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The Chefs’ Warehouse Reports Fourth Quarter 2022 Financial Results

Published: 2023-02-15 12:00:00 ET
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RIDGEFIELD, Conn., Feb. 15, 2023 (GLOBE NEWSWIRE) -- The Chefs’ Warehouse, Inc. (NASDAQ: CHEF) (the “Company” or “Chefs’”), a premier distributor of specialty food products in the United States, the Middle East, and Canada, today reported financial results for its fourth quarter ended December 30, 2022. The fiscal quarter ended December 30, 2022 consisted of 14 weeks as compared to the fiscal quarter ended December 24, 2021, which consisted of 13 weeks.

Financial highlights for the fourthquarter of 2022:

  • Net sales increased 41.8% to $791.3 million for the fourth quarter of 2022 from $558.3 million for the fourth quarter of 2021.
  • GAAP net income was $1.2 million, or $0.03 per diluted share, for the fourth quarter of 2022 compared to $8.4 million, or $0.22 per diluted share, in the fourth quarter of 2021.
  • Adjusted net income per share1 was $0.48 for the fourth quarter of 2022 compared to $0.26 for the fourth quarter of 2021.
  • Adjusted EBITDA1 was $50.1 million for the fourth quarter of 2022 compared to $30.2 million for the fourth quarter of 2021.

“Fourth quarter business activity continued the return to more normal seasonality heading into the year-end period as celebrations and event-related business continued to build upon emerging third quarter trends,” said Christopher Pappas, Chairman and Chief Executive Officer of the Company. “We are extremely proud of our team’s execution during the fourth quarter - especially their ability to overcome challenging weather across our markets in mid-to late December. Our people continued to drive the Chefs’ high-quality product and high-touch service model to our forty thousand plus customers and we are grateful to each and every one of them for contributing to a strong performance rounding out 2022.”

FourthQuarter Fiscal 2022Results

Net sales for the quarter ended December 30, 2022 increased 41.8% to $791.3 million from $558.3 million for the quarter ended December 24, 2021. Organic sales increased $126.6 million, or 22.7% versus the prior year quarter. Sales growth of $106.5 million, or 19.1%, resulted from acquisitions. The 14th week of the fiscal quarter ended December 30, 2022 was approximately 6.0% of quarterly sales. Organic case count increased approximately 19.1% in the Company’s specialty category with unique customers and placements increases at 18.9% and 14.5%, respectively, compared to the prior year quarter. Organic pounds sold in the Company’s center-of-the-plate category increased approximately 15.2% compared to the prior year quarter. Estimated inflation was 14.1% in the Company’s specialty categories and 0.4% in the center-of-the-plate categories compared to the prior year quarter.

Gross profit increased approximately 49.0% to $187.3 million for the fourth quarter of 2022 from $125.7 million for the fourth quarter of 2021. Gross profit margin increased approximately 116 basis points to 23.7% from 22.5%. Gross margin in the Company’s specialty category decreased 91 basis points and gross margin increased 133 basis points in the Company’s center-of-the-plate category compared to the prior year quarter.

Selling, general and administrative expenses increased by approximately 40.4% to $153.4 million for the fourth quarter of 2022 from $109.2 million for the fourth quarter of 2021. The increase was primarily due to higher costs associated with compensation and benefits, facility costs and fuel costs to support sales growth in the current quarter. As a percentage of net sales, operating expenses were 19.4% in the fourth quarter of 2022 compared to 19.6% in the fourth quarter of 2021.

Other operating expense increased by approximately $3.5 million primarily due to third-party deal costs incurred in connection with business acquisitions.

Operating income for the fourth quarter of 2022 was $29.8 million compared to $15.8 million for the fourth quarter of 2021. The increase in operating income was driven primarily by higher gross profit, partially offset by higher selling, general and administrative expenses and other operating expenses, as discussed above. As a percentage of net sales, operating income was 3.8% in the fourth quarter of 2022 as compared to operating income of 2.8% in the fourth quarter of 2021.

Total interest expense increased to $24.3 million for the fourth quarter of 2022 compared to $4.2 million for the fourth quarter of 2021. The increase was primarily due to a $14.1 million loss on debt extinguishment from the refinancing the Company’s senior convertible debt. Additionally, the Company had higher amounts of debt outstanding and increases in the variable portion of interest rates charged on its outstanding debt.

The Company’s effective tax rate for the fourth quarter of 2022 was approximately 78.6% due to the non-deductibility for tax purposes of the $14.1 million loss on debt extinguishment.

Net income for the fourth quarter of 2022 was $1.2 million, or $0.03 per diluted share, compared to net income of $8.4 million, or $0.22 per diluted share, for the fourth quarter of 2021.

Adjusted EBITDA1 was $50.1 million for the fourth quarter of 2022 compared to $30.2 million for the fourth quarter of 2021. For the fourth quarter of 2022, adjusted net income1 was $18.8 million, or $0.48 per diluted share compared to adjusted net income of $10.2 million, or $0.26 per diluted share for the fourth quarter of 2021.

Full Year 2023 Guidance

Based on current trends in the business, the Company is providing full year financial guidance as follows:

  • Estimated net sales for the full year of 2023 will be in the range of $2.85 billion to $2.95 billion;
  • Gross profit to be between $684.0 million and $708.0 million and
  • Adjusted EBITDA to be between $180.0 million and $190.0 million

FourthQuarter 2022Earnings Conference Call

The Company will host a conference call to discuss fourth quarter 2022 financial results today at 8:30 a.m. EST. Hosting the call will be Chris Pappas, chairman and chief executive officer, and Jim Leddy, chief financial officer. The conference call will be webcast live from the Company’s investor relations website at http://investors.chefswarehouse.com. An online archive of the webcast will be available on the Company’s investor relations website.

Forward-Looking Statements

Statements in this press release regarding the Company’s business that are not historical facts are “forward-looking statements” that involve risks and uncertainties and are based on current expectations and management estimates; actual results may differ materially. The risks and uncertainties which could impact these statements include, but are not limited to the following: our sensitivity to general economic conditions, including disposable income levels and changes in consumer discretionary spending; our ability to expand our operations in our existing markets and to penetrate new markets through acquisitions; we may not achieve the benefits expected from our acquisitions, which could adversely impact our business and operating results; we may have difficulty managing and facilitating our future growth; conditions beyond our control could materially affect the cost and/or availability of our specialty food products or center-of-the-plate products and/or interrupt our distribution network; our distribution of center-of-the-plate products, like meat, poultry and seafood, involves exposure to price volatility experienced by those products; our business is a low-margin business and our profit margins may be sensitive to inflationary and deflationary pressures; because our foodservice distribution operations are concentrated in certain culinary markets, we are susceptible to economic and other developments, including adverse weather conditions, in these areas; fuel cost volatility may have a material adverse effect on our business, financial condition or results of operations; our ability to raise capital in the future may be limited; we may be unable to obtain debt or other financing, including financing necessary to execute on our acquisition strategy, on favorable terms or at all; interest charged on our outstanding debt may be adversely affected by changes in the method of determining the Secured Overnight Financing Rate (“SOFR”); our business operations and future development could be significantly disrupted if we lose key members of our management team; and significant public health epidemics or pandemics, including COVID-19, may adversely affect our business, results of operations and financial condition. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. A more detailed description of these and other risk factors is contained in the Company’s most recent annual report on Form 10-K filed with the SEC on February 22, 2022 and other reports filed by the Company with the SEC since that date. The Company is not undertaking to update any information until required by applicable laws. Any projections of future results of operations are based on a number of assumptions, many of which are outside the Company’s control and should not be construed in any manner as a guarantee that such results will in fact occur. These projections are subject to change and could differ materially from final reported results. The Company may from time to time update these publicly announced projections, but it is not obligated to do so.

About The Chefs’ Warehouse

The Chefs’ Warehouse, Inc. (http://www.chefswarehouse.com) is a premier distributor of specialty food products in the United States and Canada focused on serving the specific needs of chefs who own and/or operate some of the nation’s leading menu-driven independent restaurants, fine dining establishments, country clubs, hotels, caterers, culinary schools, bakeries, patisseries, chocolateries, cruise lines, casinos and specialty food stores. The Chefs’ Warehouse, Inc. carries and distributes more than 55,000 products to more than 40,000 customer locations throughout the United States and Canada.

Contact:Investor Relations Jim Leddy, CFO, (718) 684-8415

1EBITDA, Adjusted EBITDA, adjusted net income (loss) and adjusted EPS are non-GAAP measures. Please see the schedules accompanying this earnings release for a reconciliation of EBITDA, Adjusted EBITDA, adjusted net income (loss) and adjusted EPS to these measures’ most directly comparable GAAP measure.

THE CHEFS’ WAREHOUSE, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(unaudited, in thousands except share amounts and per share data)
 
 Fiscal Quarter Ended Fiscal Year Ended
 December 30, 2022 December 24, 2021 December 30, 2022 December 24, 2021
Net sales$791,336  $558,251  $2,613,399  $1,745,757 
Cost of sales 604,005   432,562   1,994,763   1,355,272 
Gross profit 187,331   125,689   618,636   390,485 
        
Selling, general and administrative expenses 153,391   109,218   518,219   379,252 
Other operating expenses, net 4,175   630   14,679   422 
Operating income 29,765   15,841   85,738   10,811 
        
Interest expense 24,282   4,225   43,849   17,587 
Income (loss) before income taxes 5,483   11,616   41,889   (6,776)
        
Provision for income tax expense (benefit) 4,310   3,172   14,139   (1,853)
        
Net income (loss)$1,173  $8,444  $27,750  $(4,923)
        
        
Net income (loss) per share:       
Basic$0.03  $0.23  $0.75  $(0.13)
Diluted$0.03  $0.22  $0.73  $(0.13)
        
Weighted average common shares outstanding:       
Basic 37,198,345   36,879,240   37,094,220   36,744,304 
Diluted 37,922,385   41,795,193   38,742,328   36,744,304 

THE CHEFS’ WAREHOUSE, INC.CONDENSED CONSOLIDATED BALANCE SHEETSAS OF DECEMBER 30, 2022AND DECEMBER 24, 2021(in thousands)
 
 December 30, 2022 December 24, 2021
 (unaudited)  
Cash and cash equivalents$158,800  $115,155 
Accounts receivable, net 260,167   172,540 
Inventories, net 245,693   144,491 
Prepaid expenses and other current assets 56,200   37,774 
Total current assets 720,860   469,960 
    
Equipment, leasehold improvements and software, net 185,728   133,622 
Operating lease right-of-use assets 152,629   130,701 
Goodwill 287,120   221,775 
Intangible assets, net 155,703   104,743 
Deferred taxes, net    9,380 
Other assets 3,256   3,614 
Total assets$1,505,296  $1,073,795 
    
    
Accounts payable$163,397  $118,284 
Accrued liabilities 54,325   35,390 
Short-term operating lease liabilities 19,428   15,882 
Accrued compensation 34,167   22,321 
Current portion of long-term debt 12,428   5,141 
Total current liabilities 283,745   197,018 
    
Long-term debt, net of current portion 653,504   394,160 
Operating lease liabilities 147,406   127,296 
Deferred taxes, net 6,098    
Other liabilities 13,034   5,110 
Total liabilities 1,103,787   723,584 
    
Common stock 386   380 
Additional paid in capital 337,947   314,242 
Cumulative foreign currency translation adjustment (2,185)  (2,022)
Retained earnings 65,361   37,611 
Stockholders’ equity 401,509   350,211 
    
Total liabilities and stockholders’ equity$1,505,296  $1,073,795 

THE CHEFS’ WAREHOUSE, INC.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE FISCAL YEAR ENDEDDECEMBER 30, 2022AND DECEMBER 24, 2021(unaudited, in thousands)
 
 December 30, 2022 December 24, 2021
Cash flows from operating activities:   
Net income (loss)$27,750  $(4,923)
    
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:   
Depreciation and amortization 24,332   21,998 
Amortization of intangible assets 13,913   12,967 
Provision (benefit) for allowance for doubtful accounts 6,048   (422)
Non-cash operating lease expense 1,730   1,402 
Deferred income tax provision (benefit) 9,601   (1,845)
Amortization of deferred financing fees 1,290   2,299 
Loss on debt extinguishment 14,287    
Stock compensation 13,602   11,479 
Change in fair value of contingent earn-out liabilities 8,505   (1,296)
Intangible asset impairment    597 
Loss on asset disposal 17   193 
Changes in assets and liabilities, net of acquisitions:   
Accounts receivable (48,229)  (70,777)
Inventories (49,931)  (60,799)
Prepaid expenses and other current assets (17,603)  (2,183)
Accounts payable, accrued liabilities and accrued compensation 19,163   71,519 
Other liabilities   
Other assets and liabilities (1,341)  (108)
Net cash provided by (used in) operating activities 23,134   (19,899)
    
Cash flows from investing activities:   
Capital expenditures (45,848)  (38,801)
Cash paid for acquisitions (186,175)  (10,190)
Net cash used in investing activities (232,023)  (48,991)
    
Cash flows from financing activities:   
Payment of debt, finance lease and other financing obligations (331,073)  (37,610)
Proceeds from debt issuance 587,500   51,750 
Payment of deferred financing fees (19,039)  (1,450)
Proceeds from exercise of stock options 69    
Surrender of shares to pay withholding taxes (2,674)  (1,829)
Cash paid for contingent earn-out liabilities (3,788)  (83)
Borrowings under asset based loan facility and other revolving credit facilities 42,220    
Payments under asset based loan facility (20,000)  (20,000)
Net cash provided by (used in) financing activities 253,215   (9,222)
    
Effect of foreign currency translation on cash and cash equivalents (681)  (14)
    
Net change in cash and cash equivalents 43,645   (78,126)
Cash and cash equivalents at beginning of period 115,155   193,281 
Cash and cash equivalents at end of period$158,800  $115,155 

THE CHEFS’ WAREHOUSE, INC.RECONCILIATION OF GAAP NET INCOME (LOSS) PER COMMON SHARE(unaudited; in thousands except share amounts and per share data)
 
 Fiscal Quarter Ended Fiscal Year Ended
 December 30, 2022 December 24, 2021 December 30, 2022 December 24, 2021
Numerator:       
Net income (loss)$1,173  $8,444  $27,750  $(4,923)
Add effect of dilutive securities:       
Interest on convertible notes, net of tax    673   580    
Net income (loss) available to common shareholders$1,173  $9,117  $28,330  $(4,923)
Denominator:       
Weighted average basic common shares outstanding 37,198,345   36,879,240   37,094,220   36,744,304 
Dilutive effect of unvested common shares 654,441   341,965   638,293    
Dilutive effect of options and warrants 69,599   49,008   66,719    
Dilutive effect of convertible notes    4,524,980   943,096    
Weighted average diluted common shares outstanding 37,922,385   41,795,193   38,742,328   36,744,304 
        
Net income (loss) per share:       
Basic$0.03  $0.23  $0.75  $(0.13)
Diluted$0.03  $0.22  $0.73  $(0.13)

THE CHEFS’ WAREHOUSE, INC.RECONCILIATION OF EBITDA AND ADJUSTED EBITDA TO NET INCOME (LOSS)(unaudited; in thousands)
 
 Fiscal Quarter Ended Fiscal Year Ended
 December 30, 2022 December 24, 2021 December 30, 2022 December 24, 2021
Net income (loss)$1,173  $8,444  $27,750  $(4,923)
Interest expense 24,282   4,225   43,849   17,587 
Depreciation 6,665   5,728   24,332   21,998 
Amortization 3,624   3,189   13,913   12,967 
Provision for income tax expense (benefit) 4,310   3,172   14,139   (1,853)
EBITDA (1) 40,054   24,758   123,983   45,776 
        
Adjustments:       
Stock compensation (2) 4,521   3,031   13,602   11,479 
Other operating expenses, net (3) 4,175   630   14,679   422 
Duplicate rent (4) 1,327   1,749   5,604   4,073 
Payroll tax credit (5)          (1,418)
Moving expenses (6)    75      965 
        
Adjusted EBITDA (1)$50,077  $30,243  $157,868  $61,297 
  1. We are presenting EBITDA and Adjusted EBITDA, which are not measurements determined in accordance with the U.S. generally accepted accounting principles, or GAAP, because we believe these measures provide additional metrics to evaluate our operations and which we believe, when considered with both our GAAP results and the reconciliation to net income, provide a more complete understanding of our business than could be obtained absent this disclosure. We use EBITDA and Adjusted EBITDA, together with financial measures prepared in accordance with GAAP, such as revenue and cash flows from operations, to assess our historical and prospective operating performance and to enhance our understanding of our core operating performance. The use of EBITDA and Adjusted EBITDA as performance measures permits a comparative assessment of our operating performance relative to our performance based upon GAAP results while isolating the effects of some items that vary from period to period without any correlation to core operating performance or that vary widely among similar companies.
  2. Represents non-cash stock compensation expense associated with awards of restricted shares of our common stock and stock options to our key employees and our independent directors.
  3. Represents non-cash changes in the fair value of contingent earn-out liabilities related to our acquisitions, non-cash charges related to asset disposals, certain third-party deal costs incurred in connection with our acquisitions or financing arrangements and certain other costs.
  4. Represents duplicate rent and occupancy costs for our Los Angeles, CA, Richmond, CA, Miami, FL and Portland, OR facilities.
  5. Represents a payroll tax credit earned in accordance with the Employee Retention Credit under the CARES Act.
  6. Represents moving expenses for the consolidation of certain facilities in New England.

THE CHEFS’ WAREHOUSE, INC.RECONCILIATION OF ADJUSTED NET INCOME (LOSS) TO NET INCOME (LOSS)(unaudited; in thousands except share amounts and per share data)
 
 Fiscal Quarter Ended Fiscal Year Ended
 December 30, 2022 December 24, 2021 December 30, 2022 December 24, 2021
Net income (loss)$1,173  $8,444  $27,750  $(4,923)
        
Adjustments to reconcile net income (loss) to adjusted net income (loss) (1):       
Other operating expenses, net (2) 4,175   630   14,679   422 
Duplicate rent (3) 1,327   1,749   5,604   4,073 
Moving expenses (4)    75      965 
Debt modification and extinguishment expenses (5) 14,145      18,854    
Payroll tax credit (6)          (1,418)
Tax effect of adjustments (7) (2,014)  (687)  (7,526)  (1,132)
        
Total adjustments 17,633   1,767   31,611   2,910 
        
Adjusted net income (loss)$18,806  $10,211  $59,361  $(2,013)
        
Diluted adjusted net income (loss) per common share$0.48  $0.26  $1.54  $(0.05)
        
Diluted shares outstanding - adjusted 40,094,828   41,795,193   39,044,007   36,744,304 
  1. We are presenting adjusted net income and adjusted net income per share, which are not measurements determined in accordance with U.S. generally accepted accounting principles, or GAAP, because we believe these measures provide additional metrics to evaluate our operations and which we believe, when considered with both our GAAP results and the reconciliation to net income available to common stockholders, provide a more complete understanding of our business than could be obtained absent this disclosure. We use adjusted net income available to common stockholders and adjusted net income per share, together with financial measures prepared in accordance with GAAP, such as revenue and cash flows from operations, to assess our historical and prospective operating performance and to enhance our understanding of our core operating performance. The use of adjusted net income available to common stockholders and adjusted net income per share as performance measures permits a comparative assessment of our operating performance relative to our performance based upon our GAAP results while isolating the effects of some items that vary from period to period without any correlation to core operating performance or that vary widely among similar companies.
  2. Represents non-cash changes in the fair value of contingent earn-out liabilities related to our acquisitions, non-cash charges related to asset disposals, certain third-party deal costs incurred in connection with our acquisitions or financing arrangements and certain other costs.
  3. Represents duplicate rent and occupancy costs for our Los Angeles, CA, Richmond, CA, Miami, FL and Portland, OR facilities.
  4. Represents moving expenses for the consolidation of certain facilities in New England.
  5. Represents interest expenses incurred in connection with third party fees and the loss on debt extinguishment from the refinancing of our senior convertible debt and the write-off of certain deferred financing fees in connection with amendments made to our term loan and asset-based loan facility.
  6. Represents a payroll tax credit earned in accordance with the Employee Retention Credit under the CARES Act.
  7. Represents the tax effect of items 2 through 6 above.

THE CHEFS’ WAREHOUSE, INC.RECONCILIATION OF ADJUSTED NET INCOME (LOSS) PER SHARE(unaudited; in thousands except share amounts and per share data)
 
 Fiscal Quarter Ended Fiscal Year Ended
 December 30, 2022 December 24, 2021 December 30, 2022 December 24, 2021
Numerator:       
Adjusted net income (loss)$18,806  $10,211  $59,361  $(2,013)
Add effect of dilutive securities:       
Interest on convertible notes, net of tax 425   673   812    
Adjusted net income (loss) available to common shareholders$19,231  $10,884  $60,173  $(2,013)
Denominator:       
Weighted average basic common shares outstanding 37,198,345   36,879,240   37,094,220   36,744,304 
Dilutive effect of unvested common shares 654,441   341,965   638,293    
Dilutive effect of options and warrants 69,599   49,008   66,719    
Dilutive effect of convertible notes 2,172,443   4,524,980   1,244,775    
Weighted average diluted common shares outstanding 40,094,828   41,795,193   39,044,007   36,744,304 
        
Adjusted net income (loss) per share:       
Diluted$0.48  $0.26  $1.54  $(0.05)

THE CHEFS’ WAREHOUSE, INC.RECONCILIATION OF ADJUSTED EBITDA GUIDANCE FOR FISCAL 2023(unaudited; in thousands)
 
 Low-End Guidance High-End Guidance
Net Income:$55,800  $61,000 
Provision for income tax expense 20,700   22,500 
Depreciation & amortization 42,000   45,000 
Interest expense 38,000   38,000 
EBITDA (1) 156,500   166,500 
    
Adjustments:   
Stock compensation (2) 17,000   17,000 
Duplicate rent (3) 5,000   5,000 
Other operating expenses (4) 1,500   1,500 
Adjusted EBITDA (1)$180,000  $190,000 
  1. We are presenting estimated EBITDA and Adjusted EBITDA, which are not measurements determined in accordance with the U.S. generally accepted accounting principles, or GAAP, because we believe these measures provide additional metrics to evaluate our currently estimated results  and which we believe, when considered with both our estimated GAAP results and the reconciliation to our estimated net income, provide a more complete understanding of our business than could be obtained absent this disclosure. We use EBITDA and Adjusted EBITDA, together with financial measures prepared in accordance with GAAP, such as revenue and cash flows from operations, to assess our historical and prospective operating performance and to enhance our understanding of our performance relative to our performance based upon GAAP results while isolating the effects of some items that vary from period to period without any correlation to core operating performance or that vary widely among similar companies.
  2. Represents non-cash stock compensation expense associated with awards of restricted shares of our common stock and stock options to our key employees and our independent directors.
  3. Represents rent and occupancy costs expected to be incurred in connection with our facility consolidations while we are unable to use those facilities.
  4. Represents non-cash changes in the fair value of contingent earn-out liabilities related to our acquisitions, non-cash charges related to asset disposals and certain third-party deal costs incurred in connection with our acquisitions or financing arrangements.

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Source: The Chefs' Warehouse, Inc.