NEW YORK, Feb. 11, 2022 /PRNewswire/ -- ALJ Regional
Holdings, Inc. (NASDAQ: ALJJ) ("ALJ") announced results
today for its first quarter ended December
31, 2021.
ALJ is a holding company, whose wholly owned subsidiaries during
the first quarter included Faneuil, Inc. ("Faneuil"), and
Phoenix Color Corp. ("Phoenix"). Faneuil is a leading
provider of call center services, back-office operations, staffing
services, and toll collection services to governmental and
commercial clients across the United
States. Phoenix is a
leading manufacturer of book components, educational materials, and
related products producing value-added components, heavily
illustrated books, and specialty commercial products using a broad
spectrum of materials and decorative technologies.
ALJ completed the sale of Floors-N-More, LLC, d/b/a Carpets N'
More ("Carpets") in February 2021. As
such, Carpets' results of operations are excluded from continuing
operations presented below and are presented as discontinued
operations.
Investment Highlights – Three Months Ended December 31, 2021
Consolidated Results for ALJ
- ALJ recognized consolidated net revenue of $103.1 million for the three months ended
December 31, 2021, a decrease of
$8.1 million, or 7.2%, compared to
$111.1 million for the three months
ended December 31, 2020. The
decrease was driven by decreased revenue at Faneuil driven by
completion of customer contracts and a net decline in existing
customer volumes offset by increases at Phoenix. ALJ
recognized consolidated net revenue of $111.7 million for the three months ended
September 30, 2021.
- ALJ recognized a loss from continuing operations of
$9.4 million and loss per share from
continuing operations of ($0.22)
(diluted) for the three months ended December 31, 2021, compared to a net loss from
continuing operations of $1.9 million
and loss per share from continuing operations of ($0.04) (diluted) for the three months ended
December 31, 2020, respectively. The
increase in the net loss is due to the decreased revenue at Faneuil
offset slightly by increases at Phoenix. ALJ recognized net income from
continuing operations of $1.1 million
and income per share from continuing operations of $0.03 (diluted) for the three months ended
September 30, 2021.
- ALJ recognized adjusted EBITDA from continuing operations of
$1.9 million for the three months
ended December 31, 2021, a decrease
of $4.6 million, or 71.0%, compared
to $6.4 million for the three months
ended December 31, 2020. The decrease
was driven by lower volumes at Faneuil due to completion of
customer contracts and a net decline in existing customers at
Faneuil offset slightly by increases at Phoenix. ALJ recognized adjusted EBITDA from
continuing operations of $10.6
million for the three months ended September 30, 2021.
Jess Ravich, Chief Executive
Officer of ALJ, said, "Faneuil results were impacted by the runoff
of profitable state unemployment contracts versus prior year and
constraints in the labor market. In December 2021, we announced the sale of contracts
in Faneuil's transportation and health benefit exchange verticals
for $140 million, subject to certain
adjustments. We anticipate recognizing a significant gain on
sale from this transaction and expect closing to occur during the
fiscal second quarter of 2022. Phoenix results for the quarter were above
prior year as trade and education book components performed
well. On February 4, 2022, we
announced the sale of Phoenix for
approximately $135 million, subject
to certain adjustments and expect the transaction to close in the
fiscal third quarter of 2022. We anticipate recognizing a
significant gain on sale from this transaction and expect to use
all of our remaining federal net operating loss carryforwards."
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Three Months
Ended
December
31,
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|
|
|
|
|
Amounts in
thousands, except per share amounts
|
|
2021
|
|
|
2020
|
|
|
$ Change
|
|
Net
revenue
|
|
$
|
103,082
|
|
|
$
|
111,137
|
|
|
$
|
(8,055)
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|
Costs and
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of
revenue
|
|
|
89,164
|
|
|
|
93,159
|
|
|
|
(3,995)
|
|
Selling, general, and
administrative expense
|
|
|
20,183
|
|
|
|
17,055
|
|
|
|
3,128
|
|
Loss (gain) on
disposal of assets, net
|
|
|
26
|
|
|
|
(67)
|
|
|
|
93
|
|
Total operating
expenses
|
|
|
109,373
|
|
|
|
110,147
|
|
|
|
(774)
|
|
Operating (loss)
income
|
|
|
(6,291)
|
|
|
|
990
|
|
|
|
(7,281)
|
|
Other (expense)
income:
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense,
net
|
|
|
(2,705)
|
|
|
|
(2,582)
|
|
|
|
(123)
|
|
Total other
expense, net
|
|
|
(2,705)
|
|
|
|
(2,582)
|
|
|
|
(123)
|
|
Loss from
continuing operations before income taxes
|
|
|
(8,996)
|
|
|
|
(1,592)
|
|
|
|
(7,404)
|
|
Provision for income
taxes
|
|
|
(396)
|
|
|
|
(292)
|
|
|
|
(104)
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|
Net loss from
continuing operations
|
|
|
(9,392)
|
|
|
|
(1,884)
|
|
|
|
(7,508)
|
|
Net loss from
discontinued operations,
net of
income taxes
|
|
|
—
|
|
|
|
(203)
|
|
|
|
203
|
|
Net
loss
|
|
$
|
(9,392)
|
|
|
$
|
(2,087)
|
|
|
$
|
(7,305)
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|
Loss per share of
common stock–basic and diluted:
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|
|
|
|
|
|
|
|
|
|
|
|
Continuing
operations
|
|
$
|
(0.22)
|
|
|
$
|
(0.04)
|
|
|
|
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Discontinued
operations
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|
$
|
—
|
|
|
$
|
—
|
|
|
|
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Net loss per share
(1)
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$
|
(0.22)
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|
|
$
|
(0.05)
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|
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Weighted average
shares of common stock outstanding–
basic
and diluted
|
|
|
42,407
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|
|
|
42,318
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(1) Amounts may not add due to
rounding.
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Results for Faneuil
Anna Van Buren, CEO of Faneuil
stated, "Both revenue and EBITDA were down in the first quarter
compared to last year due to the ramp down of unemployment
contracts, higher than anticipated employee medical claims and
increased labor market pressures during our open enrollment
season. During the quarter Faneuil also had increased
expenses related to a large new client implementation."
Faneuil recognized net revenue of $74.8
million for the three months ended December 31, 2021 compared to $86.0 million for the three months ended
December 31, 2020. Net revenue
decreased $11.2 million, or 13.0%,
mainly attributable to a $10.6
million reduction driven by completion of customer contracts
and a $0.6 million net decrease in
existing volumes. Faneuil recognized net revenue of $82.1 million for the three months ended
September 30, 2021.
Faneuil segment adjusted EBITDA loss was $1.8 million for the three months ended
December 31, 2021 compared to
segmented adjusted EBITDA of $3.6
million for the three months ended December 31, 2020. Segment adjusted EBITDA
decreased $5.5 million, or 149.9%,
driven by the wind-down of certain contracts, increased medical
insurance claims under Faneuil's self-insurance medical plan, and
the usage of more costly subcontract labor to supplement the call
center workforce. Faneuil recognized segment adjusted EBITDA of
$7.0 million from the three months
ended September 30, 2021.
Faneuil estimates its net revenue for the three months ending
March 31, 2022 to be in the range of
$68.0 million to $73.0 million, compared to $84.4 million for the three months ended
March 31, 2021.
Faneuil contract backlog expected to be realized within the next
twelve months as of December 31, 2021
was $206.2 million, compared to
$241.2 million as of December 31, 2020 and $196.4 million as of September 30, 2021. Faneuil's total
contract backlog as of December 31,
2021 was $459.4 million as
compared to $673.7 million as of
December 31, 2020 and $450.8 million as of September 30, 2021. The decrease in total
Faneuil backlog from December 31,
2021 compared to December 31,
2020 was primarily the result of negotiating an early
termination of a large unprofitable contract, and services provided
in the normal course of business for long-term contracts
outstanding on December 31,
2020. A recent large long-term transportation
award is not yet reflected in the December
31, 2021 backlog as the contract was not signed at
December 31, 2021.
Results for Phoenix
Marc Reisch, CEO of Phoenix, stated, "The $3.1 million, or 12.5% increase in our
fiscal first quarter revenues, versus prior year, was due
to higher component sales primarily related to education. The
increase of $1.1 million, or 26.5% of
segment adjusted EBITDA for the quarter, versus prior year, was due
to the higher component revenues."
Phoenix recognized net revenue
of $28.3 million for the three months
ended December 31, 2021 compared to
$25.2 million for the three months
ended December 31, 2020. Net revenue
increased $3.1 million, or 12.5%
primarily attributable to higher sales of book components.
Phoenix recognized net revenue of
$29.6 million for the three months
ended September 30, 2021.
Phoenix recognized segment
adjusted EBITDA of $5.1 million for
the three months ended December 31,
2021 compared to $4.0 million
for the three months ended December 31,
2020. Segment adjusted EBITDA increased by $1.1 million, or 26.5%, driven by higher sales
volumes from book components. Phoenix recognized segment adjusted EBITDA of
$5.6 million for the three months
ended September 30, 2021.
Phoenix estimates its net
revenue for the three months ending March
31, 2022 to be in the range of $28.0
million to $30.0 million,
compared to $30.2 million for the
three months ended March 31,
2021.
Phoenix contract backlog
expected to be realized within the next twelve months as of
December 31, 2021 was $72.7 million, compared to $69.8 million as of December 31, 2020 and $69.8 million as of September 30, 2021. Phoenix's total contract backlog as of
December 31, 2021 was $259.5 million as compared to $315.4 million as of December 31, 2020 and $274.7 million as of September 30, 2021. The decrease in Phoenix backlog on December 31, 2021 compared to December 31, 2020 was primarily driven by product
delivery in the normal course of business.
Non-GAAP Financial Measures
In our earnings releases, prepared remarks, conference calls,
presentations, and webcasts, we may present certain adjusted
financial measures that are not calculated according to generally
accepted accounting principles in the
United States ("GAAP"). These non-GAAP financial measures
are designed to complement the GAAP financial information presented
in this release because management believes they present
information regarding ALJ that is useful to investors. The non-GAAP
financial measures presented should not be considered in isolation
from, or as a substitute for, the comparable GAAP financial
measure.
We present adjusted EBITDA because we believe it is frequently
used by analysts, investors, and other interested parties in the
evaluation of our company. ALJ defines segment adjusted EBITDA as
segment net income (loss) before depreciation and amortization
expense, interest expense, litigation loss, recovery of litigation
loss, restructuring and cost reduction initiatives, loan amendment
expenses, fair value of warrants issued in connection with loan
amendments, stock-based compensation, acquisition-related expenses,
gain on disposal of assets, net, income taxes, loss on debt
extinguishment, and other non-recurring items. Adjusted EBITDA
measures are not calculated in the same manner by all companies
and, accordingly, may not be an appropriate measure for
comparison. Below are reconciliations of our net income
(loss), the most directly comparable GAAP measure, to consolidated
adjusted EBITDA:
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Three Months
Ended
December
31,
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Amounts in
thousands
|
|
2021
|
|
|
2020
|
|
|
$ Change
|
|
Net
loss
|
|
$
|
(9,392)
|
|
|
$
|
(2,087)
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|
|
$
|
(7,305)
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|
Depreciation and
amortization
|
|
|
5,430
|
|
|
|
5,032
|
|
|
|
398
|
|
Interest
expense
|
|
|
2,705
|
|
|
|
2,582
|
|
|
|
123
|
|
Acquisition/disposition-related expense
|
|
|
2,388
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|
|
|
—
|
|
|
|
2,388
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Provision for income
taxes
|
|
|
396
|
|
|
|
292
|
|
|
|
104
|
|
Security event
expenses
|
|
|
168
|
|
|
|
—
|
|
|
|
168
|
|
Restructuring and cost
reduction
initiatives
|
|
|
75
|
|
|
|
52
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|
|
|
23
|
|
Stock-based
compensation
|
|
|
71
|
|
|
|
48
|
|
|
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23
|
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Loss (gain) on
disposal of assets, net
|
|
|
26
|
|
|
|
(67)
|
|
|
|
93
|
|
Bank fees accreted to
term loans
|
|
|
—
|
|
|
|
300
|
|
|
|
(300)
|
|
Net loss from
discontinued operations
|
|
|
—
|
|
|
|
203
|
|
|
|
(203)
|
|
Loan amendment
expenses
|
|
|
—
|
|
|
|
88
|
|
|
|
(88)
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|
Consolidated
adjusted EBITDA -
continuing operations
|
|
$
|
1,867
|
|
|
$
|
6,443
|
|
|
$
|
(4,488)
|
|
Supplemental
Consolidated Financial Information - Segment Net Revenue, Segment
Adjusted EBITDA, and Debt
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Three Months
Ended
December
31,
|
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|
|
|
|
|
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Amounts in
thousands
|
|
2021
|
|
|
2020
|
|
|
$ Change
|
|
|
% Change
|
|
Segment Net
Revenue
|
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Faneuil
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|
$
|
74,779
|
|
|
$
|
85,969
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|
|
$
|
(11,190)
|
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(13.0)
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%
|
Phoenix
|
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28,303
|
|
|
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25,168
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3,135
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12.5
|
%
|
Total Segment Net
Revenue
|
|
$
|
103,082
|
|
|
$
|
111,137
|
|
|
$
|
(8,055)
|
|
|
|
(7.2)
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
December
31,
|
|
|
|
|
|
|
|
|
|
Amounts in
thousands
|
|
2021
|
|
|
2020
|
|
|
$ Change
|
|
|
% Change
|
|
Segment Adjusted
EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Faneuil
|
|
$
|
(1,816)
|
|
|
$
|
3,637
|
|
|
$
|
(5,453)
|
|
|
|
(149.9)
|
%
|
Phoenix
|
|
|
5,121
|
|
|
|
4,047
|
|
|
|
1,074
|
|
|
|
26.5
|
%
|
Corporate
|
|
|
(1,438)
|
|
|
|
(1,241)
|
|
|
|
(197)
|
|
|
|
(15.9)
|
%
|
Total Segment
Adjusted EBITDA
|
|
$
|
1,867
|
|
|
$
|
6,443
|
|
|
$
|
(4,576)
|
|
|
|
(71.0)
|
%
|
As of December 31,
2021 and September 30, 2021, consolidated debt and consolidated
net
debt were comprised of the following (exclusive of deferred
financing costs):
|
|
|
|
December 31,
|
|
|
September 30,
|
|
Amounts in
thousands
|
|
2021
|
|
|
2021
|
|
Term loan
payable
|
|
$
|
99,126
|
|
|
$
|
100,076
|
|
Line of
credit
|
|
|
11,525
|
|
|
|
5,490
|
|
Finance
leases
|
|
|
910
|
|
|
|
1,097
|
|
Total
debt
|
|
|
111,561
|
|
|
|
106,663
|
|
|
|
|
|
|
|
|
|
|
Cash
|
|
|
2,069
|
|
|
|
2,276
|
|
Net
debt
|
|
$
|
109,492
|
|
|
$
|
104,387
|
|
As of December 31,
2021, ALJ was in compliance with all debt covenants.
|
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Financial Covenants Compliance
|
|
|
December 31,
2021
|
|
|
(actual)
|
|
|
(required)
|
Leverage
Ratio
|
|
3.79
|
|
|
< 4.50
|
Fixed Charges
Ratio
|
|
1.18
|
|
|
> 1.00
|
|
|
|
|
|
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|
* As defined
by ALJ's debt agreement.
|
About ALJ Regional Holdings, Inc.
ALJ Regional Holdings, Inc. is the parent company of (i)
Faneuil, Inc., a leading provider of call center services, back
office operations, staffing services, and toll collection services
to commercial and governmental clients across the United States, and (ii) Phoenix Color
Corp., a leading manufacturer of book components, educational
materials, and related products producing value-added components,
heavily illustrated books, and specialty commercial products using
a broad spectrum of materials and decorative technologies.
Forward-Looking Statements
ALJ's first quarter ended December 31,
2021 earnings release and related communications contain
forward-looking statements within the meaning of federal securities
laws. Such statements include information regarding our
expectations, impact of COVID-19, goals or intentions regarding the
future, including but not limited to statements about our financial
projections and business growth, our plans to reduce capital
expenditures and deleverage our balance sheet, our ability to
achieve target adjusted EBITDA margins on customer contracts, the
impact of new customer contracts for Faneuil, the impact of new
Faneuil contracts on Faneuil's financial results, and other
statements including the words "will" and "expect" and similar
expressions. You should not place undue reliance on these
statements, as they involve certain risks and uncertainties, and
actual results or performance may differ materially from those
discussed in any such statement. Factors that could cause actual
results to differ materially are discussed in our annual report on
Form 10-K and quarterly reports on Form 10-Q filed with the
Securities and Exchange Commission and available through EDGAR on
the SEC's website at www.sec.gov. All forward-looking
statements in this release are made as of the date hereof and we
assume no obligation to update any forward-looking statement.
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SOURCE ALJ Regional Holdings, Inc