Post Holdings, Inc. (NYSE:POST), a consumer packaged goods holding
company, today reported results for the third fiscal quarter ended
June 30, 2023.
Highlights:
- Third quarter net sales of
$1.9 billion
- Operating profit of $158.3
million; net earnings from continuing operations
of $89.6 million and Adjusted
EBITDA (non-GAAP)* of $338.2 million
- Raised Adjusted EBITDA
(non-GAAP)* guidance range for fiscal year 2023 to $1,180-$1,200
million
*For additional information regarding non-GAAP measures, such as
Adjusted EBITDA, Adjusted net earnings from continuing operations
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 March 10, 2022, Post’s distribution to its shareholders of
80.1% of its interest in BellRing Brands, Inc. (“BellRing”) was
completed, and Post has subsequently disposed of the remaining
portion of its interest in BellRing. Accordingly, the historical
results of the BellRing business have been presented as
discontinued operations in Post’s financial statements for prior
periods.
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.
Third Quarter Consolidated Operating
Results
Net sales were $1,859.4 million, an increase of 21.9%, or $334.5
million, compared to $1,524.9 million in the prior year period, and
included $275.3 in net sales from Pet Food. Gross profit was $501.6
million, or 27.0% of net sales, an increase of 37.5%, or $136.9
million, compared to $364.7 million, or 23.9% of net sales, in the
prior year period. Results for the third quarter of 2023 reflected
pricing actions across the business which offset input cost
inflation. Supply chain disruptions eased during the third quarter
of 2023 when compared to the prior year period but continued to
drive higher manufacturing costs and customer order fulfillment
rates below optimal levels.
Selling, general and administrative (“SG&A”) expenses were
$300.9 million, or 16.2% of net sales, an increase of 33.7%, or
$75.9 million, compared to $225.0 million, or 14.8% of net sales,
in the prior year period. SG&A expenses in the third quarter of
2023 included $12.0 million of transaction costs and $12.1 million
of integration costs, which were primarily related to the Pet Food
acquisition and were treated as adjustments for non-GAAP measures.
Operating profit was $158.3 million, an increase of 50.0%, or $52.8
million, compared to $105.5 million in the prior year period.
Net earnings from continuing operations were $89.6 million, a
decrease of 47.4%, or $80.6 million, compared to $170.2 million in
the prior year period. Net earnings from continuing operations
included the following:
|
Three Months Ended June 30, |
(in millions) |
|
2023 |
|
|
|
2022 |
|
Gain on extinguishment of
debt, net (1) |
$ |
(6.4 |
) |
|
$ |
(10.2 |
) |
Income on swaps, net (1) |
|
(17.1 |
) |
|
|
(131.6 |
) |
Gain on investment in BellRing
(1) |
|
— |
|
|
|
(35.1 |
) |
Equity method loss, net of
tax |
|
— |
|
|
|
12.0 |
|
Net earnings attributable to
noncontrolling interests (2) |
|
8.7 |
|
|
|
2.4 |
|
(1) Discussed
later in this release and were treated as adjustments for non-GAAP
measures. |
(2) Primarily
reflected the allocation of 69.0% of Post Holdings Partnering
Corporation’s (“PHPC”) consolidated net earnings to noncontrolling
interests prior to the PHPC Dissolution (defined below). |
|
Diluted earnings from continuing operations and net earnings
were both $89.6 million, or $1.38 per diluted common share,
compared to $170.2 million, or $2.72 per diluted common share, in
the prior year period. Adjusted net earnings from continuing
operations (non-GAAP)* were $104.0 million, or
$1.52 per diluted common share, compared to $42.4 million, or $0.69
per diluted common share, in the prior year period.
Adjusted EBITDA was $338.2 million, an increase of 34.8%, or
$87.4 million, compared to $250.8 million in the prior year
period.
Nine Month Consolidated Operating
Results
Net sales were $5,045.6 million, an increase of 18.1%, or $773.5
million, compared to $4,272.1 million in the prior year period.
Gross profit was $1,330.3 million, or 26.4% of net sales, an
increase of 23.8%, or $255.4 million, compared to $1,074.9 million,
or 25.2% of net sales, in the prior year period.
SG&A expenses were $768.9 million, or 15.2% of net sales, an
increase of 12.9%, or $88.0 million, compared to $680.9 million, or
15.9% of net sales, in the prior year period. SG&A expenses in
the nine months ended June 30, 2023 included $14.5 million of
transaction costs and $19.5 million of integration costs, which
were primarily related to the Pet Food acquisition and were treated
as adjustments for non-GAAP measures. SG&A expenses in the nine
months ended June 30, 2022 included $31.1 million of transaction
costs, which were primarily related to the BellRing distribution
and were treated as adjustments for non-GAAP measures. Operating
profit was $445.9 million, an increase of 57.2%, or $162.2 million,
compared to $283.7 million in the prior year period.
Net earnings from continuing operations were $235.6 million, a
decrease of 63.8%, or $415.5 million, compared to $651.1 million in
the prior year period. Net earnings from continuing operations
included the following:
|
Nine Months Ended June 30, |
(in millions) |
|
2023 |
|
|
|
2022 |
|
(Gain) loss on extinguishment
of debt, net (1) |
$ |
(21.2 |
) |
|
$ |
9.1 |
|
Income on swaps, net (1) |
|
(20.4 |
) |
|
|
(222.9 |
) |
Gain on investment in BellRing
(1) |
|
(5.1 |
) |
|
|
(482.8 |
) |
Equity method loss, net of
tax |
|
0.2 |
|
|
|
49.3 |
|
Net earnings attributable to
noncontrolling interests (2) |
|
11.8 |
|
|
|
5.0 |
|
(1) Discussed
later in this release and were treated as adjustments for non-GAAP
measures. |
(2) Primarily
reflected the allocation of 69.0% of PHPC’s consolidated net
earnings to noncontrolling interests prior to the PHPC
Dissolution. |
|
Diluted earnings from continuing operations per common share
were $3.82, compared to $10.47 in the prior year period. Adjusted
net earnings from continuing operations were $247.2 million, or
$3.71 per diluted common share, compared to $51.0 million, or $0.82
per diluted common share, in the prior year period.
Adjusted EBITDA was $884.4 million, an increase of 29.3%, or
$200.6 million, compared to $683.8 million in the prior year
period.
The prior year period included net earnings from discontinued
operations, net of tax and noncontrolling interest of $21.6
million. Net earnings were $235.6 million, or $3.82 per diluted
common share, compared to $672.7 million, or $10.82 per diluted
common share, in the prior year period.
Post Consumer Brands
North American ready-to-eat (“RTE”) cereal, pet food and peanut
butter.
For the third quarter, net sales were $871.3 million, an
increase of 51.6%, or $296.6 million, compared to the prior year
period. Net sales included $275.3 million in the third quarter of
2023 attributable to Pet Food. Excluding the benefit from Pet Food
in the current year period, volumes decreased 5.7% primarily driven
by declines in peanut butter and branded cereal, partially offset
by increases in private label cereal. Segment profit was $83.0
million, an increase of 1.5%, or $1.2 million, compared to the
prior year period. Segment Adjusted EBITDA
(non-GAAP)* was $151.4 million, an increase of
28.2%, or $33.3 million, compared to the prior year period.
For the nine months ended June 30, 2023, net sales were $2,025.1
million, an increase of 22.4%, or $370.0 million, compared to the
prior year period. Segment profit was $237.8 million, an increase
of 2.2%, or $5.2 million, compared to the prior year period.
Segment Adjusted EBITDA was $378.7 million, an increase of 11.0%,
or $37.6 million, compared to the prior year period.
Weetabix
Primarily United Kingdom (“U.K.”) RTE cereal, muesli and
protein-based shakes.
For the third quarter, net sales were $134.2 million, an
increase of 7.4%, or $9.3 million, compared to the prior year
period. Net sales reflected a foreign currency exchange rate
headwind of approximately 50 basis points. Volumes declined 4.7% as
growth in private label biscuit was offset by declines in branded
biscuit. Segment profit was $17.9 million, a decrease of 35.6%, or
$9.9 million, compared to the prior year period. Segment Adjusted
EBITDA was $27.6 million, a decrease of 25.8%, or $9.6 million,
compared to the prior year period.
For the nine months ended June 30, 2023, net sales were $377.2
million, an increase of 4.6%, or $16.7 million, compared to the
prior year period. Segment profit was $58.8 million, a decrease of
28.1%, or $23.0 million, compared to the prior year period. Segment
Adjusted EBITDA was $85.3 million, a decrease of 22.2%, or $24.4
million, compared to the prior year period.
Foodservice
Primarily egg and potato products.
For the third quarter, net sales were $622.7 million, an
increase of 7.5%, or $43.7 million, compared to the prior year
period. Volumes increased 3.0%, driven by increased away-from-home
egg and potato demand in the current year period. Potato volumes
increased 6.8%, and egg volumes increased 2.3%. Segment profit was
$107.7 million, an increase of 134.6%, or $61.8 million, compared
to the prior year period. Segment Adjusted EBITDA was $144.5
million, an increase of 67.2%, or $58.1 million, compared to the
prior year period.
For the nine months ended June 30, 2023, net sales were $1,856.4
million, an increase of 26.3%, or $386.9 million, compared to the
prior year period. Segment profit was $264.9 million, an increase
of 227.0%, or $183.9 million, compared to the prior year period.
Segment Adjusted EBITDA was $363.5 million, an increase of 99.0%,
or $180.8 million, compared to the prior year period.
Refrigerated Retail
Primarily side dish, egg, cheese and sausage products.
For the third quarter, net sales were $230.7 million, a decrease
of 6.4%, or $15.7 million, compared to the prior year period.
Volumes decreased 11.0%, primarily due to elasticities resulting
from inflation-driven price increases and a shift towards private
label products. Volume information by product is disclosed in a
table presented later in this release. Segment profit was $18.0
million, an increase of 73.1%, or $7.6 million, compared to the
prior year period. Segment Adjusted EBITDA was $37.1 million, an
increase of 25.3%, or $7.5 million, compared to the prior year
period.
For the nine months ended June 30, 2023, net sales were $786.4
million, a decrease of 0.1%, or $1.0 million, compared to the prior
year period. Segment profit was $57.2 million, an increase of
39.5%, or $16.2 million, compared to the prior year period. Segment
Adjusted EBITDA was $116.6 million, an increase of 14.3%, or $14.6
million, compared to the prior year period.
Interest, (Gain) Loss on Extinguishment of Debt, Income
on Swaps and Income Tax
Interest expense, net was $72.7 million in the third quarter of
2023, compared to $75.6 million in the third quarter of 2022. The
decrease in interest expense, net was primarily driven by increased
interest income on investments held in trust prior to the PHPC
Dissolution. Interest expense, net was $202.4 million in the nine
months ended June 30, 2023, compared to $245.6 million in the nine
months ended June 30, 2022. The decrease in interest expense, net
was primarily driven by a decrease in the aggregate principal
amount of debt outstanding resulting from repayments of certain
indebtedness in the current and prior year period.
Gain on extinguishment of debt, net of $6.4 million and $21.2
million was recorded in the three and nine months ended June 30,
2023, respectively, primarily in connection with Post’s partial
repurchase of its 4.625% senior notes due April 2030 and 4.50%
senior notes due September 2031. Gain on extinguishment of debt,
net of $10.2 million was recorded in the three months ended June
30, 2022 in connection with Post’s open market purchases of $73.9
million in total principal amounts of certain senior notes. Loss on
extinguishment of debt, net of $9.1 million was recorded in the
nine months ended June 30, 2022, primarily in connection with
Post’s repayment of a portion of its 5.75% senior notes due March
2027.
Income on swaps, net relates to mark-to-market adjustments on
interest rate swaps. Income on swaps, net was $17.1 million in the
third quarter of 2023, compared to $131.6 million in the third
quarter of 2022. Income on swaps, net was $20.4 million in the nine
months ended June 30, 2023, compared to $222.9 million in the nine
months ended June 30, 2022.
Income tax expense was $26.8 million in the third quarter of
2023, an effective income tax rate of 21.4%, compared to $35.0
million in the third quarter of 2022, an effective income tax rate
of 15.9%. Income tax expense was $70.4 million in the nine months
ended June 30, 2023, an effective income tax rate of 22.1%,
compared to $43.3 million in the nine months ended June 30, 2022,
an effective income tax rate of 5.8%. For the three and nine months
ended June 30, 2022, the effective income tax rate differed
significantly from the statutory tax rate primarily as a result of
discrete income tax benefit items related to a non-cash
mark-to-market adjustment on Post’s investment in BellRing and
Post’s equity method loss attributable to 8th Avenue Food &
Provisions, Inc. (“8th Avenue”).
PHPC Dissolution
On May 11, 2023, PHPC announced that it would not complete a
partnering transaction within two years of the completion of its
initial public offering (the “PHPC IPO”) and that the entity would
liquidate and dissolve. On May 30, 2023, PHPC redeemed all of the
outstanding public shares of PHPC Series A common stock, including
the 4.0 million shares purchased by a subsidiary of Post in the
PHPC IPO, for approximately $10.24 per share, which was paid from
the PHPC trust account. PHPC subsequently delisted from the New
York Stock Exchange and dissolved in June 2023 (the “PHPC
Dissolution”).
Share Repurchases
During the third quarter of 2023, Post repurchased 1.9 million
shares of its common stock for $166.8 million at an average price
of $86.64 per share. During the nine months ended June 30, 2023,
Post repurchased 2.9 million shares for $250.5 million at an
average price of $86.91 per share. Subsequent to the end of the
third quarter of 2023 through July 31, 2023, Post repurchased 0.7
million shares for $60.5 million at an average price of $86.39 per
share. As of July 31, 2023, Post had $278.5 million remaining under
its share repurchase authorization.
Outlook
Post management has raised its fiscal year 2023 Adjusted EBITDA
range to $1,180-$1,200 million. Post management expects fiscal year
2024 Adjusted EBITDA to modestly exceed the midpoint of this
updated fiscal year 2023 outlook. Post management expects fiscal
year 2023 capital expenditures to range between $275-$300
million.
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, equity method investment adjustment, mark-to-market
adjustments on commodity and foreign exchange hedges and equity
securities, transaction and integration costs 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 from continuing operations, Adjusted diluted
earnings/loss from continuing operations per common share, Adjusted
EBITDA and segment Adjusted EBITDA. The reconciliation of each of
these non-GAAP measures to the most directly comparable GAAP
measure is provided later in this release under “Explanation and
Reconciliation of Non-GAAP Measures.”
Management uses certain of these non-GAAP measures, including
Adjusted EBITDA and segment Adjusted EBITDA, as key metrics in the
evaluation of underlying company and segment performance, in making
financial, operating and planning decisions and, in part, in the
determination of 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, August 4, 2023 at
9:00 a.m. ET to discuss financial results for the third quarter of
fiscal year 2023 and fiscal year 2023 outlook and to respond to
questions. Robert V. Vitale, President and Chief Executive 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/BI21960298078440689f03d43008f8183c.
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 information
provided above, see “Forward-Looking Statements” below.
Accordingly, the prospective financial information provided above
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 years 2023 and 2024 and Post’s
capital expenditure outlook for fiscal year 2023. 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:
- volatility in the cost or availability of inputs to Post’s
businesses (including raw materials, energy and other supplies and
freight);
- consumer and customer reaction to Post’s pricing actions;
- 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;
- changes in economic conditions, financial instability,
disruptions in capital and credit markets, changes in interest
rates and fluctuations in foreign currency exchange rates;
- Post’s high leverage, Post’s 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;
- business disruption or other losses from political instability,
terrorism, war or armed hostilities or geopolitical tensions;
- Post’s ability to hire and retain talented personnel, increases
in labor-related costs, employee safety, labor strikes, work
stoppages and unionization efforts;
- the ability of Post and its private brands customers 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 identify, complete and integrate or otherwise
effectively execute acquisitions or other strategic
transactions;
- Post’s ability to successfully integrate the Pet Food
operations, deliver on the expected financial contribution, cost
savings and synergies from the Pet Food acquisition and maintain
relationships with Pet Food employees, customers and suppliers,
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;
- differences in Post’s actual operating results from any of
Post’s guidance regarding its future performance;
- risks related to the intended tax treatment of Post’s
divestitures of its interest in BellRing;
- Post’s ability to successfully implement business strategies to
reduce costs;
- the loss of, a significant reduction of purchases by or the
bankruptcy of a major customer;
- costs, business disruptions and reputational damage associated
with information technology failures, cybersecurity incidents or
information security breaches;
- Post’s reliance on third parties for the manufacture of many of
its products;
- 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;
- impairment in the carrying value of goodwill or other
intangibles;
- 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 RelationsLisa Hanlylisa.hanly@postholdings.com(314)
665-3180
CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS (Unaudited)(in
millions, except per share data)
|
Three Months Ended June 30, |
|
Nine Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net
Sales |
$ |
1,859.4 |
|
|
$ |
1,524.9 |
|
|
$ |
5,045.6 |
|
|
$ |
4,272.1 |
|
Cost of goods sold |
|
1,357.8 |
|
|
|
1,160.2 |
|
|
|
3,715.3 |
|
|
|
3,197.2 |
|
Gross
Profit |
|
501.6 |
|
|
|
364.7 |
|
|
|
1,330.3 |
|
|
|
1,074.9 |
|
Selling, general and
administrative expenses |
|
300.9 |
|
|
|
225.0 |
|
|
|
768.9 |
|
|
|
680.9 |
|
Amortization of intangible
assets |
|
42.4 |
|
|
|
36.6 |
|
|
|
115.4 |
|
|
|
109.5 |
|
Other operating (income)
expense, net |
|
— |
|
|
|
(2.4 |
) |
|
|
0.1 |
|
|
|
0.8 |
|
Operating
Profit |
|
158.3 |
|
|
|
105.5 |
|
|
|
445.9 |
|
|
|
283.7 |
|
Interest expense, net |
|
72.7 |
|
|
|
75.6 |
|
|
|
202.4 |
|
|
|
245.6 |
|
(Gain) loss on extinguishment
of debt, net |
|
(6.4 |
) |
|
|
(10.2 |
) |
|
|
(21.2 |
) |
|
|
9.1 |
|
Income on swaps, net |
|
(17.1 |
) |
|
|
(131.6 |
) |
|
|
(20.4 |
) |
|
|
(222.9 |
) |
Gain on investment in
BellRing |
|
— |
|
|
|
(35.1 |
) |
|
|
(5.1 |
) |
|
|
(482.8 |
) |
Other income, net |
|
(16.0 |
) |
|
|
(12.8 |
) |
|
|
(27.8 |
) |
|
|
(14.0 |
) |
Earnings before Income
Taxes and Equity Method Loss |
|
125.1 |
|
|
|
219.6 |
|
|
|
318.0 |
|
|
|
748.7 |
|
Income tax expense |
|
26.8 |
|
|
|
35.0 |
|
|
|
70.4 |
|
|
|
43.3 |
|
Equity method loss, net of
tax |
|
— |
|
|
|
12.0 |
|
|
|
0.2 |
|
|
|
49.3 |
|
Net Earnings from
Continuing Operations, Including Noncontrolling
Interests |
|
98.3 |
|
|
|
172.6 |
|
|
|
247.4 |
|
|
|
656.1 |
|
Less: Net earnings
attributable to noncontrolling interests from continuing
operations |
|
8.7 |
|
|
|
2.4 |
|
|
|
11.8 |
|
|
|
5.0 |
|
Net Earnings from
Continuing Operations |
|
89.6 |
|
|
|
170.2 |
|
|
|
235.6 |
|
|
|
651.1 |
|
Net earnings from discontinued
operations, net of tax and noncontrolling interest |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
21.6 |
|
Net
Earnings |
$ |
89.6 |
|
|
$ |
170.2 |
|
|
$ |
235.6 |
|
|
$ |
672.7 |
|
|
|
|
|
|
|
|
|
Earnings from
Continuing Operations per Common Share: |
|
|
|
|
|
|
|
Basic |
$ |
1.49 |
|
|
$ |
2.77 |
|
|
$ |
4.13 |
|
|
$ |
10.61 |
|
Diluted |
$ |
1.38 |
|
|
$ |
2.72 |
|
|
$ |
3.82 |
|
|
$ |
10.47 |
|
Earnings from
Discontinued Operations per Common Share: |
|
|
|
|
|
|
|
Basic |
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
0.35 |
|
Diluted |
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
0.35 |
|
Earnings per Common
Share: |
|
|
|
|
|
|
|
Basic |
$ |
1.49 |
|
|
$ |
2.77 |
|
|
$ |
4.13 |
|
|
$ |
10.96 |
|
Diluted |
$ |
1.38 |
|
|
$ |
2.72 |
|
|
$ |
3.82 |
|
|
$ |
10.82 |
|
Weighted-Average
Common Shares Outstanding: |
|
|
|
|
|
|
|
Basic |
|
61.6 |
|
|
|
60.4 |
|
|
|
59.7 |
|
|
|
61.5 |
|
Diluted |
|
68.5 |
|
|
|
61.6 |
|
|
|
66.7 |
|
|
|
62.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)(in millions)
|
June 30, 2023 |
|
September 30, 2022 |
ASSETS |
Current
Assets |
|
|
|
Cash and cash equivalents |
$ |
208.8 |
|
|
$ |
586.5 |
|
Restricted cash |
|
18.0 |
|
|
|
3.6 |
|
Receivables, net |
|
564.9 |
|
|
|
544.2 |
|
Inventories |
|
779.3 |
|
|
|
549.1 |
|
Investment in BellRing |
|
— |
|
|
|
94.8 |
|
Investments held in trust |
|
— |
|
|
|
346.8 |
|
Prepaid expenses and other current assets |
|
69.3 |
|
|
|
98.4 |
|
Total Current Assets |
|
1,640.3 |
|
|
|
2,223.4 |
|
|
|
|
|
Property, net |
|
1,992.6 |
|
|
|
1,751.9 |
|
Goodwill |
|
4,649.0 |
|
|
|
4,349.6 |
|
Other intangible assets,
net |
|
3,272.4 |
|
|
|
2,712.2 |
|
Other assets |
|
332.6 |
|
|
|
270.9 |
|
Total Assets |
$ |
11,886.9 |
|
|
$ |
11,308.0 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
Current
Liabilities |
|
|
|
Current portion of long-term debt |
$ |
1.1 |
|
|
$ |
1.1 |
|
Accounts payable |
|
389.2 |
|
|
|
452.7 |
|
Other current liabilities |
|
405.0 |
|
|
|
370.0 |
|
Total Current Liabilities |
|
795.3 |
|
|
|
823.8 |
|
|
|
|
|
Long-term debt |
|
6,186.1 |
|
|
|
5,956.6 |
|
Deferred income taxes |
|
694.0 |
|
|
|
688.4 |
|
Other liabilities |
|
251.7 |
|
|
|
266.9 |
|
Total Liabilities |
|
7,927.1 |
|
|
|
7,735.7 |
|
|
|
|
|
Redeemable Noncontrolling
Interest |
|
— |
|
|
|
306.6 |
|
|
|
|
|
Shareholders’
Equity |
|
|
|
Common stock |
|
0.9 |
|
|
|
0.9 |
|
Additional paid-in capital |
|
5,268.7 |
|
|
|
4,748.2 |
|
Retained earnings |
|
1,350.8 |
|
|
|
1,109.0 |
|
Accumulated other comprehensive loss |
|
(78.7 |
) |
|
|
(262.9 |
) |
Treasury stock, at cost |
|
(2,591.7 |
) |
|
|
(2,341.2 |
) |
Total Shareholders’ Equity Excluding Noncontrolling
Interests |
|
3,950.0 |
|
|
|
3,254.0 |
|
Noncontrolling interests |
|
9.8 |
|
|
|
11.7 |
|
Total Shareholders’ Equity |
|
3,959.8 |
|
|
|
3,265.7 |
|
Total Liabilities and Shareholders’ Equity |
$ |
11,886.9 |
|
|
$ |
11,308.0 |
|
|
|
|
|
|
|
|
|
SELECTED CONDENSED CONSOLIDATED CASH
FLOWS FROM CONTINUING OPERATIONS INFORMATION
(Unaudited)(in millions)
|
Nine Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
Cash provided by (used in): |
|
|
|
Operating activities |
$ |
480.5 |
|
|
$ |
219.7 |
|
Investing activities, including capital expenditures of $201.9 and
$167.3 |
|
(567.9 |
) |
|
|
(132.3 |
) |
Financing activities |
|
(279.7 |
) |
|
|
(486.4 |
) |
Effect of exchange rate changes on cash, cash equivalents and
restricted cash |
|
3.8 |
|
|
|
(5.1 |
) |
Net decrease in cash, cash equivalents and restricted
cash |
$ |
(363.3 |
) |
|
$ |
(404.1 |
) |
|
|
|
|
|
|
|
|
SEGMENT INFORMATION
(Unaudited)(in millions)
|
Three Months Ended June 30, |
|
Nine Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net
Sales |
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
871.3 |
|
|
$ |
574.7 |
|
|
$ |
2,025.1 |
|
|
$ |
1,655.1 |
|
Weetabix |
|
134.2 |
|
|
|
124.9 |
|
|
|
377.2 |
|
|
|
360.5 |
|
Foodservice |
|
622.7 |
|
|
|
579.0 |
|
|
|
1,856.4 |
|
|
|
1,469.5 |
|
Refrigerated Retail |
|
230.7 |
|
|
|
246.4 |
|
|
|
786.4 |
|
|
|
787.4 |
|
Eliminations and Corporate |
|
0.5 |
|
|
|
(0.1 |
) |
|
|
0.5 |
|
|
|
(0.4 |
) |
Total |
$ |
1,859.4 |
|
|
$ |
1,524.9 |
|
|
$ |
5,045.6 |
|
|
$ |
4,272.1 |
|
Segment
Profit |
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
83.0 |
|
|
$ |
81.8 |
|
|
$ |
237.8 |
|
|
$ |
232.6 |
|
Weetabix |
|
17.9 |
|
|
|
27.8 |
|
|
|
58.8 |
|
|
|
81.8 |
|
Foodservice |
|
107.7 |
|
|
|
45.9 |
|
|
|
264.9 |
|
|
|
81.0 |
|
Refrigerated Retail |
|
18.0 |
|
|
|
10.4 |
|
|
|
57.2 |
|
|
|
41.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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 |
|
(11.0 |
%) |
Side dishes |
|
(10.2 |
%) |
Egg |
|
(12.0 |
%) |
Cheese |
|
(16.3 |
%) |
Sausage |
|
(5.5 |
%) |
|
|
|
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 from continuing
operations, Adjusted diluted earnings/loss from continuing
operations per common share, Adjusted EBITDA and segment Adjusted
EBITDA. The reconciliation of each of these non-GAAP measures to
the most directly comparable GAAP measure is provided in the tables
following this section. Non-GAAP measures are not prepared in
accordance with GAAP, as they exclude certain items as described
below. These non-GAAP measures may not be comparable to similarly
titled measures of other companies.
Adjusted net earnings/loss from continuing operations and
Adjusted diluted earnings/loss from continuing operations per
common sharePost believes Adjusted net earnings/loss from
continuing operations and Adjusted diluted earnings/loss from
continuing operations 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 from continuing operations and
Adjusted diluted earnings/loss from continuing operations per
common share are adjusted for the following items:
- Gain/loss on investment in BellRing: Post has excluded the
impact of its gain/loss on investment in BellRing due to the
inherent volatility associated with such amount based on changes in
market pricing variations and as the amount and frequency of such
adjustments are not consistent. 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.
- 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.
- Debt premiums and tender fees paid/discounts received, net:
Post has excluded payments and other expenses for premiums and
tender fees 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.
- 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.
- Transaction costs and integration costs: Post has excluded
transaction costs related to professional service fees and other
related costs associated with signed and closed business
combinations and divestitures, costs incurred in connection with
Post’s distribution of its interest in BellRing 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.
- 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.
- Gain on dissolution of PHPC: Post has excluded the impact of a
gain on the dissolution of PHPC primarily related to the write-off
of costs recorded in connection with the initial public offering.
Post believes that this gain does not reflect expected ongoing
future income and does not contribute to a meaningful evaluation of
Post’s current operating performance or comparisons of Post’s
operating performance to other periods.
- Mark-to-market adjustments on equity securities: Post has
excluded the impact of mark-to-market adjustments on investments in
equity securities 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.
- Gain/loss on assets held for sale: Post has excluded gains and
losses recorded to adjust the carrying value of facilities and
other assets classified as held for sale as the amount and
frequency of such adjustments are not consistent. 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.
- 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.
- Asset disposal costs: Post has excluded costs recorded in
connection with the disposal of certain assets which were never put
into use as the amount and frequency of these costs 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.
- Gain/loss on sale of business: Post has excluded gains and
losses recorded on divestitures as the amount and frequency of such
adjustments are not consistent. 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.
- 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.
- Purchase price adjustment on acquisition: Post has excluded
adjustments to the purchase price of an acquisition in excess of
one year beyond the acquisition date as such amounts are
inconsistent in amount and frequency. Post believes such costs 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
completion of acquisitions.
- 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.
- Advisory income: Post has excluded advisory income received
from 8th Avenue 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.
- 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 from continuing
operations and Adjusted diluted earnings/loss from continuing
operations per common share, as Post believes this adjustment
contributes to a more meaningful evaluation of Post’s current
operating performance.
- 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.
- U.K. tax reform expense: Post has
excluded the impact of the income tax expense recorded during
fiscal year 2022 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 and segment Adjusted EBITDAPost 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.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: gain/loss on investment in BellRing,
income/expense on swaps, net, mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities,
transaction costs and integration costs, inventory revaluation
adjustment on acquired businesses, gain on dissolution of PHPC,
mark-to-market adjustments on equity securities, gain/loss on
assets held for sale, restructuring and facility closure costs
excluding accelerated depreciation, asset disposal costs, gain/loss
on sale of business, costs expected to be indemnified, net,
purchase price adjustment on acquisition, provision for legal
settlements and advisory income. Additionally, Adjusted EBITDA and
segment Adjusted EBITDA reflect adjustments for the following
items:
- 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.
- 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.
- Equity method investment adjustment: Post has included
adjustments for the 8th Avenue equity investment loss and Post’s
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.
- 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 FROM
CONTINUING OPERATIONSTO ADJUSTED NET EARNINGS FROM
CONTINUING OPERATIONS (Unaudited)(in
millions)
|
Three Months Ended June 30, |
|
Nine Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net Earnings from
Continuing Operations |
$ |
89.6 |
|
|
$ |
170.2 |
|
|
$ |
235.6 |
|
|
$ |
651.1 |
|
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
Gain on investment in BellRing |
|
— |
|
|
|
(35.1 |
) |
|
|
(5.1 |
) |
|
|
(482.8 |
) |
Income on swaps, net |
|
(17.1 |
) |
|
|
(131.6 |
) |
|
|
(20.4 |
) |
|
|
(222.9 |
) |
Debt discounts (received)/premium paid, net |
|
(6.4 |
) |
|
|
(10.6 |
) |
|
|
(23.3 |
) |
|
|
13.5 |
|
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities |
|
9.4 |
|
|
|
23.0 |
|
|
|
31.6 |
|
|
|
(3.4 |
) |
Transaction costs |
|
12.0 |
|
|
|
2.3 |
|
|
|
14.5 |
|
|
|
31.1 |
|
Inventory revaluation adjustment on acquired businesses |
|
12.6 |
|
|
|
0.6 |
|
|
|
12.6 |
|
|
|
0.6 |
|
Gain on dissolution of PHPC |
|
(10.5 |
) |
|
|
— |
|
|
|
(10.5 |
) |
|
|
— |
|
Mark-to-market adjustments on equity securities |
|
(1.0 |
) |
|
|
(6.7 |
) |
|
|
(7.3 |
) |
|
|
2.2 |
|
Gain on assets held for sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9.8 |
) |
Integration costs |
|
12.1 |
|
|
|
3.2 |
|
|
|
19.5 |
|
|
|
9.8 |
|
Restructuring and facility closure costs, including accelerated
depreciation |
|
3.7 |
|
|
|
0.8 |
|
|
|
3.7 |
|
|
|
9.3 |
|
Asset disposal costs |
|
— |
|
|
|
(2.3 |
) |
|
|
— |
|
|
|
6.1 |
|
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.3 |
|
Costs expected to be indemnified, net |
|
— |
|
|
|
2.8 |
|
|
|
(4.2 |
) |
|
|
2.8 |
|
Purchase price adjustment on acquisition |
|
— |
|
|
|
(1.2 |
) |
|
|
— |
|
|
|
(1.2 |
) |
Provision for legal settlements |
|
— |
|
|
|
— |
|
|
|
2.0 |
|
|
|
— |
|
Advisory income |
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
(0.4 |
) |
|
|
(0.4 |
) |
Noncontrolling interest adjustment |
|
8.3 |
|
|
|
1.9 |
|
|
|
8.0 |
|
|
|
4.3 |
|
Total Net Adjustments |
|
23.0 |
|
|
|
(153.0 |
) |
|
|
20.7 |
|
|
|
(634.5 |
) |
Income tax effect on
adjustments (1) |
|
(8.7 |
) |
|
|
25.2 |
|
|
|
(9.5 |
) |
|
|
34.4 |
|
U.K. tax reform expense |
|
0.1 |
|
|
|
— |
|
|
|
0.4 |
|
|
|
— |
|
Adjusted Net Earnings
from Continuing Operations |
$ |
104.0 |
|
|
$ |
42.4 |
|
|
$ |
247.2 |
|
|
$ |
51.0 |
|
|
|
|
|
|
|
|
|
(1) For all
periods, income tax effect on adjustments was calculated on all
items, except gain on investment in BellRing, income/expense on
swaps, net, transaction costs and gain on dissolution of PHPC,
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 investment in BellRing and gain on dissolution of PHPC
was calculated using a rate of 0.0%. Income tax effect for
transaction costs was calculated using a rate of 24.5% for the
three and nine months ended June 30, 2023 and 12.0% for the three
and nine months ended June 30, 2022. |
|
RECONCILIATION OF DILUTED EARNINGS FROM
CONTINUING OPERATIONS PER COMMON SHARETO ADJUSTED
DILUTED EARNINGS FROM CONTINUING OPERATIONS PER COMMON SHARE
(Unaudited)
|
Three Months Ended June 30, |
|
Nine Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Diluted Earnings from
Continuing Operations per Common Share |
$ |
1.38 |
|
|
$ |
2.72 |
|
|
$ |
3.82 |
|
|
$ |
10.47 |
|
Adjustment to Diluted Earnings
from Continuing Operations per Common Share for impact of
redeemable noncontrolling interest and interest expense, net of
tax, related to convertible senior notes (1) |
|
(0.07 |
) |
|
|
0.04 |
|
|
|
(0.29 |
) |
|
|
(0.02 |
) |
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
Gain on investment in BellRing |
|
— |
|
|
|
(0.57 |
) |
|
|
(0.08 |
) |
|
|
(7.75 |
) |
Income on swaps, net |
|
(0.25 |
) |
|
|
(2.14 |
) |
|
|
(0.30 |
) |
|
|
(3.58 |
) |
Debt discounts (received)/premium paid, net |
|
(0.09 |
) |
|
|
(0.17 |
) |
|
|
(0.35 |
) |
|
|
0.22 |
|
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities |
|
0.14 |
|
|
|
0.37 |
|
|
|
0.47 |
|
|
|
(0.05 |
) |
Transaction costs |
|
0.18 |
|
|
|
0.04 |
|
|
|
0.22 |
|
|
|
0.50 |
|
Inventory revaluation adjustment on acquired businesses |
|
0.18 |
|
|
|
0.01 |
|
|
|
0.19 |
|
|
|
0.01 |
|
Gain on dissolution of PHPC |
|
(0.15 |
) |
|
|
— |
|
|
|
(0.16 |
) |
|
|
— |
|
Mark-to-market adjustments on equity securities |
|
(0.02 |
) |
|
|
(0.11 |
) |
|
|
(0.11 |
) |
|
|
0.04 |
|
Gain on assets held for sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.16 |
) |
Integration costs |
|
0.18 |
|
|
|
0.05 |
|
|
|
0.29 |
|
|
|
0.16 |
|
Restructuring and facility closure costs, including accelerated
depreciation |
|
0.05 |
|
|
|
0.01 |
|
|
|
0.06 |
|
|
|
0.15 |
|
Asset disposal costs |
|
— |
|
|
|
(0.03 |
) |
|
|
— |
|
|
|
0.10 |
|
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.10 |
|
Costs expected to be indemnified, net |
|
— |
|
|
|
0.05 |
|
|
|
(0.06 |
) |
|
|
0.04 |
|
Purchase price adjustment on acquisition |
|
— |
|
|
|
(0.02 |
) |
|
|
— |
|
|
|
(0.02 |
) |
Provision for legal settlements |
|
— |
|
|
|
— |
|
|
|
0.03 |
|
|
|
— |
|
Advisory income |
|
— |
|
|
|
— |
|
|
|
(0.01 |
) |
|
|
(0.01 |
) |
Noncontrolling interest adjustment |
|
0.12 |
|
|
|
0.03 |
|
|
|
0.12 |
|
|
|
0.07 |
|
Total Net Adjustments |
|
0.34 |
|
|
|
(2.48 |
) |
|
|
0.31 |
|
|
|
(10.18 |
) |
Income tax effect on
adjustments (2) |
|
(0.13 |
) |
|
|
0.41 |
|
|
|
(0.14 |
) |
|
|
0.55 |
|
U.K. tax reform expense |
|
— |
|
|
|
— |
|
|
|
0.01 |
|
|
|
— |
|
Adjusted Diluted
Earnings from Continuing Operations per Common Share |
$ |
1.52 |
|
|
$ |
0.69 |
|
|
$ |
3.71 |
|
|
$ |
0.82 |
|
|
|
|
|
|
|
|
|
(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 from continuing operations per common share.
Post believes this exclusion allows for more meaningful comparison
of performance to other periods. |
(2) For all
periods, income tax effect on adjustments was calculated on all
items, except gain on investment in BellRing, income/expense on
swaps, net, transaction costs and gain on dissolution of PHPC,
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 investment in BellRing and gain on dissolution of PHPC
was calculated using a rate of 0.0%. Income tax effect for
transaction costs was calculated using a rate of 24.5% for the
three and nine months ended June 30, 2023 and 12.0% for the three
and nine months ended June 30, 2022. |
|
RECONCILIATION OF NET EARNINGS FROM
CONTINUING OPERATIONS TO ADJUSTED EBITDA
(Unaudited)(in millions)
|
Three Months Ended June 30, |
|
Nine Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net Earnings from
Continuing Operations |
$ |
89.6 |
|
|
$ |
170.2 |
|
|
$ |
235.6 |
|
|
$ |
651.1 |
|
Income tax expense |
|
26.8 |
|
|
|
35.0 |
|
|
|
70.4 |
|
|
|
43.3 |
|
Interest expense, net |
|
72.7 |
|
|
|
75.6 |
|
|
|
202.4 |
|
|
|
245.6 |
|
Depreciation and
amortization |
|
106.5 |
|
|
|
93.8 |
|
|
|
293.3 |
|
|
|
285.5 |
|
Gain on investment in
BellRing |
|
— |
|
|
|
(35.1 |
) |
|
|
(5.1 |
) |
|
|
(482.8 |
) |
Income on swaps, net |
|
(17.1 |
) |
|
|
(131.6 |
) |
|
|
(20.4 |
) |
|
|
(222.9 |
) |
(Gain) loss on extinguishment
of debt, net |
|
(6.4 |
) |
|
|
(10.2 |
) |
|
|
(21.2 |
) |
|
|
9.1 |
|
Non-cash stock-based
compensation |
|
20.0 |
|
|
|
16.7 |
|
|
|
57.2 |
|
|
|
48.3 |
|
Equity method investment
adjustment |
|
0.1 |
|
|
|
12.0 |
|
|
|
0.3 |
|
|
|
49.3 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
9.4 |
|
|
|
23.0 |
|
|
|
31.6 |
|
|
|
(3.4 |
) |
Transaction costs |
|
12.0 |
|
|
|
2.3 |
|
|
|
14.5 |
|
|
|
31.1 |
|
Inventory revaluation
adjustment on acquired businesses |
|
12.6 |
|
|
|
0.6 |
|
|
|
12.6 |
|
|
|
0.6 |
|
Gain on dissolution of
PHPC |
|
(10.5 |
) |
|
|
— |
|
|
|
(10.5 |
) |
|
|
— |
|
Mark-to-market adjustments on
equity securities |
|
(1.0 |
) |
|
|
(6.7 |
) |
|
|
(7.3 |
) |
|
|
2.2 |
|
Gain on assets held for
sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9.8 |
) |
Integration costs |
|
12.1 |
|
|
|
3.2 |
|
|
|
19.5 |
|
|
|
9.8 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
2.3 |
|
|
|
0.8 |
|
|
|
2.3 |
|
|
|
9.3 |
|
Asset disposal costs |
|
— |
|
|
|
(2.3 |
) |
|
|
— |
|
|
|
6.1 |
|
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.3 |
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
2.8 |
|
|
|
(4.2 |
) |
|
|
2.8 |
|
Purchase price adjustment on
acquisition |
|
— |
|
|
|
(1.2 |
) |
|
|
— |
|
|
|
(1.2 |
) |
Provision for legal
settlements |
|
— |
|
|
|
— |
|
|
|
2.0 |
|
|
|
— |
|
Advisory income |
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
(0.4 |
) |
|
|
(0.4 |
) |
Noncontrolling interest
adjustment |
|
9.2 |
|
|
|
2.0 |
|
|
|
11.8 |
|
|
|
3.9 |
|
Adjusted
EBITDA |
$ |
338.2 |
|
|
$ |
250.8 |
|
|
$ |
884.4 |
|
|
$ |
683.8 |
|
Adjusted EBITDA as a
percentage of Net Sales |
|
18.2 |
% |
|
|
16.4 |
% |
|
|
17.5 |
% |
|
|
16.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO
ADJUSTED EBITDA (Unaudited)THREE MONTHS
ENDED JUNE 30,
2023(in millions)
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
83.0 |
|
|
$ |
17.9 |
|
|
$ |
107.7 |
|
|
$ |
18.0 |
|
|
$ |
— |
|
|
$ |
226.6 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(52.3 |
) |
|
|
(52.3 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(16.0 |
) |
|
|
(16.0 |
) |
Operating
Profit |
|
83.0 |
|
|
|
17.9 |
|
|
|
107.7 |
|
|
|
18.0 |
|
|
|
(68.3 |
) |
|
|
158.3 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
16.0 |
|
|
|
16.0 |
|
Depreciation and
amortization |
|
44.1 |
|
|
|
9.2 |
|
|
|
31.8 |
|
|
|
19.1 |
|
|
|
2.3 |
|
|
|
106.5 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
20.0 |
|
|
|
20.0 |
|
Equity method investment
adjustment |
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
(0.1 |
) |
|
|
5.0 |
|
|
|
— |
|
|
|
4.5 |
|
|
|
9.4 |
|
Transaction costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
12.0 |
|
|
|
12.0 |
|
Inventory revaluation
adjustment on acquired businesses |
|
12.6 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
12.6 |
|
Gain on dissolution of
PHPC |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10.5 |
) |
|
|
(10.5 |
) |
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.0 |
) |
|
|
(1.0 |
) |
Integration costs |
|
11.7 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.4 |
|
|
|
12.1 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2.3 |
|
|
|
2.3 |
|
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.1 |
) |
|
|
(0.1 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
0.5 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.5 |
|
Adjusted
EBITDA |
$ |
151.4 |
|
|
$ |
27.6 |
|
|
$ |
144.5 |
|
|
$ |
37.1 |
|
|
$ |
(22.4 |
) |
|
$ |
338.2 |
|
Adjusted EBITDA as a
percentage of Net Sales |
|
17.4 |
% |
|
|
20.6 |
% |
|
|
23.2 |
% |
|
|
16.1 |
% |
|
|
— |
|
|
|
18.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO
ADJUSTED EBITDA (Unaudited)THREE MONTHS
ENDED JUNE 30,
2022(in millions)
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
81.8 |
|
|
$ |
27.8 |
|
|
$ |
45.9 |
|
|
$ |
10.4 |
|
|
$ |
— |
|
|
$ |
165.9 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(47.6 |
) |
|
|
(47.6 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(12.8 |
) |
|
|
(12.8 |
) |
Operating
Profit |
|
81.8 |
|
|
|
27.8 |
|
|
|
45.9 |
|
|
|
10.4 |
|
|
|
(60.4 |
) |
|
|
105.5 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
12.8 |
|
|
|
12.8 |
|
Depreciation and
amortization |
|
33.3 |
|
|
|
8.9 |
|
|
|
31.8 |
|
|
|
19.0 |
|
|
|
0.8 |
|
|
|
93.8 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
16.7 |
|
|
|
16.7 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
— |
|
|
|
8.2 |
|
|
|
— |
|
|
|
14.8 |
|
|
|
23.0 |
|
Transaction costs |
|
— |
|
|
|
0.3 |
|
|
|
— |
|
|
|
— |
|
|
|
2.0 |
|
|
|
2.3 |
|
Inventory revaluation
adjustment on acquired businesses |
|
— |
|
|
|
0.6 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.6 |
|
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(6.7 |
) |
|
|
(6.7 |
) |
Integration costs |
|
3.0 |
|
|
|
— |
|
|
|
— |
|
|
|
0.2 |
|
|
|
— |
|
|
|
3.2 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.8 |
|
|
|
0.8 |
|
Asset disposal costs |
|
— |
|
|
|
— |
|
|
|
(2.3 |
) |
|
|
— |
|
|
|
— |
|
|
|
(2.3 |
) |
Costs expected to be
indemnified, net |
|
— |
|
|
|
— |
|
|
|
2.8 |
|
|
|
— |
|
|
|
— |
|
|
|
2.8 |
|
Purchase price adjustment on
acquisition |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.2 |
) |
|
|
(1.2 |
) |
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.1 |
) |
|
|
(0.1 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
(0.4 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.4 |
) |
Adjusted
EBITDA |
$ |
118.1 |
|
|
$ |
37.2 |
|
|
$ |
86.4 |
|
|
$ |
29.6 |
|
|
$ |
(20.5 |
) |
|
$ |
250.8 |
|
Adjusted EBITDA as a
percentage of Net Sales |
|
20.5 |
% |
|
|
29.8 |
% |
|
|
14.9 |
% |
|
|
12.0 |
% |
|
|
— |
|
|
|
16.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO
ADJUSTED EBITDA (Unaudited)NINE MONTHS
ENDED JUNE 30,
2023(in millions)
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
237.8 |
|
|
$ |
58.8 |
|
|
$ |
264.9 |
|
|
$ |
57.2 |
|
|
$ |
— |
|
|
$ |
618.7 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(145.0 |
) |
|
|
(145.0 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(27.8 |
) |
|
|
(27.8 |
) |
Operating
Profit |
|
237.8 |
|
|
|
58.8 |
|
|
|
264.9 |
|
|
|
57.2 |
|
|
|
(172.8 |
) |
|
|
445.9 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
27.8 |
|
|
|
27.8 |
|
Depreciation and
amortization |
|
109.2 |
|
|
|
26.6 |
|
|
|
95.5 |
|
|
|
57.4 |
|
|
|
4.6 |
|
|
|
293.3 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
57.2 |
|
|
|
57.2 |
|
Equity method investment
adjustment |
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
(0.2 |
) |
|
|
7.3 |
|
|
|
— |
|
|
|
24.5 |
|
|
|
31.6 |
|
Transaction costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
14.5 |
|
|
|
14.5 |
|
Inventory revaluation
adjustment on acquired businesses |
|
12.6 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
12.6 |
|
Gain on dissolution of
PHPC |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10.5 |
) |
|
|
(10.5 |
) |
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(7.3 |
) |
|
|
(7.3 |
) |
Integration costs |
|
19.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.4 |
|
|
|
19.5 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2.3 |
|
|
|
2.3 |
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
— |
|
|
|
(4.2 |
) |
|
|
— |
|
|
|
— |
|
|
|
(4.2 |
) |
Provision for legal
settlements |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2.0 |
|
|
|
— |
|
|
|
2.0 |
|
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.4 |
) |
|
|
(0.4 |
) |
Adjusted
EBITDA |
$ |
378.7 |
|
|
$ |
85.3 |
|
|
$ |
363.5 |
|
|
$ |
116.6 |
|
|
$ |
(59.7 |
) |
|
$ |
884.4 |
|
Adjusted EBITDA as a
percentage of Net Sales |
|
18.7 |
% |
|
|
22.6 |
% |
|
|
19.6 |
% |
|
|
14.8 |
% |
|
|
— |
|
|
|
17.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO
ADJUSTED EBITDA (Unaudited)NINE MONTHS
ENDED JUNE 30,
2022(in millions)
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
232.6 |
|
|
$ |
81.8 |
|
|
$ |
81.0 |
|
|
$ |
41.0 |
|
|
$ |
— |
|
|
$ |
436.4 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(138.7 |
) |
|
|
(138.7 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(14.0 |
) |
|
|
(14.0 |
) |
Operating
Profit |
|
232.6 |
|
|
|
81.8 |
|
|
|
81.0 |
|
|
|
41.0 |
|
|
|
(152.7 |
) |
|
|
283.7 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
14.0 |
|
|
|
14.0 |
|
Depreciation and
amortization |
|
101.0 |
|
|
|
27.8 |
|
|
|
95.3 |
|
|
|
58.7 |
|
|
|
2.7 |
|
|
|
285.5 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
48.3 |
|
|
|
48.3 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
— |
|
|
|
(2.5 |
) |
|
|
— |
|
|
|
(0.9 |
) |
|
|
(3.4 |
) |
Transaction costs |
|
— |
|
|
|
0.6 |
|
|
|
— |
|
|
|
— |
|
|
|
30.5 |
|
|
|
31.1 |
|
Inventory revaluation
adjustment on acquired businesses |
|
— |
|
|
|
0.6 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.6 |
|
Mark-to-market adjustments on
equity securities |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2.2 |
|
|
|
2.2 |
|
Gain on assets held for
sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9.8 |
) |
|
|
(9.8 |
) |
Integration costs |
|
7.5 |
|
|
|
— |
|
|
|
— |
|
|
|
2.3 |
|
|
|
— |
|
|
|
9.8 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
9.3 |
|
|
|
9.3 |
|
Asset disposal costs |
|
— |
|
|
|
— |
|
|
|
6.1 |
|
|
|
— |
|
|
|
— |
|
|
|
6.1 |
|
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.3 |
|
|
|
6.3 |
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
— |
|
|
|
2.8 |
|
|
|
— |
|
|
|
— |
|
|
|
2.8 |
|
Purchase price adjustment on
acquisition |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.2 |
) |
|
|
(1.2 |
) |
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.4 |
) |
|
|
(0.4 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
(1.1 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.1 |
) |
Adjusted
EBITDA |
$ |
341.1 |
|
|
$ |
109.7 |
|
|
$ |
182.7 |
|
|
$ |
102.0 |
|
|
$ |
(51.7 |
) |
|
$ |
683.8 |
|
Adjusted EBITDA as a
percentage of Net Sales |
|
20.6 |
% |
|
|
30.4 |
% |
|
|
12.4 |
% |
|
|
13.0 |
% |
|
|
— |
|
|
|
16.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Post (NYSE:POST)
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