Lifetime Brands to Report Fourth Quarter and Fiscal Year 2022 Financial Results on Thursday, March 9, 2023

GARDEN CITY, N.Y., March 02, 2023 (GLOBE NEWSWIRE) — Lifetime Brands, Inc. (NasdaqGS: LCUT), a leading global designer, developer and marketer of a broad range of branded consumer products used in the home, will release its fourth quarter and fiscal year 2022 financial results at 7:00 a.m. (Eastern Time) on Thursday, March 9, 2023.

The Company has scheduled a conference call for 11:00 a.m., at which time Chief Executive Officer Rob Kay and Chief Financial Officer Larry Winoker will discuss the Company’s financial results and will be available to answer investor questions.

The dial-in number for the conference call is (877) 524-8416 (U.S.) or +1 (412) 902-1028 (International). A live webcast of the conference call will be accessible through: https://event.choruscall.com/mediaframe/webcast.html?webcastid=2cyrFsQo.

For those who cannot listen to the live broadcast, an audio replay of the webcast will be available.

Lifetime Brands, Inc.

Lifetime Brands is a leading global designer, developer and marketer of a broad range of branded consumer products used in the home. The Company markets its products under well-known kitchenware brands, including Farberware®, KitchenAid®, Sabatier®, Amco Houseworks®, Chef’n® Chicago™ Metallic, Copco®, Fred® & Friends, Houdini™, KitchenCraft®, Kamenstein®, La Cafetière®, MasterClass®, Misto®, Swing-A-Way®, Taylor® Kitchen, and Rabbit®; respected tableware and giftware brands, including Mikasa®, Pfaltzgraff®, Fitz and Floyd®, Empire Silver™, Gorham®, International® Silver, Towle® Silversmiths, Wallace®, Wilton Armetale®, V&A®, Royal Botanic Gardens Kew® and Year & Day®; and valued home solutions brands, including BUILT NY®, S’well®, Taylor® Bath, Taylor® Kitchen, Taylor® Weather and Planet Box®. The Company also provides exclusive private label products to leading retailers worldwide.

The Company’s corporate website is www.lifetimebrands.com.

Contacts:

Lifetime Brands, Inc.

Larry Winoker, Chief Financial Officer
516-203-3590
[email protected]

OR

Joele Frank, Wilkinson Brimmer Katcher

Ed Trissel / Andrew Squire / Rose Temple
212-355-4449



Astronics Corporation Reports 2022 Fourth Quarter and Full Year Financial Results

Astronics Corporation Reports 2022 Fourth Quarter and Full Year Financial Results

  • Sales for the quarter were $158.2 million, up 36% over prior-year period; full year sales were $534.9 million, up 20% over prior year
  • Fourth quarter bookings totaled $182.4 million, with book-to-bill ratio of 1.15; full year bookings totaled $690.6 million, up 19.6% over prior year resulting in book-to-bill ratio of 1.29
  • Backlog increased 37.4% during 2022 to a record $571.4 million; Aerospace backlog reached a record $477.7 million
  • Net loss for the quarter was $6.8 million and adjusted EBITDA was $4.3 million
  • Maintaining revenue guidance of $640 million to $680 million for 2023

EAST AURORA, N.Y.–(BUSINESS WIRE)–Astronics Corporation (Nasdaq: ATRO) (“Astronics” or the “Company”), a leading supplier of advanced technologies and products to the global aerospace, defense and other mission critical industries, today reported financial results for the three and twelve months ended December 31, 2022.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20230302005842/en/

(Graphic: Business Wire)

(Graphic: Business Wire)

Peter J. Gundermann, Chairman, President and Chief Executive Officer, commented, “Sales of $158 million were above our expected range and validates both the recovery we are seeing in our commercial aerospace market as well as the progress being made with our supply chain. Bookings of $182 million demonstrates continued strong demand for our products and further substantiates our expectations for another 20% increase in sales in 2023. Although challenges remain, our supply chain continues to improve, which is necessary for us to meet our goals for the year.”

He added, “Margins remained under pressure in the quarter because of inflation and supply chain workarounds. We are passing on increased costs where we can although it will take time to roll through sales. We are expecting improvement in pricing as well as reduction in certain input costs as we advance through 2023.”

Fourth Quarter Results

 

Three Months Ended

 

Year Ended

($ in thousands)

December

31, 2022

December

31, 2021

% Change

 

December

31, 2022

December

31, 2021

% Change

 

 

 

 

 

 

 

 

Sales

$

158,153

 

$

116,052

 

36.3

%

 

$

534,894

 

$

444,908

 

20.2

%

Loss from Operations

$

(3,167

)

$

(8,744

)

63.8

%

 

$

(30,044

)

$

(28,674

)

(4.8

)%

Operating Margin %

 

(2.0

)%

 

(7.5

)%

 

 

 

(5.6

)%

 

(6.4

)%

 

Net Gain on Sale of Businesses

$

 

$

10,677

 

 

 

$

11,284

 

$

10,677

 

 

Net (Loss) Income

$

(6,779

)

$

1,604

 

(522.6

)%

 

$

(35,747

)

$

(25,578

)

(39.8

)%

Net (Loss) Income %

 

(4.3

)%

 

1.4

%

 

 

 

(6.7

)%

 

(5.7

)%

 

 

 

 

 

 

 

 

 

*Adjusted EBITDA

$

4,305

 

$

(805

)

634.8

%

 

$

4,372

 

$

1,898

 

130.3

%

*Adjusted EBITDA Margin %

 

2.7

%

 

(0.7

)%

 

 

 

0.8

%

 

0.4

%

 

*Adjusted EBITDA is a Non-GAAP Performance Measure. Please see the attached table for a reconciliation of Adjusted EBITDA to GAAP net income.

Fourth Quarter 2022 Results (compared with the prior-year period, unless noted otherwise)

Consolidated sales were up $42.1 million from the fourth quarter of 2021. Aerospace sales were up by $39.5 million, or 40.0%, while Test Systems sales increased $2.6 million.

Consolidated operating loss was $3.2 million, compared with operating loss of $8.7 million in the prior-year period. Reduced operating loss reflects higher sales volume, a $5.3 million decline in legal expenses, $2.9 million decline in 401k contribution expense and the benefit of a $1.5 million gain related to indemnification proceeds received during the quarter associated with a litigation settlement. This was offset by approximately $6 million to $7 million in material and labor inflation. The prior-year period operating loss benefited from a $7.5 million offset to cost of products sold from the Aviation Manufacturing Jobs Protection (“AMJP”) Program grant and a $5.0 million gain on the sale of a facility.

Consolidated net loss was $6.8 million, or $(0.21) per diluted share, compared with net income of $1.6 million, or $0.05 per diluted share, in the prior year, which included a $10.7 million pre-tax gain from the sale of its semiconductor business.

Consolidated adjusted EBITDA increased to $4.3 million, or 2.7% of consolidated sales, compared with adjusted EBITDA loss of $0.8 million, or 0.7% of consolidated sales, in the prior-year period.

Bookings were $182.4 million in the quarter resulting in a book-to-bill ratio of 1.15:1. Backlog of $571.4 million at quarter end was at record levels for the fifth consecutive quarter. Approximately $451.4 million of backlog is expected to ship in 2023.

Aerospace Segment Review (refer to sales by market and segment data in accompanying tables)

Aerospace Fourth Quarter 2022 Results (compared with the prior-year period, unless noted otherwise)

Aerospace segment sales increased $39.5 million, or 40.0%, to $138.3 million. Commercial transport sales increased 76.0%, or $44.4 million, and drove the improvement. Sales to this market were $102.8 million, or 65.0% of consolidated sales in the quarter, compared with $58.4 million, or 50.4% of consolidated sales in the fourth quarter of 2021. Improving domestic and regional airline travel that is driving higher fleet utilization and increased narrowbody production rates drove demand for Astronics’ products.

Military Aircraft sales decreased $2.3 million, or 14.7%, to $13.2 million. The prior-year period benefited from incremental non-recurring engineering revenue associated with development programs and higher sales of avionics products.

General Aviation sales decreased $0.9 million, or 5.8%, to $14.6 million. Other revenue decreased $1.7 million to $7.6 million driven by decreased contract manufacturing programs.

Aerospace segment operating profit improved to $5.2 million compared with operating loss of $2.3 million in the same period last year. The increase in operating profit was driven by higher volume primarily in the commercial transport market, $7.1 million reduction in legal expenses, approximately $2.5 million lower 401K costs and a $1.5 million gain related to indemnification proceeds received during the quarter related to a litigation settlement which was recorded as an offset to SG&A expense. These were partially offset by the effects of material and labor inflation. The prior-year period operating loss benefited from a $7.5 million offset to cost of products sold from the Aviation Manufacturing Jobs Protection (“AMJP”) Program grant, and a $5.0 million gain on the sale of a facility.

Aerospace bookings in the fourth quarter of 2022 were $151.7 million for a book-to-bill ratio of 1.10:1. While bookings declined 8.5% sequentially, they improved 2.7% from the prior year’s comparator quarter continuing the elevated level of orders realized with the ongoing recovery of the commercial airline industry. Backlog for the Aerospace segment was a record $477.7 million at the end of the fourth quarter of 2022.

Test Systems Segment Review (refer to sales by market and segment data in accompanying tables)

Test Systems Fourth Quarter Results (compared with the prior-year period, unless noted otherwise)

Test Systems segment sales were $19.8 million, up $2.6 million compared with the prior-year period driven by higher defense revenue.

Test Systems segment operating loss was $4.0 million compared with operating loss of $1.8 million in the fourth quarter of 2021. The higher operating loss was primarily attributable to mix and underabsorption of fixed costs due to volume, $1.8 million in increased legal expenses related to an ongoing litigation claim, and investments in staffing in preparation for the expected contract award from the U.S. Army. As previously disclosed, Astronics Test Systems was selected as the down select winner for the development of its Radio Test Set referred to as TS-4549/T. The Test Systems segment has been investing in significant new development programs which are expected to result in more profitable business in the near future.

Bookings for the Test Systems segment in the quarter were $30.7 million, for a book-to-bill ratio of 1.55:1 for the quarter. Backlog was $93.7 million at the end of 2022 compared with backlog of $81.0 million at the end of 2021.

Liquidity and Financing

Cash on hand at the end of the quarter was $13.8 million and capital expenditures in the quarter were $3.4 million. Net debt was $150.2 million, compared with $133.2 million at the end of 2021.

On January 19, 2023, the Company announced it had completed a financing transaction totaling $205 million, which refinanced its previous revolving credit facility that was scheduled to mature in November 2023. The new financing consists of a $90 million asset-based term loan and a $115 million asset-based revolving credit facility. The term loan has a scheduled maturity of January 19, 2027, an interest rate of SOFR plus 8.75% and is collateralized primarily by real estate, fixed assets and intellectual property. The revolving credit facility has a scheduled maturity of January 19, 2026, an interest rate of SOFR plus 2.25% to 2.75% and is collateralized primarily by inventory and accounts receivable.

Amortization of the term loan principal will begin in April 2023 with a monthly amortization rate of 0.292% of the outstanding term loan principal balance for the period April 1, 2023 through June 1, 2023, increasing to 0.542% per month for the period July 1, 2023 through September 1, 2023 then increasing to 0.833% thereafter.

The new capitalization provided post-closing available liquidity of approximately $35 million, net of required minimum liquidity of $20 million through the date of delivery of the compliance certificate for the quarter ended March 31, 2024, which will then revert to $10 million thereafter. The Company was cash flow positive in the fourth quarter and expects to remain so in 2023.

2023 Outlook

Mr. Gundermann commented, “We are maintaining our earlier revenue guidance of $640 million to $680 million for 2023. The midpoint of this range would represent growth of 23% for the year, slightly higher than the 20% growth achieved in 2022. We are encouraged by our fourth quarter revenue performance, our record backlog, and continued strong demand which is now benefitting from a recovery in the widebody/long-haul market. The first quarter is expected to be our lightest with revenue in the range of $140 million to $150 million. We expect subsequent quarterly revenue to be in the range of $160 million to $185 million, increasing throughout the year.”

He concluded, “Our ability to meet forecast for 2023 will certainly depend on the cooperation of our supply chain, which we perceive is slowly improving. Challenges certainly remain, but our supply base is getting more predictable and the ratio of positive surprises relative to negative surprises is getting higher. We have plenty of backlog for 2023, and believe our supply chain is on track to support our expected revenue range.”

Planned capital expenditures for 2023 are expected to be in the range of $17 million to $20 million.

Fourth Quarter 2022 Webcast and Conference Call

The Company will host a teleconference today at 4:45 p.m. ET. During the teleconference, management will review the financial and operating results for the period and discuss Astronics’ corporate strategy and outlook. A question-and-answer session will follow.

The Astronics conference call can be accessed by calling (201) 493-6784. The listen-only audio webcast can be monitored at investors.astronics.com. To listen to the archived call, dial (412) 317-6671 and enter replay pin number 13736547. The telephonic replay will be available from 7:45 p.m. on the day of the call through Thursday, March 9, 2023. A transcript of the call will also be posted to the Company’s Web site once available.

About Astronics Corporation

Astronics Corporation (Nasdaq: ATRO) serves the world’s aerospace, defense, and other mission critical industries with proven, innovative technology solutions. Astronics works side-by-side with customers, integrating its array of power, connectivity, lighting, structures, interiors, and test technologies to solve complex challenges. For over 50 years, Astronics has delivered creative, customer-focused solutions with exceptional responsiveness. Today, global airframe manufacturers, airlines, military branches, completion centers, and Fortune 500 companies rely on the collaborative spirit and innovation of Astronics. The Company’s strategy is to increase its value by developing technologies and capabilities that provide innovative solutions to its targeted markets.

Safe Harbor Statement

This news release contains forward-looking statements as defined by the Securities Exchange Act of 1934. One can identify these forward-looking statements by the use of the words “expect,” “anticipate,” “plan,” “may,” “will,” “estimate” or other similar expressions and include all statements with regard to the impact of COVID-19 on the Company and its future, reaching any revenue or Adjusted EBITDA margin expectations, the recovery of the commercial aerospace widebody/long haul markets, the recovery of its supply chain, the timing of pricing and impact of inflation on margins, and the expectations of demand by customers and markets. Because such statements apply to future events, they are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated by the statements. Important factors that could cause actual results to differ materially from what may be stated here include the continued global impact of COVID-19 and related governmental and other actions taken in response, trend in growth with passenger power and connectivity on airplanes, the state of the aerospace and defense industries, the market acceptance of newly developed products, internal production capabilities, the timing of orders received, the status of customer certification processes and delivery schedules, the demand for and market acceptance of new or existing aircraft which contain the Company’s products, the need for new and advanced test and simulation equipment, customer preferences and relationships, and other factors which are described in filings by Astronics with the Securities and Exchange Commission. The Company assumes no obligation to update forward-looking information in this news release whether to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results, financial conditions or prospects, or otherwise.

FINANCIAL TABLES FOLLOW

ASTRONICS CORPORATION

CONSOLIDATED INCOME STATEMENT DATA

(Unaudited, $ in thousands except per share data)

 

 

 

 

 

 

Three Months Ended

 

Year Ended

 

12/31/2022

12/31/2021

 

12/31/2022

12/31/2021

Sales

$

158,153

 

$

116,052

 

 

$

534,894

 

$

444,908

 

Cost of products sold 1

 

136,643

 

 

97,588

 

 

 

463,354

 

 

379,545

 

Gross profit

 

21,510

 

 

18,464

 

 

 

71,540

 

 

65,363

 

Gross margin

 

13.6

%

 

15.9

%

 

 

13.4

%

 

14.7

%

 

 

 

 

 

 

Selling, general and administrative 2

 

24,677

 

 

32,222

 

 

 

101,584

 

 

99,051

 

SG&A % of sales

 

15.6

%

 

27.8

%

 

 

19.0

%

 

22.3

%

Net gain on sale of facility

 

 

 

5,014

 

 

 

 

 

5,014

 

Loss from operations

 

(3,167

)

 

(8,744

)

 

 

(30,044

)

 

(28,674

)

Operating margin

 

(2.0

)%

 

(7.5

)%

 

 

(5.6

)%

 

(6.4

)%

 

 

 

 

 

 

Net gain on sale of business 3

 

 

 

10,677

 

 

 

11,284

 

 

10,677

 

Other expense, net of other income

 

431

 

 

532

 

 

 

1,611

 

 

2,159

 

Interest expense, net

 

3,610

 

 

1,552

 

 

 

9,422

 

 

6,804

 

Loss before tax

 

(7,208

)

 

(151

)

 

 

(29,793

)

 

(26,960

)

Income tax (benefit) expense

 

(429

)

 

(1,755

)

 

 

5,954

 

 

(1,382

)

Net (loss) income

$

(6,779

)

$

1,604

 

 

$

(35,747

)

$

(25,578

)

Net (loss) income % of sales

 

(4.3

)%

 

1.4

%

 

 

(6.7

)%

 

(5.7

)%

 

 

 

 

 

 

 

 

 

 

 

 

Basic (loss) earnings per share:

$

(0.21

)

$

0.05

 

 

$

(1.11

)

$

(0.82

)

Diluted (loss) earnings per share:

$

(0.21

)

$

0.05

 

 

$

(1.11

)

$

(0.82

)

 

 

 

 

 

 

Weighted average diluted shares outstanding (in thousands)

 

32,401

 

 

31,915

 

 

 

32,164

 

 

31,061

 

 

 

 

 

 

 

Capital expenditures

$

3,392

 

$

1,395

 

 

$

7,675

 

$

6,034

 

Depreciation and amortization

$

6,872

 

$

7,055

 

 

$

27,777

 

$

29,005

 

 

1 In September 2021, the Company was awarded a grant of $14.7 million as part of the Aviation Manufacturing Jobs Protection Program. In the year ended December 31, 2022, $6.0 million was recognized as an offset to the cost of products sold. In the quarter and year ended December 31, 2021, $7.6 million and $8.7 million, respectively, was recognized as an offset to the cost of products sold.

2 Includes fair value adjustment of contingent consideration liabilities, which was a $2.2 million benefit in the year ended December 31, 2021. The quarter and year ended December 31, 2021 also includes $8.4 million reserve related to its ongoing patent litigation dispute. Additionally, the year ended December 31, 2022 reflects $4.6 million related to the settlement of a litigation claim, a customer accommodation dispute, and a lease termination settlement. In the fourth quarter of 2022, the Company was indemnified by other parties for approximately $1.5 million related to the settlement of the litigation claim and record the gain as an offset to SG&A in that period.

3 Net gain on sale of business for the year ended December 31, 2022 and the quarter and year ended December 31, 2021 is comprised of the additional gain on the sale of the Company’s former semiconductor test business resulting from the contingent earnout for the 2020 and 2021 calendar years.

ASTRONICS CORPORATION

SEGMENT DATA

(Unaudited, $ in thousands)

 

 

 

 

 

 

 

Three Months Ended

 

Year Ended

 

12/31/2022

12/31/2021

 

12/31/2022

12/31/2021

Sales

 

 

 

 

 

Aerospace

$

138,335

 

$

98,836

 

 

$

461,206

 

$

365,261

 

Less Inter-segment

 

 

 

 

 

 

(10

)

 

(23

)

Total Aerospace

 

138,335

 

 

98,836

 

 

 

461,196

 

 

365,238

 

 

 

 

 

 

 

Test Systems

 

19,818

 

 

17,216

 

 

 

73,717

 

 

80,027

 

Less Inter-segment

 

 

 

 

 

 

(19

)

 

(357

)

Total Test Systems

 

19,818

 

 

17,216

 

 

 

73,698

 

 

79,670

 

 

 

 

 

 

 

Total consolidated sales

 

158,153

 

 

116,052

 

 

 

534,894

 

 

444,908

 

 

 

 

 

 

 

Segment operating profit (loss) and margins

 

 

 

 

 

Aerospace

 

5,202

 

 

(2,262

)

 

 

(1,883

)

 

(8,614

)

 

 

3.8

%

 

(2.3

)%

 

 

(0.4

)%

 

(2.4

)%

Test Systems

 

(3,993

)

 

(1,807

)

 

 

(8,118

)

 

(3,765

)

 

 

(20.1

)%

 

(10.5

)%

 

 

(11.0

)%

 

(4.7

)%

Total segment operating profit (loss)

 

1,209

 

 

(4,069

)

 

 

(10,001

)

 

(12,379

)

 

 

 

 

 

 

 

 

 

 

 

 

Net gain on sale of business

 

 

 

10,677

 

 

 

11,284

 

 

10,677

 

Interest expense

 

3,610

 

 

1,552

 

 

 

9,422

 

 

6,804

 

Corporate expenses and other 1

 

4,807

 

 

5,207

 

 

 

21,654

 

 

18,454

 

Loss before taxes

$

(7,208

)

$

(151

)

 

$

(29,793

)

$

(26,960

)

 

1 Includes fair value adjustment of contingent consideration liabilities, which was a $2.2 million benefit in the year ended December 31, 2021.

Reconciliation to Non-GAAP Performance Measures

In addition to reporting net income, a U.S. generally accepted accounting principle (“GAAP”) measure, we present Adjusted EBITDA (earnings before interest, income taxes, depreciation and amortization, non-cash equity-based compensation expense, goodwill, intangible and long-lived asset impairment charges, equity investment income or loss, legal reserves, settlements and recoveries, restructuring charges, gains or losses associated with the sale of businesses and grant benefits recorded related to the AMJP program), which is a non-GAAP measure. The Company’s management believes Adjusted EBITDA is an important measure of operating performance because it allows management, investors and others to evaluate and compare the performance of its core operations from period to period by removing the impact of the capital structure (interest), tangible and intangible asset base (depreciation and amortization), taxes, equity-based compensation expense, goodwill, intangible and long-lived asset impairment charges, equity investment income or loss, legal reserves, settlements and recoveries, customer accommodation settlements, lease termination settlements, restructuring charges, fair value adjustments to the valuation of contingent consideration liabilities, gains or losses associated with the sale of businesses and grant benefits recorded related to the AMJP program, which is not commensurate with the core activities of the reporting period in which it is included. As such, the Company uses Adjusted EBITDA as a measure of performance when evaluating its business and as a basis for planning and forecasting. Adjusted EBITDA is not a measure of financial performance under GAAP and is not calculated through the application of GAAP. As such, it should not be considered as a substitute for the GAAP measure of net income and, therefore, should not be used in isolation of, but in conjunction with, the GAAP measure. Adjusted EBITDA, as presented, may produce results that vary from the GAAP measure and may not be comparable to a similarly defined non-GAAP measure used by other companies.

ASTRONICS CORPORATION

RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED EBITDA

(Unaudited, $ in thousands)

 

 

 

 

 

 

 

 

 

Consolidated

 

Three Months Ended

 

Year Ended

 

12/31/2022

 

12/31/2021

 

12/31/2022

 

12/31/2021

Net (loss) income

$

(6,779

)

 

$

1,604

 

 

$

(35,747

)

 

$

(25,578

)

Add back (deduct):

 

 

 

 

 

 

 

Interest expense

 

3,610

 

 

 

1,552

 

 

 

9,422

 

 

 

6,804

 

Income tax (benefit) expense

 

(429

)

 

 

(1,755

)

 

 

5,954

 

 

 

(1,382

)

Depreciation and amortization expense

 

6,872

 

 

 

7,055

 

 

 

27,777

 

 

 

29,005

 

Equity-based compensation expense

 

1,319

 

 

 

1,313

 

 

 

6,497

 

 

 

6,460

 

Contingent consideration liability fair value adjustment

 

 

 

 

 

 

 

 

 

 

(2,200

)

Restructuring-related charges including severance

 

 

 

 

85

 

 

 

199

 

 

 

577

 

Legal reserve, settlements and recoveries

 

(1,500

)

 

 

8,374

 

 

 

500

 

 

 

8,374

 

Customer accommodation settlement

 

 

 

 

 

 

 

2,100

 

 

 

 

Lease termination settlement

 

 

 

 

 

 

 

450

 

 

 

 

Non-cash 401K contribution accrual

 

1,212

 

 

 

4,199

 

 

 

4,512

 

 

 

4,199

 

AMJP grant benefit

 

 

 

 

(7,541

)

 

 

(6,008

)

 

 

(8,670

)

Net gain on sale of facility

 

 

 

 

(5,014

)

 

 

 

 

 

(5,014

)

Net gain on sale of business

 

 

 

 

(10,677

)

 

 

(11,284

)

 

 

(10,677

)

Adjusted EBITDA

$

4,305

 

 

$

(805

)

 

$

4,372

 

 

$

1,898

 

 

 

 

 

 

 

 

 

Sales

$

158,153

 

 

$

116,052

 

 

$

534,894

 

 

$

444,908

 

Adjusted EBITDA margin

 

2.7

%

 

 

(0.7

)%

 

 

0.8

%

 

 

0.4

%

 

 

 

 

 

 

 

 

ASTRONICS CORPORATION

CONSOLIDATED BALANCE SHEET DATA

($ in thousands)

 

(unaudited)

 

 

 

12/31/2022

 

12/31/2021

ASSETS

 

 

 

Cash and cash equivalents

$

13,778

 

$

29,757

Accounts receivable and uncompleted contracts

 

147,790

 

 

107,439

Inventories

 

187,983

 

 

157,576

Other current assets

 

15,743

 

 

45,089

Property, plant and equipment, net

 

90,658

 

 

95,236

Other long-term assets

 

21,633

 

 

21,439

Intangible assets, net

 

79,277

 

 

94,320

Goodwill

 

58,169

 

 

58,282

Total assets

$

615,031

 

$

609,138

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

Current maturities of long-term debt

$

4,500

 

$

Accounts payable and accrued expenses

 

114,545

 

 

91,257

Customer advances and deferred revenue

 

32,567

 

 

27,356

Long-term debt

 

159,500

 

 

163,000

Other liabilities

 

63,999

 

 

70,921

Shareholders’ equity

 

239,920

 

 

256,604

Total liabilities and shareholders’ equity

$

615,031

 

$

609,138

 

ASTRONICS CORPORATION

CONSOLIDATED CASH FLOWS DATA

(Unaudited, $ in thousands)

Year Ended

Cash flows from operating activities:

December 31, 2022

 

December 31, 2021

Net loss

$

(35,747

)

 

$

(25,578

)

Adjustments to reconcile net loss to cash flows from operating activities:

 

 

 

Non-cash items:

 

 

 

Depreciation and amortization

 

27,777

 

 

 

29,005

 

Provisions for non-cash losses on inventory and receivables

 

3,415

 

 

 

3,942

 

Equity-based compensation expense

 

6,497

 

 

 

6,460

 

Deferred tax expense (benefit)

 

19

 

 

 

(441

)

Net gain on sale of business

 

(11,284

)

 

 

(10,677

)

Net gain on sales of assets

 

 

 

 

(5,083

)

Contingent consideration liability fair value adjustment

 

 

 

 

(2,200

)

Operating lease non-cash expense

 

6,028

 

 

 

5,198

 

Non-cash 401K contribution accrual

 

4,512

 

 

 

4,199

 

Non-cash litigation provision

 

500

 

 

 

8,374

 

Restructuring activities

 

 

 

 

267

 

Other

 

3,086

 

 

 

3,912

 

Cash flows from changes in operating assets and liabilities:

 

 

 

Accounts receivable

 

(41,646

)

 

 

(14,832

)

Inventories

 

(34,058

)

 

 

(5,150

)

Prepaid expenses and other current assets

 

261

 

 

 

20

 

Accounts payable

 

27,843

 

 

 

8,610

 

Accrued expenses

 

787

 

 

 

(5,037

)

Income taxes payable/receivable

 

16,134

 

 

 

156

 

Operating lease liabilities

 

(7,295

)

 

 

(6,036

)

Customer advanced payments and deferred revenue

 

5,264

 

 

 

(235

)

Supplemental retirement plan and other liabilities

 

(405

)

 

 

(404

)

Cash flows from operating activities

 

(28,312

)

 

 

(5,530

)

Cash flows from investing activities:

 

 

 

Proceeds from sales of businesses and assets

 

22,061

 

 

 

9,213

 

Capital expenditures

 

(7,675

)

 

 

(6,034

)

Cash flows from investing activities

 

14,386

 

 

 

3,179

 

Cash flows from financing activities:

 

 

 

Proceeds from long-term debt

 

125,825

 

 

 

20,000

 

Principal payments on long-term debt

 

(124,825

)

 

 

(30,000

)

Stock award and employee stock purchase plan activity

 

97

 

 

 

3,396

 

Finance lease principal payments

 

(93

)

 

 

(901

)

Financing-related costs

 

(2,416

)

 

 

 

Cash flows from financing activities

 

(1,412

)

 

 

(7,505

)

Effect of exchange rates on cash

 

(641

)

 

 

(799

)

Decrease in cash and cash equivalents

 

(15,979

)

 

 

(10,655

)

Cash and cash equivalents at beginning of year

 

29,757

 

 

 

40,412

 

Cash and cash equivalents at end of year

$

13,778

 

 

$

29,757

 

 

 

 

 

ASTRONICS CORPORATION

SALES BY MARKET

(Unaudited, $ in thousands)

 

 

 

 

 

 

Three Months Ended

 

Year Ended

2022 YTD

 

12/31/2022

12/31/2021

% change

 

12/31/2022

12/31/2021

% change

% of Sales

Aerospace Segment

 

 

 

 

 

 

 

 

Commercial Transport

$

102,843

$

58,441

76.0

%

 

$

314,564

$

201,990

55.7

%

58.8

%

Military

 

13,198

 

15,464

(14.7

)%

 

 

54,534

 

70,312

(22.4

)%

10.2

%

General Aviation

 

14,647

 

15,542

(5.8

)%

 

 

63,395

 

56,673

11.9

%

11.9

%

Other

 

7,647

 

9,389

(18.6

)%

 

 

28,703

 

36,263

(20.8

)%

5.4

%

Aerospace Total

 

138,335

 

98,836

40.0

%

 

 

461,196

 

365,238

26.3

%

86.2

%

 

 

 

 

 

 

 

 

 

Test Systems Segment

 

19,818

 

17,216

15.1

%

 

 

73,698

 

79,670

(7.5

)%

13.8

%

 

 

 

 

 

 

 

 

 

Total Sales

$

158,153

$

116,052

36.3

%

 

$

534,894

$

444,908

20.2

%

 

 

SALES BY PRODUCT LINE

(Unaudited, $ in thousands)

 

 

 

 

 

 

Three Months Ended

 

Year Ended

2022 YTD

 

12/31/2022

12/31/2021

% change

 

12/31/2022

12/31/2021

% change

% of Sales

Aerospace Segment

 

 

 

 

 

 

 

 

Electrical Power & Motion

$

54,689

$

39,003

40.2

%

 

$

187,446

$

141,746

32.2

%

35.0

%

Lighting & Safety

 

34,008

 

26,820

26.8

%

 

 

124,347

 

103,749

19.9

%

23.2

%

Avionics

 

29,781

 

17,546

69.7

%

 

 

97,234

 

64,901

49.8

%

18.2

%

Systems Certification

 

10,566

 

5,113

106.6

%

 

 

17,222

 

13,050

32.0

%

3.2

%

Structures

 

1,644

 

965

70.4

%

 

 

6,244

 

5,529

12.9

%

1.2

%

Other

 

7,647

 

9,389

(18.6

)%

 

 

28,703

 

36,263

(20.8

)%

5.4

%

Aerospace Total

 

138,335

 

98,836

40.0

%

 

 

461,196

 

365,238

26.3

%

86.2

%

 

 

 

 

 

 

 

 

 

Test Systems Segment

 

19,818

 

17,216

15.1

%

 

 

73,698

 

79,670

(7.5

)%

13.8

%

 

 

 

 

 

 

 

 

 

Total Sales

$

158,153

$

116,052

36.3

%

 

$

534,894

$

444,908

20.2

%

 

 

ASTRONICS CORPORATION

ORDER AND BACKLOG TREND

(Unaudited, $ in thousands)

 

Q1

2022

Q2

2022

Q3

2022

Q4

2022

Trailing Twelve

Months

 

4/2/2022

7/2/2022

10/1/2022

12/31/2022

12/31/2022

Sales

 

 

 

 

 

Aerospace

$

101,394

$

109,290

$

112,177

$

138,335

$

461,196

Test Systems

 

14,782

 

19,837

 

19,261

 

19,818

 

73,698

Total Sales

$

116,176

$

129,127

$

131,438

$

158,153

$

534,894

 

 

 

 

 

 

Bookings

 

 

 

 

 

Aerospace

$

160,778

$

126,012

$

165,719

$

151,688

$

604,197

Test Systems

 

14,844

 

22,377

 

18,433

 

30,707

 

86,361

Total Bookings

$

175,622

$

148,389

$

184,152

$

182,395

$

690,558

 

 

 

 

 

 

Backlog

 

 

 

 

 

Aerospace

$

394,043

$

410,765

$

464,307

$

477,660

 

Test Systems

 

81,095

 

83,635

 

82,807

 

93,696

 

Total Backlog

$

475,138

$

494,400

$

547,114

$

571,356

 

N/A

 

 

 

 

 

 

Book:Bill Ratio

 

 

 

 

 

Aerospace

 

1.59

 

1.15

 

1.48

 

1.10

 

1.31

Test Systems

 

1.00

 

1.13

 

0.96

 

1.55

 

1.17

Total Book:Bill

 

1.51

 

1.15

 

1.40

 

1.15

 

1.29

 

Company:

David C. Burney, Chief Financial Officer

Phone: (716) 805-1599, ext. 159

Email: [email protected]

Investor Relations:

Deborah K. Pawlowski, Kei Advisors LLC

Phone: (716) 843-3908

Email: [email protected]

KEYWORDS: New York United States North America

INDUSTRY KEYWORDS: Aerospace Technology Manufacturing Other Transport Air Transport Other Manufacturing Other Defense Defense Engineering Electronic Design Automation

MEDIA:

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Victoria’s Secret & Co. Reports Fourth Quarter 2022 Results

Fourth quarter 2022 diluted EPS of $2.10

Fourth quarter 2022 adjusted diluted EPS of $2.47 exceeded guidance

Provides initial full year and first quarter 2023 guidance

REYNOLDSBURG, Ohio, March 02, 2023 (GLOBE NEWSWIRE) — Victoria’s Secret & Co. (“Victoria’s Secret” or the “Company”) (NYSE: VSCO) today reported 2022 financial results for the fourth quarter and fiscal year ended January 28, 2023.

Chief Executive Officer Martin Waters commented, “As we look back on 2022, our first full year as an independent, publicly-traded company, I would like to express my deepest appreciation for the hard work and dedication of our team of associates and partners around the world. In the holiday quarter, our teams controlled what they could control despite a challenging economic environment for our customer, delivered fourth quarter adjusted operating income and adjusted earnings per diluted share above our most recent guidance, and exited the year with Victoria’s Secret and PINK inventory levels down double digits on an adjusted basis — prudently positioned to begin 2023.”

Martin continued, “As we look into the new year, we recognize the environment will likely remain challenging for the foreseeable future. However, we firmly believe our brand repositioning efforts are tracking well and our plans for growth outlined at our Investor Day in October have us on the right path. Our strategic growth plan and our focus on strengthening our core, igniting growth, and transforming the foundation is beginning to come to life. Several exciting examples of this strategy planned in 2023 include continuing to build on our core offerings as the leader in the intimates market through a pipeline of bra launches, the recent launch of our new Victoria’s Secret and PINK customer loyalty program, introducing Adore Me as part of the VS&Co family and leveraging Adore Me’s customer technology through our established market leading brands, and expanding our international footprint both in number of stores and number of countries. We remain committed to evolving and innovating our business, and delivering our long-term financial targets and returning value to our shareholders.”


Fourth Quarter Results


The Company reported net income of $173 million, or $2.10 per diluted share for the fourth quarter of 2022. This result compares to net income of $246 million, or $2.70 per diluted share for the fourth quarter of 2021. Fourth quarter 2022 operating income was $243 million compared to operating income of $333 million in the fourth quarter of 2021.

Excluding the impact of the items described at the conclusion of this press release, fourth quarter 2022 adjusted net income was $203 million, or $2.47 per diluted share, and adjusted operating income was $280 million, compared to net income of $246 million, or $2.70 per diluted share, and operating income of $333 million in the fourth quarter of 2021. The fourth quarter 2022 adjusted results were above our most recent guidance range of adjusted net income of $2.25 to $2.35 per diluted share and adjusted operating income of $265 million to $275 million.

The Company reported net sales of $2.021 billion for the fourth quarter of 2022, a decrease of 7% compared to net sales of $2.175 billion in the prior year fourth quarter. This result was in-line with our most recent guidance of a net sales decline in the range of 7% to 8% compared to the fourth quarter of 2021. Total comparable sales for the fourth quarter of 2022 decreased 6% compared to the fourth quarter of 2021.

Adjusted net income and adjusted operating income are non-GAAP financial measures. At the conclusion of this press release, we have included more information regarding these non-GAAP financial measures, including a reconciliation of each non-GAAP financial measure to the most directly comparable financial measure reported in accordance with GAAP.


Full Year Results


The Company reported net income of $348 million, or $4.14 per diluted share for the full year 2022. This result compares to net income of $646 million, or $7.18 per diluted share for the full year 2021. Full year 2022 operating income was $478 million compared to operating income of $870 million last year.

Excluding the impact of the items described at the conclusion of this press release, full year 2022 adjusted net income was $416 million, or $4.95 per diluted share, and adjusted operating income was $566 million, compared to net income of $646 million, or $7.18 per diluted share, and operating income of $870 million last year.

The Company reported net sales of $6.344 billion for the full year 2022, a decrease of 6% compared to net sales of $6.785 billion in 2021. Total comparable sales for the full year 2022 decreased 8% compared to last year.


Capital Allocation


During the fourth quarter of 2022, the Company invested $36 million to repurchase 0.9 million shares which completed the share repurchase program announced in March 2022. In fiscal year 2022, the Company invested a total of $250 million to repurchase 6.0 million shares at an average price of $41.77 per share.

In January 2023, the Company announced a new share repurchase program (“January 2023 Share Repurchase Program”) providing for the repurchase of up to $250 million of the Company’s common stock through the end of fiscal year 2023. As a component of the January 2023 Share Repurchase Program, the Company entered into an accelerated share repurchase agreement (“ASR”) with Goldman Sachs & Co. LLC (“Goldman Sachs”) to repurchase $125 million of the Company’s common stock. Under the terms of the ASR, the Company made a payment of $125 million to Goldman Sachs on February 2, 2023 and received an initial delivery of approximately 2.4 million shares of the Company’s common stock. The final number of shares to be repurchased will be based on the volume-weighted average price of the Company’s common stock during the term of the ASR, less a discount and subject to adjustments pursuant to the terms of the ASR. The final settlement of the ASR is expected to be completed in the second quarter of 2023.


Full Year and First Quarter 2023 Outlook


The Company’s financial guidance for full year and first quarter 2023 includes forecasted operating results for AdoreMe, Inc. (“Adore Me”), which was acquired by the Company on December 30, 2022.

The Company is forecasting full year 2023 net sales to increase in the mid-single digit range compared to last year’s net sales of $6.344 billion. At this forecasted level of sales, we expect the adjusted operating income rate for the full year 2023 to be similar to 2022.

The Company is forecasting first quarter 2023 net sales to decrease in the mid-single digit range compared to last year’s first quarter net sales of $1.484 billion. At this forecasted level of sales, adjusted operating income for the first quarter of 2023 is expected to be in the range of $55 million to $85 million. Adjusted net income for the first quarter of 2023 is estimated to be in the range of $0.30 to $0.60 per diluted share.  

Beginning in fiscal 2023, adjusted operating income and adjusted net income per diluted share will exclude the financial impact of purchase accounting items related to the Adore Me acquisition, including the amortization of acquired intangible assets, recognition in gross profit of purchase accounting fair value adjustments to acquired inventories as it is sold, and expense (income) related to changes in the estimated fair value of contingent consideration and performance-based payments, as well as other items that we believe are not indicative of our ongoing operations. The Company is not able to provide a reconciliation of forward-looking adjusted operating income or adjusted net income per diluted share to the most directly comparable forward-looking GAAP financial measures because the Company is unable to provide a meaningful or accurate reconciliation or estimation of certain reconciling items without unreasonable effort, due to the inherent difficulty in forecasting the timing of, and quantifying, the various purchase accounting items that are necessary for such reconciliation.

Victoria’s Secret & Co. will conduct its fourth quarter earnings call at 8:00 a.m. Eastern on Friday, March 3, 2023. To listen, call 1-800-619-9066 (international dial-in number: 1-212-519-0836); conference ID 5358727. For an audio replay, call 1-866-363-4001 (international replay number: 1-203-369-0204); conference ID 2746 or log onto www.victoriassecretandco.com.  The materials accompanying the earnings call have been posted on the Investors section of the Company’s website. The audio replay will be available approximately two hours after the conclusion of the call.


About Victoria’s Secret & Co.


Victoria’s Secret & Co. (NYSE: VSCO) is a Fortune 500 specialty retailer of modern, fashion-inspired collections including signature bras, panties, lingerie, casual sleepwear, athleisure and swim, as well as award-winning prestige fragrances and body care. VS&Co is comprised of market leading brands, Victoria’s Secret and Victoria’s Secret PINK, that share a common purpose of inspiring and uplifting our customers in every stage of their lives, and Adore Me, a technology-led, digital-first innovative intimates brand serving women of all sizes and budgets at all phases of life. We are committed to empowering our more than 30,000 associates across a global footprint of approximately 1,360 retail stores in approximately 70 countries. We provide our customers with products and experiences that make them feel good inside and out while driving positive change through the power of our products, platform and advocacy.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

We caution that any forward-looking statements (as such term is defined in the U.S. Private Securities Litigation Reform Act of 1995) contained in this press release or made by us, our management, or our spokespeople involve risks and uncertainties and are subject to change based on various factors, many of which are beyond our control. Accordingly, our future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. Forward-looking statements include, without limitation, statements regarding our future operating results, the implementation and impact of our strategic plans, and our ability to meet environmental, social, and governance goals. Words such as “estimate,” “commit,” “target,” “goal,” “project,” “plan,” “believe,” “seek,” “strive,” “expect,” “anticipate,” “intend,” “potential” and any similar expressions may identify forward-looking statements. Risks associated with the following factors, among others, could affect our financial performance and cause actual results to differ materially from those expressed or implied in any forward-looking statements:

  • the spin-off from Bath & Body Works, Inc. (f/k/a L Brands, Inc.) may not be tax-free for U.S. federal income tax purposes;
  • we may not realize all of the expected benefits of the spin-off;
  • general economic conditions, inflation, consumer confidence, consumer spending patterns and market disruptions including pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises or other major events, or the prospect of these events;
  • the novel coronavirus (COVID-19) global pandemic has had and may continue to have an adverse effect on our business and results of operations;
  • difficulties arising from turnover in company leadership or other key positions;
  • our ability to attract, develop and retain qualified associates and manage labor-related costs;
  • our dependence on mall traffic and the availability of suitable store locations on appropriate terms;
  • our ability to successfully operate and expand internationally and related risks;
  • our independent franchise, license, wholesale, and joint venture partners;
  • our direct channel business;
  • our ability to protect our reputation and the image of our brands;
  • our ability to attract customers with marketing, advertising and promotional programs;
  • the highly competitive nature of the retail industry and the segments in which we operate;
  • consumer acceptance of our products and our ability to manage the life cycle of our brands, keep up with fashion trends, develop new merchandise and launch new product lines successfully;
  • our ability to realize the potential benefits and synergies sought with the acquisition of AdoreMe, Inc.;
  • our ability to source, distribute and sell goods and materials on a global basis, including risks related to:
    • political instability, environmental hazards or natural disasters;
    • significant health hazards or pandemics;
    • legal and regulatory matters;
    • delays or disruptions in shipping and transportation and related pricing impacts; and
    • disruption due to labor disputes;
  • our geographic concentration of vendor and distribution facilities in central Ohio and Southeast Asia;
  • the ability of our vendors to deliver products in a timely manner, meet quality standards and comply with applicable laws and regulations;
  • fluctuations in freight, product input and energy costs, including those caused by inflation;
  • our and our third-party service providers’ ability to implement and maintain information technology systems and to protect associated data and system availability;
  • our ability to maintain the security of customer, associate, third-party and company information;
  • stock price volatility;
  • shareholder activism matters;
  • our ability to maintain our credit rating;
  • our ability to comply with regulatory requirements; and
  • legal, tax, trade and other regulatory matters.

Except as may be required by law, we assume no obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this press release to reflect circumstances existing after the date of this press release or to reflect the occurrence of future events, even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized. Additional information regarding these and other factors can be found in “Item 1A. Risk Factors” in our Annual Report on Form 10-K and Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on March 18, 2022 and December 2, 2022, respectively.

For further information, please contact:  
   
Victoria’s Secret & Co.:  
Investor Relations: Media Relations:
Kevin Wynk Brooke Wilson

investor
[email protected]

[email protected]



Total Sales (Millions):

 
Fourth
Quarter
2022
 
Fourth
Quarter
2021
  %
Inc/
(Dec)
  Full Year
2022
  Full Year
2021
  %
Inc/
(Dec)
                       
Stores – North America $ 1,197.4   $ 1,304.1   (8.2 %)   $ 3,909.5   $ 4,194.1   (6.8 %)
Direct   666.8     718.3   (7.2 %)     1,843.0     2,114.3   (12.8 %)
International1   157.0     153.0   2.6 %     591.8     476.2   24.3 %
Total $ 2,021.2   $ 2,175.4   (7.1 %)   $ 6,344.3   $ 6,784.6   (6.5 %)

1 – Results include consolidated joint venture sales in China, royalties associated with franchised stores and wholesale sales.



Comparable Sales Increase (Decrease):

  Fourth
Quarter
2022
  Fourth
Quarter
2021
 

Full Year
2022

 

Full Year
2021

               
Stores and Direct1 (6%)   1%   (8%)   3%
Stores Only2 (7%)   12%   (7%)   10%

NOTE: Stores are excluded from the comparable sales calculation when they have been closed for four consecutive days or more. Therefore, comparable sales results exclude periods of time that stores were closed for four consecutive days or more as a result of the COVID-19 pandemic.  Please refer to our filings with the Securities and Exchange Commission for further discussion regarding our comparable sales calculation.
1 – Results include company-operated stores in the U.S. and Canada, consolidated joint venture stores in China and direct sales.
2 – Results include company-operated stores in the U.S. and Canada and consolidated joint venture stores in China.

Total Stores:

               
  Stores at 1/29/22 Opened Closed Acquired Reclassed to Joint Venture Stores at 1/28/23
             
Company-Operated:            
U.S. 808 16 (12) 812
Canada 26 (1) 25
Subtotal Company-Operated 834 16 (13) 837
             
China Joint Venture:            
Beauty & Accessories1 35 6 (10) 8 39
Full Assortment 30 4 (1) 33
Subtotal China Joint Venture 65 10 (11) 8 72
             
Partner-Operated:            
Beauty & Accessories 335 20 (39) (8) 308
Full Assortment 128 21 (14) 135
Subtotal Partner-Operated 463 41 (53) (8) 443
             
Adore Me 6 6
             
Total 1,362 67 (77
)
6 1,358

1 – Includes thirteen partner-operated stores at 1/28/23.

         
VICTORIA’S SECRET & CO.
CONSOLIDATED STATEMENTS OF INCOME
THIRTEEN WEEKS ENDED JANUARY 28, 2023 AND JANUARY 29, 2022
(Unaudited)
(In thousands except per share amounts)
         
      2022       2021  
Net Sales $ 2,021,206     $ 2,175,432  
Costs of Goods Sold, Buying and Occupancy   (1,276,938 )     (1,322,187 )
Gross Profit   744,268       853,245  
General, Administrative and Store Operating Expenses   (500,857 )     (520,039 )
Operating Income   243,411       333,206  
Interest Expense   (19,666 )     (11,765 )
Other Income   2,236       1,470  
Income Before Income Taxes   225,981       322,911  
Provision for Income Taxes   53,890       76,859  
Net Income   172,091       246,052  
Less: Net Loss Attributable to Noncontrolling Interest   (898 )      
Net Income Attributable to Victoria’s Secret & Co. $ 172,989     $ 246,052  
Net Income Per Diluted Share Attributable to Victoria’s Secret & Co.   $ 2.10     $ 2.70  
Weighted Average Shares Outstanding   82,299       91,100  

VICTORIA’S SECRET & CO.
CONSOLIDATED AND COMBINED STATEMENTS OF INCOME
FIFTY-TWO WEEKS ENDED JANUARY 28, 2023 AND JANUARY 29, 2022
(Unaudited)
(In thousands except per share amounts)
         
      2022       2021  
Net Sales $ 6,344,298     $ 6,784,633  
Costs of Goods Sold, Buying and Occupancy   (4,085,901 )     (4,024,595 )
Gross Profit   2,258,397       2,760,038  
General, Administrative and Store Operating Expenses   (1,780,764 )     (1,890,501 )
Operating Income   477,633       869,537  
Interest Expense   (60,376 )     (27,424 )
Other Income (Loss)   (419 )     1,005  
Income Before Income Taxes   416,838       843,118  
Provision for Income Taxes   79,175       196,737  
Net Income   337,663       646,381  
Less: Net Loss Attributable to Noncontrolling Interest   (10,443 )      
Net Income Attributable to Victoria’s Secret & Co. $ 348,106     $ 646,381  
Net Income Per Diluted Share Attributable to Victoria’s Secret & Co.   $ 4.14     $ 7.18  
Weighted Average Shares Outstanding1   84,069       90,039  
         
1 – Reported Weighted Average Shares Outstanding reflects diluted shares in 2022. For periods prior to the separation from former parent L Brands, Inc. in the third quarter of 2021, basic shares at the separation date are being utilized for the calculation of basic and diluted net income per share.

                       
  VICTORIA’S SECRET & CO.  
NON-GAAP FINANCIAL INFORMATION  
(Unaudited)  
(In thousands except per share amounts)  
  The non-GAAP financial information presented in this press release should not be construed as an alternative to the reported results determined in accordance with generally accepted accounting principles. Further, the Company’s definition of such non-GAAP financial measures may differ from similarly titled measures used by other companies. Management believes that the presentation of adjusted financial information provides additional information to investors to facilitate the comparison of past and present operations. While it is not possible to predict future results, management believes the adjusted financial information is useful for the assessment of the ongoing operations of the Company because the adjusted items are not indicative of our ongoing operations due to their size and nature. Management uses adjusted financial information as key performance measures of results of operations for the purpose of evaluating performance internally. The non-GAAP financial information should be read in conjunction with the Company’s historical financial statements and notes thereto contained in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. The table below reconciles the non-GAAP financial measures to their most directly comparable GAAP financial measures.

 
   
   
        Fourth Quarter   Year-to-Date  
          2022       2021     2022       2021  
 
Reconciliation of Reported to Adjusted Operating Income
                 
  Reported Operating Income – GAAP   $ 243,411     $ 333,206   $ 477,633     $ 869,537  
  Occupancy-related Legal Matter (a)               21,679        
  Restructuring Charges (b)     5,704           35,052        
  Happy Nation Restructuring Charge (c)     15,926           15,926        
  Adore Me Acquisition Transaction Costs (d)     15,424           15,424        
  Adjusted Operating Income   $ 280,465     $ 333,206   $ 565,714     $ 869,537  
                       
 
Reconciliation of Reported to Adjusted Net Income Attributable to Victoria’s Secret & Co.
             
  Reported Net Income Attributable to Victoria’s Secret & Co. – GAAP   $ 172,989     $ 246,052   $ 348,106     $ 646,381  
  Occupancy-related Legal Matter (a)               21,679        
  Restructuring Charges (b)     5,704           35,052        
  Happy Nation Restructuring Charge (c)     15,926           15,926        
  Adore Me Acquisition Transaction Costs (d)     15,424           15,424        
  Tax Effect of Adjusted Items     (7,040 )         (19,795 )      
  Adjusted Net Income Attributable to Victoria’s Secret & Co.   $ 203,003     $ 246,052   $ 416,392     $ 646,381  
                       
 
Reconciliation of Reported to Adjusted Net Income Per Diluted Share Attributable to Victoria’s Secret & Co.
       
  Reported Net Income Per Diluted Share Attributable to Victoria’s Secret & Co. – GAAP    $ 2.10     $ 2.70   $ 4.14     $ 7.18  
  Occupancy-related Legal Matter (a)               0.19        
  Restructuring Charges (b)     0.05           0.31        
  Happy Nation Restructuring Charge (c)     0.15           0.14        
  Adore Me Acquisition Transaction Costs (d)     0.17           0.16        
  Adjusted Net Income Per Diluted Share Attributable to Victoria’s Secret & Co.   $ 2.47     $ 2.70   $ 4.95     $ 7.18  
                       
  (a) In the first quarter of 2022, we recognized a $21.7 million pre-tax charge ($16.2 million net of tax of $5.5 million), included in buying and occupancy expense, related to a legal matter with a landlord regarding a high-profile store that we surrendered to the landlord prior to separation.  
  (b) In the second quarter of 2022, we recognized a $29.3 million pre-tax charge ($22.1 million net of tax of $7.2 million), $16.2 million included in general, administrative and store operating expense and $13.1 million included in buying and occupancy expense, related to restructuring activities to reorganize our leadership structure. In the fourth quarter of 2022, we recognized a $5.7 million pre-tax charge ($4.3 million net of tax of $1.4 million), $4.8 million included in general, administrative and store operating expense and $0.9 million included in buying and occupancy expense, related to restructuring activities to continue to reorganize and improve our organizational structure.  
  (c) In the fourth quarter of 2022, we recognized a $15.9 million pre-tax charge ($12.1 million net of tax of $3.9 million), $15.1 million included in cost of goods sold, buying and occupancy expense and $0.8 million included in general, administrative and store operating expense, for inventory and other costs related to restructuring actions associated with Happy Nation.  
  (d) In the fourth quarter of 2022, we recognized a $15.4 million pre-tax charge ($13.7 million net of tax of $1.7 million), included in general, administrative and store operating expense, related to professional services and other transaction-related costs associated with the acquisition of Adore Me.  



Iveric Bio Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Iveric Bio Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

PARSIPPANY, N.J.–(BUSINESS WIRE)–IVERIC bio, Inc. (NASDAQ: ISEE) today reported that on March 1, 2023, the Company granted equity-based awards pursuant to the Company’s 2019 Inducement Stock Incentive Plan to nine newly-hired, non-executive employees. These inducement grants were approved by the Company’s compensation and talent strategy committee pursuant to a delegation by the Company’s board of directors and were made as a material inducement to each employee’s acceptance of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4) as a component of his or her employment compensation.

The inducement grants consisted of non-statutory stock options to purchase 107,000 shares of the Company’s common stock and 11,110 restricted stock units for shares of the Company’s common stock.

The stock options have an exercise price of $24.30 per share, equal to the closing price of Iveric Bio’s common stock on March 1, 2023. The stock option grants have a ten-year term and vest over four years, with 25% of the shares underlying the options vesting on March 1, 2024 and an additional 2.0833% of the shares underlying the options vesting at the end of each successive month thereafter. A tranche of 1,250 restricted stock units vests with respect to 100% of the shares underlying the units on April 1, 2023. A tranche of 2,860 restricted stock units vests with respect to 50% of the shares underlying the units on April 1, 2023 and the remaining 50% of the shares underlying the units on April 1, 2024. A tranche of 2,000 restricted stock units vests with respect to 50% of the shares underlying the units on July 1, 2023 and the remaining 50% of the shares on January 1, 2024. A tranche of 5,000 restricted stock units vests with respect to 25% of the shares underlying the units on each of January 2, 2024, January 2, 2025, January 2, 2026 and January 2, 2027. The inducement grants are subject to the terms and conditions of award agreements covering the grants and the Company’s 2019 Inducement Stock Incentive Plan.

Iveric Bio

Iveric Bio is a science-driven biopharmaceutical company focused on the discovery and development of novel treatments for retinal diseases with significant unmet medical needs. The Company is committed to having a positive impact on patients’ lives by delivering high-quality, safe and effective treatments designed to address debilitating retinal diseases including earlier stages of age-related macular degeneration. For more information on the Company, please visit www.ivericbio.com.

ISEE-G

Investor / Media Contact:

Iveric Bio

Kathy Galante

Senior Vice President, Investor Relations

[email protected]

Media Contact:

Jeannie Neufeld

Senior Director, Public Relations and Communications

[email protected]

KEYWORDS: New Jersey United States North America

INDUSTRY KEYWORDS: Biotechnology Health Pharmaceutical Optical Clinical Trials

MEDIA:

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Universal Display Corporation Announces Participation at Upcoming Conferences

Universal Display Corporation Announces Participation at Upcoming Conferences

EWING, N.J.–(BUSINESS WIRE)–Universal Display Corporation (Nasdaq: OLED), enabling energy-efficient displays and lighting with its UniversalPHOLED® technology and materials, today announced its participation in the following investor and industry conferences.

Investor Conference:

BofA Securities 2023 Asia Pacific Telecom, Media and Technology Conference

Date: March 15-16, 2023

Location: Taipei, Taiwan

Presenter: Brian Millard, Vice President and CFO

Industry Conferences:

International Conference on Display Technology (ICDT) 2023

Date: March 31-April 3, 2023

Location: Nanjing, China

Presenter: Dr. Mike Weaver,Vice President of PHOLED R&D

Presentation: Future OLED Displays

Presenter: Dr. Nicholas Thompson,Senior R&D Manager

Presentation: Efficiency, Stability, and Angular Dependence of Plasmonic PHOLEDs

Princeton Materials Institute Symposium

Date: April 3-4, 2023

Location: Princeton, NJ

Presenter: Dr. Nicholas Thompson,Senior R&D Manager

Presentation: Next Generation OLEDs: Increasing Energy Efficiency

2023 MRS (Materials Research Society) Spring Meeting & Exhibit

Date: April 10-14, 2023

Location: San Francisco, CA

Presenter: Dr. Jason Brooks, Distinguished Scientist

Presentation: Blue Phosphorescent OLED Stability Study

2023 OLED KOREA Conference

Date: April 12-14, 2023

Location: Incheon, Korea

Presenter: Dr. Mike Hack,Vice President of Business Development

Presentation: UDC’s Recent Advances with Phosphorescent OLED Technology

About Universal Display Corporation

Universal Display Corporation (Nasdaq: OLED) is a leader in the research, development and commercialization of organic light emitting diode (OLED) technologies and materials for use in display and solid-state lighting applications. Founded in 1994 and with subsidiaries and offices around the world, the Company currently owns, exclusively licenses or has the sole right to sublicense more than 5,500 patents issued and pending worldwide. Universal Display licenses its proprietary technologies, including its breakthrough high-efficiency UniversalPHOLED® phosphorescent OLED technology that can enable the development of energy-efficient and eco-friendly displays and solid-state lighting. The Company also develops and offers high-quality, state-of-the-art UniversalPHOLED materials that are recognized as key ingredients in the fabrication of OLEDs with peak performance. In addition, Universal Display delivers innovative and customized solutions to its clients and partners through technology transfer, collaborative technology development and on-site training. To learn more about Universal Display Corporation, please visit https://oled.com/.

Universal Display Corporation and the Universal Display Corporation logo are trademarks or registered trademarks of Universal Display Corporation. All other company, brand or product names may be trademarks or registered trademarks.

All statements in this document that are not historical, such as those relating to the projected adoption, development and advancement of the Company’s technologies, and the Company’s expected results and future declaration of dividends, as well as the growth of the OLED market and the Company’s opportunities in that market, are forward-looking financial statements within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements in this document, as they reflect Universal Display Corporation’s current views with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated. These risks and uncertainties are discussed in greater detail in Universal Display Corporation’s periodic reports on Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, including, in particular, the section entitled “Risk Factors” in Universal Display Corporation’s Annual Report on Form 10-K for the year ended December 31, 2022. Universal Display Corporation disclaims any obligation to update any forward-looking statement contained in this document.

Follow Universal Display Corporation

Twitter

Facebook

YouTube

(OLED-C)

Universal Display Contact:

Darice Liu

[email protected]

[email protected]

+1 609-964-5123

KEYWORDS: California New Jersey China United States North America Asia Pacific South Korea Taiwan

INDUSTRY KEYWORDS: Consumer Electronics Technology Professional Services Semiconductor Research Nanotechnology Alternative Energy Energy Science Hardware Finance

MEDIA:

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Virtus Stone Harbor Closed-End Funds Announce Expected Reorganization

Virtus Stone Harbor Closed-End Funds Announce Expected Reorganization

HARTFORD, Conn.–(BUSINESS WIRE)–
The Boards of Trustees of the Virtus Stone Harbor Emerging Markets Income Fund (NYSE: EDF) and Virtus Stone Harbor Emerging Markets Total Income Fund (NYSE: EDI) have approved the reorganization of EDI with and into EDF. The surviving fund will continue to be known as Virtus Stone Harbor Emerging Markets Income Fund and will retain the EDF ticker symbol.

At the annual meeting of shareholders of EDF scheduled for May 22, 2023, EDF shareholders will be asked to approve the fund’s issuance of additional shares of common stock to effect the reorganization. No action is needed by shareholders of EDI in connection with the reorganization. The transaction is expected to qualify as a tax-free reorganization for federal income tax purposes and will be effected at each fund’s respective net asset value (NAV) at the time of the reorganization.

The boards of EDI and EDF have approved this reorganization as a result of a comprehensive assessment of the two funds, which have substantially similar investment objectives and strategies, and are managed by the same investment adviser, Virtus Alternative Investment Advisers, Inc., and subadviser, Stone Harbor Investment Partners. The boards believe this reorganization will benefit shareholders of both funds through the creation of a larger fund that may offer economies of scale, including lower portfolio trading costs and a lower total annual operating expense ratio, as the fixed expenses of the combined fund would be spread over a larger asset base. The boards also believe shareholders may benefit from enhanced market liquidity for the combined fund’s common stock, which could positively impact trading in the combined fund’s shares.

A proxy statement containing information about the meeting and the proposal to issue additional shares of EDF to facilitate the reorganization will be mailed to EDF’s shareholders of record as of March 31, 2023. An information statement and prospectus containing information about the reorganization will be mailed to EDI’s shareholders prior to the reorganization. Shareholders are advised to read the proxy statement (for EDF) or information statement and prospectus (for EDI) because each will contain important information about the transaction and related matters. When filed with the Securities and Exchange Commission, the proxy statement, information statement, and prospectus will be available for free at www.sec.gov.

About the Funds

Virtus Stone Harbor Emerging Markets Income Fund (EDF) and Virtus Stone Harbor Emerging Markets Total Income Fund (EDI) are non-diversified, closed-end management investment companies that are managed by Stone Harbor Investment Partners. EDF’s investment objective is to maximize total return, which consists of income on its investments and capital appreciation. EDI’s investment objective is to maximize total return, which consists of income and capital appreciation on its investments in emerging markets securities. There is no assurance that either fund will achieve its investment objective.

For more information on these funds, contact Shareholder Services at (866) 270-7788, by email at [email protected], or through the Closed-End Funds section of virtus.com.

Fund Risks

An investment in a fund is subject to risk, including the risk of possible loss of principal. A fund’s shares may be worth less upon their sale than what an investor paid for them. Shares of closed-end funds may trade at a premium or discount to their NAV. For more information about each fund’s investment objective and risks, please see the fund’s annual report. A copy of each fund’s most recent annual report may be obtained free of charge by contacting Shareholder Services as set forth at the end of this press release.

About Stone Harbor

Stone Harbor Investment Partners is a global institutional fixed-income investment manager specializing in credit and asset allocation strategies. The firm manages institutional clients’ assets in a range of investment strategies including emerging markets debt, global high yield, bank loans, as well as multi-sector credit products including unconstrained and total return approaches. The firm’s investment strategies are based on fundamental insights, derived from a combination of proprietary research and the in-depth knowledge and specialized experience of the firm’s team. Founded in 2006, it is based in New York City with additional offices in London and Singapore. Stone Harbor Investment Partners is a division of Virtus Fixed Income Advisers, LLC, a registered investment adviser affiliated with Virtus Investment Partners. For more information, visit shipemd.com.

About Virtus Investment Partners, Inc.

Virtus Investment Partners (NASDAQ: VRTS) is a distinctive partnership of boutique investment managers singularly committed to the long-term success of individual and institutional investors. The company provides investment management products and services through its affiliated managers and select subadvisers, each with a distinct investment style, autonomous investment process, and individual brand. For more information, visit virtus.com.

Additional Information

The information in this press release is for informational purposes only and shall not constitute an offer to sell, the solicitation of an offer to sell, the solicitation of an offer to buy any securities, or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

For Further Information:

Shareholder Services

(866) 270-7788

[email protected]

KEYWORDS: United States North America Connecticut

INDUSTRY KEYWORDS: Professional Services Finance

MEDIA:

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Enact Welcomes Jerome Upton to its Board of Directors

RALEIGH, N.C., March 02, 2023 (GLOBE NEWSWIRE) — Enact Holdings, Inc. (Nasdaq: ACT) (Enact) a leading provider of private mortgage insurance through its insurance subsidiaries, has appointed Jerome Upton to the company’s board of directors.

“We are pleased to welcome Jerome to Enact’s Board of Directors and Risk Committee,” said Dominic Addesso, Chairperson of the Enact Board, “In addition to having a strong financial background, Jerome also will provide a unique perspective from his substantial experience with Genworth’s international mortgage insurance business. Jerome’s business acumen and long tenure with Genworth will be a great complement to the skills and perspectives represented on the board and will serve the Company well.”

Mr. Upton has served as Genworth’s Senior Vice President, Deputy Chief Financial Officer, and Controller since April 2022. Genworth announced in early February of this year that it would be separating the roles of Chief Financial Officer (CFO) and Chief Investment Officer, and that Mr. Upton would be named Executive Vice President and Chief Financial Officer.

Over his many years with Genworth, Mr. Upton has served in a variety of roles, including interim CFO of Genworth’s U.S. Life Insurance segment from August 2019 to August 2020, and Chief Financial and Operations Officer of Genworth’s Global Mortgage Insurance business from May 2012 to August 2019. Prior to joining Genworth, then GE, in 1998, Mr. Upton served in leadership positions with KPMG Peat Marwick and Century American Insurance Company.

Complete Enact board member biographies, including roles and committee assignments, can be found on the company website under the Corporate Governance tab at https://ir.enactmi.com/corporate-governance/governance-overview.

About Enact Holdings, Inc.


Enact
(Nasdaq: ACT), operating principally through its wholly-owned subsidiary Enact Mortgage Insurance Corporation since 1981, is a leading U.S. private mortgage insurance provider committed to helping more people achieve the dream of homeownership. Building on a deep understanding of lenders’ businesses and a legacy of financial strength, we partner with lenders to bring best-in class service, leading underwriting expertise, and extensive risk and capital management to the mortgage process, helping to put more people in homes and keep them there. By empowering customers and their borrowers, Enact seeks to positively impact the lives of those in the communities in which it serves in a sustainable way. Enact is headquartered in Raleigh, North Carolina.



Investor Contact
Daniel Kohl
[email protected]

Media Contact
Sarah Wentz
[email protected]

Gap Inc. Announces First Quarter Dividend

Gap Inc. Announces First Quarter Dividend

SAN FRANCISCO–(BUSINESS WIRE)–Gap Inc. (NYSE: GPS) today announced its board of directors has authorized a first quarter fiscal year 2023 dividend of $0.15 per share, payable on or after April 26, 2023 to shareholders of record at the close of business on April 5, 2023.

About Gap Inc.

Gap Inc., a collection of purpose-led lifestyle brands, is the largest American specialty apparel company offering clothing, accessories, and personal care products for men, women, and children under the Old Navy, Gap, Banana Republic, and Athleta brands. The company uses omni-channel capabilities to bridge the digital world and physical stores to further enhance its shopping experience. Gap Inc. is guided by its purpose, Inclusive, by Design, and takes pride in creating products and experiences its customers love while doing right by its employees, communities, and planet. Gap Inc. products are available for purchase worldwide through company-operated stores, franchise stores, and e-commerce sites. Fiscal year 2021 net sales were $16.7 billion. For more information, please visit www.gapinc.com.

Investor Relations Contact:

Nina Bari

(415) 427-4510

[email protected]

Media Relations Contact:

Megan Foote

(415) 832-1989

[email protected]

KEYWORDS: California United States North America

INDUSTRY KEYWORDS: Men Retail Manufacturing Consumer Online Retail Discount/Variety Department Stores Teens Children Baby/Maternity Specialty Women Textiles Fashion

MEDIA:

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Mercury Systems Appoints Christine Fox Harbison as Executive Vice President and Chief Growth Officer

ANDOVER, Mass., March 02, 2023 (GLOBE NEWSWIRE) — Mercury Systems, Inc., (NASDAQ: MRCY, www.mrcy.com), a technology company that delivers processing power for the most demanding aerospace and defense missions, today announced the appointment of Christine Fox Harbison as Executive Vice President and Chief Growth Officer, effective March 6, 2023.

Reporting to Mercury CEO Mark Aslett, Harbison will be responsible for executing the company’s growth strategy, driving enterprise-level capture and proposal efforts, leading strategic account management, and developing global technology partnerships and initiatives.

Harbison joins the company from Northrop Grumman’s Defense Systems sector, where she served as Vice President and General Manager of the Combat Systems and Mission Readiness division. Prior to that, she was Vice President of Northrop Grumman’s Advanced Ground Sensors business unit and held roles of increasing importance at Raytheon Company. Harbison holds an M.S. in computer science from Old Dominion University and a B.S. in computer science and mathematics from the University of Maine. She is an active member of The Forum for Executive Women, the Women in Defense Organization, and the National Defense Industrial Association.

“We are exceptionally pleased to welcome Christine to the Mercury leadership team,” said CEO Mark Aslett. “With an impressive track record of driving growth, developing new markets, and building successful partnerships over three decades in defense and commercial technology business, she will be instrumental in executing our growth strategy for long-term value creation.”

“Positioned at the intersection of high-tech and defense, Mercury is poised to expand its critical role in the U.S. defense industrial base,” said Harbison. “I am thrilled by the opportunity to make leading-edge commercial technologies profoundly more accessible to the national security missions that keep our nation safe.”

Mercury Systems – Innovation that Matters® by and for People Who Matter

Mercury Systems is a technology company that pushes processing power to the tactical edge, making the latest commercial technologies profoundly more accessible for today’s most challenging aerospace and defense missions. From silicon to system scale, Mercury enables customers to accelerate innovation and turn data into decision superiority. Mercury is headquartered in Andover, Massachusetts, and has 24 locations worldwide. To learn more, visit mrcy.com. (Nasdaq: MRCY)

Forward-Looking Safe Harbor Statement

This press release contains certain forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, including those relating to the products and services described herein and to business performance in fiscal 2023 and beyond, including our projections for revenue, organic growth, bookings growth, and adjusted EBITDA, our expectations regarding the size of our addressable market, and our plans for growth and improvement in profitability and cash flow. You can identify these statements by the use of the words “may,” “will,” “could,” “should,” “would,” “plans,” “expects,” “anticipates,” “continue,” “estimate,” “project,” “intend,” “likely,” “forecast,” “probable,” “potential,” and similar expressions. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include, but are not limited to, continued funding of defense programs, the timing and amounts of such funding, general economic and business conditions, including unforeseen weakness in the Company’s markets, effects of epidemics and pandemics such as COVID, effects of any U.S. Federal government shutdown or extended continuing resolution, effects of continued geopolitical unrest and regional conflicts, competition, inflation, changes in technology and methods of marketing, delays in completing engineering and manufacturing programs, changes in customer order patterns, changes in product mix, continued success in technological advances and delivering technological innovations, changes in, or in the U.S. Government’s interpretation of, federal export control or procurement rules and regulations, changes in, or in the interpretation or enforcement of, environmental rules and regulations, market acceptance of the Company’s products, shortages in or delays in receiving components, supply chain delays or volatility for critical components such as semiconductors, production delays or unanticipated expenses including due to performance quality issues or manufacturing execution issues, the impact of the COVID pandemic and supply chain disruption, inflation and labor shortages, among other things, on program execution and the resulting effect on customer satisfaction, inability to fully realize the expected benefits from acquisitions, restructurings and value creation initiatives such as 1MPACT, or delays in realizing such benefits, challenges in integrating acquired businesses and achieving anticipated synergies, effects of shareholder activism, increases in interest rates, changes to industrial security and cyber-security regulations and requirements, changes in tax rates or tax regulations, such as the deductibility of internal research and development, changes to interest rate swaps or other cash flow hedging arrangements, changes to generally accepted accounting principles, difficulties in retaining key employees and customers, which difficulties may be enhanced by the Company’s announced strategic review initiative, including a potential sale of the Company, unanticipated challenges with the transition of the Company’s Chief Financial Officer role, unanticipated costs under fixed-price service and system integration engagements, and various other factors beyond our control. These risks and uncertainties also include such additional risk factors as are discussed in the Company’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended July 1, 2022. The Company cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made.

MEDIA CONTACT

Turner Brinton
Senior Director of Corporate Communications
[email protected]

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/82d22e71-6192-41c6-8709-250fb81bd6b9



United Insurance Holdings Corp. Reports Financial Results for Its Fourth Quarter and Year Ended December 31, 2022

United Insurance Holdings Corp. Reports Financial Results for Its Fourth Quarter and Year Ended December 31, 2022

Company to Host Quarterly Conference Call at 5:00 P.M. ET on March 2, 2023

The information in this press release should be read in conjunction with an investor presentation that is available on the Company’s website at investors.upcinsurance.com/Presentations.

ST. PETERSBURG, Fla.–(BUSINESS WIRE)–
United Insurance Holdings Corp. (Nasdaq: UIHC)(UPC Insurance or the Company), a property and casualty insurance holding company, today reported its financial results for the fourth quarter and year ended December 31, 2022.

($ in thousands, except for per share data)

Three Months Ended

 

Year Ended

December 31,

 

December 31,

 

 

2022

 

 

 

2021

 

 

Change

 

 

2022

 

 

 

2021

 

 

Change

Gross premiums written

$

229,239

 

 

$

268,890

 

 

(14.7

)%

 

$

1,124,063

 

 

$

1,329,445

 

 

(15.4

)%

Gross premiums earned

$

296,323

 

 

$

341,886

 

 

(13.3

)%

 

$

1,223,183

 

 

$

1,408,443

 

 

(13.2

)%

Net premiums earned

$

134,177

 

 

$

145,081

 

 

(7.5

)%

 

$

462,626

 

 

$

589,761

 

 

(21.6

)%

Total revenues

$

113,475

 

 

$

154,544

 

 

(26.6

)%

 

$

455,422

 

 

$

634,527

 

 

(28.2

)%

Loss before income tax

$

(294,616

)

 

$

(6,202

)

 

NM

 

 

$

(442,625

)

 

$

(83,857

)

 

NM

 

Net loss attributable to UIHC

$

(294,914

)

 

$

(2,316

)

 

NM

 

 

$

(467,999

)

 

$

(57,919

)

 

NM

 

Net loss available to UIHC common

stockholders per diluted share

$

(6.84

)

 

$

(0.05

)

 

NM

 

 

$

(10.87

)

 

$

(1.35

)

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of net loss to core loss:

 

 

 

 

 

 

 

 

 

 

 

Plus: Non-cash amortization of intangible assets and goodwill impairment (1)

$

812

 

 

$

811

 

 

0.1

%

 

$

16,817

 

 

$

3,555

 

 

NM

 

Less: Net realized gains (losses) on investment portfolio

$

(30,226

)

 

$

(2,349

)

 

NM

 

 

$

(32,082

)

 

$

3,567

 

 

NM

 

Less: Unrealized gains (losses) on equity securities

$

3,285

 

 

$

1,528

 

 

NM

 

 

$

(6,585

)

 

$

3,237

 

 

NM

 

Less: Net tax impact (2)

$

5,828

 

 

$

343

 

 

NM

 

 

$

11,652

 

 

$

(682

)

 

NM

 

Core loss (3) (4)

$

(272,989

)

 

$

(1,027

)

 

NM

 

 

$

(424,167

)

 

$

(60,486

)

 

NM

 

Core loss per diluted share (3) (4)

$

(6.33

)

 

$

(0.02

)

 

NM

 

 

$

(9.85

)

 

$

(1.41

)

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

Book value per share

 

 

 

 

 

 

$

(4.16

)

 

$

7.20

 

 

NM

 

NM = Not Meaningful

(1)

 

For the year ended December 31, 2022, non-cash amortization of intangible assets includes $13.6 million related to the impairment of goodwill attributable to the Company’s personal residential property and casualty insurance policies (personal lines) operating segment.

(2)

 

In order to reconcile net loss to the core loss measures, the Company included the tax impact of all adjustments using the 21% corporate federal tax rate.

(3)

 

For the three months and year ended December 31, 2022, core loss includes $71.0 million and $128.5 million, respectively, in tax expense related to the Company’s recognition of a valuation allowance.

(4)

 

Core loss, and core loss per diluted share, both of which are measures that are not based on GAAP, are reconciled above to net loss and net loss per diluted share, respectively, the most directly comparable GAAP measures. Additional information regarding non-GAAP financial measures presented in this press release can be found in the “Definitions of Non-GAAP Measures” section, below.

“We are deeply disappointed with our fourth quarter results driven by Hurricane Ian loss development that ultimately exhausted the reinsurance available to our subsidiary, United Property & Casualty Insurance Company (UPC),” said Dan Peed, CEO. “Our immediate focus has shifted to providing the Florida Department of Financial Services the Company’s full cooperation to complete the separation and run-off of UPC. We have a lot of work to do in this regard, but our team remains optimistic that our continuing operations led by our commercial lines business underwritten by American Coastal Insurance Company will return us to profitability in 2023.”

Return on Equity and Core Return on Equity

The calculations of the Company’s return on equity and core return on equity are shown below.

($ in thousands)

Three Months Ended

 

Year Ended

December 31,

 

December 31,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

Net loss attributable to UIHC

$

(294,914

)

 

$

(2,316

)

 

$

(467,999

)

 

$

(57,919

)

Return on equity based on GAAP net loss attributable to UIHC (1)

 

NM

 

 

 

(2.7

)%

 

 

NM

 

 

 

(16.9

)%

 

 

 

 

 

 

 

 

Core loss

$

(272,989

)

 

$

(1,027

)

 

$

(424,167

)

 

$

(60,486

)

Core return on equity (1)(2)

 

NM

 

 

 

(1.2

)%

 

 

NM

 

 

 

(17.6

)%

NM = Not Meaningful

(1)

 

Return on equity for the three months and year ended December 31, 2022 and 2021 is calculated on an annualized basis by dividing the net loss or core loss for the period by the average stockholders’ equity for the trailing twelve months.

(2)

 

Core return on equity, a measure that is not based on GAAP, is calculated based on core loss, which is reconciled on the first page of this press release to net loss, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this press release can be found in the “Definitions of Non-GAAP Measures” section below.

Combined Ratio and Underlying Ratio

The calculations of the Company’s combined ratio and underlying combined ratio on a consolidated basis and attributable to both the Company’s personal lines and commercial residential property and casualty insurance policies (commercial lines) operating segments are shown below.

($ in thousands)

Three Months Ended

 

Year Ended

December 31,

 

December 31,

 

2022

 

2021

 

Change

 

2022

 

2021

 

Change

Consolidated

 

 

 

 

 

 

 

 

 

 

 

Loss ratio, net(1)

252.6

%

 

58.9

%

 

193.7 pts

 

137.8

%

 

71.6

%

 

66.2 pts

Expense ratio, net(2)(3)

56.2

%

 

50.2

%

 

6.0 pts

 

56.5

%

 

48.7

%

 

7.8 pts

Combined ratio (CR)(4)

308.8

%

 

109.1

%

 

199.7 pts

 

194.3

%

 

120.3

%

 

74.0 pts

Effect of current year catastrophe losses on CR

146.5

%

 

8.6

%

 

137.9 pts

 

61.2

%

 

19.3

%

 

41.9 pts

Effect of prior year unfavorable (favorable) development on CR

43.9

%

 

(2.4

)%

 

46.3 pts

 

24.3

%

 

4.7

%

 

19.6 pts

Underlying combined ratio(5)

118.4

%

 

102.9

%

 

15.5 pts

 

108.8

%

 

96.3

%

 

12.5 pts

 

 

 

 

 

 

 

 

 

 

 

 

Personal Lines

 

 

 

 

 

 

 

 

 

 

 

Loss ratio, net(1)

430.3

%

 

71.2

%

 

359.1 pts

 

225.9

%

 

88.2

%

 

137.7 pts

Expense ratio, net(2)(3)

69.4

%

 

48.1

%

 

21.3 pts

 

67.6

%

 

46.2

%

 

21.4 pts

Combined ratio (CR)(4)

499.7

%

 

119.3

%

 

380.4 pts

 

293.5

%

 

134.4

%

 

159.1 pts

Effect of current year catastrophe losses on CR

252.5

%

 

11.5

%

 

241.0 pts

 

98.4

%

 

25.0

%

 

73.4 pts

Effect of prior year unfavorable (favorable) development on CR

85.5

%

 

(1.3

)%

 

86.8 pts

 

49.5

%

 

7.7

%

 

41.8 pts

Underlying combined ratio(5)

161.7

%

 

109.1

%

 

52.6 pts

 

145.6

%

 

101.7

%

 

43.9 pts

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Lines

 

 

 

 

 

 

 

 

 

 

 

Loss ratio, net(1)

49.0

%

 

31.9

%

 

17.1 pts

 

39.8

%

 

31.6

%

 

8.2 pts

Expense ratio, net(2)

40.5

%

 

54.3

%

 

(13.8) pts

 

43.2

%

 

53.5

%

 

(10.3) pts

Combined ratio (CR)(4)

89.5

%

 

86.2

%

 

3.3 pts

 

83.0

%

 

85.1

%

 

(2.1) pts

Effect of current year catastrophe losses on CR

24.9

%

 

2.2

%

 

22.7 pts

 

19.8

%

 

5.5

%

 

14.3 pts

Effect of prior year favorable development on CR

(3.9

)%

 

(4.9

)%

 

1.0 pts

 

(3.6

)%

 

(2.5

)%

 

(1.1) pts

Underlying combined ratio(5)

68.5

%

 

88.9

%

 

(20.4) pts

 

66.8

%

 

82.1

%

 

(15.3) pts

(1)

 

Loss ratio, net is calculated as losses and loss adjustment expenses (LAE), net of losses ceded to reinsurers, relative to net premiums earned.

(2)

 

Expense ratio, net is calculated as the sum of all operating expenses less interest expense relative to net premiums earned.

(3)

 

Includes the impairment of goodwill, which had an impact of 2.9% on the company’s consolidated expense ratios and a 5.6% impact on the company’s personal lines expense ratios during the year ended December 31, 2022, respectively.

(4)

 

Combined ratio is the sum of the loss ratio, net and expense ratio, net.

(5)

 

Underlying combined ratio, a measure that is not based on GAAP, is reconciled above to the combined ratio, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this press release can be found in the “Definitions of Non-GAAP Measures” section, below.

Combined Ratio Analysis

The calculations of the Company’s loss ratios and underlying loss ratios are shown below.

($ in thousands)

Three Months Ended

 

Year Ended

December 31,

 

December 31,

 

2022

 

 

 

2021

 

 

Change

 

 

2022

 

 

 

2021

 

 

Change

Loss and LAE

$

338,977

 

 

$

85,520

 

 

$

253,457

 

$

637,647

 

 

$

422,134

 

 

$

215,513

 

% of Gross earned premiums

 

114.4

%

 

 

25.0

%

 

89.4 pts

 

 

52.1

%

 

 

30.0

%

 

22.1 pts

% of Net earned premiums

 

252.6

%

 

 

58.9

%

 

193.7 pts

 

 

137.8

%

 

 

71.6

%

 

66.2 pts

Less:

 

 

 

 

 

 

 

 

 

 

 

Current year catastrophe losses

$

196,581

 

 

$

12,515

 

 

$

184,066

 

$

283,190

 

 

$

113,740

 

 

$

169,450

 

Prior year reserve unfavorable (favorable) development

 

58,876

 

 

 

(3,488

)

 

 

62,364

 

 

112,636

 

 

 

27,856

 

 

 

84,780

 

Underlying loss and LAE (1)

$

83,520

 

 

$

76,493

 

 

$

7,027

 

$

241,821

 

 

$

280,538

 

 

$

(38,717

)

% of Gross earned premiums

 

28.2

%

 

 

22.4

%

 

5.8 pts

 

 

19.8

%

 

 

19.9

%

 

(0.1) pts

% of Net earned premiums

 

62.2

%

 

 

52.7

%

 

9.5 pts

 

 

52.3

%

 

 

47.6

%

 

4.7 pts

(1)

 

Underlying loss and LAE is a non-GAAP financial measure and is reconciled above to loss and LAE, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this press release can be found in the “Definitions of Non-GAAP Measures” section, below.

The calculations of the Company’s expense ratios are shown below.

($ in thousands)

Three Months Ended

 

Year Ended

December 31,

 

December 31,

2022

 

2021

 

Change

 

2022

 

2021

 

Change

Policy acquisition costs

$

60,285

 

 

$

44,501

 

 

$

15,784

 

 

$

154,233

 

 

$

173,574

 

 

$

(19,341

)

Operating and underwriting

 

8,750

 

 

 

14,124

 

 

 

(5,374

)

 

 

43,632

 

 

 

56,257

 

 

 

(12,625

)

General and administrative

 

6,427

 

 

 

14,278

 

 

 

(7,851

)

 

 

63,317

 

 

 

57,212

 

 

 

6,105

 

Total Operating Expenses

$

75,462

 

 

$

72,903

 

 

$

2,559

 

 

$

261,182

 

 

$

287,043

 

 

$

(25,861

)

% of Gross earned premiums

 

25.5

%

 

 

21.3

%

 

4.2 pts

 

 

21.4

%

 

 

20.4

%

 

1.0 pts

% of Net earned premiums

 

56.2

%

 

 

50.2

%

 

6.0 pts

 

 

56.5

%

 

 

48.7

%

 

7.8 pts

Quarterly Financial Results

Net loss attributable to the Company for the fourth quarter of 2022 was $294.9 million, or $6.84 per diluted share, compared to $2.3 million, or $0.05 per diluted share, for the fourth quarter of 2021. Drivers of the net loss during the fourth quarter of 2022 include decreased gross written premiums which were partially offset by a decline in ceded premiums earned, unfavorable development related to Hurricane Ian which exhausted the Company’s personal lines reinsurance coverage for the event, unfavorable development on prior year losses, and impairment losses of $22.7 million realized on a portion of the fixed maturity portfolio attributable to the Company’s personal lines operating segment. This was partially offset by income related to the sale of our remaining properties in 2022.

The Company’s total gross written premium decreased by $39.7 million, or 14.7%, to $229.2 million for the fourth quarter of 2022, from $268.9 million for the fourth quarter of 2021. This decrease was driven primarily by the transition of the Southeast business to Homeowners Choice Property & Casualty Insurance Company, Inc. (HCPCI) in the second half of 2022. In addition, the Company experienced a decline in written premiums across the personal lines business, due to underwriting actions taken by the Company throughout 2021 and 2022. The breakdown of the quarter-over-quarter changes in both direct written and assumed premiums by region and gross written premium by line of business are shown in the table below.

($ in thousands)

 

Three Months Ended

December 31,

 

 

 

 

 

 

2022

 

2021

 

Change $

 

Change %

Direct Written and Assumed Premium by Region (1)

 

 

 

 

 

 

 

 

Florida

 

$

202,211

 

$

190,220

 

$

11,991

 

 

6.3

%

Gulf

 

 

14,480

 

 

41,983

 

 

(27,503

)

 

(65.5

)

Northeast

 

 

11,705

 

 

19,741

 

 

(8,036

)

 

(40.7

)

Southeast

 

 

740

 

 

16,834

 

 

(16,094

)

 

(95.6

)

Total direct written premium by region

 

 

229,136

 

 

268,778

 

 

(39,642

)

 

(14.7

)

Assumed premium (2)

 

 

103

 

 

112

 

 

(9

)

 

(8.0

)

Total gross written premium by region

 

$

229,239

 

$

268,890

 

$

(39,651

)

 

(14.7

)%

 

 

 

 

 

 

 

 

 

Gross Written Premium by Line of Business

 

 

 

 

 

 

 

 

Commercial property (3)

 

 

122,345

 

 

93,832

 

 

28,513

 

 

30.4

 

Personal property

 

 

106,894

 

 

175,058

 

 

(68,164

)

 

(38.9

)

Total gross written premium by line of business

 

$

229,239

 

$

268,890

 

$

(39,651

)

 

(14.7

)%

(1)

 

“Gulf” is comprised of Louisiana and Texas; “Northeast” is comprised of Massachusetts, New Jersey and New York in 2022 and Connecticut, Massachusetts, New Jersey, New York and Rhode Island in 2021; and “Southeast” is comprised of Georgia, North Carolina and South Carolina. The Company is no longer writing in New Jersey as of January 15, 2022, Massachusetts as of April 1, 2022, South Carolina as of June 1, 2022, Georgia as of October 1, 2022 and North Carolina as of December 1, 2022 as the policies have transitioned to HCPCI.

(2)

 

Assumed premium written for 2022 and 2021 primarily included commercial property business assumed from unaffiliated insurers.

(3)

 

Commercial written premium for 2022 and 2021 was primarily written in Florida.

Loss and LAE increased by $253.5 million, or 296.5%, to $339.0 million for the fourth quarter of 2022, from $85.5 million for the fourth quarter of 2021. Loss and LAE expense as a percentage of net earned premiums increased 193.7 points to 252.6% for the fourth quarter of 2022, compared to 58.9% for the fourth quarter of 2021. Excluding catastrophe losses and reserve development, the Company’s gross underlying loss and LAE ratio for the fourth quarter of 2022 would have been 28.2%, an increase of 5.8 points from 22.4% during the fourth quarter of 2021.

Policy acquisition costs increased by $15.8 million, or 35.5%, to $60.3 million for the fourth quarter of 2022, from $44.5 million for the fourth quarter of 2021, primarily due to the expensing of deferred costs attributable to our personal lines operating segment, which were determined to provide no additional economic benefit in the future. In addition, external management fees incurred increased related to the Company’s increase in commercial lines gross written premium during the fourth quarter of 2022. Finally, ceding commission income decreased due to changes in the terms of the Company’s quota share reinsurance agreements.

Operating and underwriting expenses decreased by $5.4 million, or 38.3%, to $8.8 million for the fourth quarter of 2022, from $14.1 million for the fourth quarter of 2021, primarily due to decreased investments in technology and decreased underwriting expenses as the result of the decrease in personal lines premiums described above.

General and administrative expenses decreased by $7.9 million, or 55.2%, to $6.4 million for the fourth quarter of 2022, from $14.3 million for the fourth quarter of 2021, driven by a decrease in salary related expenses attributable to a reduction in payroll taxes attributable to an employee retention tax credit refund for taxes previously paid and recognized as an expense by the company, as well as a reduction in headcount in 2022.

Personal Lines Operating Segment Highlights

Pre-tax losses attributable to the Company’s personal lines operating segment totaled $306.0 million for the fourth quarter of 2022 compared to $11.8 million for the fourth quarter of 2021. Drivers of the quarter-over-quarter increase in pre-tax losses include: an increase in loss and LAE incurred of $237.2 million due to unfavorable development related to Hurricane Ian, which exhausted the Company’s personal lines reinsurance coverage for the event and unfavorable development on prior year losses, decreased net premiums earned of $28.3 million driven by decreased gross written premiums as described above, and impairment losses realized of $22.7 million on a portion of the fixed maturity portfolio attributable to the Company’s personal lines operating segment.

Quarter-over-quarter, policy acquisition costs increased $14.8 million, driven by the expensing of deferred costs determined to have no economic benefit in the future. This was partially offset by a $5.1 million decrease in operating expenses, as expenses correlated to the movement of premium decreased with the decline in personal lines gross written premium. In addition, general and administrative expenses decreased $7.9 million, which can be attributed to a reduction in payroll taxes attributable to an employee retention tax credit refund for taxes previously paid and recognized as an expense by the company, as well as a reduction in headcount in 2022.

Commercial Lines Operating Segment Highlights

Pre-tax earnings attributable to the Company’s commercial lines operating segment totaled $3.7 million for the fourth quarter of 2022 compared to $8.3 million for the fourth quarter of 2021. This decrease can be attributed to increased expenses of $17.1 million, driven by a $16.2 million increase in loss and LAE incurred due to unfavorable development related to Hurricane Ian.

This increased expense was partially offset by increased revenues of $12.5 million, driven by a $17.4 million increase in net premiums earned due to higher gross written premiums quarter-over-quarter as the Company transitions towards becoming a specialty commercial lines underwriter.

Year to Date Financial Results

Net loss attributable to the Company for the year ended December 31, 2022, was $468.0 million, or $10.87 per diluted share, compared to $57.9 million, or $1.35 per diluted share, for the year ended December 31, 2021. Drivers of the net loss during the 2022 include the impact of Hurricane Ian making landfall in Florida as a category four hurricane and exhausting the Company’s personal lines reinsurance coverage for the event, decreased gross written premiums which were partially offset by a decline in ceded premiums earned, unfavorable prior year loss development during the year, an increase in our provision for income taxes from the recognition of a valuation allowance against our deferred tax asset, the impairment of goodwill attributable to the Company’s personal lines operating segment, and impairment losses of $22.7 million realized on a portion of the fixed maturity portfolio attributable to the Company’s personal lines operating segment. This was partially offset by lower policy acquisition costs and lower operating and underwriting costs during 2022.

The Company’s total gross written premium decreased by $205.4 million, or 15.4%, to $1.1 billion for the year ended December 31, 2022, from $1.3 billion for the year ended December 31, 2021. This decrease was driven primarily by the transition of the Northeast business to Homeowners Choice Property & Casualty Insurance Company, Inc. (HCPCI) in the fourth quarter of 2021 and the first half of 2022, and the transition of the Southeast business to HCPCI in the second half of 2022. In addition, the Company experienced a decline in written premiums across the personal lines business, due to underwriting actions taken by the Company throughout 2021 and 2022. The breakdown of the year-over-year changes in both direct written and assumed premiums by region and gross written premium by line of business are shown in the table below.

($ in thousands)

 

Year Ended December 31,

 

 

 

 

 

 

2022

 

2021

 

Change $

 

Change %

Direct Written and Assumed Premium by Region (1)

 

 

 

 

 

 

 

 

Florida

 

$

885,202

 

$

852,711

 

$

32,491

 

 

3.8

%

Gulf

 

 

162,786

 

 

225,013

 

 

(62,227

)

 

(27.7

)

Southeast

 

 

42,780

 

 

93,188

 

 

(50,408

)

 

(54.1

)

Northeast

 

 

32,769

 

 

158,217

 

 

(125,448

)

 

(79.3

)

Total direct written premium by region

 

 

1,123,537

 

 

1,329,129

 

 

(205,592

)

 

(15.5

)

Assumed premium (2)

 

 

526

 

 

316

 

 

210

 

 

66.5

 

Total gross written premium by region

 

$

1,124,063

 

$

1,329,445

 

$

(205,382

)

 

(15.4

)%

 

 

 

 

 

 

 

 

 

Gross Written Premium by Line of Business

 

 

 

 

 

 

 

 

Personal property

 

$

615,819

 

$

907,207

 

$

(291,388

)

 

(32.1

)%

Commercial property (3)

 

 

508,244

 

 

422,238

 

 

86,006

 

 

20.4

 

Total gross written premium by line of business

 

$

1,124,063

 

$

1,329,445

 

$

(205,382

)

 

(15.4

)%

(1)

 

“Gulf” is comprised of Louisiana and Texas; “Northeast” is comprised of Massachusetts, New Jersey and New York in 2022 and Connecticut, Massachusetts, New Jersey, New York and Rhode Island in 2021; and “Southeast” is comprised of Georgia, North Carolina and South Carolina. The Company is no longer writing in New Jersey as of January 15, 2022, Massachusetts as of April 1, 2022, South Carolina as of June 1, 2022, Georgia as of October 1, 2022 and North Carolina as of December 1, 2022 as the policies have transitioned to HCPCI.

(2)

 

Assumed premium written for 2022 and 2021 primarily included commercial property business assumed from unaffiliated insurers.

(3)

 

Commercial written premium for 2022 and 2021 was primarily written in Florida.

Loss and LAE increased by $215.5 million, or 51.1%, to $637.6 million for the year ended December 31, 2022, from $422.1 million for the year ended December 31, 2021. Loss and LAE expense as a percentage of net earned premiums increased 66.2 points to 137.8% for the year ended December 31, 2022, compared to 71.6% for the year ended December 31, 2021. Excluding catastrophe losses and reserve development, the Company’s gross underlying loss and LAE ratio for the year ended December 31, 2022, would have been 19.8%, a decrease of 0.1 points from 19.9% for the year ended December 31, 2021.

Policy acquisition costs decreased by $19.4 million, or 11.2%, to $154.2 million for the year ended December 31, 2022, from $173.6 million for the year ended December 31, 2021, primarily due to a decrease in expenses such as premium taxes, policy administration fees and agent commissions, which fluctuate in conjunction with the year-over-year decrease in personal lines gross written premium. This was partially offset by increased external management fees incurred related to the Company’s increased commercial lines gross written premium during the year ended December 31, 2022. In addition, ceding commission income decreased in 2022 due to changes in the terms of the Company’s quota share reinsurance agreements.

Operating and underwriting expenses decreased by $12.6 million, or 22.4%, to $43.6 million for the year ended December 31, 2022, from $56.3 million for the year ended December 31, 2021, primarily due to decreased investments in technology and decreased underwriting expenses as the result of the decrease in personal lines premiums described above.

General and administrative expenses increased by $6.1 million, or 10.7%, to $63.3 million for the year ended December 31, 2022, from $57.2 million for the year ended December 31, 2021, driven by the impairment of goodwill attributable to the Company’s personal lines operating segment. This was partially offset by a decrease in salary related expenses attributable to a reduction in payroll taxes attributable to an employee retention tax credit refund for taxes previously paid and recognized as an expense by the company, as well as a reduction in headcount in 2022.

Personal Lines Operating Segment Highlights

Pre-tax losses attributable to the Company’s personal lines operating segment totaled $479.3 million for the year ended December 31, 2022, compared to $104.6 million for the year ended December 31, 2021. Drivers of the year-over-year increase in pre-tax losses include an increase in loss and LAE incurred of $183.1 million due to unfavorable development related to Hurricane Ian which exhausted the Company’s personal lines reinsurance coverage for the event and unfavorable development on prior year losses, decreased net premiums earned of $172.8 million driven by decreased gross written premiums as described above, and impairment losses realized of $22.7 million on a portion of the fixed maturity portfolio attributable to the Company’s personal lines operating segment.

Year-over-year, policy acquisition costs and operating expenses decreased $20.2 million and $11.7 million, respectively, as expenses correlated to the movement of premium decreased with the decline in personal lines gross written premium. General and administrative costs increased $4.4 million as the result of the impairment of goodwill attributable to our personal lines operating segment, partially offset by reduced salary related expenses attributable to an employee retention tax credit refund for taxes previously paid and recognized as an expense by the company, as well as a reduction in headcount in 2022.

Commercial Lines Operating Segment Highlights

Pre-tax earnings attributable to the Company’s commercial lines operating segment totaled $35.8 million for the year ended December 31, 2022, compared to $32.0 million for the year ended December 31, 2021. This increase can be attributed to increased revenues of $38.1 million, driven by a $45.7 million increase in net premiums earned due to higher gross written premiums year-over-year as the Company transitions towards becoming a specialty commercial lines underwriter.

This increase was partially offset by increased expenses of $34.3 million, driven by a $32.4 million increase in loss and LAE incurred due to increased catastrophe losses and a decrease in favorable prior year development year-over-year.

Reinsurance Costs as a Percentage of Gross Earned Premium

Reinsurance costs as a percentage of gross earned premium in the fourth quarter of 2022 and 2021 were as follows:

 

2022

 

2021

Non-at-Risk

(2.1)%

 

(2.2)%

Quota Share

(17.0)%

 

(23.2)%

All Other

(35.6)%

 

(32.2)%

Total Ceding Ratio

(54.7)%

 

(57.6)%

Ceded premiums earned related to the Company’s quota share reinsurance contracts decreased quarter-over-quarter driven by a decrease in the cession rate for one of the Company’s external quota shares and changes to the geographic footprint and exposure covered by the external quota share contracts.

Ceded premiums earned related to the Company’s catastrophe program decreased, driven by the need for less coverage for the 2022-2023 treaty year for the reduction in the geographic footprint and exposure, as well as the change from a cascading aggregate structure to an occurrence-based structure for the Company’s 2022-2023 program. While premiums decreased quarter-over-quarter, the Company’s ceding ratio related to its catastrophe program increased, driven by the Company’s decrease in gross premiums earned quarter-over-quarter.

Reinsurance costs as a percentage of gross earned premium in the fourth quarter of 2022 and 2021 for the Company’s personal lines and commercial lines operating segments were as follows:

 

Personal

 

Commercial

 

2022

 

2021

 

2022

 

2021

Non-at-Risk

(3.3)%

 

(3.1)%

 

(0.5)%

 

(0.3)%

Quota Share

(19.4)%

 

(25.6)%

 

(13.5)%

 

(17.4)%

All Other

(35.8)%

 

(29.0)%

 

(35.5)%

 

(39.5)%

Total Ceding Ratio

(58.5)%

 

(57.7)%

 

(49.5)%

 

(57.2)%

Investment Portfolio Highlights

The Company’s cash, restricted cash and investment holdings decreased from $964.8 million at December 31, 2021 to $715.7 million at December 31, 2022. The Company’s cash and investment holdings consist of investments in U.S. government and agency securities, corporate debt and 100% investment grade money market instruments. Fixed maturities represented approximately 87.1% of total investments at December 31, 2022, compared to 92.2% at December 31, 2021. The Company’s fixed maturity investments had a modified duration of 4.0 years at both December 31, 2022 and December 31, 2021.

At December 31, 2022, the Company’s fixed maturity investment holdings decreased by $287.1 million, or 43.3% from December 31, 2021, through the sale of securities in order to satisfy the Company’s liquidity requirements during 2022 and due to both realized impairment losses and unrealized losses recognized on the portfolio.

Book Value Analysis

Book value per common share decreased 157.8% from $7.20 at December 31, 2021, to $(4.16) at December 31, 2022. Underlying book value per common share decreased 146.9% from $7.35 at December 31, 2021 to $(3.45) at December 31, 2022. A decrease in the Company’s retained earnings as the result of a net loss in 2022 drove the decrease in the Company’s book value per share. As shown in the table below, removing the effect of AOCI increases the Company’s book value per common share, as the Company experienced unfavorable capital market conditions for the twelve months ended December 31, 2022.

($ in thousands, except for share and per share data)

 

December 31, 2022

 

December 31, 2021

 

 

 

Book Value per Share

 

 

 

 

Numerator:

 

 

 

 

Common stockholders’ equity attributable to UIHC

 

$

(180,183

)

 

$

312,406

 

Denominator:

 

 

 

 

Total Shares Outstanding

 

 

43,280,173

 

 

 

43,370,442

 

Book Value Per Common Share

 

$

(4.16

)

 

$

7.20

 

 

 

 

 

 

Book Value per Share, Excluding the Impact of Accumulated Other Comprehensive Income (AOCI)

 

 

 

 

Numerator:

 

 

 

 

Common stockholders’ equity attributable to UIHC

 

$

(180,183

)

 

$

312,406

 

Less: Accumulated other comprehensive loss

 

 

(30,947

)

 

 

(6,531

)

Stockholders’ Equity, excluding AOCI

 

$

(149,236

)

 

$

318,937

 

Denominator:

 

 

 

 

Total Shares Outstanding

 

 

43,280,173

 

 

 

43,370,442

 

Underlying Book Value Per Common Share(1)

 

$

(3.45

)

 

$

7.35

 

(1)

 

Underlying book value per common share is a non-GAAP financial measure and is reconciled above to book value per common share, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this press release can be found in the “Definitions of Non-GAAP Measures” section below.

Definitions of Non-GAAP Measures

The Company believes that investors’ understanding of UPC Insurance’s performance is enhanced by the Company’s disclosure of the following non-GAAP measures. The Company’s methods for calculating these measures may differ from those used by other companies and therefore comparability may be limited.

Net loss excluding the effects of amortization of intangible assets, realized gains (losses) and unrealized gains (losses) on equity securities, net of tax (core loss) is a non-GAAP measure that is computed by adding amortization, net of tax, to net income and subtracting realized gains (losses) on the Company’s investment portfolio, net of tax, and unrealized gains (losses) on the Company’s equity securities, net of tax, from net loss. Amortization expense is related to the amortization of intangible assets acquired, including goodwill, through mergers and, therefore, the expense does not arise through normal operations. Investment portfolio gains (losses) and unrealized equity security gains (losses) vary independent of the Company’s operations. The Company believes it is useful for investors to evaluate these components both separately and in the aggregate when reviewing the Company’s performance. The most directly comparable GAAP measure is net loss. The core loss measure should not be considered a substitute for net loss and does not reflect the overall profitability of the Company’s business.

Core return on equity is a non-GAAP ratio calculated using non-GAAP measures. It is calculated by dividing the core loss for the period by the average stockholders’ equity for the trailing twelve months (or one quarter of such average, in the case of quarterly periods). Core loss is an after-tax non-GAAP measure that is calculated by excluding from net loss the effect of non-cash amortization of intangible assets, including goodwill, unrealized gains or losses on the Company’s equity security investments and net realized gains or losses on the Company’s investment portfolio. In the opinion of the Company’s management, core loss, core loss per share and core return on equity are meaningful indicators to investors of the Company’s underwriting and operating results, since the excluded items are not necessarily indicative of operating trends. Internally, the Company’s management uses core loss, core loss per share and core return on equity to evaluate performance against historical results and establish financial targets on a consolidated basis. The most directly comparable GAAP measure is return on equity. The core return on equity measure should not be considered a substitute for return on equity and does not reflect the overall profitability of the Company’s business.

Combined ratio excluding the effects of current year catastrophe losses and prior year reserve development (underlying combined ratio) is a non-GAAP measure, that is computed by subtracting the effect of current year catastrophe losses and prior year development from the combined ratio. The Company believes that this ratio is useful to investors, and it is used by management to highlight the trends in the Company’s business that may be obscured by current year catastrophe losses and prior year development. Current year catastrophe losses cause the Company’s loss trends to vary significantly between periods as a result of their frequency of occurrence and severity and can have a significant impact on the combined ratio. Prior year development is caused by unexpected loss development on historical reserves. The Company believes it is useful for investors to evaluate these components both separately and in the aggregate when reviewing the Company’s performance. The most directly comparable GAAP measure is the combined ratio. The underlying combined ratio should not be considered as a substitute for the combined ratio and does not reflect the overall profitability of the Company’s business.

Net loss and LAE excluding the effects of current year catastrophe losses and prior year reserve development (underlying loss and LAE) is a non-GAAP measure that is computed by subtracting the effect of current year catastrophe losses and prior year reserve development from net loss and LAE. The Company uses underlying loss and LAE figures to analyze the Company’s loss trends that may be impacted by current year catastrophe losses and prior year development on the Company’s reserves. As discussed previously, these two items can have a significant impact on the Company’s loss trends in a given period. The Company believes it is useful for investors to evaluate these components both separately and in the aggregate when reviewing the Company’s performance. The most directly comparable GAAP measure is net loss and LAE. The underlying loss and LAE measure should not be considered a substitute for net loss and LAE and does not reflect the overall profitability of the Company’s business.

Book value per common share, excluding the impact of accumulated other comprehensive loss (underlying book value per common share), is a non-GAAP measure that is computed by dividing common stockholders’ equity after excluding accumulated other comprehensive loss, by total common shares outstanding plus dilutive potential common shares outstanding. The Company uses the trend in book value per common share, excluding the impact of accumulated other comprehensive loss, in conjunction with book value per common share to identify and analyze the change in net worth attributable to management efforts between periods. The Company believes this non-GAAP measure is useful to investors because it eliminates the effect of interest rates that can fluctuate significantly from period to period and are generally driven by economic and financial factors that are not influenced by management. Book value per common share is the most directly comparable GAAP measure. Book value per common share, excluding the impact of accumulated other comprehensive loss, should not be considered a substitute for book value per common share and does not reflect the recorded net worth of the Company’s business.

Conference Call Details

Date and Time:

 

March 2, 2023 – 5:00 P.M. ET

 

 

 

Participant Dial-In:

 

(United States): 877-445-9755

 

 

(International): 201-493-6744

 

 

 

Webcast:

 

To listen to the live webcast, please go to http://investors.upcinsurance.com and click on the conference call link at the top of the page or go to: https://event.webcasts.com/starthere.jsp?ei=1594437&tp_key=d17c7e1d47

 

 

 

 

 

An archive of the webcast will be available for a limited period of time thereafter.

 

 

 

Presentation:

 

The information in this press release should be read in conjunction with an investor presentation that is available on the Company’s website at investors.upcinsurance.com/Presentations.

 

 

 

About UPC Insurance

Founded in 1999, UPC Insurance is an insurance holding company that sources, writes and services personal and commercial residential property and casualty insurance policies using a group of wholly owned insurance subsidiaries through a variety of distribution channels. The Company currently writes policies in Florida, Louisiana, New York, and Texas. The Company also writes policies in South Carolina and North Carolina, where renewal rights have been sold and all premiums and losses are ceded.

Forward-Looking Statements

Statements made in this press release, or on the conference call identified above, and otherwise, that are not historical facts are “forward-looking statements”. The Company believes these statements are based on reasonable estimates, assumptions and plans. However, if the estimates, assumptions, or plans underlying the forward-looking statements prove inaccurate or if other risks or uncertainties arise, actual results could differ materially from those expressed in, or implied by, the forward-looking statements. These statements are made subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements do not relate strictly to historical or current facts and may be identified by their use of words such as “may,” “will,” “expect,” “endeavor,” “project,” “believe,” “plan,” “anticipate,” “intend,” “could,” “would,” “estimate” or “continue” or the negative variations thereof or comparable terminology. Factors that could cause actual results to differ materially may be found in the Company’s filings with the U.S. Securities and Exchange Commission, in the “Risk Factors” section in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date on which they are made, and, except as required by applicable law, the Company undertakes no obligation to update or revise any forward-looking statements.

 

Consolidated Statements of Comprehensive Loss

In thousands, except share and per share amounts

 

 

 

Three Months Ended

 

Year Ended

 

 

December 31,

 

December 31,

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

REVENUE:

 

 

 

 

 

 

 

 

Gross premiums written

 

$

229,239

 

 

$

268,890

 

 

$

1,124,063

 

 

$

1,329,445

 

Change in gross unearned premiums

 

 

67,084

 

 

 

72,996

 

 

 

99,120

 

 

 

78,998

 

Gross premiums earned

 

 

296,323

 

 

 

341,886

 

 

 

1,223,183

 

 

 

1,408,443

 

Ceded premiums earned

 

 

(162,146

)

 

 

(196,805

)

 

 

(760,557

)

 

 

(818,682

)

Net premiums earned

 

 

134,177

 

 

 

145,081

 

 

 

462,626

 

 

 

589,761

 

Net investment income

 

 

4,124

 

 

 

3,035

 

 

 

14,011

 

 

 

13,772

 

Net realized investment gains (losses)

 

 

(30,226

)

 

 

(2,349

)

 

 

(32,082

)

 

 

3,567

 

Net unrealized gains (losses) on equity securities

 

 

3,285

 

 

 

1,528

 

 

 

(6,585

)

 

 

3,237

 

Other revenue

 

 

2,115

 

 

 

7,249

 

 

 

17,452

 

 

 

24,190

 

Total revenues

 

$

113,475

 

 

$

154,544

 

 

$

455,422

 

 

$

634,527

 

EXPENSES:

 

 

 

 

 

 

 

 

Losses and loss adjustment expenses

 

 

338,977

 

 

 

85,520

 

 

 

637,647

 

 

 

422,134

 

Policy acquisition costs

 

 

60,285

 

 

 

44,501

 

 

 

154,233

 

 

 

173,574

 

Operating expenses

 

 

8,750

 

 

 

14,124

 

 

 

43,632

 

 

 

56,257

 

General and administrative expenses

 

 

6,427

 

 

 

14,278

 

 

 

63,317

 

 

 

57,212

 

Interest expense

 

 

2,448

 

 

 

2,381

 

 

 

9,613

 

 

 

9,391

 

Total expenses

 

 

416,887

 

 

 

160,804

 

 

 

908,442

 

 

 

718,568

 

Loss before other income

 

 

(303,412

)

 

 

(6,260

)

 

 

(453,020

)

 

 

(84,041

)

Other income

 

 

8,796

 

 

 

58

 

 

 

10,395

 

 

 

184

 

Loss before income taxes

 

 

(294,616

)

 

 

(6,202

)

 

 

(442,625

)

 

 

(83,857

)

Provision (benefit) for income taxes

 

 

298

 

 

 

(3,333

)

 

 

25,485

 

 

 

(23,989

)

Net Loss

 

$

(294,914

)

 

$

(2,869

)

 

$

(468,110

)

 

$

(59,868

)

Less: Net loss attributable to noncontrolling interests

 

 

 

 

 

(553

)

 

 

(111

)

 

 

(1,949

)

Net loss attributable to UIHC

 

$

(294,914

)

 

$

(2,316

)

 

$

(467,999

)

 

$

(57,919

)

OTHER COMPREHENSIVE LOSS:

 

 

 

 

 

 

 

 

Change in net unrealized gains (losses) on investments

 

 

3,632

 

 

 

(7,171

)

 

 

(56,600

)

 

 

(18,267

)

Reclassification adjustment for net realized investment losses (gains)

 

 

30,226

 

 

 

2,349

 

 

 

32,082

 

 

 

(3,567

)

Income tax benefit related to items of other comprehensive income loss

 

 

 

 

 

1,156

 

 

 

49

 

 

 

5,264

 

Total comprehensive loss

 

$

(261,056

)

 

$

(6,535

)

 

$

(492,579

)

 

$

(76,438

)

Less: Comprehensive loss attributable to noncontrolling interests

 

 

 

 

 

(694

)

 

 

(164

)

 

 

(2,295

)

Comprehensive loss attributable to UIHC

 

$

(261,056

)

 

$

(5,841

)

 

$

(492,415

)

 

$

(74,143

)

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

Basic

 

 

43,101,872

 

 

 

42,973,753

 

 

 

43,052,070

 

 

 

42,948,850

 

Diluted

 

 

43,101,872

 

 

 

42,973,753

 

 

 

43,052,070

 

 

 

42,948,850

 

 

 

 

 

 

 

 

 

 

Earnings available to UIHC common stockholders per share

 

 

 

 

 

 

 

 

Basic

 

$

(6.84

)

 

$

(0.05

)

 

$

(10.87

)

 

$

(1.35

)

Diluted

 

$

(6.84

)

 

$

(0.05

)

 

$

(10.87

)

 

$

(1.35

)

 

 

 

 

 

 

 

 

 

Dividends declared per share

 

$

 

 

$

0.06

 

 

$

0.06

 

 

$

0.24

 

 

Consolidated Balance Sheets

In thousands, except share amounts

 

 

 

December 31, 2022

 

December 31, 2021

ASSETS

 

 

 

 

Investments, at fair value:

 

 

 

 

Fixed maturities, available-for-sale

 

$

376,463

 

 

$

663,602

 

Equity securities

 

 

39,020

 

 

 

37,958

 

Other investments

 

 

16,628

 

 

 

18,006

 

Total investments

 

$

432,111

 

 

$

719,566

 

Cash and cash equivalents

 

 

229,893

 

 

 

212,024

 

Restricted cash

 

 

53,717

 

 

 

33,254

 

Accrued investment income

 

 

3,062

 

 

 

3,296

 

Property and equipment, net

 

 

19,591

 

 

 

31,561

 

Premiums receivable, net

 

 

86,036

 

 

 

79,166

 

Reinsurance recoverable on paid and unpaid losses

 

 

1,632,293

 

 

 

997,120

 

Ceded unearned premiums

 

 

213,028

 

 

 

430,631

 

Goodwill

 

 

59,476

 

 

 

73,045

 

Deferred policy acquisition costs

 

 

58,933

 

 

 

38,520

 

Intangible assets, net

 

 

12,770

 

 

 

18,375

 

Other assets

 

 

38,442

 

 

 

62,015

 

Total Assets

 

$

2,839,352

 

 

$

2,698,573

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

Liabilities:

 

 

 

 

Unpaid losses and loss adjustment expenses

 

$

1,946,938

 

 

$

1,084,450

 

Unearned premiums

 

 

545,820

 

 

 

644,940

 

Reinsurance payable on premiums

 

 

59,896

 

 

 

248,625

 

Payments outstanding

 

 

215,057

 

 

 

114,524

 

Accounts payable and accrued expenses

 

 

74,503

 

 

 

76,258

 

Operating lease liability

 

 

1,689

 

 

 

1,934

 

Other liabilities

 

 

23,159

 

 

 

39,324

 

Notes payable, net

 

 

152,473

 

 

 

156,561

 

Total Liabilities

 

$

3,019,535

 

 

$

2,366,616

 

Commitments and contingencies

 

 

 

 

Stockholders’ Equity:

 

 

 

 

Preferred stock, $0.0001 par value; 1,000,000 authorized; none issued or outstanding

 

 

 

 

 

 

Common stock, $0.0001 par value; 100,000,000 shares authorized; 43,492,256 and 43,360,429 issued, respectively; 43,280,173 and 43,370,442 outstanding, respectively

 

 

4

 

 

 

4

 

Additional paid-in capital

 

 

395,631

 

 

 

394,268

 

Treasury shares, at cost; 212,083 shares

 

 

(431

)

 

 

(431

)

Accumulated other comprehensive loss

 

 

(30,947

)

 

 

(6,531

)

Retained earnings (deficit)

 

 

(544,440

)

 

 

(74,904

)

Total stockholders’ equity attributable to UIHC stockholders

 

$

(180,183

)

 

$

312,406

 

Noncontrolling interests

 

 

 

 

 

19,551

 

Total Stockholders’ Equity

 

$

(180,183

)

 

$

331,957

 

Total Liabilities and Stockholders’ Equity

 

$

2,839,352

 

 

$

2,698,573

 

 

United Insurance Holdings Corp.

Alexander Baty

Director of Financial Reporting

(727) 895-7737 / [email protected]

OR

INVESTOR RELATIONS:

The Equity Group

Karin Daly

Vice President

(212) 836-9623 / [email protected]

KEYWORDS: Florida United States North America

INDUSTRY KEYWORDS: Other Professional Services Professional Services Insurance Finance

MEDIA:

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