Nomad Foods Limited (NOMD)
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Earnings Call: Q3 2022

Nov 9, 2022

Operator

Ladies and gentlemen, good morning and welcome to the Nomad Foods Q3 earnings call. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press Star then one on your telephone keypad. To withdraw your question, please press Star then two. Please note this event is being recorded. I would now like to turn the conference over to Anthony Bucalo. Please go ahead.

Anthony Bucalo
Head of Investor Relations, Nomad Foods

Hello and welcome to the Nomad Foods third quarter 2022 earnings call. I am Anthony Bucalo, Head of Investor Relations, and I am joined on the call by Stéfan Descheemaeker, our CEO, and Samy Zekhout, our CFO. Before we begin, I would like to draw your attention to the disclaimer on slide two of our presentation. This conference call may include forward-looking statements that are based on our view of the company's prospects, expectations, and intentions at this time. Actual results may differ due to risks and uncertainties, which are discussed in our press release, our filings with the SEC, and the slide in our investor presentation, which includes cautionary language. We will also discuss non-IFRS financial measures during the call today. These non-IFRS financial measures should not be considered a replacement for and should be read together with our IFRS results.

Users can find the IFRS to non-IFRS reconciliations within our earnings release and in the appendices at the end of the slide presentation available on our website. Please note that certain financial information within this presentation represent adjusted figures for 2021 and 2022. All adjusted figures have been adjusted for exceptional items, acquisition-related, share-based payment and related expenses, as well as non-cash FX gains or losses. Unless otherwise noted, all comments from here on will refer to those adjusted numbers. With that, I will hand you over to Stéfan.

Stéfan Descheemaeker
CEO, Nomad Foods

Thank you, Tony. Good afternoon, everyone, and thank you for joining us on the call today. We are pleased to review our results for the quarter. Nomad had a very strong performance in the third quarter. We were boosted by solid commercial and supply chain execution, as well as price increases across the business. I'm especially pleased with the performance of the great people across Nomad for their leadership, focus, hard work, and creativity. In Q3, our reported revenues grew 27%. Our organic sales increased 7.2%, driven by double-digit net price increases, which offset much of the cost inflation we experienced in the first half. There is still work to do, and we remain committed to a journey of growth acceleration and value creation. The Adriatic region posted another very good performance, boosted by strong sales of our ice cream brands.

Our leading plant protein brand, Green Cuisine, is winning in the market and had another good quarter. Green Cuisine is growing sales high single digits and reached its highest ever four-week market share at 16.8%. This was a 140 basis points improvement versus the same period last year across Europe. This further fortifies our number two position in the plant protein category. Overall, Nomad lost a small degree of value share. However, we believe this is temporary in nature. We will regain share over the medium and long term, driven by consistent innovation in our core portfolio. We know that our consumers are under pressure, and we are preparing new affordability initiatives to help keep them with the Nomad brands in partnership with our retailers. Within the portfolio, we are developing value innovations to offer tasty, healthy, and sustainable meal solutions at lower price points.

We believe we are well positioned within our supply chain structure to drive growth through effective cost management, winning innovation, and strong service execution. In the first nine months of the year, we improved our service level by 90 basis points, rising to 96.7%. Additionally, we have fully covered our cost of goods sold for 2022, and we have made great progress in securing supply at competitive cost for 2023. We're also on the path to extending our debt maturity profile until 2028 and 2029 through a refinancing of our $916 million principal Term Loan B, due 2024, with approximately $830 million Term Loan B, due 2029. Looking ahead to the fourth quarter, we are still working to adjust our prices to recover our input cost inflation.

This will enable us to maintain a proper level of investment in our business as well as the frozen food category on the whole. We've made great progress in this area. As we are heading to 2023, we expect our business performance to continue improving. We expect full year net pricing to offset volume and mix declines, leading to low single-digit organic sales growth for the year. As we further offset input cost increases, we expect gross margins to improve over time. Nomad is navigating a challenging consumer environment, which includes high energy prices, rising inflation, and political disruption. However, we are executing well through this period of uncertainty. We believe the steps we've taken should allow us to enter 2023 in a position of strength.

With that, I'd like to recap our third quarter key financial metrics. Beginning with reported revenues of EUR 760 million, which increased 27% year-on-year. The increase in reported sales was driven by the inclusion of our recent acquisition and good growth in our organic revenues. Organic revenue grew by 7.2%, driven primarily by double-digit net price increase in the quarter. Q3 represent a sequential quarter of improvement and our best performance since the fourth quarter of 2020. Our volumes and mix were down 3.4%, driven by elasticity impacts, but offset by positive mix. We delivered an adjusted gross margin of 29.1%, 110 basis points higher year-on-year, reflecting the benefits of new pricing and the inclusion of the Adriatic region, which has peak margins during the summer.

Adjusted EBITDA of EUR 153 million represents a 35% increase compared to last year, as higher input costs were more than offset by higher pricing and SG&A phasing. Finally, adjusted EPS was EUR 0.52 per share, up nearly 50% year-over-year. Turning to slide four. Our revenues benefited from a return to organic growth in our base business. We have successfully landed our pricing initiative throughout the year, realizing a 10.6% net price increase in the third quarter. This price increase offset a 3.4% decline in volume and mix. In October, we maintained our sales momentum with mid-single-digit sales growth. Remaining on track for a low single-digit organic sales performance for the full year. In the third quarter, we substantially narrowed the gap between input cost and price, which had opened in the second quarter.

There is always a time lag between linear COGS increases and our staggered price increases to the retailers. We have nearly caught up to that lag. Additionally, our dialog remains active with retailers regarding further change to our pricing, allowing more adjustments over time as we rebuild our gross margins. We have good visibility on cost as we're effectively covered for the balance of 2022, and we are on schedule for covering costs for 2023. In a dynamic pricing environment, our overall value share was down slightly for our entire business and in our must-win battles in Q3. Year to date, overall share is down only slightly and is flat in our must-win battles. We believe this market share loss is short-term in nature. We're making significant progress in extending our debt maturity profile.

This will be through a refinancing of our $916 million Term Loan B, due mid-2024, with approximately $830 million Term Loan B, due 2029. With this extension, our entire debt portfolio will be fully covered until 2028 and 2029 at an attractive interest cost. The deal has been priced and will close this Thursday. This will enable us to focus our attention on accelerating growth and winning with the consumer in a highly volatile environment. With the successful execution of our pricing strategy and coverage on cost for this year, we are affirming our adjusted EPS guidance range for 2022 at EUR 1.65-EUR 1.71. This represents a high single-digit growth versus a year ago.

Longer term, we are pleased with our business trajectory and remain confident that we will deliver our 2025 adjusted EPS target of EUR 2.30 . Turning to slide five. Nomad has successfully adapted to difficult challenges many times throughout our history, and this year is no different. The war in Ukraine has required us to react quickly to change the market. We can report progress on three focus areas which have all strengthened our business. First, we fully executed our planned price increase in the quarter, and we see this as a testament to the strength of our brands and strategies. We believe we will be in good shape to enter 2023 with the margins and cash flow needed to invest in our brands. Second, our fish diversification strategy has moved into a new stage. We have good news on our growing investment in high-quality farmed fish.

We are happy to announce that we secured supply in October with major producers, all of whom are ASC compliant. Currently, 98% of our fish comes from sustainable fishing or responsible farming. We believe we are on track for that to be 100% by 2025. This new source not only diversifies our species and geographical sources, but is also an additional driver of our sustainability goals. We expect to see the initial benefits of new supply early in 2023, with the potential for rapid growth in capacity expected over the next three years. This investment in farmed fish also provides us with an additional platform for innovation. We have plans in place for new high-quality fish products in the coming years across many key Nomad markets.

Finally, we are proud to report that our successful integration of the Adriatic region is ahead of schedule and ahead of our expectations. We had a strong summer selling season as tourists returned to the seaside, helped by good weather during most of the summer. We saw a strong recovery in the on-trade channel and gained market share as well. The region is ahead of our plan on sales and EBITDA year to date, and we expect this region will be an important source of growth in the future. As a note, the Fortenova transaction was finalized at the end of September 2021, and is now fully integrated into organic numbers going forward. With that, I will turn the remarks over to Samy. Samy?

Samy Zekhout
CFO, Nomad Foods

Thank you, Stéphan, and thank you all for your participation on the call today. Turning to slide six, I will provide more detail on our key third quarter operating highlights. We reported revenues of EUR 760 million in the third quarter, a growth of 27% year-on-year, driven primarily by price increases in our base business, as well as our new acquisition. There was a small benefit from favorable effects as well. Organic revenues were boosted by 10.6% net pricing, which offset a 3.4% decline in volume and mix. Gross margins were at 29.1% during the second quarter, reflecting a 110 basis points increase versus last year. Price increases helped drive margin improvements.

Moving to the rest of the P&L, third quarter COGS increased 24.7%, an increase of EUR 107 million versus last year. Our adjusted gross profit grew 32% to EUR 221 million. Adjusted operating expenses of EUR 91 million was up 27% year-over-year. This rise in operating expense was due to the first time inclusion of our new acquisition. However, as a percentage of sales, operating expense was flat at 11.9% versus last year. Our EBITDA and EPS performances were positively impacted by higher pricing in our core business. Third quarter adjusted EBITDA of EUR 153 million was up 35% versus last year. Adjusted EBITDA margins landed at 20.2%, an improvement of 130 basis points.

Our adjusted EPS of EUR 0.52 was up 49%. Turning to cash flow on slide seven, we generated EUR 24 million of adjusted free cash flow in the first nine months of the year. As you know, raw material markets have been volatile throughout 2022. In response, we successfully protected our business by building raw material inventories to head off any shortages. We believe this was the right step, and our customers and consumers received an uninterrupted supply of our product throughout the year. We improved our service levels, showing our commitment to serving the market. As conditions have stabilized, we have begun reducing working capital and will continue doing so into 2023. CapEx of EUR 55 million was up slightly versus last year.

We flagged in our Q2 earnings report, we do expect slightly higher CapEx this year as we support strategic investment decisions and incorporate our recent acquisition into our broader spending plan. Changes in cash tax has decreased by EUR 19 million to EUR 44 million, while cash interest was up at EUR 69 million due to the comparison with last year's refinancing period and other smaller factors. As mentioned in our prior release, our free cash flow generation will be weighted towards the final quarter of the year. Stepped up CapEx and higher raw material and packaging inventories will leave us short of our usual 90%-100% long-term conversion target this year. However, we expect Q4 cash flow to be consistent with our historical performance and expect conversion rates more in line with our long-term targets in 2023.

With that, let's turn to our final slide eight, to review our 2022 guidance, which we are reiterating from our Q2 earnings report in August. Our guidance on sales and EPS is based on our best projection of cost inflation and other factors for the fourth quarter of 2022. As Stéfan mentioned in his remarks, we expect to recover cost inflation through additional price increases in Q4, and thus we expect progress on our gross margin profile for Q4 in the full year. We expect organic revenue growth in the low single-digit range for the full year 2022. This will be bolstered by additional price increases in Q4. As we noted in our Q2 earnings report, we expect a significant spread between price and volume, but we also expect net pricing to fully offset volume declines.

We expect the Adriatic region contribution to drive reported revenue guidance of a high single-digit% for the full year. When modeling Q4, please keep in mind we did see some, albeit minor, forward buying in Q3 ahead of our Q4 price increase, but we are keeping our full year expectations intact. On capital allocation this year so far, it had been our top priority to use our cash to support operations. We did not repurchase shares in either Q2 or Q3 after moderate repurchases in Q1. However, we believe share buyback is central to driving shareholder value. Our $500 million share buyback program remains in place until August 2024.

For the balance of 2022, with our pricing strategy taking hold and full visibility on cost, we are holding to our adjusted EPS guidance of EUR 1.65-EUR 1.71, establishing our Q2 earnings report. Finally, we remain on track to reach our 2025 adjusted EPS target of EUR 2.30. That concludes our remarks. I will now turn the session over to Q&A. Thank you. Operator, back to you.

Operator

Thank you very much. We will now begin the question and answer session. To ask a question, you may press Star, then one on your telephone keypad. If you're using a speakerphone, please pick up your handset before pressing the keys. To withdraw your question, please press Star then two. At this time, we will pause momentarily to assemble our roster. The first question comes from Andrew Lazar from Barclays. Please go ahead.

Andrew Lazar
Managing Director and Senior Equity Research Analyst, Barclays

Great. Thanks very much, everybody. Maybe to start off, you mentioned some of the Q4 pricing actions you're in the process of taking should set Nomad up for a strong start to 2023. I guess two questions on this. First, does this mean that this incremental pricing move has been sort of fully negotiated and agreed upon at this stage with retail customers, or is there still work to do on that front? And does that suggest that you'd be in a position, you know, to start the year, I guess, to continue on with the margin recovery that we started to see in the third quarter? Then I've got a follow-up.

Stéfan Descheemaeker
CEO, Nomad Foods

Thank you, Andrew. Well, it's very simple. I think we've made a lot of progress already on our wave three. But it's, you know, you still have some negotiations. As you can imagine, you know, these are not necessarily easy negotiations. I think they're very facts-based negotiations. But overall, yes, we made a lot of progress. But there is still some work to do. The objective, which we definitely believe it's achievable, is to really start the year in a very good position for next year and start really in a very good position. I don't know if you want to add anything else, Samy.

Samy Zekhout
CFO, Nomad Foods

No, I think to the second part of your question, Andrew, is we are effective. This is clearly going to put us on a very good margin recovery path. Yeah, as we had already mentioned to you, as we execute the price and we see how we're managing inflation across the board with our customers and consumers.

Andrew Lazar
Managing Director and Senior Equity Research Analyst, Barclays

Great.

Stéfan Descheemaeker
CEO, Nomad Foods

It's a real partnership with the retailers, making sure that, you know, we're pricing for inflation.

Andrew Lazar
Managing Director and Senior Equity Research Analyst, Barclays

Yeah. Then second, I know that, I think it was last quarter you talked about, at least at that stage and maybe even more recently, that private label was sort of yet to move price points on the shelf. Have you seen any movement on that front? And if not, you know, you talked a little about market share. Have price gaps, you know, reached a point where that's more concerning, or have you seen any movement on private label price points at this stage? Thank you.

Stéfan Descheemaeker
CEO, Nomad Foods

Well, you can imagine, Andrew, it's number one, it's Europe, so it's a lot of countries, so you have different positions in different countries. Overall, if you're taking a global view, it's a moving target. I think we are price leaders. So far, we've priced around 13%. Private label, if you take, you know, the aggregate of private label, are more in the region, and the brand competitors have increased their price by around 10%. You see there is a price gap. At some stage, you know, who knows when, you know, I'm not the one who's going to say when they have to increase their price.

Andrew Lazar
Managing Director and Senior Equity Research Analyst, Barclays

Mm-hmm.

Stéfan Descheemaeker
CEO, Nomad Foods

That's their decision. It's very clear that we're going through the same kind of competitive, let's say, framework with the same, let's say, inflation in terms of commodities. I would assume at some stage it's going to happen. In the meantime, yes, we're taking our decisions.

Andrew Lazar
Managing Director and Senior Equity Research Analyst, Barclays

Great. Thank you very much.

Stéfan Descheemaeker
CEO, Nomad Foods

You're welcome. Thank you.

Operator

Thank you. The next question comes from Jason English from Goldman Sachs. Please go ahead.

Jason English
Managing Director and Senior Equity Research Analyst, Goldman Sachs

Hey, good morning, folks. Thanks for popping me in. Couple quick questions.

Stéfan Descheemaeker
CEO, Nomad Foods

Hi.

Jason English
Managing Director and Senior Equity Research Analyst, Goldman Sachs

Hi there. So volume mix came in well ahead of what we had initially expected, just tracking the Nielsen data. You guys mentioned you saw some minor pull forward of buying, which it sounds like that doesn't explain all of it. Maybe you could unpack that a little bit more for us. Was there just outsized growth in all measured channels, all measured countries, something unique with mix? Any internal color you can provide on that front would be much appreciated.

Samy Zekhout
CFO, Nomad Foods

Very good. Jason, I mean, overall, effectively, I mean, if you recall the conversation we had at the time of the Q2, there was some question mark relating to the effectiveness of our pricing. In Q3, we're clearly demonstrating that the strategies are executed and are delivering what we wanted to see with a significant contribution from pricing of about 10.6%, okay. What you ended up with from an organic standpoint is a 7.2%, and the volume and mix there was a -3.4%. That breaks down into effectively a negative volume impact coming from the elasticity, very much in line with what we had planned for in the high single-digit level, and at the same time, a positive mix that we have experienced coming across the board from virtually country, category, and product.

Overall, effectively, what's really important for us was to see the impact of pricing. At the same time, we got some help of mix and the volume impact, the volume negative impact was exactly about in line with our expectation.

Jason English
Managing Director and Senior Equity Research Analyst, Goldman Sachs

Got it. A big next benefit there. That's good to know. Turning quickly to your recent acquisition, the results so far have been really impressive this year. One, is there anything? As you mentioned, weather, like, can you comp to comp next year? Can we expect this business to grow? Is part one of my question. Part two, you mentioned this is, like, the fifth in a row that's come in ahead of your expectations. How do you balance your comments on, like, your wanting to buy back more stock with the success you've had with M&A and what I imagine is probably an ambition to kinda keep that going?

Samy Zekhout
CFO, Nomad Foods

Thanks for the comment, by the way, Jason. Yes, we're quite proud of our results right now in terms of acquisitions. You know, we've been through five and six, even including Findus. I think it's been a very good track record. I think we've been very consistent. We've been very rigorous. I think the integration every time we're improving the playbook in terms of integration. I think this year, this time, for example, with the Adriatics, we've really invested heavily in terms of people, in terms of tools to make it work the right way, and it's paying off. I think over time, we're getting better and better with that, and which means that we are in a very good position, you know, obviously when opportunities arise also to make the right decision.

There will be buyback, there will be acquisitions, and obviously with the same objective to it, which is to increase shareholders' value, I would put it that way. What's really fundamental also, and you may remember, Jason, back in 2015, 2016, we didn't do anything because we were really focused on turning around the company, and quite frankly, it would have been a distraction. This year, for example, 2022, well, you know, we had quite a few things to do first, and now I think we are in the right position with our core business to resume the situation. In the meantime, you know, you would agree with me that anyway, the M&A market has not been very active.

Jason English
Managing Director and Senior Equity Research Analyst, Goldman Sachs

Thanks a lot, guys. I'll pass it on.

Samy Zekhout
CFO, Nomad Foods

Thank you.

Operator

Thank you. The next question comes from Cody Ross from UBS. Please go ahead.

Cody Ross
Equity Research Analyst, UBS

Good morning, folks. Thank you for taking our question. Looking at your 2022 outlook based on what you've just reported, it seems like your fourth quarter is a bit conservative. I'm just curious, what would cause Nomad to come in at the high end of your range for the full year? And then what would need to happen to hit the low end of your range?

Samy Zekhout
CFO, Nomad Foods

Cody, thanks for the question. I think as you recall, last quarter when we reported on these, we effectively recognized the fact that there was a level of uncertainty which led us to effectively adjust our outlook. I mean, at this stage, we have made tremendous progress on the pricing. That's very clear, Stéphan was highlighting. There are still some elements of uncertainty there. This is why effectively we're maintaining the guidance despite the very good performance that we had over Q3. Just a matter of frankly maintaining the fact that we are well along on some of the negotiation in some of the market, but we have not yet still closed if you want a few markets. That's the prime reason.

Cody Ross
Equity Research Analyst, UBS

Thank you for that. One of the biggest concerns we hear from investors right now is just on potentially your retail partners carrying less inventory this winter, just given the rise in inflation and costs that they're seeing. What are you seeing from an inventory perspective with the retailers? Have they given you any indication that they might pull back as we go into the winter? Any color here would be appreciated. Thank you.

Samy Zekhout
CFO, Nomad Foods

Yeah. At this stage, to be fair, we haven't heard any of this. I think there has been more conversation around frankly primary pricing at this stage. If anything, we benefited from prioritization at their end as we have seen effectively how we clearly behaved in the third quarter and then we see the fourth quarter moving forward. There is a clear trend there towards frozen food, which really become again, if you want, a category of focus in a context where the inflation is hitting many people there. So far we heard the same thing, but I have to say, nothing may change in the future, but I have to say at this very stage, we haven't heard any of this, I mean, from our retailer.

Cody Ross
Equity Research Analyst, UBS

Thank you. I'll pass it on.

Samy Zekhout
CFO, Nomad Foods

Thank you.

Operator

Thank you. The next question comes from John Baumgartner from Mizuho. Please go ahead.

John Baumgartner
Managing Director and Senior Research Analyst, Mizuho

Good morning. Thanks for the question.

Samy Zekhout
CFO, Nomad Foods

Good morning, John.

Stéfan Descheemaeker
CEO, Nomad Foods

Hey, John.

John Baumgartner
Managing Director and Senior Research Analyst, Mizuho

Maybe first off for Samy. Wondering if you could discuss the enterprise-wide transformation program. I mean, there was a pretty big step-up in Q3 in those related expenses, and I think you're now somewhere around EUR 45 million in expense since early 2021. Can you just talk a little bit to what you've accomplished with that program thus far, the next steps in the evolution there? Just given the magnitude of expenses, I imagine you don't wanna quantify savings benefits, but can you comment qualitatively at least in terms of the benefits structurally and when we can expect those benefits to sort of ramp from here?

Samy Zekhout
CFO, Nomad Foods

Very good, John. Yes. We have started this transformation program now about roughly nine months ago, gradually stepping up the teams. The intent is really to take the company to a different stage from a digitalization standpoint and really leveraging our scale and to enable us, primarily frankly, to enable us to make better and faster decision with higher quality information on all fronts, whether it's supply chain, whether it is customer, whether it's about the consumer and our commercial operation and so on. Where we're getting right now is really moving phase by phase on the project. We've completed a significant phase right now, which is called the design phase, before we move into a more, if you want, production mode in terms of executing the plan. The savings are really going to be twofold there.

One is purely cost efficiencies as we really create scale by standardizing and simplifying operations. The second element of saving will be effective, an acceleration of revenues through, if you want, at the same time, revenue growth acceleration by identifying better sources of growth or potentially, frankly, winning stronger with the retailer by effectively getting much more granular on where we can make the difference in store on the different product line and so on. I mean, we are in the middle of the start of the execution of the implementation. The impact of the saving will be at a much later stage, probably, if you want, in the next out years, I mean, probably 2025 onwards. At this very stage, it is really within the implementation of the entire project that you're seeing this expense being incurred.

John Baumgartner
Managing Director and Senior Research Analyst, Mizuho

Okay, great. Just a follow-up. As we think about 2025, you're maintaining the EPS target of EUR 2.30. I guess going back to Jason's question on M&A, considering the rising rates, rising hurdle rates, the political risks across Europe, if the M&A opportunities don't materialize in a meaningful way, how confident are you in achieving EUR 2.30 from, you know, organic means, organic growth, organic share buybacks? You know, what's the confidence level there?

Stéfan Descheemaeker
CEO, Nomad Foods

For the confidence level remains the same. I think we have a very strong, you know, business model as such as being the leader in a great category. I think with this year, for example, we've learned a lot in terms of pricing. I can tell you the company is very different from where it was. I think we also have made a lot of progress in terms of supply chain. Think about the situation where we were in terms of fish, for example, the kind of progress we've made. We've been doing those things. I can tell you, in 2023, we're still going to learn. It's very good.

It's a very strong learning company, and that, you know, we can see that every time, you know, we bring something new out of all these challenges. Organically, you know, I think we win the category with our leadership, with our brand and our people, quite frankly, I really believe, you know, we have what it takes. Buyback, you know, will definitely be part of it. And to your point, M&A, we're going to keep the same discipline. We're not going to change. M&A is not an ego game. That's very clear. It's all about value creation. What we believe is also what we have, we have what it takes in that category to be the preferred, let's say acquirer. And things will happen because, you know, it's a time of dislocation.

What I have learned in my life in M&A is during dislocation, things happen, and we just have to be present and to be available to do the right thing. I really believe that the algorithm is the same. It might change between the core business, buyback and M&A, but all these ingredients will play, you know, they will play a big role between now and 2025. Very clear. That's what makes me confident for the 2.30 EPS guidance.

Samy Zekhout
CFO, Nomad Foods

And John, if I may add, I mean, to Stéfan's point, the name of the game is going to be cash flow. On that one, the focus has not changed at all. You've seen the step up. If you want improvement, you will see that in the fourth quarter as we go. It is gonna be through that, we will have the flexibility to frankly, let's say, allocate our resource in the best way in order to get to that number. If you ask me why confidence, it's because the cash machine is fully intact. We continue to focus on generating cash flow. Even if we have to make some priority calls this year rightfully to support the operation, as we go, if you want, we will continue to generate the amount of cash that we have generated in the past.

Stéfan Descheemaeker
CEO, Nomad Foods

No maturities, by the way, have been extended to 2029, which I really believe is a big plus during these very volatile times.

John Baumgartner
Managing Director and Senior Research Analyst, Mizuho

Okay, thanks very much.

Stéfan Descheemaeker
CEO, Nomad Foods

Welcome.

Operator

Thank you. The next question comes from Peter Saleh from BTIG. Please go ahead.

Peter Saleh
Managing Director and Senior Analyst, BTIG

Great. Thanks for taking the question. I just wanted to come back to the conversation around costs. You guys mentioned you're fully covered for 2022, and you made some good progress on 2023. Just can you give us a sense on your progress on covering costs for 2023? I mean, in a typical year, are you for this year, you know, in line with that? Are you a little bit behind? Are you ahead? Just trying to understand your thought process on, you know, your contracts are covering for 2023 at this point.

Samy Zekhout
CFO, Nomad Foods

Yeah. We are well ahead actually versus the prior years. Clearly the intent for us was twofold. One is to secure supply and the best we can. The second one was to give the best possible visibility to our, let's say, sales organization, but equally important, if you want, to the retailers to make sure that we had clearly a part, a significant part of the year well covered next year. There are some elements where we are well ahead for the next year. I mean, they are fish or energy, and there are others that are clearly more difficult if you want to cover from an availability standpoint along the year, because usually there are no longer term contracts, so that's dairy or poultry and so on.

All in all, if you benchmark us versus a year ago or the prior years, we are well ahead versus where we were. The intent is frankly to clearly go beyond the 50% coverage by the end of the year so that we have effectively significant portion of the year covered. I think we should be well ahead of that as we enter into 2023.

Peter Saleh
Managing Director and Senior Analyst, BTIG

Okay. Thank you. That's very helpful. Just lastly, is there any signs that inflation is moderating or just topping out? Anything you guys can see from what you're looking at this point that suggests we could see some more moderate inflation or, you know, going into 2023?

Samy Zekhout
CFO, Nomad Foods

We see moderation actually, softer increases in many ingredient, primarily if you want on commodity. You know, our portfolio of product is quite complex. We have some commodity, but we have effective living protein, we have fish, we have poultry, we have dairy, we have edible oil and so on, which are clearly varying in the different elements there. All in all, we see effectively an overall softening of the inflation, but still inflation is there, with some category continue to be strong. I mean, energy of course, but some others are clearly softening down as we see, which is a good sign. Now, at this very stage, it's too early to tell you, to give you a number, but effectively, at least there are some moderating signs on some parts of the portfolio, which is quite encouraging.

Peter Saleh
Managing Director and Senior Analyst, BTIG

Thank you very much.

Samy Zekhout
CFO, Nomad Foods

You're welcome.

Operator

Thank you. The next question comes from Robert Moskow from Credit Suisse. Please go ahead.

Robert Moskow
Senior Equity Research Analyst, Credit Suisse

Hi. Thank you.

Samy Zekhout
CFO, Nomad Foods

Hi.

Robert Moskow
Senior Equity Research Analyst, Credit Suisse

Hi there. I just wanna make sure I got my modeling right for pricing for fourth quarter. My understanding is that you'll have another increase, maybe of 10%-15% in the quarter. Also there's probably some pricing actions from third that are not fully in the market yet. So I have you know, over 20% for pricing in our model. Is that in the right ballpark? A quick follow-up.

Stéfan Descheemaeker
CEO, Nomad Foods

A bit lower, because actually what we've done is, as we discussed, one of the things we had done in order to reflect the element of uncertainty or realization of the pricing, was to apply a judgment call on timing of execution. Some of the markets are on time, some others are a bit later. As well on the depth of the execution, when we need sometimes to execute some of the pricing with an increased promotional support to stay competitive during transition time. It's gonna be a bit lower than the number that you have.

Robert Moskow
Senior Equity Research Analyst, Credit Suisse

Then maybe I could also understand what that means for gross margin. You know, compared to last year, your gross margin was 26.5% last year, and you had the, I think the full impact of the acquisition, which maybe you could tell me, is the acquisition dilutive to gross margin in fourth quarter just because of seasonality? Now if you look at your gross margin for fourth quarter this year, do you think you could do better than last year? Understanding also, I think the acquisition is probably ahead of your expectations.

Samy Zekhout
CFO, Nomad Foods

Well, the reality in the fourth quarter, effectively, that's, you know, the business is cyclical with the Q2 and the Q3 very strong in the Adriatics, and the Q1 and Q4 a bit lower. I think at Q4, it's probably the lowest of the quarter in the historical cycle. There is an element of dilution. But if your question is versus year ago, actually there has been improvement, if you want, on the gross margin overall, I mean, from the Adriatics business. Now it's gonna be part of the total, as you know, when we get into Q4, because it's gonna be part of the organic forecast as we look forward. There is effectively an improvement that we will see overall.

Robert Moskow
Senior Equity Research Analyst, Credit Suisse

For the overall company, do you think you'll improve versus year ago?

Samy Zekhout
CFO, Nomad Foods

Yeah, because don't forget that effectively by Q4, the Adriatics will be part of the base. I mean, we'll be included now. We have completed the fourth quarter, and it will be included in the base, I mean, over there. Year-over-year, in total, if you want from a margin standpoint, given the fact that there is a good trend if you want on the base and positive trend as well on the Adriatics overall is improving.

Robert Moskow
Senior Equity Research Analyst, Credit Suisse

Great. Okay, thanks.

Operator

Thank you. The next question comes from Jon Tanwanteng from CJS Securities. Please go ahead.

Jon Tanwanteng
Managing Director, CJS Securities

Hi, good morning, and thanks for taking my questions. Great quarter. Stéfan, you brought the prospect of regaining share, but I think you mentioned that with the price increases, your value share has been slightly down. I was wondering, when does that trend bottom out? What are the catalysts for that to happen? Does that depend really on competition raising their prices to catch up or something else going on there?

Stéfan Descheemaeker
CEO, Nomad Foods

No, I don't think at this stage there is anything else. I think it's very clear. I mean, you heard me saying 10% for competition, 13% for us. I think that's a big impact in terms of it's normal, and I think we need to keep the same discipline, and we're not going to change. I think with pricing for inflation, we are price leaders. Well, we at some stage people if they they're under the same terms as us and then they too obviously the pricing they should have the same kind of pricing, so they will come. When? I don't know. That's by definition, I don't know. But it's temporary by nature. The second piece is let's say elasticity of everything being equal.

What we've seen is it's less negative than what we thought, probably because it's across the board in the food industry where everything is increasing. The final piece, and it's going to take more time, but it's normal kind of business. It's all own action above and beyond pricing. You know, we are developing a very strong, you know, toolkit in terms of revenue growth management with things like price points. We come in with new SKUs, with the right price points for the consumers. We're also, you know, developing a new range of, let's say, value SKUs in terms of which could be partly fish, partly other things with obviously high quality, but obviously at the same time, potentially more affordable so that we can obviously keep make sure that the people that are, let's say, impacted the most by the crisis, you know, will stay with us.

It's a combination of short term, partly other people, but also obviously, definitely, it's in our hands in the future. That's very much the playbook for a leader. That's our job, and that's what we're going to do.

Jon Tanwanteng
Managing Director, CJS Securities

Okay, great. Thank you. Samy, a question for you. What are your interest expense expectations heading to 2023, you know, with the new term loan, and assuming rates continue to climb? With that backdrop, are you expecting debt pay down to take more of a priority here, or how should we think about that?

Samy Zekhout
CFO, Nomad Foods

Yeah. We'll be closing, John, tomorrow, the loan, so we'll give all of the detail by then. Directionally, effectively, we will see a slight increase, I mean, overall on an average basis, I mean, year-over-year, but clearly manageable within the overall, I mean, performance that we have and the commitment we have to decrease our leverage over time. The very important thing for us was really around securing the financing. Then from an interest standpoint, effectively, we will see a slight increase, but we have other levers, I mean, within our cash management if that will enable us to continue on the way to deliver the cash flow performance we want.

Jon Tanwanteng
Managing Director, CJS Securities

Got it. Thank you. If I could slip another one in there. You just mentioned release of working capital and conversion rates of EBITDA closer to historical norms. Wouldn't that raise the prospect you could do better than that if you're releasing working capital, or is there something else that's taking that cash?

Samy Zekhout
CFO, Nomad Foods

No, I think the same strategies, if you want, are being applied. They've been very successful in the past, I mean, focusing on different elements. We have had a number of, let's say, decisions to be made this year and some external events, the decisions where to support the operations, which has translated into effectively some cash outflow, as you have seen, I mean, over the past. At the same time we had some change in, let's say, government directive relating to the management of our payables, which is called the UTPD, I mean, as we talked in the earnings. All of that is getting gradually behind us, and the Q4 performance from a cash flow in Q4 will be consistent with what we have seen in the past.

With all of the, let's say, levers fully in operation there to get us back onto the performance that we want from a cash flow performance.

Jon Tanwanteng
Managing Director, CJS Securities

Understood. Thank you.

Samy Zekhout
CFO, Nomad Foods

You're welcome.

Operator

Thank you. The next question comes from Adi Arya from HPS. Please go ahead.

Adi Arya
Vice President, HPS Investment Partners

Hi. Good morning. Thank you for the presentation. I just have a few questions. I'll take them maybe one by one in turn, if that's okay.

Samy Zekhout
CFO, Nomad Foods

Mm-hmm.

Adi Arya
Vice President, HPS Investment Partners

In terms of refinancing, just in terms of having kind of everything in euros, would I be correct to assume that kind of EUR 130 million is the additional tranche and then the USD will be the kind of $860 million, you're saying, less the EUR 130 million, and that would be the remaining euro or the $860 million converted. Is that the two components to get to the euro amount for the dollar Term Loan B?

Samy Zekhout
CFO, Nomad Foods

Yeah. The idea was effectively to leverage the market condition in order for us to clearly optimize the overall, let's say, cost, with intent effectively to realize the refinancing. I suggest that frankly, you wait until tomorrow when we're gonna be clearly closing the deal and we will announce effectively all of the detail of the term of the refinancing, and then we can effectively answer your question in more detail then.

Adi Arya
Vice President, HPS Investment Partners

Okay, perfect. Will you also share any detail tomorrow around hedging on the floating rates as well?

Samy Zekhout
CFO, Nomad Foods

Yeah. I mean, we will effectively mention some elements, I mean, relating to, I mean, on the one hand, we'll be having definitely on how we've been managing overall the, let's say, overall variation, I mean, of the loan, the new loan terms versus the old terms.

Adi Arya
Vice President, HPS Investment Partners

Okay, perfect. Okay. I'll wait on that then, and see what's shared. Thank you. In terms of organic growth, I was wondering, would you be able to split out kind of revenue contribution between Nomad and FFBG? Also kind of the relative organic growth split. Clearly the 7% is a blended between the two.

Stéfan Descheemaeker
CEO, Nomad Foods

We are managing the business as a whole, if you want, from an organic standpoint. Frankly, this is part of the way we don't disclose that information because clearly we are running Nomad, leveraging different region, different category, different type of product. At this very stage, I mean, we delivered the good performance we have delivered, and we have given you the breakdown between pricing, more volume and mix, together. I think there has been a contribution from broadly most of the category.

Adi Arya
Vice President, HPS Investment Partners

Okay. At least, would you directly say whether Nomad grew more than. Which one grew more, and contributed more to the revenue growth? Was it Nomad or FFBG? Ice cream or kind of.

Stéfan Descheemaeker
CEO, Nomad Foods

We don't disclose category information.

Adi Arya
Vice President, HPS Investment Partners

Okay. Thank you. Would you be able to just clarify, did I hear you correctly when you said 98% of fish is sourced responsibly and the goal is to have this at 100%?

Stéfan Descheemaeker
CEO, Nomad Foods

Yes.

Adi Arya
Vice President, HPS Investment Partners

Okay. When you say responsible sourcing, does that include kind of the kind of procurement from Russia? I'm guessing even fishery, you're sourcing from Russia, that's still obtained responsibly, albeit you're trying to divest away for different reasons.

Stéfan Descheemaeker
CEO, Nomad Foods

Well, the fish sourced from Russian waters, number one is to date compliant with the MSC, which is important. That's one thing. The reason to diversify away from white fish and not limited to fish from Russian waters, by the way, but from white fish is more fundamental, which is basically, you know, there is a high demand for fish. The demand is increasing. It's not limited to Europe, by the way. The supply remains stable, which is normal, by the way. If you want to keep, you know, something sustainable, I mean, you have to make sure that your biomass remains stable, which is exactly what happens.

From that standpoint, we already had decided that was ahead of the Ukraine war to diversify away from wild fish. That's the only thing that we have done is to accelerate, you know, the movement. That's exactly, you know, what happened now. We've been able. It takes a bit of time. People think that, you know, it's going to it can happen in two weeks. In real terms in the business, you know, it takes a bit more time. We've been able to really, I mean, let's say contract long-term with fisheries, you know, with fisheries, farm fish in Vietnam, high quality Basa Pangasius.

Now, which is great, is we have the ability to ramp it up, you know, a bit like the way we want over the next three years. Which is really great. That's why I can tell you confidently, yes, moving from 98% to 1%, 100% makes sense, whether it's coming from farm fish or from wild fish. Definitely there is an intent to increase the part of farm fish for aside from geopolitical considerations.

Operator

Thank you. This concludes our question and answer session. I would like to turn the conference back over to Stéfan Descheemaeker for any closing remarks.

Stéfan Descheemaeker
CEO, Nomad Foods

Okay. The record inflation and the Ukraine war have presented us with difficult hurdles, but we are encouraged by our great people, our fruitful partnership with our retail customers and suppliers, and our loyal consumers. We have refinanced our debt, addressed fish supply, covered our costs for this year, priced for inflation, and much of next, and ahead. We are ahead of schedule on our successful integration of our latest acquisition. We expect a strong end of this year revenues based on strong pricing and easing COVID-related comparisons. With that, I'm thanking you for your time, your attention, and back to you, operator.

Operator

Thank you. The conference has now concluded. Thank you for attending today's presentation. You may now disconnect your lines.

Stéfan Descheemaeker
CEO, Nomad Foods

Have a good one.

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