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Raymond James Tech Conference December 5, 2017

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Page 1: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Raymond James Tech Conference

December 5, 2017

Page 2: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Forward-looking statements

The following information contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about the Company’s plans, strategies and prospects as well as future volume and earnings trends and expectations. These forward-looking statements are based on management’s current expectations and beliefs, as well as a number of assumptions concerning future events. These forward-looking statements are subject to risks, uncertainties, assumptions and other important factors. You are cautioned not to put undue reliance on such forward-looking statements because actual results may vary materially from those expressed or implied. The reports filed by the Company pursuant to United States securities laws contain discussions of these risks and uncertainties, which include, but are not limited to, competition from other weight management industry participants or the development of more effective or more favorably perceived weight management methods; the Company’s ability to continue to develop new, innovative services and products and enhance its existing services and products or the failure of its services and products to continue to appeal to the market, or the Company’s ability to successfully expand into new channels of distribution or respond to consumer trends; the ability to successfully implement new strategic initiatives; the effectiveness of the Company’s advertising and marketing programs, including the strength of its social media presence; the impact on the Weight Watchers brand of actions taken by the Company’s franchisees, licensees, suppliers and other partners; the impact of the Company’s debt service obligations and restrictive debt covenants; uncertainties regarding the satisfactory operation of the Company’s information technology or systems; the impact of security breaches or privacy concerns; the recognition of asset impairment charges; the loss of key personnel, strategic partners or consultants or failure to effectively manage and motivate the Company’s workforce; the Company’s chief executive officer transition; the inability to renew certain of the Company’s licenses, or the inability to do so on terms that are favorable to the Company; the expiration or early termination by the Company of leases; risks and uncertainties associated with the Company’s international operations, including regulatory, economic, political and social risks and foreign currency risks; uncertainties related to a downturn in general economic conditions or consumer confidence; the Company’s ability to successfully make acquisitions or enter into joint ventures, including its ability to successfully integrate, operate or realize the anticipated benefits of such businesses; the seasonal nature of the Company’s business; the impact of events that discourage or impede people from gathering with others or accessing resources; the Company’s ability to enforce its intellectual property rights both domestically and internationally, as well as the impact of its involvement in any claims related to intellectual property rights; the outcomes of litigation or regulatory actions; the impact of existing and future laws and regulations; the Company’s failure to maintain effective internal control over financial reporting; the possibility that the interests of Artal Group S.A., who effectively controls the Company, will conflict with other holders of the Company’s common stock; and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission. The Company assumes no obligation to, and expressly disclaims any obligation to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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Page 3: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Overview of Weight Watchers

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Weight Watchers is the global leader in commercial weight management

Over 50 years of experience in modifying behavior through in-person meetings, online communities, and mobile platforms

One of the most clinically-studied weight management programs over the last 20 years, with numerous awards including the #1 Best-Weight-Loss Diet in 2017 (US News)

Successful launch of the Beyond the Scale strategy in Q4 2015 has resulted in 6 consecutive quarters of revenue growth and 8 consecutive quarters of recruitment growth

~81% of revenue comes from member subscriptions

End of period subscribers up 18.4% YoY in Q3 2017, driven by growth in all major geographic markets

Business highlights Competitive strengths

Global healthy living brand

Scientifically proven program with expertise in behavior change across both physical and digital platforms

Loyal and growing customer base

Strategic partnership with Oprah Winfrey

Highly profitable and capital efficient business model

Focus on cost management ($250mm annualized gross cost reduction since year end 2012)

Diversified geographic portfolio with ~32% of revenue outside of North America

Experienced management team, Oprah partnership and Beyond the Scale strategy support sustainable growth

Source: Company filings

Page 4: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Innovative product offering and high customer engagement

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Weight management plan

Beyond the Scale strategy: foundation of Weight Watchers’ services and products

Holistic and personalized approach to health and wellness

SmartPoints: based on scientific research and customer insights

Meetings

Group support system is the cornerstone of meeting’s effectiveness

Members share experiences as inspiration to achieve their goals

Encourage learning through discussions and goal setting

Products / Other

Products include bars, snacks, cookbooks, food and restaurant guides, and Weight Watchers’ magazines

Growing sales by curating existing and new product offerings

Meetings and online platform create a large support base for subscribers – Weight Watchers has a loyal following of approximately 1.35mm Meeting subscribers and more than 2.0mm Online subscribers

Source: Company filings

Online

Digitally manage daily aspects of weight management plan

All members have access to online tools

4.5-star rated mobile suite offers exclusive access to weight-loss tools and other health-related content

Page 5: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

360 degree experience to meet members where they are

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Meetings Online

Content

Connect

24/7 Chat

Social Media

Page 6: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Connect: Our digital community

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Connect social platform embedded in the Weight Watchers app

Exclusive community where members post progress, photos and motivational quotes

Page 7: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Dramatic and sustainable transformation of the business

Modernized technology platform

Consumer-facing functionality now largely operating on new platform:

Reliable

Platform for rapid innovation

Enhanced the member experience

Significantly enhanced online community

Brought human support to digital realm, driving high levels of member engagement

Disciplined expense management

Achieved $250mm cost structure reduction from 2012 levels, across all expense lines

Much improved global marketing execution

Groundbreaking partnership with Oprah Winfrey in October 2015

Long-term collaboration with Oprah Winfrey as a WW member, Board member, advisor and shareholder

Launched SmartPoints Food program in combination with Beyond the Scale strategy

Holistic approach to a healthier, more fulfilling life that encompasses the evolving needs, mindsets and science around weight management

Mindy Grossman joined as new President and CEO on July 5, 2017

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Page 8: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Realizing benefits of our transformation

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EBITDAS ($mm)

FCF1 ($mm)

Revenue ($mm)

Net debt3 / EBITDAS

$1,480

$1,164 $1,165 $1,262

2014 2015 2016 2017 LTM

Source: Company filings Note: See Appendix for GAAP reconciliations

1 Free cash flow calculated as CFO – Capex (includes capitalized software expenditures) 2 Conversion calculated as free cash flow / CFO 3 Net debt is total debt less cash. Debt reflects par principal of loan; excludes deferred financing charges

$366

$256 $259 $328

2014 2015 2016 2017 LTM

5.6x

7.8x 7.4x

5.3x

2014 2015 2016 2017 LTM

$180

$19

$85

$171

2014 2015 2016 2017 LTM

24.7% 22.0% 22.2% 26.0% EBITDAS margin

77.7% 33.9% 71.2% 81.5% FCF conversion2

Page 9: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Momentum accelerated into Q3

End of Period Subscribers +18% YoY to ~3.4 million

Revenues +14% YoY (at constant currency) with higher retention

Gross margin has increased 320 bps YoY (at constant currency)

Operating Income +34% YoY (at constant currency) with growth in all major markets

Raised full year EPS guidance for the 3rd consecutive quarter

Introduced a below 3.5x long-term leverage target on our earnings call

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Page 10: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Profitable business model with low costs

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Business model highlights

Recruitments

Subscription model with strong repeat behavior

Much improved integrated marketing across all channels, including digital, social, CRM, and TV has contributed to recruitment growth

Recruitment is also driven by word-of-mouth

Online product enhancements and 4.5-star rated app help drive growth in recruitments

Price

Many customers join with 3-month commitment, followed by auto renewal at full-rate

$19.95 / month1: Weight Watchers online subscription

$44.95 / month1: Access to face-to-face meetings in addition to digital tools

Retention Average length of stay has improved to over 9 months

Increased retention driven by increased member engagement through tools like Connect

High incremental margins

Very low cost to serve incremental subscribers

Online segment is highly scalable with centralized infrastructure

Marketing and G&A are each less than 16% of sales

Multiple levers of future growth: New audiences, global expansion, partnerships Source: Company filings 1 U.S. pricing

Disciplined expense management

Reduced gross annualized expenses by $250mm from 2012 levels

Marketing spend has become much more efficient

Transformation plan produced agile and cost-effective technology infrastructure

Page 11: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

(12.7%) (16.7%)

(21.7%) (18.1%)

(13.5%)

(4.3%)

2.9% 3.8%

9.9% 9.2%

20.1%

25.8% 24.4%

Q3 14 Q4 14 Q1 15 Q2 15 Q3 15 Q4 15 Q1 16 Q2 16 Q3 16 Q4 16 Q1 17 Q2 17 Q3 17

(12.4%) (13.3%)

(17.0%) (14.7%)

(11.5%)

(5.4%)

7.6% 6.6%

10.4% 10.4% 10.7% 12.5%

10.6%

Q3 14 Q4 14 Q1 15 Q2 15 Q3 15 Q4 15 Q1 16 Q2 16 Q3 16 Q4 16 Q1 17 Q2 17 Q3 17

Continued strength in both online and meeting subscribers…

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Source: Company filings

Meeting subscribers (YoY % growth)

Online subscribers (YoY % growth)

Page 12: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

…under a low cost structure

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354

296

262

201 194

205

19.2%

17.1%

17.7%

17.3%

16.7%

15.8%

2012 2013 2014 2015 2016 2017 Guidance

Marketing expense % of revenue

Marketing expense ($mm) and % of revenue

229

248 234

185 190 205

12.5%

14.4%

15.8% 15.8% 16.3% 15.8%

2012 2013 2014 2015 2016 2017 Guidance

G&A expense

% of revenue

G&A expense ($mm) as a % of revenue

Weight Watchers has exhibited disciplined expense management

Marketing down ~$150mm vs. peak

Continued cost efficient G&A spend

Source: Company filings Note: See Appendix for SG&A reconciliation

Page 13: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

22

45

47 40

52

36 34 39

32

22

79

62

1.5% 2.5% 2.5% 2.3%

3.5% 3.1% 2.9% 3.1%

2010 2011 2012 2013 2014 2015 2016 2017 LTM

Non-recurring

Normalized capex

Normalized capex % of net sales

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Strong cash flow generation and low capex

259

357

320

284

180

19

85

171 92.1% 88.8% 95.0%

87.7% 77.7%

33.9%

71.2% 81.5%

2010 2011 2012 2013 2014 2015 2016 2017 LTM

FCF

FCF conversion

Source: Company financials Note: Normalized capex adjusted for non-recurring expenditures related to retail store refresh (2012) and corporate headquarters relocation (2013) 1 Free cash flow calculated as CFO – Capex; 2 Conversion calculated as free cash flow / CFO, 3 Capex includes capitalized software expenditures. See Appendix for FCF reconciliation

Free cash flow generation1 ($mm) and free cash flow conversion2

Capital expenditures3 ($mm)

Highly cash generative business model

Low required capital expenditures

Page 14: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Debt refinancing

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Prior structure

• $1.9B term loan • Due April 2020 • LIBOR +325 bps

• $50M revolver • LIBOR +250 bps • April 2018 maturity • No borrowing as of Q3 2017

New structure

• $1.54B term loan • Due November 2024 • LIBOR +475 bps

• $300M bond

• 8.625% • November 2025 maturity

• $150M revolver

• LIBOR +275 bps • November 2022 maturity • $25M drawn down at closing

New structure extends debt maturities to 2024-2025, providing increased flexibility

2018 interest expense expected to increase to ~$140M; opportunities to prepay and reprice with business momentum and cash generation

Commitment to delevering – Introduced long-term leverage target below 3.5x net debt to EBITDAS

Page 15: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Exciting news for winter season

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Launched new program in all major markets The program is an evolution of our highly successful and effective SmartPoints Food plan The livable plan gives members more freedom and flexibility New program has been under development for more than a year, and has tested better than any other plan in the company’s history Clinical trial results best we have ever seen for a WW

program Receiving high marks for livability Oprah is a strong advocate of the new program and will play a central role in the upcoming U.S. marketing campaign

Page 16: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Evolution of SmartPoints

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• Vegetables • Fruits • Skinless chicken breast • Skinless turkey breast • Non-fat yogurt • Eggs • Beans, peas, lentils, tofu and corn • All fish, e.g., cod, mackerel, trout and salmon • All seafood, e.g. shrimp, lobster, mussels, oysters

Page 17: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Our strategic priorities

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Brand Global

• Continue to evolve into a global healthy living brand

• Beyond the Scale Strategy focusing on nutrition, activity and positive mindset

• Leverage Connect

• Offer new ways to experience Weight Watchers

• Continue to leverage our authority on food science

• Use our expertise in behavioral science to guide people through weight loss and wellness journey

• Deliver personalized interactions and experiences throughout a member’s journey

• Use AI and data to personalize our approach

• Opportunity to expand into new international markets

• A technology experience company driven by human engagement

• A 360 program with seamless online and offline experiences

Behavior science Community

Personalization

Brand

Human impact

Global

Page 18: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Appendix

Page 19: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

Fiscal year YTD Q3

($mm) 2012 2013 2014 2015 2016 2017

Meeting fees 934.9 851.6 744.6 587.8 605.3 505.0

Online subscription revenues 490.1 509.1 437.4 349.6 343.8 312.7

In-meeting product sales 253.2 212.0 169.1 127.3 125.5 176.7

Licensing, franchise royalties and other 161.1 151.4 128.9 99.8 90.3 --

Net revenue $1,839.4 $1,724.1 $1,479.9 $1,164.4 $1,164.9 $994.4

GAAP reconciliations

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Net revenue

Gross profit

Fiscal year YTD Q3

($mm) 2012 2013 2014 2015 2016 2017

Gross profit 1,093.8 1,001.1 802.6 574.1 585.5 530.2

Adjustments:

Restructuring charges -- -- 4.6 1.5 -- --

UK self-employment ruling accrual reversal (14.5) -- -- -- -- --

Adjusted gross profit $1,079.3 $1,001.1 $807.2 $575.6 $585.5 $530.2

Source: Company filings Note: Totals may not sum due to rounding

1 Includes licensing, franchise royalties and other

1

Fiscal year YTD Q3

($mm) 2012 2013 2014 2015 2016 2017

SG&A 229.3 247.7 241.0 205.0 190.3 153.7

Adjustments:

Restructuring charges -- -- (7.2) (6.9) -- --

Winfrey transaction expenses -- -- -- (13.6) -- --

Adjusted SG&A $229.3 $247.7 $233.8 $184.5 $190.3 $153.7

Selling, general and administrative expenses

Page 20: Raymond James Tech Conference December 5, · PDF fileDiversified geographic portfolio with ~32% of revenue outside ... Members share experiences as inspiration to achieve their goals

GAAP reconciliations (continued)

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EBITDAS

Free cash flow

Fiscal year YTD Q3

($mm) 2012 2013 2014 2015 2016 2017

Net income 257.4 202.7 117.8 32.9 67.7 100.5

Interest 90.5 103.1 123.0 121.8 115.2 82.2

Taxes 159.5 129.6 65.9 22.8 16.6 36.5

EBIT $507.5 $435.5 $306.7 $177.6 $199.5 $219.2

Depreciation and amortization 36.6 47.9 49.2 53.2 52.6 38.3

Stock-based compensation 8.8 4.3 10.5 24.8 6.5 9.4

Adjustments:

UK self-employment ruling accrual reversal (14.5) -- -- -- -- --

EBITDAS $538.5 $487.6 $366.5 $255.5 $258.7 $266.9

Source: Company filings Note: Totals may not sum due to rounding

Fiscal year YTD Q3

($mm) 2012 2013 2014 2015 2016 2017

Cash provided by operating activities $336.7 $323.5 $231.6 $54.8 $119.0 $184.8

Capital expenditures (48.8) (40.7) (9.1) (4.0) (5.6) (10.8)

Capitalized software expenditures (29.9) (21.3) (42.6) (32.3) (28.8) (20.2)

Adjustments:

Corporate headquarters relocation -- 22.0 -- -- -- --

Retail store refresh 32.0 -- -- -- -- --

UK self-employment ruling accrual reversal 30.0 -- -- -- -- --

Adjusted free cash flow $320.0 $283.6 $179.9 $18.6 $84.7 $153.8

Discretionary items

Dividends (52.0) (29.6) (0.1) (0.0) (0.0) --

Cash paid for acquisitions (30.4) (83.8) (16.7) (3.1) (2.9) --

Adjusted free cash flow after discretionary cash items $237.6 $170.2 $163.2 $15.4 $81.8 $153.8