| BUSINESS SEGMENT INFORMATION |
BUSINESS SEGMENT INFORMATION
Through February 28, 2019, our internal management financial reporting consisted of two business divisions: (i) Beer and (ii) Wine and Spirits. Beginning March 1, 2019, as a result of our November 2018 Canopy Investment and a change in our chief operating decision maker (“CODM”) on March 1, 2019, we have changed our internal management financial reporting to consist of three business divisions: (i) Beer, (ii) Wine and Spirits, and (iii) Canopy. Consequently, beginning with the first quarter of fiscal 2020, we report our operating results in four segments: (i) Beer, (ii) Wine and Spirits, (iii) Corporate Operations and Other, and (iv) Canopy. The Canopy Equity Method Investment makes up the Canopy segment.
In the Beer segment, our portfolio consists of high-end imported and craft beer brands. We have an exclusive perpetual brand license to import, market, and sell in the U.S. our Mexican beer portfolio. In the Wine and Spirits segment, we sell a portfolio that includes higher-margin, higher-growth wine brands complemented by certain higher-end spirits brands. Amounts included in the Corporate Operations and Other segment consist of costs of executive management, corporate development, corporate finance, corporate growth and strategy, human resources, internal audit, investor relations, legal, public relations, and information technology, as well as our investments made through our corporate venture capital function. All costs included in the Corporate Operations and Other segment are general costs that are applicable to the consolidated group and are therefore not allocated to the other reportable segments. All costs reported within the Corporate Operations and Other segment are not included in our CODM’s evaluation of the operating income (loss) performance of the other reportable segments. The business segments reflect how our operations are managed, how resources are allocated, how operating performance is evaluated by senior management, and the structure of our internal financial reporting. Long-lived tangible assets and total asset information by segment is not provided to, or reviewed by, our CODM as it is not used to make strategic decisions, allocate resources, or assess performance.
In addition, management excludes items that affect comparability (“Comparable Adjustments”) from its evaluation of the results of each operating segment as these Comparable Adjustments are not reflective of core operations of the segments. Segment operating performance and segment management compensation are evaluated based upon core segment operating income (loss). As such, the performance measures for incentive compensation purposes for segment management do not include the impact of these Comparable Adjustments.
We evaluate segment operating performance based on operating income (loss) of the respective business units. Comparable Adjustments that impacted comparability in our segment operating income (loss) for each period are as follows:
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For the Six Months Ended August 31, |
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For the Three Months Ended August 31, |
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2019 |
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2018 |
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2019 |
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2018 |
(in millions) |
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Cost of product sold |
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Strategic business development costs |
$ |
(62.5 |
) |
|
$ |
— |
|
|
$ |
(18.0 |
) |
|
$ |
— |
|
Settlements of undesignated commodity derivative contracts |
(48.4 |
) |
|
(5.1 |
) |
|
(18.4 |
) |
|
(3.6 |
) |
Accelerated depreciation |
(5.3 |
) |
|
(5.0 |
) |
|
(1.8 |
) |
|
(1.6 |
) |
Flow through of inventory step-up |
(1.2 |
) |
|
(1.4 |
) |
|
(0.8 |
) |
|
(0.8 |
) |
Net gain (loss) on undesignated commodity derivative contracts |
26.8 |
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|
9.6 |
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|
10.9 |
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|
(5.8 |
) |
Recovery of (loss on) inventory write-down |
8.6 |
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|
(1.5 |
) |
|
8.6 |
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|
— |
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Total cost of product sold |
(82.0 |
) |
|
(3.4 |
) |
|
(19.5 |
) |
|
(11.8 |
) |
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Selling, general, and administrative expenses |
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Net gain (loss) on foreign currency derivative contracts associated with acquisition of investment |
— |
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(7.1 |
) |
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— |
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|
(7.1 |
) |
Restructuring and other strategic business development costs |
(50.1 |
) |
|
(8.6 |
) |
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(26.5 |
) |
|
(4.3 |
) |
Transaction, integration, and other acquisition-related costs |
(5.5 |
) |
|
(1.0 |
) |
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(3.2 |
) |
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(1.0 |
) |
Impairment of intangible assets |
(11.0 |
) |
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— |
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(11.0 |
) |
|
— |
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Deferred compensation |
— |
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(16.3 |
) |
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— |
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— |
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Other gains (losses) (1)
|
1.1 |
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|
8.5 |
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|
(12.3 |
) |
|
8.5 |
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Total selling, general, and administrative expenses |
(65.5 |
) |
|
(24.5 |
) |
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(53.0 |
) |
|
(3.9 |
) |
Comparable Adjustments, Operating income (loss) |
$ |
(147.5 |
) |
|
$ |
(27.9 |
) |
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$ |
(72.5 |
) |
|
$ |
(15.7 |
) |
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(1) |
Includes a gain of $11.8 million for the six months ended August 31, 2019, in connection with the increase in our ownership interest in Nelson’s Green Brier and a loss of $11.4 million and $13.3 million for the six months and three months ended August 31, 2019, respectively, in connection with an increase in estimated fair value of a contingent liability associated with a prior period acquisition.
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The accounting policies of the segments are the same as those described for the Company in Note 1 of our consolidated financial statements included in our 2019 Annual Report, and include the recently adopted accounting guidance described in Note 2 and Note 14 herein. Amounts included below for the Canopy segment represent 100% of Canopy’s reported results on a two-month lag, prepared in accordance with U.S. GAAP, and converted from Canadian dollars to U.S. dollars. Although we own less than 100% of the outstanding shares of Canopy, 100% of the Canopy results are included in the information below and subsequently eliminated in order to reconcile to our consolidated financial statements. Segment information is as follows:
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For the Six Months Ended August 31, |
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For the Three Months Ended August 31, |
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2019 |
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2018 |
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2019 |
|
2018 |
(in millions) |
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Beer |
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Net sales |
$ |
3,117.8 |
|
|
$ |
2,902.2 |
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|
$ |
1,640.4 |
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|
$ |
1,527.1 |
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Segment operating income (loss) |
$ |
1,265.9 |
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|
$ |
1,150.6 |
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$ |
685.3 |
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$ |
630.6 |
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Capital expenditures |
$ |
272.8 |
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$ |
296.3 |
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|
$ |
170.7 |
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$ |
159.8 |
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Depreciation and amortization |
$ |
106.2 |
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$ |
100.5 |
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$ |
51.9 |
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$ |
51.0 |
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Wine and Spirits |
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Net sales: |
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Wine |
$ |
1,146.1 |
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$ |
1,262.8 |
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$ |
611.1 |
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$ |
671.0 |
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Spirits |
177.3 |
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|
181.2 |
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|
92.5 |
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|
101.0 |
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Net sales |
$ |
1,323.4 |
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$ |
1,444.0 |
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$ |
703.6 |
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$ |
772.0 |
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Segment operating income (loss) |
$ |
321.2 |
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$ |
369.2 |
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$ |
160.4 |
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$ |
201.4 |
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Income (loss) from unconsolidated investments |
$ |
3.0 |
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|
$ |
3.8 |
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|
$ |
(1.0 |
) |
|
$ |
(1.0 |
) |
Equity method investments |
$ |
76.8 |
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|
$ |
79.1 |
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|
$ |
76.8 |
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$ |
79.1 |
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Capital expenditures |
$ |
43.1 |
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$ |
58.8 |
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$ |
16.2 |
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$ |
31.0 |
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Depreciation and amortization |
$ |
50.0 |
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$ |
49.2 |
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$ |
25.0 |
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$ |
24.8 |
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Corporate Operations and Other |
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Segment operating income (loss) |
$ |
(97.4 |
) |
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$ |
(101.5 |
) |
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$ |
(53.7 |
) |
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$ |
(51.3 |
) |
Income (loss) from unconsolidated investments |
$ |
(1.3 |
) |
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$ |
(1.2 |
) |
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$ |
(0.2 |
) |
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$ |
(1.1 |
) |
Equity method investments |
$ |
81.0 |
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$ |
41.2 |
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$ |
81.0 |
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$ |
41.2 |
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Capital expenditures |
$ |
39.3 |
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$ |
15.5 |
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$ |
12.6 |
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$ |
11.6 |
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Depreciation and amortization |
$ |
10.5 |
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$ |
17.1 |
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$ |
5.2 |
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$ |
8.7 |
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Canopy |
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Net sales |
$ |
138.4 |
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NA |
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$ |
67.7 |
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|
NA |
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Segment operating income (loss) |
$ |
(330.5 |
) |
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NA |
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$ |
(160.5 |
) |
|
NA |
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Capital expenditures |
$ |
270.6 |
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|
NA |
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$ |
158.4 |
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|
NA |
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Depreciation and amortization |
$ |
35.0 |
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|
NA |
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$ |
17.4 |
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|
NA |
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Consolidation and Eliminations |
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Net sales |
$ |
(138.4 |
) |
|
$ |
— |
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|
$ |
(67.7 |
) |
|
$ |
— |
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Operating income (loss) |
$ |
330.5 |
|
|
$ |
— |
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|
$ |
160.5 |
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|
$ |
— |
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Income (loss) from unconsolidated investments |
$ |
(109.1 |
) |
|
$ |
— |
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|
$ |
(54.7 |
) |
|
$ |
— |
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Equity method investments |
$ |
2,846.0 |
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|
$ |
— |
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|
$ |
2,846.0 |
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|
$ |
— |
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Capital expenditures |
$ |
(270.6 |
) |
|
$ |
— |
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|
$ |
(158.4 |
) |
|
$ |
— |
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Depreciation and amortization |
$ |
(35.0 |
) |
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$ |
— |
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$ |
(17.4 |
) |
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$ |
— |
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For the Six Months Ended August 31, |
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For the Three Months Ended August 31, |
|
2019 |
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2018 |
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2019 |
|
2018 |
(in millions) |
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Comparable Adjustments |
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Operating income (loss) |
$ |
(147.5 |
) |
|
$ |
(27.9 |
) |
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$ |
(72.5 |
) |
|
$ |
(15.7 |
) |
Income (loss) from unconsolidated investments |
$ |
(2,147.9 |
) |
|
$ |
1,050.2 |
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|
$ |
(1,268.8 |
) |
|
$ |
690.5 |
|
Depreciation and amortization |
$ |
5.3 |
|
|
$ |
5.0 |
|
|
$ |
1.8 |
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$ |
1.6 |
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Consolidated |
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Net sales |
$ |
4,441.2 |
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$ |
4,346.2 |
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|
$ |
2,344.0 |
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|
$ |
2,299.1 |
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Operating income (loss) |
$ |
1,342.2 |
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|
$ |
1,390.4 |
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|
$ |
719.5 |
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|
$ |
765.0 |
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Income (loss) from unconsolidated investments (1)
|
$ |
(2,255.3 |
) |
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$ |
1,052.8 |
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$ |
(1,324.7 |
) |
|
$ |
688.4 |
|
Equity method investments |
$ |
3,003.8 |
|
|
$ |
120.3 |
|
|
$ |
3,003.8 |
|
|
$ |
120.3 |
|
Capital expenditures |
$ |
355.2 |
|
|
$ |
370.6 |
|
|
$ |
199.5 |
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$ |
202.4 |
|
Depreciation and amortization |
$ |
172.0 |
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|
$ |
171.8 |
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$ |
83.9 |
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$ |
86.1 |
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(1) |
Income (loss) from unconsolidated investments consists of: |
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For the Six Months Ended |
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For the Three Months Ended |
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|
August 31,
2019 |
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August 31,
2018 |
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August 31,
2019 |
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August 31,
2018 |
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(in millions) |
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Unrealized net gain (loss) on securities measured at fair value |
$ |
(1,666.6 |
) |
|
$ |
950.4 |
|
|
$ |
(839.1 |
) |
|
$ |
692.1 |
|
|
|
Net gain (loss) on sale of unconsolidated investment (i)
|
(0.1 |
) |
|
99.8 |
|
|
— |
|
|
(1.6 |
) |
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Equity in earnings (losses) of equity method investees and related activities (ii)
|
(588.6 |
) |
|
2.6 |
|
|
(485.6 |
) |
|
(2.1 |
) |
|
|
|
$ |
(2,255.3 |
) |
|
$ |
1,052.8 |
|
|
$ |
(1,324.7 |
) |
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$ |
688.4 |
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(i) |
In May 2018, we completed the sale of our remaining interest in our previously-owned Australian and European business (the “Accolade Wine Investment”) for A$149.1 million, or $113.6 million, subject to closing adjustments. We received cash proceeds, net of direct costs to sell, of $110.2 million and a note receivable of $3.4 million. This interest consisted of an investment accounted for under the cost method and available-for-sale debt securities. |
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(ii) |
Includes the June 2019 Warrant Modification Loss. |
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