Dean Foods Reports Strong Second Quarter Results
- Reported Solid Growth Across All Operating Segments
- Q2 Diluted Earnings per Share of $0.30, Adjusted Diluted Earnings per Share Increase 100 percent to $0.36
- Segment Operating Income Rises, 41 percent at Fresh Dairy Direct, 31 percent at WhiteWave-Alpro,19 percent at Morningstar
- Third Quarter 2012 Guidance of $0.25-$0.30 Adjusted Diluted Earnings per Share
- Full Year 2012 Guidance Increased to $1.18-$1.28 Adjusted Diluted Earnings per Share
Second quarter consolidated operating income totaled
Separately,
"We continued to build on our momentum in the second quarter, delivering strong growth across all of our operating segments," said
Net income attributable to
Net sales for the second quarter totaled
|
Summary of Dean Foods Second Quarter 2012 Operating Results | ||||||||
|
Q2 2012 |
||||||||
|
$ millions |
Y/Y |
|||||||
|
(except EPS) |
Change |
|||||||
|
Consolidated Adjusted Operating Income |
$157 |
+37% |
||||||
|
Adjusted Interest Expense |
$53 |
-17% |
||||||
|
Consolidated Adjusted Net Income |
$66 |
+105% |
||||||
|
Adjusted Diluted Earnings per Share |
$0.36 |
+100% |
||||||
WHITEWAVE – ALPRO
For the second quarter of 2012, the WhiteWave-Alpro segment reported net sales of
|
Second Quarter 2012 WhiteWave-Alpro Summary | ||||||||
|
Q2 2012 |
Y/Y |
|||||||
|
$ millions |
Change |
|||||||
|
Net Sales |
$573 |
+11% |
||||||
|
Operating Income |
$58 |
+31% |
||||||
Among the product categories at WhiteWave-Alpro, net sales in the plant-based foods and beverages platform, which includes Silk® soymilk, almondmilk and coconutmilk products, increased more than 20 percent in the second quarter, driven by continued strong growth of Silk PureAlmond®. Net sales in the coffee creamers and beverages platform, which includes coffee creamers under the International Delight®, Land O'Lakes®, Silk® and Horizon Organic® brands, as well as International Delight Iced Coffee, increased by nearly 20 percent in the second quarter, driven by continued strong growth of International Delight Creamers and Iced Coffee. Net sales in the premium dairy platform, which includes Horizon Organic® branded milk and other products, increased mid-single digits. Alpro net sales increased high-single digits on a Euro currency basis and declined mid-single digits after currency conversion.
A culture of efficiency and expense control at WhiteWave-Alpro leveraged 11 percent top-line growth to deliver 31 percent operating income growth in the second quarter. For the quarter, WhiteWave-Alpro operating income was
FRESH DAIRY DIRECT
|
Second Quarter 2012 Fresh Dairy Direct Summary | ||||||||
|
Q2 2012 |
Y/Y |
|||||||
|
$ millions |
Change |
|||||||
|
Fluid Milk Volume |
-- |
-1.2% |
||||||
|
Fluid Milk Volume, adjusted* |
-- |
+0.1% |
||||||
|
Operating Income ($ millions) |
$125 |
+41% |
||||||
|
*adjusted to exclude the estimated impact of the September 2011 Waukesha, WI plant divestiture | ||||||||
Fresh Dairy Direct delivered another quarter of strong performance, driven by continued volume outperformance of the industry, a favorable commodity environment, effective price realization and strong expense control. For the second quarter, Fresh Dairy Direct fluid milk volumes were essentially flat on a year-over-year basis, excluding the impact of divestitures. This compares to the balance of the industry that experienced a volume decline of approximately 2.5 percent on a year-over-year basis, based on USDA data and Company estimates.
Fresh Dairy Direct net sales were
Second quarter Fresh Dairy Direct operating income was
|
Second Quarter 2012 Morningstar Summary | ||||||||
|
Q2 2012 |
Y/Y | |||||||
|
$ millions |
Change | |||||||
|
Volume |
-- |
+10% | ||||||
|
Operating Income ($ millions) |
$32 |
+19% | ||||||
Second quarter
CORPORATE EXPENSE
Second quarter Corporate expense totaled
CASH FLOW
Net cash provided by operating activities for the six months ended
Year-to-date capital expenditures totaled
FORWARD OUTLOOK
"Looking ahead at Q3 and the balance of the year, we expect continued strong performance across the business," continued Engles. "We expect first half momentum to continue at WhiteWave with strong volume-driven net sales growth and operating leverage.
"At Fresh Dairy Direct, we will continue to focus on the fundamentals of the business. Volume performance, price realization, and cost efficiency. We expect to continue to post solid year-over-year growth despite expectations for a rising dairy commodity environment. We expect mid to high-teens full year operating income growth at Fresh Dairy Direct.
"At Morningstar, solid customer growth, new product innovations, and a focused approach are expected to drive continued success for the segment over the balance of the year, resulting in mid-teens full year operating income growth.
"In total, strong operating segment performance, and a continued focus on efficiency and leverage reduction should drive continued strong operating income and EPS growth. For the third quarter, we expect adjusted diluted earnings per share to be between
CONFERENCE CALL WEBCAST
A webcast to discuss the Company's financial results and outlook will be held at
ABOUT
CONTACT: Corporate Communications,
FORWARD-LOOKING STATEMENTS
Some of the statements in this press release are "forward-looking" and are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These "forward-looking" statements include statements relating to, among other things, projected sales, operating income, net income, adjusted diluted earnings per share, debt covenant compliance, cost reduction strategies, divestitures, capital expenditures, new product launches, the proposed initial public offering of WhiteWave-Alpro, as well as expected financial performance. These statements involve risks and uncertainties that may cause results to differ materially from the statements set forth in this press release. The Company's ability to meet targeted financial and operating results, including targeted cost reductions, sales, operating income, net income and earnings per share depends on a variety of economic, competitive and governmental factors, including raw material availability and costs, the demand for the Company's products, and the Company's ability to access capital under its credit facilities or otherwise, many of which are beyond the Company's control and which are described in the Company's filings with the
STATEMENT ON THE WHITEWAVE FOODS COMPANY REGISTRATION STATEMENT
A registration statement relating to the securities of
[Additional tables to follow]
|
DEAN FOODS COMPANY |
||||||||||
|
Condensed Consolidated Statements of Operations |
||||||||||
|
(Unaudited) |
||||||||||
|
(In thousands, except per share data) |
||||||||||
|
GAAP |
ADJUSTED* |
|||||||||
|
Three months ended |
Three months ended |
|||||||||
|
June 30, |
June 30, |
|||||||||
|
2012 |
2011 |
2012 |
2011 |
|||||||
|
Net sales |
$ 3,125,504 |
$ 3,298,808 |
$ 3,125,504 |
$ 3,298,808 |
||||||
|
Cost of sales |
2,320,384 |
2,539,247 |
2,320,384 |
2,539,247 |
||||||
|
Gross profit |
805,120 |
759,561 |
805,120 |
759,561 |
||||||
|
Operating costs and expenses: |
||||||||||
|
Selling and distribution |
497,621 |
492,094 |
497,621 |
492,094 |
||||||
|
General and administrative |
152,655 |
153,645 |
148,655 |
(e) |
152,985 |
(a) (e) | ||||
|
Amortization of intangibles |
2,304 |
2,637 |
2,304 |
2,637 |
||||||
|
Facility closing and reorganization costs |
6,532 |
21,226 |
- |
(b) |
- |
(b) | ||||
|
Litigation settlement |
- |
131,300 |
- |
- |
(c) | |||||
|
Other operating income |
- |
(24,898) |
- |
- |
(a) | |||||
|
Loss attributable to non-controlling interest in Hero JV |
- |
- |
- |
(2,463) |
(d) | |||||
|
Total operating costs and expenses |
659,112 |
776,004 |
648,580 |
645,253 |
||||||
|
Operating income (loss) |
146,008 |
(16,443) |
156,540 |
114,308 |
||||||
|
Interest expense |
53,822 |
63,493 |
52,972 |
(c) |
63,493 |
|||||
|
Other income, net |
(1,951) |
(707) |
(1,951) |
(710) |
||||||
|
Income (loss) from continuing operations before income taxes |
||||||||||
|
94,137 |
(79,229) |
105,519 |
51,525 |
|||||||
|
Income tax expense (benefit) |
35,514 |
(26,209) |
39,407 |
(f) |
19,242 |
(f) | ||||
|
Income (loss) from continuing operations |
58,623 |
(53,020) |
66,112 |
32,283 |
||||||
|
Loss on sale of discontinued operations, net of tax |
(2,458) |
- |
- |
(g) |
- |
|||||
|
Net income (loss) |
56,165 |
(53,020) |
66,112 |
32,283 |
||||||
|
Net loss attributable to non-controlling interest |
- |
2,507 |
- |
- |
(d) | |||||
|
Net income (loss) attributable to Dean Foods Company |
$ 56,165 |
$ (50,513) |
$ 66,112 |
$ 32,283 |
||||||
|
Average common shares: |
||||||||||
|
Basic |
184,558 |
183,360 |
184,558 |
183,360 |
||||||
|
Diluted |
185,258 |
183,360 |
185,258 |
184,144 |
(h) | |||||
|
Basic earnings (loss) per common share: |
||||||||||
|
Income (loss) from continuing operations attributable to |
||||||||||
|
Dean Foods Company |
$ 0.31 |
$ (0.28) |
$ 0.36 |
$ 0.18 |
||||||
|
Loss from discontinued operations attributable to |
||||||||||
|
Dean Foods Company |
(0.01) |
- |
- |
- |
||||||
|
Net income (loss) attributable to Dean Foods Company |
$ 0.30 |
$ (0.28) |
$ 0.36 |
$ 0.18 |
||||||
|
Diluted earnings (loss) per common share: |
||||||||||
|
Income (loss) from continuing operations attributable to |
||||||||||
|
Dean Foods Company |
$ 0.31 |
$ (0.28) |
$ 0.36 |
$ 0.18 |
||||||
|
Loss from discontinued operations attributable to |
||||||||||
|
Dean Foods Company |
(0.01) |
- |
- |
- |
||||||
|
Net income (loss) attributable to Dean Foods Company |
$ 0.30 |
$ (0.28) |
$ 0.36 |
$ 0.18 |
||||||
|
* See notes to Earnings Release Tables |
||||||||||
|
DEAN FOODS COMPANY |
||||||||||
|
Condensed Consolidated Statements of Operations |
||||||||||
|
(Unaudited) |
||||||||||
|
(In thousands, except share data) |
||||||||||
|
GAAP |
ADJUSTED* |
|||||||||
|
Six months ended |
Six months ended |
|||||||||
|
June 30, |
June 30, |
|||||||||
|
2012 |
2011 |
2012 |
2011 |
|||||||
|
Net sales |
$ 6,339,598 |
$ 6,348,662 |
$ 6,339,598 |
$ 6,348,662 |
||||||
|
Cost of sales |
4,746,625 |
4,838,819 |
4,746,625 |
4,838,819 |
||||||
|
Gross profit |
1,592,973 |
1,509,843 |
1,592,973 |
1,509,843 |
||||||
|
Operating costs and expenses: |
||||||||||
|
Selling and distribution |
1,001,856 |
977,896 |
1,001,856 |
977,896 |
||||||
|
General and administrative |
282,160 |
318,307 |
278,160 |
(e) |
309,796 |
(a)(e) | ||||
|
Amortization of intangibles |
4,589 |
5,375 |
4,589 |
5,375 |
||||||
|
Facility closing and reorganization costs |
35,354 |
31,869 |
- |
(b) |
- |
(b) | ||||
|
Litigation settlements |
- |
131,300 |
- |
- |
(c) | |||||
|
Other operating income |
- |
(44,388) |
- |
- |
(a) | |||||
|
Loss attributable to non-controlling interest in Hero JV |
- |
- |
- |
(4,300) |
(d) | |||||
|
Total operating costs and expenses |
1,323,959 |
1,420,359 |
1,284,605 |
1,288,767 |
||||||
|
Operating income |
269,014 |
89,484 |
308,368 |
221,076 |
||||||
|
Interest expense |
114,569 |
128,763 |
112,869 |
(c) |
128,763 |
|||||
|
Other income, net |
(1,397) |
(755) |
(1,397) |
(755) |
||||||
|
Income (loss) from continuing operations before income taxes |
||||||||||
|
155,842 |
(38,524) |
196,896 |
93,068 |
|||||||
|
Income tax expense (benefit) |
59,336 |
(8,886) |
73,935 |
(f) |
35,976 |
(f) | ||||
|
Income (loss) from continuing operations |
96,506 |
(29,638) |
122,961 |
57,092 |
||||||
|
Loss on sale of discontinued operations, net of tax |
(2,458) |
- |
- |
(g) |
- |
|||||
|
Net income (loss) |
94,048 |
(29,638) |
122,961 |
57,092 |
||||||
|
Net loss attributable to non-controlling interest |
- |
4,388 |
- |
- |
(d) | |||||
|
Net income (loss) attributable to Dean Foods Company |
$ 94,048 |
$ (25,250) |
$ 122,961 |
$ 57,092 |
||||||
|
Average common shares: |
||||||||||
|
Basic |
184,331 |
183,090 |
184,331 |
183,090 |
||||||
|
Diluted |
185,250 |
183,090 |
185,250 |
183,875 |
(h) | |||||
|
Basic earnings (loss) per common share: |
||||||||||
|
Income (loss) from continuing operations attributable to |
||||||||||
|
Dean Foods Company |
$ 0.52 |
$ (0.14) |
$ 0.67 |
$ 0.31 |
||||||
|
Loss from discontinued operations attributable to |
||||||||||
|
Dean Foods Company |
(0.01) |
- |
- |
- |
||||||
|
Net income (loss) attributable to Dean Foods Company |
$ 0.51 |
$ (0.14) |
$ 0.67 |
$ 0.31 |
||||||
|
Diluted earnings (loss) per common share: |
||||||||||
|
Income (loss) from continuing operations attributable to |
||||||||||
|
Dean Foods Company |
$ 0.52 |
$ (0.14) |
$ 0.66 |
$ 0.31 |
||||||
|
Loss from discontinued operations attributable to |
||||||||||
|
Dean Foods Company |
(0.01) |
- |
- |
- |
||||||
|
Net income (loss) attributable to Dean Foods Company |
$ 0.51 |
$ (0.14) |
$ 0.66 |
$ 0.31 |
||||||
|
* See notes to Earnings Release Tables | ||||||||||
|
DEAN FOODS COMPANY | |||||
|
Condensed Consolidated Balance Sheets | |||||
|
(Unaudited) | |||||
|
(In thousands) | |||||
|
June 30, |
December 31, | ||||
|
ASSETS |
2012 |
2011 | |||
|
Cash and cash equivalents |
$ 60,370 |
$ 114,851 | |||
|
Other current assets |
1,521,376 |
1,601,471 | |||
|
Total current assets |
1,581,746 |
1,716,322 | |||
|
Property, plant and equipment, net |
2,043,415 |
2,114,380 | |||
|
Intangibles and other assets, net |
1,927,930 |
1,923,661 | |||
|
Total Assets |
$ 5,553,091 |
$ 5,754,363 | |||
|
LIABILITIES AND STOCKHOLDERS' DEFICIT |
|||||
|
Total current liabilities, excluding debt |
$ 1,189,332 |
$ 1,293,003 | |||
|
Total long-term debt, including current portion |
3,552,035 |
3,765,928 | |||
|
Other long-term liabilities |
814,828 |
794,083 | |||
|
Total Dean Foods Company stockholders' deficit |
(3,104) |
(103,398) | |||
|
Non-controlling interest |
- |
4,747 | |||
|
Total stockholders' deficit |
(3,104) |
(98,651) | |||
|
Total Liabilities and Stockholders' Deficit |
$ 5,553,091 |
$ 5,754,363 | |||
|
DEAN FOODS COMPANY | ||||
|
Condensed Consolidated Statements of Cash Flows | ||||
|
(Unaudited) | ||||
|
(In thousands) | ||||
|
Six months ended June 30, | ||||
|
Operating Activities |
2012 |
2011 | ||
|
Net cash provided by operating activities |
$ 238,674 |
$ 179,648 | ||
|
Investing Activities |
||||
|
Payments for property, plant and equipment |
(95,506) |
(118,754) | ||
|
Cash proceeds from insurance and other recoveries |
6,352 |
- | ||
|
Proceeds from divestitures |
- |
185,713 | ||
|
Proceeds from sale of fixed assets |
10,521 |
4,685 | ||
|
Other, net |
(793) |
- | ||
|
Net cash provided by (used in) investing activities |
(79,426) |
71,644 | ||
|
Financing Activities |
||||
|
Net repayment of debt |
(214,588) |
(239,539) | ||
|
Issuance of common stock, net of share repurchases |
1,411 |
3,848 | ||
|
Tax savings on share-based compensation |
323 |
- | ||
|
Capital contribution from non-controlling interest |
- |
4,950 | ||
|
Net cash used in financing activities |
(212,854) |
(230,741) | ||
|
Effect of exchange rate changes on cash and cash equivalents |
(875) |
3,249 | ||
|
Increase (decrease) in cash and cash equivalents |
(54,481) |
23,800 | ||
|
Cash and cash equivalents, beginning of period |
114,851 |
92,007 | ||
|
Cash and cash equivalents, end of period |
$ 60,370 |
$ 115,807 | ||
|
Computation of Free Cash Flow provided by operating activities |
||||
|
Net cash provided by operating activities |
$ 238,674 |
$ 179,648 | ||
|
Net additions to property, plant and equipment |
(95,506) |
(118,754) | ||
|
Free cash flow provided by operating activities |
$ 143,168 |
$ 60,894 | ||
|
DEAN FOODS COMPANY | ||||||||||||||||
|
Segment Information and Reconciliation of GAAP to Adjusted Earnings | ||||||||||||||||
|
(Unaudited) | ||||||||||||||||
|
(In thousands, except per share data) | ||||||||||||||||
|
Three months ended | ||||||||||||||||
|
June 30, 2012 | ||||||||||||||||
|
Asset write-down |
Facility closing |
Litigation |
Non-controlling |
Other |
||||||||||||
|
& (gain) loss on |
& reorganization |
settlement |
interest in |
adjustments |
||||||||||||
|
sales of assets |
costs |
Hero JV |
||||||||||||||
|
GAAP |
(a) |
(b) |
(c) |
(d) |
(e)(g) |
Adjusted* | ||||||||||
|
Segment operating income (loss): |
||||||||||||||||
|
Fresh Dairy Direct |
$ 125,205 |
$ - |
$ - |
$ - |
$ - |
$ - |
$ 125,205 | |||||||||
|
Morningstar |
32,171 |
- |
- |
- |
- |
- |
32,171 | |||||||||
|
Whitewave - Alpro |
57,695 |
- |
- |
- |
- |
- |
57,695 | |||||||||
|
Corporate |
(62,531) |
- |
- |
- |
- |
4,000 |
(58,531) | |||||||||
|
Facility closing and reorganization costs |
(6,532) |
- |
6,532 |
- |
- |
- |
- | |||||||||
|
Total Operating Income |
$ 146,008 |
$ - |
$ 6,532 |
$ - |
$ - |
$ 4,000 |
$ 156,540 | |||||||||
|
Net income attributable to Dean Foods Company (f) |
$ 56,165 |
$ - |
$ 4,365 |
$ 549 |
$ - |
$ 5,033 |
$ 66,112 | |||||||||
|
Diluted earnings per share |
$ 0.30 |
$ - |
$ 0.03 |
$ - |
$ - |
$ 0.03 |
$ 0.36 | |||||||||
|
Three months ended | ||||||||||||||||
|
June 30, 2011 | ||||||||||||||||
|
Asset write-down |
Facility closing |
Litigation |
Non-controlling |
Other |
||||||||||||
|
& (gain) loss on |
& reorganization |
settlement |
interest in |
adjustments |
||||||||||||
|
sales of assets |
costs |
Hero JV |
||||||||||||||
|
GAAP |
(a) |
(b) |
(c) |
(d) |
(e ) |
Adjusted* | ||||||||||
|
Segment operating income (loss): |
||||||||||||||||
|
Fresh Dairy Direct |
$ 88,641 |
$ - |
$ - |
$ - |
$ - |
$ - |
$ 88,641 | |||||||||
|
Morningstar |
27,064 |
- |
- |
- |
- |
- |
27,064 | |||||||||
|
Whitewave - Alpro |
44,101 |
- |
- |
- |
- |
- |
44,101 | |||||||||
|
Non-controlling interest in Hero JV |
- |
- |
- |
- |
2,463 |
- |
2,463 | |||||||||
|
Corporate |
(48,621) |
266 |
- |
- |
- |
394 |
(47,961) | |||||||||
|
Facility closing and reorganization costs |
(21,226) |
- |
21,226 |
- |
- |
- |
- | |||||||||
|
Litigation settlement |
(131,300) |
- |
- |
131,300 |
- |
- |
- | |||||||||
|
Other income |
24,898 |
(24,898) |
- |
- |
- |
- |
- | |||||||||
|
Total Operating Income (loss) |
$ (16,443) |
$ (24,632) |
$ 21,226 |
$ 131,300 |
$ 2,463 |
$ 394 |
$ 114,308 | |||||||||
|
Net income (loss) attributable to Dean Foods Company (f) |
$ (50,513) |
$ (15,869) |
$ 13,874 |
$ 84,537 |
$ - |
$ 254 |
$ 32,283 | |||||||||
|
Diluted earnings (loss) per share (h) |
$ (0.28) |
$ (0.08) |
$ 0.08 |
$ 0.46 |
$ - |
$ - |
$ 0.18 | |||||||||
|
* See notes to Earnings Release Tables |
||||||||||||||||
|
DEAN FOODS COMPANY | ||||||||||||||||
|
Segment Information and Reconciliation of GAAP to Adjusted Earnings | ||||||||||||||||
|
(Unaudited) | ||||||||||||||||
|
(In thousands, except per share data) | ||||||||||||||||
|
Six months ended | ||||||||||||||||
|
June 30, 2012 | ||||||||||||||||
|
Asset write-down |
Facility closing |
Litigation |
Non-controlling |
Other |
||||||||||||
|
& (gain) loss on |
& reorganization |
settlement |
interest in |
adjustments |
||||||||||||
|
sales of assets |
costs |
Hero JV |
||||||||||||||
|
GAAP |
(a) |
(b) |
(c) |
(d) |
(e)(g) |
Adjusted* | ||||||||||
|
Segment operating income (loss): |
||||||||||||||||
|
Fresh Dairy Direct |
$ 226,401 |
$ - |
$ - |
$ - |
$ - |
$ - |
$ 226,401 | |||||||||
|
Morningstar |
60,921 |
- |
- |
- |
- |
- |
60,921 | |||||||||
|
Whitewave - Alpro |
118,005 |
- |
- |
- |
- |
- |
118,005 | |||||||||
|
Corporate |
(100,959) |
- |
- |
- |
- |
4,000 |
(96,959) | |||||||||
|
Facility closing and reorganization costs |
(35,354) |
- |
35,354 |
- |
- |
- |
- | |||||||||
|
Total operating income |
$ 269,014 |
$ - |
$ 35,354 |
$ - |
$ - |
$ 4,000 |
$ 308,368 | |||||||||
|
Net income attributable to Dean Foods Company (f) |
$ 94,048 |
$ - |
$ 22,783 |
$ 1,097 |
$ - |
$ 5,033 |
$ 122,961 | |||||||||
|
Diluted earnings per share |
$ 0.51 |
$ - |
$ 0.12 |
$ - |
$ - |
$ 0.03 |
$ 0.66 | |||||||||
|
Six months ended | ||||||||||||||||
|
June 30, 2011 | ||||||||||||||||
|
Asset write-down |
Facility closing |
Litigation |
Non-controlling |
Other |
||||||||||||
|
& (gain) loss on |
& reorganization |
settlement |
interest in |
adjustments |
||||||||||||
|
sales of assets |
costs |
Hero JV |
||||||||||||||
|
GAAP |
(a) |
(b) |
(c) |
(d) |
(e ) |
Adjusted* | ||||||||||
|
Segment operating income (loss): |
||||||||||||||||
|
Fresh Dairy Direct |
$ 174,679 |
$ - |
$ - |
$ - |
$ - |
$ - |
$ 174,679 | |||||||||
|
Morningstar |
52,508 |
- |
- |
- |
- |
- |
52,508 | |||||||||
|
Whitewave - Alpro |
90,192 |
- |
- |
- |
- |
- |
90,192 | |||||||||
|
Non-controlling interest in Hero JV |
- |
- |
- |
- |
4,300 |
- |
4,300 | |||||||||
|
Corporate |
(109,114) |
8,117 |
- |
- |
- |
394 |
(100,603) | |||||||||
|
Facility closing and reorganization costs |
(31,869) |
- |
31,869 |
- |
- |
- |
- | |||||||||
|
Litigation settlement |
(131,300) |
- |
- |
131,300 |
- |
- |
- | |||||||||
|
Other income |
44,388 |
(44,388) |
- |
- |
- |
- |
- | |||||||||
|
Total operating income |
$ 89,484 |
$ (36,271) |
$ 31,869 |
$ 131,300 |
$ 4,300 |
$ 394 |
$ 221,076 | |||||||||
|
Net income (loss) attributable to Dean Foods Company (f) |
$ (25,250) |
$ (22,872) |
$ 20,423 |
$ 84,537 |
$ - |
$ 254 |
$ 57,092 | |||||||||
|
Diluted earnings (loss) per share (h) |
$ (0.14) |
$ (0.12) |
$ 0.11 |
$ 0.46 |
$ - |
$ - |
$ 0.31 | |||||||||
|
* See notes to Earnings Release Tables |
||||||||||||||||
For the three and six months ended
|
(a) |
The adjustment reflects the elimination of the following: |
|
i. A net gain resulting from the sales of our Mountain High and private label yogurt operations, which closed on February 1, 2011 and April 1, 2011, respectively; | |
|
ii. A net loss resulting from the sale of our fluid milk operations at our manufacturing facility in Waukesha, Wisconsin, which was completed on September 8, 2011; and | |
|
iii. Charges associated with the cease-use of certain corporate assets. | |
|
(b) |
The adjustment reflects the elimination of charges related to announced facility closings and reorganization costs. |
|
(c) |
The adjustment reflects the elimination of a charge and related interest accretion, in connection with our previously disclosed dairy farmer class action lawsuit filed in the United States District Court for the Eastern District of Tennessee. The Court granted final approval of the settlement agreement on June 15, 2012. |
|
(d) |
In 2011, the results of operations for the Hero/WhiteWave joint venture were consolidated for financial reporting purposes. The adjustment reflects the operating loss attributable to the 50% interest in the Hero/WhiteWave joint venture that we do not own. As of June 30, 2012, we have completed the shutdown of the operations and only an immaterial amount of assets remain as part of the investment. We may incur additional charges related to the final settlement with Hero Group. |
|
(e) |
The adjustment reflects the elimination of transaction-related fees in connection with the filing of a registration statement on Form S-1 for The WhiteWave Foods Company on August 7, 2012 and on acquisitions and divestitures that have closed or are expected to close. |
|
(f) |
The adjustment reflects the income tax impact for income from continuing operations before income taxes on adjustments (a) through (e). |
|
(g) |
The adjustment reflects the elimination of discontinued operations, net of tax. |
|
(h) |
The adjustment reflects an add-back of the dilutive shares, which were anti-dilutive for GAAP purposes. |
|
DEAN FOODS COMPANY | ||||||||||||||
|
Reconciliation of Selected Financial Data of Historical WhiteWave-Alpro Segment Results to Stand-Alone Financial Statements | ||||||||||||||
|
(Unaudited) | ||||||||||||||
|
(In thousands) | ||||||||||||||
|
Six months ended | ||||||||||||||
|
June 30, 2012 | ||||||||||||||
|
Hero |
Intellectual |
|||||||||||||
|
Historical |
Sales by |
Sales to |
Discontinued |
Property License |
Other |
Stand-Alone | ||||||||
|
Segment |
Related Parties |
Related Parties |
Operations |
Agreement |
Adjustments |
Financial | ||||||||
|
Results |
(i) |
(j) |
(k) |
(l) |
(m) |
Statements | ||||||||
|
Net sales to external customers |
$ 1,144,367 |
$ (93,483) |
$ - |
$ - |
$ - |
$ - |
$ 1,050,884 | |||||||
|
Net sales to related parties |
- |
- |
55,590 |
- |
- |
- |
55,590 | |||||||
|
Total net sales |
$ 1,144,367 |
$ (93,483) |
$ 55,590 |
$ - |
$ - |
$ - |
$ 1,106,474 | |||||||
|
Operating income |
$ 118,005 |
$ (25,927) |
$ - |
$ - |
$ 21,316 |
$ (22,323) |
$ 91,071 | |||||||
|
Year ended | ||||||||||||||
|
December 31, 2011 | ||||||||||||||
|
Hero |
Intellectual |
|||||||||||||
|
Historical |
Sales by |
Sales to |
Discontinued |
Property License |
Other |
Stand-Alone | ||||||||
|
Segment |
Related Parties |
Related Parties |
Operations |
Agreement |
Adjustments |
Financial | ||||||||
|
Results |
(i) |
(j) |
(k) |
(l) |
(m) |
Statements | ||||||||
|
Net sales to external customers |
$ 2,109,892 |
$ (184,449) |
$ - |
$ (8,613) |
$ - |
$ - |
$ 1,916,830 | |||||||
|
Net sales to related parties |
- |
- |
108,921 |
- |
- |
- |
108,921 | |||||||
|
Total net sales |
$ 2,109,892 |
$ (184,449) |
$ 108,921 |
$ (8,613) |
$ - |
$ - |
$ 2,025,751 | |||||||
|
Operating income |
$ 199,674 |
$ (51,080) |
$ - |
$ 12,435 |
$ 42,680 |
$ (28,015) |
$ 175,694 | |||||||
For the six months ended
|
(i) |
A portion of WhiteWave-Alpro's products are produced, distributed and sold by Fresh Dairy Direct and Morningstar. Those sales, together with their related costs, are included in our historical WhiteWave-Alpro segment for management and segment reporting purposes. The adjustment reflects the elimination of these sales and operating income from The WhiteWave Foods Company consolidated financial statements. |
|
(j) |
The adjustment reflects net sales to related parties for WhiteWave-Alpro's sales of raw materials and finished products to Fresh Dairy Direct and Morningstar. |
|
(k) |
The adjustment reflects the elimination of the operations of the Hero joint venture, which have been reclassified as discontinued operations in The WhiteWave Foods Company consolidated financial statements for the years ended December 31, 2011, 2010 and 2009. During the first quarter of 2012 we completed the shutdown of the operations of the 50% owned joint venture between WhiteWave-Alpro and Hero Group. |
|
(l) |
The adjustment reflects income for an intellectual property licensing agreement between WhiteWave-Alpro and Morningstar, whereby Morningstar has rights to use WhiteWave-Alpro's intellectual property, in the manufacture of certain products. No later than concurrent with the completion of the initial public offering of The WhiteWave Foods Company, the existing license agreement between WhiteWave-Alpro and Morningstar will terminate. In addition, WhiteWave-Alpro will transfer the intellectual property that is the subject of the license agreement to Morningstar. |
|
(m) |
The adjustments primarily reflect the allocation of corporate and shared service costs to WhiteWave-Alpro. These allocations include costs related to corporate and shared services such as executive management, supply chain, information technology, legal, finance and accounting, investor relations, human resources, risk management, tax, treasury, and other services, as well as stock based compensation expense attributable to WhiteWave-Alpro employees and an allocation of stock based compensation attributable to employees of Dean Foods. In addition, the adjustments for the six months ended June 30, 2012 include $4.0 million of transaction services costs related to this offering. |
SOURCE