Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2018 | Jul. 31, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Post Holdings, Inc. | |
Entity Central Index Key | 1,530,950 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 66,620,654 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Net Sales | $ 1,608.1 | $ 1,272.1 | $ 4,627.3 | $ 3,777.3 |
Cost of goods sold | 1,146.7 | 878.4 | 3,238.5 | 2,640.3 |
Gross Profit | 461.4 | 393.7 | 1,388.8 | 1,137 |
Selling, general and administrative expenses | 225.6 | 164.2 | 735.6 | 615.6 |
Amortization of intangible assets | 47.2 | 38.9 | 135.1 | 116.8 |
Other operating expenses, net | 0.8 | 0.1 | 1.5 | 0.4 |
Operating Profit | 187.8 | 190.5 | 516.6 | 404.2 |
Interest expense, net | 98.9 | 76.5 | 288.2 | 229.6 |
(Gain) loss on extinguishment of debt, net | (6.1) | 160.4 | 31.5 | 222.9 |
Other (income) expense, net | (17.2) | 45.2 | (70.4) | (100.3) |
Earnings (Loss) before Income Taxes | 112.2 | (91.6) | 267.3 | 52 |
Income tax expense (benefit) | 15.4 | (32.2) | (216.5) | 11.7 |
Net Earnings (Loss) Including Noncontrolling Interest | 96.8 | (59.4) | 483.8 | 40.3 |
Less: Net earnings attributable to noncontrolling interest | 0.3 | 0 | 0.9 | 0 |
Net Earnings (Loss) | 96.5 | (59.4) | 482.9 | 40.3 |
Preferred stock dividends | (2) | (3.4) | (8) | (10.2) |
Net Earnings (Loss) Available to Common Shareholders | $ 94.5 | $ (62.8) | $ 474.9 | $ 30.1 |
Earnings (Loss) per Share, Basic (in usd per share) | $ 1.41 | $ (0.93) | $ 7.13 | $ 0.44 |
Earnings (Loss) per Share, Diluted (in usd per share) | $ 1.29 | $ (0.93) | $ 6.34 | $ 0.43 |
Weighted-Average Common Shares Outstanding, Basic (in shares) | 67 | 67.5 | 66.6 | 68.3 |
Weighted-Average Common Shares Outstanding, Diluted (in shares) | 75 | 67.5 | 76.2 | 70.5 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Earnings (Loss) Including Noncontrolling Interest | $ 96.8 | $ (59.4) | $ 483.8 | $ 40.3 |
Pension and postretirement benefits adjustments: | ||||
Reclassifications to net earnings (loss) | (0.8) | (0.5) | (2.4) | (1.7) |
Hedging adjustments: | ||||
Unrealized net gain (loss) on derivatives | 53 | (2.7) | 56.9 | (2.7) |
Reclassifications to net earnings (loss) | (1.1) | 0.3 | (2.6) | 0.3 |
Other reclassifications | 0 | 0 | (0.5) | 0 |
Foreign currency translation adjustments: | ||||
Unrealized foreign currency translation adjustments | (111.3) | 2.1 | (28) | 0.8 |
Tax (expense) benefit on other comprehensive income (loss): | ||||
Pension and postretirement benefits | 0.3 | 0.2 | 1.7 | 0.7 |
Hedging | (13.1) | 1 | (15.9) | 1 |
Total Other Comprehensive (Loss) Income | (73) | 0.4 | 9.2 | (1.6) |
Less: Comprehensive income attributable to noncontrolling interest | 0.3 | 0 | 1.5 | 0 |
Total Comprehensive Income (Loss) | $ 23.5 | $ (59) | $ 491.5 | $ 38.7 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2018 | Sep. 30, 2017 |
ASSETS | ||
Cash and cash equivalents | $ 342.6 | $ 1,525.9 |
Restricted cash | 6 | 4.2 |
Receivables, net | 530.4 | 480.6 |
Inventories | 579.1 | 573.5 |
Prepaid expenses and other current assets | 71 | 31.7 |
Total Current Assets | 1,529.1 | 2,615.9 |
Property, net | 1,834.5 | 1,690.7 |
Goodwill | 4,927.8 | 4,032 |
Other intangible assets, net | 3,984.7 | 3,353.9 |
Other assets | 246 | 184.3 |
Total Assets | 12,522.1 | 11,876.8 |
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||
Current portion of long-term debt | 28.6 | 22.1 |
Accounts payable | 346.6 | 336 |
Other current liabilities | 412.7 | 346.3 |
Total Current Liabilities | 787.9 | 704.4 |
Long-term debt | 7,235.8 | 7,149.1 |
Deferred income taxes | 869.8 | 905.8 |
Other liabilities | 549.6 | 327.8 |
Total Liabilities | 9,443.1 | 9,087.1 |
Preferred stock | 0 | 0 |
Common stock | 0.8 | 0.7 |
Additional paid-in capital | 3,581.4 | 3,566.5 |
Retained earnings (accumulated deficit) | 106.3 | (376) |
Accumulated other comprehensive loss | (30.2) | (40) |
Treasury stock, at cost | (589.9) | (371.2) |
Total Shareholders’ Equity Excluding Noncontrolling Interest | 3,068.4 | 2,780 |
Noncontrolling interest | 10.6 | 9.7 |
Total Shareholders’ Equity | 3,079 | 2,789.7 |
Total Liabilities and Shareholders’ Equity | $ 12,522.1 | $ 11,876.8 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net Earnings Including Noncontrolling Interest | $ 483.8 | $ 40.3 |
Adjustments to reconcile net earnings to net cash flow provided by operating activities: | ||
Depreciation and amortization | 300.8 | 232.9 |
Unrealized gain on interest rate swaps and cross-currency swaps | (71.4) | (101.8) |
Loss on extinguishment of debt, net | 31.5 | 222.9 |
Loss (gain) on foreign currency | 1.3 | (34.9) |
Non-cash stock-based compensation expense | 23.2 | 17.4 |
Deferred income taxes | (241.1) | 49.6 |
Other, net | 9.2 | 4.5 |
Other changes in operating assets and liabilities, net of business acquisitions: | ||
Decrease (increase) in receivables, net | 5.7 | (87) |
Decrease (increase) in inventories | 20.5 | (21) |
Decrease (increase) in prepaid expenses and other current assets | 0.2 | (0.1) |
Increase in other assets | (22.4) | (3.4) |
Increase (decrease) in accounts payable and other current liabilities | 60.2 | (106.1) |
(Decrease) increase in non-current liabilities | (10.4) | 1.1 |
Net Cash Provided by Operating Activities | 591.1 | 214.4 |
Cash Flows from Investing Activities: | ||
Business acquisitions, net of cash acquired | (1,454) | (90.2) |
Additions to property | (142.1) | (125) |
Restricted cash | (1.8) | 2.5 |
Proceeds from sale of property and assets held for sale | 0.3 | 10.5 |
Other, net | (1.2) | 0 |
Net Cash Used in Investing Activities | (1,598.8) | (202.2) |
Cash Flows from Financing Activities: | ||
Proceeds from issuance of long-term debt | 1,000 | 3,950 |
Repayments of long-term debt | (900.5) | (2,082.2) |
Purchases of treasury stock | (218.7) | (313.8) |
Payments of preferred stock dividends | (8.8) | (10.2) |
Payments of debt issuance costs and deferred financing fees | (10.5) | (52.4) |
Payments of debt extinguishment costs | (33.7) | (219.8) |
Proceeds from exercise of stock awards | 4 | 13.4 |
Other, net | (5.7) | (3) |
Net Cash (Used in) Provided by Financing Activities | (173.9) | 1,282 |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | (1.7) | 34.9 |
Net (Decrease) Increase in Cash and Cash Equivalents | (1,183.3) | 1,329.1 |
Cash and Cash Equivalents, Beginning of Year | 1,525.9 | 1,143.6 |
Cash and Cash Equivalents, End of Period | $ 342.6 | $ 2,472.7 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), under the rules and regulations of the United States Securities and Exchange Commission (the “SEC”), and on a basis substantially consistent with the audited consolidated financial statements of Post Holdings, Inc. (herein referred to as “Post,” “the Company,” “us,” “our” or “we”) as of and for the fiscal year ended September 30, 2017. These unaudited condensed consolidated financial statements should be read in conjunction with such audited consolidated financial statements which are included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2017, filed with the SEC on November 17, 2017. These unaudited condensed consolidated financial statements include all adjustments (consisting of normal recurring adjustments and accruals) that management considers necessary for a fair statement of the Company’s results of operations, comprehensive income, financial position and cash flows for the interim periods presented. Interim results are not necessarily indicative of the results for any other interim period or for the entire fiscal year. Certain prior year amounts have been reclassified to conform with the current year presentation. Reclassifications related to the fiscal 2017 adoption of Accounting Standards Update (“ASU”) 2016-09 “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” were made for the three and nine months ended June 30, 2017. For the three months ended June 30, 2017, the reclassifications resulted in an increase in income tax benefit of $0.1 and a corresponding decrease in net loss of $0.1 , as reported on the Condensed Consolidated Statement of Operations. For the nine months ended June 30, 2017, the reclassifications resulted in a decrease in income tax expense of $6.2 , and corresponding increases in net earnings of $6.2 and in basic and diluted earnings per common share of nine cents , as reported on the Condensed Consolidated Statement of Operations. In addition, for the nine months ended June 30, 2017, the reclassifications resulted in an increase in cash provided by operating activities and a decrease in cash provided by financing activities of $6.2 , as reported on the Condensed Consolidated Statement of Cash Flows. |
Recently Issued and Adopted Acc
Recently Issued and Adopted Accounting Standards (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Issued and Adopted Accounting Standards | RECENTLY ISSUED AND ADOPTED ACCOUNTING STANDARDS Recently Issued In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, “Leases (Topic 842).” This standards update requires a company to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU 2016-02 offers specific accounting guidance for lessees, lessors and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. This ASU is effective for annual periods beginning after December 15, 2018 and interim periods therein (i.e., Post’s financial statements for the year ending September 30, 2020), with early adoption permitted. The Company will adopt this standard on October 1, 2019 and expects to use the modified retrospective method of adoption. The Company is currently evaluating the impact of adopting this standard, however, an increase in both assets and liabilities is expected. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which will supersede all existing revenue recognition guidance under GAAP. This ASU’s core principle is that a company will recognize revenue when it transfers promised goods or services to a customer in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard also calls for additional disclosures around the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This ASU is effective for annual and interim periods beginning on or after December 15, 2017 (i.e., Post’s financial statements for the year ending September 30, 2019). The Company is completing its assessment of the impact this standard will have on its accounting policies, processes, system requirements, internal controls and disclosures. The Company will adopt this standard on October 1, 2018 and expects to use the modified retrospective transition method of adoption. The Company does not expect the adoption will have a material impact on its financial statements as the Company believes the impact of this ASU will be limited to recognition timing and classification changes of immaterial amounts within the statement of operations. Recently Adopted In March 2018, the FASB issued ASU 2018-05, “Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118,” which codifies the SEC’s interpretive guidance released on December 22, 2017, when the Tax Cuts and Jobs Act (the “Tax Act”) was signed into law. See Note 7 for additional information regarding the adoption of this standard. In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” This ASU amends Accounting Standards Codification (“ASC”) 220, to allow a reclassification from accumulated other comprehensive income (“OCI”) to retained earnings for stranded tax effects resulting from the Tax Act. In accordance with this standard, the Company early adopted this ASU during the second quarter of fiscal 2018, which resulted in an adjustment to “Retained earnings” and “Accumulated other comprehensive loss” of $1.4 on the Condensed Consolidated Balance Sheet. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory.” This standard requires most inventory to be measured at the lower of cost or net realizable value (“NRV”), thereby simplifying the previous guidance under which an entity must measure inventory at the lower of cost or market. Market is defined as replacement cost, NRV or NRV less a normal profit margin. This ASU does not apply to inventory that is measured using either the last-in, first-out method or the retail inventory method. The Company adopted this ASU during the first quarter of fiscal 2018. The adoption of this ASU did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. |
Business Combinations
Business Combinations | 9 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Business Combinations | BUSINESS COMBINATIONS The Company accounts for business combinations using the acquisition method of accounting, whereby the results of operations are included in the financial statements from the date of acquisition. The purchase price is allocated to acquired assets and assumed liabilities based on their estimated fair values at the date of acquisition, and any excess is allocated to goodwill. Goodwill represents the value the Company expects to achieve through the implementation of operational synergies and the expansion of the business into new or growing segments of the industry. On January 12, 2018, the Company completed its acquisition of Bob Evans Farms, Inc. (“Bob Evans”), resulting in the Company owning all of the outstanding shares of Bob Evans common stock. The Company paid each holder of shares of Bob Evans common stock, other than holders who demanded appraisal of their shares under Delaware law and had not withdrawn their demands as of the closing date, $77.00 per share, resulting in a payment at closing of $1,381.2 (which, in addition to the amounts paid to Bob Evans stockholders, includes amounts paid to retire certain debt and other obligations of Bob Evans). Any shares of Bob Evans common stock subject to appraisal as of the closing date were canceled and no longer outstanding after closing. The closing payment did not include any amounts due to former holders of approximately 4.35 shares of Bob Evans common stock who demanded appraisal under Delaware law and had not withdrawn their demands as of the closing date. The Company estimates additional payments of $342.4 will be made subsequent to the closing date, which includes payments to former holders of shares of Bob Evans common stock who had exercised appraisal rights, payments in connection with Bob Evans deferred compensation plans and payments to compensate Bob Evans employees due to the cancellation of their outstanding employee stock awards. At June 30, 2018, the former holders of 3.3 shares of Bob Evans common stock had not withdrawn their appraisal demands and had not been paid for their shares of Bob Evans common stock. Related to these shares, the Company accrued $262.1 at June 30, 2018, which is the number of shares of Bob Evans common stock for which former Bob Evans stockholders have demanded appraisal and not withdrawn their demands multiplied by the $77.00 per share merger consideration plus accrued interest at the Federal Reserve Discount Rate plus a spread of 5.00% . The liability is reported in “Other liabilities” on the Condensed Consolidated Balance Sheet. Bob Evans is a producer of refrigerated potato, pasta side dishes, pork sausage and a variety of refrigerated and frozen convenience food items, and is reported in the Company’s Refrigerated Food segment (see Note 18). Based upon the preliminary purchase price allocation, the Company recorded $376.0 of customer relationships to be amortized over a weighted-average period of 18 years, $6.0 of definite-lived trademarks to be amortized over a weighted-average period of 10 years and $400.0 of indefinite-lived trademarks. Net sales for Bob Evans included in the Condensed Consolidated Statements of Operations were $112.0 and $219.6 for the three and nine months ended June 30, 2018, respectively. Operating profit for Bob Evans included in the Condensed Consolidated Statements of Operations was $9.9 and $9.0 for the three and nine months ended June 30, 2018, respectively. On July 3, 2017, the Company completed its acquisition of Latimer Newco 2 Limited, a company registered in England and Wales (“Latimer”), and all of Latimer’s direct and indirect subsidiaries at the time of acquisition, including Weetabix Limited (collectively the “Weetabix Group”) for a purchase price of approximately £1,400.0 with a payment at closing of £1,454.1 , excluding £48.0 of cash acquired (approximately $1,887.2 , excluding $62.2 of cash acquired). The Weetabix Group is a packaged food company that primarily produces branded and private label ready-to-eat (“RTE”) cereal and muesli products. The Weetabix Group is reported in two reportable segments. The results of the Weetabix Group’s operations outside of North America (“Weetabix”) are reported as the Weetabix segment, and the Weetabix Group’s North American operations (“Weetabix NA”) are reported in the Post Consumer Brands segment (see Note 18). Based on the purchase price allocation of the Weetabix Group, the Company recorded $172.8 of customer relationships to be amortized over a weighted-average period of approximately 20 years, $29.5 of definite-lived trademarks and brands to be amortized over a weighted-average period of 16 years and $385.1 of indefinite-lived trademarks. Based on the purchase price allocation of Weetabix NA, the Company recorded $13.6 of customer relationships to be amortized over a weighted-average period of 21 years. On October 3, 2016, the Company completed its acquisition of National Pasteurized Eggs, Inc. (“NPE”) for $93.5 , subject to net working capital and other adjustments, resulting in a payment at closing of $97.0 . In February 2017, a final settlement of net working capital was reached, resulting in an amount paid back to the Company of $1.2 . NPE is a producer of pasteurized shell eggs, including cage-free eggs, and is reported in the Company’s Refrigerated Food segment (see Note 18). Based upon the purchase price allocation, the Company recorded $43.9 of customer relationships to be amortized over a weighted-average period of 16 years and $7.5 of trademarks and brands to be amortized over a weighted-average period of 20 years. Certain preliminary values of the Bob Evans acquisition, including property, goodwill, other intangible assets and deferred taxes, are not yet finalized pending the final purchase price allocation and are subject to change once additional information is obtained. Additionally, the total acquisition cost of Bob Evans is subject to change based on the actual consideration that will be paid to the former holders of 3.3 shares of Bob Evans common stock who had not withdrawn their appraisal demands and had not been paid for their shares of Bob Evans common stock at June 30, 2018. The goodwill generated by the Company’s acquisition of Bob Evans will not be deductible for U.S. income tax purposes, however, certain goodwill generated by business combinations completed by Bob Evans in periods prior to its acquisition transferred to Post and is expected to be tax deductible. The Company does not expect the final fair value of goodwill related to the acquisition of the Weetabix Group to be deductible for U.S. income tax purposes. The final fair value of goodwill related to the acquisition of NPE will not be deductible for U.S. income tax purposes. The following table provides the preliminary allocation of the purchase price related to the fiscal 2018 acquisition of Bob Evans based upon the fair value of assets and liabilities assumed, including the provisional amounts recognized related to the acquisition, as of June 30, 2018. Measurement period adjustments have been made to the allocation of purchase price since the date of the Bob Evans acquisition. Cash and cash equivalents $ 15.6 Receivables 58.3 Inventories 27.1 Prepaid expenses and other current assets 34.3 Property 184.6 Goodwill 897.4 Other intangible assets 782.0 Other assets 0.4 Accounts payable (18.2 ) Other current liabilities (58.8 ) Deferred tax liability - long-term (194.1 ) Other liabilities (5.0 ) Total acquisition cost $ 1,723.6 The following table provides the allocation of the purchase price related to the fiscal 2017 acquisition of the Weetabix Group based upon the fair value of assets and liabilities assumed, including the provisional amounts recognized related to the acquisition as of September 30, 2017, as well as measurement period adjustments made during the nine months ended June 30, 2018. Acquisition Date Amounts Recognized as of September 30, 2017 (a) Adjustments During the Nine Months Ended June 30, 2018 Acquisition Date Amounts Recognized (as Adjusted) Cash and cash equivalents $ 62.2 $ — $ 62.2 Receivables (c) 39.7 (1.9 ) 37.8 Inventories (b),(c) 63.4 (0.2 ) 63.2 Prepaid expenses and other current assets 1.2 — 1.2 Property (b) 283.9 (3.0 ) 280.9 Goodwill (d) 969.3 11.5 980.8 Other intangible assets (b) 608.4 (7.4 ) 601.0 Other assets 112.0 — 112.0 Accounts payable (66.3 ) — (66.3 ) Other current liabilities (c) (28.4 ) (0.1 ) (28.5 ) Deferred tax liability - long-term (c) (137.6 ) 1.1 (136.5 ) Other liabilities (10.9 ) — (10.9 ) Noncontrolling interest (9.7 ) — (9.7 ) Total acquisition cost $ 1,887.2 $ — $ 1,887.2 (a) As previously reported in Post’s Annual Report on Form 10-K filed with the SEC on November 17, 2017. (b) Adjustments reflect updated ASC 805 valuation of tangible and intangible assets. (c) Adjustments reflect other Weetabix Group purchase accounting adjustments. (d) Adjustment reflects the change in goodwill as a result of the adjustments described in (b) and (c). Transaction-related Expenses The Company incurs transaction-related expenses in connection with both completed and contemplated acquisitions, divestitures and mergers. These expenses generally include third party costs for due diligence, advisory services and transaction success fees. Transaction-related expenses of $2.5 and $26.5 were incurred during the three and nine months ended June 30, 2018, respectively, and $3.3 and $6.8 during the three and nine months ended June 30, 2017, respectively, and are recorded as “Selling, general and administrative expenses” in the Condensed Consolidated Statements of Operations. In addition, during the three and nine months ended June 30, 2017, the Company recorded net foreign currency gains of $33.5 related to cash held in Pounds Sterling to fund the prior year acquisition of the Weetabix Group, which were recorded in “Selling, general and administrative expenses” in the Condensed Consolidated Statements of Operations. Pro Forma Information The following unaudited pro forma information presents a summary of the results of operations of the Company combined with the results of Bob Evans and the Weetabix Group for the periods presented as if the fiscal 2018 acquisition of Bob Evans had occurred on October 1, 2016 and the fiscal 2017 acquisition of the Weetabix Group had occurred on October 1, 2015, along with certain pro forma adjustments. These pro forma adjustments give effect to the amortization of certain definite-lived intangible assets, adjusted depreciation based upon fair value of assets acquired, interest expense related to the financing of the business combinations, transaction costs, adjustments to convert the Weetabix Group’s historical financial information from International Financial Reporting Standards (“IFRS”) to GAAP and related income taxes. The following unaudited pro forma information has been prepared for comparative purposes only and is not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates, nor is it necessarily an indication of future operating results. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Pro forma net sales $ 1,608.1 $ 1,512.9 $ 4,794.4 $ 4,485.3 Pro forma net earnings (loss) available to common shareholders $ 95.0 $ (67.4 ) $ 503.2 $ 43.5 Pro forma basic earnings (loss) per common share $ 1.42 $ (1.00 ) $ 7.56 $ 0.64 Pro forma diluted earnings (loss) per common share $ 1.29 $ (1.00 ) $ 6.71 $ 0.62 |
Restructuring (Notes)
Restructuring (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
Restructuring [Abstract] | |
Restructuring | RESTRUCTURING In February 2018, the Company announced its plan to close its cereal manufacturing facility in Clinton, Massachusetts, which manufactures certain Weetabix Group products distributed in North America. The transfer of production capabilities to other Post Consumer Brands facilities and the closure of the facility is expected to be completed by September 2019. Restructuring charges and the related liabilities are shown in the following table. Employee-Related Costs Accelerated Depreciation Total Balance, September 30, 2017 $ — $ — $ — Charge to expense 2.1 1.5 3.6 Cash payments — — — Non-cash charges — (1.5 ) (1.5 ) Balance, June 30, 2018 $ 2.1 $ — $ 2.1 Total expected restructuring charge $ 5.1 $ 6.5 $ 11.6 Cumulative restructuring charges incurred to date 2.1 1.5 3.6 Remaining expected restructuring charge $ 3.0 $ 5.0 $ 8.0 In the three and nine months ended June 30, 2018, the Company incurred total restructuring charges of $1.8 and $3.6 respectively. Employee-related costs are included in “Selling, general and administrative expenses” and accelerated depreciation expense is included in “Cost of goods sold” in the Condensed Consolidated Statements of Operations. No restructuring costs were incurred in the three and nine months ended June 30, 2017. These expenses are not included in the measure of segment performance (see Note 18). |
Goodwill (Notes)
Goodwill (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
Goodwill [Abstract] | |
Goodwill | GOODWILL The changes in the carrying amount of goodwill by segment are noted in the following table. Post Consumer Brands Weetabix Refrigerated Food Active Nutrition Private Brands Total Balance, September 30, 2017 Goodwill (gross) $ 1,999.6 $ 926.9 $ 1,231.6 $ 180.7 $ 417.1 $ 4,755.9 Accumulated impairment losses (609.1 ) — — (114.8 ) — (723.9 ) Goodwill (net) $ 1,390.5 $ 926.9 $ 1,231.6 $ 65.9 $ 417.1 $ 4,032.0 Goodwill acquired — — 897.4 — — 897.4 Acquisition related adjustment 12.6 (1.1 ) — — — 11.5 Currency translation adjustment (0.3 ) (12.8 ) — — — (13.1 ) Balance, June 30, 2018 Goodwill (gross) $ 2,011.9 $ 913.0 $ 2,129.0 $ 180.7 $ 417.1 $ 5,651.7 Accumulated impairment losses (609.1 ) — — (114.8 ) — (723.9 ) Goodwill (net) $ 1,402.8 $ 913.0 $ 2,129.0 $ 65.9 $ 417.1 $ 4,927.8 |
Equity Interests (Notes)
Equity Interests (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Interests | EQUITY INTERESTS In connection with its acquisition of the Weetabix Group in July 2017 (see Note 3), the Company acquired an equity interest in two legal entities, Alpen Food Company South Africa (Proprietary) Limited (“Alpen”) and Weetabix East Africa Limited (“Weetabix East Africa”). Results of both entities are reported in the Weetabix segment (see Note 18). Alpen is a South African-based company that produces RTE cereal and muesli. The Company owns 50% of Alpen’s common stock with no other indicators of control and, accordingly, the Company accounts for its investment in Alpen using the equity method. The investment in Alpen was $5.3 and $4.5 at June 30, 2018 and September 30, 2017, respectively, and was included in “Other assets” on the Condensed Consolidated Balance Sheets. In the three and nine months ended June 30, 2018, equity method losses of $0.1 and $0.3 , respectively, were included in “Other operating expenses, net” in the Condensed Consolidated Statements of Operations. The Company had a note receivable balance with Alpen of $1.0 at both June 30, 2018 and September 30, 2017, which was included in “Other assets” on the Condensed Consolidated Balance Sheets. Weetabix East Africa is a Kenyan-based company that produces RTE cereal and muesli. The Company owns 50.1% of Weetabix East Africa and holds a controlling voting and financial interest through its appointment of management and representation on Weetabix East Africa’s Board of Directors. Accordingly, Weetabix East Africa is fully consolidated into the Company’s financial statements. Weetabix East Africa had long-term payables with Pioneer Food Group Limited, the owner of the remaining 49.9% of the business, of $0.5 at September 30, 2017, which was included in “Other liabilities” on the Condensed Consolidated Balance Sheet. No such payable existed at June 30, 2018. |
Income Taxes (Notes)
Income Taxes (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The effective income tax rate was 13.7% and (81.0)% for the three and nine months ended June 30, 2018, respectively, and 35.2% and 22.5% for the three and nine months ended June 30, 2017, respectively. In the three and nine months ended June 30, 2018, the effective tax rate was impacted by the Tax Act, which was enacted on December 22, 2017. The SEC issued interpretive guidance regarding the Tax Act which was codified by ASU 2018-05 in March 2018. The Tax Act resulted in significant impacts to the Company’s accounting for income taxes with the most significant of these impacts relating to the reduction of the U.S. federal corporate income tax rate, a one-time transition tax on unrepatriated foreign earnings and full expensing of certain qualified depreciable assets placed in service after September 27, 2017 and before January 1, 2023. The Tax Act enacts a new U.S. federal corporate income tax rate of 21% that will fully go into effect for the Company’s fiscal 2019 tax year and is prorated with the pre-December 22, 2017 U.S. federal corporate income tax rate of 35% for the Company’s current tax year. This proration results in a blended U.S. federal income tax rate of 24.5% for fiscal 2018. At the time these financial statements were issued, the Company had not completed the accounting for the tax effects related to the enactment of the Tax Act. However, provisional estimates were made in the following instances: (i) the Company remeasured its existing deferred tax assets and liabilities considering both the current fiscal year blended rate and the 21% rate for future periods and recorded a provisional tax benefit of $283.1 and (ii) the Company calculated the one-time transition tax and recorded provisional tax expense of $7.1 . Full expensing of certain depreciable assets will result in a temporary difference and will be analyzed throughout the year as assets are placed in service. Included in (i) above are tax benefit adjustments of $10.7 and $12.4 recorded in the three and nine months ended June 30, 2018, respectively, to further refine the remeasurement estimate made in the first quarter of fiscal 2018 of the Company’s existing deferred tax assets and liabilities considering both the current fiscal year blended rate and the 21% rate for future periods and to reflect deferred taxes recognized in fiscal 2017. The changes included in the Tax Act are broad and complex, and as such, the final transition impacts of the Tax Act may differ from the above estimates, possibly materially, due to, among other things, changes in interpretations of the Tax Act, any legislative action to address questions that arise because of the Tax Act, any changes in current accounting standards for income taxes or related interpretations in response to the Tax Act, or any updates or changes to estimates the Company has utilized to calculate the transition impacts, including impacts resulting from changes to current year earnings estimates and foreign exchange rates. ASU 2018-05 allows for a measurement period of up to one year after the enactment date of the Tax Act to finalize the recording of the related tax impacts. The Company currently anticipates finalizing and recording any resulting adjustments by December 31, 2018. In the three and nine months ended June 30, 2017, the effective income tax rate was impacted by retrospective reclassifications of $0.1 and $6.2 , respectively, of income tax benefits to “Income tax expense (benefit)” in the Condensed Consolidated Statements of Operations related to the adoption of ASU 2016-09 (see Note 1). |
Intangible Assets, net
Intangible Assets, net | 9 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, net | INTANGIBLE ASSETS, NET Total intangible assets are as follows: June 30, 2018 September 30, 2017 Carrying Accumulated Amortization Net Carrying Accumulated Amortization Net Subject to amortization: Customer relationships $ 2,622.1 $ (516.9 ) $ 2,105.2 $ 2,249.3 $ (416.7 ) $ 1,832.6 Trademarks and brands 838.6 (195.9 ) 642.7 834.1 (162.9 ) 671.2 Other intangible assets 21.7 (11.4 ) 10.3 21.7 (9.8 ) 11.9 3,482.4 (724.2 ) 2,758.2 3,105.1 (589.4 ) 2,515.7 Not subject to amortization: Trademarks and brands 1,226.5 — 1,226.5 838.2 — 838.2 $ 4,708.9 $ (724.2 ) $ 3,984.7 $ 3,943.3 $ (589.4 ) $ 3,353.9 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is based on the average number of common shares outstanding during the period. Diluted earnings (loss) per share is based on the average number of shares used for the basic earnings (loss) per share calculation, adjusted for the dilutive effect of stock options, stock appreciation rights and restricted stock equivalents using the “treasury stock” method. The impact of potentially dilutive convertible preferred stock is calculated using the “if-converted” method. For the periods outstanding, the Company’s tangible equity units (“TEUs”) were assumed to be settled at the minimum settlement amount of 1.7114 shares per TEU for weighted-average shares for basic earnings per share. For diluted earnings (loss) per share, the shares, to the extent dilutive, were assumed to be settled at a conversion factor based on the daily volume-weighted-average price per share of the Company’s common stock not to exceed 2.0964 shares per TEU. All TEU purchase contracts were settled as of June 1, 2017. In the second quarter of fiscal 2018, the Company completed the redemption of its 3.75% Series B Cumulative Perpetual Convertible Preferred Stock (“Series B Preferred”). Substantially all of the 1.5 shares of Series B Preferred outstanding as of January 10, 2018, the date the redemption was announced, were converted into 3.1 shares of the Company’s common stock pursuant to the conversion rights applicable to the Series B Preferred and the remaining shares of Series B Preferred were redeemed (see Note 17). The following table sets forth the computation of basic and diluted earnings (loss) per share for the three and nine months ended June 30, 2018 and 2017. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Net earnings (loss) for basic earnings per share $ 94.5 $ (62.8 ) $ 474.9 $ 30.1 Dilutive preferred stock dividends 2.0 — 8.0 — Net earnings (loss) for diluted earnings per share $ 96.5 $ (62.8 ) $ 482.9 $ 30.1 Weighted-average shares outstanding 67.0 65.9 66.6 64.9 Effect of TEUs on weighted-average shares for basic earnings (loss) per share — 1.6 — 3.4 Weighted-average shares for basic earnings (loss) per share 67.0 67.5 66.6 68.3 Effect of dilutive securities: Stock options 1.7 — 1.7 1.8 Stock appreciation rights 0.1 — 0.1 0.1 Restricted stock awards 0.3 — 0.4 0.3 Preferred shares conversion to common 5.9 — 7.4 — Total dilutive securities 8.0 — 9.6 2.2 Weighted-average shares for diluted earnings (loss) per share 75.0 67.5 76.2 70.5 Basic earnings (loss) per common share $ 1.41 $ (0.93 ) $ 7.13 $ 0.44 Diluted earnings (loss) per common share $ 1.29 $ (0.93 ) $ 6.34 $ 0.43 The following table details the securities that have been excluded from the calculation of weighted-average shares for diluted earnings (loss) per share as they were anti-dilutive. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Stock options 0.6 4.2 0.6 0.3 Stock appreciation rights — 0.1 — — Restricted stock awards 0.1 0.7 0.1 — Preferred shares conversion to common — 9.1 — 9.1 |
Inventories
Inventories | 9 Months Ended |
Jun. 30, 2018 | |
Inventory [Abstract] | |
Inventories | INVENTORIES June 30, September 30, Raw materials and supplies $ 158.8 $ 129.8 Work in process 19.9 16.9 Finished products 368.1 395.6 Flocks 32.3 31.2 $ 579.1 $ 573.5 |
Property, net
Property, net | 9 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, net | PROPERTY, NET June 30, September 30, Property, at cost $ 2,697.8 $ 2,394.1 Accumulated depreciation (863.3 ) (703.4 ) $ 1,834.5 $ 1,690.7 |
Derivative Financial Instrument
Derivative Financial Instruments and Hedging | 9 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Hedging | DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING In the ordinary course of business, the Company is exposed to commodity price risks relating to the acquisition of raw materials and supplies, interest rate risks relating to floating rate debt and foreign currency exchange rate risks. The Company utilizes derivative financial instruments, including (but not limited to) futures contracts, option contracts, forward contracts and swaps, to manage certain of these exposures by hedging when it is practical to do so. The Company does not hold or issue financial instruments for speculative or trading purposes. At June 30, 2018 , the Company’s derivative instruments consisted of: Not designated as hedging instruments under ASC Topic 815 • Commodity and energy futures and option contracts which relate to inputs that generally will be utilized within the next year; • foreign currency forward contracts maturing within the next year that have the effect of hedging currency fluctuations between the Euro and the U.S. Dollar; • a pay-fixed, receive-variable interest rate swap maturing in May 2021 that requires monthly settlements and has the effect of hedging interest payments on debt expected to be issued but not yet priced; and • rate-lock interest rate swaps that require five lump sum settlements with the first settlement occurring in July 2019 and the last in July 2021 and have the effect of hedging interest payments on debt expected to be issued but not yet priced. Designated as hedging instruments under ASC Topic 815 • Pay-fixed, receive-fixed cross-currency swaps with maturities in January 2021 and July 2022 that require quarterly cash settlements and are used as net investment hedges of the Company’s investment in the Weetabix Group, which is denominated in Pounds Sterling; and • a pay-fixed, receive-variable interest rate swap maturing in May 2024 that requires monthly settlements and is used as a cash flow hedge of forecasted interest payments on the Company’s variable rate term loan (see Note 15). As of January 1, 2018, the Company changed the designation of its foreign currency forward contracts from a cash flow hedge to a non-designated hedging instrument. In connection with the new designation, the Company reclassified gains previously recorded in accumulated OCI of $1.8 , of which $1.3 was reclassified to “Selling, general and administrative expenses” in the Condensed Consolidated Statement of Operations for the nine months ended June 30, 2018 and $0.5 was reclassified to “Property, net” on the Condensed Consolidated Balance Sheet as of June 30, 2018. The following table shows the notional amounts of derivative instruments held. June 30, September 30, Not designated as hedging instruments under ASC Topic 815: Commodity contracts $ 63.3 $ 53.8 Energy contracts 24.5 25.6 Foreign exchange contracts - Forward contracts 11.9 20.9 Interest rate swap 75.0 76.1 Interest rate swaps - Rate-lock swaps 1,649.3 1,649.3 Designated as hedging instruments under ASC Topic 815: Foreign exchange contracts - Cross-currency swaps 662.9 448.7 Interest rate swap 1,000.0 1,000.0 The following table presents the balance sheet location and fair value of the Company’s derivative instruments as of June 30, 2018 and September 30, 2017 , along with the portion designated as hedging instruments under ASC Topic 815. The Company does not offset derivative assets and liabilities within the Condensed Consolidated Balance Sheets. Fair Value Portion Designated as Hedging Instruments Balance Sheet Location June 30, September 30, June 30, September 30, Asset Derivatives: Commodity contracts Prepaid expenses and other current assets $ 2.7 $ 0.5 $ — $ — Energy contracts Prepaid expenses and other current assets 5.1 3.8 — — Commodity contracts Other assets 1.0 — — — Energy contracts Other assets 1.0 — — — Foreign exchange contracts Prepaid expenses and other current assets 1.2 1.3 1.0 1.1 Foreign exchange contracts Other assets 16.2 0.3 16.2 0.3 Interest rate swaps Prepaid expenses and other current assets 5.2 — 5.2 — Interest rate swaps Other assets 25.7 — 25.7 — $ 58.1 $ 5.9 $ 48.1 $ 1.4 Liability Derivatives: Commodity contracts Other current liabilities $ 2.5 $ 1.9 $ — $ — Energy contracts Other current liabilities 0.4 0.3 — — Foreign exchange contracts Other current liabilities 1.5 1.5 1.5 1.5 Foreign exchange contracts Other liabilities 23.9 23.6 23.9 23.6 Interest rate swaps Other current liabilities 0.7 50.9 — 0.7 Interest rate swaps Other liabilities 139.2 165.3 — 4.2 $ 168.2 $ 243.5 $ 25.4 $ 30.0 The following tables present the effects of the Company’s derivative instruments on the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Comprehensive Income for the three months ended June 30, 2018 and 2017. Derivatives Not Designated as Hedging Instruments Statement of Operations Location (Gain) Loss Recognized in Statement of Operations 2018 2017 Commodity contracts Cost of goods sold $ 5.0 $ (6.9 ) Energy contracts Cost of goods sold (2.6 ) 1.5 Foreign exchange contracts Selling, general and administrative expenses 1.1 0.8 Foreign exchange contracts Other (income) expense, net — 14.7 Interest rate swaps Other (income) expense, net (17.2 ) 30.5 Derivatives Designated as Hedging Instruments (Gain) Loss Recognized in OCI (Gain) Loss Reclassified from Accumulated OCI into Earnings Statement of Operations Location 2018 2017 2018 2017 Foreign exchange contracts $ — $ (0.9 ) $ — $ — Selling, general and administrative expenses Interest rate swaps (7.5 ) 3.6 (1.1 ) 0.3 Interest expense, net Cross-currency swaps (45.5 ) — — — Other (income) expense, net The following tables present the effects of the Company’s derivative instruments on the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Comprehensive Income for the nine months ended June 30, 2018 and 2017. Derivatives Not Designated as Hedging Instruments Statement of Operations Location (Gain) Loss Recognized in Statement of Operations 2018 2017 Commodity contracts Cost of goods sold $ 0.3 $ (3.5 ) Energy contracts Cost of goods sold (5.5 ) 1.8 Foreign exchange contracts Selling, general and administrative expenses 1.3 0.9 Foreign exchange contracts Other (income) expense, net — 14.7 Interest rate swaps Other (income) expense, net (70.4 ) (115.0 ) Derivatives Designated as Hedging Instruments (Gain) Loss Recognized in OCI (Gain) Loss Reclassified from Accumulated OCI into Earnings Statement of Operations Location 2018 2017 2018 2017 Foreign exchange contracts $ (0.2 ) $ (0.9 ) $ (1.3 ) $ — Selling, general and administrative expenses Interest rate swaps (37.1 ) 3.6 (1.3 ) 0.3 Interest expense, net Cross-currency swaps (19.6 ) — — — Other (income) expense, net Accumulated OCI included a $35.7 net gain on hedging instruments before taxes ( $26.7 after taxes) at June 30, 2018, compared to a $18.1 net loss before taxes ( $11.2 after taxes) at September 30, 2017. Approximately $5.2 of the net hedging gains reported in accumulated OCI at June 30, 2018 are expected to be reclassified into earnings within the next 12 months. For gains or losses associated with interest rate swaps, the reclassification will occur over the term of the related debt. Reclassification of gains and losses reported in accumulated OCI related to the cross-currency swaps will only occur in the event all United Kingdom-based operations are liquidated. At June 30, 2018 and September 30, 2017 , the Company had pledged collateral of $4.7 and $2.9 , respectively, related to its commodity and energy contracts. These amounts are classified as “Restricted cash” on the Condensed Consolidated Balance Sheets. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The following table represents the Company’s assets and liabilities measured at fair value on a recurring basis and the basis for that measurement according to the levels in the fair value hierarchy in ASC Topic 820. June 30, 2018 September 30, 2017 Total Level 1 Level 2 Total Level 1 Level 2 Assets: Deferred compensation investments $ 42.2 $ 42.2 $ — $ 15.4 $ 15.4 $ — Derivative assets 58.1 — 58.1 5.9 — 5.9 $ 100.3 $ 42.2 $ 58.1 $ 21.3 $ 15.4 $ 5.9 Liabilities: Deferred compensation liabilities $ 49.8 $ — $ 49.8 $ 22.5 $ — $ 22.5 Derivative liabilities 168.2 — 168.2 243.5 — 243.5 $ 218.0 $ — $ 218.0 $ 266.0 $ — $ 266.0 The deferred compensation investments are primarily invested in mutual funds and the fair value is measured using the market approach. These investments are in the same funds or funds that employ a similar investment strategy and purchased in substantially the same amounts as the participants’ selected investment options (excluding Post common stock equivalents), which represent the underlying liabilities to participants in the Company’s deferred compensation plans. Deferred compensation liabilities are recorded at amounts due to participants in cash, based on the fair value of participants’ selected investment options (excluding certain Post common stock equivalents to be distributed in shares) using the market approach. In connection with the acquisition of Bob Evans (see Note 3), the Company expects to pay $24.7 related to the termination of Bob Evans’ deferred compensation plans within the next 12 months. The Company utilizes the income approach to measure fair value for its commodity and energy derivatives. The income approach uses pricing models that rely on market observable inputs such as yield curves and forward prices. Foreign exchange contracts are valued using the spot rate less the forward rate multiplied by the notional amount. The Company’s calculation of the fair value of interest rate swaps is derived from a discounted cash flow analysis based on the terms of the contract and the interest rate curve. Refer to Note 12 for the classification of changes in fair value of derivative assets and liabilities measured at fair value on a recurring basis within the Condensed Consolidated Statements of Operations. The Company’s financial assets and liabilities also include cash and cash equivalents, receivables and accounts payable for which the carrying value approximates fair value due to their short maturities (less than 12 months). The Company does not record its current portion of long-term debt and long-term debt at fair value on the Condensed Consolidated Balance Sheets. Based on current market rates, the fair value of the Company’s debt (Level 2) was $7,063.1 and $7,343.4 as of June 30, 2018 and September 30, 2017, respectively. Certain assets and liabilities, including long-lived assets, goodwill and indefinite-lived intangibles, are measured at fair value on a non-recurring basis. |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
Legal Proceedings [Abstract] | |
Commitments and Contingencies | Legal Proceedings Antitrust claims In late 2008 and early 2009, some 22 class action lawsuits were filed in various federal courts against Michael Foods, Inc. (“Michael Foods”), a wholly owned subsidiary of the Company, and some 20 other defendants (producers of shell eggs and egg products, and egg industry organizations), alleging violations of federal and state antitrust laws in connection with the production and sale of shell eggs and egg products, and seeking unspecified damages. All cases were transferred to the Eastern District of Pennsylvania for coordinated and/or consolidated pretrial proceedings. The case involved three types of plaintiffs: (1) a nationwide class of direct purchasers of shell eggs (“direct purchaser class”); (2) individual companies (primarily large grocery chains and food companies that purchase considerable quantities of eggs) that opted out of various settlements and filed their own complaints related to their purchases of shell eggs and egg products (“opt-out plaintiffs”); and (3) indirect purchasers of shell eggs (“indirect purchaser plaintiffs”). Resolution of claims: (1) In December 2016, Michael Foods settled all claims asserted against it by the direct purchaser class for a payment of $75.0 , which was approved by the district court on December 21, 2017; (2) Michael Foods settled all claims asserted against it by opt-out plaintiffs related to shell egg purchases on confidential terms on January 19, 2017; and (3) in June 2018, Michael Foods settled all claims asserted against it by indirect purchaser plaintiffs on confidential terms. Michael Foods has at all times denied liability in this matter, and no settlement contains any admission of liability by Michael Foods. Remaining portion of the case: Michael Foods remains a defendant only with respect to claims that seek damages based on purchases of egg products by opt-out plaintiffs. The district court had granted summary judgment precluding any claims for egg products purchases by opt-out plaintiffs, but the Third Circuit Court of Appeals reversed and remanded these claims for further pre-trial proceedings. Defendants have sought leave to file a motion for summary judgment dismissing these claims and a decision is pending. Although the likelihood of a material adverse outcome in the egg antitrust litigation has been significantly reduced as a result of the Michael Foods settlements described above, the remaining portion of the case could still result in a material adverse outcome. At this time, however, the Company does not believe it is possible to estimate any loss in connection with the remaining portion of the egg antitrust litigation. Accordingly, the Company cannot predict what impact, if any, this remaining matter and any results from such matter could have on the Company’s future results of operations or cash flows. Related to these settlements, the Company expensed $0.3 and $2.3 during the three and nine months ended June 30, 2018, respectively, and $74.5 during the nine months ended June 30, 2017. These costs are included in “Selling, general and administrative expenses” in the Condensed Consolidated Statements of Operations. There were no accruals for these matters at June 30, 2018 or September 30, 2017. Under current law, any settlement paid, including the settlements with the direct purchaser plaintiffs, the opt-out plaintiffs and the indirect purchaser plaintiffs, is deductible for federal income tax purposes. Bob Evans Appraisal Proceedings Prior to completion of the Company’s acquisition of Bob Evans on January 12, 2018, Bob Evans received demands from certain stockholders demanding appraisal of their shares of Bob Evans common stock. After the completion of the acquisition, several such former stockholders filed petitions in the Delaware Court of Chancery ( Arbitrage Fund v. Bob Evans Farms, Inc. filed on January 23, 2018; Blue Mountain Credit Alternatives Master Fund L.P., et al. v. Bob Evans Farms, Inc. filed on April 30, 2018; and 2017 Clarendon LLC, et al. v. Bob Evans Farms, Inc. filed on April 30, 2018) seeking appraisal of their shares of Bob Evans common stock pursuant to Section 262 of the Delaware General Corporation Law (“Section 262”). The lawsuits seek appraisal for such shares, plus statutory interest, as well as the costs of the proceedings and such other relief as appropriate. Under Section 262, persons who were stockholders at the time of the closing are entitled to have their shares appraised by the Delaware Court of Chancery and receive payment of the “fair value” of such shares (plus statutory interest) as determined by the Delaware Court of Chancery so long as such persons comply with applicable procedural requirements. By virtue of these lawsuits, approximately 3.3 shares of Bob Evans common stock (which were held by such former stockholders) are before the court for appraisal. As of completion of the acquisition, former Bob Evans stockholders can no longer submit new demands for appraisal. All other former stockholders have been paid for their shares at the $77.00 per share merger consideration amount. The Company intends to vigorously defend the cases. At June 30, 2018, the Company had an accrual of $262.1 included in “Other liabilities” on the Condensed Consolidated Balance Sheet for these matters, which is the number of shares of Bob Evans common stock for which former Bob Evans stockholders have demanded appraisal and have not withdrawn their demands multiplied by the $77.00 per share merger consideration, plus statutory interest (see Note 3). There were no accruals for these matters at September 30, 2017. While the Company believes its accrual for these matters is appropriate, the final amounts required to resolve such matters could differ materially and the Company’s results of operations and cash flows could be materially affected. Accordingly, the Company cannot predict what impact, if any, these matters and any results from such matters could have on the Company’s future results of operations or cash flows. Other The Company is subject to various other legal proceedings and actions arising in the normal course of business. In the opinion of management, based upon the information presently known, the ultimate liability, if any, arising from such pending legal proceedings, as well as from asserted legal claims and known potential legal claims which are likely to be asserted, taking into account established accruals for estimated liabilities (if any), are not expected to be material individually or in the aggregate to the consolidated financial position, results of operations or cash flows of the Company. In addition, although it is difficult to estimate the potential financial impact of actions regarding expenditures for compliance with regulatory matters, in the opinion of management, based upon the information currently available, the ultimate liability arising from such compliance matters is not expected to be material to the consolidated financial position, results of operations or cash flows of the Company. Leases Historically, Bob Evans guaranteed certain payment and performance obligations associated with the leases for 143 properties (the "Guarantee") leased by the restaurant business formerly owned by Bob Evans (the “Bob Evans Restaurant Business”). The Guarantee remained in effect following the Company’s acquisition of Bob Evans. In the event the Bob Evans Restaurant Business fails to meet its payment and performance obligations under these leases, the Company may be required to make rent and other payments to the landlord under the requirements of the Guarantee. Should the Company, as guarantor of the lease obligations, be required to make all lease payments due for the remaining term of the leases subsequent to June 30, 2018, the maximum amount the Company may be required to pay is equal to the annual rent amount, for the remainder of the lease terms. The current annual rent on these leases is $13.3 and will increase up to 1.5% annually based on indexed inflation. The lease terms extend for approximately 18 years from June 30, 2018, and the Guarantee would remain in effect in the event the leases are extended for a renewal period. In the event the Company is obligated to make payments under the Guarantee, the Company believes its exposure is limited due to protections and recourse available in the leases associated with the leased properties, including a requirement of the landlord to mitigate damages by re-letting the properties in default. The Bob Evans Restaurant Business continues to meet its obligations under these leases and there have been no events that would indicate the obligations will not continue to be met. As such, the Company believes the fair value of the Guarantee is immaterial as of June 30, 2018. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | LONG-TERM DEBT Long-term debt as of the dates indicated consists of the following: June 30, September 30, 2017 5.625% Senior Notes maturing January 2028 $ 963.4 $ — 5.50% Senior Notes maturing March 2025 1,000.0 1,000.0 5.75% Senior Notes maturing March 2027 1,326.3 1,500.0 5.00% Senior Notes maturing August 2026 1,714.3 1,750.0 8.00% Senior Notes maturing July 2025 122.2 137.5 6.00% Senior Notes maturing December 2022 — 630.0 Term Loan 2,178.0 2,194.5 Capital leases 0.2 0.2 $ 7,304.4 $ 7,212.2 Less: Current portion of long-term debt (28.6 ) (22.1 ) Debt issuance costs, net (73.8 ) (81.8 ) Plus: Unamortized premium 33.8 40.8 Total long-term debt $ 7,235.8 $ 7,149.1 Senior Notes On December 1, 2017, the Company issued $1,000.0 principal value of 5.625% senior notes due in January 2028. The 5.625% senior notes were issued at par and the Company received $990.6 after paying investment banking and other fees of $9.4 , which are being deferred and amortized to interest expense over the term of the notes. Interest payments on the 5.625% senior notes are due semi-annually each January 15 and July 15. With the net proceeds received from this issuance, the Company repaid the $630.0 principal value of the 6.00% senior notes due in December 2022. In connection with the early repayment of these notes, the Company recorded expense of $37.3 in the first quarter of fiscal 2018, which is included in “(Gain) loss on extinguishment of debt, net” in the Condensed Consolidated Statement of Operations. This loss included a premium of $30.8 and debt issuance costs write-offs of $6.5 . The remaining proceeds were used to fund a portion of the consideration paid for the Bob Evans acquisition which was completed on January 12, 2018 (see Note 3). During the three and nine months ended June 30, 2018, the Company repurchased and retired principal value of outstanding debt totaling $149.3 and $261.3 , respectively, consisting of portions of the 5.625% senior notes due in January 2028, the 5.75% senior notes due in March 2027, the 5.00% senior notes due in August 2026 and the 8.00% senior notes due in July 2025. In connection with the early repurchase and retirement of these notes, the Company recorded net gains of $6.1 and $7.1 in the three and nine months ended June 30, 2018, respectively, which are included included in “(Gain) loss on extinguishment of debt, net” in the Condensed Consolidated Statements of Operations. In the three months ended June 30, 2018, the net gain included gains realized on debt repurchased at a discount of $6.0 and write-offs of unamortized debt premium of $1.9 , partially offset by debt issuance costs write-offs of $1.6 and premiums paid of $0.2 . In the nine months ended June 30, 2018, the net gain included gains realized on debt repurchased at a discount of $7.3 and write-offs of unamortized debt premium of $4.6 , partially offset by debt issuance costs write-offs of $2.8 and premiums paid of $2.0 . The repurchases of an additional $6.5 principal value of the 5.625% senior notes due in January 2028 and the 5.00% senior notes due in August 2026 were initiated in June 2018 but were not settled until July 2018, and as such, the amount was reclassified to “Current portion of long-term debt” on the Condensed Consolidated Balance Sheet at June 30, 2018. Credit Agreement On March 28, 2017, the Company entered into an amended and restated credit agreement (as further amended, the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility in an aggregate principal amount of $800.0 (the “Revolving Credit Facility”), with the commitments thereunder to be made available to the Company in U.S. Dollars, Canadian Dollars, Euros and Pounds Sterling. The issuance of letters of credit is available under the Credit Agreement in an aggregate amount of up to $50.0 . The Revolving Credit Facility has outstanding letters of credit of $17.3 which reduced the available borrowing capacity under the Credit Agreement to $782.7 at June 30, 2018 . The Credit Agreement also provides for potential incremental revolving and term facilities at the request of the Company and at the discretion of the lenders, in each case on terms to be determined, and also permits the Company, subject to certain conditions, to incur incremental equivalent debt, in an aggregate maximum amount (for incremental revolving and term facilities and incremental equivalent debt combined) not to exceed the greater of (1) $700.0 and (2) the maximum amount at which (A) the Company’s pro forma consolidated leverage ratio (as defined in the Credit Agreement) would not exceed 6.50 to 1.00 and (B) the Company’s pro forma senior secured leverage ratio (as defined in the Credit Agreement) would not exceed 3.00 to 1.00 as of the date such indebtedness is incurred. The outstanding amounts under the Revolving Credit Facility must be repaid on or before March 28, 2022. Borrowings under the Revolving Credit Facility will bear interest, at the option of the Company, at an annual rate equal to either the Base Rate, Eurodollar Rate or CDOR Rate (as such terms are defined in the Credit Agreement) plus an applicable margin ranging from 1.75% to 2.25% for Eurodollar Rate-based loans and CDOR Rate-based loans and from 0.75% to 1.25% for Base Rate-based loans, depending in each case on the Company’s senior secured leverage ratio. Commitment fees on the daily unused amount of commitments under the Revolving Credit Facility will accrue at rates ranging from 0.250% to 0.375% , also depending on the Company’s senior secured leverage ratio. The Credit Agreement contains a financial covenant requiring the Company to maintain a senior secured leverage ratio (as defined in the Credit Agreement) not to exceed 4.25 to 1.00, measured as of the last day of any fiscal quarter if, as of the last day of such fiscal quarter, the aggregate outstanding amount of all revolving credit loans, swing line loans and letter of credit obligations (subject to certain exceptions specified in the Credit Agreement) exceeds 30% of the Company’s revolving credit commitments. As of June 30, 2018 , the Company was not required to comply with such financial covenant as the aggregate amount of the aforementioned obligations did not exceed 30% . The Credit Agreement provides for customary events of default, including material breach of representations and warranties, failure to make required payments, failure to comply with certain agreements or covenants, failure to pay, or default under, indebtedness in excess of $75.0 , certain events of bankruptcy and insolvency, inability to pay debts, the occurrence of one or more unstayed or undischarged judgments in excess of $75.0 , attachments issued against a material part of the Company’s property, change in control, the invalidity of any loan document, the failure of the collateral documents to create a valid and perfected first priority lien and certain Employee Retirement Income Security Act of 1974 events. Upon the occurrence of an event of default, the maturity of the loans under the Credit Agreement may be accelerated and the agent and lenders under the Credit Agreement may exercise other rights and remedies available at law or under the loan documents, including with respect to the collateral and guarantees for the Company’s obligations under the Credit Agreement. The Credit Agreement also permits the Company to incur additional unsecured debt if, among other conditions, the pro forma consolidated interest coverage ratio (as defined in the Credit Agreement) would be greater than or equal to 2.00 to 1.00 after giving effect to such new debt. As of June 30, 2018 , the pro forma consolidated interest coverage ratio exceeded this threshold. Term Loan On May 24, 2017, the Company entered into a Joinder Agreement No. 1 to the Credit Agreement (“Joinder No. 1”). Joinder No.1 provided for an incremental term loan of $1,200.0 (the “Joinder No. 1 Term Loan”) under the Credit Agreement. On June 29, 2017, the Company entered into a Joinder Agreement No. 2 to the Credit Agreement (“Joinder No. 2”). Joinder No. 2 provided for an incremental term loan of $1,000.0 (the “Joinder No. 2 Term Loan”) under the Credit Agreement. The Joinder No. 2 Term Loan was combined with the outstanding amounts under the Joinder No.1 Term Loan (collectively the “Term Loan”). On March 8, 2018, the Company entered into a second amendment to the Credit Agreement (the “Second Amendment”). Under the Second Amendment, the interest rate margin for the Term Loan was reduced by 25 basis points such that a Eurodollar Rate Loan accrues interest at the Eurodollar Rate plus 2.00% per annum, and a Base Rate Loan accrues interest at the Base Rate plus 1.00% per annum (as such terms are defined in the Credit Agreement). The maturity date for the Term Loan remains May 24, 2024, and all other material provisions of the Credit Agreement remain unchanged. In connection with the Second Amendment, the Company recorded a write-off of debt issuance costs and other expenses of $1.3 , which is included in “(Gain) loss on extinguishment of debt, net” in the Condensed Consolidated Statement of Operations in the nine months ended June 30, 2018. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits | 9 Months Ended |
Jun. 30, 2018 | |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | |
Pension and Other Postretirement benefits | PENSION AND OTHER POSTRETIREMENT BENEFITS The Company maintains qualified defined benefit plans in the United States, the United Kingdom and Canada for certain employees primarily within its Post Consumer Brands and Weetabix segments. Certain of the Company’s employees are eligible to participate in the Company’s postretirement benefit plans (partially subsidized retiree health and life insurance). Amounts for the Canadian plans are included in the North America disclosures and are not disclosed separately because they do not constitute a significant portion of the combined amounts. During the nine months ended June 30, 2018, the Company made an accelerated pension funding contribution of $29.6 to its qualified defined benefit plans in the United States. The following tables provide the components of net periodic benefit cost (gain) for the pension plans. North America Three Months Ended Nine Months Ended 2018 2017 2018 2017 Components of net periodic benefit cost (gain) Service cost $ 1.1 $ 1.0 $ 3.2 $ 3.0 Interest cost 0.9 0.6 2.7 1.7 Expected return on plan assets (1.1 ) (0.8 ) (3.3 ) (2.3 ) Recognized net actuarial loss 0.3 0.4 0.9 1.2 Recognized prior service cost — 0.1 — 0.2 Net periodic benefit cost $ 1.2 $ 1.3 $ 3.5 $ 3.8 Other International Three Months Ended Nine Months Ended 2018 2017 2018 2017 Components of net periodic benefit cost (gain) Service cost $ 1.7 $ — $ 5.1 $ — Interest cost 5.0 — 14.9 — Expected return on plan assets (8.1 ) — (24.1 ) — Net periodic benefit gain $ (1.4 ) $ — $ (4.1 ) $ — The following table provides the components of net periodic benefit cost (gain) for the North American other postretirement benefit plans. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Components of net periodic benefit cost (gain) Service cost $ 0.1 $ 0.2 $ 0.4 $ 0.5 Interest cost 0.6 0.5 1.6 1.5 Recognized net actuarial loss 0.1 0.2 0.2 0.5 Recognized prior service credit (1.2 ) (1.2 ) (3.5 ) (3.6 ) Net periodic benefit gain $ (0.4 ) $ (0.3 ) $ (1.3 ) $ (1.1 ) |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Jun. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | SHAREHOLDERS’ EQUITY Stock Repurchases In the three months ended June 30, 2018, the Company repurchased 1.1 shares of its common stock at an average share price of $77.30 for a total cost of $79.9 , including broker’s commissions. In the nine months ended June 30, 2018, the Company repurchased 2.9 shares of its common stock at an average share price of $76.21 for a total cost of $218.7 , including broker’s commissions. In the three months ended June 30, 2017, the Company repurchased 2.2 shares of its common stock at an average share price of $81.92 for a total cost of $180.7 , including broker’s commissions. In the nine months ended June 30, 2017, the Company repurchased 3.9 shares of its common stock at an average share price of $79.45 for a total cost of $313.8 , including broker’s commissions. The repurchases were recorded as “Treasury stock, at cost” on the Condensed Consolidated Balance Sheets and as “Purchases of treasury stock” on the Condensed Consolidated Statements of Cash Flows. 3.75% Series B Cumulative Perpetual Convertible Preferred Stock Conversion and Redemption In the second quarter of fiscal 2018, the Company completed the redemption of its Series B Preferred. Substantially all of the 1.5 shares of Series B Preferred outstanding as of January 10, 2018, the date the redemption was announced, were converted into 3.1 shares of the Company’s common stock pursuant to the conversion rights applicable to the Series B Preferred. The remaining shares of Series B Preferred were redeemed. |
Segments
Segments | 9 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segments | SEGMENTS During the second quarter of fiscal 2018, the Company reorganized its reportable segments in accordance with ASC Topic 280, “Segment Reporting.” At June 30, 2018, the Company’s reportable segments were as follows: • Post Consumer Brands: North American RTE cereal business; • Weetabix: RTE cereal and the branded muesli business sold and distributed primarily outside of North America; • Refrigerated Food: refrigerated foodservice, primarily egg and potato, and refrigerated retail, inclusive of side dishes, egg, cheese and sausage; • Active Nutrition: protein shakes, bars and powders and nutritional supplements; and • Private Brands: peanut and other nut butters, dried fruit and nut products, granola and pasta. All fiscal 2018 and 2017 segment results reported herein have been reclassified to conform with the June 30, 2018 presentation. Management evaluates each segment’s performance based on its segment profit, which is its operating profit before impairment of property and intangible assets, facility closure related costs, restructuring expenses, (gains)/losses on assets held for sale, (gains)/losses on sale of facilities and other unallocated corporate income and expenses. The following tables present information about the Company’s reportable segments, including corresponding amounts for the prior year. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Net Sales Post Consumer Brands $ 466.4 $ 427.3 $ 1,360.7 $ 1,279.0 Weetabix 107.1 — 315.8 — Refrigerated Food 613.1 464.5 1,723.7 1,395.8 Active Nutrition 216.4 188.7 607.6 519.9 Private Brands 209.1 192.3 628.1 585.9 Eliminations (4.0 ) (0.7 ) (8.6 ) (3.3 ) Total $ 1,608.1 $ 1,272.1 $ 4,627.3 $ 3,777.3 Segment Profit Post Consumer Brands $ 83.3 $ 96.9 $ 244.6 $ 268.6 Weetabix 26.1 — 58.6 — Refrigerated Food 56.5 41.2 188.3 55.3 Active Nutrition 40.2 28.0 86.1 74.1 Private Brands 12.7 13.1 43.8 41.2 Total segment profit 218.8 179.2 621.4 439.2 General corporate expenses (income) and other 31.0 (11.3 ) 104.8 35.0 Interest expense, net 98.9 76.5 288.2 229.6 (Gain) loss on extinguishment of debt, net (6.1 ) 160.4 31.5 222.9 Other (income) expense, net (17.2 ) 45.2 (70.4 ) (100.3 ) Earnings (loss) before income taxes $ 112.2 $ (91.6 ) $ 267.3 $ 52.0 Depreciation and amortization Post Consumer Brands $ 31.3 $ 27.4 $ 93.1 $ 81.5 Weetabix 9.5 — 29.3 — Refrigerated Food 44.5 31.2 117.2 93.7 Active Nutrition 6.5 6.3 19.4 18.8 Private Brands 11.8 12.0 36.9 36.2 Total segment depreciation and amortization 103.6 76.9 295.9 230.2 Corporate and accelerated depreciation 2.1 0.9 4.9 2.7 Total $ 105.7 $ 77.8 $ 300.8 $ 232.9 Assets June 30, September 30, Post Consumer Brands $ 3,397.7 $ 3,440.5 Weetabix 2,009.3 2,048.9 Refrigerated Food 5,101.9 3,176.0 Active Nutrition 552.3 581.3 Private Brands 1,057.5 1,054.9 Corporate 403.4 1,575.2 Total $ 12,522.1 $ 11,876.8 |
Subsequent Event (Notes)
Subsequent Event (Notes) | 9 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENT On August 2, 2018, Post, together with its subsidiary, 8th Avenue Food & Provisions, Inc. (“8th Avenue”), entered into a Transaction Agreement (the “Transaction Agreement”) with THL Equity Fund VIII Investors (PB), LLC, an affiliate of Thomas H. Lee Partners, L.P. (“THL”), in which Post and THL will separately capitalize 8th Avenue. Upon the closing of the transactions contemplated by the Transaction Agreement, 8th Avenue will become the holding company for Post’s private brands business, reported herein as Post’s Private Brands segment, and Post is expected to receive total proceeds of $875.0 , retaining shares of common stock equal to 60.5% of the common equity in 8th Avenue. Post’s proceeds will consist of (i) $250.0 from THL and $625.0 from a committed senior increasing rate bridge loan (the “Bridge Loan”), which is expected to be funded not less than seven days prior to the closing of the transactions. Post anticipates that 8th Avenue will refinance the Bridge Loan promptly following the closing of the transactions with proceeds of a permanent debt financing. Pursuant to the transactions, THL will receive 2.5 shares of 8th Avenue preferred stock with an 11% cumulative, quarterly compounding dividend and $100.00 per share liquidation value and 39.5% of the common equity in 8th Avenue. The transactions are expected to be completed in October 2018, subject to certain closing conditions, including the expiration of waiting periods under antitrust laws. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Bob Evans Farms Opening Balance Sheet | Cash and cash equivalents $ 15.6 Receivables 58.3 Inventories 27.1 Prepaid expenses and other current assets 34.3 Property 184.6 Goodwill 897.4 Other intangible assets 782.0 Other assets 0.4 Accounts payable (18.2 ) Other current liabilities (58.8 ) Deferred tax liability - long-term (194.1 ) Other liabilities (5.0 ) Total acquisition cost $ 1,723.6 |
Weetabix Group Opening Balance Sheet with Measurement Period Adjustments | Acquisition Date Amounts Recognized as of September 30, 2017 (a) Adjustments During the Nine Months Ended June 30, 2018 Acquisition Date Amounts Recognized (as Adjusted) Cash and cash equivalents $ 62.2 $ — $ 62.2 Receivables (c) 39.7 (1.9 ) 37.8 Inventories (b),(c) 63.4 (0.2 ) 63.2 Prepaid expenses and other current assets 1.2 — 1.2 Property (b) 283.9 (3.0 ) 280.9 Goodwill (d) 969.3 11.5 980.8 Other intangible assets (b) 608.4 (7.4 ) 601.0 Other assets 112.0 — 112.0 Accounts payable (66.3 ) — (66.3 ) Other current liabilities (c) (28.4 ) (0.1 ) (28.5 ) Deferred tax liability - long-term (c) (137.6 ) 1.1 (136.5 ) Other liabilities (10.9 ) — (10.9 ) Noncontrolling interest (9.7 ) — (9.7 ) Total acquisition cost $ 1,887.2 $ — $ 1,887.2 |
Pro Forma Information | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Pro forma net sales $ 1,608.1 $ 1,512.9 $ 4,794.4 $ 4,485.3 Pro forma net earnings (loss) available to common shareholders $ 95.0 $ (67.4 ) $ 503.2 $ 43.5 Pro forma basic earnings (loss) per common share $ 1.42 $ (1.00 ) $ 7.56 $ 0.64 Pro forma diluted earnings (loss) per common share $ 1.29 $ (1.00 ) $ 6.71 $ 0.62 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Restructuring [Abstract] | |
Restructuring charges and related liabilities | Employee-Related Costs Accelerated Depreciation Total Balance, September 30, 2017 $ — $ — $ — Charge to expense 2.1 1.5 3.6 Cash payments — — — Non-cash charges — (1.5 ) (1.5 ) Balance, June 30, 2018 $ 2.1 $ — $ 2.1 Total expected restructuring charge $ 5.1 $ 6.5 $ 11.6 Cumulative restructuring charges incurred to date 2.1 1.5 3.6 Remaining expected restructuring charge $ 3.0 $ 5.0 $ 8.0 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Goodwill | |
Carrying Amount of Goodwill | Post Consumer Brands Weetabix Refrigerated Food Active Nutrition Private Brands Total Balance, September 30, 2017 Goodwill (gross) $ 1,999.6 $ 926.9 $ 1,231.6 $ 180.7 $ 417.1 $ 4,755.9 Accumulated impairment losses (609.1 ) — — (114.8 ) — (723.9 ) Goodwill (net) $ 1,390.5 $ 926.9 $ 1,231.6 $ 65.9 $ 417.1 $ 4,032.0 Goodwill acquired — — 897.4 — — 897.4 Acquisition related adjustment 12.6 (1.1 ) — — — 11.5 Currency translation adjustment (0.3 ) (12.8 ) — — — (13.1 ) Balance, June 30, 2018 Goodwill (gross) $ 2,011.9 $ 913.0 $ 2,129.0 $ 180.7 $ 417.1 $ 5,651.7 Accumulated impairment losses (609.1 ) — — (114.8 ) — (723.9 ) Goodwill (net) $ 1,402.8 $ 913.0 $ 2,129.0 $ 65.9 $ 417.1 $ 4,927.8 |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Total Intangible Assets | June 30, 2018 September 30, 2017 Carrying Accumulated Amortization Net Carrying Accumulated Amortization Net Subject to amortization: Customer relationships $ 2,622.1 $ (516.9 ) $ 2,105.2 $ 2,249.3 $ (416.7 ) $ 1,832.6 Trademarks and brands 838.6 (195.9 ) 642.7 834.1 (162.9 ) 671.2 Other intangible assets 21.7 (11.4 ) 10.3 21.7 (9.8 ) 11.9 3,482.4 (724.2 ) 2,758.2 3,105.1 (589.4 ) 2,515.7 Not subject to amortization: Trademarks and brands 1,226.5 — 1,226.5 838.2 — 838.2 $ 4,708.9 $ (724.2 ) $ 3,984.7 $ 3,943.3 $ (589.4 ) $ 3,353.9 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings (loss) per share | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Net earnings (loss) for basic earnings per share $ 94.5 $ (62.8 ) $ 474.9 $ 30.1 Dilutive preferred stock dividends 2.0 — 8.0 — Net earnings (loss) for diluted earnings per share $ 96.5 $ (62.8 ) $ 482.9 $ 30.1 Weighted-average shares outstanding 67.0 65.9 66.6 64.9 Effect of TEUs on weighted-average shares for basic earnings (loss) per share — 1.6 — 3.4 Weighted-average shares for basic earnings (loss) per share 67.0 67.5 66.6 68.3 Effect of dilutive securities: Stock options 1.7 — 1.7 1.8 Stock appreciation rights 0.1 — 0.1 0.1 Restricted stock awards 0.3 — 0.4 0.3 Preferred shares conversion to common 5.9 — 7.4 — Total dilutive securities 8.0 — 9.6 2.2 Weighted-average shares for diluted earnings (loss) per share 75.0 67.5 76.2 70.5 Basic earnings (loss) per common share $ 1.41 $ (0.93 ) $ 7.13 $ 0.44 Diluted earnings (loss) per common share $ 1.29 $ (0.93 ) $ 6.34 $ 0.43 |
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share | |
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Stock options 0.6 4.2 0.6 0.3 Stock appreciation rights — 0.1 — — Restricted stock awards 0.1 0.7 0.1 — Preferred shares conversion to common — 9.1 — 9.1 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Inventory [Abstract] | |
Inventories | June 30, September 30, Raw materials and supplies $ 158.8 $ 129.8 Work in process 19.9 16.9 Finished products 368.1 395.6 Flocks 32.3 31.2 $ 579.1 $ 573.5 |
Property, net (Tables)
Property, net (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, net | June 30, September 30, Property, at cost $ 2,697.8 $ 2,394.1 Accumulated depreciation (863.3 ) (703.4 ) $ 1,834.5 $ 1,690.7 |
Derivative Financial Instrume32
Derivative Financial Instruments and Hedging (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Notional amounts of derivatives held | June 30, September 30, Not designated as hedging instruments under ASC Topic 815: Commodity contracts $ 63.3 $ 53.8 Energy contracts 24.5 25.6 Foreign exchange contracts - Forward contracts 11.9 20.9 Interest rate swap 75.0 76.1 Interest rate swaps - Rate-lock swaps 1,649.3 1,649.3 Designated as hedging instruments under ASC Topic 815: Foreign exchange contracts - Cross-currency swaps 662.9 448.7 Interest rate swap 1,000.0 1,000.0 |
Derivative Instruments in Condensed Consolidated Balance Sheets | Fair Value Portion Designated as Hedging Instruments Balance Sheet Location June 30, September 30, June 30, September 30, Asset Derivatives: Commodity contracts Prepaid expenses and other current assets $ 2.7 $ 0.5 $ — $ — Energy contracts Prepaid expenses and other current assets 5.1 3.8 — — Commodity contracts Other assets 1.0 — — — Energy contracts Other assets 1.0 — — — Foreign exchange contracts Prepaid expenses and other current assets 1.2 1.3 1.0 1.1 Foreign exchange contracts Other assets 16.2 0.3 16.2 0.3 Interest rate swaps Prepaid expenses and other current assets 5.2 — 5.2 — Interest rate swaps Other assets 25.7 — 25.7 — $ 58.1 $ 5.9 $ 48.1 $ 1.4 Liability Derivatives: Commodity contracts Other current liabilities $ 2.5 $ 1.9 $ — $ — Energy contracts Other current liabilities 0.4 0.3 — — Foreign exchange contracts Other current liabilities 1.5 1.5 1.5 1.5 Foreign exchange contracts Other liabilities 23.9 23.6 23.9 23.6 Interest rate swaps Other current liabilities 0.7 50.9 — 0.7 Interest rate swaps Other liabilities 139.2 165.3 — 4.2 $ 168.2 $ 243.5 $ 25.4 $ 30.0 |
Effect of Derivative Instruments on the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Other Comprehensive Income | The following tables present the effects of the Company’s derivative instruments on the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Comprehensive Income for the three months ended June 30, 2018 and 2017. Derivatives Not Designated as Hedging Instruments Statement of Operations Location (Gain) Loss Recognized in Statement of Operations 2018 2017 Commodity contracts Cost of goods sold $ 5.0 $ (6.9 ) Energy contracts Cost of goods sold (2.6 ) 1.5 Foreign exchange contracts Selling, general and administrative expenses 1.1 0.8 Foreign exchange contracts Other (income) expense, net — 14.7 Interest rate swaps Other (income) expense, net (17.2 ) 30.5 Derivatives Designated as Hedging Instruments (Gain) Loss Recognized in OCI (Gain) Loss Reclassified from Accumulated OCI into Earnings Statement of Operations Location 2018 2017 2018 2017 Foreign exchange contracts $ — $ (0.9 ) $ — $ — Selling, general and administrative expenses Interest rate swaps (7.5 ) 3.6 (1.1 ) 0.3 Interest expense, net Cross-currency swaps (45.5 ) — — — Other (income) expense, net The following tables present the effects of the Company’s derivative instruments on the Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Comprehensive Income for the nine months ended June 30, 2018 and 2017. Derivatives Not Designated as Hedging Instruments Statement of Operations Location (Gain) Loss Recognized in Statement of Operations 2018 2017 Commodity contracts Cost of goods sold $ 0.3 $ (3.5 ) Energy contracts Cost of goods sold (5.5 ) 1.8 Foreign exchange contracts Selling, general and administrative expenses 1.3 0.9 Foreign exchange contracts Other (income) expense, net — 14.7 Interest rate swaps Other (income) expense, net (70.4 ) (115.0 ) Derivatives Designated as Hedging Instruments (Gain) Loss Recognized in OCI (Gain) Loss Reclassified from Accumulated OCI into Earnings Statement of Operations Location 2018 2017 2018 2017 Foreign exchange contracts $ (0.2 ) $ (0.9 ) $ (1.3 ) $ — Selling, general and administrative expenses Interest rate swaps (37.1 ) 3.6 (1.3 ) 0.3 Interest expense, net Cross-currency swaps (19.6 ) — — — Other (income) expense, net |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | |
Fair Value, by Balance Sheet Grouping | June 30, 2018 September 30, 2017 Total Level 1 Level 2 Total Level 1 Level 2 Assets: Deferred compensation investments $ 42.2 $ 42.2 $ — $ 15.4 $ 15.4 $ — Derivative assets 58.1 — 58.1 5.9 — 5.9 $ 100.3 $ 42.2 $ 58.1 $ 21.3 $ 15.4 $ 5.9 Liabilities: Deferred compensation liabilities $ 49.8 $ — $ 49.8 $ 22.5 $ — $ 22.5 Derivative liabilities 168.2 — 168.2 243.5 — 243.5 $ 218.0 $ — $ 218.0 $ 266.0 $ — $ 266.0 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-term Debt | June 30, September 30, 2017 5.625% Senior Notes maturing January 2028 $ 963.4 $ — 5.50% Senior Notes maturing March 2025 1,000.0 1,000.0 5.75% Senior Notes maturing March 2027 1,326.3 1,500.0 5.00% Senior Notes maturing August 2026 1,714.3 1,750.0 8.00% Senior Notes maturing July 2025 122.2 137.5 6.00% Senior Notes maturing December 2022 — 630.0 Term Loan 2,178.0 2,194.5 Capital leases 0.2 0.2 $ 7,304.4 $ 7,212.2 Less: Current portion of long-term debt (28.6 ) (22.1 ) Debt issuance costs, net (73.8 ) (81.8 ) Plus: Unamortized premium 33.8 40.8 Total long-term debt $ 7,235.8 $ 7,149.1 |
Pension and Other Postretirem35
Pension and Other Postretirement Benefits (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Pension and Other Postretirement Benefits Cost (Reversal of Cost) [Abstract] | |
Components of net periodic benefit cost (gain) | North America Three Months Ended Nine Months Ended 2018 2017 2018 2017 Components of net periodic benefit cost (gain) Service cost $ 1.1 $ 1.0 $ 3.2 $ 3.0 Interest cost 0.9 0.6 2.7 1.7 Expected return on plan assets (1.1 ) (0.8 ) (3.3 ) (2.3 ) Recognized net actuarial loss 0.3 0.4 0.9 1.2 Recognized prior service cost — 0.1 — 0.2 Net periodic benefit cost $ 1.2 $ 1.3 $ 3.5 $ 3.8 Other International Three Months Ended Nine Months Ended 2018 2017 2018 2017 Components of net periodic benefit cost (gain) Service cost $ 1.7 $ — $ 5.1 $ — Interest cost 5.0 — 14.9 — Expected return on plan assets (8.1 ) — (24.1 ) — Net periodic benefit gain $ (1.4 ) $ — $ (4.1 ) $ — The following table provides the components of net periodic benefit cost (gain) for the North American other postretirement benefit plans. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Components of net periodic benefit cost (gain) Service cost $ 0.1 $ 0.2 $ 0.4 $ 0.5 Interest cost 0.6 0.5 1.6 1.5 Recognized net actuarial loss 0.1 0.2 0.2 0.5 Recognized prior service credit (1.2 ) (1.2 ) (3.5 ) (3.6 ) Net periodic benefit gain $ (0.4 ) $ (0.3 ) $ (1.3 ) $ (1.1 ) |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting Information, by Segment | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Net Sales Post Consumer Brands $ 466.4 $ 427.3 $ 1,360.7 $ 1,279.0 Weetabix 107.1 — 315.8 — Refrigerated Food 613.1 464.5 1,723.7 1,395.8 Active Nutrition 216.4 188.7 607.6 519.9 Private Brands 209.1 192.3 628.1 585.9 Eliminations (4.0 ) (0.7 ) (8.6 ) (3.3 ) Total $ 1,608.1 $ 1,272.1 $ 4,627.3 $ 3,777.3 Segment Profit Post Consumer Brands $ 83.3 $ 96.9 $ 244.6 $ 268.6 Weetabix 26.1 — 58.6 — Refrigerated Food 56.5 41.2 188.3 55.3 Active Nutrition 40.2 28.0 86.1 74.1 Private Brands 12.7 13.1 43.8 41.2 Total segment profit 218.8 179.2 621.4 439.2 General corporate expenses (income) and other 31.0 (11.3 ) 104.8 35.0 Interest expense, net 98.9 76.5 288.2 229.6 (Gain) loss on extinguishment of debt, net (6.1 ) 160.4 31.5 222.9 Other (income) expense, net (17.2 ) 45.2 (70.4 ) (100.3 ) Earnings (loss) before income taxes $ 112.2 $ (91.6 ) $ 267.3 $ 52.0 Depreciation and amortization Post Consumer Brands $ 31.3 $ 27.4 $ 93.1 $ 81.5 Weetabix 9.5 — 29.3 — Refrigerated Food 44.5 31.2 117.2 93.7 Active Nutrition 6.5 6.3 19.4 18.8 Private Brands 11.8 12.0 36.9 36.2 Total segment depreciation and amortization 103.6 76.9 295.9 230.2 Corporate and accelerated depreciation 2.1 0.9 4.9 2.7 Total $ 105.7 $ 77.8 $ 300.8 $ 232.9 Assets June 30, September 30, Post Consumer Brands $ 3,397.7 $ 3,440.5 Weetabix 2,009.3 2,048.9 Refrigerated Food 5,101.9 3,176.0 Active Nutrition 552.3 581.3 Private Brands 1,057.5 1,054.9 Corporate 403.4 1,575.2 Total $ 12,522.1 $ 11,876.8 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income tax expense (benefit) | $ 15.4 | $ (32.2) | $ (216.5) | $ 11.7 |
Net Earnings (Loss) | $ 96.5 | $ (59.4) | $ 482.9 | $ 40.3 |
Earnings (Loss) per Share, Basic (in usd per share) | $ 1.41 | $ (0.93) | $ 7.13 | $ 0.44 |
Earnings (Loss) per Share, Diluted (in usd per share) | $ 1.29 | $ (0.93) | $ 6.34 | $ 0.43 |
Net Cash Provided by Operating Activities | $ 591.1 | $ 214.4 | ||
Net Cash Provided by Financing Activities | $ (173.9) | 1,282 | ||
Accounting Standards Update 2016-09 | ||||
Income tax expense (benefit) | $ (0.1) | (6.2) | ||
Net Earnings (Loss) | $ 0.1 | $ 6.2 | ||
Earnings (Loss) per Share, Basic (in usd per share) | $ 0.09 | |||
Earnings (Loss) per Share, Diluted (in usd per share) | $ 0.09 | |||
Net Cash Provided by Operating Activities | $ 6.2 | |||
Net Cash Provided by Financing Activities | $ (6.2) |
Recently Issued and Adopted A38
Recently Issued and Adopted Accounting Standards (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 |
New Accounting Pronouncement, Early Adoption | |||
Retained earnings (accumulated deficit) | $ 106.3 | $ (376) | |
Accumulated other comprehensive loss | $ (30.2) | $ (40) | |
Accounting Standards Update 2018-02 | |||
New Accounting Pronouncement, Early Adoption | |||
Retained earnings (accumulated deficit) | $ 1.4 | ||
Accumulated other comprehensive loss | $ (1.4) |
Business Combinations (Details)
Business Combinations (Details) $ / shares in Units, £ in Millions, $ in Millions | Jan. 12, 2018USD ($)$ / sharesshares | Jul. 03, 2017USD ($) | Jul. 03, 2017GBP (£) | Oct. 03, 2016USD ($) | Jun. 30, 2018USD ($)shares | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2018USD ($)shares | Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($) |
Business Acquisition | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 1,454 | $ 90.2 | ||||||||
Goodwill | $ 4,927.8 | 4,927.8 | $ 4,032 | |||||||
Goodwill, Purchase Accounting Adjustments | 11.5 | |||||||||
Transaction-related expenses | $ 2.5 | $ 3.3 | $ 26.5 | 6.8 | ||||||
Bob Evans Farms | ||||||||||
Business Acquisition | ||||||||||
Business Acquisition, Share Price | $ / shares | $ 77 | |||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 1,381.2 | |||||||||
Shares not yet paid | shares | 4,350,000 | 3,300,000 | 3,300,000 | |||||||
Payments to be made subsequent to the closing of the acquisition | $ 342.4 | |||||||||
Basis spread on amounts owed to appraisal rights holders | 5.00% | |||||||||
Business Combination, Pro Forma Information, Net Sales of Acquiree since Acquisition Date, Actual | $ 112 | $ 219.6 | ||||||||
Business Combination, Pro Forma Information, Operating Profit of Acquiree since Acquisition Date, Actual | 9.9 | 9 | ||||||||
Cash and cash equivalents | 15.6 | |||||||||
Receivables | 58.3 | |||||||||
Inventories | 27.1 | |||||||||
Prepaid expenses and other current assets | 34.3 | |||||||||
Property | 184.6 | |||||||||
Goodwill | 897.4 | |||||||||
Other intangible assets | 782 | |||||||||
Other assets | 0.4 | |||||||||
Accounts payable | (18.2) | |||||||||
Other current liabilities | (58.8) | |||||||||
Deferred tax liability - long-term | (194.1) | |||||||||
Other liabilities | (5) | |||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 1,723.6 | |||||||||
Bob Evans Farms | Other Liabilities | ||||||||||
Business Acquisition | ||||||||||
Payments to be made subsequent to the closing of the acquisition | 262.1 | 262.1 | ||||||||
Bob Evans Farms | Trademarks | ||||||||||
Business Acquisition | ||||||||||
Indefinite-Lived Intangible Assets Acquired | 400 | |||||||||
Bob Evans Farms | Customer Relationships | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 376 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years | |||||||||
Bob Evans Farms | Trademarks | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 6 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | |||||||||
Weetabix Group | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Consideration Transferred | £ | £ 1,400 | |||||||||
Cash Acquired from Acquisition | £ | 48 | |||||||||
Cash and cash equivalents | 62.2 | 62.2 | 62.2 | |||||||
Receivables | 37.8 | 37.8 | 39.7 | |||||||
Inventories | 63.2 | 63.2 | 63.4 | |||||||
Prepaid expenses and other current assets | 1.2 | 1.2 | 1.2 | |||||||
Property | 280.9 | 280.9 | 283.9 | |||||||
Goodwill | 980.8 | 980.8 | 969.3 | |||||||
Other intangible assets | 601 | 601 | 608.4 | |||||||
Other assets | 112 | 112 | 112 | |||||||
Accounts payable | (66.3) | (66.3) | (66.3) | |||||||
Other current liabilities | (28.5) | (28.5) | (28.4) | |||||||
Deferred tax liability - long-term | (136.5) | (136.5) | (137.6) | |||||||
Other liabilities | (10.9) | (10.9) | (10.9) | |||||||
Noncontrolling interest | (9.7) | (9.7) | (9.7) | |||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 1,887.2 | 1,887.2 | $ 1,887.2 | |||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory | (0.2) | |||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property | (3) | |||||||||
Goodwill, Purchase Accounting Adjustments | 11.5 | |||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other intangible assets | (7.4) | |||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Consideration Transferred | 0 | |||||||||
Weetabix Group | Cash and Cash Equivalents | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | 0 | |||||||||
Weetabix Group | Accounts Receivable | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | (1.9) | |||||||||
Weetabix Group | Prepaid Expenses and Other Current Assets | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | 0 | |||||||||
Weetabix Group | Other Assets | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | 0 | |||||||||
Weetabix Group | Accounts Payable | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | 0 | |||||||||
Weetabix Group | Other Current Liabilities | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | (0.1) | |||||||||
Weetabix Group | Deferred tax liability - long term | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | 1.1 | |||||||||
Weetabix Group | Other Liabilities | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | 0 | |||||||||
Weetabix Group | Noncontrolling Interest | ||||||||||
Business Acquisition | ||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | $ 0 | |||||||||
Weetabix Group | United Kingdom, Pounds | ||||||||||
Business Acquisition | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | £ | £ 1,454.1 | |||||||||
Weetabix Group | United States of America, Dollars | ||||||||||
Business Acquisition | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 1,887.2 | |||||||||
Cash Acquired from Acquisition | 62.2 | |||||||||
Weetabix Group | Trademarks | ||||||||||
Business Acquisition | ||||||||||
Indefinite-Lived Intangible Assets Acquired | 385.1 | |||||||||
Weetabix Group | Customer Relationships | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 172.8 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | 20 years | ||||||||
Weetabix Group | Customer Relationships | North America | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 13.6 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 21 years | 21 years | ||||||||
Weetabix Group | Trademarks | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 29.5 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 16 years | 16 years | ||||||||
National Pasteurized Eggs | ||||||||||
Business Acquisition | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 97 | |||||||||
Business Combination, Consideration Transferred | 93.5 | |||||||||
Business Combinations, Purchase Price Adjustment, Net Working Capital Settlement | $ 1.2 | |||||||||
National Pasteurized Eggs | Customer Relationships | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 43.9 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 16 years | |||||||||
National Pasteurized Eggs | Trademarks | ||||||||||
Business Acquisition | ||||||||||
Definite-lived Intangible Assets Acquired | $ 7.5 | |||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | |||||||||
Selling, General and Administrative Expenses | Weetabix Group | ||||||||||
Business Acquisition | ||||||||||
Net foreign currency gains | $ 33.5 | $ 33.5 |
Business combinations pro forma
Business combinations pro forma financial information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combinations [Abstract] | ||||
Pro forma net sales | $ 1,608.1 | $ 1,512.9 | $ 4,794.4 | $ 4,485.3 |
Pro forma net earnings (loss) available to common shareholders | $ 95 | $ (67.4) | $ 503.2 | $ 43.5 |
Pro forma basic earnings (loss) per share (in US$ per share) | $ 1.42 | $ (1) | $ 7.56 | $ 0.64 |
Pro forma diluted earnings (loss) per share (in US$ per share) | $ 1.29 | $ (1) | $ 6.71 | $ 0.62 |
Restructuring (Details)
Restructuring (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($) | |
Restructuring Reserve | ||
Balance, September 30, 2017 | $ 0 | |
Charge to expense | $ 1.8 | 3.6 |
Cash payments | 0 | |
Non-cash charges | (1.5) | |
Balance, June 30, 2018 | 2.1 | 2.1 |
Total expected restructuring charge | 11.6 | 11.6 |
Cumulative restructuring charges incurred to date | 3.6 | 3.6 |
Remaining expected restructuring charge | 8 | 8 |
Employee Severance | ||
Restructuring Reserve | ||
Balance, September 30, 2017 | 0 | |
Charge to expense | 2.1 | |
Cash payments | 0 | |
Non-cash charges | 0 | |
Balance, June 30, 2018 | 2.1 | 2.1 |
Total expected restructuring charge | 5.1 | 5.1 |
Cumulative restructuring charges incurred to date | 2.1 | 2.1 |
Remaining expected restructuring charge | 3 | 3 |
Accelerated depreciation | ||
Restructuring Reserve | ||
Balance, September 30, 2017 | 0 | |
Charge to expense | 1.5 | |
Cash payments | 0 | |
Non-cash charges | (1.5) | |
Balance, June 30, 2018 | 0 | 0 |
Total expected restructuring charge | 6.5 | 6.5 |
Cumulative restructuring charges incurred to date | 1.5 | 1.5 |
Remaining expected restructuring charge | $ 5 | $ 5 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2018 | Sep. 30, 2017 | |
Goodwill | ||
Goodwill (gross) | $ 5,651.7 | $ 4,755.9 |
Accumulated impairment losses | (723.9) | (723.9) |
Goodwill | 4,927.8 | 4,032 |
Goodwill acquired | 897.4 | |
Acquisition related adjustment | 11.5 | |
Currency translation adjustment | (13.1) | |
Post Consumer Brands | ||
Goodwill | ||
Goodwill (gross) | 2,011.9 | 1,999.6 |
Accumulated impairment losses | (609.1) | (609.1) |
Goodwill | 1,402.8 | 1,390.5 |
Goodwill acquired | 0 | |
Acquisition related adjustment | 12.6 | |
Currency translation adjustment | (0.3) | |
Weetabix | ||
Goodwill | ||
Goodwill (gross) | 913 | 926.9 |
Accumulated impairment losses | 0 | 0 |
Goodwill | 913 | 926.9 |
Goodwill acquired | 0 | |
Acquisition related adjustment | (1.1) | |
Currency translation adjustment | (12.8) | |
Refrigerated Food | ||
Goodwill | ||
Goodwill (gross) | 2,129 | 1,231.6 |
Accumulated impairment losses | 0 | 0 |
Goodwill | 2,129 | 1,231.6 |
Goodwill acquired | 897.4 | |
Acquisition related adjustment | 0 | |
Currency translation adjustment | 0 | |
Active Nutrition | ||
Goodwill | ||
Goodwill (gross) | 180.7 | 180.7 |
Accumulated impairment losses | (114.8) | (114.8) |
Goodwill | 65.9 | 65.9 |
Goodwill acquired | 0 | |
Acquisition related adjustment | 0 | |
Currency translation adjustment | 0 | |
Private Brands | ||
Goodwill | ||
Goodwill (gross) | 417.1 | 417.1 |
Accumulated impairment losses | 0 | 0 |
Goodwill | 417.1 | $ 417.1 |
Goodwill acquired | 0 | |
Acquisition related adjustment | 0 | |
Currency translation adjustment | $ 0 |
Equity Interests (Details)
Equity Interests (Details) $ in Millions | Jul. 03, 2017 | Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Alpen Food Company South Africa (Proprietary) Limited | ||||
Schedule of Equity Method Investments | ||||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | ||
Weetabix East Africa Limited | ||||
Schedule of Equity Method Investments | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 50.10% | 50.10% | ||
Weetabix Group | ||||
Schedule of Equity Method Investments | ||||
Number of Joint Ventures Acquired | 2 | |||
Other Assets | Alpen Food Company South Africa (Proprietary) Limited | ||||
Schedule of Equity Method Investments | ||||
Equity Method Investment in Alpen | $ 5.3 | $ 5.3 | $ 4.5 | |
Other Liabilities | Weetabix East Africa Limited | ||||
Schedule of Equity Method Investments | ||||
Other liabilities, Related Parties | 0.5 | |||
Melck Street Management Proprietary Limited [Member] | Other Assets | Alpen Food Company South Africa (Proprietary) Limited | ||||
Schedule of Equity Method Investments | ||||
Note Receivable, Related Parties | $ 1 | $ 1 | $ 1 | |
Pioneer Food Group Limited | Weetabix East Africa Limited | ||||
Schedule of Equity Method Investments | ||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 49.90% | 49.90% | ||
Other Operating Expense, Net | Alpen Food Company South Africa (Proprietary) Limited | ||||
Schedule of Equity Method Investments | ||||
Equity Method Loss | $ 0.1 | $ 0.3 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Tax Disclosure | ||||
Effective Income Tax Rate | 13.70% | 35.20% | (81.00%) | 22.50% |
Income tax expense (benefit) | $ 15.4 | $ (32.2) | $ (216.5) | $ 11.7 |
United States | ||||
Income Tax Disclosure | ||||
Newly Enacted Tax Rate | 21.00% | |||
Pre-December 22, 2017 Federal Statutory Income Tax Rate | 35.00% | |||
Fiscal 2018 Blended Tax Rate | 24.50% | |||
Accounting Standards Update 2018-05 | ||||
Income Tax Disclosure | ||||
Tax Benefit Due to Newly Enacted Tax Rate | $ 283.1 | |||
Tax Expense due to Repatriation of Foreign Earnings | 7.1 | |||
Income Tax Benefit, Measurement Period Adjustment | $ 10.7 | $ 12.4 | ||
Accounting Standards Update 2016-09 | ||||
Income Tax Disclosure | ||||
Income tax expense (benefit) | $ (0.1) | $ (6.2) |
Intangible Assets, net (Details
Intangible Assets, net (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Sep. 30, 2017 |
Finite-Lived Intangible Assets | ||
Finite-Lived Intangible Assets, Gross | $ 3,482.4 | $ 3,105.1 |
Finite-Lived Intangible Assets, Accumulated Amortization | (724.2) | (589.4) |
Finite-Lived Intangible Assets, Net | 2,758.2 | 2,515.7 |
Intangible Assets, Net (Excluding Goodwill) | ||
Carrying amount, total | 4,708.9 | 3,943.3 |
Other intangible assets, net | 3,984.7 | 3,353.9 |
Trademarks and brands | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | ||
Carrying amount | 1,226.5 | 838.2 |
Customer Relationships | ||
Finite-Lived Intangible Assets | ||
Finite-Lived Intangible Assets, Gross | 2,622.1 | 2,249.3 |
Finite-Lived Intangible Assets, Accumulated Amortization | (516.9) | (416.7) |
Finite-Lived Intangible Assets, Net | 2,105.2 | 1,832.6 |
Trademarks and brands | ||
Finite-Lived Intangible Assets | ||
Finite-Lived Intangible Assets, Gross | 838.6 | 834.1 |
Finite-Lived Intangible Assets, Accumulated Amortization | (195.9) | (162.9) |
Finite-Lived Intangible Assets, Net | 642.7 | 671.2 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets | ||
Finite-Lived Intangible Assets, Gross | 21.7 | 21.7 |
Finite-Lived Intangible Assets, Accumulated Amortization | (11.4) | (9.8) |
Finite-Lived Intangible Assets, Net | $ 10.3 | $ 11.9 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Net Earnings (Loss) Available to Common Shareholders | $ 94.5 | $ (62.8) | $ 474.9 | $ 30.1 | |
Dilutive preferred stock dividends | 2 | 0 | 8 | 0 | |
Net earnings (loss) for diluted earnings per share | $ 96.5 | $ (62.8) | $ 482.9 | $ 30.1 | |
Weighted-average shares outstanding | 67,000,000 | 65,900,000 | 66,600,000 | 64,900,000 | |
Effect of TEUs for Basic Earnings (Loss) Per Share | 0 | 1,600,000 | 0 | 3,400,000 | |
Weighted-average shares for basic earnings per share | 67,000,000 | 67,500,000 | 66,600,000 | 68,300,000 | |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 8,000,000 | 0 | 9,600,000 | 2,200,000 | |
Weighted-average shares for diluted earnings per share | 75,000,000 | 67,500,000 | 76,200,000 | 70,500,000 | |
Basic earnings (loss) per share (in usd per share) | $ 1.41 | $ (0.93) | $ 7.13 | $ 0.44 | |
Diluted earnings (loss) per share (in usd per share) | $ 1.29 | $ (0.93) | $ 6.34 | $ 0.43 | |
Stock Options | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 1,700,000 | 0 | 1,700,000 | 1,800,000 | |
Stock Appreciation Rights | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 100,000 | 0 | 100,000 | 100,000 | |
Restricted Stock Awards | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 300,000 | 0 | 400,000 | 300,000 | |
Preferred shares conversion to common | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 5,900,000 | 0 | 7,400,000 | 0 | |
Minimum | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Tangible Equity Unit, Equity Component, Settlement Rate per Unit | 1.7114 | ||||
Maximum | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Tangible Equity Unit, Equity Component, Settlement Rate per Unit | 2.0964 | ||||
Series B Preferred Stock | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Series B, Dividend Rate, Percentage | 3.75% | ||||
Conversion of Series B Preferred, Shares Converted | 1,500,000 | ||||
Common Stock | |||||
Earnings (Loss) Per Share, Diluted, by Common Class, Including Two Class Method | |||||
Conversion of Series B Preferred, Common Stock Issued | 3,100,000 |
Earnings (Loss) Per Share Antid
Earnings (Loss) Per Share Antidilutive shares excluded from earnings per share (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share, Amount | 0.6 | 4.2 | 0.6 | 0.3 |
Stock Appreciation Rights | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share, Amount | 0 | 0.1 | 0 | 0 |
Restricted Stock Awards | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share, Amount | 0.1 | 0.7 | 0.1 | 0 |
Preferred shares conversion to common | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share | ||||
Antidilutive Securities Excluded from Computation of Earnings (Loss) Per Share, Amount | 0 | 9.1 | 0 | 9.1 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Sep. 30, 2017 |
Inventory [Abstract] | ||
Raw materials and supplies | $ 158.8 | $ 129.8 |
Work in process | 19.9 | 16.9 |
Finished products | 368.1 | 395.6 |
Flocks | 32.3 | 31.2 |
Inventories | $ 579.1 | $ 573.5 |
Property, net (Details)
Property, net (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Sep. 30, 2017 |
Property, Plant and Equipment [Abstract] | ||
Property, at cost | $ 2,697.8 | $ 2,394.1 |
Accumulated depreciation | (863.3) | (703.4) |
Property, net | $ 1,834.5 | $ 1,690.7 |
Derivative Financial Instrume50
Derivative Financial Instruments and Hedging (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Sep. 30, 2017 | |
Derivatives, Fair Value | |||||
Reclassifications to net earnings (loss) | $ (1.1) | $ 0.3 | $ (2.6) | $ 0.3 | |
Other reclassifications | 0 | $ 0 | (0.5) | $ 0 | |
Assets, Total | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 58.1 | 58.1 | $ 5.9 | ||
Liabilities, Total | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 168.2 | 168.2 | 243.5 | ||
Portion Designated as Hedging Instruments | Assets, Total | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 48.1 | 48.1 | 1.4 | ||
Portion Designated as Hedging Instruments | Liabilities, Total | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 25.4 | 25.4 | 30 | ||
Commodity contracts | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 2.7 | 2.7 | 0.5 | ||
Commodity contracts | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 1 | 1 | 0 | ||
Commodity contracts | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 2.5 | 2.5 | 1.9 | ||
Commodity contracts | Derivatives Not Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Derivative, Notional Amount | 63.3 | 63.3 | 53.8 | ||
Commodity contracts | Portion Designated as Hedging Instruments | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 0 | 0 | 0 | ||
Commodity contracts | Portion Designated as Hedging Instruments | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 0 | 0 | 0 | ||
Commodity contracts | Portion Designated as Hedging Instruments | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 0 | 0 | 0 | ||
Energy Contracts | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 5.1 | 5.1 | 3.8 | ||
Energy Contracts | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 1 | 1 | 0 | ||
Energy Contracts | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 0.4 | 0.4 | 0.3 | ||
Energy Contracts | Derivatives Not Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Derivative, Notional Amount | 24.5 | 24.5 | 25.6 | ||
Energy Contracts | Portion Designated as Hedging Instruments | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 0 | 0 | 0 | ||
Energy Contracts | Portion Designated as Hedging Instruments | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 0 | 0 | 0 | ||
Energy Contracts | Portion Designated as Hedging Instruments | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 0 | 0 | 0 | ||
Foreign Exchange Contract - Forward Contracts | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 1.2 | 1.2 | 1.3 | ||
Foreign Exchange Contract - Forward Contracts | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 16.2 | 16.2 | 0.3 | ||
Foreign Exchange Contract - Forward Contracts | Derivatives Not Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Reclassification of gains previously recorded in AOCI | (1.8) | ||||
Derivative, Notional Amount | 11.9 | 11.9 | 20.9 | ||
Foreign Exchange Contract - Forward Contracts | Derivatives Not Designated as Hedging Instruments | Property, net | |||||
Derivatives, Fair Value | |||||
Other reclassifications | (0.5) | ||||
Foreign Exchange Contract - Forward Contracts | Derivatives Not Designated as Hedging Instruments | Selling, General and Administrative Expenses | |||||
Derivatives, Fair Value | |||||
Reclassifications to net earnings (loss) | (1.3) | ||||
Foreign Exchange Contract - Forward Contracts | Portion Designated as Hedging Instruments | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 1 | 1 | 1.1 | ||
Foreign Exchange Contract - Forward Contracts | Portion Designated as Hedging Instruments | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 16.2 | 16.2 | 0.3 | ||
Interest Rate Swap | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 5.2 | 5.2 | 0 | ||
Interest Rate Swap | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 25.7 | 25.7 | 0 | ||
Interest Rate Swap | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 0.7 | 0.7 | 50.9 | ||
Interest Rate Swap | Other Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 139.2 | 139.2 | 165.3 | ||
Interest Rate Swap | Derivatives Not Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Derivative, Notional Amount | 75 | 75 | 76.1 | ||
Interest Rate Swap | Portion Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Derivative, Notional Amount | 1,000 | 1,000 | 1,000 | ||
Interest Rate Swap | Portion Designated as Hedging Instruments | Other Current Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 5.2 | 5.2 | 0 | ||
Interest Rate Swap | Portion Designated as Hedging Instruments | Other Assets | |||||
Derivatives, Fair Value | |||||
Derivative Asset, Fair Value, Gross Asset | 25.7 | 25.7 | 0 | ||
Interest Rate Swap | Portion Designated as Hedging Instruments | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 0 | 0 | 0.7 | ||
Interest Rate Swap | Portion Designated as Hedging Instruments | Other Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 0 | 0 | 4.2 | ||
Interest rate swap, rate lock swaps | Derivatives Not Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Derivative, Notional Amount | 1,649.3 | 1,649.3 | 1,649.3 | ||
Currency Swap | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 1.5 | 1.5 | 1.5 | ||
Currency Swap | Other Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 23.9 | 23.9 | 23.6 | ||
Currency Swap | Portion Designated as Hedging Instruments | |||||
Derivatives, Fair Value | |||||
Derivative, Notional Amount | 662.9 | 662.9 | 448.7 | ||
Currency Swap | Portion Designated as Hedging Instruments | Other Current Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | 1.5 | 1.5 | 1.5 | ||
Currency Swap | Portion Designated as Hedging Instruments | Other Liabilities | |||||
Derivatives, Fair Value | |||||
Derivative Liability, Fair Value, Gross Liability | $ 23.9 | $ 23.9 | $ 23.6 |
Derivative Financial Instrume51
Derivative Financial Instruments and Hedging (Gain) Loss recognized in Statement of Operations from derivative instruments (Details) - Derivatives Not Designated as Hedging Instruments - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Commodity contracts | Cost of Sales | ||||
Derivative Instruments, (Gain) Loss | ||||
(Gain) Loss Recognized in Statement of Operations | $ 5 | $ (6.9) | $ 0.3 | $ (3.5) |
Energy Contracts | Cost of Sales | ||||
Derivative Instruments, (Gain) Loss | ||||
(Gain) Loss Recognized in Statement of Operations | (2.6) | 1.5 | (5.5) | 1.8 |
Foreign Exchange Contract - Forward Contracts | Selling, General and Administrative Expenses | ||||
Derivative Instruments, (Gain) Loss | ||||
(Gain) Loss Recognized in Statement of Operations | 1.1 | 0.8 | 1.3 | 0.9 |
Foreign Exchange Contract - Forward Contracts | Other income, net | ||||
Derivative Instruments, (Gain) Loss | ||||
(Gain) Loss Recognized in Statement of Operations | 0 | 14.7 | 0 | 14.7 |
Interest rate swaps | Other income, net | ||||
Derivative Instruments, (Gain) Loss | ||||
(Gain) Loss Recognized in Statement of Operations | $ (17.2) | $ 30.5 | $ (70.4) | $ (115) |
Derivative Financial Instrume52
Derivative Financial Instruments and Hedging Derivatives designated as hedges (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Sep. 30, 2017 | |
Derivative Instruments, (Gain) Loss | |||||
Collateral Already Posted | $ 4.7 | $ 4.7 | $ 2.9 | ||
Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
Accumulated Other Comprehensive Income, Cumulative Changes in Net (Gain) Loss from Hedges, Before Tax | (35.7) | (35.7) | 18.1 | ||
Accumulated Other Comprehensive Income, Cumulative Changes in Net (Gain) Loss from Hedges, Effect Net of Tax | (26.7) | (26.7) | $ 11.2 | ||
Net cash flow hedge gain to be reclassified within twelve months | 5.2 | ||||
Foreign Exchange Contract - Forward Contracts | Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
(Gain) loss Recognized in OCI | 0 | $ (0.9) | (0.2) | $ (0.9) | |
Foreign Exchange Contract - Forward Contracts | Selling, General and Administrative Expenses | Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
(Gain) Loss Reclassified from Accumulated OCI into Earnings | 0 | 0 | (1.3) | 0 | |
Interest Rate Swap | Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
(Gain) loss Recognized in OCI | (7.5) | 3.6 | (37.1) | 3.6 | |
Interest Rate Swap | Interest expense, net | Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
(Gain) Loss Reclassified from Accumulated OCI into Earnings | (1.1) | 0.3 | (1.3) | 0.3 | |
Currency Swap | Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
(Gain) loss Recognized in OCI | (45.5) | 0 | (19.6) | 0 | |
Currency Swap | Other income, net | Hedging Instruments | |||||
Derivative Instruments, (Gain) Loss | |||||
(Gain) Loss Reclassified from Accumulated OCI into Earnings | $ 0 | $ 0 | $ 0 | $ 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Sep. 30, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Deferred Compensation Investment | $ 42.2 | $ 15.4 |
Derivative assets | 58.1 | 5.9 |
Assets, Fair Value Disclosure | 100.3 | 21.3 |
Deferred Compensation Liabilities | 49.8 | 22.5 |
Derivative Liability | 168.2 | 243.5 |
Other Liabilities, Fair Value Disclosure | 218 | 266 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Deferred Compensation Investment | 42.2 | 15.4 |
Derivative assets | 0 | 0 |
Assets, Fair Value Disclosure | 42.2 | 15.4 |
Deferred Compensation Liabilities | 0 | 0 |
Derivative Liability | 0 | 0 |
Other Liabilities, Fair Value Disclosure | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Deferred Compensation Investment | 0 | 0 |
Derivative assets | 58.1 | 5.9 |
Assets, Fair Value Disclosure | 58.1 | 5.9 |
Deferred Compensation Liabilities | 49.8 | 22.5 |
Derivative Liability | 168.2 | 243.5 |
Other Liabilities, Fair Value Disclosure | 218 | 266 |
Debt, Fair Value | 7,063.1 | $ 7,343.4 |
Bob Evans Farms | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Deferred Compensation Liability, Current | $ 24.7 |
Commitments and Contingencies54
Commitments and Contingencies (Details) $ / shares in Units, $ in Millions | Dec. 21, 2017USD ($) | Jun. 30, 2018USD ($)defendantfacilitiesshares | Jun. 30, 2018USD ($)defendantfacilitiesshares | Jun. 30, 2017USD ($) | Jan. 12, 2018USD ($)$ / sharesshares |
Operating Segments | Refrigerated Food | |||||
Loss Contingencies | |||||
Claims filed, number | 22 | 22 | |||
Loss Contingency, Number of Defendants | defendant | 20 | 20 | |||
Loss Contingency, Pending Claims, Number of Plaintiff Groups | 3 | 3 | |||
Litigation Settlement, Amount Awarded to Other Party | $ 75 | ||||
Operating Segments | Refrigerated Food | Selling, General and Administrative Expenses | |||||
Loss Contingencies | |||||
Litigation Settlement, Expense | $ 0.3 | $ 2.3 | $ 74.5 | ||
Bob Evans Farms | |||||
Loss Contingencies | |||||
Shares not yet paid | shares | 3,300,000 | 3,300,000 | 4,350,000 | ||
Business Acquisition, Share Price | $ / shares | $ 77 | ||||
Payments to be made subsequent to the closing of the acquisition | $ 342.4 | ||||
Lease Guarantee, Number of Properties | facilities | 143 | 143 | |||
Current annual rent of guaranteed leases | $ 13.3 | ||||
Lease Guarantee, Interest rate increase | 1.50% | ||||
Lease Guarantee, Remaining Lease Term | 18 years | ||||
Bob Evans Farms | Other Liabilities | |||||
Loss Contingencies | |||||
Payments to be made subsequent to the closing of the acquisition | $ 262.1 | $ 262.1 |
Long-Term Debt (Details)
Long-Term Debt (Details) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($) | |
Debt Instrument | |||||
Capital Lease Obligations | $ 200,000 | $ 200,000 | $ 200,000 | ||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | 7,304,400,000 | 7,304,400,000 | 7,212,200,000 | ||
Current portion of long-term debt | (28,600,000) | (28,600,000) | (22,100,000) | ||
Unamortized Debt Issuance Expense | (73,800,000) | (73,800,000) | (81,800,000) | ||
Plus: Unamortized premium | 33,800,000 | 33,800,000 | 40,800,000 | ||
Long-term Debt and Capital Lease Obligations | 7,235,800,000 | 7,235,800,000 | 7,149,100,000 | ||
(Gain) loss on extinguishment of debt, net | (6,100,000) | $ 160,400,000 | 31,500,000 | $ 222,900,000 | |
Payments of Debt Issuance Costs | 10,500,000 | 52,400,000 | |||
Repayments of long-term debt | 900,500,000 | 2,082,200,000 | |||
Payments of premium on debt extinguishment | 33,700,000 | $ 219,800,000 | |||
Debt Covenant, Leverage Ratio | $ 4.25 | $ 4.25 | |||
Debt Covenant, Percentage of Revolving Credit Commitments | 30.00% | 30.00% | |||
Debt covenant, interest coverage ratio | $ 2 | ||||
Term Loan | |||||
Debt Instrument | |||||
Long-term Debt | $ 2,178,000,000 | $ 2,178,000,000 | 2,194,500,000 | ||
Interest Rate Margin Decrease | 0.25 | ||||
Term Loan | Base Rate | |||||
Debt Instrument | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||
Term Loan | Eurodollar | |||||
Debt Instrument | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||
Revolving Credit Facility | |||||
Debt Instrument | |||||
Line of Credit Facility, Current Borrowing Capacity | 800,000,000 | $ 800,000,000 | |||
Letters of Credit Outstanding, Amount | 17,300,000 | 17,300,000 | |||
Line of Credit Facility, Remaining Borrowing Capacity | 782,700,000 | 782,700,000 | |||
Debt Covenant, Maximum Undischarged Judgments | 75,000,000 | $ 75,000,000 | |||
Revolving Credit Facility | Minimum | |||||
Debt Instrument | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | ||||
Revolving Credit Facility | Maximum | |||||
Debt Instrument | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | ||||
Revolving Credit Facility | Base Rate | Minimum | |||||
Debt Instrument | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||
Revolving Credit Facility | Base Rate | Maximum | |||||
Debt Instrument | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||
Revolving Credit Facility | Eurodollar | Minimum | |||||
Debt Instrument | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||
Revolving Credit Facility | Eurodollar | Maximum | |||||
Debt Instrument | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||
Line of Credit | |||||
Debt Instrument | |||||
Line of Credit Facility, Current Borrowing Capacity | 50,000,000 | $ 50,000,000 | |||
5.625% Senior Notes Maturing January 2028 | Senior Notes | |||||
Debt Instrument | |||||
Long-term Debt | 963,400,000 | 963,400,000 | 0 | ||
Principal Value of Senior Notes Issued | $ 1,000,000,000 | $ 1,000,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||
Proceeds from issuance of long-term debt | $ 990,600,000 | ||||
Payments of Debt Issuance Costs | 9,400,000 | ||||
5.50% Senior Notes Maturing March 2025 | Senior Notes | |||||
Debt Instrument | |||||
Long-term Debt | $ 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | ||
5.75% Senior Notes Maturing March 2027 | Senior Notes | |||||
Debt Instrument | |||||
Long-term Debt | $ 1,326,300,000 | $ 1,326,300,000 | 1,500,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | 5.75% | |||
5.00% Senior Notes Maturing in August 2026 | Senior Notes | |||||
Debt Instrument | |||||
Long-term Debt | $ 1,714,300,000 | $ 1,714,300,000 | 1,750,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||
8.00% Senior Notes Maturing in July 2025 | Senior Notes | |||||
Debt Instrument | |||||
Long-term Debt | $ 122,200,000 | $ 122,200,000 | 137,500,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | |||
6.00% Senior Notes Maturing in December 2022 | Senior Notes | |||||
Debt Instrument | |||||
Long-term Debt | $ 0 | $ 0 | $ 630,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | |||
(Gain) loss on extinguishment of debt, net | $ 37,300,000 | ||||
Repayments of long-term debt | 630,000,000 | ||||
Payments of premium on debt extinguishment | 30,800,000 | ||||
Write off of Debt Issuance Costs and Other Expenses | 6,500,000 | ||||
5.625%, 5.75%, 5.00% and 8.00% Senior Notes | Senior Notes | |||||
Debt Instrument | |||||
(Gain) loss on extinguishment of debt, net | $ (6,100,000) | (7,100,000) | |||
Gain on Debt Repurchased at a Discount | 6,000,000 | 7,300,000 | |||
Write-off of Unamortized Debt Premium | 1,900,000 | 4,600,000 | |||
Repayments of long-term debt | 149,300,000 | 261,300,000 | |||
Payments of premium on debt extinguishment | 200,000 | 2,000,000 | |||
Write off of Debt Issuance Costs and Other Expenses | 1,600,000 | 2,800,000 | |||
Joinder No. 1 Term Loan | Term Loan | |||||
Debt Instrument | |||||
Loans Payable to Bank | 1,200,000,000 | 1,200,000,000 | |||
Joinder No. 2 Term Loan | Term Loan | |||||
Debt Instrument | |||||
Loans Payable to Bank | 1,000,000,000 | 1,000,000,000 | |||
Term Loan | Senior Notes | |||||
Debt Instrument | |||||
Write off of Debt Issuance Costs and Other Expenses | 1,300,000 | ||||
Revolver Incremental Borrowing Capacity | |||||
Debt Instrument | |||||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | 700,000,000 | 700,000,000 | |||
Debt Covenant, Proforma Consolidated Leverage Ratio | 6.50 | 6.50 | |||
Debt Covenant, Proforma Senior Secured Leverage Ratio | 3 | $ 3 | |||
Long Term Debt, Current Maturities | 5.625% and 5.00% Senior Notes | Senior Notes | |||||
Debt Instrument | |||||
Repayments of Long Term Debt Settled After the Period | $ 6,500,000 |
Pension and Other Postretirem56
Pension and Other Postretirement Benefits - Components of Net Periodic Benefit Cost (Gain) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
United States | Pension Benefits | ||||
Defined Benefit Plan Disclosure | ||||
Accelerated pension funding contribution | $ 29.6 | |||
North America | Pension Benefits | ||||
Components of net periodic benefit cost (gain) | ||||
Service cost | $ 1.1 | $ 1 | 3.2 | $ 3 |
Interest cost | 0.9 | 0.6 | 2.7 | 1.7 |
Expected return on plan assets | (1.1) | (0.8) | (3.3) | (2.3) |
Recognized net actuarial loss | 0.3 | 0.4 | 0.9 | 1.2 |
Recognized prior service cost (credit) | 0 | 0.1 | 0 | 0.2 |
Net periodic benefit cost (gain) | 1.2 | 1.3 | 3.5 | 3.8 |
North America | Other Postretirement Benefit Plan | ||||
Components of net periodic benefit cost (gain) | ||||
Service cost | 0.1 | 0.2 | 0.4 | 0.5 |
Interest cost | 0.6 | 0.5 | 1.6 | 1.5 |
Recognized net actuarial loss | 0.1 | 0.2 | 0.2 | 0.5 |
Recognized prior service cost (credit) | (1.2) | (1.2) | (3.5) | (3.6) |
Net periodic benefit cost (gain) | (0.4) | (0.3) | (1.3) | (1.1) |
International Pension Plans | Non-North America | Pension Benefits | ||||
Components of net periodic benefit cost (gain) | ||||
Service cost | 1.7 | 0 | 5.1 | 0 |
Interest cost | 5 | 0 | 14.9 | 0 |
Expected return on plan assets | (8.1) | 0 | (24.1) | 0 |
Net periodic benefit cost (gain) | $ (1.4) | $ 0 | $ (4.1) | $ 0 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Class of Stock [Line Items] | |||||
Purchases of treasury stock | $ (218.7) | $ (313.8) | |||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Treasury Stock, Shares, Acquired | 1.1 | 2.2 | 2.9 | 3.9 | |
Treasury Stock Acquired, Average Cost Per Share (in USD per share) | $ 77.30 | $ 81.92 | $ 76.21 | $ 79.45 | |
Purchases of treasury stock | $ 79.9 | $ 180.7 | $ 218.7 | $ 313.8 | |
Series B Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Conversion of Series B Preferred, Shares Converted | 1.5 | ||||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Conversion of Series B Preferred, Common Stock Issued | 3.1 |
Segments (Details)
Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Sep. 30, 2017 | |
Segment Reporting Information | |||||
Net Sales | $ 1,608.1 | $ 1,272.1 | $ 4,627.3 | $ 3,777.3 | |
Operating Profit | 187.8 | 190.5 | 516.6 | 404.2 | |
Interest expense, net | 98.9 | 76.5 | 288.2 | 229.6 | |
(Gain) loss on extinguishment of debt, net | (6.1) | 160.4 | 31.5 | 222.9 | |
Other (income) expense, net | (17.2) | 45.2 | (70.4) | (100.3) | |
Earnings (loss) before income taxes | 112.2 | (91.6) | 267.3 | 52 | |
Depreciation and amortization | 105.7 | 77.8 | 300.8 | 232.9 | |
Assets | 12,522.1 | 12,522.1 | $ 11,876.8 | ||
Corporate | |||||
Segment Reporting Information | |||||
General corporate expenses | 31 | (11.3) | 104.8 | 35 | |
Depreciation and amortization | 2.1 | 0.9 | 4.9 | 2.7 | |
Assets | 403.4 | 403.4 | 1,575.2 | ||
Operating Segments | |||||
Segment Reporting Information | |||||
Net Sales | 1,608.1 | 1,272.1 | 4,627.3 | 3,777.3 | |
Operating Profit | 218.8 | 179.2 | 621.4 | 439.2 | |
Depreciation and amortization | 103.6 | 76.9 | 295.9 | 230.2 | |
Operating Segments | Post Consumer Brands | |||||
Segment Reporting Information | |||||
Net Sales | 466.4 | 427.3 | 1,360.7 | 1,279 | |
Operating Profit | 83.3 | 96.9 | 244.6 | 268.6 | |
Depreciation and amortization | 31.3 | 27.4 | 93.1 | 81.5 | |
Assets | 3,397.7 | 3,397.7 | 3,440.5 | ||
Operating Segments | Weetabix | |||||
Segment Reporting Information | |||||
Net Sales | 107.1 | 0 | 315.8 | 0 | |
Operating Profit | 26.1 | 0 | 58.6 | 0 | |
Depreciation and amortization | 9.5 | 0 | 29.3 | 0 | |
Assets | 2,009.3 | 2,009.3 | 2,048.9 | ||
Operating Segments | Refrigerated Food | |||||
Segment Reporting Information | |||||
Net Sales | 613.1 | 464.5 | 1,723.7 | 1,395.8 | |
Operating Profit | 56.5 | 41.2 | 188.3 | 55.3 | |
Depreciation and amortization | 44.5 | 31.2 | 117.2 | 93.7 | |
Assets | 5,101.9 | 5,101.9 | 3,176 | ||
Operating Segments | Active Nutrition | |||||
Segment Reporting Information | |||||
Net Sales | 216.4 | 188.7 | 607.6 | 519.9 | |
Operating Profit | 40.2 | 28 | 86.1 | 74.1 | |
Depreciation and amortization | 6.5 | 6.3 | 19.4 | 18.8 | |
Assets | 552.3 | 552.3 | 581.3 | ||
Operating Segments | Private Brands | |||||
Segment Reporting Information | |||||
Net Sales | 209.1 | 192.3 | 628.1 | 585.9 | |
Operating Profit | 12.7 | 13.1 | 43.8 | 41.2 | |
Depreciation and amortization | 11.8 | 12 | 36.9 | 36.2 | |
Assets | 1,057.5 | 1,057.5 | $ 1,054.9 | ||
Eliminations | Eliminations | |||||
Segment Reporting Information | |||||
Net Sales | $ (4) | $ (0.7) | $ (8.6) | $ (3.3) |
Subsequent Event (Details)
Subsequent Event (Details) - 8th Avenue - Subsequent Event | Aug. 02, 2018USD ($) |
Subsequent Event [Line Items] | |
Proceeds expected to be received from independent capitalization of a subsidiary | $ 875,000,000 |
Investment, Ownership Percentage, Parent | 60.50% |
Proceeds from issuance of preferred stock | $ 250,000,000 |
Expected proceeds from bridge loan | 625,000,000 |
Preferred Stock, shares to be issued | $ 2,500,000 |
Preferred Stock, Dividend Rate, Agreed upon percentage | 11.00% |
Preferred Stock, liquidation value | $ 100 |
Investment, Ownership Percentage, Other Investors | 39.50% |