UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 28, 2023
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices)
(Zip Code)
(800 ) 603-4996
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
The information provided below in “Item 7.01 - Regulation FD Disclosure” of this Current Report on Form 8-K (“Current Report”) is incorporated by reference into this Item 2.02.
Item 7.01. Regulation FD Disclosure.
On February 28, 2023, The Beauty Health Company (the “Company”) issued a press release (the “Earnings Press Release”) regarding the Company’s financial results for its fiscal quarter and year ended December 31, 2022. A copy of the Earnings Press Release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
On February 28, 2023, the Company posted an investor presentation (the “Investor Presentation”) on the Company’s website, https://investors.beautyhealth.com/. A copy of the Investor Presentation is attached as Exhibit 99.2 hereto and incorporated herein by reference.
The Earnings Press Release and Investor Presentation include non-GAAP financial measures as defined in Regulation G of the Sarbanes-Oxley Act of 2002. The Earnings Press Release and Investor Presentation also include a presentation of the most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”), information reconciling the non-GAAP financial measures to the GAAP financial measures, and a discussion of the reasons why the Company’s management believes that presentation of the non-GAAP financial measures provides useful information to investors regarding the Company’s financial condition and results of operations. The non-GAAP financial measures presented therein should be considered in addition to, and not as a substitute for, or superior to, financial measures calculated and presented in accordance with GAAP.
Exhibit 99.1 and Exhibit 99.2 contain forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements.
The information set forth under Item 7.01 of this Current Report, including Exhibit 99.1 and Exhibit 99.2 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1 and Exhibit 99.2, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless expressly incorporated by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: | The Beauty Health Company | |||||||
| By: | /s/ Liyuan Woo | |||||||
| Name: | Liyuan Woo | |||||||
| Title: | Chief Financial Officer | |||||||
Exhibit 99.1
BeautyHealth Reports Full Year and Fourth Quarter 2022 Financial Results
•Delivers +41% year-over-year topline growth for the year and exceeds market expectations for eighth consecutive quarter
•Increases adjusted EBITDA +46% year-over-year, landing within guided annual range
•Sets 2023 profitable growth targets on strategy to increase operating leverage and accelerate in China, confirms long-range 2025 guidance
Long Beach, Calif., February 28, 2023 – The Beauty Health Company (NASDAQ: SKIN), home to flagship brand Hydrafacial, today announced financial results for the full year and fourth quarter ended December 31, 2022. Full year 2022 net sales of $365.9 million increased +41% relative to 2021, and fourth quarter net sales of $98.1 million increased +26%, revealing consistent mid-to-high double-digit quarterly growth year-over-year.
The Company delivered net income of $44.4 million and adjusted EBITDA of $47.7 million for the full year, up +46% relative to 2021, and net income of $3.8 million and adjusted EBITDA of $16.3 million for the fourth quarter, up +92% relative to the fourth quarter of 2021. Fiscal year 2022 adjusted EBITDA was within the previously guided $45 million to $50 million range, despite a slower than expected reopening and delayed return on planned investment in China.
On continued momentum and demand for its differentiated offering, BeautyHealth expects 2023 net sales of $450 million to $470 million, and affirms its 2023 18% to 20% adjusted EBITDA margin target. BeautyHealth also confirms its long-range 2025 guidance of $600 million to $700 million in net sales and 25% to 30% adjusted EBITDA margin introduced during its Investor Day in September 2022.
“I am proud of the significant progress our team made this year. We achieved strong annual sales growth, launched Hydrafacial Syndeo, our innovative next generation delivery system, and continued to build the world’s premiere skincare booster portfolio,” said BeautyHealth President and Chief Executive Officer Andrew Stanleick. “We enter 2023 from a position of strength, having invested to expand our global capabilities and scale. As planned, we are now turning our focus to driving profitable growth and flawlessly executing our international Syndeo launch in the second quarter.”
Full Year 2022 Summary
•Global performance:
◦Record global net sales of $365.9 million, +41% relative to 2021
◦$250.3 million and $267.2 million gross margin and adjusted gross margin, respectively, resulting in a 149bps and 103bps year-over-year decline in gross margin and adjusted gross margin, respectively. The decline was primarily driven by trade-up volumes, premiums paid on accelerated manufacturing and shipping associated with Syndeo’s US launch and international launch readiness, global supply chain challenges, inflationary pressures and foreign exchange headwinds
◦Net income and adjusted net income of $44.4 million and $9.1 million, respectively, compared to net loss and adjusted net income of ($375.1) million and $4.5 million in 2021, respectively
◦Adjusted EBITDA of $47.7 million, +46% relative to 2021 despite China’s zero-Covid policy and foreign exchange headwinds encountered during the year
•Double digit net sales growth across all regions:
◦Americas: $243.2 million, +44% year-over-year, fueled by strong Syndeo performance and continued conquest of new providers
◦APAC: $54.3 million, +24% year-over-year, even with the prolonged impact of China’s zero-Covid policy and lagging consumer mobility
◦EMEA: $68.3 million, +46% year-over-year, despite foreign exchange headwinds
•Record single-year delivery system sales:
◦8,492 delivery systems sold, including 1,793 trade-ups, representing +37% delivery systems volume growth compared to 2021
◦Total net global delivery system install base of 25,336 systems as of December 31, 2022
•Key strategic initiatives:
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◦Introduction of Syndeo, the revolutionary next generation, digitally connected Hydrafacial delivery system
◦Driving consumables growth with an active R&D pipeline of co-created boosters, including launches with JLO Beauty, Murad Skincare, Dr. BABOR Skincare and Glytone
◦Significant global expansion and infrastructure investments made in system implementation, value engineering efforts, global commercial infrastructure, senior talent and readying production in China
Key Operational and Business Metrics
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| Unaudited (dollars in millions) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Delivery Systems net sales | $ | 50.7 | $ | 42.7 | $ | 206.2 | $ | 139.5 | |||||||||||||||
| Consumables net sales | 47.4 | 35.2 | 159.6 | 120.6 | |||||||||||||||||||
Total net sales | $ | 98.1 | $ | 77.9 | $ | 365.9 | $ | 260.1 | |||||||||||||||
| Gross profit | $ | 65.2 | $ | 56.8 | $ | 250.3 | $ | 181.8 | |||||||||||||||
| Gross margin | 66.4% | 72.9% | 68.4% | 69.9% | |||||||||||||||||||
| Net income (loss) | $ | 3.8 | $ | (17.3) | $ | 44.4 | $ | (375.1) | |||||||||||||||
| Adjusted net income (loss)* | $ | 7.4 | $ | 1.6 | $ | 9.1 | $ | 4.5 | |||||||||||||||
| Adjusted EBITDA* | $ | 16.3 | $ | 8.5 | $ | 47.7 | $ | 32.7 | |||||||||||||||
| Adjusted EBITDA margin* | 16.6% | 10.9% | 13.0% | 12.6% | |||||||||||||||||||
| Adjusted gross profit* | $ | 70.9 | $ | 59.6 | $ | 267.2 | $ | 192.6 | |||||||||||||||
| Adjusted gross margin* | 72.3% | 76.5% | 73.0% | 74.1% | |||||||||||||||||||
*See "Non-GAAP Financial Measures" below.
Fourth Quarter 2022 Summary
•Net sales of $98.1 million increased +26% in Q4 2022 compared to $77.9 million in Q4 2021, driven by strength across delivery systems and consumables
◦Delivery Systems net sales increased +19% to $50.7 million in Q4 2022 compared to Q4 2021. The Company sold 2,067 Delivery Systems during the quarter
◦Consumables net sales increased +35% to $47.4 million in Q4 2022 compared to Q4 2021
◦Net sales in the Americas region increased +29% to $64.9 million in Q4 2022 compared to Q4 2021, driven by strength in Syndeo placements and the expansion to new providers
◦Net sales in the APAC region increased +33% to $15.9 million in Q4 2022 compared to Q4 2021, despite the impact of China’s zero-Covid policy and lagging consumer mobility in China
◦Despite foreign exchange rate headwinds, net sales in the EMEA region increased +12% to $17.3 million in Q4 2022 compared to Q4 2021, driven by strong performance across the region
•Gross margin was 66.4% in Q4 2022 compared to 72.9% in Q4 2021, and adjusted gross margin was 72.3% in Q4 2022 compared to 76.5% in Q4 2021, with the changes due to costs associated with Syndeo’s US launch and international launch readiness (including trade-up volumes and premiums paid on accelerated manufacturing and shipping), global supply chain challenges, inflationary pressures and foreign exchange headwinds
•Selling and marketing expenses were $39.0 million in Q4 2022 compared to $37.1 million in Q4 2021, primarily driven by increases in sales commissions associated with higher revenues partially offset by leverage of fixed marketing investment
•Operating loss was $3.8 million in Q4 2022 compared to an operating loss of $7.2 million in Q4 2021, primarily due to increased revenue from higher volumes of delivery systems and consumables sold. The operating loss in Q4 2022 includes approximately $2.8 million in patent litigation expenses and approximately $2.4 million in non-recurring Syndeo initial program logistics and services costs
•Net income was $3.8 million in Q4 2022 compared to a net loss of $17.3 million in Q4 2021, and adjusted net income was $7.4 million in Q4 2022 compared to adjusted net income of $1.6 million in Q4 2021. The increase was primarily due to an increase in other operating income and fluctuations in the change of fair value of our warrant liabilities
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•Adjusted EBITDA was $16.3 million in Q4 2022, or +92% compared to adjusted EBITDA of $8.5 million in Q4 2021. Adjusted EBITDA grew despite China’s zero-Covid policy and foreign exchange headwinds encountered during the year
Balance Sheet and Cash Flow Highlights
Cash and cash equivalents were approximately $568.2 million as of December 31, 2022 compared to approximately $901.9 million as of December 31, 2021. Cash and cash equivalents decreased during the year primarily due to $200.0 million in accelerated share repurchase programs and the purchase of inventory to prepare for anticipated future sales growth and the international launch of Syndeo in the second quarter of 2023.
Warrants and Shares Outstanding
The Company had approximately 7.0 million private placement warrants and approximately 132.2 million shares of Class A common stock outstanding as of December 31, 2022. During the fourth quarter of 2022, the Company completed its first $100.0 million accelerated share repurchase transaction, which was announced September 27, 2022, and retired a total of approximately 9.3 million shares. The Company expects to complete its second $100.0 million accelerated share repurchase transaction, which was announced on November 10, 2022, by the end of the second quarter of 2023.
2023 Outlook
BeautyHealth expects net sales in the range of $450 to $470 million for fiscal 2023, reflecting management's confidence in the business as the Company executes against its growth plan. The Company is also reiterating its outlook for fiscal 2023 adjusted EBITDA margin of 18% to 20% and its fiscal 2025 long-range outlook of $600 million to $700 million net sales and 25% to 30% adjusted EBITDA margin originally announced at its 2022 Investor Day. The Company also expects fiscal 2023 gross margin to exceed fiscal 2022 gross margin, driven by gross margin expansion in the second half of 2023.
BeautyHealth’s achievement of the anticipated results is subject to risks and uncertainties, including those disclosed in the Company’s filings with the Securities and Exchange Commission. The outlook assumes no material deterioration in general market conditions or other unforeseen circumstances beyond our control and does not take into account the impact of any unanticipated developments in the business or changes in the operating environment, nor does it take into account any acquisitions, dispositions or financings during 2023. In addition, given the uncertainty in the environment in which BeautyHealth is operating, the Company remains cautious of the potential risk for further market closures or other restrictive measures from existing or new COVID-19 strains and the uneven global rollout and adoption of vaccines, as well as inflationary headwinds related to higher raw material, shipping and labor costs. BeautyHealth’s outlook assumes a largely reopened global market, which would be negatively impacted if closures or other restrictive measures persist or are reimplemented.
Conference Call
BeautyHealth will host a conference call on Tuesday, February 28, 2022, at 8:30 a.m. ET to review its full year and fourth quarter financial results. The call may be accessed via live webcast through the "Events & Presentations" page under "News & Events" on our Investor Relations website at https://investors.beautyhealth.com/. A replay of the conference call will be available approximately three hours after the conclusion of the call and can be accessed online at https://investors.beautyhealth.com/.
Non-GAAP Financial Measures
In addition to results determined in accordance with accounting principles generally accepted in the United States of America (GAAP), management utilizes certain non-GAAP financial measures such as adjusted net income (loss), adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, and adjusted gross margin for purposes of evaluating ongoing operations and for internal planning and forecasting purposes. Management believes that these non-GAAP financial measures, when reviewed collectively with the company’s GAAP financial information, provide useful supplemental information to investors in assessing our operating performance. These non-GAAP financial measures should not be considered as an alternative to GAAP financial information or as an indication of operating performance or any other measure of performance derived in accordance with GAAP, and may not provide information that is directly comparable to that provided by other companies in its industry, as these other companies may calculate non-GAAP financial measures differently, particularly related to non-recurring, unusual items.
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The Company does not provide a reconciliation of its fiscal 2023 adjusted EBITDA guidance to net income (loss), the most directly comparable forward looking GAAP financial measure, due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, which cannot be done without unreasonable efforts, including adjustments that could be made for changes in fair value of warrant liabilities, integration and acquisition-related expenses, amortization expenses, non-cash stock-based compensation, gains/losses on foreign currency, and other charges reflected in our reconciliation of historic numbers, the amount of which, based on historical experience, could be significant. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. The Company's fiscal 2023 adjusted EBITDA guidance is merely an outlook and is not a guarantee of future performance. Stockholders should not rely or place an undue reliance on such forward-looking statements. See “Forward-Looking Statements” for additional information.
Adjusted Gross Profit and Adjusted Gross Margin
Management uses adjusted gross profit and adjusted gross margin to measure profitability and the ability to scale and leverage the costs of delivery systems and consumables. The continued growth of delivery systems is expected to improve adjusted gross margin, as additional delivery systems sold will increase the Company’s recurring consumables net sales, which has higher margins.
Management believes adjusted gross profit and adjusted gross margin are useful measures to the Company and its investors to assist in evaluating operating performance because they provide consistency and direct comparability with past financial performance and between fiscal periods, as the metrics eliminate the effects of amortization, depreciation, and stock-based compensation, which are non-cash expenses that may fluctuate for reasons unrelated to overall continuing operating performance, and other one-time and non-recurring expenses such as write-offs of discontinued product and non-recurring Syndeo initial program logistics and service costs. Adjusted gross margin has been and will continue to be impacted by a variety of factors, including the product mix, geographic mix, direct vs. indirect mix, the average selling price on delivery systems, and new product launches. Management expects adjusted gross margin to fluctuate over time depending on the factors described above.
The following table reconciles gross profit to adjusted gross profit for the periods presented:
| Three months ended December 31, | Year ended December 31, | ||||||||||||||||||||||
| Unaudited (in thousands) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Net sales | $ | 98,133 | $ | 77,889 | $ | 365,876 | $ | 260,086 | |||||||||||||||
| Cost of sales | 32,959 | 21,128 | 115,536 | 78,259 | |||||||||||||||||||
| Gross profit | $ | 65,174 | $ | 56,761 | $ | 250,340 | $ | 181,827 | |||||||||||||||
| Gross margin | 66.4 | % | 72.9 | % | 68.4 | % | 69.9 | % | |||||||||||||||
| Adjusted to exclude the following: | |||||||||||||||||||||||
| Write-off of discontinued product (1) | $ | — | $ | — | $ | 2,048 | $ | — | |||||||||||||||
| Non-recurring Syndeo initial program logistics and service costs (2) | 2,400 | — | 2,400 | — | |||||||||||||||||||
| Stock-based compensation expense included in cost of sales | 215 | 183 | 839 | 405 | |||||||||||||||||||
| Depreciation and amortization expense included in cost of sales | 3,119 | 2,651 | 11,576 | 10,398 | |||||||||||||||||||
| Adjusted gross profit | $ | 70,908 | $ | 59,595 | $ | 267,203 | $ | 192,630 | |||||||||||||||
| Adjusted gross margin | 72.3 | % | 76.5 | % | 73.0 | % | 74.1 | % | |||||||||||||||
___________________
(1) Primarily represents a one-time write-off primarily related to the discontinued Glow & Go pilot program.
(2) Primarily represents costs associated with Syndeo's US launch and international launch readiness, including premiums paid on accelerated manufacturing and shipping.
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Adjusted Net Income, Adjusted EBITDA and Adjusted EBITDA Margin
Adjusted net income, adjusted EBITDA, and adjusted EBITDA margin are key performance measures that management uses to assess the Company's operating performance. Because adjusted net income, adjusted EBITDA and adjusted EBITDA margin facilitate internal comparisons of our historical operating performance on a more consistent basis, management uses these measures for business planning purposes.
Management also believes this information will be useful for investors to facilitate comparisons of operating performance and better identify trends in the business. Management expects adjusted EBITDA margin to increase over the long-term, as the Company continues to scale its business and achieve greater operating leverage.
The Company calculates adjusted net income as net income (loss) adjusted to exclude: change in fair value of public and private placement warrants; change in fair value of earn-out shares liability; amortization expense; loss on disposal of assets; stock-based compensation expense; interest income; other expense, net; management fees incurred from historical private equity owners; transaction related costs (including transactions costs with respect to the Business Combination), non-recurring patent litigation fees; reorganization fees such as employee severance, executive recruiting fees and executive signing bonuses; other non-recurring and one-time fees such as Syndeo initial program logistics and service costs and refinancing costs associated with amending our credit agreement; and the aggregate adjustment for income taxes for the tax effect of the adjustments described above.
The Company calculates adjusted EBITDA as net income (loss) adjusted to exclude: change in fair value of public and private placement warrants; change in fair value of earn-out shares liability; amortization expense; loss on disposal of assets; stock-based compensation expense; interest income; other expense, net; management fees incurred from historical private equity owners; transaction related costs (including transactions costs with respect to the Business Combination), non-recurring patent litigation fees; reorganization fees such as employee severance, executive recruiting fees and executive signing bonuses; other non-recurring and one-time fees such as Syndeo initial program logistics and service costs and refinancing costs associated with amending our credit agreement; the aggregate adjustment for income taxes for the tax effect of the adjustments described above; depreciation expense; interest expense; net foreign currency (gain) loss, net; and the remaining benefit for income taxes.
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The following table reconciles BeautyHealth’s net income (loss) to adjusted net income (loss) and adjusted EBITDA for the periods presented:
| Three months ended December 31, | Year ended December 31, | ||||||||||||||||||||||
| Unaudited (in thousands) | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Net income (loss) | $ | 3,815 | $ | (17,311) | $ | 44,384 | $ | (375,108) | |||||||||||||||
| Adjusted to exclude the following: | |||||||||||||||||||||||
| Change in FV of warrant liability | (6,822) | 5,982 | (78,343) | 277,315 | |||||||||||||||||||
| Change in FV of earn-out shares liability | — | — | — | 47,100 | |||||||||||||||||||
| Amortization expense | 4,121 | 3,943 | 15,709 | 13,297 | |||||||||||||||||||
| Loss on disposal of assets | 542 | — | 5,239 | — | |||||||||||||||||||
| Stock-based compensation expense | 7,619 | 3,794 | 28,495 | 12,418 | |||||||||||||||||||
| Interest income | (5,565) | — | (9,175) | (39) | |||||||||||||||||||
| Other expense, net | 1,270 | 160 | 1,650 | 4,489 | |||||||||||||||||||
| Management fees (1) | — | — | — | 209 | |||||||||||||||||||
| Transaction related costs (2) | 20 | 2,600 | 3,051 | 34,913 | |||||||||||||||||||
| Non-recurring patent litigation fees | 2,797 | — | 3,797 | — | |||||||||||||||||||
| Re-organization fees (3) | 276 | 1,997 | 3,582 | 1,997 | |||||||||||||||||||
| Other non-recurring and one-time fees (4) | 2,764 | 1,326 | 4,905 | 2,020 | |||||||||||||||||||
| Aggregate adjustment for income taxes | (3,443) | (881) | (14,187) | (14,133) | |||||||||||||||||||
| Adjusted net income (loss) | $ | 7,394 | $ | 1,610 | $ | 9,107 | $ | 4,478 | |||||||||||||||
| Depreciation expense | 1,895 | 2,040 | 7,164 | 4,486 | |||||||||||||||||||
| Interest expense | 3,395 | 3,488 | 13,392 | 11,777 | |||||||||||||||||||
| Foreign currency (gain) loss, net | 1,364 | (594) | 3,164 | 69 | |||||||||||||||||||
| Remaining benefit for income taxes | 2,221 | 1,944 | 14,835 | $ | 11,891 | ||||||||||||||||||
| Adjusted EBITDA | $ | 16,269 | $ | 8,488 | $ | 47,662 | $ | 32,701 | |||||||||||||||
| Adjusted EBITDA margin | 16.6% | 10.9% | 13.0% | 12.6% | |||||||||||||||||||
___________________
(1)Represents quarterly management fees paid to the former majority shareholder of Hydrafacial based on a pre-determined formula. Following the Business Combination, these fees are no longer paid.
(2)For the three months and year ended December 31, 2022, such amounts primarily represent direct costs incurred in relation to potential acquisitions. For the year ended December 31, 2021, such amounts primarily represent direct costs incurred with the Business Combination and to prepare Hydrafacial to be marketed for sale by Hydrafacial’s shareholders in previous periods.
(3)For the three months and year ended December 31, 2022, such costs primarily represent executive recruiting fees, severance fees and a CEO sign-on bonus. For the three months and year ended December 31, 2021, such costs primarily represent executive recruiting and severance fees.
(4)For the three months and year ended December 31, 2022, such costs primarily represent costs associated with Syndeo’s US launch and international launch readiness, including premiums paid on accelerated manufacturing and shipping, and refinancing costs associated with our credit agreement. For the three months ended and year ended December 31, 2021, such costs primarily represent one-time retention awards related to the distributor acquisitions.
About the Business Combination
On May 4, 2021, Vesper Healthcare Acquisition Corp. (“Vesper Healthcare”), a special purpose acquisition company, completed the previously announced business combination (the “Business Combination”) with Edge Systems LLC d/b/a The Hydrafacial Company (“Hydrafacial”). In connection with the Business Combination, Vesper Healthcare changed its name to The Beauty Health Company, and LCP Edge Intermediate, Inc., the indirect parent of Hydrafacial, became an indirect subsidiary of BeautyHealth. For fiscal periods following the date of completion of the Business Combination, financial results are reported by The Beauty Health Company on a consolidated basis.
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About The Beauty Health Company
The Beauty Health Company (NASDAQ: SKIN) is a global category-creating company delivering beauty health experiences that help consumers reinvent their relationship with their skin, bodies and self-confidence. Our flagship brand, Hydrafacial, created the category of hydradermabrasion by using a patented vortex-fusion delivery system to cleanse, extract, and hydrate the skin with proprietary solutions and serums. Hydrafacial provides a non-invasive and approachable skincare experience. Together, with our powerful community of aestheticians, consumers and partners, we are personalizing skin care solutions for all ages, genders, skin tones, and skin types. Hydrafacial is available in more than 90 countries with an install base of over 25,000 delivery systems providing millions of experiences to consumers each year. Find a local Hydrafacial at https://hydrafacial.com/find-a-provider/. For more information, visit www.beautyhealth.com.
Forward-Looking Statements
Certain statements made in this release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995, including statements regarding The Beauty Health Company’s strategy, plans, objectives, initiatives and financial outlook. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements.
These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside The Beauty Health Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. As such, readers are cautioned not to place undue reliance on any forward-looking statements.
Important factors that may affect actual results or outcomes include, among others: The Beauty Health Company’s ability to manage growth; The Beauty Health Company’s ability to execute its business plan; potential litigation involving The Beauty Health Company; changes in applicable laws or regulations; the possibility that The Beauty Health Company may be adversely affected by other economic, business, and/or competitive factors; and the impact of the continuing COVID-19 pandemic on the Company’s business. The Beauty Health Company does not undertake 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.
Contacts
The One Nine Three Group
Investors: BeautyHealthIR@the193.com
Press: BeautyHealth@the193.com
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The Beauty Health Company
Consolidated Statements of Comprehensive Income (Loss)
(in thousands except share and per share amounts)
(Unaudited)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| Net sales | $ | 98,133 | $ | 77,889 | $ | 365,876 | $ | 260,086 | |||||||||||||||
| Cost of sales | 32,959 | 21,128 | 115,536 | 78,259 | |||||||||||||||||||
| Gross profit | 65,174 | 56,761 | 250,340 | 181,827 | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Selling and marketing | 39,021 | 37,053 | 160,076 | 111,583 | |||||||||||||||||||
| Research and development | 1,446 | 1,875 | 8,444 | 8,195 | |||||||||||||||||||
| General and administrative | 28,472 | 25,045 | 106,100 | 98,688 | |||||||||||||||||||
| Total operating expenses | 68,939 | 63,973 | 274,620 | 218,466 | |||||||||||||||||||
| Loss from operations | (3,765) | (7,212) | (24,280) | (36,639) | |||||||||||||||||||
| Interest expense, net | 3,395 | 3,488 | 13,392 | 11,777 | |||||||||||||||||||
| Interest income | (5,565) | — | (9,175) | (39) | |||||||||||||||||||
| Other expense, net | 1,270 | 160 | 1,650 | 4,489 | |||||||||||||||||||
| Change in fair value of warrant liabilities | (6,822) | 5,982 | (78,343) | 277,315 | |||||||||||||||||||
| Change in fair value of earn-out shares liability | — | — | — | 47,100 | |||||||||||||||||||
| Foreign currency transaction (gain) loss, net | 1,364 | (594) | 3,164 | 69 | |||||||||||||||||||
| Income (loss) before provision for income taxes | 2,593 | (16,248) | 45,032 | (377,350) | |||||||||||||||||||
| Income tax expense (benefit) | (1,222) | 1,063 | 648 | (2,242) | |||||||||||||||||||
| Net income (loss) | $ | 3,815 | $ | (17,311) | $ | 44,384 | $ | (375,108) | |||||||||||||||
| Comprehensive income (loss), net of tax: | |||||||||||||||||||||||
| Foreign currency translation adjustments | 2,195 | 594 | (3,273) | (1,499) | |||||||||||||||||||
| Comprehensive income (loss) | $ | 6,010 | $ | (16,717) | $ | 41,111 | $ | (376,607) | |||||||||||||||
| Net income (loss) per share | |||||||||||||||||||||||
| Basic | $ | 0.03 | $ | (0.12) | $ | 0.30 | $ | (3.67) | |||||||||||||||
| Diluted | $ | 0.03 | $ | (0.12) | $ | (0.23) | $ | (3.67) | |||||||||||||||
| Weighted average common shares outstanding | |||||||||||||||||||||||
| Basic | 138,198,781 | 146,300,438 | 147,554,090 | 102,114,949 | |||||||||||||||||||
| Diluted | 138,198,781 | 146,300,438 | 148,506,312 | 102,114,949 | |||||||||||||||||||
8
The Beauty Health Company
Consolidated Balance Sheets
(in thousands, except for share amounts)
(Unaudited)
| December 31, 2022 | December 31, 2021 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 568,197 | $ | 901,886 | |||||||
Accounts receivable, net of allowances for doubtful accounts of $2,929 and $2,681 at December 31, 2022 and December 31, 2021, respectively | 76,494 | 46,824 | |||||||||
| Prepaid expenses and other current assets | 26,698 | 12,322 | |||||||||
| Income tax receivable | 1,280 | 4,599 | |||||||||
| Inventories | 116,430 | 35,261 | |||||||||
| Total current assets | 789,099 | 1,000,892 | |||||||||
| Property and equipment, net | 18,184 | 16,183 | |||||||||
| Right-of-use assets, net | 15,637 | 14,992 | |||||||||
| Intangible assets, net | 46,386 | 56,010 | |||||||||
| Goodwill | 124,593 | 123,694 | |||||||||
| Deferred income tax assets, net | 815 | 330 | |||||||||
| Other assets | 14,193 | 6,705 | |||||||||
| TOTAL ASSETS | $ | 1,008,907 | $ | 1,218,806 | |||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 30,335 | $ | 29,049 | |||||||
| Accrued payroll-related expenses | 21,677 | 28,662 | |||||||||
| Other accrued expenses | 15,183 | 14,722 | |||||||||
| Lease liabilities, current | 4,958 | 3,712 | |||||||||
| Income tax payable | 962 | 292 | |||||||||
| Total current liabilities | 73,115 | 76,437 | |||||||||
| Lease liabilities, non current | 12,689 | 12,781 | |||||||||
| Deferred income tax liabilities, net | 2,011 | 3,561 | |||||||||
| Warrant liabilities | 15,473 | 93,816 | |||||||||
| Convertible senior notes, net | 734,143 | 729,914 | |||||||||
| TOTAL LIABILITIES | 837,431 | 916,509 | |||||||||
| Stockholders’ equity: | |||||||||||
Class A Common Stock, $0.0001 par value; 320,000,000 shares authorized; 132,214,695 and 150,598,047 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively | 14 | 16 | |||||||||
Preferred Stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding at December 31, 2022 and December 31, 2021 | — | — | |||||||||
| Additional paid-in capital | 550,320 | 722,250 | |||||||||
| Accumulated other comprehensive loss | (4,530) | (1,257) | |||||||||
| Accumulated deficit | (374,328) | (418,712) | |||||||||
| Total stockholders’ equity | 171,476 | 302,297 | |||||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 1,008,907 | $ | 1,218,806 | |||||||
9
Jan-19 Jul-19 Jan-20 Jun-20 Dec-20 Jun-21 Dec-21 Jun-22 Dec-22 Interest over time 2021 average
I discovered the Hydrafacial when I was working in France. I really saw the difference. My skin has never felt so clean and glowing.
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