Restatement of Previously Issued Consolidated Financial Statements | Restatement of Previously Issued Consolidated Financial Statements In the course of downsizing and terminating certain operations of Alliance One Tobacco (Kenya) Limited (“AOTK”), and preparing our financial statements for the quarter ended September 30, 2015, the Company identified errors in accounts receivable, inventory, sales and cost of goods sold in AOTK. Specifically, the value of inventory was overstated due to improper accounting for shrinkage, deferred crop costs, lower of cost or market valuations and inventory counts. Further, sales and other operating revenues, and trade and other receivables, net were incorrectly stated due to improper revenue recognition for external sales. As a result of these errors, the Company has restated its consolidated financial statements for the years ended March 31, 2015, 2014 and 2013 and the selected quarterly financial data (unaudited) on this Form 10-K/A. Certain adjustments due to these errors are related to the year ended March 31, 2012 and prior periods. The Company has reported the portion of the errors occurring prior to the year ended March 31, 2013 of approximately $16 million as a restatement of retained earnings at March 31, 2012. As of March 31, 2015, the correction of these errors decreased the reported amount of inventory by approximately $32 million , decreased accounts receivable by approximately $7 million , and decreased retained earnings by approximately $39 million . Approximately $26 million of the decrease in retained earnings is related to periods prior to 2015, with a portion in each quarter dating back to fiscal 2011. Further, these corrections decreased operating income for the year ended March 31, 2015 by approximately $13 million . Along with restating the Company's financial statements to correct the errors discussed above, the Company has recorded adjustments for certain previously identified immaterial accounting errors related to the periods covered by this Form 10-K/A. When these financial statements were originally issued, the Company assessed the impact of these errors and concluded that they were not material to its financial statements for each of the years ended March 31, 2015, 2014 and 2013, and reported fiscal quarters within each of these years. However, in conjunction with its need to restate its financial statements as a result of the errors noted above, the Company determined that it would be appropriate within this Form 10-K/A to record all such previously unrecorded adjustments. The combined impacts of all the adjustments to the applicable line items in the consolidated financial statements for the periods covered by this Form 10-K/A are provided in the tables below. Financial Statement Presentation In addition to the restatement of its consolidated financial statements, the Company has also restated the following Notes for the effects of the errors above: • Note 1. Summary of Significant Accounting Policies • Note 2. Inventories • Note 3. Variable Interest Entities • Note 4. Restructuring and Asset Impairment Charges • Note 5. Goodwill and Other Intangibles • Note 10. Equity in Net Assets of Investee Companies • Note 12. Income Taxes • Note 13. Employee Benefits • Note 14. Segment Information • Note 15. Foreign Currency Translation • Note 20. Selected Quarterly Financial Data (Unaudited) • Note 21. Subsequent Events ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) The following tables present the effect of the restatement on selected line items of the previously reported consolidated financial statements for the years ended March 31, 2015, 2014 and 2013. Consolidated Balance Sheet as of March 31, 2015 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Trade and other receivables, net $ 200,403 $ — $ (7,459 ) $ 426 $ 193,370 Inventories 772,608 (31,665 ) — — 740,943 Advances to tobacco suppliers 38,589 — — (822 ) 37,767 Current deferred taxes 15,587 — — (1 ) 15,586 Prepaid expenses 23,541 — — 360 23,901 Total current assets 1,256,256 (31,665 ) (7,459 ) (37 ) 1,217,095 Deferred income taxes 31,649 — — 1,506 33,155 Other noncurrent assets 27,858 — — (227 ) 27,631 Property, plant and equipment, net 237,975 — — (61 ) 237,914 Total assets 1,664,589 (31,665 ) (7,459 ) 1,181 1,626,646 Accounts payable 73,358 — — (9 ) 73,349 Accrued expenses and other current liabilities 87,132 — — 683 87,815 Income taxes 12,964 (22 ) (182 ) (66 ) 12,694 Total current liabilities 584,020 (22 ) (182 ) 608 584,424 Deferred income taxes 5,284 — — (1,786 ) 3,498 Liability for unrecognized tax benefits 8,826 — — 2,185 11,011 Pension, postretirement and other long-term liabilities 91,252 — — 250 91,502 Retained deficit (169,413 ) (31,643 ) (7,277 ) 149 (208,184 ) Accumulated other comprehensive income (66,161 ) — — (225 ) (66,386 ) Total stockholders' equity of Alliance One International, Inc. 232,990 (31,643 ) (7,277 ) (76 ) 193,994 Total equity 236,264 (31,643 ) (7,277 ) (76 ) 197,268 Total liabilities and stockholders' equity 1,664,589 (31,665 ) (7,459 ) 1,181 1,626,646 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Statement of Consolidated Operations March 31, 2015 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Sales and other operating revenues $ 2,065,850 $ — $ 1,584 $ (569 ) $ 2,066,865 Cost of goods and services sold 1,810,771 14,727 — (1,350 ) 1,824,148 Gross profit 255,079 (14,727 ) 1,584 781 242,717 Other income 1,894 — — (504 ) 1,390 Operating income 110,835 (14,727 ) 1,584 277 97,969 Interest expense 113,355 — — (82 ) 113,273 Income (loss) before income taxes and other 4,519 (14,727 ) 1,584 359 (8,265 ) Income tax expense (benefit) 22,939 (828 ) 89 (1,340 ) 20,860 Net income (loss) (15,597 ) (13,899 ) 1,495 1,699 (26,302 ) Net income (loss) attributable to Alliance One International, Inc. (15,425 ) (13,899 ) 1,495 1,699 (26,130 ) Earnings (loss) per share: Basic (1.75 ) (1.58 ) 0.17 0.19 (2.96 ) Diluted (1.75 ) (1.58 ) 0.17 0.19 (2.96 ) Consolidated Statement of Comprehensive Income (Loss) March 31, 2015 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Net income (loss) $ (15,597 ) $ (13,899 ) $ 1,495 $ 1,699 $ (26,302 ) Total comprehensive income (loss) (43,657 ) (13,899 ) 1,495 1,699 (54,362 ) Comprehensive income (loss) attributable to Alliance One International, Inc. (43,485 ) (13,899 ) 1,495 1,699 (54,190 ) ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Statement of Consolidated Cash Flows March 31, 2015 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Net income (loss) $ (15,597 ) $ (13,899 ) $ 1,495 $ 1,699 $ (26,302 ) Loss on foreign currency transactions 8,570 — — (296 ) 8,274 Trade and other receivables (47,384 ) — (1,495 ) (1,479 ) (50,358 ) Inventories and advances to tobacco suppliers (19,552 ) 13,899 — 987 (4,666 ) Deferred items (15,118 ) — — (2,907 ) (18,025 ) Payables and accrued expenses (24,018 ) — — 610 (23,408 ) Prepaids 2,037 — — (294 ) 1,743 Income taxes 4,682 — — 829 5,511 Other operating assets and liabilities 637 — — 815 1,452 Net cash used by operating activities (55,187 ) — — (36 ) (55,223 ) Decrease in cash and cash equivalents (90,893 ) — — (36 ) (90,929 ) Cash and cash equivalents at beginning of year 234,742 — — 36 234,778 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Consolidated Balance Sheet as of March 31, 2014 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Cash and cash equivalents $ 234,742 $ — $ — $ 36 $ 234,778 Trade and other receivables, net 176,459 — (9,044 ) (962 ) 166,453 Inventories 760,607 (16,937 ) — (1 ) 743,669 Advances to tobacco suppliers 49,598 — — (890 ) 48,708 Prepaid expenses 27,667 — — 66 27,733 Total current assets 1,320,797 (16,937 ) (9,044 ) (1,751 ) 1,293,065 Investments in unconsolidated affiliates 50,876 — — 530 51,406 Property, plant and equipment, net 261,246 — — (72 ) 261,174 Total assets 1,775,287 (16,937 ) (9,044 ) (1,293 ) 1,748,013 Accounts payable 115,177 — — 26 115,203 Accrued expenses and other current liabilities 72,525 — — 38 72,563 Income taxes 10,784 807 (272 ) (1,634 ) 9,685 Total current liabilities 501,397 807 (272 ) (1,570 ) 500,362 Deferred income taxes 5,788 — — (1,108 ) 4,680 Liability for unrecognized tax benefits 9,436 — — 2,910 12,346 Pension, postretirement and other long-term liabilities 81,415 — — 250 81,665 Retained deficit (153,988 ) (17,744 ) (8,772 ) (1,550 ) (182,054 ) Accumulated other comprehensive income (38,101 ) — — (225 ) (38,326 ) Total stockholders' equity of Alliance One International, Inc. 273,593 (17,744 ) (8,772 ) (1,775 ) 245,302 Total equity 276,888 (17,744 ) (8,772 ) (1,775 ) 248,597 Total liabilities and stockholders' equity 1,775,287 (16,937 ) (9,044 ) (1,293 ) 1,748,013 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Statement of Consolidated Operations March 31, 2014 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Sales and other operating revenues $ 2,354,956 $ — $ (344 ) $ (76 ) $ 2,354,536 Cost of goods and services sold 2,114,929 10,567 — 2,384 2,127,880 Gross profit 240,027 (10,567 ) (344 ) (2,460 ) 226,656 Other income 18,230 — — 530 18,760 Operating income 119,059 (10,567 ) (344 ) (1,929 ) 106,219 Interest expense 116,798 — — 29 116,827 Loss before income taxes and other (48,120 ) (10,567 ) (344 ) (1,958 ) (60,989 ) Income tax expense 38,942 439 14 1,080 40,475 Net loss (87,002 ) (11,006 ) (358 ) (3,038 ) (101,404 ) Net loss attributable to Alliance One International, Inc. (86,659 ) (11,006 ) (358 ) (3,038 ) (101,061 ) Loss per share: Basic (9.88 ) (1.25 ) (0.04 ) (0.35 ) (11.52 ) Diluted (9.88 ) (1.25 ) (0.04 ) (0.35 ) (11.52 ) Consolidated Statement of Comprehensive (Loss) Income March 31, 2014 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Net loss $ (87,002 ) $ (11,006 ) $ (358 ) $ (3,038 ) $ (101,404 ) Total comprehensive loss (69,911 ) (11,006 ) (358 ) (3,038 ) (84,313 ) Comprehensive loss attributable to Alliance One International, Inc. (69,568 ) (11,006 ) (358 ) (3,038 ) (83,970 ) ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Statement of Consolidated Cash Flows March 31, 2014 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Net loss $ (87,002 ) $ (11,006 ) $ (358 ) $ (3,038 ) $ (101,404 ) Loss on foreign currency transactions 12,286 — — 62 12,348 Trade and other receivables 50,392 — 358 335 51,085 Inventories and advances to tobacco suppliers 157,212 11,006 — (24 ) 168,194 Deferred items 2,769 — — 2,119 4,888 Payables and accrued expenses 24,989 — — 1,849 26,838 Prepaids 4,304 — — (66 ) 4,238 Income taxes 1,172 — — (634 ) 538 Other operating assets and liabilities (560 ) — — (567 ) (1,127 ) Net cash provided by operating activities 262,436 — — 36 262,472 Increase in cash and cash equivalents 142,716 — — 36 142,752 Cash and cash equivalents at end of year 234,742 — — 36 234,778 Statement of Consolidated Operations March 31, 2013 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Sales and other operating revenues $ 2,243,816 $ — $ (3,279 ) $ 459 $ 2,240,996 Cost of goods and services sold 1,958,570 (4,230 ) — (546 ) 1,953,794 Gross profit 285,246 4,230 (3,279 ) 1,005 287,202 Selling, general and administrative expenses 145,750 — — 27 145,777 Operating income 160,272 4,230 (3,279 ) 978 162,201 Interest expense 114,557 — — (29 ) 114,528 Income (loss) before income taxes and other 51,067 4,230 (3,279 ) 1,007 53,025 Income tax expense (benefit) 27,992 367 (285 ) 1,976 30,050 Net income (loss) 24,712 3,863 (2,994 ) (969 ) 24,612 Net income (loss) attributable to Alliance One International, Inc. 24,013 3,863 (2,994 ) (969 ) 23,913 Earnings (loss) per share: Basic 2.75 0.44 (0.34 ) (0.11 ) 2.74 Diluted 2.54 0.35 (0.27 ) (0.09 ) 2.53 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Consolidated Statement of Comprehensive (Loss) Income March 31, 2013 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Net income (loss) $ 24,712 $ 3,863 $ (2,994 ) $ (969 ) $ 24,612 Pension prior service credit (cost) and net actuarial gain (loss), net of tax (13,717 ) — — (225 ) (13,942 ) Total other comprehensive income (loss), net of tax (16,519 ) — — (225 ) (16,744 ) Total comprehensive income (loss) 8,193 3,863 (2,994 ) (1,194 ) 7,868 Comprehensive income (loss) attributable to Alliance One International, Inc. 7,494 3,863 (2,994 ) (1,194 ) 7,169 Statement of Consolidated Cash Flows March 31, 2013 (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Net income (loss) $ 24,712 $ 3,863 $ (2,994 ) $ (969 ) $ 24,612 Loss on foreign currency transactions 5,662 — — (98 ) 5,564 Trade and other receivables 49,401 — 2,994 997 53,392 Inventories and advances to tobacco suppliers (97,324 ) (3,863 ) — 108 (101,079 ) Deferred items (29,797 ) — — 1,317 (28,480 ) Payables and accrued expenses 5 — — (1,834 ) (1,829 ) Income taxes (7,040 ) — — 41 (6,999 ) Other operating assets and liabilities 722 — — 438 1,160 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (AS RESTATED) (continued) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (AS RESTATED) (continued) Alliance One International, Inc. and Subsidiaries (in thousands) Note 1A - Restatement of Previously Issued Consolidated Financial Statements (Continued) Statement of Consolidated Stockholders' Equity (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Retained Deficit at March 31, 2012 $ (91,342 ) $ (10,601 ) $ (5,420 ) $ 2,457 $ (104,906 ) Net Income 24,013 3,863 (2,994 ) (969 ) 23,913 Retained Deficit at March 31, 2013 (67,329 ) (6,738 ) (8,414 ) 1,488 (80,993 ) Net Income (86,659 ) (11,006 ) (358 ) (3,038 ) (101,061 ) Retained Deficit at March 31, 2014 (153,988 ) (17,744 ) (8,772 ) (1,550 ) (182,054 ) Net Income (15,425 ) (13,899 ) 1,495 1,699 (26,130 ) Retained Deficit at March 31, 2015 (169,413 ) (31,643 ) (7,277 ) 149 (208,184 ) Accumulated Other Comprehensive Income (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Other comprehensive loss, net of tax for twelve months ended March 31, 2013 $ (13,717 ) $ — $ — $ (225 ) $ (13,942 ) Pensions Net of Tax at March 31, 2013 (49,468 ) — — (225 ) (49,693 ) Pensions Net of Tax at March 31, 2014 (36,461 ) — — (225 ) (36,686 ) Pensions Net of Tax at March 31, 2015 (52,007 ) — — (225 ) (52,232 ) (in thousands) As Previously Reported Inventory Adjustments (1) Receivables Adjustments (2) Other Adjustments (3) As Restated Total Stockholders' Equity at March 31, 2012 $ 330,421 (10,601 ) $ (5,420 ) $ 2,457 $ 316,857 Net Income 24,712 3,863 (2,994 ) (969 ) 24,612 Other comprehensive loss, net of tax (16,519 ) — — (225 ) (16,744 ) Total Stockholders' Equity at March 31, 2013 342,031 (6,738 ) (8,414 ) 1,263 328,142 Net Loss (87,002 ) (11,006 ) (358 ) (3,038 ) (101,404 ) Total Stockholders' Equity at March 31, 2014 276,888 (17,744 ) (8,772 ) (1,775 ) 248,597 Net Loss (15,597 ) (13,899 ) 1,495 1,699 (26,302 ) Total Stockholders' Equity at March 31, 2015 236,264 (31,643 ) (7,277 ) (76 ) 197,268 (1) Adjustments related to 1) improper accounting for shrinkage, deferred crop costs, lower of cost or market valuations and accurate inventory, and 2) costs of goods and services sold associated with improper revenue recognition. (2) Adjustments related to improper revenue recognition. (3) Adjustments for the previously identified immaterial accounting errors, primarily impacting inventories, costs of goods and services sold, income tax expense, and interest expense. |