Good afternoon, ladies and gentlemen. Thank you for attending today's Vintage Wine Estates 2Q22 earnings call. My name is Tia, and I will be your moderator for today's call. All lines will be muted during the presentation portion of the call, with an opportunity for questions and answers at the end. If you would like to ask a question, please press star one on your telephone keypad. I would now like to turn the conference over to your host, Deborah Pawlowski with Vintage Wine Estates. You may proceed. Thanks, Tia, and hello, everyone. We certainly appreciate your time today and your interest in Vintage Wine Estates. Joining me on the call are Pat Roney, our Founder and CEO, Terry Wheatley, our President, and Kathy DeVillers, our CFO. Pat and Terry are going to provide an overview of our second quarter of fiscal year 2022 results and discuss our strategy for growth as well as our outlook for the remainder of fiscal 2022. After that, we will open the call for questions. As you are aware, we will make some forward-looking statements during this formal discussion as well as during the Q&A session, which are outlined here on slide two. These statements imply that future events are subject to risks and uncertainties as well as other factors that could cause actual results to differ materially from what is stated here today. These risks and uncertainties, and other factors are provided in the release as well as with other documents filed with Securities and Exchange Commission. These documents can be found at our website or at sec.gov. During today's call, we will also discuss some non-GAAP financial measures. We believe this will be useful in evaluating our performance. You should not consider the presentation of this additional information in isolation or as a substitute for results prepared in accordance with GAAP. Reconciliations of non-GAAP to GAAP measures are provided in the press release as well as in the earnings slides that accompany today's discussion. If you do not have the slides, they can be found on our website at vintagewineestates.com. With that, if you will turn to slide three, I will turn it over to Terry to begin. Terry? Great. Thank you, Deb, and welcome everyone. These continue to be very exciting times here at Vintage Wine Estates as we execute on our plan, gaining market share, advancing our multi-brand omni-channel strategy, while investing in infrastructure to scale, and further grow the business. Our second quarter results were excellent, with net revenue growth of 33% over last year. This was led in part due to an impressive 51% growth rate in our direct-to-consumer business. This growth was driven by a combination of increased demand for our products through our various DTC channels, including a strong increase in tasting room traffic. The quarter also saw record quarterly EBITDA for Vintage Wine Estates, with year-on-year EBITDA growing by over 135% to $20.2 million. On the acquisition front, we continue to execute on our strategy with the acquisition of Vinesse in October, Ace Cider in November, and the acquisition of Meier's Beverage Group in January of this year. Our three-legged stool strategy, as I call it, is driving our success. There is no one element of the business by itself that delivers these kind of results. Our Bar Dog brand is a real crowd pleaser and is setting new records for us. Who knew that an adorable monocled dog on a label could create such excitement? Slide four, reinforces the strength of our execution. We believe we are outpacing the industry on all fronts, with strong execution led by what we believe to be very strong brands in the best categories with the most advanced DTC strategy. This has resulted in the exceptional growth in the quarter and year-to-date results while establishing new records of profitability for VWE. To add to this positive momentum, depletions are up 5.5% in the quarter and up 4.3% year-to-date, with Bar Dog and Photograph consistently delivering. At Vintage Wine Estates, our focus on the customer experience is integral to what we do. Delivering top quality products and top quality services is essential to developing the brand loyalty, and support from our customers that enables us to continue to grow. This relentless focus has seen important customers such as Kevin O'Leary, or better known as Mr. Wonderful, to become strong supporters, brand ambassadors, and partners to Vintage Wine Estates, helping to drive increased brand awareness and sales. Turning to slide five, you will see we remain fairly evenly balanced among our three business channels. In our direct-to-consumer segment, as I mentioned, we have significant growth of 51% as we consistently amplify efforts through our many direct-to-consumer channels. These include our tasting rooms, wine clubs, e-commerce, QVC, telemarketing, and digitally native brands. Adding to the future, we now have the addition of Vinesse and Ace Cider, which we expect will help sustain our growth. Of note, our average order value across all key transaction sites was up 8%. Volume for direct-to-consumer was up 18.5%, and operating income improved 65%, reflecting an excellent improvement in channel and product mix. Moving on to wholesale, our revenue was up about 15% and benefited from both the acquisition of Ace Cider and strong depletion volume growth, which was up 5.5% across the segment and up an impressive 10.6% for our priority brands. Next on our B2B business, demand was strong. This is our private label and custom crush and production services. We shipped a program that had been pushed out from the first quarter, and we had another special in-and-out program with an existing customer that went quite well. With that, let me turn it over to Pat to talk more about our results, the recent acquisitions, and our outlook. Pat? Thank you, Terry, and good afternoon, everyone. To add a little color on slide six, as Terry mentioned, we had very strong growth in our DTC segment, with net revenue up 51% in the quarter. Acquisitions contributed $5.2 million to the $11.7 million increase. We are counting ACE and Vinesse in the acquired revenue and Kunde and The Sommelier Company in ongoing revenue since they are fully integrated into our operations. Our strong marketing, and focus on our luxury brands drove the growth. This focus is also reflected in margins for the segment, which expanded 282 basis points to an operating margin of 32.7%. The 15% increase in wholesale revenue included approximately $2.7 million in acquired revenue, which primarily was the nearly two months we had ACE Cider. Operating income for the segment was lower as a result of the initial impact of acquisitions before cost synergies. Operating income was also impacted by inflationary cost pressures on our input costs, which, as you are likely aware, is currently an issue in our industry, as well as virtually every other industry out there. Our B2B segment saw net revenue increase by 22% year-on-year, with operating income up 41%. The segment also benefit from shipments that were originally delayed from the first quarter, as we discussed in our last quarterly call. B2B margins improved to 33%, reflecting a higher margin mix. In terms of operations, we have actively been addressing supply chain and labor constraints that have previously impacted the segment and remain confident of the outlook for our B2B business. Now, if you'll turn to slide seven, I'll touch on our adjusted EBITDA and net income for the quarter. Adjusted EBITDA was $20.2 million, up 137% year-on-year, with EBITDA margin of 24.2%, up 106 basis points from the same period in FY 2021. What isn't yet reflected in EBITDA is the synergies we expect to capture from our recent acquisitions. It typically takes about six to nine months to integrate the acquisitions, roll off redundant costs, and fully capture the opportunities. In fact, in the first 6 months or so after an acquisition, they likely will then be performing at our level. On net income, going forward, we will be reporting an adjusted net income measure. We believe that adjusted net income presents a more accurate reflection of our normalized performance, adjusting for the non-cash amortization expense from acquisitions, as well as cost items that are temporary or nonrecurring in nature, primarily related to the integration of the acquisitions, such as inventory step-up expense. Adjusted net income was $10.0 million in the quarter. It was up 170% year-on-year. This was primarily driven by the strong increase in sales, and the strong operating margin improvement we saw in the quarter. This was partially offset by higher interest costs in the quarter. Slide eight demonstrates our financial strength, which provides us the flexibility to execute our growth plans. We forecast our CapEx for the year to be approximately $12 million-$14 million following the completion of our warehousing bottling capacity expansion, which was completed in Q1. We are not a CapEx-intensive business the way we operate. In fact, going forward, we expect our maintenance CapEx to be relatively modest, about $2 million-$3 million for the business as it is today, with most of that spent on barrels. We will update this for growth and expansion CapEx as we identify opportunities. On slide nine, you will see that we are increasing our guidance to include the Meier’s acquisition, which we completed in January of this year, as well as some price increases. As you know, we do not include any pro forma expectations of prospective acquisitions in our guidance. We expect revenue will be in the range of $275 million-$285 million. At the midpoint of the range, this represents about 27% growth over fiscal 2021. The second half of the year will be fairly evenly split, although the fourth quarter has the advantage of ACE Cider's stronger early summer season. In our EBITDA guidance, we have factored in our estimated risk related to supply chain and labor constraints, as well as the offsets we expect from pricing. We expect to continue to navigate the unprecedented supply chain constraints impacting everyone as we work to identify alternative supply sources and carefully manage shipments to meet customer demands. We are implementing strategic price increases starting in March in the brands and channels wherever possible to combat the input cost increases we are seeing. As a result, we expect adjusted EBITDA for the year to be in the $63 million-$66 million range. We expect to begin to realize synergies from our acquisitions and lower our public company costs as we move through FY 2023. Looking to slide 10, we continue to have a robust pipeline of acquisitions, which we are actively reviewing and believe we have sufficient liquidity to secure potential accretive targets. The Meier's Beverage Group was our third acquisition of the fiscal year and was completed in January. Operating for over 100 years, Meier's is a leading producer, bottler, importer, and marketer of specialty beverage, alcohol, and non-alcohol products. It is one of the oldest and most versatile custom beverage production facilities in the Midwest. A leading service provider of custom blending, contract storage, contract manufacturing, and private labeling for wine, beer, and spirits. Meier's owns a bonded winery, brewery, and distilled spirits plant with processing, blending, and bottling capabilities for a broad variety of beverage alcohol and non-alcohol products. These operations include three bottling lines and a state-of-the-art beverage canning line that produces over 800,000 cases annually. This is a great addition to our product portfolio and enhances our scale, providing another revenue avenue for us in this highly fragmented market. In particular, this adds capabilities to our ready-to-drink categories and wine on tap capabilities. Meier's had about $18 million in annual net revenue and was acquired for $25 million, half of which was funded by cash and half funded by stock valued at $10.16 per share. Finally, to summarize on slide 11, you can see these are really exciting times at Vintage Wine Estates. Over the last 20 years, we have executed a plan that delivers excellent growth because of our unique value proposition for our customers. As we advance our strategy, we believe we can accelerate our delivery on high quality services and brands with even stronger talent, greater scale, and strengthened financial flexibility. With that, we can open the call for questions. Absolutely. We will now begin the Q&A session. If you would like to ask a question, please press star followed by one on your touch tone keypad. If for any reason you would like to remove that question, please press star followed by two. Again, to ask a question, press star one. As a reminder, if you are using a speakerphone, please remember to pick up your handset before asking your question. We will pause here briefly to allow questions to generate in queue. The first question is from the line of Mike Baker with D.A. Davidson. You may proceed. Hi. A couple questions, if I could. One, just on the pricing, what can you quantify, you know, what are you going up by? Are you following others or where do you think your price increases will put you relative to competitors? I think it's been a while since there's been a price increase. But if you have any experience with that, you know, what do you typically see for volumes when you go up in price, you know, elasticity, et cetera? So just a little bit more detail on the price increases, please. I would tell you that the market has already started to take price increases. Some other companies started as early as December of this year. Generally, it's widely accepted that the market is going to take significant price increases. We don't see pricing elasticity as being as much of an issue because of the movement in the overall category. Michael, you're correct in the sense that we haven't taken a lot of price over the last 10 years. The industry in general hasn't, because cost has been fairly stable, and it's a very competitive market. These are, you know, rarefied times where we're gonna see, I expect, probably over 80%-90% of the wineries in the industry taking significant price increases, with most of them in the January through July period. Is there any way, you know, I think the guidance went up by $10 million. It seems like a lot of that is the acquisition, which we estimated might add $8 million, and you beat our sales number at least by a little bit this quarter. You know, can you sort of break out how much of the guidance increase is from, you know, the overage of this past quarter or the acquisition or the price increases? The Meier's is clearly the majority of the vast majority of the impact on the increase in guidance. Because we are following and not leading on the price increases, we expect to have some modest benefit from that this year, which may lead towards more to the midpoint or potentially higher in the range. It's not a number that we have that we're specifically targeting. Okay. Fair enough. If I could, one more subject. I just wanted to ask about some of your wholesale business, some of your retail partners. Anything to report there? I know you've been working on some new programs with some retailers. Anything to report in terms of new programs with existing retailers or maybe. Mm-hmm. Some programs with new retailers? Existing retailers, right now, we are launching the new Photograph Sauvignon Blanc that will go into Target when they set in March. Also, Bar Dog has two new SKUs going into Target. We have three new SKUs of Bar Dog going in to Meijer. We also have Food Lion that's doing a new SKU of Bar Dog, which we're really excited about that. Harris Teeter is putting in our Clos Pegase Sparkling when they set March, April. H-E-B has a new Bar Dog Pinot Noir going in. These are the chains that have announced that will be setting in March and April, so we'll get two to three months benefit from that. We still have not heard from another big retailer that's going to be setting in the summer. We have not gotten word from that, and we expect to hear from that shortly. The other great news is on Ace Cider. They're getting announcements now with 1,700 new points of distribution that will be coming March, April, May. That's really exciting news for us with Ace. Great. Appreciate the caller, and I'll turn it over to someone else. Thank you, Mr. Baker. The next question is from the line of Vivien Azer with Cowen. You may proceed. Hi. Thank you. Good afternoon. Hi, Vivien. I apologize, I hopped on the call a little bit late here. Just curious, in terms of the performance in the quarter, any key call-outs around relative price points, you know, out or underperformance at any key price segment that you guys observed in the portfolio? Thanks. Yeah. If we're just looking at the wholesale side, you know, we're really focused in on that $11-$12, $12-$13 in those price segments. The 13 weeks was off 3% as an industry, off 4% on the $12-$12.99. We actually VWE portfolio grew 17% in that kind of $12-$13 and 51% in that a little bit higher. We're really focused in on that price. We did outperform the overall industry. It was off total U.S. 10%. But again, we look at that $10-$20 price point. It was off, I think, 4.8% for the 13 weeks that I'm looking at. The 13 weeks, so you know, that I'm looking at is 1-1. We were basically flat during that for the overall. Again, I back it out, and I'm really focused in on what Bar Dog's doing, what Photograph is doing, what Firesteed is doing, our top five priority brands. We're pleased with that. Absolutely. Plenty of reason to be. Yes. Terry, do you care to hypothesize on what you think is happening to the broader price segment? Do you think it's simply a COVID comp issue, or is there more to be read into the health of ongoing consumer spend? For us, you know, I think that we. No, you're gaining share for the industry. Yeah. Yes, we're absolutely getting share. We have, you know, just on half our accounts, our points of distribution, we're up 15% in wholesale, which was great, really driven by on-premise, which was up 80% for the quarter in on-premise new placements, so really benefiting from that. As you see the price moves, we won't really see those prices move in chains from a competitive standpoint until probably the guys that went up in December and January. We won't see those until April and May. You know, we go up March, April. We'll see those really translate into the retail price point about June and July. What we're seeing right now is most people are taking about a single price point. So if they were $12.99, they're gonna be $13.99. If they were $14.99, they're gonna be $15.99. We'll see how long that lasts. Understood. That's super helpful. Just my last one quickly, Pat, for you. You know, given how much more topical rising interest rates are, currently, just curious how that's informing conversations that you're having with potential targets. Thank you. Well, I think in terms of our own internal numbers, since we have fairly, you know, we locked a lot of our interest rates, we're not gonna have a significant increase ourselves in interest costs. Certainly, it raises the expectations within our side, and the seller side in terms of the hurdle rates for capital acquisitions, then understanding what the future cost of capital is. We certainly think that may actually provide even a little more benefit to us. That's great to hear. Thank you. Thank you, Ms. Azer. The next question is from the line of Luke Hannan with Canaccord Genuity. You may proceed. Yeah, thanks. Good afternoon. I just wanted to get into maybe the trends that you're seeing thus far in calendar 2022, and specifically any customer behavior changes this quarter so far relative to last quarter. Clearly, the consumer is, it's still healthy, maybe not quite as much as they were to begin 2021, but is there any marked difference that you're seeing in terms of tasting room traffic or purchase habits, et cetera, that you're noticing thus far this quarter? Thanks. Well, I would tell you that we've seen continued very strong demand in our tasting rooms and very incredibly strong demand in the hospitality segment as people wanna get out more and seem, you know, some pivot of business back to on-premise. We have certainly seen that the direct-to-consumer channel for us continues to grow, and that trend we think is gonna continue to look good on that segment. Again, while the total wine industry is down a little bit in consumption and our primary $10-$15 category is largely flat or a little bit ahead, we continue to outpace that a little bit. We think the trends look good, and not only just for us, but the industry in general. That's great. Specifically, I wanted to expand a little bit on the ready-to-drink category and ACE Cider as it fits into that. Clearly, you know, 2021 towards the end of the year was a little bit challenging, I think, for the industry as a whole. For 2022, I guess what are your expectations. You can pull out your crystal ball and sort of think specifically as it relates to the ready-to-drink category and how ACE Cider fits into that. I guess for depletions or otherwise, how you expect the growth profile of that business to change over the course of next year. Well, we continue to be very bullish on the ready-to-drink category, and ACE Cider will benefit from the fact that it will now have dual production with the addition of Meier's, and we will move production out there, which will actually make it more competitive on the East Coast and Midwest in terms of pricing. We're working on some innovation products for ACE that will address many of the consumer trends that we see, whether it's in the CBD legal markets or whether it's in the category of better-for-me things. We see that very strong. We're also excited about some innovation projects that we have coming up in ready-to-drink. Again, we will never be in the category where we're gonna look to try to dominate the seltzer market and, you know, spend $20 million, $30 million, $40 million in advertising behind brands. We're gonna pick our opportunities very carefully. Luke, can I add to that? You know, what I mentioned, the 1,700 new points of distribution for ACE Cider I think is great, but that's also being driven by a new product SKU that they launched, ACE High, which is what they call Imperial, is 8%. And that's where Kroger's putting it in. There's actually a World Market March national program, which is first ever for ACE Cider, which is great. The integration of their sales team with our sales team and the ability to get into some of these big national headquarters will really benefit our ready-to-drink side. Again, if you look down the I have a whole list of new authorizations that will be coming online March, April, May, that will benefit ACE Cider. innovation will come through there as well. We're looking at some things that we could add to that portfolio, so super excited about Ace Cider. That's great. That's all I had. Thank you very much. Thank you, Mr. Hannan. The next question is from the line of Daniel Biolsi with Hedgeye. You may proceed. Thank you. Thanks for taking my questions. Did sell-in lag depletions by 5%, and what was behind that, and should we expect a channel fill going forward? Terry? No, I'm not quite clear on the question again. Was what? Well, depletions were 5.5%, but it looks like the organic wholesale was about flat, so did the sell-in just lag the depletions, and are you expecting, you know, the customers to be, you know, filling that back in the future, or are they gonna? Yeah. Work with the lower level of inventory? Yeah. Well, No, I actually am looking at some wholesale inventories, and I think we're having some really positive shipments in January and now into February, so I think that will fill. Okay. As far as the supply chain is going, is that impacting your ability to make shipments, or where is that really challenging you besides the costs? The supply chain is challenging in terms of the lead times. The lead times are getting extended. You know, glass companies are working on, you know, two to three months lead time are now working on you know, 16-18 months lead time. Transportation costs in terms of getting the capsules, corks, and things like that from Europe are taking longer to get and just, you know, supplies in general are harder to source. But we, you know, we're a large enough company where we have enough resources, and we get the ear of our major suppliers. But it's just, you know, it sometimes causes some of the bottling lines to be down because they can't deliver on time. you know, we anticipate after the first quarter, that we will be able to, you know, catch up with all the progress, just like we did in the second quarter, and we think the third and fourth quarter will help us. There were certainly many people thought that this supply chain shortage might last until the end of the year, but it's probably gonna last for another 12 months, well, through all of 2022. We'll just continue to watch it and monitor it and deal with the challenges that are provided. I would add one more supply chain. And I- Oh, I'm sorry. I was just gonna add. No, go ahead. Another supply chain issue is our distributors getting enough trucks to come in and pick up product. You know, there are several mornings we'll come in, and there'll be 10 trucks lined up that are just waiting to get in to the warehouses to take product out. Trucking has been an issue for our distributors. Okay. Thank you. I had one more, if I could. Just sort of a high-level question. Have you seen any difference in like, in your DTC growth, you know, versus your retail growth in areas of the country that had more restrictions on on-premise? Like for example, in California and New York, has your DTC business been different than Florida and Texas, which, you know, had the on-premise open for longer? You know, I'm just looking out going forward if those states remove all those restrictions, you know, what should we expect, if anything? Thank you. I'm not really sure that there's been a regional effect on our DTC business. It's very strong across the board in all markets. I don't really see that will have a big effect. Okay. Thank you. You bet. Thank you. The next question is from the line of Joe Feldman with Telsey Advisory. You may proceed. Yeah. Hey, good evening, guys. Thanks for taking the question. Wanted to go back. With regard to the EBITDA guidance that you guys gave, you know, it went up just a tiny bit at the high end. I guess I'm wondering how much was Meier's or should Meier's be contributing to the EBITDA guidance? Because I guess I was under the impression with, you know, the $18 million of incremental revenue that, you know, that you'd be adding on an annualized basis, yeah, it actually had a pretty decent EBITDA margin. Can you maybe help explain that? Well, it's two things. A lot of Meier's business is focused on the second half of the year, and too, where we have a lot of acquisition and integration costs that are associated with that. Then the continued, you know, when you talk about EBITDA in general, you know, we continue to see, you know, issues with labor and issues with the supply chain, which are gonna offset some of that increased margin, EBITDA margin from Meier's. It's really a blend of all those things. We continue to be fairly comfortable with our overall year guidance and hopefully, you know, we hopefully we may even have, you know, stronger than what our current guidance is. Got it. No, that makes sense. With regard to the supply chain constraints that you are facing and the labor pressure that you're facing, I guess other than the price increases, you mentioned a couple of times that you're addressing these issues. I was just curious if you could, you know, remind us how you are addressing them and some things that you are doing to offset the pressures beyond just the price increases. Well, we're bringing on an additional 3 million cases of glass from G3 from the Gallo bottling facility, and we're qualifying a couple of other suppliers. We're expanding our supplier reach with that to make sure that we've got our supplies. We're increasing, you know, pay rates to people to attract more labor and some other additional incentives for people on that side. We're addressing, you know, pretty much on a daily basis all the supply constraint issues that are out there in the market, as well as you know continued issues from COVID and you know the continued tough labor market in general. Yeah. That makes a lot of sense. I guess the one last one for me, just, you know, as you're looking at your acquisition pipeline, Pat, you know, are you focused? I guess where are you focused now? 'Cause you, like, you know, you guys bought Meier’s, you brought, got brought in some new distribution. You've done the Sommelier Company recently. You've done a few things, I guess, outside of wine, so I'm just wondering, do we go back to wine for the next couple, or is it that you're seeing more opportunity or better opportunity outside of some of the wine businesses that are out there? No, wine is clearly gonna be our primary focus, and I wouldn't be surprised if the next one or two acquisitions are wineries from that standpoint. It's just we look at all of the opportunities as they present themselves, and in the wine category there are certainly some opportunities that are going to present themselves, but they just have to be the right ones at the right time. There's some of these other bolt-on ones that were strategic in nature, made a lot of sense to do to do at the same time. You know, we knew when we acquired Ace Cider that we were gonna acquire Meier's. It was always gonna expand the production capacity to the East Coast, and it made a very strong strategic sense that they're somebody we've done business with for 10 years. We knew we were gonna add some great young management talent to the team. I would say that I probably on my desk today, I think I have two or three non-winery acquisition opportunities, and I think, you know, somewhere around 20 winery acquisition ones. The numbers will probably, you know, tilt back in favor of winery acquisitions here shortly. Got it. Thank you. Thanks, and, good luck with the quarter. Thank you. Thank you. Thank you. There are no additional questions at this time. I will now pass it back to Pat Roney for any closing remarks. You may proceed. Well, well, thanks everyone for joining our call today. We certainly look forward to getting together with you again in another 90 days and continuing to provide you with our, what we believe will be consistent growth in the coming quarters and you know, continued acquisition opportunities and strong organic growth. Thank you very much for your time today. That concludes today's Vintage Wine Estates 2Q22 Earnings Call. Thank you, and have a great day.