Westrock Coffee Reports Fourth Quarter and Full Year 2022 Results and Provides 2023 Outlook
Net Loss of
Strategic Acquisition of West Coast-Based Bixby Coffee Expands Influencer Marketing Sales Channel
Adjusted EBITDA Expected to Grow 10% to 25% in Fiscal 2023
Full Year 2022 Highlights
- Consolidated net sales were
$867.9 million for the year endedDecember 31, 2022 , an increase of$169.7 million , or 24%, compared to the year endedDecember 31, 2021 . - Consolidated gross profit was
$152.8 million for the year endedDecember 31, 2022 , and included$3.5 million of non-cash mark-to-market losses, compared to$145.4 million for the year endedDecember 31, 2021 , which included$3.6 million of non-cash mark-to-market gains. - Net loss was
$55.5 million for the year endedDecember 31, 2022 , compared to a net loss of$21.3 million for the year endedDecember 31, 2021 . The$55.5 million net loss for the year endedDecember 31, 2022 included$13.2 million of acquisition, restructuring and integration expense,$29.7 million of non-cash expense from the change in fair value of warrant liabilities, and$5.9 million of interest expense related to the early extinguishment of debt. Net loss of$21.3 million for the year endedDecember 31, 2021 included$8.8 million of acquisition, restructuring and integration expense. - Adjusted EBITDA was
$60.1 million for the year endedDecember 31, 2022 , an increase of$12.9 million , or 27%, compared to the year endedDecember 31, 2021 . - At
December 31, 2022 , the Company had approximately$192 million of unrestricted cash and undrawn borrowings under its revolving credit facility, and the Company’s consolidated leverage ratio was 2.9x based on net debt to fourth quarter annualized Adjusted EBITDA. - Beverage Solutions segment contributed
$685.3 million of net sales and$54.0 million of Adjusted EBITDA for the year endedDecember 31, 2022 , compared to$551.0 million and$41.5 million , respectively, for the year endedDecember 31, 2021 . This represents net sales growth of 24%, and Adjusted EBITDA growth of 30%. - Sustainable Sourcing & Traceability (“SS&T”) segment, net of intersegment revenues, contributed
$182.6 million and$6.1 million of Adjusted EBITDA for the year endedDecember 31, 2022 , compared to$147.1 million and$5.7 million , respectively, in the year endedDecember 31, 2021 . This represents net sales growth of 24%, and Adjusted EBITDA growth of 7%.
Fourth Quarter Highlights
- Consolidated net sales were
$227.7 million for the fourth quarter of 2022, an increase of$37.3 million , or 20%, compared to the fourth quarter of 2021. - Consolidated gross profit for the fourth quarter of 2022 was
$34.3 million and included$2.7 million of non-cash mark-to-market losses, compared to consolidated gross profit of$39.7 million for the fourth quarter of 2021, which included$1.6 million of non-cash mark-to-market gains. - Net loss for the period was
$31.9 million compared to a net loss of$5.2 million for the same period in 2021. The$31.9 million net loss for the fourth quarter of 2022 included$4.4 million of acquisition, restructuring and integration expense and$24.5 million of non-cash expense from the change in fair value of warrant liabilities. Net loss of$5.2 million for the fourth quarter of 2021 included$5.1 million of acquisition, restructuring and integration expense. - Adjusted EBITDA was
$17.5 million for the fourth quarter of 2022, an increase of$3.3 million , or 23%, compared to the fourth quarter of 2021. - Beverage Solutions segment contributed
$192.6 million of net sales and$15.2 million of Adjusted EBITDA for the fourth quarter of 2022, compared to$150.5 million and$11.5 million , respectively, for the fourth quarter of 2021. This represents net sales growth of 28%, and Adjusted EBITDA growth of 31%. - SS&T segment, net of intersegment revenues, contributed
$35.1 million and$2.3 million of Adjusted EBITDA for the fourth quarter of 2022, compared to$39.9 million and$2.7 million , respectively, for the fourth quarter of 2021.
Business Highlights
- As previously announced, on
February 14, 2023 , the Company amended its existing$350 million credit agreement to establish a new class of incremental term loan commitments in the form of a senior secured delayed draw term loan credit facility in the aggregate principal amount of$50 million . - As previously announced, on
February 28, 2023 , the Company completed the acquisition ofBixby Roasting Co. (“Bixby”), a specialty-grade roaster that is a leader in the emerging influencer-led brand space. The acquisition, which includes Bixby’s roasting facility inLos Angeles, CA , allowsWestrock Coffee to continue to expand its omnichannel product marketing and development resources as we capitalize on shifting consumer consumption trends toward consumption associated with personal brands. Bixby co-foundersMiles Fisher andRemington Hotchkis both joined theWestrock Coffee senior management team as part of the transaction. The terms of the transaction were not disclosed.
2023 Outlook
The Company expects consolidated Adjusted EBITDA to grow 10% to 25% in fiscal 2023, representing a range of
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 benefits of the build-out 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 | $ | 16,838 | $ | 19,344 | ||||
Restricted cash | 9,567 | 3,526 | ||||||
Accounts receivable, net of allowance for credit losses of |
101,639 | 85,795 | ||||||
Inventories | 144,149 | 109,166 | ||||||
Derivative assets | 15,053 | 13,765 | ||||||
Prepaid expenses and other current assets | 9,166 | 6,410 | ||||||
Total current assets | 296,412 | 238,006 | ||||||
Property, plant and equipment, net | 185,206 | 127,613 | ||||||
113,999 | 97,053 | |||||||
Intangible assets, net | 130,886 | 125,914 | ||||||
Other long-term assets | 18,023 | 4,434 | ||||||
Total Assets | $ | 744,526 | $ | 593,020 | ||||
LIABILITIES, CONVERTIBLE PREFERRED SHARES, REDEEMABLE UNITS, AND SHAREHOLDERS' EQUITY (DEFICIT) | ||||||||
Current maturities of long-term debt | $ | 11,504 | $ | 8,735 | ||||
Short-term debt | 42,905 | 4,510 | ||||||
Short-term related party debt | — | 34,199 | ||||||
Accounts payable | 116,675 | 80,405 | ||||||
Derivative liabilities | 7,592 | 14,021 | ||||||
Accrued expenses and other current liabilities | 35,772 | 26,370 | ||||||
Total current liabilities | 214,448 | 168,240 | ||||||
Long-term debt, net | 162,502 | 277,064 | ||||||
Subordinated related party debt | — | 13,300 | ||||||
Deferred income taxes | 14,355 | 25,515 | ||||||
Warrant liabilities | 55,521 | — | ||||||
Other long-term liabilities | 11,035 | 3,028 | ||||||
Total liabilities | 457,861 | 487,147 | ||||||
Commitments and contingencies | ||||||||
Series A Convertible Preferred Shares, |
274,936 | — | ||||||
Series A Redeemable Common Equivalent Preferred Units: |
— | 264,729 | ||||||
Series B Redeemable Common Equivalent Preferred Units: |
— | 17,142 | ||||||
Shareholders' Equity (Deficit)(1) | ||||||||
Preferred stock, |
— | — | ||||||
Common stock, |
750 | 345 | ||||||
Additional paid-in-capital | 342,664 | 60,628 | ||||||
Accumulated deficit | (328,042 | ) | (251,725 | ) | ||||
Accumulated other comprehensive income (loss) | (6,103 | ) | 12,018 | |||||
Total shareholders' equity (deficit) attributable to |
9,269 | (178,734 | ) | |||||
Noncontrolling interest | 2,460 | 2,736 | ||||||
Total shareholders' equity (deficit) | 11,729 | (175,998 | ) | |||||
Total Liabilities, Convertible Preferred Shares, Redeemable Units and Shareholders' Equity (Deficit) | $ | 744,526 | $ | 593,020 |
(1) Retroactively adjusted for de-SPAC merger transaction.
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended |
Year Ended |
|||||||||||||||
(Thousands, except per share data) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
Net sales | $ | 227,723 | $ | 190,392 | $ | 867,872 | $ | 698,144 | ||||||||
Costs of sales | 193,426 | 150,741 | 715,107 | 552,721 | ||||||||||||
Gross profit | 34,297 | 39,651 | 152,765 | 145,423 | ||||||||||||
Selling, general and administrative expense | 28,653 | 32,197 | 129,985 | 128,506 | ||||||||||||
Acquisition, restructuring and integration expense | 4,423 | 5,063 | 13,169 | 8,835 | ||||||||||||
Loss on disposal of property, plant and equipment | 187 | 390 | 935 | 243 | ||||||||||||
Total operating expenses | 33,263 | 37,650 | 144,089 | 137,584 | ||||||||||||
Income from operations | 1,034 | 2,001 | 8,676 | 7,839 | ||||||||||||
Other (income) expense | ||||||||||||||||
Interest expense | 5,232 | 8,266 | 35,497 | 32,549 | ||||||||||||
Change in fair value of warrant liabilities | 24,460 | — | 29,675 | — | ||||||||||||
Other, net | (361 | ) | 90 | (1,146 | ) | (34 | ) | |||||||||
Loss before income taxes | (28,297 | ) | (6,355 | ) | (55,350 | ) | (24,676 | ) | ||||||||
Income tax expense (benefit) | 3,622 | (1,129 | ) | 111 | (3,368 | ) | ||||||||||
Net loss | $ | (31,919 | ) | $ | (5,226 | ) | $ | (55,461 | ) | $ | (21,308 | ) | ||||
Net (loss) income attributable to non-controlling interest | (319 | ) | 206 | (276 | ) | 639 | ||||||||||
Net loss attributable to shareholders | (31,600 | ) | (5,432 | ) | (55,185 | ) | (21,947 | ) | ||||||||
Accretion of convertible preferred stock | (1,316 | ) | — | (1,316 | ) | — | ||||||||||
Loss on extinguishment of Redeemable Common Equivalent Preferred Units, net | — | — | (2,870 | ) | — | |||||||||||
Common equivalent preferred dividends | — | — | (4,380 | ) | — | |||||||||||
Accumulating preferred dividends | — | (6,251 | ) | (13,882 | ) | (24,208 | ) | |||||||||
Net loss attributable to common shareholders | $ | (32,916 | ) | $ | (11,683 | ) | $ | (77,633 | ) | $ | (46,155 | ) | ||||
Loss per common share(1): | ||||||||||||||||
Basic | $ | (0.44 | ) | $ | (0.34 | ) | $ | (1.60 | ) | $ | (1.34 | ) | ||||
Diluted | $ | (0.44 | ) | $ | (0.34 | ) | $ | (1.60 | ) | $ | (1.34 | ) | ||||
Weighted-average number of shares outstanding(1): | ||||||||||||||||
Basic | 74,038 | 34,523 | 48,444 | 34,472 | ||||||||||||
Diluted | 74,038 | 34,523 | 48,444 | 34,472 |
(1) Retroactively adjusted for de-SPAC merger transaction.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Year Ended |
||||||||
(Thousands) | 2022 | 2021 | ||||||
Cash flows from operating activities: | ||||||||
Net loss | $ | (55,461 | ) | $ | (21,308 | ) | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||||
Depreciation and amortization | 24,210 | 25,501 | ||||||
Equity-based compensation | 2,631 | 1,223 | ||||||
Paid-in-kind interest added to debt principal | 295 | 1,777 | ||||||
Provision for credit losses | 1,790 | 439 | ||||||
Amortization of deferred financing fees included in interest expense | 1,726 | 1,840 | ||||||
Write-off of unamortized deferred financing fees | 4,296 | — | ||||||
Loss on debt extinguishment | 1,580 | — | ||||||
Loss on disposal of property, plant and equipment | 935 | 243 | ||||||
Mark-to-market adjustments | 3,502 | (3,585 | ) | |||||
Change in fair value of warrant liabilities | 29,675 | — | ||||||
Foreign currency transactions | 667 | 492 | ||||||
Deferred income tax (benefit) expense | (2,037 | ) | (3,448 | ) | ||||
Other | 1,204 | — | ||||||
Change in operating assets and liabilities: | ||||||||
Accounts receivable | (16,789 | ) | (20,102 | ) | ||||
Inventories | (45,083 | ) | (16,543 | ) | ||||
Derivative assets and liabilities | (22,937 | ) | 14,860 | |||||
Prepaid expense and other assets | (15,476 | ) | (401 | ) | ||||
Accounts payable | 27,646 | 18,724 | ||||||
Accrued liabilities and other | 998 | 3,165 | ||||||
Net cash provided by (used in) operating activities | (56,628 | ) | 2,877 | |||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment | (63,261 | ) | (25,115 | ) | ||||
Additions to intangible assets | (167 | ) | (321 | ) | ||||
Acquisition of business, net of cash acquired | (14,885 | ) | — | |||||
Proceeds from sale of property, plant and equipment | 4,144 | 2,789 | ||||||
Net cash used in investing activities | (74,169 | ) | (22,647 | ) | ||||
Cash flows from financing activities: | ||||||||
Payments on debt | (438,571 | ) | (111,313 | ) | ||||
Proceeds from debt | 328,539 | 119,740 | ||||||
Proceeds from related party debt | 11,700 | — | ||||||
Debt extinguishment costs | (1,580 | ) | — | |||||
Payment of debt issuance costs | (6,007 | ) | (1,426 | ) | ||||
Proceeds from de-SPAC merger and PIPE financing | 255,737 | — | ||||||
Payment of common equity issuance costs | (23,998 | ) | — | |||||
Payment of preferred equity issuance costs | (1,250 | ) | — | |||||
Net proceeds from repurchase agreements | 14,588 | — | ||||||
Common equivalent preferred dividends | (4,380 | ) | — | |||||
Payment of taxes for net share settlement of equity awards | (477 | ) | (162 | ) | ||||
Proceeds from exercise of stock options | 375 | — | ||||||
Proceeds from the issuance of common equivalent preferred units | — | 17,000 | ||||||
Net cash provided by financing activities | 134,676 | 23,839 | ||||||
Effect of exchange rate changes on cash | (344 | ) | 149 | |||||
Net increase in cash and cash equivalents and restricted cash | 3,535 | 4,218 | ||||||
Cash and cash equivalents and restricted cash at beginning of period | 22,870 | 18,652 | ||||||
Cash and cash equivalents and restricted cash at end of period | $ | 26,405 | $ | 22,870 | ||||
Reconciliation of Net Loss to Non-GAAP Adjusted EBITDA
(Unaudited)
Three Months Ended |
Year Ended |
|||||||||||||||
(Thousands) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
Net loss | $ | (31,919 | ) | $ | (5,226 | ) | $ | (55,461 | ) | $ | (21,308 | ) | ||||
Interest expense | 5,232 | 8,266 | 35,497 | 32,549 | ||||||||||||
Income tax expense (benefit) | 3,622 | (1,129 | ) | 111 | (3,368 | ) | ||||||||||
Depreciation and amortization | 6,428 | 7,115 | 24,210 | 25,501 | ||||||||||||
EBITDA | (16,637 | ) | 9,026 | 4,357 | 33,374 | |||||||||||
Acquisition, restructuring and integration expense | 4,423 | 5,063 | 13,169 | 8,835 | ||||||||||||
Change in fair value of warrant liabilities | 24,460 | — | 29,675 | — | ||||||||||||
Management and consulting fees ( |
833 | 1,591 | 3,868 | 6,382 | ||||||||||||
Equity-based compensation | 1,447 | 305 | 2,631 | 1,223 | ||||||||||||
Mark-to-market adjustments | 2,709 | (1,606 | ) | 3,502 | (3,585 | ) | ||||||||||
Loss on disposal of property, plant and equipment | 187 | 390 | 935 | 243 | ||||||||||||
Other | 31 | (566 | ) | 1,916 | 702 | |||||||||||
Adjusted EBITDA | $ | 17,453 | $ | 14,203 | $ | 60,053 | $ | 47,174 | ||||||||
Beverage Solutions | $ | 15,175 | $ | 11,544 | $ | 53,951 | $ | 41,468 | ||||||||
Sustainable Sourcing & Traceability | 2,278 | 2,659 | 6,102 | 5,706 | ||||||||||||
Total of Reportable Segments | $ | 17,453 | $ | 14,203 | $ | 60,053 | $ | 47,174 | ||||||||
Reconciliation of Segment Results
(Unaudited)
Three Months Ended |
Year Ended |
|||||||||||||||
(Thousands) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
Beverage Solutions | $ | 192,591 | $ | 150,507 | $ | 685,303 | $ | 551,013 | ||||||||
Sustainable Sourcing & Traceability1 | 35,132 | 39,885 | 182,569 | 147,131 | ||||||||||||
Total of Reportable Segments | $ | 227,723 | $ | 190,392 | $ | 867,872 | $ | 698,144 |
Three Months Ended |
Year Ended |
|||||||||||||||
(Thousands) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
Gross Profit | ||||||||||||||||
Beverage Solutions | $ | 32,297 | $ | 33,171 | $ | 140,692 | $ | 127,699 | ||||||||
Sustainable Sourcing & Traceability | 2,000 | 6,480 | 12,073 | 17,724 | ||||||||||||
Total of Reportable Segments | $ | 34,297 | $ | 39,651 | $ | 152,765 | $ | 145,423 |
Three Months Ended |
Year Ended |
|||||||||||||||
(Thousands) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
Adjusted EBITDA | ||||||||||||||||
Beverage Solutions | $ | 15,175 | $ | 11,544 | $ | 53,951 | $ | 41,468 | ||||||||
Sustainable Sourcing & Traceability | 2,278 | 2,659 | 6,102 | 5,706 | ||||||||||||
Total of Reportable Segments | $ | 17,453 | $ | 14,203 | $ | 60,053 | $ | 47,174 |
________________________________
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