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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 29, 2024

Utz Brands, Inc.
(Exact name of registrant as specified in its charter)

Delaware 001-38686 85-2751850
(State or other jurisdiction
of incorporation)		 (Commission File Number) (IRS Employer
Identification No.)

900 High Street
Hanover, PA 17331
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (717) 637-6644

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per shareUTZNew York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.02 Results of Operations and Financial Condition.

On February 29, 2024, Utz Brands, Inc. (the "Company") announced via press release the Company’s financial results for the fourth quarter and year ended December 31, 2023. A copy of the Company’s press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference into this Item 2.02. The information and exhibit contained in this Item 2.02 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 as amended (the “Exchange Act”), nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.

Item 7.01 Regulation FD Disclosure

The Company will hold a conference call and webcast on February 29, 2024 (see information in the press release under “News” of the Company’s website https://investors.utzsnacks.com). A copy of the slide materials to be discussed at the conference call and webcast is being furnished pursuant to Regulation FD as Exhibit 99.2 to this Current Report on Form 8-K and is hereby incorporated by reference into this Item 7.01. The information and exhibit contained in this Item 7.01 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be incorporated by reference into any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Utz Brands, Inc.

Dated: February 29, 2024
By: /s/ Ajay Kataria
Name: Ajay Kataria
Title: Executive Vice President, Chief Financial Officer




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Utz Brands Reports Fourth Quarter and Full-Year 2023 Results


Hanover, PA –February 29, 2024 – Utz Brands, Inc. (NYSE: UTZ) (“Utz” or the “Company”), a leading U.S. manufacturer of branded salty snacks, today reported financial results for the fourth quarter and full-year ended December 31, 2023.


4Q’23 Summary:
•Net sales decreased (0.7)% year-over-year to $352.1 million.
•Organic Net Sales decreased (0.3)% year-over-year.
•Net loss of $(33.2) million vs. net income of $13.8 million in the year-ago period.
•Adjusted EBITDA increased 12.0% year-over-year to $49.4 million.


FY’23 Summary:
•Net sales increased 2.1% year-over-year to $1,438.2 million.
•Organic Net Sales increased 2.8% year-over-year.
•Net loss of $(40.0) million vs. net loss of $(14.0) million in the year-ago period.
•Adjusted EBITDA increased 9.8% year-over-year to $187.2 million.


Recent Development:
•Completed dispositions on February 5, 2024: Good Health® and RW Garcia® brands, certain related assets, and three manufacturing facilities.
•After-tax net proceeds of ~$150 million immediately used to pay down variable rate long term debt and reduce leverage.


“In 2023 we evolved through capacity, distribution and capability investments that position Utz to capture its full potential. In a dynamic environment, I am proud of our continued progress on building Utz into a pure-play U.S. snacking company of scale with an advantaged brand portfolio in the attractive Salty Snacks category,” said Howard Friedman, Chief Executive Officer. “As we begin 2024, we have hit the ground running, and closed our recently announced brand and manufacturing plant dispositions which fast-tracks our deleveraging timeline, accelerates our supply chain transformation, and increases focus in our brand portfolio. We have compelling long-term growth opportunities, and our 2024 outlook begins our runway to deliver the 2026 targets that we discussed at our Investor Day in December.”















Fourth Quarter and Full Year 2023 Financial Highlights
13-Weeks Ended52-Weeks Ended
(in $millions, except per share amounts)December 31, 2023January 1, 2023% Change December 31, 2023January 1, 2023% Change
Net Sales$352.1 $354.7 (0.7)%$1,438.2 $1,408.4 2.1 %
Organic Net Sales353.7 354.7 (0.3)%1,447.4 1,408.4 2.8 %
Gross Profit115.3 115.4 (0.1)%456.5 449.1 1.6 %
Gross Profit Margin32.8 %32.5 %25 bps31.7 %31.9 %(15)bps
Adjusted Gross Profit130.6 129.7 0.7 %513.6 504.1 1.9 %
Adjusted Gross Profit Margin37.1 %36.6 %52 bps35.7 %35.8 %(8)bps
Net (Loss) Income(33.2)13.8 nm(40.0)(14.0)nm
Net Income Margin(9.4)%3.9 %nm(2.8)%(1.0)%nm
Adjusted Net Income22.9 21.5 6.5 %81.3 77.7 4.6 %
Adjusted EBITDA49.4 44.1 12.0 %187.2 170.5 9.8 %
Adjusted EBITDA Margin14.0 %12.4 %160 bps13.0 %12.1 %91 bps
Basic (Loss) Earnings Per Share(1)
$(0.34)$0.18 nm$(0.31)$— nm
Adjusted Earnings Per Diluted Share(1)
$0.16 $0.15 6.7 %$0.57 $0.55 3.6 %
(1) On an As-Converted Basis
See the description of the Non-GAAP financial measures used in this press release and reconciliations of such Non-GAAP measures to the most comparable GAAP measures in the tables that accompany this press release.

Fourth Quarter 2023 Results

Total net sales in the quarter decreased (0.7)% to $352.1 million compared to $354.7 million in the prior year period. The decrease in net sales was partially driven by the Company’s continued shift to independent operators (“IOs”) and the resulting increase in sales discounts which the Company estimates impacted net sales growth by (0.4%).

Organic Net Sales decreased (0.3)% from lower net price realization of (0.8%) primarily due to lapping +17% price realization in 4Q’22, and certain adjustments to price pack architecture. Pricing was partially offset by increased volume/mix of 0.5% driven by strong growth of the Company’s Power Brands, while also being adversely impacted from earlier than planned holiday shipments in the third quarter of 2023. In addition, volume performance was adversely impacted by the Company’s ongoing SKU rationalization program reducing private label and partner brands to increase focus on our Power Brands. The Company estimates this SKU rationalization program impacted volumes in the fourth quarter of 2023 by approximately (2.5%). Excluding the impact from SKU rationalization, the Company estimates that volume/mix would have increased 3.0% in the fourth quarter of 2023 versus the prior year period.

For the 13-week period ended December 31, 2023, the Company’s retail sales, as measured by Circana MULO-C, increased 4.1% versus the prior-year period led by volume growth of 4.3%. The Company’s Power Brands’ retail sales increased 5.3% versus the prior-year period(1) and was led by Utz®, On The Border®, Boulder Canyon®, and Golden Flake® Pork. The Company’s Foundation Brands’ retail sales decreased (4.2%)(2) versus the prior year period.

(1) Circana Total US MULO-C, custom Utz Brands hierarchy, on a pro forma basis.
(2) Circana does not include certain Partner Brands and Private Label sales that are not assigned to Utz Brands.

Gross profit margin was 32.8% compared to 32.5% in the prior year period. Adjusted Gross Margin was 37.1% compared to 36.6% in the prior year period. The benefits from productivity and favorable sales mix more than offset lower net price realization, cost inflation and supply chain investments. However, the continued shift to IOs impacted Adjusted Gross Profit Margin as expected by approximately 40 basis points, but with offsetting benefits in Selling, Distribution, and Administrative (“SD&A”) expense.





SD&A expenses decreased (0.6)% compared to the prior year period. Adjusted SD&A Expense decreased (5.1)% compared to the prior year period primarily due to a reduction in selling costs from the shift to IO’s, lower administrative expenses, and productivity benefits. These factors were partially offset by continued investments in brand marketing, selling infrastructure and people, systems, and supply chain capabilities to support growth.

The Company reported a net loss of $(33.2) million compared to net income of $13.8 million in the prior year period. The decrease in net income compared to the prior year was primarily due to income tax expense of $(14.2) million in the current period versus an income tax benefit of $22.2 million in the prior year. In addition, the decrease in net income was driven by a $(14.4) million loss from the remeasurement of private placement warrant liability in the fourth quarter of 2023 versus a loss of $(3.3) million in the prior year period and interest expense of $(15.7) million in the current period compared to $(12.9) million in the prior year period. The increase in interest expense is primarily attributable to higher interest rates on the portion of the Company’s floating rate debt.

Adjusted Net Income in the quarter increased 6.5% to $22.9 million compared to $21.5 million in the prior year period. Adjusted Earnings per Share increased 6.7% to $0.16 compared to $0.15 in the prior year period. Adjusted EBITDA increased 12.0% to $49.4 million, or 14.0% as a percentage of net sales, compared to Adjusted EBITDA of $44.1 million, or 12.4% as a percentage of net sales, in the prior year period.

Balance Sheet and Cash Flow Highlights

•As of December 31, 2023
◦Total liquidity of $210.4 million, consisting of cash on hand of $52.0 million and $158.4 million available under the Company’s revolving credit facility.
◦Net debt of $866.7 million resulting in a Net Leverage Ratio of 4.6x based on trailing twelve months Normalized Adjusted EBITDA of $187.2 million.
◦Subsequent to year-end, the Company used the ~$150 million in net proceeds from its recent dispositions (as described earlier) to pay down long term debt and reduce leverage.

•For the 52-weeks ended December 31, 2023
◦Cash flow from operations was $76.6 million, which reflects strong working capital improvement in the second half of fiscal 2023.
◦Capital expenditures were $55.7 million, and dividend and distributions paid were $32.1 million.

Fiscal Year 2024 Outlook

In fiscal 2024, the Company expects:

•Organic Net Sales growth of ~3% or better driven by volume growth, and assumes total net sales to be impacted by ~$45 million due to the recently closed transaction for the dispositions of the Good Health® and R.W. Garcia® brands and manufacturing facilities.

•Adjusted EBITDA growth of 5% to 8% and assumes the estimated impact of the forgone contribution to Adjusted EBITDA from the brand dispositions are mostly offset by accelerated cost savings and the transition services agreement.

•Adjusted EPS growth of 16% to 21% driven by stronger operating performance and earnings accretion from the dispositions after factoring in the use of net proceeds to pay down long term debt.






The Company also expects:

•An effective tax rate (normalized GAAP basis tax expense, which excludes one-time items) in the range of 19% to 21%;
•Interest expense of ~$50 million;
•Capital expenditures in the range of $80 to $90 million; and
•Net Leverage Ratio of ~3.6x at year-end fiscal 2024.

With respect to projected fiscal 2024 Adjusted EBITDA, a quantitative reconciliation is not available without unreasonable efforts due to the high variability, complexity, and low visibility with respect to certain items which are excluded from Adjusted EBITDA. We expect the variability of these items to have a potentially unpredictable, and potentially significant, impact on our future financial results.

Conference Call and Webcast Presentation

The Company will host a conference call to discuss these results today at 8:30 a.m. Eastern Time. Please visit the “Events & Presentations” section of Utz’s Investor Relations website at https://investors.utzsnacks.com to access the live listen-only webcast and presentation. Participants can also dial in over the phone by calling 1-888-510-2008. The Event Plus passcode is 1774171. The Company has also posted presentation slides and additional supplemental financial information, which are available now on Utz’s Investor Relations website.

A replay will be archived online and is also available telephonically approximately two hours after the call concludes through Thursday, March 7, 2024, by dialing 1-800-770-2030, and entering the Event Plus passcode 1774171.

About Utz Brands, Inc.

Utz Brands, Inc. (NYSE: UTZ) manufactures a diverse portfolio of savory snacks through popular brands, including Utz®, On The Border® Chips & Dips, Zapp’s®, and Boulder Canyon®, among others.

After a century with a strong family heritage, Utz continues to have a passion for exciting and delighting consumers with delicious snack foods made from top-quality ingredients. Utz's products are distributed nationally through grocery, mass merchandisers, club, convenience, drug, and other channels. Based in Hanover, Pennsylvania, Utz has multiple manufacturing facilities located across the U.S. to serve our growing customer base. For more information, please visit the company’s website or call 1‐800‐FOR‐SNAX.

Investors and others should note that Utz announces material financial information to its investors using its investor relations website, U.S. Securities and Exchange Commission (the “Commission”) filings, press releases, public conference calls, and webcasts. Utz uses these channels, as well as social media, to communicate with our stockholders and the public about the Company, the Company’s products and other Company information. It is possible that the information that Utz posts on social media could be deemed to be material information. Therefore, Utz encourages investors, the media, and others interested in the Company to review the information posted on the social media channels listed on Utz’s investor relations website.

Investor Contact
Kevin Powers
Utz Brands, Inc.
kpowers@utzsnacks.com

Media Contact
Kevin Brick
Utz Brands, Inc.
kbrick@utzsnacks.com





Forward-Looking Statements

This press release includes certain statements made herein that are not historical facts but are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. The forward-looking statements generally are accompanied by or include, without limitation, statements such as “will”, “expect”, “intends”, “goal” or other similar words, phrases or expressions. These forward-looking statements include future plans for the Company, the estimated or anticipated future results and benefits of the Company’s future plans and operations, plans related to transformation of the Company’s supply chain; the Company’s geographic expansion; the Company’s product mix; the Company’s ESG priorities; the Company’s cost savings plans and the Company’s logistics optimization efforts; the estimated or anticipated future results and benefits of the Company’s plans and operations; the effects of inflation or supply chain disruptions on the Company or its business; the benefits of the Company’s productivity initiatives, the impact of the Company’s SKU rationalization program, the effects of the Company’s marketing and innovation initiatives, future capital structure, future opportunities for the Company, statements regarding the Company’s projected balance sheet and liabilities, including net leverage, and other statements that are not historical facts. These statements are based on the current expectations of the Company’s management and are not predictions of actual performance. These statements are subject to a number of risks and uncertainties and the Company’s business and actual results may differ materially. Factors that may cause such differences include, but are not limited to: the risk that the Company’s gross profit margins may be adversely impacted by a variety of factors, including variations in raw materials pricing, retail customer requirements and mix, sales velocities and required promotional support; changes in consumers’ loyalty to the Company’s brands due to factors beyond the Company’s control; including changes in consumer spending due to factors such as increasing household debt; changes in demand for the Company’s products affected by changes in consumer preferences and tastes or if the Company is unable to innovate or market its products effectively, particularly in the Company’s Expansion geographies; costs associated with building brand loyalty and interest in the Company’s products, which may be affected by actions by the Company’s competitors’ that result in the Company’s products not suitably differentiated from the products of their competitors; consolidation of key suppliers to the Company; inability of the Company to adopt efficiencies into its manufacturing processes, including automation and labor optimization, its network, including through plant consolidation and lowest landed cost for shipping its products or its logistics operations; fluctuations in results of operations of the Company from quarter to quarter because of changes in promotional activities; the possibility that the Company may be adversely affected by other economic, business or competitive factors; the risk that recently completed business combinations and other acquisitions recently completed by the Company (collectively, the “Business Combinations”) or dispositions disrupt plans and operations; the ability to recognize the anticipated benefits of such Business Combinations or dispositions, which may be affected by, among other things, competition and the ability of the Company to grow and manage growth profitably and retain its key employees; the outcome of any legal proceedings that may be instituted against the Company following the consummation of such Business Combinations or dispositions; changes in applicable law or regulations; costs related to the Business Combinations or dispositions; the ability of the Company to maintain the listing of the Company’s Class A Common Stock on the New York Stock Exchange; the inability of the Company to develop and maintain effective internal controls; and other risks and uncertainties set forth in the section entitled “Risk Factors” and “Forward-Looking Statements” in the Company’s Annual Report on Form 10-K filed with the Commission, for the fiscal year ended December 31, 2023 and other reports filed by the Company with the Commission. In addition, forward-looking statements provide the Company’s expectations, plans or forecasts of future events and views as of the date of this communication. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this communication. The Company cautions investors not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, except as otherwise required by law.

Non-GAAP Financial Measures:

Utz uses non-GAAP financial information and believes it is useful to investors as it provides additional information to facilitate comparisons of historical operating results, identify trends in our underlying operating results and provide additional insight and transparency on how we evaluate the business. We use non-GAAP financial measures to budget,




make operating and strategic decisions, and evaluate our performance. These non-GAAP financial measures do not represent financial performance in accordance with generally accepted accounted principles in the United States (“GAAP”) and may exclude items that are significant in understanding and assessing financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the presentation of these measures may not be comparable to similarly titled measures used by other companies.

Management believes that non-GAAP financial measures should be considered as supplements to the GAAP reported measures, should not be considered replacements for, or superior to, the GAAP measures and may not be comparable to similarly named measures used by other companies. We believe that these non-GAAP measures of financial results provide useful information to investors regarding certain financial and business trends relating to the financial condition and results of operations of the Company to date and that the presentation of non-GAAP financial measures is useful to investors in the evaluation of our operating performance compared to other companies in the salty snack industry, as similar measures are commonly used by the companies in this industry. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. The non-GAAP financial measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance.

Utz uses the following non-GAAP financial measures in its financial communications, and in the future could use others:
•Organic Net Sales
•Adjusted Gross Profit
•Adjusted Gross Profit as % of Net Sales (Adjusted Gross Profit Margin)
•Adjusted Selling, Distribution, and Administrative Expense
•Adjusted Selling, Distribution, and Administrative Expense as % of Net Sales
•Adjusted Net Income
•Adjusted Earnings Per Share
•EBITDA
•Adjusted EBITDA
•Adjusted EBITDA as % of Net Sales (Adjusted EBITDA Margin)
•Normalized Adjusted EBITDA
•Net Leverage Ratio

Organic Net Sales is defined as net sales excluding the impact of acquisitions and excluding the impact of IO route conversions.

Adjusted Gross Profit represents Gross Profit excluding Depreciation and Amortization expense, a non-cash item. In addition, Adjusted Gross Profit excludes the impact of costs that fall within the categories of non-cash adjustments and non-recurring items such as those related to stock-based compensation, hedging and purchase commitments adjustments, asset impairments, acquisition, and integration costs, business transformation initiatives, and financing-related costs. Adjusted Gross Profit is one of the key performance indicators that our management uses to evaluate operating performance. We also report Adjusted Gross Profit as a percentage of Net Sales as an additional measure for investors to evaluate our Adjusted Gross Profit Margin on Net Sales.

Adjusted Selling, Distribution, and Administrative Expense is defined as all Selling, Distribution, and Administrative expense excluding Depreciation and Amortization expense, a non- cash item. In addition, Adjusted Selling, Distribution, and Administrative Expenses exclude the impact of costs that fall within the categories of non-cash adjustments and non-recurring items such as those related to stock-based compensation, hedging and purchase commitments adjustments, asset impairments, acquisition and integration costs, business transformation initiatives, and financing-related costs. We also report Adjusted Selling, Distribution, and Administrative Expense as a percentage of Net Sales as




an additional measure for investors to evaluate our Adjusted Selling, Distribution, and Administrative margin on Net Sales.

Adjusted Net Income is defined as Net Income excluding the additional Depreciation and Amortization expense, a non-cash item, related to certain previously past completed business combinations. In addition, Adjusted Net Income is also adjusted to exclude deferred financing fees, interest income, and expense relating to IO loans and certain non-cash items, such as those related to stock-based compensation, hedging, and purchase commitments adjustments, asset impairments, acquisition and integration costs, business transformation initiatives, remeasurement of warrant liabilities and financing-related costs. Lastly, Adjusted Net Income normalizes the income tax provision to account for the above-mentioned adjustments.

Adjusted Earnings Per Share is defined as Adjusted Net Income (as defined, herein) divided by the weighted average shares outstanding for each period on a fully diluted basis, assuming the Private Placement Warrants are net settled and the Shares of Class V Common Stock held by Continuing Members are converted to Class A Common Stock.

EBITDA is defined as Net Income before Interest, Income Taxes, and Depreciation and Amortization.

Adjusted EBITDA is defined as EBITDA further adjusted to exclude certain non-cash items, such as stock-based compensation, hedging and purchase commitments adjustments, and asset impairments; acquisition and integration costs; business transformation initiatives; and financing-related costs. Adjusted EBITDA is one of the key performance indicators we use in evaluating our operating performance and in making financial, operating, and planning decisions. We believe Adjusted EBITDA is useful to the users of this release because the financial information contained in the release can be used in the evaluation of Utz’s operating performance compared to other companies in the salty snack industry, as similar measures are commonly used by companies in this industry. We also provide in this release, Adjusted EBITDA as a percentage of Net Sales, as an additional measure for readers to evaluate our Adjusted EBITDA Margin on Net Sales.

Normalized Adjusted EBITDA is defined as Adjusted EBITDA after giving effect to pre-acquisition Adjusted EBITDA for certain acquisitions and dispositions from time to time.

Net Leverage Ratio is defined as Normalized Adjusted EBITDA divided by Net Debt. Net Debt is defined as Gross Debt less Cash and Cash Equivalents.

Management believes that the non-GAAP financial measures are meaningful to investors because they increase transparency and assist investors to understand and analyze our ongoing operational performance. The financial measures are shown as supplemental disclosures in this release because they are widely used by the investment community for analysis and comparative evaluation. They also provide additional metrics to evaluate the Company’s operations and, when considered with both the GAAP results and the reconciliation to the most comparable GAAP measures, provide a more complete understanding of the Company’s business than could be obtained absent this disclosure. The non-GAAP measures are not and should not be considered an alternative to the most comparable GAAP measures or any other figure calculated in accordance with GAAP, or as an indicator of operating performance. The Company’s calculation of the non-GAAP financial measures may differ from methods used by other companies. Management believes that the non-GAAP measures are important to have an understanding of the Company’s overall operating results in the periods presented. The non-GAAP financial measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance. As new events or circumstances arise, these definitions could change. When the definitions change, we will provide the updated definitions and present the related non-GAAP historical results on a comparable basis.




Utz Brands, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
For the thirteen weeks ended December 31, 2023 and January 1, 2023
(In thousands, except share information)
(Unaudited)
Thirteen weeks ended December 31, 2023Thirteen weeks ended January 1, 2023
Net sales$352,099 $354,669 
Cost of goods sold236,771 239,221 
Gross profit115,328 115,448 
Selling, distribution, and administrative expenses
Selling and distribution71,035 67,892 
Administrative36,041 39,794 
Total selling, distribution, and administrative expenses107,076 107,686 
Gain (loss) on sale of assets, net1,925 (228)
Income from operations10,177 7,534 
Other (expense) income
Interest expense(15,656)(12,946)
Other income787 320 
Loss on remeasurement of warrant liability(14,328)(3,312)
Other expense, net(29,197)(15,938)
Loss before taxes(19,020)(8,404)
Income tax expense (benefit)14,192 (22,231)
Net (loss) income(33,212)13,827 
Net loss attributable to noncontrolling interest5,533 1,060 
Net (loss) income attributable to controlling interest$(27,679)$14,887 
Earnings per Class A Common stock: (in dollars)
Basic$(0.34)$0.18 
Diluted$(0.34)$0.18 
Weighted-average shares of Class A Common stock outstanding
Basic81,142,952 80,815,963 
Diluted81,142,952 83,362,862 
Net (loss) income$(33,212)$13,827 
Other comprehensive (loss):
Change in fair value of interest rate swap(16,837)(3,196)
Comprehensive (loss) income(50,049)10,631 
Net comprehensive loss attributable to noncontrolling interest12,646 2,413 
Net comprehensive (loss) income attributable to controlling interest$(37,403)$13,044 




Utz Brands, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
For the fiscal years ended December 31, 2023 and January 1, 2023
(In thousands, except share information)
(Unaudited)
(in thousands)For the Fiscal Year Ended December 31, 2023For the Fiscal Year Ended January 1, 2023
Net sales$1,438,237 $1,408,401 
Cost of goods sold981,751 959,344 
Gross profit456,486 449,057 
Selling, distribution and administrative expenses
Selling and distribution273,923 294,061 
Administrative159,196 150,343 
Total selling, distribution, and administrative expenses433,119 444,404 
(Loss) gain on sale of assets, net(7,350)691 
Income from operations16,017 5,344 
Other (expense) income
Interest expense(60,590)(44,424)
Other income3,066 400 
Gain on remeasurement of warrant liability2,232 720 
Other expense, net(55,292)(43,304)
Loss before income taxes(39,275)(37,960)
Income tax expense (benefit) 757 (23,919)
Net loss(40,032)(14,041)
    Net loss attributable to noncontrolling interest15,095 13,649 
Net loss attributable to controlling interest$(24,937)$(392)
Loss per share of Class A Common Stock:
(in dollars)
Basic$(0.31)$— 
Diluted$(0.31)$— 
Weighted-average shares of Class A Common Stock outstanding
Basic81,081,458 80,093,094 
Diluted81,081,458 80,093,094 
Net loss$(40,032)$(14,041)
Other comprehensive (loss) gain:
Change in fair value of interest rate swap(13,543)47,279 
Comprehensive (loss) income (53,575)33,238 
Net comprehensive loss (income) attributable to noncontrolling interest20,819 (6,568)
Net comprehensive (loss) income attributable to controlling interest$(32,756)$26,670 




Utz Brands, Inc.
CONSOLIDATED BALANCE SHEETS
December 31, 2023 and January 1, 2023
(In thousands)
(Unaudited)
As of
December 31, 2023		As of
January 1, 2023
ASSETS
Current Assets
Cash and cash equivalents$52,023 $72,930 
Accounts receivable, less allowance of $2,933 and $1,815, respectively135,130 136,985 
Inventories104,666 118,006 
Prepaid expenses and other assets30,997 34,991 
Current portion of notes receivable5,237 9,274 
Total current assets328,053 372,186 
Non-current Assets
Assets held for sale7,559 — 
Property, plant and equipment, net318,881 345,198 
Goodwill915,295 915,295 
Intangible assets, net1,063,413 1,099,565 
Non-current portion of notes receivable12,413 12,794 
Other assets101,122 95,328 
Total non-current assets2,418,683 2,468,180 
Total assets$2,746,736 $2,840,366 
LIABILITIES AND EQUITY
Current Liabilities
Current portion of term debt$21,086 $18,472 
Current portion of other notes payable7,649 12,589 
Accounts payable124,361 114,360 
Accrued expenses and other77,590 92,012 
Total current liabilities230,686 237,433 
Non-current portion of term debt878,511 893,335 
Non-current portion of other notes payable19,174 20,339 
Non-current accrued expenses and other76,720 67,269 
Non-current warrant liability43,272 45,504 
Deferred tax liability114,690 124,802 
Total non-current liabilities1,132,367 1,151,249 
Total liabilities1,363,053 1,388,682 
Commitments and contingencies
Equity
Shares of Class A Common Stock, $0.0001 par value; 1,000,000,000 shares authorized; 81,187,977 and 80,882,334 shares issued and outstanding as of December 31, 2023 and January 1, 2023, respectively.8 8 
Shares of Class V Common Stock, $0.0001 par value; 61,249,000 shares authorized; 59,349,000 and 59,349,000 shares issued and outstanding as of December 31, 2023 and January 1, 2023, respectively.6 6 
Additional paid-in capital944,573 926,919 
Accumulated deficit(298,049)(254,564)
Accumulated other comprehensive income22,958 30,777 
Total stockholders’ equity669,496 703,146 
Noncontrolling interest714,187 748,538 
Total equity1,383,683 1,451,684 
Total liabilities and equity$2,746,736 $2,840,366 




Utz Brands, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the fiscal years ended December 31, 2023 and January 1, 2023
(In thousands)
(Unaudited)
For the Fiscal Year Ended December 31, 2023For the Fiscal Year Ended January 1, 2023
Cash flows from operating activities
Net loss$(40,032)$(14,041)
Adjustments to reconcile net loss to net cash provided by operating activities:
Impairment and other charges12,575 4,678 
Depreciation and amortization79,488 86,801 
Gain on remeasurement of warrant liability(2,232)(720)
Loss (gain) on sale of assets7,350 (691)
Stock based compensation17,069 10,632 
Deferred income taxes(8,938)(29,359)
Amortization of deferred financing costs1,556 1,933 
Changes in assets and liabilities:
Accounts receivable, net1,855 (5,597)
Inventories, net12,652 (38,490)
Prepaid expenses and other assets(14,433)(18,379)
Accounts payable and accrued expenses and other9,730 51,426 
Net cash provided by operating activities76,640 48,193 
Cash flows from investing activities
Acquisitions, net of cash acquired— (75)
Purchases of property and equipment(55,724)(87,965)
Proceeds from sale of property and equipment9,539 4,333 
Proceeds from sale of routes28,665 23,399 
Proceeds from the sale of IO notes5,405 5,017 
Proceeds from insurance claims for capital investments1,700 3,935 
Notes receivable, net(38,077)(24,711)
Net cash used in investing activities(48,492)(76,067)
Cash flows from financing activities
Borrowings on line of credit71,000 79,000 
Repayments on line of credit(70,632)(115,000)
Borrowings on term debt and notes payable13,113 124,592 
Repayments on term debt and notes payable(29,211)(21,037)
Payment of debt issuance cost(656)(3,660)
Payments of tax withholding requirements for employee stock awards(589)(6,217)
Proceeds from issuance of shares— 28,000 
Dividends paid(18,548)(17,157)
Distribution to noncontrolling interest(13,532)(9,615)
Net cash (used in) provided by financing activities(49,055)58,906 
Net (decrease) increase in cash and cash equivalents(20,907)31,032 
Cash and cash equivalents at beginning of period72,930 41,898 
Cash and cash equivalents at end of period$52,023 $72,930 




Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures

Net Sales and Organic Net Sales

13-Weeks Ended52-Weeks Ended
(dollars in millions)December 31, 2023January 1, 2023ChangeDecember 31, 2023January 1, 2023Change
Net Sales as Reported$352.1 $354.7 (0.7)%$1,438.2 $1,408.4 2.1 %
Impact of Acquisitions— — — — 
Impact of IO Conversions1.6 — 9.2 — 
Organic Net Sales (1)
$353.7 $354.7 (0.3)%$1,447.4 $1,408.4 2.8 %
(1) Organic Net Sales excludes the Impact of Acquisitions and the Impact of IO Conversions that took place after Q2 2022.


Gross Profit and Adjusted Gross Profit
13-Weeks Ended52-Weeks Ended
(dollars in millions)December 31, 2023January 1, 2023December 31, 2023January 1, 2023
Gross Profit$115.3 $115.4 $456.5 $449.1 
Depreciation and Amortization8.0 8.9 33.9 40.7 
Non-Cash, Non-recurring adjustments7.3 5.4 23.2 14.3 
Adjusted Gross Profit$130.6 $129.7 $513.6 $504.1 
Adjusted Gross Profit as a % of Net Sales37.1 %36.6 %35.7 %35.8 %


Adjusted Selling, Distribution, and Administrative Expense

13-Weeks Ended52-Weeks Ended
(dollars in millions)December 31, 2023January 1, 2023December 31, 2023January 1, 2023
Selling, Distribution, and Administrative Expense $107.1 $107.7 $433.1 $444.4 
Depreciation and Amortization in SD&A Expense(11.4)(11.6)(45.6)(46.1)
Non-Cash, and/or Non-recurring Adjustments(14.4)(10.4)(61.0)(65.0)
Adjusted Selling, Distribution, and Administrative Expense$81.3$85.7$326.5$333.3
Adjusted SD&A Expense as a % of Net Sales23.1 %24.2 %22.7 %23.7 %





Adjusted Net Income

13-Weeks Ended52-Weeks Ended
(dollars in millions, except per share data)December 31, 2023January 1, 2023December 31, 2023January 1, 2023
Net Income (Loss)$(33.2)$13.8 $(40.0)$(14.0)
Income Tax Expense (Benefit)14.2 (22.2)0.8 (23.9)
Loss Before Taxes(19.0)(8.4)(39.2)(37.9)
Deferred Financing Fees0.5 0.9 1.6 1.9 
Acquisition Step-Up Depreciation and Amortization11.8 13.2 47.4 52.8 
Certain Non-Cash Adjustments8.5 2.1 50.7 11.3 
Acquisition and Integration(0.1)5.1 8.6 45.8 
Business and Transformation Initiatives11.1 8.8 31.0 22.1 
Financing-Related Costs— 0.1 0.2 0.3 
Loss (Gain) on Remeasurement of Warrant Liability14.4 3.3 (2.2)(0.7)
Other Non-Cash and/or Non-Recurring Adjustments46.2 33.5 137.3 133.5 
Adjusted Earnings before Taxes27.2 25.1 98.1 95.6 
Taxes on Earnings as Reported(14.2)22.2 (0.8)23.9 
Income Tax Adjustments(1)
9.9 (25.8)(16.0)(41.8)
Adjusted Taxes on Earnings(4.3)(3.6)(16.8)(17.9)
Adjusted Net Income$22.9 $21.5 $81.3 $77.7 
Average Weighted Basic Shares Outstanding on an As-Converted Basis140.5 140.2 140.4 139.4 
Fully Diluted Shares on an As-Converted Basis142.0 142.7 142.7 141.5 
Adjusted Earnings Per Share$0.16 $0.15 $0.57 $0.55 

(1) Income Tax Adjustment calculated as (Loss) Income before taxes plus (i) Acquisition, Step-Up Depreciation and Amortization and (ii) Other Non-Cash and/or Non-Recurring Adjustments, multiplied by a normalized GAAP effective tax rate, minus the actual tax provision recorded in the Consolidated Statement of Operations and Comprehensive Loss. The normalized GAAP effective tax rate excludes one-time items such as the impact of tax rate changes on deferred taxes and changes in valuation allowances.

Depreciation & Amortization

13-Weeks Ended52-Weeks Ended
(dollars in millions)December 31, 2023January 1, 2023December 31, 2023January 1, 2023
Core D&A - Non-Acquisition-related included in Gross Profit$5.3 $4.8 $22.8 $24.3 
Step-Up D&A - Transaction-related included in Gross Profit2.7 4.1 11.1 16.4 
Depreciation & Amortization - included in Gross Profit 8.0 8.9 33.9 40.7 
Core D&A - Non-Acquisition-related included in SD&A Expense2.32.59.39.7
Step-Up D&A - Transaction-related included in SD&A Expense9.1 9.1 36.3 36.4 
Depreciation & Amortization - included in SD&A Expense11.4 11.6 45.6 46.1 
Depreciation & Amortization - Total$19.4 $20.5 $79.5 $86.8 
Core Depreciation and Amortization$7.6 $7.3 $32.1 $34.0 
Step-Up Depreciation and Amortization11.813.247.452.8
Total Depreciation and Amortization$19.4 $20.5 $79.5 $86.8 





EBITDA and Adjusted EBITDA
13-Weeks Ended52-Weeks Ended
(dollars in millions)December 31, 2023January 1, 2023December 31, 2023January 1, 2023
Net (Loss) Income$(33.2)$13.8 $(40.0)$(14.0)
Plus non-GAAP adjustments:
Income Tax Expense (Benefit)14.2 (22.2)0.8 (23.9)
Depreciation and Amortization19.4 20.5 79.5 86.8 
Interest Expense, Net15.7 12.9 60.6 44.4 
Interest Income from IO loans(1)
(0.6)(0.3)(2.0)(1.6)
EBITDA15.5 24.7 98.9 91.7 
Certain Non-Cash Adjustments(2)
8.5 2.1 50.7 11.3 
Acquisition and Integration(3)
(0.1)5.1 8.6 45.8 
Business Transformation Initiatives(4)
11.1 8.8 31.0 22.1 
Financing-Related Costs(5)
— 0.1 0.2 0.3 
(Gain) loss on Remeasurement of Warrant Liabilities(6)
14.4 3.3 (2.2)(0.7)
Adjusted EBITDA$49.4 $44.1 $187.2 $170.5 
Net income (loss) as a % of Net Sales(9.4)%3.9 %(2.8)%(1.0)%
Adjusted EBITDA as a % of Net Sales14.0 %12.4 %13.0 %12.1 %



(1)Interest Income from IO Loans refers to Interest Income that we earn from IO notes receivable that have resulted from our initiatives to transition from RSP distribution to IO distribution. (“Business Transformation Initiatives”). There is a Notes Payable recorded that mirrors most IO notes receivable, and the interest expense associated with the Notes Payable is part of the Interest Expense, Net adjustment.
(2)Certain Non-Cash Adjustments are comprised primarily of the following:
Incentive programs – The Company incurred $15.5 million and $8.8 million of share-based compensation that was awarded to associates and directors for the fiscal year ended December 31, 2023 and the fiscal year ended January 1, 2023, respectively.
Asset Impairments and Write-Offs — For the fiscal year ended December 31, 2023, the Company recorded an adjustment for a non-cash loss on sale of $13.7 million related to fixed assets for the sale of the Bluffton, Indiana plant, along with $4.7 million related to the termination of the contract that was settled with the sale, and impairments of $12.6 million related to the closure of the Company's manufacturing facility in Birmingham, Alabama and Gramercy, Louisiana. For the fiscal year ended January 1, 2023, the Company recorded an adjustment for an impairment of $2.0 million related to the termination of distribution agreements.
Purchase Commitments and Other Adjustments – We have purchase commitments for specific quantities at fixed prices for certain of our products’ key ingredients. To facilitate comparisons of our underlying operating results, this adjustment was made to remove the volatility of purchase commitment related unrealized gains and losses. The adjustment related to Purchase Commitment and Other non-cash adjustments were $3.0 million and $0.5 million for the fiscal year ended December 31, 2023 and the fiscal year ended January 1, 2023, respectively. In addition, for the fiscal year ended December 31, 2023, we recorded $1.2 million for the amortization of cloud based computing assets.
(3)Adjustment for Acquisition and Integration Costs – This is comprised of consulting, transaction services, and legal fees incurred for acquisitions and certain potential acquisitions, in addition to expenses associated with integrating recent acquisitions. Such expenses were $9.7 million for the fiscal year ended December 31, 2023, as well as $1.1 million of income for the change of liability associated with the Tax Receivable Agreement for the fiscal year ended December 31, 2023. In fiscal year 2022, the majority of charges are related to the buyout of multiple distributors, which were accounted for as contract terminations resulting in expense of $23.0 million as well as other integration costs. During the fiscal year ended January 1, 2023, we incurred incremental costs of $21.8 million, for the integration of Truco Holdco Inc., R.W. Garcia Co., Inc., Kings Mountain, distributor buyouts, and costs to evaluate other potential acquisitions, as well as $1.0 million for the incremental liability associated with the Tax Receivable Agreement included in the fiscal year ended January 1, 2023.
(4)Business Transformation Initiatives Adjustment – This adjustment is related to consultancy, professional, and legal fees incurred for specific initiatives and structural changes to the business that do not reflect the cost of normal business operations. In addition, gains and losses realized from the sale of distribution rights to IOs and the subsequent disposal of trucks, severance costs associated with the elimination of RSP positions, and ERP transition costs, fall into this category. The Company incurred such costs of $31.0 million for the fiscal year ended December 31, 2023 and $22.1 million for the fiscal year ended January 1, 2023, which included the closure of our Gramercy, Louisiana and Birmingham, Alabama plants along with various other supply chain, commercial and administrative initiatives. During fiscal year 2023, we completed the closure of our Gramercy, Louisiana and Birmingham, Alabama manufacturing plants along with the sale of our Bluffton, Indiana manufacturing plant.
(5)Financing-Related Costs – These costs include adjustments for various items related to raising debt and equity capital or debt extinguishment costs.
(6)Gains and losses related to the changes in the remeasurement of warrant liabilities are not expected to be settled in cash, and when exercised would result in a cash inflow to the Company with the Warrants converting to Class A Common Stock with the liability being extinguished and the fair value of the Warrants at the time of exercise being recorded as an increase to equity.





Normalized Adjusted EBITDA
FY 2022FY 2023
(dollars in millions)Q1Q2Q3Q4FY 2022Q1Q2Q3Q4FY 2023
Adjusted EBITDA$36.5 $42.2 $47.7 $44.1 $170.5 $40.4 $45.2 $52.1 $49.4 $187.2 
(2)
Pre-Acquisition Adjusted EBITDA(1)
0.2 — — — 0.2 — — — — — 
Normalized Adjusted EBITDA$36.7 $42.2 $47.7 $44.1 $170.7 $40.4 $45.2 $52.1 $49.4 $187.2 
(2)

(1) Pre-Acquisition Adjusted EBITDA - This adjustment represents the Adjusted EBITDA of acquired companies, prior to the acquisition date, as well as from the buyout date of Clem and J&D Snacks.

(2) Does not total due to rounding.



Net Debt and Leverage Ratio

(dollars in millions)As of December 31, 2023
Term Loan$771.3 
Real Estate Loan80.2 
ABL Facility0.4 
Capital Leases(1)
66.6 
Deferred Purchase Price0.2 
Gross Debt(2)
918.7
Cash and Cash Equivalents52.0 
Total Net Debt$866.7 
Last 52-Weeks Normalized Adjusted EBITDA$187.2 
Net Leverage Ratio(3)
4.6x

(1) Capital Leases include equipment term loans and excludes the impact of step-up accounting.
(2) Excludes amounts related to guarantees on IO loans which are collateralized by routes. We have the ability to recover substantially all of the outstanding loan value in the event of a default scenario, which historically has been uncommon.
(3) Based on Normalized Adjusted EBITDA of $187.2 million.

Utz Brands, Inc. Fourth Quarter and Full-Year 2023 Earnings Presentation February 29, 2024

 
Disclaimer 2 Forward-Looking Statements Certain statements made herein are not historical facts but are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. The forward-looking statements generally are accompanied by or include, without limitation, statements such as “will”, “expect”, “intends”, “goal” or other similar words, phrases or expressions. These forward- looking statements include the future plans for the Utz Brands, Inc. (“the Company”), including plans related to transformation of the Company’s supply chain, the Company’s geographic expansion, the Company’s product mix, the Company’s ESG priorities, the Company’s cost savings plans and the Company’s logistics optimization efforts; the estimated or anticipated future results and benefits of the Company’s plans and operations; the Company’s future capital structure; future opportunities for the Company; the effects of inflation or supply chain disruptions on the Company or its business; statements regarding the Company’s project balance sheet and liabilities, including net leverage; and other statements that are not historical facts. These statements are based on the current expectations of the Company’s management and are not predictions of actual performance. These statements are subject to a number of risks and uncertainties and the Company’s business and actual results may differ materially. Factors that may cause such differences include, but are not limited to: the risk that the Company’s gross profit margins may be adversely impacted by a variety of factors, including variations in raw materials pricing, retail customer requirements and mix, and sales velocities and required promotional support; changes in consumers’ loyalty to the Company’s brands due to factors beyond the Company’s control, including changes in consumer spending due to factors such as increasing household debt; changes in demand for the Company’s products affected by changes in consumer preferences and tastes or if the Company is unable to innovate or market its products effectively, particularly in the Company’s Expansion geographies; costs associated with building brand loyalty and interest in the Company’s products, which may be affected by actions by the Company’s competitors’ that result in the Company’s products not suitably differentiated from the products of their competitors; consolidation of key suppliers to the Company; inability of the Company to adopt efficiencies into its manufacturing processes, including automation and labor optimization, its network, including through plant consolidation and lowest landed cost for shipping its products or its logistics operations; fluctuations in results of operations of the Company from quarter to quarter because of changes in promotional activities; the possibility that the Company may be adversely affected by other economic, business or competitive factors; the risk that the Company may not recognize the anticipated benefits of recently completed business combinations and other acquisitions recently completed by the Company (collectively, the “Business Combinations”) or dispositions recently completed by the Company, which may be affected by, among other things, competition and the ability of the Company to grow and manage growth profitably and retain its key employees; the ability of the Company to close planned acquisitions or dispositions; changes in applicable law or regulations; costs related to the Business Combinations and other planned acquisitions or dispositions; the inability of the Company to maintain the listing of the Company’s Class A Common Stock on the New York Stock Exchange; the inability of the Company to develop and maintain effective internal controls; and other risks and uncertainties set forth in the section entitled “Risk Factors” and “Forward-Looking Statements” in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “Commission”) for the fiscal year ended December 31, 2023, and other reports filed by the Company with the Commission. In addition, forward-looking statements provide the Company’s expectations, plans or forecasts of future events and views as of the date of this communication. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this communication. The Company cautions investors not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, except as otherwise required by law. Industry Information Unless otherwise indicated, information contained in this presentation or made orally during this presentation concerning the Company’s industry, competitive position and the markets in which it operates is based on information from independent research organizations, other third-party sources and management estimates. Management estimates are derived from publicly available information released by independent industry analysts and other third-party sources, as well as data from the Company’s internal research, and are based on assumptions made by the Company upon reviewing such data, and the Company’s experience in, and knowledge of, such industry and markets, which the Company believes to be reasonable. In addition, projections, assumptions and estimates of the future performance of the industry in which the Company operates, and the Company’s future performance are necessarily subject to uncertainty and risk due to a variety of factors, which could cause results to differ materially from those expressed in the estimates made by the independent parties and by the Company. Trademarks This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this presentation may be listed without the TM, SM, © or ® symbols, but we will assert, to the fullest extend under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights.

 
Disclaimer (cont.) 3 Projected Financial Information This presentation contains financial forecasts, which were prepared in good faith by the Company on a basis believed to be reasonable. Such financial forecasts have not been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”). The Company’s independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purposes of their inclusion in this presentation, and accordingly, they have not expressed an opinion nor provided any other form of assurance with respect thereto for the purpose of this presentation. These projections are for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. Certain of the above-mentioned projected information has been provided for purposes of providing comparisons with historical data. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Projections are inherently uncertain due to a number of factors outside of the Company’s control, as discussed under Forward-Looking Statements above. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of the Company or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Non-GAAP Financial Measures This presentation includes certain financial measures not presented in accordance with GAAP including, but not limited to, Organic Net Sales, Adjusted Gross Profit, Adjusted SD&A, EBITDA, Adjusted EBITDA, Normalized Adjusted EBITDA, Adjusted Net Income, and Adjusted Earnings Per Share, and certain ratios and other metrics derived therefrom. These non-GAAP financial measures do not represent financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the presentation of these measures may not be comparable to similarly-titled measures used by other companies. Reconciliations of these non-GAAP measures to the most directly comparable GAAP measures are set forth in the appendix to this presentation. We believe (i) these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the financial condition and results of operations of the Company to date; and (ii) that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in comparing financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. The non-GAAP financial measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance.

 
Business Overview Howard Friedman Chief Executive Officer 4

 
In 2023 we positioned the Company to capture its full potential 5 o Acquired new talent in key areas o Accelerated productivity delivery o Invested in supply chain optimization o Completed accelerated SKU rationalization program and continued IO route conversions o Continued progress on building a branded company of scale

 
4Q’23 & FY’24 Outlook Key Takeaways Gained dollar, pound, and unit share in Q4, finishing as the #3 branded Company in the Salty Category(1) ONE Closed on recent disposition transactions that accelerate deleveraging, supply chain transformation, and brand portfolio shaping THREE Delivered fourth consecutive quarter of year-over-year Adjusted EBITDA margin expansion TWO 2024 outlook highlights strong top and bottom-line growth, consistent with our 2026 financial targets FOUR (1) Retail sales are Circana Total US MULO-C, custom Utz Brands hierarchy, 13-weeks ended 12/31/2023. 6

 
Double-digit Adjusted EBITDA growth and consistent margin expansion 7 $355 $352 4Q’22 4Q’23 Total Net Sales (in millions) Adjusted EBITDA (in millions) $44 $49 4Q’22 4Q’23 3Q’22 4Q’22 1Q’23 2Q’23 3Q’23 4Q’23 +90bps +40bps +80bps -10bps-120bps Adjusted EBITDA Margin YoY Change (as a % of net sales) +160bps Note: See appendix for reconciliation of Utz Non-GAAP financial measures to most directly comparable GAAP measures. +3.0% volume/mix growth ex-SKU rationalization -1% +12%

 
Significant outperformance for Utz in both dollar sales and volume 8 Total Salty Category Total Utz Brands Utz Power Brands Utz Foundation Brands 2.8% 4.1% 5.3% -4.2% 4Q’23 Retail Sales $ Growth (13-Weeks Ended 12/31/23) Total Salty Category Total Utz Brands Utz Power Brands Utz Foundation Brands -1.9% 4.3% 5.2% -3.9% 4Q’23 Retail Sales Volume Growth (13-Weeks Ended 12/31/23) Source: Retail sales are Circana Total US MULO-C, custom Utz Brands hierarchy, 13-weeks ended 12/31/2023; % YoY growth compared to the comparable period in the prior year on a pro forma basis.

 
Source: Retail sales sare Circana Total US MULO-C, custom Utz Brands hierarchy, 13-weeks ended 12/31/2023; % YoY growth compared to the comparable period in the prior year on a pro forma basis. Breakdown is Circana Total US MULO-C, custom Utz Brands hierarchy, 13-weeks ended 12/31/2023 retail sales dollars. Outperformance across most major Salty Snack sub-categories Total Sub-Category Sub-Category Retail Sales Year-over-Year Growth (13-Weeks Ended 12/31/23) 4.2% 1.5% 0.2% 12.8% 4.2% 5.6% 10.8% 12.5% -1.1% -1.2% -2.4% -0.7% -6.2% -3.0% Potato Chips Tortilla Chips Pretzels Cheese Snacks Salsa Queso Pork Rinds 38% 20% 13% 9% 5% 3% 10% Potato Chips Tortilla Chips Pretzels Cheese Dips Pork Other Retail Sales Breakdown (By Product Type) 9

 
Source: Retail sales are IRI Total US MULO-C, custom Utz Brands hierarchy, 13-weeks ended 12/31/2023; % YoY growth compared to the comparable period in the prior year on a pro forma basis. Solid performance in Core, and distribution gains fueling Expansion growth Geographic Retail Sales Year-over-Year Growth (13-Weeks Ended 12/31/23) Core Geographies Expansion Geographies 10 Total Salty Category Total Utz Brands Utz Power Brands 2.2% 1.4% 2.7% Total Salty Category Total Utz Brands Utz Power Brands 3.0% 7.8% 8.8%

 
Financial Review Ajay Kataria Chief Financial Officer 11

 
Organic Net Sales and Adjusted EBITDA growth in 2023 12 $1,408 $1,438 FY’22 FY’23 Total Net Sales (in millions) Adjusted EBITDA (in millions) Adjusted EBITDA Margin $171 $187 FY’22 FY’23 FY’22 FY’23 12.1% 13.0% $0.55 $0.57 FY’22 FY’23 Adjusted EPS Organic Net Sales +3% Note: See appendix for reconciliation of Utz Non-GAAP financial measures to most directly comparable GAAP measures. +2% +10% +90bps +4%

 
4Q’23 Financial Results Summary 13 Organic Net Sales decrease of (0.3%) o +0.5% volume/mix offset by pricing of (0.8%) o +3.0% volume/mix excluding SKU rationalization of (2.5%) Adjusted Gross Margin expansion of +52 bps o Estimate Independent Operator (IOs) conversions adversely impacted Adjusted Gross Margin by (~40 bps) o Productivity cost savings benefits Adjusted EBITDA growth of 12.0%, margin expansion +160bps o Reduction in selling costs from the shift to IO’s, lower administrative expenses, and productivity savings o Numerous investments to support growth Adjusted EPS growth of 6.7% o Increased operating earnings o Higher interest expense and less favorable tax rate 4Q’23 4Q’22 YoY Change In $ millions, except per share amounts 13-weeks ended December 31, 2023 13-weeks Ended January 1, 2023 Net Sales 352.1 354.7 (0.7%) Organic Net Sales 353.7 354.7 (0.3%) Adj. Gross Profit 130.6 129.7 +0.7% % of net sales 37.1% 36.6% +52bps Adj. SD&A Expense 81.3 85.7 (5.1%) % of net sales 23.1% 24.2% +110 bps Adj. EBITDA 49.4 44.1 +12.0% % of net sales 14.0% 12.4% +160 bps Adj. Net Income 22.9 21.5 +6.5% Adj. EPS $0.16 $0.15 +6.7% Note: Organic Net Sales, Adjusted SD&A, Adjusted Gross Profit, Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are Non-GAAP financial measures. See appendix for reconciliation of Non-GAAP financial measures to most directly comparable GAAP measures.

 
4Q’23 Net Sales Bridge 14 o Strong continued volume/mix growth of +3.0% excluding the estimated impact from SKU rationalization o SKU optimization actions focused on reductions in private label impact of (2.5%) o Pricing of (0.8%) due to lapping +17% price realization in 4Q’22, and certain adjustments to price pack architecture o Sales growth adversely impacted by earlier holiday shipments in 3Q’23 4Q’23 Net Sales YoY Growth Decomposition Price 3.0% Volume/Mix ex-SKU Rationalization -2.5% SKU Rationalization 4Q’23 Organic Net Sales Growth -0.4% IO Conversions 4Q’23 Total Net Sales Growth -0.8% -0.3% -0.7% (1) (2) Note: Organic Net Sales is a Non-GAAP financial measure. Note: See appendix for reconciliation of Non-GAAP financial measures to most directly comparable GAAP measures. (1) SKU rationalization based on Utz estimates. (2) Estimated impact due to conversion of employee-serviced DSD routes to independent operator-serviced routes.

 
4Q’23 Adjusted EBITDA Margin Change Decomposition 4Q’23 Adjusted EBITDA Margin Bridge 15 o Lower net price realization partially offset by favorable mix primarily due to SKU rationalization o Benefits from productivity cost savings o Modest conversion cost and labor inflation o Lower administrative and selling expenses more than offset increased investments in capabilities and infrastructure to support growth 4Q’22 -0.8% Price 0.2% Vol/Mix 3.5% Productivity Savings -2.0% Inflation 0.7% Selling & Admin Exp 4Q’23 12.4% 14.0% (2)(1) Note: Adjusted EBITDA Margin is a Non-GAAP financial measure. See appendix for reconciliation of Non-GAAP financial measures to most directly comparable GAAP measures. (1) Represents savings realized during Q4 2023 as a % of prior year net sales. (2) Excludes Distribution Expense.

 
Cash Flow and Balance Sheet Highlights As of January 1, 2023 Cash Flow Highlights 52-Weeks Ended December 31, 2023 Net Cash From Operations $76.6M Capital Expenditures $55.7M Dividends and Distributions Paid(1) $31.9M Balance Sheet Highlights As of December 31, 2023 Cash and Cash Equivalents $52.0M Gross Debt(2) $918.7M Net Debt $866.7M Net Leverage Ratio(3) 4.6x 16 Note: See appendix for reconciliation of Non-GAAP financial measures to most directly comparable GAAP measures. (1) Includes $13.5M of Distributions to Non-controlling Interest. (2) Includes Term Loan, ABL Facility and Capital Leases. Capital Leases include equipment term loans and excludes the impact of step-up accounting. (3) Net Leverage Ratio is a Non-GAAP financial measure and is based on Normalized Adjusted EBITDA of $187.2M.

 
Transactions closed on February 5, 2024 o Disposition of Good Health® and R.W. Garcia® brands and three manufacturing facilities o Net proceeds used to pay down long-term debt of ~$150M, of which more than 90% applied to floating rate term loan, resulting in ~$12M in lower interest expense in FY’24 o Fixed-rate debt now comprises ~80% of the total debt, up from ~70%(1) o Accelerates timeframe to achieving ~3.0x net leverage ratio to year-end 2025 from year-end 2026 Net proceeds of ~$150M from recent brand and plant dispositions immediately deployed to pay down long-term debt 17 Net Leverage Ratio (Fiscal Year-end) 5.0x 4.6x 2022 2023 2025E ~3.0x 2024E ~3.6x (1) As of fiscal year-end 2023.

 
Note: See appendix for reconciliation of Non-GAAP financial measures to most directly comparable GAAP measures. (1) Normalized GAAP basis tax expense, which excludes one-time items. Fiscal 2024 Growth versus Fiscal 2023 Actual Results Estimated 2024 Financial Impacts from Recent Disposition Transactions Organic Net Sales ~3% or better growth driven by volume growth o ~$45M of total net sales impact due to disposition of Good Health® and R.W. Garcia® Brands Adjusted EBITDA +5% to +8% growth o Includes estimated impact of forgone contribution to Adjusted EBITDA from brand dispositions mostly offset by costs savings and transition services agreement Adjusted EPS +16% to +21% growth o Accretive to EPS after factoring in the benefit of cost savings and the use of net proceeds to paydown debt Additional FY’24 Outlook Assumptions: o Effective normalized tax rate of between 19% to 21%(1) o Net interest expense of ~$50M o Capital expenditures of between $80M to $90M o Net leverage ~3.6x at year-end fiscal 2024 Fiscal 2024 Outlook 18

 
Looking ahead Howard Friedman Chief Executive Officer 19

 
Confident in our ability to deliver both short-term and long-term shareholder value supported by our fundamental strategies 20 Focus our portfolio to further penetrate our Expansion geographies while holding the Core Transform our supply chain to fund growth and margin improvement Develop leading capabilities to build a best-in-class organization Improve balance sheet flexibility and pursue opportunistic M&A

 
STRATEGY 2024 PRIORITIES 1 Focus our portfolio to further penetrate Expansion geographies while holding the Core o Innovation and consumer support behind Power Four Brands o Continue westward expansion 2 Transform our supply chain to fund growth and margin improvement o Accelerate capital investments in existing manufacturing plants o Continued progress on productivity cost savings 3 Develop leading capabilities to build a best-in-class organization o Fully implement Integrated Business Planning o Build-out of consumer and sales analytics 4 Improve balance sheet flexibility and pursue opportunistic M&A o Cash management improvement opportunities o Evaluate opportunistic M&A Our 2024 priorities are consistent with our fundamental strategies 21

 
Investments in new product innovation 22 Deliver “Craveable” Flavor Expand Positive Choices Capture Occasions

 
Strategies planned to deliver our three-year financial targets introduced at our 2023 Investor Day, updated to reflect faster deleveraging 23 Note: See appendix for reconciliation of Utz Non-GAAP financial measures to most directly comparable GAAP measures. (1) Original Net Leverage target of ~3x by YE2026 set on December 15, 2023. Updated to by YE2025 on January 31, 2024, with the announcement of the brand and manufacturing plant dispositions. Three-year targets expected to drive top-tier shareholder returns 4% to 5% Organic Net Sales Growth CAGR 2023 - 2026 ~16% Adj. EBITDA Margin In 2026 Double-digit Adj. EPS Growth CAGR 2023 – 2026 ~3x Net Leverage By year-end 2025 (previously by YE2026(1))

 
Appendix 24

 
Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures 25 See footnotes in Utz’s 4Q’23 earnings press release dated February 29, 2024.

 
Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures 26 See footnotes in Utz’s 4Q’23 earnings press release dated February 29, 2024.

 
Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures 27 See footnotes in Utz’s 4Q’23 earnings press release dated February 29, 2024.

 
Reconciliation of Non-GAAP Financial Measures to Reported Financial Measures 28 See footnotes in Utz’s 4Q’23 earnings press release dated February 29, 2024.

 
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Cover Page
Feb. 29, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Feb. 29, 2024
Entity Registrant Name Utz Brands, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-38686
Entity Tax Identification Number 85-2751850
Entity Address, Address Line One 900 High Street
Entity Address, City or Town Hanover
Entity Address, State or Province PA
Entity Address, Postal Zip Code 17331
City Area Code 717
Local Phone Number 637-6644
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Entity Emerging Growth Company false
Entity Central Index Key 0001739566
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Document Information [Line Items]  
Entity Registrant Name N/A
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