Use of non-GAAP financial information
This press release includes measures not derived in accordance with
generally accepted accounting principles (“GAAP”), such as diluted
earnings per share before charges/gains, net debt-to-EBITDA ratio,
operating income before charges/gains, and free cash flow. These
measures should not be considered in isolation or as a substitute for
any measure derived in accordance with GAAP and may also be inconsistent
with similar measures presented by other companies. Reconciliations of
these measures to the most closely comparable GAAP measures, and reasons
for the Company’s use of these measures, are presented in the attached
pages.
|
|
|
|
|
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
(In millions, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
|
Net Sales (GAAP)
|
|
|
|
|
|
|
|
|
Kitchen & Bath Cabinetry
|
|
$
|
311.5
|
|
|
$
|
299.8
|
|
|
3.9
|
|
|
|
Plumbing & Accessories
|
|
|
244.5
|
|
|
|
203.8
|
|
|
20.0
|
|
|
|
Advanced Material Windows & Door Systems
|
|
|
113.4
|
|
|
|
102.0
|
|
|
11.2
|
|
|
|
Security & Storage
|
|
|
129.4
|
|
|
|
109.2
|
|
|
18.5
|
|
|
|
Total Net Sales
|
|
$
|
798.8
|
|
|
$
|
714.8
|
|
|
11.8
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) Before Charges/Gains
(a)
|
|
|
|
|
|
|
|
|
Kitchen & Bath Cabinetry
|
|
$
|
(3.9
|
)
|
|
$
|
(1.7
|
)
|
|
(129.4
|
)
|
|
|
Plumbing & Accessories
|
|
|
36.2
|
|
|
|
25.6
|
|
|
41.4
|
|
|
|
Advanced Material Windows & Door Systems
|
|
|
(10.3
|
)
|
|
|
(13.6
|
)
|
|
24.3
|
|
|
|
Security & Storage
|
|
|
11.8
|
|
|
|
6.2
|
|
|
90.3
|
|
|
|
Corporate expense
|
|
|
(12.9
|
)
|
|
|
(13.2
|
)
|
|
2.3
|
|
|
|
Total Operating Income Before Charges/Gains
|
|
$
|
20.9
|
|
|
$
|
3.3
|
|
|
533.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings Per Share Before Charges/Gains
(b)
|
|
|
|
|
|
|
|
|
Diluted
|
|
$
|
0.08
|
|
|
$
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA Before Charges/Gains
(c)
|
|
$
|
45.4
|
|
|
$
|
28.1
|
|
|
61.6
|
|
|
|
|
(a) Operating income (loss) before charges/gains is operating income
derived in accordance with GAAP including estimated incremental
standalone corporate expenses and excluding restructuring and other
charges, and income from a contingent acquisition consideration
adjustment. Operating income (loss) before charges/gains is a
measure not derived in accordance with GAAP. Management uses this
measure to determine the returns generated by FBHS and to evaluate
and identify cost-reduction initiatives. Management believes this
measure provides investors with helpful supplemental information
regarding the underlying performance of the company from year to
year. This measure may be inconsistent with similar measures
presented by other companies. A GAAP reconciliation is included in
subsequent tables.
|
|
|
|
|
(b) Diluted EPS before charges/gains is net income (loss) calculated
on a diluted per-share basis adjusted to reflect the borrowing
arrangements and debt levels that actually existed immediately after
the separation from Fortune Brands, Inc. as of October 4, 2011, the
1:1 share distribution resulting from the spin-off of FBHS from
Fortune Brands, Inc., standalone corporate costs, an adjusted pro
forma effective tax rate of 35%, and excludes restructuring and
other charges, and income from a contingent acquisition
consideration adjustment. Diluted EPS before charges/gains is a
measure not derived in accordance with GAAP. Management uses this
measure to evaluate the overall performance of the company and
believes this measure provides investors with helpful supplemental
information regarding the underlying performance of the company from
period to period. This measure may be inconsistent with similar
measures presented by other companies. A GAAP reconciliation is
included in subsequent tables.
|
|
|
|
|
(c) EBITDA before charges/gains is net income (loss) derived in
accordance with GAAP including estimated incremental standalone
corporate expenses and excluding restructuring and other charges,
income from a contingent acquisition consideration adjustment,
depreciation, amortization of intangible assets, related party
interest expense, net, external interest expense, and income taxes.
EBITDA before charges/gains is a measure not derived in accordance
with GAAP. Management uses this measure to assess returns generated
by FBHS. Management believes this measure provides investors with
helpful supplemental information about the company's ability to fund
internal growth, make acquisitions and repay debt and related
interest. This measure may be inconsistent with similar measures
presented by other companies. A GAAP reconciliation is included in
subsequent tables.
|
|
|
|
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
CONDENSED CONSOLIDATED BALANCE SHEET (GAAP)
|
|
(In millions)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
December 31,
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
120.6
|
|
$
|
120.8
|
|
|
Accounts receivable, net
|
|
|
379.3
|
|
|
346.1
|
|
|
Inventory
|
|
|
350.7
|
|
|
336.3
|
|
|
Other current assets
|
|
|
123.3
|
|
|
150.3
|
|
|
Total current assets
|
|
|
973.9
|
|
|
953.5
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
515.0
|
|
|
525.8
|
|
|
Goodwill resulting from business acquisitions
|
|
|
1,367.4
|
|
|
1,366.6
|
|
|
Other intangible assets, net of accumulated amortization
|
|
|
701.4
|
|
|
702.9
|
|
|
Other assets
|
|
|
89.8
|
|
|
89.1
|
|
|
Total assets
|
|
$
|
3,647.5
|
|
$
|
3,637.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
Notes payable to banks
|
|
$
|
4.3
|
|
$
|
3.8
|
|
|
Current portion of long-term debt
|
|
|
17.5
|
|
|
17.5
|
|
|
Accounts payable
|
|
|
254.7
|
|
|
260.7
|
|
|
Other current liabilities
|
|
|
240.4
|
|
|
315.8
|
|
|
Total current liabilities
|
|
|
516.9
|
|
|
597.8
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
409.3
|
|
|
389.3
|
|
|
Deferred income taxes
|
|
|
213.4
|
|
|
204.1
|
|
|
Accrued defined benefit plans
|
|
|
250.0
|
|
|
248.2
|
|
|
Other long-term liabilities
|
|
|
74.4
|
|
|
74.0
|
|
|
Total liabilities
|
|
|
1,464.0
|
|
|
1,513.4
|
|
|
|
|
|
|
|
|
|
Stockholders' equity
|
|
|
2,180.5
|
|
|
2,120.8
|
|
|
Noncontrolling interests
|
|
|
3.0
|
|
|
3.7
|
|
|
Total equity
|
|
|
2,183.5
|
|
|
2,124.5
|
|
|
Total liabilities and equity
|
|
$
|
3,647.5
|
|
$
|
3,637.9
|
|
|
|
|
|
|
|
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(In millions)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|
|
2012
|
|
|
2011
|
|
|
|
|
Operating Activities
|
|
|
|
|
|
|
|
|
|
Net Income (Loss)
|
|
$
|
13.0
|
|
|
$
|
(10.3
|
)
|
|
|
|
|
Depreciation and amortization
|
|
|
24.5
|
|
|
|
24.8
|
|
|
|
|
|
Deferred income taxes
|
|
|
8.1
|
|
|
|
0.6
|
|
|
|
|
|
Other noncash items
|
|
|
6.0
|
|
|
|
2.7
|
|
|
|
|
|
Changes in assets and liabilities, net
|
|
|
(95.5
|
)
|
|
|
(85.7
|
)
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
(43.9
|
)
|
|
$
|
(67.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities
|
|
|
|
|
|
|
|
|
|
Capital expenditures, net of proceeds from asset sales
|
|
$
|
(9.8
|
)
|
|
$
|
(9.9
|
)
|
|
|
|
|
Other investing activities
|
|
|
(3.6
|
)
|
|
|
-
|
|
|
|
|
|
Net cash used in investing activities
|
|
$
|
(13.4
|
)
|
|
$
|
(9.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities
|
|
$
|
56.7
|
|
|
$
|
84.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of changes in foreign currency exchange rates on cash
|
|
$
|
0.4
|
|
|
$
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease)/increase in cash and cash equivalents
|
|
$
|
(0.2
|
)
|
|
$
|
7.2
|
|
|
|
|
|
Cash and cash equivalents at beginning of year
|
|
|
120.8
|
|
|
|
60.7
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
120.6
|
|
|
$
|
67.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FREE CASH FLOW
|
|
Three Months Ended March 31,
|
|
|
2012 Full Year
|
|
|
|
2012
|
|
2011
|
|
|
Targeted Range
|
|
|
|
|
|
|
|
|
|
|
|
Free Cash Flow
(a)
|
|
$
|
(12.5
|
)
|
|
$
|
(77.8
|
)
|
|
|
$
|
200 - 225
|
|
Add:
|
|
|
|
|
|
|
|
|
|
Capital Expenditures
|
|
11.2
|
|
|
|
10.0
|
|
|
|
|
80
|
|
Less:
|
|
|
|
|
|
|
|
|
|
Proceeds from the sale of assets
|
|
|
1.4
|
|
|
|
0.1
|
|
|
|
|
5 - 10
|
|
Proceeds from the exercise of stock options
|
|
|
41.2
|
|
|
|
-
|
|
|
|
|
50 - 60
|
|
Cash Flow From Operations (GAAP)
|
|
$
|
(43.9
|
)
|
|
$
|
(67.9
|
)
|
|
|
$
|
225 - 235
|
|
|
|
(a) Free cash flow is cash flow from operations calculated in
accordance with GAAP less net capital expenditures (capital
expenditures less proceeds from the sale of assets including
property, plant and equipment) plus proceeds from the exercise of
stock options. Free cash flow is a measure not derived in accordance
with GAAP. Management believes that free cash flow provides
investors with helpful supplemental information about the company's
ability to fund internal growth, make acquisitions, repay debt and
related interest, pay dividends, and repurchase common stock. This
measure may be inconsistent with similar measures presented by other
companies.
|
|
|
|
|
|
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
CONSOLIDATED STATEMENT OF INCOME (GAAP)
|
|
(In millions, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales
|
|
$
|
798.8
|
|
|
$
|
714.8
|
|
|
11.8
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of products sold
|
|
|
552.0
|
|
|
|
504.5
|
|
|
9.4
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general
|
|
|
|
|
|
|
|
|
and administrative expenses
|
|
|
221.1
|
|
|
|
198.5
|
|
|
11.4
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets
|
|
|
3.4
|
|
|
|
3.7
|
|
|
(8.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring charges
|
|
|
1.0
|
|
|
|
0.3
|
|
|
233.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income
|
|
|
21.3
|
|
|
|
7.8
|
|
|
173.1
|
|
|
|
|
|
|
|
|
|
|
|
|
Related party interest expense, net
|
|
|
-
|
|
|
|
22.7
|
|
|
(100.0
|
)
|
|
|
|
|
|
|
|
|
|
|
|
External interest expense
|
|
|
2.5
|
|
|
|
0.1
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income, net
|
|
|
(0.5
|
)
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) before income taxes
|
|
|
19.3
|
|
|
|
(15.0
|
)
|
|
228.7
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
6.3
|
|
|
|
(4.7
|
)
|
|
234.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss)
|
|
$
|
13.0
|
|
|
$
|
(10.3
|
)
|
|
226.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Noncontrolling interests
|
|
|
0.5
|
|
|
|
0.2
|
|
|
150.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) attributable to
|
|
|
|
|
|
|
|
|
Fortune Brands Home & Security
|
|
$
|
12.5
|
|
|
$
|
(10.5
|
)
|
|
219.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (Loss) Per Common Share, Diluted
(a)
:
|
|
|
|
|
|
|
|
|
Net Income
|
|
$
|
0.08
|
|
|
$
|
(0.07
|
)
|
|
213.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Average Shares Outstanding
(a)
|
|
|
163.0
|
|
|
|
155.1
|
|
|
5.1
|
|
|
|
|
(a) Diluted earnings per common share and the average number of
shares of common stock outstanding in the first quarter of 2011 were
retrospectively restated adjusting the number of shares of Fortune
Brands Home & Security, Inc. common stock for the stock split on
September 27, 2011. Prior to the Separation, the same number of
shares was used to calculate basic and diluted earnings per share
since no Fortune Brands Home & Security, Inc. stock-based awards
were outstanding prior to the Separation.
|
|
|
|
|
|
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
(In millions, except per share amounts)
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
|
Net Sales (GAAP)
|
|
|
|
|
|
|
|
|
Kitchen & Bath Cabinetry
|
|
$
|
311.5
|
|
|
$
|
299.8
|
|
|
3.9
|
|
|
|
Plumbing & Accessories
|
|
|
244.5
|
|
|
|
203.8
|
|
|
20.0
|
|
|
|
Advanced Material Windows & Door Systems
|
|
|
113.4
|
|
|
|
102.0
|
|
|
11.2
|
|
|
|
Security & Storage
|
|
|
129.4
|
|
|
|
109.2
|
|
|
18.5
|
|
|
|
Total Net Sales
|
|
$
|
798.8
|
|
|
$
|
714.8
|
|
|
11.8
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss)
|
|
|
|
|
|
|
|
|
Kitchen & Bath Cabinetry
|
|
$
|
(5.3
|
)
|
|
$
|
(2.0
|
)
|
|
(165.0
|
)
|
|
|
Plumbing & Accessories
|
|
|
36.2
|
|
|
|
25.7
|
|
|
40.9
|
|
|
|
Advanced Material Windows & Door Systems
|
|
|
(8.5
|
)
|
|
|
(13.9
|
)
|
|
38.8
|
|
|
|
Security & Storage
|
|
|
11.8
|
|
|
|
6.2
|
|
|
90.3
|
|
|
|
Corporate Expenses
(a)
|
|
|
(12.9
|
)
|
|
|
(8.2
|
)
|
|
(57.3
|
)
|
|
|
Total Operating Income - GAAP
|
|
$
|
21.3
|
|
|
$
|
7.8
|
|
|
173.1
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING INCOME BEFORE CHARGES/GAINS
RECONCILIATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) Before Charges/Gains
(b)
|
|
|
|
|
|
|
|
|
Kitchen & Bath Cabinetry
|
|
$
|
(3.9
|
)
|
|
$
|
(1.7
|
)
|
|
(129.4
|
)
|
|
|
Plumbing & Accessories
|
|
|
36.2
|
|
|
|
25.6
|
|
|
41.4
|
|
|
|
Advanced Material Windows & Door Systems
|
|
|
(10.3
|
)
|
|
|
(13.6
|
)
|
|
24.3
|
|
|
|
Security & Storage
|
|
|
11.8
|
|
|
|
6.2
|
|
|
90.3
|
|
|
|
Corporate expenses
|
|
|
(12.9
|
)
|
|
|
(13.2
|
)
|
|
2.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Operating Income Before Charges/Gains
|
|
|
20.9
|
|
|
|
3.3
|
|
|
533.3
|
|
|
|
Restructuring and other charges
(c)
|
|
|
(1.6
|
)
|
|
|
(0.5
|
)
|
|
(220.0
|
)
|
|
|
Contingent acquisition consideration adjustment
(d)
|
|
|
2.0
|
|
|
|
-
|
|
|
-
|
|
|
|
Standalone corporate costs
(e)
|
|
|
-
|
|
|
|
5.0
|
|
|
(100.0
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Operating Income - GAAP
|
|
$
|
21.3
|
|
|
$
|
7.8
|
|
|
173.1
|
|
|
|
|
(a) For 2011, corporate expenses include allocations of certain
Fortune Brands, Inc. general corporate expenses incurred directly by
Fortune Brands, Inc. These allocated expenses include costs
associated with legal, finance, treasury, accounting, internal audit
and general management services. They also include the components of
defined benefit plan expense other than service cost including
actuarial gains and losses.
|
|
|
|
|
|
(b) Operating income (loss) before charges/gains is operating income
derived in accordance with GAAP including estimated incremental
standalone corporate expenses and excluding restructuring and other
charges, and income from a contingent acquisition consideration
adjustment. Operating income (loss) before charges/gains is a
measure not derived in accordance with GAAP. Management uses this
measure to determine the returns generated by FBHS and to evaluate
and identify cost-reduction initiatives. Management believes this
measure provides investors with helpful supplemental information
regarding the underlying performance of the company from year to
year. This measure may be inconsistent with similar measures
presented by other companies.
|
|
|
|
|
|
(c) Restructuring charges are costs incurred to implement
significant cost reduction initiatives and include workforce
reduction costs and asset write-downs; "other charges" represent
charges directly related to restructuring initiatives that cannot be
reported as restructuring under GAAP. Such costs may include losses
on disposal of inventories, trade receivables allowances from
exiting product lines and accelerated depreciation resulting from
the closure of facilities.
|
|
|
|
|
|
(d) Represents gain attributable to reduction of estimated liability
for contingent consideration associated with a business acquisition.
|
|
|
|
|
|
(e) The Company estimates that it would have incurred $5 million of
incremental corporate expenses if it had functioned as an
independent standalone public company for the three months ended
March 31, 2011.
|
|
|
|
DILUTED EPS BEFORE CHARGES/GAINS
RECONCILIATION
|
|
Diluted EPS before charges/gains is net income (loss) calculated on
a diluted per-share basis adjusted to reflect the borrowing
arrangements and debt levels that actually existed immediately after
the separation from Fortune Brands, Inc. as of October 4, 2011, the
1:1 share distribution resulting from the spin-off of FBHS from
Fortune Brands, Inc., standalone corporate costs, an adjusted pro
forma effective tax rate of 35%, and excludes restructuring and
other charges, and income from a contingent acquisition
consideration adjustment.
|
|
|
|
For the first quarter of 2012, diluted EPS before charges/gains is
net income calculated on a per-share basis excluding $1.6 million
($1.1 million after tax or $0.01 per diluted share) of
restructuring and other charges, and income from a contingent
acquisition consideration of $2.0 million ($1.3 million after tax
or $0.01 per diluted share).
|
|
|
|
|
For the first quarter of 2011, diluted EPS before charges/gains is
net income calculated on a per-share basis excluding $0.5 million
($0.3 million after tax) of restructuring and other charges,
standalone corporate costs of $5.0 million ($3.1 million after tax
or $0.02 per diluted share), capital structure changes of $19.8
million ($12.3 million after tax or $0.08 per diluted share), and
an adjusted pro forma tax rate adjustment of $1.0 million ($0.01
per diluted share).
|
|
|
|
|
Diluted EPS before charges/gains is a measure not derived in
accordance with GAAP. Management uses this measure to evaluate the
overall performance of the company and believes this measure
provides investors with helpful supplemental information regarding
the underlying performance of the company from period to period.
This measure may be inconsistent with similar measures presented by
other companies.
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
|
|
|
|
|
|
|
|
Earnings Per Common Share -
Diluted
|
|
|
|
|
|
|
|
EPS Before Charges/Gains
|
|
$
|
0.08
|
|
|
$
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Restructuring and other charges
|
|
|
(0.01
|
)
|
|
|
-
|
|
|
-
|
|
|
Contingent acquisition consideration adjustment
|
|
|
0.01
|
|
|
|
-
|
|
|
-
|
|
|
Standalone corporate costs
|
|
|
-
|
|
|
|
0.02
|
|
|
(100.0
|
)
|
|
Capital structure change
|
|
|
-
|
|
|
|
(0.08
|
)
|
|
100.0
|
|
|
Adjusted pro forma tax rate adjustment
|
|
|
-
|
|
|
|
(0.01
|
)
|
|
100.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS (GAAP)
|
|
$
|
0.08
|
|
|
$
|
(0.07
|
)
|
|
214.3
|
|
|
|
|
RECONCILIATION OF FULL YEAR 2012 EARNINGS
GUIDANCE TO GAAP
|
|
|
|
|
For the full year, the company is targeting diluted EPS before
charges/gains to be in the range of $0.77 to $0.87 per share. On a
GAAP basis, the company is targeting diluted EPS to be in the range
of $0.76 to $0.86 per share.
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
(In millions, except per share amounts)
|
|
(Unaudited)
|
|
|
|
2011 DILUTED EPS BEFORE CHARGES/GAINS
RECONCILIATION
|
|
|
|
2011 Diluted EPS before charges/gains is net income (loss)
calculated on a diluted per-share basis adjusted to reflect the
borrowing arrangements and debt levels that actually existed
immediately after the separation from Fortune Brands, Inc. as of
October 4, 2011, the actual diluted shares of the Company as of
December 31, 2011 of 160.7 million, standalone corporate costs, an
adjusted pro forma effective tax rate of 35%, and excludes
restructuring and other charges, business separation costs, asset
impairment charges and actuarial losses associated with the
Company's defined benefit plans.
|
|
|
|
For the year ended December 31, 2011, diluted EPS before
charges/gains is net income calculated on a per-share basis
excluding $20.0 million ($12.5 million after tax or $0.08 per
diluted share) of restructuring and other charges, standalone
corporate costs of $13.8 million ($8.6 million after tax or $0.05
per diluted share), capital structure changes of $14.4 million ($8.9
million after tax or $0.06 per diluted share), business separation
costs of $2.4 million ($1.7 million after tax or $0.01 per diluted
share), an adjusted pro forma tax rate adjustment of $12.0 million
($0.07 per diluted share), asset impairment charges of $90.0 million
($55.3 million after tax, or $0.35 per diluted share) and the impact
from our defined benefit plan accounting change of $80.0 million
($49.9 million after tax, or $0.31 per diluted share).
|
|
|
|
2011 Diluted EPS before charges/gains is a measure not derived in
accordance with GAAP. Management uses this measure to evaluate its
underlying 2012 EPS growth rate and believes this measure provides
investors with helpful supplemental information regarding the
underlying performance of the company from period to period. This
measure may be inconsistent with similar measures presented by other
companies.
|
|
|
|
|
|
|
|
|
|
Twelve months ended
|
|
|
|
|
|
December 31, 2011
|
|
|
|
Earnings Per Common Share -
Diluted
|
|
|
|
|
|
|
|
|
EPS Before Charges/Gains
|
|
$
|
0.60
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring and other charges
|
|
|
|
|
(0.08
|
)
|
|
|
|
Standalone corporate costs
|
|
|
|
|
0.05
|
|
|
|
|
Capital structure change
|
|
|
|
|
(0.06
|
)
|
|
|
|
Business separation costs
|
|
|
|
|
(0.01
|
)
|
|
|
|
Adjusted pro forma tax rate adjustment
|
|
|
|
|
(0.07
|
)
|
|
|
|
Asset impairment charges
|
|
|
|
|
(0.35
|
)
|
|
|
|
Defined benefit plan accounting change
(a)
|
|
|
|
|
(0.31
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS (GAAP)
|
|
$
|
(0.23
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Represents the impact of expense from actuarial losses
totaling approximately $80 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF EBITDA BEFORE
CHARGES/GAINS TO GAAP NET INCOME (LOSS)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2012
|
|
2011
|
|
% Change
|
|
|
|
|
|
|
|
|
|
|
EBITDA BEFORE CHARGES/GAINS
|
|
$
|
45.4
|
|
|
$
|
28.1
|
|
|
61.6
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
(b)
|
|
$
|
(20.6
|
)
|
|
$
|
(21.1
|
)
|
|
2.4
|
|
|
Amortization of intangible assets
|
|
|
(3.4
|
)
|
|
|
(3.7
|
)
|
|
8.1
|
|
|
Restructuring and other charges
|
|
|
(1.6
|
)
|
|
|
(0.5
|
)
|
|
(220.0
|
)
|
|
Contingent acquisition consideration adjustment
|
|
|
2.0
|
|
|
|
-
|
|
|
-
|
|
|
Related party interest expense, net
|
|
|
-
|
|
|
|
(22.7
|
)
|
|
-
|
|
|
External interest expense
|
|
|
(2.5
|
)
|
|
|
(0.1
|
)
|
|
-
|
|
|
Standalone corporate expenses
|
|
|
-
|
|
|
|
5.0
|
|
|
-
|
|
|
Income tax (provision) benefit
|
|
|
(6.3
|
)
|
|
|
4.7
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss)
|
|
$
|
13.0
|
|
|
$
|
(10.3
|
)
|
|
226.2
|
|
|
Noncontrolling interests
|
|
|
(0.5
|
)
|
|
|
(0.2
|
)
|
|
(150.0
|
)
|
|
Net income (loss) attributable to Home & Security
|
|
$
|
12.5
|
|
|
$
|
(10.5
|
)
|
|
219.0
|
|
|
|
|
EBITDA before charges/gains is net income (loss) derived in
accordance with GAAP including estimated incremental standalone
corporate expenses and excluding restructuring and other charges,
income from a contingent acquisition consideration adjustment,
depreciation, amortization of intangible assets, related party
interest expense, net, external interest expense, and income taxes.
EBITDA before charges/gains is a measure not derived in accordance
with GAAP. Management uses this measure to assess returns generated
by FBHS. Management believes this measure provides investors with
helpful supplemental information about the company's ability to fund
internal growth, make acquisitions and repay debt and related
interest. This measure may be inconsistent with similar measures
presented by other companies.
|
|
|
|
|
(b) Depreciation excludes accelerated depreciation of $0.5 million
for the three months ended March 31, 2012. Accelerated depreciation
is included in restructuring and other charges.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FORTUNE BRANDS HOME & SECURITY, INC.
|
|
Reconciliation of Income Statement - GAAP to Before Charges/Gains
Information
|
|
Three Months Ended March 31,
|
|
$ in millions, except per share amounts
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Before Charges/Gains adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contingent
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring
|
|
acquisition
|
|
Standalone
|
|
Capital
|
|
Pro forma
|
|
|
|
|
|
|
GAAP
|
|
|
and other
|
|
consideration
|
|
corporate
|
|
structure
|
|
tax rate
|
|
|
Before
|
|
|
|
(unaudited)
|
|
|
charges
|
|
adjustment
|
|
costs
|
|
change
|
|
adjustment
|
|
|
Charges/Gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2012
|
|
FIRST QUARTER
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales
|
|
$
|
798.8
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of products sold
|
|
|
552.0
|
|
|
|
(0.6
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Selling, general & administrative expenses
|
|
|
221.1
|
|
|
|
-
|
|
|
2.0
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Amortization of intangible assets
|
|
|
3.4
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Restructuring charges
|
|
|
1.0
|
|
|
|
(1.0
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income
|
|
|
21.3
|
|
|
|
1.6
|
|
|
(2.0
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
20.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Related party interest expense, net
|
|
|
-
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
External interest expense
|
|
|
2.5
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Other income, net
|
|
|
(0.5
|
)
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
19.3
|
|
|
|
1.6
|
|
|
(2.0
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
18.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
6.3
|
|
|
|
0.5
|
|
|
(0.7
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
$
|
13.0
|
|
|
|
1.1
|
|
|
(1.3
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
$
|
12.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Noncontrolling interests
|
|
|
0.5
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income attributable to Fortune Brands Home & Security, Inc.
|
|
$
|
12.5
|
|
|
|
1.1
|
|
|
(1.3
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
$
|
12.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Diluted Shares Outstanding
|
|
|
163.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
163.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS
|
|
|
0.08
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.08
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales
|
|
$
|
714.8
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of products sold
|
|
|
504.5
|
|
|
|
(0.2
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Selling, general & administrative expenses
|
|
|
198.5
|
|
|
|
-
|
|
|
-
|
|
|
5.0
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Amortization of intangible assets
|
|
|
3.7
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Restructuring charges
|
|
|
0.3
|
|
|
|
(0.3
|
)
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income
|
|
|
7.8
|
|
|
|
0.5
|
|
|
-
|
|
|
(5.0
|
)
|
|
-
|
|
|
-
|
|
|
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Related party interest expense, net
|
|
|
22.7
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
(19.8
|
)
|
|
-
|
|
|
|
|
|
External interest expense
|
|
|
0.1
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
Other income, net
|
|
|
-
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
|
(15.0
|
)
|
|
|
0.5
|
|
|
-
|
|
|
(5.0
|
)
|
|
19.8
|
|
|
-
|
|
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
(4.7
|
)
|
|
|
0.2
|
|
|
-
|
|
|
(1.9
|
)
|
|
7.5
|
|
|
(1.0
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (loss)
|
|
$
|
(10.3
|
)
|
|
|
0.3
|
|
|
-
|
|
|
(3.1
|
)
|
|
12.3
|
|
|
1.0
|
|
|
|
$
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: Noncontrolling interests
|
|
|
0.2
|
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (loss) attributable to Fortune Brands Home & Security,
Inc.
|
|
$
|
(10.5
|
)
|
|
|
0.3
|
|
|
-
|
|
|
(3.1
|
)
|
|
12.3
|
|
|
1.0
|
|
|
|
$
|
(0.0
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Diluted Shares Outstanding
|
|
|
155.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
158.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS
|
|
|
(0.07
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.00
|
)
|