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FORM 8-K
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Canada
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001-31410
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98-0154711
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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6525 Viscount Road
Mississauga, Ontario, Canada
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L4V1H6
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5519 West Idlewild Avenue
Tampa, Florida, United States
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33634
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(Address of Principal Executive Offices)
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(Zip Code)
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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For
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Against
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Withhold
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Broker non-votes
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Mark Benadiba
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66,890,407
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-
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13,140,262
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4,659,431
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|||
Jerry Fowden
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79,709,935
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-
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320,734
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4,659,431
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|||
David T. Gibbons
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78,533,417
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-
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1,497,252
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4,659,431
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|||
Stephen H. Halperin
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76,890,066
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-
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3,140,603
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4,659,431
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|||
Betty Jane Hess
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67,247,430
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-
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12,783,239
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4,659,431
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|||
Gregory R. Monahan
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78,663,431
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-
|
1,367,238
|
4,659,431
|
|||
Mario Pilozzi
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79,386,411
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-
|
644,258
|
4,659,431
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||||
Andrew Prozes
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78,712,053
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-
|
1,318,616
|
4,659,431
|
||||
Eric S. Rosenfeld
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68,360,941
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-
|
11,669,728
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4,659,431
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|||
Graham W. Savage
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78,188,564
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-
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1,842,105
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4,659,431
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For
|
|
Against
|
|
Withhold
|
|
Broker non-votes
|
|
||||||
84,271,063
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407,116
|
11,921
|
-
|
For
|
|
Against
|
|
Withhold
|
|
Broker non-votes
|
|
||||||
78,555,767
|
1,440,941
|
33,959
|
4,659,433
|
Exhibit No.
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Description
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99.1
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Press Release of Cott Corporation, dated May 5, 2016 (furnished herewith).
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Cott Corporation
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(Registrant)
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May 5, 2016
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By:
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/s/ Marni Morgan Poe
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Marni Morgan Poe
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Vice President, General Counsel and Secretary
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Exhibit No.
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Description
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Press Release of Cott Corporation, dated May 5, 2016 (furnished herewith).
|
Press Release |
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· | DS Services achieves 42% first quarter increase in organic new customer additions in the U.S. |
· | DS Services extends in store retail booth partnership through the end of 2021. |
· | Gross profit increased to $214 million and gross margin was 30.6% compared to gross profit of $201 million and gross margin of 28.4%. |
· | Adjusted EBITDA was $71 million (after incremental new customer investment expenses of over $3 million and $3 million adverse foreign exchange impact) compared to $74 million. Reported EBITDA was $69 million. |
|
- | Adjusted free cash flow improved by $10 million or 17% to ($48) million compared to ($58) million. Free cash flow was ($48) million, reflecting $19 million of net cash used in operating activities less $29 million of capital expenditures. Management continues to target full year adjusted free cash flow of $135 to $145 million. |
Press Release |
|
- | Adjusted EBITDA of $71 million was lower by 4% (after over $3 million of incremental new home and office customer investment expenses, $3 million of adverse foreign exchange impact and additional cost associated with a product launch for a range of new age sparkling flavored waters for a key customer) compared to $74 million. Reported EBITDA was $69 million compared to $75 million in the prior year ($64 million in the prior year when excluding unrealized intercompany foreign exchange gains). |
- | Revenue of $698 million was lower by 2% (flat on a foreign exchange neutral basis) as a result of the mix shift from private label to contract manufacturing in our traditional business, offset by the growth of DS Services and the addition of the Aquaterra business. |
Revenue Bridge
|
||||
2015 Q1 Revenue
|
$
|
709.8
|
||
Aquaterra
|
14.2
|
|||
DS Services growth
|
4.9
|
|||
Growth/Volume
|
1.5
|
|||
Energy surcharge
|
(2.1
|
)
|
||
Foreign exchange impact
|
(11.2
|
)
|
||
Price/Mix
|
(18.7
|
)
|
||
2016 Q1 Revenue
|
$
|
698.4
|
- | Gross profit increased 6% to $214 million, with gross margin of 30.6% compared to 28.4%, driven primarily by the ongoing operational leverage of DS Services, the addition of the Aquaterra business, and cost and efficiency initiatives within our traditional business, offset in part by the negative impact of foreign exchange rates, increased operational costs driven by unscheduled plant downtime as well as costs associated with a new age beverage product launch. |
- | Adjusted net loss and adjusted loss per diluted share were $3 million and $0.02, respectively, compared to adjusted net loss of $8 million and adjusted loss per diluted share of $0.08. Reported net loss and loss per diluted share were $3 million and $0.03, respectively, compared to reported net loss and loss per diluted share of $6 million and $0.06, respectively. |
- | DS Services revenue increased 7% to $257 million due primarily to the addition of the Aquaterra business, growth in home and office delivery water, single cup coffee delivery and retail sales, offset in part by a declining energy surcharge as a result of lower diesel fuel prices and reduced sales in traditional brew basket coffee. Revenue on an energy surcharge neutral basis increased 8% (2% excluding Aquaterra). DS Services gross profit increased by 10% to $154 million while gross profit as a percentage of revenue increased to 60.0% from 58.2%. DS Services EBITDA of $35 million was up 21% from $29 million while DS Services adjusted EBITDA decreased by $1 million to $36 million compared to $37 million, as DS Services invested over $3 million driving strong first quarter organic growth in new customer additions and incurred higher than expected first quarter fleet maintenance and operational manufacturing costs. |
Press Release |
|
DS Services Revenue Bridge
|
||||
2015 Q1 Revenue
|
$
|
240.3
|
||
Aquaterra
|
14.2
|
|||
Growth
|
4.9
|
|||
Energy surcharge
|
(2.1
|
)
|
||
2016 Q1 Revenue
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$
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257.3
|
||
Press Release |
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- | North America volume increased 2% in actual cases and was lower by 3% in servings with 11% growth in the sparkling water and mixer category and 8% growth in contract manufacturing offset by declines in private label carbonated soft drinks and shelf stable juices. Revenue was lower by 5% (lower by 4% on a foreign exchange neutral basis) at $313 million due primarily to an overall product mix shift into contract manufacturing. Gross profit as a percentage of revenue decreased to 11.4% compared to 12.8% due primarily to approximately $2 million of adverse foreign exchange impact, operational costs driven by unscheduled plant downtime and additional cost associated with a product launch for a range of new age sparkling flavored waters for a key customer. |
Cott North America Revenue Bridge
|
||||
2015 Q1 Revenue
|
$
|
328.7
|
||
Growth/Volume
|
5.0
|
|||
Foreign exchange impact
|
(3.3
|
)
|
||
Price/Mix
|
(17.1
|
)
|
||
2016 Q1 Revenue
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$
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313.3
|
- | U.K. volume decreased 8% in actual cases and was flat in servings. Revenue decreased 9% (4% on a foreign exchange neutral basis) to $121 million due primarily to the competitive landscape and an adverse product mix shift. Gross profit as a percentage of revenue increased to 16.3% from 11.8% due primarily to lower inventory levels and tighter cost controls. |
- | All Other revenue was $14 million while gross profit was $5 million compared to $4 million, which resulted in gross profit as a percentage of revenue of 36.8% compared to 33.1%. |
Press Release |
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COTT CORPORATION
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EXHIBIT 1
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|||
CONSOLIDATED STATEMENTS OF OPERATIONS
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||||
(in millions of U.S. dollars, except share and per share amounts, U.S. GAAP)
|
||||
Unaudited
|
For the Three Months Ended
|
||||||||
April 2, 2016
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April 4, 2015
|
|||||||
Revenue, net
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$
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698.4
|
$
|
709.8
|
||||
Cost of sales
|
484.4
|
508.5
|
||||||
Gross profit
|
214.0
|
201.3
|
||||||
Selling, general and administrative expenses
|
197.0
|
188.5
|
||||||
Loss on disposal of property, plant & equipment
|
0.9
|
1.4
|
||||||
Acquisition and integration expenses
|
1.4
|
4.7
|
||||||
Operating income
|
14.7
|
6.7
|
||||||
Other income, net
|
(2.2
|
)
|
(10.4
|
)
|
||||
Interest expense, net
|
27.8
|
27.7
|
||||||
Loss before income taxes
|
(10.9
|
)
|
(10.6
|
)
|
||||
Income tax benefit
|
(9.0
|
)
|
(9.4
|
)
|
||||
Net loss
|
$
|
(1.9
|
)
|
$
|
(1.2
|
)
|
||
Less: Net income attributable to non-controlling interests
|
1.4
|
1.3
|
||||||
Less: Accumulated dividends on convertible preferred shares
|
-
|
2.7
|
||||||
Less: Accumulated dividends on non-convertible preferred shares
|
-
|
0.8
|
||||||
Net loss attributed to Cott Corporation
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$
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(3.3
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)
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$
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(6.0
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)
|
||
Net loss per common share attributed to Cott Corporation
|
||||||||
Basic
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$
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(0.03
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)
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$
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(0.06
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)
|
||
Diluted
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$
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(0.03
|
)
|
$
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(0.06
|
)
|
||
Weighted average common shares outstanding (millions)
|
||||||||
Basic
|
113.3
|
93.2
|
||||||
Diluted
|
113.3
|
93.2
|
||||||
Dividends declared per common share
|
$
|
0.06
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$
|
0.06
|
Press Release |
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COTT CORPORATION
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EXHIBIT 2
|
|||
CONSOLIDATED BALANCE SHEETS
|
||||
(in millions of U.S. dollars, except share amounts, U.S. GAAP)
|
||||
Unaudited
|
April 2, 2016
|
January 2, 2016
|
|||||||
ASSETS
|
||||||||
Current assets
|
||||||||
Cash & cash equivalents
|
$
|
55.1
|
$
|
77.1
|
||||
Accounts receivable, net of allowance
|
320.4
|
293.3
|
||||||
Income taxes recoverable
|
0.9
|
1.6
|
||||||
Inventories
|
254.7
|
249.4
|
||||||
Prepaid expenses and other current assets
|
20.9
|
17.2
|
||||||
Total current assets
|
652.0
|
638.6
|
||||||
Property, plant & equipment, net
|
774.6
|
769.8
|
||||||
Goodwill
|
779.8
|
759.6
|
||||||
Intangibles and other assets, net
|
710.9
|
711.7
|
||||||
Deferred tax assets
|
10.3
|
7.6
|
||||||
Total assets
|
$
|
2,927.6
|
$
|
2,887.3
|
||||
LIABILITIES AND EQUITY
|
||||||||
Current liabilities
|
||||||||
Short-term borrowings
|
$
|
62.8
|
$
|
122.0
|
||||
Current maturities of long-term debt
|
3.4
|
3.4
|
||||||
Accounts payable and accrued liabilities
|
420.7
|
437.6
|
||||||
Total current liabilities
|
486.9
|
563.0
|
||||||
Long-term debt
|
1,524.1
|
1,525.4
|
||||||
Deferred tax liabilities
|
65.9
|
76.5
|
||||||
Other long-term liabilities
|
71.8
|
76.5
|
||||||
Total liabilities
|
2,148.7
|
2,241.4
|
||||||
Equity
|
||||||||
Common shares, no par - 122,676,770 (January 2, 2016 - 109,695,435) shares issued
|
682.2
|
534.7
|
||||||
Additional paid-in-capital
|
50.8
|
51.2
|
||||||
Retained earnings
|
119.0
|
129.6
|
||||||
Accumulated other comprehensive loss
|
(78.8
|
)
|
(76.2
|
)
|
||||
Total Cott Corporation equity
|
773.2
|
639.3
|
||||||
Non-controlling interests
|
5.7
|
6.6
|
||||||
Total equity
|
778.9
|
645.9
|
||||||
Total liabilities and equity
|
$
|
2,927.6
|
$
|
2,887.3
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 3
|
|||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
(in millions of U.S. dollars)
|
||||||||
Unaudited
|
For the Three Months Ended
|
||||||||
April 2, 2016
|
April 4, 2015
|
|||||||
Operating Activities
|
||||||||
Net loss
|
$
|
(1.9
|
)
|
$
|
(1.2
|
)
|
||
Depreciation & amortization
|
52.5
|
57.4
|
||||||
Amortization of financing fees
|
1.2
|
1.3
|
||||||
Amortization of senior notes premium
|
(1.4
|
)
|
(1.5
|
)
|
||||
Share-based compensation expense
|
2.4
|
2.4
|
||||||
Benefit for deferred income taxes
|
(10.8
|
)
|
(11.7
|
)
|
||||
Loss on disposal of property, plant & equipment
|
0.9
|
1.4
|
||||||
Other non-cash items
|
(1.7
|
)
|
(10.2
|
)
|
||||
Change in operating assets and liabilities, net of acquisitions:
|
||||||||
Accounts receivable
|
(21.7
|
)
|
(41.3
|
)
|
||||
Inventories
|
(3.3
|
)
|
(11.0
|
)
|
||||
Prepaid expenses and other current assets
|
(4.4
|
)
|
30.3
|
|||||
Other assets
|
2.4
|
(2.4
|
)
|
|||||
Accounts payable and accrued liabilities, and other liabilities
|
(30.0
|
)
|
(15.2
|
)
|
||||
Income taxes recoverable
|
(2.9
|
)
|
0.6
|
|||||
Net cash used in operating activities
|
(18.7
|
)
|
(1.1
|
)
|
||||
Investing Activities
|
||||||||
Acquisitions, net of cash received
|
(44.4
|
)
|
-
|
|||||
Additions to property, plant & equipment
|
(29.5
|
)
|
(27.3
|
)
|
||||
Additions to intangibles and other assets
|
(2.3
|
)
|
(2.1
|
)
|
||||
Proceeds from sale of property, plant & equipment
|
2.7
|
0.4
|
||||||
Net cash used in investing activities
|
(73.5
|
)
|
(29.0
|
)
|
||||
Financing Activities
|
||||||||
Payments of long-term debt
|
(1.1
|
)
|
(0.8
|
)
|
||||
Borrowings under ABL
|
497.2
|
94.8
|
||||||
Payments under ABL
|
(558.3
|
)
|
(102.8
|
)
|
||||
Distributions to non-controlling interests
|
(2.3
|
)
|
(2.0
|
)
|
||||
Issuance of common shares
|
144.1
|
-
|
||||||
Proceeds from the exercise of options for common stock, net
|
-
|
0.1
|
||||||
Common shares repurchased and cancelled
|
(1.1
|
)
|
(0.7
|
)
|
||||
Dividends paid to common and preferred shareholders
|
(7.3
|
)
|
(9.0
|
)
|
||||
Net cash provided by (used in) financing activities
|
71.2
|
(20.4
|
)
|
|||||
Effect of exchange rate changes on cash
|
(1.0
|
)
|
(1.2
|
)
|
||||
Net decrease in cash & cash equivalents
|
(22.0
|
)
|
(51.7
|
)
|
||||
Cash & cash equivalents, beginning of period
|
77.1
|
86.2
|
||||||
Cash & cash equivalents, end of period
|
$
|
55.1
|
$
|
34.5
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 4
|
||||||||||||||||||
SEGMENT INFORMATION - NON-GAAP
|
|||||||||||||||||||
(in millions of U.S. dollars)
|
|||||||||||||||||||
Unaudited
|
For the Three Months Ended April 2, 2016
|
||||||||||||||||||||||||||||
(in millions of U.S. dollars)
|
DSS
|
Cott North America
|
Cott U.K.
|
All Other
|
Corporate
|
Elimination
|
Total
|
|||||||||||||||||||||
Revenue, net
|
||||||||||||||||||||||||||||
Private label retail
|
$
|
16.9
|
$
|
248.5
|
$
|
51.0
|
$
|
0.5
|
$
|
-
|
$
|
(0.4
|
)
|
$
|
316.5
|
|||||||||||||
Branded retail
|
24.3
|
26.8
|
36.6
|
0.8
|
-
|
(0.3
|
)
|
88.2
|
||||||||||||||||||||
Contract packaging
|
-
|
31.4
|
28.3
|
4.7
|
-
|
(2.1
|
)
|
62.3
|
||||||||||||||||||||
Home and office bottled water delivery
|
162.0
|
-
|
-
|
-
|
-
|
-
|
162.0
|
|||||||||||||||||||||
Office coffee services
|
31.5
|
-
|
-
|
-
|
-
|
-
|
31.5
|
|||||||||||||||||||||
Concentrate and other
|
22.6
|
6.6
|
4.7
|
7.6
|
-
|
(3.6
|
)
|
37.9
|
||||||||||||||||||||
Total
|
$
|
257.3
|
$
|
313.3
|
$
|
120.6
|
$
|
13.6
|
$
|
-
|
$
|
(6.4
|
)
|
$
|
698.4
|
|||||||||||||
Gross Profit
1
|
$
|
154.4
|
$
|
34.9
|
$
|
19.7
|
$
|
5.0
|
$
|
-
|
$
|
-
|
$
|
214.0
|
||||||||||||||
Gross Margin %
2
|
60.0
|
%
|
11.4
|
%
|
16.3
|
%
|
36.8
|
%
|
-
|
-
|
30.6
|
%
|
||||||||||||||||
Operating income (loss)
|
$
|
5.7
|
$
|
0.6
|
$
|
9.9
|
$
|
2.5
|
$
|
(4.0
|
)
|
$
|
-
|
$
|
14.7
|
|||||||||||||
For the Three Months Ended April 4, 2015
|
||||||||||||||||||||||||||||
(in millions of U.S. dollars)
|
DSS
|
Cott North America
|
Cott U.K.
|
All Other
|
Corporate
|
Elimination
|
Total
|
|||||||||||||||||||||
Revenue, net
|
||||||||||||||||||||||||||||
Private label retail
|
$
|
15.6
|
$
|
267.5
|
$
|
60.5
|
$
|
1.2
|
$
|
-
|
$
|
(0.3
|
)
|
$
|
344.5
|
|||||||||||||
Branded retail
|
19.7
|
27.1
|
41.2
|
1.1
|
-
|
(0.4
|
)
|
88.7
|
||||||||||||||||||||
Contract packaging
|
-
|
25.7
|
28.4
|
4.0
|
-
|
(0.2
|
)
|
57.9
|
||||||||||||||||||||
Home and office bottled water delivery
|
149.6
|
-
|
-
|
-
|
-
|
-
|
149.6
|
|||||||||||||||||||||
Office coffee services
|
32.0
|
-
|
-
|
-
|
-
|
-
|
32.0
|
|||||||||||||||||||||
Concentrate and other
|
23.4
|
8.4
|
2.1
|
6.7
|
-
|
(3.5
|
)
|
37.1
|
||||||||||||||||||||
Total
|
$
|
240.3
|
$
|
328.7
|
$
|
132.2
|
$
|
13.0
|
$
|
-
|
$
|
(4.4
|
)
|
$
|
709.8
|
|||||||||||||
Gross Profit
1
|
$
|
139.9
|
$
|
41.5
|
$
|
15.6
|
$
|
4.3
|
$
|
-
|
$
|
-
|
201.3
|
|||||||||||||||
Gross Margin %
2
|
58.2
|
%
|
12.8
|
%
|
11.8
|
%
|
33.1
|
%
|
-
|
-
|
28.4
|
%
|
||||||||||||||||
Operating (loss)
income |
$
|
(1.5
|
)
|
$
|
7.2
|
$
|
3.9
|
$
|
1.6
|
$
|
(4.5
|
)
|
$
|
-
|
$
|
6.7
|
1
Gross profit from external revenues.
|
|||||||||||||||||||
2
Cott North America gross margin relative to external revenues.
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 5
|
||||
SUPPLEMENTARY INFORMATION - NON-GAAP - Analysis of Revenue by Reporting Segment
|
|||||
Unaudited
|
For the Three Months Ended
|
||||||||||||||||||||||||
(in millions of U.S. dollars, except percentage amounts)
|
April 2, 2016
|
|||||||||||||||||||||||
DSS
|
Cott North
America |
Cott U.K.
|
All Other
|
Elimination
|
Cott
1
|
|||||||||||||||||||
Change in revenue
|
$
|
17.0
|
$
|
(15.4
|
)
|
$
|
(11.6
|
)
|
$
|
0.6
|
$
|
(2.0
|
)
|
$
|
(11.4
|
)
|
||||||||
Impact of foreign exchange
2
|
$
|
-
|
$
|
3.3
|
$
|
6.9
|
$
|
1.0
|
$
|
-
|
11.2
|
|||||||||||||
Change excluding foreign exchange
|
$
|
17.0
|
$
|
(12.1
|
)
|
$
|
(4.7
|
)
|
$
|
1.6
|
$
|
(2.0
|
)
|
$
|
(0.2
|
)
|
||||||||
Percentage change in revenue
|
7.1
|
%
|
-4.7
|
%
|
-8.8
|
%
|
4.6
|
%
|
45.5
|
%
|
-1.6
|
%
|
||||||||||||
Percentage change in revenue excluding foreign exchange
|
7.1
|
%
|
-3.7
|
%
|
-3.6
|
%
|
12.3
|
%
|
45.5
|
%
|
0.0
|
%
|
1
Cott includes the following reporting segments: DSS, Cott North America, Cott U.K. and All Other.
|
||||
2
Impact of foreign exchange is the difference between the current period revenue translated utilizing the current period average
|
||||
foreign exchange rates less the current period revenue translated utilizing the prior period average foreign exchange rates.
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 6
|
|||
SUPPLEMENTARY INFORMATION - NON-GAAP - EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION & AMORTIZATION
|
||||
(EBITDA)
|
||||
(in millions of U.S. dollars)
|
||||
Unaudited
|
For the Three Months Ended
|
||||||||
April 2, 2016
|
April 4, 2015
|
|||||||
Net loss attributed to Cott Corporation
|
$
|
(3.3
|
)
|
$
|
(6.0
|
)
|
||
Interest expense, net
|
27.8
|
27.7
|
||||||
Income tax benefit
|
(9.0
|
)
|
(9.4
|
)
|
||||
Depreciation & amortization
|
52.5
|
57.4
|
||||||
Net income attributable to non-controlling interests
|
1.4
|
1.3
|
||||||
Accumulated dividends on preferred shares
|
-
|
3.5
|
||||||
EBITDA
|
$
|
69.4
|
$
|
74.5
|
||||
Acquisition and integration costs, net
|
1.4
|
4.7
|
||||||
Purchase accounting adjustments, net
|
0.5
|
4.2
|
||||||
Unrealized commodity hedging gain, net
|
-
|
(0.3
|
)
|
|||||
Unrealized foreign exchange and other gains, net
|
(2.6
|
)
|
(10.9
|
)
|
||||
Loss on disposal of property, plant & equipment
|
0.9
|
1.5
|
||||||
Other adjustments
|
1.3
|
-
|
||||||
Adjusted EBITDA
|
$
|
70.9
|
$
|
73.7
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 7
|
|||
SUPPLEMENTARY INFORMATION - NON-GAAP - FREE CASH FLOW
|
||||
(in millions of U.S. dollars)
|
||||
Unaudited
|
For the Three Months Ended
|
||||||||
April 2, 2016
|
April 4, 2015
|
|||||||
Net cash used in operating activities
|
$
|
(18.7
|
)
|
$
|
(1.1
|
)
|
||
Less: Additions to property, plant & equipment
|
(29.5
|
)
|
(27.3
|
)
|
||||
Free Cash Flow
|
$
|
(48.2
|
)
|
$
|
(28.4
|
)
|
||
Plus:
|
||||||||
Cash collateral
1
|
-
|
(29.4
|
)
|
|||||
Adjusted Free Cash Flow
|
$
|
(48.2
|
)
|
$
|
(57.8
|
)
|
||
1
In connection with the DSS Acquisition, $29.4 million of cash was required to collateralize certain DSS self-insurance programs. The $29.4 million was funded with borrowings under our ABL facility, and the cash collateral was included within prepaid and other current assets on our Consolidated Balance Sheet at January 3, 2015. Subsequent to January 3, 2015, additional letters of credit were issued from our available ABL facility capacity, and the cash collateral was returned to the Company and used to repay a portion of our outstanding ABL facility.
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 8
|
||||
SUPPLEMENTARY INFORMATION - NON-GAAP - ADJUSTED NET INCOME
1
|
|||||
(in millions of U.S. dollars, except share and per share amounts)
|
|||||
Unaudited
|
For the Three Months Ended
|
||||||||
April 2, 2016
|
April 4, 2015
|
|||||||
Net loss attributed to Cott Corporation
|
$
|
(3.3
|
)
|
$
|
(6.0
|
)
|
||
Acquisition and integration costs, net of tax
|
0.9
|
3.0
|
||||||
Purchase accounting adjustments, net of tax
|
0.4
|
2.7
|
||||||
Unrealized commodity hedging gain, net of tax
|
-
|
(0.2
|
)
|
|||||
Unrealized foreign exchange and other gains, net of tax
|
(1.8
|
)
|
(8.1
|
)
|
||||
Loss on disposal of property, plant & equipment, net of tax
|
0.3
|
0.9
|
||||||
Other adjustments, net of tax
|
1.0
|
-
|
||||||
Adjusted net loss attributed to Cott Corporation
|
$
|
(2.5
|
)
|
$
|
(7.7
|
)
|
||
Adjusted net loss per common share attributed to Cott Corporation
|
||||||||
Basic
|
$
|
(0.02
|
)
|
$
|
(0.08
|
)
|
||
Diluted
|
$
|
(0.02
|
)
|
$
|
(0.08
|
)
|
||
Weighted average common shares outstanding (millions)
|
||||||||
Basic
|
113.3
|
93.2
|
||||||
Diluted
|
113.3
|
93.2
|
1 Adjustments are tax effected based on the statutory tax rate within the applicable tax jurisdiction. |
Press Release |
|
COTT CORPORATION - DS SERVICES
|
EXHIBIT 9
|
|||
SUPPLEMENTARY INFORMATION - NON-GAAP - ADJUSTED REVENUES
|
||||
(in millions of U.S. dollars)
|
||||
Unaudited
|
For the Three
Months Ended |
For the Three
Months Ended |
|||||||
April 2, 2016
|
April 4, 2015
|
|||||||
Revenue, net
|
$
|
257.3
|
$
|
240.3
|
||||
Energy surcharge adjustment
1
|
2.1
|
|||||||
Less: Aquaterra revenue, net
|
(14.2
|
)
|
||||||
Adjusted Revenue excluding Aquaterra, net
|
$
|
245.2
|
$
|
240.3
|
||||
Percentage change in revenue
|
2.0
|
%
|
||||||
Press Release |
|
COTT CORPORATION - DS SERVICES
|
EXHIBIT 10
|
|||
SUPPLEMENTARY INFORMATION - NON-GAAP - EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION & AMORTIZATION
|
||||
(EBITDA)
|
||||
(in millions of U.S. dollars)
|
||||
Unaudited
|
For the Three Months Ended
|
||||||||
April 2, 2016
|
April 4, 2015
|
|||||||
Operating income (loss)
|
$
|
5.7
|
$
|
(1.5
|
)
|
|||
Other income
|
(1.0
|
)
|
(0.2
|
)
|
||||
EBIT - DS SERVICES
|
$
|
6.7
|
$
|
(1.3
|
)
|
|||
Depreciation & amortization
|
28.4
|
30.2
|
||||||
EBITDA - DS SERVICES
|
$
|
35.1
|
$
|
28.9
|
||||
Acquisition and integration costs, net
|
1.1
|
3.0
|
||||||
Purchase accounting adjustments, net
|
0.5
|
4.2
|
||||||
Unrealized other gains, net
|
(1.0
|
)
|
(0.2
|
)
|
||||
Loss on disposal of property, plant & equipment
|
1.8
|
1.1
|
||||||
Other adjustments
|
(1.1
|
)
|
-
|
|||||
Adjusted EBITDA - DS SERVICES
|
$
|
36.4
|
$
|
37.0
|
|
Press Release |
|
COTT CORPORATION
|
EXHIBIT 11
|
|||
SUPPLEMENTARY INFORMATION - NON-GAAP - 2016 FREE CASH FLOW OUTLOOK
|
||||
(in millions of U.S. dollars)
|
||||
Unaudited
|
Cott reaffirmed its 2016 adjusted free cash flow outlook for the year.
|
||||
Fiscal 2016
|
||||
Projected adjusted free cash flow
1
|
$
|
135 - $145
|
||
Projected capital expenditures
|
$
|
120 - $125
|
||
Projected cash flow from operations
2
|
$
|
255 - $270
|
1
Adjusted free cash flow equals cash flow from operations less capital expenditures plus/minus one-time adjustments.
|
||||
2
Net of any one-time adjustments.
|
Press Release |
|
Press Release |
|
Press Release |
|