Premium Brands Holdings Corporation Announces Record 2012 Fourth Quarter Performance

Marketwired

VANCOUVER, BRITISH COLMBIA--(Marketwire - Mar 14, 2013) - Premium Brands Holdings Corporation (PBH.TO), a leading producer, marketer and distributor of branded specialty food products, announced today its results for the fourth quarter of 2012.

HIGHLIGHTS

  • Revenue for the quarter increased by 6.3% to $244.0 million after taking into account an extra week of operations in 2011. Revenue for 2012 increased by $179.8 million or 22.8% to $968.8 million.
     
  • Record Adjusted EBITDA for the quarter of $15.0 million as compared to $14.4 million in the fourth quarter of 2011. For the year, Adjusted EBITDA increased by $13.3 million or 24.2% to $68.3 million.
     
  • A quarterly dividend of $6.2 million or $0.294 per share.
     
  • Free cash flow for 2012 of $46.9 million resulting in a dividend to free cash flow ratio of 52.0%.
     
  • During 2012 the Company commissioned three new manufacturing facilities and brought a fourth facility, constructed in 2011, into full production.
     
  • Subsequent to the quarter, the Company purchased certain segments of the business of Harbour Marine Products Inc., namely its salmon and high grade tuna sushi processing businesses, for $1.4 million.
SUMMARY FINANCIAL INFORMATION        
 
(In thousands of dollars except per share amounts and ratios)
 
  13 Weeks 14 Weeks 52 Weeks 53 Weeks
  Ended Ended Ended Ended
  Dec 29, Dec 31, Dec 29, Dec 31,
  2012 2011 2012 2011
         
Revenue 244,049 245,237 968,775 788,932
Adjusted EBITDA 15,011 14,380 68,256 54,944
Net earnings 2,501 1,525 15,274 13,099
EPS 0.12 0.07 0.73 0.68
 
 
Free cash flow     46,851 38,225
Declared dividends     24,381 22,672
Declared dividend per share     1.176 1.176
Payout ratio     52.0% 59.3%

"We are pleased to report another quarter and year of record performance," said Mr. George Paleologou, President and CEO. "2012 was, however, a building year as considerable resources and time were invested in developing the infrastructure, including the construction of three new production facilities, that will support our growth objectives in the coming years.

"Overall, most of our businesses were in line with or exceeded our expectations for 2012 with the one major exception being our National Direct-to-Store Distribution or NDSD business, which is facing a number of challenges relating to structural changes occurring in the convenience store channel. We are, however, confident that NDSD is putting into place the solutions needed to address these challenges and expect a better performance by it in 2013.

"We are also very encouraged by the strong growth opportunities we are seeing across many of our businesses through a combination of product innovation, geographical expansion and entry into new market segments. With the investments we made in 2012 we are very well positioned to capitalize on these opportunities," added Mr. Paleologou.

About Premium Brands

Premium Brands owns a broad range of leading specialty food manufacturing and differentiated food distribution businesses with operations in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Nevada and Washington State. The Company services over 22,000 customers and its family of brands and businesses include Grimm''s, Harvest, McSweeney''s, Bread Garden Go, Hygaard, Hempler''s, Quality Fast Foods, Gloria''s Best of Fresh, Direct Plus, National Direct-to-Store Distribution (NDSD), Harlan Fairbanks, Creekside Bakehouse, Centennial Foodservice, B&C Foods, Shahir, Duso''s, Maximum Seafood, SK Food Group, OvenPride, Hub City Fisheries, Audrey''s, Deli Chef and Piller''s.

RESULTS OF OPERATIONS

Extra Week of Operations

The Company''s fiscal year ends on the last Saturday of the calendar year. As a result its fiscal year is generally 52 weeks, however, every five to six years the Company has a fiscal year that is 53 weeks due to the calendar year being slightly longer than 52 weeks.

In 2011 the Company''s fiscal year was 53 weeks resulting in an extra week of operations as compared to 2012. The Company estimates the impact of the extra week of operations on its sales and EBITDA to be $15.6 million and $0.1 million, respectively. The nominal impact on the Company''s EBITDA relative to the higher sales impact is due to: (i) the year-end holiday season and generally poor weather in December resulting in the extra week being a relatively poor sales week; and (ii) despite the poor sales week the Company still incurred a full week of costs for items such as plant, sales, distribution and administrative overhead.

Revenue                
 
(in thousands of dollars except percentages)      
 
  13 weeks   14 weeks   52 weeks   53 weeks  
  ended   ended   ended   ended  
  Dec 29,   Dec 31,   Dec 29,   Dec 31,  
  2012 % 2011  % 2012  % 2011  %
 
Revenue by segment:                
  Retail 151,404 62.0% 152,542 62.2% 597,013 61.6% 436,929 55.4%
  Foodservice 92,645 38.0% 92,695 37.8% 371,762 38.4% 352,003 44.6%
  Consolidated 244,049 100.0% 245,237 100.0% 968,775 100.0% 788,932 100.0%

Normalizing for the extra week in the fourth quarter of 2011 Retail''s revenue for the fourth quarter of 2012 as compared to the fourth quarter of 2011 increased by $8.2 million or 5.7%.

Retail''s organic growth for the quarter was slightly below the Company''s targeted range of 6% to 8% due to a $3.2 million decrease in sales resulting from the following factors:

  1. The restructuring of Retail''s NDSD business'' distribution network. This initiative involves the conversion of NDSD''s customers in certain defined territories from being serviced by NDSD''s direct-to-store delivery (DSD) trucks to being serviced by exclusive third party distributors that form part of NDSD''s distribution network (see Restructuring Costs). As a result, in territories that have been converted the Company now sells its products at a discounted price to an exclusive third party distributor who in turn sells and distributes the Company''s products to convenience store retailers.
     
  2. The decision by two large convenience store chains to use basic service wholesale distributors instead of NDSD''s full service DSD network to deliver the Company''s products to their stores. Similar to the impact of transitioning certain business to third party distributors, this resulted in the Company selling its products at a discounted price to wholesale distributors who in turn sell and distribute the products to the applicable convenience store chain''s retail locations.
     
  3. The sale of Retail''s fresh sandwich operation in Etobicoke, Ontario as part of the consolidation of its sandwich operations.
     
  4. The continued decline in consumer demand for food products purchased through the convenience store channel. This trend is being driven by a variety of factors (including changing consumer eating habits, the proliferation of quick serve restaurants, high gas prices and pay-at-the-pump legislation) that are impacting consumer discretionary spending in this retail channel.

Excluding the sales decrease associated with the above four factors, Retail''s organic growth rate for the quarter was approximately 8%.

Retail''s revenue for 2012 increased by $160.1 million or 36.6% as compared to 2011 primarily due to: (i) the acquisitions of Piller''s, SJ and Deli Chef in 2011, which resulted in incremental sales of $136.0 million; and (ii) net organic growth, i.e. after the impact of the four factors outlined above, across a range of products and customers of $33.4 million representing an organic growth rate of approximately 7.8%. These increases were partially offset by approximately $9.3 million in additional sales in 2011 due to the extra week of operations.

Looking forward (see Forward Looking Statements), for 2013 the Company expects Retail''s organic sales growth to be at or slightly below its long-term targeted range of 6% to 8%.

Foodservice''s revenue for the fourth quarter of 2012 as compared to the fourth quarter of 2011 was flat due to: (i) general organic growth of $5.6 million representing an organic growth rate of 6.6%; (ii) increased sales in its Worldsource food brokerage business of $0.7 million resulting from improved trading opportunities; and (iii) these increases being offset by $6.3 million in additional sales in 2011 that were the result of the extra week of operations.

Foodservice''s organic growth rate for the quarter was in line with the Company''s long-term target of 6% to 8% and above its expectations as the impacts of a delay in the start of the 2012/13 National Hockey League season and of product supply issues resulting from the shutdown at the end of the third quarter of one of Canada''s largest beef processors were more temporary than initially estimated.

Foodservice''s revenue for 2012 as compared to 2011 increased by $19.8 million or 5.6% due to: (i) general organic growth of $20.8 million representing a growth rate of 6.4%; (ii) increased sales in its Worldsource food brokerage business of $4.2 million; and (iii) $1.1 million in unusual trading volume in its Hub City Fisheries business resulting from the sale of excess inventory relating to a very successful salmon fishery in 2011. These increases were partially offset by approximately $6.3 million in additional sales in 2011 due the extra week of operations.

Looking forward (see Forward Looking Statements), for 2013 the Company expects Foodservice''s organic sales growth to be within its long-term targeted range of 6% to 8%.

Gross Profit                
 
(in thousands of dollars except percentages)      
 
  13 weeks   14 weeks   52 weeks   53 weeks  
  ended   ended   ended   ended  
  Dec 29,   Dec 31,   Dec 29,   Dec 31,  
  2012 % 2011 % 2012 % 2011 %
 
Gross profit by segment:                
  Retail 31,615 20.9% 32,006 21.0% 132,677 22.2% 107,994 24.7%
  Foodservice 16,733 18.1% 16,408 17.7% 69,674 18.7% 66,307 18.8%
  Consolidated 48,348 19.8% 48,414 19.7% 202,351 20.9% 174,301 22.1%

Retail''s gross profit as a percentage of its revenue (gross margin) for the fourth quarter of 2012 as compared to the fourth quarter of 2011 was relatively flat due to higher margins in its deli meats businesses, which were the result of lower average costs for a variety of beef and pork raw materials, being offset by: (i) lower margins in its NDSD business resulting from the transition of certain product sales to third party distributors and wholesale distributors; (ii) increased plant overheads associated with Stuyver''s new artisan bakery, which was completed in the third quarter of 2012; (iii) a temporary shortage of reasonably priced turkey raw materials in Ontario that resulted in record high turkey input costs for Piller''s. This shortage, which had a negative impact on Piller''s gross profit of approximately $1.5 million, was the result of short term structural issues with Canada''s poultry supply management system''s policies and procedures; and (iv) production inefficiencies attributable to SK Food Group''s launch of new sandwich wraps for two large international customers.

Retail''s gross margin for 2012 as compared to 2011 decreased from 24.7% to 22.2% due primarily to: (i) the factors impacting Retail''s fourth quarter margins as outlined above; (ii) the acquisitions of Piller''s and SJ part way through 2011 as both of these businesses generally have lower gross margins as compared to Retail''s other businesses; and (iii) a change in selling terms whereby in the third quarter of 2011 certain customers began receiving their products FOB the Company''s plant instead of FOB the customers'' warehouses. This resulted in the elimination of freight being billed to these customers and corresponding decreases in gross profit and selling expenses.

Foodservice''s gross margin for the fourth quarter of 2012 as compared to the fourth quarter of 2011 and for 2012 as compared to 2011 remained relatively stable.

Selling, General and Administrative Expenses (SG&A)

(in thousands of dollars except percentages)      
 
    13 weeks   14 weeks   52 weeks   53 weeks  
    ended   ended   ended   ended  
    Dec 29,   Dec 31,   Dec 29,   Dec 31,  
    2012 % 2011 % 2012 % 2011 %
 
SG&A by segment:                
  Retail 20,171 13.3% 20,621 13.5% 79,870 13.4% 67,417 15.4%
  Foodservice 12,047 13.0% 11,794 12.7% 48,530 13.1% 45,740 13.0%
  Corporate 1,119   1,619   5,695   6,200  
  Consolidated 33,337 13.7% 34,034 13.9% 134,095 13.8% 119,357 15.1%

Retail''s SG&A in the fourth quarter of 2012 as compared to the fourth quarter of 2011 decreased slightly due to: (i) an extra week of operations in 2011; and (ii) the rationalization of NDSD''s distribution network. These decreases were mostly offset by: (i) increased marketing costs associated with the promotion of Piller''s new "Simply Free" line of deli meats; and (ii) increases in a variety of variable selling costs associated with Retail''s organic sales growth.

Retail''s SG&A for 2012 as compared to 2011 increased by $12.5 million primarily due to: (i) the acquisitions of Piller''s, SJ and Deli Chef in 2011 which resulted in an increase in Retail''s SG&A of $13.5 million; and (ii) the factors impacting Retail''s fourth quarter SG&A as outlined above. These items were partially offset by a decrease in freight costs due to the change in selling terms whereby in the third quarter of 2011 certain customers started receiving their products FOB the Company''s plant instead of FOB the customers'' warehouses (see Gross Profit).

Foodservice''s SG&A in the fourth quarter of 2012 as compared to the fourth quarter of 2011 increased by $0.3 million while its SG&A for 2012 as compared to 2011 increased by $2.8 million. Both increases were due to: (i) increased costs associated with the development of the infrastructure needed to accelerate the growth of its seafood based initiatives; and (ii) a variety of items including higher variable selling costs associated with Foodservice''s organic sales growth.

The reduction in Corporate''s SG&A for the fourth quarter of 2012 as compared to the fourth quarter of 2011 and for 2012 as compared to 2011 was due to decreases in a variety of items including discretionary bonuses, corporate marketing costs, consulting fees and external accounting fees.

Adjusted EBITDA
 
(in thousands of dollars except percentages)
 
    13 weeks     14 weeks     52 weeks     53 weeks    
    ended     ended     ended     ended    
    Dec 29,     Dec 31,     Dec 29,     Dec 31,    
    2012    % 2011    % 2012   % 2011    %
 
Adjusted EBITDA by segment:                        
  Retail 11,444   7.6% 11,385   7.5% 52,807   8.8% 40,577   9.3%
  Foodservice 4,686   5.1% 4,614   5.0% 21,144   5.7% 20,567   5.8%
  Corporate (1,119 )   (1,619 )   (5,695 )   (6,200 )  
  Consolidated 15,011   6.2% 14,380   5.9% 68,256   7.0% 54,944   7.0%

The Company''s Adjusted EBITDA for the fourth quarter of 2012 as compared to the fourth quarter of 2011 increased by $0.6 million or 4.4% to $15.0 million primarily due to:

  1. The improved performance of Centennial Foodservice which was driven by a combination of the success of the new fresh burger production facility it completed in 2011 and a general improvement in consumer demand in the segment of the foodservice channel serviced by Centennial;
     
  2. The improved performance of the Company''s deli and processed meats businesses due to a combination of lower average costs for a variety of beef and pork raw materials and market share increases;
     
  3. Lower corporate costs resulting from decreases in a variety of items including discretionary bonuses, corporate marketing costs, consulting fees and external accounting fees; and
     
  4. General organic growth across a variety of businesses.

These increases were partially offset by:

  1. A significant decrease in the earnings of NDSD due to: (a) the decision by two large convenience store chains to use wholesale distributors; (b) delays in fully implementing the SG&A savings associated with its restructuring (see Restructuring Costs). As a result, the Company lost the margin associated with sales that were transitioned to exclusive third party distributors but did not fully realize the cost savings projected to result from these changes; and (c) the continued decline in consumer demand for food products purchased through the convenience store channel. The Company expects (see Forward Looking Statements) to see a significant improvement in NDSD''s earnings once it completes its restructuring late in the second quarter of 2013;
     
  2. A decrease in the contribution margin generated by Stuyver''s due to increased overhead costs associated with its new state-of-the-art bakery. This issue is expected (see Forward Looking Statements) to be resolved in the coming months as Stuyver''s leverages the new plant''s capacity to grow its business;
     
  3. A temporary shortage of reasonably priced turkey raw materials in Ontario that resulted in record high turkey input costs for Piller''s. This shortage, which had a negative impact on
    Piller''s Adjusted EBITDA of approximately $1.5 million, was the result of short term structural issues with Canada''s poultry supply management system''s policies and procedures;
     
  4. Increased marketing costs associated with the launch of Piller''s new "Simply Free" line of deli meats;
     
  5. Temporary production inefficiencies resulting from SK Food Group''s launch of new sandwich wraps for two large international customers; and
     
  6. Increased selling, marketing and administration costs associated with the development of the infrastructure needed to accelerate the growth of Foodservice''s seafood based initiatives.

The Company''s Adjusted EBITDA for 2012 as compared to 2011 increased by $13.3 million or 24.2% to $68.3 million primarily due to: (i) acquisitions made part way through 2011; and (ii) the factors impacting the Company''s fourth quarter Adjusted EBITDA as outlined above.

The Company is not at this time providing guidance on its projected Adjusted EBITDA for 2013 due to uncertainty around the timing of several of its strategic priorities, including: (i) sales initiatives associated with bringing Stuyver''s, Deli Chef''s and Centennial''s new plants into full production; and (ii) the restructuring of NDSD''s DSD network. Looking forward (see Forward Looking Statements) the Company expects to provide guidance on its projected Adjusted EBITDA for 2013 with the release of its 2013 first quarter results.

Interest

The Company''s interest and other financing costs for the fourth quarter of 2012 as compared to the fourth quarter of 2011 increased by $0.3 million to $4.5 million primarily due to the issuance of $57.5 million of convertible debentures in June 2012, the proceeds of which were used to repay lower cost senior debt.

The Company''s interest and other financing costs for 2012 as compared to 2011 increased by $3.1 million to $17.6 million primarily due to: (i) an increase in the Company''s average outstanding net funded debt; and (ii) the issuance of $57.5 million of convertible debentures in June 2012, the proceeds of which were used to repay lower cost senior debt.

Restructuring Costs

Restructuring costs consist of costs associated with the significant restructuring of one or more of the Company''s businesses. For 2012, the Company incurred $5.7 million in restructuring costs consisting of:

  • $2.5 million in costs relating to the reconfiguration of the Company''s sandwich production facilities. This initiative consists of the following three parts: (i) the construction of a new 20,000 square foot sandwich plant in Laval, Quebec, which was completed at the end of the second quarter of 2012 and commenced operations in July 2012; (ii) the transfer of the operations of the Company''s leased sandwich production facility in Edmonton, Alberta to its owned sandwich production facility in Edmonton and the subsequent shutdown of the leased facility. This was completed in August 2012; and (iii) the transfer of the production of certain products from the Company''s sandwich plant in Etobicoke, Ontario to its new plant in Laval and the subsequent sale of the Etobicoke plant''s remaining operations, which consisted primarily of fresh sandwich production. This was completed at the end of September 2012.
     
    The project, which was effectively completed at the end of 2012, is expected (see Forward Looking Statements) to generate the following benefits: (i) a new state-of-the-art facility in Laval which will be used to grow the Company''s sandwich business in central and eastern Canada; (ii) reduced plant operating overhead costs through the shutdown of the Company''s leased facility in Edmonton; (iii) improved production efficiencies by transferring production from the less efficient Etobicoke plant to the new Laval plant; and (iv) freight savings associated with reconfiguring production so that sandwiches for the central and eastern Canadian markets are made in the Laval facility while sandwiches for the western Canadian market are produced in the Edmonton facility.

  • $1.7 million in charges relating to the restructuring of the Company''s NDSD business'' DSD networks for the convenience store channel (the DSD Restructuring Initiative). The DSD Restructuring Initiative involves the merging and rationalization of the following three DSD networks:
     
    1. The Company''s Direct Plus DSD network, which operates primarily in western Canada;
    2. The DSD network acquired as part of the Deli Chef acquisition in 2011. This network operates in Ontario and Quebec; and
    3. A network of independent distributors controlled by Pridcorp. The Company acquired Pridcorp at the end of 2011. This network operates in various markets across Canada, including the Maritimes.
       
  • At the end of the third quarter of 2012 the Company anticipated that the DSD Restructuring Initiative would be completed in the first quarter of 2013 at a total cost of approximately $1.3 million. Since then the following events have taken place:
     
    1. Several of NDSD''s large corporate customers have, for cost savings purposes, chosen to switch to wholesale distributors to deliver products, including those of the Company''s various businesses, to their stores. Wholesale distribution is a discounted distribution service that does not provide the value added services offered by DSD networks, namely: (i) in-store merchandising; (ii) inventory management; and (iii) part case sales. In general terms, the additional services provided by DSD distribution usually results in improved same store sales due to better management of a store''s shelf space.
       
    2. NDSD has been unable to find suitable local independent distributors for several regions in which its trucks are not able to operate profitably due to insufficient sales volumes.
  As a result of these factors NDSD is expanding the rationalization of its DSD network. This is expected to push out the restructuring to the second quarter of 2013 and to result in approximately $3.1 million in additional severance and other restructuring related costs.
   
  The Company firmly believes that there is an important and profitable role for DSD distribution in Canada, particularly in remote areas and among independent and small chain convenience store retailers. Furthermore, given the history of larger convenience store chains switching back to DSD distribution due to lower sales under a wholesale distribution model, there is significant potential for NDSD to win back the distribution business lost in 2012.
   
  Looking forward (see Forward Looking Statements), the restructuring of NDSD is expected to: (i) result in a significant improvement in NDSD''s earnings starting in the third quarter of 2013, regardless of whether or not NDSD is successful in winning back some of the large convenience store chain distribution business lost in 2012; and (ii) position NDSD as Canada''s leading distributor for large convenience store retailers who choose DSD distribution.
  • $1.2 million in startup, redundant lease and severance costs associated with Stuyver''s new artisan bread facility, which commenced commercial operations in the second quarter of 2012.

    This initiative, which was also effectively completed at the end of 2012, is expected to (see Forward Looking Statements): (i) substantially increase Stuyver''s production capacity as its previous bakery, which was shut down in July 2012, was operating at near to capacity; and (ii) generate significant production efficiencies once the plant is operating at a reasonable level of capacity utilization.
     
  • $0.3 million in restructuring costs associated with a variety of initiatives including the start-up of Centennial Foodservice''s new seafood processing facility and the transitioning of production from the Company''s Richmond, BC deli meats processing facility, which is scheduled to be shutdown in July 2013, to some of its other deli meats processing plants.

Other

Other income of $0.1 million in 2012 consists of the following unusual items: (i) a $7.2 million gain resulting from the partial reversal of contingent consideration associated with the acquisition of Piller''s; (ii) a $6.9 million loss resulting from the write-down of redundant real estate assets to their fair market value; and (iii) a $0.2 million loss resulting from the settlement of a legal claim dating back to 2001.

FREE CASH FLOW

The following table provides a reconciliation of free cash flow to cash flow from operating activities:

(in thousands of dollars) 52 weeks   53 weeks  
  ended   ended  
  Dec 29, 2012   Dec 31, 2011  
   
Cash flow from operating activities 50,830   29,524  
Changes in non-cash working capital (6,368 ) 6,050  
Deferred revenue -   1,118  
Acquisition transaction costs 197   1,594  
Restructuring costs 5,705   2,819  
Capital maintenance expenditures (3,513 ) (2,880 )
   
Free cash flow 46,851   38,225  

FORWARD LOOKING STATEMENTS

This discussion and analysis contains forward looking statements with respect to the Company, including its business operations, strategy and financial performance and condition. These statements generally can be identified by the use of forward looking words such as "may", "could", "should", "would", "will", "expect", "intend", "plan", "estimate", "project", "anticipate", "believe" or "continue", or the negative thereof or similar variations.

Although management believes that the expectations reflected in such forward looking statements are reasonable and represent the Company''s internal expectations and belief as of March 13, 2013, such statements involve unknown risks and uncertainties beyond the Company''s control which may cause its actual performance and results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward looking statements.

Factors that could cause actual results to differ materially from the Company''s expectations include, among other things: (i) seasonal and/or weather related fluctuations in the Company''s sales; (ii) changes in consumer discretionary spending resulting from changes in economic conditions and/or general consumer confidence levels; (iii) changes in the cost of raw materials used in the production of the Company''s products; (iv) changes in the cost of products sourced from third party manufacturers and sold through the Company''s proprietary distribution networks; (v) risks associated with the Company''s conversion from a publicly traded income trust to a publicly traded corporation, including related changes in Canada''s income tax laws; (vi) changes in the Company''s relationships with its larger customers; (vii) potential liabilities and expenses resulting from defects in the Company''s products; (viii) changes in consumer food product preferences; (ix) competition from other food manufacturers and distributors; (x) execution risk associated with the Company''s growth initiatives; (xi) risks associated with the Company''s business acquisition strategies; and (xii) new government regulations affecting the Company''s business and operations. Details on these risk factors as well as other factors can be found in the Company''s 2012 MD&A, which is filed electronically through SEDAR and is available online at www.sedar.com.

Unless otherwise indicated, the forward looking information in this document is made as of March 13, 2013 and, except as required by applicable law, will not be publicly updated or revised. This cautionary statement expressly qualifies the forward looking information in this document.

Premium Brands Holdings Corporation  
Consolidated Balance Sheets  
(in thousands of Canadian dollars)  
   
  December 29,   December 31,  
  2012   2011  
   
Current assets:        
  Cash and cash equivalents 4,020   4,860  
  Accounts receivable 80,599   78,830  
  Other assets 193   103  
  Inventories 81,186   79,977  
  Prepaid expenses 6,657   13,455  
  172,655   177,225  
   
Capital assets 175,070   167,982  
Intangible assets 71,994   77,087  
Goodwill 154,451   150,417  
Other assets 2,266   2,250  
Deferred income taxes 31,286   39,952  
   
  607,722   614,913  
   
Current liabilities:        
  Cheques outstanding 1,934   2,504  
  Bank indebtedness 11,179   18,061  
  Dividend payable 6,188   5,958  
  Accounts payable and accrued liabilities 83,240   80,162  
  Current portion of long-term debt (1) 127,310   20,536  
  Current portion of provisions 3,848   2,924  
  233,699   130,145  
   
Long-term debt 14,768   162,661  
Convertible unsecured subordinated debentures 133,842   89,396  
Puttable interest in subsidiaries 15,649   15,210  
Deferred revenue 1,443   1,943  
Provisions 503   8,360  
Pension obligation 1,873   1,345  
Other -   100  
  401,777   409,160  
Equity attributable to shareholders:        
  Accumulated earnings 147,916   133,370  
  Accumulated dividends declared (154,878 ) (130,497 )
Retained earnings (deficit) (6,962 ) 2,873  
Share capital 209,093   198,057  
Equity component of convertible debentures 1,785   1,916  
Reserves 448   1,442  
Non-controlling interest 1,581   1,465  
  205,945   205,753  
   
  607,722   614,913  
  1. As a result of the Company''s write-down of certain redundant property, its senior lenders (the Lenders) could potentially require the early payment of approximately $117.3 million of the Company''s long-term debt (the Debt). The Lenders have provided a written waiver to the Company stating that they have no intention of doing this, however, because this confirmation occurred after December 29, 2012, the Company must under IFRS classify the Debt in its December 29, 2012 consolidated financial statements as being current. This is despite there being no change in: (i) the quarterly principal payments associated the Debt; and (ii) the Debt''s maturity date of September 9, 2014.
Premium Brands Holdings Corporation  
Consolidated Statements of Operations  
(Unaudited and in thousands of dollars except per share amounts)  
   
  13 weeks   14 weeks   52 weeks   53 weeks  
  ended   ended   ended   ended  
  December 29,   December 31,   December 29,   December 31,  
  2012   2011   2012   2011  
   
Revenue 244,049   245,237   968,775   788,932  
Cost of goods sold 195,701   196,823   766,424   614,631  
Gross profit before depreciation and amortization 48,348   48,414   202,351   174,301  
Selling, general and administrative expenses before depreciation and amortization 33,337   34,034          
  15,011   14,380   134,095   119,357  
Depreciation of capital assets 4,007   3,916   15,490   12,091  
Amortization of intangible assets 1,135   1,201   4,836   3,573  
Amortization of other assets 1   1   5   5  
Interest and other financing costs 4,479   4,194   17,579   14,496  
Amortization of financing costs 74   212   380   405  
Acquisition transaction costs 4   702   197   1,594  
Change in value of puttable interest in subsidiaries 450   150   1,655   1,828  
Accretion of provisions 2   209   631   244  
Unrealized loss (gain) on foreign currency contracts (400 ) 495   (100 ) (220 )
Unrealized gain on interest rate swap contracts (100 ) 100   (300 ) 100  
Restructuring costs 1,714   74   5,705   2,819  
Acquisition bargain purchase gain -   (100 ) -   (1,455 )
Equity loss in associate -   -   -   277  
Other (69 ) -   (69 ) -  
Earnings before income taxes 3,714   3,226   22,247   19,187  
   
Provision for income taxes                
  Current 165   121   2,216   1,526  
  Deferred 1,048   1,580   4,757   4,562  
  1,213   1,701   6,973   6,088  
Earnings 2,501   1,525   15,274   13,099  
   
Earnings for the period attributable to:                
  Shareholders 2,447   1,464   15,058   12,803  
  Non-controlling interest 54   61   216   296  
   
  2,501   1,525   15,274   13,099  
   
Earnings per share                
  Basic 0.12   0.07   0.73   0.68  
  Diluted 0.12   0.07   0.73   0.68  
   
Premium Brands Holdings Corporation  
Consolidated Statements of Cash Flows  
(Unaudited and in thousands of dollars)  
   
  13 weeks   14 weeks   52 weeks   53 weeks  
  ended   ended   ended   ended  
  December 29,   December 31,   December 29,   December 31,  
  2012   2011   2012   2011  
Cash flows from operating activities:                
  Earnings 2,501   1,525   15,274   13,099  
  Items not involving cash:                
    Depreciation of capital assets 4,007   3,916   15,490   12,091  
    Amortization of intangible and other assets 1,136   1,202   4,841   3,578  
    Amortization of financing costs 74   212   380   405  
    Change in value of puttable interest in subsidiaries 450   150   1,655   1,828  
    Loss on sales of capital assets 20   24   264   23  
    Gain on disposal of goodwill -   (521 ) -   (521 )
    Accrued interest income (7 ) (8 ) (29 ) (51 )
    Net unrealized gain on foreign currency contracts and interest rate swaps (500 ) 595   (400 ) (120 )
    Equity loss in associate -   -   -   277  
    Deferred revenue (105 ) (328 ) (492 ) (544 )
    Accretion of convertible debentures, long-term debt and provisions 643   721   3,048   2,402  
    Writedown of capital assets 6,900   -   6,900   -  
    Reversal of provision for contingent consideration (7,226 ) -   (7,226 ) -  
    Acquisition bargain purchase gain -   (100 ) -   (1,455 )
    Deferred income taxes 1,048   1,580   4,757   4,562  
  8,941   8,968   44,462   35,574  
  Change in non-cash working capital 1,673   3,542   6,368   (6,050 )
  10,614   12,510   50,830   29,524  
   
Cash flows from financing activities:                
  Long-term debt - net (9,708 ) 3,813   (41,872 ) 33,553  
  Bank indebtedness and cheques outstanding 9,803   7,637   (7,451 ) 12,068  
  Convertible debentures - net of issuance costs -   -   54,600   54,600  
  Deferred revenue -   -   -   1,118  
  Purchase of 7.00% debentures under normal course issuer bid (459 ) -   (720 ) -  
  Dividends paid to shareholders, net of dividends received from cancelled shares (6,187 ) (5,025 ) (24,151 ) (21,149 )
  Share issuance and financing costs -   (322 ) (2 ) (703 )
  (6,551 ) 6,103   (19,596 ) 79,487  
   
Cash flows from investing activities:                
  Capital asset additions (3,637 ) (14,295 ) (30,435 ) (23,493 )
  Business acquisitions -   (2,167 ) -   (76,848 )
  Repayment of share purchase loans and notes receivable 18   55   228   118  
  Promissory note from associate -   -   -   (300 )
  Payment for customer supply agreement -   (2,187 ) -   (2,187 )
  Purchase of trade name -   (355 ) -   (355 )
  Net proceeds from sales of assets 30   999   315   1,018  
  Payments to shareholders of non-wholly owned subsidiaries (83 ) (227 ) (1,310 ) (672 )
  Purchase of shares of non-wholly owned subsidiary pursuant to puttable interest -   -   -   (2,286 )
  Payment of provisions (263 ) -   (838 ) -  
  Other -   168   -   -  
  (3,935 ) (18,009 ) (32,040 ) (105,005 )
   
Increase (decrease) in cash and cash equivalents 128   604   (806 ) 4,006  
Effects of exchange on cash and cash equivalents (3 ) (34 ) (34 ) (14 )
Cash and cash equivalents - beginning of period 3,895   4,290   4,860   868  
                 
Cash and cash equivalents - end of period 4,020   4,860   4,020   4,860  
Contact:
Premuim Brands Holdings Corporation
George Paleologou
President and CEO
(604) 656-3100
Premuim Brands Holdings Corporation
Will Kalutycz
CFO
(604) 656-3100
www.pbh.com

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