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8-K - 8-K - Truett-Hurst, Inc.thst-8k_20181015.htm

 

 

Exhibit 99.1

 

 

 

Truett-Hurst, Inc. Reports Fiscal Year 2018 Results

Healdsburg, California (October 15, 2018) – Truett-Hurst, Inc. (NASDAQ: THST), which operates an innovative super-premium and ultra-premium wine sales, marketing and production company based in the acclaimed Dry Creek Valley of Sonoma County, California, reported results for its fiscal year 2018 which ended on June 30, 2018.

FY18 vs. FY17

For the fiscal year ended June 30, 2018, net sales increased $0.5 million or 8.6% while the gross profit margin decreased from 63.9% to 61.3%. The decrease in gross profit during the year ended June 30, 2018 compared to the prior year was primarily due to an increase in cost of sales attributable to higher case sales, and an increase in discounts which contributed to lower net sales. Also contributing to the lower gross profit during the year ended June 310, 2018 is an increase in inventory reserves and write-offs.

Direct to consumer net sales increased 8.6% for the year ended June 30, 2018. The increase in direct to consumer net sales was primarily due to continued efforts to grow the channel through wine club and tasting room sales, as well as special offers presented via email to wine club members and others. A portion of the increase is also due to higher sales in the broad retail market for the year ended June 30, 2018, and sales to one large retailer during the first quarter.

Sales discounts and depletion allowances are recorded as a reduction of sales at the time of sale. For the fiscal years ended June 30, 2018 and June 30, 2017, sales discounts and depletion allowances totaled $3.1 million and $2.3 million, respectively.

Operating Expenses

Operating expenses for the fiscal year ended June 30, 2018 was $3.9 million compared to $3.5 million in the prior year. Sales and marketing expenses decreased by $0.1 million or 8.8% for the fiscal year ended June 30, 2018 compared to fiscal year ended June 30, 2017, the expense measured as a percentage of net sales decreased from 27.7% to 23.3% caused by lower net sales. The dollar decrease for the fiscal year 2018 is due to lower hosted wine club events and lower freight and shipping costs. General and administrative expense for the fiscal year ended June 30, 2018 increased $0.6 million or 32.6%, 36.1% of net sales compared to 29.6% compared to fiscal year 2017. The increase was primarily due to increase in personnel related and outside service costs.

Discontinued Operation

During the fourth quarter of fiscal year 2018, we determined to discontinue operations of the wholesale wine business (the “Wholesale Business”). The Company decided to sell all assets and liabilities directly related to those assets associated with the Wholesale Business due to the sustained losses incurred. Further, the Company determined that the discontinued operations represented a strategic shift that will have a major effect on the Company’s operations and financial results since it represented a complete exit from the wholesale business and, therefore, classified the disposal group as held for sale as of June 30, 2018.  The results of discontinued operations are aggregated and separately presented in the consolidated statements of operations, net of income taxes. The assets and liabilities of the discontinued operations are presented separately under the captions “Assets of discontinued operations” and “Liabilities of discontinued operations,” respectively, within the Consolidated Balance Sheets at June 30, 2018 and 2017.

On August 13, 2018, the Company, successfully executed an Asset Purchase Agreement with Precept Brands LLC, a Washington limited liability company pursuant to which the Company agreed to sell the aforementioned assets comprising its Wholesale Business to Precept.

 


 

Earnings Call

The Company will not be conducting an earnings call related to its results for the fiscal year 2018 ended June 30, 2018.

Truett-Hurst, Inc. • 125 Foss Creek Circle • Healdsburg, CA 95448 • tel: 707.431.4423 • fax: 707.395.0289 • email: ir@truetthurstinc.com

About Truett-Hurst, Inc.

Truett-Hurst, Inc. (NASDAQ: THST) is a holding company and its sole asset is the controlling equity interest in H.D.D. LLC, an innovative super-premium, ultra-premium and luxury wine sales, marketing and production company based in the acclaimed Dry Creek Valley of Sonoma County, California. Truett-Hurst, Inc. is headquartered in Healdsburg, California.

Forward-Looking Statements

This press release for the fiscal year 2018 ended June 30, 2018 contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended, that are made as of the date of this press release based upon our current expectations. All statements, other than statements of historical fact, regarding our strategy, future operations, financial position, estimated revenue, projected costs, prospects, plans, opportunities, and objectives constitute “forward-looking statements.” The words “may,” “will,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “potential” or “continue” and similar types of expressions identify such statements, although not all forward-looking statements contain these identifying words. Such forward-looking statements include expectations regarding revenue, income, and expenses for the periods after June 30, 2018. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause such differences include, but are not limited to, a reduction in the supply of grapes and bulk wine available to us; significant competition; any change in our relationships with retailers which could harm our business; we may not achieve or maintain profitability in the future; the loss of key employees; a reduction in our access to, or an increase in the cost of, the third-party services we use to produce our wine; credit facility restrictions on our current and future operations; failure to protect, or infringement of, trademarks and proprietary rights; risks relating to our inventory; risks relating to our structure; these factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this report. For additional information, see our Annual Report on Form 10-K filed on October 15, 2018, or our other reports currently on file with the Securities and Exchange Commission, which contain a more detailed discussion of risks and uncertainties that may affect future results. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

 


 

TRUETT-HURST, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

 

 

June 30,

2018

 

 

June 30,

2017

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

278

 

 

$

783

 

Inventories

 

 

5,826

 

 

 

6,277

 

Other current assets

 

 

251

 

 

 

295

 

Current assets of discontinued operations

 

 

18,396

 

 

 

16,474

 

Total current assets

 

 

24,751

 

 

 

23,829

 

Property and equipment, net

 

 

6,320

 

 

 

5,353

 

Intangible assets

 

 

38

 

 

 

38

 

Other assets, net

 

 

73

 

 

 

142

 

Noncurrent assets of discontinued operations

 

 

 

 

 

676

 

Total assets

 

$

31,182

 

 

$

30,038

 

Liabilities and Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Lines of credit

 

$

8,058

 

 

$

7,290

 

Accounts payable

 

 

409

 

 

 

606

 

Accrued expenses

 

 

237

 

 

 

125

 

Current portion of capital lease obligation

 

 

11

 

 

 

11

 

Current maturities of long term debt

 

 

3,235

 

 

 

491

 

Liabilities of discontinued operations

 

 

3,740

 

 

 

2,304

 

Total current liabilities

 

 

15,690

 

 

 

10,827

 

Long term debt, net of current maturities

 

 

 

 

 

3,002

 

Capital lease obligation, net of current portion

 

 

52

 

 

 

63

 

Total liabilities

 

$

15,742

 

 

$

13,892

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

Preferred stock, par value of $0.001 per share, 5,000,000 shares

authorized, none issued and outstanding at June 30, 2018 and

2017

 

 

 

 

 

 

Class A common stock, par value of $0.001 per share, 15,000,000

authorized, 4,535,750 issued and outstanding at June 30, 2018 and

4,426,789 issued and outstanding at June 30, 2017

 

 

4

 

 

 

4

 

Class B common stock, par value of $0.001 per share, 1,000

authorized, 6 issued and outstanding at June 30, 2018 and 7

issued and outstanding at June 30, 2017

 

 

 

 

 

 

Additional paid-in capital

 

 

16,527

 

 

 

16,082

 

Accumulated deficit

 

 

(6,299

)

 

 

(5,651

)

Total Truett-Hurst, Inc. shareholders' equity

 

 

10,232

 

 

 

10,435

 

Noncontrolling interest

 

 

5,208

 

 

 

5,711

 

Total equity

 

 

15,440

 

 

 

16,146

 

Total liabilities and equity

 

$

31,182

 

 

$

30,038

 

 

 


 

TRUETT-HURST, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share data)

 

 

 

Fiscal Year Ended June 30,

 

 

 

2018

 

 

2017

 

Sales

 

$

6,483

 

 

$

5,972

 

Less excise tax

 

 

(12

)

 

 

(12

)

Net sales

 

 

6,471

 

 

 

5,960

 

Cost of sales

 

 

2,502

 

 

 

2,153

 

Gross profit

 

 

3,969

 

 

 

3,807

 

Operating expenses:

 

 

 

 

 

 

 

 

Sales and marketing

 

 

1,509

 

 

 

1,654

 

General and administrative

 

 

2,338

 

 

 

1,763

 

Loss on disposal of assets

 

 

16

 

 

 

62

 

Total operating expenses

 

 

3,863

 

 

 

3,479

 

Income from operations

 

 

106

 

 

 

328

 

Other income (expense):

 

 

 

 

 

 

 

 

Interest expense, net

 

 

(102

)

 

 

(81

)

Gain on lease termination, net

 

 

 

 

 

844

 

Gain on fair value of interest rate swap

 

 

76

 

 

 

131

 

Gain on insurance settlement

 

 

1,879

 

 

 

 

Other income (expense), net

 

 

11

 

 

 

(7

)

Total other income, net

 

 

1,864

 

 

 

877

 

Income before income tax expense

 

 

1,970

 

 

 

1,215

 

Income tax expense

 

 

(2

)

 

 

(2

)

Net income from continuing operations

 

 

1,968

 

 

 

1,213

 

Loss from discontinued operations, net of tax

 

 

(3,049

)

 

 

(1,417

)

Net loss attributable to Truett-Hurst, Inc. and H.D.D. LLC

 

 

(1,081

)

 

 

(204

)

Net loss attributable to noncontrolling interest: H.D.D. LLC

 

 

(433

)

 

 

(153

)

Net loss attributable to Truett-Hurst, Inc.

 

$

(648

)

 

$

(51

)

Net income (loss) per share, basic and diluted:

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.44

 

 

$

0.28

 

Discontinued operations

 

 

(0.68

)

 

 

(0.22

)

Attributable to noncontrolling interest

 

 

0.10

 

 

 

0.03

 

Attributable to Truett-Hurst, Inc.

 

$

(0.14

)

 

$

(0.01

)

Weighted average shares used in computing net loss per share:

 

 

 

 

 

 

 

 

Basic and diluted weighted average shares

 

 

4,470,185

 

 

 

4,377,994

 

 


 

TRUETT-HURST, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

 

Fiscal Year Ended June 30,

 

 

 

2018

 

 

2017

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income from continuing operations

 

$

1,968

 

 

$

1,213

 

Loss from discontinued operations, net of tax

 

 

(3,049

)

 

 

(1,417

)

Net loss

 

 

(1,081

)

 

 

(204

)

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

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

929

 

 

 

824

 

Stock-based compensation

 

 

375

 

 

 

129

 

Executive termination benefits

 

 

133

 

 

 

 

Impairment of intangibles

 

 

4

 

 

 

 

 

Loss on sale of bulk wine

 

 

22

 

 

 

 

Gain on fair value of interest rate swap

 

 

(76

)

 

 

(131

)

Gain on lease termination, net

 

 

 

 

 

(844

)

Proceeds received on lease termination

 

 

 

 

 

955

 

Gain on insurance settlement

 

 

(1,879

)

 

 

 

Loss on disposal of assets

 

 

12

 

 

 

62

 

Changes in operating assets and liabilities, net

 

 

 

 

 

 

 

 

Inventories

 

 

402

 

 

 

(211

)

Other current assets

 

 

120

 

 

 

(249

)

Accounts payable

 

 

(197

)

 

 

643

 

Accrued expenses

 

 

(19

)

 

 

(275

)

Net cash (used in) provided by operating activities

 

 

(1,255

)

 

 

699

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Acquisition of property and equipment

 

 

(1,910

)

 

 

(674

)

Acquisition of intangible and other assets

 

 

(14

)

 

 

(40

)

Proceeds from insurance settlement

 

 

1,906

 

 

 

 

Proceeds from sale of assets

 

 

100

 

 

 

5

 

Net cash provided by (used in) investing activities

 

 

82

 

 

 

(709

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Net (payments on) proceeds from lines of credit

 

 

1,096

 

 

 

(3,021

)

Proceeds from long term debt

 

 

 

 

 

387

 

Payments on long term debt

 

 

(585

)

 

 

(558

)

Payments on capital lease obligation

 

 

(11

)

 

 

 

Net cash provided by (used in) financing activities

 

 

499

 

 

 

(3,192

)

Discontinued Operations

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating activities

 

 

69

 

 

 

(48

)

Net cash provided by (used in) investing activities

 

 

100

 

 

 

(10

)

Net cash provided by (used in) discontinued operations

 

 

169

 

 

 

(58

)

Net change in cash and cash equivalents

 

 

(505

)

 

 

(3,260

)

Cash and cash equivalents at beginning of year

 

 

783

 

 

 

4,043

 

Cash and cash equivalents at end of year

 

$

278

 

 

$

783

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

470

 

 

$

327

 

Cash paid for income taxes

 

$

1

 

 

$

2

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 

 

Equipment financed with capital lease obligation

 

$

 

 

$

74

 

 

 

 


 

For more information, contact:

Truett-Hurst, Inc.

Karen Weaver,

Chief Financial Officer

Phone: 707.431.4423

Fax: 707.395.0289

Email:  karen@truetthurst.com