First Quarter Fiscal 2023 Earnings Call - NYSE: BV February 7, 2023
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Introductory Information Forward-Looking Statements litigation, of adverse litigation judgments and settlements resulting from legal proceedings; in the This presentation contains forward looking statements within the meaning of Section 27A of the impact of potential on-job accidents involving employees; any failure, inadequacy, interruption, Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934 security failure or breach of our information technology systems; any failure to comply with data that involve substantial risks and uncertainties. All statements, other than statements of privacy regulations; our ability to adequately protect our intellectual property; restrictions historical facts, contained in this presentation, including statements made on slide 17 under the imposed by our debt agreements that limit our flexibility in operating our business; our ability to heading “Financial Guidance” and other statements related to our expectations regarding our generate sufficient cash flow to satisfy our significant debt; our ability to incur additional debt industry, strategy, future operations, future liquidity and financial position, future revenues, financing to fund future working capital, capital expenditures, investments or acquisitions, or projected costs, prospects, plans and objectives of management, are forward-looking other general corporate requirements; our variable rate indebtedness and recent increases in statements. The words such as “outlook,” “guidance,” “projects,” “continues,” “believes,” interest rates governing our variable rate indebtedness increasing the cost of servicing our “expects,” “may,” “will,” “should,” “seeks,” “intends,” “plans,” “estimates,” or “anticipates,” or the substantial indebtedness; any future sales or other transactions, by us or our affiliates, which negative version of these words or similar expressions are intended to identify forward-looking could cause the market price for our common stock to decline; the ability of KKR BrightView statements. By their nature, forward-looking statements: speak only as of the date they are Aggregator L.P., who holds approximately 54% of our shares, to exert significant influence over made; are not statements of historical fact or guarantees of future performance; and are subject us; ownership of our common stock; occurrence of natural disasters, terrorist attacks or other to risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or external events; changes in generally accepted accounting principles in the United States; any quantify. Our expectations, beliefs, and projections are expressed in good faith, and we believe negative impacts from heightened inflation, recession and financial market disruptions; our there is a reasonable basis for them. However, there can be no assurance that management’s ability to pursue and achieve our environmental, social and corporate governance focus area expectations, beliefs and projections will result or be achieved, and actual results may vary goals; unexpected delays, difficulties, and expenses encountered or incurred in pursuing our materially from what is expressed in or indicated by the forward-looking statements. Factors that ESG goals; and costs and requirements imposed as a result of maintaining the requirement of could cause actual results to differ materially from those projected include, but are not limited to: being a public company. Additional factors that could cause our results to differ materially from general business economic and financial conditions, including recessionary conditions; the those described in the forward-looking statements can be found under “Item 1A. Risk Factors” in continued effects of the COVID-19 pandemic; higher operational and supply costs and expenses our Form 10-K for the fiscal year ended September 30, 2022 as such factors may be updated due to inflation, and our inability to pass higher costs and expenses onto our customers; from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website competitive industry pressures; the failure to retain current customers, renew existing customer at www.sec.gov. Accordingly, there are or will be important factors that could cause actual contracts and obtain new customer contracts; the failure to enter into profitable contracts, or outcomes or results to differ materially from those indicated in these statements. These factors maintaining customer contracts that are unprofitable; a determination by customers to reduce should not be construed as exhaustive and should be read in conjunction with the other their outsourcing or use of preferred vendors; the dispersed nature of our operating structure; cautionary statements that are included in this presentation and in our filings with the SEC. Any our ability to implement our business strategies and achieve our growth objectives; the forward-looking statement made in this presentation speaks only as of the date on which it was possibility that the anticipated benefits from our business acquisitions and dispositions will not made. We undertake no obligation to publicly update or review any forward-looking statement, be realized; the possibility that costs or difficulties related to the integration of acquired whether as a result of new information, future developments or otherwise, except as required by operations will be greater than expected and the possibility that integration efforts will disrupt our law. business and strain management time and resources; the seasonal nature of our landscape maintenance services; the impact of seasonality on the demands for our services, including the Non-GAAP Financial Measures reliance on the level, timing and location of snowfall for our snowfall removal services; our Included in this presentation are certain non-GAAP financial measures, such as “Adjusted dependence on weather conditions and climate change; increases in prices for raw materials, EBITDA”, “Adjusted EBITDA Margin”, “Adjusted Net Income”, “Free Cash Flow”, Total Financial labor and fuel caused by rising inflation; changes in our ability to source adequate supplies and Debt”, “Total Net Financial Debt” and “Total Net Financial Debt to Adjusted EBITDA ratio”, materials in a timely manner; any failure to accurately estimate the overall risk, requirements, or designed to complement the financial information presented in accordance with U.S. GAAP costs when we bid on or negotiate contracts that are ultimately awarded to us; the conditions because management believes such measures are useful to investors. These non-GAAP and periodic fluctuations of real estate markets, including residential and commercial financial measures should be considered only as supplemental to financial measures provided in construction; our ability to retain our executive management and other key personnel; our ability accordance with GAAP. Please refer to the appendix of this presentation for a reconciliation of to attract and retain trained workers and third-party contractors and re-employ seasonal the historical non-GAAP financial measures included in this presentation to the most directly workers; any failure to properly verify employment eligibility of our employees; subcontractors comparable financial measures prepared in accordance with GAAP. Because GAAP financial taking actions that harm our business; our recognition of future impairment charges; laws and measures on a forward-looking basis are not accessible, and reconciling information is not governmental regulations, including those relating to employees, wage and hour, immigration, available without unreasonable effort, we have not provided reconciliations for forward-looking human health and safety and transportation; environmental, health and safety laws and non-GAAP measures. For the same reasons we are unable to address the probable significance regulations, including regulatory costs, claims and litigation related to the use of chemicals and of the unavailable information, which could have a potentially unpredictable and potentially pesticides by employees and related third-party claims; the distraction and impact caused by significant impact on its future GAAP financial results. 1Q FY2023 Earnings Presentation | 2
Highlights & Business Update Andrew Masterman | President & Chief Executive Officer 1Q FY2023 Earnings Presentation | 3
1Q FY2023 Highlights REVENUE REVENUE • Strong growth across segments; 5.5% Total Organic • Maintenance 5.5% organic • 1.5% Land Organic • 50.5% Snow Organic: ~6% annual contracts and ~44% volume • Development 5.9% organic • Accretive M&A; revenue contribution of $31.3M for Q1 ADJ. EBITDA • $49M in Adj. EBITDA above high end of guidance • 20 bp margin expansion PROACTIVE DEBT MANAGEMENT • Hedged $1B of debt, fixed rate on 70% of total debt • Lowered interest expense by ~$10 million on annual basis 1Q FY2023 Earnings Presentation | 4
BrightView’s Snow Markets in Q1 and Q2 Q1FY23 - NOAA Data(1) January 2023(2) NOAA Snow Snow Avg. Snow BrightView BrightView Vs. Prior Year 30 Yr. (Inches) (Inches) (Inches) Market Region Avg. 1Q’2022 1Q’2023 Jan 2023 Denver 128.6% 4.1 20.8 Rocky Mountain 9.8 6.3% Chicago 46.7% 1.9 4.3 Mid-Atlantic 0.2 (98.8)% Mid-West 10.4 31.6% Boston 48.9% 2.6 3.4 Across our footprint, for the first quarter, Northeast 2.4 (87.0)% snowfall was at 85% of the 30-year Total 5.2 (61.7)% average vs. 30% in the prior year Northeast temperature for February & March projected to be 30% to 40% higher than average(3) Below average snowfall for Q1FY23 January snowfall significantly below average in Northeast (1) National Oceanic and Atmospheric Administration (NOAA): Source of macro weather data (2) Source: Weatherworks, data through January 31, 2023 (3) Source: NOAA temperature estimates 1Q FY2023 Earnings Presentation | 5
Strategic Pillars Drive Long-Term Growth Dedicated, locally-based Strategic technology Accretive and strategic salesforce to generate investments, digital acquisitions to new sales services and marketing expand footprint Investing in 200+ person Driving differentiated value Expanding footprint in business development team proposition to attract and high-growth geographies solely focused on securing engage customers and with favorable weather and new customers expand market share economic characteristics 1Q FY2023 Earnings Presentation | 6
▪ Executed on 35+ accretive Expanding through acquisitions in the last seven years, including more than Strategic Acquisitions 15 acquisitions in the last two years 2021 ▪ Expanded in high growth Austin, TX Plymouth, MN Las Vegs, NV St. Paul, MN MSAs, i.e., Boise; Salt Lake City; and Phoenix Syracuse, NY Bradenton, FL Atlanta, GA San Jose, CA ▪ In fiscal 2023, added Apex in Myrtle Beach; Smith’s Tree 2022 Care in Newport News; and Island Plant Company in Honolulu, HI Ringwood, NJ Detroit, MI Hawaii Phoenix, AZ ▪ M&A continues to be a solid Salt Lake City, UT & Boise, ID Boise, ID Wailuku, HI contributor to topline growth 2023 + $700M DEAL PIPELINE Myrtle Beach, SC Strategically Deploying FCF Pukalani, HI Newport News, Va in Select M&A transactions 1Q FY2023 Earnings Presentation | 7
Disciplined Approach to Enhance Operational Performance and Optimize Costs Landscape Maintenance Snow Services Development Pricing offset increases in labor & Expand in self-performance to Shifted timing of pricing in material costs improve reliability & lower total costs commitments to 10 - 15 days Managed fuel, neutral to Q2 Invest in equipment to drive Focused on expanding into FY2023 efficiency higher-margin projects FY2023 Prudent Overhead Actions • Limit new hiring, bringing out-sourced operations in-house, and focus +20 BP on driving operational efficiencies Total Margin • Reducing T&E expenses, managing marketing costs and reducing reliance on third-party vendors Expansion SG&A Ratio Down 100 Basis Points since FY2021 1Q FY2023 Earnings Presentation | 8
ESG Highlights ENVIRONMENTAL SOCIAL Deployed ~1,000 battery powered, Conducted BrightView’s first team zero-emission handheld member engagement survey to equipment units. help inform our strategy and Converted ~400 vehicles to hybrid strengthen team member or electric experience Installed sophisticated irrigation Continued to diversify our solutions in hundreds of workforce by increasing the properties across the U.S, percentage of women and including large HOAs, Hispanic/Latino team members universities, hospitals and in manager level roles corporate campuses Partnered with Arbor Day Sustained total recordable injury Foundation to plant nearly rate below the landscaping 300,000 trees services industry average 1Q FY2023 Earnings Presentation | 9 Note: ESG report published on Feb 1, 2023
Financial Review & Outlook Brett Urban | Chief Financial Officer 1Q FY2023 Earnings Presentation | 10
1Q FY2023 Revenue (Numbers $M) 1Q23 1Q22 Commentary • 10.8% Increase Total Revenue $655.9 $591.8 • 5.5% Total Organic Growth and M&A contribution of $31.3M • 10.3% Increase Total Maintenance Services $483.2 $438.2 • 5.5% Organic Growth and M&A contribution of $20.7M Total Land $421.4 $402.2 • 4.8% Increase; 1.5% organic growth Total Snow $61.8 $36.0 • 71.7% Increase; 50.5% organic growth • 12.7% Increase Development Services $174.4 $154.7 • 5.9% Organic Growth and M&A contribution of $10.6M 1Q FY2023 Earnings Presentation | 11
1Q FY2023 Adjusted EBITDA (Numbers $M) 1Q23 1Q22 Commentary ▪ 14.1% Increase Total Adjusted $48.6 $42.6 • 7.4% Adjusted EBITDA margin EBITDA • 20 bp improvement ▪ 11.5% Increase Maintenance $50.5 $45.3 • 10.5% Adjusted EBITDA margin Services • 20 bp improvement ▪ 13.8% Increase Development $16.5 $14.5 • 9.5% Adjusted EBITDA margin Services • 10 bp improvement Corporate ($18.4) ($17.2) ▪ 2.8% of revenue, 10 bp improvement Expenses Profitability Significantly Above High-End of Guidance Range 1Q FY2023 Earnings Presentation | 12
Disciplined Expense Management Total Revenue $ in mm ✓ Consistent topline growth $2,839 ✓ Disciplined and prudent $2,775 management of overhead costs, $2,554 $2,405 $2,346 while investing to drive momentum ✓ SG&A as percentage of FY19 FY20 FY21 FY22 Q1FY23 TTM revenue improving SG&A / Total Revenue • 100 bp better since FY21 % • Flat with FY19, despite 22.5% inflationary environment 19.9% 19.3% ✓ Levered corporate costs 18.8% 18.9% ✓ Supporting long-term EBITDA margin expansion FY19 FY20 FY21 FY22 Q1FY23 TTM Solid topline growth, investing in our business and maintaining SG&A flat 1Q FY2023 Earnings Presentation | 13
Proactive Debt Maturity and Rate Management Optimizing Debt Structure Term Loan Rate(1) Term Loan Rate(2) Current SOFR Blended Hedge • Capped interest rate on $1B of Term Loan (TL) On $1B On $1B o 50% swap at 3.46% SOFR and 50% collar at 4.35% to 2.65% SOFR • Collar floor of 2.65%, upside if rates decrease 8% 7% • Expect cash interest expense of: o $27 million for Q2 Interest expense: savings of $7 million o ~$100 million for FY23 in FY23 and $10 million annualized Debt Maturity Debt Structure $1,200 No significant maturity until 2029 $300 2023 2024 2025 2026 2027 2028 2029 Term Loan Revolver Fixed Floating (1) Term loan rate is based on current term SOFR plus a spread of 325 basis points (2) Term loan rate is based on $500M swap at 3.46% plus a spread of 325 basis points and $500M collar at 4.35% plus a spread of 325 basis points 14
Net CapEx, Net Debt and Cash Flow 1 2 3 Net Capital Net Debt Free Cash Flow Expenditures $1,454.1 $27.5 $1,374.9 $25.9 1 ($8.7) ($21.7) ($49.9) ($55.5) 1Q'22 1Q'23 4Q'22 1Q'23 1Q'22 1Q'23 Cash Interest Expense Net CapEx / Total Revenue Net Debt / TTM Adjusted EBITDA Free Cash Flow Disciplined capex management 4.8x at 4Q’22 Excluding expected interest headwind, free cash flow improved by $7 million Expecting 3.0% to 3.25% for FY23 4.9x at 1Q’23 year over year Disciplined Management of Capital Expenditures 1 Net capital expenditures includes proceeds from sale of property & equipment 2 Net Debt includes total long-term debt, net of original issue discount, and capital lease obligations net of cash and equivalents 3 Defined as borrowing availability plus cash and equivalents See the “Non-GAAP to GAAP Reconciliation” in the Appendix of this presentation for a reconciliation to the most directly comparable GAAP measure 1Q FY2023 Earnings Presentation | 15
PROACTIVE MANAGEMENT OF FREE CASH FLOW THEN(1) NOW(1) Cash Improvement Drivers Cash Improvement Drivers Enhanced EBITDA Performance Enhanced EBITDA Performance CARES Act Net Benefit of $20 Million CARES Act Net Benefit of $20 Million Capital expenditures at 3% to 3.25% Capital expenditures at 3.5% +$10 to $15 Million benefit Cash Interest expense at $100 million Cash interest expense at $107 Million +$7 Million in-year benefit ~$20M Additional Expected Benefit to FY2023 Free Cash Flow (1) Then is as of November 17, 2022, and Now is as of February 7, 2023 1Q FY2023 Earnings Presentation | 16
2Q Fiscal 2023 Financial Guidance1 Total Revenue Adjusted EBITDA $610M to $650M $33M to $43M • Land Organic Growth: 2% to 3% • Maintenance: pricing to offset labor & material costs • Development Organic: ~(8)%; due to timing and mix of projects. Expect • Development: margins improve by 20 to 40 significant rebound in 2HFY23 basis points • Snow: low end assumes $100 million of • Fuel: neutral to Total Adj. EBITDA snow revenue and high end assumes $140 million of snow revenue vs. $208 million in • Snow: assumes significantly below average the prior year snowfall in Northeast and Mid-Atlantic 1Our financial guidance, which was updated on 2/7/23, contains forward-looking statements and is subject to risks and uncertainties. See “Introductory Information”. 1Q FY2023 Earnings Presentation | 17
BrightView Business Model ▪ Expect significant improvement in cash relative to FY22 ▪ Continue to invest in long- term business growth Recurring Revenue ▪ Prioritize M&A to drive growth and improve leverage ▪ Focus on enhancing Invest in shareholder value Profitable M&A and Incremental Improve Leverage Growth Strong Cash Flow 1Q FY2023 Earnings Presentation | 18
Closing Remarks Andrew Masterman | President & Chief Executive Officer 1Q FY2023 Earnings Presentation | 19
Long-Term Profitable Growth ➢ Operate in a resilient and durable industry; withstood various economic cycles ➢ Leader in a fragmented industry with multiple growth opportunities; organic and M&A ➢ Differentiated value proposition; technology, sustainability and network of expertise ➢ Serve marquee customers across a diverse array of end-markets ➢ Well positioned for environmental trends; carbon reduction and water conservation 1Q FY2023 Earnings Presentation | 20
1Q FY2023 Earnings Call QUESTIONS & ANSWERS 1Q FY2023 Earnings Presentation | 21
Appendix
Non-GAAP to GAAP Reconciliation Three Months Ended December 31, (in millions)* 2022 2021 Adjusted EBITDA Net (loss) $ (18.9) $ (12.8) Plus: Interest expense, net 23.2 9.7 Income tax (benefit) (5.5) (4.6) Depreciation expense 27.1 21.4 Amortization expense 11.9 13.4 Business transformation and integration costs (a) 4.7 5.9 Equity-based compensation (b) 5.7 4.8 COVID-19 related expenses (c) 0.4 4.8 Debt extinguishment (e) — — Adjusted EBITDA $ 48.6 $ 42.6 Adjusted Net (Loss) Income Net (loss) $ (18.9) $ (12.8) Plus: Amortization expense 11.9 13.4 Business transformation and integration costs (a) 4.7 5.9 Equity-based compensation (b) 5.7 4.8 COVID-19 related expenses (c) 0.4 4.8 Income tax adjustment (d) (5.0) (7.9) Adjusted Net (Loss) Income $ (1.2) $ 8.2 Free Cash Flow Cash flows (used in) operating activities $ (29.6) $ (22.4) Minus: Capital expenditures 27.2 28.6 Plus: Proceeds from sale of property and equipment 1.4 1.1 Free Cash Flow $ (55.4) $ (49.9) *Amounts may not total due to rounding 1Q FY2023 Earnings Presentation | 23
Non-GAAP to GAAP Reconciliation (cont.) (a) Business transformation and integration costs consist of (i) severance and related costs; (ii) business integration costs and (iii) information technology infrastructure, transformation costs, and other. Three Months Ended December 31, (in millions)* 2022 2021 Severance and related costs $ 0.1 $ 0.3 Business integration (e) 2.7 4.0 IT infrastructure, transformation, and other (f) 1.9 1.6 Business transformation and integration costs $ 4.7 $ 5.9 (b) Represents equity-based compensation expense and related taxes recognized for equity incentive plans outstanding. (c) Represents expenses related to the Company’s response to the COVID-19 pandemic, principally temporary and incremental salary and related expenses, personal protective equipment and cleaning and supply purchases, and other. (d) Represents the tax effect of pre-tax items excluded from Adjusted Net Income and the removal of the applicable discrete tax items, which collectively result in a reduction of income tax (benefit). The tax effect of pre-tax items excluded from Adjusted Net Income is computed using the statutory rate related to the jurisdiction that was impacted by the adjustment after taking into account the impact of permanent differences and valuation allowances. Discrete tax items include changes in laws or rates, changes in uncertain tax positions relating to prior years and changes in valuation allowances. Three Months Ended December 31, (in millions)* 2022 2021 Tax impact of pre-tax income adjustments $ 6.0 $ 7.9 Discrete tax items (1.0) — Income tax adjustment $ 5.0 $ 7.9 (e) Represents isolated expenses specifically related to the integration of acquired companies such as one-time employee retention costs, employee onboarding and training costs, and fleet and uniform rebranding costs. The Company excludes Business integration costs from the measures disclosed above since such expenses vary in amount due to the number of acquisitions and size of acquired companies as well as factors specific to each acquisition, and as a result lack predictability as to occurrence and/or timing, and create a lack of comparability between periods. (f) (Represents expenses related to distinct initiatives, typically significant enterprise-wide changes. Such expenses are excluded from the measures disclosed above since such expenses vary in amount based on occurrence as well as factors specific to each of the activities, are outside of the normal operations of the business, and create a lack of comparability between periods. (*) Amounts may not total due to rounding. 1Q FY2023 Earnings Presentation | 24
Non-GAAP to GAAP Reconciliation (cont.) Total Financial Debt and Total Net Financial Debt December 31, September 30, December 31, (in millions)* 2022 2022 2021 Long-term debt, net $ 1,409.5 $ 1,330.7 $ 1,204.0 Plus: Current portion of long-term debt 12.0 12.0 10.4 Financing costs, net 10.2 10.6 10.2 Present value of net minimum payment - finance lease obligations (i) 44.8 41.7 24.0 Total Financial Debt 1,476.5 1,395.0 1,248.6 Less: Cash and cash equivalents (22.4) (20.1) (132.8) Total Net Financial Debt $ 1,454.1 $ 1,374.9 $ 1,115.8 Total Net Financial Debt to Adjusted EBITDA ratio 4.9x 4.8x 3.8x (i) Balance is presented within Accrued expenses and other current liabilities and Other liabilities in the Consolidated Balance Sheet. (*) Amounts may not total due to rounding. 1Q FY2023 Earnings Presentation | 25
THANK YOU INVESTOR RELATIONS CONTACT: MEDIA CONTACT: Faten Freiha David Freireich VP of Investor Relations VP of Communications & Public Affairs 484.567.7148 484.567.7244 Faten.Freiha@BrightView.com David.Freireich@BrightView.com investor.brightview.com 1Q FY2023 Earnings Presentation | 26
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