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
third quarter ended June 30, 2024.
THIRD QUARTER FISCAL
2024 SUMMARY
- Total revenue decreased 3.6% year-over-year to $738.8
million,
- Net income increased 39.9% year-over-year to $23.5 million, Net
income margin expansion of 100 basis points,
- Adjusted EBITDA2 increased 6% year-over-year to $107.9 million,
Adjusted EBITDA margin2 expansion of 130 basis points,
- Year-to-date Net cash provided by operating activities of
$152.1 million, an increase of $62.8 million,
- Year-to-date free cash flow2 of $120.2 million, an increase of
$82.0 million,
- Strengthened liquidity by refinancing our Term loan and AR
securitization facility.
COMPANY UPDATES FISCAL
YEAR 2024 GUIDANCE1
Prior Guidance
Updated Guidance
Total Revenue
$2.740 - $2.800 billion
$2.750 - $2.790 billion
Adjusted EBITDA2
$315 - $335 million
$320 - $330 million
Adj. EBITDA Margin2
+90bps to +130bps
+100bps to +120bps
Free Cash Flow2
$55 - $75 million
$65 - $80 million
"Third quarter served as another milestone as we continue to
progress with our One BrightView initiatives and delivered margin
improvement across all segments for both the quarter and the
year-to-date results,” said BrightView President and Chief
Executive Officer Dale Asplund. “Consequently, this positioned us
to reaffirm the midpoint of our Revenue, EBITDA and Margin guidance
for fiscal 2024, while raising our Free Cash Flow guidance for a
second time this year. Our relentless pursuit to drive
transformational change remains in the early innings as we continue
down the path of positioning BrightView as the employer of choice,
while providing better service to our customers and driving
profitable growth."
_______________________
1 For assumptions underlying the prior and
updated fiscal year 2024 guidance, see the Q3 2024 presentation at
investor.brightview.com
2 Adjusted EBITDA, Adjusted EBITDA margin,
and Free cash flow, are non-GAAP measures. Refer to the “Non-GAAP
Financial Measures” section for more information. The Company is
not providing a quantitative reconciliation of its financial
outlook for Adjusted EBITDA to net income (loss), Adjusted EBITDA
margin to net income (loss) margin, or Free cash flows to Cash
flows provided by operating activities, their corresponding GAAP
measures, because the respective GAAP measures that are excluded
from the non-GAAP financial outlook are difficult to reliably
predict or estimate without unreasonable effort due to their
dependence on future uncertainties, such as items discussed below.
Additionally, information that is currently not available to the
Company could have a potentially unpredictable & potentially
significant impact on its future GAAP financial results.
Fiscal 2024 Results – Total BrightView
Total BrightView - Operating
Highlights
Three Months Ended June
30,
Nine Months Ended June
30,
($ in millions, except per share
figures)
2024
2023
Change
2024
2023
Change
Revenue
$
738.8
$
766.0
(3.6%)
$
2,038.4
$
2,072.3
(1.6%)
Net Income (Loss)
$
23.5
$
16.8
39.9%
$
40.8
$
(24.1
)
269.3%
Net Income (Loss) Margin
3.2
%
2.2
%
100 bps
2.0
%
(1.2
%)
320 bps
Adjusted EBITDA
$
107.9
$
101.8
6.0%
$
219.5
$
197.1
11.4%
Adjusted EBITDA Margin
14.6
%
13.3
%
130 bps
10.8
%
9.5
%
130 bps
Net income (loss) available to common
shareholders
$
9.3
$
16.8
(44.6%)
$
9.0
$
(24.1
)
137.3%
Weighted average number of common shares
outstanding
94.5
93.5
1.1%
94.7
93.4
1.4%
Basic Earnings (Loss) per Share
$
0.10
$
0.18
(44.4%)
$
0.09
$
(0.26
)
134.6%
Adjusted Net Income
$
48.3
$
41.4
16.7%
$
68.1
$
33.5
103.3%
Adjusted weighted average number of common
shares outstanding
148.8
93.5
59.1%
148.8
93.4
59.3%
Adjusted Earnings per Share
$
0.32
$
0.44
(27.3%)
$
0.46
$
0.36
27.8%
Adjusted EBITDA, Adjusted EBITDA Margin,
Adjusted Net Income (Loss), Adjusted Earnings (Loss) 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. Basic Earnings (Loss) per Share is determined
by dividing Net Income (Loss) available to common shareholders by
the Weighted average number of common shares outstanding. Net
income (Loss) available to common shareholders is calculated as Net
Income (Loss) less dividends declared on Series A Convertible
Preferred Shares and Earnings allocated to Convertible Preferred
Shares
For the third quarter of fiscal 2024, total revenue decreased
3.6% to $738.8 million driven by a $39.2 million year over year
decrease in revenue from our commercial landscaping business. These
decreases were partially offset by an $11.6 million increase in our
development services revenue.
For the three months ended June 30, 2024, Adjusted EBITDA
increased by $6.1 million to $107.9 million representing a 130
basis point increase in Adjusted EBITDA margin. The increase was
due to the increased revenue described above combined with
successful cost management due to ongoing cost management
initiatives focused on payroll and overhead costs and reduction in
non-core businesses.
For the nine months ended June 30, 2024, total revenue decreased
1.6% to $2,038.4 million driven by a $79.5 million decrease in our
commercial landscaping business. The decrease was partially offset
by $31.5 million of increased revenue from our development services
revenue and an $11.3 million increase in snow removal revenue
compared to the prior year.
During the nine months ended June 30, 2024, Adjusted EBITDA
increased by $22.4 million to $219.5 representing a 130 basis point
expansion of Adjusted EBITDA margin. The increase was due to
successful cost management initiatives focused on payroll and
overhead costs, partially offset by decreased revenue described
above.
Fiscal 2024 Results – Segments
Maintenance Services - Operating
Highlights
Three Months Ended June
30,
Nine Months Ended June
30,
($ in millions)
2024
2023
Change
2024
2023
Change
Landscape Maintenance
$
516.2
$
555.3
(7.0%)
$
1,256.3
$
1,335.8
(6.0%)
Snow Removal
$
8.5
$
9.3
(8.6%)
$
221.2
$
209.9
5.4%
Total Revenue
$
524.7
$
564.6
(7.1%)
$
1,477.5
$
1,545.7
(4.4%)
Adjusted EBITDA
$
89.3
$
94.0
(5.0%)
$
197.8
$
196.2
0.8%
Adjusted EBITDA Margin
17.0
%
16.6
%
40 bps
13.4
%
12.7
%
70 bps
Capital Expenditures
$
15.4
$
9.3
65.6%
$
31.9
$
46.0
(30.7%)
For the third quarter of fiscal 2024, revenue in the Maintenance
Services Segment decreased by $39.9 million, or 7.1%, from the 2023
period. The decrease was principally driven by a reduction in
underlying commercial landscape services, underpinned by strategic
reductions of non-core businesses and reduced ancillary
services.
Adjusted EBITDA for the Maintenance Services Segment for the
three months ended June 30, 2024 decreased by $4.7 million to $89.3
million from $94.0 million in the 2023 period. Segment Adjusted
EBITDA Margin increased 40 basis points, to 17.0%, in the three
months ended June 30, 2024, from 16.6% in the 2023 period. The
decrease in Segment Adjusted EBITDA was principally driven by the
decrease in revenues described above. The increase in Segment
Adjusted EBITDA Margin was driven by lower overhead as a result of
the Company's cost management initiatives partially offset by the
decrease in revenues described above and increased landscape
services labor costs.
For the nine months ended June 30, 2024, Maintenance Services
net service revenues decreased by $68.2 million, or 4.4%, from the
2023 period. The decrease was driven by a $79.5 million, or 5.9%,
decrease in underlying commercial landscape services, largely
underpinned by strategic reductions in our non-core businesses, as
well as decline in our Ancillary services business. This was
partially offset by a $11.3 million increase in snow removal
services revenue, primarily due to higher snowfall than in the
prior period3.
Adjusted EBITDA for the Maintenance Services Segment for the
nine months ended June 30, 2024 increased by $1.6 million to $197.8
million from $196.2 million in the 2023 period. Segment Adjusted
EBITDA Margin increased 70 basis points, to 13.4%, in the nine
months ended June 30, 2024, from 12.7% in the 2023 period. The
increases in Segment Adjusted EBITDA and Segment Adjusted EBITDA
Margin were principally driven by lower labor costs as a result of
the Company's cost management initiatives partially offset by the
decrease in maintenance services revenue described above and
increased landscape services labor costs.
_______________________
3 As defined by the National Oceanic
Atmospheric Administration, U.S. Department of Commerce (“NOAA”)
for the Company's footprint during the respective nine month
period
Development Services - Operating
Highlights
Three Months Ended June
30,
Nine Months Ended June
30,
($ in millions)
2024
2023
Change
2024
2023
Change
Revenue
$
215.0
$
203.4
5.7%
$
564.8
$
533.3
5.9%
Adjusted EBITDA
$
31.1
$
24.1
29.0%
$
65.1
$
53.6
21.5%
Adjusted EBITDA Margin
14.5
%
11.8
%
270 bps
11.5
%
10.1
%
140 bps
Capital Expenditures
$
5.8
$
2.5
132.0%
$
10.2
$
7.2
41.7%
For the third quarter of fiscal 2024, revenue in the Development
Services Segment increased by $11.6 million, or 5.7%, compared to
the 2023 period. The increase was driven by an increase in
Development Services project volumes.
Adjusted EBITDA for the Development Services Segment for the
three months ended June 30, 2024 increased $7.0 million, to $31.1
million, compared to the 2023 period. Segment Adjusted EBITDA
Margin increased 270 basis points, to 14.5% for the quarter from
11.8% in the 2023 period. The increases in Segment Adjusted EBITDA
and Segment Adjusted EBITDA Margin were primarily driven by the
increase in revenues described above combined with decreased labor
costs associated with the mix of projects.
For the nine months ended June 30, 2024, revenue in the
Development Services Segment increased $31.5 million, or 5.9%,
compared to the 2023 period. The increase was primarily driven by
an increase in Development Services project volumes.
Adjusted EBITDA for the Development Services Segment for the
nine months ended June 30, 2024 increased $11.5 million, to $65.1
million in the 2023 period. Segment Adjusted EBITDA Margin
increased 140 basis points, to 11.5% for the period from 10.1% in
the 2023 period. The increases in Segment Adjusted EBITDA and
Segment Adjusted EBITDA Margin were primarily driven by the
increase in revenues described above coupled with savings primarily
from the Company's cost management initiatives.
Total BrightView Cash Flow
Metrics
Nine Months Ended June
30,
($ in millions)
2024
2023
Change
Net Cash Provided by Operating
Activities
$
152.1
$
89.3
70.3
%
Free Cash Flow
$
120.2
$
38.2
214.7
%
Capital Expenditures
$
46.0
$
57.9
(20.6
%)
Net cash provided by operating activities for the nine months
ended June 30, 2024 increased $62.8 million, to $152.1 million,
from $89.3 million in the 2023 period. This increase was due to
increases in cash provided by accounts receivable and unbilled and
deferred revenue and an increase in net income. This was partially
offset by a decrease in cash provided by other operating assets and
an increase in cash used by accounts payable and other operating
liabilities.
Free Cash Flow increased $82.0 million to $120.2 million for the
nine months ended June 30, 2024 from $38.2 million in the prior
year. The increase in Free Cash Flow was due to an increase in net
cash provided by operating activities coupled with a decrease in
cash used for capital expenditures, each as described below.
For the nine months ended June 30, 2024, capital expenditures
were $46.0 million, compared with $57.9 million in the prior year.
The Company also generated proceeds from the sale of property and
equipment of $14.1 million and $6.8 million during the nine months
ended June 30, 2024 and 2023, respectively. Net of the proceeds
from the sale of property and equipment, net capital expenditures
represented 1.6% of revenue in the nine months ended June 30, 2024,
a decrease of 90 bps compared to 2.5% for the nine months ended
June 30, 2023. The year-over-year reduction in capital expenditures
was the result of timing of the delivery of trucks in the third
quarter of 2024, resulting in $21.3 million of accrued capital
expenditures as of June 30, 2024.
Total BrightView Balance Sheet
Metrics
($ in millions)
June 30, 2024
September 30, 2023
June 30, 2023
Total Financial Debt1
$
885.3
$
937.5
$
1,404.3
Minus:
Total Cash & Equivalents
115.9
67.0
9.6
Total Net Financial Debt2
$
769.4
$
870.5
$
1,394.7
Total Net Financial Debt to Adjusted
EBITDA ratio3
2.4x
2.9x
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 June 30, 2024, the Company’s Total Net Financial Debt was
$769.4 million, a decrease of $101.1 million compared to $870.5 as
of September 30, 2023. The year-over-year reduction in Total Net
Financial Debt was the result of the Company's voluntary repayment
of the $82.2 million outstanding balance on its Receivables
Financing Agreement. The Company’s Total Net Financial Debt to
Adjusted EBITDA ratio was 2.4x as of June 30, 2024, compared to
2.9x as of September 30, 2023.
Conference Call Information
A conference call to discuss the third quarter fiscal 2024
financial results is scheduled for August 1, 2024, at 8:30 a.m. ET.
The U.S. toll free dial-in for the conference call is (833)
470-1428 and the international dial-in is +1 (404) 975-4839. The
Conference Access Code is 747713. 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
August 15, 2024. To access the recording, dial (866) 813-9403
(Access Code 207867). A link to the current Earnings Call slides
can be found at investor.brightview.com.
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 safe harbor provision of the U.S. Private
Securities Litigation Reform Act of 1995, Section 27A of the
Securities Act of 1933, as amended (the “Securities Act”), and
Section 21E of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), which are subject to the “safe harbor” created by
those sections. All statements, other than statements of historical
facts included in this press release, including statements
concerning our plans, objectives, 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 and other information, may be
forward-looking statements.
Words such as “outlook,” “guidance,” “projects,” “believes,”
“expects,” “may,” “will,” “should,” “seeks,” “intends,” “plans,”
“estimates,” “continues,” or “anticipates,” and variations of such
words or similar expressions are intended to identify
forward-looking statements. The forward-looking statements are not
historical facts, or guarantees of future performance and are based
upon our current expectations, beliefs, estimates and projections,
and various assumptions, many of which, by their nature, are
inherently uncertain and beyond our control. 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. There are a number of risks,
uncertainties and other important factors, many of which are beyond
our control, that could cause our actual results to differ
materially from the forward-looking statements contained in this
press release. New risk factors and uncertainties may emerge from
time to time, and it is not possible for management to predict all
risk factors and uncertainties. Some of the key factors that could
cause actual results to differ from our expectations include risks
related to: general business, economic, and financial market
conditions; increases in raw material costs, fuel prices, wages and
other operating costs, 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; the
failure to enter into profitable contracts, or maintaining customer
contracts that are unprofitable; a determination by customers to
reduce their outsourcing or use of preferred vendors; the dispersed
nature of our operating structure; our ability to implement our
business strategies and achieve our growth objectives; 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 potential impacts on revenues and our
financial condition caused by any disposition of assets or
discontinuation of lines of business; 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; disruptions in our supply chain and changes in our
ability to source adequate supplies and materials in a timely
manner; any failure to accurately estimate the overall risk,
requirements, or costs when we bid on or negotiate contracts that
are ultimately awarded to us; the conditions and periodic
fluctuations of real estate markets, including residential and
commercial construction; the level, timing and location of
snowfall; our ability to retain or hire our executive management
and other key personnel, and particularly reflecting competition
for talent in light of non-compete rulemaking and legislation; 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, safety, transportation,
and the associated financial impact of such regulations;
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, 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; compliance with data privacy requirements; our
ability to adequately protect our intellectual property;
restrictions imposed by our debt agreements that limit our
flexibility in operating our business; Increases in interest rates
governing our variable rate indebtedness increasing the cost of
servicing our substantial indebtedness; our ability to generate
sufficient cash flow to satisfy our significant debt service
obligations; our ability to obtain additional financing to fund
future working capital, capital expenditures, investments or
acquisitions, or other general corporate requirements; risks
related to counterparty credit worthiness or non-performance of the
derivative financial instruments we utilize; 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, which collectively
hold approximately 58.7% of our shares as of June 30, 2024, to
exert significant influence over us; the fact that the holders of
our Series A Preferred Stock may have different interests from and
vote their shares in a manner deemed adverse to, holders of our
common stock; the dividend, liquidation, and redemption rights of
the holders of our Series A Preferred Stock; occurrence of natural
disasters, terrorist attacks, or other external events; occurrence
of a pandemic or other public health emergency; inflation,
geopolitical conflicts, recession, financial market disruptions and
other economic conditions; our ability to pursue and achieve our
environmental, social and corporate governance goals and targets
and the possibility that complying with such 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, 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 caution you that the risks, uncertainties, and other factors
referenced above may not contain all of the risks, uncertainties
and other factors that are important to you. In addition, we cannot
assure you that we will realize the results, benefits, or
developments that we expect or anticipate or, even if substantially
realized, that they will result in the consequences or affect us or
our business in the way expected. We undertake no obligation to
publicly update or revise any forward-looking statements to reflect
subsequent events or circumstances, any change in assumptions,
beliefs or expectations or any change in circumstances upon which
any such forward-looking statements are based, 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 (Loss)”, “Adjusted Earnings (Loss) per Share”,
“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 (Loss), Adjusted Earnings (Loss) 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 (Loss), Adjusted
Earnings (Loss) 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
(Loss), Adjusted Earnings (Loss) 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 (Loss), Adjusted Earnings (Loss) 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 (Loss): We define Adjusted Net Income (Loss)
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 (Loss) per Share: We define Adjusted Earnings
(Loss) per Share as Adjusted Net Income (Loss) divided by the
Adjusted Weighted Average Number of Common Shares Outstanding for
the period.
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 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
(Loss), Adjusted Earnings (Loss) 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)*
June 30, 2024
September 30, 2023
Assets
Current assets:
Cash and cash equivalents
$
115.9
$
67.0
Accounts receivable, net
446.4
442.3
Unbilled revenue
123.5
143.5
Other current assets
74.3
89.3
Total current assets
760.1
742.1
Property and equipment, net
355.6
315.2
Intangible assets, net
104.1
132.3
Goodwill
2,015.7
2,021.4
Operating lease assets
83.0
86.1
Other assets
44.7
55.1
Total assets
$
3,363.2
$
3,352.2
Liabilities and stockholders’
equity
Current liabilities:
Accounts payable
$
140.5
$
136.2
Deferred revenue
94.6
68.2
Current portion of self-insurance
reserves
54.2
54.8
Accrued expenses and other current
liabilities
210.0
180.2
Current portion of operating lease
liabilities
25.3
27.3
Total current liabilities
524.6
466.7
Long-term debt, net
807.0
888.1
Deferred tax liabilities
40.5
51.1
Self-insurance reserves
111.1
105.1
Long-term operating lease liabilities
64.0
65.1
Other liabilities
45.1
34.6
Total liabilities
1,592.3
1,610.7
Mezzanine equity:
Series A convertible preferred shares,
$0.01 par value, 7% cumulative dividends; 500,000 shares issued and
outstanding as of June 30, 2024 and September 30, 2023, aggregate
liquidation preference of $512.0 and $503.2 as of June 30, 2024 and
September 30, 2023, respectively
507.1
498.2
Stockholders’ equity:
Preferred stock, $0.01 par value;
50,000,000 shares authorized; no shares issued or outstanding as of
June 30, 2024 and September 30, 2023
—
—
Common stock, $0.01 par value; 500,000,000
shares authorized; 108,000,000 and 106,600,000 shares issued and
94,600,000 and 93,600,000 shares outstanding as of June 30, 2024
and September 30, 2023, respectively
1.1
1.1
Treasury stock, at cost; 13,400,000 and
13,000,000 shares as of June 30, 2024 and September 30, 2023,
respectively
(173.5
)
(170.4
)
Additional paid-in capital
1,520.0
1,530.8
Accumulated deficit
(94.5
)
(135.3
)
Accumulated other comprehensive income
10.7
17.1
Total stockholders’ equity
1,263.8
1,243.3
Total liabilities, mezzanine equity and
stockholders’ equity
$
3,363.2
$
3,352.2
(*) Amounts may not total due to
rounding.
BrightView Holdings,
Inc.
Consolidated Statements of
Operations
(Unaudited)
Three Months Ended June
30,
Nine Months Ended June
30,
2024
2023
2024
2023
(in millions)*
Net service revenues
$
738.8
$
766.0
$
2,038.4
$
2,072.3
Cost of services provided
561.2
567.4
1,575.0
1,579.0
Gross profit
177.6
198.6
463.4
493.3
Selling, general and administrative
expense
120.1
136.6
375.0
413.0
Gain on divestiture
(0.1
)
—
(44.0
)
—
Amortization expense
8.6
10.8
27.4
33.7
Income from operations
49.0
51.2
105.0
46.6
Other expense (income)
0.5
(0.6
)
(1.5
)
(2.1
)
Interest expense, net
15.1
27.4
48.2
78.3
Income (loss) before income taxes
33.4
24.4
58.3
(29.6
)
Income tax expense (benefit)
9.9
7.6
17.5
(5.5
)
Net income (loss)
$
23.5
$
16.8
$
40.8
$
(24.1
)
Less: dividends on Series A convertible
preferred shares
8.9
-
26.7
-
Net income (loss) attributable to common
stockholders
$
14.6
$
16.8
$
14.1
$
(24.1
)
Earnings (loss) per share:
Basic and diluted earnings (loss) per
share
$
0.10
$
0.18
$
0.09
$
(0.26
)
Net Income (Loss) Available to
Common Shareholders
(Unaudited)
Three Months Ended June
30,
Nine Months Ended June
30,
2024
2023
2024
2023
(in millions)*
Net income (loss)
$
23.5
$
16.8
$
40.8
$
(24.1
)
Less: dividends on Series A convertible
preferred shares
(8.9
)
—
(26.7
)
—
Less: Earnings allocated to Convertible
Preferred Shares
(5.3
)
—
(5.1
)
—
Net income (loss) available to common
shareholders
$
9.3
$
16.8
$
9.0
$
(24.1
)
Segment Reporting
(Unaudited)
Three Months Ended June
30,
Nine Months Ended June
30,
2024
2023
2024
2023
(in millions)*
Maintenance Services
$
524.7
$
564.6
$
1,477.5
$
1,545.7
Development Services
215.0
203.4
564.8
533.3
Eliminations
(0.9
)
(2.0
)
(3.9
)
(6.7
)
Net Service Revenues
$
738.8
$
766.0
$
2,038.4
$
2,072.3
Maintenance Services
$
89.3
$
94.0
$
197.8
$
196.2
Development Services
31.1
24.1
65.1
53.6
Corporate
(12.5
)
(16.3
)
(43.4
)
(52.7
)
Adjusted EBITDA
$
107.9
$
101.8
$
219.5
$
197.1
Maintenance Services
$
15.4
$
9.3
$
31.9
$
46.0
Development Services
5.8
2.5
10.2
7.2
Corporate
2.0
3.4
3.9
4.7
Capital Expenditures
$
23.2
$
15.2
$
46.0
$
57.9
(*) Amounts may not total due to
rounding.
BrightView Holdings,
Inc.
Consolidated Statements of
Cash Flows
(Unaudited)
Nine Months Ended June
30,
2024
2023
(in millions)*
Cash flows from operating activities:
Net income (loss)
$
40.8
$
(24.1
)
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Depreciation
79.8
80.9
Amortization of intangible assets
27.4
33.7
Amortization of financing costs and
original issue discount
2.0
2.7
Loss on debt extinguishment
0.6
—
Deferred taxes
(10.1
)
(23.0
)
Equity-based compensation
15.1
15.7
Realized gain on hedges
(8.5
)
(6.9
)
Gain on divestiture
(44.0
)
—
Other non-cash activities
(6.0
)
0.1
Change in operating assets and
liabilities:
Accounts receivable
(9.9
)
(53.3
)
Unbilled and deferred revenue
47.1
11.0
Other operating assets
21.4
17.3
Accounts payable and other operating
liabilities
(3.6
)
35.2
Net cash provided by operating
activities
152.1
89.3
Cash flows from investing activities:
Purchase of property and equipment
(46.0
)
(57.9
)
Proceeds from sale of property and
equipment
14.1
6.8
Business acquisitions, net of cash
acquired
—
(13.8
)
Proceeds from divestiture
51.6
—
Other investing activities
3.2
1.9
Net cash provided (used) by investing
activities
22.9
(63.0
)
Cash flows from financing activities:
Repayments of finance lease
obligations
(26.4
)
(20.9
)
Repayments of term loan
—
(9.0
)
Repayments of receivables financing
agreement
(82.2
)
(448.0
)
Repayments of revolving credit
facility
—
(33.5
)
Proceeds from receivables financing
agreement, net of issuance costs
0.5
460.0
Proceeds from revolving credit
facility
—
33.5
Debt issuance and prepayment costs
(2.4
)
—
Series A preferred stock dividend
(8.9
)
—
Proceeds from issuance of common stock,
net of share issuance costs
1.3
1.0
Repurchase of common stock and
distributions
(3.1
)
(1.3
)
Contingent business acquisition
payments
(4.7
)
(18.5
)
Other financing activities
(0.2
)
(0.1
)
Net cash (used) by financing
activities
(126.1
)
(36.8
)
Net change in cash and cash
equivalents
48.9
(10.5
)
Cash and cash equivalents, beginning of
period
67.0
20.1
Cash and cash equivalents, end of
period
$
115.9
$
9.6
Supplemental Cash Flow
Information:
Cash paid (received) for income taxes,
net
$
14.8
$
(18.4
)
Cash paid for interest
$
61.9
$
62.9
Non-cash Series A Preferred Stock
dividends
$
8.9
$
-
Accrual for property and equipment
$
21.3
$
—
(*) Amounts may not total due to
rounding.
BrightView Holdings,
Inc.
Reconciliation of GAAP to
Non-GAAP Financial Measures
(Unaudited)
Three Months Ended June
30,
Nine Months Ended June
30,
(in millions)*
2024
2023
2024
2023
Adjusted EBITDA
Net income (loss)
$
23.5
$
16.8
$
40.8
$
(24.1
)
Plus:
Interest expense, net
15.1
27.4
48.2
78.3
Income tax expense (benefit)
9.9
7.6
17.5
(5.5
)
Depreciation expense
28.1
26.4
79.8
80.9
Amortization expense
8.6
10.8
27.4
33.7
Business transformation and integration
costs (a)
17.1
8.9
33.9
17.5
Gain on divestiture (b)
(0.1
)
—
(44.0
)
—
Equity-based compensation (c)
5.1
3.9
15.3
15.9
COVID-19 related expenses (d)
—
—
—
0.4
Debt extinguishment (e)
0.6
—
0.6
—
Adjusted EBITDA
$
107.9
$
101.8
$
219.5
$
197.1
Adjusted Net Income
Net income (loss)
$
23.5
$
16.8
$
40.8
$
(24.1
)
Plus:
Amortization expense
8.6
10.8
27.4
33.7
Business transformation and integration
costs (a)
17.1
8.9
33.9
17.5
Gain on divestiture (b)
(0.1
)
—
(44.0
)
—
Equity-based compensation (c)
5.1
3.9
15.3
15.9
COVID-19 related expenses (d)
—
—
—
0.4
Debt extinguishment (e)
0.6
—
0.6
—
Income tax adjustment (f)
(6.5
)
1.0
(5.9
)
(9.9
)
Adjusted Net Income
$
48.3
$
41.4
$
68.1
$
33.5
Free Cash Flow
Cash flows provided by operating
activities
$
42.7
$
34.3
$
152.1
$
89.3
Minus:
Capital expenditures
23.2
15.2
46.0
57.9
Plus:
Proceeds from sale of property and
equipment
11.5
3.2
14.1
6.8
Free Cash Flow
$
31.0
$
22.3
$
120.2
$
38.2
Adjusted Earnings per Share
Numerator:
Adjusted Net Income (Loss)
$
48.3
$
41.4
$
68.1
$
33.5
Denominator:
—
—
—
0.0
Weighted average number of common shares
outstanding – basic
94,549,000
93,504,000
94,668,000
93,409,000
Plus:
Dilutive impact of Series A convertible
preferred stock as-converted
54,242,000
—
54,127,000
—
Adjusted weighted average number of common
shares outstanding
148,791,000
93,504,000
148,795,000
93,409,000
Adjusted Earnings per Share
$
0.32
$
0.44
$
0.46
$
0.36
(*) 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 costs, and other.
Three Months Ended June
30,
Nine Months Ended June
30,
(in millions)*
2024
2023
2024
2023
Severance and related costs
$
4.3
$
4.1
$
10.5
$
6.0
Business integration (g)
0.4
2.8
(0.5
)
5.3
IT infrastructure, transformation, and
other (h)
12.4
2.0
23.9
6.2
Business transformation and integration
costs
$
17.1
$
8.9
$
33.9
$
17.5
(b)
Represents the realized gain on sale and
transaction related expenses related to the divestiture of U.S.
Lawns on January 12, 2024.
(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 and cleaning and supply purchases, and other.
(e)
Represents losses on the extinguishment of
debt related to Amendment No. 8 to the Credit Agreement and
includes the write-off of deferred finance fees and original issue
discount.
(f)
Represents the tax effect of pre-tax items
excluded from Adjusted Net Income and the removal of the applicable
discrete tax items, which collectively result in a reduction of
income tax (benefit). The tax effect of pre-tax items excluded from
Adjusted Net Income is computed using the statutory rate related to
the jurisdiction that was impacted by the adjustment after taking
into account the impact of permanent differences and valuation
allowances. Discrete tax items include changes in laws or rates,
changes in uncertain tax positions relating to prior years and
changes in valuation allowances.
Three Months Ended June
30,
Nine Months Ended June
30,
(in millions)*
2024
2023
2024
2023
Tax impact of pre-tax income
adjustments
$
6.9
$
(2.0
)
$
19.3
$
10.8
Discrete tax items
(0.4
)
1.0
(13.4
)
(0.9
)
Income tax adjustment
$
6.5
$
(1.0
)
$
5.9
$
9.9
(g)
Represents isolated expenses specifically
related to the integration of acquired companies such as one-time
employee retention costs, employee onboarding and training costs,
fleet and uniform rebranding costs, and adjustments to performance
based contingent consideration. The Company excludes Business
integration costs from the measures disclosed above since such
expenses vary in amount due to the number of acquisitions and size
of acquired companies as well as factors specific to each
acquisition, and as a result lack predictability as to occurrence
and/or timing, and create a lack of comparability between
periods.
(h)
Represents expenses related to distinct
initiatives, typically significant enterprise-wide changes. Such
expenses are excluded from the measures disclosed above since such
expenses vary in amount based on occurrence as well as factors
specific to each of the activities, are outside of the normal
operations of the business, and create a lack of comparability
between periods.
Total Financial Debt and Total Net
Financial Debt
(in millions)*
June 30, 2024
September 30, 2023
June 30, 2023
Long-term debt, net
$
807.0
$
888.1
$
1,336.2
Plus:
Current portion of long term debt
—
—
12.0
Financing costs, net
6.8
6.6
9.4
Present value of net minimum payment -
finance lease obligations (i)
71.5
42.8
46.7
Total Financial Debt
885.3
937.5
1,404.3
Less: Cash and cash equivalents
(115.9
)
(67.0
)
(9.6
)
Total Net Financial Debt
$
769.4
$
870.5
$
1,394.7
Total Net Financial Debt to Adjusted
EBITDA ratio
2.4x
2.9x
4.8x
(i)
Balance is presented within Accrued
expenses and other current liabilities and Other liabilities in the
Consolidated Balance Sheet.
(*)
Amounts may not total due to rounding.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240731537344/en/
For More Information: Investor Relations Chris
Stoczko, Vice President of Finance IR@brightview.com
News Media David Freireich, Vice President of
Communications & Public Affairs
David.Freireich@brightview.com
BrightView (NYSE:BV)
Gráfico Histórico do Ativo
De Dez 2024 até Jan 2025
BrightView (NYSE:BV)
Gráfico Histórico do Ativo
De Jan 2024 até Jan 2025
