Second Quarter Fiscal 2021 Earnings Call - NYSE: BV May 6, 2021
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Introductory Information Forward-Looking Statements This presentation contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934 that involve substantial risks and uncertainties. All statements, other than statements of historical facts, contained in this presentation, including statements made under the heading “Financial Guidance” and other statements related to our expectations regarding our industry, strategy, future operations, future liquidity and financial position, future revenues, projected costs, prospects, plans and objectives of management, are forward-looking statements. The words such as “outlook,” “guidance,” “projects,” “continues,” “believes,” “expects,” “may,” “will,” “should,” “seeks,” “intends,” “plans,” “estimates,” or “anticipates,” or the negative version of these words or similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. By their nature, forward-looking statements: speak only as of the date they are made; are not statements of historical fact or guarantees of future performance; and are subject to risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs and projections will result or be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements. Factors that could cause actual results to differ materially from those projected include, but are not limited to: general business economic and financial conditions; the duration and extent of the novel coronavirus (COVID-19) pandemic and its resurgence, and the impact of federal, state and local governmental actions and customer behavior in response to the pandemic, including possible additional or reinstated restrictions as a result of a resurgence of the pandemic; competitive industry pressures; the failure to retain current customers, renew existing customer contracts and obtain new customer contracts; the failure to enter into profitable contracts, or maintaining customer contracts that are unprofitable; a determination by customers to reduce their outsourcing or use of preferred vendors; the dispersed nature of our operating structure; our ability to implement our business strategies and achieve our growth objectives; acquisition and integration risks; the seasonal nature of our landscape maintenance services; our dependence on weather conditions; increases in prices for raw materials and fuel; changes in our ability to source adequate supplies and materials in a timely manner; any failure to accurately estimate the overall risk, requirements, or costs when we bid on or negotiate contracts that are ultimately awarded to us; the conditions and periodic fluctuations of real estate markets, including residential and commercial construction; our ability to retain our executive management and other key personnel; our ability to attract and retain trained workers and third-party contractors and re-employ seasonal workers; any failure to properly verify employment eligibility of our employees; subcontractors taking actions that harm our business; our recognition of future impairment charges; laws and governmental regulations, including those relating to employees, wage and hour, immigration, human health and safety and transportation; environmental, health and safety laws and regulations, including regulatory costs, claims and litigation related to the use of chemicals and pesticides by employees and related third-party claims; the distraction and impact caused by litigation, of adverse litigation judgments and settlements resulting from legal proceedings; increase in on-job accidents involving employees; any failure, inadequacy, interruption, security failure or breach of our information technology systems; our ability to adequately protect our intellectual property; restrictions imposed by our debt agreements that limit our flexibility in operating our business; our ability to generate sufficient cash flow to satisfy our significant debt service obligations; our ability to obtain additional financing to fund future working capital, capital expenditures, investments or acquisitions, or other general corporate requirements; increases in interest rates governing our variable rate indebtedness increasing the cost of servicing our substantial indebtedness including proposed changes to LIBOR; ownership of our common stock; occurrence of natural disasters, terrorist attacks or other external events; changes in generally accepted accounting principles in the United States; and costs and requirements imposed as a result of maintaining the requirement of being a public company. Additional factors that could cause our results to differ materially from those described in the forward-looking statements can be found under “Item 1A. Risk Factors” in our Form 10-K for the fiscal year ended September 30, 2020 as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this presentation and in our filings with the SEC. Any forward-looking statement made in this presentation speaks only as of the date on which it was made. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law. Non-GAAP Financial Measures Included in this presentation are certain non-GAAP financial measures, such as “Adjusted EBITDA”, “Adjusted EBITDA Margin”, “Adjusted Net Income”, “Free Cash Flow”, Total Financial Debt”, “Total Net Financial Debt” and “Total Net Financial Debt to Adjusted EBITDA ratio”, designed to complement the financial information presented in accordance with U.S. GAAP because management believes such measures are useful to investors. These non-GAAP financial measures should be considered only as supplemental to financial measures provided in accordance with GAAP. Please refer to the appendix of this presentation for a reconciliation of the historical non-GAAP financial measures included in this presentation to the most directly comparable financial measures prepared in accordance with GAAP. Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, we have not provided reconciliations for forward-looking non-GAAP measures. For the same reasons we are unable to address the probable significance of the unavailable information, which could have a potentially unpredictable and potentially significant impact on its future GAAP financial results.. 2Q FY2021 Earnings Presentation | 2
Quarter Highlights and Business Update Andrew Masterman | President and Chief Executive Officer 2Q FY2021 Earnings Presentation | 3
Executive Overview REVENUE • Contract snow book of business expansion driven by 10% organic growth ADJUSTED EBITDA • $66.8M in 2Q’21 with a margin increase of 320 bps to 10.2% LEVERAGE & LIQUIDITY • Leverage ratio of 3.5x, total liquidity as of 2Q’21 was $401.5M STRONG-ON-STRONG M&A • 5 acquisitions during FY21; pipeline has over $400M in revenue 2Q FY2021 Earnings Presentation | 4
Financial Guidance1 Total Revenue Assumptions Revenue: investment in our sales $640M - $2.48B - team is driving sustainable organic $660M $2.52B growth and record revenue. Acquisitions: benefitting from early execution of FY2021 M&A Adjusted EBITDA strategy. Cost Management: expect to $91M - $302M - maintain same discipline and $95M $310M controls deployed at the beginning of pandemic. Executing BV Strategy Drives 2H Organic Growth 1Our financial guidance, which was updated on 5/6/21, contains forward-looking statements and is subject to risks and uncertainties. See “Introductory Information”. 2Q FY2021 Earnings Presentation | 5
Preferred Acquirer in Commercial Landscaping 2017 2018 2019 2020 2021 Anaheim, CA Portland, OR Austin, TX Bay Area, CA Mesa, AZ Hartford, CT Fresno, CA San Jose, CA Vista, CA Las Vegs, NV Plymouth, MN Dallas, TX Rock Hill, SC San Diego, CA Fort Lauderdale, FL Austin, TX St. Paul, MN Danville, CA Sanford, FL Napa, CA Phoenix, AZ Norcross, GA Syracuse, NY Shamong, NJ Tucson, AZ ~ $100M Re-investing Significant FCF in Annualized M&A Transactions Revenue in 2021 1Aquisitions completed through 05/6/2021. 2Q FY2021 Earnings Presentation | 6
Quarterly YoY Maintenance Land Growth 1 100% Pandemic Starts--------------> 2 Organic Growth in 3Q and 4Q 1 Baseline is Prior Fiscal Year Results 2 2Q FY2021 Earnings Presentation | 7 Adjusted for Managed Exits in Q1 Only
2Q Snow Growth Numbers in $Ms $226 $188 $170 $170 $103 FY'20 FY'20 FY'21 FY'21 FY'21 * BoB Results BoB Start BoB End Results Record Organic Growth in Annual Contract Snow Book * Book of Business (BoB) 2Q FY2021 Earnings Presentation | 8
ESG Leadership Trees, shrubs and grass planted by A BrightView crew member installs a green roof, one BrightView will consume millions of tons of the company's many environmentally responsible of carbon over their lifetimes practices BrightView has saved millions of gallons of water and reduced water bills for our clients across thousands of properties nationwide The University of Pennsylvania will run an average of 300 hours per year on electric mowers, and this will eliminate the amount of emissions equivalent to approximately 1,500 cars averaging 12,000 miles each year A BrightView crew assists in repairs following a hurricane 2Q FY2021 Earnings Presentation | 9
ESG - BrightView’s People Strategy Strong brand to attract new team members Develop talent pipelines and adapt recruiting strategy Select the right talent for the right role Automate Application and Hiring processes Offer comprehensive, competitive Total Rewards, recognition and performance incentives Create an inclusive culture Effective Onboarding experience Develop leaders, leadership and technical skills Training, performance management and coaching Provide learning and development for team members Recognize team member contributions Focus on succession planning and career paths Facilitate regular Talent Talks and review Talent Metrics Provide comprehensive, competitive Total Rewards and pay for performance through equity and bonus programs Investing in Sales Organization Launching Digital Marketing Initiatives Through New Channels 2Q FY2021 Earnings Presentation | 10
Technology Blueprint Customer Engagement • Best-in-class solutions. • Standard apps drive efficiency, productivity Operations and seamless Management acquisition rollups. • Integrated architecture supports sophisticated business intelligence and analytics. Enterprise Enablers 2Q FY2021 Earnings Presentation | 11
Customer Satisfaction Fiscal Year Metrics OVERALL SATISFACTION OVERALL SATISFACTION Maintenance Segment Development Segment 2018 2018 2019 2019 2020 2020 1 2 3 4 5 6 1 2 3 4 5 6 Dissatisfied Highly Dissatisfied Highly Satisfied Satisfied EASE OF DOING BUSINESS WILLING TO RECOMMEND INTENT TO RENEW/REPEAT Maintenance Segment Maintenance Segment Maintenance Segment 2018 2018 2018 2019 2019 2019 2020 2020 2020 1 2 3 4 5 6 0% 50% 0% 50% Dissatisfied Highly Satisfied NBRI - National Business Research Institute 2Q FY2021 Earnings Presentation | 12
Financial Review and Outlook John Feenan | EVP and Chief Financial Officer 2Q FY2021 Earnings Presentation | 13
2Q FY2021 Revenue (Numbers $M) 2Q’21 2Q’20 Commentary • 16.6% Increase Total Revenue $651.9 $559.1 • (+) Higher Snowfall, Continued M&A Strength • (-) COVID-19 Headwinds & Divestitures • 29.6% Increase Maintenance Services $535.7 $413.5 • (+) Higher Snowfall, Strong-on-Strong M&A • (-) COVID-19 Headwinds (Ancillary Demand) • (20.0)% Decrease Development Services $117.1 $146.3 • (+) Strong-on-Strong M&A • (-) COVID-19 Headwinds (Backlog Softness) 2Q FY2021 Earnings Presentation | 14
2Q FY2021 Adjusted EBITDA (Numbers $M) 2Q’21 2Q’20 Commentary • 71.7% Increase Total Adj. EBITDA $66.8 $38.9 • 10.2% Adjusted EBITDA margin • 320 basis point expansion • 77.6% Increase Maintenance Services $72.3 $40.7 • 13.5% Adjusted EBITDA margin • 370 basis point expansion • (23.2)% Decrease Development Services $10.9 $14.2 • 9.3% Adjusted EBITDA margin • 40 basis point contraction • 2.5% Increase Corporate Expenses ($16.4) ($16.0) • 2.5% of revenue • 40 basis point improvement Maintenance Services Segment Increased snow contracts / volume and incremental M&A Cost containment efforts continued to benefit margins during the quarter Development Services Segment Project backlog softness / timing and tree nursery divestiture offset M&A growth Productivity initiatives offset revenue softness, minimizing margin compression 2Q FY2021 Earnings Presentation | 15
1H FY2021 Results (Numbers $M) Revenue Adjusted EBITDA 1H’21 1H’20 1H’21 1H’20 Total BrightView $1,206.3 $1,129.8 $119.3 $90.5 Maintenance Services $953.8 $832.4 $121.9 $88.4 Development Services $254.4 $299.1 $27.9 $33.3 Corporate Expenses - - ($30.5) ($31.2) 2Q FY2021 Earnings Presentation | 16
Net CapEx, Net Debt and Liquidity 1 2 3 Net Capital Net Debt Liquidity Expenditures $1,166.4 $35.1 $1,047.5 $27.9 Net Capex 1 Net Capex 1 Q2'20 Q2'21 Asset Disposals Net CapEx / Total Revenue Net Debt / TTM Adjusted EBITDA Liquidity 2.9% in 1H’20 vs. 2.0% in 1H’21 4.1x at 2Q’20 $235.5M at 2Q’20 vs. $401.5M at 2Q’21 Expect to be approximately 3.0% 3.5x at 2Q’21 Focus on Consistent Cash Generation in FY 2021 Strong Cash Generation and Improved Leverage Ratio 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 2Q FY2021 Earnings Presentation | 17 3 See the “Non-GAAP to GAAP Reconciliation” in the Appendix of this presentation for a reconciliation to the most directly comparable GAAP measure
Liquidity Update $(M) As of As of 3/31/2020 3/31/2021 Revolving Credit Facility $124.0 $207.2 Receivables Financing Agreement 23.5 70.5 Total Credit Available 147.5 277.7 Cash and Cash Equivalents 88.0 123.8 Total Liquidity $235.5 $401.5 Debt Maturities: Receivables Financing Agreement Maturity: February 2024 Revolving Credit Facility Term Loan Maturity: August 2023 Maturity: August 2025 2Q FY2021 Earnings Presentation | 18
Closing Remarks Andrew Masterman | President and Chief Executive Officer 2Q FY2021 Earnings Presentation | 19
Key Takeaways Market Fundamentals of Business Remain Strong Growth Investments in Sales Driving Organic Growth Technology Investments in Technology Improving Margins Sales & Marketing A Formula for Long-Term Success M&A Acquisition Pipeline Robust Cash Leverage Ratio a Historic Low Focus on People & Culture 2Q FY2021 Earnings Presentation | 20
2Q FY2021 Earnings Call QUESTIONS & ANSWERS 2Q FY2021 Earnings Presentation | 21
Appendix
Non-GAAP to GAAP Reconciliation Three Months Ended Six Months Ended March 31, March 31, (in millions)* 2021 2020 2021 2020 Adjusted EBITDA Net income (loss) $ 6.3 $ (20.5) $ (5.7) $ (33.1) Plus: Interest expense, net 9.6 17.1 23.1 34.5 Income tax expense (benefit) 2.3 (6.7) (1.4) (11.6) Depreciation expense 20.7 19.3 42.3 39.5 Amortization expense 12.5 13.6 26.4 27.1 Establish public company financial reporting compliance (a) — — — 0.9 Business transformation and integration costs (b) 6.2 8.9 12.8 17.3 Offering-related expenses (c) — 1.2 0.2 1.5 Equity-based compensation (d) 5.3 4.9 10.2 13.3 COVID-19 related expenses (e) 3.9 1.1 11.4 1.1 Adjusted EBITDA $ 66.8 $ 38.9 $ 119.3 $ 90.5 Adjusted Net Income Net income (loss) $ 6.3 $ (20.5) $ (5.7) $ (33.1) Plus: Amortization expense 12.5 13.6 26.4 27.1 Establish public company financial reporting compliance (a) — — — 0.9 Business transformation and integration costs (b) 6.2 8.9 12.8 17.3 Offering-related expenses (c) — 1.2 0.2 1.5 Equity-based compensation (d) 5.3 4.9 10.2 13.3 COVID-19 related expenses (e) 3.9 1.1 11.4 1.1 Income tax adjustment (f) (7.0) (7.3) (15.2) (15.6) Adjusted Net Income $ 27.2 $ 1.9 $ 40.1 $ 12.5 Free Cash Flow Cash flows from operating activities $ 78.3 $ 78.4 $ 83.4 $ 85.7 Minus: Capital expenditures 18.2 20.6 27.9 35.1 Plus: Proceeds from sale of property and equipment 2.8 1.6 3.4 2.7 Free Cash Flow $ 62.9 $ 59.4 $ 58.9 $ 53.3 (*) Amounts may not total due to rounding. 2Q FY2021 Earnings Presentation | 23
Non-GAAP to GAAP Reconciliation (cont.) (a) Represents costs incurred to establish public company financial reporting compliance, including costs to comply with the requirements of Sarbanes-Oxley and the accelerated adoption of the revenue recognition standard (ASC 606 – Revenue from Contracts with Customers), and other miscellaneous costs. (b) Business transformation and integration costs consist of (i) severance and related costs; (ii) vehicle fleet rebranding costs; (iii) business integration costs and (iv) information technology infrastructure, transformation costs, and other. Three Months Ended Six Months Ended March 31, March 31, (in millions)* 2021 2020 2021 2020 Severance and related costs $ - $ 0.4 $ 0.2 $ 0.6 Business integration (g) 2.1 3.5 5.7 8.9 IT infrastructure, transformation, and other (h) 4.1 5.0 6.9 7.8 Business transformation and integration costs $ 6.2 $ 8.9 $ 12.8 $ 17.3 (c) Represents expenses incurred for IPO related litigation and subsequent registration statements. (d) Represents equity-based compensation expense and related taxes recognized for equity incentive plans outstanding. (e) 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. (f) 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. 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 Six Months Ended March 31, March 31, (in millions)* 2021 2020 2021 2020 Tax impact of pre-tax income adjustments $ 7.2 $ 7.3 $ 14.9 $ 15.3 Discrete tax items (0.2 ) — 0.3 0.3 Income tax adjustment $ 7.0 $ 7.3 $ 15.2 $ 15.6 (g) Represents isolated expenses specifically related to the integration of acquired companies such as one-time employee retention costs, employee onboarding and training costs, 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. (h) 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. 2Q FY2021 Earnings Presentation | 24
Non-GAAP to GAAP Reconciliation (cont.) Total Financial Debt and Total Financial Net Debt September 30, (in millions)* March 31, 2021 March 31, 2020 2020 Long-term debt, net $ 1,123.4 $ 1,220.8 $ 1,127.5 Plus: Current portion of long-term debt 10.4 10.4 12.3 Financing costs, net 12.8 15.5 13.9 Present value of net minimum payment - finance lease obligations 24.7 7.7 18.6 Total Financial Debt 1,171.3 1,254.4 1,172.3 Less: Cash and cash equivalents (123.8 ) (88.0 ) (157.1 ) Total Net Financial Debt $ 1,047.5 $ 1,166.4 $ 1,015.2 Total Net Financial Debt to Adjusted EBITDA ratio 3.5x 4.1x 3.7x (*) Amounts may not total due to rounding. 2Q FY2021 Earnings Presentation | 25
Thank You Investor Relations Contact: Media Contact: John E. Shave Fred Jacobs VP of Investor Relations VP of Communications & Public Affairs 484.567.7148 484.567.7244 John.Shave@BrightView.com Fred.Jacobs@BrightView.com investor.brightview.com
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