Turning Point Brands, Inc. — Q1 2021 Form 10-Q
Reporting period: Three months ended March 31, 2021; comparisons are with Q1 2020 unless otherwise noted. Amounts are in U.S. dollars; financial statement amounts are generally in millions unless stated otherwise.
Business context and results
Turning Point Brands manufactures, markets and distributes branded consumer products for adult consumers across Zig-Zag Products, Stoker’s Products and NewGen Products. Its brands include Zig-Zag, Stoker’s, Beech-Nut, Trophy, Nu-X and Solace, alongside vapor distribution platforms. The company reports distribution across more than 210,000 North American retail outlets.
- Revenue: $107.6 million, up 18.7%. Growth came from all three segments, led by Zig-Zag.
- Profitability: Gross profit was $53.3 million, up 28.6%; gross margin increased to 49.5% from 45.7%. Operating income was $24.3 million versus $9.0 million. Consolidated net income was $11.5 million; net income attributable to Turning Point Brands was $11.8 million, or $0.62 basic and $0.57 diluted per share, compared with $4.5 million and $0.23 basic and $0.22 diluted per share.
- Segment sales: Zig-Zag $41.0 million (+41.8%); Stoker’s $29.3 million (+10.4%); NewGen $37.4 million (+6.0%). Zig-Zag’s growth reflected higher rolling-paper and MYO cigar-wrap sales; NewGen growth came from vape distribution and Nu-X.
- Cash flow: Operating activities provided $24.2 million, versus $14.7 million. Investing activities used $15.8 million, including $14.9 million for MSA escrow investments. Financing activities provided $102.1 million, primarily reflecting note proceeds and repayment of the prior term loan. Unrestricted cash was $167.4 million at quarter-end; including restricted cash, total cash was $187.5 million.
- Liquidity: Working capital, defined by management as current assets excluding cash less current liabilities, was $68.6 million, up from $65.0 million at year-end. The company reported $21.4 million of availability on its revolving facility.
- Debt: Gross debt was $440.0 million and debt net of deferred financing costs and current maturities was $424.8 million. Debt included $250 million of 5.625% senior secured notes due 2026 and $172.5 million of 2.50% convertible senior notes due 2024. A $25 million revolver was undrawn, apart from approximately $3.6 million of letters of credit. The company stated it was in covenant compliance.
Material changes versus the prior period
- Revenue rose 18.7%, gross profit rose 28.6%, and operating income increased to $24.3 million from $9.0 million. Gross-margin improvement was led by Zig-Zag, including higher MYO cigar-wrap sales and margins associated with the Durfort transaction.
- SG&A fell 10.7% to $28.9 million. Management attributed the decrease mainly to $5.9 million of PMTA-related expense in Q1 2020, which did not recur in Q1 2021.
- Interest expense increased 35.6% to $4.5 million, and the company recorded a $5.7 million loss on extinguishment of debt, both in connection with the refinancing. Adjusted EBITDA, a non-GAAP measure, was $28.0 million versus $17.8 million; the comparison includes the prior-year PMTA expense add-back.
- In February 2021, the company issued $250 million of senior secured notes, used proceeds in part to repay and terminate its $130 million 2018 first-lien term loan, and entered a new $25 million revolving facility.
- The company early adopted ASU 2020-06 retrospectively, changing convertible-note accounting and increasing reported debt while reducing annual interest expense by an estimated $6.7 million; diluted weighted-average shares are expected to increase by approximately 3.2 million. It also changed inventory accounting from LIFO to FIFO retrospectively; the filing reports no effect on Q1 2020 income from that change.
Outlook, risks and unusual items
- Outlook: No specific revenue, earnings or cash-flow guidance is provided. Management said cash on hand, operating cash flows and revolver availability should meet operating cash requirements for the foreseeable future.
- Regulatory exposure: The company submitted PMTAs covering 250 vapor products before the FDA deadline. Authorization, review timing and ongoing marketing permission are uncertain; unsuccessful or delayed applications could affect product availability, revenue and liquidity. Proposed or enacted flavor restrictions and other tobacco and vapor regulation also pose risks.
- Other risks and contingencies: The filing highlights supplier concentration, product-liability claims involving tobacco and vapor products, litigation related to the SDI merger and franchise disputes. Management says it believes it has defenses, but cannot assure a favorable outcome. The company also identifies COVID-19-related operating and supply-chain uncertainty.
- Unusual and subsequent items: The Q1 debt refinancing generated the $5.7 million extinguishment loss, including costs associated with terminating interest-rate swaps. On April 19, 2021, the company invested $8.7 million in Docklight Brands and obtained exclusive U.S. distribution rights for its Marley CBD topical products.
- The company repurchased 119,031 shares under its program for $5.7 million during the quarter and reported $34.1 million remaining under the authorization. The most recent dividend was $0.055 per share, paid April 9, 2021.
Important facts for investors to verify
- Confirm the sustainability and drivers of strong segment growth and margin expansion, especially Zig-Zag’s results and the Durfort contribution.
- Track FDA review and authorization of the 250 PMTAs, as well as potential flavor restrictions and other regulatory actions.
- Assess refinancing costs, total debt, interest burden, revolver availability and covenant restrictions, including limits on dividends and share repurchases.
- Distinguish GAAP earnings from Adjusted EBITDA and review the effects of the debt-extinguishment loss, prior-year PMTA costs and ASU 2020-06 on comparisons and diluted shares.
- Monitor cash-flow quality: Q1 operating cash flow included a $14.9 million increase in accounts payable and a $12.5 million inventory cash use.
- Review pending litigation and the Docklight investment’s performance and follow-on investment rights.