Retail Gross Profit Increased YoY by 88.8%

Retail Gross Margin Increased YoY by 503 Basis Points

Gross Merchandise Value Increased YoY by 8.3% to $49.0 million

Retail Net Revenue Increased YoY by 8.9% to $41.6 million

Retail Net Revenue per Active Customer Increased YoY by 38.4% to $336

NEW YORK, Nov. 09, 2022 (GLOBE NEWSWIRE) -- Boxed, Inc. (NYSE:BOXD, BOXD WS))) ("Boxed" or the "Company"), the commerce technology company specializing as both an e-commerce retailer and e-commerce enabler, today reported its financial results for the third quarter ended September 30, 2022.

Recent Business Highlights

"The team and I are very pleased to have met or exceeded many expectations on multiple levels in the third quarter. We are also proud to share the quick progress we have made on the strategic vision we announced last quarter, which increased focus on some of our fastest growing, stickiest, and most profitable areas of the business," said Chieh Huang, Co-Founder and Chief Executive Officer. "By executing on the strategic vision to increase profitability, and as a result of certain financing cash inflows, we are also able to cut quarter over quarter cash consumption by more than half. We continue to actively explore additional capital markets opportunities, and we hope to further improve near term liquidity with the goal of an additional capital raise prior to year end."

Third Quarter Financial Results and Commentary

For more information on Retail Active Customers, Retail AOV, RPAC, and GMV, please refer to the section on "Operating Metrics" below.

Liquidity

The Company's total cash balance plus marketable securities as of September 30, 2022 was $39.4 million, inclusive of $3.3 million in restricted cash and $4.0 million in marketable securities. Total debt principal outstanding was $135.4 million, of which $90.4 million relates to the PIPE Convertible Notes. As of October 24, 2022, the Forward Purchase Transaction entered into in connection with Boxed's business combination was fully unwound.

Outlook

Boxed is reaffirming its previously provided guidance for Fiscal Year 2022 as follows:

For more information, including the definition and reconciliation of Adjusted EBITDA, a financial measure that is not presented in accordance with generally accepted accounting principles ("GAAP"), please refer to "Non-GAAP Financial Measures and Key Performance Indicators" below.

Conference Call Information

Boxed will host a conference call and webcast today at 4:30 p.m. ET to discuss the results. The live webcast can be accessed on the Boxed Investor Relations website at https://investors.boxed.com under "Events & Presentations." The webcast will also be archived and available for replay. Investors interested in participating in the live call can dial 844-200-6205 from the U.S. and 929-526-1599 internationally, and enter code 916601.

About Boxed

Boxed is an e-commerce retailer and an e-commerce enabler. The Company operates an e-commerce retail service that provides bulk pantry consumables to businesses and household customers, without the requirement of a "big-box" store membership. This service is powered by Spresso, the Company's own Software & Service business. From solving challenges with data using machine-learning modules to re-platforming with end-to-end technology, Spresso's purpose-built storefront, marketplace, analytics, fulfillment, advertising, and robotics technologies enable better business outcomes for e-commerce customers. The Company aspires to make a positive social impact with an emphasis on good Environmental, Social and Governance ("ESG") practices, and as such, has developed a powerful, unique brand, known for doing right by its customers, employees and society. For more information, please visit investors.boxed.com.

Investor Contacts

Chris Mandeville

ICR

BoxedIR@icrinc.com

Media Contacts

David Taft

Boxed

press@boxed.com

Forward-Looking Statements

Certain statements in this press release may constitute "forward-looking statements" within the meaning of the federal securities laws. Forward-looking statements generally relate to future events or Boxed's future financial or operating performance. For example, statements regarding the Company's financial outlook for 2022, our future strategy and initiatives to achieve the Company's goal of an accelerated path to profitability, the improved position of the Company's business due to the cost saving initiatives, the Company's goal of additional capital raise prior to year end, the value of our AEON Vietnam contract, the potential expansion of our Spresso business to other markets, the potential benefits of our Spresso business for our customers, the expansion of Boxed Market, the competitive environment in which Boxed operates and the expected future operating and financial performance, including expectations regarding profitability, and market opportunities of Boxed are forward-looking statements, among others. In some cases, you can identify forward-looking statements by terminology such as "outlook," "guidance," "plan," "position," "project," "forecast," "expect," "intend," "will," "estimate," "believe," "aspires," "potential," or "continue," or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements.

These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Boxed and its management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (i) the ability of Boxed to grow and manage growth profitably, maintain relationships and develop new relationships with customers and suppliers, and retain its management and key employees; (ii) the evolution of the markets in which Boxed competes; (iii) the ability of Boxed to implement its strategic initiatives and continue to innovate its existing offerings; (iv) the ability of Boxed to defend its intellectual property; (v) the ability of Boxed to satisfy regulatory requirements; (vi) the impact of the COVID-19 pandemic on Boxed's business; (vii) our ability to meet our operating cash flow requirements; (viii) our ability to maintain compliance with the financial covenants of our term loan; (ix) our ability to obtain additional financing on terms acceptable to us, if at all; and (x) other risks and uncertainties set forth in our Annual Report on Form 10-K for the year ended December 31, 2021, and any subsequent Quarterly Report on Form 10-Q or Current Report on Form 8-K, which are filed with the Securities and Exchange Commission. Therefore, such statements are not intended to be a guarantee of the Company's performance in future periods, and you should not place undue reliance on these forward-looking statements, which are made only as of the date of this press release. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Website Disclosure

Boxed intends to use its website as a distribution channel of material company information. Financial and other important information regarding the Company is routinely posted on and accessible through the Company's website at https://boxed.com. Accordingly, you should monitor the investor relations portion of our website at https://investors.boxed.com in addition to following our press releases, SEC filings, and public conference calls and webcasts. In addition, you may automatically receive email alerts and other information about Boxed when you enroll your email address by visiting the "Investor Email Alerts" section of our investor relations page at https://investors.boxed.com under "Resources."

Non-GAAP Financial Measures and Key Performance Indicators

This press release includes certain financial measures and key performance indicators not presented in accordance with generally accepted accounting principles ("GAAP") including Adjusted EBITDA and certain ratios and other metrics derived therefrom and certain operating metrics, including Gross Merchandising Value, Retail Active Customers, Retail Average Order Value and Retail Net Revenue per Active Customer. The Company defines Adjusted EBITDA as net income (loss) before interest expense, tax expense, depreciation and amortization, stock-based compensation expense and other one-time or non-recurring expenses, such as executive recruiting fees, severance, 3rd party consulting fees, and transaction-related fees, among others, that the Company does not believe are recurring in nature or necessary for the ongoing operations of the business. These non-GAAP financial measures and key performance indicators are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures and key performance indicators should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company's presentation of these measures and key performance indicators may not be comparable to similarly-titled measures used by other companies. The Company believes these non-GAAP measures of financial results and key performance indicators provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company believes that the use of these non-GAAP financial measures and key performance indicators provide an additional tool for investors to use in evaluating ongoing operating results and trends in comparing the Company's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures and key performance indicators are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures and key performance indicators.

This press release also includes certain projections of Adjusted EBITDA. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from Adjusted EBITDA, together with some of the excluded information not being ascertainable or accessible, the Company 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.



Boxed, Inc.

Operating Metrics

(unaudited)

  
 Three Months Ended September 30,
  2022  2021
Retail Active Customers (in thousands) 124  157
Retail AOV (in whole dollars)$150 $123
RPAC (in whole dollars)$336 $243
GMV (in millions)$49.0 $45.2
      

This above table sets forth key performance indicators for the three months ended September 30, 2022 and 2021. Figures disclosed for Retail Active Customers and Retail AOV reflect Retail segment metrics only, and do not aggregate metrics from Software & Services customers who are leveraging our software or technology for their own retail operations.

Retail Active Customers - Boxed defines active customers as the distinct number of customers in its Retail segment who placed at least one order in the referenced respective time-period ("Retail Active Customers"). The change in Retail Active Customers in a reporting period captures both the inflow of new customers as well as the outflow of customers who have not made a purchase in the time period. The Company views the number of Retail Active Customers as a key indicator of its performance, which is influenced by the level of investment in advertising expenses, the number of new customers acquired during a given time period, as well as the churn of previously Retail Active Customers.

Retail Average Order Value (AOV) - The Company defines Retail AOV as the GMV for the respective time-period divided by the total number of orders placed by customers during the same period. Boxed believes Retail AOV is an important indicator of business performance as it is supported by the Company's proprietary e-commerce technology, where its mobile app, website, and personalization engine provide a seamless shopping experience, enabling customers to easily discover new and relevant products and categories. This results in a trend where on average, Retail AOVs expand over the course of a customer's lifecycle. Further, larger orders are on average more profitable, helping to drive margin improvement from shipping, packaging, and labor efficiencies.

Retail Net Revenue per Active Customer (RPAC) – The Company defines Retail Net Revenue per Active Customer as total Retail Net Revenue for the respective time-period divided by the total number of Retail Active Customers during the same period. We believe RPAC is an important indicator of business performance as it demonstrates customer engagement within our Retail business, blending both our Retail Average Order Values along with the order frequency of customers shopping our Retail e-Commerce offerings.

Gross Merchandise Value (GMV) - The Company defines GMV as (i) the total value of Boxed goods sold, (ii) 3rd party goods sold on Boxed Sites, gross of any customer promotions, price discounts, credits, or rewards used, and (iii) goods sold on 3rd party (i.e. AEON) websites which are leveraging Boxed Software & Services technology, all of which are (iv) inclusive of shipping fees, service fees and taxes. The Company believes its ability to expand GMV is an indicator of the global scale of our technology services platform in any given period, and an indicator of end-customer engagement on its technology services platform worldwide. GMV is not intended for use as an alternative to net revenue recorded in accordance with GAAP.



Boxed, Inc.

Condensed Consolidated Balance Sheets

(unaudited)

(in thousands)

    
 September 30, December 31,
  2022   2021 
ASSETS   
CURRENT ASSETS   
Cash and cash equivalents$32,071  $105,027 
Restricted cash 3,302   2,768 
Marketable securities 3,988   — 
Accounts receivable, net 3,239   3,122 
Inventories 11,081   11,428 
Prepaid expenses and other current assets 9,438   4,915 
Deferred contract costs, current 658   7,580 
Forward purchase receivable 8,101   — 
TOTAL CURRENT ASSETS 71,878   134,840 
Property and equipment, net 7,387   7,019 
Unbilled receivables 10,898   8,891 
Forward purchase receivable —   60,050 
Operating right-of-use assets 11,269   — 
Goodwill 7,409   7,444 
Prepaid expenses, noncurrent 8,555   — 
Deferred contract costs, noncurrent —   11,847 
Other long-term assets 1,382   1,514 
TOTAL ASSETS$118,778  $231,605 
LIABILITIES AND STOCKHOLDERS' DEFICIT   
CURRENT LIABILITIES   
Accounts payable$14,705  $28,936 
Accrued expenses 8,177   6,392 
Deferred revenue 2,030   2,020 
Operating lease liabilities, current 2,672   — 
Other current liabilities 16,662   21,899 
Earnout liability, current 286   — 
SPAC warrant liabilities 1,667   22,045 
Forward purchase option derivative 7,555   — 
TOTAL CURRENT LIABILITIES 53,754   81,292 
PIPE Convertible Notes, net of transaction costs 80,972   77,047 
Long-term debt 43,589   43,287 
Forward purchase option derivative —   4,203 
Earnout liability, noncurrent 1,781   27,134 
Operating lease liabilities, noncurrent 9,005   — 
Other long-term liabilities 385   217 
TOTAL LIABILITIES 189,486   233,180 
STOCKHOLDERS' DEFICIT   
Common stock 7   7 
Additional paid-in capital 408,346   383,066 
Accumulated other comprehensive income (loss) (10)  — 
Accumulated deficit (479,051)  (384,648)
TOTAL STOCKHOLDERS' DEFICIT (70,708)  (1,575)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT$118,778  $231,605 
        
        

Boxed, Inc.

Condensed Consolidated Statements of Operations

(unaudited)

(in thousands except share and per share amounts)

    
 Three Months Ended September 30, Nine Months Ended September 30,
  2022   2021   2022   2021 
Net revenue:       
Retail$41,580  $38,186  $129,543  $117,253 
Software & Services 73   10,824   2,402   14,965 
Total net revenue 41,653   49,010   131,945   132,218 
Cost of sales:       
Retail (36,633)  (35,565)  (117,003)  (107,707)
Software & Services (297)  (780)  (1,256)  (1,798)
Total cost of sales (36,930)  (36,345)  (118,259)  (109,505)
Gross profit 4,723   12,665   13,686   22,713 
Advertising expense (2,359)  (5,174)  (22,145)  (14,618)
Selling, general, and administrative expense (23,957)  (12,859)  (70,237)  (38,905)
Loss from operations (21,593)  (5,368)  (78,696)  (30,810)
Other income (expense), net (4,782)  (561)  (15,707)  509 
Loss before income taxes (26,375)  (5,929)  (94,403)  (30,301)
Income taxes —   —   —   — 
Net loss$(26,375) $(5,929) $(94,403) $(30,301)
Other comprehensive income (loss):       
Net unrealized gain (loss) on available-for-sale securities 10   —   (10)  — 
Net comprehensive loss$(26,365) $(5,929) $(94,413) $(30,301)
Net loss per share, basic and diluted$(0.37) $(0.55) $(1.38) $(2.99)
Weighted-average shares outstanding, basic and diluted 70,563,420   9,504,786   68,232,698   9,454,261 
                
                

Boxed, Inc.

Condensed Consolidated Statements of Cash Flows

(unaudited)

(in thousands except share and per share amounts)

  
 For the Nine Months Ended September 30,
  2022   2021 
CASH FLOWS FROM OPERATING ACTIVITIES   
Net loss$(94,403) $(30,301)
Adjustments to reconcile net loss to net cash used in operating activities:   
Depreciation and amortization 3,286   3,566 
Stock-based compensation 13,758   1,214 
Noncash Common Stock Purchase Agreement costs 1,000   — 
Bad debt expense/(change in reserve) 176   (87)
Change in fair value of warrants and derivative instruments 3,052   (1,470)
Settlement of forward purchase receivable 46,386   — 
Settlement of forward purchase option derivative liability (45,144)  — 
Loss on extinguishment of debt —   203 
Amortization of debt discount 1,331   60 
PIK Interest 3,171   — 
Net amortization/accretion on available-for-sale securities (35)  — 
Unrealized gain/(loss) on available-for-sale securities (4)  — 
Noncash operating lease expense 2,413   — 
Other noncash items —   181 
Changes in assets and liabilities:   
Receivables, net (294)  (1,812)
Inventories 347   2,551 
Prepaid expenses and other current assets (4,523)  (4,258)
Unbilled receivables (2,007)  (3,680)
Deferred contract costs 18,769   — 
Prepaid expenses, noncurrent (8,555)  — 
Other long-term assets (175)  — 
Accounts payable (14,227)  4,962 
Accrued expenses 1,785   1,052 
Deferred revenue 9   231 
Operating lease liabilities (2,449)  — 
Other liabilities (1,573)  493 
Net cash used in operating activities (77,906)  (27,095)
CASH FLOWS FROM INVESTING ACTIVITIES   
Capital expenditures (3,347)  (683)
Forward purchase payments (1,242)  — 
Forward purchase receipts 6,805   — 
Purchase of available-for-sale securities (6,960)  — 
Sale of available-for-sale securities 3,000   — 
Other investing activities 34   13 
Net cash used in investing activities (1,710)  (670)
CASH FLOWS FROM FINANCING ACTIVITIES   
Principal payments on finance lease obligations (54)  (56)
Proceeds from option exercises 781   331 
Proceeds from warrant exercises 11   — 
Proceeds from Common Stock Purchase Agreement 6,456   — 
Repayments from borrowings —   (7,703)
Proceeds from borrowings —   43,800 
Debt issuance costs —   (670)
Net cash provided by financing activities 7,194   35,702 
Total change in cash, cash equivalents and restricted cash (72,422)  7,937 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH BEGINNING OF PERIOD 107,795   30,043 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD$35,373  $37,980 
    
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:   
Cash paid during the period for:   
Cash paid for taxes$64  $17 
Cash paid for interest$3,690  $281 
    
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:   
Right-of-use asset obtained in exchange for operating lease liability$2,384  $— 
Shares issued related to equity consideration of acquisition$3,000  $— 
Conversion of Convertible Notes$274  $— 
Deferred transaction costs included in accrued expense & accounts payable$—  $2,843 
    
Cash and cash equivalents at end of period$32,071  $35,409 
Restricted cash at end of period 3,302   2,571 
Cash, cash equivalents and restricted cash at end of period$35,373  $37,980 
        
        

Boxed, Inc.

Reconciliation of Non-GAAP Financial Measures

(unaudited)

(in thousands)

    
 Three Months Ended September 30, Nine Months Ended September 30,
  2022   2021   2022   2021 
Net loss$(26,375) $(5,929) $(94,403) $(30,301)
Adjusted to exclude the following:       
Depreciation and amortization 1,078   1,102   3,286   3,566 
Change in fair value of warrants and derivative instruments (167)  (452)  3,052   (1,821)
Interest expense 4,425   770   10,511   988 
Other expense 98   243   41   324 
Stock-based compensation 4,134   360   13,758   1,214 
Other costs (1) 426   931   2,757   3,842 
Adjusted EBITDA$(16,381) $(2,975) $(60,998) $(22,188)
                

(1) Other costs primarily represent consulting and advisory costs with respect to the Business Combination and other equity and debt financing transactions, as well as litigation costs.



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