- Fourth quarter total revenue increased 2.8% year-over-year to a
fourth quarter record $743.7 million.
- Fourth quarter net income increased 7.2% year-over-year to
$16.4 million; Net income margin expanded by 10 basis points.
- Fourth quarter Adjusted EBITDA increased 11.3% year-over-year
to a fourth quarter record $101.6 million; Adjusted EBITDA margin
expanded by 110 basis points.
- Full year net cash provided by operating activities increased
35.9% year-over-year to $129.9 million.
- Full year free cash flow increased $73.5 million year-over-year
to $80.2 million. Reduced full year Total Net Financial Debt to
Adjusted EBITDA ratio to 2.9x compared to 4.8x in the prior
year.
Company Provides Fiscal Year 2024
Guidance
- Fiscal Year Total Revenue of $2.825 - $2.975 million
- Adjusted EBITDA of $310 - $340 million.
Adjusted EBITDA is a non-GAAP measure. Refer to the “Non-GAAP
Financial Measures” section for more information. The Company is
not providing a quantitative reconciliation of its financial
outlook for Adjusted EBITDA to net income (loss), its corresponding
GAAP measure, because the GAAP measure that is excluded from its
non-GAAP financial outlook is difficult to reliably predict or
estimate without unreasonable effort due to its dependence on
future uncertainties, such as items discussed below. Additionally,
information that is currently not available to the Company could
have a potentially unpredictable and potentially significant impact
on its future GAAP financial results.
BrightView Holdings, Inc. (NYSE: BV) (the “Company” or
“BrightView”), the leading commercial landscaping services company
in the United States, today reported unaudited results for the
fourth quarter and full fiscal year ended September 30, 2023.
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“BrightView finished a successful fiscal year 2023 with fourth
quarter results reflecting growth in revenue, EBITDA and cash
flow,” said BrightView President and Chief Executive Officer Dale
Asplund. “During the quarter the team successfully executed on key
initiatives including deleveraging the balance sheet and
prioritizing profitable growth. I am proud to be leading this great
company and am excited by the opportunities ahead of us as we work
towards achieving our short- and long-term goals and creating value
for all our employees, customers and stakeholders.”
Fiscal 2023 Results – Total BrightView
Total BrightView - Operating
Highlights
Three Months Ended
September 30,
Year Ended
September 30,
($ in millions, except per share
figures)
2023
2022
Change
2023
2022
Change
Revenue
$
743.7
$
723.4
2.8%
$
2,816.0
$
2,774.6
1.5%
Net Income (Loss)
$
16.4
$
15.3
7.2%
$
(7.7
)
$
14.0
(155.0%)
Net Income (Loss) Margin
2.2
%
2.1
%
10 bps
(0.3
%)
0.5
%
(80) bps
Adjusted EBITDA
$
101.6
$
91.3
11.3%
$
298.7
$
287.9
3.8%
Adjusted EBITDA Margin
13.7
%
12.6
%
110 bps
10.6
%
10.4
%
20 bps
Adjusted Net Income
$
27.9
$
34.5
(19.1%)
$
61.4
$
100.9
(39.1%)
Basic Earnings (Loss) per Share
$
0.12
$
0.16
(25.0%)
$
(0.12
)
$
0.14
(185.7%)
Weighted average number of common shares
outstanding – basic
93.4
93.0
0.4%
93.4
97.9
(4.6%)
Adjusted Earnings per Share
$
0.19
$
0.37
(48.6%)
$
0.42
$
1.03
(59.2%)
Adjusted weighted average number of common
shares outstanding
146.7
93.0
57.7%
146.7
97.9
49.9%
Adjusted EBITDA, Adjusted EBITDA Margin,
Adjusted Net Income, Free Cash Flow, Adjusted Earnings per Share
and Adjusted weighted average number of common shares outstanding
are non-GAAP measures. Refer to the “Non-GAAP Financial Measures”
and “Reconciliation of GAAP to Non-GAAP Financial Measures”
sections for more information.
For the fourth quarter of fiscal 2023, total revenue increased
2.8% to a record $743.7 million, driven by $26.7 million in
Development Services, or 3.7% of the total increase year-over-year,
and $5.2 million revenue contribution from acquired businesses, or
0.7% of the total increase year-over-year. These increases were
partially offset by a $12.9 million decrease in Maintenance organic
revenue year-over-year.
For the fiscal year ended September 30, 2023, total revenue
increased 1.5% to a record $2,816.0 million, driven by $61.1
million revenue contribution from acquired businesses, or 2.2% of
the total percentage increase year over year, and $47.8 million in
Development Services, or 1.7% of the total percentage increase year
over year. These increases were partially offset by a $62.9 million
decrease in organic snow removal services revenue
year-over-year.
Fiscal 2023 Results – Segments
Maintenance Services -
Operating Highlights
Three Months Ended September
30,
Year Ended September
30,
($ in millions)
2023
2022
Change
2023
2022
Change
Landscape Maintenance
$
521.7
$
529.2
(1.4%)
$
1,857.5
$
1,825.7
1.7%
Snow Removal
$
(0.9
)
$
(0.7
)
(28.6%)
$
209.0
$
256.3
(18.5%)
Total Revenue
$
520.8
$
528.5
(1.5%)
$
2,066.5
$
2,082.0
(0.7%)
Adjusted EBITDA
$
81.7
$
81.4
0.4%
$
277.9
$
278.8
(0.3%)
Adjusted EBITDA Margin
15.7
%
15.4
%
30 bps
13.4
%
13.4
%
0 bps
Capital Expenditures
$
10.1
$
15.5
(34.8%)
$
56.1
$
82.9
(32.3%)
For the fourth quarter of fiscal 2023, revenue in the
Maintenance Services Segment decreased by $7.7 million, or 1.5%,
from the prior year. The decrease was driven by a decrease of $12.6
million in underlying commercial landscape services, partially
offset by $5.2 million revenue contribution from acquired
businesses.
Adjusted EBITDA for the Maintenance Services Segment for the
three months ended September 30, 2023 increased by $0.3 million to
$81.7 million from $81.4 million in the 2022 period. Segment
Adjusted EBITDA Margin increased 30 basis points to 15.7%, in the
three months ended September 30, 2023 from 15.4% in the 2022
period. The increases in Segment Adjusted EBITDA and Segment
Adjusted EBITDA Margin were driven by decreases in materials and
labor costs, inclusive of compensation-related costs.
For the fiscal year ended September 30, 2023, revenue in the
Maintenance Services Segment decreased by $15.5 million, or 0.7%,
from the 2022 period. The decrease was driven by a decrease of
$47.3 million in snow removal services due to lower snowfall, net
of $15.6 million from acquired businesses. Partially offsetting
this was a $31.8 million increase in landscape services revenue
consisting of a $34.1 million contribution from acquired businesses
and a decrease of $2.3 million, or 0.1%, in underlying commercial
landscape services.
Adjusted EBITDA for the Maintenance Services Segment for the
fiscal year ended September 30, 2023 decreased by $0.9 million to
$277.9 million from $278.8 million in the 2022 period. Segment
Adjusted EBITDA Margin was 13.4% in each of the fiscal years ended
September 30, 2023 and 2022. The relatively flat Segment Adjusted
EBITDA had offsetting impacts from the decrease in Maintenance
Services Segment revenues described above and disciplined
management of labor and materials costs as well as lower fuel
costs.
Development Services -
Operating Highlights
Three Months Ended
September 30,
Year Ended
September 30,
($ in millions)
2023
2022
Change
2023
2022
Change
Revenue
$
224.7
$
198.0
13.5%
$
758.0
$
698.8
8.5%
Adjusted EBITDA
$
29.1
$
25.5
14.1%
$
82.8
$
73.7
12.3%
Adjusted EBITDA Margin
13.0
%
12.9
%
10 bps
10.9
%
10.5
%
40 bps
Capital Expenditures
$
1.0
$
1.7
41.2%
$
8.2
$
12.5
(34.4%)
For the fourth quarter of fiscal 2023, revenue in the
Development Services Segment increased by $26.7 million, or 13.5%,
compared to the prior year. The increase was driven by an increase
in Development Services project volumes of $26.7 million.
Adjusted EBITDA for the Development Services Segment for the
three months ended September 30, 2023 increased $3.6 million to
$29.1 million compared to the 2022 period and Adjusted EBITDA
Margin increased 10 basis points to 13.0% for the quarter from
12.9% in the prior year. The increases in Segment Adjusted EBITDA
and Segment Adjusted EBITDA Margin were primarily driven by the
increase in revenues described above coupled with decreased
compensation-related costs. These increases were partially offset
by increased labor costs attributable to the mix of projects
relative to the prior year.
For the fiscal year ended September 30, 2023, revenue in the
Development Services Segment increased by $59.2 million, or 8.5%,
compared to the 2022 period. The increase was principally driven by
an increase of $47.8 million due to additional project volumes
combined with an $11.4 million contribution from acquired
businesses.
Adjusted EBITDA for the Development Services Segment fiscal year
ended September 30, 2023 increased $9.1 million to $82.8 million
compared to the 2022 period. Segment Adjusted EBITDA Margin
increased 40 basis points to 10.9% for the period from 10.5% in the
2022 period. Segment Adjusted EBITDA and Segment Adjusted EBITDA
Margin increased principally due to the increase in revenues
described above coupled with lower materials costs as a percentage
of revenue, partially offset by the mix of labor compared to the
prior period.
Total BrightView Cash Flow
Metrics
Year Ended September
30,
($ in millions)
2023
2022
2021
Net Cash Provided by Operating
Activities
$
129.9
$
106.9
$
148.4
Free Cash Flow
$
80.2
$
6.7
$
96.7
Capital Expenditures
$
71.3
$
107.3
$
61.2
Net cash provided by operating activities for the fiscal year
ended September 30, 2023 increased $23.0 million to $129.9 million
from $106.9 million in the prior year. This increase was due to a
decrease in cash used by accounts payable and other operating
liabilities and an increase in cash provided by other operating
assets. This was partially offset by an increase in cash used by
accounts receivable and an increase in net loss.
Free Cash Flow increased $73.5 million to $80.2 million for the
fiscal year ended September 30, 2023 from $6.7 million in the prior
year. The increase in free cash flows was driven by a decrease of
$79.3 million in cash used for acquisitions, a decrease of $36.0
million in capital expenditures and an increase of $14.5 million in
proceeds from the sale of property and equipment in comparison to
the 2022 period.
For the fiscal year ended September 30, 2023, capital
expenditures were $71.3 million compared with $107.3 million in the
2022 period. The Company also generated proceeds from the sale of
property and equipment of $21.6 million and $7.1 million during the
fiscal year ended September 30, 2023 and 2022, respectively. Net of
the proceeds from the sale of property and equipment, net capital
expenditures represented 1.8% and 3.6% of revenue in the fiscal
year ended September 30, 2023 and 2022, respectively.
Total BrightView Balance Sheet
Metrics
($ in millions)
September 30, 2023
June 30, 2023
September 30, 2022
Total Financial Debt1
$
937.5
$
1,404.3
$
1,395.0
Minus:
Total Cash & Equivalents
67.0
9.6
20.1
Total Net Financial Debt2
$
870.5
$
1,394.7
$
1,374.9
Total Net Financial Debt to Adjusted
EBITDA ratio3
2.9x
4.8X
4.8x
1Total Financial Debt includes total
long-term debt, net of original issue discount, and finance lease
obligations
2Total Net Financial Debt equals Total
Financial Debt minus Total Cash & Equivalents
3Total Net Financial Debt to Adjusted
EBITDA ratio equals Total Net Financial Debt divided by the
trailing twelve month Adjusted EBITDA.
As of September 30, 2023, the Company’s Total Net Financial Debt
was $870.5 million, a decrease of $504.4 million compared to
$1,374.9 million as of September 30, 2022. The Company’s Total Net
Financial Debt to Adjusted EBITDA ratio was 2.9x, 4.8x and 4.8x as
of September 30, 2023, June 30, 2023 and September 30, 2022,
respectively. The year-over-year decreases in Total Net Financial
Debt and Total Net Financial Debt to Adjusted EBITDA ratio were
primarily driven by the August 28, 2023 $450.0 million voluntary
repayment of our Series B Term Loan which was funded by $495.0
million of proceeds from the issuance of our Series A Convertible
Preferred Stock, net of issuance costs.
Conference Call Information
A conference call to discuss the fourth quarter and full year
fiscal 2023 financial results is scheduled for November 16, 2023,
at 10 a.m. ET. The U.S. toll free dial-in for the conference call
is (833) 470-1428 and the international dial-in is (929) 526-1599.
The Conference ID is 725900. A live audio webcast of the conference
call will be available on the Company’s investor website
https://investor.brightview.com, where presentation materials will
be posted prior to the call.
A replay of the call will be available until 11:59 p.m. ET on
November 23, 2023. To access the recording, dial (929) 458-6194
(Conference ID 351953).
About BrightView
BrightView (NYSE: BV), the nation’s largest commercial
landscaper, proudly designs, creates, and maintains some of the
best landscapes on Earth and provides the most efficient and
comprehensive snow and ice removal services. With a dependable
service commitment, BrightView brings brilliant landscapes to life
at premier properties across the United States, including business
parks and corporate offices, homeowners' associations, healthcare
facilities, educational institutions, retail centers, resorts and
theme parks, municipalities, golf courses, and sports venues.
BrightView also serves as the Official Field Consultant to Major
League Baseball. Through industry-leading best practices and
sustainable solutions, BrightView is invested in taking care of our
team members, engaging our clients, inspiring our communities, and
preserving our planet. Visit www.BrightView.com and connect with us
on X (formerly known as Twitter), Facebook, and LinkedIn.
Forward Looking Statements
This press release contains forward looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended,
that involve substantial risks and uncertainties. All statements,
other than statements of historical facts, contained in this
presentation, including statements relating to our fiscal 2024
guidance and other statements related to our goals, beliefs,
business outlook, business trends, expectations regarding our
industry, strategy, future events, future operations, future
liquidity and financial position, future revenues, projected costs,
prospects, plans and objectives of management, are forward-looking
statements. Words such as “outlook,” “guidance,” “projects,”
“continues,” “believes,” “expects,” “may,” “will,” “should,”
“seeks,” “intends,” “plans,” “estimates,” or “anticipates,” or the
negative variations 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 based upon our current expectations,
beliefs, estimates and projections, and various assumptions, many
of which are subject to risks, uncertainties, assumptions, changes
in circumstances or other factors outside of the Company’s control
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; increases in
raw material costs, fuel prices, wages and other operating costs;
disruptions in our supply chain and changes in our ability to
source adequate supplies and materials in a timely manner;
competitive industry pressures; the failure to retain current
customers, renew existing customer contracts and obtain new
customer contracts; 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; the possibility that
the anticipated benefits from our business acquisitions will not be
realized in full or at all or may take longer to realize than
expected; the possibility that costs or difficulties related to the
integration of acquired businesses’ operations will be greater than
expected and the possibility that integration efforts will disrupt
our business and strain management time and resources; the seasonal
nature of our landscape maintenance services; our dependence on
weather conditions and the impact of severe weather and climate
change on our business; 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; the level, timing and location of
snowfall; our ability to retain or hire our executive management
and other key personnel; our ability to attract and retain field
and hourly employees, 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; tax increases and
changes in tax rules; increase in on-job accidents involving
employees; any failure, inadequacy, interruption, security failure
or breach of our information technology systems; our failure to
comply with data privacy regulations; our ability to adequately
protect our intellectual property; restrictions imposed by our debt
agreements that limit our flexibility in operating our business;
our substantial indebtedness; incurrence of substantially more debt
by us or our subsidiaries; failure by the financial institutions
that are part of the syndicate of our revolving credit facility to
extend credit under the facility or reduce our borrowing base;
increases in interest rates governing our variable rate
indebtedness increasing the cost of servicing our substantial
indebtedness; exposure to counterparty credit worthiness or
non-performance with respect to the derivative financial
instruments we utilize; restrictions contained in our debt
agreements that limit our flexibility to operate our business; our
ability to generate sufficient cash flow to satisfy our significant
debt service obligations; any future sales, or the perception of
future sales, by us or our affiliates, which could cause the market
price for our common stock to decline; the ability of KKR
BrightView Aggregator L.P., Birch-OR Equity Holdings, LLC and Birch
Equity Holdings, LP to exert significant influence over us; the
impact of holders of Series A Preferred Stock having certain voting
and other rights that may adversely affect holders of our common
stock; risks related to natural disasters, terrorist attacks,
public health emergencies, including pandemics, heightened
inflation, geopolitical conflicts, recession, financial market
disruptions, other economic conditions, and other external events;
our ability to pursue and achieve our environmental, social and
corporate governance (ESG) focus area goals and targets and the
possibility that complying with ESG standards and meeting our goals
may be significantly more costly than anticipated; and costs and
requirements imposed as a result of maintaining compliance with the
requirements 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, 2023, and such factors may be
updated from time to time in our periodic filings with the
Securities and Exchange Commission (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 release and in our filings with the SEC.
Any forward-looking statement made in this press release 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
To supplement the Company’s financial information presented in
accordance with GAAP and aid understanding of the Company’s
business performance, the Company uses certain non-GAAP financial
measures, namely “Adjusted EBITDA”, “Adjusted EBITDA Margin”,
“Adjusted Net Income”, “Adjusted Earnings per Share”, “Adjusted
weighted average number of common shares outstanding”, “Free Cash
Flow”, “Total Financial Debt”, “Total Net Financial Debt” and
“Total Net Financial Debt to Adjusted EBITDA ratio”. We believe
Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income,
Adjusted Earnings per Share, Free Cash Flow, Total Financial Debt,
Total Net Financial Debt, and Total Net Financial Debt to Adjusted
EBITDA ratio assist investors in comparing our results across
reporting periods on a consistent basis by excluding items that we
do not believe are indicative of our core operating performance.
Management believes these non-GAAP financial measures are useful to
investors in highlighting trends in our operating performance,
while other measures can differ significantly depending on
long-term strategic decisions regarding capital structure, the tax
jurisdictions in which we operate and capital investments.
Management regularly uses these measures as tools in evaluating our
operating performance, financial performance and liquidity.
Management uses Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted
Net Income, Adjusted Earnings per Share, Free Cash Flow, Total
Financial Debt, Total Net Financial Debt, and Total Net Financial
Debt to Adjusted EBITDA ratio to supplement comparable GAAP
measures in the evaluation of the effectiveness of our business
strategies, to make budgeting decisions, to establish discretionary
annual incentive compensation and to compare our performance
against that of other peer companies using similar measures. In
addition, we believe that Adjusted EBITDA, Adjusted EBITDA Margin,
Adjusted Net Income, Adjusted Earnings per Share, Free Cash Flow,
Total Financial Debt, Total Net Financial Debt, and Total Net
Financial Debt to Adjusted EBITDA ratio are frequently used by
investors and other interested parties in the evaluation of
issuers, many of which also present Adjusted EBITDA, Adjusted
EBITDA Margin, Adjusted Net Income, Adjusted Earnings per Share,
Free Cash Flow, Total Financial Debt, Total Net Financial Debt, and
Total Net Financial Debt to Adjusted EBITDA ratio when reporting
their results in an effort to facilitate an understanding of their
operating and financial results and liquidity. Management
supplements GAAP results with non-GAAP financial measures to
provide a more complete understanding of the factors and trends
affecting the business than GAAP results alone.
Adjusted EBITDA: We define Adjusted EBITDA as net income (loss)
before interest, taxes, depreciation and amortization, as further
adjusted to exclude certain non-cash, non-recurring and other
adjustment items.
Adjusted EBITDA Margin: We define Adjusted EBITDA Margin as
Adjusted EBITDA, defined above, divided by Net Service
Revenues.
Adjusted Net Income: We define Adjusted Net Income as net income
(loss) including interest and depreciation, and excluding other
items used to calculate Adjusted EBITDA and further adjusted for
the tax effect of these exclusions and the removal of the discrete
tax items.
Adjusted Earnings per Share: We define Adjusted Earnings per
Share as Adjusted Net Income divided by the Adjusted Weighted
Average Number of Common Shares Outstanding.
Adjusted Weighted Average Number of Common Shares Outstanding:
We define Adjusted Weighted Average Number of Common Shares
Outstanding as the weighted average number of common shares
outstanding used in the calculation of basic earnings per share
plus shares of common stock related to the Series A Preferred Stock
on an as-converted basis, assumed to be converted for the entire
period. The addition of shares of common stock related to the
Series A Convertible Preferred Stock on an as-converted basis
reflects the dilutive impact of the potential conversion of the
Series A Preferred Stock and is expected to provide comparability
in future periods.
Free Cash Flow: We define Free Cash Flow as cash flows from
operating activities less capital expenditures, net of proceeds
from the sale of property and equipment.
Total Financial Debt: We define Total Financial Debt as total
long-term debt, net of original issue discount, and finance/capital
lease obligations.
Total Net Financial Debt: We define Total Net Financial Debt as
Total Financial Debt minus total cash and cash equivalents.
Total Net Financial Debt to Adjusted EBITDA ratio: We define
Total Net Financial Debt to Adjusted EBITDA ratio as Total Net
Financial Debt divided by the trailing twelve month Adjusted
EBITDA.
Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income,
Adjusted Earnings per Share, Free Cash Flow, Total Financial Debt,
Total Net Financial Debt, and Total Net Financial Debt to Adjusted
EBITDA ratio are not recognized terms under GAAP and should not be
considered as an alternative to net income (loss) or the ratio of
net income (loss) to net revenue as a measure of financial
performance, cash flows provided by operating activities as a
measure of liquidity, or any other performance measure derived in
accordance with GAAP. Additionally, these measures are not intended
to be a measure of free cash flow available for management’s
discretionary use as they do not consider certain cash requirements
such as interest payments, tax payments and debt service
requirements. The presentations of these measures have limitations
as analytical tools and should not be considered in isolation, or
as a substitute for analysis of our results as reported under GAAP.
Because not all companies use identical calculations, the
presentations of these measures may not be comparable to the same
or other similarly titled measures of other companies and can
differ significantly from company to company.
BrightView Holdings,
Inc.
Consolidated Balance
Sheets
(Unaudited)
(in millions)*
September 30, 2023
September 30, 2022
Assets
Current assets:
Cash and cash equivalents
$
67.0
$
20.1
Accounts receivable, net
442.3
397.6
Unbilled revenue
143.5
130.2
Other current assets
89.3
129.2
Total current assets
742.1
677.1
Property and equipment, net
315.2
328.3
Intangible assets, net
132.3
174.3
Goodwill
2,021.4
2,008.8
Operating lease assets
86.1
81.6
Other assets
55.1
35.4
Total assets
$
3,352.2
$
3,305.5
Liabilities and stockholders’
equity
Current liabilities:
Accounts payable
$
136.2
$
151.2
Current portion of long-term debt
-
12.0
Deferred revenue
68.2
59.3
Current portion of self-insurance
reserves
54.8
45.6
Accrued expenses and other current
liabilities
180.2
193.5
Current portion of operating lease
liabilities
27.3
26.8
Total current liabilities
466.7
488.4
Long-term debt, net
888.1
1,330.7
Deferred tax liabilities
51.1
68.6
Self-insurance reserves
105.1
101.1
Long-term operating lease liabilities
65.1
61.3
Other liabilities
34.6
38.6
Total liabilities
1,610.7
2,088.7
Mezzanine equity:
Series A convertible preferred shares,
$0.01 par value, 7% cumulative dividends; 500,000 and no shares
issued and outstanding as of September 30, 2023 and September 30,
2022, respectively, aggregate liquidation preference of $503.2 and
$0 as of September 30, 2023 and September 30, 2022,
respectively
498.2
—
Stockholders’ equity:
Preferred stock, $0.01 par value;
50,000,000 shares authorized; no shares issued or outstanding as of
September 30, 2023 and September 30, 2022
—
—
Common stock, $0.01 par value; 500,000,000
shares authorized; 106,600,000 and 105,700,000 shares issued and
93,600,000 and 93,000,000 shares outstanding as of September 30,
2023 and September 30, 2022, respectively
1.1
1.1
Treasury stock, at cost; 13,000,000 and
12,700,000 shares as of September 30, 2023 and September 30, 2022,
respectively
(170.4
)
(168.2
)
Additional paid-in capital
1,530.8
1,509.5
Accumulated deficit
(135.3
)
(127.6
)
Accumulated other comprehensive income
17.1
2.0
Total stockholders’ equity
1,243.3
1,216.8
Total liabilities, mezzanine equity and
stockholders’ equity
$
3,352.2
$
3,305.5
(*) Amounts may not total due to
rounding.
BrightView Holdings,
Inc.
Consolidated Statements of
Operations
(Unaudited)
Three Months Ended September
30,
Fiscal Year Ended September
30,
(in millions)*
2023
2022
2023
2022
Net service revenues
$
743.7
$
723.4
$
2,816.0
$
2,774.6
Cost of services provided
558.1
534.8
2,137.1
2,099.8
Gross profit
185.6
188.6
678.9
674.8
Selling, general and administrative
expense
120.5
135.4
533.4
534.9
Amortization expense
10.7
12.8
44.5
51.5
Income from operations
54.4
40.4
101.0
88.4
Other expense
8.7
0.4
6.7
15.5
Interest expense
19.2
18.8
97.4
53.3
Income (loss) before income taxes
26.5
21.2
(3.1
)
19.6
Income tax expense
10.1
5.9
4.6
5.6
Net income (loss)
$
16.4
$
15.3
$
(7.7
)
$
14.0
Less: dividends on Series A convertible
preferred shares
3.2
—
3.2
—
Net income (loss) attributable to common
stockholders
$
13.2
$
15.3
$
(10.9
)
$
14.0
Earnings (loss) per share
Basic and diluted earnings (loss) per
share
$
0.12
$
0.16
$
(0.12
)
$
0.14
BrightView Holdings,
Inc.
Segment Reporting
(Unaudited)
Three Months Ended September
30,
Fiscal Year Ended September
30,
(in millions)*
2023
2022
2023
2022
Maintenance Services
$
520.8
$
528.5
$
2,066.5
$
2,082.0
Development Services
224.7
198.0
758.0
698.8
Eliminations
(1.8
)
(3.1
)
(8.5
)
(6.2
)
Net Service Revenues
$
743.7
$
723.4
$
2,816.0
$
2,774.6
Maintenance Services
$
81.7
$
81.4
$
277.9
$
278.8
Development Services
29.1
25.5
82.8
73.7
Corporate
(9.2
)
(15.6
)
(62.0
)
(64.6
)
Adjusted EBITDA
$
101.6
$
91.3
$
298.7
$
287.9
Maintenance Services
$
10.1
$
15.5
$
56.1
$
82.9
Development Services
1.0
1.7
8.2
12.5
Corporate
2.4
2.0
7.0
11.9
Capital Expenditures
$
13.5
$
19.2
$
71.3
$
107.3
(*) Amounts may not total due to
rounding.
BrightView Holdings,
Inc.
Consolidated Statements of
Cash Flows
(Unaudited)
Fiscal Year Ended September
30,
(in millions)*
2023
2022
Cash flows from operating activities:
Net (loss) income
$
(7.7
)
$
14.0
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation
105.2
98.9
Amortization of intangible assets
44.5
51.5
Amortization of financing costs and
original issue discount
3.5
3.7
Loss on debt extinguishment
8.3
12.6
Deferred taxes
(21.5
)
(6.6
)
Equity-based compensation
22.1
18.9
Realized gain on hedges
(15.2
)
(1.0
)
Other non-cash activities, net
(5.3
)
(1.7
)
Change in operating assets and
liabilities:
Accounts receivable
(52.6
)
(6.3
)
Unbilled and deferred revenue
(5.4
)
(6.9
)
Other operating assets
17.1
(10.5
)
Accounts payable and other operating
liabilities
36.9
(59.7
)
Net cash provided by operating
activities
129.9
106.9
Cash flows from investing activities:
Purchase of property and equipment
(71.3
)
(107.3
)
Proceeds from sale of property and
equipment
21.6
7.1
Business acquisitions, net of cash
acquired
(13.8
)
(93.1
)
Other investing activities, net
2.1
(0.4
)
Net cash (used) by investing
activities
(61.4
)
(193.7
)
Cash flows from financing activities:
Repayments of finance lease
obligations
(27.6
)
(27.0
)
Repayments of term loan
(459.0
)
(1,006.3
)
Repayments of receivables financing
agreement
(554.5
)
(374.4
)
Repayments of revolving credit
facility
(33.5
)
(165.0
)
Proceeds from term loan, net of issuance
costs
—
1,180.1
Proceeds from receivables financing
agreement, net of issuance costs
549.5
391.7
Proceeds from revolving credit
facility
33.5
165.0
Debt issuance and prepayment costs
(1.8
)
(4.6
)
Proceeds from issuance of Series A
preferred stock, net of issuance costs
495.0
—
Proceeds from issuance of common stock,
net of share issuance costs
1.2
1.6
Repurchase of common stock and
distributions
(2.2
)
(163.8
)
Contingent business acquisition
payments
(22.1
)
—
Other financing activities, net
(0.1
)
(14.1
)
Net cash (used) by financing
activities
(21.6
)
(16.8
)
Net change in cash and cash
equivalents
46.9
(103.6
)
Cash and cash equivalents, beginning of
period
20.1
123.7
Cash and cash equivalents, end of
period
$
67.0
$
20.1
Supplemental Cash Flow
Information:
Cash (received) paid for income taxes,
net
$
(9.8
)
$
17.3
Cash paid for interest, net
$
82.1
$
48.7
(*) Amounts may not total due to
rounding.
BrightView Holdings,
Inc.
Reconciliation of GAAP to
Non-GAAP Financial Measures
(Unaudited)
Three Months Ended September
30,
Fiscal Year Ended September
30,
(in millions)*
2023
2022
2023
2022
Adjusted EBITDA
Net (loss) income
$
16.4
$
15.3
$
(7.7
)
$
14.0
Plus:
Interest expense, net
19.2
18.8
97.4
53.3
Income tax expense (benefit)
10.1
5.9
4.6
5.6
Depreciation expense
24.3
27.3
105.2
98.9
Amortization expense
10.7
12.8
44.5
51.5
Business transformation and integration
costs (a)
6.2
8.9
23.7
21.5
Offering-related expenses (b)
—
—
—
0.1
Equity-based compensation (c)
6.4
4.8
22.3
19.0
COVID-19 related expenses (d)
—
(2.5
)
0.4
11.4
Debt extinguishment (e)
8.3
—
8.3
12.6
Adjusted EBITDA
$
101.6
$
91.3
$
298.7
$
287.9
Adjusted Net Income
Net (loss) income
$
16.4
$
15.3
$
(7.7
)
$
14.0
Plus:
Amortization expense
10.7
12.8
44.5
51.5
Business transformation and integration
costs (a)
6.2
8.9
23.7
21.5
Offering-related expenses (b)
—
—
—
0.1
Equity-based compensation (c)
6.4
4.8
22.3
19.0
COVID-19 related expenses (d)
—
(2.5
)
0.4
11.4
Debt extinguishment (e)
8.3
—
8.3
12.6
Income tax adjustment (f)
(20.1
)
(4.8
)
(30.1
)
(29.2
)
Adjusted Net Income
$
27.9
$
34.5
$
61.4
$
100.9
Free Cash Flow
Cash flows from operating activities
$
40.6
$
41.2
$
129.9
$
106.9
Minus:
Capital expenditures
13.4
19.2
71.3
107.3
Plus:
Proceeds from sale of property and
equipment
14.8
1.6
21.6
7.1
Free Cash Flow
$
42.0
$
23.6
$
80.2
$
6.7
Adjusted Earnings per Share
Numerator:
Adjusted Net Income
$
27.9
$
34.5
$
61.4
$
100.9
Denominator:
Weighted average number of common shares
outstanding – basic
93,420,000
93,029,789
93,412,000
97,898,000
Plus:
Dilutive impact of Series A convertible
preferred stock as-converted
53,301,000
—
53,301,000
—
Adjusted weighted average number of common
shares outstanding
146,721,000
93,029,789
146,713,000
97,898,000
Adjusted Earnings per Share
$
0.19
$
0.37
$
0.42
$
1.03
(*) Amounts may not total due to
rounding.
BrightView Holdings, Inc.
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited)
(a)
Business transformation and integration costs consist of
(i) severance and related costs; (ii) business integration
costs and (iii) information technology infrastructure,
transformation and other costs.
Three Months Ended September
30,
Fiscal Year Ended September
30,
(in millions)*
2023
2022
2023
2022
Severance and related costs (g)
$
2.9
$
0.7
$
8.9
$
1.6
Business integration (h)
0.9
3.5
6.2
8.2
IT infrastructure, transformation, and
other (i)
2.4
4.7
8.6
11.7
Business transformation and integration
costs
$
6.2
$
8.9
$
23.7
$
21.5
(b)
Represents transaction related expenses
incurred for completed or contemplated subsequent registration
statements.
(c)
Represents equity-based compensation
expense and related taxes recognized for equity incentive plans
outstanding.
(d)
Represents expenses related to the
Company’s response to the COVID-19 pandemic, principally temporary
and incremental salary and related expenses, personal protective
equipment, cleaning and supply purchases, and other.
Additionally, fiscal year 2022 includes refunds related to employee
retention credits allowed under the CARES Act.
(e)
Represents losses on the extinguishment of
debt related to Amendments No. 7 and No. 6 to the Credit Agreement,
in the fiscal years ended September 30, 2023 and 2022,
respectively, and includes accelerated amortization of deferred
financing fees and original issue discount as well as fees paid to
lenders and third parties.
(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 an increase or
decrease in 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 September
30,
Fiscal Year Ended September
30,
(in millions)*
2023
2022
2023
2022
Tax impact of pre-tax income
adjustments
$
23.4
$
4.8
$
34.1
$
29.4
Discrete tax items
(3.3
)
—
(4.0
)
(0.2
)
Income tax adjustment
$
20.1
$
4.8
$
30.1
$
29.2
(g)
Represents severance and related costs
including expenses incurred in connection with the Company’s CEO
transition.
(h)
Represents isolated expenses specifically
related to the integration of acquired companies such as one-time
employee retention costs, employee onboarding and training costs,
and fleet and uniform rebranding costs. The Company excludes
Business integration costs from the measures disclosed above since
such expenses vary in amount due to the number of acquisitions and
size of acquired companies as well as factors specific to each
acquisition, and as a result lack predictability as to occurrence
and/or timing, and create a lack of comparability between
periods.
(i)
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.
BrightView Holdings,
Inc.
Reconciliation of GAAP to
Non-GAAP Financial Measures
(Unaudited)
Total Financial Debt and Total Net
Financial Debt
(in millions)*
September 30, 2023
June 30, 2023
September 30, 2022
Long-term debt, net
$
888.1
$
1,336.2
$
1,330.7
Plus:
Current portion of long-term debt
—
12.0
12.0
Financing costs, net
6.6
9.4
10.6
Present value of net minimum payment -
finance lease obligations (j)
42.8
46.7
41.7
Total Financial Debt
937.5
1,404.3
1,395.0
Less: Cash and cash equivalents
(67.0
)
(9.6
)
(20.1
)
Total Net Financial Debt
$
870.5
$
1,394.7
$
1,374.9
Total Net Financial Debt to Adjusted
EBITDA ratio
2.9x
4.8X
4.8x
(j)
Balance is presented within Accrued
expenses and other current liabilities and Other liabilities in the
Consolidated Balance Sheet.
(*)
Amounts may not total due to rounding.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231116233003/en/
Investor Relations IR@BrightView.com
News Media David Freireich, Vice President of
Communications & Public Affairs (484) 567-7244
David.Freireich@BrightView.com
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