-Revised Annual Adjusted EBITDA Guidance to $92
to $95 million from $90 to $95 million
-Repurchased Another $15 million of Outstanding
Convertible Bonds
Turning Point Brands, Inc. (“TPB” or “the Company”) (NYSE: TPB),
a manufacturer, marketer and distributor of branded consumer
products, including alternative smoking accessories and consumables
with active ingredients, announced today financial results for the
third quarter ended September 30, 2023.
Q3 2023 vs. Q3 2022
- Total consolidated net sales decreased 5.6% to $101.7 million
- Zig-Zag Products net sales decreased by 10.2% but stable
sequentially
- Stoker’s Products net sales increased by 10.1%
- Creative Distribution Solutions net sales decreased by
18.7%
- Gross profit decreased 2.1% to $51.6 million
- Net income decreased 6.1% to $10.8 million
- Adjusted net income increased 1.6% to $14.5 million (see
Schedule B for a reconciliation to net income)
- Adjusted EBITDA decreased 0.4% to $24.4 million (see Schedule A
for a reconciliation to net income)
- Diluted EPS of $0.58 and Adjusted Diluted EPS of $0.76 compared
to $0.60 and $0.72 in the same period one year ago, respectively
(see Schedule B for a reconciliation to Diluted EPS)
Graham Purdy, President and CEO, commented: “Our third quarter
results were consistent with our expectations. The Zig-Zag segment
was stable sequentially from the second quarter and notwithstanding
some transitory headwinds posted its third-highest revenue quarter.
Stoker’s had another solid quarter of performance led by
double-digit growth year-over-year in Stoker’s MST. We further
de-levered the balance sheet with an opportunistic purchase of $15
million in aggregate principal amount of our convertible notes
during the third quarter. With a new $75 million ABL revolving
credit facility, our strong cash balance, and our free cash flow
generation, we now have more than ample liquidity to address the
remaining balance of convertible notes maturing next year.”
Zig-Zag Products Segment (46% of total net sales in the
quarter)
For the third quarter, Zig-Zag Products net sales were
consistent with the previous quarter but decreased 10.2% to $46.8
million as the previous year’s third quarter benefitted from the
initial load-in of CLIPPER lighters and approximately $5 million of
sales from promotional activities and timing of Canadian
deliveries. Additionally, a discontinuation of an unprofitable
product line impacted Canadian sales by $1.8 million.
For the quarter, the Zig-Zag Products segment gross profit
decreased 4.6% to $26.7 million. Gross margin increased 330 basis
points to 57.2% driven primarily by product mix.
“Our alternative channel business had another quarter of strong
double-digit growth as we continue to expand penetration in the
growing market,” said Purdy. “We remain encouraged by our prospects
with secular cannabis consumption growth trends driving demand for
our products.”
Stoker’s Products Segment (36% of total net sales in the
quarter)
For the third quarter, Stoker’s Products net sales increased
10.1% to $36.9 million on double-digit growth of MST and
low-single-digit growth of loose-leaf chewing tobacco. For the
third quarter, total Stoker’s Products segment volume increased
2.2%, while price / mix increased 7.9%.
For the quarter, the Stoker’s Products segment gross profit
increased 12.5% to $20.6 million. Gross margin expanded 120 basis
points to 55.7% due to MST pricing gains.
“Stoker’s strong market share gains in both the MST and
loose-leaf chewing tobacco categories continued as its value
proposition continues to resonate with consumers,” continued
Purdy.
Recent Events
ABL Facility
On November 7, 2023, a subsidiary of the Company closed on a new
asset-based revolving credit facility with committed borrowing
capacity of $75 million. The new facility replaces a $25 million
senior secured revolving credit facility which was scheduled to
mature in August 2025. The new facility is scheduled to mature in
November 2027. The Company currently has no borrowings outstanding
under the new facility.
Performance Measures in the Third Quarter
Third quarter consolidated selling, general and administrative
(“SG&A”) expenses were $31.4 million compared to $32.9 million
in the third quarter of 2022.
The third quarter SG&A included the following notable
items:
- $1.8 million of stock options, restricted stock and incentive
expense compared to $1.4 million in the year-ago period
- $0.3 million of FDA PMTA-related expenses for modern oral
products compared to $1.2 million in the year-ago period
- $0.2 million of restructuring costs related to CDS as compared
to $0.0 million in the year-ago period
- $0.1 million of transaction expenses compared to $0.0 million
in the year-ago period
- $0.1 million of ERP / CRM duplicative system costs compared to
$0.4 million of ERP / CRM scoping expenses in the previous
year
Total gross debt as of September 30, 2023 was $368.5 million.
Net debt (total gross debt less unrestricted cash) at September 30,
2023 was $272.5 million. The Company ended the quarter with total
liquidity of $119.7 million, comprised of $96.1 million in cash and
$23.6 million of revolving credit facility capacity.
During the quarter, the Company repurchased $15.0 million in
aggregate principal amount of its 2.50% Convertible Senior Notes
due July 2024.
The Company recorded an impairment charge of $2.2 million during
the quarter related to historical minority investments in
development stage ventures.
2023 Outlook
At this time, the Company expects full-year 2023 adjusted EBITDA
to be $92 to $95 million (compared to previous outlook of $90 to
$95 million).
Creative Distribution Solutions (“CDS”) (18% of total net
sales in the quarter)
The CDS business was restructured during the quarter to
eliminate certain unprofitable businesses and focus on a narrower
set of products to better position it as a standalone business.
For the third quarter, CDS net sales were $18.1 million, gross
profit was $4.3 million, and gross margin was 23.8%.
Earnings Conference Call
As previously disclosed, a conference call with the investment
community to review TPB’s financial results has been scheduled for
10:00 a.m. Eastern on Wednesday, November 8, 2023. Investment
community participants should dial in 10 minutes ahead of time
using the toll-free number 888-330-2502 (international participants
should call 240-789-2713), and follow the audio prompts after
typing in the event ID: 6640134. A live listen-only webcast of the
call will be available on the Events and Presentations section of
the investor relations portion of the Company website
(www.turningpointbrands.com). A replay of the webcast will be
available on the site two hours following the call.
Non-GAAP Financial Measures
In addition to financial measures prepared in accordance with
generally accepted accounting principles in the United States
(GAAP), this press release includes certain non-GAAP financial
measures including EBITDA, Adjusted EBITDA, Adjusted Net Income,
Adjusted Diluted EPS and Adjusted Operating Income (Loss). A
reconciliation of these non-GAAP financial measures accompanies
this release.
About Turning Point Brands, Inc.
Turning Point Brands (NYSE: TPB) is a manufacturer, marketer and
distributor of branded consumer products including alternative
smoking accessories and consumables with active ingredients through
its iconic Zig-Zag® and Stoker’s® brands. TPB’s products are
available in more than 215,000 retail outlets in North America, and
on sites such as www.zigzag.com. For the latest news and
information about TPB and its brands, please visit
www.turningpointbrands.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws. Forward-looking
statements may generally be identified by the use of words such as
"anticipate," "believe," "expect," "intend," "plan" and "will" or,
in each case, their negative, or other variations or comparable
terminology. These forward-looking statements include all matters
that are not historical facts. By their nature, forward-looking
statements involve risks and uncertainties because they relate to
events and depend on circumstances that may or may not occur in the
future. As a result, these statements are not guarantees of future
performance and actual events may differ materially from those
expressed in or suggested by the forward-looking statements. Any
forward-looking statement made by TPB in this press release, its
reports filed with the Securities and Exchange Commission (the
“SEC”) and other public statements made from time-to-time speak
only as of the date made. New risks and uncertainties come up from
time to time, and it is impossible for TPB to predict or identify
all such events or how they may affect it. TPB has no obligation,
and does not intend, to update any forward-looking statements after
the date hereof, except as required by federal securities laws.
Factors that could cause these differences include, but are not
limited to those included it the Company’s Annual Reports on Form
10-K, Quarterly Reports on Form 10-Q and other reports filed by the
Company with the SEC. These statements constitute the Company’s
cautionary statements under the Private Securities Litigation
Reform Act of 1995.
Financial Statements Follow:
Turning Point Brands, Inc. Consolidated Statements of
Income (dollars in thousands except share and per share data)
(unaudited)
Three Months Ended September 30,
2023
2022
Net sales
$
101,722
$
107,802
Cost of sales
50,100
55,090
Gross profit
51,622
52,712
Selling, general, and administrative expenses
31,385
32,891
Operating income
20,237
19,821
Interest expense, net
3,984
4,802
Investment loss (gain)
2,101
(75
)
Gain on extinguishment of debt
(481
)
-
Income before income taxes
14,633
15,094
Income tax expense
3,767
3,797
Consolidated net income
10,866
11,297
Net gain (loss) attributable to non-controlling interest
35
(239
)
Net income attributable to Turning Point Brands, Inc.
$
10,831
$
11,536
Basic income per common share: Net income attributable to
Turning Point Brands, Inc.
$
0.62
$
0.65
Diluted income per common share: Net income attributable to Turning
Point Brands, Inc.
$
0.58
$
0.60
Weighted average common shares outstanding: Basic
17,595,980
17,749,294
Diluted
20,098,450
21,102,006
Supplemental disclosures of statements of income
information: Excise tax expense
$
5,288
$
5,747
FDA fees
$
142
$
170
Turning Point Brands, Inc. Consolidated Balance
Sheets (dollars in thousands except share data)
(unaudited) September 30, December 31,
ASSETS
2023
2022
Current assets: Cash
$
96,071
$
106,403
Accounts receivable, net of allowances of $59 in 2023 and $114 in
2022
10,493
8,377
Inventories
116,926
119,915
Other current assets
23,322
22,959
Total current assets
246,812
257,654
Property, plant, and equipment, net
24,613
22,788
Deferred income taxes
8,190
8,443
Right of use assets
12,060
12,465
Deferred financing costs, net
203
282
Goodwill
136,280
136,253
Other intangible assets, net
81,725
83,592
Master Settlement Agreement (MSA) escrow deposits
27,534
27,980
Other assets
16,526
22,649
Total assets
$
553,943
$
572,106
LIABILITIES AND STOCKHOLDERS' EQUITY Current
liabilities: Accounts payable
$
11,237
$
8,355
Accrued liabilities
27,227
33,001
Current portion of long-term debt
48,248
-
Other current liabilities
6
20
Total current liabilities
86,718
41,376
Notes payable and long-term debt
316,573
406,757
Lease liabilities
10,433
10,593
Total liabilities
413,724
458,726
Commitments and contingencies Stockholders' equity:
Preferred stock; $0.01 par value; authorized shares 40,000,000;
issued and outstanding shares -0-
-
-
Common stock, voting, $0.01 par value; authorized shares,
190,000,000; 19,912,882 issued shares and 17,596,422 outstanding
shares at September 30, 2023, and 19,801,623 issued shares and
17,485,163 outstanding shares at December 31, 2022
199
198
Common stock, nonvoting, $0.01 par value; authorized shares,
10,000,000; issued and outstanding shares -0-
-
-
Additional paid-in capital
117,143
113,242
Cost of repurchased common stock (2,316,460 shares at September 30,
2023 and December 31, 2022)
(78,093
)
(78,093
)
Accumulated other comprehensive loss
(3,855
)
(2,393
)
Accumulated earnings
103,517
78,691
Non-controlling interest
1,308
1,735
Total stockholders' equity
140,219
113,380
Total liabilities and stockholders' equity
$
553,943
$
572,106
Turning Point Brands, Inc. Consolidated Statements of
Cash Flows (dollars in thousands) (unaudited)
Nine Months Ended September
30,
2023
2022
Cash flows from operating activities: Consolidated net income
$
27,916
$
27,274
Adjustments to reconcile net income to net cash provided by
operating activities: Gain on extinguishment of debt
(1,858
)
-
Loss (gain) on sale of property, plant, and equipment
34
(8
)
Depreciation and other amortization expense
2,388
2,611
Amortization of other intangible assets
2,315
1,373
Amortization of deferred financing costs
1,795
1,936
Deferred income tax expense (benefit)
694
(431
)
Stock compensation expense
4,660
4,103
Noncash lease income
(48
)
-
Loss on investments
11,162
6,244
Changes in operating assets and liabilities: Accounts receivable
(2,112
)
(5,030
)
Inventories
3,036
(26,467
)
Other current assets
(1,384
)
1,891
Other assets
(5,110
)
1,211
Accounts payable
2,865
2,074
Accrued liabilities and other
(6,348
)
(392
)
Net cash provided by operating activities
$
40,005
$
16,389
Cash flows from investing activities: Capital expenditures
$
(4,206
)
$
(6,662
)
Payments for investments
(200
)
(1,000
)
Restricted cash, MSA escrow deposits
-
(10,169
)
Proceeds on the sale of property, plant and equipment
3
63
Net cash used in investing activities
$
(4,403
)
$
(17,768
)
Cash flows from financing activities: Repurchased
Convertible Senior Notes
$
(41,794
)
$
-
Proceeds from call options
114
-
Payment of dividends
(3,354
)
(3,259
)
Exercise of options
419
504
Redemption of options
(346
)
(155
)
Redemption of performance restricted stock units
(995
)
(1,228
)
Common stock repurchased
-
(27,032
)
Net cash used in financing activities
$
(45,956
)
$
(31,170
)
Net decrease in cash
$
(10,354
)
$
(32,549
)
Effect of foreign currency translation on cash
$
22
$
(324
)
Cash, beginning of period: Unrestricted
$
106,403
$
128,320
Restricted
4,929
15,155
Total cash at beginning of period
$
111,332
$
143,475
Cash, end of period: Unrestricted
$
96,071
$
105,672
Restricted
4,929
4,930
Total cash at end of period
$
101,000
$
110,602
Non-GAAP Financial Measures
To supplement our financial information presented in accordance
with generally accepted accounting principles in the United States,
or U.S. GAAP, we use non-U.S. GAAP financial measures, including
EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS,
Adjusted Gross Profit and Adjusted Operating Income (Loss). We
believe Adjusted EBITDA provides useful information to management
and investors regarding certain financial and business trends
relating to our financial condition and results of operations.
Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS,
Adjusted Gross Profit and Adjusted Operating Income (Loss) are used
by management to compare our performance to that of prior periods
for trend analyses and planning purposes and are presented to our
board of directors. We believe that EBITDA, Adjusted EBITDA,
Adjusted Net Income, Adjusted Diluted EPS, Adjusted Gross Profit
and Adjusted Operating Income (Loss) are appropriate measures of
operating performance because they eliminate the impact of expenses
that do not relate to business performance.
We define “EBITDA” as net income before interest expense, gain
(loss) on extinguishment of debt, provision for income taxes,
depreciation and amortization. We define “Adjusted EBITDA” as net
income before interest expense, loss on extinguishment of debt,
provision for income taxes, depreciation, amortization, other
non-cash items and other items that we do not consider ordinary
course in our evaluation of ongoing operating performance. We
define “Adjusted Net Income” as net income excluding items that we
do not consider ordinary course in our evaluation of ongoing
operating performance. We define “Adjusted Diluted EPS” as diluted
earnings per share excluding items that we do not consider ordinary
course in our evaluation of ongoing operating performance. We
define “Adjusted Gross Profit: as gross profit excluding other
non-cash items and other items that we do not consider ordinary
course in our evaluation of ongoing operating performance. We
define “Adjusted Operating Income (Loss)” as operating income
excluding other non-cash items and other items that we do not
consider ordinary course in our evaluation of ongoing operating
performance.
Non-U.S. GAAP measures should not be considered a substitute
for, or superior to, financial measures calculated in accordance
with U.S. GAAP. EBITDA, Adjusted Net Income, Adjusted EBITDA
Adjusted Diluted EPS, Adjusted Gross Profit and Adjusted Operating
Income (Loss) exclude significant expenses that are required by
U.S. GAAP to be recorded in our financial statements and is subject
to inherent limitations. In addition, other companies in our
industry may calculate this non-U.S. GAAP measure differently than
we do or may not calculate it at all, limiting its usefulness as a
comparative measure.
In accordance with SEC rules, we have provided, in the
supplemental information attached, a reconciliation of the non-GAAP
measures to the next directly comparable GAAP measures.
Schedule A Turning Point Brands, Inc.
Reconciliation of GAAP Net Income to Adjusted EBITDA
(dollars in thousands) (unaudited)
Three Months Ended
September 30,
2023
2022
Net income attributable to Turning Point Brands, Inc.
$
10,831
$
11,536
Add: Interest expense, net
3,984
4,802
Gain on extinguishment of debt
(481
)
-
Income tax expense
3,767
3,797
Depreciation expense
782
861
Amortization expense
844
454
EBITDA
$
19,727
$
21,450
Components of Adjusted EBITDA Corporate restructuring (a)
190
17
ERP/CRM (b)
138
435
Stock options, restricted stock, and incentives expense (c)
1,824
1,442
Transactional expenses (d)
76
-
FDA PMTA (e)
275
1,169
Non-cash asset impairment (f)
2,173
-
Adjusted EBITDA
$
24,403
$
24,513
(a) Represents costs associated with corporate
restructuring, including severance. (b) Represents cost associated
with scoping and mobilization of new ERP and CRM systems and cost
of duplicative ERP licenses. (c) Represents non-cash stock options,
restricted stock, incentives expense and Solace performance stock
units ("PRSUs"). (d) Represents the fees incurred for transaction
expenses. (e) Represents costs associated with applications related
to FDA premarket tobacco product application ("PMTA"). (f)
Represents impairment of investment assets.
Schedule B
Turning Point Brands, Inc. Reconciliation of GAAP
Net Income to Adjusted Net Income and Diluted EPS to Adjusted
Diluted EPS (dollars in thousands except share data)
(unaudited)
Three Months Ended Three Months Ended
September 30, 2023 September 30, 2022 Net
Income Diluted EPS Net Income Diluted EPS
GAAP EPS
$
10,831
$
0.58
$
11,536
$
0.60
Gain on extinguishment of debt (a)
(357
)
(0.02
)
-
-
Corporate restructuring (b)
141
0.01
13
0.00
ERP/CRM (c)
102
0.01
326
0.02
Stock options, restricted stock, and incentives expense (d)
1,354
0.07
1,079
0.05
Transactional expenses (e)
56
0.00
-
-
FDA PMTA (f)
204
0.01
875
0.04
Non-cash asset impairment (g)
1,614
0.08
-
-
Tax benefit (h)
575
0.03
469
0.01
Adjusted
$
14,521
$
0.76
$
14,297
$
0.72
Totals may not foot due to rounding (a)
Represents gain on extinguishment of debt tax effected at the
quarterly tax rate. (b) Represents costs associated with corporate
restructuring, including severance, tax effected at the quarterly
tax rate. (c) Represents cost associated with scoping and
mobilization of new ERP and CRM systems and cost of duplicative ERP
licenses tax effected at the quarterly tax rate. (d) Represents
non-cash stock options, restricted stock, incentives expense and
Solace PRSUs tax effected at the quarterly tax rate. (e) Represents
the fees incurred for transaction expenses tax effected at the
quarterly tax rate. (f) Represents costs associated with
applications related to the FDA PMTA tax effected at the quarterly
tax rate. (g) Represents impairment of investment assets tax
effected at the quarterly tax rate. (h) Represents adjustment from
quarterly tax rate to annual projected tax rate of 23% in 2023 and
2022.
Schedule C Turning Point Brands, Inc.
Reconciliation of GAAP Operating Income (loss) to Adjusted
Operating Income (loss) (dollars in thousands) (unaudited)
Consolidated Zig-Zag Products Stoker's
Products Creative Distribution Solutions
3rd Quarter
3rd Quarter
3rd Quarter
3rd Quarter
3rd Quarter
3rd Quarter
3rd Quarter
3rd Quarter
2023
2022
2023
2022
2023
2022
2023
2022
Net sales
$
101,722
$
107,802
$
46,754
$
52,061
$
36,916
$
33,525
$
18,052
$
22,216
Gross profit
$
51,622
$
52,712
$
26,745
$
28,035
$
20,572
$
18,279
$
4,305
$
6,398
Operating income (loss)
$
20,237
$
19,821
$
16,672
$
18,740
$
15,703
$
13,653
$
(460
)
$
142
Adjustments: Corporate restructuring
190
17
-
-
-
-
190
-
ERP/CRM
138
435
-
-
-
-
-
-
Transactional expenses
76
-
-
-
-
-
-
-
FDA PMTA
275
1,169
-
-
-
-
-
-
Adjusted operating income (loss)
$
20,916
$
21,442
$
16,672
$
18,740
$
15,703
$
13,653
$
(270
)
$
142
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231108282265/en/
Investor Contacts Turning Point Brands, Inc.: Louie
Reformina, Senior Vice President, CFO Turning Point Brands, Inc.
502.774.9238 ir@tpbi.com
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