Press Releases

Nov 1, 2023

The Chefs’ Warehouse Reports Third Quarter 2023 Financial Results

RIDGEFIELD, Conn., Nov. 01, 2023 (GLOBE NEWSWIRE) -- The Chefs’ Warehouse, Inc. (NASDAQ: CHEF) (the “Company” or “Chefs’”), a premier distributor of specialty food products in the United States, Middle East, and Canada, today reported financial results for its third quarter ended September 29, 2023.

Financial highlights for the third quarter of 2023:

  • Net sales increased 33.2% to $881.8 million for the third quarter of 2023 from $661.9 million for the third quarter of 2022.
  • GAAP net income was $7.3 million, or $0.19 per diluted share, for the third quarter of 2023 compared to $8.3 million, or $0.21 per diluted share, in the third quarter of 2022.
  • Adjusted net income per share1 was $0.33 for the third quarter of 2023 compared to $0.41 for the third quarter of 2022.
  • Adjusted EBITDA1 was $50.3 million for the third quarter of 2023 compared to $41.0 million for the third quarter of 2022.

“Third quarter business activity improved sequentially within the quarter, following a softer than expected July and August primarily due to the placement of the 4th holiday and observed higher than anticipated overseas travel. Coming out of the summer season, the demand and pricing environment improved as more typical seasonal trends emerged”, said Christopher Pappas, Chairman and Chief Executive of the Company. “As we moved into September, we saw significant sequential improvement in gross profit margins across our markets and we expect this trend to continue as we move into the fourth quarter and new year. I would like to thank our teams across Chefs’ Warehouse for delivering strong growth in customer acquisition, placement growth and volume growth during the quarter. We remain focused on providing our customers with the highest-quality product and high-touch service as we continue to grow categories, integrate our recent acquisitions, and drive organic growth across domestic and international markets.”

Third Quarter Fiscal 2023 Results

Net sales for the third fiscal quarter of 2023 which ended September 29, 2023 increased 33.2% to $881.8 million from $661.9 million for the third fiscal quarter of 2022 which ended September 23, 2022. Organic sales increased $46.9 million, or 7.1% versus the prior year quarter. Sales growth of $172.9 million, or 26.1%, resulted from acquisitions. Organic case count increased approximately 9.1% in the Company’s specialty category with unique customers and placements increases at 10.8% and 14.2%, respectively, compared to the prior year quarter. Organic pounds sold in the Company’s center-of-the-plate category increased approximately 6.6% compared to the prior year quarter. Estimated inflation was 1.6% in the Company’s specialty categories and 3.1% in the center-of-the-plate categories compared to the prior year quarter.

Gross profit increased approximately 31.6% to $207.7 million for the third quarter of 2023 from $157.8 million for the third quarter of 2022. Gross profit margin decreased approximately 29 basis points to 23.6% from 23.8%. Gross margin in the Company’s specialty category decreased 84 basis points and gross margin decreased 104 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 37.9% to $179.6 million for the third quarter of 2023 from $130.3 million for the third quarter of 2022. The increase was primarily due to higher costs associated with compensation and benefits, facility costs and distribution costs to support sales growth in the current quarter. As a percentage of net sales, operating expenses were 20.4% in the third quarter of 2023 compared to 19.7% in the third quarter of 2022.

Operating income for the third quarter of 2023 was $25.5 million compared to $22.1 million for the third quarter of 2022. The increase in operating income was driven primarily by higher gross profit and lower other operating costs, partially offset by higher selling, general and administrative expense, as discussed above. As a percentage of net sales, operating income was 2.9% in the third quarter of 2023 as compared to operating income of 3.3% in the third quarter of 2022.

Income tax expense was $6.8 million for the third quarter of 2023 compared to $3.1 million for the third quarter of 2022. The higher effective tax rate in the third quarter of 2023 was primarily driven by a $2.1 million charge in the current period for return-to-provision adjustments related to prior year returns.

Net income for the third quarter of 2023 was $7.3 million, or $0.19 per diluted share, compared to net income of $8.3 million, or $0.21 per diluted share, for the third quarter of 2022.

Adjusted EBITDA1 was $50.3 million for the third quarter of 2023 compared to $41.0 million for the third quarter of 2022. For the third quarter of 2023, adjusted net income1 was $13.7 million, or $0.33 per diluted share compared to adjusted net income of $16.4 million, or $0.41 per diluted share for the third quarter of 2022.

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 $3.35 billion to $3.425 billion;
  • Gross profit to be between $797.0 million and $812.0 million and
  • Adjusted EBITDA to be between $188.0 million and $196.0 million

Update regarding Chefs’ Warehouse Capital Allocation plans for 2024 and 2025

  • We expect to gradually reduce capital expenditures to approximately 1% of revenue over the next 2 years to facilitate higher free cash flow conversion.
  • We are targeting 2.5x to 3.0x net debt to adjusted EBITDA leverage by year-end 2025.
  • Our Board of Directors has authorized a 2-year share repurchase program up to $100 million. We are targeting $25 million to $100 million share re-purchase by year-end 2025. The ultimate total repurchased, if any, will depend on our success in expanding our ability to allocate cash towards repurchase via amendment to our Term Loan maturing in 2029, which is currently underway, market conditions and free cash flow generation over the 2-year period.

Third Quarter 2023 Earnings Conference Call

The Company will host a conference call to discuss third quarter 2023 financial results today at 8:30 a.m. EDT. 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 28, 2023 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

THE CHEFS’ WAREHOUSE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited; in thousands except share amounts and per share data)
       
  Thirteen Weeks Ended   Thirty-Nine Weeks Ended
  September 29,
2023
  September 23,
2022
  September 29,
2023
  September 23,
2022
Net sales $ 881,825   $ 661,856   $ 2,483,290   $ 1,822,063
Cost of sales   674,127     504,068     1,897,440     1,390,758
Gross profit   207,698     157,788     585,850     431,305
               
Selling, general and administrative expenses   179,614     130,255     514,793     364,828
Other operating expenses, net   2,535     5,458     8,269     10,504
Operating income   25,549     22,075     62,788     55,973
               
Interest expense   11,379     10,737     33,391     19,567
Income before income taxes   14,170     11,338     29,397     36,406
               
Provision for income tax expense   6,848     3,061     10,807     9,829
               
Net income $ 7,322   $ 8,277   $ 18,590   $ 26,577
               
               
Net income per share:              
Basic $ 0.19   $ 0.22   $ 0.49   $ 0.72
Diluted $ 0.19   $ 0.21   $ 0.49   $ 0.68
               
Weighted average common shares outstanding:              
Basic   37,692,588     37,120,926     37,611,179     37,047,653
Diluted   45,717,496     42,044,053     39,143,774     41,942,676
                       


THE CHEFS’ WAREHOUSE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 29, 2023 AND DECEMBER 30, 2022
(unaudited; in thousands)
       
  September 29,
2023
  December 30,
2022
Cash and cash equivalents $ 33,058     $ 158,800  
Accounts receivable, net   316,138       260,167  
Inventories, net   312,222       245,693  
Prepaid expenses and other current assets   60,199       56,200  
Total current assets   721,617       720,860  
       
Property and equipment, net   208,927       185,728  
Operating lease right-of-use assets   177,092       156,629  
Goodwill   344,526       287,120  
Intangible assets, net   199,618       155,703  
Other assets   6,262       3,256  
Total assets $ 1,658,042     $ 1,509,296  
       
Accounts payable $ 209,299     $ 163,397  
Accrued liabilities   75,437       54,325  
Short-term operating lease liabilities   22,765       19,428  
Accrued compensation   30,747       34,167  
Current portion of long-term debt   11,970       12,428  
Total current liabilities   350,218       283,745  
       
Long-term debt, net of current portion   689,207       653,504  
Operating lease liabilities   171,207       151,406  
Deferred taxes, net   9,317       6,098  
Other liabilities   3,311       13,034  
Total liabilities   1,223,260       1,107,787  
       
Common stock   397       386  
Additional paid in capital   352,576       337,947  
Cumulative foreign currency translation adjustment   (2,142 )     (2,185 )
Retained earnings   83,951       65,361  
Stockholders’ equity   434,782       401,509  
       
Total liabilities and stockholders’ equity $ 1,658,042     $ 1,509,296  
               


THE CHEFS’ WAREHOUSE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THIRTY-NINE WEEKS ENDED SEPTEMBER 29, 2023 AND SEPTEMBER 23, 2022
(unaudited; in thousands)
       
  September 29,
2023
  September 23,
2022
Cash flows from operating activities:      
Net income $ 18,590     $ 26,577  
       
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization   24,167       17,667  
Amortization of intangible assets   16,924       10,289  
Provision for allowance for doubtful accounts   5,216       3,138  
Non-cash operating lease expense   2,663       1,329  
Deferred income tax provision   3,018       7,121  
Amortization of deferred financing fees   3,421       1,621  
Loss on debt extinguishment         142  
Stock compensation   15,855       9,081  
Change in fair value of contingent earn-out liabilities   2,850       8,358  
Intangible asset impairment   1,838        
Loss on asset disposal   (44 )     17  
Changes in assets and liabilities, net of acquisitions:      
Accounts receivable   (27,387 )     (25,402 )
Inventories   (56,350 )     (40,519 )
Prepaid expenses and other current assets   (3,460 )     (9,848 )
Accounts payable, accrued liabilities and accrued compensation   18,740       21,938  
Other assets and liabilities   (5,996 )     238  
Net cash provided by operating activities   20,045       31,747  
       
Cash flows from investing activities:      
Capital expenditures   (35,130 )     (31,666 )
Cash paid for acquisitions   (120,600 )     (62,007 )
Net cash used in investing activities   (155,730 )     (93,673 )
       
Cash flows from financing activities:      
Payment of debt, finance lease and other financing obligations   (33,444 )     (171,434 )
Proceeds from debt issuance         300,000  
Payment of deferred financing fees   (354 )     (11,258 )
Proceeds from exercise of stock options   55       69  
Surrender of shares to pay withholding taxes   (2,134 )     (2,584 )
Cash paid for contingent earn-out liabilities   (3,650 )     (2,538 )
Borrowings under asset based loan facility   50,000        
Payments under asset based loan facility         (20,000 )
Net cash provided by financing activities   10,473       92,255  
       
Effect of foreign currency translation on cash and cash equivalents   (530 )     (59 )
Net change in cash and cash equivalents   (125,742 )     30,270  
Cash and cash equivalents at beginning of period   158,800       115,155  
Cash and cash equivalents at end of period $ 33,058     $ 145,425  
               


THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF GAAP NET INCOME COMMON SHARE
(unaudited; in thousands except share amounts and per share data)
       
  Thirteen Weeks Ended   Thirty-Nine Weeks Ended
  September 29,
2023
  September 23,
2022
  September 29,
2023
  September 23,
2022
Numerator:              
Net income $         7,322           $         8,277           $         18,590           $         26,577        
Add effect of dilutive securities:              
Interest on convertible notes, net of tax           1,369                     683                     403                     2,048        
Net income available to common shareholders $         8,691           $         8,960           $         18,993           $         28,625        
Denominator:              
Weighted average basic common shares outstanding           37,692,588                     37,120,926                     37,611,179                     37,047,653        
Dilutive effect of unvested common shares           594,416                     316,358                     580,675                     304,391        
Dilutive effect of options and warrants           37,675                     81,789                     54,073                     65,652        
Dilutive effect of convertible notes           7,392,817                     4,524,980                     897,847                     4,524,980        
Weighted average diluted common shares outstanding           45,717,496                     42,044,053                     39,143,774                     41,942,676        
               
Net income per share:              
Basic $         0.19           $         0.22           $         0.49           $         0.72        
Diluted $         0.19           $         0.21           $         0.49           $         0.68        
                       


THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF EBITDA AND ADJUSTED EBITDA TO NET INCOME
(unaudited; in thousands)
       
  Thirteen Weeks Ended   Thirty-Nine Weeks Ended
  September 29,
2023
  September 23,
2022
  September 29,
2023
  September 23,
2022
Net income $ 7,322   $ 8,277   $ 18,590   $ 26,577
Interest expense   11,379     10,737     33,391     19,567
Depreciation   8,485     5,912     24,167     17,667
Amortization   6,468     3,470     16,924     10,289
Provision for income tax expense   6,848     3,061     10,807     9,829
EBITDA (1)   40,502     31,457     103,879     83,929
               
Adjustments:              
Stock compensation (2)   5,274     3,099     15,855     9,081
Other operating expenses, net (3)   2,534     5,458     8,269     10,504
Duplicate rent (4)   1,959     991     6,019     4,277
Moving expenses (5)   10         196    
Adjusted EBITDA (1) $ 50,279   $ 41,005   $ 134,218   $ 107,791
                       
  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, asset impairments, including intangible asset impairment charges, 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 Richmond, CA, Miami, FL, Portland, OR and Gibbstown NJ facilities.
  5. Represents moving expenses for the consolidation and expansion of our Miami, FL facilities.

THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF ADJUSTED NET INCOME TO NET INCOME
(unaudited; in thousands except share amounts and per share data)
       
  Thirteen Weeks Ended   Thirty-Nine Weeks Ended
  September 29,
2023
  September 23,
2022
  September 29,
2023
  September 23,
2022
Net income $ 7,322   $ 8,277     $ 18,590     $ 26,577  
               
Adjustments to reconcile net income to adjusted net income (1):              
Other operating expenses, net (2)   2,534     5,458       8,269       10,504  
Duplicate rent (3)   1,959     991       6,019       4,277  
Moving expenses (4)   10           196        
Debt modification and extinguishment expenses (5)       4,640             4,709  
Write-off of unamortized deferred financing fees and other third party financing costs (5)   770           1,146        
Tax effect of adjustments (6)   1,112     (2,994 )     (2,476 )     (5,262 )
               
Total adjustments   6,385     8,095       13,154       14,228  
               
Adjusted net income $ 13,707   $ 16,372     $ 31,744     $ 40,805  
               
Diluted adjusted net income per common share $ 0.33   $ 0.41     $ 0.79     $ 1.02  
               
Diluted shares outstanding - adjusted   45,717,496     42,135,106       45,638,744       41,942,676  
                             
  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, asset impairments, including intangible asset impairment charges, 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 Richmond, CA, Miami, FL, Portland, OR and Gibbstown, NJ facilities.
  4. Represents moving expenses for the consolidation and expansion of our Miami, FL facilities.
  5. Represents interest expense related to write-off of certain deferred financing fees and other third party costs related to our credit agreements.
  6. Represents the adjustments to the tax provision values to normalize our annual effective tax rate on adjusted pretax earnings.

THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF ADJUSTED NET INCOME PER SHARE
(unaudited; in thousands except share amounts and per share data)
       
  Thirteen Weeks Ended   Thirty-Nine Weeks Ended
  September 29,
2023
  September 23,
2022
  September 29,
2023
  September 23,
2022
Numerator:              
Adjusted net income $         13,707           $         16,372           $         31,744           $         40,805        
Add effect of dilutive securities:              
Interest on convertible notes, net of tax           1,369                     719                     4,106                     2,048        
Adjusted net income available to common shareholders $         15,076           $         17,091           $         35,850           $         42,853        
Denominator:              
Weighted average basic common shares outstanding           37,692,588                     37,120,926                     37,611,179                     37,047,653        
Dilutive effect of unvested common shares           594,416                     316,358                     580,675                     304,391        
Dilutive effect of options and warrants           37,675                     81,789                     54,073                     65,652        
Dilutive effect of convertible notes           7,392,817                     4,616,033                     7,392,817                     4,524,980        
Weighted average diluted common shares outstanding           45,717,496                     42,135,106                     45,638,744                     41,942,676        
               
Adjusted net income per share:              
Diluted $         0.33           $         0.41           $         0.79           $         1.02        
                       


THE CHEFS’ WAREHOUSE, INC.
RECONCILIATION OF ADJUSTED EBITDA GUIDANCE FOR FISCAL 2023
(unaudited; in thousands)
       
  Low-End
Guidance
  High-End
Guidance
Net Income: $         33,700           $         37,300        
Provision for income tax expense           17,100                     18,700        
Depreciation & amortization           55,000                     56,000        
Interest expense           46,000                     46,000        
EBITDA (1)           151,800                     158,000        
       
Adjustments:      
Stock compensation (2)           21,000                     21,500        
Duplicate rent (3)           7,000                     7,300        
Other operating expenses (4)           8,000                     9,000        
Moving expenses (5)           200                     200        
Adjusted EBITDA (1) $         188,000           $         196,000        
           
  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, asset impairments, including intangible asset impairment charges, certain third-party deal costs incurred in connection with our acquisitions or financing arrangements and certain other costs.
  5. Represents moving expenses for the consolidation and expansion of our Miami, FL facilities.

 


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Source: The Chefs' Warehouse, Inc.