Exhibit 99.1
NASH-FINCH COMPANY | | NEWS RELEASE |
NASH FINCH REPORTS FISCAL 2005 RESULTS
MINNEAPOLIS (March 16, 2006) — Nash-Finch Company (NASDAQ: NAFC), a leading national food distributor, today announced that net earnings for the fiscal 2005 year were $41.3 million, or $3.13 per diluted share, as compared to $14.9 million, or $1.18 per diluted share, for fiscal 2004. Fiscal 2005 results included a net favorable impact of $1.4 million, or $0.11 per diluted share, from three events listed on the schedule attached to this release. Fiscal 2004 net earnings included several events, also listed on the schedule attached to this release, which had a net unfavorable impact of $24.0 million, or $1.89 per diluted share, the largest of which was a special charge of $21.0 million, or $1.66 per diluted share, involving primarily non-cash costs associated with the closure of 18 retail stores at the end of the second quarter 2004. Total sales for fiscal 2005 were $4.56 billion as compared to $3.90 billion in fiscal 2004, primarily reflecting the Company’s acquisition from Roundy’s Supermarkets, Inc. of wholesale food distribution centers located in Lima, Ohio and Westville, Indiana effective March 31, 2005.
For the fourth quarter of 2005, total sales were $1.12 billion compared to $920 million in the prior-year period. Net earnings were $13.5 million, or $1.01 per diluted share, for the fourth quarter 2005, compared to $11.2 million, or $0.87 per diluted share for the fourth quarter 2004. Net earnings for the fourth quarter 2005 were favorably affected by $1.1 million or $0.09 per diluted share as a result of the reversal of tax reserves. Net earnings for the fourth quarter 2004 were affected by several events, listed on the attached schedule, that had a net unfavorable impact of $0.5 million, or $0.04 per diluted share, the most significant of which were the payment of a call premium for early redemption of our 8.5% Senior Subordinated Notes and non-cash charges related to the refinancing of our Senior Credit Facility.
Food Distribution Results
Food distribution segment sales for fiscal 2005 increased 36.1% to $2.67 billion compared to $1.96 billion in fiscal 2004, and for the fourth quarter 2005 increased 45.7% to $684.8 million from $470.0 million in the fourth quarter 2004. The acquisition of the distribution centers represented approximately 89% and 90% of the increase in food distribution sales in the yearly and quarterly comparisons, respectively. Excluding the impact of the acquisition, food distribution sales increased 4.0% in 2005 as compared to 2004, and 4.4% in the fourth quarter 2005 as compared to the year earlier quarter, primarily as a result of adding new accounts.
Food distribution segment profits increased to $88.3 million in fiscal 2005 from $76.0 million in fiscal 2004, and increased to $23.6 million from $19.7 million in the fourth quarter comparison. In both the annual and quarterly comparisons, however, segment profits decreased as a percentage of sales, from 3.9% in fiscal 2004 to 3.3% in fiscal 2005, and from 4.2% to 3.4% in the quarterly comparison. The decrease in profit margins in the food distribution segment was partially due to inadequate execution in the management of manufacturer promotional spending. Also contributing to the margin decline were the demands of integrating the acquired distribution
centers. This was a significant acquisition for the Company that diverted attention from our core business operations and entailed a more complex and costly integration process than we had expected.
Military Distribution Results
Military distribution segment sales for fiscal 2005 were $1.16 billion compared to $1.12 billion in fiscal 2004, an increase of 3.1%. Fourth quarter 2005 military segment sales of $272.4 million were slightly lower than the $274.7 million of sales recorded in the fourth quarter 2004. The sales growth during all of fiscal 2005 was due to increases in domestic commissary customer traffic, which in the fourth quarter 2005 was essentially offset by a decline in shipments to the overseas commissary system. Segment profits increased 8.3% in the annual comparison, from $36.3 million to $39.3 million, and 7.2% in the quarterly comparison, from $8.6 million to $9.3 million, reflecting increased annual sales as well as productivity improvements.
Retail Results
Corporate retail sales were $729.1 million in fiscal 2005 as compared to $813.8 million in fiscal 2004, and $166.0 million in the fourth quarter 2005 compared to $175.3 million in the comparable 2004 quarter. The decrease in retail sales is due to store closures that occurred during 2004 and 2005 and to same store sales decreases of 4.1% in the annual comparison and 2.7% in the quarterly comparison.
Retail segment fiscal 2005 profits were $26.6 million, or 3.7% of sales, compared to $28.1 million, or 3.5% of sales, in fiscal 2004. Retail segment fourth quarter 2005 profits were $8.3 million, or 5.0% of sales, compared to $10.3 million, or 5.9% of sales, in the year earlier quarter. The decrease in retail profitability was primarily the result of negative same store sales as well as inadequate execution in pricing during the third quarter of 2005.
The Company’s store count at the end of fiscal 2005 was 78 compared to 85 at the end of fiscal 2004. The net decrease in stores during 2005 reflects both opportunistic sales of retail stores to existing food distribution customers and the closing of underperforming stores.
A conference call to review fourth quarter results is scheduled for 10:00 a.m. (CT) on March 16, 2006. Interested participants can listen to the conference call over the Internet by logging onto the “Investor Relations” portion of Nash Finch’s website at www.nashfinch.com. A replay of the webcast will be available and the transcript of the call will be archived on the “Investor Relations” portion of Nash Finch’s website under the heading “Audio Archives.” A copy of this press release and the other financial and statistical information about the periods to be discussed in the conference call will be available at the time of the call on the “Investor Relations” portion of the Nash Finch website under the caption “Press Releases.”
Nash Finch is a Fortune 500 company and one of the leading food distribution companies in the United States. Nash Finch’s core business, food distribution, serves independent retailers and military commissaries in 31 states, the District of Columbia, Europe, Cuba, Puerto Rico, Iceland, the Azores and Honduras. The Company also owns and operates a base of retail stores,
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primarily supermarkets under the Econofoods®, Family Thrift Center® and Sun Mart® trade names. Further information is available on the Company’s website at www.nashfinch.com.
The statements in this release that refer to plans and expectations for fiscal 2006 and other future periods are forward-looking statements based on current expectations and assumptions, and entail risks and uncertainties that could cause actual results to differ materially from those expressed in such forward-looking statements. Important factors that could cause actual results to differ materially from published plans and expectations include the following:
• the effect of competition on our distribution, military and retail businesses;
• our ability to identify and execute plans to improve the competitive position of our retail operations;
• risks entailed by acquisitions, including our ability to successfully integrate acquired operations and retain the customers of those operations;
• credit risk from financial accommodations extended to customers;
• general sensitivity to economic conditions, including volatility in energy prices;
• future changes in market interest rates;
• our ability to identify and execute plans to expand our food distribution operations;
• changes in the nature of vendor promotional programs and the allocation of funds among the programs;
• limitations on financial and operating flexibility due to debt levels and debt instrument covenants;
• possible changes in the military commissary system, including those stemming from the redeployment of forces;
• adverse determinations or developments with respect to the litigation or SEC inquiry discussed in Part I, Item 3 of our 2005 Annual Report on Form 10-K filed with the SEC;
• changes in consumer spending, buying patterns or food safety concerns;
• unanticipated problems with product procurement; and
• the success or failure of new business ventures and initiatives.
A more detailed discussion of these factors, as well as other factors that could affect the Company’s results, is contained in the Company’s periodic reports filed with the SEC. The Company does not undertake to update forward-looking statements to reflect future events or circumstances, but investors are advised to consult future disclosures involving these topics in its periodic reports filed with the SEC.
# # #
Contact: LeAnne Stewart, 952-844-1060
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NASH FINCH COMPANY AND SUBSIDIARIES
Consolidated Statements of Income
(In thousands, except per share amounts)
| | Twelve | | Fifty-Two | |
| | Weeks Ended | | Weeks Ended | |
| | December 31, | | January 1, | | December 31, | | January 1, | |
| | 2005 | | 2005 | | 2005 | | 2005 | |
| | | | | | | | | |
Sales | | $ | 1,123,236 | | 920,040 | | 4,555,507 | | 3,897,074 | |
| | | | | | | | | |
Cost and expenses: | | | | | | | | | |
Cost of sales | | 1,018,764 | | 821,883 | | 4,124,344 | | 3,474,329 | |
Selling, general and administrative | | 69,284 | | 66,341 | | 300,837 | | 299,727 | |
Gains on sale of real estate | | (2,600 | ) | (2,173 | ) | (3,697 | ) | (5,586 | ) |
Special charge | | — | | (1,715 | ) | (1,296 | ) | 34,779 | |
Extinguishment of debt | | — | | 7,204 | | — | | 7,204 | |
Depreciation and amortization | | 10,376 | | 8,670 | | 43,721 | | 40,241 | |
Interest expense | | 6,048 | | 5,369 | | 24,732 | | 27,181 | |
Total cost and expenses | | 1,101,872 | | 905,579 | | 4,488,641 | | 3,877,875 | |
| | | | | | | | | |
Earnings from continuing operations before income taxes | | 21,364 | | 14,461 | | 66,866 | | 19,199 | |
| | | | | | | | | |
Income tax expense | | 7,924 | | 3,274 | | 25,670 | | 4,322 | |
| | | | | | | | | |
Earnings from continuing operations | | 13,440 | | 11,187 | | 41,196 | | 14,877 | |
| | | | | | | | | |
Discontinued operations: | | | | | | | | | |
Gain on disposition | | 92 | | 91 | | 92 | | 91 | |
Tax expense | | 36 | | 36 | | 36 | | 36 | |
Net earnings from discontinued operations | | 56 | | 55 | | 56 | | 55 | |
| | | | | | | | | |
Net Earnings | | $ | 13,496 | | 11,242 | | 41,252 | | 14,932 | |
| | | | | | | | | |
Basic earnings per share: | | | | | | | | | |
Continuing operations | | 1.02 | | 0.89 | | 3.19 | | 1.20 | |
Discontinued operations | | — | | — | | — | | — | |
Net earnings per share | | $ | 1.02 | | 0.89 | | 3.19 | | 1.20 | |
| | | | | | | | | |
Diluted earnings per share: | | | | | | | | | |
Continuing operations | | 1.01 | | 0.87 | | 3.13 | | 1.18 | |
Discontinued operations | | — | | — | | — | | — | |
Net earnings per share | | $ | 1.01 | | 0.87 | | 3.13 | | 1.18 | |
| | | | | | | | | |
Cash dividends per common share | | $ | 0.180 | | 0.135 | | 0.675 | | 0.540 | |
| | | | | | | | | |
Weighted average number of common shares outstanding and common equivalent shares outstanding: | | | | | | | | | |
Basic | | 13,295 | | 12,621 | | 12,942 | | 12,450 | |
Diluted | | 13,421 | | 12,896 | | 13,185 | | 12,657 | |
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NASH FINCH COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands, except per share amounts)
| | December 31, | | January 1, | |
| | 2005 | | 2005 | |
Assets | | | | | |
Current assets: | | | | | |
Cash | | $ | 1,257 | | 5,029 | |
Accounts and notes receivable, net | | 195,367 | | 157,397 | |
Inventories | | 289,123 | | 213,343 | |
Prepaid expenses | | 16,984 | | 15,524 | |
Deferred tax assets | | 9,476 | | 9,294 | |
Total current assets | | 512,207 | | 400,587 | |
| | | | | |
Investments in marketable securities | | 703 | | 1,661 | |
Notes receivable, net | | 16,299 | | 26,554 | |
| | | | | |
Property, plant and equipment: | | | | | |
Land | | 18,107 | | 21,289 | |
Buildings and improvements | | 193,181 | | 155,906 | |
Furniture, fixtures and equipment | | 311,778 | | 300,432 | |
Leasehold improvements | | 65,451 | | 71,907 | |
Construction in progress | | 1,876 | | 1,784 | |
Assets under capitalized leases | | 40,171 | | 40,171 | |
| | 630,564 | | 591,489 | |
Less accumulated depreciation and amortization | | (387,857 | ) | (377,820 | ) |
Net property, plant and equipment | | 242,707 | | 213,669 | |
| | | | | |
Goodwill | | 244,471 | | 147,435 | |
Customer contracts and relationships, net | | 35,619 | | 4,059 | |
Investment in direct financing leases | | 9,920 | | 10,876 | |
Deferred tax asset, net | | 1,667 | | 2,560 | |
Other assets | | 13,831 | | 8,227 | |
Total assets | | $ | 1,077,424 | | 815,628 | |
| | | | | |
Liabilities and Stockholders’ Equity | | | | | |
Current liabilities: | | | | | |
Outstanding checks | | $ | 10,787 | | 11,344 | |
Current maturities of long-term debt and capitalized lease obligations | | 5,022 | | 5,440 | |
Accounts payable | | 217,368 | | 180,359 | |
Accrued expenses | | 83,539 | | 72,200 | |
Income taxes | | 9,143 | | 10,819 | |
Total current liabilities | | 325,859 | | 280,162 | |
| | | | | |
Long-term debt | | 370,248 | | 199,243 | |
Capitalized lease obligations | | 37,411 | | 40,360 | |
Other liabilities | | 21,328 | | 21,935 | |
Commitments and contingencies | | — | | — | |
Stockholders’ equity: | | | | | |
Preferred stock - no par value Authorized 500 shares; none issued | | — | | — | |
Common stock of $1.66 2/3 par value Authorized 50,000 shares, issued 13,317 and 12,657 shares, respectively | | 22,195 | | 21,096 | |
Additional paid-in capital | | 49,430 | | 34,848 | |
Restricted stock | | (78 | ) | (224 | ) |
Common stock held in trust | | (1,882 | ) | (1,652 | ) |
Deferred compensation obligations | | 1,882 | | 1,652 | |
Accumulated other comprehensive income | | (4,912 | ) | (5,262 | ) |
Retained earnings | | 256,149 | | 223,676 | |
| | 322,784 | | 274,134 | |
Less cost of 11 and 11 shares of common stock in treasury, respectively | | (206 | ) | (206 | ) |
Total stockholders’ equity | | 322,578 | | 273,928 | |
| | | | | |
Total liabilities and stockholders’ equity | | $ | 1,077,424 | | 815,628 | |
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NASH FINCH COMPANY AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)
| | 2005 | | 2004 | | 2003 | |
Operating activities: | | | | | | | |
Net earnings | | $ | 41,252 | | 14,932 | | 35,092 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | |
Special charges - non cash portion | | (1,296 | ) | 34,779 | | — | |
Discountinued operations | | (92 | ) | (91 | ) | (678 | ) |
Extinguishment of debt | | — | | 2,530 | | — | |
Curtailment of post retirement plan | | — | | — | | (4,004 | ) |
Depreciation and amortization | | 43,721 | | 40,241 | | 42,412 | |
Amortization of deferred financing costs | | 821 | | 1,115 | | 1,129 | |
Amortization of rebatable loans | | 2,595 | | 2,392 | | 1,521 | |
Provision for bad debts | | 4,851 | | 4,220 | | 8,707 | |
Deferred income tax expense | | 711 | | (12,487 | ) | 15,480 | |
Gain on sale of property, plant and equipment | | (4,505 | ) | (6,001 | ) | (1,003 | ) |
LIFO charge (credit) | | 724 | | 3,525 | | (1,120 | ) |
Asset impairments | | 5,170 | | 853 | | 2,706 | |
Other | | 3,606 | | 5,228 | | (832 | ) |
Changes in operating assets and liabilities, net of effects of acquisitions | | | | | | | |
Accounts and notes receivable | | (5,522 | ) | (11,270 | ) | 18,484 | |
Inventories | | (31,295 | ) | 19,421 | | 13,145 | |
Prepaid expenses | | (1,202 | ) | (388 | ) | (2,564 | ) |
Accounts payable | | (1,298 | ) | 13,617 | | (3,817 | ) |
Accrued expenses | | 6,368 | | (17,780 | ) | (9,411 | ) |
Income taxes payable | | (1,677 | ) | 206 | | 541 | |
Other assets and liabilities | | (1,615 | ) | 6,852 | | (1,286 | ) |
Net cash provided by operating activities | | $ | 61,317 | | 101,894 | | 114,502 | |
| | | | | | | |
Investing activities: | | | | | | | |
Disposal of property, plant and equipment | | 16,346 | | 17,136 | | 9,002 | |
Additions to property, plant and equipment | | (24,638 | ) | (22,327 | ) | (40,728 | ) |
Business acquired, net of cash | | (226,351 | ) | — | | (2,054 | ) |
Loans to customers | | (3,086 | ) | (4,364 | ) | (10,626 | ) |
Payments from customers on loans | | 7,797 | | 2,916 | | 7,058 | |
Purchase of marketable securities | | (2,112 | ) | (2,610 | ) | — | |
Sale of marketable securities | | 2,927 | | 1,113 | | — | |
Corporate owned life insurance, net | | (1,707 | ) | — | | — | |
Other | | 144 | | (144 | ) | — | |
Net cash used in investing activities | | $ | (230,680 | ) | (8,280 | ) | (37,348 | ) |
| | | | | | | |
Financing activities: | | | | | | | |
Proceeds (payments) of revolving debt | | 30,600 | | 14,674 | | (79,400 | ) |
Dividends paid | | (8,779 | ) | (6,673 | ) | (4,320 | ) |
Proceeds from exercise of stock options | | 11,686 | | 5,380 | | 1,087 | |
Proceeds from employee stock purchase plan | | 567 | | 654 | | 638 | |
Proceeds from long-term debt | | 150,087 | | 175,000 | | — | |
Payments of long-term debt | | (10,425 | ) | (268,047 | ) | (7,195 | ) |
Payments of capitalized lease obligations | | (2,623 | ) | (2,515 | ) | (2,900 | ) |
Decrease in outstanding checks | | (557 | ) | (12,006 | ) | (3,726 | ) |
Premium paid for early extinguishment of debt | | — | | (4,674 | ) | — | |
Payments of deferred financing costs | | (4,965 | ) | (3,135 | ) | — | |
Net cash provided by (used) in financing activities | | 165,591 | | (101,342 | ) | (95,816 | ) |
Net decrease in cash | | (3,772 | ) | (7,728 | ) | (18,662 | ) |
Cash at beginning of year | | 5,029 | | 12,757 | | 31,419 | |
Cash at end of year | | $ | 1,257 | | 5,029 | | 12,757 | |
| | | | | | | |
Supplemental disclosure of cash flow information: | | | | | | | |
Non cash investing and financing activities | | | | | | | |
Purchase of real estate under capital leases | | $ | — | | — | | — | |
Acquisition of minority interest | | 21 | | — | | — | |
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NASH FINCH COMPANY AND SUBSIDIARIES
Supplemental Data (Unaudited)
Impact on Actual Results due to Items Referenced in Press Release (In thousands, except per share amounts)
| | Twelve Weeks Ended December 31, 2005 | | Twelve Weeks Ended January 1, 2005 | |
| | $ | | Diluted EPS | | $ | | Diluted EPS | |
Net earnings from continuing operations as reported | | 13,440 | | 1.01 | | 11,187 | | 0.87 | |
| | | | | | | | | |
Costs and expenses referenced in the press release | | | | | | | | | |
Call premium for early redemption of Senior Subordinated Notes (Q4 2004) | | — | | — | | 2,819 | | 0.22 | |
Write-off of unamortized finance costs and original | | — | | — | | — | | — | |
issuance discount on credit facility and senior subordinated notes (Q4 2004) | | — | | — | | 1,525 | | 0.12 | |
Change in estimate of special charge from store dispositions (Q4 2004) | | — | | — | | (1,312 | ) | (0.10 | ) |
Reduction in income tax expense (Q4 2005 and Q4 2004) | | (1,076 | ) | (0.09 | ) | (2,500 | ) | (0.20 | ) |
| | Fifty-Two Weeks Ended December 31, 2005 | | Fifty-Two Weeks Ended January 1, 2005 | |
| | $ | | Diluted EPS | | $ | | Diluted EPS | |
Net earnings from continuing operations as reported | | 41,196 | | 3.13 | | 14,877 | | 1.18 | |
| | | | | | | | | |
Costs and expenses referenced in the press release | | | | | | | | | |
Call premium for early redemption of Senior Subordinated Notes (Q4 2004) | | — | | — | | 2,819 | | 0.22 | |
Write-off of unamortized finance costs and original | | — | | — | | — | | — | |
issuance discount on credit facility and senior subordinated notes (Q4 2004) | | — | | — | | 1,525 | | 0.12 | |
Bridge loan fee (Q2 2005) | | 457 | | 0.03 | | | | | |
Change in estimate of special charge from store dispositions (Q2 2005 and Q4 2004) | | (791 | ) | (0.06 | ) | (1,312 | ) | (0.10 | ) |
Special charge from store dispositions (Q2 2004) | | — | | — | | 22,261 | | 1.76 | |
Store closure cost reflected in operations (Q2 2004) | | — | | — | | 2,009 | | 0.16 | |
Resolution of outstanding state and federal tax issues (Q4 2005 and Q3 and Q4 2004) | | (1,076 | ) | (0.08 | ) | (3,300 | ) | (0.27 | ) |
Other Data (In thousands)
| | Twelve Weeks Ended December 31, 2005 | | Twelve Weeks Ended January 1, 2005 | | Fifty-Two Weeks Ended December 31, 2005 | | Fifty-Two Weeks Ended January 1, 2005 | |
| | | | | | | | | |
Total debt | | $ | 412,681 | | 245,043 | | 412,681 | | 245,043 | |
Stockholders’ equity | | $ | 322,578 | | 273,928 | | 322,578 | | 273,928 | |
Capitalization | | $ | 735,259 | | 518,971 | | 735,259 | | 518,971 | |
Debt to total capitalization | | 56 | % | 47 | % | 56 | % | 47 | % |
Working capital ratio (a) | | 2.29 | | 2.07 | | 2.29 | | 2.07 | |
| | | | | | | | | |
Non-GAAP Data | | | | | | | | | |
Consolidated EBITDA (b) | | $ | 32,706 | | 36,494 | | 130,954 | | 128,751 | |
Interest coverage ratio - trailing 4 qtrs. (consolidated EBITDA to interest expense) (c) | | 5.43 | | 4.95 | | 5.43 | | 4.95 | |
Leverage ratio - trailing 4 qtrs. (debt to consolidated EBITDA) (d) | | 2.99 | | 1.92 | | 2.99 | | 1.92 | |
Senior secured leverage ratio (senior secured debt to consolidated EBITDA) (e) | | 1.56 | | 1.45 | | 1.56 | | 1.45 | |
| | | | | | | | | |
Comparable GAAP Data | | | | | | | | | |
Earnings before income taxes to interest expense (c) | | 2.77 | | 0.71 | | 2.77 | | 0.71 | |
Debt to earnings before income taxes (d) | | 5.91 | | 15.68 | | 5.91 | | 15.68 | |
Senior secured debt to earnings before income taxes (e) | | 3.09 | | 7.64 | | 3.09 | | 7.64 | |
Debt Covenants | | Required Ratio | | Actual Ratio | |
Working capital ratio | | 1.75 (minimum) | | 2.29 | |
Interest coverage ratio | | 3.50 (minimum) | | 5.43 | |
Senior secured leverage ratio | | 2.75 (maximum) | | 1.56 | |
Leverage ratio | | 3.50 (maximum) | | 2.99 | |
(a) Working capital ratio is defined as net trade accounts receivable plus inventory divided by the sum of loans and letters of credit outstanding under our senior secured credit agreement plus certain additional secured debt.
(b) Consolidated EBITDA, as defined in our credit agreement, is earnings before interest, income tax, depreciation and amortization, adjusted to exclude extraordinary gains or losses, gains or losses from sales of assets other than inventory in the ordinary course of business, and non-cash charges (such as LIFO, asset impairments and closed store lease costs), less cash payments made during the current period on non-cash charges recorded in prior periods. Consolidated EBITDA should not be considered an alternative measure of our net income, operating performance, cash flows or liquidity. The amount of consolidated EBITDA is provided as additional information relevant to compliance with our debt covenants.
(c) Interest coverage ratio is defined as the Company’s Consolidated EBITDA divided by interest expense for the four trailing quarters ending December 31, 2005 and January 1, 2005, respectively. The most comparable GAAP ratio is earnings from continuing operations before income taxes divided by interest expense for the same periods.
(d) Leverage ratio is defined as the Company’s total debt at December 31, 2005 and January 1, 2005, divided by Consolidated EBITDA for the respective four trailing quarters. The December 31, 2005 ratio included Consolidated EBITDA calculated on a pro-forma basis giving effect to the acquisition from Roundy’s as if it had occurred at the beginning of the trailing four quarter period. The cumulative effect of these pro-forma adjustments for the four quarters ended December 31, 2005 was $7.2 million, resulting in pro-forma Consolidated EBITDA for purposes of the leverage ratios of $138.1 million. The most comparable GAAP ratio is debt at the same date divided by earnings from continuing operations before income taxes for the respective four trailing quarters, also calculated on a pro-forma basis, of $69.8 million.
(e) Senior secured leverage ratio is defined as total senior secured debt at December 31, 2005 divided by Consolidated EBITDA for the respective four trailing quarters. The December 31, 2005 ratio included Consolidated EBITDA calculated on a pro-forma basis giving effect to the acquisition from Roundy’s as if it had occurred at the beginning of the trailing four quarter period. The cumulative effect of these pro-forma adjustments for the four quarters ending December 31, 2005 was $7.2 million, resulting in pro-forma Consolidated EBITDA for purposes of the leverage ratios of $138.1 million. The most comparable GAAP ratio is total senior secured debt at the same date divided by earnings from continuing operations before income taxes for the respective four trailing quarters, also calculated on a pro-forma basis, of $69.8 million.
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Derivation of Consolidated EBITDA; Segment Consolidated EBITDA; and Segment Profit (in thousands):
| | 2005 | |
| | | | | | | | | | Rolling | |
| | Qtr 1 | | Qtr 2 | | Qtr 3 | | Qtr 4 | | 4 Qtr | |
| | | | | | | | | | | |
Earnings from continuing operations before income taxes | | $ | 11,361 | | 16,041 | | 18,100 | | 21,364 | | 66,866 | |
Add/(deduct) | | | | | | | | | | | |
Interest expense | | 4,187 | | 6,578 | | 7,919 | | 6,048 | | 24,732 | |
Depreciation and amortization | | 8,374 | | 10,614 | | 14,357 | | 10,376 | | 43,721 | |
LIFO | | 577 | | 828 | | (229 | ) | (452 | ) | 724 | |
Closed store lease costs | | 178 | | — | | 216 | | (191 | ) | 203 | |
Asset impairments | | 458 | | 2,089 | | 1,772 | | 851 | | 5,170 | |
Gains on sale of real estate | | — | | (541 | ) | (556 | ) | (2,600 | ) | (3,697 | ) |
Subsequent cash payments on non-cash charges | | (1,375 | ) | (652 | ) | (752 | ) | (2,690 | ) | (5,469 | ) |
Special charges | | — | | (1,296 | ) | — | | — | | (1,296 | ) |
Total Consolidated EBITDA | | $ | 23,760 | | 33,661 | | 40,827 | | 32,706 | | 130,954 | |
| | | | | | | | | | Rolling | |
| | Qtr 1 | | Qtr 2 | | Qtr 3 | | Qtr 4 | | 4 Qtr | |
Segment Consolidated EBITDA after reclass of marketing revenues (a) | | | | | | | | | | | |
Food Distribution | | $ | 17,726 | | 24,291 | | 30,379 | | 25,962 | | 98,358 | |
Military | | 9,315 | | 9,855 | | 12,187 | | 9,669 | | 41,026 | |
Retail | | 8,387 | | 8,829 | | 10,273 | | 10,969 | | 38,458 | |
Unallocated Corporate Overhead | | (11,668 | ) | (9,314 | ) | (12,012 | ) | (13,894 | ) | (46,888 | ) |
| | $ | 23,760 | | 33,661 | | 40,827 | | 32,706 | | 130,954 | |
| | | | | | | | | | Rolling | |
| | Qtr 1 | | Qtr 2 | | Qtr 3 | | Qtr 4 | | 4 Qtr | |
Segment profit after reclass of marketing revenues (a) | | | | | | | | | | | |
Food Distribution | | $ | 15,913 | | 21,734 | | 27,112 | | 23,576 | | 88,335 | |
Military | | 8,910 | | 9,452 | | 11,644 | | 9,259 | | 39,265 | |
Retail | | 5,729 | | 6,155 | | 6,444 | | 8,284 | | 26,612 | |
Unallocated Corporate Overhead | | (19,191 | ) | (21,300 | ) | (27,100 | ) | (19,755 | ) | (87,346 | ) |
| | $ | 11,361 | | 16,041 | | 18,100 | | 21,364 | | 66,866 | |
| | 2004 | |
| | | | | | | | | | Rolling | |
| | Qtr 1 | | Qtr 2 | | Qtr 3 | | Qtr 4 | | 4 Qtr | |
| | | | | | | | | | | |
Earnings from continuing operations before income taxes | | $ | 7,757 | | (25,639 | ) | 22,620 | | 14,461 | | 19,199 | |
Add/(deduct) | | | | | | | | | | | |
Interest expense | | 6,706 | | 6,677 | | 8,429 | | 5,369 | | 27,181 | |
Depreciation and amortization | | 10,156 | | 9,800 | | 11,615 | | 8,670 | | 40,241 | |
LIFO | | 392 | | 783 | | 1,043 | | 1,307 | | 3,525 | |
Closed store lease costs | | (129 | ) | 1,146 | | 643 | | 3,211 | | 4,871 | |
Asset impairments | | — | | — | | — | | 853 | | 853 | |
Gains on sale of real estate | | (82 | ) | (14 | ) | (3,317 | ) | (2,173 | ) | (5,586 | ) |
Subsequent cash payments on non-cash charges | | (565 | ) | (625 | ) | (1,633 | ) | (693 | ) | (3,516 | ) |
Special charges | | — | | 36,494 | | — | | (1,715 | ) | 34,779 | |
Extinguishment of debt | | — | | — | | — | | 7,204 | | 7,204 | |
Total Consolidated EBITDA | | $ | 24,235 | | 28,622 | | 39,400 | | 36,494 | | 128,751 | |
| | | | | | | | | | Rolling | |
| | Qtr 1 | | Qtr 2 | | Qtr 3 | | Qtr 4 | | 4 Qtr | |
Segment Consolidated EBITDA after reclass of marketing revenues (a) | | | | | | | | | | | |
Food Distribution | | $ | 17,034 | | 20,227 | | 25,422 | | 21,549 | | 84,232 | |
Military | | 8,579 | | 8,988 | | 11,340 | | 9,029 | | 37,936 | |
Retail | | 7,002 | | 7,665 | | 14,620 | | 13,050 | | 42,337 | |
Unallocated Corporate Overhead | | (8,380 | ) | (8,258 | ) | (11,982 | ) | (7,134 | ) | (35,754 | ) |
| | $ | 24,235 | | 28,622 | | 39,400 | | 36,494 | | 128,751 | |
| | | | | | | | | | Rolling | |
| | Qtr 1 | | Qtr 2 | | Qtr 3 | | Qtr 4 | | 4 Qtr | |
Segment profit after reclass of marketing revenues (a) | | | | | | | | | | | |
Food Distribution | | $ | 15,086 | | 18,275 | | 22,937 | | 19,652 | | 75,950 | |
Military | | 8,217 | | 8,605 | | 10,806 | | 8,638 | | 36,266 | |
Retail | | 3,009 | | 3,926 | | 10,908 | | 10,265 | | 28,108 | |
Unallocated Corporate Overhead | | (18,555 | ) | (56,445 | ) | (22,031 | ) | (24,094 | ) | (121,125 | ) |
| | $ | 7,757 | | (25,639 | ) | 22,620 | | 14,461 | | 19,199 | |
(a) Prior quarter segment information reflect a reclassification of marketing revenues and costs from Unallocated Corporate Overhead to the Food Distribution and Retail segments.
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