Post Holdings, Inc. (NYSE:POST), a consumer packaged goods holding
company, today reported results for the second fiscal quarter ended
March 31, 2024.
Highlights:
- Second quarter net sales of
$2.0 billion
- Operating profit of $190.1
million; net earnings of $97.2
million and Adjusted EBITDA (non-GAAP)*
of $345.2 million
- Raised fiscal year 2024
Adjusted EBITDA (non-GAAP)* outlook to $1,335-$1,375
million
*For additional information regarding non-GAAP measures, such as
Adjusted EBITDA, Adjusted net earnings, Adjusted diluted earnings
per common share and segment Adjusted EBITDA, see the related
explanations presented under “Use of Non-GAAP Measures” later in
this release. Post provides Adjusted EBITDA guidance only on a
non-GAAP basis and does not provide a reconciliation of its
forward-looking Adjusted EBITDA non-GAAP guidance measure to the
most directly comparable GAAP measure due to the inherent
difficulty in forecasting and quantifying certain amounts that are
necessary for such reconciliation, including the adjustments
described under “Outlook” below.
Basis of Presentation
On April 28, 2023, Post completed its acquisition of a portion
of The J. M. Smucker Company’s (“Smucker”) pet food business (“Pet
Food”), the results of which are included in the Post Consumer
Brands segment. On December 1, 2023, Post completed its acquisition
of substantially all of the assets of Perfection Pet Foods, LLC
(“Perfection”), the results of which are also included in the Post
Consumer Brands segment. On December 1, 2023, Post completed its
acquisition of Deeside Cereals I Ltd (“Deeside”), the results of
which are included in the Weetabix segment.
Second Quarter Consolidated Operating
Results
Net sales were $1,999.0 million, an increase of 23.4%, or $379.1
million, compared to $1,619.9 million in the prior year period, and
included $467.9 million in net sales from acquisitions. Excluding
the benefit from acquisitions in the current year period, net sales
growth in Post Consumer Brands (driven by higher average net
selling prices) and Weetabix (driven by favorable foreign currency
exchange rates) was offset by declines in Foodservice (driven by
the reduction of avian influenza pricing premium and the
pass-through of lower grain costs) and Refrigerated Retail (driven
by distribution losses in lower margin egg and cheese products).
Gross profit was $579.6 million, or 29.0% of net sales, an increase
of 40.1%, or $165.8 million, compared to $413.8 million, or 25.5%
of net sales, in the prior year period.
Selling, general and administrative (“SG&A”) expenses were
$341.3 million, or 17.1% of net sales, an increase of 42.6%, or
$102.0 million, compared to $239.3 million, or 14.8% of net sales,
in the prior year period. The increase was primarily driven by the
inclusion of Pet Food. Operating profit was $190.1 million, an
increase of 38.1%, or $52.4 million, compared to $137.7 million in
the prior year period.
Net earnings were $97.2 million, an increase of 79.7%, or $43.1
million, compared to $54.1 million in the prior year period. Net
earnings included the following:
|
Three Months Ended March 31, |
(in millions) |
|
2024 |
|
|
|
2023 |
|
Loss (gain) on extinguishment
of debt, net (1) |
$ |
0.3 |
|
|
$ |
(6.1 |
) |
(Income) expense on swaps, net
(1) |
|
(13.3 |
) |
|
|
9.0 |
|
Net earnings attributable to
noncontrolling interests (2) |
|
0.1 |
|
|
|
1.3 |
|
(1) Discussed later in this release and were treated as adjustments
for non-GAAP measures. |
(2) Prior year results primarily reflected the allocation of 69.0%
of Post Holdings Partnering Corporation’s (“PHPC”) consolidated net
earnings to noncontrolling interests prior to the dissolution of
PHPC (the “PHPC Dissolution”). |
Diluted earnings per common share were $1.48, compared to $0.92
in the prior year period. Adjusted net earnings
(non-GAAP)* were $101.9 million, compared to $72.0
million in the prior year period. Adjusted diluted earnings per
common share (non-GAAP)* were $1.51, compared to $1.10 in the prior
year period.
Adjusted EBITDA was $345.2 million, an increase of 24.9%, or
$68.9 million, compared to $276.3 million in the prior year
period.
Six Month Consolidated Operating
Results
Net sales were $3,964.9 million, an increase of 24.4%, or $778.7
million, compared to $3,186.2 million in the prior year period.
Gross profit was $1,152.2 million, or 29.1% of net sales, an
increase of 39.0%, or $323.5 million, compared to $828.7 million,
or 26.0% of net sales, in the prior year period.
SG&A expenses were $664.2 million, or 16.8% of net sales, an
increase of 41.9%, or $196.2 million, compared to $468.0 million,
or 14.7% of net sales, in the prior year period. SG&A expenses
in the six months ended March 31, 2024 included $14.1 million of
integration costs, which were primarily related to the Pet Food
acquisition and were treated as adjustments for non-GAAP measures,
and $8.8 million of restructuring and facility closure costs, which
were primarily related to the scheduled closing of Post’s cereal
manufacturing facility in Lancaster, Ohio and were treated as
adjustments for non-GAAP measures. Operating profit was $399.4
million, an increase of 38.9%, or $111.8 million, compared to
$287.6 million in the prior year period.
Net earnings were $185.3 million, an increase of 26.9%, or $39.3
million, compared to $146.0 million in the prior year period. Net
earnings included the following:
|
Six Months Ended March 31, |
(in millions) |
|
2024 |
|
|
|
2023 |
|
Gain on extinguishment of
debt, net (1) |
$ |
(2.8 |
) |
|
$ |
(14.8 |
) |
Expense (income) on swaps, net
(1) |
|
7.8 |
|
|
|
(3.3 |
) |
Net earnings attributable to
noncontrolling interests (2) |
|
0.1 |
|
|
|
3.1 |
|
(1) Discussed later in this release and were treated as adjustments
for non-GAAP measures. |
(2) Prior year results primarily reflected the allocation of 69.0%
of PHPC’s consolidated net earnings to noncontrolling interests
prior to the PHPC Dissolution. |
Diluted earnings per common share were $2.83, compared to $2.44
in the prior year period. Adjusted net earnings were $215.6
million, compared to $143.2 million in the prior year period.
Adjusted diluted earnings per common share were $3.19, compared to
$2.18 in the prior year period.
Adjusted EBITDA was $704.7 million, an increase of 29.0%, or
$158.5 million, compared to $546.2 million in the prior year
period.
Post Consumer Brands
North American ready-to-eat (“RTE”) cereal, pet food and peanut
butter.
For the second quarter, net sales were $1,065.5 million, an
increase of 77.9%, or $466.4 million, compared to the prior year
period. Net sales included $460.7 million in the second quarter of
2024 attributable to acquisitions. Excluding the benefit from
acquisitions in the current year period, volumes decreased 3.9%,
primarily driven by declines in non-retail cereal and peanut
butter. Segment profit was $139.7 million, an increase of 85.0%, or
$64.2 million, compared to the prior year period. Segment Adjusted
EBITDA (non-GAAP)* was $199.0 million, an increase
of 74.0%, or $84.6 million, compared to the prior year period.
For the six months ended March 31, 2024, net sales were $2,054.1
million, an increase of 78.0%, or $900.3 million, compared to the
prior year period. Segment profit was $272.4 million, an increase
of 76.0%, or $117.6 million, compared to the prior year period.
Segment Adjusted EBITDA was $388.8 million, an increase of 71.1%,
or $161.5 million, compared to the prior year period.
Weetabix
Primarily United Kingdom (“U.K.”) RTE cereal, muesli and
protein-based shakes.
For the second quarter, net sales were $138.0 million, an
increase of 10.5%, or $13.1 million, compared to the prior year
period. Net sales reflected a foreign currency exchange rate
tailwind of approximately 440 basis points and included $7.2
million in the second quarter of 2024 attributable to Deeside.
Excluding the impact of Deeside, volumes increased 2.9%, primarily
driven by increases in private label products. Segment profit was
$18.1 million, a decrease of 6.7%, or $1.3 million, compared to the
prior year period. Segment Adjusted EBITDA was $27.8 million, a
decrease of 0.7%, or $0.2 million, compared to the prior year
period.
For the six months ended March 31, 2024, net sales were $267.1
million, an increase of 9.9%, or $24.1 million, compared to the
prior year period. Segment profit was $39.1 million, a decrease of
4.4%, or $1.8 million, compared to the prior year period. Segment
Adjusted EBITDA was $58.4 million, an increase of 1.2%, or $0.7
million, compared to the prior year period.
Foodservice
Primarily egg and potato products.
For the second quarter, net sales were $554.8 million, a
decrease of 12.4%, or $78.4 million, compared to the prior year
period. Volumes decreased 2.2%, primarily driven by a decline
in egg volumes, partially offset by an increase in potato volumes.
Egg volumes reflected favorable product mix, but overall declines
from a slowdown in away-from-home demand and a reduction in key
customer inventory levels. Segment profit was $64.5 million, a
decrease of 17.4%, or $13.6 million, compared to the prior year
period. Segment Adjusted EBITDA was $101.7 million, a decrease of
7.5%, or $8.3 million, compared to the prior year period.
For the six months ended March 31, 2024, net sales were $1,121.9
million, a decrease of 9.1%, or $111.8 million, compared to the
prior year period. Segment profit was $140.2 million, a decrease of
10.8%, or $17.0 million, compared to the prior year period. Segment
Adjusted EBITDA was $207.5 million, a decrease of 5.3%, or $11.5
million, compared to the prior year period.
Refrigerated Retail
Primarily side dish, egg, cheese and sausage products.
For the second quarter, net sales were $240.4 million, a
decrease of 8.5%, or $22.3 million, compared to the prior year
period. Volumes decreased 5.1%, primarily due to distribution
losses in lower margin egg and cheese products. Volume information
by product is disclosed in a table presented later in this release.
Segment profit was $22.4 million, an increase of 23.1%, or $4.2
million, compared to the prior year period. Segment Adjusted EBITDA
was $40.5 million, an increase of 2.5%, or $1.0 million, compared
to the prior year period.
For the six months ended March 31, 2024, net sales were $521.3
million, a decrease of 6.2%, or $34.4 million, compared to the
prior year period. Segment profit was $58.0 million, an increase of
48.0%, or $18.8 million, compared to the prior year period. Segment
Adjusted EBITDA was $94.1 million, an increase of 18.4%, or $14.6
million, compared to the prior year period.
Interest, Loss (Gain) on Extinguishment of Debt,
(Income) Expense on Swaps and Income Tax
Interest expense, net was $80.0 million in the second quarter of
2024, compared to $63.8 million in the second quarter of 2023.
Interest expense, net was $158.1 million in the six months ended
March 31, 2024, compared to $129.7 million in the prior year
period. The increase in interest expense, net in the three and six
months ended March 31, 2024 was primarily driven by lower interest
income, higher average outstanding principal amounts of debt and a
higher weighted-average interest rate compared to the prior year
periods.
Loss on extinguishment of debt, net of $0.3 million was recorded
in the three months ended March 31, 2024. Gain on extinguishment of
debt, net of $2.8 million was recorded in the six months ended
March 31, 2024. Gain on extinguishment of debt, net of $6.1 million
and $14.8 million was recorded in the three and six months ended
March 31, 2023, respectively, primarily in connection with Post’s
partial repurchase of its 4.50% senior notes due September
2031.
(Income) expense on swaps, net relates to mark-to-market
adjustments on interest rate swaps. Income on swaps, net was $13.3
million in the second quarter of 2024, compared to expense of $9.0
million in the prior year period. Expense on swaps, net, was $7.8
million in the six months ended March 31, 2024, compared to income
of $3.3 million in the prior year period.
Income tax expense was $28.6 million in the second quarter of
2024, an effective income tax rate of 22.7%, compared to $18.9
million in the second quarter of 2023, an effective income tax rate
of 25.4%. Income tax expense was $57.1 million in the six months
ended March 31, 2024, an effective income tax rate of 23.5%,
compared to $43.6 million in the prior year period, an effective
income tax rate of 22.6%.
Share Repurchases
During the second quarter of 2024, Post repurchased 0.1 million
shares of its common stock for $8.1 million at an average price of
$103.88 per share. During the six months ended March 31, 2024, Post
repurchased 0.5 million shares for $44.8 million at an average
price of $87.23 per share. Subsequent to the end of the second
quarter of 2024 through April 30, 2024, Post repurchased 0.1
million shares for $14.2 million at an average price of $101.87 per
share. As of April 30, 2024, Post had $377.8 million remaining
under its share repurchase authorization.
Outlook
For fiscal year 2024, Post management has raised its guidance
range for Adjusted EBITDA to $1,335-$1,375 million from
$1,290-$1,340 million. Post management expects fiscal year 2024
capital expenditures to range between $420-$445 million, which
includes Foodservice investment in the expansion of the Norwalk,
Iowa precooked egg facility and the start of Phase II expansion of
the Bloomfield, Nebraska cage-free egg facility, for aggregate
expenditures of $100-$110 million. This also includes $90-$100
million for Pet Food quality, safety, capacity, pilot plant and
distribution network investments and approximately $20 million
related to the scheduled closing of the Lancaster, Ohio cereal
manufacturing facility.
Post provides Adjusted EBITDA guidance only on a non-GAAP basis
and does not provide a reconciliation of its forward-looking
Adjusted EBITDA non-GAAP guidance measure to the most directly
comparable GAAP measure due to the inherent difficulty in
forecasting and quantifying certain amounts that are necessary for
such reconciliation, including adjustments that could be made for
income/expense on swaps, net, gain/loss on extinguishment of debt,
net, integration and transaction costs, mark-to-market adjustments
on commodity and foreign exchange hedges and equity securities,
equity method investment adjustment and other charges reflected in
Post’s reconciliations of historical numbers, the amounts of which,
based on historical experience, could be significant. For
additional information regarding Post’s non-GAAP measures, see the
related explanations presented under “Use of Non-GAAP
Measures.”
Use of Non-GAAP Measures
Post uses certain non-GAAP measures in this release to
supplement the financial measures prepared in accordance with
United States (“U.S.”) generally accepted accounting principles
(“GAAP”). These non-GAAP measures include Adjusted net
earnings/loss, Adjusted diluted earnings/loss per common share,
Adjusted EBITDA, segment Adjusted EBITDA, Adjusted EBITDA as a
percentage of Net Sales and segment Adjusted EBITDA as a percentage
of Net Sales. The reconciliation of each of these non-GAAP measures
to the most directly comparable GAAP measure is provided later in
this release under “Explanation and Reconciliation of Non-GAAP
Measures.”
Management uses certain of these non-GAAP measures, including
Adjusted EBITDA and segment Adjusted EBITDA, as key metrics in the
evaluation of underlying company and segment performance, in making
financial, operating and planning decisions and, in part, in the
determination of bonuses for its executive officers and employees.
Additionally, Post is required to comply with certain covenants and
limitations that are based on variations of EBITDA in its financing
documents. Management believes the use of these non-GAAP measures
provides increased transparency and assists investors in
understanding the underlying operating performance of Post and its
segments and in the analysis of ongoing operating
trends. Non-GAAP measures are not prepared in accordance with
GAAP, as they exclude certain items as described later in this
release. These non-GAAP measures may not be comparable to similarly
titled measures of other companies. For additional information
regarding Post’s non-GAAP measures, see the related explanations
provided under “Explanation and Reconciliation of Non-GAAP
Measures.”
Conference Call to Discuss Earnings Results and
Outlook
Post will host a conference call on Friday, May 3, 2024 at 9:00
a.m. ET to discuss financial results for the second quarter of
fiscal year 2024 and fiscal year 2024 outlook and to respond to
questions. Robert V. Vitale, President and Chief Executive Officer,
Jeff A. Zadoks, Executive Vice President and Chief Operating
Officer, and Matthew J. Mainer, Senior Vice President, Chief
Financial Officer and Treasurer, will participate in the call.
Interested parties may join the conference call by registering
in advance at the following link:
https://register.vevent.com/register/BIf0ae2ab98a5640dcab965cb00e3ddbc7.
Upon registration, participants will receive a dial-in number and a
unique passcode to access the conference call. Interested parties
are invited to listen to the webcast of the conference call, which
can be accessed by visiting the Investors section of Post’s website
at www.postholdings.com. A webcast replay also will be available
for a limited period on Post’s website in the Investors
section.
Prospective Financial Information
Prospective financial information is necessarily speculative in
nature, and it can be expected that some or all of the assumptions
underlying the prospective financial information described above
will not materialize or will vary significantly from actual
results. For further discussion of some of the factors that may
cause actual results to vary materially from the prospective
financial information provided in this release, see
“Forward-Looking Statements” below. Accordingly, the prospective
financial information provided in this release is only an estimate
of what Post’s management believes is realizable as of the date of
this release. It also should be recognized that the reliability of
any forecasted financial data diminishes the farther in the future
that the data is forecasted. In light of the foregoing, the
information should be viewed in context and undue reliance should
not be placed upon it.
Forward-Looking Statements
Certain matters discussed in this release and on Post’s
conference call are forward-looking statements, including Post’s
Adjusted EBITDA outlook for fiscal year 2024 and Post’s capital
expenditure outlook for fiscal year 2024. These
forward-looking statements are sometimes identified from the use of
forward-looking words such as “believe,” “should,” “could,”
“potential,” “continue,” “expect,” “project,” “estimate,”
“predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,”
“target,” “is likely,” “will,” “can,” “may” or “would” or the
negative of these terms or similar expressions, and include all
statements regarding future performance, earnings projections,
events or developments. There are a number of risks and
uncertainties that could cause actual results to differ materially
from the forward-looking statements made herein. These risks and
uncertainties include, but are not limited to, the following:
- consumer and customer reaction to Post’s pricing actions;
- changes in economic conditions, financial instability,
disruptions in capital and credit markets, changes in interest
rates and fluctuations in foreign currency exchange rates;
- volatility in the cost or availability of inputs to Post’s
businesses (including raw materials, energy and other supplies and
freight);
- disruptions or inefficiencies in Post’s supply chain,
inflation, labor shortages, public health crises, climatic events,
avian influenza and other agricultural diseases and pests, fires
and other events beyond Post’s control;
- Post’s ability to hire and retain talented personnel, leaves of
absence of key employees, increases in labor-related costs,
employee safety, labor strikes, work stoppages and unionization
efforts;
- Post’s reliance on third parties for the manufacture of many of
its products;
- Post’s high leverage, its ability to obtain additional
financing and service its outstanding debt (including covenants
restricting the operation of Post’s businesses) and a potential
downgrade in Post’s credit ratings;
- Post's and its private brand customers’ ability to compete in
their product categories, including the success of pricing,
advertising and promotional programs and the ability to anticipate
and respond to changes in consumer and customer preferences and
behaviors;
- the success of new product introductions;
- allegations that Post’s products cause injury or illness,
product recalls and withdrawals, product liability claims and other
related litigation;
- compliance with existing and changing laws and
regulations;
- the impact of litigation;
- Post’s ability to successfully integrate Pet Food and the
assets from the Perfection acquisition, deliver on the expected
financial contribution, cost savings and synergies from these
acquisitions and maintain relationships with employees, customers
and suppliers for the acquired businesses, while maintaining focus
on Post’s pre-acquisition businesses;
- Post’s and Smucker’s ability to comply with certain ancillary
agreements associated with the Pet Food acquisition;
- Post’s ability to identify, complete and integrate or otherwise
effectively execute acquisitions or other strategic
transactions;
- Post’s ability to successfully implement business strategies to
reduce costs;
- differences in Post’s actual operating results from any of its
guidance regarding its future performance;
- impairment in the carrying value of goodwill or other
intangibles;
- risks related to the intended tax treatment of Post’s
divestitures of its interest in BellRing Brands, Inc.
(“BellRing”);
- the loss of, a significant reduction of purchases by or the
bankruptcy of a major customer;
- costs, business disruptions and reputational damage associated
with cybersecurity incidents, information technology failures or
information security breaches;
- costs associated with the obligations of Bob Evans Farms, Inc.
(“Bob Evans”) in connection with the sale of its restaurants
business, including certain indemnification obligations and Bob
Evans’s payment and performance obligations as a guarantor for
certain leases;
- Post’s ability to protect its intellectual property and other
assets and to license third-party intellectual property;
- risks associated with Post’s international businesses;
- business disruption or other losses from political instability,
terrorism, war or armed hostilities or geopolitical tensions;
- changes in critical accounting estimates;
- losses or increased funding and expenses related to Post’s
qualified pension or other postretirement plans;
- conflicting interests or the appearance of conflicting
interests resulting from any of Post’s directors and officers also
serving as directors or officers of other companies; and
- other risks and uncertainties
described in Post’s filings with the Securities and Exchange
Commission.
These forward-looking statements represent Post’s judgment as of
the date of this release. Post disclaims, however, any intent or
obligation to update these forward-looking statements.
About Post Holdings, Inc.
Post Holdings, Inc., headquartered in St. Louis, Missouri, is a
consumer packaged goods holding company with businesses operating
in the center-of-the-store, refrigerated, foodservice and food
ingredient categories. Its businesses include Post Consumer Brands,
Weetabix, Michael Foods and Bob Evans Farms. Post Consumer Brands
is a leader in the North American ready-to-eat cereal and pet food
categories and also markets Peter Pan® peanut butter. Weetabix is
home to the United Kingdom’s number one selling ready-to-eat cereal
brand, Weetabix®. Michael Foods and Bob Evans Farms are leaders in
refrigerated foods, delivering innovative, value-added egg and
refrigerated potato side dish products to the foodservice and
retail channels. Post participates in the private brand food
category through its ownership interest in 8th Avenue Food &
Provisions, Inc. For more information, visit
www.postholdings.com.
Contact:Investor RelationsDaniel
O’Rourkedaniel.orourke@postholdings.com(314) 806-3959
Media RelationsTara Graytara.gray@postholdings.com(314)
644-7648
|
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS (Unaudited) |
(in millions, except per share data) |
|
|
Three Months EndedMarch 31, |
|
Six Months Ended March 31, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Net
Sales |
$ |
1,999.0 |
|
|
$ |
1,619.9 |
|
|
$ |
3,964.9 |
|
|
$ |
3,186.2 |
|
Cost of goods sold |
|
1,419.4 |
|
|
|
1,206.1 |
|
|
|
2,812.7 |
|
|
|
2,357.5 |
|
Gross
Profit |
|
579.6 |
|
|
|
413.8 |
|
|
|
1,152.2 |
|
|
|
828.7 |
|
Selling, general and
administrative expenses |
|
341.3 |
|
|
|
239.3 |
|
|
|
664.2 |
|
|
|
468.0 |
|
Amortization of intangible
assets |
|
46.4 |
|
|
|
36.6 |
|
|
|
92.1 |
|
|
|
73.0 |
|
Other operating expense
(income), net |
|
1.8 |
|
|
|
0.2 |
|
|
|
(3.5 |
) |
|
|
0.1 |
|
Operating
Profit |
|
190.1 |
|
|
|
137.7 |
|
|
|
399.4 |
|
|
|
287.6 |
|
Interest expense, net |
|
80.0 |
|
|
|
63.8 |
|
|
|
158.1 |
|
|
|
129.7 |
|
Loss (gain) on extinguishment
of debt, net |
|
0.3 |
|
|
|
(6.1 |
) |
|
|
(2.8 |
) |
|
|
(14.8 |
) |
(Income) expense on swaps,
net |
|
(13.3 |
) |
|
|
9.0 |
|
|
|
7.8 |
|
|
|
(3.3 |
) |
Other income, net |
|
(2.8 |
) |
|
|
(3.5 |
) |
|
|
(6.3 |
) |
|
|
(16.9 |
) |
Earnings before Income
Taxes and Equity Method Loss |
|
125.9 |
|
|
|
74.5 |
|
|
|
242.6 |
|
|
|
192.9 |
|
Income tax expense |
|
28.6 |
|
|
|
18.9 |
|
|
|
57.1 |
|
|
|
43.6 |
|
Equity method loss, net of
tax |
|
— |
|
|
|
0.2 |
|
|
|
0.1 |
|
|
|
0.2 |
|
Net Earnings Including
Noncontrolling Interests |
|
97.3 |
|
|
|
55.4 |
|
|
|
185.4 |
|
|
|
149.1 |
|
Less: Net earnings
attributable to noncontrolling interests |
|
0.1 |
|
|
|
1.3 |
|
|
|
0.1 |
|
|
|
3.1 |
|
Net
Earnings |
$ |
97.2 |
|
|
$ |
54.1 |
|
|
$ |
185.3 |
|
|
$ |
146.0 |
|
|
|
|
|
|
|
|
|
Earnings per Common
Share: |
|
|
|
|
|
|
|
Basic |
$ |
1.60 |
|
|
$ |
0.98 |
|
|
$ |
3.06 |
|
|
$ |
2.64 |
|
Diluted |
$ |
1.48 |
|
|
$ |
0.92 |
|
|
$ |
2.83 |
|
|
$ |
2.44 |
|
Weighted-Average
Common Shares Outstanding: |
|
|
|
|
|
|
|
Basic |
|
60.8 |
|
|
|
58.8 |
|
|
|
60.6 |
|
|
|
58.8 |
|
Diluted |
|
67.6 |
|
|
|
65.7 |
|
|
|
67.5 |
|
|
|
65.8 |
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited) |
(in millions) |
|
|
March 31, 2024 |
|
September 30, 2023 |
|
|
|
|
ASSETS |
Current
Assets |
|
|
|
Cash and cash equivalents |
$ |
333.4 |
|
|
$ |
93.3 |
|
Restricted cash |
|
14.2 |
|
|
|
23.9 |
|
Receivables, net |
|
569.3 |
|
|
|
512.4 |
|
Inventories |
|
802.7 |
|
|
|
789.9 |
|
Prepaid expenses and other current assets |
|
91.3 |
|
|
|
59.0 |
|
Total Current Assets |
|
1,810.9 |
|
|
|
1,478.5 |
|
|
|
|
|
Property, net |
|
2,145.1 |
|
|
|
2,021.4 |
|
Goodwill |
|
4,647.0 |
|
|
|
4,574.4 |
|
Other intangible assets,
net |
|
3,214.7 |
|
|
|
3,212.4 |
|
Other assets |
|
373.4 |
|
|
|
360.0 |
|
Total Assets |
$ |
12,191.1 |
|
|
$ |
11,646.7 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
Current
Liabilities |
|
|
|
|
Current portion of long-term debt |
$ |
1.2 |
|
|
$ |
1.1 |
|
Accounts payable |
|
396.3 |
|
|
|
368.8 |
|
Other current liabilities |
|
442.0 |
|
|
|
435.4 |
|
Total Current Liabilities |
|
839.5 |
|
|
|
805.3 |
|
|
|
|
|
Long-term debt |
|
6,414.6 |
|
|
|
6,039.0 |
|
Deferred income taxes |
|
666.7 |
|
|
|
674.4 |
|
Other liabilities |
|
279.6 |
|
|
|
276.7 |
|
Total Liabilities |
|
8,200.4 |
|
|
|
7,795.4 |
|
|
|
|
|
Shareholders’
Equity |
|
|
|
Common stock |
|
0.9 |
|
|
|
0.9 |
|
Additional paid-in capital |
|
5,240.1 |
|
|
|
5,288.1 |
|
Retained earnings |
|
1,601.8 |
|
|
|
1,416.5 |
|
Accumulated other comprehensive loss |
|
(89.4 |
) |
|
|
(135.1 |
) |
Treasury stock, at cost |
|
(2,773.1 |
) |
|
|
(2,728.3 |
) |
Total Shareholders’ Equity Excluding Noncontrolling
Interests |
|
3,980.3 |
|
|
|
3,842.1 |
|
Noncontrolling interests |
|
10.4 |
|
|
|
9.2 |
|
Total Shareholders’ Equity |
|
3,990.7 |
|
|
|
3,851.3 |
|
Total Liabilities and Shareholders’ Equity |
$ |
12,191.1 |
|
|
$ |
11,646.7 |
|
|
SELECTED CONDENSED CONSOLIDATED CASH FLOWS |
INFORMATION (Unaudited) |
(in millions) |
|
|
Six Months Ended March 31, |
|
|
2024 |
|
|
|
2023 |
|
Cash provided by (used
in): |
|
|
|
Operating activities |
$ |
424.0 |
|
|
$ |
198.3 |
|
Investing activities, including capital expenditures of $179.5 and
$132.9 |
|
(432.6 |
) |
|
|
(134.0 |
) |
Financing activities |
|
237.1 |
|
|
|
(161.7 |
) |
Effect of exchange rate changes on cash, cash equivalents and
restricted cash |
|
1.9 |
|
|
|
3.4 |
|
Net increase
(decrease) in cash, cash equivalents and restricted
cash |
$ |
230.4 |
|
|
$ |
(94.0 |
) |
|
SEGMENT INFORMATION (Unaudited) |
(in millions) |
|
|
Three Months EndedMarch 31, |
|
Six Months Ended March 31, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Net
Sales |
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
1,065.5 |
|
|
$ |
599.1 |
|
|
$ |
2,054.1 |
|
|
$ |
1,153.8 |
|
Weetabix |
|
138.0 |
|
|
|
124.9 |
|
|
|
267.1 |
|
|
|
243.0 |
|
Foodservice |
|
554.8 |
|
|
|
633.2 |
|
|
|
1,121.9 |
|
|
|
1,233.7 |
|
Refrigerated Retail |
|
240.4 |
|
|
|
262.7 |
|
|
|
521.3 |
|
|
|
555.7 |
|
Eliminations and Corporate |
|
0.3 |
|
|
|
— |
|
|
|
0.5 |
|
|
|
— |
|
Total |
$ |
1,999.0 |
|
|
$ |
1,619.9 |
|
|
$ |
3,964.9 |
|
|
$ |
3,186.2 |
|
Segment
Profit |
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
139.7 |
|
|
$ |
75.5 |
|
|
$ |
272.4 |
|
|
$ |
154.8 |
|
Weetabix |
|
18.1 |
|
|
|
19.4 |
|
|
|
39.1 |
|
|
|
40.9 |
|
Foodservice |
|
64.5 |
|
|
|
78.1 |
|
|
|
140.2 |
|
|
|
157.2 |
|
Refrigerated Retail |
|
22.4 |
|
|
|
18.2 |
|
|
|
58.0 |
|
|
|
39.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL REFRIGERATED RETAIL SEGMENT INFORMATION
(Unaudited) |
The below table presents volume percentage changes
for the current quarter compared to the prior year quarter for
products within the Refrigerated Retail segment.
Product |
|
Volume Percentage Change |
All |
|
(5.1%) |
Side dishes |
|
(0.6%) |
Egg |
|
(16.6%) |
Cheese |
|
(10.7%) |
Sausage |
|
6.9% |
|
|
|
|
|
|
EXPLANATION AND RECONCILIATION OF NON-GAAP
MEASURES |
Post uses certain non-GAAP measures in this release to
supplement the financial measures prepared in accordance with U.S.
generally accepted accounting principles (“GAAP”). These non-GAAP
measures include Adjusted net earnings/loss, Adjusted diluted
earnings/loss per common share, Adjusted EBITDA, segment Adjusted
EBITDA, Adjusted EBITDA as a percentage of Net Sales and segment
Adjusted EBITDA as a percentage of Net Sales. The reconciliation of
each of these non-GAAP measures to the most directly comparable
GAAP measure is provided in the tables following this section.
Non-GAAP measures are not prepared in accordance with GAAP, as they
exclude certain items as described below. These non-GAAP measures
may not be comparable to similarly titled measures of other
companies.
Adjusted net earnings/loss and Adjusted diluted earnings/loss
per common sharePost believes Adjusted net earnings/loss and
Adjusted diluted earnings/loss per common share are useful to
investors in evaluating Post’s operating performance because they
exclude items that affect the comparability of Post’s financial
results and could potentially distort an understanding of the
trends in business performance.
Adjusted net earnings/loss and Adjusted diluted earnings/loss
per common share are adjusted for the following items:
|
a. |
Income/expense on swaps, net: Post has excluded the impact of
mark-to-market adjustments and cash settlements on interest rate
swaps due to the inherent uncertainty and volatility associated
with such amounts based on changes in assumptions with respect to
estimates of fair value and economic conditions and as the amount
and frequency of such adjustments are not consistent. |
|
b. |
Integration costs and transaction costs: Post has excluded
transaction costs related to professional service fees and other
related costs associated with signed and closed business
combinations and divestitures and integration costs incurred to
integrate acquired or to-be-acquired businesses as Post believes
that these exclusions allow for more meaningful evaluation of
Post’s current operating performance and comparisons of Post’s
operating performance to other periods. Post believes such costs
are generally not relevant to assessing or estimating the long-term
performance of acquired assets as part of Post or the performance
of the divested assets, and such costs are not factored into
management’s evaluation of potential acquisitions or Post’s
performance after completion of an acquisition or the evaluation to
divest an asset. In addition, the frequency and amount of such
charges varies significantly based on the size and timing of the
transaction and the maturity of the businesses being acquired or
divested. Also, the size, complexity and/or volume of past
transactions, which often drive the magnitude of such expenses, may
not be indicative of the size, complexity and/or volume of future
transactions. By excluding these expenses, management is better
able to evaluate Post’s ability to utilize its existing assets and
estimate the long-term value that acquired assets will generate for
Post. |
|
c. |
Debt premiums paid/discounts received, net: Post has excluded
payments and other expenses for premiums on debt extinguishment,
net of gains realized on debt repurchased at a discount, as such
payments are inconsistent in amount and frequency. Additionally,
Post believes that these costs do not reflect expected ongoing
future operating expenses and do not contribute to a meaningful
evaluation of Post’s current operating performance or comparisons
of Post’s operating performance to other periods. |
|
d. |
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities: Post has excluded the impact of
mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities due to the inherent uncertainty and
volatility associated with such amounts based on changes in
assumptions with respect to fair value estimates. Additionally,
these adjustments are primarily non-cash items, and the amount and
frequency of such adjustments are not consistent. |
|
e. |
Restructuring and facility closure costs, including accelerated
depreciation: Post has excluded certain costs associated with
facility closures as the amount and frequency of such adjustments
are not consistent. Additionally, Post believes that these costs do
not reflect expected ongoing future operating expenses and do not
contribute to a meaningful evaluation of Post’s current operating
performance or comparisons of Post’s operating performance to other
periods. |
|
f. |
Mark-to-market adjustments on equity securities: Post has excluded
the impact of mark-to-market adjustments on investments in equity
securities (which includes its prior investment in BellRing) due to
the inherent volatility associated with such amounts based on
changes in market pricing variations and as the amount and
frequency of such adjustments are not consistent. Additionally,
these adjustments are primarily non-cash items and do not
contribute to a meaningful evaluation of Post’s current operating
performance or comparisons of Post’s operating performance to other
periods. |
|
g. |
Gain on bargain purchase: Post has excluded gains recorded for
acquisitions in which the fair value of the net assets acquired
exceed the purchase price and adjustments to such gains as such
amounts are inconsistent in amount and frequency. Post believes
such gains and adjustments are generally not relevant to assessing
or estimating the long-term performance of acquired assets as part
of Post, and such amounts are not factored into the performance of
acquisitions after their completion. |
|
h. |
Costs expected to be indemnified, net: Post has excluded certain
costs incurred and expected to be indemnified in connection with
damaged assets and gains related to indemnification proceeds
received above the carrying value of damaged assets as Post
believes such gains and losses do not reflect expected ongoing
future operating income and expenses and do not contribute to a
meaningful evaluation of Post’s current operating performance or
comparisons of Post’s operating performance to other periods. |
|
i. |
Advisory income: Post has excluded advisory income received from
8th Avenue Food & Provisions, Inc. as Post believes such income
does not contribute to a meaningful evaluation of Post’s current
operating performance or comparisons of Post’s operating
performance to other periods. |
|
j. |
Provision for legal settlements: Post has excluded gains and losses
recorded to recognize the anticipated or actual resolution of
certain litigation as Post believes such gains and losses do not
reflect expected ongoing future operating income and expenses and
do not contribute to a meaningful evaluation of Post’s current
operating performance or comparisons of Post’s operating
performance to other periods. |
|
k. |
Inventory revaluation adjustment on acquired businesses: Post has
excluded the impact of fair value step-up adjustments to inventory
in connection with business combinations as such adjustments
represent non-cash items, are not consistent in amount and
frequency and are significantly impacted by the timing and size of
Post’s acquisitions. |
|
l. |
Noncontrolling interest adjustment: Post has included an adjustment
to reflect the removal of the portion of the non-GAAP adjustments
related to PHPC which were attributable to noncontrolling interest
prior to the PHPC Dissolution in the calculation of Adjusted net
earnings/loss and Adjusted diluted earnings/loss per common share,
as Post believes this adjustment contributes to a more meaningful
evaluation of Post’s current operating performance. |
|
m. |
Income tax effect on adjustments: Post has included the income tax
impact of the non-GAAP adjustments using a rate described in the
applicable footnote of the reconciliation tables, as Post believes
that its GAAP effective income tax rate as reported is not
representative of the income tax expense impact of the
adjustments. |
|
n. |
U.K. tax reform expense: Post has excluded the impact of the income
tax expense recorded during fiscal year 2023 which reflected the
remeasurement of Post’s U.K. deferred tax assets and liabilities
considering a 25% U.K. corporate income tax rate for future
periods. Post believes that the expense as reported is not
representative of Post’s current income tax position and exclusion
of the expense allows for more meaningful comparisons of Post’s
operating performance to other periods. |
|
|
|
Adjusted EBITDA, segment Adjusted EBITDA, Adjusted EBITDA as a
percentage of Net Sales and segment Adjusted EBITDA as a percentage
of Net SalesPost believes that Adjusted EBITDA is useful to
investors in evaluating Post’s operating performance and liquidity
because (i) Post believes it is widely used to measure a company’s
operating performance without regard to items such as depreciation
and amortization, which can vary depending upon accounting methods
and the book value of assets, (ii) it presents a measure of
corporate performance exclusive of Post’s capital structure and the
method by which the assets were acquired and (iii) it is a
financial indicator of a company’s ability to service its debt, as
Post is required to comply with certain covenants and limitations
that are based on variations of EBITDA in its financing documents.
Post believes that segment Adjusted EBITDA is useful to investors
in evaluating Post’s operating performance because it allows for
assessment of the operating performance of each reportable segment.
Management uses Adjusted EBITDA to provide forward-looking guidance
and uses Adjusted EBITDA and segment Adjusted EBITDA to forecast
future results. Post believes that Adjusted EBITDA as a percentage
of Net Sales and segment Adjusted EBITDA as a percentage of Net
Sales are measures useful to investors in evaluating Post’s
operating performance because they allow for meaningful comparison
of operating performance across periods.
Adjusted EBITDA and segment Adjusted EBITDA reflect adjustments
for income tax expense/benefit, interest expense, net and
depreciation and amortization, and the following adjustments
discussed above: income/expense on swaps, net, integration costs
and transaction costs, mark-to-market adjustments on commodity and
foreign exchange hedges and warrant liabilities, restructuring and
facility closure costs, mark-to-market adjustments on equity
securities, gain on bargain purchase, costs expected to be
indemnified, net, advisory income, provision for legal settlements
and inventory revaluation adjustment on acquired businesses.
Additionally, Adjusted EBITDA and segment Adjusted EBITDA reflect
adjustments for the following items:
|
o. |
Non-cash stock-based compensation: Post’s compensation strategy
includes the use of stock-based compensation to attract and retain
executives and employees by aligning their long-term compensation
interests with shareholders’ investment interests. Post has
excluded non-cash stock-based compensation as non-cash stock-based
compensation can vary significantly based on reasons such as the
timing, size and nature of the awards granted and subjective
assumptions which are unrelated to operational decisions and
performance in any particular period and does not contribute to
meaningful comparisons of Post’s operating performances to other
periods. |
|
p. |
Gain/loss on extinguishment of debt, net: Post has excluded gains
and losses recorded on extinguishment of debt, inclusive of
payments for premiums, the write-off of debt issuance costs and
tender fees and the write-off of net unamortized debt premiums, net
of gains realized on debt repurchased at a discount, as such gains
and losses are inconsistent in amount and frequency. Additionally,
Post believes that these gains and losses do not reflect expected
ongoing future operating income and expenses and do not contribute
to a meaningful evaluation of Post’s current operating performance
or comparisons of Post’s operating performance to other
periods. |
|
q. |
Equity method investment adjustment: Post has included adjustments
for its portion of income tax expense/benefit, interest expense,
net and depreciation and amortization for Weetabix’s unconsolidated
investment accounted for using equity method accounting as Post
believes these adjustments contribute to a more meaningful
evaluation of Post’s current operating performance. |
|
r. |
Noncontrolling interest adjustment: Post has included adjustments
for (i) the portion of PHPC’s consolidated net earnings/loss prior
to the PHPC Dissolution which was allocated to noncontrolling
interest, resulting in Adjusted EBITDA including 100% of the
consolidated Adjusted EBITDA of PHPC, as Post believes this basis
contributes to a more meaningful evaluation of the consolidated
operating company performance and (ii) income tax expense/benefit,
interest expense, net and depreciation and amortization for
Weetabix’s consolidated investment which is attributable to the
noncontrolling owners of Weetabix’s consolidated investment as Post
believes these adjustments contribute to a more meaningful
evaluation of Post’s current operating performance. |
|
|
|
RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS
(Unaudited) |
(in millions) |
|
|
Three Months EndedMarch 31, |
|
Six Months Ended March 31, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Net
Earnings |
$ |
97.2 |
|
|
$ |
54.1 |
|
|
$ |
185.3 |
|
|
$ |
146.0 |
|
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
(Income) expense on swaps, net |
|
(13.3 |
) |
|
|
9.0 |
|
|
|
7.8 |
|
|
|
(3.3 |
) |
Integration costs |
|
7.6 |
|
|
|
6.1 |
|
|
|
14.1 |
|
|
|
7.4 |
|
Debt premiums paid (discounts received), net |
|
1.7 |
|
|
|
(6.5 |
) |
|
|
(1.6 |
) |
|
|
(16.9 |
) |
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities |
|
3.3 |
|
|
|
17.0 |
|
|
|
8.3 |
|
|
|
22.2 |
|
Restructuring and facility closure costs, including accelerated
depreciation |
|
7.3 |
|
|
|
— |
|
|
|
17.1 |
|
|
|
— |
|
Mark-to-market adjustments on equity securities |
|
(0.2 |
) |
|
|
(1.1 |
) |
|
|
(1.2 |
) |
|
|
(11.4 |
) |
Gain on bargain purchase |
|
— |
|
|
|
— |
|
|
|
(6.2 |
) |
|
|
— |
|
Transaction costs |
|
0.1 |
|
|
|
2.4 |
|
|
|
2.3 |
|
|
|
2.5 |
|
Costs expected to be indemnified, net |
|
— |
|
|
|
(5.4 |
) |
|
|
— |
|
|
|
(4.2 |
) |
Advisory income |
|
(0.2 |
) |
|
|
(0.1 |
) |
|
|
(0.3 |
) |
|
|
(0.3 |
) |
Provision for legal settlements |
|
0.4 |
|
|
|
2.0 |
|
|
|
0.5 |
|
|
|
2.0 |
|
Inventory revaluation adjustment on acquired businesses |
|
— |
|
|
|
— |
|
|
|
1.0 |
|
|
|
— |
|
Noncontrolling interest adjustment |
|
— |
|
|
|
(0.4 |
) |
|
|
— |
|
|
|
(0.3 |
) |
Total Net Adjustments |
|
6.7 |
|
|
|
23.0 |
|
|
|
41.8 |
|
|
|
(2.3 |
) |
Income tax effect on
adjustments (1) |
|
(2.0 |
) |
|
|
(5.4 |
) |
|
|
(11.5 |
) |
|
|
(0.8 |
) |
U.K. tax reform expense |
|
— |
|
|
|
0.3 |
|
|
|
— |
|
|
|
0.3 |
|
Adjusted Net
Earnings |
$ |
101.9 |
|
|
$ |
72.0 |
|
|
$ |
215.6 |
|
|
$ |
143.2 |
|
|
|
|
|
|
|
|
|
(1) Income tax effect on adjustments was calculated on all items,
except income/expense on swaps, net and gain on bargain purchase,
using a rate of 24.5%, the sum of Post’s U.S. federal corporate
income tax rate plus Post’s blended state income tax rate, net of
federal income tax benefit. Income tax effect for income/expense on
swaps, net was calculated using a rate of 21.5%. Income tax effect
for gain on bargain purchase was calculated using a rate of 0.0%.
In the six months ended March 31, 2023, mark-to-market adjustments
on equity securities contained a gain on investment in BellRing,
which was calculated using a rate of 0.0%. |
|
RECONCILIATION OF DILUTED EARNINGS PER COMMON
SHARE |
TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE
(Unaudited) |
|
|
Three Months EndedMarch 31, |
|
Six Months Ended March 31, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Diluted Earnings per
Common Share |
$ |
1.48 |
|
|
$ |
0.92 |
|
|
$ |
2.83 |
|
|
$ |
2.44 |
|
Adjustment to Diluted Earnings
per Common Share for impact of redeemable noncontrolling interest
and interest expense, net of tax, related to convertible senior
notes (1) |
|
(0.04 |
) |
|
|
(0.10 |
) |
|
|
(0.08 |
) |
|
|
(0.22 |
) |
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
(Income) expense on swaps, net |
|
(0.20 |
) |
|
|
0.14 |
|
|
|
0.11 |
|
|
|
(0.05 |
) |
Integration costs |
|
0.11 |
|
|
|
0.09 |
|
|
|
0.21 |
|
|
|
0.11 |
|
Debt premiums paid (discounts received), net |
|
0.03 |
|
|
|
(0.10 |
) |
|
|
(0.02 |
) |
|
|
(0.26 |
) |
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities |
|
0.05 |
|
|
|
0.26 |
|
|
|
0.12 |
|
|
|
0.34 |
|
Restructuring and facility closure costs, including accelerated
depreciation |
|
0.11 |
|
|
|
— |
|
|
|
0.25 |
|
|
|
— |
|
Mark-to-market adjustments on equity securities |
|
— |
|
|
|
(0.02 |
) |
|
|
(0.02 |
) |
|
|
(0.18 |
) |
Gain on bargain purchase |
|
— |
|
|
|
— |
|
|
|
(0.09 |
) |
|
|
— |
|
Transaction costs |
|
— |
|
|
|
0.04 |
|
|
|
0.03 |
|
|
|
0.04 |
|
Costs expected to be indemnified, net |
|
— |
|
|
|
(0.08 |
) |
|
|
— |
|
|
|
(0.06 |
) |
Provision for legal settlements |
|
0.01 |
|
|
|
0.03 |
|
|
|
0.01 |
|
|
|
0.03 |
|
Inventory revaluation adjustment on acquired businesses |
|
— |
|
|
|
— |
|
|
|
0.01 |
|
|
|
— |
|
Noncontrolling interest adjustment |
|
— |
|
|
|
(0.01 |
) |
|
|
— |
|
|
|
— |
|
Total Net Adjustments |
|
0.11 |
|
|
|
0.35 |
|
|
|
0.61 |
|
|
|
(0.03 |
) |
Income tax effect on
adjustments (2) |
|
(0.04 |
) |
|
|
(0.07 |
) |
|
|
(0.17 |
) |
|
|
(0.01 |
) |
Adjusted Diluted
Earnings per Common Share |
$ |
1.51 |
|
|
$ |
1.10 |
|
|
$ |
3.19 |
|
|
$ |
2.18 |
|
|
|
|
|
|
|
|
|
(1) Represents the exclusion of the portion of the PHPC deemed
dividend (which represented remeasurements to the redemption value
of the redeemable noncontrolling interest prior to the PHPC
Dissolution) that exceeded fair value and interest expense, net of
tax, associated with Post’s convertible senior notes, both of which
were treated as adjustments to income available to common
shareholders for diluted earnings per common share. Post believes
this exclusion allows for more meaningful comparison of performance
to other periods. |
(2) Income tax effect on adjustments was calculated on all items,
except income/expense on swaps, net and gain on bargain purchase,
using a rate of 24.5%, the sum of Post’s U.S. federal corporate
income tax rate plus Post’s blended state income tax rate, net of
federal income tax benefit. Income tax effect for income/expense on
swaps, net was calculated using a rate of 21.5%. Income tax effect
for gain on bargain purchase was calculated using a rate of 0.0%.
In the six months ended March 31, 2023, mark-to-market adjustments
on equity securities contained a gain on investment in BellRing,
which was calculated using a rate of 0.0%. |
|
RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA
(Unaudited) |
(in millions) |
|
|
Three Months EndedMarch 31, |
|
Six Months Ended March 31, |
|
2024 |
|
2023 |
|
2024 |
|
2023 |
Net Earnings |
$ |
97.2 |
|
|
|
$ |
54.1 |
|
|
|
$ |
185.3 |
|
|
|
$ |
146.0 |
|
|
Income tax expense |
|
28.6 |
|
|
|
|
18.9 |
|
|
|
|
57.1 |
|
|
|
|
43.6 |
|
|
Interest expense, net |
|
80.0 |
|
|
|
|
63.8 |
|
|
|
|
158.1 |
|
|
|
|
129.7 |
|
|
Depreciation and
amortization |
|
119.6 |
|
|
|
|
94.2 |
|
|
|
|
232.0 |
|
|
|
|
186.8 |
|
|
Non-cash stock-based
compensation |
|
20.7 |
|
|
|
|
20.2 |
|
|
|
|
39.8 |
|
|
|
|
37.2 |
|
|
(Income) expense on swaps,
net |
|
(13.3 |
) |
|
|
|
9.0 |
|
|
|
|
7.8 |
|
|
|
|
(3.3 |
) |
|
Loss (gain) on extinguishment
of debt, net |
|
0.3 |
|
|
|
|
(6.1 |
) |
|
|
|
(2.8 |
) |
|
|
|
(14.8 |
) |
|
Integration costs |
|
7.6 |
|
|
|
|
6.1 |
|
|
|
|
14.1 |
|
|
|
|
7.4 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
3.3 |
|
|
|
|
17.0 |
|
|
|
|
8.3 |
|
|
|
|
22.2 |
|
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
1.1 |
|
|
|
|
— |
|
|
|
|
8.8 |
|
|
|
|
— |
|
|
Mark-to-market adjustments on
equity securities |
|
(0.2 |
) |
|
|
|
(1.1 |
) |
|
|
|
(1.2 |
) |
|
|
|
(11.4 |
) |
|
Gain on bargain purchase |
|
— |
|
|
|
|
— |
|
|
|
|
(6.2 |
) |
|
|
|
— |
|
|
Transaction costs |
|
0.1 |
|
|
|
|
2.4 |
|
|
|
|
2.3 |
|
|
|
|
2.5 |
|
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
|
(5.4 |
) |
|
|
|
— |
|
|
|
|
(4.2 |
) |
|
Advisory income |
|
(0.2 |
) |
|
|
|
(0.1 |
) |
|
|
|
(0.3 |
) |
|
|
|
(0.3 |
) |
|
Provision for legal
settlements |
|
0.4 |
|
|
|
|
2.0 |
|
|
|
|
0.5 |
|
|
|
|
2.0 |
|
|
Inventory revaluation
adjustment on acquired businesses |
|
— |
|
|
|
|
— |
|
|
|
|
1.0 |
|
|
|
|
— |
|
|
Equity method investment
adjustment |
|
0.1 |
|
|
|
|
0.2 |
|
|
|
|
0.2 |
|
|
|
|
0.2 |
|
|
Noncontrolling interest
adjustment |
|
(0.1 |
) |
|
|
|
1.1 |
|
|
|
|
(0.1 |
) |
|
|
|
2.6 |
|
|
Adjusted
EBITDA |
$ |
345.2 |
|
|
|
$ |
276.3 |
|
|
|
$ |
704.7 |
|
|
|
$ |
546.2 |
|
|
Net Earnings as a
percentage of Net Sales |
|
4.9 |
|
% |
|
|
3.3 |
|
% |
|
|
4.7 |
|
% |
|
|
4.6 |
|
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
17.3 |
|
% |
|
|
17.1 |
|
% |
|
|
17.8 |
|
% |
|
|
17.1 |
|
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited) |
THREE MONTHS ENDED MARCH 31,
2024 |
(in millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
139.7 |
|
|
|
$ |
18.1 |
|
|
|
$ |
64.5 |
|
|
|
$ |
22.4 |
|
|
|
$ |
— |
|
|
|
$ |
244.7 |
|
|
General corporate expenses and
other |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(51.8 |
) |
|
|
|
(51.8 |
) |
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(2.8 |
) |
|
|
|
(2.8 |
) |
|
Operating
Profit |
|
139.7 |
|
|
|
|
18.1 |
|
|
|
|
64.5 |
|
|
|
|
22.4 |
|
|
|
|
(54.6 |
) |
|
|
|
190.1 |
|
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2.8 |
|
|
|
|
2.8 |
|
|
Depreciation and
amortization |
|
51.7 |
|
|
|
|
9.8 |
|
|
|
|
33.3 |
|
|
|
|
17.7 |
|
|
|
|
7.1 |
|
|
|
|
119.6 |
|
|
Non-cash stock-based
compensation |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
20.7 |
|
|
|
|
20.7 |
|
|
Integration costs |
|
7.6 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
7.6 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
|
— |
|
|
|
|
3.9 |
|
|
|
|
— |
|
|
|
|
(0.6 |
) |
|
|
|
3.3 |
|
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
1.1 |
|
|
|
|
1.1 |
|
|
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.2 |
) |
|
|
|
(0.2 |
) |
|
Transaction costs |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
0.1 |
|
|
|
|
0.1 |
|
|
Advisory income |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.2 |
) |
|
|
|
(0.2 |
) |
|
Provision for legal
settlements |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
0.4 |
|
|
|
|
— |
|
|
|
|
0.4 |
|
|
Equity method investment
adjustment |
|
— |
|
|
|
|
0.1 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
0.1 |
|
|
Noncontrolling interest
adjustment |
|
— |
|
|
|
|
(0.2 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.2 |
) |
|
Adjusted
EBITDA |
$ |
199.0 |
|
|
|
$ |
27.8 |
|
|
|
$ |
101.7 |
|
|
|
$ |
40.5 |
|
|
|
$ |
(23.8 |
) |
|
|
$ |
345.2 |
|
|
Segment Profit as a
percentage of Net Sales |
|
13.1 |
|
% |
|
|
13.1 |
|
% |
|
|
11.6 |
|
% |
|
|
9.3 |
|
% |
|
|
— |
|
|
|
|
12.2 |
|
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
18.7 |
|
% |
|
|
20.1 |
|
% |
|
|
18.3 |
|
% |
|
|
16.8 |
|
% |
|
|
— |
|
|
|
|
17.3 |
|
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited) |
THREE MONTHS ENDED MARCH 31,
2023 |
(in millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
75.5 |
|
|
|
$ |
19.4 |
|
|
|
$ |
78.1 |
|
|
|
$ |
18.2 |
|
|
|
$ |
— |
|
|
|
$ |
191.2 |
|
|
General corporate expenses and
other |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(50.0 |
) |
|
|
|
(50.0 |
) |
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(3.5 |
) |
|
|
|
(3.5 |
) |
|
Operating
Profit |
|
75.5 |
|
|
|
|
19.4 |
|
|
|
|
78.1 |
|
|
|
|
18.2 |
|
|
|
|
(53.5 |
) |
|
|
|
137.7 |
|
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
3.5 |
|
|
|
|
3.5 |
|
|
Depreciation and
amortization |
|
32.8 |
|
|
|
|
8.9 |
|
|
|
|
32.0 |
|
|
|
|
19.3 |
|
|
|
|
1.2 |
|
|
|
|
94.2 |
|
|
Non-cash stock-based
compensation |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
20.2 |
|
|
|
|
20.2 |
|
|
Integration costs |
|
6.1 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
6.1 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
|
(0.1 |
) |
|
|
|
5.3 |
|
|
|
|
— |
|
|
|
|
11.8 |
|
|
|
|
17.0 |
|
|
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(1.1 |
) |
|
|
|
(1.1 |
) |
|
Transaction costs |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2.4 |
|
|
|
|
2.4 |
|
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
|
— |
|
|
|
|
(5.4 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(5.4 |
) |
|
Advisory income |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.1 |
) |
|
|
|
(0.1 |
) |
|
Provision for legal
settlements |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2.0 |
|
|
|
|
— |
|
|
|
|
2.0 |
|
|
Noncontrolling interest
adjustment |
|
— |
|
|
|
|
(0.2 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.2 |
) |
|
Adjusted
EBITDA |
$ |
114.4 |
|
|
|
$ |
28.0 |
|
|
|
$ |
110.0 |
|
|
|
$ |
39.5 |
|
|
|
$ |
(15.6 |
) |
|
|
$ |
276.3 |
|
|
Segment Profit as a
percentage of Net Sales |
|
12.6 |
|
% |
|
|
15.5 |
|
% |
|
|
12.3 |
|
% |
|
|
6.9 |
|
% |
|
|
— |
|
|
|
|
11.8 |
|
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
19.1 |
|
% |
|
|
22.4 |
|
% |
|
|
17.4 |
|
% |
|
|
15.0 |
|
% |
|
|
— |
|
|
|
|
17.1 |
|
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited) |
SIX MONTHS ENDED MARCH
31, 2024 |
(in millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
272.4 |
|
|
|
$ |
39.1 |
|
|
|
$ |
140.2 |
|
|
|
$ |
58.0 |
|
|
|
$ |
— |
|
|
|
$ |
509.7 |
|
|
General corporate expenses and
other |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(104.0 |
) |
|
|
|
(104.0 |
) |
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(6.3 |
) |
|
|
|
(6.3 |
) |
|
Operating
Profit |
|
272.4 |
|
|
|
|
39.1 |
|
|
|
|
140.2 |
|
|
|
|
58.0 |
|
|
|
|
(110.3 |
) |
|
|
|
399.4 |
|
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
6.3 |
|
|
|
|
6.3 |
|
|
Depreciation and
amortization |
|
101.2 |
|
|
|
|
19.4 |
|
|
|
|
65.8 |
|
|
|
|
35.6 |
|
|
|
|
10.0 |
|
|
|
|
232.0 |
|
|
Non-cash stock-based
compensation |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
39.8 |
|
|
|
|
39.8 |
|
|
Integration costs |
|
14.2 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.1 |
) |
|
|
|
14.1 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
|
— |
|
|
|
|
1.5 |
|
|
|
|
— |
|
|
|
|
6.8 |
|
|
|
|
8.3 |
|
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
8.8 |
|
|
|
|
8.8 |
|
|
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(1.2 |
) |
|
|
|
(1.2 |
) |
|
Gain on bargain purchase |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(6.2 |
) |
|
|
|
(6.2 |
) |
|
Transaction costs |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2.3 |
|
|
|
|
2.3 |
|
|
Advisory income |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.3 |
) |
|
|
|
(0.3 |
) |
|
Provision for legal
settlements |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
0.5 |
|
|
|
|
— |
|
|
|
|
0.5 |
|
|
Inventory revaluation
adjustment on acquired businesses |
|
1.0 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
1.0 |
|
|
Equity method investment
adjustment |
|
— |
|
|
|
|
0.1 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
0.1 |
|
|
Noncontrolling interest
adjustment |
|
— |
|
|
|
|
(0.2 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.2 |
) |
|
Adjusted
EBITDA |
$ |
388.8 |
|
|
|
$ |
58.4 |
|
|
|
$ |
207.5 |
|
|
|
$ |
94.1 |
|
|
|
$ |
(44.1 |
) |
|
|
$ |
704.7 |
|
|
Segment Profit as a
percentage of Net Sales |
|
13.3 |
|
% |
|
|
14.6 |
|
% |
|
|
12.5 |
|
% |
|
|
11.1 |
|
% |
|
|
— |
|
|
|
|
12.9 |
|
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
18.9 |
|
% |
|
|
21.9 |
|
% |
|
|
18.5 |
|
% |
|
|
18.1 |
|
% |
|
|
— |
|
|
|
|
17.8 |
|
% |
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited) |
SIX MONTHS ENDED MARCH
31, 2023 |
(in millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
154.8 |
|
|
|
$ |
40.9 |
|
|
|
$ |
157.2 |
|
|
|
$ |
39.2 |
|
|
|
$ |
— |
|
|
|
$ |
392.1 |
|
|
General corporate expenses and
other |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(87.6 |
) |
|
|
|
(87.6 |
) |
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(16.9 |
) |
|
|
|
(16.9 |
) |
|
Operating
Profit |
|
154.8 |
|
|
|
|
40.9 |
|
|
|
|
157.2 |
|
|
|
|
39.2 |
|
|
|
|
(104.5 |
) |
|
|
|
287.6 |
|
|
Other income, net |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
16.9 |
|
|
|
|
16.9 |
|
|
Depreciation and
amortization |
|
65.1 |
|
|
|
|
17.4 |
|
|
|
|
63.7 |
|
|
|
|
38.3 |
|
|
|
|
2.3 |
|
|
|
|
186.8 |
|
|
Non-cash stock-based
compensation |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
37.2 |
|
|
|
|
37.2 |
|
|
Integration costs |
|
7.4 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
7.4 |
|
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
|
(0.1 |
) |
|
|
|
2.3 |
|
|
|
|
— |
|
|
|
|
20.0 |
|
|
|
|
22.2 |
|
|
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(11.4 |
) |
|
|
|
(11.4 |
) |
|
Transaction costs |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2.5 |
|
|
|
|
2.5 |
|
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
|
— |
|
|
|
|
(4.2 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(4.2 |
) |
|
Advisory income |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.3 |
) |
|
|
|
(0.3 |
) |
|
Provision for legal
settlements |
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2.0 |
|
|
|
|
— |
|
|
|
|
2.0 |
|
|
Noncontrolling interest
adjustment |
|
— |
|
|
|
|
(0.5 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(0.5 |
) |
|
Adjusted
EBITDA |
$ |
227.3 |
|
|
|
$ |
57.7 |
|
|
|
$ |
219.0 |
|
|
|
$ |
79.5 |
|
|
|
$ |
(37.3 |
) |
|
|
$ |
546.2 |
|
|
Segment Profit as a
percentage of Net Sales |
|
13.4 |
|
% |
|
|
16.8 |
|
% |
|
|
12.7 |
|
% |
|
|
7.1 |
|
% |
|
|
— |
|
|
|
|
12.3 |
|
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
19.7 |
|
% |
|
|
23.7 |
|
% |
|
|
17.8 |
|
% |
|
|
14.3 |
|
% |
|
|
— |
|
|
|
|
17.1 |
|
% |
Post (NYSE:POST)
Gráfico Histórico do Ativo
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Gráfico Histórico do Ativo
De Jan 2024 até Jan 2025