Post Holdings, Inc. (NYSE:POST), a consumer packaged goods holding
company, today reported results for the fourth fiscal quarter and
fiscal year ended September 30, 2023.
Highlights:
- Fourth quarter net sales of
$1.9 billion; operating profit of
$153.0 million; net earnings from
continuing operations of $65.7 million
and Adjusted EBITDA (non-GAAP)* of $349.0
million
- Fiscal year net sales of $7.0
billion; operating profit of
$598.9 million; net earnings from
continuing operations of $301.3 million
and Adjusted EBITDA of $1,233.4
million
- Fiscal year 2024 Adjusted
EBITDA (non-GAAP)* expected to range between $1,200-$1,260
million
*For additional information regarding non-GAAP measures, such as
Adjusted EBITDA, Adjusted net earnings from continuing operations,
Adjusted diluted earnings from continuing operations 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 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.
Fourth Quarter Consolidated Operating
Results
Net sales were $1,945.4 million, an increase of 23.2%, or $366.3
million, compared to $1,579.1 million in the prior year period, and
included $404.5 million in net sales from Pet Food. Excluding the
benefit from Pet Food in the current year period, net sales growth
in Post Consumer Brands and Weetabix (driven by higher net selling
prices) was offset by declines in Foodservice (driven by the
pass-through of lower egg costs and lower avian influenza pricing
premium) and Refrigerated Retail (driven by price elasticities).
Gross profit was $551.4 million, or 28.3% of net sales, an increase
of 40.4%, or $158.8 million, compared to $392.6 million, or 24.9%
of net sales, in the prior year period.
Selling, general and administrative (“SG&A”) expenses were
$309.5 million, or 15.9% of net sales, an increase of 38.3%, or
$85.7 million, compared to $223.8 million, or 14.2% of net sales,
in the prior year period. The increase was primarily driven by the
inclusion of Pet Food. SG&A expenses in the fourth quarter of
2023 included $10.9 million of integration costs, which were
primarily related to the Pet Food acquisition and were treated as
an adjustment for non-GAAP measures. Operating profit was $153.0
million, an increase of 16.0%, or $21.1 million, compared to $131.9
million in the prior year period. Operating profit in the fourth
quarter of 2023 included a non-cash goodwill impairment of $42.2
million, which is discussed later in this release and was treated
as an adjustment for non-GAAP measures.
Both net earnings from continuing operations and net earnings
were $65.7 million, a decrease of 21.7%, or $18.2 million, compared
to $83.9 million in the prior year period. Net earnings from
continuing operations included the following:
|
Three Months Ended September 30, |
(in millions) |
2023 |
|
2022 |
Gain on extinguishment of debt, net (1) |
$ |
(19.3 |
) |
|
$ |
(81.7 |
) |
Income on swaps, net (1) |
|
(19.5 |
) |
|
|
(45.1 |
) |
Loss on investment in BellRing
(1) |
|
— |
|
|
|
45.7 |
|
Equity method loss, net of
tax |
|
0.1 |
|
|
|
17.8 |
|
Net (loss) earnings
attributable to noncontrolling interests (2) |
|
(0.2 |
) |
|
|
2.5 |
|
(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 from continuing operations per common share
were $1.01, compared to $1.32 in the prior year period. Adjusted
net earnings from continuing operations
(non-GAAP)* were $110.9 million, compared to $54.1
million in the prior year period. Adjusted diluted earnings from
continuing operations per common share (non-GAAP)* were $1.63,
compared to $0.85 in the prior year period.
Adjusted EBITDA was $349.0 million, an increase of 24.8%, or
$69.3 million, compared to $279.7 million in the prior year
period.
Fiscal Year 2023 Consolidated Operating
Results
Net sales were $6,991.0 million, an increase of 19.5%, or
$1,139.8 million, compared to $5,851.2 million in the prior year.
Gross profit was $1,881.7 million, or 26.9% of net sales, an
increase of 28.2%, or $414.2 million, compared to $1,467.5 million,
or 25.1% of net sales, in the prior year.
SG&A expenses were $1,078.4 million, or 15.4% of net sales,
an increase of 19.2%, or $173.7 million, compared to $904.7
million, or 15.5% of net sales, in the prior year. SG&A
expenses in the year ended September 30, 2023 included $15.6
million of transaction costs and $30.4 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 year ended September 30, 2022 included $32.1
million of transaction costs, which were primarily related to the
BellRing distribution and were treated as adjustments for non-GAAP
measures. Operating profit was $598.9 million, an increase of
44.1%, or $183.3 million, compared to $415.6 million in the prior
year. Operating profit in the year ended September 30, 2023
included a non-cash goodwill impairment of $42.2 million, which is
discussed later in this release and was treated as an adjustment
for non-GAAP measures.
Net earnings from continuing operations were $301.3 million, a
decrease of 59.0%, or $433.7 million, compared to $735.0 million in
the prior year. Net earnings from continuing operations included
the following:
|
Year Ended September 30, |
(in millions) |
2023 |
|
2022 |
Gain on extinguishment of debt, net (1) |
$ |
(40.5 |
) |
|
$ |
(72.6 |
) |
Income on swaps, net (1) |
|
(39.9 |
) |
|
|
(268.0 |
) |
Gain on investment in BellRing
(1) |
|
(5.1 |
) |
|
|
(437.1 |
) |
Equity method loss, net of
tax |
|
0.3 |
|
|
|
67.1 |
|
Net earnings attributable to
noncontrolling interests (2) |
|
11.6 |
|
|
|
7.5 |
|
(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 $4.82, compared to $11.75 in the prior year. Adjusted net
earnings from continuing operations were $358.1 million, or $5.34
per diluted common share, compared to $105.5 million, or $1.68 per
diluted common share, in the prior year.
Adjusted EBITDA was $1,233.4 million, an increase of 28.0%, or
$269.9 million, compared to $963.5 million in the prior year.
The prior year included net earnings from discontinued
operations, net of tax and noncontrolling interest of $21.6
million. Net earnings were $301.3 million, or $4.82 per diluted
common share, compared to $756.6 million, or $12.09 per diluted
common share, in the prior year.
Post Consumer Brands
North American ready-to-eat (“RTE”) cereal, pet food and peanut
butter.
For the fourth quarter, net sales were $1,008.0 million, an
increase of 71.5%, or $420.4 million, compared to the prior year
period. Net sales included $404.5 million in the fourth quarter of
2023 attributable to Pet Food. Excluding the benefit from Pet Food
in the current year period, volumes decreased 6.2%, primarily
driven by declines in peanut butter and branded cereal, partially
offset by an increase in private label cereal. Segment profit was
$141.0 million, an increase of 72.0%, or $59.0 million, compared to
the prior year period. Segment Adjusted EBITDA
(non-GAAP)* was $199.7 million, an increase of
73.1%, or $84.3 million, compared to the prior year period.
For fiscal year 2023, net sales were $3,033.1 million, an
increase of 35.2%, or $790.4 million, compared to the prior year.
Net sales included $679.8 million in fiscal year 2023 attributable
to Pet Food. Segment profit was $378.8 million, an increase of
20.4%, or $64.2 million, compared to the prior year. Segment
Adjusted EBITDA was $578.4 million, an increase of 26.7%, or $121.9
million, compared to the prior year.
Weetabix
Primarily United Kingdom (“U.K.”) RTE cereal, muesli and
protein-based shakes.
For the fourth quarter, net sales were $134.9 million, an
increase of 15.5%, or $18.1 million, compared to the prior year
period. Net sales reflected a foreign currency exchange rate
tailwind of approximately 810 basis points. Volumes increased 2.0%,
driven by growth in protein-based shakes and private label biscuit.
Segment profit was $15.1 million, a decrease of 45.5%, or $12.6
million, compared to the prior year period. Segment Adjusted EBITDA
was $24.9 million, a decrease of 32.7%, or $12.1 million, compared
to the prior year period.
For fiscal year 2023, net sales were $512.1 million, an increase
of 7.3%, or $34.8 million, compared to the prior year. Segment
profit was $73.9 million, a decrease of 32.5%, or $35.6 million,
compared to the prior year. Segment Adjusted EBITDA was $110.2
million, a decrease of 24.9%, or $36.5 million, compared to the
prior year.
Foodservice
Primarily egg and potato products.
For the fourth quarter, net sales were $569.5 million, a
decrease of 9.0%, or $56.0 million, compared to the prior year
period. Volumes decreased 1.1% as potato volumes increased 3.9% and
egg volumes decreased 2.1%. Segment profit was $84.6 million, an
increase of 20.9%, or $14.6 million, compared to the prior year
period. Segment Adjusted EBITDA was $117.0 million, an increase of
6.8%, or $7.4 million, compared to the prior year period.
For fiscal year 2023, net sales were $2,425.9 million, an
increase of 15.8%, or $330.9 million, compared to the prior year.
Segment profit was $349.5 million, an increase of 131.5%, or $198.5
million, compared to the prior year. Segment Adjusted EBITDA was
$480.5 million, an increase of 64.4%, or $188.2 million, compared
to the prior year.
Refrigerated Retail
Primarily side dish, egg, cheese and sausage products.
For the fourth quarter, net sales were $233.3 million, a
decrease of 6.4%, or $15.9 million, compared to the prior year
period. Volumes decreased 8.2%, 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
$12.0 million, a decrease of 25.5%, or $4.1 million, compared to
the prior year period. Segment Adjusted EBITDA was $30.7 million, a
decrease of 14.2%, or $5.1 million, compared to the prior year
period.
For fiscal year 2023, net sales were $1,019.7 million, a
decrease of 1.6%, or $16.9 million, compared to the prior year.
Segment profit was $69.2 million, an increase of 21.2%, or $12.1
million, compared to the prior year. Segment Adjusted EBITDA was
$147.3 million, an increase of 6.9%, or $9.5 million, compared to
the prior year.
Impairment of Goodwill and Other Intangible
Assets
Non-cash goodwill impairment of $42.2 million was recorded in
the fourth quarter of 2023 related to Post’s Cheese and Dairy
reporting unit within the Refrigerated Retail segment. The goodwill
impairment was driven primarily by the narrowing of the pricing gap
between branded and private label competitors, resulting in
distribution losses and declining profitability.
Interest, Gain on Extinguishment of Debt, Income on
Swaps and Income Tax
Interest expense, net was $76.7 million in the fourth quarter of
2023, compared to $72.2 million in the fourth quarter of 2022.
Interest expense, net was $279.1 million in fiscal year 2023,
compared to $317.8 million in fiscal year 2022. The decrease in
interest expense, net in fiscal year 2023 was primarily driven by a
decrease in the aggregate average principal amount of debt
outstanding resulting from repayments of certain indebtedness in
the current and prior year.
Gain on extinguishment of debt, net of $19.3 million and $40.5
million was recorded in the three months and fiscal year ended
September 30, 2023, respectively, primarily in connection with
Post’s partial repurchase of its 4.50% senior notes due September
2031 and 4.625% senior notes due April 2030. Gain on extinguishment
of debt, net of $81.7 million was recorded in the three months
ended September 30, 2022 in connection with Post’s repayment of
$638.4 million in total principal amounts to extinguish a portion
of certain senior notes. Gain on extinguishment of debt, net of
$72.6 million was recorded in fiscal year 2022 primarily in
connection with Post’s repayment of $1,552.3 million in total
principal amounts to extinguish a portion of certain senior
notes.
Income on swaps, net relates to mark-to-market adjustments on
interest rate swaps. Income on swaps, net was $19.5 million in the
fourth quarter of 2023, compared to $45.1 million in the fourth
quarter of 2022. Income on swaps, net was $39.9 million in fiscal
year 2023, compared to $268.0 million in fiscal year 2022.
Income tax expense was $29.3 million in the fourth quarter of
2023, an effective income tax rate of 30.9%, compared to $42.4
million in the fourth quarter of 2022, an effective income tax rate
of 28.9%. Income tax expense was $99.7 million in fiscal year 2023,
an effective income tax rate of 24.1%, compared to $85.7 million in
fiscal year 2022, an effective income tax rate of 9.6%. For the
three months ended September 30, 2023, the effective income tax
rate differed significantly from the statutory tax rate primarily
as a result of a non-deductible goodwill impairment. For the three
months and fiscal year ended September 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”).
Share Repurchases
During the fourth quarter of 2023, Post repurchased 1.6 million
shares of its common stock for $136.5 million at an average price
of $87.52 per share. During fiscal year 2023, Post repurchased 4.4
million shares for $387.0 million at an average price of $87.13 per
share. Subsequent to the end of the fourth quarter of 2023 and
through November 16, 2023, Post repurchased 0.3 million shares of
its common stock for $23.7 million at an average price of $83.57
per share. As of November 16, 2023, Post had $178.7 million
remaining under its share repurchase authorization.
Outlook
Post management expects Adjusted EBITDA for fiscal year 2024 to
be between $1,200-$1,260 million. This guidance excludes any
contribution from the previously announced acquisition of
Perfection Pet Foods, LLC (“Perfection”), which is expected to be
completed late in the fourth calendar quarter of 2023, Post’s first
quarter of fiscal year 2024, subject to customary closing
conditions.
Post management expects fiscal year 2024 capital expenditures to
range between $400-$425 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 an aggregate of $100-$110
million. This also includes $90-$100 million for Pet Food quality,
safety, capacity, pilot plant and distribution network
investments.
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, equity
securities and investments, integration and transaction 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, 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, November 17, 2023 at
9:00 a.m. ET to discuss financial results for the fourth quarter
and fiscal year 2023 and fiscal year 2024 outlook and to respond to
questions. Jeff A. Zadoks, Executive Vice President and Chief
Operating Officer, and interim President and Chief Executive
Officer, and Matthew J. Mainer, Senior Vice President, Chief
Financial Officer and Treasurer, will participate in the call.
President and Chief Executive Officer Robert V. Vitale will also
join at the beginning of the call to share an update on his medical
leave.
Interested parties may join the conference call by registering
in advance at the following link:
https://register.vevent.com/register/BI0ca0805c86804c3697075348f9759f2d.
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;
- the ability of Post 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 complete the acquisition of substantially all
of the assets of Perfection, successfully integrate Pet Food and
the assets from the pending 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.;
- 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 RelationsLisa Hanlylisa.hanly@postholdings.com(314)
665-3180
|
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)(in millions, except per share
data) |
|
|
Three Months Ended September 30, |
|
Year Ended September 30, |
|
2023 |
|
2022 |
|
2023 |
|
2022 |
Net Sales |
$ |
1,945.4 |
|
|
$ |
1,579.1 |
|
|
$ |
6,991.0 |
|
|
$ |
5,851.2 |
|
Cost of goods sold |
|
1,394.0 |
|
|
|
1,186.5 |
|
|
|
5,109.3 |
|
|
|
4,383.7 |
|
Gross
Profit |
|
551.4 |
|
|
|
392.6 |
|
|
|
1,881.7 |
|
|
|
1,467.5 |
|
Selling, general and
administrative expenses |
|
309.5 |
|
|
|
223.8 |
|
|
|
1,078.4 |
|
|
|
904.7 |
|
Amortization of intangible
assets |
|
45.3 |
|
|
|
36.5 |
|
|
|
160.7 |
|
|
|
146.0 |
|
Impairment of goodwill |
|
42.2 |
|
|
|
— |
|
|
|
42.2 |
|
|
|
— |
|
Other operating expense,
net |
|
1.4 |
|
|
|
0.4 |
|
|
|
1.5 |
|
|
|
1.2 |
|
Operating
Profit |
|
153.0 |
|
|
|
131.9 |
|
|
|
598.9 |
|
|
|
415.6 |
|
Interest expense, net |
|
76.7 |
|
|
|
72.2 |
|
|
|
279.1 |
|
|
|
317.8 |
|
Gain on extinguishment of
debt, net |
|
(19.3 |
) |
|
|
(81.7 |
) |
|
|
(40.5 |
) |
|
|
(72.6 |
) |
Income on swaps, net |
|
(19.5 |
) |
|
|
(45.1 |
) |
|
|
(39.9 |
) |
|
|
(268.0 |
) |
Loss (gain) on investment in
BellRing |
|
— |
|
|
|
45.7 |
|
|
|
(5.1 |
) |
|
|
(437.1 |
) |
Other expense (income),
net |
|
20.2 |
|
|
|
(5.8 |
) |
|
|
(7.6 |
) |
|
|
(19.8 |
) |
Earnings before Income
Taxes and Equity Method Loss |
|
94.9 |
|
|
|
146.6 |
|
|
|
412.9 |
|
|
|
895.3 |
|
Income tax expense |
|
29.3 |
|
|
|
42.4 |
|
|
|
99.7 |
|
|
|
85.7 |
|
Equity method loss, net of
tax |
|
0.1 |
|
|
|
17.8 |
|
|
|
0.3 |
|
|
|
67.1 |
|
Net Earnings from
Continuing Operations, Including Noncontrolling
Interests |
|
65.5 |
|
|
|
86.4 |
|
|
|
312.9 |
|
|
|
742.5 |
|
Less: Net (loss) earnings
attributable to noncontrolling interests from continuing
operations |
|
(0.2 |
) |
|
|
2.5 |
|
|
|
11.6 |
|
|
|
7.5 |
|
Net Earnings from
Continuing Operations |
|
65.7 |
|
|
|
83.9 |
|
|
|
301.3 |
|
|
|
735.0 |
|
Net earnings from discontinued
operations, net of tax and noncontrolling interest |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
21.6 |
|
Net
Earnings |
$ |
65.7 |
|
|
$ |
83.9 |
|
|
$ |
301.3 |
|
|
$ |
756.6 |
|
|
|
|
|
|
|
|
|
Earnings from
Continuing Operations per Common Share: |
|
|
|
|
|
|
|
Basic |
$ |
1.08 |
|
|
$ |
1.39 |
|
|
$ |
5.21 |
|
|
$ |
12.07 |
|
Diluted |
$ |
1.01 |
|
|
$ |
1.32 |
|
|
$ |
4.82 |
|
|
$ |
11.75 |
|
Earnings from
Discontinued Operations per Common Share: |
|
|
|
|
|
|
|
Basic |
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
0.35 |
|
Diluted |
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
0.34 |
|
Earnings per Common
Share: |
|
|
|
|
|
|
|
Basic |
$ |
1.08 |
|
|
$ |
1.39 |
|
|
$ |
5.21 |
|
|
$ |
12.42 |
|
Diluted |
$ |
1.01 |
|
|
$ |
1.32 |
|
|
$ |
4.82 |
|
|
$ |
12.09 |
|
Weighted-Average
Common Shares Outstanding: |
|
|
|
|
|
|
|
Basic |
|
60.9 |
|
|
|
59.2 |
|
|
|
60.0 |
|
|
|
60.9 |
|
Diluted |
|
68.0 |
|
|
|
63.8 |
|
|
|
67.0 |
|
|
|
62.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEETS (Unaudited)(in
millions) |
|
ASSETS |
Current
Assets |
|
|
|
|
|
Cash and cash equivalents |
$ |
93.3 |
|
|
$ |
586.5 |
|
Restricted cash |
23.9 |
|
|
3.6 |
|
Receivables, net |
512.4 |
|
|
544.2 |
|
Inventories |
789.9 |
|
|
549.1 |
|
Investment in BellRing |
— |
|
|
94.8 |
|
Investments held in trust |
— |
|
|
346.8 |
|
Prepaid expenses and other current assets |
59.0 |
|
|
98.4 |
|
Total Current Assets |
1,478.5 |
|
|
2,223.4 |
|
|
|
|
|
|
|
Property, net |
2,021.4 |
|
|
1,751.9 |
|
Goodwill |
4,574.4 |
|
|
4,349.6 |
|
Other intangible assets,
net |
3,212.4 |
|
|
2,712.2 |
|
Other assets |
360.0 |
|
|
270.9 |
|
Total Assets |
$ |
11,646.7 |
|
|
$ |
11,308.0 |
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
Current
Liabilities |
|
|
|
|
|
Current portion of long-term debt |
$ |
1.1 |
|
|
$ |
1.1 |
|
Accounts payable |
368.8 |
|
|
452.7 |
|
Other current liabilities |
435.4 |
|
|
370.0 |
|
Total Current Liabilities |
805.3 |
|
|
823.8 |
|
|
|
|
|
|
|
Long-term debt |
6,039.0 |
|
|
5,956.6 |
|
Deferred income taxes |
674.4 |
|
|
688.4 |
|
Other liabilities |
276.7 |
|
|
266.9 |
|
Total Liabilities |
7,795.4 |
|
|
7,735.7 |
|
|
|
|
|
|
|
Redeemable Noncontrolling
Interest |
— |
|
|
306.6 |
|
|
|
|
|
|
|
Shareholders’
Equity |
|
|
|
|
|
Common stock |
0.9 |
|
|
0.9 |
|
Additional paid-in capital |
5,288.1 |
|
|
4,748.2 |
|
Retained earnings |
1,416.5 |
|
|
1,109.0 |
|
Accumulated other comprehensive loss |
(135.1 |
) |
|
(262.9 |
) |
Treasury stock, at cost |
(2,728.3 |
) |
|
(2,341.2 |
) |
Total Shareholders’ Equity Excluding Noncontrolling
Interests |
3,842.1 |
|
|
3,254.0 |
|
Noncontrolling interests |
9.2 |
|
|
11.7 |
|
Total Shareholders’ Equity |
3,851.3 |
|
|
3,265.7 |
|
Total Liabilities and Shareholders’ Equity |
$ |
11,646.7 |
|
|
$ |
11,308.0 |
|
|
|
|
|
|
|
|
|
SELECTED CONDENSED CONSOLIDATED CASH FLOWS FROM CONTINUING
OPERATIONS INFORMATION
(Unaudited)(in millions) |
|
|
|
Year Ended September 30, |
|
2023 |
|
2022 |
Cash provided by (used
in): |
|
|
|
Operating activities |
$ |
750.3 |
|
|
$ |
384.2 |
|
Investing activities, including capital expenditures of $303.0 and
$255.3 |
|
(669.3 |
) |
|
|
(220.2 |
) |
Financing activities |
|
(555.7 |
) |
|
|
(237.2 |
) |
Effect of exchange rate changes on cash, cash equivalents and
restricted cash |
|
1.8 |
|
|
|
(8.3 |
) |
Net decrease in cash,
cash equivalents and restricted cash |
$ |
(472.9 |
) |
|
$ |
(81.5 |
) |
|
|
|
|
|
|
|
|
SEGMENT INFORMATION (Unaudited)(in
millions) |
|
|
Three Months Ended September 30, |
|
Year Ended September 30, |
|
2023 |
|
2022 |
|
2023 |
|
2022 |
Net
Sales |
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
1,008.0 |
|
|
$ |
587.6 |
|
|
$ |
3,033.1 |
|
|
$ |
2,242.7 |
|
Weetabix |
|
134.9 |
|
|
|
116.8 |
|
|
|
512.1 |
|
|
|
477.3 |
|
Foodservice |
|
569.5 |
|
|
|
625.5 |
|
|
|
2,425.9 |
|
|
|
2,095.0 |
|
Refrigerated Retail |
|
233.3 |
|
|
|
249.2 |
|
|
|
1,019.7 |
|
|
|
1,036.6 |
|
Eliminations and Corporate |
|
(0.3 |
) |
|
|
— |
|
|
|
0.2 |
|
|
|
(0.4 |
) |
Total |
$ |
1,945.4 |
|
|
$ |
1,579.1 |
|
|
$ |
6,991.0 |
|
|
$ |
5,851.2 |
|
Segment
Profit |
|
|
|
|
|
|
|
Post Consumer Brands |
$ |
141.0 |
|
|
$ |
82.0 |
|
|
$ |
378.8 |
|
|
$ |
314.6 |
|
Weetabix |
|
15.1 |
|
|
|
27.7 |
|
|
|
73.9 |
|
|
|
109.5 |
|
Foodservice |
|
84.6 |
|
|
|
70.0 |
|
|
|
349.5 |
|
|
|
151.0 |
|
Refrigerated Retail |
|
12.0 |
|
|
|
16.1 |
|
|
|
69.2 |
|
|
|
57.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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 |
|
(8.2%) |
Side dishes |
|
(9.1%) |
Egg |
|
(13.6%) |
Cheese |
|
(0.7%) |
Sausage |
|
(0.8%) |
|
|
|
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, 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 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 were not consistent. Additionally, Post believes that
these gains and losses did not reflect expected ongoing future
operating income and expenses and did 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.
- Impairment of goodwill and other intangible assets: Post has
excluded expenses for impairment of the Cheese and Dairy reporting
unit as such non-cash amounts are inconsistent in amount and
frequency and 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.
- Mark-to-market adjustments and impairments on equity securities
and investments: Post has excluded the impact of mark-to-market
adjustments and impairments on equity securities and investments
due to the inherent volatility associated with such amounts based
on changes in market pricing variations and investment valuations
and as the amount and frequency of such adjustments are not
consistent. Additionally, these adjustments are primarily non-cash
items and Post believes that such adjustments do not contribute to
a meaningful evaluation of Post’s current operating performance or
comparisons of Post’s operating performance to other periods.
- 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, costs incurred in connection with
Post’s distribution of its investment 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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 2023 and 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, 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: gain/loss on investment in BellRing,
income/expense on swaps, net, impairment of goodwill and other
intangible assets, mark-to-market adjustments on commodity and
foreign exchange hedges and warrant liabilities, mark-to-market
adjustments and impairments on equity securities and investments,
integration costs and transaction costs, provision for legal
settlements, restructuring and facility closure costs, excluding
accelerated depreciation, inventory revaluation adjustment on
acquired businesses, gain on dissolution of PHPC, gain/loss on
assets held for sale, gain/loss on sale of business, asset disposal
costs, costs expected to be indemnified, net, purchase price
adjustment on acquisition 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 September 30, |
|
Year Ended September 30, |
|
2023 |
|
2022 |
|
2023 |
|
2022 |
Net Earnings from Continuing Operations |
$ |
65.7 |
|
|
$ |
83.9 |
|
|
$ |
301.3 |
|
|
$ |
735.0 |
|
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
Loss (gain) on investment in BellRing |
|
— |
|
|
|
45.7 |
|
|
|
(5.1 |
) |
|
|
(437.1 |
) |
Income on swaps, net |
|
(19.5 |
) |
|
|
(45.1 |
) |
|
|
(39.9 |
) |
|
|
(268.0 |
) |
Debt discounts received, net |
|
(19.6 |
) |
|
|
(85.5 |
) |
|
|
(42.9 |
) |
|
|
(72.0 |
) |
Impairment of goodwill |
|
42.2 |
|
|
|
— |
|
|
|
42.2 |
|
|
|
— |
|
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities |
|
— |
|
|
|
17.4 |
|
|
|
31.6 |
|
|
|
14.0 |
|
Mark-to-market adjustments and impairments on equity securities and
investments |
|
23.2 |
|
|
|
(0.8 |
) |
|
|
15.9 |
|
|
|
1.4 |
|
Integration costs |
|
10.9 |
|
|
|
1.3 |
|
|
|
30.4 |
|
|
|
11.1 |
|
Transaction costs |
|
1.1 |
|
|
|
1.0 |
|
|
|
15.6 |
|
|
|
32.1 |
|
Provision for legal settlements |
|
— |
|
|
|
13.8 |
|
|
|
2.0 |
|
|
|
13.8 |
|
Restructuring and facility closure costs, including accelerated
depreciation |
|
8.3 |
|
|
|
1.8 |
|
|
|
12.0 |
|
|
|
11.1 |
|
Inventory revaluation adjustment on acquired businesses |
|
0.1 |
|
|
|
— |
|
|
|
12.7 |
|
|
|
0.6 |
|
Gain on dissolution of PHPC |
|
— |
|
|
|
— |
|
|
|
(10.5 |
) |
|
|
— |
|
Loss (gain) on assets held for sale |
|
— |
|
|
|
0.4 |
|
|
|
— |
|
|
|
(9.4 |
) |
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.3 |
|
Asset disposal costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.1 |
|
Costs expected to be indemnified, net |
|
— |
|
|
|
(4.4 |
) |
|
|
(4.2 |
) |
|
|
(1.6 |
) |
Purchase price adjustment on acquisition |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.2 |
) |
Advisory income |
|
(0.2 |
) |
|
|
(0.2 |
) |
|
|
(0.6 |
) |
|
|
(0.6 |
) |
Noncontrolling interest adjustment |
|
— |
|
|
|
1.3 |
|
|
|
8.0 |
|
|
|
5.6 |
|
Total Net Adjustments |
|
46.5 |
|
|
|
(53.3 |
) |
|
|
67.2 |
|
|
|
(687.8 |
) |
Income tax effect
on adjustments (1) |
|
(1.6 |
) |
|
|
23.0 |
|
|
|
(11.1 |
) |
|
|
57.4 |
|
U.K. tax reform
expense |
|
0.3 |
|
|
|
0.5 |
|
|
|
0.7 |
|
|
|
0.9 |
|
Adjusted
Net Earnings from Continuing Operations |
$ |
110.9 |
|
|
$ |
54.1 |
|
|
$ |
358.1 |
|
|
$ |
105.5 |
|
|
|
|
|
|
|
|
|
(1) For all
periods, income tax effect on adjustments was calculated on all
items, except gain/loss on investment in BellRing, income/expense
on swaps, net, impairment of goodwill, 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/loss on investment in
BellRing, impairment of goodwill 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 months and year ended September 30, 2023 and 12.0% for the
three months and year ended September 30, 2022. |
|
RECONCILIATION OF DILUTED EARNINGS FROM CONTINUING
OPERATIONS PER COMMON SHARE TO ADJUSTED
DILUTED EARNINGS FROM CONTINUING OPERATIONS PER COMMON SHARE
(Unaudited) |
|
|
Three Months Ended September 30, |
|
Year Ended September 30, |
|
2023 |
|
2022 |
|
2023 |
|
2022 |
Diluted Earnings from Continuing Operations per Common
Share |
$ |
1.01 |
|
|
$ |
1.32 |
|
|
$ |
4.82 |
|
|
$ |
11.75 |
|
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) |
|
(0.04 |
) |
|
|
— |
|
|
|
(0.32 |
) |
|
|
(0.02 |
) |
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
Loss (gain) on investment in BellRing |
|
— |
|
|
|
0.72 |
|
|
|
(0.08 |
) |
|
|
(6.97 |
) |
Income on swaps, net |
|
(0.29 |
) |
|
|
(0.71 |
) |
|
|
(0.59 |
) |
|
|
(4.27 |
) |
Debt discounts received, net |
|
(0.29 |
) |
|
|
(1.34 |
) |
|
|
(0.64 |
) |
|
|
(1.15 |
) |
Impairment of goodwill |
|
0.62 |
|
|
|
— |
|
|
|
0.63 |
|
|
|
— |
|
Mark-to-market adjustments on commodity and foreign exchange hedges
and warrant liabilities |
|
— |
|
|
|
0.27 |
|
|
|
0.47 |
|
|
|
0.22 |
|
Mark-to-market adjustments and impairments on equity securities and
investments |
|
0.34 |
|
|
|
(0.01 |
) |
|
|
0.24 |
|
|
|
0.02 |
|
Integration costs |
|
0.16 |
|
|
|
0.02 |
|
|
|
0.45 |
|
|
|
0.18 |
|
Transaction costs |
|
0.02 |
|
|
|
0.01 |
|
|
|
0.23 |
|
|
|
0.51 |
|
Provision for legal settlements |
|
— |
|
|
|
0.22 |
|
|
|
0.03 |
|
|
|
0.22 |
|
Restructuring and facility closure costs, including accelerated
depreciation |
|
0.12 |
|
|
|
0.03 |
|
|
|
0.18 |
|
|
|
0.18 |
|
Inventory revaluation adjustment on acquired businesses |
|
— |
|
|
|
— |
|
|
|
0.19 |
|
|
|
0.01 |
|
Gain on dissolution of PHPC |
|
— |
|
|
|
— |
|
|
|
(0.16 |
) |
|
|
— |
|
Gain on assets held for sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.15 |
) |
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.10 |
|
Asset disposal costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.10 |
|
Costs expected to be indemnified, net |
|
— |
|
|
|
(0.07 |
) |
|
|
(0.06 |
) |
|
|
(0.03 |
) |
Purchase price adjustment on acquisition |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.02 |
) |
Advisory income |
|
— |
|
|
|
— |
|
|
|
(0.01 |
) |
|
|
(0.01 |
) |
Noncontrolling interest adjustment |
|
— |
|
|
|
0.02 |
|
|
|
0.12 |
|
|
|
0.09 |
|
Total Net Adjustments |
|
0.68 |
|
|
|
(0.84 |
) |
|
|
1.00 |
|
|
|
(10.97 |
) |
Income tax effect
on adjustments (2) |
|
(0.02 |
) |
|
|
0.36 |
|
|
|
(0.17 |
) |
|
|
0.91 |
|
U.K. tax reform
expense |
|
— |
|
|
|
0.01 |
|
|
|
0.01 |
|
|
|
0.01 |
|
Adjusted
Diluted Earnings from Continuing Operations per Common
Share |
$ |
1.63 |
|
|
$ |
0.85 |
|
|
$ |
5.34 |
|
|
$ |
1.68 |
|
|
|
|
|
|
|
|
|
(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/loss on investment in BellRing, income/expense
on swaps, net, impairment of goodwill, 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/loss on investment in
BellRing, impairment of goodwill 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 months and year ended September 30, 2023 and 12.0% for the
three months and year ended September 30, 2022. |
|
RECONCILIATION OF NET EARNINGS FROM CONTINUING OPERATIONS
TO ADJUSTED EBITDA (Unaudited)(in
millions) |
|
|
Three Months Ended September 30, |
|
Year Ended September 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net Earnings from
Continuing Operations |
$ |
65.7 |
|
|
$ |
83.9 |
|
|
$ |
301.3 |
|
|
$ |
735.0 |
|
Income tax expense |
|
29.3 |
|
|
|
42.4 |
|
|
|
99.7 |
|
|
|
85.7 |
|
Interest expense, net |
|
76.7 |
|
|
|
72.2 |
|
|
|
279.1 |
|
|
|
317.8 |
|
Depreciation and
amortization |
|
113.8 |
|
|
|
94.7 |
|
|
|
407.1 |
|
|
|
380.2 |
|
Loss (gain) on investment in
BellRing |
|
— |
|
|
|
45.7 |
|
|
|
(5.1 |
) |
|
|
(437.1 |
) |
Income on swaps, net |
|
(19.5 |
) |
|
|
(45.1 |
) |
|
|
(39.9 |
) |
|
|
(268.0 |
) |
Gain on extinguishment of
debt, net |
|
(19.3 |
) |
|
|
(81.7 |
) |
|
|
(40.5 |
) |
|
|
(72.6 |
) |
Impairment of goodwill |
|
42.2 |
|
|
|
— |
|
|
|
42.2 |
|
|
|
— |
|
Non-cash stock-based
compensation |
|
20.0 |
|
|
|
17.5 |
|
|
|
77.2 |
|
|
|
65.8 |
|
Equity method investment
adjustment |
|
0.1 |
|
|
|
17.8 |
|
|
|
0.4 |
|
|
|
67.1 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
17.4 |
|
|
|
31.6 |
|
|
|
14.0 |
|
Mark-to-market adjustments and
impairments on equity securities and investments |
|
23.2 |
|
|
|
(0.8 |
) |
|
|
15.9 |
|
|
|
1.4 |
|
Integration costs |
|
10.9 |
|
|
|
1.3 |
|
|
|
30.4 |
|
|
|
11.1 |
|
Transaction costs |
|
1.1 |
|
|
|
1.0 |
|
|
|
15.6 |
|
|
|
32.1 |
|
Provision for legal
settlements |
|
— |
|
|
|
13.8 |
|
|
|
2.0 |
|
|
|
13.8 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
4.6 |
|
|
|
1.8 |
|
|
|
6.9 |
|
|
|
11.1 |
|
Inventory revaluation
adjustment on acquired businesses |
|
0.1 |
|
|
|
— |
|
|
|
12.7 |
|
|
|
0.6 |
|
Gain on dissolution of
PHPC |
|
— |
|
|
|
— |
|
|
|
(10.5 |
) |
|
|
— |
|
Loss (gain) on assets held for
sale |
|
— |
|
|
|
0.4 |
|
|
|
— |
|
|
|
(9.4 |
) |
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.3 |
|
Asset disposal costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.1 |
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
(4.4 |
) |
|
|
(4.2 |
) |
|
|
(1.6 |
) |
Purchase price adjustment on
acquisition |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.2 |
) |
Advisory income |
|
(0.2 |
) |
|
|
(0.2 |
) |
|
|
(0.6 |
) |
|
|
(0.6 |
) |
Noncontrolling interest
adjustment |
|
0.3 |
|
|
|
2.0 |
|
|
|
12.1 |
|
|
|
5.9 |
|
Adjusted
EBITDA |
$ |
349.0 |
|
|
$ |
279.7 |
|
|
$ |
1,233.4 |
|
|
$ |
963.5 |
|
Net Earnings from
Continuing Operations as a percentage of Net Sales |
|
3.4 |
% |
|
|
5.3 |
% |
|
|
4.3 |
% |
|
|
12.6 |
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
17.9 |
% |
|
|
17.7 |
% |
|
|
17.6 |
% |
|
|
16.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)THREE MONTHS ENDED
SEPTEMBER 30, 2023(in
millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
141.0 |
|
|
$ |
15.1 |
|
|
$ |
84.6 |
|
|
$ |
12.0 |
|
|
$ |
— |
|
|
$ |
252.7 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(77.7 |
) |
|
|
(77.7 |
) |
Impairment of goodwill |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(42.2 |
) |
|
|
— |
|
|
|
(42.2 |
) |
Other expense, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
20.2 |
|
|
|
20.2 |
|
Operating
Profit |
|
141.0 |
|
|
|
15.1 |
|
|
|
84.6 |
|
|
|
(30.2 |
) |
|
|
(57.5 |
) |
|
|
153.0 |
|
Other expense, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(20.2 |
) |
|
|
(20.2 |
) |
Depreciation and
amortization |
|
48.1 |
|
|
|
9.3 |
|
|
|
33.2 |
|
|
|
18.7 |
|
|
|
4.5 |
|
|
|
113.8 |
|
Impairment of goodwill |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
42.2 |
|
|
|
— |
|
|
|
42.2 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
20.0 |
|
|
|
20.0 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
— |
|
|
|
(0.8 |
) |
|
|
— |
|
|
|
0.8 |
|
|
|
— |
|
Mark-to-market adjustments and
impairments on equity securities and investments |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
23.2 |
|
|
|
23.2 |
|
Integration costs |
|
10.5 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.4 |
|
|
|
10.9 |
|
Transaction costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.1 |
|
|
|
1.1 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4.6 |
|
|
|
4.6 |
|
Inventory revaluation
adjustment on acquired businesses |
|
0.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.2 |
) |
|
|
(0.2 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
0.5 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.5 |
|
Adjusted
EBITDA |
$ |
199.7 |
|
|
$ |
24.9 |
|
|
$ |
117.0 |
|
|
$ |
30.7 |
|
|
$ |
(23.3 |
) |
|
$ |
349.0 |
|
Segment Profit as a
percentage of Net Sales |
|
14.0 |
% |
|
|
11.2 |
% |
|
|
14.9 |
% |
|
|
5.1 |
% |
|
|
— |
|
|
|
13.0 |
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
19.8 |
% |
|
|
18.5 |
% |
|
|
20.5 |
% |
|
|
13.2 |
% |
|
|
— |
|
|
|
17.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)THREE MONTHS ENDED
SEPTEMBER 30, 2022(in
millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
82.0 |
|
|
$ |
27.7 |
|
|
$ |
70.0 |
|
|
$ |
16.1 |
|
|
$ |
— |
|
|
$ |
195.8 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(58.1 |
) |
|
|
(58.1 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(5.8 |
) |
|
|
(5.8 |
) |
Operating
Profit |
|
82.0 |
|
|
|
27.7 |
|
|
|
70.0 |
|
|
|
16.1 |
|
|
|
(63.9 |
) |
|
|
131.9 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
5.8 |
|
|
|
5.8 |
|
Depreciation and
amortization |
|
32.1 |
|
|
|
9.7 |
|
|
|
32.2 |
|
|
|
19.7 |
|
|
|
1.0 |
|
|
|
94.7 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
17.5 |
|
|
|
17.5 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
0.1 |
|
|
|
(2.0 |
) |
|
|
— |
|
|
|
19.3 |
|
|
|
17.4 |
|
Mark-to-market adjustments and
impairments on equity securities and investments |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.8 |
) |
|
|
(0.8 |
) |
Integration costs |
|
1.3 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.3 |
|
Transaction costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.0 |
|
|
|
1.0 |
|
Provision for legal
settlements |
|
— |
|
|
|
— |
|
|
|
13.8 |
|
|
|
— |
|
|
|
— |
|
|
|
13.8 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.8 |
|
|
|
1.8 |
|
Loss on assets held for
sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.4 |
|
|
|
0.4 |
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
— |
|
|
|
(4.4 |
) |
|
|
— |
|
|
|
— |
|
|
|
(4.4 |
) |
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.2 |
) |
|
|
(0.2 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
(0.5 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.5 |
) |
Adjusted
EBITDA |
$ |
115.4 |
|
|
$ |
37.0 |
|
|
$ |
109.6 |
|
|
$ |
35.8 |
|
|
$ |
(18.1 |
) |
|
$ |
279.7 |
|
Segment Profit as a
percentage of Net Sales |
|
14.0 |
% |
|
|
23.7 |
% |
|
|
11.2 |
% |
|
|
6.5 |
% |
|
|
— |
|
|
|
12.4 |
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
19.6 |
% |
|
|
31.7 |
% |
|
|
17.5 |
% |
|
|
14.4 |
% |
|
|
— |
|
|
|
17.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)YEAR ENDED SEPTEMBER
30, 2023(in
millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
378.8 |
|
|
$ |
73.9 |
|
|
$ |
349.5 |
|
|
$ |
69.2 |
|
|
$ |
— |
|
|
$ |
871.4 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(222.7 |
) |
|
|
(222.7 |
) |
Impairment of goodwill |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(42.2 |
) |
|
|
— |
|
|
|
(42.2 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(7.6 |
) |
|
|
(7.6 |
) |
Operating
Profit |
|
378.8 |
|
|
|
73.9 |
|
|
|
349.5 |
|
|
|
27.0 |
|
|
|
(230.3 |
) |
|
|
598.9 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
7.6 |
|
|
|
7.6 |
|
Depreciation and
amortization |
|
157.3 |
|
|
|
35.9 |
|
|
|
128.7 |
|
|
|
76.1 |
|
|
|
9.1 |
|
|
|
407.1 |
|
Impairment of goodwill |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
42.2 |
|
|
|
— |
|
|
|
42.2 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
77.2 |
|
|
|
77.2 |
|
Equity method investment
adjustment |
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
(0.2 |
) |
|
|
6.5 |
|
|
|
— |
|
|
|
25.3 |
|
|
|
31.6 |
|
Mark-to-market adjustments and
impairments on equity securities and investments |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
15.9 |
|
|
|
15.9 |
|
Integration costs |
|
29.6 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.8 |
|
|
|
30.4 |
|
Transaction costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
15.6 |
|
|
|
15.6 |
|
Provision for legal
settlements |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2.0 |
|
|
|
— |
|
|
|
2.0 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.9 |
|
|
|
6.9 |
|
Inventory revaluation
adjustment on acquired businesses |
|
12.7 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
12.7 |
|
Gain on dissolution of
PHPC |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10.5 |
) |
|
|
(10.5 |
) |
Costs expected to be
indemnified, net |
|
— |
|
|
|
— |
|
|
|
(4.2 |
) |
|
|
— |
|
|
|
— |
|
|
|
(4.2 |
) |
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.6 |
) |
|
|
(0.6 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
0.5 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.5 |
|
Adjusted
EBITDA |
$ |
578.4 |
|
|
$ |
110.2 |
|
|
$ |
480.5 |
|
|
$ |
147.3 |
|
|
$ |
(83.0 |
) |
|
$ |
1,233.4 |
|
Segment Profit as a
percentage of Net Sales |
|
12.5 |
% |
|
|
14.4 |
% |
|
|
14.4 |
% |
|
|
6.8 |
% |
|
|
— |
|
|
|
12.5 |
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
19.1 |
% |
|
|
21.5 |
% |
|
|
19.8 |
% |
|
|
14.4 |
% |
|
|
— |
|
|
|
17.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF SEGMENT PROFIT TO ADJUSTED EBITDA
(Unaudited)YEAR ENDED SEPTEMBER
30, 2022(in
millions) |
|
|
Post Consumer Brands |
|
Weetabix |
|
Foodservice |
|
Refrigerated Retail |
|
Corporate/ Other |
|
Total |
Segment Profit |
$ |
314.6 |
|
|
$ |
109.5 |
|
|
$ |
151.0 |
|
|
$ |
57.1 |
|
|
$ |
— |
|
|
$ |
632.2 |
|
General corporate expenses and
other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(196.8 |
) |
|
|
(196.8 |
) |
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(19.8 |
) |
|
|
(19.8 |
) |
Operating
Profit |
|
314.6 |
|
|
|
109.5 |
|
|
|
151.0 |
|
|
|
57.1 |
|
|
|
(216.6 |
) |
|
|
415.6 |
|
Other income, net |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
19.8 |
|
|
|
19.8 |
|
Depreciation and
amortization |
|
133.1 |
|
|
|
37.5 |
|
|
|
127.5 |
|
|
|
78.4 |
|
|
|
3.7 |
|
|
|
380.2 |
|
Non-cash stock-based
compensation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
65.8 |
|
|
|
65.8 |
|
Mark-to-market adjustments on
commodity and foreign exchange hedges and warrant liabilities |
|
— |
|
|
|
0.1 |
|
|
|
(4.5 |
) |
|
|
— |
|
|
|
18.4 |
|
|
|
14.0 |
|
Mark-to-market adjustments and
impairments on equity securities and investments |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.4 |
|
|
|
1.4 |
|
Integration costs |
|
8.8 |
|
|
|
— |
|
|
|
— |
|
|
|
2.3 |
|
|
|
— |
|
|
|
11.1 |
|
Transaction costs |
|
— |
|
|
|
0.6 |
|
|
|
— |
|
|
|
— |
|
|
|
31.5 |
|
|
|
32.1 |
|
Provision for legal
settlements |
|
— |
|
|
|
— |
|
|
|
13.8 |
|
|
|
— |
|
|
|
— |
|
|
|
13.8 |
|
Restructuring and facility
closure costs, excluding accelerated depreciation |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
11.1 |
|
|
|
11.1 |
|
Inventory revaluation
adjustment on acquired businesses |
|
— |
|
|
|
0.6 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.6 |
|
Gain on assets held for
sale |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9.4 |
) |
|
|
(9.4 |
) |
Loss on sale of business |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
6.3 |
|
|
|
6.3 |
|
Asset disposal costs |
|
— |
|
|
|
— |
|
|
|
6.1 |
|
|
|
— |
|
|
|
— |
|
|
|
6.1 |
|
Costs expected to be
indemnified, net |
|
— |
|
|
|
— |
|
|
|
(1.6 |
) |
|
|
— |
|
|
|
— |
|
|
|
(1.6 |
) |
Purchase price adjustment on
acquisition |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.2 |
) |
|
|
(1.2 |
) |
Advisory income |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.6 |
) |
|
|
(0.6 |
) |
Noncontrolling interest
adjustment |
|
— |
|
|
|
(1.6 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1.6 |
) |
Adjusted
EBITDA |
$ |
456.5 |
|
|
$ |
146.7 |
|
|
$ |
292.3 |
|
|
$ |
137.8 |
|
|
$ |
(69.8 |
) |
|
$ |
963.5 |
|
Segment Profit as a
percentage of Net Sales |
|
14.0 |
% |
|
|
22.9 |
% |
|
|
7.2 |
% |
|
|
5.5 |
% |
|
|
— |
|
|
|
10.8 |
% |
Adjusted EBITDA as a
percentage of Net Sales |
|
20.4 |
% |
|
|
30.7 |
% |
|
|
14.0 |
% |
|
|
13.3 |
% |
|
|
— |
|
|
|
16.5 |
% |
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