Attached files
| file | filename |
|---|---|
| 8-K - PRIMO WATER CORP 8-K 4-30-2015 - Primo Water Corp | form8k.htm |
| EX-10.1 - EXHIBIT 10.1 - Primo Water Corp | ex10_1.htm |
Exhibit 99.1
Contact:
Primo Water Corporation
Mark Castaneda, Chief Financial Officer
(336) 331-4000
ICR Inc.
John Mills
Katie Turner
(646) 277-1228
Primo Water Announces First Quarter Financial Results
Sales and Adjusted EBITDA Exceed Company Guidance
Outlook Raised for Fiscal 2015
WINSTON-SALEM, N.C., May 5, 2015 -- Primo Water Corporation (Nasdaq: PRMW), a leading provider of multi-gallon purified bottled water, self-service refill water and water dispensers, today announced financial results for the first quarter ended March 31, 2015.
First Quarter Business Highlights:
| · | Total net sales increased 24.2% to $29.2 million, exceeding Company guidance |
| · | Water segment net sales increased 30.0% to $20.7 million driven by U.S. Exchange same-store sales growth of 8.6% and the addition of retail exchange locations compared to the prior year |
| · | Adjusted EBITDA for the first quarter increased 36.5% to $3.7 million, exceeding Company guidance |
| · | Net income from continuing operations improved to $0.01 per share on a pro-forma fully taxed basis from a net loss of ($0.04) per share in the prior year period |
“We started the year off with positive momentum and generated continued growth through the execution of our strategic initiatives in both the Water and Dispenser segments,” commented Billy D. Prim, Primo Water’s Chief Executive Officer. “Our strong top line growth helped us generate EBITDA ahead of our expectations and demonstrates the steps we have taken to better position our business through the increased distribution of our water services and water dispensers.”
1
First Quarter Results
Net sales increased 24.2% to $29.2 million from $23.5 million in the prior year, driven by an increase in both the Water and Dispensers segment net sales.
Water segment net sales increased 30.0% to $20.7 million compared to $15.9 million in the prior year. Sales in the Water segment consist of the sale of multi-gallon purified bottled water (“Exchange”) and self-service refill water (“Refill”). The increase in Water net sales was primarily due to a 53.0% increase in U.S. Exchange sales, which was driven by the addition of retail locations compared to the prior year and same-store unit growth of approximately 8.6%. Dispenser segment net sales increased 12.0% to $8.5 million compared to $7.6 million.
Gross margin percentage decreased slightly to 26.2% from 26.3% in the prior year, primarily due to sales mix changes. Selling, general and administrative (“SG&A”) expenses increased to $4.7 million from $3.8 million in the prior year. The increase was primarily due to higher non-cash stock compensation expense driven by accruals for performance-based stock awards. Interest expense decreased 59.4% to $0.5 million from $1.3 million in the prior year, due primarily to more favorable borrowing rates under the Company’s credit facility entered into on June 20, 2014.
Adjusted EBITDA increased 36.5% to $3.7 million from $2.7 million in the prior year, driven by the increase in net sales in both the Water and Dispensers segments. The U.S. GAAP net loss from continuing operations was $0.2 million, or $0.01 per share, compared to $3.6 million, or $0.15 per share, for the prior year period. On a pro forma fully taxed basis, net income (loss) from continuing operations was $0.01 per share compared to $(0.04) per share for the prior year period (see financial tables for details).
Outlook
The Company raised its full year 2015 outlook for net sales to a range of $114.5 to $118.5 million and adjusted EBITDA to a range of $14.7 to $16.2 million.
The Company expects second quarter 2015 net sales in the range of $29.8 to $30.8 million and adjusted EBITDA in the range of $3.8 to $4.0 million.
Conference Call and Webcast
The Company will host a conference call to discuss these matters at 4:30 p.m. ET today, May 5, 2015. Participants from the Company will be Billy D. Prim, Chief Executive Officer, Matt Sheehan, President and Chief Operating Officer, and Mark Castaneda, Chief Financial Officer. The call will be broadcast live over the Internet hosted at the Investor Relations section of Primo Water's website at www.primowater.com, and will be archived online through May 19, 2015. In addition, listeners may dial (866) 712-2329 in North America, and international listeners may dial (253) 237-1244.
2
About Primo Water Corporation
Primo Water Corporation (Nasdaq: PRMW) is a leading provider of multi-gallon purified bottled water, self-service refill water and water dispensers sold through major retailers throughout the United States and Canada. Learn more about Primo Water at www.primowater.com.
Forward-Looking Statements
Certain statements contained herein are not based on historical fact and are "forward-looking statements" within the meaning of the applicable securities laws and regulations. These statements include the Company’s financial guidance. These statements can otherwise be identified by the use of words such as "anticipate," "believe," "could," "estimate," "expect," "feel," "forecast," "intend," "may," "plan," "potential," "project," "should," "would,” “will,” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Owing to the uncertainties inherent in forward-looking statements, actual results could differ materially from those stated herein. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the failure to achieve the incremental net sales or reduced distribution costs associated with strategic alliance agreement with DS Services of America, Inc., adverse changes in the Company's relationships with its other independent bottlers, distributors and suppliers, the loss of major retail customers of the Company or the reduction in volume or change in timing of purchases by major retail customers, lower than anticipated consumer and retailer acceptance of and demand for the Company's products and services, the entry of a competitor with greater resources into the marketplace, competition and other business conditions in the water and water dispenser industries in general, the Company’s experiencing product liability, product recall or higher than anticipated rates of sales returns associated with product quality or safety issues, the loss of key Company personnel, changes in the regulatory framework governing the Company's business, the Company's inability to efficiently expand operations and capacity to meet growth, the Company's inability to develop, introduce and produce new product offerings within the anticipated timeframe or at all, the Company’s inability to comply with its covenants in its credit facility, significant liabilities or costs associated with litigation or other legal proceedings, as well as other risks described more fully in the Company's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K filed on March 16, 2015 and its subsequent filings under the Securities Exchange Act of 1934. Forward-looking statements reflect management's analysis as of the date of this press release. The Company does not undertake to revise these statements to reflect subsequent developments, other than in its regular, quarterly earnings releases or as otherwise required by applicable securities laws.
3
Use of Non-U.S. GAAP Financial Measures
To supplement its financial statements, the Company provides investors with information related to adjusted EBITDA and pro forma fully taxed net income (loss) from continuing operations, which are not financial measures calculated in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). Adjusted EBITDA is calculated as loss from continuing operations before depreciation and amortization; interest expense; non-cash, stock-based compensation expense; non-recurring costs; and loss on disposal and impairment of property and equipment and other. Pro forma fully taxed net income (loss) from continuing operations is defined as loss from continuing operations less non-cash stock-based compensation expense, non-recurring costs and loss on disposal and impairment of property and equipment as adjusted on a pro forma basis for the full effect of income taxes. The Company believes these non-U.S. GAAP financial measures provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. Management uses these non-U.S. GAAP financial measures to compare the Company's performance to that of prior periods for trend analyses and planning purposes. These non-U.S. GAAP financial measures are also presented to the Company’s board of directors and adjusted EBITDA is used in its credit agreements.
Non-U.S. GAAP measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP. These non-U.S. GAAP measures exclude significant expenses that are required by U.S. GAAP to be recorded in the Company's financial statements and is subject to inherent limitations.
FINANCIAL TABLES TO FOLLOW
4
Primo Water Corporation
Condensed Consolidated Statements of Operations
(Unaudited; in thousands, except per share amounts)
|
Three months ended
March 31,
|
||||||||
|
2015
|
2014
|
|||||||
|
Net sales
|
$
|
29,213
|
$
|
23,528
|
||||
|
Operating costs and expenses:
|
||||||||
|
Cost of sales
|
21,557
|
17,342
|
||||||
|
Selling, general and administrative expenses
|
4,665
|
3,841
|
||||||
|
Non-recurring costs
|
22
|
1,825
|
||||||
|
Depreciation and amortization
|
2,585
|
2,744
|
||||||
|
Loss on disposal and impairment of property and equipment
|
64
|
134
|
||||||
|
Total operating costs and expenses
|
28,893
|
25,886
|
||||||
|
Income (loss) from operations
|
320
|
(2,358
|
)
|
|||||
|
Interest expense
|
519
|
1,276
|
||||||
|
Loss from continuing operations
|
(199
|
)
|
(3,634
|
)
|
||||
|
Loss from discontinued operations
|
(38
|
)
|
(119
|
)
|
||||
|
Net loss
|
$
|
(237
|
)
|
$
|
(3,753
|
)
|
||
|
Basic and diluted loss per common share:
|
||||||||
|
Loss from continuing operations
|
$
|
(0.01
|
)
|
$
|
(0.15
|
)
|
||
|
Loss from discontinued operations
|
(0.00
|
)
|
(0.01
|
)
|
||||
|
Net loss
|
$
|
(0.01
|
)
|
$
|
(0.16
|
)
|
||
|
Basic and diluted weighted average common shares outstanding
|
24,683
|
24,076
|
||||||
5
Primo Water Corporation
Segment Information
(Unaudited; in thousands)
|
Three months ended
March 31,
|
||||||||
|
2015
|
2014
|
|||||||
|
Segment net sales
|
||||||||
|
Water
|
$
|
20,657
|
$
|
15,891
|
||||
|
Dispensers
|
8,556
|
7,637
|
||||||
|
Total net sales
|
$
|
29,213
|
$
|
23,528
|
||||
|
Segment income (loss) from operations
|
||||||||
|
Water
|
6,428
|
4,938
|
||||||
|
Dispensers
|
331
|
328
|
||||||
|
Corporate
|
(3,768
|
)
|
(2,921
|
)
|
||||
|
Non-recurring costs
|
(22
|
)
|
(1,825
|
)
|
||||
|
Depreciation and amortization
|
(2,585
|
)
|
(2,744
|
)
|
||||
|
Loss on disposal and impairment of property and equipment
|
(64
|
)
|
(134
|
)
|
||||
|
$
|
320
|
$
|
(2,358
|
)
|
||||
6
Primo Water Corporation
Condensed Consolidated Balance Sheets
(in thousands, except par value data)
|
March 31,
2015
|
December 31,
2014
|
|||||||
|
(unaudited)
|
||||||||
|
ASSETS
|
||||||||
|
Current assets:
|
||||||||
|
Cash
|
$
|
787
|
$
|
495
|
||||
|
Accounts receivable, net
|
10,717
|
9,010
|
||||||
|
Inventories
|
5,844
|
6,826
|
||||||
|
Prepaid expenses and other current assets
|
1,560
|
1,279
|
||||||
|
Total current assets
|
18,908
|
17,610
|
||||||
|
Bottles, net
|
3,681
|
3,574
|
||||||
|
Property and equipment, net
|
33,747
|
34,235
|
||||||
|
Intangible assets, net
|
8,966
|
9,452
|
||||||
|
Other assets
|
840
|
877
|
||||||
|
Total assets
|
$
|
66,142
|
$
|
65,748
|
||||
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||||
|
Current liabilities:
|
||||||||
|
Accounts payable
|
$
|
12,557
|
$
|
12,499
|
||||
|
Accrued expenses and other current liabilities
|
4,205
|
4,343
|
||||||
|
Current portion of capital leases and notes payable
|
105
|
106
|
||||||
|
Total current liabilities
|
16,867
|
16,948
|
||||||
|
Long-term debt, capital leases and notes payable, net of current portion
|
24,883
|
24,210
|
||||||
|
Liabilities of disposal group, net of current portion, and other long-term liabilities
|
2,305
|
2,316
|
||||||
|
Total liabilities
|
44,055
|
43,474
|
||||||
|
Commitments and contingencies
|
||||||||
|
Stockholders’ equity:
|
||||||||
|
Preferred stock, $0.001 par value - 10,000 shares authorized, none issued and outstanding
|
–
|
–
|
||||||
|
Common stock, $0.001 par value - 70,000 shares authorized, 24,825 and 24,642 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively
|
25
|
25
|
||||||
|
Additional paid-in capital
|
278,260
|
277,708
|
||||||
|
Common stock warrants
|
8,475
|
8,659
|
||||||
|
Accumulated deficit
|
(263,541
|
)
|
(263,304
|
)
|
||||
|
Accumulated other comprehensive loss
|
(1,132
|
)
|
(814
|
)
|
||||
|
Total stockholders’ equity
|
22,087
|
22,274
|
||||||
|
Total liabilities and stockholders’ equity
|
$
|
66,142
|
$
|
65,748
|
||||
7
Primo Water Corporation
Condensed Consolidated Statements of Cash Flows
(Unaudited; in thousands)
|
Three months ended March 31,
|
||||||||
|
2015
|
2014
|
|||||||
|
Cash flows from operating activities:
|
||||||||
|
Net loss
|
$
|
(237
|
)
|
$
|
(3,753
|
)
|
||
|
Less: Loss from discontinued operations
|
(38
|
)
|
(119
|
)
|
||||
|
Loss from continuing operations
|
(199
|
)
|
(3,634
|
)
|
||||
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
||||||||
|
Depreciation and amortization
|
2,585
|
2,744
|
||||||
|
Loss on disposal and impairment of property and equipment
|
64
|
134
|
||||||
|
Stock-based compensation expense
|
635
|
289
|
||||||
|
Non-cash interest expense
|
28
|
306
|
||||||
|
Issuance of common stock warrant
|
–
|
589
|
||||||
|
Other
|
195
|
(50
|
)
|
|||||
|
Changes in operating assets and liabilities:
|
||||||||
|
Accounts receivable
|
(1,861
|
)
|
(86
|
)
|
||||
|
Inventories
|
974
|
321
|
||||||
|
Prepaid expenses and other assets
|
(284
|
)
|
(276
|
)
|
||||
|
Accounts payable
|
101
|
3,946
|
||||||
|
Accrued expenses and other liabilities
|
(355
|
)
|
164
|
|||||
|
Net cash provided by operating activities
|
1,883
|
4,447
|
||||||
|
Cash flows from investing activities:
|
||||||||
|
Purchases of property and equipment
|
(1,474
|
)
|
(1,501
|
)
|
||||
|
Purchases of bottles, net of disposals
|
(706
|
)
|
(1,202
|
)
|
||||
|
Proceeds from the sale of property and equipment
|
5
|
41
|
||||||
|
Additions to and acquisitions of intangible assets
|
(3
|
)
|
(7
|
)
|
||||
|
Net cash used in investing activities
|
(2,178
|
)
|
(2,669
|
)
|
||||
|
Cash flows from financing activities:
|
||||||||
|
Borrowings under Revolving Credit Facilities
|
7,500
|
18,809
|
||||||
|
Payments under Revolving Credit Facilities
|
(6,800
|
)
|
(21,955
|
)
|
||||
|
Borrowings under Term loans
|
–
|
2,500
|
||||||
|
Note payable and capital lease payments
|
(27
|
)
|
(26
|
)
|
||||
|
Stock option and employee stock purchase activity, net
|
27
|
(14
|
)
|
|||||
|
Debt issuance costs and other
|
(6
|
)
|
(78
|
)
|
||||
|
Net cash provided by (used in) financing activities
|
694
|
(764
|
)
|
|||||
|
Cash used in operating activities of discontinued operations
|
(56
|
)
|
(96
|
)
|
||||
|
Effect of exchange rate changes on cash
|
(51
|
)
|
(16
|
)
|
||||
|
Net increase in cash
|
292
|
902
|
||||||
|
Cash, beginning of year
|
495
|
394
|
||||||
|
Cash, end of period
|
$
|
787
|
$
|
1,296
|
||||
8
Primo Water Corporation
Non-GAAP EBITDA and Adjusted EBITDA Reconciliation
(Unaudited; in thousands)
|
Three months ended
March 31,
|
||||||||
|
2015
|
2014
|
|||||||
|
Loss from continuing operations
|
$
|
(199
|
)
|
$
|
(3,634
|
)
|
||
|
Depreciation and amortization
|
2,585
|
2,744
|
||||||
|
Interest expense
|
519
|
1,276
|
||||||
|
EBITDA
|
2,905
|
386
|
||||||
|
Non-cash, stock-based compensation expense
|
635
|
289
|
||||||
|
Non-recurring costs
|
22
|
1,825
|
||||||
|
Loss on disposal and impairment of property and equipment and other
|
102
|
185
|
||||||
|
Adjusted EBITDA
|
$
|
3,664
|
$
|
2,685
|
||||
9
Primo Water Corporation
Pro Forma Fully Taxed Net Income (Loss) From Continuing Operations Reconciliation
(Unaudited; in thousands, except per share amounts)
|
Three months ended
March 31,
|
||||||||
|
2015
|
2014
|
|||||||
|
Loss from continuing operations
|
$
|
(199
|
)
|
$
|
(3,634
|
)
|
||
|
Non-cash, stock-based compensation expense
|
635
|
289
|
||||||
|
Non-recurring costs
|
22
|
1,825
|
||||||
|
Loss on disposal and impairment of property and equipment
|
64
|
134
|
||||||
|
Pro forma effect of full income tax (expense) benefit
|
(198
|
)
|
527
|
|||||
|
Pro forma fully taxed net income (loss) from continuing operations
|
$
|
324
|
$
|
(859
|
)
|
|||
|
Pro forma fully taxed income (loss) from continuing operations per share
|
$
|
0.01
|
$
|
(0.04
|
)
|
|||
|
Weighted average shares used in computing earnings (loss) per share:
|
||||||||
|
Basic and diluted weighted average common shares outstanding
|
24,683
|
24,076
|
||||||
10