Adjusted net sales in the North America segment are anticipated to have increased 10 percent in the three months ended June 30, 2013, as compared to the same period in 2012, driven by growth across all platforms, with increases on a percentage basis for plant-based foods and beverages in the low-double digits, premium dairy in the mid-single digits and coffee creamers and beverages in the low-double digits. Growth in the North America segment continues to be propelled by strong categories, increased marketing investments, and new product innovations.
The Company expects to report 13 percent growth in net sales in its Europe segment for the three months ended June 30, 2013, as compared to the same period in 2012, driven by strong volume growth of products launched in the prior year, including almond and hazelnut beverages, along with continued growth in non-dairy yogurt offerings. Volume growth in the Europe segment continues to be strongest in its core geographies located in Northern Europe. Excluding the impact of currency changes, net sales are also anticipated to have increased 13 percent in the three months ended June 30, 2013, as compared to the same period in 2012.
For the second quarter of 2013, the Company anticipates reporting adjusted operating income of approximately $46 million, representing a 16 percent increase compared to $40 million in the second quarter of 2012.
As of June 30, 2013, the Company had outstanding borrowings of approximately $722 million under its $1.35 billion senior secured credit facilities, of which approximately $493 million consisted of term loan borrowings and approximately $229 million consisted of borrowings under the $850 million revolving portion of its senior secured credit facilities.
SECOND QUARTER RESULTS ARE PRELIMINARY
The Company plans to discuss second quarter financial results during its quarterly webcast on August 9
and is pre-announcing these preliminary second quarter results in advance of meetings with investors that management has scheduled for the week of July 15
. The financial results in this release are preliminary and subject to change pending the Company’s announcement of definitive financial results for the second quarter of 2013 and the filing of its Form 10-Q for the second quarter of 2013, which are currently scheduled for August 9
. The preliminary financial results presented in this release are based solely upon information available to us as of the date of this release, are not a comprehensive statement of our financial results or positions as of or for the three months ended June 30, 2013, and have not been audited, reviewed, or compiled by our independent registered public accounting firm, Deloitte & Touche LLP. Accordingly, Deloitte & Touche LLP does not express an opinion or any other form of assurance with respect thereto.
BASIS OF PRESENTATION
As discussed below, the Company’s consolidated financial results for the second quarter of 2012 are presented on a pro forma adjusted basis as if the Company had operated on an independent and stand-alone basis for the entire period presented. The Company’ consolidated financial results for the second quarter of 2013 are presented on an adjusted basis, while the 2013 financial results for the North America and Europe segments are not adjusted, as all adjustments reflected in the Company’s consolidated financial results for the second quarter of 2013 relate to corporate costs, mark-to-market adjustments, and income taxes. See reconciliations at the end of this release for further details.
EXPLANATION OF NON-GAAP FINANCIAL MEASURES
Certain financial information in this release relates to periods prior to the Company’s initial public offering in October 2012 (the “IPO”) and the separation of our business from Dean Foods Company’s other businesses. Prior to the IPO, the Company had nominal assets and no liabilities, and had conducted no operations. In connection with the IPO, Dean Foods contributed the capital stock of its wholly-owned subsidiary WWF Operating Company (“WWF Opco”) to the Company. At the time of the contribution, WWF Opco, which is now a wholly-owned subsidiary of the Company, held substantially all of the historical assets and liabilities related to the Company’s current business. Under U.S. generally accepted accounting principles (“GAAP”), the contribution of WWF Opco to the Company was treated as a reorganization of entities under common control under Dean Foods. As a result, we have retrospectively presented the unaudited pro forma adjusted condensed consolidated financial information of the Company and WWF Opco for all periods presented.
In addition to the results prepared in accordance with GAAP, we have presented certain non-GAAP financial measures, including pro forma adjusted financial information for periods prior to 2013 and adjusted financial information for 2013, such as net sales, net income and diluted earnings per share. We show non-GAAP measures presented on a pro forma adjusted basis as if the Company had operated on an independent and stand-alone basis in all periods presented prior to 2013 in order to facilitate meaningful evaluation of our operating performance between periods. These pro forma and other adjustments in 2012 primarily relate to various commercial arrangements with Dean Foods, and its former subsidiary Morningstar, that were entered into in connection with the separation of the Company’s business from the rest of Dean Foods’ businesses; increased corporate costs to operate as a stand-alone public company; interest expense; completion of the IPO and the use of proceeds therefrom; non-recurring transaction costs related to the Company’s IPO; and equity awards to certain of our executive officers, employees and directors made in connection with the IPO. Adjustments in 2013 include certain corporate costs associated with equity awards in conjunction with our IPO, non-recurring transaction costs related to the current offering by Dean Foods for its shares of the Company, and non-recurring transition costs related to our separation from Dean Foods. These adjustments are intended to allow investors to evaluate our business on the same basis as our management. These pro forma adjustments and other adjustments are not necessarily indicative of our future performance and the 2012 adjustments do not reflect what our actual financial performance would have been had we been a stand-alone public company during the applicable periods presented. Further detail regarding these pro forma and other adjustments is included in the tables below.