CHEF Jan 2016 Investor Presentation

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January 2016 THE CHEFS’ WAREHOUSE, INC.

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Transcript of CHEF Jan 2016 Investor Presentation

Page 2: CHEF Jan 2016 Investor Presentation

SAFE HARBOR STATEMENT

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Statements in this presentation regarding the business of The Chefs’ Warehouse, Inc. (the “Company”)

that are not historical facts are "forward-looking statements" that involve risks and uncertainties and are based on current expectations and management estimates; actual results may

differ materially. The risks and uncertainties which could impact these statements include, but are not limited to, the Company's ability to successfully deploy its operational initiatives to

achieve synergies from the acquisition of Del Monte Capitol Meat Co. and related entities (collectively, the “Del Monte Entities”); the results of the ongoing New York state tax audit and

the Company’s efforts to negotiate the final amount of any assessment; the Company's sensitivity to general economic conditions, including the current economic environment, changes in

disposable income levels and consumer discretionary spending on food-away-from-home purchases; the Company's vulnerability to economic and other developments in the geographic

markets in which it operates; the risks of supply chain interruptions due to a lack of long-term contracts, severe weather or more prolonged climate change, work stoppages or

otherwise; the risk of loss of customers due to the fact that the Company does not customarily have long-term contracts with its customers; changes in the availability or cost of the

Company's specialty food products; the ability to effectively price the Company's specialty food products and reduce the Company's expenses; the relatively low margins of the

foodservice distribution industry and the Company's and its customers' sensitivity to inflationary and deflationary pressures; the Company's ability to successfully identify, obtain

financing for and complete acquisitions of other foodservice distributors and to integrate and realize expected synergies from those acquisitions; the Company's ability to open, and begin

servicing customers from, new Chicago, San Francisco and Las Vegas distribution centers and the expenses associated therewith; increased fuel cost volatility and expectations regarding

the use of fuel surcharges; fluctuations in the wholesale prices of beef, poultry and seafood, including increases in these prices as a result of increases in the cost of feeding and caring for

livestock; the loss of key members of the Company's management team and the Company's ability to replace such personnel; and the strain on the Company's infrastructure and resources

caused by its growth. Any forward-looking statements are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. A more

detailed description of these and other risk factors is contained in the Company's most recent annual report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on

March 11, 2015 and other reports filed by the Company with the SEC since that date. The Company is not undertaking to update any information in the foregoing report until the

effective date of its future reports required by applicable laws. Any projections of future results of operations are based on a number of assumptions, many of which are outside the

Company's control and should not be construed in any manner as a guarantee that such results will in fact occur. These projections are subject to change and could differ materially from

final reported results. The Company may from time to time update these publicly announced projections, but it is not obligated to do so.

This presentation also contains the non-GAAP financial measures “EBITDA” and “Adjusted EBITDA” both on an historical basis and on a pro forma basis giving effect to the Company’s

acquisition of the Del Monte Entities. Management believes that EBITDA and Adjusted EBITDA are each a measure commonly reported by issuers and widely used by investors as

indicators of a company’s operating performance. These non-GAAP financial measures, while providing useful information, should not be considered in isolation or as a substitute for the

Company’s net earnings as an indicator of operating performance. Investors should carefully consider the specific items included in the computations of EBITDA and Adjusted EBITDA.

Adjusted EBITDA does not have any standardized meanings prescribed by GAAP and, therefore, is unlikely to be comparable to similar measures presented by other companies. A

reconciliation of historical and pro forma EBITDA and Adjusted EBITDA to net income is included in an appendix to this presentation.

This presentation also includes pro forma financial information giving effect to the Company’s April 6, 2015 acquisition of the Del Monte Entities and the financing of that acquisition

with borrowings under the Company’s senior secured revolving credit facility and the issuance of $25.0 million of senior secured notes by wholly owned subsidiaries of the Company.

This pro forma financial information is not necessarily indicative of the operating results or financial position that would have been achieved by the Company had the transactions been

consummated as of the dates indicated or of the Company’s results that may be obtained for future periods. For additional information regarding this pro forma financial information and

the historical combined financial statements of the Del Monte Entities you are encouraged to read the Current Report on Form 8-K/A filed by the Company with the Securities and

Exchange Commission on May 19, 2015.

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Christopher Pappas

Founder, Chairman and Chief Executive Officer

John Austin

Chief Financial Officer and Assistant Corporate

Secretary

SENIOR MANAGEMENT PRESENTERS

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COMPANY OVERVIEW

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KEY INVESTMENT HIGHLIGHTS

Unique Competitive Position

Expansive and Differentiated Product Offering

Strong Presence in Key Culinary Markets with

Significant Whitespace

Critical Route-to-Market for Specialty Suppliers

Customer Centric Sales Organization

with Premier Customer Relationships

Expertise in Logistics and Distribution

Established Platform for Continued Growth

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COMPANY OVERVIEW

Premier distributor of specialty food products, focused on serving the specific needs of

chefs at menu-driven independent restaurants, fine dining establishments, country clubs,

hotels, caterers, culinary schools, bakeries, pâtisseries, chocolatiers, cruise lines and

specialty food retailers

2014 Net Sales of $836.6 million

2014 Adjusted EBITDA of $42.2 million

Diverse portfolio of over 33,700 SKUs from

more than 1,600 different suppliers

Serve over 24,500 customer locations in

14 primary geographic markets across

the U.S. and Canada

Operate 24 distribution centers and provide

services six days a week in many service areas

Key Statistics Geographic Footprint (1)

Note: PF for the acquisition of Del Monte Capitol Meat Co. and its affiliated companies (“Del Monte”).

(1) Del Monte has a total of six facilities in the San Francisco Bay area.

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INDUSTRY SNAPSHOT

• $217 billion U.S. foodservice distribution industry with more than 15,000 distribution companies

• Chefs’ Warehouse is focused on independent restaurants, which CW estimates to be an approximately $50 – $70

billion addressable market

• Specialty food distribution remains highly fragmented with CHEF representing the only scaled national competitor

(1) Source: Technomic as of January 2015; based on 2014 Manufacturer Shipments.

(2) Source: The NPD Group: Fall 2014 ReCount.

$217 billion

Restaurants61%

Retail Hosts9%

Travel & Leisure

8%

Other7%

Education7%

Healthcare5%

B&I3%

Independents

55%

Chains

45%

Market by Customer Segment (1) Restaurant Segment Breakdown (2)

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Breadth and Depth of

Specialty Products

Broadline Selection

Geographic Diversity

Chef Focused

Relationship Oriented

Differentiated

High Growth

Hybrid Approach

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UNIQUE COMPETITIVE POSITION IN THE FOOD DISTRIBUTION INDUSTRY

Average Broadline

Distributors

Average Specialty

Distributors

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EXPANSIVE AND DIFFERENTIATED PRODUCT OFFERING

(1) Information from company filings and Mintel Group Ltd.

(2) PF for the acquisition of Del Monte.

Coffee

& Tea Chocolate

Pastry

Products

Custom

Cut Beef

Specialty

Seafood

Specialty

Meats

Oil and

VinegarCheese

Selected Specialty Products

Product Selection (Total SKUs) 2014 Net Sales by Category (2

>30,000

~1,800

Average Specialty Distributor

Dry Goods16%

Beef24%

Poultry6%

Seafood10%

Other Meat5%

Processed / Prepared

5%

Cheeses8%

Pastries and Other Bakery

Products13%

Oils and Vinegars

6%

Dairy Products

5%

Kitchen Supplies

2%

Center of

the Plate:

50%

(1)

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• Sourcing the world’s finest gourmet brands

• Critical route-to-market for boutique suppliers and artisanal producers

– Products sourced from more than 1,600 different suppliers from across the globe

• CW’s attractive portfolio of brands provides high-quality value-added products

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CRITICAL ROUTE TO MARKET FOR SPECIALTY SUPPLIERS

Representative Brands

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• High-quality sales force is key differentiator

– A significant number have culinary

experience

– Target sales rep to customer ratio is 1:65

– Extensive education and training

– Significant recent sales rep expansion in the

Chicago market

• Relationship-focused sales force adds value

– Educate clients on latest products and

culinary trends

– Assist with menu planning and pricing

• Entrepreneurial environment focused on meeting

customer needs

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CUSTOMER CENTRIC SALES ORGANIZATION

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MULTIPLE LEVERS TO GROW MARKET SHARE

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Increase Number of

Unique Customers

Establish New Markets

and Product

Categories

Increase Penetration

with Existing

Customers

• Increase product placements

• Increase weekly sales gross profit contribution per customer

• Leverage investments in new product categories (e.g. center of the plate),

facilities and infrastructure

• Provide industry-leading customer service

• Improve brand recognition

• Continue to add highly-trained sales professionals

• Enhance product offering through new category expansion

• Leverage investments in new product categories, facilities and infrastructure

• Expansion into new markets through acquisitions and greenfield

development

• Tuck-in acquisitions to drive category diversification and enhance existing

market presence

• Strong pipeline of potential acquisition candidates

• Leverage management expertise, infrastructure and customer relationships

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ESTABLISHED PLATFORM FOR CONTINUED GROWTH

Chicago (April 2015)

• Significant investment in greenfield facility, people and infrastructure to expand into new market and leverage Allen Brothers

acquisition

• Management and Operations teams in place to support planned market build-out similar to New York and San Francisco

• Continue to hire qualified sales people to drive volumes

Bronx/New York City (May 2015)

• Significant investment in new Bronx facility

– Consolidation of operations provides increased efficiency

– Capacity for additional product categories and accretive tuck-ins

• Opportunity to leverage Del Monte and Allen Brothers offerings in NY market

Las Vegas ( June 2015)

• Significant investment that opens Southwestern market

• Provides capacity for new categories and relieves capacity constraints in Las Vegas

• Includes culinary center to enhance training and marketing capabilities

San Francisco ( January 2016)

• New facility will allow for consolidation of CW, Qzina and one of the Del Monte operations

– Capable of supporting Del Monte acquisition

• Leverage Del Monte sales force to drive organic growth of existing business

Ancillary Regions

• Leveraging infrastructure and G&A permits opportunistic growth in Atlanta, Carolinas, Texas, Colorado, New England and

other high-growth locations through acquisitions

Current Infrastructure Capable of Supporting Meaningful Growth

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STRONG PRESENCE IN KEY CULINARY MARKETS WITH SIGNIFICANT WHITESPACE

Opportunity to approximately double business across top 15 metros of CW’s current markets (1)

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Source: Management estimates.

(1) Top 15 metros include: New York/Newark/Jersey City, Los Angeles/Long Beach/Anaheim, Chicago/Naperville/Elgin, Miami-Ft. Lauderdale/West Palm Beach, San Francisco/Oakland/Hayward,

Dallas/Ft. Worth/Arlington, Atlanta/Sandy Springs/Roswell, Washington D.C./Arlington/Alexandria, Houston/The Woodlands/Sugar Land, Boston/Cambridge/Newton,

Philadelphia/Camden/Wilmington, Seattle/Tacoma/Bellevue, Detroit/Warren/Dearborn, Tampa/St. Petersburg/Clearwater and San Diego/Carlsbad.

(2) New York/Newark/Jersey City MSA represents a total opportunity of approximately $450 million.

(2)

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Chicago Expansion Strategy

May 2013 – Acquired Qzina Specialty Foods, including its Chicago-area location

December 2013 – Acquired Allen Brothers, adding a premium quality meat offering

and additional Chicago customers

April 2015 – Opened new 107,000 square foot distribution center

Hired and will continue to hire sales people to strengthen market presence

Chicago has the potential to be a top 5 market

SUCCESSFUL MARKET EXPANSION TRACK RECORD: CHICAGO MARKET BUILD-OUT

San Francisco Expansion Example

2005 – Entered San Francisco market via acquisition

2005 – Acquired Van Rex Gourmet Foods

August 2009 – Acquired European Imports Ltd

May 2013 – Acquired Qzina Specialty Foods, including its SF

metro location

April 2015 – Acquired Del Monte, substantially bolstering

West Coast presence

Currently 2nd largest market pro forma for Del Monte

Washington DC Expansion Example

1999 – Entered DC market through greenfield

expansion

May 2008 – Acquired American Gourmet Foods

Currently 3rd largest market

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EXPANSION INTO CENTER OF THE PLATE

• Center of the plate critical to customers

– Targeted proteins due to broad customer needs and market penetration opportunities

– Diversified portfolio anchored by beef, with high-quality offerings in poultry and seafood

– Highly-fragmented industry

• Long-term synergies with CW distribution logistics and technology

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Michael’s acquisition – August 2012

• Michael’s distributes an extensive portfolio

of custom cut beef, seafood and other

center-of-the-plate products

• Ohio, Indiana, Illinois and western

Pennsylvania

Allen Brothers acquisition – December 2013

• Allen Brothers is the premier brand in

further processing of prime beef

• Established B2C platform

• Based in Chicago, but with a national

presence

Del Monte acquisition – April 2015

• Del Monte supplies high quality beef, pork,

lamb, veal, poultry and seafood products to

Northern California

• Significantly enhances West Coast

penetration

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CENTER OF THE PLATE IS A KEY OFFERING

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• Center-of-the-plate offerings provide meaningful cross-selling opportunities in new and existing markets

• Diversity of product offering, strengthened by the addition of core center-of-the-plate categories, enables the Company

to drive volumes and revenue per customer

• In both New York and Ohio, customers who buy center of the plate spend up to 3x as much on Specialty items as other

customers

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History of strong organic growth

History of consistent gross profit margins

Track record of successful acquisitions

Focus on improvement

in operating leverage

Judicious usage of free cash flow

ATTRACTIVE LONG TERM GROWTH OPPORTUNITY