YASTEST
ST. LOUIS, Nov. 16, 2017 (GLOBE NEWSWIRE) -- Post
Holdings, Inc. (NYSE:POST), a consumer packaged goods holding
company, today reported results for the fourth quarter and fiscal
year ended September 30, 2017.
Highlights:
- Fourth Quarter
net sales of $1.45 billion; operating profit of $116.1 million; net
earnings of $14.2 million and Adjusted EBITDA of $286.4
million
- Fiscal Year
net sales of $5.23 billion; operating profit of $520.3 million; net
earnings of $48.3 million and Adjusted EBITDA of $989.1
million
- Fiscal Year
2018 Adjusted EBITDA (non-GAAP) guidance range of $1.14-$1.18
billion, exclusive of Bob Evans
Fourth Quarter Consolidated
Operating Results
Net sales were $1,448.5 million, an increase of
14.9%, or $187.7 million, compared to the prior year. Pro forma net
sales (as defined later in this release under "Pro Forma
Information") increased 1.4%, or $20.7 million, when compared to
the same period in fiscal year 2016. Gross profit was $437.1
million or 30.2% of net sales, an increase of $59.7 million
compared to the prior year gross profit of $377.4 million or 29.9%
of net sales. Gross profit for the fourth quarter of 2017 was
negatively impacted by an inventory adjustment of $18.2 million
resulting from purchase accounting.
Selling, general and administrative (SG&A)
expenses were $251.8 million or 17.4% of net sales, an increase of
$20.7 million compared to the prior year SG&A of $231.1 million
or 18.3% of net sales. SG&A expenses for the fourth quarter of
2017 included $23.0 million of transaction costs, which primarily
related to success fees paid in conjunction with the close of the
acquisition of Weetabix Limited ("Weetabix") in July 2017 and were
treated as an adjustment for non-GAAP measures. SG&A expenses
for the fourth quarter of 2016 included a provision for $24.0
million in legal settlements.
Operating profit was $116.1 million, an increase
of 7.2%, or $7.8 million, compared to the prior year, and was
negatively impacted by goodwill impairment of $26.5 million, which
is discussed later in this release. Net earnings were $14.2
million, an increase of 138.4%, or $51.2 million, compared to a net
loss of $37.0 million in the prior year. Net earnings available to
common shareholders were $10.9 million, or $0.16 per diluted common
share. Net earnings and net earnings available to common
shareholders included a loss of $8.5 million primarily related to
non-cash mark-to-market adjustments on interest rate and
cross-currency swaps, which is discussed later in this release.
Adjusted net earnings were $67.9 million, or $0.88 per adjusted
diluted common share.
Adjusted EBITDA was $286.4 million, an increase of
30.5%, or $66.9 million, compared to the prior year.
Fiscal Year 2017
Consolidated Operating Results
Net sales were $5,225.8 million, an increase of
4.0%, or $199.0 million, compared to the prior year. Gross profit
was $1,574.1 million or 30.1% of net sales, an increase of $26.7
million compared to the prior year gross profit of $1,547.4 million
or 30.8% of net sales.
SG&A expenses were $867.4 million or 16.6% of
net sales, an increase of $27.7 million compared to the prior year
SG&A of $839.7 million or 16.7% of net sales. SG&A expenses
for fiscal year 2017 and 2016 included a provision for $73.6
million and $34.0 million, respectively, in legal settlements.
SG&A expenses for fiscal year 2017 included $30.0 million of
net foreign currency gains related to pounds sterling (GBP) held to
fund the purchase price of Weetabix and $29.1 million of
transaction costs primarily related to success fees paid in
conjunction with the close of the acquisition of Weetabix, both of
which were treated as adjustments for non-GAAP measures.
Operating profit was $520.3 million, a decrease of
4.7%, or $25.4 million, compared to the prior year, and was
negatively impacted by goodwill impairment of $26.5 million, which
is discussed later in this release. Net earnings were $48.3
million, an increase of 1,563.6%, or $51.6 million, compared to a
net loss of $3.3 million in the prior year. Net earnings available
to common shareholders were $34.8 million, or $0.50 per diluted
common share. Net earnings and net earnings available to common
shareholders include a $222.9 million loss related to early
extinguishment of debt and a $91.8 million net gain primarily
related to non-cash mark-to-market adjustments on interest rate and
cross-currency swaps, both of which are discussed later in this
release. Adjusted net earnings were $211.0 million, or $2.67 per
adjusted diluted common share.
Adjusted EBITDA was $989.1 million, an increase of
5.9%, or $55.2 million, compared to the prior year.
Segment Results
Effective as of the quarter ended September 30,
2017, Post has changed its reportable segments. See the historical
segment information tables presented later in this release for the
presentation aligned with this segment reporting structure.
Post Consumer
Brands
Includes the North American
ready-to-eat ("RTE") cereal and granola businesses, inclusive of
the recently acquired Weetabix North American RTE cereal
business.
Net sales were $492.2 million for the fourth
quarter, an increase of 4.0%, or $19.1 million, compared to the
reported prior year fourth quarter. Pro forma net sales (as defined
later in this release under "Pro Forma Information") declined 2.9%,
or $14.7 million, over the same period in fiscal year 2016, with
pro forma volumes (as defined later in this release under "Pro
Forma Information") declining 2.7%. Pro forma net sales were
negatively impacted by timing of promotional activity during the
quarter, which were partially offset by net sales from new licensed
products and an increase in net sales for Malt-O-Meal bag cereal.
Segment profit was $86.5 million and $81.1 million
for fourth quarter 2017 and 2016, respectively. Segment profit for
the fourth quarter of 2017 was negatively impacted by an inventory
adjustment of $3.0 million resulting from purchase accounting.
Segment Adjusted EBITDA was $124.9 million and $111.9 million for
fourth quarter 2017 and 2016, respectively.
For fiscal year 2017, net sales were $1,851.5
million, an increase of 0.7%, or $13.0 million, compared to the
reported prior year. Segment profit was $359.0 million, compared to
$302.9 million in the prior year. Fiscal year 2017 and 2016 segment
profit was negatively impacted by integration expenses of $8.8
million and $19.3 million, respectively. Segment Adjusted EBITDA
was $488.6 million, compared to $433.7 million in the prior
year.
Michael Foods
Group
Includes the egg, potato, cheese
and pasta businesses.
Net sales were $537.2 million for the fourth
quarter, an increase of 2.8%, or $14.6 million, over the reported
prior year fourth quarter. Pro forma net sales (as defined later in
this release under "Pro Forma Information") declined 2.1%, or $11.6
million, over the same period in fiscal year 2016. The pro forma
net sales decline was driven by a 20.4% decline in cheese related
to branded cheese distribution losses and the exit of certain
private label business. Pro forma egg sales (as defined later in
this release under "Pro Forma Information") were relatively flat.
Pro forma egg volumes (as defined later in this release under "Pro
Forma Information") increased 3.5%. Net sales and volume
information for potato, cheese and pasta products is disclosed in a
table presented later in this release.
Segment profit was $61.0 million and $40.6 million
for fourth quarter 2017 and 2016, respectively. Segment Adjusted
EBITDA was $99.0 million and $97.5 million for fourth quarter 2017
and 2016, respectively. Segment profit for the fourth quarter of
2016 was negatively impacted by a provision for $18.5 million in
legal settlements related to egg antitrust class action claims.
For fiscal year 2017, net sales were $2,116.2
million, a decline of 3.1%, or $68.5 million, over the reported
prior year. Segment profit was $133.1 million, compared to $276.6
million in the prior year. Segment profit for fiscal year 2017 and
2016 was negatively impacted by a provision for $74.5 million and
$28.5 million, respectively, in legal settlements related to egg
antitrust class action claims. Segment Adjusted EBITDA was $353.2
million, compared to $446.6 million in the prior year.
Active
Nutrition
Includes protein shakes, bars
and powders and nutritional supplements.
Net sales were $193.3 million for the fourth
quarter, an increase of 21.6%, or $34.3 million, over the prior
year fourth quarter. Net sales growth was primarily driven by
strong growth for shake products which was partially offset by
declines of powder and bar products. Segment profit was $22.3
million and $2.7 million for fourth quarter 2017 and 2016,
respectively. Segment profit for the fourth quarter of 2016 was
negatively impacted by a provision for $5.5 million in a potential
legal settlement. Segment Adjusted EBITDA was $28.8 million and
$14.4 million for fourth quarter 2017 and 2016, respectively.
For fiscal year 2017, net sales were $713.2
million, an increase of 24.1%, or $138.5 million, over the prior
year. Segment profit was $96.4 million, compared to $44.7 million
in the prior year. Segment profit for fiscal year 2016 was
negatively impacted by a provision for $5.5 million in a potential
legal settlement. Segment Adjusted EBITDA was $121.7 million,
compared to $75.2 million in the prior year.
Private Brands
Includes peanut and other nut
butters and dried fruit and nuts.
Net sales were $113.4 million for the fourth
quarter, an increase of 6.9%, or $7.3 million, compared to the
prior year fourth quarter, with volumes increasing 2.6%. Volume
growth was driven by growth in traditional peanut butter and tree
nut butter and was partially offset by declines for certain lower
margin dried fruit and nut products. Segment profit was $10.9
million and $7.4 million for fourth quarter 2017 and 2016,
respectively. Segment Adjusted EBITDA was $15.9 million and $12.3
million for fourth quarter 2017 and 2016, respectively.
For fiscal year 2017, net sales were $432.5
million, an increase of 0.8%, or $3.4 million, over the prior year.
Segment profit was $31.5 million, compared to $28.0 million in the
prior year. Segment Adjusted EBITDA was $51.6 million, compared to
$46.9 million in the prior year.
Weetabix
Includes the international
(primarily United Kingdom) RTE cereal and muesli business.
Net sales were $112.4 million for the fourth
quarter and fiscal year 2017. Fourth quarter pro forma net sales
(as defined later in this release under "Pro Forma Information")
increased 5.0%, or $5.4 million, over the same period in fiscal
year 2016. Pro forma net sales benefitted primarily from increased
volumes for core Weetabix products. For the fourth quarter and
fiscal year 2017, segment profit was $14.5 million and segment
Adjusted EBITDA was $37.2 million. Segment profit was negatively
impacted by an inventory adjustment of $15.2 million resulting from
purchase accounting.
Impairment of
Goodwill
Non-cash goodwill impairment charges of $26.5
million were recorded in the fourth quarter of 2017 within the
Active Nutrition segment. The goodwill impairment charge resulted
from a reassessment of long-term expectations for Dymatize.
Interest, Loss on
Extinguishment of Debt, Other Expense (Income) and Income
Tax
Interest expense, net was $85.2 million for the
fourth quarter compared to $74.2 million for the prior year
quarter. For fiscal year 2017, interest expense, net was $314.8
million, compared to $306.5 million for fiscal year 2016.
Loss on extinguishment of debt, net of $222.9
million was recorded in fiscal year 2017 and $86.4 million was
recorded in the fourth quarter of 2016 and fiscal year 2016. The
fiscal year 2017 loss resulted from payments made in connection
with Post's tender offer and redemption of its 7.75% senior notes
due 2024, Post's tender offer for its 8.00% senior notes due 2025,
and Post's redemption of its 6.75% senior notes due 2021 and 7.375%
senior notes due 2022. The fourth quarter of 2016 and fiscal year
2016 loss resulted from payments made in connection with Post's
tender offer for its 7.375% senior notes due 2022 and repayment of
Post's term loan in August 2016.
Other expense (income), net relates to non-cash
mark-to-market adjustments and cash settlements on interest rate
and cross-currency swaps. Other expense, net was $8.5 million for
the fourth quarter of 2017, compared to $13.5 million for the
fourth quarter of 2016. For fiscal year 2017, other income, net was
$91.8 million, compared to an expense of $182.9 million for fiscal
year 2016.
Income tax expense was $8.2 million, or an
effective income tax rate of 36.6%, in the fourth quarter of 2017,
compared to a benefit of $28.8 million and an effective income tax
rate of 43.8% in the fourth quarter of 2016. For fiscal year
2017, income tax expense was $26.1 million, or an effective income
tax rate of 35.1%, compared to a benefit of $26.8 million and an
effective income tax rate of 89.0% for fiscal year 2016.
Share
Repurchases
During fiscal year 2017, Post repurchased 4.0
million shares for $317.7 million at an average price of $79.51 per
share. At the end of the fourth quarter of 2017, Post had $232.3
million remaining under its share repurchase authorization.
Acquisition
On September 19, 2017, Post announced it has
agreed to acquire Bob Evans Farms ("Bob Evans") for $77.00 per
share. Bob Evans is a leading producer and distributor of
refrigerated potato, pasta and vegetable-based side dishes, pork
sausage, and a variety of refrigerated and frozen convenience food
items. The transaction is expected to be completed in the first
calendar quarter of 2018, Post's second quarter of fiscal year
2018, subject to customary closing conditions including the
expiration of waiting periods under U.S. antitrust laws and
approval of Bob Evans's stockholders.
Outlook
Post management expects fiscal year 2018 Adjusted
EBITDA to range between $1.14-$1.18 billion, exclusive of the
pending acquisition of Bob Evans, with modest sequential quarterly
growth throughout fiscal year 2018.
In fiscal year 2018, Post management expects to
incur integration costs (which are an adjustment to non-GAAP
measures) for the integration of Weetabix and Bob Evans of
approximately $25 million comprised of severance, retention and
third party consulting expenses.
Post management expects fiscal year 2018 capital
expenditures, exclusive of Bob Evans, to range between $220-$230
million. This includes approximately $50 million related to the
previously announced cage-free housing conversion at the
Bloomfield, Nebraska facility and between $30-$40 million for
growth initiatives and productivity.
The Company provides Adjusted EBITDA guidance only
on a non-GAAP basis and does not provide a reconciliation of its
forward-looking Adjusted EBITDA non-GAAP guidance measure to the
most directly comparable GAAP measure due to the inherent
difficulty in forecasting and quantifying certain amounts that are
necessary for such reconciliation, including adjustments that could
be made for non-cash mark-to-market adjustments and cash
settlements on interest rate swaps, provision for legal settlement,
net foreign currency gains for purchase price of acquisition,
transaction and integration costs, restructuring and plant closure
costs, assets held for sale, mark-to-market adjustments on
commodity hedges and other charges reflected in the Company's
reconciliation of historical numbers, the amounts of which, based
on historical experience, could be significant. For additional
information regarding Post's non-GAAP measures, see the related
explanations presented under "Use of Non-GAAP Measures."
Use of Non-GAAP
Measures
The Company uses certain non-GAAP measures in this
release to supplement the financial measures prepared in accordance
with U.S. generally accepted accounting principles (GAAP). These
non-GAAP measures include total segment profit, Adjusted net
earnings, Adjusted diluted earnings per common share, Adjusted
EBITDA and segment Adjusted EBITDA. The reconciliation of each of
these non-GAAP measures to the most directly comparable GAAP
measure is provided later in this release under "Explanation and
Reconciliation of Non-GAAP Measures."
Management uses certain of these non-GAAP
measures, including Adjusted EBITDA and segment Adjusted EBITDA, as
key metrics in the evaluation of underlying Company and segment
performance, in making financial, operating and planning decisions,
and, in part, in the determination of cash bonuses for its
executive officers and employees. Management believes the use of
these non-GAAP measures provides increased transparency and assists
investors in understanding the underlying operating performance of
the Company and its segments and in the analysis of ongoing
operating trends. Non-GAAP measures are not prepared in
accordance with GAAP, as they exclude certain items as described
later in this release. These non-GAAP measures may not be
comparable to similarly titled measures of other companies. For
additional information regarding the Company's non-GAAP measures,
see the related explanations provided under "Explanation and
Reconciliation of Non-GAAP Measures" later in this release.
Conference Call to Discuss
Earnings Results and Outlook
The Company will host a conference call on Friday,
November 17, 2017 at 9:00 a.m. EST to discuss financial results for
the fourth quarter and fiscal year 2017 and fiscal year 2018
outlook and to respond to questions. Robert V. Vitale, President
and Chief Executive Officer, and Jeff A. Zadoks, Executive Vice
President and Chief Financial Officer, will participate in the
call.
Interested parties may join the conference call by
dialing (877) 540-0891 in the United States and (678) 408-4007 from
outside of the United States. The conference identification number
is 1689909. Interested parties are invited to listen to the webcast
of the conference call, which can be accessed by visiting the
Investor Relations section of the Company's website at
www.postholdings.com.
A replay of the conference call will be available
through Friday, December 1, 2017 by dialing (800) 585-8367 in the
United States and (404) 537-3406 from outside of the United States
and using the conference identification number 1689909. A webcast
replay also will be available for a limited period on the Company's
website in the Investor Relations section.
Prospective Financial
Information
Prospective financial information is necessarily
speculative in nature, and it can be expected that some or all of
the assumptions underlying the prospective financial information
described above will not materialize or will vary significantly
from actual results. For further discussion of some of the factors
that may cause actual results to vary materially from the
information provided above see "Forward-Looking Statements" below.
Accordingly, the prospective financial information provided above
is only an estimate of what the Company's management believes is
realizable as of the date of this release. It also should be
recognized that the reliability of any forecasted financial data
diminishes the farther in the future that the data is forecast. In
light of the foregoing, the information should be viewed in context
and undue reliance should not be placed upon it.
Forward-Looking
Statements
Certain matters discussed in this release and on
the conference call are forward-looking statements, including our
Adjusted EBITDA outlook for fiscal year 2018 and the associated
timing, our integration costs expectations, our capital
expenditures expectations, including capital expenditure
expectations for the cage-free housing conversion and growth
initiatives and productivity, and the expected timing of the
completion of the acquisition of Bob Evans, including stockholder
and regulatory approvals. Such statements involve certain risks and
uncertainties that could cause actual results to differ materially
from those in the forward-looking statements. Potential risks and
uncertainties include the following:
- our high leverage, our ability to
obtain additional financing (including both secured and unsecured
debt), and our ability to service our outstanding debt (including
covenants that restrict the operation of our business);
- our ability to continue to compete
in our product markets and our ability to retain our market
position;
- our ability to anticipate and
respond to changes in consumer preferences and trends and introduce
new products;
- our ability to identify, complete
and integrate acquisitions and manage our growth;
- our ability to promptly and
effectively integrate the Weetabix business and obtain expected
cost savings and synergies of the acquisition within the expected
timeframe;
- significant volatility in the costs
of certain raw materials, commodities, packaging or energy used to
manufacture our products;
- our ability to successfully
implement business strategies to reduce costs;
- our ability to comply with increased
regulatory scrutiny related to certain of our products and/or
international sales;
- allegations that our products cause
injury or illness, product recalls and product liability claims and
other litigation;
- legal and regulatory factors,
including advertising and labeling laws, changes in food safety and
laws and regulations governing animal feeding and housing
operations;
- the loss or bankruptcy of a
significant customer;
- consolidations in the retail grocery
and foodservice industries;
- the ability and timing to close the
proposed acquisition of Bob Evans, including obtaining the approval
of Bob Evans's stockholders for the proposed acquisition, the
required regulatory approvals and the satisfaction of other closing
conditions to the merger agreement;
- our ability to promptly and
effectively integrate the Bob Evans business after the acquisition
has closed, including the risk of our or Bob Evans's respective
businesses experiencing disruptions from ongoing business
operations which may make it more difficult than expected to
maintain relationships with employees, business partners or
governmental entities, and our ability to obtain expected cost
savings and synergies of the acquisition within the expected
timeframe;
- the ability of our private label
products to compete with nationally branded products;
- disruptions or inefficiencies in
supply chain;
- our reliance on third party
manufacturers for certain of our products;
- the ultimate impact litigation may
have on us;
- our ability to successfully operate
our international operations in compliance with applicable laws and
regulations;
- changes in economic conditions,
disruptions in the U.S. and global capital and credit markets, and
fluctuations in foreign currency exchange rates;
- the impact of the United Kingdom's
exit from the European Union (commonly known as "Brexit") on us and
our operations;
- impairment in the carrying value of
goodwill or other intangibles;
- changes in estimates in critical
accounting judgments and changes to or new laws and regulations
affecting our business, including proposed tax reform;
- changes in weather conditions,
natural disasters, disease outbreaks and other events beyond our
control;
- loss of key employees, labor
strikes, work stoppages or unionization efforts;
- losses or increased funding and
expenses related to our qualified pension and other post-retirement
plans;
- costs, business disruptions and
reputational damage associated with information technology failures
and/or information security breaches;
- our ability to protect our
intellectual property and other assets;
- significant differences in our
actual operating results from our guidance regarding our future
performance;
- our ability to satisfy the
requirements of Section 404 of the Sarbanes-Oxley Act of 2002,
including with respect to acquired businesses; and
- other risks and uncertainties
described in the Company's filings with the Securities and Exchange
Commission.
These forward-looking statements represent the
Company's judgment as of the date of this release. The Company
disclaims, however, any intent or obligation to update these
forward-looking statements.
About Post Holdings,
Inc.
Post Holdings, Inc., headquartered in St. Louis,
Missouri, is a consumer packaged goods holding company operating in
the center-of-the-store, foodservice, food ingredient, private
label, refrigerated and active nutrition food categories. Through
its Post Consumer Brands business, Post is a leader in the North
American ready-to-eat cereal category and offers a broad portfolio
that includes recognized brands such as Honey Bunches of Oats®,
Pebbles(TM), Great Grains® and Malt-O-Meal® bag cereal as well as
granola and hot wheat products. Post is also a leader in the United
Kingdom ready-to-eat cereal category with Weetabix® and Alpen®.
Post's Michael Foods Group supplies value-added egg products,
refrigerated potato products, cheese and other dairy case products
and dry pasta products to the foodservice, food ingredient and
private label retail channels and markets retail brands including
All Whites®, Better'n Eggs®, Simply Potatoes® and Crystal Farms®.
Post's Active Nutrition platform aids consumers in adopting
healthier lifestyles through brands such as Premier Protein®,
PowerBar® and Dymatize®. Post's Private Brands Group manufactures
private label peanut butter and other nut butters, dried fruits and
baking and snacking nuts. For more information, visit
www.postholdings.com.
Contact:
Investor Relations
Brad Harper
brad.harper@postholdings.com
(314) 644-7626
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in millions, except per share
data)
|
Three Months Ended
September 30, |
|
Year Ended
September 30, |
|
2017 |
|
2016 |
|
2017 |
|
2016 |
Net
Sales |
$ |
1,448.5 |
|
|
$ |
1,260.8 |
|
|
$ |
5,225.8 |
|
|
$ |
5,026.8 |
|
Cost of goods sold |
1,011.4 |
|
|
883.4 |
|
|
3,651.7 |
|
|
3,479.4 |
|
Gross
Profit |
437.1 |
|
|
377.4 |
|
|
1,574.1 |
|
|
1,547.4 |
|
|
|
|
|
|
|
|
|
Selling, general and
administrative expenses |
251.8 |
|
|
231.1 |
|
|
867.4 |
|
|
839.7 |
|
Amortization of intangible
assets |
42.3 |
|
|
38.2 |
|
|
159.1 |
|
|
152.6 |
|
Impairment of goodwill |
26.5 |
|
|
- |
|
|
26.5 |
|
|
- |
|
Other operating expenses
(income), net |
0.4 |
|
|
(0.2 |
) |
|
0.8 |
|
|
9.4 |
|
Operating Profit |
116.1 |
|
|
108.3 |
|
|
520.3 |
|
|
545.7 |
|
|
|
|
|
|
|
|
|
Interest expense, net |
85.2 |
|
|
74.2 |
|
|
314.8 |
|
|
306.5 |
|
Loss on extinguishment of
debt, net |
- |
|
|
86.4 |
|
|
222.9 |
|
|
86.4 |
|
Other expense (income),
net |
8.5 |
|
|
13.5 |
|
|
(91.8 |
) |
|
182.9 |
|
Earnings
(Loss) before Income Taxes |
22.4 |
|
|
(65.8 |
) |
|
74.4 |
|
|
(30.1 |
) |
Income tax expense
(benefit) |
8.2 |
|
|
(28.8 |
) |
|
26.1 |
|
|
(26.8 |
) |
Net
Earnings (Loss) Including Noncontrolling Interest |
14.2 |
|
|
(37.0 |
) |
|
48.3 |
|
|
(3.3 |
) |
Less: Net loss attributable to
noncontrolling interest |
- |
|
|
- |
|
|
- |
|
|
- |
|
Net
Earnings (Loss) |
14.2 |
|
|
(37.0 |
) |
|
48.3 |
|
|
(3.3 |
) |
Preferred stock dividends |
(3.3 |
) |
|
(3.4 |
) |
|
(13.5 |
) |
|
(25.1 |
) |
Net
Earnings (Loss) Available to Common Shareholders |
$ |
10.9 |
|
|
$ |
(40.4 |
) |
|
$ |
34.8 |
|
|
$ |
(28.4 |
) |
|
|
|
|
|
|
|
|
Earnings
(Loss) per Common Share: |
|
|
|
|
|
|
|
Basic |
$ |
0.16 |
|
|
$ |
(0.58 |
) |
|
$ |
0.51 |
|
|
$ |
(0.41 |
) |
Diluted |
$ |
0.16 |
|
|
$ |
(0.58 |
) |
|
$ |
0.50 |
|
|
$ |
(0.41 |
) |
|
|
|
|
|
|
|
|
Weighted-Average Common Shares Outstanding: |
|
|
|
|
|
|
|
Basic |
66.1 |
|
|
69.6 |
|
|
67.8 |
|
|
68.8 |
|
Diluted |
68.3 |
|
|
69.6 |
|
|
69.9 |
|
|
68.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
CONDENSED
CONSOLIDATED BALANCE SHEETS (Unaudited)
(in millions)
|
September 30, 2017 |
|
September 30, 2016 |
ASSETS |
Current
Assets |
|
|
|
Cash and cash equivalents |
$ |
1,525.9 |
|
|
$ |
1,143.6 |
|
Restricted cash |
4.2 |
|
|
8.4 |
|
Receivables, net |
480.6 |
|
|
385.0 |
|
Inventories |
573.5 |
|
|
503.1 |
|
Prepaid expenses and other
current assets |
31.7 |
|
|
36.8 |
|
Total
Current Assets |
2,615.9 |
|
|
2,076.9 |
|
|
|
|
|
Property, net |
1,690.7 |
|
|
1,354.4 |
|
Goodwill |
4,032.0 |
|
|
3,079.7 |
|
Other intangible assets,
net |
3,353.9 |
|
|
2,833.7 |
|
Other assets |
184.3 |
|
|
15.9 |
|
Total
Assets |
$ |
11,876.8 |
|
|
$ |
9,360.6 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS'
EQUITY |
Current
Liabilities |
|
|
|
Current portion of long-term
debt |
$ |
22.1 |
|
|
$ |
12.3 |
|
Accounts payable |
336.0 |
|
|
264.4 |
|
Other current liabilities |
346.3 |
|
|
357.3 |
|
Total
Current Liabilities |
704.4 |
|
|
634.0 |
|
|
|
|
|
Long-term debt |
7,149.1 |
|
|
4,551.2 |
|
Deferred income taxes |
905.8 |
|
|
726.5 |
|
Other liabilities |
327.8 |
|
|
440.3 |
|
Total
Liabilities |
9,087.1 |
|
|
6,352.0 |
|
|
|
|
|
Shareholders' Equity |
|
|
|
Preferred stock |
- |
|
|
- |
|
Common stock |
0.7 |
|
|
0.7 |
|
Additional paid-in
capital |
3,566.5 |
|
|
3,546.0 |
|
Accumulated deficit |
(376.0 |
) |
|
(424.3 |
) |
Accumulated other
comprehensive loss |
(40.0 |
) |
|
(60.4 |
) |
Treasury stock, at cost |
(371.2 |
) |
|
(53.4 |
) |
Total
Shareholders' Equity excluding Noncontrolling
Interest |
2,780.0 |
|
|
3,008.6 |
|
Noncontrolling Interest |
9.7 |
|
|
- |
|
Total
Shareholders' Equity |
2,789.7 |
|
|
3,008.6 |
|
Total
Liabilities and Shareholders' Equity |
$ |
11,876.8 |
|
|
$ |
9,360.6 |
|
|
SELECTED
CONDENSED CONSOLIDATED CASH FLOW INFORMATION
(Unaudited)
(in millions)
|
Year Ended
September 30, |
|
2017 |
|
2016 |
Cash
provided by (used in): |
|
|
|
Operating activities |
$ |
386.7 |
|
|
$ |
502.4 |
|
Investing activities,
including capital expenditures of $190.4 and $121.5 |
(2,090.8 |
) |
|
(196.1 |
) |
Financing activities |
2,053.1 |
|
|
(4.5 |
) |
Effect of exchange rate
changes on cash and cash equivalents |
33.3 |
|
|
0.4 |
|
Net
increase in cash and cash equivalents |
$ |
382.3 |
|
|
$ |
302.2 |
|
|
SEGMENT
INFORMATION (Unaudited)
(in millions)
|
|
|
Three Months Ended
September 30, |
|
Year Ended
September 30, |
|
|
2017 |
|
2016 |
|
2017 |
|
2016 |
Net
Sales |
|
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
492.2 |
|
|
$ |
473.1 |
|
|
$ |
1,851.5 |
|
|
$ |
1,838.5 |
|
|
Michael Foods Group |
537.2 |
|
|
522.6 |
|
|
2,116.2 |
|
|
2,184.7 |
|
|
Active Nutrition |
193.3 |
|
|
159.0 |
|
|
713.2 |
|
|
574.7 |
|
|
Private Brands |
113.4 |
|
|
106.1 |
|
|
432.5 |
|
|
429.1 |
|
|
Weetabix |
112.4 |
|
|
- |
|
|
112.4 |
|
|
- |
|
|
Eliminations |
- |
|
|
- |
|
|
- |
|
|
(0.2 |
) |
|
Total |
$ |
1,448.5 |
|
|
$ |
1,260.8 |
|
|
$ |
5,225.8 |
|
|
$ |
5,026.8 |
|
Segment
Profit |
|
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
86.5 |
|
|
$ |
81.1 |
|
|
$ |
359.0 |
|
|
$ |
302.9 |
|
|
Michael Foods Group |
61.0 |
|
|
40.6 |
|
|
133.1 |
|
|
276.6 |
|
|
Active Nutrition |
22.3 |
|
|
2.7 |
|
|
96.4 |
|
|
44.7 |
|
|
Private Brands |
10.9 |
|
|
7.4 |
|
|
31.5 |
|
|
28.0 |
|
|
Weetabix |
14.5 |
|
|
- |
|
|
14.5 |
|
|
- |
|
|
Total segment profit |
195.2 |
|
|
131.8 |
|
|
634.5 |
|
|
652.2 |
|
|
General corporate expenses and
other |
52.6 |
|
|
23.5 |
|
|
87.7 |
|
|
106.5 |
|
|
Impairment of goodwill |
26.5 |
|
|
- |
|
|
26.5 |
|
|
- |
|
|
Interest expense, net |
85.2 |
|
|
74.2 |
|
|
314.8 |
|
|
306.5 |
|
|
Loss on extinguishment of
debt, net |
- |
|
|
86.4 |
|
|
222.9 |
|
|
86.4 |
|
|
Other expense (income),
net |
8.5 |
|
|
13.5 |
|
|
(91.8 |
) |
|
182.9 |
|
|
|
Earnings
(Loss) before Income Taxes |
$ |
22.4 |
|
|
$ |
(65.8 |
) |
|
$ |
74.4 |
|
|
$ |
(30.1 |
) |
SUPPLEMENTAL
MICHAEL FOODS GROUP SEGMENT INFORMATION (Unaudited)
The below table presents net sales and volume
percentage changes for the current quarter compared to the prior
year quarter for additional products within the Michael Foods Group
segment.
Product |
|
Net Sales Percentage
Change |
|
Volume Percentage
Change |
Potato |
|
9.8 |
% |
|
9.6 |
% |
Cheese |
|
(20.4 |
%) |
|
(23.1 |
%) |
Pasta |
|
(3.0 |
%) |
|
(3.3 |
%) |
PRO FORMA
INFORMATION
Pro forma net sales and pro forma volumes, as used
in the text of this release, are defined as the comparison of the
GAAP results for the three-month period ended September 30, 2017 to
the same three-month period in fiscal 2016, adjusted to include
results of the acquired business for the period presented in the
table below. Pro forma net sales and pro forma volumes have not
been prepared in accordance with the requirements of Article 11 of
Regulation S-X.
Business |
|
Type |
|
Segment |
|
Pro Forma
Period |
|
National Pasteurized Eggs |
|
Acquisition |
|
Michael Foods Group |
|
July 1, 2016 - September 30,
2016 |
|
Weetabix
|
|
Acquisition
|
|
Post Consumer Brands |
|
July 3, 2016 - October 1,
2016
|
|
and Weetabix |
|
RECONCILIATION OF NET SALES TO PRO FORMA NET SALES
(Unaudited)
(in millions)
|
Three Months Ended September 30, |
|
2017 |
|
2016 |
Net Sales |
$ |
1,448.5 |
|
|
$ |
1,260.8 |
|
Pre-acquisition net sales from
Weetabix |
- |
|
|
140.8 |
|
Pre-acquisition net sales from
National Pasteurized Eggs |
- |
|
|
26.2 |
|
Pro Forma Net Sales |
$ |
1,448.5 |
|
|
$ |
1,427.8 |
|
|
|
|
|
Post Consumer Brands Net
Sales |
$ |
492.2 |
|
|
$ |
473.1 |
|
Pre-acquisition net sales from
Weetabix |
- |
|
|
33.8 |
|
Pro Forma Net Sales |
$ |
492.2 |
|
|
$ |
506.9 |
|
|
|
|
|
Michael Foods Group Net
Sales |
$ |
537.2 |
|
|
$ |
522.6 |
|
Pre-acquisition net sales from
National Pasteurized Eggs |
- |
|
|
26.2 |
|
Pro Forma Net Sales |
$ |
537.2 |
|
|
$ |
548.8 |
|
|
|
|
|
Weetabix Net Sales |
$ |
112.4 |
|
|
$ |
- |
|
Pre-acquisition net sales from
Weetabix |
- |
|
|
107.0 |
|
Pro Forma Net Sales |
$ |
112.4 |
|
|
$ |
107.0 |
|
RECONCILIATION OF POST CONSUMER BRANDS VOLUMES PERCENTAGE
CHANGE
TO PRO FORMA POST CONSUMER BRANDS VOLUMES
PERCENTAGE CHANGE (Unaudited)
|
Three Months Ended September 30,
2017 |
Volumes Percentage Change |
2.9 |
% |
Impact of inclusion of
pre-acquisition volumes of Weetabix |
(5.6 |
%) |
Pro Forma Volumes Percentage
Change |
(2.7 |
%) |
RECONCILIATION OF EGG NET SALES PERCENTAGE CHANGE AND EGG
VOLUMES PERCENTAGE CHANGE
TO PRO FORMA EGG NET SALES PERCENTAGE CHANGE
AND PRO FORMA EGG VOLUMES PERCENTAGE CHANGE
(Unaudited)
|
Three Months Ended September 30,
2017 |
Egg Net Sales Percentage
Change |
8.2 |
% |
Impact of inclusion of
pre-acquisition net sales of National Pasteurized Eggs |
(7.8 |
%) |
Pro Forma Egg Net Sales
Percentage Change |
0.4 |
% |
|
|
Egg Volumes Percentage
Change |
7.9 |
% |
Impact of inclusion of
pre-acquisition volumes of National Pasteurized Eggs |
(4.5 |
%) |
Pro Forma Egg Volumes
Percentage Change |
3.5 |
% |
EXPLANATION
AND RECONCILIATION OF NON-GAAP MEASURES
The Company uses certain non-GAAP measures in this
release to supplement the financial measures prepared in accordance
with U.S. generally accepted accounting principles (GAAP). These
non-GAAP measures include total segment profit, Adjusted net
earnings, Adjusted diluted earnings per common share, Adjusted
EBITDA and segment Adjusted EBITDA. The reconciliation of each of
these non-GAAP measures to the most directly comparable GAAP
measure is provided in the tables following this section.
Non-GAAP measures are not prepared in accordance
with GAAP, as they exclude certain items as described below. These
non-GAAP measures may not be comparable to similarly titled
measures of other companies.
Total segment profit
Total segment profit represents the aggregation of the segment
profit for each of the Company's reportable segments. The Company
believes total segment profit is useful to investors in evaluating
the Company's operating performance because it facilitates
period-to-period comparison of results of segment operations.
Adjusted net earnings and Adjusted diluted
earnings per common share
The Company believes Adjusted net earnings and Adjusted diluted
earnings per common share are useful to investors in evaluating the
Company's operating performance because they exclude items that
affect the comparability of the Company's financial results and
could potentially distort an understanding of the trends in
business performance.
Adjusted net earnings and Adjusted diluted
earnings per common share are adjusted for the following items:
a. Non-cash
mark-to-market adjustments and cash settlements on interest rate
and cross-currency swaps: The Company has excluded the impact
of non-cash mark-to-market adjustments and cash settlements on
interest rate and cross-currency swaps due to the inherent
uncertainty and volatility associated with such amounts based on
changes in assumptions with respect to estimates of fair value and
economic conditions and the amount and frequency of such
adjustments and settlements are not consistent.
b. Premium on debt extinguishment: The
Company has excluded payments for premiums on debt extinguishment
as such payments are inconsistent in amount and frequency.
Additionally, the Company believes that these costs do not reflect
expected ongoing future operating expenses and do not contribute to
a meaningful evaluation of the Company's current operating
performance or comparisons of the Company's operating performance
to other periods.
c. Provision for legal settlement: The
Company has excluded gains and losses recorded to recognize the
anticipated or actual resolution of certain litigation as the
Company believes such gains and losses do not reflect expected
ongoing future operating income and expenses and do not contribute
to a meaningful evaluation of the Company's current operating
performance or comparisons of the Company's operating performance
to other periods.
d. Net foreign currency gains and losses
for purchase price of acquisition: The Company has
excluded net foreign currency gains and losses for the purchase
price of acquisitions as the Company believes such gains and losses
do not reflect expected ongoing future operating income and expense
and do not contribute to a meaningful evaluation of the Company's
current operating performance or comparisons of the Company's
operating performance to other periods.
e. Transaction costs and integration
costs: The Company has excluded transaction costs related to
professional service fees and other related costs associated with
signed and closed business combinations and divestitures and
integration costs incurred to integrate acquired or to-be-acquired
businesses as the Company believes that these exclusions allow for
more meaningful evaluation of the Company's current operating
performance and comparisons of the Company's operating performance
to other periods. The Company believes such costs are generally not
relevant to assessing or estimating the long-term performance of
acquired assets as part of the Company or the performance of the
divested assets, and are not factored into management's evaluation
of potential acquisitions or its performance after completion of an
acquisition or the evaluation to divest an asset. In addition, the
frequency and amount of such charges varies significantly based on
the size and timing of the acquisitions and divestitures and the
maturity of the businesses being acquired or divested. Also, the
size, complexity and/or volume of past acquisitions and
divestitures, which often drive the magnitude of such expenses, may
not be indicative of the size, complexity and/or volume of future
acquisitions or divestitures. By excluding these expenses,
management is better able to evaluate the Company's ability to
utilize its existing assets and estimate the long-term value that
acquired assets will generate for the Company. Furthermore, the
Company believes that the adjustments of these items more closely
correlate with the sustainability of the Company's operating
performance.
f. Impairment of goodwill: The
Company has excluded expenses for impairments of goodwill as such
non-cash amounts are inconsistent in amount and frequency and the
Company believes that these costs do not reflect expected ongoing
future operating expenses and do not contribute to a meaningful
evaluation of the Company's current operating performance or
comparisons of the Company's operating performance to other
periods.
g. Restructuring and plant closure costs,
including accelerated depreciation: The Company has excluded
certain costs associated with facility closures as the amount and
frequency of such adjustments are not consistent. Additionally, the
Company believes that these costs do not reflect expected ongoing
future operating expenses and do not contribute to a meaningful
evaluation of the Company's current operating performance or
comparisons of the Company's operating performance to other
periods.
h. Assets held for sale: The Company
has excluded adjustments recorded to adjust the carrying value of
facilities and other assets classified as held for sale as such
adjustments represent non-cash items and the amount and frequency
of such adjustments are not consistent. Additionally, the Company
believes that these adjustments do not reflect expected ongoing
future operating expenses and do not contribute to a meaningful
evaluation of the Company's current operating performance or
comparisons of the Company's operating performance to other
periods.
i. Inventory valuation adjustments on
acquired businesses: The Company has excluded the impact of
fair value step-up adjustments to inventory in connection with
business combinations as such adjustments represent non-cash items,
are not consistent in amount and frequency and are significantly
impacted by the timing and size of the Company's
acquisitions.
j. Mark-to-market adjustments on commodity
and foreign exchange hedges: The Company has excluded the
impact of mark-to-market adjustments on commodity and foreign
exchange hedges due to the inherent uncertainty and volatility
associated with such amounts based on changes in assumptions with
respect to fair value estimates. Additionally, these adjustments
are primarily non-cash items and the amount and frequency of such
adjustments are not consistent.
k. Gain on sale of business: The
Company has excluded gains recorded on divestitures as the amount
and frequency of such gains are not consistent. Additionally, the
Company believes that these gains do not reflect expected ongoing
future operating income and do not contribute to a meaningful
evaluation of the Company's current operating performance or
comparisons of the Company's operating performance to other
periods.
l. Foreign currency gains and losses on
intercompany loans: The Company has excluded the impact of
foreign currency fluctuations related to intercompany loans
denominated in currencies other than the functional currency of the
respective legal entity in evaluating Company performance to allow
for more meaningful comparisons of performance to other
periods.
m. Income Tax: The Company has
included the income tax impact of the non-GAAP adjustments using
the statutory income tax rate, as noted in the footnote of the
reconciliation tables, as the Company believes that the Company's
GAAP effective income tax rate as reported is not representative of
the income tax expense impact of the adjustments.
n. Preferred stock: The Company has
included dividend and weighted-average diluted share adjustments
related to its convertible preferred stock using the "if-converted"
method when the convertible preferred stock is dilutive on an
adjusted basis.
Adjusted EBITDA and segment Adjusted
EBITDA
The Company believes that Adjusted EBITDA is useful to investors in
evaluating the Company's operating performance and liquidity
because (i) we believe it is widely used to measure a company's
operating performance without regard to items such as depreciation
and amortization, which can vary depending upon accounting methods
and the book value of assets, (ii) it presents a measure of
corporate performance exclusive of the Company's capital structure
and the method by which the assets were acquired, and (iii) it is a
financial indicator of a company's ability to service its debt, as
the Company is required to comply with certain covenants and
limitations that are based on variations of EBITDA in the Company's
financing documents. The Company believes that segment Adjusted
EBITDA is useful to investors in evaluating the Company's operating
performance because it allows for assessment of the operating
performance of each reportable segment. Management uses Adjusted
EBITDA to provide forward-looking guidance and uses Adjusted EBITDA
and segment Adjusted EBITDA to forecast future results.
Adjusted EBITDA and segment Adjusted EBITDA
reflect adjustments for interest expense, net, income tax expense
(benefit), depreciation and amortization, as well as the
adjustments discussed above reflected in Adjusted net earnings and
Adjusted diluted earnings per common share, but do not adjust for
the premium on debt extinguishment, income tax and preferred stock
adjustments as discussed above, and adjust for the following
items:
o. Loss on
extinguishment of debt, net: The Company has excluded net
losses recorded on extinguishment of debt, inclusive of payments
for premiums, the write-off of debt issuance costs, and the
write-off of net unamortized debt premiums and discounts, as such
losses are inconsistent in amount and frequency. Additionally, the
Company believes that these costs do not reflect expected ongoing
future operating expenses and do not contribute to a meaningful
evaluation of the Company's current operating performance or
comparisons of the Company's operating performance to other
periods.
p. Non-cash stock-based
compensation: The Company's compensation strategy includes the
use of stock-based compensation to attract and retain executives
and employees by aligning their long-term compensation interests
with shareholders' investment interests. The Company has excluded
non-cash stock-based compensation as non-cash stock-based
compensation can vary significantly based on reasons such as the
timing, size and nature of the awards granted and subjective
assumptions which are unrelated to operational decisions and
performance in any particular period and do not contribute to
meaningful comparisons of the Company's operating performance to
other periods.
q. Noncontrolling interest
adjustment: The Company has included adjustments for
interest expense, income tax expense, and depreciation and
amortization for consolidated joint ventures which are attributable
to the noncontrolling owners of the consolidated joint
ventures.
r. Equity method investment
adjustment: The Company has included adjustments for its
portion of interest expense, income tax expense, and depreciation
and amortization for unconsolidated joint ventures.
RECONCILIATION OF NET EARNINGS (LOSS) AVAILABLE TO COMMON
SHAREHOLDERS
TO ADJUSTED NET EARNINGS
(Unaudited)
(in millions)
|
|
Three Months Ended
September 30, |
|
Year Ended
September 30, |
|
|
2017 |
|
2016 |
|
2017 |
|
2016 |
Net
Earnings (Loss) Available to Common Shareholders |
$ |
10.9 |
|
|
$ |
(40.4 |
) |
|
$ |
34.8 |
|
|
$ |
(28.4 |
) |
Dilutive preferred stock
dividends |
- |
|
|
- |
|
|
- |
|
|
- |
|
Net
Earnings (Loss) for Diluted Earnings (Loss) per Share |
10.9 |
|
|
(40.4 |
) |
|
34.8 |
|
|
(28.4 |
) |
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
|
Non-cash mark-to-market
adjustments and cash settlements on interest rate and
cross-currency swaps |
8.5 |
|
|
13.5 |
|
|
(91.8 |
) |
|
182.9 |
|
|
Premium on debt
extinguishment |
- |
|
|
88.0 |
|
|
219.8 |
|
|
88.0 |
|
|
Provision for legal
settlement |
- |
|
|
24.0 |
|
|
73.6 |
|
|
34.0 |
|
|
Net foreign currency losses
(gains) for purchase price of acquisition |
3.5 |
|
|
- |
|
|
(30.0 |
) |
|
- |
|
|
Transaction costs |
23.0 |
|
|
0.1 |
|
|
29.1 |
|
|
1.2 |
|
|
Integration costs |
3.0 |
|
|
2.3 |
|
|
8.8 |
|
|
19.3 |
|
|
Impairment of goodwill |
26.5 |
|
|
- |
|
|
26.5 |
|
|
- |
|
|
Restructuring and plant
closure costs, including accelerated depreciation |
- |
|
|
0.3 |
|
|
0.2 |
|
|
6.7 |
|
|
Assets held for sale |
- |
|
|
(0.2 |
) |
|
(0.2 |
) |
|
9.3 |
|
|
Inventory valuation
adjustments on acquired businesses |
18.2 |
|
|
- |
|
|
18.2 |
|
|
1.1 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges |
(0.1 |
) |
|
4.5 |
|
|
(3.9 |
) |
|
(0.9 |
) |
|
Gain on sale of business |
- |
|
|
- |
|
|
- |
|
|
(2.0 |
) |
|
Foreign currency gain on
intercompany loans |
- |
|
|
- |
|
|
- |
|
|
(0.1 |
) |
|
Total
Net Adjustments |
82.6 |
|
|
132.5 |
|
|
250.3 |
|
|
339.5 |
|
Income tax effect on
adjustments (1) |
(28.9 |
) |
|
(46.4 |
) |
|
(87.6 |
) |
|
(118.8 |
) |
Non-GAAP dilutive preferred
stock dividends adjustment (2) |
3.3 |
|
|
3.4 |
|
|
13.5 |
|
|
13.5 |
|
Adjusted
Net Earnings |
$ |
67.9 |
|
|
$ |
49.1 |
|
|
$ |
211.0 |
|
|
$ |
205.8 |
|
|
|
|
|
|
|
|
|
|
(1) Income tax effect on
adjustments is calculated using the statutory rate of 35.0% for all
periods. |
(2) Potentially dilutive
convertible preferred stock is calculated using the "if-converted"
method. On a GAAP basis, the convertible preferred stock was
anti-dilutive for all periods. On an adjusted basis, a portion of
the convertible preferred stock was dilutive for all periods. The
adjustment in the table above reflects the add back of dividends
related to the portion of the convertible preferred stock that was
dilutive on an adjusted basis. |
|
RECONCILIATION OF WEIGHTED-AVERAGE DILUTED SHARES
OUTSTANDING
TO ADJUSTED WEIGHTED-AVERAGE DILUTED SHARES
OUTSTANDING (Unaudited)
(in millions)
Adjusted diluted earnings per share is based on
the weighted-average number of common shares used for the Diluted
Earnings (Loss) per Common Share calculation, potentially adjusted
for dilutive securities that were anti-dilutive for Diluted
Earnings (Loss) per Common Share.
|
|
Three Months Ended
September 30, |
|
Year Ended
September 30, |
|
|
2017 |
|
2016 |
|
2017 |
|
2016 |
Weighted-average shares for
diluted earnings (loss) per share |
68.3 |
|
|
69.6 |
|
|
69.9 |
|
|
68.8 |
|
Effect of securities that were
anti-dilutive for diluted earnings (loss) per share: |
|
|
|
|
|
|
|
|
Stock options |
- |
|
|
1.3 |
|
|
- |
|
|
1.2 |
|
|
Stock appreciation rights |
- |
|
|
0.1 |
|
|
- |
|
|
0.1 |
|
|
Restricted stock awards |
- |
|
|
0.2 |
|
|
- |
|
|
0.3 |
|
|
Preferred shares conversion to
common (1) |
9.1 |
|
|
9.1 |
|
|
9.1 |
|
|
9.1 |
|
Adjusted weighted-average
shares for adjusted diluted earnings per share |
77.4 |
|
|
80.3 |
|
|
79.0 |
|
|
79.5 |
|
|
|
|
|
|
|
|
|
|
(1) Potentially dilutive
convertible preferred stock is calculated using the "if-converted"
method. On a GAAP basis, the convertible preferred stock was
anti-dilutive for all periods. On an adjusted basis, a portion of
the convertible preferred stock was dilutive for all periods. The
adjustments in the table above reflect the portion of
weighted-average shares of the convertible preferred stock that
were dilutive on an adjusted basis. |
|
RECONCILIATION OF DILUTED EARNINGS (LOSS) PER COMMON
SHARE
TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE
(Unaudited)
|
|
Three Months Ended
September 30, |
|
Year Ended
September 30, |
|
|
2017 |
|
2016 |
|
2017 |
|
2016 |
Diluted
Earnings (Loss) per Common Share |
$ |
0.16 |
|
|
$ |
(0.58 |
) |
|
$ |
0.50 |
|
|
$ |
(0.41 |
) |
Adjustment to Diluted Earnings (Loss) per Common
Share (1) |
(0.02 |
) |
|
0.08 |
|
|
(0.06 |
) |
|
0.05 |
|
Adjusted
Diluted Earnings (Loss) per Common Share, as calculated using
adjusted weighted-average diluted shares (1) |
0.14 |
|
|
(0.50 |
) |
|
0.44 |
|
|
(0.36 |
) |
|
|
|
|
|
|
|
|
Adjustments (2): |
|
|
|
|
|
|
|
|
Non-cash mark-to-market
adjustments and cash settlements on interest rate and
cross-currency swaps |
0.11 |
|
|
0.17 |
|
|
(1.16 |
) |
|
2.30 |
|
|
Premium on debt
extinguishment |
- |
|
|
1.09 |
|
|
2.78 |
|
|
1.11 |
|
|
Provision for legal
settlement |
- |
|
|
0.30 |
|
|
0.93 |
|
|
0.43 |
|
|
Net foreign currency losses
(gains) for purchase price of acquisition |
0.05 |
|
|
- |
|
|
(0.38 |
) |
|
- |
|
|
Transaction costs |
0.30 |
|
|
- |
|
|
0.37 |
|
|
0.02 |
|
|
Integration costs |
0.04 |
|
|
0.03 |
|
|
0.11 |
|
|
0.24 |
|
|
Impairment of goodwill |
0.34 |
|
|
- |
|
|
0.34 |
|
|
- |
|
|
Restructuring and plant
closure costs, including accelerated depreciation |
- |
|
|
- |
|
|
- |
|
|
0.08 |
|
|
Assets held for sale |
- |
|
|
- |
|
|
- |
|
|
0.12 |
|
|
Inventory valuation
adjustments on acquired businesses |
0.23 |
|
|
- |
|
|
0.23 |
|
|
0.01 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges |
- |
|
|
0.06 |
|
|
(0.05 |
) |
|
(0.01 |
) |
|
Gain on sale of business |
- |
|
|
- |
|
|
- |
|
|
(0.03 |
) |
|
Total
Net Adjustments |
1.07 |
|
|
1.65 |
|
|
3.17 |
|
|
4.27 |
|
Income tax effect on
adjustments (3) |
(0.37 |
) |
|
(0.58 |
) |
|
(1.11 |
) |
|
(1.49 |
) |
Non-GAAP dilutive preferred
stock dividends adjustment (4) |
0.04 |
|
|
0.04 |
|
|
0.17 |
|
|
0.17 |
|
Adjusted
Diluted Earnings per Common Share |
$ |
0.88 |
|
|
$ |
0.61 |
|
|
$ |
2.67 |
|
|
$ |
2.59 |
|
|
|
|
|
|
|
|
|
|
(1) Represents the effect
of the change in adjusted weighted-average diluted shares (as
reconciled in the prior table), after consideration of the
adjustments (which are presented in this table). |
(2) Per share adjustments
are based on adjusted weighted-average diluted shares (as
reconciled in the prior table). |
(3) Income tax effect on
adjustments is calculated using the statutory rate of 35.0% for all
periods. |
(4) Potentially dilutive
convertible preferred stock is calculated using the "if-converted"
method. On a GAAP basis, the convertible preferred stock was
anti-dilutive for all periods. On an adjusted basis, a portion of
the convertible preferred stock was dilutive for all periods. The
adjustment in the table above reflects the add back of dividends
related to the portion of the convertible preferred stock that was
dilutive on an adjusted basis. |
|
RECONCILIATION OF NET EARNINGS (LOSS) TO ADJUSTED EBITDA
(Unaudited)
(in millions)
|
Three Months Ended
September 30, |
|
Year Ended
September 30, |
|
2017 |
|
2016 |
|
2017 |
|
2016 |
Net
Earnings (Loss) |
$ |
14.2 |
|
|
$ |
(37.0 |
) |
|
$ |
48.3 |
|
|
$ |
(3.3 |
) |
Income tax expense
(benefit) |
8.2 |
|
|
(28.8 |
) |
|
26.1 |
|
|
(26.8 |
) |
Interest expense, net |
85.2 |
|
|
74.2 |
|
|
314.8 |
|
|
306.5 |
|
Loss on extinguishment of
debt, net |
- |
|
|
86.4 |
|
|
222.9 |
|
|
86.4 |
|
Non-cash mark-to-market
adjustments and cash settlements on interest rate and
cross-currency swaps |
8.5 |
|
|
13.5 |
|
|
(91.8 |
) |
|
182.9 |
|
Depreciation and amortization,
including accelerated depreciation |
90.2 |
|
|
75.9 |
|
|
323.1 |
|
|
302.8 |
|
Provision for legal
settlement |
- |
|
|
24.0 |
|
|
73.6 |
|
|
34.0 |
|
Net foreign currency losses
(gains) for purchase price of acquisition |
3.5 |
|
|
- |
|
|
(30.0 |
) |
|
- |
|
Non-cash stock-based
compensation |
6.2 |
|
|
4.3 |
|
|
23.6 |
|
|
17.2 |
|
Transaction costs |
23.0 |
|
|
0.1 |
|
|
29.1 |
|
|
1.2 |
|
Integration costs |
3.0 |
|
|
2.3 |
|
|
8.8 |
|
|
19.3 |
|
Impairment of goodwill |
26.5 |
|
|
- |
|
|
26.5 |
|
|
- |
|
Restructuring and plant
closure costs |
- |
|
|
0.3 |
|
|
0.2 |
|
|
6.3 |
|
Assets held for sale |
- |
|
|
(0.2 |
) |
|
(0.2 |
) |
|
9.3 |
|
Inventory valuation
adjustments on acquired businesses |
18.2 |
|
|
- |
|
|
18.2 |
|
|
1.1 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges |
(0.1 |
) |
|
4.5 |
|
|
(3.9 |
) |
|
(0.9 |
) |
Gain on sale of business |
- |
|
|
- |
|
|
- |
|
|
(2.0 |
) |
Noncontrolling interest
adjustment |
(0.4 |
) |
|
- |
|
|
(0.4 |
) |
|
- |
|
Equity method investment
adjustment |
0.2 |
|
|
- |
|
|
0.2 |
|
|
- |
|
Foreign currency gain on
intercompany loans |
- |
|
|
- |
|
|
- |
|
|
(0.1 |
) |
Adjusted
EBITDA |
$ |
286.4 |
|
|
$ |
219.5 |
|
|
$ |
989.1 |
|
|
$ |
933.9 |
|
Adjusted
EBITDA as a percentage of Net Sales |
19.8 |
% |
|
17.4 |
% |
|
18.9 |
% |
|
18.6 |
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)
THREE MONTHS ENDED SEPTEMBER 30,
2017
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit |
$ |
86.5 |
|
|
$ |
61.0 |
|
|
$ |
22.3 |
|
|
$ |
10.9 |
|
|
$ |
14.5 |
|
|
$ |
- |
|
|
$ |
195.2 |
|
General corporate expenses and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(52.6 |
) |
|
(52.6 |
) |
Impairment of goodwill |
- |
|
|
- |
|
|
(26.5 |
) |
|
- |
|
|
- |
|
|
- |
|
|
(26.5 |
) |
Operating Profit (Loss) |
86.5 |
|
|
61.0 |
|
|
(4.2 |
) |
|
10.9 |
|
|
14.5 |
|
|
(52.6 |
) |
|
116.1 |
|
Depreciation and
amortization |
32.5 |
|
|
37.5 |
|
|
6.5 |
|
|
5.0 |
|
|
7.7 |
|
|
1.0 |
|
|
90.2 |
|
Net foreign currency losses
for purchase price of acquisition |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
3.5 |
|
|
3.5 |
|
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
6.2 |
|
|
6.2 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
23.0 |
|
|
23.0 |
|
Integration costs |
3.0 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
3.0 |
|
Impairment of goodwill |
- |
|
|
- |
|
|
26.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
26.5 |
|
Inventory valuation
adjustments on acquired businesses |
3.0 |
|
|
- |
|
|
- |
|
|
- |
|
|
15.2 |
|
|
- |
|
|
18.2 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges |
(0.1 |
) |
|
0.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.5 |
) |
|
(0.1 |
) |
Noncontrolling interest
adjustment |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.4 |
) |
|
- |
|
|
(0.4 |
) |
Equity method investment
adjustment |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.2 |
|
|
- |
|
|
0.2 |
|
Adjusted
EBITDA |
$ |
124.9 |
|
|
$ |
99.0 |
|
|
$ |
28.8 |
|
|
$ |
15.9 |
|
|
$ |
37.2 |
|
|
$ |
(19.4 |
) |
|
$ |
286.4 |
|
Adjusted
EBITDA as a percentage of Net Sales |
25.4 |
% |
|
18.4 |
% |
|
14.9 |
% |
|
14.0 |
% |
|
33.1 |
% |
|
- |
|
|
19.8 |
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)
THREE MONTHS ENDED SEPTEMBER 30,
2016
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit |
$ |
81.1 |
|
|
$ |
40.6 |
|
|
$ |
2.7 |
|
|
$ |
7.4 |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
131.8 |
|
General corporate expenses and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(23.5 |
) |
|
(23.5 |
) |
Operating Profit |
81.1 |
|
|
40.6 |
|
|
2.7 |
|
|
7.4 |
|
|
- |
|
|
(23.5 |
) |
|
108.3 |
|
Depreciation and
amortization |
28.5 |
|
|
35.2 |
|
|
6.2 |
|
|
4.9 |
|
|
- |
|
|
1.1 |
|
|
75.9 |
|
Provision for legal
settlement |
- |
|
|
18.5 |
|
|
5.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
24.0 |
|
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
4.3 |
|
|
4.3 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.1 |
|
|
0.1 |
|
Integration costs |
2.3 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
2.3 |
|
Restructuring and plant
closure costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.3 |
|
|
0.3 |
|
Assets held for sale |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.2 |
) |
|
(0.2 |
) |
Mark-to-market adjustments on
commodity hedges |
- |
|
|
3.3 |
|
|
- |
|
|
- |
|
|
- |
|
|
1.2 |
|
|
4.5 |
|
Foreign currency (gain) loss
on intercompany loans |
- |
|
|
(0.1 |
) |
|
- |
|
|
- |
|
|
- |
|
|
0.1 |
|
|
- |
|
Adjusted
EBITDA |
$ |
111.9 |
|
|
$ |
97.5 |
|
|
$ |
14.4 |
|
|
$ |
12.3 |
|
|
$ |
- |
|
|
$ |
(16.6 |
) |
|
$ |
219.5 |
|
Adjusted
EBITDA as a percentage of Net Sales |
23.7 |
% |
|
18.7 |
% |
|
9.1 |
% |
|
11.6 |
% |
|
- |
|
|
- |
|
|
17.4 |
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)
YEAR ENDED SEPTEMBER 30,
2017
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit |
$ |
359.0 |
|
|
$ |
133.1 |
|
|
$ |
96.4 |
|
|
$ |
31.5 |
|
|
$ |
14.5 |
|
|
$ |
- |
|
|
$ |
634.5 |
|
General corporate expenses and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(87.7 |
) |
|
(87.7 |
) |
Impairment of goodwill |
- |
|
|
- |
|
|
(26.5 |
) |
|
- |
|
|
- |
|
|
- |
|
|
(26.5 |
) |
Operating Profit |
359.0 |
|
|
133.1 |
|
|
69.9 |
|
|
31.5 |
|
|
14.5 |
|
|
(87.7 |
) |
|
520.3 |
|
Depreciation and
amortization |
118.8 |
|
|
147.5 |
|
|
25.3 |
|
|
20.1 |
|
|
7.7 |
|
|
3.7 |
|
|
323.1 |
|
Provision for legal
settlement |
(0.9 |
) |
|
74.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
73.6 |
|
Net foreign currency gains for
purchase price of acquisition |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(30.0 |
) |
|
(30.0 |
) |
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
23.6 |
|
|
23.6 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
29.1 |
|
|
29.1 |
|
Integration costs |
8.8 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
8.8 |
|
Impairment of goodwill |
- |
|
|
- |
|
|
26.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
26.5 |
|
Restructuring and plant
closure costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.2 |
|
|
0.2 |
|
Assets held for sale |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.2 |
) |
|
(0.2 |
) |
Inventory valuation
adjustments on acquired businesses |
3.0 |
|
|
- |
|
|
- |
|
|
- |
|
|
15.2 |
|
|
- |
|
|
18.2 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges |
(0.1 |
) |
|
(1.9 |
) |
|
- |
|
|
- |
|
|
- |
|
|
(1.9 |
) |
|
(3.9 |
) |
Noncontrolling interest
adjustment |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.4 |
) |
|
- |
|
|
(0.4 |
) |
Equity method investment
adjustment |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.2 |
|
|
- |
|
|
0.2 |
|
Adjusted
EBITDA |
$ |
488.6 |
|
|
$ |
353.2 |
|
|
$ |
121.7 |
|
|
$ |
51.6 |
|
|
$ |
37.2 |
|
|
$ |
(63.2 |
) |
|
$ |
989.1 |
|
Adjusted
EBITDA as a percentage of Net Sales |
26.4 |
% |
|
16.7 |
% |
|
17.1 |
% |
|
11.9 |
% |
|
33.1 |
% |
|
- |
|
|
18.9 |
% |
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)
YEAR ENDED SEPTEMBER 30,
2016
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit |
$ |
302.9 |
|
|
$ |
276.6 |
|
|
$ |
44.7 |
|
|
$ |
28.0 |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
652.2 |
|
General corporate expenses and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(106.5 |
) |
|
(106.5 |
) |
Operating Profit |
302.9 |
|
|
276.6 |
|
|
44.7 |
|
|
28.0 |
|
|
- |
|
|
(106.5 |
) |
|
545.7 |
|
Depreciation and amortization,
including accelerated depreciation |
111.7 |
|
|
141.2 |
|
|
25.0 |
|
|
18.9 |
|
|
- |
|
|
6.0 |
|
|
302.8 |
|
Provision for legal
settlement |
- |
|
|
28.5 |
|
|
5.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
34.0 |
|
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
17.2 |
|
|
17.2 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
1.2 |
|
|
1.2 |
|
Integration costs |
19.3 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
19.3 |
|
Restructuring and plant
closure costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
6.3 |
|
|
6.3 |
|
Assets held for sale |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
9.3 |
|
|
9.3 |
|
Inventory valuation
adjustments on acquired businesses |
- |
|
|
1.1 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
1.1 |
|
Mark-to-market adjustments on
commodity hedges |
(0.2 |
) |
|
1.7 |
|
|
- |
|
|
- |
|
|
- |
|
|
(2.4 |
) |
|
(0.9 |
) |
Gain on sale of business |
- |
|
|
(2.0 |
) |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(2.0 |
) |
Foreign currency (gain) loss
on intercompany loans |
- |
|
|
(0.5 |
) |
|
- |
|
|
- |
|
|
- |
|
|
0.4 |
|
|
(0.1 |
) |
Adjusted
EBITDA |
$ |
433.7 |
|
|
$ |
446.6 |
|
|
$ |
75.2 |
|
|
$ |
46.9 |
|
|
$ |
- |
|
|
$ |
(68.5 |
) |
|
$ |
933.9 |
|
Adjusted
EBITDA as a percentage of Net Sales |
23.6 |
% |
|
20.4 |
% |
|
13.1 |
% |
|
10.9 |
% |
|
- |
|
|
- |
|
|
18.6 |
% |
|
HISTORICAL
SEGMENT INFORMATION (Unaudited)
(in millions)
Effective as of the quarter ended September 30,
2017, Post has changed its reportable segments. The following
tables present adjusted historical segment information aligned with
the adjusted segment reporting structure for the historical periods
of the three months ended December 31, 2016, March 31, 2017 and
June 30, 2017.
|
|
Three Months Ended |
|
|
December 31,
2016 |
|
March 31,
2017 |
|
June 30,
2017 |
Net
Sales |
|
Post Consumer Brands |
$ |
447.4 |
|
|
$ |
458.3 |
|
|
$ |
453.6 |
|
|
Michael Foods Group |
539.8 |
|
|
515.0 |
|
|
524.2 |
|
|
Active Nutrition |
153.9 |
|
|
177.3 |
|
|
188.7 |
|
|
Private Brands |
108.7 |
|
|
104.8 |
|
|
105.6 |
|
|
Weetabix |
- |
|
|
- |
|
|
- |
|
|
Total |
$ |
1,249.8 |
|
|
$ |
1,255.4 |
|
|
$ |
1,272.1 |
|
Segment
Profit (Loss) |
|
|
|
|
|
|
Post Consumer Brands |
$ |
82.9 |
|
|
$ |
92.1 |
|
|
$ |
97.5 |
|
|
Michael Foods Group |
(17.0 |
) |
|
42.7 |
|
|
46.4 |
|
|
Active Nutrition |
24.9 |
|
|
21.2 |
|
|
28.0 |
|
|
Private Brands |
5.7 |
|
|
7.5 |
|
|
7.4 |
|
|
Weetabix |
- |
|
|
- |
|
|
- |
|
|
Total segment profit |
96.5 |
|
|
163.5 |
|
|
179.3 |
|
|
General corporate expenses
(income) and other |
20.3 |
|
|
26.0 |
|
|
(11.2 |
) |
|
Interest expense, net |
72.9 |
|
|
80.2 |
|
|
76.5 |
|
|
Loss on extinguishment of
debt, net |
- |
|
|
62.5 |
|
|
160.4 |
|
|
Other (income) expense,
net |
(144.5 |
) |
|
(1.0 |
) |
|
45.2 |
|
|
|
Earnings
(Loss) before Income Taxes |
$ |
147.8 |
|
|
$ |
(4.2 |
) |
|
$ |
(91.6 |
) |
HISTORICAL
RECONCILIATION OF NET EARNINGS (LOSS) TO ADJUSTED EBITDA
(Unaudited)
(in millions)
|
Three Months Ended |
|
December 31,
2016 |
|
March 31,
2017 |
|
June 30,
2017 |
Net
Earnings (Loss) |
$ |
97.6 |
|
|
$ |
(4.0 |
) |
|
$ |
(59.5 |
) |
Income tax expense
(benefit) |
50.2 |
|
|
(0.2 |
) |
|
(32.1 |
) |
Interest expense, net |
72.9 |
|
|
80.2 |
|
|
76.5 |
|
Loss on extinguishment of
debt |
- |
|
|
62.5 |
|
|
160.4 |
|
Non-cash mark-to-market
adjustments and cash settlements on interest rate and
cross-currency swaps |
(144.5 |
) |
|
(1.0 |
) |
|
45.2 |
|
Depreciation and
amortization |
77.1 |
|
|
78.0 |
|
|
77.8 |
|
Provision for legal
settlement |
74.5 |
|
|
(0.9 |
) |
|
- |
|
Net foreign currency gains for
purchase price of acquisition |
- |
|
|
- |
|
|
(33.5 |
) |
Non-cash stock-based
compensation |
4.9 |
|
|
6.5 |
|
|
6.0 |
|
Transaction costs |
0.1 |
|
|
2.6 |
|
|
3.4 |
|
Integration costs |
0.5 |
|
|
4.3 |
|
|
1.0 |
|
Restructuring and plant
closure costs |
0.2 |
|
|
- |
|
|
- |
|
Assets held for sale |
(0.2 |
) |
|
- |
|
|
- |
|
Mark-to-market adjustments on
commodity hedges |
(3.4 |
) |
|
0.7 |
|
|
(1.1 |
) |
Foreign currency loss (gain)
on intercompany loans |
0.2 |
|
|
(0.2 |
) |
|
- |
|
Adjusted
EBITDA |
$ |
230.1 |
|
|
$ |
228.5 |
|
|
$ |
244.1 |
|
Adjusted
EBITDA as a percentage of Net Sales |
18.4 |
% |
|
18.2 |
% |
|
19.2 |
% |
RECONCILIATION OF SEGMENT PROFIT (LOSS) TO ADJUSTED EBITDA
(Unaudited)
THREE MONTHS ENDED DECEMBER 31,
2016
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit (Loss) |
$ |
82.9 |
|
|
$ |
(17.0 |
) |
|
$ |
24.9 |
|
|
$ |
5.7 |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
96.5 |
|
General corporate expenses and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(20.3 |
) |
|
(20.3 |
) |
Operating Profit (Loss) |
82.9 |
|
|
(17.0 |
) |
|
24.9 |
|
|
5.7 |
|
|
- |
|
|
(20.3 |
) |
|
76.2 |
|
Depreciation and
amortization |
28.4 |
|
|
36.7 |
|
|
6.2 |
|
|
4.9 |
|
|
- |
|
|
0.9 |
|
|
77.1 |
|
Provision for legal
settlement |
- |
|
|
74.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
74.5 |
|
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
4.9 |
|
|
4.9 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.1 |
|
|
0.1 |
|
Integration costs |
0.5 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.5 |
|
Restructuring and plant
closure costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.2 |
|
|
0.2 |
|
Assets held for sale |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.2 |
) |
|
(0.2 |
) |
Mark-to-market adjustments on
commodity hedges |
- |
|
|
(1.9 |
) |
|
- |
|
|
- |
|
|
- |
|
|
(1.5 |
) |
|
(3.4 |
) |
Foreign currency loss on
intercompany loans |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
0.2 |
|
|
0.2 |
|
Adjusted
EBITDA |
$ |
111.8 |
|
|
$ |
92.3 |
|
|
$ |
31.1 |
|
|
$ |
10.6 |
|
|
$ |
- |
|
|
$ |
(15.7 |
) |
|
$ |
230.1 |
|
Adjusted
EBITDA as a percentage of Net Sales |
25.0 |
% |
|
17.1 |
% |
|
20.2 |
% |
|
9.8 |
% |
|
- |
|
|
- |
|
|
18.4 |
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)
THREE MONTHS ENDED MARCH 31,
2017
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit |
$ |
92.1 |
|
|
$ |
42.7 |
|
|
$ |
21.2 |
|
|
$ |
7.5 |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
163.5 |
|
General corporate expenses and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(26.0 |
) |
|
(26.0 |
) |
Operating Profit |
92.1 |
|
|
42.7 |
|
|
21.2 |
|
|
7.5 |
|
|
- |
|
|
(26.0 |
) |
|
137.5 |
|
Depreciation and
amortization |
28.9 |
|
|
36.8 |
|
|
6.3 |
|
|
5.1 |
|
|
- |
|
|
0.9 |
|
|
78.0 |
|
Provision for legal
settlement |
(0.9 |
) |
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.9 |
) |
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
6.5 |
|
|
6.5 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
2.6 |
|
|
2.6 |
|
Integration costs |
4.3 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
4.3 |
|
Mark-to-market adjustments on
commodity hedges |
- |
|
|
(0.5 |
) |
|
- |
|
|
- |
|
|
- |
|
|
1.2 |
|
|
0.7 |
|
Foreign currency loss on
intercompany loans |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(0.2 |
) |
|
(0.2 |
) |
Adjusted
EBITDA |
$ |
124.4 |
|
|
$ |
79.0 |
|
|
$ |
27.5 |
|
|
$ |
12.6 |
|
|
$ |
- |
|
|
$ |
(15.0 |
) |
|
$ |
228.5 |
|
Adjusted
EBITDA as a percentage of Net Sales |
27.1 |
% |
|
15.3 |
% |
|
15.5 |
% |
|
12.0 |
% |
|
- |
|
|
- |
|
|
18.2 |
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)
THREE MONTHS ENDED JUNE 30,
2017
(in millions)
|
Post
Consumer
Brands |
|
Michael
Foods
Group |
|
Active
Nutrition |
|
Private
Brands |
|
Weetabix |
|
Corporate/
Other |
|
Total |
Segment
Profit |
$ |
97.5 |
|
|
$ |
46.4 |
|
|
$ |
28.0 |
|
|
$ |
7.4 |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
179.3 |
|
General corporate income and
other |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
11.2 |
|
|
11.2 |
|
Operating Profit |
97.5 |
|
|
46.4 |
|
|
28.0 |
|
|
7.4 |
|
|
- |
|
|
11.2 |
|
|
190.5 |
|
Depreciation and
amortization |
29.0 |
|
|
36.5 |
|
|
6.3 |
|
|
5.1 |
|
|
- |
|
|
0.9 |
|
|
77.8 |
|
Net foreign currency gains for
purchase price of acquisition |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(33.5 |
) |
|
(33.5 |
) |
Non-cash stock-based
compensation |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
6.0 |
|
|
6.0 |
|
Transaction costs |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
3.4 |
|
|
3.4 |
|
Integration costs |
1.0 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
1.0 |
|
Mark-to-market adjustments on
commodity hedges |
- |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
(1.1 |
) |
|
(1.1 |
) |
Adjusted
EBITDA |
$ |
127.5 |
|
|
$ |
82.9 |
|
|
$ |
34.3 |
|
|
$ |
12.5 |
|
|
$ |
- |
|
|
$ |
(13.1 |
) |
|
$ |
244.1 |
|
Adjusted
EBITDA as a percentage of Net Sales |
28.1 |
% |
|
15.8 |
% |
|
18.2 |
% |
|
11.8 |
% |
|
- |
|
|
- |
|
|
19.2 |
% |
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Post Holdings, Inc. via Globenewswire
Post (NYSE:POST)
Historical Stock Chart
From Mar 2024 to Apr 2024
Post (NYSE:POST)
Historical Stock Chart
From Apr 2023 to Apr 2024