable, net of allowance for credit losses of |
99,564 | 101,639 | ||||||
Inventories | 161,346 | 145,836 | ||||||
Derivative assets | 15,159 | 15,053 | ||||||
Prepaid expenses and other current assets | 14,712 | 9,166 | ||||||
Total current assets | 339,596 | 298,099 | ||||||
Property, plant and equipment, net | 287,763 | 185,206 | ||||||
116,353 | 113,999 | |||||||
Intangible assets, net | 125,062 | 130,886 | ||||||
Operating lease right-of-use assets | 14,496 | 11,090 | ||||||
Other long-term assets | 7,801 | 6,933 | ||||||
Total Assets | $ | 891,071 | $ | 746,213 | ||||
LIABILITIES, CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS' EQUITY | ||||||||
Current maturities of long-term debt | $ | 9,293 | $ | 11,504 | ||||
Short-term debt | 53,045 | 42,905 | ||||||
Accounts payable | 62,393 | 116,675 | ||||||
Supply chain finance program | 67,466 | — | ||||||
Derivative liabilities | 5,098 | 7,592 | ||||||
Accrued expenses and other current liabilities | 24,855 | 37,459 | ||||||
Total current liabilities | 222,150 | 216,135 | ||||||
Long-term debt, net | 205,767 | 162,502 | ||||||
Deferred income taxes | 12,620 | 14,355 | ||||||
Warrant liabilities | 36,175 | 55,521 | ||||||
Other long-term liabilities | 13,879 | 11,035 | ||||||
Total liabilities | 490,591 | 459,548 | ||||||
Commitments and contingencies | ||||||||
Series A Convertible Preferred Shares, |
274,303 | 274,936 | ||||||
Shareholders' Equity | ||||||||
Preferred stock, |
— | — | ||||||
Common stock, |
880 | 750 | ||||||
Additional paid-in-capital | 469,167 | 342,664 | ||||||
Accumulated deficit | (342,573 | ) | (328,042 | ) | ||||
Accumulated other comprehensive loss | (1,297 | ) | (6,103 | ) | ||||
Total shareholders' equity attributable to |
126,177 | 9,269 | ||||||
Non-controlling interest | — | 2,460 | ||||||
Total shareholders' equity | 126,177 | 11,729 | ||||||
Total Liabilities, Convertible Preferred Shares and Shareholders' Equity | $ | 891,071 | $ | 746,213 |
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended |
Nine Months Ended |
|||||||||||||||
(Thousands, except per share data) | 2023 |
2022 |
2023 |
2022 | ||||||||||||
Net sales | $ | 219,612 | $ | 230,308 | $ | 649,748 | $ | 640,149 | ||||||||
Costs of sales | 184,546 | 189,169 | 544,707 | 521,681 | ||||||||||||
Gross profit | 35,066 | 41,139 | 105,041 | 118,468 | ||||||||||||
Selling, general and administrative expense | 37,050 | 31,223 | 105,275 | 101,332 | ||||||||||||
Acquisition, restructuring and integration expense | 3,137 | 3,959 | 12,682 | 8,746 | ||||||||||||
Loss on disposal of property, plant and equipment | 248 | 459 | 1,145 | 748 | ||||||||||||
Total operating expenses | 40,435 | 35,641 | 119,102 | 110,826 | ||||||||||||
Income (loss) from operations | (5,369 | ) | 5,498 | (14,061 | ) | 7,642 | ||||||||||
Other (income) expense | ||||||||||||||||
Interest expense, net | 7,803 | 13,404 | 21,216 | 30,265 | ||||||||||||
Change in fair value of warrant liabilities | (25,105 | ) | 5,215 | (18,833 | ) | 5,215 | ||||||||||
Other, net | 510 | 325 | 1,323 | (785 | ) | |||||||||||
Income (loss) before income taxes and equity in earnings from unconsolidated entities | 11,423 | (13,446 | ) | (17,767 | ) | (27,053 | ) | |||||||||
Income tax expense (benefit) | (5,212 | ) | (428 | ) | (3,331 | ) | (3,511 | ) | ||||||||
Equity in (earnings) loss from unconsolidated entities | 14 | — | 80 | — | ||||||||||||
Net income (loss) | $ | 16,621 | $ | (13,018 | ) | $ | (14,516 | ) | $ | (23,542 | ) | |||||
Net income (loss) attributable to non-controlling interest | — | (22 | ) | 15 | 43 | |||||||||||
Net income (loss) attributable to shareholders | 16,621 | (12,996 | ) | (14,531 | ) | (23,585 | ) | |||||||||
Participating securities' share in earnings | (3,912 | ) | — | — | — | |||||||||||
Accretion of Series A Convertible Preferred Shares | 93 | — | (249 | ) | — | |||||||||||
Loss on extinguishment of Redeemable Common Equivalent Preferred Units, net | — | (2,870 | ) | — | (2,870 | ) | ||||||||||
Common equivalent preferred dividends | — | (4,380 | ) | — | (4,380 | ) | ||||||||||
Accumulating preferred dividends | — | — | — | (13,882 | ) | |||||||||||
Net income (loss) attributable to common shareholders | $ | 12,802 | $ | (20,246 | ) | $ | (14,780 | ) | $ | (44,717 | ) | |||||
Earnings (loss) per common share: | ||||||||||||||||
Basic | $ | 0.15 | $ | (0.41 | ) | $ | (0.19 | ) | $ | (1.12 | ) | |||||
Diluted | $ | 0.15 | $ | (0.41 | ) | $ | (0.19 | ) | $ | (1.12 | ) | |||||
Weighted-average number of shares outstanding: | ||||||||||||||||
Basic | 83,437 | 49,795 | 78,203 | 39,819 | ||||||||||||
Diluted | 107,080 | 49,795 | 78,203 | 39,819 |
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended |
||||||||
(Thousands) | 2023 |
2022 |
||||||
Cash flows from operating activities: | ||||||||
Net loss | $ | (14,516 | ) | $ | (23,542 | ) | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 18,419 | 17,782 | ||||||
Equity-based compensation | 6,297 | 1,184 | ||||||
Paid-in-kind interest added to debt principal | — | 295 | ||||||
Provision for credit losses | 278 | 1,286 | ||||||
Amortization of deferred financing fees included in interest expense, net | 1,560 | 1,350 | ||||||
Write-off of unamortized deferred financing fees | — | 4,296 | ||||||
Loss on debt extinguishment | — | 1,580 | ||||||
Loss on disposal of property, plant and equipment | 1,145 | 748 | ||||||
Mark-to-market adjustments | (1,045 | ) | 793 | |||||
Change in fair value of warrant liabilities | (18,833 | ) | 5,215 | |||||
Foreign currency transactions | 1,481 | 355 | ||||||
Deferred income tax (benefit) expense | (3,331 | ) | (3,511 | ) | ||||
Other | 1,443 | — | ||||||
Change in operating assets and liabilities: | ||||||||
Accounts receivable | 1,993 | (13,891 | ) | |||||
Inventories | (14,153 | ) | (61,180 | ) | ||||
Derivative assets and liabilities | 4,090 | (14,661 | ) | |||||
Prepaid expense and other assets | (8,469 | ) | (14,944 | ) | ||||
Accounts payable | (50,254 | ) | 29,834 | |||||
Accrued liabilities and other | (1,236 | ) | 7,477 | |||||
Net cash used in operating activities | (75,131 | ) | (59,534 | ) | ||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment | (121,545 | ) | (22,966 | ) | ||||
Additions to intangible assets | (147 | ) | (135 | ) | ||||
Acquisition of business, net of cash acquired | (2,392 | ) | — | |||||
Acquisition of equity method investments and non-marketable securities | (1,385 | ) | — | |||||
Proceeds from sale of property, plant and equipment | 198 | 3,300 | ||||||
Net cash used in investing activities | (125,271 | ) | (19,801 | ) | ||||
Cash flows from financing activities: | ||||||||
Payments on debt | (170,522 | ) | (407,384 | ) | ||||
Proceeds from debt | 221,509 | 319,100 | ||||||
Proceeds from supply chain financing program | 69,787 | — | ||||||
Payments on supply chain financing program | (2,321 | ) | — | |||||
Proceeds from related party debt | — | 11,700 | ||||||
Debt extinguishment costs | — | (1,580 | ) | |||||
Payment of debt issuance costs | (3,023 | ) | (6,007 | ) | ||||
Proceeds from de-SPAC merger and PIPE financing | — | 255,737 | ||||||
Proceeds from common equity issuance | 118,767 | — | ||||||
Payment of common equity issuance costs | (1,000 | ) | (24,220 | ) | ||||
Payment of preferred equity issuance costs | — | (1,250 | ) | |||||
Net proceeds from (repayments of) repurchase agreements | (8,553 | ) | 10,951 | |||||
Proceeds from exercise of stock options | 848 | — | ||||||
Proceeds from exercise of Public Warrants | 2,632 | — | ||||||
Common equivalent preferred dividends | — | (4,380 | ) | |||||
Payment for purchase of non-controlling interest | (2,000 | ) | — | |||||
Payment for taxes for net share settlement of equity awards | (2,977 | ) | (477 | ) | ||||
Net cash provided by financing activities | 223,147 | 152,190 | ||||||
Effect of exchange rate changes on cash | (335 | ) | (179 | ) | ||||
Net increase in cash and cash equivalents and restricted cash | 22,410 | 72,676 | ||||||
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 | $ | 48,815 | $ | 95,546 | ||||
Supplemental non-cash investing and financing activities: | ||||||||
Property, plant and equipment acquired but not yet paid | $ | 4,441 | $ | 596 | ||||
Issuance of common shares related to Public Warrant exercise | 3,144 | — | ||||||
Issuance of common shares related to restricted stock units vesting | 3,320 | — | ||||||
Issuance of common shares related to acquisitions | 446 | — | ||||||
Issuance of common shares related to conversion of Series A Preferred Shares | 882 | — | ||||||
Issuance of common shares related to purchase of non-controlling interest | 475 | — | ||||||
Accretion of convertible preferred shares | 249 | — | ||||||
Accumulating preferred dividends | — | 13,882 | ||||||
Exchange of Redeemable Common Equivalent Preferred Units for Series A Convertible Preferred Shares | — | 271,539 | ||||||
Exchange of Redeemable Common Equivalent Preferred Units for common shares | — | 24,214 | ||||||
Related party debt exchanged for common shares | — | 25,000 | ||||||
Loss on extinguishment of Common Equivalent Preferred Units | — | 2,870 |
Reconciliation of Net Income (Loss) to Non-GAAP Adjusted EBITDA
(Unaudited)
Three Months Ended |
Nine Months Ended |
|||||||||||||||
(Thousands) | 2023 |
2022 |
2023 |
2022 |
||||||||||||
Net income (loss) | $ | 16,621 | $ | (13,018 | ) | $ | (14,516 | ) | $ | (23,542 | ) | |||||
Interest expense, net | 7,803 | 13,404 | 21,216 | 30,265 | ||||||||||||
Income tax expense (benefit) | (5,212 | ) | (428 | ) | (3,331 | ) | (3,511 | ) | ||||||||
Depreciation and amortization | 6,364 | 5,816 | 18,419 | 17,782 | ||||||||||||
EBITDA | 25,576 | 5,774 | 21,788 | 20,994 | ||||||||||||
Acquisition, restructuring and integration expense | 3,137 | 3,959 | 12,682 | 8,746 | ||||||||||||
Change in fair value of warrant liabilities | (25,105 | ) | 5,215 | (18,833 | ) | 5,215 | ||||||||||
Management and consulting fees ( |
— | 834 | 556 | 3,035 | ||||||||||||
Equity-based compensation | 2,439 | 705 | 6,297 | 1,184 | ||||||||||||
3,035 | — | 6,615 | — | |||||||||||||
Mark-to-market adjustments | 1,160 | 543 | (1,045 | ) | 793 | |||||||||||
Loss on disposal of property, plant and equipment | 248 | 459 | 1,145 | 748 | ||||||||||||
Other | 1,105 | 424 | 2,153 | 1,885 | ||||||||||||
Adjusted EBITDA | $ | 11,595 | $ | 17,913 | $ | 31,358 | $ | 42,600 |
Reconciliation of Segment Results
(Unaudited)
Three Months Ended |
Nine Months Ended |
|||||||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||||||
Beverage Solutions | $ | 176,818 | $ | 173,486 | $ | 547,746 | $ | 492,712 | ||||||||
Sustainable Sourcing & Traceability1 | 42,794 | 56,822 | 102,002 | 147,437 | ||||||||||||
Total of Reportable Segments | $ | 219,612 | $ | 230,308 | $ | 649,748 | $ | 640,149 |
Three Months Ended |
Nine Months Ended |
|||||||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||||||
Gross Profit | ||||||||||||||||
Beverage Solutions | $ | 31,898 | $ | 37,120 | $ | 94,868 | $ | 108,395 | ||||||||
Sustainable Sourcing & Traceability | 3,168 | 4,019 | 10,173 | 10,073 | ||||||||||||
Total of Reportable Segments | $ | 35,066 | $ | 41,139 | $ | 105,041 | $ | 118,468 |
Three Months Ended |
Nine Months Ended |
|||||||||||||||
(Thousands) | 2023 | 2022 | 2023 | 2022 | ||||||||||||
Adjusted EBITDA | ||||||||||||||||
Beverage Solutions | $ | 9,884 | $ | 15,885 | $ | 29,965 | $ | 38,776 | ||||||||
Sustainable Sourcing & Traceability | 1,711 | 2,028 | 1,393 | 3,824 | ||||||||||||
Total of Reportable Segments | $ | 11,595 | $ | 17,913 | $ | 31,358 | $ | 42,600 |
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, net, 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