LOUISVILLE, Ky.--(BUSINESS WIRE)--
Turning Point Brands, Inc. (NYSE:TPB), a leading provider of Other
Tobacco Products (“OTP”), today announced financial results for the
third quarter ended September 30, 2018.
Third Quarter 2018 Results at a Glance
(Comparisons vs. same
period year-ago)
-
Net sales increased 13.6% to a record $83.3 million;
-
Gross profit increased 10.0% to a record $36.2 million;
-
Net income attributable to Turning Point Brands, Inc. increased 7.9%
to $8.0 million;
-
Adjusted EBITDA was $16.5 million (see Schedule A for a reconciliation
to net income);
-
Diluted EPS of $0.40 and Adjusted Diluted EPS of $0.47 as compared to
$0.38 and $0.35 in the year-ago period, respectively (see Schedule D
for a reconciliation to Diluted EPS); and
-
Other highlights from the third quarter:
-
Stoker’s MST retail distribution expansion continues, generating
double-digit volume gains;
-
Zig-Zag delivers double-digit sales gains in Canadian rolling
papers as the country adopts legalized recreational cannabis; and
-
NewGen net sales growth of 33.1% as TPB enhances the NewGen
segment with the acquisition of International Vapor Group (“IVG”)
and its strong B2C marketing platform
Recent Events
The third quarter saw significant developments for the company
surrounding strategic initiatives and working capital progression. We
expect working capital to come down over the next few quarters. TPB had
the following one-time events and cash outflows in the quarter:
-
Completed the IVG acquisition for $23.4 million in consideration plus
$4.5 million in contingent earnouts. $14.4 million paid in cash, $5.0
million equivalent in TPB common shares and a $4.0 million 18-month
promissory note. $2.0 million of the contingent earnouts will be
expensed over the first 6-months of the deal, including $375 thousand
in the third quarter
-
In the second quarter, TPB made a $6.5 million loan to a supplier.
That loan was repaid in August 2018, including a $1.0 million
prepayment penalty. In October 2018, the supplier was acquired and TPB
received $1.5 million in payments related to certain ownership stakes
in the supplier acquired as a condition of the loan
- $8.2 million of tobacco purchases that were delayed from earlier in
the year
- $6.9 million of inventory purchases related to pre-tariff buying
- $2.0 million amortization on the 2018 Credit Facility
On November 6, 2018, the TPB board of directors declared a quarterly
dividend of $0.045 per common share, an increase over the quarterly
dividend declared in August 2018. The dividend will be paid on January
11, 2019, to shareholders of record on the close of business on December
21, 2018.
Management Observations on the Third Quarter 2018
“Our Smokeless, Smoking and NewGen segments each delivered net sales
advances in the quarter, demonstrating the continuing success of our
focus brands”, said Larry Wexler, President and CEO. “Stoker’s MST
became available in over 77,000 stores and closed the quarter at another
record share. Zig Zag Hemp products continue to ride the organic and
legalization wave and VaporBeast accelerated its growth to its highest
revenue quarter ever.”
Smokeless Products Segment (26% of total net sales in the quarter)
For the third quarter, Smokeless products net sales increased 2.1% to
$21.7 million on the continuing double-digit volume growth of Stoker’s
MST, partially offset by declines in chewing tobacco attributable to
increased competition, our promotional timing and a continuing segment
shift to lower price products. In the quarter, total Smokeless segment
volume decreased 2.2% and price/mix increased 4.3%.
Year-over-year industry volumes for chewing tobacco declined by
approximately 3% in the quarter, while industry MST1 volumes
softened by approximately 1% to year-ago, according to MSAi. Stoker’s
shipments to retail outpaced the smokeless industry in the quarter,
growing its MSAi share in both chewing tobacco and MST. Stoker’s MST
cases shipped in the quarter rose by greater than 10%.
For the quarter, gross profit for the Smokeless segment decreased 4.3%
to $11.0 million. Segment gross margin contracted 340 basis points to
50.7% due to LIFO charges of $0.2 million and ($0.6) million in 2018 and
2017, respectively. Absent the LIFO expense in both periods, gross
profit increased 2.4% to $11.2 million with gross margin increasing 10
basis points from the year-ago quarter (see Schedule B for
reconciliation).
“Stoker’s MST continues to deliver robust volume advances, including a
chain-wide expansion into Murphy Oil in the quarter and exceptionally
encouraging share results from the second quarter roll-out to Dollar
General,” said Wexler.
___________
1 |
| TPB measures industry MST volumes excluding pouch and snus
products. |
| |
|
Smoking Products Segment (34% of total net sales in the quarter)
For the third quarter, net sales of Smoking products increased 4.5% to
$28.1 million. Sales in the quarter of focus Zig-Zag papers and cigar
wraps were up $2.0 million, offset by a $0.7 million decrease related to
our strategic decision to deemphasize the low margin cigar products
business. In the quarter, Smoking products volume increased 3.0% and
price/mix increased 1.5%.
In the quarter, Zig-Zag retained its U.S. share leadership position in
premium cigarette papers with the successful introduction of organic
hemp products, and in MYO cigar wraps behind additional line extensions.
Distribution expansion in Canada continues where the brand is well
positioned for the legalization of recreational cannabis.
According to MSAi, third quarter industry volumes for U.S. cigarette
papers decreased by mid-single-digits, while industry MYO cigar wraps
were flat to the year-ago quarter.
Smoking products gross profit for the quarter increased $0.6 million, or
4.3%, to $14.8 million. Gross margin decreased 10 basis points to 52.8%
compared with 52.9% for the year-ago quarter. Absent LIFO expense, gross
margin increased 20 basis points to 52.8%.
The Canadian government is in the process of promulgating packaging
regulations that would require artwork modifications to all Zig-Zag
rolling paper products. The proposed regulations would also establish a
sell-through period of approximately six months for wholesale
inventories followed by another three months for retail sell-through.
Given the pending changes and inventory limitations, we voluntarily
canceled $2.2 million of orders for the fourth quarter 2018.
NewGen (New Generation) Products Segment (40% of total net sales in
the quarter)
For the third quarter, NewGen segment net sales grew 33.1% to a record
$33.5 million on continued VaporBeast momentum, Vapor Supply sales and
one-month of IVG results.
Gross profit for the NewGen segment increased $3.1 million over the
year-ago quarter to a record $10.4 million. Gross margin for the quarter
expanded by 220 basis points to 31.0%, compared to the year-ago quarter.
For the quarter, VaporBeast’s key performance metrics indicate sustained
progress against our goal to grow sales in the existing store base, as
evidenced by increases in both order sizes and order frequency, which
delivered record revenues in the quarter. Vapor integration continues
with synergy realization expected to commence late in the fourth quarter
2018. Due to revenue recognition requirements, IVG net sales in
September were approximately $300 thousand lower than expected. We
anticipate COGS favorability at IVG to surface in mid-to-late fourth
quarter 2018.
“As we move forward with our vapor integration strategy, we intend to
leverage the IVG B2C and marketing capacities while combining certain
logistics activities across the VaporBeast, Vapor Shark, Vapor Supply
and IVG platforms”, said Wexler. “We intend to reinvest a material
portion of the synergies in marketing and infrastructure improvements to
further accelerate momentum.”
On October 2, 2018, VMR Products LLC (“VMR”), the supplier of V2
e-cigarettes to TPB under a long-term exclusive agreement for retail
brick and mortar distribution and sales, was purchased by Juul Labs for
a reported $75 million. Our contract anticipated such an event and
affords an acquirer of VMR the right to terminate the contract, subject
to certain terms and conditions including product buyback requirements
and a termination payment based on the acquisition purchase price. On
November 6, 2018, we received a letter from VMR, now owned by Juul Labs,
stating that it would no longer accept orders and that we are permitted
to continue to sell-through any V2 inventory. Our net sales of V2
products were $5.5 million for the nine months ended September 30, 2018.
We have sufficient inventory on hand to satisfy sales through the first
quarter of 2019. Thereafter, we intend to replace these volumes with new
initiatives.
Other Events and Performance Measures in the Third Quarter
Third quarter 2018 consolidated selling, general and administrative
(“SG&A”) expenses were $23.3 million compared to $18.6 million in 2017,
due primarily to the inclusion of the IVG and Vapor Supply SG&A and
transaction expenses.
Third quarter SG&A included $1.5 million of non-recurring charges
including:
- $1.1 million of Strategic expenses as compared to $0.2 million a
year-ago. The Strategic Initiatives include costs for the IVG
transaction and other exploratory efforts;
- $0.1 million of reorganization expenses, an increase of $0.1 million
from a year-ago; and
- $0.3 million of New Product Launch costs in 2018 versus $0.4 million
in 2017
Absent these charges, SG&A as a percent of net sales was 26.2%.
Third quarter 2018 cost of goods sold included:
- $0.3 million of Line Rationalization expenses in each of 2018 and
2017; and
- $0.3 million of New Product Launch costs compared to $0.1 million a
year earlier
Interest expense for the quarter dropped to $3.8 million, which is $0.2
million, or 4.7%, lower than the year-ago period. The reduction is
principally attributable to lower interest rates as a result of the
first quarter 2018 refinancing.
For the quarter, fully diluted weighted average shares outstanding were
19.9 million.
Capital expenditures in the third quarter 2018 totaled $0.5 million.
Total debt at September 30, 2018 was $226.5 million. Net debt at
September 30, 2018 was $224.9 million, compared to $199.4 million as of
December 31, 2017, an increase of $25.5 million, primarily due to the
Vapor Supply and IVG acquisitions in the second and third quarters,
respectively. Net debt at September 30, 2018 to rolling twelve months
Adjusted EBITDA was 3.6x (see Schedule C for a reconciliation).
2018 Outlook Update
As previously announced, the company has identified products for 2018
rationalization and estimates that SKU discontinuations will unfavorably
impact year-over-year net sales by approximately $3.5 million. Sales
impact from SKU discontinuations were $0.8 million in each of the first
two quarters and $0.9 million in the third quarter.
The company projects 2018 net sales to be $327 to $333 million, which is
net of the $2.2 million of Canada sales described in the Smoking segment
results above.
Excluding any acquisition related expenses, SG&A as a percent of net
sales for the full year is expected to be in the 25% to 27% range.
Interest expense is currently expected to be $15 million, which includes
$1 million non-cash deferred financing charges.
The company expects 2018 effective income tax rate to be 20%.
Capital expenditures for 2018 are expected to be approximately $2.0
million.
The company will have approximately a $1.0 million gain related to a
certain ownership stake in the supplier that was loaned $6.5 million in
the second quarter.
Earnings Conference Call
As previously disclosed, a conference call with the investment community
to review TPB’s financial results has been scheduled for 10 a.m.
Wednesday, November 7, 2018. Investment community participants should
dial in ten minutes ahead of time using the toll free number 844-889-4324(International participants should call 412-317-9262). A live
listen-only webcast of the call is available from 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 one hour 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 Adjusted
EBITDA, Adjusted diluted EPS, Net Debt and Gross Profit excluding LIFO.
A reconciliation of these non-GAAP financial measures accompanies this
release.
About Turning Point Brands, Inc.
Louisville, Kentucky-based Turning Point Brands, Inc. (NYSE: TPB) is a
leading U.S. provider of Other Tobacco Products. TPB, through its three
focus brands, Stoker’s® in Smokeless products, Zig-Zag®
in Smoking products and the VaporBeast® distribution engine
in NewGen products, generates solid cash flow which it uses to finance
acquisitions, increase brand support and strengthen its capital
structure. TPB does not sell cigarettes. More information about the
company is available at its corporate website, 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, 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 speaks only as of the date hereof. New risks and
uncertainties come up from time to time, and it is impossible for TPB to
predict these 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:
-
declining sales of tobacco products, and expected continuing decline
of sales, in the tobacco industry overall;
-
our dependence on a small number of third-party suppliers and
producers;
-
the possibility that we will be unable to identify or contract with
new suppliers or producers in the event of a supply or product
disruption;
-
the possibility that our licenses to use certain brands or trademarks
will be terminated, challenged or restricted;
-
failure to maintain consumer brand recognition and loyalty of our
customers;
-
substantial and increasing U.S. regulation;
-
regulation of our products by the FDA, which has broad regulatory
powers;
-
uncertainty related to the regulation and taxation of our NewGen
products;
-
possible significant increases in federal, state and local municipal
tobacco-related taxes;
-
possible increasing international control and regulation;
-
our reliance on relationships with several large retailers and
national chains for distribution of our products;
-
our amount of indebtedness;
-
the terms of our credit facilities, which may restrict our current and
future operations;
-
intense competition and our ability to compete effectively;
-
uncertainty and continued evolution of markets containing our NewGen
products;
-
significant product liability litigation;
-
the scientific community’s lack of information regarding the long-term
health effects of electronic cigarettes, vaporizer and e-liquid use;
-
requirement to maintain compliance with master settlement agreement
escrow account;
-
competition from illicit sources;
-
our reliance on information technology;
-
security and privacy breaches;
-
contamination of our tobacco supply or products;
-
infringement on our intellectual property;
-
third-party claims that we infringe on their intellectual property;
-
failure to manage our growth;
-
failure to successfully integrate our acquisitions or otherwise be
unable to benefit from pursuing acquisitions;
-
fluctuations in our results;
-
exchange rate fluctuations;
-
adverse U.S. and global economic conditions;
-
sensitivity of end-customers to increased sales taxes and economic
conditions;
-
failure to comply with certain regulations;
-
departure of key management personnel or our inability to attract and
retain talent;
-
imposition of significant tariffs on imports into the U.S.;
-
reduced disclosure requirements applicable to emerging growth
companies may make our common stock less attractive to investors,
potentially decreasing our stock price;
-
failure to maintain our status as an emerging growth company before
the five-year maximum time period a company may retain such status;
-
our principal stockholders will be able to exert significant influence
over matters submitted to our stockholders and may take certain
actions to prevent takeovers;
-
our certificate of incorporation and bylaws, as well as Delaware law
and certain regulations, could discourage or prohibit acquisition bids
or merger proposals, which may adversely affect the market price of
our common stock;
-
our certificate of incorporation limits the ownership of our common
stock by individuals and entities that are Restricted Investors. These
restrictions may affect the liquidity of our common stock and may
result in Restricted Investors being required to sell or redeem their
shares at a loss or relinquish their voting, dividend and distribution
rights;
-
future sales of our common stock in the public market could reduce our
stock price, and any additional capital raised by us through the sale
of equity or convertible securities may dilute your ownership in us;
-
we may issue preferred stock whose terms could adversely affect the
voting power or value of our common stock; and
-
our status as a “controlled company” could make our common stock less
attractive to some investors or otherwise harm our stock price.
Financial Statements Follow:
|
Turning Point Brands, Inc. |
Consolidated Statement of Income |
(dollars in thousands except share data) |
|
|
|
| Three Months Ended |
| | | September 30, |
| | | 2018 |
|
| 2017 |
Net sales
| | |
$
|
83,349
| | | |
$
|
73,340
| |
Cost of sales
| | |
|
47,138
|
| | |
|
40,372
|
|
Gross profit
| | | |
36,211
| | | | |
32,968
| |
Selling, general, and administrative expenses
| | |
|
23,253
|
| | |
|
18,534
|
|
Operating income
| | | |
12,958
| | | | |
14,434
| |
Interest expense
| | | |
3,836
| | | | |
4,027
| |
Interest income
| | | |
(134
|
)
| | | |
(4
|
)
|
Investment income
| | | |
(89
|
)
| | | |
(131
|
)
|
Net periodic benefit (income) expense, excluding service cost
| | |
|
(45
|
)
| | |
|
58
|
|
Income before income taxes
| | | |
9,390
| | | | |
10,484
| |
Income tax expense
| | |
|
1,436
|
| | |
|
3,110
|
|
Consolidated net income
| | |
$
|
7,954
|
| | |
$
|
7,374
|
|
| | | | | |
|
Basic income per common share:
| | | | | | |
Consolidated net income
| | |
$
|
0.41
|
| | |
$
|
0.39
|
|
Diluted income per common share:
| | | | | | |
Consolidated net income
| | |
$
|
0.40
|
| | |
$
|
0.38
|
|
Weighted average common shares outstanding:
| | | | | | |
Basic
| | | |
19,378,054
| | | | |
19,085,329
| |
Diluted
| | | |
19,882,994
| | | | |
19,589,424
| |
| | | | | |
|
Supplemental disclosures of statement of income information:
| | | | | | |
Excise tax expense
| | |
$
|
4,694
|
| | |
$
|
5,028
|
|
FDA fees
| | |
$
|
135
|
| | |
$
|
150
|
|
| | | | | |
|
|
Turning Point Brands, Inc. |
Consolidated Statement of Income |
(dollars in thousands except share data) |
|
|
| |
|
| |
| | | Nine Months Ended |
| | | September 30, |
| | | 2018 | | | 2017 |
Net sales
| | |
$
|
238,392
| | | |
$
|
212,214
| |
Cost of sales
| | |
|
134,577
|
| | |
|
119,508
|
|
Gross profit
| | | |
103,815
| | | | |
92,706
| |
Selling, general, and administrative expenses
| | |
|
66,314
|
| | |
|
53,764
|
|
Operating income
| | | |
37,501
| | | | |
38,942
| |
Interest expense
| | | |
11,073
| | | | |
13,010
| |
Interest income
| | | |
(262
|
)
| | | |
(8
|
)
|
Investment income
| | | |
(328
|
)
| | | |
(334
|
)
|
Loss on extinguishment of debt
| | | |
2,384
| | | | |
6,116
| |
Net periodic benefit expense, excluding service cost
| | |
|
176
|
| | |
|
174
|
|
Income before income taxes
| | | |
24,458
| | | | |
19,984
| |
Income tax expense
| | |
|
4,153
|
| | |
|
3,850
|
|
Consolidated net income
| | | |
20,305
| | | | |
16,134
| |
Net loss attributable to non-controlling interest
| | |
|
-
|
| | |
|
(556
|
)
|
Net income attributable to Turning Point Brands, Inc.
| | |
$
|
20,305
|
| | |
$
|
16,690
|
|
| | | | | |
|
Basic income per common share:
| | | | | | |
Net income attributable to Turning Point Brands, Inc.
| | |
$
|
1.05
|
| | |
$
|
0.88
|
|
Diluted income per common share:
| | | | | | |
Net income attributable to Turning Point Brands, Inc.
| | |
$
|
1.03
|
| | |
$
|
0.86
|
|
Weighted average common shares outstanding:
| | | | | | |
Basic
| | | |
19,290,096
| | | | |
18,915,606
| |
Diluted
| | | |
19,767,667
| | | | |
19,503,130
| |
| | | | | |
|
Supplemental disclosures of statement of income information:
| | | | | | |
Excise tax expense
| | |
$
|
15,045
|
| | |
$
|
10,107
|
|
FDA fees
| | |
$
|
429
|
| | |
$
|
299
|
|
| | | | | | | | | |
|
|
Turning Point Brands, Inc. |
Consolidated Balance Sheet |
(dollars in thousands except share data) |
|
|
| |
|
| |
| | | (unaudited) | | | |
| | | September 30, | | | December 31, |
ASSETS | | | 2018 | | | 2017 |
Current assets:
| | | | | | |
Cash
| | |
$
|
1,631
| | | |
$
|
2,607
| |
Accounts receivable, net of allowances of $44 in 2018 and $17 in 2017
| | | |
6,603
| | | | |
3,248
| |
Inventories
| | | |
89,433
| | | | |
63,296
| |
Other current assets
| | |
|
14,556
|
| | |
|
10,342
|
|
Total current assets
| | | |
112,223
| | | | |
79,493
| |
Property, plant, and equipment, net
| | | |
10,585
| | | | |
8,859
| |
Deferred income taxes
| | | |
-
| | | | |
450
| |
Deferred financing costs, net
| | | |
922
| | | | |
630
| |
Goodwill
| | | |
146,328
| | | | |
134,620
| |
Other intangible assets, net
| | | |
35,140
| | | | |
26,436
| |
Master Settlement Agreement (MSA) escrow deposits
| | | |
29,926
| | | | |
30,826
| |
Other assets
| | |
|
1,207
|
| | |
|
963
|
|
Total assets
| | |
$
|
336,331
|
| | |
$
|
282,277
|
|
| | | | | |
|
LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | |
Current liabilities:
| | | | | | |
Accounts payable
| | |
$
|
8,760
| | | |
$
|
3,686
| |
Accrued liabilities
| | | |
17,401
| | | | |
18,694
| |
Current portion of long-term debt
| | | |
8,000
| | | | |
7,850
| |
Revolving credit facility
| | |
|
30,000
|
| | |
|
8,000
|
|
Total current liabilities
| | | |
64,161
| | | | |
38,230
| |
Notes payable and long-term debt
| | | |
188,529
| | | | |
186,190
| |
Deferred income taxes
| | | |
2,178
| | | | |
-
| |
Postretirement benefits
| | | |
3,916
| | | | |
3,962
| |
Other long-term liabilities
| | |
|
558
|
| | |
|
571
|
|
Total liabilities
| | |
|
259,342
|
| | |
|
228,953
|
|
| | | | | |
|
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; issued and outstanding shares - 19,540,593 at
September 30, 2018, and 19,210,633 at December 31, 2017
| | | |
195
| | | | |
192
| |
Common stock, nonvoting, $0.01 par value; authorized shares,
10,000,000; issued and outstanding shares -0-
| | | |
-
| | | | |
-
| |
Additional paid-in capital
| | | |
110,074
| | | | |
103,640
| |
Accumulated other comprehensive loss
| | | |
(3,681
|
)
| | | |
(2,973
|
)
|
Accumulated deficit
| | |
|
(29,599
|
)
| | |
|
(47,535
|
)
|
Total stockholders' equity
| | |
|
76,989
|
| | |
|
53,324
|
|
Total liabilities and stockholders' equity
| | |
$
|
336,331
|
| | |
$
|
282,277
|
|
|
|
|
| |
|
| |
Turning Point Brands, Inc. |
Consolidated Statement of Cash Flows |
(dollars in thousands) |
| | | Nine Months Ended |
| | | September 30, |
| | | 2018 | | | 2017 |
Cash flows from operating activities:
| | | | | | |
Consolidated net income
| | |
$
|
20,305
| | | |
$
|
16,134
| |
Adjustments to reconcile net income to net cash provided by
operating activities:
| | | | | | |
Loss on extinguishment of debt
| | | |
2,384
| | | | |
6,116
| |
Loss on sale of property, plant, and equipment
| | | |
-
| | | | |
17
| |
Depreciation expense
| | | |
1,596
| | | | |
1,192
| |
Amortization of other intangible assets
| | | |
557
| | | | |
527
| |
Amortization of deferred financing costs
| | | |
712
| | | | |
768
| |
Amortization of original issue discount
| | | |
-
| | | | |
66
| |
Deferred income taxes
| | | |
2,806
| | | | |
1,847
| |
Stock compensation expense
| | | |
1,056
| | | | |
498
| |
Changes in operating assets and liabilities:
| | | | | | |
Accounts receivable
| | | |
(3,192
|
)
| | | |
(779
|
)
|
Inventories
| | | |
(18,840
|
)
| | | |
(970
|
)
|
Other current assets
| | | |
(5,971
|
)
| | | |
2,383
| |
Other assets
| | | |
144
| | | | |
(105
|
)
|
Accounts payable
| | | |
4,442
| | | | |
(2,292
|
)
|
Accrued postretirement liabilities
| | | |
(107
|
)
| | | |
(18
|
)
|
Accrued liabilities and other
| | |
|
(4,918
|
)
| | |
|
(4,993
|
)
|
Net cash provided by operating activities
| | |
$
|
974
|
| | |
$
|
20,391
|
|
| | | | | |
|
Cash flows from investing activities:
| | | | | | |
Capital expenditures
| | |
$
|
(1,528
|
)
| | |
$
|
(1,052
|
)
|
Restricted cash, MSA escrow deposits
| | | |
(2,234
|
)
| | | |
320
| |
Acquisitions, net of cash acquired
| | | |
(19,161
|
)
| | | |
268
| |
Issuance of note receivable
| | | |
(6,500
|
)
| | | |
-
| |
Receipt of note receivable repayment including prepayment penalty
| | |
|
7,475
|
| | |
|
-
|
|
Net cash used in investing activities
| | |
$
|
(21,948
|
)
| | |
$
|
(464
|
)
|
| | | | | |
|
|
Turning Point Brands, Inc. |
Consolidated Statement of Cash Flows (Cont.) |
(dollars in thousands) |
|
|
| |
|
| |
| | | Nine Months Ended |
| | | September 30, |
| | | 2018 | | | 2017 |
Cash flows from financing activities:
| | | | | | |
Proceeds from (payments of) 2018 first lien term loan, net
| | |
$
|
156,000
| | | |
$
|
-
| |
Proceeds from 2018 second lien term loan
| | | |
40,000
| | | | |
-
| |
Proceeds from 2018 revolving credit facility
| | | |
30,000
| | | | |
-
| |
Payment of dividends
| | | |
(1,537
|
)
| | | |
-
| |
Proceeds from (payments of) 2017 first lien term loans, net
| | | |
(140,613
|
)
| | | |
142,075
| |
Proceeds from (payments of) 2017 second lien term loan, net
| | | |
(55,000
|
)
| | | |
55,000
| |
Proceeds from (payments of) 2017 revolving credit facility, net
| | | |
(8,000
|
)
| | | |
15,550
| |
Payments of VaporBeast Note Payable
| | | |
(2,000
|
)
| | | |
-
| |
Proceeds from release of restricted funds
| | | |
1,107
| | | | |
-
| |
Payments of financing costs
| | | |
(3,286
|
)
| | | |
(4,783
|
)
|
Exercise of options
| | | |
779
| | | | |
1,371
| |
Payment to terminate acquired capital lease
| | | |
(170
|
)
| | | |
-
| |
Payments of first lien term loan
| | | |
-
| | | | |
(147,362
|
)
|
Payments of second lien term loan
| | | |
-
| | | | |
(60,000
|
)
|
Payments of revolving credit facility
| | | |
-
| | | | |
(15,083
|
)
|
Payments of Vapor Shark loans
| | | |
-
| | | | |
(1,867
|
)
|
Prepaid equity issuance costs
| | | |
-
| | | | |
(394
|
)
|
Surrender of options
| | | |
-
| | | | |
(1,000
|
)
|
Redemption of options
| | | |
(623
|
)
| | | |
(1,740
|
)
|
Distribution to non-controlling interest
| | |
|
-
|
| | |
|
(4
|
)
|
Net cash provided by (used in) financing activities
| | |
$
|
16,657
|
| | |
$
|
(18,237
|
)
|
| | | | | |
|
Net increase (decrease) in cash:
| | |
$
|
(4,317
|
)
| | |
$
|
1,690
| |
| | | | | |
|
Cash, beginning of period:
| | | | | | |
Unrestricted
| | | |
2,607
| | | | |
2,865
| |
Restricted
| | |
|
4,709
|
| | |
|
3,889
|
|
Total cash at beginning of period
| | |
|
7,316
|
| | |
|
6,754
|
|
| | | | | |
|
Cash, end of period:
| | | | | | |
Unrestricted
| | | |
1,631
| | | | |
4,235
| |
Restricted
| | |
|
1,368
|
| | |
|
4,209
|
|
Total cash at end of period
| | |
$
|
2,999
|
| | |
$
|
8,444
|
|
| | | | | |
|
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 diluted EPS, Net Debt and Gross Profit
excluding LIFO. 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 diluted EPS, Net Debt and Gross Profit
excluding LIFO 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 diluted EPS and Gross Profit excluding LIFO 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, 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 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 “Net Debt” as
total debt less cash. We define “Gross Profit excluding LIFO” as gross
profit less LIFO charges.
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 EBITDA and Adjusted diluted EPS 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) |
|
|
| Three Months Ended |
| | | September 30, |
| | | 2018 |
|
| 2017 |
Consolidated net income
| | |
$
|
7,954
| | | |
$
|
7,374
| |
Add:
| | | | | | |
Interest expense
| | | |
3,836
| | | | |
4,027
| |
Interest income
| | | |
(134
|
)
| | | |
(4
|
)
|
Income tax expense
| | | |
1,436
| | | | |
3,110
| |
Depreciation expense
| | | |
479
| | | | |
421
| |
Amortization expense
| | |
|
206
|
| | |
|
175
|
|
EBITDA
| | |
$
|
13,777
|
| | |
$
|
15,103
|
|
Components of Adjusted EBITDA
| | | | | | |
LIFO adjustment (a)
| | | |
201
| | | | |
(641
|
)
|
Pension/postretirement expense (b)
| | | |
(18
|
)
| | | |
84
| |
Stock options, restricted stock, and incentives expense (c)
| | | |
367
| | | | |
226
| |
Foreign exchange hedging (d)
| | | |
70
| | | | |
-
| |
Strategic initiatives (e)
| | | |
1,126
| | | | |
219
| |
New product launch costs (f)
| | | |
545
| | | | |
566
| |
Product line rationalizations (g)
| | | |
301
| | | | |
314
| |
Organizational development (h)
| | |
|
98
|
| | |
|
-
|
|
Adjusted EBITDA
| | |
$
|
16,467
|
| | |
$
|
15,871
|
|
| | | | | |
|
|
|
|
|
|
|
|
(a) Represents expense related to an inventory valuation
allowance for last-in, first-out ("LIFO") reporting. |
(b) Represents our non-cash Pension/postretirement expense. |
(c) Represents non-cash stock options, restricted stock and
incentives expense. |
(d) Represents non-cash gain and loss stemming from our
foreign exchange hedging activities. |
(e) Represents the fees incurred for the study of strategic
initiatives and acquisition expenses. |
(f) Represents product launch costs of our new product lines. |
(g) Represents costs associated with discontinued products
related to product line rationalization. |
(h) Represents costs associated with departmental
restructuring. |
|
|
|
| |
|
| |
Schedule A | | | | | | |
| | | | | |
|
Turning Point Brands, Inc. |
Reconciliation of GAAP Net Income to Adjusted EBITDA |
(dollars in thousands) |
| | | Nine Months Ended |
| | | September 30, |
| | | 2018 | | | 2017 |
Net income attributable to Turning Point Brands, Inc.
| | |
$
|
20,305
| | | |
$
|
16,690
| |
Add:
| | | | | | |
Interest expense
| | | |
11,073
| | | | |
13,010
| |
Interest income
| | | |
(262
|
)
| | | |
(8
|
)
|
Loss on extinguishment of debt
| | | |
2,384
| | | | |
6,116
| |
Income tax expense
| | | |
4,153
| | | | |
3,850
| |
Depreciation expense
| | | |
1,596
| | | | |
1,192
| |
Amortization expense
| | |
|
557
|
| | |
|
526
|
|
EBITDA
| | |
$
|
39,806
|
| | |
$
|
41,376
|
|
Components of Adjusted EBITDA
| | | | | | |
LIFO adjustment (a)
| | | |
144
| | | | |
246
| |
Pension/postretirement expense (b)
| | | |
254
| | | | |
252
| |
Stock options, restricted stock, and incentives expense (c)
| | | |
1,056
| | | | |
446
| |
Foreign exchange hedging (d)
| | | |
70
| | | | |
(90
|
)
|
Product line rationalizations (e)
| | | |
1,309
| | | | |
314
| |
Strategic initiatives (f)
| | | |
2,755
| | | | |
990
| |
New product launch costs (g)
| | | |
1,227
| | | | |
1,727
| |
Organizational development (h)
| | |
|
778
|
| | |
|
-
|
|
Adjusted EBITDA
| | |
$
|
47,399
|
| | |
$
|
45,261
|
|
| | | | | |
|
|
|
|
|
|
|
|
(a) Represents expense related to an inventory valuation
allowance for last-in, first-out ("LIFO") reporting. |
(b) Represents our non-cash Pension/postretirement expense. |
(c) Represents non-cash stock options, restricted stock and
incentives expense. |
(d) Represents non-cash gain and loss stemming from our
foreign exchange hedging activities. |
(e) Represents costs associated with discontinued products
related to product line rationalization. |
(f) Represents the fees incurred for the study of strategic
initiatives and acquisition expenses. |
(g) Represents product launch costs of our new product lines. |
(h) Represents costs associated with departmental
restructuring. |
|
|
Schedule B |
|
Turning Point Brands, Inc. |
Reconciliation of GAAP Gross Profit to Gross Profit excluding LIFO |
(dollars in thousands) |
|
|
| |
|
| |
|
| |
|
| |
| | | Consolidated | | | Consolidated |
| | | Three Months Ended | | | Nine Months Ended |
| | | September 30, | | | September 30, | | | September 30, | | | September 30, |
| | | 2018 | | | 2017 | | | 2018 | | | 2017 |
Net sales
| | |
$
|
83,349
| | | |
$
|
73,340
| | | |
$
|
238,392
| | | |
$
|
212,214
| |
Cost of sales
| | |
|
47,138
|
| | |
|
40,372
|
| | |
|
134,577
|
| | |
|
119,508
|
|
Gross profit
| | | |
36,211
| | | | |
32,968
| | | | |
103,815
| | | | |
92,706
| |
Gross margin
| | | |
43.4
|
%
| | | |
45.0
|
%
| | | |
43.5
|
%
| | | |
43.7
|
%
|
| | | | | | | | | | | |
|
LIFO adjustment (a)
| | |
|
201
|
| | |
|
(641
|
)
| | |
|
144
|
| | |
|
246
|
|
Gross profit excluding LIFO
| | |
$
|
36,412
|
| | |
$
|
32,327
|
| | |
$
|
103,959
|
| | |
$
|
92,952
|
|
| | | | | | | | | | | |
|
Gross margin excluding LIFO
| | | |
43.7
|
%
| | | |
44.1
|
%
| | | |
43.6
|
%
| | | |
43.8
|
%
|
| | | | | | | | | | | |
|
| | | | | | | | | | | |
|
| | | Smokeless Segment | | | Smokeless Segment |
| | | Three Months Ended | | | Nine Months Ended |
| | | September 30, | | | September 30, | | | September 30, | | | September 30, |
| | | 2018 | | | 2017 | | | 2018 | | | 2017 |
Net sales
| | |
$
|
21,743
| | | |
$
|
21,294
| | | |
$
|
66,900
| | | |
$
|
63,563
| |
Cost of sales
| | |
|
10,723
|
| | |
|
9,778
|
| | |
|
32,354
|
| | |
|
31,178
|
|
Gross profit
| | | |
11,020
| | | | |
11,516
| | | | |
34,546
| | | | |
32,385
| |
Gross margin
| | | |
50.7
|
%
| | | |
54.1
|
%
| | | |
51.6
|
%
| | | |
50.9
|
%
|
| | | | | | | | | | | |
|
LIFO adjustment (a)
| | |
|
201
|
| | |
|
(559
|
)
| | |
|
144
|
| | |
|
163
|
|
Gross profit excluding LIFO
| | |
$
|
11,221
|
| | |
$
|
10,957
|
| | |
$
|
34,690
|
| | |
$
|
32,548
|
|
| | | | | | | | | | | |
|
Gross margin excluding LIFO
| | | |
51.6
|
%
| | | |
51.5
|
%
| | | |
51.9
|
%
| | | |
51.2
|
%
|
| | | | | | | | | | | |
|
| | | | | | | | | | | |
|
| | | Smoking Segment | | | Smoking Segment |
| | | Three Months Ended | | | Nine Months Ended |
| | | September 30, | | | September 30, | | | September 30, | | | September 30, |
| | | 2018 | | | 2017 | | | 2018 | | | 2017 |
Net sales
| | |
$
|
28,079
| | | |
$
|
26,860
| | | |
$
|
84,403
| | | |
$
|
81,056
| |
Cost of sales
| | |
|
13,265
|
| | |
|
12,659
|
| | |
|
41,245
|
| | |
|
39,038
|
|
Gross profit
| | | |
14,814
| | | | |
14,201
| | | | |
43,158
| | | | |
42,018
| |
Gross margin
| | | |
52.8
|
%
| | | |
52.9
|
%
| | | |
51.1
|
%
| | | |
51.8
|
%
|
| | | | | | | | | | | |
|
LIFO adjustment (a)
| | |
|
-
|
| | |
|
(82
|
)
| | |
|
-
|
| | |
|
83
|
|
Gross profit excluding LIFO
| | |
$
|
14,814
|
| | |
$
|
14,119
|
| | |
$
|
43,158
|
| | |
$
|
42,101
|
|
| | | | | | | | | | | |
|
Gross margin excluding LIFO
| | | |
52.8
|
%
| | | |
52.6
|
%
| | | |
51.1
|
%
| | | |
51.9
|
%
|
| | | | | | | | | | | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Represents expense related to an inventory valuation
allowance for last-in, first-out ("LIFO") reporting. |
|
Schedule C |
| |
| |
|
| |
|
| |
|
| |
|
| |
Turning Point Brands, Inc. |
Reconciliation of GAAP Total Debt to Net Debt |
(dollars in thousands) |
| | | | | | | | | | | | | | |
|
| | | September 30, | | | December 31, | | | | | | | | | |
| | | 2018 | | | 2017 | | | | | | | | | |
| | | | | | | | | | | | | | |
|
Cash
| | |
$
|
1,631
| | | |
$
|
2,607
| | | | | | | | | | |
| | | | | | | | | | | | | | |
|
Total Debt
| | |
$
|
226,529
|
| | |
$
|
202,040
|
| | | | | | | | | |
| | | | | | | | | | | | | | |
|
Net Debt
| | |
$
|
224,898
|
| | |
$
|
199,433
|
| | | | | | | | | |
| | | | | | | | | | | | | | |
|
Leverage Ratio (a)
| | |
3.6x
| | |
3.3x
| | | | | | | | | |
| | | | | | | | | | | | | | |
|
(a) Leverage ratio is calculated by net debt / adjusted EBITDA.
|
| | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | |
|
Turning Point Brands, Inc. |
Reconciliation of GAAP Net Income to Adjusted EBITDA |
October 1, 2017 - September 30, 2018 |
(dollars in thousands) |
| | | | | | | | | | | | | | |
|
| | |
Rolling
| | |
3rd Quarter
| | |
2nd Quarter
| | |
1st Quarter
| | |
4th Quarter
|
| | |
12 Months
| | |
2018
| | |
2018
| | |
2018
| | |
2017
|
| | | | | | | | | | | | | | |
|
Net income attributable to Turning Point Brands, Inc.
| |
$
|
23,824
| | | |
$
|
7,954
| | | |
$
|
9,319
| | | |
$
|
3,032
| | | |
$
|
3,519
| |
Add:
| | | | | | | | | | | | | | | |
Interest expense
| | | |
14,967
| | | | |
3,836
| | | | |
3,579
| | | | |
3,658
| | | | |
3,894
| |
Interest income
| | | |
(269
|
)
| | | |
(134
|
)
| | | |
(124
|
)
| | | |
(4
|
)
| | | |
(7
|
)
|
Loss on extinguishment of debt
| | | |
2,384
| | | | |
-
| | | | |
-
| | | | |
2,384
| | | | |
-
| |
Income tax expense
| | | |
7,583
| | | | |
1,436
| | | | |
1,908
| | | | |
809
| | | | |
3,430
| |
Depreciation expense
| | | |
2,030
| | | | |
479
| | | | |
557
| | | | |
560
| | | | |
434
| |
Amortization expense
| | |
|
733
|
| | |
|
206
|
| | |
|
176
|
| | |
|
175
|
| | |
|
176
|
|
| | | | | | | | | | | | | | |
|
EBITDA
| | |
$
|
51,252
| | | |
$
|
13,777
| | | |
$
|
15,415
| | | |
$
|
10,614
| | | |
$
|
11,446
| |
Components of Adjusted EBITDA
| | | | | | | | | | | | | | | |
LIFO adjustment
| | | |
1,021
| | | | |
201
| | | | |
-
| | | | |
(57
|
)
| | | |
877
| |
Pension/Postretirement expense
| | | |
287
| | | | |
(18
|
)
| | | |
290
| | | | |
(17
|
)
| | | |
32
| |
Stock option and incentives expense
| | | |
1,278
| | | | |
367
| | | | |
492
| | | | |
197
| | | | |
222
| |
Foreign exchange hedging (gain) loss
| | | |
70
| | | | |
70
| | | | |
(46
|
)
| | | |
46
| | | | |
-
| |
Strategic initiatives
| | | |
3,898
| | | | |
1,126
| | | | |
1,030
| | | | |
599
| | | | |
1,143
| |
New product launch costs
| | | |
1,914
| | | | |
545
| | | | |
-
| | | | |
682
| | | | |
687
| |
Product line rationalization
| | | |
1,558
| | | | |
301
| | | | |
-
| | | | |
1,008
| | | | |
249
| |
Bonus
| | | |
107
| | | | |
-
| | | | |
-
| | | | |
-
| | | | |
107
| |
Organizational development
| | |
|
778
|
| | |
|
98
|
| | |
|
44
|
| | |
|
636
|
| | |
|
-
|
|
Adjusted EBITDA
| | |
$
|
62,163
|
| | |
$
|
16,467
|
| | |
$
|
17,225
|
| | |
$
|
13,708
|
| | |
$
|
14,763
|
|
| | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | |
|
Net Debt / 12 months ended September 30, 2018, rolling Adjusted
EBITDA
| |
3.6x
| | | | | | | | | | | | |
| | | | | | | | | | | | | |
|
|
|
| |
|
| |
Schedule D | | | | | | |
| | | | | |
|
Turning Point Brands |
Reconciliation of GAAP diluted EPS to Adjusted diluted EPS |
(dollars in thousands except share data) | | | Three Months Ended |
| | | September 30, |
| | | 2018 | | | 2017 |
GAAP EPS | | | $ | 0.40 | | | | $ | 0.38 | |
LIFO adjustment (a)
| | | |
0.01
| | | | |
(0.02
|
)
|
Strategic initiatives (b)
| | | |
0.05
| | | | |
0.01
| |
New product launch costs (c)
| | | |
0.02
| | | | |
0.02
| |
Product line rationalizations (d)
| | | |
0.01
| | | | |
0.01
| |
Impact of quarterly tax items to effective tax rate
| | |
|
(0.03
|
)
| | |
|
(0.05
|
)
|
Adjusted diluted EPS | | | $ | 0.47 | | | | $ | 0.35 | |
|
|
|
|
|
|
|
(a) Represents expense related to an inventory valuation
allowance for last-in, first-out ("LIFO") reporting tax effected
at the quarterly effective tax rate. |
(b) Represents the fees incurred for the study of strategic
initiatives and acquisition expenses tax effected at the quarterly
effective tax rate. |
(c) Represents product launch costs of our new product lines
tax effected at the quarterly effective tax rate. |
(d) Represents costs associated with discontinued products
related to product line rationalization tax effected at the
quarterly effective tax rate. |
|

View source version on businesswire.com: https://www.businesswire.com/news/home/20181107005281/en/
Turning Point Brands, Inc.
Robert Lavan, 502-774-9238
Senior
Vice President, CFO
ir@tpbi.com
Source: Turning Point Brands, Inc.