B&g Foods, Inc. · NYSE:BGS
B&g Foods — Debt Investor Presentation (September 2019)
48 slides from B&g Foods's debt investor presentation, Sep 10, 2019
Slide 1: Lender Presentation 09.10.2019
LENDER PRESENTATION 09.10.2019
Slide 2: Forward Looking Statements
Forward Looking Statements These materials and the oral statements made from time to time by executive officers of B&G Foods may contain “forward - looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform A
Slide 3: About Non-GAAP Financial Measures
About Non - GAAP Financial Measures This presentation includes “non - GAAP (Generally Accepted Accounting Principles) financial measures.” “Adjusted diluted earnings per share” (which we define as diluted earnings per share adjusted for certain items that affect comparability), “EBITDA” (which we de
Slide 4: About Non-GAAP Financial Measures (cont'd)
About Non - GAAP Financial Measures (cont’d) B&G Foods provides earnings guidance only on a non - GAAP basis and does not provide a reconciliation of our company’s forward - looking adjusted EBITDA and adjusted diluted earnings per share guidance to the most directly comparable GAAP financial measur
Slide 5: B&G Foods presenters
2 B&G Foods Bruce Wacha Exec. Vice President of Finance and Chief Finance Officer Ken Romanzi President and Chief Executive Officer 4
Slide 6: Transaction Overview
TRANSACTION OVERVIEW
Slide 7: Transaction Overview
Transaction Overview B&G Foods, Inc. (“B&G Foods” or the “Company”) manufactures, sells and distributes a diverse portfolio of branded, high quality, shelf - stable and frozen foods across the United States, Canada and Puerto Rico. Diverse portfolio of 50+ brands, including frozen and canned vegetab
Slide 8: Pro Forma Capitalization and Sources & Uses
Pro Forma Capitalization Sources & Uses Pro Forma Capitalization Note: Leverage statistics based on debt at face value and excludes deferred financing costs and original issue discount. 1. Reflects pro forma adjustments of approximately $8.4 million in the aggregate for the acquisition of McCann’s i
Slide 9: Syndication Timeline
Syndication Timeline Timing Event September 10 th Announce Transaction (AM) Lender Call (PM) September 17 th Commitments due at 12 pm ET October 11 th Close and Fund Transaction September 2019 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 Key Syndicat
Slide 10: Summary Terms – First Lien Term Loan
Summary Terms – First Lien Term Loan 8 Borrower B&G Foods, Inc. (the “Borrower”) Description $450 million Term Loan B Maturity 7 years Guarantees Same as Existing Credit Agreement (“CA”): all present and future material, domestic subsidiaries of the Borrower Security Same as Existing CA: including,
Slide 11: Pro Forma Organizational Chart
Pro Forma Organizational Chart B&G Foods North America, Inc. Operating Company International Subsidiaries Domestic Subsidiaries Key: Borrower Guarantors Non - Guarantors 100% 100% B&G Foods, Inc. Holding Company • $700mm Revolving Credit Facility • New $450mm Term Loan B • $900mm Senior Notes due 20
Slide 12: Company Overview
COMPANY OVERVIEW
Slide 13: Key Investment Highlights
Key Investment Highlights We successfully acquire and operate established food brands and make them relevant for today’s consumer Drive growth of high potential brands while managing other brands for flat to moderate growth Cash flow driven M&A strategy focused on acquiring brands at accretive multi
Slide 14: Extended Period of Steady Growth Since IPO
B&G Foods Has Had an Extended Period of Steady Growth Since IPO 11 $60 $218 $322 $333 $314 $1372 $1646 $1701 $62 $69 $94 $89 $103 $120 $131 $169 $184 $194 2004 IPO (2) 2015 2016 2017 2018 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 $373 $959 $837 $725 $634 $544 $513 $501 $487 $471 $411 $379 Ne
Slide 15: We Have Assembled a Portfolio of More than 50 Brands
12 We Have Assembled a Portfolio of More than 50 Brands
Slide 16: Diverse Portfolio Across 5 Core Pillars
1) Excludes net sales of Clabber Girl and Pirate Brands. SNACKS 7% PLANT BASED 33% SPICES 21% MEALS 17% CONDIMENTS 23% We Have a Diverse Portfolio Across 5 Core Pillars 13
Slide 17: A Portfolio of Large, Established & Defensible Niche Brands
plus Spices & Seasonings account for ~71% or $1.2 billion of net sales (1) 1. Pro forma for the sale of Pirate Brands on 10/17/2018 and the acquisition of Clabber Girl on 5/15/2019. 14 7 BRANDS $500+ Million $100+ Million $50 - $70 Million < $50 Million ANNUAL NET SALES BY BRAND A Portfolio of Large
Slide 18: We Have a Brand in Nearly Every Household
Source: Ask Suzy Poll: General population consumers polled as of August 15, 2019. 15 Have at least 1 B&G Foods brand In their home 81 % of consumers We Have a Brand in Nearly Every Household
Slide 19: We Have a Brand in Every Aisle
We Have a Brand in Every Aisle ENTRANCE FISH DAIRY & EGGS DAIRY DELI FROZEN FROZEN FLORAL PRODUCE POULTRY MEAT ENTRANCE PHARMACY BAKERY SOUPS HB&A DRESSINGS SEASONINGS MEXICAN BAKING CRACKERS SAUCES SNACKS CONDIMENTS BREAKFAST CANNED MEATS & VEGETABLES CHECKOUTS 16
Slide 20: 75% of Our Brands Compete in Growing Categories
75% of Our Brands Compete in Growing Categories Bagel Chips Baked Beans Baking Powder Baking Soda Meat Spreads Canned Tomatoes Enchilada Sauces Frozen Vegetables Fruit Juice Sweetened Preserves Full Service Mexican Grilling Spices Ingredient Beans Jarred Garlic Sugar Substitutes Sugar Free Syrup She
Slide 21: Many of Our Brands are #1 or #2 in Their Categories
Sources: B&G Foods management estimates, AC Nielsen data. 18 Spices & Seasonings Brands Many of Our Brands are #1 or #2 Nationally or Regionally in the Categories or Markets Where They Compete BRAND IN CATEGORY OR MARKET
Slide 22: Our Largest Brands Are Driving Growth
Our Largest Brands Are Driving Growth Source: Nielsen AOD – TTL US xAOC , 52 week data as of 7/27/19. Latest 52 – Weeks Retail Sales Growth 9.3% 8.9% 4.3% 3.9% 3.7% 1.9% 1.5% (1.0%) Spices & Seasonings Brands (1.9%) Total Company Sales 1.4% Frozen Shelf Stable 19
Slide 23: Company Vision
COMPANY VISION
Slide 24: Our Vision: To Be a Part of Every Eating Occasion
Our Vision: To Be a Part of Every Eating Occasion BREAKFAST TRADITIONS SNACKING & ENTERTAINING GRILLING GREATNESS FAMILY GATHERINGS BAKING & COOKING 20
Slide 25: Our Mission
▪ Acquire and nurture undervalued brands ▪ Innovate to meet consumers’ needs ▪ Deliver shareholder value Our Mission 21
Slide 26: Our Strategic Imperatives
Our Strategic Imperatives BUILD A WINNING WORKPLACE ACQUIRE & INTEGRATE BUSINESS IMPROVE MARGINS DRIVE ORGANIC GROWTH 22
Slide 27: Drive Organic Growth
▪ Manage brand portfolio for 0% to 2% organic growth ▪ Drive growth on key brands ▪ Manage and maintain remaining brands for cash flow ▪ Focus on fewer, bigger, better innovations ▪ Invest in underdeveloped channels Drive Organic Growth 23
Slide 28: We Manage Our Brand Portfolio for 0%-2% Organic Growth
We Manage Our Brand Portfolio for 0% - 2% Organic Growth 24 Growth Potential Size Low High High Low BFY Snacks Seasonings Meals Medium Shelf Stable Frozen Pure Maple Molasses MAINTAIN MANAGE Profitability
Slide 29: We Have Re-Awakened the Giant
We Have Re - Awakened the Giant 1. *Total GG= GG Frz Veg+Pizza Crust+Bowls+LGS+GG SS+LS SS; Nielsen AOD, TTL US xAOC ; 52 weeks ending 8/24/2019. 25 621,063,480 542,899,939 620,818,390 665,394,647 693,601,060 2015 2016 2017 2018 2019 Total Green Giant* - $ Retail Sales (2016 – Aug 2019) +14.4% +7.2%
Slide 30: We Have Re-Awakened the Giant
We Have Re - Awakened the Giant 1. Nielsen. Includes B&G Foods’ net sales of Green Giant shelf stable and frozen products and third party licensees’ net sales of Green Giant Fresh products. 2. Nielsen TTL xAOC , 52 Weeks Ending 7/27/19. 3. FRC, Vegetable Attitude & Usage Study, Dec 2016. 95% Brand A
Slide 31: Green Giant Innovation Drives Growth
Green Giant Innovation Drives Growth 27 Launched in 2018 $ 110mm $ 170mm $ 61mm $ 56mm $ 13mm $ 4mm $ 5mm $ 7mm Note: Represents sales at retail per Nielsen TTL xAOC , 52 Weeks Ending 7/27/19 Planned for in 2019 Innovation Renovation Over $423mm in Retail Sales Since Launch!
Slide 32: Back to Nature's Restage
New Packaging! To be the leader in plant based snacks; new packaging and innovation coming in 2020 Back to Nature’s Restage 28
Slide 33: Additional Innovation Planned Throughout the Portfolio
Additional Innovation Planned Throughout the Portfolio 29 Mama Mary’s Restage ▪ New: Premium Line of Cucina Di Casa Pizza Crust, Kits & Sauces Mrs. Dash Restage ▪ Re - introduce Mrs. Dash to core consumer and increase household penetration Enhance Brand Refresh Endorse Dieticians Engage Baby Boomers
Slide 34: Additional Levers for Planned Growth
Additional Levers for Planned Growth 30 ▪ Club ▪ Away from home ▪ E - Commerce ▪ Optimize logistics network ▪ Optimize manufacturing network ▪ Rationalize product and packages ▪ Optimize net pricing ▪ Leverage SG&A ▪ Branded food products with defensible market positions ▪ Acquire “like” products to
Slide 35: Recent Performance
RECENT PERFORMANCE
Slide 36: Extended Period of Steady Growth Since IPO
B&G Foods Has Had an Extended Period of Steady Growth Since IPO 31 $60 $218 $322 $333 $314 $1372 $1646 $1701 $62 $69 $94 $89 $103 $120 $131 $169 $184 $194 2004 IPO (1) 2015 2016 2017 2018 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 $373 $959 $837 $725 $634 $544 $513 $501 $487 $471 $411 $379 Ne
Slide 37: We Doubled in Size From 2014 to 2018
We Doubled in Size From 2014 to 2018 Net Sales ($mm) Note: 2014 net sales have been adjusted as a result of a new FASB revenue recognition standard that we adopted in fiscal 2018 an d reclassified MDF as a reduction of net sales, with a comparable reduction in SG&A and no change to net income or adj
Slide 38: Growth Slowed, But Business Has Remained Resilient
Growth Slowed, But Business Has Remained Resilient 33 Financial Performance ($mm) $322 2016 $1372 Note: 2016 and 2017 net sales have been adjusted as a result of a new FASB revenue recognition standard that we adopted in fi sca l 2018 and reclassified marketing development funds (MDF) as a reduction
Slide 39: Recent Initiatives Should Continue to Improve Performance
20 18 20 19E $1665 - $1700 $1700 ($ in millions) Recent Initiatives Should Continue to Improve Performance ▪ Appointed first outside CEO in recent years ▪ Enhanced leadership structure & people ▪ Implemented price increases in 2018 and 2019 ▪ Initiated a comprehensive cost savings program ▪ Complete
Slide 40: Clabber Girl: A Perfect Fit
#1 Baking Powder #2 Baking Soda #2 Corn Starch 35 Clabber Girl: A Perfect Fit
Slide 41: Financial Update
FINANCIAL UPDATE
Slide 42: Q2 2018 vs. Q2 2019 Performance
$363 Q2 2018 Q2 2019 Net Sales Adj. EBITDA less CapEx Adj. Gross Profit (1) Adj. EBITDA ($ in millions) ($ in millions) ($ in millions) ($ in millions) ▪ B&G Foods generated net sales of $371.2 million for Q2 2019, a decrease of ($17 million), compared to Q2 2018 ▪ The decrease was primarily attribu
Slide 43: FY 2018 vs. FY 2019E Performance
$1,626 FY 2018 FY 2019E Net Sales Adj. EBITDA less CapEx Adj. EBITDA $1,665 - $1,700 ($ in millions) Note: FY 2019E bars represent the midpoint of previously stated guidance. We completed the Pirate Brands sale on October 17, 201 8. Adjusted EBITDA does not include add - back for share based compens
Slide 44: Excess Cash Generation Model
38 Note: Figures based on the midpoint of our previously stated fiscal 2019 guidance for adjusted EBTIDA of $305.0 to $320.0 mil lio n. 1. Our divestiture of Pirate Brands during the fourth quarter of 2018 resulted in a gain on sale during 2018. The gain on sale n ega tively impacted our income taxe
Slide 45: Appendix
APPENDIX
Slide 46: Historical Financial Performance
Historical Financial Performance Note: 2014 – 2017 net sales have been adjusted as a result of a new FASB revenue recognition standard that we adopted in fiscal 2018 and reclassified marketing development funds (MDF) as a reduction of net sales, with a comparable reduction in SG&A and no change to n
Slide 47: Non-GAAP Reconciliations – Net Income to EBITDA and Adjusted EBITDA
Non - GAAP Reconciliations – Net Income to EBITDA and Adjusted EBITDA 40 ($ in millions) H1 2011 2012 2013 2014 2015 2016 2017 2018 2019 Net Income 50$ 59$ 52$ 41$ 69$ 109$ 217$ 172$ 35$ Income Tax Expense (Benefit) 27 32 29 23 52 68 (69) 50 12 Interest Expense, Net 37 48 42 47 51 74 92 108 46 Depre
Slide 48: Lender Presentation 09.10.2019
LENDER PRESENTATION 09.10.2019
B&G Foods — Debt Investor Presentation (September 2019) on 6ix