The ODP Corporation (ODP) – A Varis Sale


Thursday, October 24, 2024

Office Depot, Inc., together with its subsidiaries, supplies a range of office products and services. It offers merchandise, such as general office supplies, computer supplies, business machines and related supplies, and office furniture through its chain of office supply stores under the Office Depot, Foray, Ativa, Break Escapes, Worklife, and Christopher Lowell brand names. The company also provides graphic design, printing, reproduction, mailing, shipping, and other services through design, print, and ship centers. It has operations throughout North America, Europe, Asia, and Central America. The company also sells its products and services through direct mail catalogs, contract sales force, Internet sites, and retail stores, through a mix of company-owned operations, joint ventures, licensing and franchise agreements, alliances, and other arrangements. As of December 31, 2008, Office Depot operated 1,267 North American retail division office supply stores and 162 international division retail stores, as well as participated under licensing and merchandise arrangements in 98 stores. The company was founded in 1986 and is based in Boca Raton, Florida.

Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.

Jacob Mutchler, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

A Sale. The ODP Corporation reported that on October 18, 2024, the Company sold its Varis Division to an affiliate of Arising Ventures. The Company did not release the terms of the agreement. We expect to see additional detail on the Company’s third quarter earnings call.

Details. ODP is retaining a minority interest of 19.9% after the sale. Under the terms of the agreement, the Company will fund up to $4 million of expenses that Varis may incur following the transaction date until December 31, 2025, and has no further obligations to contribute capital to Varis. The terms of the sale did not result in a materially different impact on the Company’s financial statements than previously estimated.


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Release – CVG Announces Third Quarter 2024 Earnings Call

Research News and Market Data on CVGI

NEW ALBANY, Ohio, Oct. 22, 2024 (GLOBE NEWSWIRE) — CVG (NASDAQ: CVGI) will hold its quarterly conference call on Tuesday, November 5, 2024, at 8:30 a.m. ET, to discuss third quarter 2024 financial results. CVG will issue a press release and presentation prior to the conference call.

Toll-free participants dial (800) 549-8228 using conference code 04909. International participants dial (289) 819-1520 using conference code 04909. This call is being webcast and can be accessed through the “Investors” section of CVG’s website at ir.cvgrp.com where it will be archived for one year.

A telephonic replay of the conference call will be available until November 19, 2024. To access the replay, toll-free callers can dial (+1) 888 660 6264 using access code 04909#, and toll callers in North America and other locations can dial (+1) 289 819 1325.

About CVG

At CVG, we deliver real solutions to complex design, engineering and manufacturing problems while creating positive change for our customers, industries, and communities we serve. Information about the Company and its products is available on the internet at www.cvgrp.com.

Investor Relations Contact:
Ross Collins or Stephen Poe
Alpha IR Group
CVGI@alpha-ir.com

Source: Commercial Vehicle Group, Inc.

Release – 1-800-FLOWERS.COM, Inc. Reports Fiscal 2024 Fourth Quarter and Year-End Results

Research News and Market Data on FLWS

Aug 29, 2024

Reports Fiscal Year 2024 Revenue of $1.83 Billion and a Net Loss of $6.1 Million, which Includes a Non-Cash Impairment Charge of $19.8 million Recorded in the Second Quarter

Fiscal Year 2024 Gross Profit Margin Increased 260 Basis Points to 40.1%

Fiscal Year 2024 Adjusted EBITDA1 Increased to $93.1 million

Issues Fiscal Year 2025 Outlook

(1) Refer to “Definitions of Non-GAAP Financial Measures” and the tables attached at the end of this press release for reconciliation of non-GAAP results to applicable GAAP results.)

JERICHO, N.Y.–(BUSINESS WIRE)– 1-800-FLOWERS.COM, Inc. (NASDAQ: FLWS), a leading provider of gifts designed to help inspire customers to give more, connect more, and build more and better relationships, today reported results for its Fiscal 2024 fourth quarter and year ended June 30, 2024.

“In a dynamic consumer environment that impacted discretionary consumer spending, especially amongst lower income households, our organization was able to grow year-over-year adjusted EBITDA, which benefitted from our significant gross margin recovery and our expense optimization efforts that more than offset the top line decline,” said Jim McCann, Chairman and Chief Executive Officer of 1-800-FLOWERS.COM, Inc. “During Fiscal 2024, through our Relationship Innovation initiatives, we significantly enhanced our gifting platform, including category expansion, broadening our price points, increasing our assortment of gifts available for same-day delivery, and enhancing the user experience. We also experienced a significant recovery in our gross profit margin, which benefitted from a reversion to the mean on a number of commodity costs combined with our Work Smarter initiatives to operate more efficiently.”

“As we turn to Fiscal 2025, with our gross margin recovery well underway, our organization continues to be keenly focused on improving our sales trends by leveraging our Relationship Innovation initiatives. Acknowledging the uncertain consumer environment, we anticipate revenue trends improving as the fiscal year progresses as consumers respond to our newer offerings and services. We are confident in our strategic direction to be the gifting destination of choice for thoughtful and expressive gift-giving occasions and remain focused on delivering long-term value to our shareholders,” Mr. McCann continued.

Fiscal 2024 Fourth Quarter Highlights

  • Total consolidated revenues decreased 9.5% to $360.9 million, compared with total consolidated revenues of $398.8 million in the prior year period.
  • Gross profit margin increased 130 basis points to 38.4%, compared with 37.1% in the prior year period. The gross profit margin improved on lower freight costs, a decline in certain commodity costs, and the Company’s logistics optimization efforts.
  • Operating expenses declined $5.8 million to $166.2 million, as compared with the prior year period.
  • Net loss for the quarter was $20.9 million, or ($0.32) per share, as compared to a net loss of $22.5 million, or ($0.35) per share in the prior year period.
  • Adjusted Net Loss1 was $21.8 million, or ($0.34) per share, compared with an Adjusted Net Loss1 of $17.8 million, or ($0.28) per share, in the prior year period.
  • Adjusted EBITDA1 loss for the quarter was $8.8 million, as compared with an Adjusted EBITDA1 loss of $6.6 million in the prior year period.
  • Acquired Scharffen Berger Chocolate Maker, a high-end producer of extraordinary craft chocolates, that enhances and expands the Company’s chocolate offerings within its gourmet food and gift basket business. The acquisition closed after the fourth quarter ended.

Fiscal Year 2024 Highlights

  • Total consolidated revenues decreased 9.2% to $1.83 billion, compared with total consolidated revenues of $2.02 billion in the prior year period.
  • Gross profit margin increased 260 basis points to 40.1%, compared with 37.5% in the prior year period. The gross profit margin improved on lower freight costs, improved commodity costs, and the Company’s logistics optimization efforts.
  • Operating expenses declined $55.7 million to $736.8 million, as compared with the prior year period. Excluding impairment and other non-recurring charges in both periods, as well as the impact of the Company’s non-qualified deferred compensation plan in both periods, operating expenses declined by $22.2 million to $706.1 million, as compared with the prior year.
  • Net loss for the fiscal year was $6.1 million, or ($0.09) per share, compared with $44.7 million, or ($0.69) per share, in the prior year period. Both periods include impairment charges as outlined in the financial tables.
  • Adjusted Net Income1 was $11.6 million, or $0.18 per share, compared with Adjusted Net Income1 of $13.4 million, or $0.21 per share, in the prior year period.
  • Adjusted EBITDA1 for the fiscal year was $93.1 million, as compared with $91.2 million in the prior year period.
  • Net cash provided by operating activities was $95.0 million.
  • Generated Free Cash Flow1 of $56.4 million.

Segment Results

The Company provides Fiscal 2024 fourth quarter and full year selected financial results for its Gourmet Foods and Gift Baskets, Consumer Floral and Gifts, and BloomNet segments in the tables attached to this release and as follows:

  • Gourmet Foods and Gift Baskets: Revenues for the quarter declined 12.8% to $105.2 million, as compared with the prior year period. Gross profit margin increased 190 basis points from the prior year period to 30.0%, benefiting from lower freight costs, the Company’s inventory and labor optimization efforts, as well as a decline in certain commodity costs. Segment contribution margin1 loss was $14.4 million, compared with a loss of $13.4 million in the prior year period.

    For the full fiscal year, revenue decreased 9.4% to $874.3 million. Gross profit margin increased 340 basis points to 38.3%, benefiting from lower freight costs, the Company’s inventory and labor optimization efforts, as well as a decline in certain commodity costs. Excluding the impact of the severance charge in the current year and the impairment charge a year ago, segment contribution margin1 for the year was $85.0 million, compared with $77.5 million in the prior year.
  • Consumer Floral & Gifts: Revenues for the quarter declined 6.7% to $231.6 million, as compared with the prior year period. Gross profit margin increased 20 basis points from the prior year period to 40.8%. Segment contribution margin1 was $25.7 million, compared with $30.7 million in the prior year period.

    For the full fiscal year, revenues decreased 7.7% to $849.8 million, as compared with the prior year period. Gross profit margin increased 130 basis points from the prior year period to 40.8%, improving on lower fulfillment costs and the Company’s logistics optimization efforts. Excluding the impact of the severance and impairment charges in the current year, segment contribution margin1 was $87.7 million, compared with $95.5 million in the prior year.
  • BloomNet: Revenues for the quarter declined 18.7% to $24.4 million, as compared with the prior year period. Revenue and gross margin were impacted by the lower volume of lower margin orders processed by BloomNet. Gross profit margin increased 710 basis points from the prior year period to 49.7%, also benefitting from lower ocean freight costs as well as product mix. Segment contribution margin1 was $7.8 million, compared with $7.4 million in the prior year period.

    For the year, revenues decreased 19.1% to $107.8 million, as compared with the prior year period. Gross profit margin increased 550 basis points from the prior year period to 48.2% due to lower volume of lower margin orders, lower ocean freight costs, as well as product mix. Excluding the impact of the severance charge in the current year, segment contribution margin1 for the year was $33.8 million, compared with $37.2 million in the prior year.

Company Guidance

For Fiscal 2025, with a sustained challenging consumer environment, the Company expects revenue trends to improve as the fiscal year progresses benefitting from the company’s Relationship Innovation initiatives that have expanded the Company’s product offerings, broadened price points, and enhanced the user experience, combined with increased marketing spend. Additionally, the guidance assumes increased incentive compensation expense.

As a result, for Fiscal Year 2025 the Company expects:

  • total revenues on a percentage basis to be in a range of flat to a decrease in the low-single digits, as compared with the prior year;
  • Adjusted EBITDA1 to be in a range of $85 million to $95 million; and
  • Free Cash Flow1 to be in a range of $45 million to $55 million.

Conference Call

The Company will conduct a conference call to discuss the above details and attached financial results today, August 29, 2024, at 8:00 a.m. (ET). The conference call will be webcast from the Investors section of the Company’s website at www.1800flowersinc.com. A recording of the call will be posted on the Investors section of the Company’s website within two hours of the call’s completion. A telephonic replay of the call can be accessed beginning at 2:00 p.m. (ET) today through September 5, 2024, at: (US) 1-877-344-7529; (Canada) 855-669-9658; (International) 1-412-317-0088; enter conference ID #: 5141252.

Definitions of non-GAAP Financial Measures:

We sometimes use financial measures derived from consolidated financial information, but not presented in our financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Certain of these are considered “non-GAAP financial measures” under the U.S. Securities and Exchange Commission rules. Non-GAAP financial measures referred to in this document are either labeled as “non-GAAP” or designated as such with a “1”. See below for definitions and the reasons why we use these non-GAAP financial measures. Where applicable, see the Selected Financial Information below for reconciliations of these non-GAAP measures to their most directly comparable GAAP financial measures. Reconciliations for forward-looking figures would require unreasonable efforts at this time because of the uncertainty and variability of the nature and amount of certain components of various necessary GAAP components, including, for example, those related to compensation, tax items, amortization or others that may arise during the year, and the Company’s management believes such reconciliations would imply a degree of precision that would be confusing or misleading to investors. For the same reasons, the Company is unable to address the probable significance of the unavailable information. The lack of such reconciling information should be considered when assessing the impact of such disclosures.

EBITDA and Adjusted EBITDA:

We define EBITDA as net income (loss) before interest, taxes, depreciation, and amortization. Adjusted EBITDA is defined as EBITDA adjusted for the impact of stock-based compensation, Non-Qualified Plan Investment appreciation/depreciation, and for certain items affecting period-to-period comparability. See Selected Financial Information for details on how EBITDA and Adjusted EBITDA were calculated for each period presented. The Company presents EBITDA and Adjusted EBITDA because it considers such information meaningful supplemental measures of its performance and believes such information is frequently used by the investment community in the evaluation of similarly situated companies. The Company uses EBITDA and Adjusted EBITDA as factors to determine the total amount of incentive compensation available to be awarded to executive officers and other employees. The Company’s credit agreement uses EBITDA and Adjusted EBITDA to determine its interest rate and to measure compliance with certain covenants. EBITDA and Adjusted EBITDA are also used by the Company to evaluate and price potential acquisition candidates. EBITDA and Adjusted EBITDA have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. Some of the limitations are: (a) EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, the Company’s working capital needs; (b) EBITDA and Adjusted EBITDA do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on the Company’s debts; and (c) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future and EBITDA does not reflect any cash requirements for such capital expenditures. EBITDA and Adjusted EBITDA should only be used on a supplemental basis combined with GAAP results when evaluating the Company’s performance.

Segment Contribution Margin and Adjusted Segment Contribution Margin

We define Segment Contribution Margin as earnings before interest, taxes, depreciation, and amortization, before the allocation of corporate overhead expenses. Adjusted Segment Contribution Margin is defined as Segment Contribution Margin adjusted for certain items affecting period-to-period comparability. See Selected Financial Information for details on how Segment Contribution Margin and Adjusted Segment Contribution Margin were calculated for each period presented. When viewed together with our GAAP results, we believe Segment Contribution Margin and Adjusted Segment Contribution Margin provide management and users of the financial statements meaningful information about the performance of our business segments. Segment Contribution Margin and Adjusted Segment Contribution Margin are used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. The material limitation associated with the use of Segment Contribution Margin and Adjusted Segment Contribution Margin is that they are an incomplete measure of profitability as they do not include all operating expenses or non-operating income and expenses. Management compensates for this limitation when using these measures by looking at other GAAP measures, such as Operating Income and Net Income.

Adjusted Net Income (Loss) and Adjusted or Comparable Net Income (Loss) Per Common Share:

We define Adjusted Net Income (Loss) and Adjusted or Comparable Net Income (Loss) Per Common Share as Net Income (Loss) and Net Income (Loss) Per Common Share adjusted for certain items affecting period-to-period comparability. See Selected Financial Information below for details on how Adjusted Net Income (Loss) Per Common Share and Adjusted or Comparable Net Income (Loss) Per Common Share were calculated for each period presented. We believe that Adjusted Net Income (Loss) and Adjusted or Comparable Net Income (Loss) Per Common Share are meaningful measures because they increase the comparability of period-to-period results. Since these are not measures of performance calculated in accordance with GAAP, they should not be considered in isolation of, or as a substitute for, GAAP Net Income (Loss) and Net Income (Loss) Per Common share, as indicators of operating performance and they may not be comparable to similarly titled measures employed by other companies.

Free Cash Flow:

We define Free Cash Flow as net cash provided by operating activities less capital expenditures. The Company considers Free Cash Flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business after the purchases of fixed assets, which can then be used to, among other things, invest in the Company’s business, make strategic acquisitions, strengthen the balance sheet, and repurchase stock or retire debt. Free Cash Flow is a liquidity measure that is frequently used by the investment community in the evaluation of similarly situated companies. Since Free Cash Flow is not a measure of performance calculated in accordance with GAAP, it should not be considered in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. A limitation of the utility of Free Cash Flow as a measure of financial performance is that it does not represent the total increase or decrease in the Company’s cash balance for the period.

About 1-800-FLOWERS.COM, Inc.

1-800-FLOWERS.COM, Inc. is a leading provider of gifts designed to help inspire customers to give more, connect more, and build more and better relationships. The Company’s e-commerce business platform features an all-star family of brands, including: 1-800-Flowers.com®, 1-800-Baskets.com®, Cheryl’s Cookies®, Harry & David®, PersonalizationMall.com®, Shari’s Berries®, FruitBouquets.com®, Things Remembered®Moose Munch®, The Popcorn Factory®, Wolferman’s Bakery®, Vital Choice®, and Simply Chocolate®. Through the Celebrations Passport® loyalty program, which provides members with free standard shipping and no service charge on eligible products across our portfolio of brands, 1-800-FLOWERS.COM, Inc. strives to deepen relationships with customers. The Company also operates BloomNet®, an international floral and gift industry service provider offering a broad-range of products and services designed to help members grow their businesses profitably; Napco℠, a resource for floral gifts and seasonal décor; DesignPac Gifts, LLC, a manufacturer of gift baskets and towers; and Alice’s Table®, a lifestyle business offering fully digital livestreaming and on demand floral, culinary and other experiences to guests across the country. 1-800-FLOWERS.COM, Inc. was recognized among America’s Most Trustworthy Companies by Newsweek. 1-800-FLOWERS.COM, Inc. was also recognized among the top 5 on the National Retail Federation’s 2021 Hot 25 Retailers list, which ranks the nation’s fastest-growing retail companies, and was named to the Fortune 1000 list in 2022. Shares in 1-800-FLOWERS.COM, Inc. are traded on the NASDAQ Global Select Market, ticker symbol: FLWS. For more information, visit 1800flowersinc.com or follow @1800FLOWERSInc on Twitter.

FLWS–COMP
FLWS-FN

Special Note Regarding Forward Looking Statements:

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent the Company’s current expectations or beliefs concerning future events and can generally be identified using statements that include words such as “estimate,” “expects,” “project,” “believe,” “anticipate,” “intend,” “plan,” “foresee,” “forecast,” “likely,” “should,” “will,” “target” or similar words or phrases. These forward-looking statements are subject to risks, uncertainties, and other factors, many of which are outside of the Company’s control, which could cause actual results to differ materially from the results expressed or implied in the forward-looking statements, including, but not limited to, statements regarding the Company’s ability to achieve its guidance for the full Fiscal year; the Company’s ability to leverage its operating platform and reduce its operating expense ratio; its ability to successfully integrate acquired businesses and assets; its ability to successfully execute its strategic initiatives; its ability to cost effectively acquire and retain customers; the outcome of contingencies, including legal proceedings in the normal course of business; its ability to compete against existing and new competitors; its ability to manage expenses associated with sales and marketing and necessary general and administrative and technology investments; its ability to reduce promotional activities and achieve more efficient marketing programs; and general consumer sentiment and industry and economic conditions that may affect levels of discretionary customer purchases of the Company’s products. The Company undertakes no obligation to publicly update any of the forward-looking statements, whether because of new information, future events or otherwise, made in this release or in any of its SEC filings. Consequently, you should not consider any such list to be a complete set of all potential risks and uncertainties. For a more detailed description of these and other risk factors, refer to the Company’s SEC filings, including the Company’s Annual Reports on Form 10-K and its Quarterly Reports on Form 10-Q.

Note: The following tables are an integral part of this press release without which the information presented in this press release should be considered incomplete.

Investor Contact:

Andy Milevoj

(516) 237-4617

amilevoj@1800flowers.com

Media Contact:

Cherie Gallarello

cgallarello@1800flowers.com

Source: 1-800-FLOWERS.COM, Inc.

Duckhorn Wine Portfolio to be Acquired by Private Equity Firm Butterfly in $1.95 Billion Deal

Key Points:
– The Duckhorn Portfolio is being acquired by private equity firm Butterfly in an all-cash deal valued at $1.95 billion, offering a 65.3% premium to shareholders.
– The acquisition will return Duckhorn to private ownership and includes popular luxury wine brands such as Decoy, Sonoma-Cutrer, Kosta Browne, and Duckhorn Vineyards.
– Butterfly, a private equity firm with a focus on the food and beverage industry, aims to accelerate Duckhorn’s growth, adding it to a portfolio that includes companies like QDOBA and Chosen Foods.

The Duckhorn Portfolio (NYSE: NAPA), a leading luxury wine producer, announced that it has entered into a definitive agreement to be acquired by Butterfly, a private equity firm, in an all-cash transaction valued at $1.95 billion. This acquisition marks a significant milestone for Duckhorn, which will transition from a public to a private company.

Transaction Details and Shareholder Premium

As part of the deal, Duckhorn shareholders will receive $11.10 per share, representing a 65.3% premium over the volume-weighted average stock price for the 90-day period ending on October 4, 2024. Duckhorn originally went public five years ago, and this acquisition will once again return the company to private ownership. The transaction is expected to close this winter, subject to customary regulatory approvals and closing conditions.

Duckhorn’s board will have the right to terminate the agreement if a better proposal from a third party is made during the 45-day “go-shop” period, which expires on November 20, 2024.

Continued Growth for Duckhorn’s Premium Brands

The Duckhorn Portfolio, established in 1976, is recognized as a premier luxury wine producer in the United States, with popular brands like Decoy, Sonoma-Cutrer, Kosta Browne, and Duckhorn Vineyards. The company reported fiscal year sales growth of 0.7%, reaching $406 million through July 2024. With distribution to over 50 countries, Duckhorn has cemented its position as a leader in the high-end wine market.

This transaction is expected to accelerate the company’s growth and expansion under Butterfly’s ownership. Butterfly’s strategy of partnering with leading food and beverage companies aligns with Duckhorn’s ambitions to expand its luxury wine portfolio.

Butterfly’s Expanding Food and Beverage Investments

Butterfly is a private equity firm focused on investments in the “seed-to-fork” food ecosystem across North America. Its diverse portfolio includes companies like Milk Specialties Global, Chosen Foods, MaryRuth Organics, and QDOBA. Butterfly’s goal is to collaborate with category-leading food and beverage businesses and deliver consistent returns for its investors.

This deal also marks the third time Duckhorn has been under private equity ownership. GI Partners initially invested in Duckhorn in 2007, while TSG Consumer Partners took control in 2016 for approximately $600 million before the company filed for an IPO in 2021.

Release – Commercial Vehicle Group Completes Sale of Cab Structures Business

Research News and Market Data on CVGI

NEW ALBANY, Ohio, Oct. 02, 2024 (GLOBE NEWSWIRE) — Commercial Vehicle Group (the “Company” or “CVG”) (NASDAQ: CVGI), a diversified industrial products and services company, announced it has completed the sale, effective October 1, 2024, of its Cab Structures business with operations in Kings Mountain, North Carolina to a Volvo Group company. As part of the sale, CVG received a total of $40 million, with $20 million received on September 6, 2024, and the remaining $20 million received on October 1, 2024.

James Ray, President and CEO of CVG, stated, “This is a positive transaction for both companies and supports CVG’s efforts to optimize our portfolio toward higher-growth products and markets in line with our ongoing strategic transformation plan. We’re happy to see the plant in good hands as Kings Mountain employees will benefit from being integrated into their customer’s operations. We’re grateful for their contributions to CVG over the years.”

CVG and Volvo are committed to a smooth transition for our customers, suppliers, and the employees.

About CVG

At CVG, we deliver real solutions to complex design, engineering and manufacturing problems while creating positive change for our customers, industries, and communities we serve. Information about CVG and its products is available at www.cvgrp.com.

Investor Relations Contact:
Ross Collins or Stephen Poe
Alpha IR Group
CVGI@alpha-ir.com

Media Contact:
Patrick Woolford
Director, Communications
Patrick.Woolford@cvgrp.com

Source: Commercial Vehicle Group, Inc.

Release – Lifeway Foods Confirms Receipt of Unsolicited, Non-Binding Proposal from Danone

Research News and Market Data on LWAY

MORTON GROVE, Ill., Sept. 24, 2024 /PRNewswire/ — Lifeway Foods, Inc. (Nasdaq: LWAY) (“Lifeway” or “the Company”), a leading U.S. supplier of kefir and fermented probiotic products to support the microbiome, confirmed that it has received an unsolicited, non-binding proposal from Danone North America PBC (“Danone”) to acquire all outstanding shares of common stock of Lifeway it does not already own for $25.00 per share in cash. According to the Schedule 13D amendment filed yesterday with the U.S. Securities and Exchange Commission disclosing the proposal, Danone beneficially owns approximately 23.4% of Lifeway’s outstanding common stock.

Consistent with its fiduciary duties, Lifeway’s board of directors, in consultation with its independent outside advisors, will carefully review and evaluate the proposal to determine the course of action that it believes is in the best interests of the Company and its stakeholders. 

The Company does not undertake any obligation to provide any updates with respect to this or any other proposal or transaction, except as required under applicable law.

Lifeway shareholders do not need to take any action at this time. 

About Lifeway Foods, Inc.

Lifeway Foods, Inc., which has been recognized as one of Forbes’ Best Small Companies, is America’s leading supplier of the probiotic, fermented beverage known as kefir. In addition to its line of drinkable kefir, the company also produces a variety of cheeses and a ProBugs line for kids. Lifeway’s tart and tangy fermented dairy products are now sold across the United States, Mexico, Ireland, South Africa and France. Learn how Lifeway is good for more than just you at lifewayfoods.com.

Contacts:

Derek Miller
Vice President of Communications, Lifeway Foods
Email: derekm@lifeway.net 

OR

Longacre Square Partners
Joe Germani / Miller Winston
Email: LWAY@longacresquare.com

Forward-Looking Statements

This release (and oral statements made regarding the subjects of this release) contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 regarding, among other things, future operating and financial performance, product development, market position, business strategy and objectives. These statements use words, and variations of words, such as “continue,” “build,” “future,” “increase,” “drive,” “believe,” “look,” “ahead,” “confident,” “deliver,” “outlook,” “expect,” and “predict.” Other examples of forward-looking statements may include, but are not limited to, (i) statements of Company plans and objectives, including the introduction of new products, or estimates or predictions of actions by customers or suppliers, (ii) statements of future economic performance, and (III) statements of assumptions underlying other statements and statements about Lifeway or its business. You are cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events and thus are inherently subject to uncertainty. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from Lifeway’s expectations and projections. These risks, uncertainties, and other factors include: price competition; the decisions of customers or consumers; the actions of competitors; changes in the pricing of commodities; the effects of government regulation; possible delays in the introduction of new products; and customer acceptance of products and services. A further list and description of these risks, uncertainties, and other factors can be found in Lifeway’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and the Company’s subsequent filings with the SEC. Copies of these filings are available online at https://www.sec.govhttp://lifewaykefir.com/investor-relations/, or on request from Lifeway. Information in this release is as of the dates and time periods indicated herein, and Lifeway does not undertake to update any of the information contained in these materials, except as required by law. Accordingly, YOU SHOULD NOT RELY ON THE ACCURACY OF ANY OF THE STATEMENTS OR OTHER INFORMATION CONTAINED IN ANY ARCHIVED PRESS RELEASE

Lifeway Foods (LWAY) – An Acquisition Proposal from Danone


Tuesday, September 24, 2024

Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

The Proposal. In a move long awaited by many investors, yesterday after the market closed Danone North America proposed to acquire Lifeway for $25/sh in cash, valuing the entire Company at approximately $380 million. Although the proposal is non-binding, Danone seeks to engage in discussions with the Board with a view to signing a definitive agreement rapidly. LWAY shares reacted positively, trading up nearly 16% to $24.91 on the news.

Why Now? Danone has been a significant Lifeway shareholder since 1999 and currently owns 23.4% of the outstanding equity. According to the letter sent to management, Danone’s 2025-28 Renew strategy has a strong focus on gut health, “which is driving our interest in considering the benefits of a potential combination with Lifeway.” The probiotics in kefir may help support a healthy gut.


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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Vince Holding Corp. (VNCE) – Positioning For a Favorable 2025


Tuesday, September 17, 2024

500 5th Avenue 20th Floor New York, NY 10110 United States Sector(s): Consumer Cyclical Industry: Apparel Manufacturing Full Time Employees: 599 Key Executives Name Title Pay Exercised Year Born Mr. Jonathan CEO & Director 825.62k N/A 1958 Ms. Marie Fogel Senior VP and Chief Merchandising & Manufacturing Officer 633.19k N/A 1961 Mr. John Chief Financial Officer

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Fiscal Q2 overachieves expectations. Q2 revenues of $74.2 million were much better than our $68.5 million estimate and supported a “beat” in our adj. EBITDA estimate, a positive $2.4 million versus our adj. EBITDA loss estimate of $1.5 million. The largest portion of the variance was due to timing of wholesale order shipments, which pushed into the second quarter. We estimate that those revenues were roughly $5 million. 

Profit margins improved, outlook appears favorable. Gross profit margins increased 80 basis points from year earlier levels, as the company shifts away from price promotions and with a focus on tight cost controls. management guided for operating margins to increase 350 to 450 basis points for the full year, bolstered by a shift away from discounting, higher pricing, and lower freight costs. 


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Release – Lifeway Foods® Announces New Kefir Distribution in South Africa

Research News and Market Data on LWAY

MORTON GROVE, Ill., Sept. 11, 2024 /PRNewswire/ — Lifeway Foods, Inc. (Nasdaq: LWAY) (“Lifeway” or “the Company”), a leading U.S. manufacturer of kefir and fermented probiotic products, announced today the brand’s first expansion of kefir distribution in the South African market. The offering of Lifeway Kefir and ProBugs, exported from the United States, is currently shipping and available on shelves now. The retailers will be a mix of independent and health food stores, along with limited initial placements at established chains such as Pick n Pay and Shoprite.

“We are excited to introduce the U.S. kefir leader to consumers in South Africa,” said Lifeway President and CEO Julie Smolyansky. “Lifeway is taking a thoughtful approach to global expansion and seeking out markets that are primed for success and cann be accessed without major capital investment. The trends around cultured dairy drinkables have never been better, and I look forward to strategically building the Lifeway business worldwide.”

According to Global Market Insights, the global kefir market is projected to grow at a CAGR of over 6.3% and reach $4.9 billion USD by 2032.

About Lifeway Foods, Inc.
Lifeway Foods, Inc., which has been recognized as one of Forbes’ Best Small Companies, is America’s leading supplier of the probiotic, fermented beverage known as kefir. In addition to its line of drinkable kefir, the company also produces a variety of cheeses and a ProBugs line for kids. Lifeway’s tart and tangy fermented dairy products are now sold in the United States, Mexico, Ireland, South Africa and France. Learn how Lifeway is good for more than just you at lifewayfoods.com.

Forward-Looking Statements

This release (and oral statements made regarding the subjects of this release) contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 regarding, among other things, future operating and financial performance, product development, market position, business strategy and objectives. These statements use words, and variations of words, such as “continue,” “build,” “future,” “increase,” “drive,” “believe,” “look,” “ahead,” “confident,” “deliver,” “outlook,” “expect,” and “predict.” Other examples of forward-looking statements may include, but are not limited to, (i) statements of Company plans and objectives, including the introduction of new products, or estimates or predictions of actions by customers or suppliers, (ii) statements of future economic performance, and (III) statements of assumptions underlying other statements and statements about Lifeway or its business. You are cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events and thus are inherently subject to uncertainty. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from Lifeway’s expectations and projections. These risks, uncertainties, and other factors include: price competition; the decisions of customers or consumers; the actions of competitors; changes in the pricing of commodities; the effects of government regulation; possible delays in the introduction of new products; and customer acceptance of products and services. A further list and description of these risks, uncertainties, and other factors can be found in Lifeway’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and the Company’s subsequent filings with the SEC. Copies of these filings are available online at https://www.sec.govhttp://lifewaykefir.com/investor-relations/, or on request from Lifeway. Information in this release is as of the dates and time periods indicated herein, and Lifeway does not undertake to update any of the information contained in these materials, except as required by law. Accordingly, YOU SHOULD NOT RELY ON THE ACCURACY OF ANY OF THE STATEMENTS OR OTHER INFORMATION CONTAINED IN ANY ARCHIVED PRESS RELEASE

Media:
Derek Miller 
Vice President of Communications, Lifeway Foods
Email: derekm@lifeway.net 

General inquiries:
Lifeway Foods, Inc.
Phone: 847-967-1010
Email: info@lifeway.net

Bowlero (BOWL) – Sets Its Mark On M&A Targets


Friday, September 06, 2024

Bowlero Corp. is the worldwide leader in bowling entertainment, media, and events. With more than 300 bowling centers across North America, Bowlero Corp. serves more than 26 million guests each year through a family of brands that includes Bowlero, Bowlmor Lanes, and AMF. In 2019, Bowlero Corp. acquired the Professional Bowlers Association, the major league of bowling, which boasts thousands of members and millions of fans across the globe. For more information on Bowlero Corp., please visit BowleroCorp.com.

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Jacob Mutchler, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Reports solid Q4 results. Q4 revenues exceeded our expectations, $283.9 million (up a strong 18.6% y-o-y) versus our $270.0 million estimate, driven by strong 6.9% growth in same store revenues. Adj. EBITDA was $83.4 million, roughly in line with our $86.5 million estimate. Figure #1 Q4 Results illustrates our estimates versus reported results.

Resilient against economic headwinds. Management indicated that its business caters to a high end consumer that appears to be resilient to the economy. It plans to roll out high end food items and focus on its event business as a key revenue growth driver in fiscal 2025. Event business is currently $275 million and is expected to exceed $300 million in fiscal 2025. 


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Lifeway Foods (LWAY) – Positive Momentum for Shares, Increasing Price Target


Tuesday, September 03, 2024

Joe Gomes, CFA, Managing Director, Equity Research Analyst, Generalist , Noble Capital Markets, Inc.

Joshua Zoepfel, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Increasing Price Target. Shares of LWAY have risen since the Company had record-breaking operating results in the second quarter. The increase in the share price, of around 15% from the announcement of second quarter results, along with the positive operating momentum of the Company pushes our target price from a previous $20 to $25.

Rise in Price. Since the second quarter results on August 13th, shares of LWAY have risen to $19.18 as of Friday’s close from $16.66. The average volume per day over the course of this time (14 days) was approximately 255,571 shares as opposed to last quarter’s 164,046. Although not all volume is positive, the positive trend indicates more investor interest in Lifeway’s story and being encouraged with the Company’s performance.


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

1·800·Flowers.com, Inc. (FLWS) – Why This Company Should Be On Your Radar Screen


Tuesday, September 03, 2024

For more than 45 years, 1-800-Flowers.com has offered truly original floral arrangements, plants and unique gifts to celebrate birthdays, anniversaries, everyday occasions, and seasonal holidays, and to deliver comfort during times of grief. Backed by a caring team obsessed with service, 1-800-Flowers.com provides customers thoughtful ways to express themselves and connect with the most important people in their lives. 1-800-Flowers.com is part of the 1-800-FLOWERS.COM, Inc. family of brands. Shares in 1-800-FLOWERS.COM, Inc. are traded on the NASDAQ Global Select Market, ticker symbol: FLWS.

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Jacob Mutchler, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Q4 results. The company reported Q4 revenue of $360.9 million, which was modestly below our estimate of $373.5 million by 3.4%. Additionally, Adj. EBITDA loss in the quarter of $8.8 million was below our estimate of negative $5.8 million. While the results were softer than expected, there were some bright spots. Notably, Q4 gross profit margin increased 130 basis points from the prior year period, which was largely attributed to lower freight and commodity costs, as well as cost saving initiatives. 

Increasing revenue investments. Management indicated that it plans to step up marketing, post the upcoming elections, and will introduce new products at price points that may help to offset the lackluster sales particularly for its everyday gifting products. There has been a bifurcation of sales for its products that target its high end consumer and that for consumers that are price sensitive. 


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Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

1·800·Flowers.com, Inc. (FLWS) – Positioning To Offset Economic Headwinds


Friday, August 30, 2024

For more than 45 years, 1-800-Flowers.com has offered truly original floral arrangements, plants and unique gifts to celebrate birthdays, anniversaries, everyday occasions, and seasonal holidays, and to deliver comfort during times of grief. Backed by a caring team obsessed with service, 1-800-Flowers.com provides customers thoughtful ways to express themselves and connect with the most important people in their lives. 1-800-Flowers.com is part of the 1-800-FLOWERS.COM, Inc. family of brands. Shares in 1-800-FLOWERS.COM, Inc. are traded on the NASDAQ Global Select Market, ticker symbol: FLWS.

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Jacob Mutchler, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Q4 results. The company reported Q4  revenue of $360.9 million, which was modestly below our estimate of $373.5 million by 3.4%. Additionally, Adj. EBITDA loss in the quarter of $8.8 million was below our estimate of negative $5.8 million. Illustrated in Figure #1 Q4 Results. While the results were softer than expected, there were some bright spots. Notably, Q4 gross profit margin increased 130 basis points from the prior year period, which was largely attributed to lower freight and commodity costs, as well as cost saving initiatives.

Stepping up revenue investments. Management indicated that it plans to step up marketing, post the upcoming elections, and will introduce new products at price points that may help to offset the lackluster sales particularly for its everyday gifting products. There has been a bifurcation of sales for its products that target its high end consumer and that for consumers that are price sensitive. 


Get the Full Report

Equity Research is available at no cost to Registered users of Channelchek. Not a Member? Click ‘Join’ to join the Channelchek Community. There is no cost to register, and we never collect credit card information.

This Company Sponsored Research is provided by Noble Capital Markets, Inc., a FINRA and S.E.C. registered broker-dealer (B/D).

*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision.