WW International, Inc. (NASDAQ: WW) (“WeightWatchers,” “WW,” or the
“Company”) today announced its results for the third quarter of
fiscal 2024.
“For over six decades, WeightWatchers has been the trusted
leader in weight management, offering a full spectrum of
science-backed, proven weight management solutions. With our
expanded clinical offering, iconic trusted brand, and global
community of members, we are well-equipped to succeed in today’s
rapidly evolving market,” said Tara Comonte, Interim CEO. “We do,
however, have significant work to do to better unify our solutions
and enhance our member experience. I am fully committed to leading
our team through this next phase, as we seek to drive meaningful
progress in these strategic priorities and return the Company to
sustainable growth.”
“The execution of our cost reduction initiatives continues to
yield results, including another quarter of record adjusted gross
margin,” said Heather Stark, the Company’s CFO. “We remain on track
to deliver on our 2024 adjusted operating income guidance and
deliver on our overall cost savings targets. Our current actions
are driving improved profitability and liquidity as we work to turn
around the business.”
Q3 2024 Consolidated Results
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% Change |
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Three Months Ended |
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Adjusted for |
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September 28, |
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September 30, |
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Constant |
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2024 |
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2023 |
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% Change |
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Currency(1) |
(in millions except
percentages and per share amounts) |
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Subscription Revenues,
net |
$191.2 |
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|
$203.5 |
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|
(6.0 |
%) |
|
(6.4 |
%) |
Other Revenues, net(2) |
|
1.6 |
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|
|
11.4 |
|
|
(85.6 |
%) |
|
(85.7 |
%) |
Revenues,
net |
$192.9 |
|
|
$214.9 |
|
|
(10.2 |
%) |
|
(10.6 |
%) |
Gross
Profit |
$129.5 |
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|
$141.8 |
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|
(8.6 |
%) |
|
(9.1 |
%) |
Non-GAAP Adjustments(1) |
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Net Restructuring Charges(3) |
|
3.8 |
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0.4 |
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Adjusted Gross
Profit(1) |
$133.3 |
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|
$142.2 |
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|
(6.2 |
%) |
|
(6.6 |
%) |
Operating (Loss)
Income |
($39.0 |
) |
|
$30.6 |
|
|
100.0 |
%* |
|
100.0 |
%* |
Non-GAAP Adjustments(1) |
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Franchise Rights Acquired Impairments |
|
57.0 |
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|
|
- |
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|
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Net Restructuring Charges(3) |
|
13.8 |
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|
6.0 |
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|
Former CEO Separation Expenses |
|
3.9 |
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|
- |
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Adjusted Operating
Income(1) |
$35.7 |
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|
$36.6 |
|
|
(2.5 |
%) |
|
(4.2 |
%) |
Net (Loss)
Income |
($46.2 |
) |
|
$43.7 |
|
|
100.0 |
%* |
|
100.0 |
%* |
EPS |
($0.58 |
) |
|
$0.54 |
|
|
100.0 |
%* |
|
100.0 |
%* |
Non-GAAP Adjustments(1) |
|
|
|
|
|
|
|
Franchise Rights Acquired Impairments |
|
0.65 |
|
|
|
- |
|
|
|
|
|
Net Restructuring Charges(3) |
|
0.13 |
|
|
|
0.06 |
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|
Former CEO Separation Expenses |
|
0.04 |
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- |
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Adjusted
EPS(1) |
$0.24 |
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|
$0.60 |
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|
(60.6 |
%) |
|
(61.7 |
%) |
Total Paid
Weeks |
|
48.6 |
|
|
|
52.5 |
|
|
(7.4 |
%) |
|
N/A |
Digital(4) Paid Weeks |
|
40.4 |
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|
|
42.8 |
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|
(5.6 |
%) |
|
N/A |
Workshops + Digital(5) Paid Weeks |
|
7.2 |
|
|
|
9.1 |
|
|
(21.2 |
%) |
|
N/A |
Clinical(6) Paid Weeks |
|
1.0 |
|
|
|
0.5 |
|
|
91.3 |
% |
|
N/A |
|
|
|
|
|
|
|
|
|
|
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|
End of Period
Subscribers(7) |
|
3.7 |
|
|
|
4.0 |
|
|
(8.8 |
%) |
|
N/A |
Digital Subscribers |
|
3.0 |
|
|
|
3.3 |
|
|
(7.3 |
%) |
|
N/A |
Workshops + Digital Subscribers |
|
0.5 |
|
|
|
0.7 |
|
|
(21.2 |
%) |
|
N/A |
Clinical Subscribers |
|
0.1 |
|
|
|
0.0 |
|
|
71.5 |
% |
|
N/A |
___________________________________Note: Totals may not sum due to
rounding. *Note: Percentage in excess of 100.0% and not meaningful
(1) See “Reconciliation of Non-GAAP Financial
Measures” attached to this release for further detail on
adjustments to GAAP financial measures.(2) “Other
Revenues, net” (formerly known as “Product Sales and Other, net”)
consist of revenues from licensing and publishing, franchise fees
with respect to commitment plans and royalties, and other revenues.
Prior to fiscal 2024, “Other Revenues, net” included sales of
consumer products.(3) See “Reconciliation of
Non-GAAP Financial Measures” attached to this release for further
detail on the Company’s previously disclosed 2024, 2023, and 2022
restructuring plans, and the reversal of certain of the charges
associated therewith. (4) “Digital” refers to
providing subscriptions to the Company’s digital product
offerings.(5) “Workshops + Digital” refers to
providing subscriptions for unlimited access to the Company’s
workshops combined with the Company’s digital subscription product
offerings.(6) “Clinical” refers to providing
subscriptions to the Company’s clinical product offerings provided
by WeightWatchers Clinic (formerly referred to as Sequence)
combined with the Company’s digital subscription product
offerings.(7) “Subscribers” refers to Digital
subscribers, Workshops + Digital subscribers, and Clinical
subscribers who participate in recurring bill programs in
Company-owned operations. |
|
Q3 2024 Business and Financial Highlights
- End of Period Subscribers in Q3 2024 were down
8.8% versus the prior year period, driven by declines in the
Digital and Workshops + Digital businesses reflecting year to date
recruitment declines. Q3 2024 End of Period Clinical Subscribers of
78 thousand increased 71.5% versus the prior year period.
- Total Paid Weeks in Q3 2024 were down 7.4%
versus the prior year period driven by declines in the Digital and
Workshops + Digital businesses. Total Paid Weeks benefited from
growth in Clinical Paid Weeks.
- Revenues in Q3 2024 were $192.9 million. On a
constant currency basis, Q3 2024 revenues decreased 10.6% versus
the prior year period.
- Subscription
Revenues in Q3 2024 were $191.2 million. On a
constant currency basis, these revenues decreased 6.4% versus the
prior year period primarily driven by lower recruitments and
non-Clinical Incoming Subscribers. Additionally, Subscription
Revenues were negatively impacted by the continued mix shift from
the Workshops + Digital business to the Digital business and a
higher mix of Digital Subscribers within their initial,
lower-priced commitment periods. Subscription Revenues benefited
from $19.1 million of Clinical Subscription Revenues, which
increased 90.7% versus the prior year period.
- Other Revenues in Q3 2024 were $1.6 million.
On a constant currency basis, these revenues decreased 85.7% versus
the prior year period driven by the discontinuation of the consumer
products business at the end of fiscal 2023.
- Gross Profit in Q3 2024 was $129.5 million,
compared to $141.8 million in the prior year period.
Adjusted gross profit, which excluded the net
impact of $3.8 million of restructuring charges, was $133.3
million. Adjusted gross profit in Q3 2023, which excluded the net
impact of $0.4 million of restructuring charges, was $142.2
million.
- Gross Margin in Q3 2024 was 67.1%, as compared
to 66.0% in the prior year period. Adjusted gross
margin in Q3 2024 was 69.1%, up from an adjusted gross
margin of 66.2% in the prior year period, driven primarily by
actions to reduce the fixed cost base within our business and the
discontinuation of our lower margin consumer products business at
the end of fiscal 2023.
- Non-Cash Intangible Impairment Charges: During
Q3 2024, the Company recorded non-cash impairment charges of
franchise rights acquired totaling $57.0 million. These impairments
were primarily driven by an increase in the Company’s weighted
average cost of capital reflecting market factors.
- Operating Loss in Q3 2024 was
$39.0 million, compared to operating income of $30.6 million in the
prior year period. Adjusted operating income,
which excluded $57.0 million of non-cash intangible impairment
charges, the net impact of $13.8 million of restructuring charges,
and $3.9 million of former CEO separation expenses, was $35.7
million. Adjusted operating income in Q3 2023, which excluded the
net impact of $6.0 million of restructuring charges, was $36.6
million.
- Income Tax Benefit in Q3 2024 was $27.3
million, which reflected the impact of an unusually high negative
annual effective tax rate driven by a valuation allowance and small
pretax loss reflected in the Company’s full year fiscal 2024
guidance. In the prior year period, income tax benefit was $38.4
million.
- Net Loss in Q3 2024 was $46.2 million compared
to net income of $43.7 million in the prior year period.
- Diluted Net Loss per share in Q3 2024 was
$0.58 compared to diluted earnings per share of $0.54 in the prior
year period. Q3 2024 adjusted earnings per share,
which excluded $0.65 of non-cash intangible impairment charges,
$0.13 of net impact of restructuring charges, and $0.04 of former
CEO separation expenses, was $0.24. In the prior year period,
adjusted earnings per share, which excluded $0.06 of net impact of
restructuring charges, was $0.60.
- Additionally, certain other items affected year-over-year
comparability:
- In Q3 2024, $0.33 per diluted share positive tax impact arising
from an unusually high negative annual effective tax rate as a
result of a valuation allowance and small pretax loss reflected in
the Company’s full year fiscal 2024 guidance.
- In Q3 2023, $0.54 per diluted share positive tax impact arising
from an unusually high negative annual effective tax rate as a
result of a valuation allowance and small pretax loss reflected in
the Company’s full year fiscal 2023 guidance.
Other Items
- Cash balance as of September 28, 2024 was
$57.2 million. On that same date, the Company had no outstanding
borrowings under its revolving credit facility.
Full Year Fiscal 2024 Guidance
The Company is reiterating its following full
year fiscal 2024 guidance:
- Year end total subscribers of at least 3.1 million;
- Revenue of at least $770.0 million; and
- Excluding non-cash intangible impairment charges and the net
impact of restructuring charges (both of which include Q3 2024
charges), and the Q3 2024 former CEO separation expenses,
- Adjusted operating income of at least $100.0 million; and
- Adjusted EBITDAS of at least $150.0 million.
Reflecting the Q3 2024 charges and expenses referred to above,
the Company is updating its full year fiscal 2024 operating loss
guidance to not exceed $240.4 million.
Third Quarter 2024 Conference Call and
WebcastThe Company has scheduled a conference call today
at 8:30 a.m. ET. During the conference call, Tara Comonte,
Interim President and Chief Executive Officer, Heather Stark, Chief
Financial Officer, and Donna Boyer, Chief Product Officer, will
discuss the third quarter of fiscal 2024 results and answer
questions from the investment community.
The live webcast of the conference call will be available on the
Company’s corporate website, corporate.ww.com, under Events and
Presentations. Supplemental investor materials will also be
available in the same location prior to the start of the webcast. A
replay of the webcast will be available on this site for
approximately 90 days.
Statement regarding Non-GAAP Financial Measures
The following provides information regarding non-GAAP financial
measures used in this earnings release and today’s scheduled
conference call:
To supplement the Company's consolidated results presented in
accordance with accounting principles generally accepted in the
United States (“GAAP”), the Company has disclosed non-GAAP
financial measures of operating results that exclude or adjust
certain items. Gross profit, gross margin, operating (loss) income,
operating (loss) income margin, diluted (net loss) earnings per
share, and selling, general and administrative expenses are
discussed both as reported (on a GAAP basis) and as adjusted (on a
non-GAAP basis), as applicable, with respect to (i) the third
quarter of fiscal 2024 to exclude (x) the impact of impairment
charges for the Company’s franchise rights acquired related to its
United States and United Kingdom units of account, (y) the net
impact of (a) charges associated with the Company's previously
disclosed 2024 restructuring plan (the “2024 plan”), (b) charges
associated with the Company's previously disclosed 2023
restructuring plan (the “2023 plan”) or the reversal of certain of
the charges associated with the 2023 plan, as applicable and (c)
the reversal of certain of the charges associated with the
Company's previously disclosed 2022 restructuring plan (the “2022
plan”), and (z) the impact of certain non-recurring expenses in
connection with the separation from the Company of its former Chief
Executive Officer (“CEO”); (ii) the first nine months of fiscal
2024 to exclude (x) the impact of impairment charges for the
Company's franchise rights acquired related to its United States,
Australia, United Kingdom and New Zealand units of account, (y) the
net impact of charges associated with the 2024 plan, the 2023 plan
and the 2022 plan, and (z) the impact of certain non-recurring
expenses in connection with the separation of the Company's former
CEO; (iii) the third quarter of fiscal 2023 to exclude the net
impact of charges associated with the 2023 plan and the reversal of
certain of the charges associated with the 2022 plan; and (iv) the
first nine months of fiscal 2023 to exclude (x) the net impact of
(a) charges associated with the 2023 plan, (b) charges associated
with the 2022 plan or the reversal of certain of the charges
associated with the 2022 plan, as applicable, (c) charges
associated with the Company's previously disclosed 2021
organizational restructuring plan (the “2021 plan”) or the reversal
of certain of the charges associated with the 2021 plan, as
applicable, and (d) the reversal of certain of the charges
associated with the Company's previously disclosed 2020
organizational restructuring plan (the “2020 plan”), and (y) the
impact of certain non-recurring transaction costs in connection
with the acquisition of Sequence. The Company generally refers to
such non-GAAP measures as excluding or adjusting for the impact of
franchise rights acquired impairments, the net impact of
restructuring charges, the impact of acquisition transaction costs,
and the impact of former CEO separation expenses, as applicable.
The Company also presents in the attachments to this release the
non-GAAP financial measures: earnings before interest, taxes,
depreciation, amortization and stock-based compensation
(“EBITDAS”); earnings before interest, taxes, depreciation,
amortization, stock-based compensation, franchise rights acquired
and goodwill impairments, net restructuring charges, acquisition
transaction costs and former CEO separation expenses (“Adjusted
EBITDAS”); total debt less unamortized deferred financing costs,
unamortized debt discount and cash on hand (i.e., net debt); and a
net debt/Adjusted EBITDAS ratio. In addition, the Company presents
certain of its financial results on a constant currency basis in
addition to GAAP results. Constant currency information compares
results between periods as if exchange rates had remained constant
period-over-period. The Company calculates constant currency by
calculating current-year results using prior-year foreign currency
exchange rates. A reconciliation of the forward-looking full year
EBITDAS outlook to net income cannot be provided without
unreasonable effort because of the inherent difficulty of
accurately forecasting the occurrence and financial impact of the
various adjusting items necessary for such reconciliation that have
not yet occurred, are out of the Company's control, or cannot be
reasonably predicted. For the same reasons, the Company is unable
to assess the probable significance of the unavailable information,
which could have a material impact on its future GAAP financial
results.
Management believes these non-GAAP financial measures provide
useful supplemental information for its and investors' evaluation
of the Company's business performance and are useful for
period-over-period comparisons of the performance of the Company's
business. While management believes that these non-GAAP financial
measures are useful in evaluating the Company’s business, this
information should be considered as supplemental in nature and is
not meant to be considered in isolation or as a substitute for the
related financial information prepared in accordance with GAAP. In
addition, these non-GAAP financial measures may not be the same as
similarly titled measures reported by other companies. See
"Reconciliation of Non-GAAP Financial Measures" attached to this
release and reconciliations, if any, included elsewhere in this
release for a reconciliation of the non-GAAP financial measures to
the most directly comparable GAAP measures.
About WW International, Inc. WeightWatchers is
a human-centric technology company powered by our proven,
science-based, clinically effective weight loss and weight
management programs. For six decades, we have inspired millions of
people to adopt healthy habits for real life. We combine technology
and community to help members reach and sustain their goals on our
programs. To learn more about the WeightWatchers approach to
healthy living, please visit ww.com. For more information about our
global business, visit our corporate website at
corporate.ww.com.
This news release and any attachments include “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, as amended, including, in particular, any guidance and
any statements about the Company’s plans, strategies, objectives,
initiatives, roadmap and prospects. The Company generally uses the
words “may,” “will,” “could,” “expect,” “anticipate,” “believe,”
“estimate,” “plan,” “intend,” “aim” and similar expressions in this
news release and any attachments to identify forward-looking
statements. The Company bases these forward-looking statements on
its current views with respect to future events and financial
performance. Actual results could differ materially from those
projected in the forward-looking statements. These forward-looking
statements are subject to risks, uncertainties and assumptions,
including, among other things: competition from other weight
management and health and wellness industry participants or the
development of more effective or more favorably perceived weight
management methods; the Company's failure to continue to retain and
grow its subscriber base; the Company’s ability to be a leader in
the rapidly evolving and increasingly competitive clinical weight
management and weight loss market; the Company's ability to
continue to develop new, innovative services and products and
enhance its existing services and products or the failure of its
services, products or brands to continue to appeal to the market,
or its ability to successfully expand into new channels of
distribution or respond to consumer trends or sentiment;
regulatory, reputational and other risks associated with the
Company’s new compounded GLP-1 offering; the ability to
successfully implement strategic initiatives; the Company’s ability
to evolve its community offerings to meet the evolving tastes and
preferences of its members; the effectiveness and efficiency of the
Company's advertising and marketing programs, including the
strength of the Company's social media presence; the impact on the
Company's reputation of actions taken by its franchisees,
licensees, suppliers, affiliated provider entities, PCs’ healthcare
professionals, and other partners, including as a result of its
acquisition of Weekend Health, Inc., doing business as Sequence
(“Sequence”) (the “Acquisition”); the recognition of asset
impairment charges; the loss of key personnel, strategic partners
or consultants or failure to effectively manage and motivate the
Company's workforce; the Company’s chief executive officer
transition, and its ability to appoint a permanent chief executive
officer with the required level of experience and expertise; the
Company’s ability to successfully make acquisitions or enter into
collaborations or joint ventures, including its ability to
successfully integrate, operate or realize the anticipated benefits
of such businesses, including with respect to Sequence;
uncertainties related to a downturn in general economic conditions
or consumer confidence, including as a result of the existing
inflationary environment, rising interest rates, the potential
impact of political and social unrest and increased volatility in
the credit and capital markets; the seasonal nature of the
Company's business; the Company's failure to maintain effective
internal control over financial reporting; the impact of events
that impede accessing resources or discourage or impede people from
gathering with others; the early termination by the Company of
leases; the inability to renew certain of the Company's licenses,
or the inability to do so on terms that are favorable to the
Company; the impact of the Company's substantial amount of debt,
debt service obligations and debt covenants, and its exposure to
variable rate indebtedness; the ability to generate sufficient cash
to service the Company's debt and satisfy its other liquidity
requirements; uncertainties regarding the satisfactory operation of
the Company's technology or systems; the impact of data security
breaches and other malicious acts or privacy concerns, including
the costs of compliance with evolving privacy laws and regulations;
the Company’s ability to successfully integrate and use artificial
intelligence in its business; the Company's ability to enforce its
intellectual property rights both domestically and internationally,
as well as the impact of its involvement in any claims related to
intellectual property rights; risks and uncertainties associated
with the Company's international operations, including regulatory,
economic, political, social, intellectual property, and foreign
currency risks, which risks may be exacerbated as a result of war
and terrorism; the outcomes of litigation or regulatory actions;
the impact of existing and future laws and regulations, including
federal and state regulations relating to compounded medications;
risks related to the Acquisition, including risks that the
Acquisition may not achieve its intended results; risks related to
the Company's exposure to extensive and complex healthcare laws and
regulations as a result of the Acquisition; and other risks and
uncertainties, including those detailed from time to time in the
Company's periodic reports filed with the United States Securities
and Exchange Commission (the “SEC”) (which are available on the
SEC’s EDGAR database at www.sec.gov and via the Company’s website
at corporate.ww.com). You should not put undue reliance on any
forward-looking statements. You should understand that many
important factors, including those discussed herein, could cause
the Company’s results to differ materially from those expressed or
suggested in any forward-looking statement. Except as required by
law, the Company does not undertake any obligation to update or
revise these forward-looking statements to reflect new information
or events or circumstances that occur after the date of this news
release or to reflect the occurrence of unanticipated events or
otherwise. Readers are advised to review the Company’s filings with
the SEC (which are available on the SEC’s EDGAR database at
www.sec.gov and via the Company’s website at corporate.ww.com).
For more information, contact:Investors:John
Mills or Anna Kate Heller WeightWatchers@icrinc.com
Media:Kelsey MerkelCommunications@ww.com
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
|
CONSOLIDATED BALANCE SHEETS AT |
|
(IN THOUSANDS) |
|
UNAUDITED |
|
|
|
|
|
|
|
|
|
September 28, |
|
December 30, |
|
|
|
|
2024 |
|
|
|
2023 |
|
ASSETS |
|
|
|
|
CURRENT ASSETS |
|
|
|
|
|
Cash and cash equivalents |
|
$ |
57,181 |
|
|
$ |
109,366 |
|
|
Receivables (net of allowances: September 28, 2024 - $2,399 and
December 30, 2023 - $1,041) |
|
|
12,615 |
|
|
|
14,938 |
|
|
Prepaid income taxes |
|
|
11,240 |
|
|
|
25,370 |
|
|
Prepaid marketing and advertising |
|
|
3,390 |
|
|
|
10,149 |
|
|
Prepaid expenses and other current assets |
|
|
16,802 |
|
|
|
19,651 |
|
|
TOTAL CURRENT ASSETS |
|
|
101,228 |
|
|
|
179,474 |
|
Property and equipment, net |
|
|
16,901 |
|
|
|
19,741 |
|
Operating lease assets |
|
|
45,312 |
|
|
|
52,272 |
|
Franchise rights acquired |
|
|
71,184 |
|
|
|
386,526 |
|
Goodwill |
|
|
242,754 |
|
|
|
243,441 |
|
Other intangible assets, net |
|
|
49,319 |
|
|
|
63,208 |
|
Deferred income taxes |
|
|
17,309 |
|
|
|
19,683 |
|
Other noncurrent assets |
|
|
18,346 |
|
|
|
17,685 |
|
|
TOTAL ASSETS |
|
$ |
562,353 |
|
|
$ |
982,030 |
|
LIABILITIES AND TOTAL DEFICIT |
|
|
|
|
CURRENT LIABILITIES |
|
|
|
|
|
Portion of operating lease liabilities due within one year |
|
$ |
8,976 |
|
|
$ |
9,613 |
|
|
Accounts payable |
|
|
16,739 |
|
|
|
18,507 |
|
|
Salaries and wages payable |
|
|
62,253 |
|
|
|
79,096 |
|
|
Accrued marketing and advertising |
|
|
11,519 |
|
|
|
18,215 |
|
|
Accrued interest |
|
|
17,478 |
|
|
|
5,346 |
|
|
Deferred acquisition payable |
|
|
15,055 |
|
|
|
16,500 |
|
|
Other accrued liabilities |
|
|
19,307 |
|
|
|
22,610 |
|
|
Income taxes payable |
|
|
6,705 |
|
|
|
1,609 |
|
|
Deferred revenue |
|
|
31,425 |
|
|
|
33,966 |
|
|
TOTAL CURRENT LIABILITIES |
|
|
189,457 |
|
|
|
205,462 |
|
Long-term debt, net |
|
|
1,429,598 |
|
|
|
1,426,464 |
|
Long-term operating lease liabilities |
|
|
46,925 |
|
|
|
53,461 |
|
Deferred income taxes |
|
|
23,467 |
|
|
|
41,994 |
|
Other |
|
|
|
1,626 |
|
|
|
15,743 |
|
|
TOTAL LIABILITIES |
|
|
1,691,073 |
|
|
|
1,743,124 |
|
TOTAL DEFICIT |
|
|
|
|
|
Common stock, $0 par value; 1,000,000 shares authorized; 130,048
shares issued at September 28, 2024 and 130,048 shares issued at
December 30, 2023 |
|
|
0 |
|
|
|
0 |
|
|
Treasury stock, at cost, 50,314 shares at September 28, 2024 and
50,859 shares at December 30, 2023 |
|
|
(3,039,309 |
) |
|
|
(3,064,628 |
) |
|
Retained earnings |
|
|
1,925,146 |
|
|
|
2,314,834 |
|
|
Accumulated other comprehensive loss |
|
|
(14,557 |
) |
|
|
(11,300 |
) |
|
TOTAL DEFICIT |
|
|
(1,128,720 |
) |
|
|
(761,094 |
) |
|
TOTAL LIABILITIES AND TOTAL DEFICIT |
|
$ |
562,353 |
|
|
$ |
982,030 |
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
CONSOLIDATED STATEMENTS OF OPERATIONS |
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
September 28, |
|
September 30, |
|
|
|
|
|
2024 |
|
|
|
2023 |
|
Subscription revenues, net (1) |
|
|
$ |
191,248 |
|
|
$ |
203,496 |
|
Other revenues, net (2) |
|
|
|
1,639 |
|
|
|
11,375 |
|
|
Revenues, net |
|
|
|
192,887 |
|
|
|
214,871 |
|
Cost of subscription revenues (3) |
|
|
|
63,329 |
|
|
|
67,080 |
|
Cost of other revenues |
|
|
|
62 |
|
|
|
6,036 |
|
|
Cost of revenues |
|
|
|
63,391 |
|
|
|
73,116 |
|
|
Gross profit |
|
|
|
129,496 |
|
|
|
141,755 |
|
Marketing expenses |
|
|
|
44,402 |
|
|
|
48,114 |
|
Selling, general and administrative expenses |
|
|
|
67,094 |
|
|
|
63,034 |
|
Franchise rights acquired impairments |
|
|
|
57,045 |
|
|
|
— |
|
|
Operating (loss) income |
|
|
|
(39,045 |
) |
|
|
30,607 |
|
Interest expense |
|
|
|
28,619 |
|
|
|
24,508 |
|
Other expense, net |
|
|
|
5,870 |
|
|
|
815 |
|
|
(Loss) income before income taxes |
|
|
|
(73,534 |
) |
|
|
5,284 |
|
Benefit from income taxes |
|
|
|
(27,342 |
) |
|
|
(38,447 |
) |
|
Net (loss) income |
|
|
$ |
(46,192 |
) |
|
$ |
43,731 |
|
|
|
|
|
|
|
|
(Net loss) earnings per share |
|
|
|
|
|
|
Basic |
|
|
$ |
(0.58 |
) |
|
$ |
0.55 |
|
|
Diluted |
|
|
$ |
(0.58 |
) |
|
$ |
0.54 |
|
|
|
|
|
|
|
|
Weighted average common shares outstanding |
|
|
|
|
|
|
Basic |
|
|
|
79,732 |
|
|
|
78,979 |
|
|
Diluted |
|
|
|
79,732 |
|
|
|
80,638 |
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
(1) “Subscription revenues, net” consist of net “Digital
Subscription Revenues”, net “Workshops + Digital Subscription
Revenues” and net “Clinical Subscription Revenues”. “Digital
Subscription Revenues” consist of the fees associated with
subscriptions for the Company’s Digital offerings. “Workshops +
Digital Subscription Revenues” consist of the fees associated with
subscriptions for combined workshops and Digital offerings.
“Clinical Subscription Revenues” consist of the fees associated
with subscriptions for combined Clinical and Digital
offerings. |
(2) “Other revenues, net” (formerly known as “product sales and
other, net”) consist of revenues from licensing and publishing,
franchise fees with respect to commitment plans and royalties, and
other revenues. Prior to fiscal 2024, “Other revenues, net”
included sales of consumer products. |
(3) “Cost of subscription revenues” consists of cost of revenues
and operating expenses for the Company's Digital, Workshops +
Digital and Clinical services. |
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
CONSOLIDATED STATEMENTS OF OPERATIONS |
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
|
September 28, |
|
September 30, |
|
|
|
|
|
2024 |
|
|
|
2023 |
|
Subscription revenues, net (1) |
|
|
$ |
595,260 |
|
|
$ |
626,667 |
|
Other revenues, net (2) |
|
|
|
6,248 |
|
|
|
56,927 |
|
|
Revenues, net |
|
|
|
601,508 |
|
|
|
683,594 |
|
Cost of subscription revenues (3) |
|
|
|
195,168 |
|
|
|
233,354 |
|
Cost of other revenues |
|
|
|
1,750 |
|
|
|
45,794 |
|
|
Cost of revenues |
|
|
|
196,918 |
|
|
|
279,148 |
|
|
Gross profit |
|
|
|
404,590 |
|
|
|
404,446 |
|
Marketing expenses |
|
|
|
188,260 |
|
|
|
187,468 |
|
Selling, general and administrative expenses |
|
|
|
173,741 |
|
|
|
188,638 |
|
Franchise rights acquired impairments |
|
|
|
315,033 |
|
|
|
— |
|
|
Operating (loss) income |
|
|
|
(272,444 |
) |
|
|
28,340 |
|
Interest expense |
|
|
|
81,923 |
|
|
|
71,429 |
|
Other expense (income), net |
|
|
|
4,187 |
|
|
|
(36 |
) |
|
Loss before income taxes |
|
|
|
(358,554 |
) |
|
|
(43,053 |
) |
Provision for (benefit from) income taxes |
|
|
|
12,270 |
|
|
|
(18,933 |
) |
|
Net loss |
|
|
$ |
(370,824 |
) |
|
$ |
(24,120 |
) |
|
|
|
|
|
|
|
Net loss per share |
|
|
|
|
|
|
Basic |
|
|
$ |
(4.67 |
) |
|
$ |
(0.32 |
) |
|
Diluted |
|
|
$ |
(4.67 |
) |
|
$ |
(0.32 |
) |
|
|
|
|
|
|
|
Weighted average common shares outstanding |
|
|
|
|
|
|
Basic |
|
|
|
79,474 |
|
|
|
75,861 |
|
|
Diluted |
|
|
|
79,474 |
|
|
|
75,861 |
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
(1) “Subscription revenues, net” consist of net “Digital
Subscription Revenues”, net “Workshops + Digital Subscription
Revenues” and net “Clinical Subscription Revenues”. “Digital
Subscription Revenues” consist of the fees associated with
subscriptions for the Company’s Digital offerings. “Workshops +
Digital Subscription Revenues” consist of the fees associated with
subscriptions for combined workshops and Digital offerings.
“Clinical Subscription Revenues” consist of the fees associated
with subscriptions for combined Clinical and Digital
offerings. |
(2) “Other revenues, net” (formerly known as “product sales and
other, net”) consist of revenues from licensing and publishing,
franchise fees with respect to commitment plans and royalties, and
other revenues. Prior to fiscal 2024, “Other revenues, net”
included sales of consumer products. |
(3) “Cost of subscription revenues” consists of cost of revenues
and operating expenses for the Company's Digital, Workshops +
Digital and Clinical services. |
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
CONSOLIDATED STATEMENTS OF CASH FLOWS |
(IN THOUSANDS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
September 28, |
|
September 30, |
|
|
|
|
2024 |
|
|
|
2023 |
|
Operating activities: |
|
|
|
|
|
Net loss |
|
$ |
(370,824 |
) |
|
$ |
(24,120 |
) |
|
Adjustments to reconcile net loss to cash used for operating
activities: |
|
|
|
|
|
Depreciation and amortization |
|
|
29,103 |
|
|
|
39,805 |
|
|
Amortization of deferred financing costs and debt discount |
|
|
3,763 |
|
|
|
3,763 |
|
|
Impairment of franchise rights acquired |
|
|
315,033 |
|
|
|
— |
|
|
Impairment of intangible and long-lived assets |
|
|
297 |
|
|
|
197 |
|
|
Share-based compensation expense |
|
|
7,059 |
|
|
|
12,838 |
|
|
Deferred tax benefit |
|
|
(15,905 |
) |
|
|
(7,449 |
) |
|
Allowance for doubtful accounts |
|
|
12,296 |
|
|
|
407 |
|
|
Reserve for inventory obsolescence |
|
|
75 |
|
|
|
1,897 |
|
|
Foreign currency exchange rate loss (gain) |
|
|
1,902 |
|
|
|
(31 |
) |
|
Changes in cash due to: |
|
|
|
|
|
Receivables |
|
|
4,675 |
|
|
|
9,117 |
|
|
Inventories |
|
|
97 |
|
|
|
9,009 |
|
|
Prepaid expenses |
|
|
19,754 |
|
|
|
(27,301 |
) |
|
Accounts payable |
|
|
(1,718 |
) |
|
|
1,221 |
|
|
Accrued liabilities |
|
|
(14,551 |
) |
|
|
(17,010 |
) |
|
Deferred revenue |
|
|
(2,745 |
) |
|
|
309 |
|
|
Other long term assets and liabilities, net |
|
|
(15,334 |
) |
|
|
(2,701 |
) |
|
Income taxes |
|
|
5,576 |
|
|
|
(1,104 |
) |
|
Cash used for operating activities |
|
|
(21,447 |
) |
|
|
(1,153 |
) |
Investing activities: |
|
|
|
|
|
Capital expenditures |
|
|
(598 |
) |
|
|
(2,143 |
) |
|
Capitalized software and website development expenditures |
|
|
(12,620 |
) |
|
|
(26,190 |
) |
|
Cash paid for acquisitions, net of cash acquired |
|
|
— |
|
|
|
(38,362 |
) |
|
Other items, net |
|
|
(5 |
) |
|
|
(14 |
) |
|
Cash used for investing activities |
|
|
(13,223 |
) |
|
|
(66,709 |
) |
Financing activities: |
|
|
|
|
|
Taxes paid related to net share settlement of equity awards |
|
|
(631 |
) |
|
|
(1,417 |
) |
|
Proceeds from stock options exercised |
|
|
— |
|
|
|
710 |
|
|
Cash paid for acquisitions |
|
|
(16,500 |
) |
|
|
(1,178 |
) |
|
Other items, net |
|
|
(4 |
) |
|
|
(43 |
) |
|
Cash used for financing activities |
|
|
(17,135 |
) |
|
|
(1,928 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
(380 |
) |
|
|
(1,038 |
) |
Net decrease in cash and cash equivalents |
|
|
(52,185 |
) |
|
|
(70,828 |
) |
Cash and cash equivalents, beginning of period |
|
|
109,366 |
|
|
|
178,326 |
|
Cash and cash equivalents, end of period |
|
$ |
57,181 |
|
|
$ |
107,498 |
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
OPERATIONAL STATISTICS |
(IN THOUSANDS, EXCEPT PERCENTAGES) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
September 28, |
|
September 30, |
|
|
|
|
|
2024 |
|
2023 |
|
Variance |
|
|
|
|
|
|
|
Paid Weeks (1) |
|
|
|
|
|
Digital Paid Weeks |
40,397 |
|
42,810 |
|
(5.6 |
%) |
Workshops + Digital Paid Weeks |
7,202 |
|
9,133 |
|
(21.2 |
%) |
Clinical Paid Weeks |
1,022 |
|
534 |
|
91.3 |
% |
Total Paid Weeks |
48,621 |
|
52,478 |
|
(7.4 |
%) |
|
|
|
|
|
|
|
End of Period Subscribers
(2) |
|
|
|
|
|
End of Period Digital Subscribers |
3,043 |
|
3,284 |
|
(7.3 |
%) |
End of Period Workshops + Digital Subscribers |
546 |
|
693 |
|
(21.2 |
%) |
End of Period Clinical Subscribers |
78 |
|
45 |
|
71.5 |
% |
Total End of Period Subscribers |
3,667 |
|
4,022 |
|
(8.8 |
%) |
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
|
(1) The “Paid Weeks” metric reports paid weeks by WW customers in
Company-owned operations for a given period as follows: (i)
“Digital Paid Weeks” is the total paid subscription weeks for the
Company’s Digital offerings; (ii) “Workshops + Digital Paid Weeks”
is the total paid subscription weeks for combined workshops and
Digital offerings; (iii) “Clinical Paid Weeks” is the total paid
subscription weeks for combined Clinical and Digital offerings; and
(iv) “Total Paid Weeks” is the sum of Digital Paid Weeks, Workshops
+ Digital Paid Weeks and Clinical Paid Weeks. |
(2) The “End of Period Subscribers” metric reports WW subscribers
in Company-owned operations at a given period end as follows: (i)
“End of Period Digital Subscribers” is the total number of Digital
subscribers; (ii) “End of Period Workshops + Digital Subscribers”
is the total number of subscribers that have access to combined
workshops and Digital offerings; (iii) “End of Period Clinical
Subscribers” is the total number of subscribers that have access to
combined Clinical and Digital offerings; and (iv) “End of Period
Subscribers” is the sum of End of Period Digital Subscribers, End
of Period Workshops + Digital Subscribers and End of Period
Clinical Subscribers. |
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
OPERATIONAL STATISTICS |
(IN THOUSANDS, EXCEPT PERCENTAGES) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
Nine Months Ended |
|
|
|
|
September 28, |
|
September 30, |
|
|
|
|
|
2024 |
|
2023 |
|
Variance |
|
|
|
|
|
|
|
Paid Weeks (1) |
|
|
|
|
|
Digital Paid Weeks |
124,695 |
|
126,858 |
|
(1.7 |
%) |
Workshops + Digital Paid Weeks |
23,308 |
|
29,039 |
|
(19.7 |
%) |
Clinical Paid Weeks |
3,144 |
|
889 |
|
253.6 |
% |
Total Paid Weeks |
151,147 |
|
156,786 |
|
(3.6 |
%) |
|
|
|
|
|
|
|
End of Period Subscribers
(2) |
|
|
|
|
|
End of Period Digital Subscribers |
3,043 |
|
3,284 |
|
(7.3 |
%) |
End of Period Workshops + Digital Subscribers |
546 |
|
693 |
|
(21.2 |
%) |
End of Period Clinical Subscribers |
78 |
|
45 |
|
71.5 |
% |
Total End of Period Subscribers |
3,667 |
|
4,022 |
|
(8.8 |
%) |
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
(1) The “Paid Weeks” metric reports paid weeks by WW customers in
Company-owned operations for a given period as follows: (i)
“Digital Paid Weeks” is the total paid subscription weeks for the
Company’s Digital offerings; (ii) “Workshops + Digital Paid Weeks”
is the total paid subscription weeks for combined workshops and
Digital offerings; (iii) “Clinical Paid Weeks” is the total paid
subscription weeks for combined Clinical and Digital offerings; and
(iv) “Total Paid Weeks” is the sum of Digital Paid Weeks, Workshops
+ Digital Paid Weeks and Clinical Paid Weeks. |
(2) The “End of Period Subscribers” metric reports WW subscribers
in Company-owned operations at a given period end as follows: (i)
“End of Period Digital Subscribers” is the total number of Digital
subscribers; (ii) “End of Period Workshops + Digital Subscribers”
is the total number of subscribers that have access to combined
workshops and Digital offerings; (iii) “End of Period Clinical
Subscribers” is the total number of subscribers that have access to
combined Clinical and Digital offerings; and (iv) “End of Period
Subscribers” is the sum of End of Period Digital Subscribers, End
of Period Workshops + Digital Subscribers and End of Period
Clinical Subscribers. |
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN THOUSANDS, EXCEPT PERCENTAGES) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q3 2024 Variance |
|
|
|
|
|
|
|
|
|
|
|
2024 |
|
|
|
|
|
|
|
|
Constant |
|
Q3 2024 |
|
Q3 2023 |
|
2024 |
|
|
Currency |
|
|
|
Currency |
|
Constant |
|
|
|
vs |
|
vs |
|
GAAP |
|
Adjustment |
|
Currency |
|
GAAP |
|
2023 |
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Financial Data |
|
|
|
|
|
|
|
|
|
|
|
Total Revenues |
$ |
192,887 |
|
$ |
(710 |
) |
|
$ |
192,177 |
|
$ |
214,871 |
|
(10.2 |
%) |
|
(10.6 |
%) |
Digital Subscription Revenues (1) |
$ |
127,179 |
|
$ |
(571 |
) |
|
$ |
126,608 |
|
$ |
140,889 |
|
(9.7 |
%) |
|
(10.1 |
%) |
Workshops + Digital Subscription Revenues (2) |
$ |
45,015 |
|
$ |
(121 |
) |
|
$ |
44,894 |
|
$ |
52,618 |
|
(14.4 |
%) |
|
(14.7 |
%) |
Clinical Subscription Revenues (3) |
$ |
19,054 |
|
$ |
— |
|
|
$ |
19,054 |
|
$ |
9,989 |
|
90.7 |
% |
|
90.7 |
% |
Subscription Revenues (4) |
$ |
191,248 |
|
$ |
(693 |
) |
|
$ |
190,555 |
|
$ |
203,496 |
|
(6.0 |
%) |
|
(6.4 |
%) |
Other Revenues (5) |
$ |
1,639 |
|
$ |
(17 |
) |
|
$ |
1,622 |
|
$ |
11,375 |
|
(85.6 |
%) |
|
(85.7 |
%) |
|
|
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
|
|
|
|
|
|
(1) “Digital Subscription Revenues” consist of the fees associated
with subscriptions for the Company’s Digital offerings. |
(2) “Workshops + Digital Subscription Revenues” consist of the fees
associated with subscriptions for combined workshops and Digital
offerings. |
(3) “Clinical Subscription Revenues” consist of the fees associated
with subscriptions for combined Clinical and Digital
offerings. |
(4) “Subscription Revenues” equal “Digital Subscription Revenues”
plus “Workshops + Digital Subscription Revenues” plus “Clinical
Subscription Revenues”. |
(5) “Other Revenues” (formerly known as “product sales and other”)
consist of revenues from licensing and publishing, franchise fees
with respect to commitment plans and royalties, and other revenues.
Prior to fiscal 2024, “Other Revenues” included sales of consumer
products. |
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN THOUSANDS, EXCEPT PERCENTAGES) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
YTD 2024 Variance |
|
|
|
|
|
|
|
|
|
|
|
2024 |
|
|
|
|
|
|
|
Constant |
|
YTD 2024 |
|
YTD 2023 |
|
2024 |
|
Currency |
|
|
|
Currency |
|
Constant |
|
|
|
vs |
|
vs |
|
GAAP |
|
Adjustment |
|
Currency |
|
GAAP |
|
2023 |
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
Selected Financial Data |
|
|
|
|
|
|
|
|
|
|
|
Total Revenues |
$ |
601,508 |
|
$ |
(840 |
) |
|
$ |
600,668 |
|
$ |
683,594 |
|
(12.0 |
%) |
|
(12.1 |
%) |
Digital Subscription Revenues (1) |
$ |
399,364 |
|
$ |
(614 |
) |
|
$ |
398,750 |
|
$ |
437,613 |
|
(8.7 |
%) |
|
(8.9 |
%) |
Workshops + Digital Subscription Revenues (2) |
$ |
138,367 |
|
$ |
(206 |
) |
|
$ |
138,161 |
|
$ |
171,473 |
|
(19.3 |
%) |
|
(19.4 |
%) |
Clinical Subscription Revenues (3) |
$ |
57,529 |
|
$ |
— |
|
|
$ |
57,529 |
|
$ |
17,581 |
|
227.2 |
% |
|
227.2 |
% |
Subscription Revenues (4) |
$ |
595,260 |
|
$ |
(820 |
) |
|
$ |
594,440 |
|
$ |
626,667 |
|
(5.0 |
%) |
|
(5.1 |
%) |
Other Revenues (5) |
$ |
6,248 |
|
$ |
(20 |
) |
|
$ |
6,228 |
|
$ |
56,927 |
|
(89.0 |
%) |
|
(89.1 |
%) |
|
|
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
|
|
|
|
|
|
(1) “Digital Subscription Revenues” consist of the fees associated
with subscriptions for the Company’s Digital offerings. |
(2) “Workshops + Digital Subscription Revenues” consist of the fees
associated with subscriptions for combined workshops and Digital
offerings. |
(3) “Clinical Subscription Revenues” consist of the fees associated
with subscriptions for combined Clinical and Digital
offerings. |
(4) “Subscription Revenues” equal “Digital Subscription Revenues”
plus “Workshops + Digital Subscription Revenues” plus “Clinical
Subscription Revenues”. |
(5) “Other Revenues” (formerly known as “product sales and other”)
consist of revenues from licensing and publishing, franchise fees
with respect to commitment plans and royalties, and other revenues.
Prior to fiscal 2024, “Other Revenues” included sales of consumer
products. |
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN THOUSANDS, EXCEPT PERCENTAGES AND PER SHARE
AMOUNTS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q3 2024 Variance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2024 Constant Currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2024 |
|
|
|
2024 |
|
Q3 2024 |
|
Q3 2023 |
|
|
|
Adjusted |
|
|
|
Adjusted |
|
|
|
|
|
|
|
|
|
|
|
Adjusted |
|
|
|
|
|
|
|
2024 |
|
vs |
|
2024 |
|
vs |
|
|
|
|
|
|
|
Currency |
|
Constant |
|
Constant |
|
|
|
|
|
|
|
vs |
|
2023 |
|
vs |
|
2023 |
|
GAAP |
|
Adjustment |
|
Adjusted |
|
Adjustment |
|
Currency |
|
Currency |
|
GAAP |
|
Adjustment |
|
Adjusted |
|
2023 |
|
Adjusted |
|
2023 |
|
Adjusted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Financial Data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
$ |
129,496 |
|
$ |
3,820 |
(1) |
$ |
133,316 |
|
$ |
(598) |
|
$ |
128,898 |
|
$ |
132,718 |
|
$ |
141,755 |
|
$ |
398 |
(11) |
$ |
142,153 |
|
(8.6%) |
|
(6.2%) |
|
(9.1%) |
|
(6.6%) |
Gross Margin |
67.1% |
|
|
|
69.1% |
|
|
|
67.1% |
|
69.1% |
|
66.0% |
|
|
|
66.2% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, General and Administrative Expenses |
$ |
67,094 |
|
$ |
(13,844) |
(2) |
$ |
53,250 |
|
$ |
(63) |
|
$ |
67,031 |
|
$ |
53,186 |
|
$ |
63,034 |
|
$ |
(5,577) |
(12) |
$ |
57,457 |
|
6.4% |
|
(7.3%) |
|
6.3% |
|
(7.4%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating (Loss) Income |
$ |
(39,045) |
|
$ |
74,709 |
(3) |
$ |
35,664 |
|
$ |
(457) |
|
$ |
(39,502) |
|
$ |
35,033 |
(7) |
$ |
30,607 |
|
$ |
5,975 |
(13) |
$ |
36,582 |
|
(227.6%) |
|
(2.5%) |
|
(229.1%) |
|
(4.2%) |
Operating (Loss) Income Margin |
(20.2%) |
|
|
|
18.5% |
|
|
|
(20.6%) |
|
18.2% |
|
14.2% |
|
|
|
17.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit from Income Taxes |
$ |
(27,342) |
|
$ |
9,694 |
(4) |
$ |
(17,648) |
|
$ |
(118) |
|
$ |
(27,460) |
|
$ |
(17,789) |
(8) |
$ |
(38,447) |
|
$ |
1,496 |
(14) |
$ |
(36,951) |
|
(28.9%) |
|
(52.2%) |
|
(28.6%) |
|
(51.9%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (Loss) Income |
$ |
(46,192) |
|
$ |
65,015 |
(5) |
$ |
18,823 |
|
$ |
(339) |
|
$ |
(46,531) |
|
$ |
18,333 |
(9) |
$ |
43,731 |
|
$ |
4,479 |
(15) |
$ |
48,210 |
|
(205.6%) |
|
(61.0%) |
|
(206.4%) |
|
(62.0%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted (Net Loss) Earnings Per Share |
$ |
(0.58) |
|
$ |
0.82 |
(6) |
$ |
0.24 |
|
$ |
(0.00) |
|
$ |
(0.58) |
|
$ |
0.23 |
(10) |
$ |
0.54 |
|
$ |
0.06 |
(16) |
$ |
0.60 |
|
(206.8%) |
|
(60.6%) |
|
(207.6%) |
|
(61.6%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
(1) Excludes the net impact of $2,450 of charges associated with
the Company's previously disclosed 2024 restructuring plan and
$1,370 of charges associated with the Company's previously
disclosed 2023 restructuring plan. |
(2) Excludes the net impact of $12,362 of charges associated with
the Company's previously disclosed 2024 restructuring plan, the
reversal of $2,119 of charges associated with the Company's
previously disclosed 2023 restructuring plan and the reversal of
$257 of charges associated with the Company's previously disclosed
2022 restructuring plan, and the impact of $3,858 of former CEO
separation expenses. |
(3) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $54,295 and $2,750 related to its
United States and United Kingdom units of account, respectively,
(ii) the net impact of (a) $2,450 of charges and $12,362 of charges
associated with the Company's previously disclosed 2024
restructuring plan recorded to cost of subscription revenues and
selling, general and administrative expenses, respectively, (b)
$1,370 of charges and the reversal of $2,119 of charges associated
with the Company's previously disclosed 2023 restructuring plan
recorded to cost of subscription revenues and selling, general and
administrative expenses, respectively, and (c) the reversal of $257
of charges associated with the Company's previously disclosed 2022
restructuring plan recorded to selling, general and administrative
expenses, and (iii) the impact of $3,858 of former CEO separation
expenses recorded to selling, general and administrative
expenses. |
(4) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $4,593 and $688 related to its United
States and United Kingdom units of account, respectively, (ii) the
net impact of (a) $3,700 of charges associated with the Company's
previously disclosed 2024 restructuring plan, (b) the reversal of
$187 of charges associated with the Company's previously disclosed
2023 restructuring plan and (c) the reversal of $64 of charges
associated with the Company's previously disclosed 2022
restructuring plan, and (iii) the impact of $964 of former CEO
separation expenses. |
(5) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $49,702 and $2,062 related to its
United States and United Kingdom units of account, respectively,
(ii) the net impact of (a) $11,112 of charges associated with the
Company's previously disclosed 2024 restructuring plan, (b) the
reversal of $562 of charges associated with the Company's
previously disclosed 2023 restructuring plan and (c) the reversal
of $193 of charges associated with the Company's previously
disclosed 2022 restructuring plan, and (iii) the impact of $2,894
of former CEO separation expenses. |
(6) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $0.62 and $0.03 related to its United
States and United Kingdom units of account, respectively, (ii) the
net impact of (a) $0.14 of charges associated with the Company's
previously disclosed 2024 restructuring plan, (b) the reversal of
$0.01 of charges associated with the Company's previously disclosed
2023 restructuring plan and (c) the reversal of $0.00 of charges
associated with the Company's previously disclosed 2022
restructuring plan, and (iii) the impact of $0.04 of former CEO
separation expenses. |
(7) Includes $(174) of currency adjustment associated with the
impairment charge of the Company's franchise rights acquired of
$2,750 related to its United Kingdom unit of account. |
(8) Includes $(23) of currency adjustment associated with the
impairment charge of the Company's franchise rights acquired of
$2,750 related to its United Kingdom unit of account. |
(9) Includes $(151) of currency adjustment associated with the
impairment charge of the Company's franchise rights acquired of
$2,750 related to its United Kingdom unit of account. |
(10) Includes $(0.01) of currency adjustment associated with the
impairment charge of the Company's franchise rights acquired of
$2,750 related to its United Kingdom unit of account. |
(11) Excludes the net impact of $444 of charges associated with the
Company's previously disclosed 2023 restructuring plan and the
reversal of $46 of charges associated with the Company's previously
disclosed 2022 restructuring plan. |
(12) Excludes the net impact of $5,743 of charges associated with
the Company's previously disclosed 2023 restructuring plan and the
reversal of $166 of charges associated with the Company's
previously disclosed 2022 restructuring plan. |
(13) Excludes the net impact of (a) $444 of charges and $5,743 of
charges associated with the Company's previously disclosed 2023
restructuring plan recorded to cost of subscription revenues and
selling, general and administrative expenses, respectively, and (b)
the reversal of $46 of charges and the reversal of $166 of charges
associated with the Company's previously disclosed 2022
restructuring plan recorded to cost of subscription revenues and
selling, general and administrative expenses, respectively. |
(14) Excludes the net impact of $1,549 of charges associated with
the Company's previously disclosed 2023 restructuring plan and the
reversal of $53 of charges associated with the Company's previously
disclosed 2022 restructuring plan. |
(15) Excludes the net impact of $4,638 of charges associated with
the Company's previously disclosed 2023 restructuring plan and the
reversal of $159 of charges associated with the Company's
previously disclosed 2022 restructuring plan. |
(16) Excludes the net impact of $0.06 of charges associated with
the Company's previously disclosed 2023 restructuring plan and the
reversal of $0.00 of charges associated with the Company's
previously disclosed 2022 restructuring plan. |
|
|
|
|
|
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN THOUSANDS, EXCEPT PERCENTAGES AND PER SHARE
AMOUNTS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
YTD 2024 Variance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2024 Constant Currency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2024 |
|
|
|
2024 |
|
YTD 2024 |
|
YTD 2023 |
|
|
|
Adjusted |
|
|
|
Adjusted |
|
|
|
|
|
|
|
|
|
|
|
Adjusted |
|
|
|
|
|
|
|
2024 |
|
vs |
|
2024 |
|
vs |
|
|
|
|
|
|
|
Currency |
|
Constant |
|
Constant |
|
|
|
|
|
|
|
vs |
|
2023 |
|
vs |
|
2023 |
|
GAAP |
|
Adjustment |
|
Adjusted |
|
Adjustment |
|
Currency |
|
Currency |
|
GAAP |
|
Adjustment |
|
Adjusted |
|
2023 |
|
Adjusted |
|
2023 |
|
Adjusted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selected Financial Data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
$ |
404,590 |
|
$ |
6,173 |
(1) |
$ |
410,763 |
|
$ |
(668) |
|
$ |
403,922 |
|
$ |
410,095 |
|
$ |
404,446 |
|
$ |
19,675 |
(10) |
$ |
424,121 |
|
0.0% |
|
(3.1%) |
|
(0.1%) |
|
(3.3%) |
Gross Margin |
|
67.3% |
|
|
|
|
68.3% |
|
|
|
|
67.2% |
|
|
68.3% |
|
|
59.2% |
|
|
|
|
62.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, General and Administrative Expenses |
$ |
173,741 |
|
$ |
(19,207) |
(2) |
$ |
154,534 |
|
$ |
(120) |
|
$ |
173,621 |
|
$ |
154,414 |
|
$ |
188,638 |
|
$ |
(20,215) |
(11) |
$ |
168,423 |
|
(7.9%) |
|
(8.2%) |
|
(8.0%) |
|
(8.3%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating (Loss) Income |
$ |
(272,444) |
|
$ |
340,413 |
(3) |
$ |
67,969 |
|
$ |
(439) |
|
$ |
(272,883) |
|
$ |
67,461 |
(7) |
$ |
28,340 |
|
$ |
39,890 |
(12) |
$ |
68,230 |
|
(1,061.3%) |
|
(0.4%) |
|
(1,062.9%) |
|
(1.1%) |
Operating (Loss) Income Margin |
|
(45.3%) |
|
|
|
|
11.3% |
|
|
|
|
(45.4%) |
|
|
11.2% |
|
|
4.1% |
|
|
|
|
10.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for (Benefit from) Income Taxes |
$ |
12,270 |
|
$ |
28,127 |
(4) |
$ |
40,397 |
|
$ |
(111) |
|
$ |
12,159 |
|
$ |
40,280 |
(8) |
$ |
(18,933) |
|
$ |
8,904 |
(13) |
$ |
(10,029) |
|
(164.8%) |
|
(502.8%) |
|
(164.2%) |
|
(501.6%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
$ |
(370,824) |
|
$ |
312,286 |
(5) |
$ |
(58,538) |
|
$ |
(327) |
|
$ |
(371,151) |
|
$ |
(58,928) |
(9) |
$ |
(24,120) |
|
$ |
30,986 |
(14) |
$ |
6,866 |
|
1,437.4% |
|
(952.5%) |
|
1,438.8% |
|
(958.2%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Net Loss Per Share |
$ |
(4.67) |
|
$ |
3.93 |
(6) |
$ |
(0.74) |
|
$ |
(0.00) |
|
$ |
(4.67) |
|
$ |
(0.74) |
|
$ |
(0.32) |
|
$ |
0.41 |
(15) |
$ |
0.09 |
|
1,367.5% |
|
(920.2%) |
|
1,368.8% |
|
(925.7%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Totals may not sum due to
rounding. |
(1) Excludes the net impact of $2,450 of charges associated with
the Company's previously disclosed 2024 restructuring plan, $3,697
of charges associated with the Company's previously disclosed 2023
restructuring plan and $26 of charges associated with the Company's
previously disclosed 2022 restructuring plan. |
(2) Excludes the net impact of $12,362 of charges associated with
the Company's previously disclosed 2024 restructuring plan, $2,957
of charges associated with the Company's previously disclosed 2023
restructuring plan and $30 of charges associated with the Company's
previously disclosed 2022 restructuring plan, and the impact of
$3,858 of former CEO separation expenses. |
(3) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $305,726, $4,074, $2,905 and $2,328
related to its United States, Australia, United Kingdom and New
Zealand units of account, respectively, (ii) the net impact of (a)
$2,450 of charges and $12,362 of charges associated with the
Company's previously disclosed 2024 restructuring plan recorded to
cost of subscription revenues and selling, general and
administrative expenses, respectively, (b) $3,697 of charges and
$2,957 of charges associated with the Company's previously
disclosed 2023 restructuring plan recorded to cost of subscription
revenues and selling, general and administrative expenses,
respectively, and (c) $26 of charges and $30 of charges associated
with the Company's previously disclosed 2022 restructuring plan
recorded to cost of subscription revenues and selling, general and
administrative expenses, respectively, and (iii) the impact of
$3,858 of former CEO separation expenses recorded to selling,
general and administrative expenses. |
(4) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $19,839, $1,222 and $726 related to
its United States, Australia and United Kingdom units of account,
respectively, (ii) the net impact of (a) $3,700 of charges
associated with the Company's previously disclosed 2024
restructuring plan, (b) $1,662 of charges associated with the
Company's previously disclosed 2023 restructuring plan and (c) $14
of charges associated with the Company's previously disclosed 2022
restructuring plan, and (iii) the impact of $964 of former CEO
separation expenses. |
(5) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $285,887, $2,852, $2,328 and $2,179
related to its United States, Australia, New Zealand and United
Kingdom units of account, respectively, (ii) the net impact of (a)
$11,112 of charges associated with the Company's previously
disclosed 2024 restructuring plan, (b) $4,992 of charges associated
with the Company's previously disclosed 2023 restructuring plan and
(c) $42 of charges associated with the Company's previously
disclosed 2022 restructuring plan, and (iii) the impact of $2,894
of former CEO separation expenses. |
(6) Excludes (i) the impact of impairment charges of the Company's
franchise rights acquired of $3.59, $0.04, $0.03 and $0.03 related
to its United States, Australia, United Kingdom and New Zealand
units of account, respectively, (ii) the net impact of (a) $0.14 of
charges associated with the Company's previously disclosed 2024
restructuring plan, (b) $0.06 of charges associated with the
Company's previously disclosed 2023 restructuring plan and (c)
$0.00 of charges associated with the Company's previously disclosed
2022 restructuring plan, and (iii) the impact of $0.04 of former
CEO separation expenses. |
(7) Includes $(69) of currency adjustment associated with the
impairment charges of the Company's franchise rights acquired of
$4,074, $2,905 and $2,328 related to its Australia, United Kingdom
and New Zealand units of account, respectively. |
(8) Includes $(6) of currency adjustment associated with the
impairment charges of the Company's franchise rights acquired of
$4,074, $2,905 and $2,328 related to its Australia, United Kingdom
and New Zealand units of account, respectively. |
(9) Includes $(63) of currency adjustment associated with the
impairment charges of the Company's franchise rights acquired of
$4,074, $2,905 and $2,328 related to its Australia, United Kingdom
and New Zealand units of account, respectively. |
(10) Excludes the net impact of $19,869 of charges associated with
the Company's previously disclosed 2023 restructuring plan, the
reversal of $269 of charges associated with the Company's
previously disclosed 2022 restructuring plan, $96 of charges
associated with the Company's previously disclosed 2021
organizational restructuring plan and the reversal of $21 of
charges associated with the Company's previously disclosed 2020
organizational restructuring plan. |
(11) Excludes (i) the net impact of $10,734 of charges associated
with the Company's previously disclosed 2023 restructuring plan,
$915 of charges associated with the Company's previously disclosed
2022 restructuring plan and the reversal of $39 of charges
associated with the Company's previously disclosed 2021
organizational restructuring plan, and (ii) the impact of $8,605 of
acquisition transaction costs. |
(12) Excludes (i) the net impact of (a) $19,869 of charges and
$10,734 of charges associated with the Company's previously
disclosed 2023 restructuring plan recorded to cost of subscription
revenues and selling, general and administrative expenses,
respectively, (b) the reversal of $269 of charges and $915 of
charges associated with the Company's previously disclosed 2022
restructuring plan recorded to cost of subscription revenues and
selling, general and administrative expenses, respectively, (c) $96
of charges and the reversal of $39 of charges associated with the
Company's previously disclosed 2021 organizational restructuring
plan recorded to cost of subscription revenues and selling, general
and administrative expenses, respectively, and (d) the reversal of
$21 of charges associated with the Company's previously disclosed
2020 organizational restructuring plan recorded to cost of
subscription revenues, and (ii) the impact of $8,605 of acquisition
transaction costs recorded to selling, general and administrative
expenses. |
(13) Excludes (i) the net impact of $7,663 of charges associated
with the Company's previously disclosed 2023 restructuring plan,
$162 of charges associated with the Company's previously disclosed
2022 restructuring plan, $14 of charges associated with the
Company's previously disclosed 2021 organizational restructuring
plan and the reversal of $5 of charges associated with the
Company's previously disclosed 2020 organizational restructuring
plan, and (ii) the impact of $1,070 of acquisition transaction
costs. |
(14) Excludes (i) the net impact of $22,940 of charges associated
with the Company's previously disclosed 2023 restructuring plan,
$484 of charges associated with the Company's previously disclosed
2022 restructuring plan, $43 of charges associated with the
Company's previously disclosed 2021 organizational restructuring
plan and the reversal of $16 of charges associated with the
Company's previously disclosed 2020 organizational restructuring
plan, and (ii) the impact of $7,535 of acquisition transaction
costs. |
(15) Excludes (i) the net impact of $0.30 of charges associated
with the Company's previously disclosed 2023 restructuring plan,
$0.01 of charges associated with the Company's previously disclosed
2022 restructuring plan, $0.00 of charges associated with the
Company's previously disclosed 2021 organizational restructuring
plan and the reversal of $0.00 of charges associated with the
Company's previously disclosed 2020 organizational restructuring
plan, and (ii) the impact of $0.10 of acquisition transaction
costs. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN THOUSANDS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
|
September 28, |
|
September 30, |
|
September 28, |
|
September 30, |
|
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
Net (Loss) Income |
|
$ |
(46,192 |
) |
|
$ |
43,731 |
|
|
$ |
(370,824 |
) |
|
$ |
(24,120 |
) |
Interest |
|
|
28,619 |
|
|
|
24,508 |
|
|
|
81,923 |
|
|
|
71,429 |
|
Taxes |
|
|
(27,342 |
) |
|
|
(38,447 |
) |
|
|
12,270 |
|
|
|
(18,933 |
) |
Depreciation and Amortization |
|
|
9,155 |
|
|
|
13,428 |
|
|
|
29,103 |
|
|
|
35,633 |
|
Stock-based Compensation |
|
|
824 |
|
|
|
3,225 |
|
|
|
5,966 |
|
|
|
8,956 |
|
EBITDAS |
|
$ |
(34,936 |
) |
|
$ |
46,445 |
|
|
$ |
(241,562 |
) |
|
$ |
72,965 |
|
|
|
|
|
|
|
|
|
|
Franchise Rights Acquired Impairments |
|
|
57,045 |
|
(1) |
|
— |
|
|
|
315,033 |
|
(2) |
|
— |
|
2024 Plan Restructuring Charges (3) |
|
|
14,812 |
|
|
|
— |
|
|
|
14,812 |
|
|
|
— |
|
2023 Plan Restructuring Charges (4) |
|
|
(749 |
) |
|
|
6,187 |
|
|
|
6,654 |
|
|
|
30,603 |
|
2022 Plan Restructuring Charges (5) |
|
|
(257 |
) |
|
|
(212 |
) |
|
|
56 |
|
|
|
646 |
|
2021 Plan Restructuring Charges (6) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
57 |
|
2020 Plan Restructuring Charges (7) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(21 |
) |
Acquisition Transaction Costs (8) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,605 |
|
Former CEO Separation Expenses (9) |
|
|
3,858 |
|
|
|
— |
|
|
|
3,858 |
|
|
|
— |
|
Adjusted EBITDAS |
|
$ |
39,773 |
|
|
$ |
52,420 |
|
|
$ |
98,851 |
|
|
$ |
112,855 |
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
|
|
|
(1) Impairment charges of the Company's franchise rights acquired
of $54,295 and $2,750 related to its United States and United
Kingdom units of account, respectively. |
(2) Impairment charges of the Company's franchise rights acquired
of $305,726, $4,074, $2,905 and $2,328 related to its United
States, Australia, United Kingdom and New Zealand units of account,
respectively. |
(3) Charges associated with the Company's previously disclosed 2024
restructuring plan. |
(4) The reversal of charges or charges, as applicable, associated
with the Company's previously disclosed 2023 restructuring
plan. |
(5) The reversal of charges or charges, as applicable, associated
with the Company's previously disclosed 2022 restructuring
plan. |
(6) Charges associated with the Company's previously disclosed 2021
organizational restructuring plan. |
(7) The reversal of charges associated with the Company's
previously disclosed 2020 organizational restructuring plan. |
(8) Certain non-recurring transaction costs in connection with the
Company's acquisition of Sequence. |
(9) Certain non-recurring expenses in connection with the
separation from the Company of its former Chief Executive
Officer. |
|
|
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
|
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
|
(IN THOUSANDS, EXCEPT RATIOS) |
|
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trailing Twelve |
|
|
|
Q4 2023 |
|
Q1 2024 |
|
Q2 2024 |
|
Q3 2024 |
|
Months |
|
Net Debt to Adjusted EBITDAS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (Loss) Income |
$ |
(88,135 |
) |
|
$ |
(347,902 |
) |
|
$ |
23,269 |
|
|
$ |
(46,192 |
) |
|
$ |
(458,960 |
) |
|
Interest |
|
24,464 |
|
|
|
24,727 |
|
|
|
28,577 |
|
|
|
28,619 |
|
|
|
106,387 |
|
|
Taxes |
|
|
57,556 |
|
|
|
55,448 |
|
|
|
(15,835 |
) |
|
|
(27,342 |
) |
|
|
69,827 |
|
|
Depreciation and Amortization |
|
10,007 |
|
|
|
10,403 |
|
|
|
9,545 |
|
|
|
9,155 |
|
|
|
39,110 |
|
|
Stock-based Compensation |
|
2,346 |
|
|
|
2,402 |
|
|
|
2,740 |
|
|
|
824 |
|
|
|
8,312 |
|
|
|
EBITDAS |
$ |
6,238 |
|
|
$ |
(254,922 |
) |
|
$ |
48,296 |
|
|
$ |
(34,936 |
) |
|
$ |
(235,324 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Franchise Rights Acquired and Goodwill Impairments |
|
3,633 |
|
(1) |
|
257,988 |
|
(2) |
|
— |
|
|
|
57,045 |
|
(3) |
|
318,666 |
|
|
2024 Plan Restructuring Charges (4) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
14,812 |
|
|
|
14,812 |
|
|
2023 Plan Restructuring Charges (5) |
|
23,140 |
|
|
|
5,493 |
|
|
|
1,910 |
|
|
|
(749 |
) |
|
|
29,794 |
|
|
2022 Plan Restructuring Charges (6) |
|
489 |
|
|
|
244 |
|
|
|
69 |
|
|
|
(257 |
) |
|
|
545 |
|
|
Former CEO Separation Expenses (7) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
3,858 |
|
|
|
3,858 |
|
|
|
Adjusted EBITDAS |
$ |
33,500 |
|
|
$ |
8,803 |
|
|
$ |
50,275 |
|
|
$ |
39,773 |
|
|
$ |
132,351 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Debt |
|
|
|
|
|
|
|
|
$ |
1,429,598 |
|
|
Less: Cash |
|
|
|
|
|
|
|
|
|
57,181 |
|
|
|
Net Debt |
|
|
|
|
|
|
|
|
$ |
1,372,417 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Debt to Net Loss |
|
|
|
|
|
|
|
|
|
(3.1 |
) |
X |
|
Net Debt to Adjusted EBITDAS |
|
|
|
|
|
|
|
|
|
10.4 |
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
|
|
|
|
|
(1) Impairment charges of the Company's goodwill of $2,383 and
$1,203 related to its Republic of Ireland and Northern Ireland
reporting units, respectively, and the impairment charge of the
Company's franchise rights acquired of $47 related to its Northern
Ireland unit of account. |
|
(2) Impairment charges of the Company's franchise rights acquired
of $251,431, $4,074, $2,328 and $155 related to its United States,
Australia, New Zealand and United Kingdom units of account,
respectively. |
|
(3) Impairment charges of the Company's franchise rights acquired
of $54,295 and $2,750 related to its United States and United
Kingdom units of account, respectively. |
|
(4) Charges associated with the Company's previously disclosed 2024
restructuring plan. |
|
(5) Charges or the reversal of charges, as applicable, associated
with the Company's previously disclosed 2023 restructuring
plan. |
|
(6) Charges or the reversal of charges, as applicable, associated
with the Company's previously disclosed 2022 restructuring
plan. |
|
(7) Certain non-recurring expenses in connection with the
separation from the Company of its former Chief Executive
Officer. |
|
|
|
|
|
|
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN THOUSANDS) |
UNAUDITED |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
|
September 28, |
|
September 30, |
|
September 28, |
|
September 30, |
|
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
Adjusted Operating Income |
|
$ |
35,664 |
|
|
$ |
36,582 |
|
|
$ |
67,969 |
|
|
$ |
68,230 |
|
Other (Expense) Income, net |
|
|
(5,870 |
) |
|
|
(815 |
) |
|
|
(4,187 |
) |
|
|
36 |
|
Depreciation and Amortization |
|
|
9,155 |
|
|
|
13,428 |
|
|
|
29,103 |
|
|
|
35,633 |
|
Stock-based Compensation |
|
|
824 |
|
|
|
3,225 |
|
|
|
5,966 |
|
|
|
8,956 |
|
Adjusted EBITDAS |
|
$ |
39,773 |
|
|
$ |
52,420 |
|
|
$ |
98,851 |
|
|
$ |
112,855 |
|
|
|
|
|
|
|
|
|
|
____ |
|
|
|
|
|
|
|
|
Note: Totals may not sum due to rounding. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WW INTERNATIONAL, INC. AND SUBSIDIARIES |
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES |
(IN MILLIONS) |
UNAUDITED |
|
|
|
Full Year 2024 |
|
Operating Income Guidance Reconciliation |
|
|
Operating Loss |
$(240.4) |
Franchise Rights Acquired Impairments (1) |
$(315.0) |
Net Restructuring Charges (2) |
$(21.5) |
Former CEO Separation Expenses (3) |
$(3.9) |
Adjusted Operating Income |
$100.0 |
|
|
____ |
|
(1) Reflects the impairment charges of the Company's franchise
rights acquired related to its United States, Australia, United
Kingdom and New Zealand units of account in the first nine months
of fiscal 2024. |
(2) Reflects the net restructuring charges incurred in the first
nine months of fiscal 2024 related to the Company's previously
disclosed 2024 restructuring plan, 2023 restructuring plan and 2022
restructuring plan. |
(3) Reflects certain non-recurring expenses in connection with the
separation from the Company of its former Chief Executive Officer
in the third quarter of fiscal 2024. |
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