0001668673false00016686732022-03-012022-03-01

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): March 1, 2022

PETIQ, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation)

 

 

001-38163
(Commission
File Number)

 

 

35-2554312
(I.R.S. Employer
Identification No.)

 


(Address of principal executive offices)

230 E. Riverside Dr.

Eagle, Idaho
(Address of principal executive offices)

 

 

83616
(Zip Code)

 

(208) 939-8900

(Registrant’s telephone number, including area code)

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 Class

Trading Symbol

Name of Exchange on Which Registered

Class A common stock, par value $0.001 per share

PETQ

Nasdaq Global Select

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act (17 CFR 240.12b-2)

 Indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act (17 CFR 240.13(a)-1)

 

Item 2.02 Results of Operations and Financial Condition.*

On March 1, 2022, PetIQ, Inc. issued a press release announcing certain financial results for its three months and full year ended December 31, 2021. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number

Description

99.1*

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

*The information furnished under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

SIGNATURES

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.

 

PETIQ, INC.

Dated: March 1, 2022

By

/s/ Zvi Glasman

 

Name:

Zvi Glasman

 

Title:

Chief Financial Officer

PetIQ-SPHLogo_v0113.20_Page_1

PetIQ, Inc. Reports Record Fourth Quarter and Full Year 2021 Financial Results

Reports Fourth Quarter Net Sales of $196.6 Million and Full Year Net Sales of $932.5 Million

Company Provides First Quarter 2022 and Full Year 2022 Outlook

EAGLE, Idaho – March 1, 2022 (GLOBE NEWSWIRE) - PetIQ, Inc. (“PetIQ” or the “Company”) (Nasdaq: PETQ), a leading pet medication and wellness company, today reported financial results for the fourth quarter and full year ended December 31, 2021.

Cord Christensen, PetIQ’s Chairman & CEO commented, “We are very pleased with our strong finish to 2021. Our record fourth quarter was better than we expected driven by growth in the Products segment as we benefited from strong flea and tick and health and wellness sales.”

Christensen continued, “We are excited to launch two new products in the first half of 2022 that we expect to help fuel continued momentum in our branded Products segment. We also are introducing a direct-to-consumer initiative in the second half of 2022 as we continue to provide smarter options for pet parents to help enrich their pets’ lives through convenient and affordable access to veterinarian products and services. We believe our team’s strong operational execution positions us well for continued growth and increasing contribution from our own pet health and wellness brands at an attractive margin in 2022.”

Fourth Quarter 2021 Highlights Compared to Prior Year Period

Record net sales of $196.6 million compared to $164.2 million, an increase of 19.7%
Product segment net sales of $170.9 million compared to $145.1 million, an increase of 17.8%
PetIQ’s manufactured products increased to 31% of Product segment net sales
Services segment net revenues of $25.7 million compared to $19.2 million, an increase of 34.1%
Gross margin increased 140 basis points to 18.8%; adjusted gross margin increased 130 basis points to 21.3%
Net loss of $14.5 million compared to a net loss of $10.1 million
Adjusted net loss of $0.3 million compared to adjusted net loss of $1.0 million, an improvement of $0.7 million
Adjusted EBITDA of $15.3 million compared to $13.0 million, an increase of 17.6%
26 new wellness center openings in the fourth quarter of 2021

Full Year 2021 Highlights Compared to Prior Year Period

Record net sales of $932.5 million compared to $780.1 million, an increase of 19.5%
Product segment net sales of $825.4 million compared to $725.7 million, an increase of 13.7%
PetIQ’s manufactured products were 28% of Product segment net sales
Services segment net revenues of $107.1 million compared to $54.3 million, an increase of 97.1%

Gross margin increased 270 basis points to 20.0%; adjusted gross margin increased 270 basis points to 22.2%
Net loss was $16.4 million compared to a net loss of $85.7 million
Adjusted net income of $31.5 million compared to adjusted net income of $20.1 million, an improvement of $11.4 million
Adjusted EBITDA of $92.9 million compared to $67.8 million, an increase of 37.0%
Adjusted EBITDA margin increased 130 basis points to 10.0%
98 new wellness center openings in 2021

Fourth Quarter 2021 Financial Results

Record net sales of $196.6 million for the fourth quarter of 2021, increased 19.7%, compared to $164.2 million for the same period in the prior year. Fourth quarter net sales were driven by growth in both the Product and Services segments. The Product segment benefited from a robust and stronger than normal end to the flea and tick season with broad-based growth across all categories and continued strength in manufactured products. The Services segment benefited from the reopening of wellness centers and mobile clinics as compared to the prior year period, despite the continued labor-related headwinds experienced in the fourth quarter of 2021. Product segment sales were $170.9 million and Services segment revenues were $25.7 million in the fourth quarter of 2021.

Fourth quarter 2021 gross profit was $36.9 million, an increase of 29.1% compared to $28.6 million in the prior year period. Gross margin increased 140 basis points to 18.8% from 17.4% in the prior year period. Adjusted gross profit was $40.2 million compared to $32.3 million in the prior year period, which reflects favorable product mix including the growth in sales of the Company’s manufactured product portfolio with items such as Capstar® and reflects the benefit of wellness center optimization. Adjusted gross margin increased 130 basis points to 21.3% for the fourth quarter 2021 compared to 20.0% in the prior year period.

Selling, general and administrative expenses (“SG&A”) was $41.5 million for the fourth quarter of 2021 compared to $32.6 million in the prior year period. Adjusted SG&A was $34.3 million for the fourth quarter of 2021 compared to $27.1 million in the prior year period. As a percentage of net sales adjusted SG&A was 18.1% an increase of 130 basis points compared to the prior year period. The increase in SG&A on a GAAP and adjusted basis was primarily due to increased expenses to support the Company’s growth, including increased selling and advertising costs to support the Services segment wellness center clinic openings and to support growth of PetIQ owned brands in the Products segment.

Net loss was $14.5 million for the fourth quarter of 2021 compared to a net loss of $10.1 million in the prior year period. Adjusted net loss was $0.3 million an improvement of $0.7 million compared to an adjusted net loss of $1.0 million in the prior year period.

Fourth quarter adjusted EBITDA was $15.3 million, an increase of 17.6%, compared to $13.0 million in the prior year period. Adjusted EBITDA margin decreased slightly to 7.8% compared to 7.9% in the prior year period which reflects the timing of expenses as full year adjusted EBITDA margin of 10.0% increased 140 basis points compared to 2020.

Adjusted gross profit, adjusted gross margin, adjusted SG&A, adjusted net loss, adjusted EBITDA, and adjusted EBITDA margin are non-GAAP financial measures. The Company believes these non-GAAP financial measures provide investors with additional insight into the way management views reportable


segment operations. See “Non-GAAP Measures” for a definition of these measures and the financial tables that accompany this release for a reconciliation to the most comparable GAAP measure.

Segment Results

Product:

For the fourth quarter of 2021, Product segment net sales increased 17.8% to $170.9 million from $145.1 million in the prior year period. For comparative purposes, Product segment net sales increased 17.4%, excluding $0.5 million in sales related to loss of distribution rights for certain animal health manufacturing products, as previously communicated the last few quarters. A reconciliation table is included of reported net sales to pro forma net sales and adjusted EBITDA for each quarter of 2021 and the full year 2021 is included in this release. The fourth quarter increase in net sales was driven by broad-based growth across all product categories led by the flea and tick and health and wellness categories.

Product segment adjusted EBITDA increased 15.7% to $28.7 million from adjusted EBITDA of $24.8 million in the fourth quarter of 2020. Product segment adjusted EBITDA margin in the fourth quarter of 2021 decreased 30 basis points to 16.8% compared to the prior year period.

For the year ended December 31, 2021, Product segment net sales increased 13.7% to $825.4 million compared to $725.7 million for the prior year period. For comparative purposes, Product segment net sales increased 8.8%, excluding $36.1 million in sales related to loss of distribution rights for certain animal health manufacturing products, as previously communicated the last few quarters. Product adjusted EBITDA increased 27.4% to $149.3 million for the year ended December 31, 2021, representing an adjusted EBITDA margin of 18.1%, an increase of 190 basis points.

Services:

For the fourth quarter of 2021, Services segment net revenues were $25.7 million, an increase of 34.1% compared to $19.2 million in the same period last year. The increase in Services segment net revenues was driven by the re-opening of wellness centers and mobile clinics as compared to the prior year period, despite the continued labor-related headwinds the Company experienced in the fourth quarter of 2021. Services segment adjusted EBITDA was $2.8 million compared to $0.5 million in the fourth quarter of 2020.

For the year ended December 31, 2021, Services segment net revenues were $107.1 million compared to $54.3 million for the prior year period, an increase of 97.1%. Services segment adjusted EBITDA increased $8.4 million to $11.7 million for the year ended December 31, 2021, compared to $3.4 million for the prior year period.

Cash Flow and Balance Sheet

As of December 31, 2021, the Company had cash and cash equivalents of $79.4 million. The Company’s long-term debt, which is comprised of its term loan and convertible debt, was $448.5 million as of December 31, 2021. The Company had total liquidity, which it defines as cash on hand plus availability, of $204.4 million as of December 31, 2021.

Outlook

The Company is reintroducing annual and quarterly guidance.


For the full year 2022 the Company expects:

Net sales of approximately $985 million representing an increase of 5.6% compared to 2021. For comparative purposes, the Company expects net sales to increase approximately 10.0% excluding $36.1 million of sales related to loss of distribution rights for certain animal health manufacturing products, previously communicated the last few quarters.
Adjusted EBITDA of approximately $100 million representing an increase of 7.6% compared to 2021. For comparative purposes, the Company expects adjusted EBITDA to increase approximately 10.0%, excluding $1.8 million in adjusted EBITDA related to loss of distribution rights for certain animal health manufacturing products, previously communicated the last few quarters.

The Company’s annual adjusted EBITDA outlook assumes adjusted SG&A to increase approximately 100 basis points to 17.3% in 2022 compared to 16.3% in 2021 as a result of an incremental $15 million, or 150 basis points of expense, to support its launch into direct-to-consumer channels, two significant new manufactured brand introductions, and continued marketing investments to help accelerate growth of its manufactured brand product portfolio. The Company expects two-thirds of the aforementioned incremental $15 million of SG&A expense to be incurred in the first half of 2022 with a majority recognized in the second quarter of 2022 and zero incremental expense in the fourth quarter of 2022. The annual outlook also assumes nominal improvement in adjusted EBITDA contribution from the Services segment given the continued volatility in the segment’s results as a result of the ongoing impact to the veterinarian labor market from the global pandemic. The Company expects 2022 net sales seasonality to be very similar to the net sales cadence in 2021 for the first two quarters of the year. In the second half of 2021, the Company benefited from a strong late flea and tick season and as a result it expects most of the net sales growth in the second half of 2022 will be weighted to the third quarter with the fourth quarter net sales up nominally.

For the first quarter of 2022 the Company expects:

Net sales of approximately $270 million representing an increase of 6.0% compared to the first quarter of 2021. For comparative purposes, the Company expects net sales to increase approximately 15.3%, excluding $20.2 million of sales related to loss of distribution rights for certain animal health manufacturing products, previously communicated the last few quarters.
Adjusted EBITDA of approximately $28 million representing an increase of 4.1% compared to the first quarter of 2021. For comparative purposes, the Company expects adjusted EBITDA to increase 8.3%, excluding $1.0 million in adjusted EBITDA related to loss of distribution rights for certain animal health manufacturing products, as previously communicated the last few quarters. The Company’s first quarter of 2022 adjusted EBITDA outlook assumes adjusted SG&A as a percent of net sales to be relatively consistent with the first quarter of 2021 at 14.7%, despite an incremental $3 million, or 110 basis points of expense, to support two of its significant new manufactured brand introductions and continued marketing investments to help accelerate growth of its manufactured brand product portfolio.

Conference Call and Webcast


The Company will host a conference call with members of the executive management team to discuss these results with additional comments and details. The conference call is scheduled to begin today at 4:30 p.m. ET. To participate on the live call listeners in North America may dial 877-451-6152 and international listeners may dial 201-389-0879.

In addition, the call will be broadcast live over the Internet hosted at the “Investors” section of the Company's website at www.PetIQ.com. A telephonic playback will be available through March 22, 2022. North American listeners may dial 844-512-2921 and international listeners may dial 412-317-6671; the passcode is 13726719.

About PetIQ

PetIQ is a leading pet medication and wellness company delivering a smarter way for pet parents to help their pets live their best lives through convenient access to affordable veterinary products and services. The company engages with customers through more than 60,000 points of distribution across retail and e-commerce channels with its branded and distributed medications, which is further supported by its own world-class medications manufacturing facility in Omaha, Nebraska. The company’s national service platform, VIP Petcare, operates in over 2,900 retail partner locations in 42 states providing cost effective and convenient veterinary wellness services. PetIQ believes that pets are an important part of the family and deserve the best products and care we can give them.

Contact: Investor.relations@petiq.com or 208.513.1513

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties, such as statements about our plans, objectives, expectations, assumptions or future events. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could” and similar expressions. Forward-looking statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from any future results, performances, or achievements expressed or implied by the forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made or management's good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to, the impact of COVID-19 on our business and the global economy; our ability to successfully grow our business through acquisitions; our dependency on a limited number of customers; our ability to implement our growth strategy effectively; competition from veterinarians and others in our industry; reputational damage to our brands; economic trends and spending on pets; the effectiveness of our marketing and trade promotion programs; recalls or withdrawals of our products or product liability claims; our ability to manage our manufacturing and supply chain effectively; disruptions in our manufacturing and distribution chains; our ability to introduce new products and improve existing products; our ability to protect our intellectual property; costs associated with governmental regulation; our ability to keep and retain key employees; our ability to sustain


profitability; and the risks set forth under the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2021 and other reports filed time to time with the Securities and Exchange Commission.

Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or operating results. The forward-looking statements speak only as of the date on which they are made, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Consequently, you should not place undue reliance on forward-looking statements.

Non-GAAP Financial Measures

In addition to financial results reported in accordance with U.S. GAAP, PetIQ uses the following non-GAAP financial measures: Adjusted net income, adjusted gross profit, adjusted gross margin, adjusted SG&A, adjusted EBITDA, and adjusted EBITDA margin.

Adjusted net (loss) income consists of net (loss) income adjusted for tax expense, acquisition expenses, integration costs and costs of discontinued clinics, non-same-store revenue, non-same-store costs, litigation costs, loss on debt extinguishment, stock-based compensation expense, CFO transition and COVID-19 related costs. Adjusted net income (loss) is utilized by management to evaluate the effectiveness of our business strategies.

Adjusted gross profit consists of gross profit adjusted for gross (profit) loss on veterinarian clinics and wellness centers that are not part of same store sales and COVID related costs. Adjusted gross profit is utilized by management to evaluate the effectiveness of our business strategies.

Adjusted SG&A consists of SG&A adjusted for acquisition expenses, stock-based compensation expense, non-same store adjustment, integration costs, COVID-19 related costs, loss on debt extinguishment and related costs, litigation expense and CFO transition costs.

EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. EBITDA represents net income (loss) before interest, income taxes and depreciation and amortization. Adjusted EBITDA represents EBITDA plus adjustments for transactions that management does not believe are representative of our core ongoing business. Adjusted EBITDA margin is adjusted EBITDA stated as a percentage of net sales. Adjusted EBITDA is utilized by management: (i) as a factor in evaluating management's performance when determining incentive compensation, (ii) to evaluate the effectiveness of our business strategies and (iii) allow for improved comparability over prior periods due to significant growth in the Company’s new wellness centers. The Company presents EBITDA because it is a necessary component for computing adjusted EBITDA.

We believe that the use of adjusted net (loss) income, adjusted gross profit, adjusted gross margin, adjusted general and administrative expenses (Adjusted SG&A), adjusted EBITDA, and adjusted EBITDA margin provide additional tools for investors to use in evaluating ongoing operating results and trends. In addition, you should be aware when evaluating adjusted net income, adjusted gross profit, adjusted SG&A, adjusted EBITDA and adjusted EBITDA margin, that in the future we may incur expenses similar to


those excluded when calculating these measures. Our presentation of these measures should not be construed as an inference that our future results will be unaffected by these or other unusual or non-recurring items. Our computation of adjusted net (loss) income, adjusted gross profit, adjusted gross margin, adjusted SG&A, adjusted EBITDA and adjusted EBITDA margin may not be comparable to other similarly titled measures computed by other companies, because all companies do not calculate adjusted net (loss) income, adjusted gross profit, adjusted SG&A, adjusted EBITDA and adjusted EBITDA margin in the same manner. Our management does not, and you should not, consider adjusted net (loss) income, adjusted gross profit, adjusted gross margin, adjusted SG&A, adjusted EBITDA margin, or adjusted EBITDA in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of adjusted net (loss) income, adjusted gross profit, adjusted gross margin, adjusted SG&A, adjusted EBITDA margin, and adjusted EBITDA is that they exclude significant expenses and income that are required by GAAP to be recorded in our financial statements. See a reconciliation of non-GAAP measures to the most comparable GAAP measure, in the financial tables that accompany this release.

Definitions

Mobile clinic – A mobile clinic is defined as an event, or a visit to a retail host partner location, by the Company’s veterinary staff utilizing the Company’s mobile service vehicles. Clinic locations and schedules vary by location and seasonally. Due to the non-standardization of the Company’s mobile clinics, these clinics are grouped as part of geographic regions.

Wellness center – A wellness center is a physical fixed service location within the existing footprint of one of our retail partners. These wellness centers operate under a variety of brands based on the needs of our partner locations.


PetIQ, Inc.

Condensed Consolidated Balance Sheets

(Unaudited, in 000’s except for per share amounts)

As adjusted1

December 31, 2021

    

December 31, 2020

    

Current assets

Cash and cash equivalents

$

79,406

$

33,456

Accounts receivable, net

113,947

102,755

Inventories

96,440

97,773

Other current assets

8,896

8,312

Total current assets

298,689

242,296

Property, plant and equipment, net

76,613

63,146

Operating lease right of use assets

20,489

20,122

Other non-current assets

2,024

1,870

Intangible assets, net

190,662

213,000

Goodwill

231,110

231,158

Total assets

$

819,587

$

771,592

Liabilities and equity

 

  

 

  

Current liabilities

 

  

 

  

Accounts payable

$

55,057

$

68,131

Accrued wages payable

12,704

10,540

Accrued interest payable

3,811

903

Other accrued expenses

11,680

8,815

Current portion of operating leases

6,500

4,915

Current portion of long-term debt and finance leases

8,350

7,763

Total current liabilities

98,102

101,067

Operating leases, less current installments

14,843

15,789

Long-term debt, less current installments

448,470

403,591

Finance leases, less current installments

2,493

3,338

Other non-current liabilities

459

1,397

Total non-current liabilities

466,265

424,115

Equity

  

  

Additional paid-in capital

368,006

319,642

Class A common stock, par value $0.001 per share, 125,000 shares authorized; 29,139 and 25,711 shares issued and outstanding, respectively

29

26

Class B common stock, par value $0.001 per share, 100,000 shares authorized; 272 and 3,040 shares issued and outstanding, respectively

3

Accumulated deficit

(114,525)

(98,558)

Accumulated other comprehensive loss

(684)

(686)

Total stockholders' equity

252,826

220,427

Non-controlling interest

2,394

25,983

Total equity

255,220

246,410

Total liabilities and equity

$

819,587

$

771,592

(1)Amounts adjusted for adoption of ASU 2020-06

PetIQ, Inc.

Condensed Consolidated Statements of Operations

(Unaudited, in 000’s, except for per share amounts)

As adjusted1

As adjusted1

For the Three Months Ended

For the Year Ended

    

December 31, 2021

    

December 31, 2020

    

December 31, 2021

    

December 31, 2020

Product sales

$

170,947

$

145,055

$

825,395

$

725,705

Services revenue

25,689

19,153

107,133

54,346

Total net sales

196,636

164,208

932,528

780,051

Cost of Products Sold

 

135,729

 

115,306

 

646,402

 

584,401

Cost of services

24,013

20,320

99,733

60,462

Total cost of sales

159,742

135,626

746,135

644,863

Gross profit

 

36,894

 

28,582

 

186,393

 

135,188

Operating expenses

 

  

 

  

 

  

 

  

Selling, general and administrative expenses

 

41,455

 

32,631

 

170,521

 

138,375

Contingent note revaluations gain

Operating income (loss)

 

(4,561)

 

(4,049)

 

15,872

 

(3,187)

Interest expense, net

 

6,003

 

6,347

 

24,696

 

22,807

Foreign currency (gain) loss, net

 

61

 

(235)

 

159

 

(109)

Loss on debt extinguishment

 

 

 

5,453

 

Other income, net

 

168

 

131

 

(1,922)

 

(571)

Total other expense, net

 

6,232

 

6,243

 

28,386

 

22,127

Pretax net loss

(10,793)

(10,292)

(12,514)

(25,314)

Income tax expense

(3,682)

169

(3,869)

(60,413)

Net loss

 

(14,475)

(10,123)

(16,383)

 

(85,727)

Net loss attributable to non-controlling interest

(351)

(1,297)

(416)

(3,072)

Net loss attributable to PetIQ, Inc.

$

(14,124)

$

(8,826)

$

(15,967)

$

(82,655)

Net loss per share attributable to PetIQ, Inc. Class A common stock

Basic

$

(0.49)

$

(0.35)

$

(0.57)

$

(3.36)

Diluted

$

(0.49)

$

(0.35)

$

(0.57)

$

(3.36)

Weighted Average shares of Class A common stock outstanding

Basic

29,113

25,413

28,242

24,629

Diluted

29,113

25,413

28,242

24,629

(1)Amounts adjusted for adoption of ASU 2020-06


PetIQ, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited, in 000’s)

    

For the Year Ended December 31, 

As adjusted1

2021

2020

Cash flows from operating activities

 

Net loss

 

$

(16,383)

$

(85,727)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities

 

  

  

Depreciation, amortization of intangible assets and loan fees

 

39,300

27,483

Loss on debt extinguishment

 

5,453

Gain on disposition of property, plant, and equipment

 

(1,183)

(238)

Stock based compensation expense

9,428

9,170

Deferred tax adjustment

3,487

59,708

Termination of supply agreement

7,801

Contingent note revaluation

Other non-cash activity

 

233

164

Changes in assets and liabilities

 

Accounts receivable

 

(11,197)

(31,652)

Inventories

 

1,283

(17,846)

Other assets

 

(1,380)

556

Accounts payable

 

(12,131)

17,435

Accrued wages payable

 

2,194

1,424

Other accrued expenses

 

4,663

7,121

Net cash provided by (used in) operating activities

 

23,767

(4,601)

Cash flows from investing activities

 

  

  

Proceeds from disposition of property, plant, and equipment

5,132

442

Purchase of property, plant, and equipment

 

(31,270)

(22,392)

Purchase of Capstar and related intangibles

(96,072)

Business acquisitions (net of cash acquired)

Net cash used in investing activities

 

(26,138)

(118,022)

Cash flows from financing activities

 

  

  

Proceeds from issuance of convertible notes

143,750

Payment for Capped Call options

(14,821)

Proceeds from issuance of long-term debt

 

642,568

837,675

Principal payments on long-term debt

 

(597,071)

(838,073)

Payment of financing fees on Convertible Notes

(5,884)

Tax distributions to LLC Owners

(70)

(47)

Principal payments on finance lease obligations

 

(1,926)

(1,965)

Payment of deferred financing fees and debt discount

 

(7,656)

(550)

Tax withholding payments on Restricted Stock Units

(937)

(595)

Exercise of options to purchase class A common stock

13,426

9,274

Net cash provided by financing activities

 

48,334

128,764

Net change in cash and cash equivalents

 

45,963

6,141

Effect of exchange rate changes on cash and cash equivalents

 

(13)

43

Cash and cash equivalents, beginning of period

 

33,456

27,272

Cash and cash equivalents, end of period

$

79,406

$

33,456

(1)Amounts adjusted for adoption of ASU 2020-06

PetIQ, Inc.

Summary Segment Results

(Unaudited, in 000’s)

For the three months ended

For the year ended

$'s in 000's

December 31, 2021

December 31, 2020

December 31, 2021

December 31, 2020

Products segment sales

$

170,947

$

145,055

$

825,395

$

725,705

Services segment revenue:

Same-store sales

18,133

16,285

81,955

45,359

Non same-store sales

7,556

2,868

25,178

8,987

Total services segment revenue

25,689

19,153

107,133

54,346

Total net sales

196,636

164,208

932,528

780,051

Adjusted EBITDA

Products

28,664

24,768

149,321

117,216

Services

2,797

509

11,742

3,387

Unallocated Corporate

(16,153)

(12,256)

(68,171)

(52,811)

Total Adjusted EBITDA

$

15,308

$

13,021

$

92,892

$

67,792

PetIQ, Inc.

Reconciliation between gross profit and adjusted gross profit

(Unaudited, in 000’s)

For the three months ended

For the year ended

December 31, 2021

December 31, 2020

December 31, 2021

December 31, 2020

Gross profit

$

36,894

$

28,582

$

186,393

$

135,188

Plus:

Non same-store gross (profit) loss(3)

3,341

3,535

15,146

11,195

COVID-19 related costs(5)

225

4,403

Adjusted gross profit

$

40,235

$

32,342

$

201,539

$

150,786

Gross Margin %

18.8%

17.4%

20.0%

17.3%

Adjusted gross margin %

21.3%

20.0%

22.2%

19.6%


PetIQ, Inc.

Reconciliation between Selling, General &Administrative (“SG&A”) and adjusted SG&A

(Unaudited, in 000’s)

For the three months ended

For the year ended

December 31, 2021

December 31, 2020

December 31, 2021

December 31, 2020

SG&A

$

41,455

$

32,631

$

170,521

$

138,375

Less:

Acquisition costs(1)

805

92

2,620

Loss on debt extinguishment and related costs(2)

985

Stock based compensation expense

2,240

2,621

9,428

9,170

Non same-store adjustment(3)

2,888

1,416

8,013

5,159

Integration costs(4)

212

165

(876)

9,776

Litigation expenses

1,219

283

4,105

1,006

CFO Transition

597

928

COVID-19 related costs(5)

218

2,073

Adjusted SG&A

$

34,299

$

27,123

$

147,846

$

108,571

% of Sales (GAAP)

21.1%

19.9%

18.3%

17.7%

% of Sales (Adjusted)

18.1%

16.8%

16.3%

14.1%

PetIQ, Inc.

Reconciliation between Net Loss and Adjusted EBITDA

(Unaudited, in 000’s)

For the three months ended

For the year ended

December 31, 2021

December 31, 2020

December 31, 2021

December 31, 2020

Net loss

$

(14,475)

    

$

(10,123)

    

$

(16,383)

    

$

(85,727)

Plus:

 

  

 

  

 

  

 

  

Tax expense

3,682

(169)

3,869

60,413

Depreciation

4,947

3,196

14,366

12,082

Amortization

 

4,654

 

4,502

 

22,336

 

12,815

Interest

 

6,003

 

6,347

 

24,696

 

22,807

EBITDA

$

4,811

$

3,753

$

48,884

$

22,390

Acquisition costs(1)

805

92

2,620

Loss on debt extinguishment and related costs(2)

 

 

 

6,438

Stock based compensation expense

2,240

2,621

9,428

9,170

Non same-store net (income) loss (3)

6,229

4,951

23,159

16,354

Integration costs(4)

212

165

(142)

9,776

Litigation expenses

1,219

283

4,105

1,006

CFO Transition

597

928

COVID-19 related costs(5)

443

6,476

Adjusted EBITDA

$

15,308

$

13,021

$

92,892

$

67,792

Adjusted EBITDA Margin

7.8%

7.9%

10.0%

8.7%

(1)Acquisition costs include legal, accounting, banking, consulting, diligence, and other costs related to completed and contemplated acquisitions.

(2)Loss on debt extinguishment and related costs are related to our entering into two new credit facilities, including the write off of deferred financing costs and related out of pocket costs.
(3)Non same-store revenue and costs relate to our Services Segment wellness centers with less than six full quarters of operating results, and also include pre-opening expenses.
(4)Integration costs and costs of discontinued clinics represent costs related to integrating the acquired businesses including personnel costs such as severance and signing bonuses, consulting costs, contract termination, and IT conversion costs. These costs are primarily in the Products segment and the corporate segment for personnel costs, legal and consulting expenses, and IT costs.
(5)Costs related to maintaining service segment infrastructure, staffing, and overhead related to clinics and wellness centers closed due to COVID-19 related health and safety initiatives.  Product segment and unallocated corporate costs related to incremental wages paid to essential workers and sanitation costs due to COVID.


PetIQ, Inc.

Reconciliation between net loss and adjusted net (loss) income

(Unaudited, in 000’s)

Three Months Ended

Year Ended

December 31, 2021

December 31, 2020

December 31, 2021

December 31, 2020

Net loss

$

(14,475)

    

$

(10,123)

    

$

(16,383)

    

$

(85,727)

Plus:

Tax expense (benefit)

3,682

(169)

3,869

60,413

Acquisition costs(1)

805

92

2,620

Loss on debt extinguishment and related costs(2)

6,438

Stock based compensation expense

2,240

2,621

9,428

9,170

Non same-store adjustment(3)

6,229

4,951

23,159

16,354

Integration costs(4)

212

165

(142)

9,776

Litigation expenses

1,219

283

4,105

1,006

CFO Transition

597

928

COVID-19 related costs(5)

443

6,476

Adjusted Net income (loss)

$

(296)

$

(1,024)

$

31,494

$

20,088

(1)Acquisition costs include legal, accounting, banking, consulting, diligence, and other costs related to completed and contemplated acquisitions.
(2)Loss on debt extinguishment and related costs are related to our entering into two new credit facilities, including the write off of deferred financing costs and related out of pocket costs.
(3)Non same-store revenue and costs relate to our Services Segment wellness centers with less than six full quarters of operating results, and also include pre-opening expenses.
(4)Integration costs and costs of discontinued clinics represent costs related to integrating the acquired businesses including personnel costs such as severance and signing bonuses, consulting costs, contract termination, and IT conversion costs. These costs are primarily in the Products segment and the corporate segment for personnel costs, legal and consulting expenses, and IT costs.
(5)Costs related to maintaining service segment infrastructure, staffing, and overhead related to clinics and wellness centers closed due to COVID-19 related health and safety initiatives.  Product segment and unallocated corporate costs related to incremental wages paid to essential workers and sanitation costs due to COVID.

PetIQ, Inc.

Pro forma impact of loss of distribution

(Unaudited, in 000’s)

For the Three Months Ended

For the Year Ended

March 31

June 30

September 30

December 31

December 31, 2021

Total net sales

$

254,347

271,011

210,534

196,636

$

932,528

Lost Distribution

(20,250)

(11,830)

(3,510)

(480)

(36,070)

Pro forma Net Sales

234,097

259,181

207,024

196,156

896,458

Total Adjusted EBITDA

26,861

34,359

16,364

15,308

92,892

Lost Distribution

(1,012)

(592)

(175)

(24)

(1,803)

Pro forma Adjusted EBITDA

$

25,849

33,767

16,189

15,284

$

91,089