Waldencast 2Q22 Investor Results
Disclaimer
Cautionary Statement Regarding Forward-Looking Statements
Statements in this presentation that are not historical, are forward-looking statements made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not
limited to, statements regarding Waldencast's strategic initiatives; Waldencast's plans to expand internationally,
including its distribution network and its categories and presence domestically and abroad; and any assumptions
underlying any of the foregoing. Words such as "anticipate," "believe," "continue," "could," "estimate," "expect,"
"intend," "may," "plan," "predict," "project," "should," and "will" and variations of such words and similar
expressions are intended to identify such 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 control of Waldencast, that could cause actual results or outcomes to differ materially from those
discussed in the forward-looking statements. Important factors, among others, that may affect actual results or
outcomes include, but are not limited to: (i) the inability to recognize the anticipated benefits of the transactions
with Obagi Global Holdings Limited, a Cayman Islands exempted company limited by shares ("Obagi") and Milk
Makeup LLC, a Delaware limited liability company ("Milk"); (ii) changes in general economic conditions, including as
a result of the COVID-19 pandemic, (iii) the ability to continue to meet Nasdaq's listing standards; (iv) volatility of
Waldencast's securities due to a variety of factors, including Waldencast's, inability to implement its business plans
or meet or exceed its financial projections and changes; (v) the ability to implement business plans, forecasts, and
other expectations, and identify and realize additional opportunities; and (vi) the ability of Obagi and Milk to
implement their strategic initiatives and continue to innovate their existing products and anticipate and respond to
market trends and changes in consumer preferences.
These and other risks, assumptions and uncertainties are more fully described in the Risk Factor section of our
definitive proxy statement/final prospectus dated July 7, 2022, and filed by us with the SEC on July 7, 2022 and in
our other documents that we file or furnish with the Securities and Exchange Commission (the "SEC"), which you are
encouraged to read. To the extent that COVID-19 adversely affects our business and financial results, it may also
have the effect of heightening many of such risk factors.
Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those indicated or anticipated by such forward-looking statements.
Accordingly, you are cautioned not to rely on these forward-looking statements, which speak only as of the date
they are made. Waldencast expressly disclaims any current intention, and assumes no duty, to update publicly any
forward-looking statement after the distribution of this release, whether as a result of new information, future
events, changes in assumptions or otherwise. Waldencast gives no assurance that the combined company will
achieve its expectations.
MWX
Reconciliation of Non-GAAP Financial Measures
The financial information and data contained in this presentation have not been audited in accordance with the
standards of the Public Company Accounting Oversight Board and does not conform to Regulation S-X.
This presentation also includes certain financial measures not presented in accordance with U.S. generally accepted
accounting principles ("GAAP") including Pro Forma Adjusted EBITDA and Pro Forma Adjusted EBITDA Margin.
Waldencast defines Pro Forma Adjusted EBITDA as GAAP net income (loss) before interest income or expense,
income tax expense, depreciation and amortization, and further adjusted for the following items: restructuring-
related costs, transaction-related costs, losses on extinguishment of debt, gain on PPP loan forgiveness, stock-based
compensation costs, inventory fair value adjustments, changes in fair value of warrant liabilities, losses on disposal
of assets and foreign currency transaction gains and losses. Waldencast defines Pro Forma Adjusted EBITDA Margin
as combined Pro Forma Company EBITDA divided by Pro Forma net revenue (" Pro Forma Adjusted EBITDA
Margin"). These non-GAAP financial measures are not measures of financial performance in accordance with GAAP
and may exclude items that are significant in understanding and assessing Waldencast's financial results. Therefore,
these measures should not be considered in isolation or as an alternative to net income under GAAP. You should be
aware that Waldencast's presentation of these measures may not be comparable to similarly-titled measures used
by other companies. Waldencast believes these non-GAAP measures of financial results provide useful information
to management and investors regarding certain financial and business trends relating to its financial condition and
results of operations. Waldencast believes that the use of these non-GAAP financial measures provides an additional
tool for investors to use in evaluating ongoing operating results and trends in comparing its financial measures with
other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP
financial measures are subject to inherent limitations as they reflect the exercise of judgments by management
about which expense and income are excluded or included determining these non- GAAP financial
measures. Reconciliations of Pro Forma Adjusted EBITDA and Pro Forma Adjusted EBITDA Margin to net income, the
most directly comparable GAAP financial measure, are included in this presentation.
This release also includes certain projections of non-GAAP financial measures. Due to the high variability and
difficulty in making accurate forecasts and projections of some of the information excluded from these projected
measures, together with some of the excluded information not being ascertainable or accessible, Waldencast
is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP
financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP
measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included. For the
same reasons, Waldencast is unable to address the probable significance of the unavailable information, which
could be material to future results.
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