Financial performance
Wenger, a strategic platform acquisition successfully closed in Q2
The acquisition of Wenger, a global leader in extrusion and dryer solutions focused on pet food, plant-based proteins and aqua feed, was successfully closed for a total investment of USD 540m on 9 June 2022.
A platform investment into new and attractive growth markets. Led by Jesper Hjortshøj, former VP Business Development and VP Prepared Foods, this fourth business segment is reported under other in 2Q22, and as of 3Q22 will be part of segment reporting, alongside poultry, meat and fish.
With over 60% of revenues from pet food, the company has a global leading position within their focus market segments and Wenger has in recent years made its mark on the fast-growing, plant-based protein consumer market with best-in-class solutions positioned right at the center point of the value chain. Wenger enjoys a strong foothold in the North American market and over 40% of revenues are recurring service and maintenance revenues. Wenger’s revenues have organically grown approximately 5% 2017-2021; revenues in 2022 are expected to be USD 190 million and EBITDA is expected to be USD 32-35 million.
The two companies have complementary technology and product portfolios, where Marel will add capabilities, such as weighing, sorting, inspection, low-pressure forming and thermal treatment to strengthen the value proposition.
In the 21 days since closing the transaction, Wenger accounted for around 2.9% of Marel’s total revenues in 2Q22.
Third sequential quarter of record orders received
The demand for Marel’s pioneering solutions is on the rise evidenced by record orders received and a very strong pipeline. Need for automation and digitalization investments in food processing is accelerated by the pandemic, geopolitical tensions, rising inflation and labor scarcity.
Third sequential quarter of record orders received in 2Q22 of EUR 471.8m up 11.9% QoQ and 27.1% YoY (1Q22: 421.7m, 2Q21: 371.3m). Strong first half of the year with combined orders of EUR 893.5m, up 20.6% from EUR 740.7m in 1H21.
Newly acquired Wenger and Sleegers contributed EUR 16.9m to orders received in the quarter.
Demand from the poultry and fish industries is at a strong run rate, while the outlook is softer for meat.
Strong order book of EUR 775m
The strong order book at an all-time high or EUR 774.5m at the end of June, up 25.1% QoQ and 55.2% YoY (1Q22: 619.1m, 2Q21: 499.1m), and represents 52.8% of 12-month trailing revenues.
The acquired order book from Wenger and Sleegers amounted to EUR 80.9m.
The book-to-bill ratio in the quarter was 1.19, compared to an average of 1.13 in the past four quarters (3Q21-2Q22), while 1.16 in 1H22 (1H21: 1.12).
Slower ramp up of revenues than planned and actions in place
Revenues in the quarter totaled EUR 397.3m, up 6.9% QoQ and 21.3% YoY (1Q22: 371.6m, 2Q21: 327.5m), and revenues in 1H22 were EUR 768.9m (1H21: 661.5m).
Wenger and Sleegers contributed EUR 12.7m to revenues in the quarter.
Organic revenue growth QoQ was 3.5% in 2Q22 and 16.1% YoY, below targets when compared to average orders received in past 3-4 quarters.
Market conditions remained challenging due to continued supply chain disruption and inflation at high levels resulting in missing parts and inefficiencies in manufacturing, as well as higher costs associated with timely delivery and slower ramp up of revenues.
Marel is targeting gradual step-up in revenue growth in 2H22 and into 2023 on the back of a strong order book. Full benefit of pricing actions already enacted expected to improve price/cost coverage in coming quarters.
Aftermarket revenues, comprised of services and spare parts, was at 41% of total revenues in the quarter (1Q22: 40%, 2Q21: 40%) and 40% in 1H22 (1H21: 40%). Productivity in aftermarket not fully back to pre-pandemic levels.
Spare parts were at a record level for the fourth sequential quarter, continued full focus on automating and digitizing the spare parts delivery model and shortening lead times.
Actions to ramp up revenues include setting up cross-functional teams for critical suppliers, innovating to engineer around switching parts and suppliers where needed. High focus on ramp up in poultry and salmon.
A busy quarter of customer engagement and trade shows, gradual ramp up of revenues to provide better cost coverage
Gross profit margin was 33.5% in the quarter (1Q22: 36.1%, 2Q21: 36.2%) and 34.7% in 1H22 (1H21: 36.7%). Gross profit was EUR 133.1m in the quarter (1Q22: 134.0m, 2Q21: 118.6m) and EUR 267.1m in 1H22 (1H21: 243.0m).
Lower gross margin a result of price/cost time lag, less volume than targeted, as well as one-off costs related to improvement projects, e.g. transformational initiatives in the end-to-end spare parts journey, with biggest impact from well executed split of warehouses between spare parts and parts for manufacturing.
A new and digitalized global distribution center, strategically located in Eindhoven, Netherlands, will become operational in 2024 and shorten lead times to customers, to improve scale and operational efficiency.
SG&A of 21.4% (1Q22: 21.5%, 2Q21: 18.4%), compared to YE23 target of 18.0%. SG&A expenses were 21.5% in 1H22 (1H21: 19.0%).
Sales and marketing (S&M) expenses were at a level of 13.9% of revenues in 2Q22 (1Q22: 13.8%, 2Q21: 12.2%), compared to 11.7% of orders received. Customer engagement high in the quarter, including trade show participation at Barcelona (fish), IFFA (meat) and VIV (poultry) amongst others, showcasing pioneering solutions that underpin Marel’s leadership in the industry. S&M expenses were 13.9% in 1H22 (1H21: 12.1%). S&M costs targeted to be lower in 2H22, clear target to reach 12.0% in S&M costs by YE23.
General administrative (G&A) expenses were 7.5% of revenues in the quarter (1Q22: 7.7%, 2Q21: 6.2%), impacted by one-off consultancy costs and implementation of efficiency initiatives aimed at lowering G&A costs, e.g. shared services. G&A was 7.6% of revenues in 1H22 (1H21: 6.9%). Cost saving initiatives in motion to reach YE23 targets.
Innovation costs at 5.8% in 2Q22 (1Q22: 6.1%, 2Q21: 6.1%) and 6.0% in 1H22 (1H21: 6.2%), against a target of 6.0%.
EBIT1 in the quarter was EUR 25.0m (1Q22: 31.3m, 2Q21: 38.6m), translating to an EBIT1 margin of 6.3% (1Q22: 8.4%, 2Q21: 11.8%). EBIT1 in 1H22 was EUR 56.3m (1H21: 76.6m), translating to an EBIT1 margin of 7.3% (1H21: 11.6%).
Marel does not adjust results for non-recurring costs, except for PPA and acquisition related costs.
Enacted pricing actions and volume upside filtering through in coming 3-4 quarters, will support improved price/cost coverage
Marel is taking firm and immediate action to improve profitability through higher revenues, price execution and lower costs.
Marel has actively raised prices, time lag varies by business mix (aftermarket ~6-8 weeks, standard equipment ~3-6 months, and larger projects ~9-12 months).
To lower costs a decision has been made to reduce headcount by 5% across the global Marel workforce, resulting in estimated annualized cost saving of EUR 20m, with majority of around EUR 10m of one-off cost to be accounted for in 3Q22.
Revised EBIT target, full focus on margin expansion actions and growth levers to reach year-end 2023 targets
EBIT target for year-end 2023 revised to 14-16% run-rate, allowing for 2% contingency buffer due to volatility in market conditions.
A revised EBIT bridge to 14-16% EBIT run-rate, entails actions already enacted expected to positively impact EBIT margin by 2% from executed pricing action (filtering through in next 3-4 quarters) and 1.5% from announced reduction in workforce (cost reduction fully visible by YE22).
Further initiatives centered around price/cost discipline, OPEX efficiency, and ramp up of revenues, which are expected to add 1.5%, 2% and 3% respectively to margin expansion towards the YE23 run-rate target of 14-16% EBIT.
The strong order book and the full benefit of pricing actions will support gradual ramp up in revenues and improve price/cost coverage and operational performance in the second half of 2022.
The pipeline remains strong fueled by pioneering solutions and scale up in local sales and service coverage globally initiated ahead of the growth curve. Demand from the poultry and fish industries is on a strong run rate, while the outlook for meat is softer and will impact the industry mix.
After a period of significant ramp up in market coverage ahead of the growth curve, focus now shifting to further harvest off of from built up sales force and taking decisive steps to streamline and synergize the back office.
Non-recurring costs will continue in 2H22, as we refine the operating model to create a more efficient and scalable growth platform, with a sustainable cost structure and focus on performance and accountability.
Continued investment to position our business for future growth
To drive the performance improvements needed to reach the 2023 financial targets, Marel will ensure the size and scale of our operations reflect current market realities, and at the same time support long-term profitability and position our business for future growth.
The medium to long term outlook for the industry is unchanged and therefore Marel will continue to invest in the platform, including digital solutions, spare parts handling and streamlining the back end.
Continued focus on automating and digitizing the manufacturing platform, supply chain and aftermarket to shorten lead times and support the 2026 target of 50% of revenues coming from service and software.
Cash capital expenditures excluding R&D investments to remain on average 4-5% of revenues in 2021- 2026, thereafter, returning to more normalized levels.
Cash flow colored by continued inventory buildup and mitigating supply chain challenges
Operating cash flow was EUR 18.4m in the quarter (1Q22: 32.7m, 2Q21: 77.9m). For the first six months of the year, operating cash flow was EUR 51.1m (1H21: 138.1m).
Supply chain issues have escalated in recent quarters, whereby there are still delays in availability of parts impacting operations. Strong balance sheet used to mitigate supply chain challenges.
Continued inventory buildup in the quarter, tying up capital and cash flow, to ensure timely delivery of equipment and spare parts to customers. Inventories in the quarter increased by EUR 54.1m due to the acquisitions of Wenger and Sleegers, totaling at EUR 91.6m.
Cash CAPEX excluding R&D investments in 2Q22 were EUR 14.2m (1Q22: 7.7m, 2Q21: 10.0m) or 3.6% of revenues.
Free cash flow was EUR -7.9m in the quarter (1Q22: 14.6m, 2Q21: 54.6m), was impacted by low operational performance, continued inventory buildup and investments. For the first six months of the year, free cash flow was EUR 6.7m (1H21: 100.1m).
Share buyback program and dividend
To meet Marel’s obligations under share incentive programs with employees, a share buyback program was initiated for up to 4,000,000 shares on Nasdaq Iceland, or about 0.52% of the total issued share capital in the Company, and up to 1,000,000 shares on Euronext Amsterdam, or about 0.13% of the total issued share capital.
As part of the buyback program, Marel has purchased 4.1 million shares (EUR 17.6 million) in the period 1 June 2022 to 30 June 2022.
The buyback program on Nasdaq Iceland was in effect from 1 June 2022 and was discontinued after 1 July 2022, when the maximum number of shares to be purchased was reached. The buyback on Euronext Amsterdam is in effect from 1 June 2022 until and including 2 September 2022.
The AGM agreed to a dividend of 5.12 euro cents per share for the operational year 2021 which was paid out in 1Q22. The total dividend payment in 2022 was EUR 38.7 million, corresponding to approximately 40% of net results for the operational year 2021 (2021: 40%, 2020: 40%), and is in line with Marel’s targeted capital allocation and dividend policy.
Leverage temporarily above target of 2-3x
Leverage ratio was 3.8x at the end of 2Q22 (1Q22: 1.2x, 2Q21: 0.8x) due to the acquisition of Wenger with vast majority in cash consideration, FX impact from stronger USD resulting in higher debts in EUR, in addition to overall lower EBITDA than expected.
Focus going forward on deleveraging to reach targeted capital structure of 2-3x net debt to EBITDA.
On 27 April 2022, Marel signed a new EUR 150.0m multi-currency bridge facility, which has a 12-month term and two six-month extension options at Marel’s discretion.
In 2Q22, Marel drew USD 530.0m on its committed revolving facility in order to finance the Wenger acquisition and utilized the full EUR 150.0m to provide operational liquidity. EUR 100.0m was repaid on the revolving facility in the quarter.
Committed liquidity of EUR 237.3m at the end of 2Q22, including fully committed all-senior funding in place until 2025.