CONTACTS
|
|
Media
|
Investor
Relations
|
Mike
Martin - 585-218-3669
Angie
Blackwell - 585-218-3842
|
Patty
Yahn-Urlaub - 585-218-3838
Bob
Czudak - 585-218-3668
|
Reported | Organic | ||||||||||||||||||
|
Net
Sales
|
Change
|
Constant
Currency
Change
|
Net
Sales
|
Change
|
Constant
Currency
Change
|
|||||||||||||
Consolidated
|
$
|
932
|
3%
|
|
1%
|
|
$
|
884
|
16%
|
|
13%
|
|
|||||||
Branded
Wine
|
$
|
766
|
24%
|
|
20%
|
|
$
|
718
|
19%
|
|
15%
|
|
|||||||
Spirits
|
$
|
106
|
9%
|
|
9%
|
|
$
|
106
|
9%
|
|
9%
|
|
Reported
|
Change
|
Comparable
|
Change
|
||||||||||
Operating
income
|
$
|
91
|
33%
|
|
$
|
131
|
60%
|
|
|||||
Equity
in earnings of equity method investees**
|
$
|
72
|
-5%
|
|
$
|
72
|
-5%
|
|
|||||
Earnings
before interest and taxes (EBIT)
|
-
|
-
|
$
|
203
|
28%
|
|
|||||||
Operating
margin
|
9.7%
|
|
210
bps
|
14.1%
|
|
500
bps
|
|||||||
Net
income
|
$
|
45
|
50%
|
|
$
|
74
|
52%
|
|
|||||
Diluted
EPS
|
$
|
0.20
|
54%
|
|
$
|
0.34
|
62%
|
|
Reported
Basis
|
Comparable
Basis
|
|||
FY09
Estimate
|
FY08
Actual
|
FY09
Estimate
|
FY08
Actual
|
|
Fiscal
Year
Ending
Feb. 28
or
Feb. 29
|
$1.38
- $1.46
|
($2.83)
|
$1.68
- $1.76
|
$1.44
|
·
|
Net
sales: high single-digit growth in organic net sales combined with
the
incremental benefit from the BWE acquisition, impact of reporting
the
joint venture for the Matthew Clark wholesale business under the
equity
method, and divestiture of the Almaden and Inglenook brands, are
expected
to result in reported net sales increasing mid single-digits from
net
sales for fiscal 2008
|
·
|
Interest
expense: approximately $335 - $345
million
|
·
|
Tax
rate: approximately 37 percent
|
·
|
Weighted
average diluted shares outstanding: approximately 222
million
|
·
|
Free
cash flow: $310 - $340 million
|
·
|
successful
integration of acquired businesses, realization of expected synergies
and
completion of various portfolio actions;
|
·
|
achievement
of all expected cost savings from the company’s various restructuring
plans and realization of expected asset sale
proceeds;
|
·
|
accuracy
of the bases for forecasts relating to joint ventures and associated
costs
and capital investment requirements;
|
·
|
final
management determinations and independent appraisals may vary materially
from current management estimates of the fair value of assets acquired
and
liabilities assumed in the company’s acquisitions and from estimates of
goodwill and intangible asset impairment
charges;
|
·
|
restructuring
and related charges, acquisition-related integration costs and purchase
accounting adjustments associated with integration and restructuring
plans
may vary materially from management's current estimates due to variations
in one or more of anticipated headcount reductions, contract terminations,
costs or timing of plan implementation;
|
·
|
raw
material supply, production or shipment difficulties could adversely
affect the company's ability to supply its customers;
|
·
|
increased
competitive activities in the form of pricing, advertising and promotions
could adversely impact consumer demand for the company's products
and/or
result in higher than expected expenses;
|
·
|
general
economic, geo-political and regulatory conditions or unanticipated
environmental liabilities and costs;
|
·
|
changes
to accounting rules and tax laws, and other factors which could impact
the
company’s reported financial position or effective tax rate;
|
·
|
changes
in interest rates and the inherent unpredictability of currency
fluctuations, commodity prices and raw material costs;
and
|
·
|
other
factors and uncertainties disclosed in the company’s filings with the
Securities and Exchange Commission, including its Annual Report on
Form
10-K for the fiscal year ended Feb. 29, 2008, which could cause actual
future performance to differ from current
expectations.
|
Constellation
Brands, Inc. and Subsidiaries
|
|||||||
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
|||||||
(in
millions)
|
|||||||
May
31,
2008
|
February
29,
2008
|
||||||
Assets
|
|||||||
Current
Assets:
|
|||||||
Cash
and cash investments
|
$
|
25.2
|
$
|
20.5
|
|||
Accounts
receivable, net
|
791.1
|
731.6
|
|||||
Inventories
|
2,270.7
|
2,179.5
|
|||||
Prepaid
expenses and other
|
238.4
|
267.4
|
|||||
Total
current assets
|
3,325.4
|
3,199.0
|
|||||
Property,
plant and equipment, net
|
2,010.3
|
2,035.0
|
|||||
Goodwill
|
3,127.8
|
3,123.9
|
|||||
Intangible
assets, net
|
1,171.5
|
1,190.0
|
|||||
Other
assets, net
|
521.3
|
504.9
|
|||||
Total
assets
|
$
|
10,156.3
|
$
|
10,052.8
|
|||
Liabilities
and Stockholders' Equity
|
|||||||
Current
Liabilities:
|
|||||||
Notes
payable to banks
|
$
|
464.9
|
$
|
379.5
|
|||
Current
maturities of long-term debt
|
252.9
|
229.3
|
|||||
Accounts
payable
|
370.0
|
349.4
|
|||||
Accrued
excise taxes
|
80.6
|
62.4
|
|||||
Other
accrued expenses and liabilities
|
617.9
|
697.7
|
|||||
Total
current liabilities
|
1,786.3
|
1,718.3
|
|||||
Long-term
debt, less current maturities
|
4,575.1
|
4,648.7
|
|||||
Deferred
income taxes
|
540.8
|
535.8
|
|||||
Other
liabilities
|
374.0
|
384.1
|
|||||
Total
liabilities
|
7,276.2
|
7,286.9
|
|||||
Total
stockholders' equity
|
2,880.1
|
2,765.9
|
|||||
Total
liabilities and stockholders' equity
|
$
|
10,156.3
|
$
|
10,052.8
|
Constellation
Brands, Inc. and Subsidiaries
|
|||||||
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
|||||||
(in
millions, except per share data)
|
|||||||
Three
Months Ended
|
|||||||
May
31,
2008
|
May
31,
2007
|
||||||
Sales
|
$
|
1,212.0
|
$
|
1,175.4
|
|||
Excise
taxes
|
(280.2
|
)
|
(274.2
|
)
|
|||
Net
sales
|
931.8
|
901.2
|
|||||
Cost
of product sold
|
(602.8
|
)
|
(633.0
|
)
|
|||
Gross
profit
|
329.0
|
268.2
|
|||||
Selling,
general and administrative expenses
|
(233.5
|
)
|
(197.6
|
)
|
|||
Acquisition-related
integration costs
|
(4.3
|
)
|
(2.0
|
)
|
|||
Restructuring
charges
|
(0.5
|
)
|
(0.4
|
)
|
|||
Operating
income
|
90.7
|
68.2
|
|||||
Equity
in earnings of equity method investees
|
72.1
|
75.8
|
|||||
Interest
expense, net
|
(86.6
|
)
|
(79.7
|
)
|
|||
Income
before income taxes
|
76.2
|
64.3
|
|||||
Provision
for income taxes
|
(31.6
|
)
|
(34.5
|
)
|
|||
Net
income
|
$
|
44.6
|
$
|
29.8
|
|||
Earnings
Per Common Share:
|
|||||||
Basic
- Class A Common Stock
|
$
|
0.21
|
$
|
0.13
|
|||
Basic
- Class B Common Stock
|
$
|
0.19
|
$
|
0.12
|
|||
Diluted
- Class A Common Stock
|
$
|
0.20
|
$
|
0.13
|
|||
Diluted
- Class B Common Stock
|
$
|
0.19
|
$
|
0.12
|
|||
Weighted
Average Common Shares Outstanding:
|
|||||||
Basic
- Class A Common Stock
|
192.792
|
205.636
|
|||||
Basic
- Class B Common Stock
|
23.769
|
23.824
|
|||||
Diluted
- Class A Common Stock
|
219.186
|
233.439
|
|||||
Diluted
- Class B Common Stock
|
23.769
|
23.824
|
Constellation
Brands, Inc. and Subsidiaries
|
|||||||
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
|||||||
(in
millions)
|
|||||||
Three
Months Ended
|
|||||||
May
31,
2008
|
May
31,
2007
|
||||||
Cash
Flows From Operating Activities
|
|||||||
Net
income
|
$
|
44.6
|
$
|
29.8
|
|||
Adjustments
to reconcile net income to net cash used in operating activities:
|
|||||||
Depreciation
of property, plant and equipment
|
41.2
|
36.1
|
|||||
Loss
on businesses sold or held for sale
|
16.0
|
6.3
|
|||||
Stock-based
compensation expense
|
10.8
|
9.4
|
|||||
Deferred
tax provision
|
3.2
|
3.6
|
|||||
Amortization
of intangible and other assets
|
3.0
|
2.6
|
|||||
Loss
on disposal or impairment of long-lived assets, net
|
0.1
|
0.8
|
|||||
Equity
in earnings of equity method investees, net of distributed earnings
|
(23.0
|
)
|
(46.6
|
)
|
|||
Change
in operating assets and liabilities, net of effects
from
purchases and sales of businesses:
|
|||||||
Accounts
receivable, net
|
(53.1
|
)
|
(38.9
|
)
|
|||
Inventories
|
(69.0
|
)
|
(28.0
|
)
|
|||
Prepaid
expenses and other current assets
|
6.8
|
(4.7
|
)
|
||||
Accounts
payable
|
14.4
|
(23.1
|
)
|
||||
Accrued
excise taxes
|
18.3
|
1.9
|
|||||
Other
accrued expenses and liabilities
|
(58.7
|
)
|
(17.6
|
)
|
|||
Other,
net
|
12.7
|
(17.7
|
)
|
||||
Total
adjustments
|
(77.3
|
)
|
(115.9
|
)
|
|||
Net
cash used in operating activities
|
(32.7
|
)
|
(86.1
|
)
|
|||
Cash
Flows From Investing Activities
|
|||||||
Purchases
of property, plant and equipment
|
(22.2
|
)
|
(17.7
|
)
|
|||
Purchase
of business, net of cash acquired
|
(2.1
|
)
|
(385.5
|
)
|
|||
Proceeds
from sales of assets
|
0.8
|
1.8
|
|||||
Payment
of accrued earn-out amount
|
-
|
(2.9
|
)
|
||||
Proceeds
from formation of joint venture
|
-
|
185.6
|
|||||
Proceeds
from sales of businesses
|
-
|
3.0
|
|||||
Other
investing activities
|
7.8
|
-
|
|||||
Net
cash used in investing activities
|
(15.7
|
)
|
(215.7
|
)
|
|||
Cash
Flows From Financing Activities
|
|||||||
Net
proceeds from notes payable
|
85.8
|
89.9
|
|||||
Exercise
of employee stock options
|
12.1
|
7.0
|
|||||
Excess
tax benefits from stock-based payment awards
|
4.7
|
5.0
|
|||||
Principal
payments of long-term debt
|
(49.5
|
)
|
(9.0
|
)
|
|||
Proceeds
from issuance of long-term debt
|
-
|
716.1
|
|||||
Purchases
of treasury stock
|
-
|
(500.0
|
)
|
||||
Payment
of financing costs of long-term debt
|
-
|
(5.3
|
)
|
||||
Net
cash provided by financing activities
|
53.1
|
303.7
|
|||||
Effect
of exchange rate changes on cash and cash investments
|
-
|
(1.9
|
)
|
||||
Net
increase in cash and cash equivalents
|
4.7
|
-
|
|||||
Cash
and cash investments, beginning of period
|
20.5
|
33.5
|
|||||
Cash
and cash investments, end of period
|
$
|
25.2
|
$
|
33.5
|
Constellation
Brands, Inc. and Subsidiaries
|
|||||||||||||
SEGMENT
INFORMATION
|
|||||||||||||
(in
millions)
|
|||||||||||||
Three
Months Ended
|
|||||||||||||
May
31,
2008
|
May
31,
2007
|
Percent
Change
|
|||||||||||
Segment
Net Sales and Operating Income
|
|||||||||||||
Constellation
Wines
|
|
||||||||||||
Branded
wine net sales
|
$
|
765.7
|
$
|
619.9
|
24
|
%
|
|||||||
Wholesale
and other net sales
|
60.5
|
184.4
|
(67
|
%)
|
|||||||||
Segment
net sales
|
$
|
826.2
|
$
|
804.3
|
3
|
%
|
|||||||
Operating
income
|
$
|
144.5
|
$
|
86.2
|
68
|
%
|
|||||||
%
Net sales
|
17.5
|
%
|
10.7
|
%
|
|||||||||
Equity
in earnings of equity method investees
|
$
|
2.4
|
$
|
2.6
|
(8
|
%)
|
|||||||
Constellation
Spirits
|
|||||||||||||
Segment
net sales
|
$
|
105.6
|
$
|
96.9
|
9
|
%
|
|||||||
Operating
income
|
$
|
10.8
|
$
|
15.8
|
(32
|
%)
|
|||||||
%
Net sales
|
10.2
|
%
|
16.3
|
%
|
|||||||||
Crown
Imports
|
|||||||||||||
Segment
net sales
|
$
|
672.5
|
$
|
658.1
|
2
|
%
|
|||||||
Operating
income
|
$
|
138.6
|
$
|
146.3
|
(5
|
%)
|
|||||||
%
Net sales
|
20.9
|
%
|
22.2
|
%
|
|||||||||
Consolidation
and Eliminations
|
|||||||||||||
Segment
net sales
|
$
|
(672.5
|
)
|
$
|
(658.1
|
)
|
2
|
%
|
|||||
Operating
income
|
$
|
(138.6
|
)
|
$
|
(146.3
|
)
|
(5
|
%)
|
|||||
Equity
in earnings of Crown Imports
|
$
|
69.7
|
$
|
73.4
|
(5
|
%)
|
|||||||
Corporate
Operations and Other
|
|||||||||||||
Consolidated
net sales
|
$
|
931.8
|
$
|
901.2
|
3
|
%
|
|||||||
Operating
income
|
$
|
(24.0
|
)
|
$
|
(19.7
|
)
|
22
|
%
|
|||||
%
Net sales
|
2.6
|
%
|
2.2
|
%
|
Constellation
Brands, Inc. and Subsidiaries
|
|
|
|
|
|
|||||||||||
GEOGRAPHIC
INFORMATION
|
|
|
|
|
|
|||||||||||
(in
millions)
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|||||||||||
|
Three
Months Ended
|
|
|
Constant
Currency
|
||||||||||||
|
May
31,
|
May
31,
|
Percent
|
Currency
|
Percent
|
|||||||||||
|
2008
|
2007
|
Change
|
Impact
|
Change(3)
|
|||||||||||
Geographic
Net Sales (1)(2)
|
|
|
|
|
||||||||||||
North
America
|
$
|
652.5
|
$
|
506.2
|
29
|
%
|
2
|
%
|
27
|
%
|
||||||
Branded
wine
|
$
|
530.7
|
$
|
393.4
|
35
|
%
|
3
|
%
|
32
|
%
|
||||||
Spirits
|
$
|
105.6
|
$
|
96.9
|
9
|
%
|
-
|
9
|
%
|
|||||||
Wholesale
and other
|
$
|
16.2
|
$
|
15.9
|
2
|
%
|
6
|
%
|
(4
|
%)
|
||||||
|
||||||||||||||||
Europe
|
$
|
182.1
|
$
|
302.2
|
(40
|
%)
|
-
|
(40
|
%)
|
|||||||
Branded
wine
|
$
|
143.0
|
$
|
143.3
|
-
|
-
|
(1
|
%)
|
||||||||
Wholesale
and other
|
$
|
39.1
|
$
|
158.9
|
(75
|
%)
|
-
|
(76
|
%)
|
|||||||
|
||||||||||||||||
Australia/New
Zealand
|
$
|
97.2
|
$
|
92.8
|
5
|
%
|
13
|
%
|
(8
|
%)
|
||||||
Branded
wine
|
$
|
92.0
|
$
|
83.2
|
11
|
%
|
13
|
%
|
(3
|
%)
|
||||||
Wholesale
and other
|
$
|
5.2
|
$
|
9.6
|
(46
|
%)
|
6
|
%
|
(52
|
%)
|
|
Three
Months Ended
|
|
|
|
|
Organic
Constant
Currency
|
||||||||||||||||
|
May
31,
|
May
31,
|
Percent
|
Acquisition
|
Divestiture
|
Currency
|
Percent
|
|||||||||||||||
|
2008
|
2007
|
Change
|
Impact(4)
|
Impact(5)
|
Impact
|
Change(3)
|
|||||||||||||||
Branded
Wine Geographic Net Sales (1)(2)
|
|
|
|
|
|
|
|
|||||||||||||||
North
America
|
$
|
530.7
|
$
|
393.4
|
35
|
%
|
12
|
%
|
(6
|
%)
|
3
|
%
|
28
|
%
|
||||||||
Europe
|
143.0
|
143.3
|
-
|
-
|
6
|
%
|
-
|
(6
|
%)
|
|||||||||||||
Australia/New
Zealand
|
92.0
|
83.2
|
11
|
%
|
-
|
-
|
13
|
%
|
(3
|
%)
|
||||||||||||
Consolidated
branded wine net sales
|
$
|
765.7
|
$
|
619.9
|
24
|
%
|
8
|
%
|
(3
|
%)
|
4
|
%
|
15
|
%
|
(1)
|
Refer
to discussion under "Reconciliation of Reported, Organic and Constant
Currency Net Sales" on following page for definition of constant
currency
net sales and organic constant currency net sales and reasons for
use.
|
(2)
|
Net
sales are attributed to countries based on the location of the
selling
company.
|
(3)
|
May
not sum due to rounding as each item is computed independently.
|
(4)
|
Acquisition
impact includes net sales of branded wine acquired in the BWE Acquisition
for the period March 1, 2008, through May 31, 2008, included in
the three
months ended May 31, 2008.
|
(5)
|
Divestiture
impact includes (i) the removal of Almaden and Inglenook branded
wine net
sales for the period March 1, 2007, through May 31, 2007, included
in the
three months ended May 31, 2007, and (ii) the add-back of U.K.
branded
wine net sales previously sold through the U.K. wholesale business
for the
period March 1, 2007, through April 16, 2007, included in the three
months
ended May 31, 2007.
|
Constellation
Brands, Inc. and Subsidiaries
|
||||||||
RECONCILIATION
OF REPORTED, ORGANIC AND CONSTANT CURRENCY NET
SALES
|
||||||||
(in
millions)
|
||||||||
As
the company formed its U.K. wholesale joint venture on April 17,
2007,
acquired BWE on December 17, 2007, and sold its Almaden and Inglenook
wine
brands on February 28, 2008, organic net sales for the respective
periods
are defined by the Company as reported net sales plus/less net
sales of
U.K. wholesale, U.K. branded wine, Almaden and Inglenook branded
wine, or
BWE products, as appropriate. As the company acquired Svedka on
March 19,
2007, organic net sales for the three months ended May 31, 2008,
have not
been adjusted for net sales of Svedka products during the period
March 1,
2008, through March 18, 2008, as amounts are not significant. Organic
net
sales and percentage increase (decrease) in constant currency net
sales
(which excludes the impact of year over year currency exchange
rate
fluctuations) are provided because management uses this information
in
monitoring and evaluating the underlying business trends of the
continuing
operations of the company. In addition, the company believes this
information provides investors better insight on underlying business
trends and results in order to evaluate year over year financial
performance.
|
Three
Months Ended
|
Constant
Currency
|
|||||||||||||||
May
31,
|
May
31,
|
Percent
|
Currency
|
Percent
|
||||||||||||
2008
|
2007
|
Change
|
Impact
|
Change(1)
|
||||||||||||
Consolidated
Net Sales
|
||||||||||||||||
Branded
wine
|
$
|
765.7
|
$
|
619.9
|
24%
|
|
4%
|
|
20%
|
|
||||||
Wholesale
and other
|
60.5
|
184.4
|
(67%)
|
|
1%
|
|
(68%)
|
|||||||||
Spirits
|
105.6
|
96.9
|
9%
|
|
-
|
9%
|
|
|||||||||
Consolidated
reported net sales
|
931.8
|
901.2
|
3%
|
|
3%
|
|
1%
|
|
||||||||
Less:
BWE (2)
|
(47.5
|
)
|
-
|
|||||||||||||
Less:
U.K. wholesale, net of U.K. branded wine (3)
|
-
|
(117.1
|
)
|
|||||||||||||
Less:
Almaden and Inglenook branded wine net sales (4)
|
-
|
(24.1
|
)
|
|||||||||||||
Consolidated
organic net sales
|
$
|
884.3
|
$
|
760.0
|
16%
|
|
3%
|
|
13%
|
|
||||||
Branded
Wine Net Sales
|
||||||||||||||||
Branded
wine reported net sales
|
$
|
765.7
|
$
|
619.9
|
24%
|
|
4%
|
|
20%
|
|||||||
Less:
BWE (2)
|
(47.5
|
)
|
-
|
|||||||||||||
Plus:
U.K. branded wine (3)
|
-
|
8.4
|
||||||||||||||
Less:
Almaden and Inglenook branded wine net sales (4)
|
-
|
(24.1
|
)
|
|||||||||||||
Branded
wine organic net sales
|
$
|
718.2
|
$
|
604.2
|
19%
|
|
4%
|
|
15%
|
|||||||
Wholesale
and Other Net Sales
|
||||||||||||||||
Wholesale
and other reported net sales
|
$
|
60.5
|
$
|
184.4
|
(67%)
|
|
1%
|
|
(68%)
|
|||||||
Less:
U.K. wholesale (3)
|
-
|
(125.5
|
)
|
|||||||||||||
Wholesale
and other organic net sales
|
$
|
60.5
|
$
|
58.9
|
3%
|
|
3%
|
|
-
|
(1)
|
May
not sum due to rounding as each item is computed
independently.
|
|||||||
(2)
|
For
the period March 1, 2008, through May 31, 2008, included in the
three
months ended May 31, 2008.
|
|||||||
(3)
|
For
the period March 1, 2007, through April 16, 2007, included in
the three
months ended May 31, 2007.
|
|||||||
(4)
|
For
the period March 1, 2007, through May 31, 2007, included in the
three
months ended May 31, 2007.
|
RECONCILIATIONS
OF GAAP TO NON-GAAP FINANCIAL MEASURES (1)
|
(in
millions, except per share
data)
|
Three
Months Ended May 31, 2008
|
||||||||||||||||
|
|
|
||||||||||||||
Reported
Basis (GAAP)
|
Inventory
Step-up
|
Strategic
Business Realignment(2)
|
Other
|
Comparable
Basis
(Non-GAAP)
|
||||||||||||
Net
Sales
|
$
|
931.8
|
$
|
931.8
|
||||||||||||
Cost
of product sold
|
(602.8
|
)
|
6.3
|
4.0
|
0.1
|
(592.4
|
)
|
|||||||||
Gross
Profit
|
329.0
|
6.3
|
4.0
|
0.1
|
339.4
|
|||||||||||
Selling,
general and administrative expenses ("SG&A")
|
(233.5
|
)
|
25.4
|
(208.1
|
)
|
|||||||||||
Acquisition-related
integration costs
|
(4.3
|
)
|
4.3
|
-
|
||||||||||||
Restructuring
charges
|
(0.5
|
)
|
0.5
|
-
|
||||||||||||
Operating
Income
|
90.7
|
6.3
|
34.2
|
0.1
|
131.3
|
|||||||||||
Equity
in earnings of equity method investees
|
72.1
|
72.1
|
||||||||||||||
EBIT
|
203.4
|
|||||||||||||||
Interest
expense, net
|
(86.6
|
)
|
(86.6
|
)
|
||||||||||||
Income
Before Income Taxes
|
76.2
|
6.3
|
34.2
|
0.1
|
116.8
|
|||||||||||
(Provision
for) benefit from income taxes
|
(31.6
|
)
|
(2.4
|
)
|
(9.2
|
)
|
-
|
(43.2
|
)
|
|||||||
Net
Income
|
$
|
44.6
|
$
|
3.9
|
$
|
25.0
|
$
|
0.1
|
$
|
73.6
|
||||||
Diluted
Earnings Per Common Share
|
$
|
0.20
|
$
|
0.02
|
$
|
0.11
|
$
|
-
|
$
|
0.34
|
||||||
Weighted
Average Common Shares
Outstanding
- Diluted
|
219.186
|
219.186
|
219.186
|
219.186
|
219.186
|
|||||||||||
Gross
Margin
|
35.3
|
%
|
36.4
|
%
|
||||||||||||
SG&A
as a percent of net sales
|
25.1
|
%
|
22.3
|
%
|
||||||||||||
Operating
Margin
|
9.7
|
%
|
14.1
|
%
|
||||||||||||
Effective
Tax Rate
|
41.5
|
%
|
37.0
|
%
|
Three
Months Ended May 31, 2007
|
||||||||||||||||||||||
Reported
Basis (GAAP)
|
Inventory
Step-up
|
Strategic
Business Realignment(2)
|
Other
|
Comparable
Basis
(Non-GAAP)
|
Percent
Change
- Reported Basis (GAAP)
|
Percent
Change - Comparable Basis
(Non-GAAP)
|
||||||||||||||||
Net
Sales
|
$
|
901.2
|
$
|
901.2
|
3
|
%
|
3
|
%
|
||||||||||||||
Cost
of product sold
|
(633.0
|
)
|
2.9
|
2.2
|
(627.9
|
)
|
(5
|
%)
|
(6
|
%)
|
||||||||||||
Gross
Profit
|
268.2
|
2.9
|
2.2
|
-
|
273.3
|
23
|
%
|
24
|
%
|
|||||||||||||
Selling,
general and administrative expenses ("SG&A")
|
(197.6
|
)
|
6.6
|
(191.0
|
)
|
18
|
%
|
9
|
%
|
|||||||||||||
Acquisition-related
integration costs
|
(2.0
|
)
|
2.0
|
-
|
115
|
%
|
N/A
|
|||||||||||||||
Restructuring
charges
|
(0.4
|
)
|
0.4
|
-
|
25
|
%
|
N/A
|
|||||||||||||||
Operating
Income
|
68.2
|
2.9
|
11.2
|
-
|
82.3
|
33
|
%
|
60
|
%
|
|||||||||||||
Equity
in earnings of equity method investees
|
75.8
|
0.2
|
76.0
|
(5
|
%)
|
(5
|
%)
|
|||||||||||||||
EBIT
|
158.3
|
N/A
|
28
|
%
|
||||||||||||||||||
Interest
expense, net
|
(79.7
|
)
|
|
|
|
(79.7
|
)
|
9
|
%
|
9
|
%
|
|||||||||||
Income
Before Income Taxes
|
64.3
|
3.1
|
11.2
|
-
|
78.6
|
19
|
%
|
49
|
%
|
|||||||||||||
(Provision
for) benefit from income taxes
|
(34.5
|
)
|
(1.1
|
)
|
5.5
|
-
|
(30.1
|
)
|
(8
|
%)
|
44
|
%
|
||||||||||
Net
Income
|
$
|
29.8
|
$
|
2.0
|
$
|
16.7
|
$
|
-
|
$
|
48.5
|
50
|
%
|
52
|
%
|
||||||||
Diluted
Earnings Per Common Share
|
$
|
0.13
|
$
|
0.01
|
$
|
0.07
|
$
|
-
|
$
|
0.21
|
54
|
%
|
62
|
%
|
||||||||
Weighted
Average Common Shares
Outstanding
- Diluted
|
233.439
|
233.439
|
233.439
|
233.439
|
233.439
|
|||||||||||||||||
Gross
Margin
|
29.8
|
%
|
30.3
|
%
|
||||||||||||||||||
SG&A
as a percent of net sales
|
21.9
|
%
|
21.2
|
%
|
||||||||||||||||||
Operating
Margin
|
7.6
|
%
|
9.1
|
%
|
||||||||||||||||||
Effective
Tax Rate
|
53.7
|
%
|
|
|
|
38.3
|
%
|
|
|
Constellation
Brands, Inc. and Subsidiaries
|
||||||
RECONCILIATIONS
OF GAAP TO NON-GAAP FINANCIAL MEASURES
(continued)
|
||||||
NOTES
|
(1) |
The
company reports its financial results in accordance with generally
accepted accounting principles in the U.S. ("GAAP"). However,
non-GAAP
financial measures, as defined in the reconciliation tables above,
are
provided because management uses this information in evaluating
the
results of the continuing operations of the company and/or internal
goal
setting. In addition, the company believes this information provides
investors better insight on underlying business trends and results
in
order to evaluate year over year financial performance. See the
tables
above for supplemental financial data and corresponding reconciliations
of
these non-GAAP financial measures to GAAP financial measures
for the three
months ended May 31, 2008, and May 31, 2007. Non-GAAP financial
measures
should be viewed in addition to, and not as an alternative for,
the
company's reported results prepared in accordance with GAAP.
Please refer
to the company's Web site at http://www.cbrands.com/CBI/investors.htm
for
more detailed description and further discussion of these non-GAAP
financial measures.
|
(2) |
For
the three months ended May 31, 2008, strategic business realignment
items
primarily include (i) the loss, primarily on assets held for
sale, in
connection with the disposal of the Pacific Northwest wine brands
(announced on June 10, 2008), of $17.3 million, net of a tax
benefit of
$6.1 million, and (ii) costs recognized by the company primarily
in
connection with its plan to streamline certain of its international
operations, primarily in Australia, and its plan to streamline
certain of
its operations in the U.S., primarily in connection with the
restructuring
and integration of the operations of BWE (collectively, the "Fiscal
2008
Plan") of $5.6 million, net of a tax benefit of $2.3 million.
For the
three months ended May 31, 2007, strategic business realignment
items
include the loss on disposal in connection with the company's
contribution
of its U.K. wholesale business of $13.3 million, including $7.2
million
additional tax expense, and costs recognized by the company primarily
in
connection with (i) the restructuring and integration of the
operations of
Vincor International Inc. (the "Vincor Plan") of $1.3 million,
net of a
tax benefit of $0.6 million, (ii) its plan to invest in new distribution
and bottling facilities in the U.K. and to streamline certain
Australian
wine operations (collectively, the "Fiscal 2007 Wine Plan") of
$1.1
million, net of a tax benefit of $0.5 million, and (iii) its
worldwide
wine reorganization, including its program to consolidate certain
west
coast production processes in the U.S. (collectively, the "Fiscal
2006
Plan") of $0.9 million, net of a tax benefit of $0.6 million.
|
Constellation
Brands, Inc. and Subsidiaries
|
||||||||||||||||
RECONCILIATIONS
OF GAAP TO NON-GAAP FINANCIAL MEASURES
(continued)
|
||||||||||||||||
GUIDANCE
- DILUTED EARNINGS PER SHARE AND FREE CASH FLOW
|
||||||||||||||||
(in
millions, except per share data)
|
Diluted
Earnings Per Share Guidance
|
Range
for the Year
Ending
February 28, 2009
|
||||||
Forecasted
diluted earnings per share - reported basis
(GAAP)
|
$
|
1.38
|
$
|
1.46
|
|||
Inventory
step-up
|
0.06
|
0.06
|
|||||
Strategic
business realignment (1)
|
0.24
|
0.24
|
|||||
Forecasted
diluted earnings per share - comparable basis (Non-GAAP)
(2)
|
$
|
1.68
|
$
|
1.76
|
|||
Actual
for the
Year
Ended
February
29,
2008
|
|||||||
Diluted
earnings per share - reported basis (GAAP)
|
$
|
(2.83
|
)
|
||||
Inventory
step-up
|
0.03
|
||||||
Strategic
business realignment (1)
|
0.31
|
||||||
Other
(3)
|
3.85
|
||||||
Impact
of anti-dilutive potential common shares (4)
|
0.08
|
||||||
Diluted
earnings per share - comparable basis (Non-GAAP) (2)
|
$
|
1.44
|
(1)
|
Includes
$0.08, $0.08, $0.04, $0.02 and $0.01 diluted earnings per share
for the
year ending February 28, 2009, associated with the Fiscal 2008
Plan, the
loss, primarily on assets held for sale, in connection with
the disposal
of the Pacific Northwest wine brands, the Fiscal 2007 Wine
Plan, the
Fiscal 2006 Plan and the Vincor Plan, respectively. Includes
$0.12, $0.11,
$0.06, $0.02, $0.01, $0.01 and ($0.02) diluted earnings per
share for the
year ended February 29, 2008, associated with the loss on disposal
of the
Almaden and Inglenook wine brands, the Fiscal 2008 Plan, the
loss on
disposal in connection with the company's contribution of its
U.K.
wholesale business to the Matthew Clark joint venture and the
company's
provision for income taxes in connection with the repatriation
of proceeds
associated with this transaction, the Fiscal 2007 Wine Plan,
the Vincor
Plan, the Fiscal 2006 Plan, and the realized gain on a prior
asset sale,
respectively.(2)
|
(2)
|
May
not sum due to rounding as each item is computed
independently.
|
(3)
|
Includes
$3.57, $0.23, $0.07, $0.02 and ($0.05) diluted earnings per
share for the
year ended February 29, 2008, associated with an impairment
of goodwill
and intangible assets, a valuation allowance against net operating
loss
carryforwards in Australia, an impairment of an equity method
investment,
a loss on write-off of certain property, plant and equipment,
and a tax
benefit related to prior period stock option
exercises.(2)
|
(4)
|
In
accordance with the antidilution provisions of SFAS No. 128,
the dilutive
impact of potential common shares is excluded from the company's
reported
diluted earnings per share calculation for the year ended February
29,
2008. As a result of the company having net income on a comparable
basis
for the year ended February 29, 2008, the dilutive impact of
potential
common shares is included in the company's comparable diluted
earnings per
share calculation.
|
Free
Cash Flow Guidance
|
|||||||||||||||||
Free
cash flow, as defined in the reconciliation below, is considered
a
liquidity measure and is considered to provide useful information
to
investors about the amount of cash generated, which can then
be used,
after required debt service and dividend payments, for other
general
corporate purposes. A limitation of free cash flow is that it
does not
represent the total increase or decrease in the cash balance
for the
period. Free cash flow should be considered in addition to, not
as a
substitute for, or superior to, cash flow from operating activities
prepared in accordance with GAAP.
|
Range
for the Year
Ending
February 28, 2009
|
|||||||
Net
cash provided by operating activities (GAAP)
|
$
|
460.0
|
$
|
510.0
|
|||
Purchases
of property, plant and equipment
|
(150.0
|
)
|
(170.0
|
)
|
|||
Free
cash flow (Non-GAAP)
|
$
|
310.0
|
$
|
340.0
|
|||
|
Actual
for the Three Months Ended May 31, 2008
|
||||||
Net
cash used in operating activities (GAAP)
|
$
|
(32.7
|
)
|
||||
Purchases
of property, plant and equipment
|
(22.2
|
)
|
|||||
Free
cash flow (Non-GAAP)
|
$
|
(54.9
|
)
|