Quarter marked by the announcement of the acquisition of Avon Products, Inc. and Natura &Co's commitment on climate change
SAO PAULO, Aug. 14, 2019 /PRNewswire/ -- Natura &Co posted another strong performance in the second quarter of 2019, with net income more than doubling and revenue growth in all three brands.
The quarter was also marked by the announcement on May 22 of the transformational acquisition of Avon Products, Inc, which will make Natura &Co the world's fourth-largest pure play beauty group and a leader in Direct-to-Consumer.
The group also took an important step by making its first major sustainability commitment at Natura &Co level: Ahead of the UN Climate Action Summit in September, Natura &Co joined 27 other companies in a pledge to hold the increase in the global average temperature to 1.5°C above pre-industrial levels and reach net-zero emissions by 2050. This underscores Natura &Co's commitment to a better way of doing business, combining positive economic, social and environmental impact.
Consolidated net revenue reached R$3.4 billion, up 9.8% on a reported basis and up 7.7% on an adjusted basis. EBITDA rose 27% to R$424.7 million, while adjusted EBITDA rose 10.6% to R$411.3 million. Net income increased nearly 110% to R$66.6 million.
Roberto Marques, executive chairman of Natura &Co, declared: "With strong revenue growth, a double-digit increase in adjusted EBITDA and a doubling in net income, Natura &Co posted another very solid set of results in Q2. All three of our existing brands and businesses contributed to this strong performance while making further progress in their sustainability agendas.
This quarter also saw Natura &Co take a new decisive step in the creation of a global multi-brand, multi-channel, purpose-driven group with the announcement of the acquisition of Avon Products, Inc. We expect to close the transaction as planned in the first quarter of 2020. We are energized by the prospect of working with Avon and its representatives, reinvesting the target synergies to accelerate growth and further strengthen Natura &Co as a force for good in the industry."
The Natura brand's adjusted net revenue in Brazil was up 6.7% in Q2, driven by strong Mother's Day and Valentine's Day campaigns. Productivity per consultant rose for the 11th consecutive quarter, by 7.9%, and Natura's digital platform continues to advance, with 680,000 consultants using it. Latin America also saw solid growth of 5.3% in adjusted net revenue in Reais and a stronger 17.3% in constant currency. Argentina posted a strong performance despite a challenging market environment, and Mexico and Colombia also delivered growth. Natura's consolidated adjusted EBITDA rose 6.5% to nearly R$366 million.
The Body Shop's transformation plan showed further encouraging results. Net revenue was up 7.5% in Brazilian Reais and 2.6% in constant currency in Q2. Like-for-like own-store sales grew 6.7% in the UK, underscoring the brand's growing attractiveness in its biggest market. Continued efficiency gains drove an 87.1% rise in adjusted EBITDA, excluding the expected transformation costs.
Aesop delivered yet another quarter of solid growth. Revenue increased 20.7% in Reais and 9.2% at constant currency. Like-for-like retail sales growth was 5% in the quarter, and Aesop opened six new signature stores in the period, bringing the total to 236. Q2-19 EBITDA grew by 27.4%.
Natura &Co's net-debt-to-EBITDA ratio stood at 2.83 times in Q2, decreasing from 3.30x in Q2-18. The group is on track to achieve its target of reducing the company's leverage to the pre-The Body Shop acquisition level of 1.4 times by 2021.
(For purposes of comparison, the results in this press release exclude the IFRS 16 new accounting standard for lease agreements. The reported results, including the impacts of IFRS 16, are disclosed in the company's financial statements. Adjusted results exclude effects that are not considered recurring not comparable between the periods under analysis.)
About Natura &Co
Resulting from the combination of Natura, Aesop and The Body Shop, the corporate brand Natura &Co consolidates the creation of a global, multi-channel and multi-brand cosmetics group that is driven by purpose. The three companies that form the group are committed to generating positive economic, social and environmental impact. Founded in 1969, Natura is a Brazilian multinational in the cosmetics and personal care segment, leader in direct sales. Founded in 1976 in Brighton, England, by Anita Roddick, The Body Shop is a global beauty brand that seeks to make a positive difference in the world. The Australian beauty brand Aesop was established in 1987 with a quest to create a range of superlative products for skin, hair and the body.
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NO OFFER OR SOLICITATION
This communication is for informational purposes and does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
This communication is being made in respect of the proposed transaction involving Natura Holding S.A. (collectively with Natura Cosmeticos S.A., "Natura") and Avon Products, Inc. ("Avon"). In connection with the proposed transaction, Natura will file with the Securities and Exchange Commission ("SEC") a registration statement on Form F-4 that will include a proxy statement of Avon and a prospectus of Natura. Natura and Avon also plan to file other documents with the SEC regarding the proposed transaction and a joint proxy statement/prospectus will be mailed to shareholders of Avon. This communication is not a substitute for any proxy statement, registration statement, proxy statement/prospectus or other documents that Natura and/or Avon may file with the SEC in connection with the proposed transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS ARE URGED TO READ THE FORM F-4 AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The Form F-4 and the joint proxy statement/prospectus, as well as other filings containing information about Natura and Avon, will be available without charge at the SEC's Internet site (www.sec.gov). Copies of the joint proxy statement/prospectus can also be obtained, when available, without charge, from Natura's website at www.NaturaeCo.com. Copies of the joint proxy statement/prospectus can be obtained, when available, without charge from Avon's website at www.AvonWorldwide.com.
PARTICIPANTS IN THE SOLICITATION
Natura and Avon, their respective directors, executive officers and other members of their management and employees may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of proxies in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the joint proxy statement/ prospectus and other relevant materials when they are filed with the SEC. Information regarding the directors and executive officers of Natura is contained in Natura's Reference Form for 2018, version 15, which was filed with the Brazilian Securities Commission on April 24, 2019. Information regarding the directors and executive officers of Avon is contained in Avon's definitive proxy statement for its 2019 annual meeting of shareholders, filed with the SEC on April 2, 2019. These documents can be obtained free of charge from the sources indicated above.
CAUTION ABOUT FORWARD-LOOKING STATEMENTS
Statements in this communication (or in the documents it incorporates by reference) that are not historical facts or information may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Among other things, these forward looking statements may include statements regarding the proposed transaction involving Natura and Avon; beliefs relating to value creation as a result of a proposed transaction involving Natura and Avon; the expected timetable for completing the transaction; benefits and synergies of the transaction; future opportunities for the combined company; and any other statements regarding Avon's and Natura's future beliefs, expectations, plans, intentions, financial condition or performance. In some cases, words such as "estimate," "project," "forecast," "plan," "believe," "may," "expect," "anticipate," "intend," "planned," "potential," "can," "expectation," "could," "will," "would" and similar expressions, or the negative of those expressions, may identify forward-looking statements. These forward-looking statements are based on Natura's and Avon's expectations and beliefs concerning future events and involve risks and uncertainties that may cause actual results to differ materially from current expectations. These factors are difficult to predict accurately and may be beyond Natura's and Avon's control. Forward-looking statements in this communication or elsewhere speak only as of the date made. New uncertainties and risks arise from time to time, and it is impossible for Natura or Avon to predict these events or how they may affect Natura or Avon. Therefore, you should not rely on any of these forward-looking statements as predictors of future events. Except as required by law, neither Natura nor Avon has any duty to, and does not intend to, update or revise the forward-looking statements in this communication or elsewhere after the date this communication is issued. In light of these risks and uncertainties, investors should keep in mind that results, events or developments discussed in any forward-looking statement made in this communication may not occur. Uncertainties and risk factors that could affect Natura's and/or Avon's future performance and cause results to differ from the forward-looking statements in this communication include, but are not limited to, (a) the parties' ability to consummate the transaction or satisfy the conditions to the completion of the transaction, including the receipt of shareholder approvals and the receipt of regulatory approvals required for the transaction on the terms expected or on the anticipated schedule; (b) the parties' ability to meet expectations regarding the timing, completion and accounting and tax treatments of the transaction; (c) the possibility that any of the anticipated benefits of the proposed transaction will not be realized or will not be realized within the expected time period; (d) the risk that integration of Avon's operations with those of Natura will be materially delayed or will be more costly or difficult than expected; (e) the failure of the proposed transaction to close for any other reason; (f) the effect of the announcement of the transaction on customer and consultant relationships and operating results (including, without limitation, difficulties in maintaining relationships with employees or customers); (g) dilution caused by Natura's issuance of additional shares of its common stock in connection with the transaction; (h) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (i) the diversion of management time on transaction-related issues; (j) the possibility that the intended accounting and tax treatments of the proposed transactions are not achieved; (k) those risks described in Section 4 of Natura's Reference Form for 2018, version 15, which was filed with the Brazilian Securities Commission on April 24, 2019; and (l) those risks described in Item 1A of Avon's most recently filed Annual Report on Form 10-K and subsequent reports on Forms 10-Q and 8-K.