TORONTO,
Aug. 27, 2014 /CNW/ - Corby Spirit
and Wine Limited ("Corby" or the "Company") (TSX: CSW.A,
CSW.B) today declared a dividend of $0.18 per share payable on September 30, 2014 on the Voting Class A Common
Shares and Non-voting Class B Common Shares of the Company to
shareholders of record as at the close of business on September 15, 2014. The Company also reported its
financial results for the fourth quarter and year ended
June 30, 2014.
Q4 Highlights (vs. Q4 Last Year)
- 2% increase in Case Goods revenue driven by shipments of JP
Wiser's Canadian whisky to the US (product was launched in Q1).
- Significant advertising and promotional ("A&P") investment
focused on JP Wiser's in the US.
- Corby implemented a cost reduction programme during the quarter
designed to streamline and reduce administrative costs for the
long-term. This programme resulted in severance and termination
payments and involved the redesign of certain pension benefits.
- Net earnings decreased 2 cents
per share or $0.4M as our A&P
investments and the impact of our cost reduction programme
outweighed our top-line revenue growth.
Year End Highlights (vs. Last Year)
- 3.4% increase in revenue (+$4.6M) was driven by shipments into
the US for the first quarter launch and distribution build-up of JP
Wiser's Canadian whisky. Commissions were consistent with the prior
year with the addition of our new Agency wine partner in Q4 last
year. Revenue growth was partially offset as we cycle against
non-repeat bulk whisky sales of $1.8M
from Q1 last year.
- Significant increase in advertising and promotional investment
to support JP Wiser's in the US market.
- Administrative expenses show the impact of a cost-reduction
programme which resulted in severances and termination payments to
certain employees; increasing administrative costs.
- Net earnings decreased 7 cents
per share or $2.0M as our A&P
investment outweighed our top-line growth as we continue to create
a strong platform for growth for JP Wiser's in the US.
"This year has been about investing behind our
future growth drivers: taking share in our domestic market,
creating a platform for growth in the US and ensuring that our
organisation continues to be fit for purpose. Our results
demonstrate strong progress on all these fronts." noted
Patrick O'Driscoll, President and
Chief Executive Officer of Corby.
For further details, please refer to Corby's
management's discussion and analysis and annual consolidated
financial statements and accompanying notes for the three- month
period and year ended June 30, 2014,
prepared in accordance with International Financial Reporting
Standards.
About Corby
Corby Spirit and Wine Limited is a leading Canadian marketer of
spirits and imported wines. Corby's portfolio of owned-brands
includes some of the most renowned brands in Canada, including Wiser's® Canadian whisky,
Lamb's® rum, Polar Ice® vodka and McGuinness® liqueurs. Through its
affiliation with Pernod Ricard S.A., Corby also represents leading
international brands such as ABSOLUT® vodka, Chivas Regal®, The
Glenlivet® and Ballantine's® Scotch whiskies, Jameson® Irish
whiskey, Beefeater® gin, Malibu® rum, Kahlúa® liqueur, Mumm®
champagne, and Jacob's Creek®, Wyndham Estate®, Stoneleigh®, Campo
Viejo®, Graffigna®, and Kenwood® wines.
This press release contains forward-looking
statements, including statements concerning possible or assumed
future results of Corby's operations. Forward-looking statements
typically are preceded by, followed by or include the words
"believes", "expects", "anticipates", "estimates", "intends",
"plans" or similar expressions. Forward-looking statements are not
guarantees of future performance. They involve risks, uncertainties
and assumptions and, as such, the Company's results could differ
materially from those anticipated in these forward-looking
statements. Accordingly, readers should not place undue reliance on
forward-looking statements. All financial results are reported in
Canadian dollars.
CORBY SPIRIT AND WINE LIMITED
Management's Discussion and Analysis
June 30, 2014
The following Management's Discussion and
Analysis ("MD&A") dated August 27,
2014, should be read in conjunction with the audited
consolidated financial statements and accompanying notes for the
year ended June 30, 2014, prepared in
accordance with International Financial Reporting Standards
("IFRS").
This MD&A contains forward-looking
statements, including statements concerning possible or assumed
future results of operations of Corby Spirit and Wine Limited
("Corby" or the "Company"), including the statements made under the
headings "Strategy and Outlook", "Liquidity and Capital Resources",
"Recent Accounting Pronouncements" and "Risk and Risk Management."
Forward-looking statements typically are preceded by, followed by
or include the words "believes", "expects", "anticipates",
"estimates", "intends", "plans" or similar expressions.
Forward-looking statements are not guarantees of future
performance. They involve risks and uncertainties, including, but
not limited to: the impact of competition; business interruption;
trademark infringement; consumer confidence and spending
preferences; regulatory changes; general economic conditions; and
the Company's ability to attract and retain qualified employees.
There can be no assurance that forward-looking statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on
forward-looking statements. These factors are not intended to
represent a complete list of the factors that could affect the
Company and other factors could also affect Corby's results. For
more information, please see the "Risk and Risk Management" section
of this MD&A.
This document has been reviewed by the Audit
Committee of Corby's Board of Directors and contains certain
information that is current as of August 27,
2014. Events occurring after that date could render the
information contained herein inaccurate or misleading in a material
respect. Corby will provide updates to material forward-looking
statements, including in subsequent news releases and its interim
management's discussion and analyses filed with regulatory
authorities as required under applicable law. Additional
information regarding Corby, including the Company's Annual
Information Form, is available on SEDAR at www.sedar.com.
Unless otherwise indicated, all comparisons of
results for the fourth quarter of fiscal 2014 (three months ended
June 30, 2014) are against results
for the fourth quarter of fiscal 2013 (three months ended
June 30, 2013). All dollar amounts
are in Canadian dollars unless otherwise stated.
Business Overview
Corby is a leading Canadian marketer of spirits
and importer of wines. Corby's national leadership is sustained by
a diverse brand portfolio that allows the Company to drive
profitable organic growth with strong, consistent cash flows. Corby
is a publicly traded company, with its shares listed on the Toronto
Stock Exchange under the symbols "CSW.A" (Voting Class A Common
Shares) and "CSW.B" (Non-Voting Class B Common Shares). Corby's
Voting Class A Common Shares are majority-owned by Hiram Walker
& Sons Limited ("HWSL") (a private company) located in
Windsor, Ontario. HWSL is a
wholly-owned subsidiary of international spirits and wine company
Pernod Ricard S.A. ("PR") (a French public limited company), which
is headquartered in Paris, France.
Therefore, throughout the remainder of this MD&A, Corby refers
to HWSL as its parent, and to PR as its ultimate parent. Affiliated
companies are those that are also subsidiaries of PR.
The Company derives its revenues from the sale
of its owned-brands ("Case Goods"), as well as earning commission
income from the representation of selected non-owned brands in
Canada ("Commissions"). The
Company also supplements these primary sources of revenue with
other ancillary activities incidental to its core business, such as
logistics fees. Revenue from Corby's owned-brands predominantly
consists of sales made to each of the provincial liquor boards
("LBs") in Canada, and also
includes sales to international markets.
Corby's portfolio of owned-brands includes some
of the most renowned brands in Canada, including Wiser's® Canadian whisky,
Lamb's® rum, Polar Ice® vodka and McGuinness® liqueurs. Through its
affiliation with PR, Corby also represents leading international
brands such as ABSOLUT® vodka, Chivas Regal®, The Glenlivet® and
Ballantine's® Scotch whiskies, Jameson® Irish whiskey, Beefeater®
gin, Malibu® rum, Kahlúa® liqueur, Mumm® champagne, and Jacob's
Creek®, Wyndham Estate®, Stoneleigh® and Graffigna® wines. In
addition to representing PR's brands in Canada, Corby also provides representation for
certain selected, unrelated third-party brands ("Agency brands")
when they fit within the Company's strategic direction and, thus,
complement Corby's existing brand portfolio.
The Company expanded its agency portfolio,
particularly with regard to our strategic priority of wines,
through an agreement (which began April
2013) with The Wine Group LLC ("The Wine Group"), providing
Corby with the exclusive rights to represent The Wine Group brands
in Canada until May 15, 2018. The agreement complements Corby's
owned and represented brands and expands Corby offerings in the
premium wine sector. Corby now represents all The Wine Group
brands, including Cupcake Vineyards, Big House Wine Co.,
Concannon Vineyard, Grayfox
Vineyards and Mogen David Wine Co.
Pursuant to a production agreement that expires
in September 2016, PR produces
Corby's owned-brands at HWSL's production facility in Windsor, Ontario. Under the production
agreement, Corby manages PR's business interests in Canada, including HWSL's production facility,
also until September 2016.
Corby sources more than 80% of its spirits
production requirements from HWSL at its production facility in
Windsor, Ontario. The Company's
remaining production requirements have been outsourced to various
third party vendors; including a bottling plant in Montreal, Quebec and a third-party
manufacturer in the United Kingdom
("UK"). The UK site blends and bottles Lamb's rum products destined
for sale in countries located outside North America.
In most provinces, Corby's route to market in
Canada entails shipping its
products to government-controlled LBs. The LBs then sell directly,
or control the sale of, beverage alcohol products to end consumers.
The exception to this model is Alberta, where the retail sector is
privatized. In this province, Corby ships products to a bonded
warehouse that is managed by a government-appointed service
provider who is responsible for warehousing and distribution into
the retail channel.
Corby's shipment patterns to the LBs will not
always exactly match short-term consumer purchase patterns.
However, given the importance of monitoring consumer consumption
trends over the long term, the Company stays abreast of consumer
purchase patterns in Canada
through its member affiliation with the Association of Canadian
Distillers ("ACD"), which tabulates and disseminates consumer
purchase information it receives from the LBs to its industry
members. Corby refers to this data throughout this MD&A as
"retail sales", which are measured both in volume (measured in
nine-litre-case equivalents) and in retail value (measured in
Canadian dollars).
Corby's international business is concentrated
in the United States ("US") and UK
and the Company has a different route to market for each. For the
US market, Corby manufactures the majority of its products in
Canada and ships to its US
distributor, Pernod Ricard USA,
LLC ("PR USA"), an affiliated company. For the UK market, Corby
utilizes a third party contract bottler and distribution company
for the production and distribution of Lamb's rum. Distributors
sell to various local wholesalers and retailers who in turn sell
directly to the consumer.
Corby's operations are subject to seasonal
fluctuations: sales are typically strong in the first and second
quarters, while third-quarter sales usually decline after the end
of the retail holiday season. Fourth-quarter sales typically
increase again with the onset of warmer weather as consumers tend
to increase their purchasing levels during the summer season.
Strategies and Outlook
Corby's business strategies are designed to
maximize sustainable long-term value growth, and thus deliver solid
profit while continuing to produce strong and consistent cash flows
from operating activities. The Company's portfolio of owned and
represented brands provides an excellent platform from which to
achieve its current and long-term objectives.
Management believes that having a focused brand
prioritization strategy will permit Corby to capture market share
in the segments and markets that are expected to deliver the most
growth in value over the long-term. Therefore, the Company's
strategy is to focus its investments on, and leverage the long-term
growth potential of, its key brands. As a result, Corby will
continue to invest behind its brands to promote its premium
offerings where it makes the most sense and drives the most value
for shareholders.
Brand prioritization requires an evaluation of
each brand's potential to deliver upon this strategy, and
facilitates Corby's marketing and sales teams' focus and resource
allocation. Over the long-term, management believes that effective
execution of its strategy will result in value creation for
shareholders. Past disposal transactions reflect this strategy by
streamlining Corby's portfolio and eliminating brands with below
average performance trends, thus focusing resources on key
brands.
Pursuing new growth opportunities outside of
Canada is also a key strategic
priority. Our agreement with PR USA to represent certain of Corby's
owned brands in the US supports our goal of expanding our Canadian
whisky business into this market where we believe there is growth
potential in both volume and margin.
Of primary importance to the successful
implementation of our brand strategies is an effective route to
market strategy. Corby is committed to investing in its trade
marketing expertise and ensuring that its commercial resources are
focused around the differing needs of its customers and the selling
channels they inhabit. In all areas of the business, management
believes setting clear strategies, optimizing organization
structure and increasing efficiencies is key to Corby's overall
success.
In addition, management is convinced that
innovation is essential to seizing new profit and growth
opportunities. Successful innovation can be delivered through a
structured and efficient process as well as consistent investment
in consumer insight and research and development ("R&D"). As
far as R&D is concerned, the Company benefits from access to
leading-edge practices at PR's North American hub, which is located
in Windsor, Ontario.
Finally, the Company is a strong advocate of
social responsibility, especially with respect to its sales and
promotional activities. Corby will continue to promote the
responsible consumption of its products in its activities. In 2013,
Corby partnered with the Toronto Transit Commission to provide free
transit on New Year's Eve for a three
year period. The Company stresses its core values throughout its
organization, including those of conviviality, straightforwardness,
commitment, integrity and entrepreneurship.
Significant Events
Corby Distilleries Limited changes its
name to Corby Spirit and Wine Limited
Effective November 7, 2013, Corby
Distilleries Limited began operating under the name Corby Spirit
and Wine Limited. The new name was approved at the Company's annual
and special meeting held November
7th, 2013, and reflecting the change, Corby now
trades on the TSX under the symbols CSW.A and CSW.B. The new name
coincided with completely redesigned corporate branding and logos.
The new name and branding better reflect Corby's growing activities
with a strong focus on product, service and marketing.
Corby Launches J.P. Wiser's Rye and
J.P. Wiser's Spiced Canadian Whisky
in the US Market
In July 2012, the Company reached a
new agreement with PR USA to represent Corby brands in the United States for a five year period,
giving Corby access to one of the strongest spirits distribution
networks in the US market.
Since signing the agreement, Corby and PR USA
have readied Corby's whisky portfolio for a national launch which
began in the first quarter of this fiscal year. Specifically, Corby
developed two new Wiser's brand extensions under the names
J.P. Wiser's Rye and J.P. Wiser's Spiced Whisky. Given this is the
first year of the launch, Corby invested heavily into the market.
The launch has had a significant impact on our financial results
and as such will be discussed throughout this MD&A.
Corby Continues its Exclusive Canadian
Representation of the Iconic ABSOLUT Vodka Brand
On September 30, 2013, Corby paid
$10.3 million to continue its
exclusive rights to represent the ABSOLUT vodka brand in
Canada for an eight-year period
ending September 29, 2021. The
previous representation period expired September 29, 2013. The terms of this agreement
are further described in the "Related Party Transactions" section
of this MD&A. The transaction was accounted for as an increase
in Intangible Assets and the purchase price is being amortized,
straight-line, over the eight-year term of the agreement.
Amortization expense is recorded net of commission revenues. The
payment was funded from the Company's deposits in cash management
pools.
Three-Year Review of Selected Financial
Information
The following table provides a summary of
certain selected consolidated financial information for the
Company. This information has been prepared in accordance with
IFRS.
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(in millions of Canadian
dollars, except per share amounts) |
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2014 |
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2013 |
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2012 (1) |
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Revenue |
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$ |
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137.3 |
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$ |
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132.7 |
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$ |
146.7 |
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Earnings from operations |
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33.5 |
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37.0 |
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58.8 |
- Earnings from operations per common
share |
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1.18 |
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1.30 |
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2.07 |
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Net earnings |
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25.0 |
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27.0 |
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46.0 |
- Basic earnings per share |
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0.88 |
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0.95 |
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1.62 |
- Diluted earnings per share |
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0.88 |
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0.95 |
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1.62 |
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Net earnings adjusted excluding
effect of disposal transaction (2) |
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25.0 |
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27.0 |
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26.3 |
- Adjusted basic earnings per share
(2) |
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0.88 |
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0.95 |
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0.92 |
- Adjusted diluted earnings per share
(2) |
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0.88 |
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0.95 |
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0.92 |
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Total assets |
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254.0 |
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246.9 |
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255.9 |
Total liabilities |
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44.8 |
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45.5 |
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47.6 |
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Regular dividends paid per share |
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0.71 |
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0.66 |
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0.59 |
Special dividends paid per share |
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- |
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0.54 |
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1.85 |
1 Earnings from operations and net
earnings presented for 2012 does not reflect the impact of the
adoption of the
amendments to IAS 19, Employee Benefits. |
2 Net earnings are adjusted in 2012 to
remove the net after-tax gain from the sale of the Montreal plant
and non-core
brands of $17.7 million and the financial impact of the brands
disposed and the contract bottling activities. |
The past three years have seen significant
changes for Corby. The overall Canadian spirits market in 2012 was
growing at a robust rate of 3% while 2013 and 2014 experienced only
modest levels of growth (approximately 1%) in each of those years.
So while the Canadian market in general has been soft, Corby has
taken actions to streamline its Canadian business allowing greater
focus on its key brands, while preparing for growth via its
flagship Wiser's Canadian whisky brand in the US market.
Key actions taken in each of the following
fiscal years:
In 2012, Corby re-focused its business away from
the lower margin contract bottling and bulk whisky business by
disposing of its Montreal
production facility and various smaller non-strategic brands
generating a significant one-time gain and cash infusion. Due to
this cash position, Corby paid a special dividend of $0.54 per share being paid to shareholders in
January 2013. While top line revenue
has decreased since 2012, gross margins have improved and the
Company was able to better focus its intellectual capital and
financial resources behind its key brands.
In 2013, Corby forged a new five-year strategic
distribution agreement with its affiliate, Pernod Ricard
USA, LLC ("PR USA") allowing the
Company to access an extensive national distribution network in
addition to the benefits of being complimented by PR USA's premium
brand portfolio. The Corby Board of Directors also revised the
Company's dividend policy which has since resulted in a steady
increase to the regular quarterly dividend rate (growing from
$0.59 per share in 2012 to
$0.71 per share in 2014, a compound
annual growth rate of over 6%).
In 2014, the Company changed its name from Corby
Distilleries Limited to Corby Spirit and Wine Limited to better
reflect its strong focus on product, service and marketing. With
the new name and clear focus, Corby leveraged its strategic
relationship with PR USA and launched J.P.
Wiser's Rye and J.P. Wiser's
Spiced Canadian whisky in the US market. These two new brand
extensions were based on Corby's highly successful Canadian
flagship brand Wiser's Canadian whisky. The launch is mostly
responsible for the top line revenue growth experienced in 2014
versus 2013 given the significant distribution fill required. While
revenue grew, the advertising and promotional investment required
to support the launch was substantial and as such reduced earnings
levels when compared with 2013. In an effort to mitigate the
earnings impact and ensure its cost base was right-sized for
difficult market conditions in Canada, Corby underwent a cost reduction
programme which resulted in severance and termination payments to
certain employees. As well, the Company made amendments to certain
of the Company's employee benefit pension plans which reduced early
retirement provisions and included an increase in employee
contribution levels.
Brand Performance Review
Corby's portfolio of owned-brands accounts for
more than 80% of the Company's total annual revenue. Included in
this portfolio are its key brands: Wiser's Canadian whisky, Lamb's
rum, Polar Ice vodka and Corby's mixable liqueur brands. The sales
performance of these key brands significantly impacts Corby's net
earnings. Therefore, understanding each key brand is essential to
understanding the Company's overall performance.
Shipment Volume and Shipment Value
Performance
The following chart summarizes the performance
of Corby's owned-brands (i.e., Case Goods) in terms of both
shipment volume (as measured by shipments to customers in
equivalent nine-litre cases) and shipment value (as measured by the
change in gross sales revenue). The chart includes results for
sales in both Canada and
international markets. Specifically, the Wiser's, Lamb's and Polar
Ice brands are also sold to international markets, particularly in
the US and UK.
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BRAND PERFORMANCE CHART - INCLUDES
BOTH CANADIAN AND INTERNATIONAL SHIPMENTS |
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Three
Months Ended |
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Year
Ended |
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Shipment |
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Shipment |
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Shipment |
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Shipment |
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Jun. 30, |
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Jun. 30, |
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% Volume |
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% Value |
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Jun. 30, |
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Jun. 30, |
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% Volume |
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% Value |
Volumes (in 000's of 9L
cases) |
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2014 |
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2013 |
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Change |
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Change |
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2014 |
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2013 |
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Change |
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Change |
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Brand |
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Wiser's Canadian whisky |
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200 |
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200 |
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0% |
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4% |
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861 |
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809 |
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6% |
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14% |
Lamb's rum |
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131 |
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134 |
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(2%) |
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(1%) |
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522 |
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543 |
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(4%) |
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(3%) |
Polar Ice vodka |
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92 |
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94 |
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(2%) |
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(3%) |
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381 |
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385 |
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(1%) |
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1% |
Mixable liqueurs |
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41 |
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42 |
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(2%) |
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0% |
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183 |
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178 |
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3% |
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5% |
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Total Key Brands |
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464 |
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470 |
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(1%) |
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1% |
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1,947 |
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1,915 |
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2% |
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6% |
All other Corby-owned brands |
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48 |
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60 |
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(20%) |
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(13%) |
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215 |
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222 |
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(3%) |
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8% |
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Total Corby brands |
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512 |
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530 |
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(3%) |
|
0% |
|
2,162 |
|
2,137 |
|
1% |
|
6% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Overall, Corby owned-brands experienced growth in both shipment
volume and shipment value on a year over year comparative basis.
However, trends in Corby's domestic market (i.e., Canada - in which 86% of the Company's brands
are sold) differ significantly from international markets as
highlighted in the following chart:
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|
Three
Months Ended |
|
Year
Ended |
|
|
|
|
|
|
|
|
Shipment |
|
Shipment |
|
|
|
|
|
Shipment |
|
Shipment |
|
|
|
|
June 30, |
|
June 30, |
|
% Volume |
|
% Value |
|
June 30, |
|
June 30, |
|
% Volume |
|
% Value |
Volumes (in 000's of 9L cases) |
|
|
|
2014 |
|
2013 |
|
Change |
|
Change |
|
2014 |
|
2013 |
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic |
|
|
|
458 |
|
474 |
|
(3%) |
|
(2%) |
|
1,879 |
|
1,915 |
|
(2%) |
|
0% |
International |
|
|
|
54 |
|
56 |
|
(4%) |
|
20% |
|
283 |
|
222 |
|
27% |
|
94% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Corby brands |
|
|
|
512 |
|
530 |
|
(3%) |
|
0% |
|
2,162 |
|
2,137 |
|
1% |
|
6% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During fiscal year 2014, Corby's shipments
benefited most significantly from the launch of JP Wiser's Canadian
whisky brand into the US market. Internationally, shipment volume
increased 27% over the prior year. International shipment value
increased at an even higher rate, reflecting the more premium
nature of this brand. However, domestic shipment volumes fell 2% on
a year over year comparative basis. The Canadian spirit industry
continues to experience soft market conditions, especially in key
spirit categories (i.e., Canadian whisky, rum and vodka). Corby's
shipment value performance continued to track ahead of volume as a
result of our premiumization strategy, price increases and
effective management of our promotional programming. Corby
continues to gain market share in its key spirit categories
(Canadian whisky and vodka). A more in-depth discussion of Corby's
key brands in the Canadian market is provided in the "Summary of
Corby's Key Brands" section of this MD&A.
During the fourth quarter ended June 30, 2014, Corby's domestic shipments pulled
back after aggressive phasing of promotional activity in
Western Canada during the third
quarter (most significantly impacting Polar Ice vodka and Royal
Reserve Canadian whisky). In international markets, Corby's key
brands remained steady however the comparative period included a
one-time shipment into Europe.
Excluding this impact, key brands (JP Wiser's, and Lamb's rum)
increased in shipment volumes when compared to the same quarter
last year.
Retail Volume and Retail Value
Performance
It is of critical importance to understand the
performance of Corby's brands at the retail level in Canada. Analysis of performance at the retail
level provides insight with regards to consumers' current purchase
patterns and trends. Retail sales data, as provided by the ACD, is
set out in the following chart and is discussed throughout this
MD&A. It should be noted that the retail sales information
presented does not include international retail sales of
Corby-owned brands:
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|
|
RETAIL SALES FOR THE CANADIAN
MARKET ONLY(1) |
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|
|
|
Three
Months Ended |
|
Year
Ended |
|
|
|
|
|
|
|
|
% Retail |
|
% Retail |
|
|
|
|
|
% Retail |
|
% Retail |
|
|
|
|
June 30, |
|
June 30, |
|
Volume |
|
Value |
|
June 30, |
|
June 30, |
|
Volume |
|
Value |
Volumes (in 000's of 9L
cases) |
|
|
|
2014 |
|
2013 |
|
Change |
|
Change |
|
2014 |
|
2013 |
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brand |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Wiser's Canadian whisky |
|
|
|
161 |
|
164 |
|
(2%) |
|
(1%) |
|
717 |
|
725 |
|
(1%) |
|
1% |
Lamb's rum |
|
|
|
89 |
|
95 |
|
(6%) |
|
(5%) |
|
413 |
|
427 |
|
(3%) |
|
(2%) |
Polar Ice vodka |
|
|
|
78 |
|
81 |
|
(4%) |
|
(2%) |
|
355 |
|
356 |
|
0% |
|
1% |
Mixable liqueurs |
|
|
|
37 |
|
39 |
|
(5%) |
|
(4%) |
|
172 |
|
176 |
|
(2%) |
|
(1%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Key Brands |
|
|
|
365 |
|
379 |
|
(4%) |
|
(2%) |
|
1,657 |
|
1,684 |
|
(2%) |
|
0% |
All other Corby-owned brands |
|
|
|
46 |
|
49 |
|
(7%) |
|
(4%) |
|
208 |
|
208 |
|
0% |
|
2% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
411 |
|
428 |
|
(4%) |
|
(2%) |
|
1,865 |
|
1,892 |
|
(1%) |
|
0% |
(1) Refers to sales at the retail
store level in Canada, as provided by the Association of Canadian
Distillers. |
The Canadian spirits industry continued to
remain soft as industry retail sales volume declined 1% on an
annual basis, while industry retail sales value increased 1% during
the same twelve month period. As illustrated in the above chart,
Corby's portfolio of owned brands has performed consistently with
the total spirits market in retail volume and is consistent with
the market performance for whisky, rum, vodka and liqueur
categories (which were flat compared to the prior year). These
categories make up over 80% of our portfolio and typically perform
slightly below the Canadian Spirits industry as a whole. The
following brand discussion provides a more detailed discussion of
how each of Corby's key brands performed relative to their
respective industry category.
Summary of Corby's Key Brands
Wiser's Canadian Whisky
Corby's flagship brand, Wiser's Canadian whisky, continued to
outperform the Canadian whisky category and gained market share as
its retail value grew 1% on a year-over-year comparison basis. The
Canadian whisky category declined 2% in retail volume and 1% in
retail value, when compared to last year. Corby continued its
strong investment behind the brand, with a new version of its
highly successful Welcome to the Wiserhood television
commercial. In addition, Wiser's Spiced, launched last year in
Canada in the new innovative
spiced whisky category, and continued to be supported by the
That's Spiced Up campaign.
Lamb's Rum
Lamb's rum, one of the top-selling rum families in Canada, experienced a 3% decline in retail
volume and a 2% decline in retail value when compared to last year.
The rum category in Canada
decreased 2% in retail volume and was off only slightly on retail
value when compared to the prior year. The rum category in
Canada has been driven entirely by
the spiced rum segment (+7% in retail volumes), while the dark and
white rum segments are in decline (-4% and -7%, in retail volumes
when compared to last year). Corby's Lamb's rum product line is
heavily weighted in the dark and white segments, with its spiced
rum product (i.e., Lamb's Black Sheep) continuing to build off of
its small base.
Polar Ice Vodka
Polar Ice vodka is among the top three largest vodka brands in
Canada. On an annual comparative
basis, the brand's retail volumes remained steady and retail value
increased 1%. These trends are consistent with the overall vodka
category in Canada. During 2014 we
continued to invest behind the brand with a label redesign, an
exciting new digital marketing campaign, and the development of a
new brand extension, Polar Ice 90° North, which began regional
roll-out at the end of the quarter.
Mixable Liqueurs
Corby's portfolio of mixable liqueur brands consists of McGuinness
liqueurs (which is Canada's
largest mixable liqueur brand family) and Meaghers liqueurs. Retail
volume and retail value for Corby's mixable liqueurs portfolio are
relatively consistent with market trends (retail volume was -2% and
retail value was -1%), as the category as a whole declined -2% for
retail volume and showed a slight decline for retail value when
compared to last year. The Company is in the process of moving
production to the Corby managed HWSL production facility.
Other Corby-Owned Brands
Corby's other-owned brands grew in retail value by 2% as the group
benefited from continued innovation, in particular, Pike Creek, Lot
40, Criollo® Chocolate Sea Salted Caramel and Criollo® Chocolate
Raspberry Truffle. Lot 40 was recently named "Canadian Whisky of
the Year" at the Canadian Whisky Awards. Additionally, the launch
of the Criollo® range of luxury liqueurs was well received by key
customers and consumers. Additionally Royal Reserve Canadian whisky
benefited from up-weighted promotional activity in Western Canada (the largest brand in this
grouping) during the third quarter of fiscal 2014.
Financial and Operating Results
The following table presents a summary of
certain selected consolidated financial information of the Company
for the year ended June 30, 2014 and
2013.
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|
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|
|
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|
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|
|
|
|
|
|
(in millions of Canadian
dollars, except per share amounts) |
|
|
|
|
|
|
2014 |
|
|
|
2013 (1) |
|
|
$ Change |
|
|
% Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
$ |
|
|
137.3 |
|
|
$ |
132.7 |
|
|
$ |
4.6 |
|
|
3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales |
|
|
|
|
|
|
(49.0) |
|
|
|
(49.6) |
|
|
|
0.6 |
|
|
(1%) |
Marketing, sales and administration |
|
|
|
|
|
|
(55.3) |
|
|
|
(46.3) |
|
|
|
(9.0) |
|
|
19% |
Other income |
|
|
|
|
|
|
0.5 |
|
|
|
0.3 |
|
|
|
0.2 |
|
|
67% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from operations |
|
|
|
|
|
|
33.5 |
|
|
|
37.1 |
|
|
|
(3.6) |
|
|
(10%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income |
|
|
|
|
|
|
1.7 |
|
|
|
1.7 |
|
|
|
- |
|
|
0% |
Financial expenses |
|
|
|
|
|
|
(1.2) |
|
|
|
(1.4) |
|
|
|
0.2 |
|
|
(14%) |
|
|
|
|
|
|
|
0.5 |
|
|
|
0.3 |
|
|
|
0.2 |
|
|
67% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income taxes |
|
|
|
|
|
|
34.0 |
|
|
|
37.4 |
|
|
|
(3.4) |
|
|
(9%) |
Income taxes |
|
|
|
|
|
|
(9.0) |
|
|
|
(10.4) |
|
|
|
1.4 |
|
|
(13%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
|
|
$ |
|
|
25.0 |
|
|
$ |
27.0 |
|
|
$ |
(2.0) |
|
|
(7%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Basic net earnings |
|
|
|
$ |
|
|
0.88 |
|
|
$ |
0.95 |
|
|
$ |
(0.07) |
|
|
(7%) |
- Diluted net
earnings |
|
|
|
$ |
|
|
0.88 |
|
|
$ |
0.95 |
|
|
$ |
(0.07) |
|
|
(7%) |
1 In preparing its comparative
information, the Company has adjusted amounts reported previously
in the
consolidated financial statements as a result of the retrospective
application of the amendments to IAS 19,
Employee Benefits. Refer to Note 3 for details regarding adjusted
amounts.
|
Overall Financial Results
Net earnings decreased $2.0 million or 7%, when compared to the prior
year. Increased revenue (driven by the launch of JP Wiser's in the
US) was more than offset by increased advertising and promotional
investment behind our JP Wiser's brand in the US market. Also, in
response to challenging Canadian market conditions, Corby
implemented a cost reduction programme during the current year in
an effort to reduce its cost base while protecting key strategic
platforms and maintaining the ability to grow the business.
Execution of this plan resulted in severance and termination
payments to certain employees and a charge to net earnings of
$1.0 million. In addition, effective
January 1, 2014, the Company made
amendments to certain of the Company's employee benefit pension
plans which reduced certain early retirement provisions and
included an increase in employee contribution levels.
Revenue
The following highlights the key components of
the Company's revenue streams:
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|
|
|
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|
|
|
|
|
|
|
|
|
(in millions of Canadian dollars) |
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
2013 |
|
|
$ Change |
|
|
% Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue streams: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Case goods |
|
|
|
|
|
$ |
|
|
116.4 |
|
|
$ |
|
|
109.7 |
|
|
$ |
6.7 |
|
|
6% |
Commissions |
|
|
|
|
|
|
|
|
16.7 |
|
|
|
|
|
16.4 |
|
|
|
0.3 |
|
|
2% |
Other services |
|
|
|
|
|
|
|
|
4.2 |
|
|
|
|
|
6.6 |
|
|
|
(2.4) |
|
|
(36%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
137.3 |
|
|
|
|
|
132.7 |
|
|
|
4.6 |
|
|
3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Case Goods revenue grew $6.7 million this year, or 6%, when compared to
the prior year. Increased shipments to the US more than offset a 1%
decline in net sales in Canada.
Growth in the US has been mostly driven by the first quarter launch
and distribution build-up of JP Wiser's, while the aforementioned
reduction in shipment volumes to Canadian customers is mostly
reflective of market conditions discussed previously.
Commissions were $16.7
million, an increase of 2% when compared to last year. The
growth was driven by our new agency partner, The Wine Group, which
more than offset the impacts of certain discontinued agency
brands.
Other services represents ancillary revenue
incidental to Corby's core business activities such as logistical
fees and bulk whisky sales. The year-to-date decrease of
$2.4 million in other services
revenue is primarily due to the fact the Company ceased selling
bulk whisky in this first quarter of fiscal 2013.
Cost of sales
Cost of sales was $49.0
million for the year, representing a decrease of 1%, or
$0.6 million when compared to last
year. Gross margin for the year was 59% versus 57% last year (note:
commissions are not included in this calculation). The overall
improved gross margin reflects superior margins of the US case
goods business.
Marketing, sales and
administration
On a year-to-date basis marketing, sales and
administration expenses increased $9.0
million, or 19% over last year. As previously mentioned,
Corby has made significant investments behind the launch of the JP
Wiser's brands in the US market through increased advertising and
promotional spend. In addition, the Company undertook a programme
to streamline and reduce administrative type costs during the year
which resulted in severance and termination payments to several
employees. Furthermore, inflationary type cost increases were
offset by cost savings realized on account of the aforementioned
pension plan design changes.
Other income and expenses
Other income and expenses include such items as
realized foreign exchange gains and losses, and gains on sale of
property and equipment. The balances comprising this account are
relatively consistent year over year.
Net financial income
Net financial income is comprised of interest
earned on deposits in cash management pools, offset by interest
costs associated with the Company's pension and post-retirement
benefit plans. This balance is relatively consistent with prior
year.
Income taxes
A reconciliation of the effective tax rate to
the statutory rates for each period is presented below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined basic Federal and Provincial tax
rates |
|
|
|
|
|
|
|
|
|
|
27% |
|
|
|
27% |
Other |
|
|
|
|
|
|
|
|
|
|
0% |
|
|
|
1% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effective tax rate |
|
|
|
|
|
|
|
|
|
|
27% |
|
|
|
28% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liquidity and Capital Resources
Corby's sources of liquidity are its deposits in
cash management pools of $108.0
million as at June 30, 2014,
and its cash generated from operating activities. Corby's total
contractual maturities are represented by its accounts payable and
accrued liabilities, which totalled $26.8
million as at June 30, 2014,
and are all due to be paid within one year. The Company does not
have any liabilities under short- or long-term debt facilities.
The Company believes that its deposits in cash
management pools, combined with its historically strong operational
cash flows, provide for sufficient liquidity to fund its
operations, investing activities and commitments for the
foreseeable future. The Company's cash flows from operations are
subject to fluctuation due to commodity, foreign exchange and
interest rate risks. Please refer to the "Risks and Risk
Management" section of this MD&A for further information.
Cash Flows
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in millions of Canadian dollars) |
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
2013 |
|
|
|
$ Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings, adjusted for non-cash
items |
|
|
|
|
|
$ |
|
|
38.9 |
|
|
$ |
|
|
41.3 |
|
|
$ |
(2.4) |
Net change in non-cash working capital |
|
|
|
|
|
|
|
|
(0.4) |
|
|
|
|
|
4.8 |
|
|
|
(5.2) |
Net payments for interest and income
taxes |
|
|
|
|
|
|
|
|
(7.1) |
|
|
|
|
|
(13.3) |
|
|
|
6.2 |
|
|
|
|
|
|
|
|
|
31.4 |
|
|
|
|
|
32.8 |
|
|
|
(1.4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions to capital assets |
|
|
|
|
|
|
|
|
(2.2) |
|
|
|
|
|
(1.8) |
|
|
|
(0.4) |
Additions to intangible assets |
|
|
|
|
|
|
|
|
(10.3) |
|
|
|
|
|
- |
|
|
|
(10.3) |
Proceeds from disposition of capital
assets |
|
|
|
|
|
|
|
|
0.4 |
|
|
|
|
|
0.5 |
|
|
|
(0.1) |
Proceeds from disposition of intangible
asset |
|
|
|
|
|
|
|
|
0.3 |
|
|
|
|
|
- |
|
|
|
0.3 |
Deposits in cash management pools |
|
|
|
|
|
|
|
|
- |
|
|
|
|
|
2.0 |
|
|
|
(2.0) |
|
|
|
|
|
|
|
|
|
(11.8) |
|
|
|
|
|
0.7 |
|
|
|
(12.5) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from note receivable |
|
|
|
|
|
|
|
|
0.6 |
|
|
|
|
|
0.6 |
|
|
|
- |
Dividends paid |
|
|
|
|
|
|
|
|
(20.2) |
|
|
|
|
|
(34.1) |
|
|
|
13.9 |
|
|
|
|
|
|
|
|
|
(19.6) |
|
|
|
|
|
(33.5) |
|
|
|
13.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash |
|
|
|
|
|
$ |
|
|
- |
|
|
$ |
|
|
- |
|
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities
Net cash from operating activities was
$31.4 million during the year
compared to $32.8 million last year,
representing a decrease of $1.4
million. The decrease is mostly attributable to lower net
earnings and a decrease in the net change in non-cash working
capital, which was significantly impacted by the timing of
collections on accounts receivable and an increase in ending
inventory balances. The increase in inventory is a result of both
our investment in JP Wiser's for the US market and in preparation
for the upcoming transition of the liqueurs production to the HWSL
facility. The current year benefited from lower tax
instalments.
Investing activities
On an annual basis, net cash used in investing
activities was $11.8 million,
compared to cash generated from investing activities of
$0.7 million last year. The current
year includes a payment of $10.3
million to PR for the exclusive right to represent the
ABSOLUT vodka brand in Canada for
an additional eight year term, as discussed in the "Related Party
Transaction" section of this MD&A. The payment was made on
September 30, 2013 and was funded
through withdrawals from cash management pools.
Investing activities also reflect funds
deposited in cash management pools. Cash management pools represent
cash on deposit with The Bank of Nova
Scotia via Corby's Mirror Netting Service Agreement with PR.
Corby has daily access to these funds and earns a market rate of
interest from PR on its deposits. Changes in cash management pools
reflect amounts either deposited in or withdrawn from these bank
accounts and are simply a function of Corby's cash requirements
during the period of time being reported on. For more information
related to these deposits, please refer to the "Related Party
Transactions" section of this MD&A.
Financing activities
Cash used for financing activities was
$19.6 million for the year and
largely represents the payment of dividends to shareholders. The
prior year includes a special dividend paid on January 10, 2013 of $0.54 per share, or $15.4
million. There was no special dividend paid in the current
fiscal year. The payment of dividends is in accordance with the
Company's previously disclosed dividend policy.
The following table summarizes dividends paid
and payable by the Company over the last two fiscal years:
for |
|
Declaration date |
|
Record Date |
|
Payment date |
|
$ / Share |
2014 - Q4 |
|
August 27, 2014 |
|
September 15, 2014 |
|
September 30, 2014 |
|
$ 0.18 |
2014 - Q3 |
|
May 7, 2014 |
|
May 30, 2014 |
|
June 13, 2014 |
|
0.18 |
2014 - Q2 |
|
February 5, 2014 |
|
February 28, 2014 |
|
March 14, 2014 |
|
0.18 |
2014 - Q1 |
|
November 6, 2014 |
|
November 29, 2013 |
|
December 13, 2013 |
|
0.18 |
2013 - Q4 |
|
August 28, 2013 |
|
September 13, 2013 |
|
September 30, 2013 |
|
0.17 |
2013 - Q3 |
|
May 9, 2013 |
|
May 31, 2013 |
|
June 14, 2013 |
|
0.17 |
2013 - Q2 |
|
February 6, 2013 |
|
February 28, 2013 |
|
March 15, 2013 |
|
0.17 |
2013 - special |
|
November 7, 2012 (special
dividend) |
|
December 14, 2012 |
|
January 10, 2013 |
|
0.54 |
2013 - Q1 |
|
November 7, 2012 |
|
November 30, 2012 |
|
December 14, 2012 |
|
0.17 |
2012 - Q4 |
|
August 29, 2012 |
|
September 15, 2012 |
|
September 30, 2012 |
|
0.15 |
Outstanding Share Data
As at August 27,
2014, Corby had 24,274,320 Voting Class A Common Shares and
4,194,536 Non-Voting Class B Common Shares outstanding. The Company
does not have a stock option plan, and therefore, there are no
options outstanding.
Contractual Obligations
The following table presents a summary of the
maturity periods of the Company's contractual obligations as at
June 30, 2014:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments |
|
|
Payments |
|
|
Payments |
|
|
Payments |
|
|
Obligations |
|
|
|
|
|
|
|
|
|
|
During |
|
|
due in 2016 |
|
|
due in 2018 |
|
|
due after |
|
|
with no fixed |
|
|
|
|
|
|
|
|
|
|
2015 |
|
|
and 2017 |
|
|
and 2019 |
|
|
2019 |
|
|
maturity |
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating lease obligations |
|
|
|
$ |
1.7 |
|
|
$ |
2.5 |
|
|
$ |
1.0 |
|
|
$ |
- |
|
|
$ |
- |
|
|
$ |
|
|
5.2 |
Employee future benefits |
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
18.0 |
|
|
|
|
|
18.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1.7 |
|
|
$ |
2.5 |
|
|
$ |
1.0 |
|
|
$ |
- |
|
|
$ |
18.0 |
|
|
$ |
|
|
23.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating lease obligations represent future
minimum payments under long-term operating leases for premises and
office equipment as at June 30, 2014.
Employee benefits represent the Company's unfunded pension and
other post-retirement benefit plan obligations as at June 30, 2014. For further information regarding
Corby's employee future benefit plans, please refer to Note 10 to
the audited consolidated financial statements.
Related Party Transactions
Transactions with parent, ultimate parent,
and affiliates
Corby engages in a significant number of
transactions with its parent company, its ultimate parent and
various affiliates. Specifically, Corby renders services to its
parent company, its ultimate parent, and affiliates for the
marketing and sale of beverage alcohol products in Canada. Furthermore, Corby outsources the
large majority of its distilling, maturing, storing, blending,
bottling and related production activities to its parent company. A
significant portion of Corby's bookkeeping, recordkeeping services,
data processing and other administrative services are also
outsourced to its parent company. Transactions with the parent
company, ultimate parent and affiliates are subject to Corby's
related party transaction policy, which requires such transactions
to undergo an extensive review and receive approval from an
Independent Committee of the Board of Directors.
The companies operate under the terms of
agreements that became effective on September 29, 2006. These agreements provide the
Company with the exclusive right to represent PR's brands in the
Canadian market for fifteen years, as well as providing for the
continuing production of certain Corby brands by PR at its
production facility in Windsor,
Ontario, for ten years. Corby also manages PR's business
interests in Canada, including the
Windsor production facility.
Certain officers of Corby have been appointed as directors and
officers of PR's Canadian entities, as approved by Corby's Board of
Directors.
In addition to the aforementioned agreements,
Corby signed an agreement on September 26,
2008, with its ultimate parent to be the exclusive Canadian
representative for the ABSOLUT vodka and Plymouth gin brands, for a five-year term
expiring October 1, 2013 and was
extended as noted below. These brands were acquired by PR
subsequent to the original representation rights agreement dated
September 29, 2006.
Further, on November 9,
2011, Corby entered into an agreement with a PR affiliate
for a new term for Corby's exclusive right to represent ABSOLUT
vodka in Canada from September 30, 2013 to September 29, 2021, which is consistent with the
term of Corby's Canadian representation of the other PR brands in
Corby's portfolio. On September 30,
2013, Corby paid the present value of $10 million, or $10.3
million, for the additional eight years of the new term
pursuant to an agreement entered into between Corby and The Absolut
Company, an affiliate of PR and owner of the Absolut brand, to
satisfy the parties' obligations under the 2011 agreement. Since
the agreement is a related party transaction, the agreement was
approved by the Independent Committee of the Corby Board of
Directors, in accordance with Corby's related party transaction
policy, following an extensive review and with external financial
and legal advice.
Pursuant to the November
9, 2011 agreement, Corby also agreed to continue with the
mirror netting arrangement with PR and its affiliates, under which
Corby's excess cash will continue to be deposited to cash
management pools. The mirror netting arrangement with PR and its
affiliates is further described below.
On July 1, 2012,
the Company entered into a five year agreement with PR USA, an
affiliated company, which provides PR USA the exclusive right to
represent Wiser's Canadian whisky and Polar Ice vodka in the US.
The agreement provides these key brands with access to PR USA's
extensive national distribution network throughout the US and
complements PR USA's premium brand portfolio. The agreement is
effective for a five year period ending June
30, 2017. The agreement with PR USA is a related party
transaction between Corby and PR USA, as such; the agreement was
approved by the Independent Committee of the Board of Directors of
Corby following an extensive review, in accordance with Corby's
related party transaction policy.
Deposits in cash management
pools
Corby participates in a cash pooling arrangement
under a Mirror Netting Service Agreement, together with PR's other
Canadian affiliates, the terms of which are administered by The
Bank of Nova Scotia (effective
July 17, 2014 this agreement is
administered by Citibank N.A.). The Mirror Netting Service
Agreement acts to aggregate each participant's net cash balance for
purposes of having a centralized cash management function for all
of PR's Canadian affiliates, including Corby. As a result of
Corby's participation in this agreement, Corby's credit risk
associated with its deposits in cash management pools is contingent
upon PR's credit rating. PR's credit rating as at August 27, 2014, as published by Standard &
Poor's and Moody's, was BBB- and Baa3, respectively. PR compensates
Corby for the benefit it receives from having the Company
participate in the Mirror Netting Service Agreement by paying
interest to Corby based upon the 30-day Canadian Dealer Offered
Rate ("CDOR") plus 0.40%. Corby accesses these funds on a daily
basis and has the contractual right to withdraw these funds or
terminate these cash management arrangements upon providing five
days' written notice.
Results of Operations - Fourth Quarter of Fiscal 2014
The following table presents a summary of
certain selected consolidated financial information for the Company
for the three month periods ended June 30,
2014 and 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
June 30, |
|
|
|
|
|
|
|
(in millions of Canadian
dollars, except per share amounts) |
|
|
|
|
2014 |
|
|
|
2013 (1) |
|
|
$ Change |
|
|
% Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
$ |
33.4 |
|
|
$ |
33.5 |
|
|
$ |
(0.1) |
|
|
0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales |
|
|
|
|
(10.8) |
|
|
|
(12.4) |
|
|
|
1.6 |
|
|
(13%) |
Marketing, sales and administration |
|
|
|
|
(13.4) |
|
|
|
(11.0) |
|
|
|
(2.4) |
|
|
22% |
Other income (expense) |
|
|
|
|
0.0 |
|
|
|
0.1 |
|
|
|
(0.1) |
|
|
(67%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from operations |
|
|
|
|
9.2 |
|
|
|
10.2 |
|
|
|
(1.0) |
|
|
(10%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income |
|
|
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.1 |
|
|
14% |
Financial expenses |
|
|
|
|
(0.3) |
|
|
|
(0.5) |
|
|
|
0.2 |
|
|
(44%) |
|
|
|
|
|
0.2 |
|
|
|
(0.1) |
|
|
|
0.3 |
|
|
(218%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income taxes |
|
|
|
|
9.4 |
|
|
|
10.1 |
|
|
|
(0.7) |
|
|
(7%) |
Income taxes |
|
|
|
|
(2.5) |
|
|
|
(2.8) |
|
|
|
0.3 |
|
|
(11%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
|
|
$ |
6.9 |
|
|
$ |
7.3 |
|
|
$ |
(0.4) |
|
|
(6%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Basic net earnings |
|
|
|
$ |
0.24 |
|
|
$ |
0.26 |
|
|
$ |
(0.02) |
|
|
(8%) |
- Diluted net earnings |
|
|
|
$ |
0.24 |
|
|
$ |
0.26 |
|
|
$ |
(0.02) |
|
|
(8%) |
1 In preparing its comparative
information, the Company has adjusted amounts reported previously
in the consolidated
financial statements as a result of the retrospective application
of the amendments to IAS 19, Employee Benefits.
Refer to Note 3 for details regarding adjusted
amounts.
|
Revenue
The following table highlights the various
components of the Company's revenue streams for the quarter:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
June 30, |
|
|
|
|
|
|
|
(in millions of Canadian dollars) |
|
|
|
|
|
|
2014 |
|
|
|
2013 |
|
|
$ Change |
|
|
% Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue streams: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Case goods |
|
|
|
|
|
$ |
28.4 |
|
|
$ |
27.8 |
|
|
$ |
0.6 |
|
|
2% |
Commissions |
|
|
|
|
|
|
4.0 |
|
|
|
4.6 |
|
|
|
(0.6) |
|
|
(13%) |
Other services |
|
|
|
|
|
|
0.9 |
|
|
|
1.1 |
|
|
|
(0.2) |
|
|
(14%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
$ |
33.4 |
|
|
$ |
33.5 |
|
|
$ |
(0.1) |
|
|
0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue was relatively consistent on a
quarter over quarter comparison basis. Case Goods revenue increased
$0.6 million during the quarter and
was most significantly driven by our international business,
specifically by shipments of JP Wiser's to the US market. Shipment
volumes to Canadian markets decreased 3% this quarter when compared
to the same quarter last year; however a reduction to promotional
activities, which are recorded against revenue as required by IFRS,
resulted in a 1% increase in domestic revenues. Commission
decreased $0.6 million, or 13%, on a
quarter-over-quarter comparative basis. The comparative period
includes commission income from agency brands no longer represented
by Corby.
Cost of Sales
Cost of goods sold was $10.8 million, or 13% lower than the same period
last year. Gross margin was 63% this quarter compared to 57% for
the same quarter last year (note: commissions are not included in
this calculation). The increase in gross margin reflects a one-time
adjustment for change in estimated contract bottling rates recorded
in the current year quarter. If this adjustment is removed from the
gross margin calculation, the current year quarter is 60%. In
addition, higher margins are earned on JP Wiser's in the US market,
and the current year quarter is favourably impacted by lower
promotional activities (compared to the same quarter last year) as
IFRS requires certain of these activities to be classified net of
revenue.
Marketing, sales and
administration
Marketing, sales and administration expenses
increased $2.4 million, or 22% over
the same quarter last year. As previously mentioned, Corby has made
significant investments behind the launch of the JP Wiser's brands
in the US market through increased advertising and promotional
spend. As well, the quarter includes charges for severance and
termination payments as a result of the Company's cost reduction
programme.
Net earnings and earnings per share
Net earnings for the fourth quarter were
$6.9 million, or $0.24 per share, which is a decrease of
$0.4 million over the same quarter
last year. As discussed previously improved gross margins were more
than offset by increases to advertising and promotional spend and
the impacts of the aforementioned severance charges.
Selected Quarterly Information
Summary of Quarterly Financial
Results
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in millions of Canadian dollars, |
|
|
|
|
|
|
Q4 |
|
|
Q3 |
|
|
Q2 |
|
|
Q1 |
|
|
Q4 |
|
|
Q3 |
|
|
Q2 |
|
|
Q1 |
except per share amounts) |
|
|
|
|
|
|
2014 |
|
|
2014 |
|
|
2014 |
|
|
2014 |
|
|
2013 |
|
|
2013 |
|
|
2013 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
$ |
33.4 |
|
$ |
28.6 |
|
$ |
38.5 |
|
$ |
36.7 |
|
$ |
33.5 |
|
$ |
25.7 |
|
$ |
37.7 |
|
$ |
35.9 |
Earnings from operations |
|
|
|
|
|
|
9.2 |
|
|
4.1 |
|
|
10.2 |
|
|
9.9 |
|
|
10.0 |
|
|
5.4 |
|
|
12.0 |
|
|
9.5 |
Net earnings |
|
|
|
|
|
|
6.9 |
|
|
3.1 |
|
|
7.5 |
|
|
7.5 |
|
|
7.3 |
|
|
3.9 |
|
|
8.9 |
|
|
6.9 |
Basic EPS |
|
|
|
|
|
|
0.24 |
|
|
0.11 |
|
|
0.26 |
|
|
0.26 |
|
|
0.26 |
|
|
0.14 |
|
|
0.31 |
|
|
0.24 |
Diluted EPS |
|
|
|
|
|
|
0.24 |
|
|
0.11 |
|
|
0.26 |
|
|
0.26 |
|
|
0.26 |
|
|
0.14 |
|
|
0.31 |
|
|
0.24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The above chart demonstrates the seasonality of
Corby's business, as sales are typically strong in the first and
second quarters, while third-quarter sales (January, February and
March) usually decline after the end of the retail holiday season.
Fourth quarter sales typically increase again with the onset of
warmer weather, as consumers tend to increase their purchasing
levels during the summer season. The launch of JP Wiser's Canadian
whisky brand in the US is reflected in the 2014 results above, and
most significantly impacted revenues in the first and second
quarters as distribution channels were being filled.
Critical Accounting Estimates
The Company's consolidated financial statements
are prepared in accordance with IFRS, which require management to
make certain estimates, judgments and assumptions that affect the
reported amounts of assets and liabilities and related disclosures
as at the date of the consolidated financial statements. The
Company bases its estimates, judgments and assumptions on
historical experience, current trends and other factors that
management believes to be important at the time the consolidated
financial statements are prepared. The Company reviews its
accounting policies and how they are applied on a regular basis.
While the Company believes that the historical experience, current
trends and other factors considered support the preparation of its
consolidated financial statements in accordance with IFRS, actual
results could differ from its estimates and such differences could
be material.
The Company's significant accounting policies
are discussed in Note 4 to the consolidated financial statements.
The following accounting policies incorporate a higher degree of
judgment and/or complexity and, accordingly, are considered to be
critical accounting policies.
Goodwill and Indefinite-Lived Intangible
Assets
The Company records as goodwill the excess
amount of the purchase price of an acquired business over the fair
value of the underlying net assets, including intangible assets, at
the date of acquisition. Indefinite-lived intangible assets
represent the value of trademarks and licences acquired. Goodwill
and indefinite-lived intangible assets account for $15.1 million of the Company's total assets.
These balances are evaluated annually for impairment. The process
of evaluating these items for impairment involves the determination
of fair value. Inherent in such fair value determinations are
certain judgments and estimates including, but not limited to,
projected future sales, earnings and capital investment; discount
rates; and terminal growth rates. These judgments and estimates may
change in the future due to uncertain competitive, market and
general economic conditions, or as a result of changes in the
business strategies and outlook of the Company.
An impairment loss would be recognized to the
extent that the carrying value of the goodwill or trademarks and
licences exceeds the implied fair value. Any impairment would
result in a reduction in the carrying value of these items on the
consolidated balance sheets of the Company and the recognition of a
non-cash impairment charge in net earnings. Based on analyses
performed, the Company has not identified any impairment.
Employee Future Benefits
The cost and accrued benefit plan obligations of
the Company's defined benefit pension plans and its other
post-retirement benefit plan are accrued based on actuarial
valuations that are dependent upon assumptions determined by
management. These assumptions include the discount rate, the rate
of compensation increases, retirement ages, mortality rates and the
expected inflation rate of health care costs. These assumptions are
reviewed annually by the Company's management and its actuary.
These assumptions may change in the future and may have a material
impact on the accrued benefit obligations of the Company and the
cost of these plans, which is reflected in the Company's
consolidated statement of earnings. In addition, the actual rate of
return on plan assets and changes in interest rates could result in
changes in the Company's funding requirements for its defined
benefit pension plans. See Note 10 to the consolidated financial
statements for detailed information regarding the major assumptions
utilized.
Income and Other Taxes
The Company accounts for income taxes using the
liability method of accounting. Under the liability method,
deferred income tax assets and liabilities are determined based on
differences between the carrying amounts of balance sheet items and
their corresponding tax values. The determination of the income tax
provision requires management to interpret regulatory requirements
and to make certain judgments. While income, capital and commodity
tax filings are subject to audits and reassessments, management
believes that adequate provisions have been made for all income and
other tax obligations. However, changes in the interpretations or
judgments may result in an increase or decrease in the Company's
income, capital or commodity tax provisions in the future. The
amount of any such increase or decrease cannot be reasonably
estimated.
New Accounting Pronouncements
New accounting standards
The following new and revised standards and interpretations were
effective for Corby on July 1,
2013:
(i) Fair
Value Measurement
The IASB issued a new standard, IFRS 13, "Fair
Value Measurement" ("IFRS 13") which defines fair value, provides
guidance in a single IFRS framework for measuring fair value and
identifies the required disclosures pertaining to fair value
measurement. IFRS 13 applies to all International Financial
Reporting Standards that require or permit fair value measurements
or disclosures. IFRS 13 defines fair value as the price that would
be received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants at the measurement
date. This standard is effective for annual periods beginning on or
after January 1, 2013, and must be
applied prospectively. For Corby, this standard became effective
July 1, 2013. The Company determined
that the adoption of IFRS 13 had no impact on its results of
operations and financial position. See Note 5 to the consolidated
financial statements for additional information for assets and
liabilities not measured at fair value, but for which fair value is
disclosed.
(ii) Financial
Instruments - Asset and Liability Offsetting
The IASB has issued amendments to IFRS 7,
"Financial Instruments: Disclosures" ("IFRS 7 amendment") which
clarify the requirements for offsetting financial instruments and
require new disclosures on the effect of offsetting arrangements on
an entity's financial position. The IFRS 7 amendment is effective
for annual periods beginning on or after January 1, 2013 and must be applied
retrospectively. For Corby, this amendment became effective
July 1, 2013. The adoption of
the IFRS 7 amendment did not have an impact on the Company's
consolidated results of operations and financial position.
(iii) Consolidated Financial
Statements
The IASB issued new standards, IFRS 10,
"Consolidated Financial Statements" ("IFRS 10"), IFRS 11, "Joint
Arrangements" ("IFRS 11"), and IFRS 12, "Disclosure of Interest in
Other Entities" ("IFRS 12"). In addition, the IASB amended IAS 27,
"Separate Financial Statements" ("IAS 27") and IAS 28, "Investments
in Associates and Joint Ventures" ("IAS 28"). The objective of IFRS
10 is to define the principles of control and establish the basis
of determining when and how an entity should be included within a
set of consolidated financial statements. IFRS 11 establishes
principles to determine the type of joint arrangement and guidance
for financial reporting activities required by entities that have
an interest in an arrangement that is jointly controlled. IFRS 12
enables users of the financial statements to evaluate the nature
and risks associated with its interest in other entities and the
effects of those interests on its financial performance.
IFRS 10, 11 and 12, and the amendments to IAS 27
and 28 are effective for annual periods beginning on or after
January 1, 2013 and must be applied
retrospectively. For Corby, this set of standards and amendments
became effective July 1, 2013. The
adoption of IFRS 10, 11, and 12 and the amendments to IAS 27 and 28
did not have an impact on the Company's results of operations,
financial position and disclosures.
(iv) Employee
Benefits
The IASB issued amendments to IAS 19, "Employee
Benefits" ("IAS 19 (Amended 2011)"), which eliminate the option to
defer the recognition of actuarial gains and losses through the
"corridor" approach, replaces the expected return on plan assets
calculation with a discount rate methodology in calculating pension
expense for defined benefit plans, revises the presentation of
changes in assets and liabilities arising from defined benefit
plans and enhances the disclosures for defined benefit plans. IAS
19 (Amended 2011) is effective for annual periods beginning on or
after January 1, 2013, and must be
applied retrospectively.
As a result of adoption IAS 19 (Amended 2011),
primarily the elimination of the "corridor" approach and the impact
of the replacement of the expected return on plan assets with a
discount rate methodology in calculating pension expense, the
following are the impacts on the Company's net earnings and
comprehensive income for the year ended June
30, 2013 and its financial position as at July 1, 2012 and June 30,
2013:
|
|
|
|
|
|
|
Year Ended |
|
|
|
|
|
|
|
June 30, |
Net earnings and total comprehensive income
impacts |
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
Marketing, sales and administration |
|
|
|
|
|
$ |
637 |
Other income |
|
|
|
|
|
|
(41) |
Earnings from operations |
|
|
|
|
|
|
596 |
|
|
|
|
|
|
|
|
Financial expense |
|
|
|
|
|
|
(910) |
Earnings before income tax |
|
|
|
|
|
|
(314) |
|
|
|
|
|
|
|
|
Income tax |
|
|
|
|
|
|
84 |
Net earnings |
|
|
|
|
|
|
(230) |
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
256 |
Tax impact of other comprehensive income |
|
|
|
|
|
|
(68) |
Net comprehensive income |
|
|
|
|
|
|
188 |
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
$ |
(42) |
|
|
|
|
|
|
|
|
Decrease in basic and diluted net
earnings per common share |
|
|
|
|
|
$ |
(0.01) |
Basic and diluted net earnings per
common share, as restated |
|
|
|
|
|
$ |
0.95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
July 1, |
Balance sheet impacts |
|
|
|
|
|
|
2013 |
|
|
|
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
Other assets |
|
|
|
|
|
$ |
569 |
|
|
$ |
702 |
Provision for pensions |
|
|
|
|
|
|
(10,914) |
|
|
|
(10,989) |
Deferred income taxes |
|
|
|
|
|
|
2,752 |
|
|
|
2,736 |
Retained earnings |
|
|
|
|
|
|
230 |
|
|
|
- |
Accumulated other comprehensive loss |
|
|
|
|
|
|
7,363 |
|
|
|
7,551 |
|
|
|
|
|
|
|
|
|
|
|
|
Recent accounting pronouncements
A number of new standards, amendments to
standards and interpretations have been issued but are not yet
effective for the financial year ending June
30, 2014, and accordingly, have not been applied in
preparing these consolidated financial statements:
(v) Financial Instruments
- Asset and Liability Offsetting
The IASB has issued amendments to IAS 32,
"Financial Instruments: Presentation" ("IAS 32"), which clarify the
requirements which permit offsetting a financial asset and
liability in the financial statements. The amendments to IAS 32 are
effective for annual periods beginning on or after January 1, 2014 and must be applied
retrospectively. For Corby, this amendment will become effective
July 1, 2014. The Company does not
expect the amendments to IAS 32 to have a significant impact on its
consolidated financial statements.
(vi) Levies
The IFRS Interpretations Committee ("IFRIC") of
the IASB has issued a new interpretation, "Levies" ("IFRIC 21"),
which addresses the accounting for a liability to pay a levy to a
government. IFRIC 21 applies to levy liabilities within the scope
of IAS 37, "Provisions, Contingent Liabilities and Contingent
Assets", and to levy liabilities when the timing and amount is
certain. IFRIC 21 is effective for annual periods beginning on or
after January 1, 2014 and must be
applied retrospectively. For Corby, this interpretation will become
effective July 1, 2014. The Company
is assessing the impact on its consolidated financial
statements.
(vii) Revenue
In May 2014, the
IASB released IFRS 15, Revenue from contracts with customers, which
supersedes IAS 11, Construction Contracts, IAS 18, Revenues, IFRIC
13, Customer Loyalty Programmes, IFRIC 15, Agreement for the
Construction of Real Estate, IFRIC 18, Transfers of Assets from
Customers and SIC-31, Revenue - Barter Transactions Involving
Advertising Services. The core principle of IFRS 15 is that an
entity should recognize revenue to depict the transfer of promised
goods or services to customers in an amount that reflects the
consideration to which the entity expects to be entitled in
exchange for those goods or services. IFRS 15 will also result in
enhanced disclosures about revenue, provide guidance for
transactions that were not previously addressed comprehensively
(for example, service revenue and contract modifications) and
improve guidance for multiple-element arrangements. IFRS 15 will be
effective for Corby's fiscal year beginning on July 1, 2017, with earlier application permitted.
The Company has not yet assessed the impact of the adoption of this
standard on its consolidated financial statements.
(viii) Financial
Instruments
The IASB has issued a new standard, IFRS 9,
"Financial Instruments" ("IFRS 9"), which will ultimately replace
IAS 39, "Financial Instruments: Recognition and Measurement" ("IAS
39"). The replacement of IAS 39 is a multi-phase project with the
objective of improving and simplifying the reporting for financial
instruments and the issuance of IFRS 9 is part of the first phase
of this project. IFRS 9 uses a single approach to determine whether
a financial asset or liability is measured at amortized cost or
fair value, replacing the multiple rules in IAS 39. For financial
assets, the approach in IFRS 9 is based on how an entity manages
its financial instruments in the context of its business model and
the contractual cash flow characteristics of the financial assets.
IFRS 9 requires a single impairment method to be used, replacing
multiple impairment methods in IAS 39. For financial liabilities
measured at fair value, fair value changes due to changes in an
entity's credit risk are presented in other comprehensive income.
The IASB has tentatively decided to require implementation of this
standard for annual periods beginning on or after January 1, 2018 and must be applied
retrospectively. For Corby, this standard will become effective
July 1, 2018. The Company is
currently assessing the impact of the new standard on its
consolidated financial statements.
Disclosure Controls and Procedures
The Company maintains a system of disclosure
controls and procedures that has been designed to provide
reasonable assurance that information required to be disclosed by
the Company in its public filings is recorded, processed,
summarized and reported within required time periods and includes
controls and procedures designed to ensure that all relevant
information is accumulated and communicated to senior management,
including the Company's Chief Executive Officer ("CEO ") and Chief
Financial Officer ("CFO"), to allow timely decisions regarding
required disclosure.
Management, with the participation of the CEO
and CFO, has evaluated the effectiveness of the Company's
disclosure controls and procedures (as defined in National
Instrument 52-109) as at June 30,
2014, and has concluded that such disclosure controls and
procedures are effective based upon such evaluation.
Internal Controls Over Financial
Reporting
The Company maintains a system of disclosure
controls and procedures to provide reasonable assurance that all
material information relating to the Company is gathered and
reported to senior management on a timely basis so that appropriate
decisions can be made regarding public disclosure.
In addition, the CEO and CFO have designed, or
caused to be designed under their supervision, internal controls
over financial reporting to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with IFRS.
Internal control systems, no matter how well designed, have
inherent limitations. Therefore, even those systems determined to
be designed effectively can provide only reasonable assurance with
respect to financial reporting and financial statement
preparation.
Management, with the participation of the CEO
and CFO, has evaluated the effectiveness of the Company's internal
controls over financial reporting as at June 30, 2014, and has concluded that internal
control over financial reporting is designed and operating
effectively to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with IFRS.
Management's assessment was based on the framework established in
Internal Control - Integrated Framework (1992), published by the
Committee of Sponsoring Organizations of the Treadway
Commission.
There were no changes in internal control over
financial reporting during the Company's most recent interim period
that have materially affected, or are reasonably likely to
materially affect, the Company's internal controls over financial
reporting.
Risks & Risk Management
The Company is exposed to a number of risks in
the normal course of its business that have the potential to affect
its operating and financial performance.
Industry and Regulatory
The beverage alcohol industry in Canada is subject to government policy,
extensive regulatory requirements and significant rates of taxation
at both the federal and provincial levels. As a result, changes in
the government policy, regulatory and/or taxation environments
within the beverage alcohol industry may affect Corby's business
operations, causing changes in market dynamics or changes in
consumer consumption patterns. In addition, the Company's
provincial LB customers have the ability to mandate changes that
can lead to increased costs, as well as other factors that may
impact financial results.
The Company continuously monitors the potential
risk associated with any proposed changes to its government policy,
regulatory and taxation environments and, as an industry leader,
actively participates in trade association discussions relating to
new developments.
Consumer Consumption Patterns
Beverage alcohol companies are susceptible to risks relating to
changes in consumer consumption patterns. Consumer consumption
patterns are affected by many external influences, not the least of
which is economic outlook and overall consumer confidence in the
stability of the economy as a whole. Corby offers a diverse
portfolio of products across all major spirits categories and at
various price points, which complements consumer desires and offers
exciting innovation.
Distribution/Supply Chain
Interruption
The Company is susceptible to risks relating to distributor and
supply chain interruptions. Distribution in Canada is largely accomplished through the
government-owned provincial LBs and, therefore, an interruption
(e.g., a labour strike) for any length of time may have a
significant impact on the Company's ability to sell its products in
a particular province and/or market.
Supply chain interruptions, including a
manufacturing or inventory disruption, could impact product quality
and availability. The Company adheres to a comprehensive suite of
quality programmes and proactively manages production and supply
chains to mitigate any potential risk to consumer safety or Corby's
reputation and profitability.
Environmental Compliance
Environmental liabilities may potentially arise when companies are
in the business of manufacturing products and, thus, required to
handle potentially hazardous materials. As Corby outsources its
production, including all of its storage and handling of maturing
alcohol, the risk of environmental liabilities is considered
minimal. Corby currently has no significant recorded or unrecorded
environmental liabilities.
Industry Consolidation
The global beverage alcohol industry has continued to experience
consolidation in 2014. Industry consolidation can have varying
degrees of impact and, in some cases, may even create exceptional
opportunities. Either way, management believes that the Company is
well positioned to deal with this or other changes to the
competitive landscape in Canada
and other markets in which it carries on business.
Competition
The Canadian beverage alcohol industry is extremely competitive.
Competitors may take actions to establish and sustain a competitive
advantage through advertising and promotion and pricing strategies
in an effort to maintain market share. Corby constantly monitors
the market and adjusts its own strategies as appropriate.
Competitors may also affect Corby's ability to attract and retain
high-quality employees. The Company's long heritage attests to
Corby's strong foundation and successful execution of its
strategies. Its role as a leading Canadian beverage alcohol company
helps facilitate recruitment efforts.
Credit Risk
Credit risk arises from deposits in cash management pools held with
PR via Corby's participation in the Mirror Netting Service
Agreement (as previously described in the "Related Party
Transactions" section of this MD&A), as well as credit exposure
to customers, including outstanding accounts and note receivable.
The maximum exposure to credit risk is equal to the carrying value
of the Company's financial assets. The objective of managing
counter-party credit risk is to prevent losses in financial assets.
The Company assesses the credit quality of its counter-parties,
taking into account their financial position, past experience and
other factors. As the large majority of Corby's accounts receivable
balances are collectable from government-controlled LBs, management
believes the Company's credit risk relating to accounts receivable
is at an acceptably low level. The Company's note receivable is
secured.
Exposure to Interest Rate
Fluctuations
The Company does not have any short- or long-term debt facilities.
Interest rate risk exists, as Corby earns market rates of interest
on its deposits in cash management pools and also has a note
receivable that earns a fixed rate of interest. An active risk
management programme does not exist, as management believes that
changes in interest rates would not have a material impact on
Corby's financial position over the long term.
Exposure to Commodity Price
Fluctuations
Commodity risk exists, as the manufacture of Corby's products
requires the procurement of several known commodities, such as
grains, sugar and natural gas. The Company strives to partially
mitigate this risk through the use of longer-term procurement
contracts where possible. In addition, subject to competitive
conditions, the Company may pass on commodity price changes to
consumers through pricing over the long term.
Foreign Currency Exchange Risk
The Company has exposure to foreign currency risk, as it conducts
business in multiple foreign currencies; however, its exposure is
primarily limited to the US dollar ("USD") and UK pound sterling
("GBP"). Corby does not utilize derivative instruments to manage
this risk. Subject to competitive conditions, changes in foreign
currency rates may be passed on to consumers through pricing over
the long term.
USD Exposure
The Company's demand for USD has traditionally outpaced its supply,
due to USD sourcing of production inputs exceeding that of the
Company's USD sales. Therefore, decreases in the value of the
Canadian dollar ("CAD") relative to the USD will have an
unfavourable impact on the Company's earnings.
GBP Exposure
The Company's exposure to fluctuations in the value of the GBP
relative to the CAD was reduced as both sales and cost of
production are denominated in GBP. While Corby's exposure has been
minimized, increases in the value of the CAD relative to the GBP
will have an unfavourable impact on the Company's earnings.
Third-Party Service Providers
HWSL, which Corby manages on behalf of PR, provides more than 80%
of the Company's production requirements, among other services
including administration and information technology. However, the
Company is reliant upon certain third-party service providers in
respect of certain of its operations. It is possible that negative
events affecting these third-party service providers could, in
turn, negatively impact the Company. While the Company has no
direct control over how such third parties are managed, it has
entered into contractual arrangements to formalize these
relationships. In order to minimize operating risks, the Company
actively monitors and manages its relationships with its
third-party service providers.
Brand Reputation and Trademark
Protection
The Company promotes nationally branded, non-proprietary products
as well as proprietary products. Damage to the reputation of any of
these brands, or to the reputation of any supplier or manufacturer
of these brands, could negatively impact consumer opinion of the
Company or the related products, which could have an adverse impact
on the financial performance of the Company. The Company strives to
mitigate such risks by selecting only those products from suppliers
that strategically complement Corby's existing brand portfolio and
by actively monitoring brand advertising and promotion activities.
The Company registers trademarks, as applicable, while constantly
watching for and responding to competitive threats, as
necessary.
Valuation of Goodwill and Intangible
Assets
Goodwill and intangible assets account for a significant amount of
the Company's total assets. Goodwill and intangible assets are
subject to impairment tests that involve the determination of fair
value. Inherent in such fair value determinations are certain
judgments and estimates including, but not limited to, projected
future sales, earnings and capital investment; discount rates; and
terminal growth rates. These judgments and estimates may change in
the future due to uncertain competitive market and general economic
conditions, or as the Company makes changes in its business
strategies. Given the current state of the economy, certain of the
aforementioned factors affecting the determination of fair value
may be impacted and, as a result, the Company's financial results
may be adversely affected.
The following chart summarizes Corby's goodwill and intangible
assets and details the amounts associated with each brand (or
basket of brands) and market:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying
Values as at June 30, 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Associated Brand |
|
|
|
|
|
Associated Market |
|
|
|
|
|
Goodwill |
|
|
Intangibles |
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Various PR brands |
|
|
|
|
|
Canada |
|
|
|
|
$ |
- |
|
|
$ |
42.4 |
|
|
$ |
|
|
42.4 |
Lamb's rum |
|
|
|
|
|
International (1) |
|
|
|
|
|
1.4 |
|
|
|
11.8 |
|
|
|
|
|
13.2 |
Corby domestic brands |
|
|
|
|
|
Canada |
|
|
|
|
|
1.9 |
|
|
|
- |
|
|
|
|
|
1.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
3.3 |
|
|
$ |
54.2 |
|
|
$ |
|
|
57.5 |
(1) The international business for
Lamb's rum is primarily focused in the UK, however, the
trademarks and licenses purchased, relate to all international
markets outside of Canada,
as Corby previously owned the Canadian rights.
|
Therefore, economic factors (such as consumer consumption
patterns) specific to these brands and markets are primary drivers
of the risk associated with their respective goodwill and
intangible assets valuations.
Employee Future Benefits
The Company has certain obligations under its registered and
non-registered defined benefit pension plans and other
post-retirement benefit plan. There is no assurance that the
Company's benefit plans will be able to earn the assumed rate of
return. New regulations and market-driven changes may result in
changes in the discount rates and other variables, which would
result in the Company being required to make contributions in the
future that differ significantly from estimates. An extended period
of depressed capital markets and low interest rates could require
the Company to make contributions to these plans in excess of those
currently contemplated, which, in turn, could have an adverse
impact on the financial performance of the Company. Somewhat
mitigating the impact of a potential market decline is the fact
that the Company monitors its pension plan assets closely and
follows strict guidelines to ensure that pension fund investment
portfolios are diversified in-line with industry best practices.
For further details related to Corby's defined benefit pension
plans, please refer to Note 10 of the consolidated financial
statements for the year ended June 30,
2014.
CORBY SPIRIT AND WINE LIMITED |
|
|
|
|
|
|
|
|
|
CONSOLIDATED BALANCE
SHEETS |
|
|
|
|
|
|
|
|
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands of Canadian
dollars) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
|
July 1 |
|
|
Notes |
|
2014 |
|
|
2013 (1) |
|
|
2012 (1) |
|
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
Deposits in cash management pools |
|
$ |
108,029 |
|
$ |
108,043 |
|
$ |
110,113 |
Accounts receivable |
|
7 |
|
23,249 |
|
|
23,642 |
|
|
28,611 |
Income and other taxes
recoverable |
|
|
980 |
|
|
1,055 |
|
|
- |
Inventories |
|
8 |
|
52,561 |
|
|
49,083 |
|
|
47,760 |
Prepaid expenses |
|
|
|
256 |
|
|
533 |
|
|
555 |
Current portion of note
receivable |
9 |
|
600 |
|
|
600 |
|
|
600 |
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
185,675 |
|
|
182,956 |
|
|
187,639 |
Note receivable |
|
9 |
|
- |
|
|
600 |
|
|
1,200 |
Other assets |
|
10 |
|
1,554 |
|
|
569 |
|
|
702 |
Deferred income taxes |
11 |
|
658 |
|
|
1,699 |
|
|
1,753 |
Property and equipment |
12 |
|
8,632 |
|
|
8,092 |
|
|
7,524 |
Goodwill |
|
13 |
|
3,278 |
|
|
3,278 |
|
|
3,278 |
Intangible assets |
|
14 |
|
54,163 |
|
|
49,665 |
|
|
53,771 |
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
$ |
253,960 |
|
$ |
246,859 |
|
$ |
255,867 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued
liabilities |
16 |
$ |
26,774 |
|
$ |
24,185 |
|
$ |
22,400 |
Income and other taxes payable |
|
|
- |
|
|
- |
|
|
3,656 |
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
26,774 |
|
|
24,185 |
|
|
26,056 |
Provision for employee benefits |
10 |
|
18,045 |
|
|
21,363 |
|
|
21,539 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
44,819 |
|
|
45,548 |
|
|
47,595 |
|
|
|
|
|
|
|
|
|
|
|
Shareholders' equity |
|
|
|
|
|
|
|
|
|
Share capital |
|
17 |
|
14,304 |
|
|
14,304 |
|
|
14,304 |
Accumulated other comprehensive
loss |
18 |
|
(4,303) |
|
|
(7,363) |
|
|
(7,551) |
Retained earnings |
|
|
|
199,140 |
|
|
194,370 |
|
|
201,519 |
|
|
|
|
|
|
|
|
|
|
|
Total shareholders' equity |
|
|
209,141 |
|
|
201,311 |
|
|
208,272 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders'
equity |
|
$ |
253,960 |
|
$ |
246,859 |
|
$ |
255,867 |
|
|
|
|
|
|
|
|
|
|
1 In preparing its comparative
information, the Company has adjusted amounts reported previously
in the consolidated financial statements as a result of the
retrospective application of the amendments to IAS 19, Employee
Benefits. Refer to Note 3 for details regarding adjusted
amounts.
|
The accompanying notes are an integral part of
these consolidated financial statements.
|
CORBY SPIRIT AND WINE LIMITED |
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENTS OF
EARNINGS |
|
|
|
|
|
|
|
|
|
|
|
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands of Canadian dollars,
except per share amounts) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the
Three Months Ended |
|
|
For the Year Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
|
Notes |
|
2014 |
|
|
2013 (1) |
|
|
2014 |
|
|
2013 (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
19 |
$ |
33,366 |
|
$ |
33,464 |
|
$ |
137,279 |
|
$ |
132,743 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales |
|
|
|
(10,761) |
|
|
(12,370) |
|
|
(48,973) |
|
|
(49,643) |
Marketing, sales and
administration |
|
|
|
(13,409) |
|
|
(10,998) |
|
|
(55,304) |
|
|
(46,334) |
Other income |
|
20 |
|
46 |
|
|
139 |
|
|
458 |
|
|
277 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from operations |
|
|
|
9,242 |
|
|
10,235 |
|
|
33,460 |
|
|
37,043 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income |
|
21 |
|
445 |
|
|
390 |
|
|
1,755 |
|
|
1,707 |
Financial expenses |
|
21 |
|
(291) |
|
|
(521) |
|
|
(1,234) |
|
|
(1,357) |
|
|
|
|
|
154 |
|
|
(131) |
|
|
521 |
|
|
350 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income taxes |
|
|
|
9,396 |
|
|
10,104 |
|
|
33,981 |
|
|
37,393 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current income taxes |
|
|
|
(2,747) |
|
|
(2,766) |
|
|
(9,066) |
|
|
(10,393) |
Deferred income taxes |
|
|
|
216 |
|
|
(71) |
|
|
68 |
|
|
14 |
Income taxes |
|
11 |
|
(2,531) |
|
|
(2,837) |
|
|
(8,998) |
|
|
(10,379) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
|
$ |
6,865 |
|
$ |
7,267 |
|
$ |
24,983 |
|
$ |
27,014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share |
|
22 |
$ |
0.24 |
|
$ |
0.26 |
|
$ |
0.88 |
|
$ |
0.95 |
Diluted earnings per share |
|
22 |
$ |
0.24 |
|
$ |
0.26 |
|
$ |
0.88 |
|
$ |
0.95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares
outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
|
28,468,856 |
|
|
28,468,856 |
|
|
28,468,856 |
|
|
28,468,856 |
Diluted |
|
|
|
28,468,856 |
|
|
28,468,856 |
|
|
28,468,856 |
|
|
28,468,856 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1In preparing its comparative information, the
Company has adjusted amounts reported previously in the
consolidated financial statements as a result of the retrospective
application of the amendments to IAS 19, Employee Benefits. Refer
to Note 3 for details regarding adjusted amounts.
|
The accompanying notes are an integral part of
these consolidated financial statements. |
CORBY SPIRIT AND WINE LIMITED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME |
|
|
|
|
|
|
|
|
|
|
|
|
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands of Canadian
dollars) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended |
|
|
For the Year Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
|
|
Notes |
|
|
2014 |
|
|
2013 (1) |
|
|
2014 |
|
|
2013 (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
|
|
|
|
$ |
6,865 |
|
$ |
7,267 |
|
$ |
24,983 |
|
$ |
27,014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts that will not be subsequently reclassified
to earnings: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net actuarial gains |
|
|
|
10 |
|
|
857 |
|
|
64 |
|
|
4,169 |
|
|
256 |
Income taxes |
|
|
|
|
|
|
(227) |
|
|
(17) |
|
|
(1,109) |
|
|
(68) |
|
|
|
|
|
|
|
630 |
|
|
47 |
|
|
3,060 |
|
|
188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
$ |
7,495 |
|
$ |
$ 7,314 |
|
$ |
28,043 |
|
$ |
27,202 |
CONSOLIDATED
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
|
|
|
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands of Canadian
dollars) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes |
|
|
Share Capital |
|
|
Accumulated
Other
Comprehensive
Loss |
|
|
Retained
Earnings |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at June 30, 2013(1) |
|
|
$ |
14,304 |
|
$ |
- |
|
$ |
194,600 |
|
$ |
208,904 |
Restatement of Employee Benefits |
3 |
|
|
- |
|
|
(7,363) |
|
|
(230) |
|
|
(7,593) |
Restated balance as at June 30, 2013 |
|
|
|
14,304 |
|
|
(7,363) |
|
|
194,370 |
|
|
201,311 |
Total comprehensive income |
|
|
|
- |
|
|
3,060 |
|
|
24,983 |
|
|
28,043 |
Dividends |
|
|
|
|
- |
|
|
- |
|
|
(20,213) |
|
|
(20,213) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at June 30, 2014 |
|
|
$ |
14,304 |
|
$ |
(4,303) |
|
$ |
199,140 |
|
$ |
209,141 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at July 1, 2012(1) |
|
|
$ |
14,304 |
|
$ |
- |
|
$ |
201,519 |
|
$ |
215,823 |
Restatement of Employee Benefits |
3 |
|
|
- |
|
|
(7,551) |
|
|
- |
|
|
(7,551) |
Restated balance as at July 1, 2012 |
|
|
|
14,304 |
|
|
(7,551) |
|
|
201,519 |
|
|
208,272 |
Total comprehensive income |
|
|
|
- |
|
|
188 |
|
|
27,014 |
|
|
27,202 |
Dividends |
|
|
|
|
- |
|
|
- |
|
|
(34,163) |
|
|
(34,163) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at June 30, 2013(1) |
|
|
$ |
14,304 |
|
$ |
(7,363) |
|
$ |
194,370 |
|
$ |
201,311 |
1In preparing its comparative
information, the Company has adjusted amounts reported previously
in the consolidated financial statements as a result of the
retrospective application of the amendments to IAS 19, Employee
Benefits. Refer to Note 3 for details regarding adjusted
amounts. |
The accompanying notes are an integral part of
these consolidated financial statements. |
CORBY SPIRIT AND WINE LIMITED |
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENTS OF CASH
FLOW |
|
|
|
|
|
|
|
|
|
|
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands of Canadian
dollars) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended |
|
|
For the Nine Months Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Jun. 30 |
|
|
Notes |
|
2014 |
|
|
2013 (1) |
|
|
2014 |
|
|
2013 (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
$ |
6,865 |
|
$ |
7,267 |
|
$ |
24,983 |
|
$ |
27,014 |
Adjustments for: |
|
|
|
|
|
|
|
|
|
|
|
|
Amortization and depreciation |
23 |
|
1,873 |
|
|
1,403 |
|
|
7,054 |
|
|
5,534 |
Net financial income |
21 |
|
(154) |
|
|
131 |
|
|
(521) |
|
|
(350) |
Gain on disposal of property and
equipment |
|
|
(53) |
|
|
(81) |
|
|
(196) |
|
|
(224) |
Income tax expense |
11 |
|
2,531 |
|
|
2,837 |
|
|
8,998 |
|
|
10,379 |
Provision for employee benefits |
|
|
(293) |
|
|
(916) |
|
|
(1,369) |
|
|
(1,068) |
|
|
|
|
10,769 |
|
|
10,641 |
|
|
38,949 |
|
|
41,285 |
Net change in non-cash working capital
balances |
25 |
|
(55) |
|
|
7,588 |
|
|
(380) |
|
|
4,835 |
Interest received |
|
|
437 |
|
|
373 |
|
|
1,767 |
|
|
1,642 |
Income taxes paid |
|
|
(2,444) |
|
|
(2,468) |
|
|
(8,918) |
|
|
(14,934) |
Net cash from operating
activities |
|
|
8,707 |
|
|
16,134 |
|
|
31,418 |
|
|
32,828 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
Additions to property and equipment |
12 |
|
(1,521) |
|
|
(1,221) |
|
|
(2,176) |
|
|
(1,845) |
Additions to intangible assets |
14 |
|
- |
|
|
- |
|
|
(10,293) |
|
|
- |
Proceeds from disposition of property and
equipment |
|
83 |
|
|
201 |
|
|
385 |
|
|
510 |
Proceeds from disposition of intangible asset |
|
|
265 |
|
|
- |
|
|
265 |
|
|
- |
Deposits in cash management pools |
|
|
(2,409) |
|
|
(10,274) |
|
|
14 |
|
|
2,070 |
Net cash used in investing
activities |
|
|
(3,582) |
|
|
(11,294) |
|
|
(11,805) |
|
|
735 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from note receivable |
9 |
|
- |
|
|
- |
|
|
600 |
|
|
600 |
Dividends paid |
|
|
(5,125) |
|
|
(4,840) |
|
|
(20,213) |
|
|
(34,163) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing
activities |
|
|
(5,125) |
|
|
(4,840) |
|
|
(19,613) |
|
|
(33,563) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
Cash, beginning of period |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
Cash, end of period |
|
$ |
- |
|
$ |
- |
|
$ |
- |
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
|
1In preparing its comparative
information, the Company has adjusted amounts reported previously
in the consolidated financial statements as a result of the
retrospective application of the amendments to IAS 19, Employee
Benefits. Refer to Note 3 for details regarding adjusted
amounts. |
The accompanying notes are an integral part of
these consolidated financial statements. |
CORBY SPIRIT AND WINE LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(in thousands of Canadian dollars, except per share
amounts)
1. GENERAL
INFORMATION
Corby Spirit and Wine Limited ("Corby" or the
"Company") is a leading Canadian marketer of spirits and importer
of wines. The Company derives its revenues from the sale of its
owned-brands in Canada and other
international markets, as well as earning commissions from the
representation of selected non-owned brands in the Canadian
marketplace. Revenues predominantly consist of sales made to each
of the provincial liquor boards in Canada. The Company also supplements these
primary sources of revenue with other ancillary activities
incidental to its core business, such as logistics fees.
Corby is controlled by Hiram Walker & Sons
Limited ("HWSL"), which is a wholly owned subsidiary of Pernod
Ricard, S.A. ("PR"), a French public limited company that controls
51.6% of the outstanding Voting Class A Common Shares of Corby as
at June 30, 2014.
Corby is a public company incorporated and
domiciled in Canada, whose shares
are traded on the Toronto Stock Exchange. The Company's registered
address is 225 King Street West, Suite 1100, Toronto, ON M5V 3M2.
Effective November 7,
2013, Corby changed its name and began operating as Corby
Spirit and Wine Limited. Prior to this date, Corby operated as
Corby Distilleries Limited. Reflecting the change Corby began
trading on the TSX under the symbols CSW.A and CSW.B.
2. BASIS OF PREPARATION
Statement of compliance
These consolidated financial statements have been prepared in
accordance with International Financial Reporting Standards
("IFRS") and using the accounting policies described herein.
These consolidated financial statements were
approved by the Company's Board of Directors on August 27, 2014.
Functional and presentation
currency
The Company's consolidated financial statements are presented in
Canadian dollars, which is the Company's functional and
presentation currency.
Foreign currency translation
Transactions denominated in foreign currencies are translated into
the functional currency using the exchange rate applying at the
transaction date. Non-monetary assets and liabilities denominated
in foreign currencies are recognized at the historical exchange
rate applicable at the transaction date. Monetary assets and
liabilities denominated in foreign currencies are translated at the
exchange rate applying at the balance sheet date. Foreign
currency differences related to operating activities are recognized
in earnings from operations for the period; foreign currency
differences related to financing activities are recognized within
net financial income.
Basis of Measurement
These consolidated financial statements are prepared in accordance
with the historical cost model, except for certain categories of
assets and liabilities, which are measured in accordance with other
methods provided for by IFRS as explained in the accounting
policies below. Historical cost is generally based on the fair
value of the consideration given in exchange for assets.
Use of Estimates and
Judgements
The preparation of the consolidated financial statements in
conformity with IFRS requires management to make certain
judgements, estimates and assumptions that affect the application
of accounting policies, the reported amounts of assets and
liabilities, disclosure of contingent assets and liabilities at the
date of the consolidated financial statements, and the reported
amounts of revenues and expenses during the reporting period. These
estimates are made on the assumption the Company will continue as a
going concern and are based on information available at the time of
preparation. Estimates may be revised where the circumstance on
which they were based change or where new information becomes
available. Future outcomes can differ from these estimates.
Judgement is commonly used in determining
whether a balance or transaction should be recognized in the
consolidated financial statements and estimates and assumptions are
more commonly used in determining the measurement of recognized
transactions and balances. However, judgement and estimates are
often interrelated.
The Company has applied judgement in determining
the tax rates used for measuring deferred taxes and identifying the
indicators of impairment for property and equipment, goodwill and
intangible assets. In the absence of standards or interpretations
applicable to a specific transaction, management uses its judgement
to define and apply accounting policies that provide relevant and
reliable information in the context of the preparation of the
financial statements.
Estimates are used when estimating the useful
lives of property and equipment and intangible assets for the
purpose of depreciation and amortization, when accounting for or
measuring items such as allowances for uncollectible accounts
receivable and inventory obsolescence, assumptions underlying the
actuarial determination of provision for pensions, income and other
taxes, provisions, certain fair value measures including those
related to the valuation of share-based payments and financial
instruments, and when testing goodwill, intangible assets and other
assets for impairment. Actual results may differ from these
estimates.
Estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting estimates are
recognized in the period in which the estimates are revised and in
any future periods affected.
3. ADOPTION OF NEW AND REVISED STANDARDS AND
INTERPRETATIONS
The following new and revised standards and interpretations were
effective for Corby on July 1,
2013:
(i) Fair
Value Measurement
The IASB issued a new standard, IFRS 13, "Fair
Value Measurement" ("IFRS 13") which provides a standard definition
of fair value, sets out a framework for measuring fair value and
provides for specific disclosures about fair value measurements.
IFRS 13 applies to all IFRS that require or permit fair value
measurements or disclosures. IFRS 13 defines fair value as the
price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at
the measurement date. This standard is effective for annual periods
beginning on or after January 1,
2013, and must be applied prospectively. For Corby, this
standard became effective July 1,
2013. The Company determined that the adoption of IFRS 13
had no impact on its results of operations and financial position.
The adoption of IFRS 13 has resulted in additional disclosure in
Note 5 to these consolidated financial statements.
(ii) Financial
Instruments - Asset and Liability Offsetting
The IASB has issued amendments to IFRS 7,
"Financial Instruments: Disclosures" ("IFRS 7 amendment") which
clarify the requirements for offsetting financial instruments and
require new disclosures on the effect of offsetting arrangements on
an entity's financial position. The IFRS 7 amendment is effective
for annual periods beginning on or after January 1, 2013 and must be applied
retrospectively. For Corby, this amendment became effective
July 1, 2013. The adoption of
the IFRS 7 amendment did not have an impact on the Company's
consolidated results of operations and financial position.
(iii) Consolidated Financial
Statements
The IASB issued new standards, IFRS 10,
"Consolidated Financial Statements" ("IFRS 10"), IFRS 11, "Joint
Arrangements" ("IFRS 11"), and IFRS 12, "Disclosure of Interest in
Other Entities" ("IFRS 12"). In addition, the IASB amended IAS 27,
"Separate Financial Statements" ("IAS 27") and IAS 28, "Investments
in Associates and Joint Ventures" ("IAS 28"). The objective of IFRS
10 is to define the principles of control and establish the basis
of determining when and how an entity should be included within a
set of consolidated financial statements. IFRS 11 establishes
principles to determine the type of joint arrangement and guidance
for financial reporting activities required by entities that have
an interest in an arrangement that is jointly controlled. IFRS 12
enables users of the financial statements to evaluate the nature
and risks associated with its interest in other entities and the
effects of those interests on its financial performance.
IFRS 10, 11 and 12, and the amendments to IAS 27
and 28 are effective for annual periods beginning on or after
January 1, 2013 and must be applied
retrospectively. For Corby, this set of standards and amendments
became effective July 1, 2013. The
adoption of IFRS 10, 11, and 12 and the amendments to IAS 27 and 28
did not have an impact on the Company's results of operations,
financial position and disclosures.
(iv) Employee
Benefits
The IASB issued amendments to IAS 19, "Employee
Benefits" ("IAS 19 (Amended 2011)"), which eliminate the option to
defer the recognition of actuarial gains and losses through the
"corridor" approach, replaces the expected return on plan assets
calculation with a discount rate methodology in calculating pension
expense for defined benefit plans, revises the presentation of
changes in assets and liabilities arising from defined benefit
plans and enhances the disclosures for defined benefit plans. IAS
19 (Amended 2011) is effective for annual periods beginning on or
after January 1, 2013, and must be
applied retrospectively.
As a result of adoption IAS 19 (Amended 2011),
primarily the elimination of the "corridor" approach and the impact
of the replacement of the expected return on plan assets with a
discount rate methodology in calculating pension expense, the
following are the impacts on the Company's net earnings and
comprehensive income for the year ended June
30, 2013 and its financial position as at July 1, 2012 and June 30,
2013:
|
|
|
|
|
|
|
Year Ended |
|
|
|
|
|
|
|
June 30, |
Net earnings and total comprehensive income
impacts |
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
Marketing, sales and administration |
|
|
|
|
|
$ |
637 |
Other income |
|
|
|
|
|
|
(41) |
Earnings from operations |
|
|
|
|
|
|
596 |
|
|
|
|
|
|
|
|
Financial expense |
|
|
|
|
|
|
(910) |
Earnings before income tax |
|
|
|
|
|
|
(314) |
|
|
|
|
|
|
|
|
Income tax |
|
|
|
|
|
|
84 |
Net earnings |
|
|
|
|
|
|
(230) |
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
256 |
Tax impact of other comprehensive income |
|
|
|
|
|
|
(68) |
Net comprehensive income |
|
|
|
|
|
|
188 |
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
$ |
(42) |
|
|
|
|
|
|
|
|
Decrease in basic and diluted net
earnings per common share |
|
|
|
|
|
$ |
(0.01) |
Basic and diluted net earnings per
common share, as restated |
|
|
|
|
|
$ |
0.95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
July 1, |
Balance sheet impacts |
|
|
|
|
|
|
2013 |
|
|
|
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
Other assets |
|
|
|
|
|
$ |
569 |
|
|
$ |
702 |
Provision for pensions |
|
|
|
|
|
|
(10,914) |
|
|
|
(10,989) |
Deferred income taxes |
|
|
|
|
|
|
2,752 |
|
|
|
2,736 |
Retained earnings |
|
|
|
|
|
|
230 |
|
|
|
- |
Accumulated other comprehensive loss |
|
|
|
|
|
|
7,363 |
|
|
|
7,551 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
- |
|
|
$ |
- |
Certain additional information with respect to
the net defined benefit expense and liability associated with the
Company's pension and post-employment benefit plans, as restated
for the impact of IAS 19 (Amended 2011), for the financial year
ended June 30, 2013 has been included
in Note 10 to these financial statements.
Recent accounting pronouncements
A number of new standards, amendments to
standards and interpretations have been issued but are not yet
effective for the financial year ending June
30, 2014, and accordingly, have not been applied in
preparing these consolidated financial statements:
(i) Financial Instruments
- Asset and Liability Offsetting
The IASB has issued amendments to IAS 32,
"Financial Instruments: Presentation" ("IAS 32"), which provides
further guidance on the requirements for offsetting a financial
instruments. The amendments to IAS 32 are effective for annual
periods beginning on or after January 1,
2014 and must be applied retrospectively. For Corby, this
amendment will become effective July 1,
2014. The Company does not expect the amendments to IAS 32
to have a significant impact on its consolidated financial
statements.
(ii) Levies
The IFRS Interpretations Committee ("IFRIC") of
the IASB has issued a new interpretation, "Levies" ("IFRIC 21"),
which addresses the accounting for a liability to pay a levy
to a government. IFRIC 21 applies to levy liabilities within the
scope of IAS 37, "Provisions, Contingent Liabilities and Contingent
Assets", and to levy liabilities when the timing and amount is
certain. IFRIC 21 is effective for annual periods beginning on or
after January 1, 2014 and must be
applied retrospectively. For Corby, this interpretation will become
effective July 1, 2014. The Company
is assessing the impact of this interpretation on its consolidated
financial statements.
(iii) Revenue
In May 2014, the
IASB released IFRS 15, Revenue from contracts with customers, which
supersedes IAS 11, Construction Contracts, IAS 18, Revenues, IFRIC
13, Customer Loyalty Programmes, IFRIC 15, Agreement for the
Construction of Real Estate, IFRIC 18, Transfers of Assets from
Customers and SIC-31, Revenue - Barter Transactions Involving
Advertising Services. The core principle of IFRS 15 is that an
entity should recognize revenue to depict the transfer of promised
goods or services to customers in an amount that reflects the
consideration to which the entity expects to be entitled in
exchange for those goods or services. IFRS 15 will also result in
enhanced disclosures about revenue, provide guidance for
transactions that were not previously addressed comprehensively
(for example, service revenue and contract modifications) and
improve guidance for multiple-element arrangements. IFRS 15 will be
effective for Corby's fiscal year beginning on July 1, 2017, with earlier application permitted.
The Company has not yet assessed the impact of the adoption of this
standard on its consolidated financial statements.
(iv) Financial
Instruments
The IASB has issued a new standard, IFRS 9,
"Financial Instruments" ("IFRS 9"), which will ultimately replace
IAS 39, "Financial Instruments: Recognition and Measurement" ("IAS
39"). The replacement of IAS 39 is a multi-phase project with the
objective of improving and simplifying the reporting for financial
instruments and the issuance of IFRS 9 is part of the first phase
of this project. IFRS 9 uses a single approach to determine whether
a financial asset or liability is measured at amortized cost or
fair value, replacing the multiple rules in IAS 39. For financial
assets, the approach in IFRS 9 is based on how an entity manages
its financial instruments in the context of its business model and
the contractual cash flow characteristics of the financial assets.
IFRS 9 requires a single impairment method to be used, replacing
multiple impairment methods in IAS 39. For financial liabilities
measured at fair value, fair value changes due to changes in an
entity's credit risk are presented in other comprehensive income.
The IASB has tentatively decided to require implementation of this
standard for annual periods beginning on or after January 1, 2018 and must be applied
retrospectively. For Corby, this standard will become effective
July 1, 2018. The Company is
currently assessing the impact of the new standard on its
consolidated financial statements.
4. SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been
applied consistently to all years presented in these consolidated
financial statements.
Basis of
Consolidation
Subsidiaries are entities controlled by the Company. Control exists
where the Company has the power to govern the financial and
operating policies of an entity so as to obtain benefits from its
activities. The financial statements of subsidiaries are included
in the Company's consolidated financial statement from the date
that the control commences until the date that control ceases.
Intra-company balances and transactions and any
unrealized income and expenses arising from intra-company
transactions are eliminated in preparing the consolidated financial
statements.
Deposits in Cash Management
Pools
Corby participates in a cash pooling arrangement under a Mirror
Netting Services Agreement together with PR's other Canadian
affiliates, the terms of which are administered by the Bank of
Nova Scotia. The Mirror Netting
Services Agreement acts to aggregate each participant's net cash
balance for the purposes of having a centralized cash management
function for all of PR's Canadian affiliates, including Corby.
Corby accesses these funds on a daily basis and
has the contractual right to withdraw these funds or terminate
these cash management arrangements upon providing five days'
written notice.
Inventories
Inventories are measured at the lower of cost (acquisition cost and
cost of production, including indirect production overheads) and
net realizable value. Net realizable value is the selling price
less the estimated cost of completion and sale of the inventories.
Most inventories are valued using the average cost method. The cost
of long-cycle inventories is calculated using a single method which
includes distilling and ageing maturing costs but excludes finance
costs. These inventories are classified in current assets, although
a substantial part remains in inventory for more than one year
before being sold in order to undergo the ageing maturing process
used for certain spirits.
Property and equipment
Property and equipment are recognized at acquisition cost and
broken down by component. Cost includes expenditures that are
directly attributable to the acquisition of the asset.
Depreciation is calculated on a straight-line
basis over the estimated useful life of the assets. Useful life and
depreciation methods are reviewed at each reporting date. Items of
property and equipment are written down when impaired.
The range of depreciable lives for the major
categories of property and equipment are as follows:
Leasehold improvements |
|
|
|
|
|
|
|
|
|
|
5 to 10 years |
Machinery and equipment |
|
|
|
|
|
|
|
|
|
|
3 to 12 years |
Casks |
|
|
|
|
|
|
|
|
|
|
12 years |
Other capital assets |
|
|
|
|
|
|
|
|
|
|
3 to 20 years |
Depreciation of property and equipment is
recognized within earnings from operations. The Company commences
recognition of depreciation in earnings when the item of property
and equipment is ready for its intended use.
Gains and losses on disposal of an item of
property and equipment are determined by comparing the proceeds
from disposal with the carrying amount of property and equipment
and are recognized net, within earnings from operations.
Fully-depreciated items of property and
equipment that are still in use continue to be recognized in the
cost and accumulated depreciation.
The cost of replacing part of an item of
property and equipment is recognized in the carrying amount of the
item if it is probable that the future economic benefits embodied
within the part will flow to the Company and its cost can be
measured reliably. The carrying amount of the replaced part is
derecognized. The costs of repairs and maintenance of property and
equipment are recognized in earnings from operations as
incurred.
Leases
The Company leases certain premises and equipment. Terms vary in
length and typically permit renewal for additional periods. These
leases are classified as operating leases under which minimum rent,
including scheduled escalations, is expensed on a straight-line
basis over the term of the lease.
Leases are classified as finance leases whenever
the terms of the lease transfer substantially all the risks and
rewards of ownership to the lessee. All other leases are
classified as operating leases. The Company currently has no
finance leases.
Goodwill
Goodwill arising in a business combination is recognized as an
asset at the date that control is acquired. For acquisitions
on or after July 1, 2010, goodwill is
measured as the excess of the sum of the fair value of the
consideration transferred over the fair value of the identifiable
assets acquired less the fair value of the liabilities assumed.
Goodwill is tested for impairment at least annually and whenever
there is an indication that the asset may be impaired.
As part of its transition to IFRS, the Company
elected to apply IFRS 3 - Business Combinations ("IFRS 3"),
only to those business combinations that occurred on or after
July 1, 2010. In respect of
acquisitions prior to July 1, 2010,
goodwill represents the amount recognized under previous Canadian
GAAP.
Goodwill is measured at cost less any accumulated impairment
losses.
Intangible Assets
Intangible assets include the following:
(i) Long-term Representation
Rights
Long-term representation rights represent the
cost of the Company's exclusive right to represent PR's brands in
Canada. These representation
rights are carried at cost, less accumulated amortization.
Amortization is provided for on a straight-line basis, over the
term of theire respective agreements. Representation rights are
scheduled to expire on September 30,
2021. Amortization is recognized as a reduction to
commission revenue earned from the representation of PR brands.
(ii) Trademarks and
licences
Trademarks and licences represent the value of
trademarks and licences of businesses acquired and are measured at
cost on initial recognition. These intangible assets are deemed to
have an indefinite life and are, therefore, not amortized.
Trademarks and licences are tested for impairment on an annual
basis or more frequently if events or changes in circumstances
indicate that the assets might be impaired.
(iii) Non-refundable
upfront fees
Non-refundable upfront fees are carried at cost,
less accumulated amortization. Amortization is provided for on a
straight-line basis over the term of the associated agreement and
recognized within revenue.
Impairment
(i) Financial Assets
A financial asset is assessed at each reporting
date to determine whether there is any objective evidence that it
is impaired. A financial asset is considered to be impaired if
objective evidence indicates that one or more events have occurred
that have had a negative effect on the estimated future cash flows
of that asset.
Objective evidence that a financial asset is
impaired includes, but is not limited to, default or delinquency by
a debtor, restructuring of an amount due to the Company on terms
the Company would not consider otherwise, indicators the debtor
will enter bankruptcy, or adverse changes in the status of the
debtor's economic conditions.
An impairment loss in respect of a financial
asset measured at amortized cost is calculated as the difference
between its carrying amount and the present value of the estimated
future cash flows, discounted at the original effective interest
rate.
Individually significant financial assets are
tested for impairment on an individual basis. The remaining
financial assets are assessed collectively in groups that share
similar credit risk characteristics.
All impairment losses are recognized in net earnings.
An impairment loss is reversed if the reversal
can be objectively related to an event occurring after the
impairment loss was recognized. For financial assets measured at
amortized cost, the reversal is recognized in earnings.
(ii)
Non-financial assets
The carrying amount of the Company's
non-financial assets are reviewed at each reporting date to
determine whether there is any indication of impairment. If any
such indications exist, the asset's recoverable amount is
estimated.
Intangible assets and property and equipment are
subject to impairment tests whenever there is an indication that
the value of the asset has been impaired and at least once a year
for non-current assets with indefinite useful lives (goodwill and
trademarks and licences).
Assets subject to impairment tests are included
in Cash-Generating Units ("CGUs"), corresponding to linked groups
of assets, which generate identifiable cash flows. For the purpose
of impairment testing, assets are grouped together into the
smallest group of assets that generates cash inflows from
continuing use that are largely independent of the cash inflows of
other assets or CGUs. CGUs to which goodwill has been allocated are
aggregated so that the level at which impairment testing is
performed reflects the lowest level at which goodwill is monitored
for internal reporting purposes. When the recoverable amount of a
CGU is less than its carrying amount, an impairment loss is
recognized within earnings from operations. The recoverable amount
of the CGU is the higher of its fair value less costs to sell and
its value in use.
In assessing value in use, the estimated future
cash flows are discounted to their present value using a
discount rate that reflects current market assessments of the time
value of money and the risks specific to the asset or CGU.
Projected cash flows are discounted to present based on annual
budgets and multi-year strategies, extrapolated into subsequent
years based on the medium and long-term trends for each market and
brand. The calculation includes a terminal value derived by
capitalizing the cash flows generated in the last forecasted year.
Assumptions applied to sales and advertising spending are
determined by management based on previous results and long-term
development trends in the markets concerned. The present values of
discounted cash flows are sensitive to these assumptions as well as
to consumer trends and economic factors.
Fair value is based either on the sale price,
net of selling costs, obtained under normal market conditions or
earnings multiples observed in recent transactions concerning
similar assets.
Impairment losses are recognized in the
statement of earnings. Impairment losses recognized in respect of
CGUs are allocated first to reduce the carrying amount of any
goodwill allocated to the CGU and then to reduce the carrying
amounts of the other assets in the CGU on a pro rata basis.
An impairment loss in respect of goodwill is not
reversed. With respect to other assets, impairment losses
recognized in prior periods are assessed at each reporting date for
any indicators that the loss has decreased or no longer exists. An
impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment
loss is reversed only to the extent that the carrying amount of the
assets does not exceed the carrying amount that would have been
determined, net of depreciation and amortization, if no impairment
loss had been recognized.
Provisions
Provisions are recognized when there is a present legal or
constructive obligation as a result of a past event, it is probable
that an outflow of economic benefits will be required to settle the
obligation and that obligation can be measured reliably. If the
effect of the time value of money is material, provisions are
discounted using a current pre-tax rate that reflects the risk
specific to the liability. Provisions are reviewed on a regular
basis and adjusted to reflect management's best current estimates.
Due to the judgmental nature of these items, future settlements may
differ from amounts recognized. Provisions notably include:
provisions for employee benefits (Note 10) and provisions for
uncertain tax positions (Note 11).
Employee benefits
Short-term employee benefit obligations are measured on an
undiscounted basis and are expensed as the related service is
provided. The Company recognizes a liability and an expense for
short-term benefits such as bonuses if the Company has a present
legal obligation or constructive obligation to pay this amount as a
result of past service provided by the employee and the obligation
can be reasonably estimated.
The Company maintains registered defined benefit
pension plans under which benefits are available to certain
employee groups. The Company makes supplementary retirement
benefits available to certain employees under a non-registered
defined benefit pension plan. The Company also provides a defined
contribution plan.
(i) Defined Benefit
Plans
For defined benefit plans, the cost of providing
benefits is determined using the projected unit credit method. The
measurement is made at each balance sheet date and the personnel
data concerning employees is revised at least every three years.
Remeasurement, comprising actuarial gains and losses, the effect of
the changes to the asset ceiling (if applicable) and the return on
plan assets (excluding interest), is reflected immediately in the
statement of financial position with a charge or credit recognized
in other compreshensive income in the period in which they occur.
Remeasurement recognized in other comprehensive income is reflected
immediately in retained earnings and will not be reclassified to
profit or loss. Past service cost is recognized in profit or loss
in the period of a plan amendment. Net interest is calculated by
applying the discount rate at the beginning of the period to the
net defined benefit liability or asset.
Defined benefit costs are categorized as
follows:
- Service costs (including current service costs, past service
cost and gains and losses on curtailments and settlements)
- Net interest expense or income
- Remeasurement
Service costs are presented in marketing, sales
and administration in the consolidated statement of earnings.
Curtailment gains and losses are accounted for as past service
costs. Net interest cost is included in net financial income and
expenses.
The provision for employee benefits recognized
in the balance sheet represents the actual deficit or surplus in
the Company's defined benefit plans. Any surplus resulting from
this calculation is limited to the present value of any economic
benefits available in the form of refunds from the plans or
reductions in future contributions to the plans.
(ii) Defined contribution
plans
Contributions are recognized as expenses when
the employees have rendered services. As the Company is not
committed beyond the amount of such contributions, no provision is
recognized in respect of defined contribution plans.
(iii) Termination
benefits
A liability for a termination benefit is
recognized at the earlier of when the entity can no longer withdraw
the offer of the termination benefit and when the entity recognizes
any related restructuring costs.
Income Taxes
Income tax expense comprises current and deferred income tax.
Income tax expense is recognized in net earnings except to the
extent that it relates to items recognized either in other
comprehensive income or directly in equity, in which case it is
recognized in other comprehensive income or in equity,
respectively.
Current income tax expense comprises the tax
payable on the taxable income for the current financial year using
tax rates enacted or substantively enacted at the reporting date,
and any adjustment to income taxes payable in respect of previous
years.
Deferred tax is recognized on temporary
differences between the tax and book value of assets and
liabilities in the consolidated balance sheet and is measured using
the balance sheet approach. Deferred tax is measured at the tax
rates that are expected to apply to temporary differences when they
reverse, using tax rates enacted or substantively enacted at the
reporting date. Deferred tax assets and liabilities are offset if
there is a legally enforceable right to offset the recognized
amounts and the Company intends to settle on a net basis or to
realize the asset and settle the liability simultaneously.
A deferred tax asset is recognized for unused
tax losses, tax credits and deductible temporary differences to the
extent that it is probable that future taxable earnings will be
available against which they can be utilized. Deferred tax
assets are reviewed at each reporting date and are reduced to the
extent that it is no longer probable that all or part of the
related tax benefit will be realized.
In determining the amount of current and
deferred tax the Company takes into account the impact of uncertain
tax positions and whether additional taxes and interest may be due.
The Company believes that its accruals for tax liabilities are
adequate for all open tax years based on its assessment of many
factors, including interpretations of tax law and prior experience.
This assessment relies on estimates and assumptions and may involve
a series of judgements about future events. New information may
become available that causes the Company to change its judgement
regarding the adequacy of existing tax liabilities; such changes to
tax liabilities will impact tax expense in the period that such a
determination is made.
Revenue Recognition
Revenue is comprised of case good sales, commissions and revenues
from ancillary activities and is measured at the fair value of the
consideration received or to be received, after deducting trade
discounts, volume rebates and sales-related taxes and duties. Sales
are recognized when the significant risks and rewards of ownership
have been transferred, generally at the date of transfer of
ownership title.
(i) Costs
of services rendered in connection with sales
In accordance with IAS 18 - Revenue ("IAS
18"), certain costs of services rendered in connection with sales,
such as advertising programmes in conjunction with distributors,
listing costs for new products, and promotional activities at point
of sale, are deducted directly from sales if there is no separately
identifiable service whose fair value can be reliably measured.
(ii) Commissions
When the Company acts in the capacity of an
agent rather than as the principal in a transaction, the revenue
recognized is the net amount of commissions earned by the Company.
Commissions are reported net of amortization of long-term
representation rights and non-refundable upfront fees. The
long-term representation rights represent the Company's exclusive
right to represent PR's brands in Canada and are being amortized on a
straight-line basis over the 15-year term of the agreement.
(iii) Interest
Interest income is recognized on an accrual
basis using the effective interest method. Primarily interest
income is earned on deposits in cash management pools.
Stock-Based Compensation Plans
The Company utilizes a Restricted Share Units Plan as its long-term
incentive plan. Through this plan, restricted share units ("RSUs")
will be granted to certain officers and employees at a grant price
equal to the market closing price of the Company's Voting Class A
Common Shares on the last day prior to grant. RSUs vest at the end
of a three-year term, subject to the achievement of pre-determined
corporate performance targets. The related compensation expense is
recognized over this period.
Unvested RSUs will attract dividend-equivalent
units whenever dividends are paid on the Voting Class A Common
Shares of the Company and will be immediately reinvested into
additional RSUs, which will vest and become payable at the end of
the three-year vesting period, subject to the same performance
conditions as the original RSU award. On the date of vesting, the
holder will be entitled to the cash value of the number of RSUs
granted, plus any RSUs received from reinvested
dividend-equivalents. RSUs do not entitle participants to acquire
any rights or entitlements as a shareholder of the Company.
Earnings per Common Share
The Company presents basic and diluted earnings per share ("EPS")
amounts for its common shares. Basic EPS is calculated by dividing
the net earnings attributable to common shareholders of the Company
by the weighted average number of common shares outstanding during
the period. Diluted EPS is calculated by adjusting the net income
attributable to shareholders and the weighted average number of
shares outstanding for the effect of potentially dilutive shares.
There are no potentially dilutive shares as at June 30, 2014.
Classification of Financial
Instruments
Financial assets and financial liabilities are recognized when the
Company becomes a party to the contractual provisions of the
instruments. Financial instruments are classified into one of the
following categories: fair value through profit or loss,
held-to-maturity investments, loans and receivables,
available-for-sale financial assets, or other financial
liabilities. The classification determines the accounting treatment
of the instrument. The classification is determined by the Company
when the financial instrument is initially recorded, based on the
underlying purpose of the instrument.
Corby's financial assets and liabilities are
classified and measured as follows:
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Financial Asset/Liability |
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Category |
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Measurement |
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Deposits in cash management pools |
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Loans and receivables |
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Amortized cost |
Accounts receivable and note receivable |
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Loans and receivables |
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Amortized cost |
Accounts payable and accrued liabilities |
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Loans and receivables |
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Amortized cost |
Financial instruments measured at amortized cost are initially
recognized at fair value plus any directly attributable transaction
costs and then, subsequently, at amortized cost using the effective
interest method, less any impairment losses, with gains and losses
recognized in earnings in the period in which the gain or loss
occurs.
All financial assets are recognized and
derecognized on the trade date. A financial asset is derecognized
when the contractual rights to the cash flows from the asset
expired or when the Company transferred the financial asset to
another party without retaining control or substantially all the
risks and rewards of ownership of the asset. Any interest in
transferred financial assets that is created or retained by the
Company is recognized as a separate asset or liability.
A financial liability is derecognized when its
contractual obligations are discharged, cancelled or expire.
Transaction costs are added to the initial fair
value of financial assets and liabilities when those financial
assets and liabilities are not measured at fair value subsequent to
initial measurement. Transaction costs are amortized to net
earnings, in finance expense, using the effective interest
method.
Segmented Reporting
An operating segment is a component of the Company that engages in
business activities from which it may earn revenues and incur
expenses, including revenues and expenses that relate to
transactions with any of the Company's other operations. Segment
operating results are reviewed regularly by the Company's CEO to
make decisions about resources to be allocated to the segment and
assess its performance, and for which discrete financial
information is available.
5. FINANCIAL INSTRUMENTS
Corby's financial instruments consist of its
deposits in cash management pools, accounts and note receivable and
accounts payable and accrued liabilities balances.
Financial Risk Management Objectives and
Policies
In the normal course of business, the Company is exposed to
financial risks that have the potential to negatively impact its
financial performance. The Company does not use derivative
financial instruments to manage these risks, as management believes
that the risks arising from the Company's financial instruments are
already at an acceptably low level. These risks are discussed in
more detail below.
Credit Risk
Credit risk arises from cash held with PR via Corby's participation
in the Mirror Netting Services Agreement (further described in Note
27), as well as credit exposure to customers, including outstanding
accounts and note receivable. The maximum exposure to credit risk
is equal to the carrying value of the financial assets.
The objective of managing counter-party credit
risk is to prevent losses in financial assets. The Company assesses
the credit quality of its counter-parties, taking into account
their financial position, past experience and other factors.
Management believes that the Company's credit
risk relating to accounts receivable is at an acceptably low level.
Over 85% of Corby's trade receivable balances are collectable from
government-controlled liquor boards. The remaining trade receivable
balances relate to agency and sales generated from export sales.
Receivables that are neither past due nor impaired are considered
credit of high quality. At June 30,
2014 no trade receivable balances were considered
impaired.
With respect to Corby's deposits in PR's cash
management pools, the Company monitors PR's credit rating in the
normal course of business and has the right to terminate its
participation in the Mirror Netting Services Agreement at any time,
subject to five days' written notice. The Company's note
receivable is secured as described in Note 9.
Liquidity Risk
Corby's sources of liquidity are its deposits in cash management
pools of $108,029 and its cash
generated by operating activities. Corby's total contractual
maturities are represented by its accounts payable and accrued
liabilities balances which totaled $26,774 as at June 30,
2014, and are all due to be paid within one year. The
Company believes that its deposits in cash management pools,
combined with its historically strong and consistent operational
cash flows, are more than sufficient to fund its operations,
investing activities and commitments for the foreseeable
future.
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash
flows of a financial instrument will fluctuate because of changes
in market interest rates. The Company does not have any short- or
long-term debt facilities. Interest rate risk exists as Corby earns
market rates of interest on its deposits in cash management pools
and also has a note receivable earning a fixed rate of
interest.
As the note receivable earns interest at a fixed
rate, there is no cash flow exposure associated with this
instrument. However, the fair value of the note receivable will
fluctuate with changes in market interest rates.
An active risk management program does not
exist, as management believes that changes in interest rates would
not have a material impact on Corby's financial position over the
long term.
Foreign Currency Risk
The Company has exposure to foreign currency risk as it conducts
business in multiple foreign currencies; however, its exposure is
primarily limited to the US dollar ("USD") and UK pound Sterling
("GBP"). Corby does not utilize derivative instruments to manage
this risk. Subject to competitive conditions, changes in foreign
currency rates may be passed on to consumers through pricing over
the long-term.
USD Exposure
The Company's demand for USD has traditionally outpaced its supply,
due to USD sourcing of production inputs exceeding that of the
Company's USD sales. Therefore, decreases in the value of the
Canadian dollar ("CAD") relative to the USD will have an
unfavourable impact on the Company's earnings.
GBP Exposure
The Company's supply of GBP outpaces demand, as Corby's sales into
the UK market are denominated in GBP, while having only certain
production inputs denominated in GBP. Therefore, increases in the
value of the CAD relative to the GBP will have an unfavourable
impact on the Company's earnings.
Commodity Risk
Commodity risk exists, as the manufacture of Corby's products
requires the procurement of several known commodities such as
grains, sugar and natural gas. The Company strives to partially
mitigate this risk through the use of longer-term procurement
contracts where possible. In addition, subject to competitive
conditions, the Company may pass on commodity price changes to
consumers via pricing.
Fair Value of Financial
Instruments
The Company uses a fair value hierarchy in order to classify the
fair value measurements and disclosures related to the Company's
financial assets and financial liabilities.
The fair value hierarchy has the following
levels:
- Level 1 - Quoted market prices in active markets for identical
assets or liabilities;
- Level 2 - Inputs other than quoted market prices included in
Level 1 that are observable for the asset or liability, either
directly (as prices) or indirectly (derived from prices); and
- Level 3 - Unobservable inputs such as inputs for the asset or
liability that are not based on observable market data.
The level in the fair value hierarchy within
which the fair value measurement is categorized in its entirety is
determined on the basis of the lowest level input that is
significant to the fair value measurement in its entirety.
The Company has no financial instruments carried
at fair value on its balance sheet. For financial assets and
liabilities that are valued at other than fair value on its balance
sheets (i.e., deposits in cash management pools, accounts
receivable, accounts payable and accrued liabilities), fair value
approximates their carrying value at each balance sheet date due to
their short-term maturities. Fair value is determined using Level 2
inputs.
The carrying value of the note receivable
approximates fair value based on the present value of future cash
flows, based on estimated market rates for instruments of similar
terms and conditions. Fair value is determined using Level 2
inputs.
6. CAPITAL MANAGEMENT
The Company's objectives when managing capital
are:
- To ensure sufficient capital exists to allow management the
flexibility to execute its strategic plans; and
- To ensure shareholders receive a reasonable return on their
investment in the form of quarterly dividends.
Management includes the following items in its
definition of capital:
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June 30, |
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June 30, |
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July 1, |
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2014 |
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2013 |
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2012 |
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Share capital |
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$ |
14,304 |
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$ |
14,304 |
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$ |
14,304 |
Accumulated other comprehensive loss |
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(4,303) |
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(7,363) |
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(7,551) |
Retained earnings |
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199,140 |
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194,370 |
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201,519 |
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Net capital under management |
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$ |
209,141 |
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$ |
201,311 |
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$ |
208,272 |
The Company is not subject to any externally imposed capital
requirements.
The Company's dividend policy stipulates that,
barring any unanticipated developments, regular dividends will be
paid quarterly, on the basis of an annual amount equal to the
greater of 75% of net earnings per share in the preceding fiscal
year ended June 30, and $0.60 per share.
The Company is meeting all of its objectives and
stated policies with respect to its management of capital.
7. ACCOUNTS RECEIVABLE
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June 30, |
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June 30, |
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July 1, |
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2014 |
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2013 |
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2012 |
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Trade receivables |
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$ |
16,343 |
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$ |
16,491 |
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$ |
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19,759 |
Due from related parties |
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6,906 |
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7,151 |
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8,852 |
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$ |
23,249 |
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$ |
23,642 |
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$ |
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28,611 |
8. INVENTORIES
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June 30, |
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June 30, |
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July 1, |
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2014 |
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2013 |
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2012 |
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Raw materials |
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$ |
2,058 |
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$ |
2,132 |
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$ |
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1,597 |
Work-in-progress |
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41,081 |
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39,669 |
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40,703 |
Finished goods |
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9,422 |
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7,282 |
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5,460 |
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$ |
52,561 |
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$ |
49,083 |
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$ |
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47,760 |
The cost of inventory recognized as an expense
and included in cost of goods sold during the year ended
June 30, 2014 was $39,597 (2013 - $40,060). During the current and prior year,
there were no significant write-downs of inventory as a result of
net realizable value being lower than cost, and no inventory
write-downs recognized in previous years were reversed.
9. NOTE RECEIVABLE
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June 30, |
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June 30, |
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July 1, |
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2014 |
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2013 |
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2012 |
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Note receivable |
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$ |
600 |
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$ |
1,200 |
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$ |
|
1,800 |
Less: current portion |
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|
600 |
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|
600 |
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600 |
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$ |
- |
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$ |
600 |
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$ |
|
1,200 |
As part of the Company's sale of the Seagram
Coolers brand on March 15, 2011, the
purchase price was satisfied in part by a promissory note secured
by specific property and issued by the purchaser in favour of Corby
for $2,400, which is to be paid in
equal annual instalments of $600 plus
interest of 5% per annum. The final payment is due January 31, 2015.
10. PROVISION FOR EMPLOYEE BENEFITS
The Company provides pension benefits to its
employees through defined contribution pension plan and defined
benefit pension plans. Employees hired after July 1, 2010 are no longer offered enrolment into
the Company's defined benefit pension plans. Instead, the Company
provides these employees a defined contribution pension plan. To
become eligible to join the defined contribution pension plan, most
employees must first accrue one year of service. For the year ended
June 30, 2014, the Company recognized
contributions of $241 as expense
(2013 - $147) with respect to the
defined contribution pension plan.
The Company has two defined benefit pension
plans for executives and salaried employees (the "registered
pension plans"), two supplementary executive retirement plans for
retired and current senior executives of the Company (the
"non-registered pension plans"), and a post-retirement benefit plan
("other benefit plan") covering retiree life insurance, health care
and dental care. Benefits under these plans are based on years of
service and compensation levels.
Effective January 1,
2014, the Company made plan design changes to certain of its
defined benefit pension plans which increased required member
contributions and reduced early retirement provisions for plan
members. The provision for employee benefits reflects these plan
design changes and also the adoption of the new 2014 Canadian
Pensioners Mortality tables which were recently issued by the
Canadian Institute of Actuaries. These changes resulted in a
one-time plan amendment gain of $969
recorded in marketing, sales and administration expenses and a
pre-tax gain of $2,847 recorded in
other comprehensive income during the year ended June 30, 2014.
The registered pension plans are registered
under the Pension Benefits Act (Ontario) (the "Act") with regulatory oversight
by the Financial Services Commission of Ontario. The latest valuations completed for
these plans are dated December 31,
2013. The next required valuations must be completed with an
effective date no later than December 31,
2016. The Act requires funding valuations for the registered
pension plans to be performed at least once every three years and
plan deficits must be funded over a period of up to five years. The
registered pension plans are funded through a combination of
employee and employer contributions.
The Company is under no obligation to make any
funding in respect to the benefits accruing under the
non-registered pension plans. However, the Company has adopted a
funding policy to make periodic contributions to the non-registered
pension plans to provide security for the benefits accrued by the
members. Such funding policy may be reviewed and amended at any
time by the Company.
The post-retirement benefit plan is
unfunded.
As at June 30,
2014, the average duration of the defined benefit obligation
for the registered and non-registered pension plans and the post
retirement benefit plan is 13.3 years.
Company contributions to the registered and
non-registered pension plans are expected to be $1,711 for the fiscal year ended June 30, 2015.
The Company maintains a Canadian Pension
Committee, which provides oversight of the Company's pension
benefit policies, investment policies and plan administration. The
Company uses the service of third parties to provide investment
management services such as managing the pension plan assets in
accordance with the established investment policies.
The Company is subject to certain risks as a
result of the existence of its registered and non-registered
pension plans and its post-retirement benefit plan. These risks
include actuarial risks such as investment risk, interest rate risk
as this impacts the discount rate, longevity risk and compensation
risk.
The present value of the defined benefit
obligation is calculated using a discount rate. If the return on
plan assets is below this rate, a plan's surplus is reduced or a
plan deficit occurs. The Company mitigates this investment risk by
establishing an investment policy to be followed by the registered
pension plans' investment managers and providing oversight to the
Canadian Pension Committee. The Company's investment policy
requires the registered pension plans' assets be invested in a
diversified portfolio that does not concentrate investment in any
one security or bond.
An increase in interest rates will increase the
discount rate, which will subsequently decrease the present value
of the defined benefit obligation. An increase in longevity and
compensation will increase the present value of the defined benefit
obligation. Longevity risk is impacted by mortality assumptions,
which are based on the 2014 Private / Public Sector Canadian
Pensioners Mortality tables as prepared by the Canadian Institute
of Actuaries.
The significant actuarial assumptions are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
|
Registered |
|
|
Non-registered |
|
|
|
|
Other |
|
Registered |
|
|
Non-registered |
|
|
|
|
Other |
|
|
|
|
Pension |
|
|
Pension |
|
|
|
|
Benefit |
|
Pension |
|
|
Pension |
|
|
|
|
Benefit |
|
|
|
|
Plans |
|
|
Plans |
|
|
|
|
Plan |
|
Plans |
|
|
Plans |
|
|
|
|
Plan |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accrued benefit obligation, end of
year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
|
4.4% |
|
|
4.4% |
|
|
|
|
4.4% |
|
4.1% |
|
|
4.1% |
|
|
|
|
4.1% |
Compensation increase |
|
|
|
3.0-3.5% |
|
|
3.5% |
|
|
|
|
N/A |
|
3.0 - 3.5% |
|
|
3.5% |
|
|
|
|
N/A |
Inflation |
|
|
|
2.0% |
|
|
2.0% |
|
|
|
|
2.0% |
|
2.0% |
|
|
2.0% |
|
|
|
|
2.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit expense, for the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
|
4.1% |
|
|
4.1% |
|
|
|
|
4.1% |
|
4.2% |
|
|
4.2% |
|
|
|
|
4.2% |
Compensation increase |
|
|
|
3.0-3.5% |
|
|
3.5% |
|
|
|
|
N/A |
|
3.0 - 3.5% |
|
|
3.5% |
|
|
|
|
N/A |
Inflation |
|
|
|
2.0% |
|
|
2.0% |
|
|
|
|
2.0% |
|
2.0% |
|
|
2.0% |
|
|
|
|
2.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The discount rate has been set based on current
market rates at the end of the Company's financial year, assuming a
rate of return comparable to high quality fixed income securities
of equivalent currency and term that approximate the terms of the
pension plan liabilities. A 25 basis points ("bp") increase in the
assumed discount rate would decrease the amount of the Company's
provision for pensions and pension expense in respect of its
registered and non-registered defined benefit plans by $2,195 and $95,
respectively. Conversely, a 25bp decrease in the assumed discount
rate would increase the amount of the Company's provision for
pensions and pension expense in respect of its registered and
non-registered defined benefit plans by $2,292 and $105,
respectively. The method used to determined the impact of the
discount rate changes is consistent with the method used to
determine the amounts recognized in the financial statements.
The medical cost trend rate used was 6.1% for
2014 (2013 - 6.1%), with 4.6% being the ultimate trend rate for
2026 and years thereafter. The dental cost trend rate used was 5.0%
for 2014 (2013 - 5.0%). Assumed health care cost trend rates have a
significant effect on the amounts reported for other benefit plans.
A 1% increase in the assumed medical cost trend rate would increase
the amount of the Company's provision for pensions and pension
expense by $1,390 and $95, respectively. Conversely, a 1% decrease in
the medical cost trend rate would decrease the amount of the
Company's provision for pensions and pension expense by
$1,109 and $126, respectively. The method used to determine
the impact of compensation rate changes is consistent with the
method used to determine the amounts recognized in the financial
statements.
A summary of the Company's defined benefit
obligation and plan assets is as follows:
|
|
|
|
|
|
|
June 30, |
|
|
|
June 30, |
|
|
|
June 30, |
|
|
|
|
|
|
|
2014 |
|
|
|
2013 |
|
|
|
2012 |
Present value of defined benefit obligation of
unfunded plans |
|
|
|
|
|
$ |
(10,157) |
|
|
$ |
(10,000) |
|
|
$ |
(10,477) |
Present value of defined benefit obligation of
partially funded plans |
|
|
|
|
|
|
(10,699) |
|
|
|
(10,257) |
|
|
|
(9,658) |
Present value of defined benefit obligation of
fully funded plans |
|
|
|
|
|
|
(44,138) |
|
|
|
(44,390) |
|
|
|
(44,172) |
Total present value of defined benefit
obligation |
|
|
|
|
|
|
(64,994) |
|
|
|
(64,647) |
|
|
|
(64,307) |
Fair value of plan assets |
|
|
|
|
|
|
48,503 |
|
|
|
43,853 |
|
|
|
43,470 |
Net defined benefit liability |
|
|
|
|
|
|
(16,491) |
|
|
|
(20,794) |
|
|
|
(20,837) |
- included in pension obligation |
|
|
|
|
|
|
(18,045) |
|
|
|
(21,363) |
|
|
|
(21,539) |
- included in other assets |
|
|
|
|
|
|
1,554 |
|
|
|
569 |
|
|
|
702 |
Information about the Company's pension and other benefit plans
for the year ended June 30, 2014 is
as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
|
Registered |
|
|
Non-registered |
|
|
|
|
Other |
|
|
|
|
|
|
|
|
|
|
|
Pension |
|
|
|
Pension |
|
|
|
|
Benefit |
|
|
|
|
|
|
|
|
|
|
|
Plans |
|
|
|
Plans |
|
|
|
|
Plan |
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets, beginning
of year |
|
|
|
|
$ |
33,364 |
|
|
$ |
10,489 |
|
|
$ |
|
- |
|
|
$ |
|
43,853 |
|
Interest income |
|
|
|
|
|
1,480 |
|
|
|
227 |
|
|
|
|
- |
|
|
|
|
1,707 |
|
Actuarial gains |
|
|
|
|
|
3,541 |
|
|
|
1,280 |
|
|
|
|
- |
|
|
|
|
4,821 |
|
Company contributions |
|
|
|
|
|
989 |
|
|
|
400 |
|
|
|
|
- |
|
|
|
|
1,389 |
|
Plan participants' contributions |
|
|
|
|
|
181 |
|
|
|
- |
|
|
|
|
- |
|
|
|
|
181 |
|
Benefits paid |
|
|
|
|
|
(2,792) |
|
|
|
(403) |
|
|
|
|
- |
|
|
|
|
(3,195) |
|
Administrative costs |
|
|
|
|
|
(213) |
|
|
|
(40) |
|
|
|
|
- |
|
|
|
|
(253) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets, end of
year |
|
|
|
|
$ |
36,550 |
|
|
$ |
11,953 |
|
|
$ |
|
- |
|
|
$ |
|
48,503 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Present value of defined benefit
obligation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Defined benefit obligation, beginning
of year |
|
|
|
|
$ |
44,390 |
|
|
$ |
10,257 |
|
|
$ |
|
10,000 |
|
|
$ |
|
64,647 |
|
Current service cost |
|
|
|
|
|
1,035 |
|
|
|
276 |
|
|
|
|
253 |
|
|
|
|
1,564 |
|
Interest cost |
|
|
|
|
|
1,877 |
|
|
|
414 |
|
|
|
|
398 |
|
|
|
|
2,689 |
|
Past service cost, including curtailments |
|
|
|
|
|
(969) |
|
|
|
- |
|
|
|
|
- |
|
|
|
|
(969) |
|
Plan participants' contributions |
|
|
|
|
|
181 |
|
|
|
- |
|
|
|
|
- |
|
|
|
|
181 |
|
Actuarial (gains) losses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Experience (gains) and losses |
|
|
|
|
|
(496) |
|
|
|
200 |
|
|
|
|
(50) |
|
|
|
|
(346) |
|
Gains due to financial assumption
changes |
|
|
|
|
|
(1,849) |
|
|
|
(480) |
|
|
|
|
(729) |
|
|
|
|
(3,058) |
|
Losses due to demographic assumption
changes |
|
|
|
|
|
2,761 |
|
|
|
484 |
|
|
|
|
812 |
|
|
|
|
4,057 |
|
Benefits paid |
|
|
|
|
|
(2,792) |
|
|
|
(452) |
|
|
|
|
(527) |
|
|
|
|
(3,771) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Present value of the defined benefit
obligations, end of year |
|
|
|
|
$ |
44,138 |
|
|
$ |
10,699 |
|
|
$ |
|
10,157 |
|
|
$ |
|
64,994 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net defined benefit liability |
|
|
|
|
$ |
7,588 |
|
|
$ |
(1,254) |
|
|
$ |
|
10,157 |
|
|
$ |
|
16,491 |
Net defined benefit assets (liabilities) are presented on the
consolidated balance sheet as follows as at June 30, 2014:
Pension obligation |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
(7,588) |
|
|
$ |
|
|
(300) |
|
|
$ |
|
(10,157) |
|
|
$ |
|
(18,045) |
Other assets |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
- |
|
|
$ |
|
|
1,554 |
|
|
$ |
|
- |
|
|
$ |
|
1,554 |
The actual return on plan assets for the financial year ended
June 30, 2014 was $6,528, which was composed of interest income and
actuarial gains and losses included in the reconciliation of the
fair value of plan assets above.
Information about the Company's pension and other benefit plans
for the year ended June 30, 2013 is
as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
Registered |
|
|
Non-registered |
|
|
Other |
|
|
|
|
|
|
Pension |
|
|
Pension |
|
|
Benefit |
|
|
|
|
|
|
Plans |
|
|
Plans |
|
|
Plan |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets |
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets, beginning
of year |
|
$ |
33,481 |
|
$ |
9,989 |
|
$ |
- |
|
$ |
43,470 |
|
Interest income |
|
|
1,368 |
|
|
216 |
|
|
- |
|
|
1,584 |
|
Actuarial gains |
|
|
641 |
|
|
262 |
|
|
- |
|
|
903 |
|
Company contributions |
|
|
1,229 |
|
|
400 |
|
|
- |
|
|
1,629 |
|
Plan participants' contributions |
|
|
154 |
|
|
- |
|
|
- |
|
|
154 |
|
Benefits paid |
|
|
(3,284) |
|
|
(338) |
|
|
- |
|
|
(3,622) |
|
Administrative costs |
|
|
(225) |
|
|
(40) |
|
|
- |
|
|
(265) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets, end of
year |
|
$ |
33,364 |
|
$ |
10,489 |
|
$ |
- |
|
$ |
43,853 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Present value of defined benefit
obligation |
|
|
|
|
|
|
|
|
|
|
|
|
Defined benefit obligation, beginning
of year |
|
$ |
44,172 |
|
$ |
9,658 |
|
$ |
10,477 |
|
$ |
64,307 |
|
Current service cost |
|
|
1,320 |
|
|
281 |
|
|
262 |
|
|
1,863 |
|
Interest cost |
|
|
1,786 |
|
|
393 |
|
|
421 |
|
|
2,600 |
|
Past service cost |
|
|
- |
|
|
- |
|
|
(638) |
|
|
(638) |
|
Plan participants' contributions |
|
|
154 |
|
|
- |
|
|
- |
|
|
154 |
|
Actuarial (gains) losses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Experience (gains) and
losses |
|
|
(76) |
|
|
234 |
|
|
26 |
|
|
184 |
|
|
Losses due to financial assumption
changes |
|
|
318 |
|
|
78 |
|
|
68 |
|
|
464 |
|
Benefits paid |
|
|
(3,284) |
|
|
(387) |
|
|
(616) |
|
|
(4,287) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Present value of the defined benefit
obligations, end of year |
|
$ |
44,390 |
|
$ |
10,257 |
|
$ |
10,000 |
|
$ |
64,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net defined benefit liability |
|
$ |
11,026 |
|
$ |
(232) |
|
$ |
10,000 |
|
$ |
20,794 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net defined benefit assets (liabilities) are presented on the
consolidated balance sheet as follows as at June 30, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension obligation |
|
$ |
(11,026) |
|
$ |
(337) |
|
$ |
(10,000) |
|
$ |
(21,363) |
Other assets |
|
$ |
- |
|
$ |
569 |
|
$ |
- |
|
$ |
569 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The actual return on plan assets for the financial year ended
June 30, 2013 was $2,487, which was composed of interest income and
actuarial gains and losses included in the reconciliation of the
fair value of plan assets above.
Amounts recognized in comprehensive income in respect to the
defined benefit plans are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Net defined benefit pension expense
recognized in Total Comprehensive Income |
|
|
|
|
|
Current service costs |
|
|
|
|
|
$ |
1,564 |
|
$ |
1,863 |
Interest costs |
|
|
|
|
|
|
1,234 |
|
|
1,281 |
Past service costs |
|
|
|
|
|
|
(969) |
|
|
(638) |
|
|
|
|
|
|
|
|
|
|
|
|
Net expense recognized in Net
Earnings |
|
|
|
|
1,829 |
|
|
2,506 |
|
|
|
|
|
|
|
|
|
|
|
|
Net actuarial gains recognized in
Other Comprehensive Income |
|
|
(4,169) |
|
|
(256) |
|
|
|
|
|
|
|
|
|
|
|
|
Total net (gain) expense recognized in
Total Comprehensive Income |
$ |
(2,340) |
|
$ |
2,250 |
|
|
|
|
|
|
|
|
|
|
|
|
The assets of the registered pension plans
consist of cash, contributions receivable and investments held in
the Hiram Walker & Corby Canadian Pooled Fund Trust. As at
June 30, 2014, the fair value of the
Trust's assets totaled $331,340. The
Company's registered pension plans comprise approximately 10% of
the total Trust assets. The fair value of assets held on behalf of
the Company's registered pension plans are categorized in the fair
value hierarchy as at June 30, 2014
as follows:
|
|
|
|
|
|
|
|
|
Cash and Canadian Equities - level 1 |
|
|
|
$ |
8,590 |
Bond funds - level 2 |
|
|
|
|
|
|
13,051 |
Foreign equities and Foreign Equity funds - level
2 |
|
|
|
10,014 |
Infrastructure and real estate funds - level 3 |
|
|
|
|
4,895 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
36,550 |
|
|
|
|
|
|
|
|
|
The assets of the non-registered pension plan
consist of cash, investments and refundable taxes on account with
Canada Revenue Agency. The investments held by the non-registered
pension plan are invested in a limited number of pooled funds. The
assets, based on market values at June 30,
2014, are as follows:
|
|
|
|
|
|
|
|
|
Canadian equity pooled funds |
|
|
|
|
$ |
2,343 |
Foreign equity pooled funds |
|
|
|
|
|
4,306 |
Refund tax on account with Canada Revenue
Agency |
|
|
|
5,304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
11,953 |
|
|
|
|
|
|
|
|
|
The fair values of the investments held by the non-registered
plan as at June 30, 2014 are
categorized as Level 2 in the fair value hierarchy.
11. INCOME TAXES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
Current income tax expense |
|
|
|
|
|
|
|
|
|
Current period |
|
|
|
|
|
$ |
9,264 |
|
$ |
10,034 |
Adjustments with respect to prior period tax
estimates |
|
|
|
(198) |
|
|
359 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
9,066 |
|
$ |
10,393 |
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income tax
expense |
|
|
|
|
|
|
|
|
Origination and reversal of temporary
differences |
|
|
$ |
(111) |
|
$ |
(154) |
Change in tax rate |
|
|
|
|
|
|
(6) |
|
|
8 |
Impact of disposal transactions |
|
|
|
|
|
- |
|
|
- |
Adjustments with respect to prior period tax
estimates |
|
|
|
49 |
|
|
132 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(68) |
|
$ |
(14) |
|
|
|
|
|
|
|
|
|
|
|
|
Total income tax expense |
|
|
|
|
$ |
8,998 |
|
$ |
10,379 |
|
|
|
|
|
|
|
|
|
|
|
|
There are no capital loss carry-forwards available for tax
purposes.
The Company's effective tax rates are comprised of the following
items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings for the financial year |
|
$ |
24,983 |
|
|
|
|
$ |
27,014 |
|
|
|
Total income tax expense |
|
|
|
8,998 |
|
|
|
|
|
10,379 |
|
|
|
Earnings before income tax expense |
|
$ |
33,981 |
|
|
|
|
$ |
37,393 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax using the combined Federal and
Provincial |
|
|
|
|
|
|
|
|
|
|
|
statutory tax rates |
|
|
|
$ |
9,050 |
|
|
26.6% |
|
$ |
9,927 |
|
|
26.6% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-deductible expenses |
|
|
|
122 |
|
|
0.4% |
|
|
170 |
|
|
0.5% |
Net capital gains |
|
|
|
|
- |
|
|
0.0% |
|
|
- |
|
|
0.0% |
Adjustments with respect to prior period tax
estimates |
|
(149) |
|
|
(0.4%) |
|
|
491 |
|
|
1.3% |
Other |
|
|
|
|
|
(25) |
|
|
(0.1%) |
|
|
(209) |
|
|
(0.6%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effective income tax rate |
|
|
$ |
8,998 |
|
|
26.5% |
|
$ |
10,379 |
|
|
27.7% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax assets (liabilities) are broken down by nature as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
Recognized in |
|
|
June 30, |
|
|
|
|
2013 |
|
|
Earnings |
|
|
OCI |
|
|
Equity |
|
|
2014 |
Provision for pensions |
$ |
5,722 |
|
$ |
(60) |
|
$ |
(1,109) |
|
$ |
- |
|
$ |
4,553 |
Property, plant and equipment |
|
(1,343) |
|
|
(53) |
|
|
- |
|
|
- |
|
|
(1,396) |
Inventory |
|
|
|
(451) |
|
|
90 |
|
|
- |
|
|
- |
|
|
(361) |
Intangibles |
|
|
(2,617) |
|
|
(1) |
|
|
- |
|
|
- |
|
|
(2,618) |
Other |
|
|
|
388 |
|
|
92 |
|
|
- |
|
|
- |
|
|
480 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,699 |
|
$ |
68 |
|
$ |
(1,109) |
|
$ |
- |
|
$ |
658 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
July 1, |
|
|
Recognized in |
|
|
June 30, |
|
|
|
|
2012 |
|
|
Earnings |
|
|
OCI |
|
|
Equity |
|
|
2013 |
Provision for pensions |
$ |
5,750 |
|
$ |
40 |
|
$ |
(68) |
|
$ |
- |
|
$ |
5,722 |
Property, plant and equipment |
|
(1,064) |
|
|
(279) |
|
|
- |
|
|
- |
|
|
(1,343) |
Inventory |
|
|
|
(539) |
|
|
88 |
|
|
- |
|
|
- |
|
|
(451) |
Intangibles |
|
|
(2,607) |
|
|
(10) |
|
|
- |
|
|
- |
|
|
(2,617) |
Other |
|
|
|
213 |
|
|
175 |
|
|
- |
|
|
- |
|
|
388 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,753 |
|
$ |
14 |
|
$ |
(68) |
|
$ |
- |
|
$ |
1,699 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax receivable includes a provision for uncertain tax
risks in the amount of $786 at
June 30, 2014 and 2013.
12. PROPERTY AND EQUIPMENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
|
2013 |
|
|
Additions |
|
|
Depreciation |
|
|
Disposals |
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasehold improvements |
$ |
1,002 |
|
$ |
- |
|
$ |
- |
|
$ |
- |
|
$ |
1,002 |
Machinery and equipment |
|
5,397 |
|
|
860 |
|
|
- |
|
|
(385) |
|
|
5,872 |
Casks |
|
|
|
6,708 |
|
|
1,056 |
|
|
- |
|
|
(309) |
|
|
7,455 |
Other |
|
|
|
682 |
|
|
260 |
|
|
- |
|
|
- |
|
|
942 |
Gross value |
|
|
13,789 |
|
|
2,176 |
|
|
- |
|
|
(694) |
|
|
15,271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasehold improvements |
|
(415) |
|
|
- |
|
|
(117) |
|
|
- |
|
|
(532) |
Machinery and equipment |
|
(2,588) |
|
|
- |
|
|
(685) |
|
|
384 |
|
|
(2,889) |
Casks |
|
|
|
(2,514) |
|
|
- |
|
|
(529) |
|
|
122 |
|
|
(2,921) |
Other |
|
|
|
(180) |
|
|
- |
|
|
(117) |
|
|
- |
|
|
(297) |
Accum. depreciation |
|
|
(5,697) |
|
|
- |
|
|
(1,448) |
|
|
506 |
|
|
(6,639) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment |
$ |
8,092 |
|
$ |
2,176 |
|
$ |
(1,448) |
|
$ |
(188) |
|
$ |
8,632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
July 1, |
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
|
|
2012 |
|
|
Additions |
|
|
Depreciation |
|
|
Disposals |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasehold improvements |
|
896 |
|
|
106 |
|
|
- |
|
|
- |
|
|
1,002 |
Machinery and equipment |
|
4,596 |
|
|
825 |
|
|
- |
|
|
(24) |
|
|
5,397 |
Casks |
|
|
|
6,699 |
|
|
432 |
|
|
- |
|
|
(423) |
|
|
6,708 |
Other |
|
|
|
200 |
|
|
482 |
|
|
- |
|
|
- |
|
|
682 |
Gross value |
|
|
12,391 |
|
|
1,845 |
|
|
- |
|
|
(447) |
|
|
13,789 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasehold improvements |
|
(324) |
|
|
- |
|
|
(91) |
|
|
- |
|
|
(415) |
Machinery and equipment |
|
(2,233) |
|
|
- |
|
|
(366) |
|
|
11 |
|
|
(2,588) |
Casks |
|
|
|
(2,161) |
|
|
- |
|
|
(505) |
|
|
152 |
|
|
(2,514) |
Other |
|
|
|
(149) |
|
|
- |
|
|
(31) |
|
|
- |
|
|
(180) |
Accum. depreciation |
|
|
(4,867) |
|
|
- |
|
|
(993) |
|
|
163 |
|
|
(5,697) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment |
$ |
7,524 |
|
$ |
1,845 |
|
$ |
(993) |
|
$ |
(284) |
|
$ |
8,092 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13. GOODWILL
Changes in the carrying amount of goodwill are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
Balance, beginning of year |
|
|
|
$ |
3,278 |
|
$ |
3,278 |
Decreases in goodwill |
|
|
|
|
- |
|
|
- |
|
|
|
|
|
|
|
|
|
|
Balance, end of year |
|
|
|
$ |
3,278 |
|
$ |
3,278 |
|
|
|
|
|
|
|
|
|
|
There have been no impairment losses recognized with respect to
goodwill during 2014 (2013 -$nil).
14. INTANGIBLE ASSETS
On September 30,
2013, Corby entered into an agreement to continue its
exclusive rights to represent the ABSOLUT vodka brand in
Canada for an additional eight
year period ending September 29, 2021
in consideration of a payment of $10,293. The terms of this agreement are further
described in Note 28 - "Related Party Transactions". The
transaction was accounted for as an increase to Intangible Assets
and the payment is being amortized, straight-line, over the
eight-year term of the agreement beginning on October 1, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Movements
in the Year |
|
|
|
|
|
|
|
Opening |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending |
|
|
|
|
Book Value |
|
|
Additions |
|
|
Amortization |
|
|
Impairments |
|
|
Disposals |
|
|
Book Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term representation rights |
$ |
37,439 |
|
$ |
10,293 |
|
$ |
(5,495) |
|
$ |
- |
|
$ |
(265) |
|
$ |
41,972 |
Trademarks and licenses |
|
11,801 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
11,801 |
Non-refundable upfront fees |
|
425 |
|
|
76 |
|
|
(111) |
|
|
- |
|
|
- |
|
|
390 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
49,665 |
|
$ |
10,369 |
|
$ |
(5,606) |
|
$ |
- |
|
$ |
(265) |
|
$ |
54,163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Movements
in the Year |
|
|
|
|
|
|
|
Opening |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ending |
|
|
|
|
Book Value |
|
|
Additions |
|
|
Amortization |
|
|
Impairments |
|
|
Disposals |
|
|
Book Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term representation rights |
$ |
41,970 |
|
$ |
- |
|
$ |
(4,531) |
|
$ |
- |
|
$ |
- |
|
$ |
37,439 |
Trademarks and licenses |
|
11,801 |
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
|
11,801 |
Non-refundable upfront fees |
|
- |
|
|
435 |
|
|
(10) |
|
|
- |
|
|
- |
|
|
425 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
53,771 |
|
$ |
435 |
|
$ |
(4,541) |
|
$ |
- |
|
$ |
- |
|
$ |
49,665 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15. IMPAIRMENT
The Company tests goodwill and indefinite-lived
intangibles (trademarks and licences) for impairment on an annual
basis. The carrying value of goodwill and indefinite-lived
intangibles at June 30, 2014, along
with the data and assumptions applied to the Cash Generating Units
("CGUs") of the Case Goods Segment are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Carrying |
|
|
|
|
|
|
|
|
|
|
Carrying |
|
|
|
|
Value |
|
|
|
|
|
Terminal |
|
|
|
|
Value |
|
|
|
|
Trademarks |
|
|
Discount |
|
|
Growth |
|
|
|
|
Goodwill |
|
|
|
|
& Licences |
|
|
Rate |
|
|
Rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Case Goods Segment |
$ |
3,278 |
|
|
|
$ |
11,801 |
|
|
8.6% to 11.6% |
|
|
2% to 3% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company's commissions segment has no
goodwill or indefinite lived intangibles.
For purposes of impairment testing, goodwill and
intangibles with an indefinite life (trademarks and licences) were
allocated to the group of CGUs which represent the lowest level
within the group at which the goodwill is monitored for internal
management purposes.
During the financial year ended June 30, 2014, the Company performed impairment
testing on goodwill and indefinite-lived intangible assets in
accordance with its accounting policy and identified no
impairment.
The discount rate used for these calculations is
a pre-tax rate which corresponds to the weighted average cost of
capital. Different discount rates were used to allow for risks
specific to certain markets or geographical areas in calculating
cash flows. Assumptions made in terms of future changes in sales
and of terminal values are reasonable and in accordance with market
data available for each of the CGUs. Additional impairment
tests are applied where events or specific circumstances suggest
that a potential impairment exists.
A 50 basis points ("bp") increase in the
discount rates would result in no impairment to goodwill or the
indefinite-lived intangibles. A 50bp decrease in the terminal
growth rate would result in no impairment to goodwill or
indefinite-lived intangibles.
16. ACCOUNTS PAYABLE AND ACCRUED
LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
|
July 1, |
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade payables and accruals |
|
|
$ |
17,724 |
|
$ |
17,715 |
|
$ |
16,584 |
Due to related parties |
|
|
|
9,050 |
|
|
6,470 |
|
|
5,816 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
26,774 |
|
$ |
24,185 |
|
$ |
22,400 |
|
|
|
|
|
|
|
|
|
|
|
|
|
17. SHARE CAPITAL
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
|
July 1, |
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares authorized: |
|
|
|
|
|
|
|
|
|
|
Voting Class A Common Shares - no par value |
|
Unlimited |
|
|
Unlimited |
|
|
Unlimited |
|
Non-voting Class B Common Shares - no par
value |
|
Unlimited |
|
|
Unlimited |
|
|
Unlimited |
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares issued and fully
paid: |
|
|
|
|
|
|
|
|
|
|
Voting Class A Common Shares |
|
|
24,274,320 |
|
|
24,274,320 |
|
|
24,274,320 |
|
Non-voting Class B Common Shares |
|
|
4,194,536 |
|
|
4,194,536 |
|
|
4,194,536 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28,468,856 |
|
|
28,468,856 |
|
|
28,468,856 |
|
|
|
|
|
|
|
|
|
|
|
|
Stated value |
|
|
$ |
14,304 |
|
$ |
14,304 |
|
$ |
14,304 |
|
|
|
|
|
|
|
|
|
|
|
18. ACCUMULATED OTHER COMPREHENSIVE LOSS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, |
|
|
June 30, |
|
|
July 1, |
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial losses on pension
obligations |
|
$ |
5,946 |
|
$ |
10,115 |
|
$ |
10,287 |
|
less: income taxes |
|
|
|
|
(1,643) |
|
|
(2,752) |
|
|
(2,736) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated other comprehensive
loss |
|
$ |
4,303 |
|
$ |
7,363 |
|
$ |
7,551 |
|
|
|
|
|
|
|
|
|
|
|
|
|
19. REVENUE
The Company's revenue consists of the following streams:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
Case good sales |
|
|
|
$ |
116,372 |
|
$ |
109,656 |
Commissions (net of amortization) |
|
|
|
16,735 |
|
|
16,439 |
Other services |
|
|
|
|
4,172 |
|
|
6,648 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
137,279 |
|
$ |
132,743 |
|
|
|
|
|
|
|
|
|
|
Commissions for the year are shown net of
amortization of long-term representation rights and non-refundable
upfront fees of $5,606 (2013 -
$4,541). Other services include
revenues incidental to the manufacture of case goods, such as
logistics fees and miscellaneous bulk spirit sales.
20. OTHER INCOME
The Company's other income consists of the following
amounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange gain |
|
|
|
|
$ |
263 |
|
$ |
53 |
Gain on disposal of property and
equipment |
|
|
|
|
195 |
|
|
224 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
458 |
|
$ |
277 |
|
|
|
|
|
|
|
|
|
|
|
|
21. NET FINANCIAL INCOME AND EXPENSE
The Company's financial income (expense) consists of the
following amounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
|
|
$ |
1,755 |
|
$ |
1,707 |
Interest expense |
|
|
|
|
|
|
- |
|
|
(76) |
Net financial impact of pensions |
|
|
|
|
|
(1,234) |
|
|
(1,281) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
521 |
|
$ |
350 |
|
|
|
|
|
|
|
|
|
|
|
|
22. EARNINGS PER SHARE
The following table sets forth the numerator and denominator
utilized in the computation of basic and diluted earnings per
share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
Numerator: |
|
|
|
|
|
|
|
|
|
Net earnings |
|
|
|
$ |
24,983 |
|
$ |
27,014 |
Denominator: |
|
|
|
|
|
|
|
|
|
Weighted average shares
outstanding |
|
|
|
28,468,856 |
|
|
28,468,856 |
|
|
|
|
|
|
|
|
23. EXPENSES BY NATURE
Earnings from operations include depreciation and amortization,
as well as personnel expenses as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation of property and
equipment |
|
|
|
$ |
1,448 |
|
$ |
993 |
Amortization of intangible assets |
|
|
|
|
5,606 |
|
|
4,541 |
Salary and payroll costs |
|
|
|
|
|
22,595 |
|
|
20,408 |
Expenses related to pensions and
benefits |
|
|
|
|
595 |
|
|
1,225 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
30,244 |
|
$ |
27,167 |
|
|
|
|
|
|
|
|
|
|
|
|
24. RESTRICTED SHARE UNITS PLAN
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
2013 |
|
|
|
|
|
Weighted |
|
|
|
|
|
Weighted |
|
|
Restricted |
|
|
Average |
|
|
Restricted |
|
|
Average |
|
|
Share |
|
|
Grant Date |
|
|
Share |
|
|
Grant Date |
|
|
Units |
|
|
Fair Value |
|
|
Units |
|
|
Fair Value |
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested, beginning of year |
|
85,138 |
|
$ |
16.05 |
|
|
55,758 |
|
$ |
15.42 |
|
Granted |
|
16,889 |
|
|
21.05 |
|
|
24,088 |
|
|
16.95 |
|
Reinvested dividend equivalent units |
|
2,907 |
|
|
20.13 |
|
|
5,292 |
|
|
18.55 |
|
Vested |
|
(31,154) |
|
|
(15.51) |
|
|
- |
|
|
- |
Non-vested, end of year |
|
73,780 |
|
$ |
17.58 |
|
|
85,138 |
|
$ |
16.05 |
|
|
|
|
|
|
|
|
|
|
|
|
Compensation expense related to this plan for the year
ended June 30,2014, was $613 (2013 - $691).
25. NET CHANGE IN NON-CASH WORKING CAPITAL BALANCES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
|
|
|
$ |
381 |
|
$ |
4,969 |
Inventories |
|
|
|
|
|
|
(3,478) |
|
|
(1,323) |
Prepaid expenses |
|
|
|
|
|
|
277 |
|
|
22 |
Income tax and other taxes recoverable
/ payable |
|
|
|
(73) |
|
|
(170) |
Accounts payable and accrued liabilities |
|
|
|
|
2,513 |
|
|
1,337 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
(380) |
|
$ |
4,835 |
|
|
|
|
|
|
|
|
|
|
|
|
26. DIVIDENDS
On August 27, 2014
subsequent to the year ended June 30,
2014, the Board of Directors declared its regular quarterly
dividend of $0.18 per common share,
to be paid on September 30, 2014, to
shareholders of record as at the close of business on September 15, 2014. This dividend is in
accordance with the Company's dividend policy.
27. RELATED PARTY TRANSACTIONS
Transactions with parent, ultimate parent,
and affiliates
The majority of Corby's issued and outstanding voting Class A
shares are owned by HWSL. HWSL is a wholly-owned subsidiary of PR.
Therefore, HWSL is Corby's parent and PR is Corby's ultimate
parent. Affiliated companies are subsidiaries which are controlled
by Corby's parent and/or ultimate parent.
The companies operate under the terms of
agreements that became effective on September 29, 2006. These agreements provide the
Company with the exclusive right to represent PR's brands in the
Canadian market for 15 years, as well as providing for the
continuing production of certain Corby brands by PR at its
production facility in Windsor,
Ontario, for 10 years. Corby also manages PR's business
interests in Canada, including the
Windsor production facility.
Certain officers of Corby have been appointed as directors and
officers of PR's Canadian entities, as approved by Corby's Board of
Directors.
In addition to the aforementioned agreements,
Corby signed an agreement on September 26,
2008, with its ultimate parent to be the exclusive Canadian
representative for the ABSOLUT vodka and Plymouth gin brands, for a five-year term
which expired October 1, 2013 and was
extended as noted below. These brands were acquired by PR
subsequent to the original representation rights agreement dated
September 29, 2006.
On November 9,
2011, Corby entered into an agreement with a PR affiliate
for a new term for Corby's exclusive right to represent ABSOLUT
vodka in Canada from September 30, 2013 to September 29, 2021, which is consistent with the
term of Corby's Canadian representation of the other PR brands in
Corby's portfolio. On September 30,
2013, Corby paid the present value of $10 million, or $10.3
million, for the additional eight years of the new term
pursuant to an agreement entered into between Corby and The Absolut
Company, an affiliate of PR and owner of the Absolut brand, to
satisfy the parties' obligations under the 2011 agreement.
Effective as of July 1,
2012, the Company entered into a five year agreement with
Pernod Ricard USA, LLC ("PR USA"),
an affiliated company, which provides PR USA the exclusive rights
to represent Wiser's Canadian whisky and Polar Ice vodka in the US.
Previously, Wiser's Canadian whisky and Polar Ice vodka were
represented by an unrelated third party in this market. The
agreement is effective for a five year period ending June 30, 2017.
Transactions between Corby and its parent, ultimate parent and
affiliates during the period are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Sales to related parties |
|
|
|
|
|
|
|
|
|
Commissions - parent, ultimate parent and
affiliated companies |
|
$ |
18,897 |
|
$ |
18,006 |
Products for resale at an export level - affiliated
companies |
|
|
10,979 |
|
|
3,171 |
Bulk spirits - parent |
|
|
|
|
|
|
6 |
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
29,882 |
|
$ |
21,200 |
|
|
|
|
|
|
|
|
|
|
|
|
Cost of goods sold, purchased from
related parties |
|
|
|
|
|
|
Distilling, blending, and production services -
parent |
|
|
$ |
22,130 |
|
$ |
20,310 |
|
|
|
|
|
|
|
|
|
|
|
|
Administrative services purchased
from related parties |
|
|
|
|
|
|
Marketing, selling and administraton services -
parent |
|
|
$ |
2,400 |
|
$ |
2,044 |
Marketing, selling and administraton services -
affiliate |
|
|
$ |
5,025 |
|
$ |
- |
|
|
|
|
|
|
|
|
|
|
|
|
Balances outstanding with related parties are due within 60
days, are to be settled in cash and are unsecured.
During the year ended June 30, 2014, Corby sold casks to its parent
company for net proceeds of $383
(2013 - $480).
During the year ended June 30, 2014, Corby entered into a transaction
with its parent whereby Corby exchanged certain vintages and
varieties of bulk whisky inventory with a fair value of
$1,086 for differing vintages and
varieties of bulk whisky with an equivalent fair value in an effort
to balance each companies' future inventory requirements. The
exchange was not a culmination of the earnings process and as such
did not impact Corby's net earnings nor its financial position.
Deposits in cash management
pools
Corby participates in a cash pooling arrangement under the Mirror
Netting Service Agreement together with PR's other Canadian
affiliates, the terms of which are administered by The Bank of
Nova Scotia (effective
July 17, 2014 this agreement is
administered by Citibank N.A.). The Mirror Netting Services
Agreement acts to aggregate each participant's net cash balance for
the purposes of having a centralized cash management function for
all of PR's Canadian affiliates, including Corby.
As a result of Corby's participation in this
agreement, Corby's credit risk associated with its deposits in cash
management pools is contingent upon PR's credit rating. PR's credit
rating as at August 27, 2014, as
published by Standard & Poor's and Moody's, was BBB- and Baa3,
respectively. PR compensates Corby for the benefit it receives from
having the Company participate in the Mirror Netting Services
Agreement by paying interest to Corby based upon the 30-day CDOR
rate plus 0.40%. During the year ended June
30, 2014, Corby earned interest income of $1,712 from PR (2013 - $1,630). Corby has the right to terminate its
participation in the Mirror Netting Services Agreement at any time,
subject to five days' written notice.
Key management personnel
Key management personnel are those individuals having authority and
responsibility for planning, directing and controlling the
activities of the Company, including members of the Company's Board
of Directors. The Company considers key management to be the
members of the Board of Directors and the Senior Management Team
(which includes the CEO, CFO, and Vice Presidents).
Certain key management personnel also
participate in the company's RSU plan.
Key management personnel compensation is
comprised of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Wages, salaries and short term
employee benefits |
|
|
$ |
3,052 |
|
$ |
3,643 |
Other long term benefits |
|
|
|
|
|
632 |
|
|
467 |
Share-based payment transactions |
|
|
|
|
356 |
|
|
382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
4,040 |
|
$ |
4,492 |
|
|
|
|
|
|
|
|
|
|
|
|
Certain members of the board and key management personnel are
provided benefits and or salary and wages through the parent
company or the ultimate parent company in addition to the amounts
reported above.
28. SEGMENT INFORMATION
Corby has two reportable segments: Case Goods
and Commissions. Corby's Case Goods segment derives its revenue
from the production and distribution of its owned beverage alcohol
brands. Corby's portfolio of owned-brands includes some of the most
renowned and respected brands in Canada, such as Wiser's Canadian whisky,
Lamb's rum, Polar Ice vodka, and McGuinness liqueurs.
Corby's Commissions segment earns commission
income from the representation of non-owned beverage alcohol brands
in Canada. Corby represents
leading international brands such as ABSOLUT vodka, Chivas Regal, The Glenlivet and Ballantine's
scotches, Jameson Irish whiskey,
Beefeater gin, Malibu rum, Kahlúa liqueur, Mumm champagne, and
Jacob's Creek and Wyndham Estate wines.
The Commissions segment's financial results are
fully reported as "Commissions" in Note 19 of consolidated
statements. Therefore, a table detailing operational results by
segment has not been provided as no additional meaningful
information would result.
Geographic information regarding the Company is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
|
|
|
United States |
|
|
United |
|
|
Rest of |
|
|
|
|
|
|
|
|
Canada |
|
|
of America |
|
|
Kingdom |
|
|
World |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
$ |
122,002 |
|
$ |
11,107 |
|
$ |
4,140 |
|
$ |
30 |
|
$ |
137,279 |
Capital assets and goodwill |
|
|
10,500 |
|
|
- |
|
|
1,410 |
|
|
- |
|
|
11,910 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
United States |
|
|
United |
|
|
Rest of |
|
|
|
|
|
|
|
|
Canada |
|
|
of America |
|
|
Kingdom |
|
|
World |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
$ |
124,880 |
|
$ |
3,328 |
|
$ |
3,793 |
|
$ |
742 |
|
$ |
132,743 |
Capital assets and goodwill |
|
|
9,960 |
|
|
- |
|
|
1,410 |
|
|
- |
|
|
11,370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In 2014, revenue to three major customers
accounted for 34%, 17% and 13%, respectively (2013 - 34%, 18% and
15%). These major customers are located in Canada and revenues are derived from the Case
Goods segment.
29. COMMITMENTS
Future minimum payments under operating leases
for premises and equipment for the next five years and thereafter
are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015 |
|
|
|
|
|
$ |
1,663 |
2016 |
|
|
|
|
|
|
1,375 |
2017 |
|
|
|
|
|
|
1,111 |
2018 |
|
|
|
|
|
|
794 |
2019 |
|
|
|
|
|
|
167 |
Thereafter |
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
5,110 |
|
|
|
|
|
|
|
|
Total lease payments recognized as an expense during the year
total $2,402 (2013 - $2,274).
The Company has commitments of $284 (2013 - $132)
as at June 30, 2014 for the
acquisition of capital assets.
SOURCE Corby Spirit and Wine Limited