BrightView Holdings, Inc. (NYSE:BV) Q4 2022 Earnings Conference Call November 17, 2022 10:00 AM ET Company Participants Faten Freiha - VP of IR Andrew Masterman - CEO Brett Urban - CFO Conference Call Participants George Tong - Goldman Sachs Sam Kusswurm - William Blair Peter Lukas - CJS Securities Operator Hello, and welcome to today's BrightView Holdings, Incorporated Fourth Quarter Fiscal 2022 Results Call. My name is Bailey, and I'll be the moderator for today's call. [Operator Instructions] I would now ...

Financial Performance - BrightView generated net service revenues of $2,774.6 million for the fiscal year ended September 30, 2022, with a net income of $14.0 million and an Adjusted EBITDA of $287.9 million, resulting in a net income margin of 0.5% and an Adjusted EBITDA margin of 10.4%[27]. - Net service revenues for the fiscal year ended September 30, 2022 increased by $221.0 million, or 8.7%, to $2,774.6 million from $2,553.6 million in 2021[190]. - Gross profit for the fiscal year ended September 30, 2022 increased by $24.0 million, or 3.7%, to $674.8 million, with a gross margin decrease of 120 basis points to 24.3%[191]. - Selling, general and administrative expense for the fiscal year ended September 30, 2022 increased by $26.9 million, or 5.3%, to $534.9 million, while as a percentage of revenue decreased to 19.3%[192]. - Adjusted Net Income for the fiscal year ended September 30, 2022 was $100.9 million, compared to $126.3 million in 2021[188]. - Free Cash Flow for the fiscal year ended September 30, 2022 was $6.7 million, a significant decrease from $96.7 million in 2021[188]. - For the fiscal year ended September 30, 2022, net income decreased by $32.3 million, to $14.0 million, from $46.3 million in the 2021 period[197]. Segment Performance - The Maintenance Services segment accounted for $2,082.0 million in net service revenues, including $256.3 million from snow removal services, with a Segment Adjusted EBITDA of $278.8 million and a Segment Adjusted EBITDA Margin of 13.4%[34]. - The Development Services segment generated net service revenues of $698.8 million and a Segment Adjusted EBITDA of $73.7 million, with a Segment Adjusted EBITDA Margin of 10.5%[37]. - Maintenance Services net service revenues increased by $99.1 million, or 5.0%, to $2,082.0 million for the fiscal year ended September 30, 2022, compared to $1,982.9 million in 2021[203]. - Development Services net service revenues increased by $123.9 million, or 21.6%, to $698.8 million for the fiscal year ended September 30, 2022, compared to $574.9 million in 2021[206]. - Segment Adjusted EBITDA for Maintenance Services decreased by $20.8 million, to $278.8 million, with a margin decrease of 170 basis points to 13.4%[205]. - Segment Adjusted EBITDA for Development Services increased by $8.5 million, to $73.7 million, with a margin decrease of 80 basis points to 10.5%[209]. Market Position and Growth Potential - BrightView holds a 2.5% market share in the $83 billion commercial landscape maintenance and snow removal market, indicating significant potential for future consolidation[42]. - The commercial landscaping services industry is projected to grow at a 3.5% CAGR from 2017 through 2026, driven by stable demand for essential services[39]. - BrightView serves approximately 9,500 office parks and corporate campuses, 7,500 residential communities, and 550 educational institutions, showcasing its extensive customer base[27]. - The company is the largest provider of commercial landscaping services in the U.S., with revenues approximately 6 times those of its next largest competitor[162]. Workforce and Employment - As of September 30, 2022, the company had approximately 21,000 employees, including 20,300 full-time and 700 part-time employees, with 4% covered by collective bargaining agreements[49]. - The company employed approximately 2,100 seasonal workers in 2022 through the H-2B visa program[49]. - The Maintenance Services segment had 17,300 full-time employees, while the Development Services segment had 2,700 full-time employees[49]. - The company faces high competition for talent, which may lead to increased labor costs and challenges in attracting and retaining qualified employees[94]. - The landscape services industry is labor-intensive, and high turnover rates among hourly workers could disrupt service delivery and increase operational costs[94]. Operational Efficiency and Technology - The company has invested in technology to enhance operational efficiencies, including the BrightView Connect application for customer service requests[64]. - The company operates a fleet of approximately 16,000 trucks and trailers, believed to be the largest in the commercial landscape maintenance industry[68]. - The company focuses on developing new customers and increasing penetration at existing customers through a field-based sales approach with over 210 business developers[67]. Financial Obligations and Risks - As of September 30, 2022, the company had total indebtedness of $1,342.7 million, with availability under the Revolving Credit Facility and the Receivables Financing Agreement of $250.9 million and $76.6 million, respectively[112]. - For the year ended September 30, 2022, the company's interest expense was $53.3 million, compared to $42.3 million for the year ended September 30, 2021, indicating a significant increase in debt service obligations[113]. - The company may not be able to generate sufficient cash flow to satisfy its significant debt service obligations, which could adversely affect its financial condition and results of operations[116]. - The company faced significant liquidity requirements primarily due to debt service obligations[220]. Regulatory and Compliance Challenges - The company is subject to various federal, state, and local laws and regulations, which can increase operating costs and impact service delivery[61]. - The company is subject to various federal, state, and local regulations, and non-compliance could result in significant fines, penalties, and operational restrictions[100]. - Changes in environmental regulations could lead to significant costs and liabilities, adversely affecting the company's reputation and financial performance[102]. - The company is subject to new and emerging data privacy laws, and failure to comply could result in substantial fines or penalties, adversely affecting its business[110]. Acquisitions and Growth Strategy - The company has completed 36 acquisitions since 2017, which have involved various amounts of goodwill, impacting its financial position[99]. - The company continues to consider acquisition opportunities, with liquidity supported by cash generated from operations and existing cash and cash equivalents[217]. - The company acquired eight businesses during the fiscal year ended September 30, 2022, paying approximately $93.1 million in aggregate consideration[183]. Seasonal Variability and External Factors - The company’s services experience seasonal variability, with higher revenues typically in the spring and summer seasons[56]. - Weather conditions and climate change significantly impact service demand and operational capabilities, potentially leading to lost revenues[86]. - Revenues from snow removal services are highly dependent on snowfall levels, with historical averages of 3,865.0 inches and 3,755.0 inches of annual snowfall over the past ten and thirty years, respectively[91]. - The ongoing effects of the COVID-19 pandemic have disrupted operations and reduced demand for ancillary services, adversely affecting financial performance[88].

BrightView Holdings, Inc. (NYSE:BV) Q3 2022 Earnings Conference Call August 4, 2022 10:00 AM ET Company Participants Faten Freiha - Vice President of Investor Relations Andrew Masterman - Chief Executive Officer John Feenan - Chief Financial Officer Brett Urban - Incoming Chief Financial Officer Conference Call Participants Tim Mulrooney - William Blair George Tong - Goldman Sachs Justin Hauke - Baird Pete Lukas - CJS Securities Operator Good morning and welcome to today's BrightView Holdings Incorporated T ...

| --- | --- | --- | --- | --- | --- | |-------|-------|-------|-------|-------|-------------------------------| | | | | | | | | | | | | | | | | | | | | | | | | | | | Q3 Fiscal 2022 Earnings Call | | | | | | | | | | | | | | NYSE: BV | | | | | | | August 4 th , 2022 | | | | | | | | | | | | | | | | | | | | | | Introductory Information Forward-Looking Statements This presentation contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of t ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38579 BrightView Holdings, Inc. (Exact name of Registrant as specified in its Charter) Delaware 46-4190788 ( State or other juri ...

Financial Performance - Total revenue increased by 9.2% to $711.9 million in Q2 2022, compared to $651.9 million in Q2 2021[19] - Maintenance Land organic growth was 8.1%[4] - Development organic growth was 23.7%[4] - Adjusted EBITDA decreased by 10.6% to $59.7 million in Q2 2022, with an 8.4% margin[21] - Maintenance Services Adjusted EBITDA decreased by 13.0% to $62.9 million, with an 11.4% margin[21] - Development Services Adjusted EBITDA increased by 17.4% to $12.8 million, with an 8.0% margin[21] Capital Allocation and Debt - The company repurchased 12.3 million shares to date (April)[4] - Debt refinancing was completed, extending maturities to 2027 & 2029[4] - Net Debt to TTM Adjusted EBITDA ratio was 4.4x as of Q2 2022, compared to 3.5x in Q2 2021[24] - Total liquidity was $190.4 million as of March 31, 2022[25] Outlook - The company expects total revenue between $2730 billion and $2770 billion[32, 35]

BrightView Holdings, Inc. (NYSE:BV) Q2 2022 Earnings Conference Call May 5, 2022 10:00 AM ET Company Participants Faten Freiha - Vice President, Investor Relations Andrew Masterman - Chief Executive Officer John Feenan - Chief Financial Officer Conference Call Participants Andrew Wittmann - Baird Tim Mulrooney - William Blair George Tong - Goldman Sachs Pete Lukas - CJS Securities Andrew Steinerman - JPMorgan Operator Good morning. Thank you for attending today’s BrightView Second Quarter Fiscal 2022 Earnin ...

PART I. FINANCIAL INFORMATION Presents BrightView Holdings' unaudited consolidated financial statements and detailed notes for periods ending March 31, 2022, and September 30, 2021 [Item 1. Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents BrightView Holdings' unaudited consolidated financial statements and detailed notes for periods ending March 31, 2022, and September 30, 2021 [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) Provides a snapshot of the company's financial position, detailing assets, liabilities, and equity at specific dates | Metric | March 31, 2022 (in millions) | September 30, 2021 (in millions) | | :-------------------------- | :--------------------------- | :------------------------------- | | Total Assets | $3,294.6 | $3,237.6 | | Total Liabilities | $2,041.1 | $1,894.9 | | Total Stockholders' Equity | $1,253.5 | $1,342.7 | - Total assets increased by **$57.0 million** from September 30, 2021, to March 31, 2022, primarily driven by increases in property and equipment, and goodwill[14](index=14&type=chunk) - Total liabilities increased by **$146.2 million**, mainly due to an increase in long-term debt and deferred revenue[14](index=14&type=chunk) - Total stockholders' equity decreased by **$89.2 million**, influenced by treasury stock repurchases[14](index=14&type=chunk) [Consolidated Statements of Operations](index=6&type=section&id=Consolidated%20Statements%20of%20Operations) Details the company's revenues, expenses, and net income or loss over specific reporting periods | Metric (in millions, except per share) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :------------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net Service Revenues | $711.9 | $651.9 | $1,303.8 | $1,206.3 | | Gross Profit | $157.1 | $158.1 | $297.0 | $291.7 | | Income from Operations | $11.7 | $17.7 | $3.3 | $14.0 | | Net Income (Loss) | $0.7 | $6.3 | $(12.1) | $(5.7) | - Net service revenues increased by **9.2%** for the three months and **8.1%** for the six months ended March 31, 2022, compared to the prior year periods[17](index=17&type=chunk) - Net income decreased significantly for the three months ended March 31, 2022, to **$0.7 million** from **$6.3 million**, and the net loss widened for the six months to **$(12.1) million** from **$(5.7) million**[17](index=17&type=chunk) [Consolidated Statements of Comprehensive Income (Loss)](index=7&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) Presents net income or loss alongside other comprehensive income or loss components for the reporting periods | Metric (in millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net Income (Loss) | $0.7 | $6.3 | $(12.1) | $(5.7) | | Other Comprehensive Income | $2.4 | $1.8 | $2.9 | $5.4 | | Comprehensive Income (Loss)| $3.1 | $8.1 | $(9.2) | $(0.3) | - Comprehensive income decreased for the three months ended March 31, 2022, to **$3.1 million** from **$8.1 million**, and comprehensive loss widened for the six months to **$(9.2) million** from **$(0.3) million**[19](index=19&type=chunk) [Consolidated Statements of Stockholders' Equity](index=8&type=section&id=Consolidated%20Statements%20of%20Stockholders'%20Equity) Outlines changes in the company's equity accounts, including net income, share repurchases, and compensation - Total stockholders' equity decreased from **$1,342.7 million** at September 30, 2021, to **$1,253.5 million** at March 31, 2022, primarily due to a net loss of **$12.1 million** and common stock repurchases of **$90.8 million**[24](index=24&type=chunk) - Equity-based compensation contributed **$9.3 million** to additional paid-in capital for the six months ended March 31, 2022[24](index=24&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Summarizes cash inflows and outflows from operating, investing, and financing activities | Metric (in millions) | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :----------------------------------- | :------------------------------ | :------------------------------ | | Net Cash Provided by Operating Activities | $42.3 | $83.4 | | Net Cash Used by Investing Activities | $(145.7) | $(100.0) | | Net Cash Provided (Used) by Financing Activities | $25.2 | $(16.7) | | Net Change in Cash and Cash Equivalents | $(78.2) | $(33.3) | | Cash and Cash Equivalents, End of Period | $45.5 | $123.8 | - Net cash provided by operating activities decreased by **$41.1 million**, from **$83.4 million** in 2021 to **$42.3 million** in 2022, primarily due to changes in accounts payable and other operating liabilities[29](index=29&type=chunk)[174](index=174&type=chunk) - Net cash used in investing activities increased by **$45.7 million**, from **$100.0 million** in 2021 to **$145.7 million** in 2022, driven by higher capital expenditures and business acquisitions[29](index=29&type=chunk)[175](index=175&type=chunk) - Net cash provided by financing activities was **$25.2 million** in 2022, a significant change from net cash used of **$16.7 million** in 2021, due to proceeds from receivables financing and revolving credit facility, partially offset by stock repurchases[29](index=29&type=chunk)[177](index=177&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) Provides detailed explanations and additional information supporting the unaudited consolidated financial statements [1. Business and Basis of Presentation](index=10&type=section&id=1.%20Business%20and%20Basis%20of%20Presentation) Describes the company's core business operations and the foundational principles for financial statement preparation - BrightView Holdings, Inc. provides landscape maintenance, enhancements, development, and snow removal services for commercial customers across the U.S., operating through two reportable segments: Maintenance Services and Development Services[32](index=32&type=chunk) - The company is no longer a 'controlled company' under NYSE standards since May 14, 2021, following the termination of certain stockholder agreements[32](index=32&type=chunk) [2. Recent Accounting Pronouncements](index=10&type=section&id=2.%20Recent%20Accounting%20Pronouncements) Discusses the adoption and evaluation of new accounting standards and their potential impact on financial reporting - The company adopted ASU No. 2019-12, 'Simplifying the Accounting for Income Taxes,' in Q1 fiscal 2022, with no material impact[35](index=35&type=chunk) - The company elected hedge accounting expedients for LIBOR-indexed cash flows under ASU No. 2020-04, 'Reference Rate Reform,' and is evaluating the impact of ASU No. 2021-08 on business combinations[37](index=37&type=chunk)[38](index=38&type=chunk) [3. Revenue](index=11&type=section&id=3.%20Revenue) Details the company's revenue recognition policies and provides a breakdown of service revenues by type - Revenue is generally recognized over time as services are performed, using output-based methods for fixed-fee contracts and cost-to-cost input methods for development services and certain enhancement/per-occurrence contracts[39](index=39&type=chunk)[40](index=40&type=chunk)[41](index=41&type=chunk) | Revenue Type (in millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Landscape Maintenance | $345.2 | $309.7 | $747.4 | $672.0 | | Snow Removal | $208.2 | $226.0 | $244.2 | $281.8 | | Maintenance Services Total | $553.4 | $535.7 | $991.6 | $953.8 | | Development Services | $159.7 | $117.1 | $314.4 | $254.4 | | Net Service Revenues | $711.9 | $651.9 | $1,303.8 | $1,206.3 | - Remaining performance obligations with an original expected duration greater than one year were approximately **$386.0 million** as of March 31, 2022, with **52%** expected to be recognized in the next 12 months[45](index=45&type=chunk) [4. Accounts Receivable, net](index=13&type=section&id=4.%20Accounts%20Receivable%2C%20net) Presents the net balance of accounts receivable and the allowance for doubtful accounts | Metric (in millions) | March 31, 2022 | September 30, 2021 | | :------------------------ | :------------- | :----------------- | | Accounts Receivable, net | $411.4 | $378.9 | | Allowance for Doubtful Accounts | $4.3 | $3.2 | [5. Property and Equipment, net](index=13&type=section&id=5.%20Property%20and%20Equipment%2C%20net) Details the net value of the company's tangible assets and associated depreciation | Metric (in millions) | March 31, 2022 | September 30, 2021 | | :------------------------ | :------------- | :----------------- | | Property and Equipment, net | $301.3 | $264.4 | | Accumulated Depreciation | $455.0 | $422.3 | - Depreciation expense for property and equipment was **$45.8 million** for the six months ended March 31, 2022, up from **$42.3 million** in the prior year[50](index=50&type=chunk) [6. Intangible Assets, Goodwill and Acquisitions](index=14&type=section&id=6.%20Intangible%20Assets%2C%20Goodwill%20and%20Acquisitions) Reports on the company's intangible assets, goodwill, and the impact of recent acquisition activities | Metric (in millions) | March 31, 2022 | September 30, 2021 | | :------------------------ | :------------- | :----------------- | | Total Intangible Assets | $718.2 | $701.4 | | Goodwill | $2,017.8 | $1,950.8 | - Goodwill increased by **$67.0 million** due to acquisitions during the six months ended March 31, 2022, with **$30.1 million** allocated to Maintenance Services and **$36.9 million** to Development Services[53](index=53&type=chunk) - The company acquired **100%** of six unrelated companies for approximately **$84.4 million** (net of cash acquired) during the six months ended March 31, 2022, primarily recognizing customer relationship intangible assets of **$16.8 million**[54](index=54&type=chunk) [7. Long-term Debt](index=15&type=section&id=7.%20Long-term%20Debt) Provides a breakdown of the company's long-term debt obligations and their scheduled maturities | Debt Component (in millions) | March 31, 2022 | September 30, 2021 | | :--------------------------- | :------------- | :----------------- | | Series B Term Loan | $996.8 | $1,001.7 | | Receivables Financing Agreement | $202.4 | $150.4 | | Revolving Credit Agreement | $80.0 | $— | | Total Debt, net | $1,269.7 | $1,141.0 | | Long-term Debt, net | $1,259.3 | $1,130.6 | - The company borrowed **$80.0 million** under its Revolving Credit Facility and **$147.0 million** under the Receivables Financing Agreement during the six months ended March 31, 2022[58](index=58&type=chunk)[59](index=59&type=chunk) - Scheduled maturities of long-term debt include **$5.2 million** for the remainder of fiscal 2022, **$90.4 million** in 2023, **$212.8 million** in 2024, and **$972.2 million** in 2025[61](index=61&type=chunk) [8. Fair Value Measurements and Derivative Instruments](index=16&type=section&id=8.%20Fair%20Value%20Measurements%20and%20Derivative%20Instruments) Discusses the company's use of derivative instruments and fair value measurements to manage market risks - The company uses interest rate swaps to manage exposure to variable interest rates on its Series B Term Loan, with a notional amount of **$500.0 million** as of March 31, 2022[70](index=70&type=chunk) - No fuel hedge contracts were outstanding as of March 31, 2022, indicating a change in strategy or market conditions compared to the prior year[73](index=73&type=chunk) | Derivative Type (in millions) | March 31, 2022 (Assets) | September 30, 2021 (Liabilities) | | :---------------------------- | :---------------------- | :------------------------------- | | Interest Rate Swap Contracts | $1.6 | $3.6 | | Fuel Hedges | $— | $1.2 | [9. Income Taxes](index=18&type=section&id=9.%20Income%20Taxes) Details the company's income tax expense, benefit, and effective tax rates for the reporting periods | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :------------------------ | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Income (Loss) before Income Taxes | $0.6 | $8.6 | $(16.8) | $(7.1) | | Income Tax (Benefit) Expense | $(0.1) | $2.3 | $(4.7) | $(1.4) | | Effective Income Tax Rate | -16.7% | 26.7% | 28.0% | 19.7% | - The effective tax rate for the three months ended March 31, 2022, decreased to **-16.7%** from **26.7%** in the prior year, primarily due to the geographical distribution of pre-tax income[75](index=75&type=chunk) - The effective tax rate for the six months ended March 31, 2022, increased to **28.0%** from **19.7%** in the prior year, mainly due to state tax law changes[75](index=75&type=chunk) [10. Equity-Based Compensation](index=18&type=section&id=10.%20Equity-Based%20Compensation) Outlines the company's equity compensation plans, awards outstanding, and associated expenses | Award Type (Shares) | Outstanding at Sep 30, 2021 | Granted (6 months) | Vested (6 months) | Forfeited (6 months) | Outstanding at Mar 31, 2022 | | :------------------------ | :-------------------------- | :----------------- | :---------------- | :------------------- | :-------------------------- | | Restricted Stock Awards | 802,000 | — | 229,000 | 23,000 | 550,000 | | Restricted Stock Units | 1,299,000 | 759,000 | 394,000 | 103,000 | 1,561,000 | | Stock Option Awards | 7,017,000 | 783,000 | 1,000 (exercised) | 122,000 | 7,677,000 | - Equity-based compensation expense was **$9.3 million** for the six months ended March 31, 2022, compared to **$10.2 million** in the prior year[82](index=82&type=chunk) - Total unrecognized compensation cost was **$31.8 million** as of March 31, 2022, expected to be recognized over a weighted average period of **1.4 years**[82](index=82&type=chunk) [11. Commitments and Contingencies](index=20&type=section&id=11.%20Commitments%20and%20Contingencies) Discloses the company's self-insurance reserves, legal proceedings, and other potential future obligations - The company's self-insurance reserves for unpaid and incurred but not reported claims were **$152.5 million** at March 31, 2022, with **$47.9 million** classified as current liabilities[84](index=84&type=chunk) - The company is subject to legal proceedings and claims in the ordinary course of business, but management is not aware of any matter expected to have a material effect on financial condition or results of operations[85](index=85&type=chunk) [12. Segments](index=21&type=section&id=12.%20Segments) Presents financial performance data for the company's Maintenance Services and Development Services segments - The company operates in two reportable segments: Maintenance Services (recurring landscape maintenance, snow removal, enhancements) and Development Services (landscape architecture and development for new construction)[87](index=87&type=chunk) | Segment Performance (in millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | **Net Service Revenues:** | | | | | | Maintenance Services | $553.4 | $535.7 | $991.6 | $953.8 | | Development Services | $159.7 | $117.1 | $314.4 | $254.4 | | **Adjusted EBITDA:** | | | | | | Maintenance Services | $62.9 | $72.3 | $108.2 | $121.9 | | Development Services | $12.8 | $10.9 | $27.3 | $27.9 | | **Capital Expenditures:** | | | | | | Maintenance Services | $27.1 | $15.3 | $48.9 | $24.2 | | Development Services | $6.9 | $2.0 | $8.1 | $2.3 | [13. Earnings (Loss) Per Share of Common Stock](index=22&type=section&id=13.%20Earnings%20(Loss)%20Per%20Share%20of%20Common%20Stock) Reports the basic and diluted earnings or loss per share for the company's common stock | Metric (per share) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Basic Income (Loss) Per Share | $0.01 | $0.06 | $(0.12) | $(0.05) | | Diluted Income (Loss) Per Share | $0.01 | $0.06 | $(0.12) | $(0.05) | - Basic and diluted EPS decreased for the three months ended March 31, 2022, and the loss per share widened for the six months[92](index=92&type=chunk) [14. Subsequent events](index=23&type=section&id=14.%20Subsequent%20events) Details significant events that occurred after the balance sheet date, including share repurchases and credit agreement amendments - On April 4, 2022, the company completed the repurchase of **5,906,954 shares** from MSD Valley Investments, LLC at **$12.33 per share**[94](index=94&type=chunk) - On April 22, 2022, the company amended its Credit Agreement, establishing a new **$1,200.0 million** Series B Term Loan maturing April 22, 2029, and a **$300.0 million** Revolving Credit Facility maturing April 22, 2027, with interest rates based on Term SOFR or ABR[94](index=94&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition, operational results, key trends, and liquidity for the reporting periods [Overview](index=24&type=section&id=Overview) Provides a high-level description of BrightView's business, market position, and operating segments - BrightView is the largest commercial landscaping services provider in the U.S., operating through Maintenance Services and Development Services segments across 34 states with nationwide coverage via a service partner network[97](index=97&type=chunk)[98](index=98&type=chunk) - Maintenance Services include recurring landscape maintenance and snow removal, while Development Services focus on landscape architecture and installation for new construction and redesign projects[99](index=99&type=chunk)[100](index=100&type=chunk) [Components of Our Revenues and Expenses](index=25&type=section&id=Components%20of%20Our%20Revenues%20and%20Expenses) Explains the primary sources of revenue and the major categories of expenses impacting the company's financial performance - Maintenance Services revenue is primarily from recurring annual contracts for landscape maintenance and snow removal, recognized over time or using the right-to-invoice practical expedient[102](index=102&type=chunk) - Development Services revenue is recognized over time using the cost-to-cost input method, based on the percentage of costs incurred to estimated total costs[103](index=103&type=chunk) - Cost of services provided includes employee costs, subcontractor costs, purchased materials, and operating equipment/vehicle costs, with a large variable component[104](index=104&type=chunk) - Selling, general and administrative expense covers management, sales, and administrative personnel costs, equity-based compensation, facility costs, and professional fees, with corporate expenses not allocated to segments[105](index=105&type=chunk) [Trends and Other Factors Affecting Our Business](index=26&type=section&id=Trends%20and%20Other%20Factors%20Affecting%20Our%20Business) Discusses external and internal factors, such as seasonality, acquisitions, and economic conditions, influencing business operations - The business experiences seasonality, with higher revenues and net income typically in spring and summer (fiscal Q3 and Q4), and snow removal offsetting lower activity in seasonal markets during winter (fiscal Q1 and Q2)[111](index=111&type=chunk) - Weather conditions, including snowfall, hurricanes, and rainfall/drought, can impact service timing, revenues, and costs, with extreme events potentially increasing enhancement services but also disrupting operations[112](index=112&type=chunk) - Acquisitions are a key growth strategy, with six businesses acquired for **$84.4 million** (net of cash) during the six months ended March 31, 2022, incurring **$4.5 million** in integration costs[113](index=113&type=chunk) - Economic conditions, including rising inflation, fuel prices, and labor market fluctuations, can increase costs and impact profitability, though landscape maintenance is considered non-discretionary[116](index=116&type=chunk) - The COVID-19 pandemic continues to pose uncertainty, with potential for future operational restrictions, economic deterioration, and impacts from vaccine mandates and increased material costs[117](index=117&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) Analyzes the company's financial performance, including revenues, gross profit, and net income, for the reporting periods | Metric (in millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net Service Revenues | $711.9 | $651.9 | $1,303.8 | $1,206.3 | | Gross Profit | $157.1 | $158.1 | $297.0 | $291.7 | | Income from Operations | $11.7 | $17.7 | $3.3 | $14.0 | | Net Income (Loss) | $0.7 | $6.3 | $(12.1) | $(5.7) | | Adjusted EBITDA | $59.7 | $66.8 | $102.3 | $119.3 | | Adjusted Net Income | $18.3 | $27.2 | $26.5 | $40.1 | | Earnings (Loss) per Share | $0.01 | $0.06 | $(0.12) | $(0.05) | | Adjusted Earnings per Share | $0.18 | $0.26 | $0.26 | $0.38 | - Net service revenues increased by **$60.0 million (9.2%)** for the three months and **$97.5 million (8.1%)** for the six months ended March 31, 2022, driven by growth in both Maintenance and Development Services[121](index=121&type=chunk)[132](index=132&type=chunk) - Gross profit decreased by **$1.0 million (0.6%)** for the three months, and increased by **$5.3 million (1.8%)** for the six months, but gross margin decreased by **220 basis points** and **140 basis points**, respectively, primarily due to higher materials and fuel costs[122](index=122&type=chunk)[133](index=133&type=chunk) - Adjusted EBITDA decreased by **$7.1 million (10.6%)** for the three months and **$17.0 million (14.2%)** for the six months, with Adjusted EBITDA margin declining to **8.4%** and **7.8%** respectively, mainly due to lower snow removal revenues and higher fuel costs[130](index=130&type=chunk)[141](index=141&type=chunk) [Non-GAAP Financial Measures](index=30&type=section&id=Non-GAAP%20Financial%20Measures) Defines and reconciles non-GAAP financial metrics used by management to assess performance and liquidity - The company uses non-GAAP measures like Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, and Free Cash Flow to evaluate operating results and liquidity, excluding certain non-cash, non-recurring, and other adjustment items[143](index=143&type=chunk) - Free Cash Flow is defined as cash flows from operating activities less capital expenditures, net of proceeds from asset sales, and serves to assess the ability to pursue business opportunities and service debt[143](index=143&type=chunk) | Non-GAAP Metric (in millions) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | Six Months Ended March 31, 2022 | Six Months Ended March 31, 2021 | | :---------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Adjusted EBITDA | $59.7 | $66.8 | $102.3 | $119.3 | | Adjusted Net Income | $18.3 | $27.2 | $26.5 | $40.1 | | Free Cash Flow | $30.5 | $62.9 | $(19.3) | $58.9 | [Segment Results](index=32&type=section&id=Segment%20Results) Presents a detailed breakdown of financial performance for the Maintenance Services and Development Services segments - Maintenance Services net service revenues increased by **3.3%** for the three months and **4.0%** for the six months ended March 31, 2022, driven by commercial landscape services and acquisitions, partially offset by decreased snow removal revenue[155](index=155&type=chunk)[163](index=163&type=chunk) - Maintenance Services Segment Adjusted EBITDA decreased by **13.0%** for the three months and **11.2%** for the six months, with margins declining by **210 bps** and **190 bps** respectively, due to lower snow removal and higher fuel costs[156](index=156&type=chunk)[164](index=164&type=chunk) - Development Services net service revenues increased by **36.4%** for the three months and **23.6%** for the six months, driven by increased project volumes and revenue from acquired businesses[159](index=159&type=chunk)[167](index=167&type=chunk) - Development Services Segment Adjusted EBITDA increased by **17.4%** for the three months but decreased by **2.2%** for the six months, with margins declining by **130 bps** and **230 bps** respectively, primarily due to higher material and fuel costs[160](index=160&type=chunk)[168](index=168&type=chunk) [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20Capital%20Resources) Discusses the company's sources and uses of cash, working capital, and overall financial flexibility - Principal liquidity sources include existing cash, cash from operations, and borrowings under the Credit Agreement and Receivables Financing Agreement[169](index=169&type=chunk) - Net cash provided by operating activities decreased by **$41.1 million** to **$42.3 million** for the six months ended March 31, 2022, primarily due to payroll tax deferral repayments and reduced cash from other operating assets[174](index=174&type=chunk) - Net cash used in investing activities increased by **$45.7 million** to **$145.7 million**, driven by a **$36.3 million** increase in capital expenditures and **$8.7 million** more for acquisitions[175](index=175&type=chunk) - Free Cash Flow decreased by **$78.2 million** to an outflow of **$19.3 million** for the six months ended March 31, 2022, due to increased capital expenditures and decreased operating cash flows[178](index=178&type=chunk) - Net working capital decreased by **$76.4 million** to **$138.3 million** at March 31, 2022, mainly due to a decrease in cash and cash equivalents and an increase in deferred revenue[179](index=179&type=chunk) [Critical Accounting Policies and Estimates](index=36&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Highlights the accounting policies and estimates that require significant judgment and can materially impact financial results - There have been no material changes to the company's critical accounting policies compared to those described in the Annual Report on Form 10-K for the year ended September 30, 2021[182](index=182&type=chunk) [Recently Issued Accounting Policies](index=36&type=section&id=Recently%20Issued%20Accounting%20Policies) Refers to disclosures on new accounting standards and their potential effects on the company's financial statements - Information on recently issued accounting policies is incorporated by reference from Note 2 to the unaudited consolidated financial statements[183](index=183&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Refers to the Annual Report on Form 10-K for detailed disclosures on market risk exposures - For detailed market risk disclosures, refer to Item 7A of the Annual Report on Form 10-K for the fiscal year ended September 30, 2021[186](index=186&type=chunk) [Item 4. Controls and Procedures](index=37&type=section&id=Item%204.%20Controls%20and%20Procedures) Confirms the effectiveness of disclosure controls and procedures with no material changes in internal control over financial reporting - The CEO and CFO concluded that disclosure controls and procedures were effective as of March 31, 2022, at a reasonable assurance level[188](index=188&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter[189](index=189&type=chunk) PART II. OTHER INFORMATION Contains additional information not included in the financial statements, such as legal proceedings and risk factors [Item 1. Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) Refers to Note 11 of the financial statements for details on legal proceedings and commitments - Information regarding legal proceedings is incorporated by reference from Note 11 'Commitments and Contingencies' to the Condensed Consolidated Financial Statements[192](index=192&type=chunk) [Item 1A. Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors) States no material changes to risk factors from the Annual Report on Form 10-K - No material changes to the risk factors were reported compared to the Annual Report on Form 10-K for the fiscal year ended September 30, 2021[193](index=193&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details the company's share repurchase activity under its publicly announced program for the reporting period | Period | Total Shares Purchased | Average Price Paid Per Share | Total Shares Purchased Under Plans/Programs | Approximate Dollar Value Remaining Under Plans/Programs (in dollars) | | :-------------------------- | :--------------------- | :--------------------------- | :------------------------------------------ | :------------------------------------------------------ | | January 1 - January 31, 2022 | 5,906,954 | $13.98 | 5,906,954 | $167,338,854 | | February 1 - February 28, 2022 | 466,532 | $13.12 | 466,532 | $161,217,551 | | March 1 - March 31, 2022 | — | — | — | $161,217,551 | | Total | 6,373,486 | $13.92 | 6,373,486 | $161,217,551 | - The company repurchased **6,373,486 shares** of common stock during the three months ended March 31, 2022, at an average price of **$13.92 per share**, as part of its **$250 million** share repurchase program[194](index=194&type=chunk) - As of March 31, 2022, approximately **$161.2 million** remained available for repurchase under the program[194](index=194&type=chunk) [Item 3. Defaults Upon Senior Securities](index=38&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) Confirms no defaults occurred upon senior securities during the reporting period - No defaults upon senior securities occurred[195](index=195&type=chunk) [Item 4. Mine Safety Disclosures](index=38&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) States that mine safety disclosures are not applicable to the registrant - Mine safety disclosures are not applicable to the registrant[196](index=196&type=chunk) [Item 5. Other Information](index=38&type=section&id=Item%205.%20Other%20Information) Indicates that no other information is reported in this section - No other information is reported in this section[197](index=197&type=chunk) [Item 6. Exhibits](index=39&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed or furnished with the report, including organizational documents and certifications - The report includes exhibits such as the Third Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws, a Repurchase Agreement dated March 13, 2022, and various certifications (e.g., Section 302, Section 906)[199](index=199&type=chunk) - XBRL (eXtensible Business Reporting Language) documents, including the Inline XBRL Instance Document and Taxonomy Extension Schema, are also listed as exhibits[199](index=199&type=chunk)

BrightView Holdings, Inc. (NYSE:BV) Q1 2022 Results Conference Call February 3, 2022 10:00 AM ET Company Participants John Shave - VP, IR Andrew Masterman - President & CEO John Feenan - EVP & CFO Conference Call Participants George Tong - Goldman Sachs Shlomo Rosenbaum - Stifel Tim Mulrooney - William Blair Justin Hawk - Robert W. Baird Hans Hoffman - Jefferies Andrew Steinerman - JPMorgan Bob Labick - CJS Securities Operator Hello and welcome to today’s BrightView Holdings Incorporated First Quarter Fisca ...

| --- | --- | --- | --- | --- | |-------|-------|-------|-------|-------------------------------| | | | | | | | | | | | | | | | | | | | | | | | Q1 Fiscal 2022 Earnings Call | | | | | | | | | | | | NYSE: BV | | | | | | February 3, 2022 | | | | | | | | | | | | | | | | | | | Introductory Information Forward-Looking Statements This presentation contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934 t ...