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The Chefs’ Warehouse Reports Third Quarter 2020 Financial Results

The Chefs' Warehouse, Inc.
·19 min read

Sequential quarter sales grew 26.7% or $53.5 million

RIDGEFIELD, Conn., Oct. 28, 2020 (GLOBE NEWSWIRE) -- The Chefs’ Warehouse, Inc. (NASDAQ: CHEF) (the “Company” or “Chefs’”), a premier distributor of specialty food products in the United States and Canada, today reported financial results for its third quarter ended September 25, 2020.

Financial highlights for the third quarter of 2020:

  • Net sales decreased 36.0% to $254.0 million for the third quarter of 2020 from $396.9 million for the third quarter of 2019.

  • GAAP net loss was $11.4 million, or $(0.31) per diluted share, for the third quarter of 2020 compared to net income of $4.4 million, or $0.15 per diluted share, in the third quarter of 2019.

  • Adjusted EPS1 was $(0.38) for the third quarter of 2020 compared to $0.23 for the third quarter of 2019.

  • Adjusted EBITDA1 was $(4.9) million for the third quarter of 2020 compared to $21.6 million for the third quarter of 2019.

  • On a sequential quarter basis, net sales grew 26.7% or $53.5 million compared to the second quarter of fiscal 2020, while net loss and negative adjusted EBITDA improved by $8.9 million and $8.8 million, respectively.

  • The Company had approximately $193.0 million of cash and cash equivalents on the balance sheet and $44.3 million of availability on its asset-based loan facility as of October 23, 2020.

“Business trends improved sequentially during the third quarter as COVID related restrictions eased in certain markets” said Chris Pappas, Chairman and Chief Executive Officer of the Company. “Pent-up demand for dining out was evident as more customers opened for both indoor and outdoor dining. Despite significant restrictions on indoor dining in our largest urban markets, September sales averaged approximately 69% of the same period in fiscal 2019 and certain days during the month experienced greater than 80% of prior year sales. During the quarter, we continued to add new customers across segments including restaurants, retail and hospitality. We continue to maintain a strong liquidity position and our team remains focused on supporting our customers, suppliers and each other with a view to building sustainable long-term growth in our critical and dynamic industry.”

Reclassifications

In response to an SEC comment letter, the Company has reclassified its food processing costs, previously included in operating expenses, to cost of sales and has split its historical presentation of operating expenses between selling, general and administrative expenses and other operating expenses. These reclassifications have no impact on the Company’s net income, cash flows or EBITDA.

Third Quarter Fiscal 2020 Results

Net sales for the quarter ended September 25, 2020 decreased 36.0% to $254.0 million from $396.9 million for the quarter ended September 27, 2019. Organic revenue declined $178.1 million, or 44.9% versus the prior year quarter. Sales growth of $35.3 million, or 8.9%, resulted from acquisitions. Organic case count declined approximately 49.3% in the Company’s specialty category with unique customers and placements declines at 32.2% and 46.7%, respectively, compared to the prior year quarter. Pounds sold in the Company’s center-of-the-plate category decreased approximately 45.4% compared to the prior year quarter. Estimated inflation was 1.6% in the Company’s specialty categories and was 2.7% in the center-of-the-plate categories compared to the prior year quarter.

Gross profit decreased approximately 37.6% to $60.6 million for the third quarter of 2020 from $97.2 million for the third quarter of 2019. Gross profit margin decreased approximately 63 basis points to 23.9% from 24.5%. Gross margins in the Company’s specialty category decreased 240 basis points and gross margins increased 142 basis points in the Company’s center-of-the-plate category compared to the prior year quarter. Shifts in product mix due to both customer mix and menu adjustment during the COVID period was the primary driver of these gross profit margin changes versus the prior year quarter.

Selling, general and administrative expenses decreased by approximately 8.6% to $76.7 million for the third quarter of 2020 from $84.0 million for the third quarter of 2019. As a percentage of net sales, operating expenses were 30.2% in the third quarter of 2020 compared to 21.2% in the third quarter of 2019. Lower costs associated with compensation and benefits and lower general and administrative related costs, partially offset by impacts of recent acquisitions were the primary drivers of the decrease in operating expenses in the quarter.

Other operating expenses decreased by approximately $6.8 million primarily due to non-cash credits of $4.6 million for changes in the fair value of our contingent earn-out liabilities compared to non-cash charges of $2.5 million in the prior year quarter.

Operating loss for the third quarter of 2020 was $11.9 million compared to operating income of $10.6 million for the third quarter of 2019. The decrease in operating income was driven primarily by lower gross profit, offset in part by lower operating expenses, as discussed above. As a percentage of net sales, operating loss was 4.7% in the third quarter of 2020 as compared to operating income of 2.6% in the third quarter of 2019.

Total interest expense increased to $4.7 million for the third quarter of 2020 compared to $4.5 million for the third quarter of 2019. The increase was primarily due to higher average long-term debt balances offset by lower effective interest rates charged on our outstanding debt.

Net loss for the third quarter of 2020 was $11.4 million, or $(0.31) per diluted share, compared to net income of $4.4 million, or $0.15 per diluted share, for the third quarter of 2019.

Adjusted EBITDA1 was $(4.9) million for the third quarter of 2020 compared to $21.6 million for the third quarter of 2019. For the third quarter of 2020, adjusted net loss1 was $13.7 million, or $(0.38) per diluted share compared to adjusted net income of $6.8 million, or $0.23 per diluted share for the third quarter of 2019.

As of October 23, 2020, the Company had approximately $237.3 million of available liquidity comprised of $193.0 million in cash and cash equivalents and $44.3 million of availability under the Company’s ABL Credit Facility. Net debt as of October 23, 2020 was approximately $209.1 million, inclusive of cash and cash equivalents.

Full Year 2020 Guidance

Due to the continued uncertainty regarding the pace of economic recovery and the lifting of in-dining restrictions across our markets, the Company will not be providing guidance for 2020. The Company will look to provide guidance as it gains more clarity on the expected length of the economic downturn and the outlook for customer re-openings.

___________
1 EBITDA, Adjusted EBITDA, adjusted net income (loss) and adjusted EPS are non-GAAP measures. Please see the schedules accompanying this earnings release for a reconciliation of EBITDA, Adjusted EBITDA, adjusted net income (loss) and adjusted EPS to these measures’ most directly comparable GAAP measure.

Third Quarter 2020 Earnings Conference Call

The Company will host a conference call to discuss third quarter 2020 financial results today at 8:30 a.m. EDT. Hosting the call will be Chris Pappas, chairman and chief executive officer, and Jim Leddy, chief financial officer. The conference call will be webcast live from the Company’s investor relations website at http://investors.chefswarehouse.com/. An online archive of the webcast will be available on the Company’s investor relations website for 30 days.

Forward-Looking Statements

Statements in this press release regarding the Company’s business that are not historical facts are “forward-looking statements” that involve risks and uncertainties and are based on current expectations and management estimates; actual results may differ materially. The risks and uncertainties which could impact these statements include, but are not limited to the following: our sensitivity to general economic conditions, including disposable income levels and changes in consumer discretionary spending; our ability to expand our operations in our existing markets and to penetrate new markets through acquisitions; we may not achieve the benefits expected from our acquisitions, which could adversely impact our business and operating results; we may have difficulty managing and facilitating our future growth; conditions beyond our control could materially affect the cost and/or availability of our specialty food products or center-of-the-plate products and/or interrupt our distribution network; our increased distribution of center-of-the-plate products, like meat, poultry and seafood, involves increased exposure to price volatility experienced by those products; our business is a low-margin business and our profit margins may be sensitive to inflationary and deflationary pressures; because our foodservice distribution operations are concentrated in certain culinary markets, we are susceptible to economic and other developments, including adverse weather conditions, in these areas; fuel cost volatility may have a material adverse effect on our business, financial condition or results of operations; our ability to raise capital in the future may be limited; we may be unable to obtain debt or other financing, including financing necessary to execute on our acquisition strategy, on favorable terms or at all; interest charged on our outstanding debt may be adversely affected by changes in the method of determining London Interbank Offered Rate (LIBOR), or the replacement of LIBOR with an alternative rate; our business operations and future development could be significantly disrupted if we lose key members of our management team; and significant public health epidemics or pandemics, including COVID-19, may adversely affect our business, results of operations and financial condition. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. A more detailed description of these and other risk factors is contained in the Company’s most recent annual report on Form 10-K filed with the SEC on February 24, 2020 and other reports filed by the Company with the SEC since that date. The Company is not undertaking to update any information until required by applicable laws. Any projections of future results of operations are based on a number of assumptions, many of which are outside the Company’s control and should not be construed in any manner as a guarantee that such results will in fact occur. These projections are subject to change and could differ materially from final reported results. The Company may from time to time update these publicly announced projections, but it is not obligated to do so.

About The Chefs’ Warehouse

The Chefs’ Warehouse, Inc. (http://www.chefswarehouse.com) is a premier distributor of specialty food products in the United States and Canada focused on serving the specific needs of chefs who own and/or operate some of the nation’s leading menu-driven independent restaurants, fine dining establishments, country clubs, hotels, caterers, culinary schools, bakeries, patisseries, chocolateries, cruise lines, casinos and specialty food stores. The Chefs’ Warehouse, Inc. carries and distributes more than 55,000 products to more than 34,000 customer locations throughout the United States and Canada.

Contact:
Investor Relations
Jim Leddy, CFO, (718) 684-8415




THE CHEFS’ WAREHOUSE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands except share amounts and per share data)

Thirteen Weeks Ended

Thirty-Nine Weeks Ended

September 25,
2020

September 27,
2019

September 25,
2020

September 27,
2019

Net sales

$

254,030

$

396,880

$

829,957

$

1,165,327

Cost of sales

193,393

299,660

639,687

880,359

Gross profit

60,637

97,220

190,270

284,968

Selling, general and administrative expenses

76,708

83,960

254,474

247,017

Other operating (income) expenses

(4,146

)

2,636

(9,812

)

5,681

Operating (loss) income

(11,925

)

10,624

(54,392

)

32,270

Interest expense

4,706

4,517

15,602

13,913

(Loss) income before income taxes

(16,631

)

6,107

(69,994

)

18,357

Provision for income tax (benefit) expense

(5,204

)

1,682

(24,148

)

5,052

Net (loss) income

$

(11,427

)

$

4,425

$

(45,846

)

$

13,305

Net (loss) income per share:

Basic

$

(0.31

)

$

0.15

$

(1.39

)

$

0.45

Diluted

$

(0.31

)

$

0.15

$

(1.39

)

$

0.45

Weighted average common shares outstanding:

Basic

36,283,883

29,549,308

32,868,162

29,511,143

Diluted

36,283,883

29,954,837

32,868,162

29,723,609




THE CHEFS’ WAREHOUSE, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
AS OF SEPTEMBER 25, 2020 AND DECEMBER 27, 2019
(in thousands)

September 25,
2020

December 27,
2019

(unaudited)

Cash and cash equivalents

$

208,545

$

140,233

Accounts receivable, net

100,576

175,044

Inventories, net

98,185

124,056

Prepaid expenses and other current assets

31,466

13,823

Total current assets

438,772

453,156

Equipment, leasehold improvements and software, net

116,964

92,846

Operating lease right-of-use assets

118,677

127,649

Goodwill

214,581

197,743

Intangible assets, net

138,993

138,751

Other assets

3,789

3,534

Total assets

$

1,031,776

$

1,013,679

Accounts payable

$

73,969

$

94,097

Accrued liabilities

26,891

29,847

Short-term operating lease liabilities

17,472

17,453

Accrued compensation

10,907

8,033

Current portion of long-term debt

5,904

721

Total current liabilities

135,143

150,151

Long-term debt, net of current portion

396,636

386,106

Operating lease liabilities

112,192

120,572

Deferred taxes, net

4,357

10,883

Other liabilities

5,440

10,034

Total liabilities

653,768

677,746

Preferred stock

Common stock

378

304

Additional paid in capital

300,255

212,240

Cumulative foreign currency translation adjustment

(2,216

)

(2,048

)

Retained earnings

79,591

125,437

Stockholders’ equity

378,008

335,933

Total liabilities and stockholders’ equity

$

1,031,776

$

1,013,679




THE CHEFS’ WAREHOUSE, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THIRTY-NINE WEEKS ENDED SEPTEMBER 25, 2020 AND SEPTEMBER 27, 2019
(unaudited, in thousands)

September 25,
2020

September 27,
2019

Cash flows from operating activities:

Net (loss) income

$

(45,846

)

$

13,305

Adjustments to reconcile net (loss) income to net cash provided by operating activities:

Depreciation and amortization

14,714

9,539

Amortization of intangible assets

10,111

9,485

Provision for allowance for doubtful accounts

20,447

3,277

Non-cash operating lease expense

604

1,790

(Benefit) provision for deferred income taxes

(6,527

)

2,003

Amortization of deferred financing fees

2,152

1,566

Stock compensation

4,925

2,911

Change in fair value of contingent earn-out liabilities

(11,219

)

5,331

Loss on asset disposal

52

64

Changes in assets and liabilities, net of acquisitions:

Accounts receivable

74,236

(1,069

)

Inventories

33,285

(7,588

)

Prepaid expenses and other current assets

(16,227

)

(5,163

)

Accounts payable, accrued liabilities and accrued compensation

(29,455

)

(9,185

)

Other assets and liabilities

2,617

(2,721

)

Net cash provided by operating activities

53,869

23,545

Cash flows from investing activities:

Capital expenditures

(5,409

)

(12,302

)

Cash paid for acquisitions, net of cash received

(60,437

)

(28,077

)

Net cash used in investing activities

(65,846

)

(40,379

)

Cash flows from financing activities:

Payment of debt, finance lease and other financing obligations

(38,924

)

(1,793

)

Proceeds from the issuance of common stock, net of issuance costs

85,941

Payment of deferred financing fees

(856

)

Proceeds from exercise of stock options

635

Surrender of shares to pay withholding taxes

(2,777

)

(1,001

)

Cash paid for contingent earn-out liability

(2,927

)

(967

)

Borrowings under asset based loan facility

100,000

Payments under asset based loan facility

(60,000

)

(960

)

Net cash provided by (used in) financing activities

80,457

(4,086

)

Effect of foreign currency translation on cash and cash equivalents

(168

)

(11

)

Net increase in cash and cash equivalents

68,312

(20,931

)

Cash and cash equivalents at beginning of period

140,233

42,410

Cash and cash equivalents at end of period

$

208,545

$

21,479




THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF GAAP NET (LOSS) INCOME PER COMMON SHARE
(unaudited; in thousands except share amounts and per share data)

Thirteen Weeks Ended

Thirty-Nine Weeks Ended

September 25,
2020

September 27,
2019

September 25,
2020

September 27,
2019

Numerator:

Net (loss) income

$

(11,427

)

$

4,425

$

(45,846

)

$

13,305

Denominator:

Weighted average basic common shares outstanding

36,283,883

29,549,308

32,868,162

29,511,143

Dilutive effect of unvested common shares

405,529

212,466

Weighted average diluted common shares outstanding

36,283,883

29,954,837

32,868,162

29,723,609

Net (loss) income per share:

Basic

$

(0.31

)

$

0.15

$

(1.39

)

$

0.45

Diluted

$

(0.31

)

$

0.15

$

(1.39

)

$

0.45




THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF EBITDA AND ADJUSTED EBITDA TO NET (LOSS) INCOME
(unaudited; in thousands)

Thirteen Weeks Ended

Thirty-Nine Weeks Ended

September 25,
2020

September 27,
2019

September 25,
2020

September 27,
2019

Net (loss) income

$

(11,427

)

$

4,425

$

(45,846

)

$

13,305

Interest expense

4,706

4,517

15,602

13,913

Depreciation

5,039

3,484

14,714

9,539

Amortization

3,391

3,301

10,111

9,485

Provision for income tax (benefit) expense

(5,204

)

1,682

(24,148

)

5,052

EBITDA (1)

(3,495

)

17,409

(29,567

)

51,294

Adjustments:

Stock compensation (2)

2,075

908

4,925

2,911

Other operating (income) expenses (3)

(4,146

)

2,636

(9,812

)

5,681

Duplicate rent (4)

699

642

2,095

805

Moving expenses (5)

61

Adjusted EBITDA (1)

$

(4,867

)

$

21,595

$

(32,359

)

$

60,752

  1. We are presenting EBITDA and Adjusted EBITDA, which are not measurements determined in accordance with the U.S. generally accepted accounting principles, or GAAP, because we believe these measures provide additional metrics to evaluate our operations and which we believe, when considered with both our GAAP results and the reconciliation to net income, provide a more complete understanding of our business than could be obtained absent this disclosure. We use EBITDA and Adjusted EBITDA, together with financial measures prepared in accordance with GAAP, such as revenue and cash flows from operations, to assess our historical and prospective operating performance and to enhance our understanding of our core operating performance. The use of EBITDA and Adjusted EBITDA as performance measures permits a comparative assessment of our operating performance relative to our performance based upon GAAP results while isolating the effects of some items that vary from period to period without any correlation to core operating performance or that vary widely among similar companies.

  2. Represents non-cash stock compensation expense associated with awards of restricted shares of our common stock and stock options to our key employees and our independent directors.

  3. Represents non-cash changes in the fair value of contingent earn-out liabilities related to our acquisitions, non-cash charges related to asset disposals and certain third-party deal costs incurred in connection with our acquisitions or financing arrangements.

  4. Represents duplicate rent and occupancy costs for our Los Angeles, CA facility.

  5. Represents moving expenses for the consolidation and expansion of our Ridgefield, CT and Toronto, Canada facilities.




THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF ADJUSTED NET (LOSS) INCOME TO NET (LOSS) INCOME
(unaudited; in thousands except share amounts and per share data)

Thirteen Weeks Ended

Thirty-Nine Weeks Ended

September 25,
2020

September 27,
2019

September 25,
2020

September 27,
2019

Net (loss) income

$

(11,427

)

$

4,425

$

(45,846

)

$

13,305

Adjustments to Reconcile Net (Loss) Income to Adjusted Net (Loss) Income (1):

Other operating (income) expenses (2)

(4,146

)

2,636

(9,812

)

5,681

Duplicate rent (3)

699

642

2,095

805

Moving expenses (4)

61

Third party debt modification fees (5)

1,233

Tax effect of adjustments (6)

1,159

(903

)

2,237

(1,802

)

Total adjustments

(2,288

)

2,375

(4,247

)

4,745

Adjusted net (loss) income

$

(13,715

)

$

6,800

$

(50,093

)

$

18,050

Diluted adjusted earnings per common share

$

(0.38

)

$

0.23

$

(1.52

)

$

0.61

Diluted shares outstanding - adjusted

36,283,883

29,954,837

32,868,162

29,723,609

  1. We are presenting adjusted net income and adjusted earnings per common share (EPS), which are not measurements determined in accordance with U.S. generally accepted accounting principles, or GAAP, because we believe these measures provide additional metrics to evaluate our operations and which we believe, when considered with both our GAAP results and the reconciliation to net income available to common stockholders, provide a more complete understanding of our business than could be obtained absent this disclosure. We use adjusted net income available to common stockholders and adjusted EPS, together with financial measures prepared in accordance with GAAP, such as revenue and cash flows from operations, to assess our historical and prospective operating performance and to enhance our understanding of our core operating performance. The use of adjusted net income available to common stockholders and adjusted EPS as performance measures permits a comparative assessment of our operating performance relative to our performance based upon our GAAP results while isolating the effects of some items that vary from period to period without any correlation to core operating performance or that vary widely among similar companies.

  2. Represents non-cash changes in the fair value of contingent earn-out liabilities related to our acquisitions, non-cash charges related to asset disposals and certain third-party deal costs incurred in connection with our acquisitions or financing arrangements.

  3. Represents duplicate rent and occupancy costs for our Los Angeles, CA facility.

  4. Represents moving expenses for the consolidation and expansion of our Ridgefield, CT and Toronto, Canada facilities.

  5. Represents interest expense related to investment banking fees paid in connection with the modification of our senior secured term loan.

  6. Represents the tax effect of items 2 through 5 above.




THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF ADJUSTED EARNINGS PER COMMON SHARE
(unaudited; in thousands except share amounts and per share data)

Thirteen Weeks Ended

Thirty-Nine Weeks Ended

September 25, 2020

September 27, 2019

September 25, 2020

September 27, 2019

Numerator:

Adjusted net (loss) income

$

(13,715

)

$

6,800

$

(50,093

)

$

18,050

Denominator:

Weighted average basic common shares outstanding

36,283,883

29,549,308

32,868,162

29,511,143

Dilutive effect of unvested common shares

405,529

212,466

Weighted average diluted common shares outstanding

36,283,883

29,954,837

32,868,162

29,723,609

Adjusted earnings per share:

Diluted

$

(0.38

)

$

0.23

$

(1.52

)

$

0.61