Disclaimer: All information provided herein by Cedar Grove Capital Management (“CGC”) is for informational purposes only and does not constitute investment advice or an offer or solicitation to buy or sell an interest in a private fund or any other security. An offer or solicitation of an investment in a private fund will only be made to accredited investors pursuant to a private placement memorandum and associated documents. Cedar Grove Capital Management, LLC (fund operating Cedar Grove Research) may hold positions mentioned in the report and may change its views about or its investment positions in any of the securities mentioned in this document at any time, for any reason or no reason. At the time of writing this report, CGC has a position in WW.

On August 25th, we sent out our notes on why we thought, and continue to think, that WW, in a slimmed-down post-bankruptcy version of its former self, could be worth double what it was trading for at the time.

Our thesis was built on several important points.

  1. An >40 year track record in proven weight loss programs (legitimacy + trust).

  2. Acceptance of medication as part of a holistic weight loss approach (GLP-1s).

  3. Playing the weight loss game correctly by not playing in the compounded space, thus removing regulatory and litigation risk.

  4. The extinguishment of ~$1.15 billion of debt, allowing for breathing room to deploy capital in constructive ways instead of paying the interest on debt.

In that post, we outlined why an evidence-based case (EBC) model is a critical component for an insurance, value-based care (VBC) approach to GLP-1 coverage, which we believe is the future of weight loss coverage. While we laid out fundamentally why the business makes sense, the real overlooked value is in the credit agreement, which was first embedded in the bankruptcy documents that made this trade attractive to begin with.

In our opinion, it seems that not many people understand what the opportunity is, and why the credit agreement, combined with the post-bankruptcy guidance, leads to a deleveraged company potentially worth >3x what it’s currently trading at.

Let us explain.

As we mentioned in our previous post, WW was able to extinguish ~$1.15 billion of debt when creditors took over, but at the expense of giving them 91% of the new common shares in WW (10 million shares outstanding).

The recent drawdown in the stock can most likely be attributed to these credit funds needing to force sell their positions since they aren’t allowed to hold volatile equity as part of their exposure.

Despite them selling, it’s continued to become “cheaper” since we first wrote about it, contracting its multiple from 4.6x FY’26E to ~4.4x. But, again, the “value” here is in the credit agreement.

Quick note. If you didn’t know before, we shorted WW into bankruptcy which we outlined our thesis here (for free), so coming from us, now, as bulls, should mean something when it comes to how things have changed and the way we see them as an FYI.

Explaining the Credit Agreement

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Dave Sneiderman10 months ago

Nice work up! If I may push back I think you are putting far to much emphasis on the credit agreement. So they have to sweep over anything over 100mil. Who cares!? Last I remember it's approx. 70mill on June 2026 sweep. This is nice if you are the 1 Lien Term Loan holder.. but for the equity to work some combination of clinical growing and behavioral not melting to fast needs to happen. IMO

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Paul CerroAuthor10 months ago

Yes, exactly, the credit agreement means nothing if the business still declines. The point of this post was more to highlight the effectiveness of the credit agreements' cash sweep if you believe the post-bankruptcy financials, which are, by design, conservative in nature.

The cash sweep is the sweetener that just helps it deleverage faster. On the same page with you, besides that.

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Dave Sneiderman10 months ago

Fair Fair

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Jack McDonald1 year ago

I am long. Have a few concerns though that I am currently trying to work through.

For every legacy / core subscriber they lose how many clinical subscribers do they need to add to keep revenue and EBITDA stable?

In the P&L projections from their bankruptcy documents, were these assumptions made before or after they stopped selling compounded GLP-1s to clinical subs?

Where will clinical sub growth come from? Haven't seen any B2B contracts announced yet and seems like they want to skimp on advertising.

My main worry here is that they are unable to replace the shrinking legacy business with the clinical fast enough and we see a deterioration in results.

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Paul CerroAuthor1 year ago

Hey James, thanks for the question.

None of this is financial advice but it's really dependent because WW offers various medications (orals + GLP-1s) and they're also tied into NovoCare so even amongst GLP-1s there's a wide variety of prices, and thus, revenue. Really hard to determine what that should be because it's just a see-saw of an equation. But, what was reassuring from the last Q was their ability to convert ~20% of compounded users to branded meds which was more than was expected.

For the projections in the bankruptcy documents, they were approved after they had already announced in May that they would be discontinuing compounded meds. Since they stopped on May 22 (last day), most that were on a plan prior would be up for renewal in August//September which is why it was good to hear they converted 20% of them. I do believe them when they say the bottom is most likely in for clinical subs.

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Paul CerroAuthor1 year ago

As far as B2B contracts go, they did announce a few. Back in May they announced a partnership with CheqUp to have their behavioral side of the business plug in with their offering. A collaboration with United Health (UNH) both as their hub vendor network as well as one of two solutions for their weight loss programs. Then there was an announcement of a Florida Department of Health agreement that gives residents in select counties full access to their behavioral program.

That's definitely a valid risk. It's actually the reason we went short in 2023 and shared our notes on it in Jan of 2024 of why we were short if you want to read.

https://www.cedargroveresearch.com/p/weight-watchers-glp1-hype

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